Preston Cove Community Development District

Agenda August 26, 2021

AGENDA

Preston Cove Community  Develo p, ment District
Organizational Meeting Agenda

Thursday August 26, 2021 3:00PM

8 Broadway, Suite 104
Kissimmee, Florida 34741

Introduction
Call to Order
Public Comment Period
Oath of Office
Organizational Matters
Confirmation of Notice of Meeting
Information on Community Development Districts and Public Official Responsibilities and Florida Statues Chapter 190
Election of Officers
Consideration of Resolution 2021-01 Designating Officers
Consideration of Resolution 2021-02 Designating Treasurer &
Assistant Treasurer
Consideration of Resolution 2021-03 Approving Interlocal Agreement with Osceola County
Retention of District Staff
Consideration of Contract for District Management Services
Consideration of Appointment of District Counsel
Consideration of Resolution 2021-04 Designating a Registered Agent and Office
Consideration of Interim District Engineering Agreement with Hanson, Walter & Associates, Inc.
Request Authorization to Issue RFQ for Engineering Services
Designation of Meetings and Hearing Dates
Designation of Regular Monthly Meeting Date, Time and Location
Designation of Landowner's Meeting Date, Time and Location

Preston Cove CDD	2

Designation of Date of Public Hearing to Adopt Rules of Procedure in accordance with Section 120.54, Florida Statutes
Consideration of Resolution 2021-05 Setting a Public Hearing to Consider the Proposed Rules of the District
Designation of Date of Public Hearing on the Budget for Fiscal Years 2021 &2022
Consideration of Resolution 2021-06 Setting the Public Hearing and Approving the Proposed Fiscal Years 2021 & 2022 Budget
Approval of the Fiscal Years 2021 & 2022 Developer Funding Agreement
Designation of Date of Public Hearing Expressing the District's Intent to Utilize the Uniform Method of Levying, Collecting and Enforcing Non Ad Valorem Assessments in accordance with Section 197.3632, Florida Statutes
Other Organizational Matters
Selection of District Depository
Authorization of Bank Account Signatories
Consideration  of	Resolution   2021-07   Relating  to Defense  of	Board Members
Consideration of Resolution 2021-08 Authorizing District Counsel to Record the "Notice of Establishment" in the Property Records of Osceola County in accordance with Chapter 190.0485, Florida Statutes
Consideration of Resolution 2021-09 Adopting Investment Guidelines
Consideration of Resolution 2021-10 Authorizing Execution of Public Depositor Report
Consideration of Resolution 2021-11 Designating a Policy for Public Comment
Consideration	of	Resolution	2021-12	Adopting	a	Travel	and Reimbursement Policy
Consideration of Resolution 2021-13 Adopting a Records Retention Policy
Consideration of Compensation of Board Members
Selection of District Records Office Within Osceola County

Preston Cove CDD	3

Consideration of Website Services Agreement
Authorization to Prepare Public Facilities Report in Accordance with Chapter 189.08 Florida Statues to Coincide with Special District Filing Date for Osceola County
Capital Improvements
Appointment of Financing Team
Bond Counsel
Interim Engineer
Underwriter
Assessment Administrator
Trustee
Approval of Financing Team Funding Agreement
Financing Matters
Consideration of Resolution 2021-14 Authorizing the Issuance of Bonds and Authorizing the Commencement of Validation Proceedings
Imposition of Assessments
Consideration of Master Engineers Report
Consideration of Master Assessment Methodology
Consideration of Resolution 2021-15 Declaring Special Assessments
Consideration of 2021-16 Setting a Public Hearing for Special Assessments
Business Items
Consideration of an Acquisition Agreement
Consideration of Construction Funding Agreement
Consideration of Resolution 2021-17 Direct Purchase Resolution and Policy
Consideration of Assignment of Contractor Agreement with

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Other Business
Staff Reports
Attorney

for - - - - - - - ·

Preston Cove CDD	4

Manager
Supervisors Requests
Approval of Funding Request No. 1
Adjournment

S ECTION II

S ECTION A

Publication Date 2021-08-19

Subcategory

NOTICE OF ORGANIZATIONAL MEETING PRESTON COVECOMMUNITY DEVELOPMENT DISTRICT The
organizational meeting of the Board of Supervisors of the Preston Cove Community Development Distr ict will be held on August 26, 2021 at 3:00 PM at the Office of Hanson, Walter & Associates, Inc., 8 Broadway, Suite 104, Kissimmee, Florida 34741. The purpose of the meeting is to elect certain District officers, consider the appointment of staff to include but not limited to manager, attorney, engineer and others as deemed appropriate by the Board of Supervisors; to consider the services to be provided by the District and the financing plan for same; to appoint a team for purposes of issuing special assessment bonds and consider the associated funding agreement; and to conduct other business that may come before the Board. The meeting is open to the public and will be conducted in accordance with the provisions of Florida Law for Community Development Districts . A copy of the meeting agenda may be obtained from the District Manager at 219 E. Livingston Street, Orlando, FL 32801. The meeting may be continued to a date, time, and place as evidenced by motion of the majority of Board Members participating. There may be occasions when one or more Supervisors will participate by telephone . Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodation to participate in this meeting is asked to advise the District Office at (407) 841-5524 at least forty-eight (48) hours prior to the meeting. If you are hearing or speech impaired, please contact the Florida Relay Service {800) 955-8770, who can aid you in contacting the District Office. Each person who decides to appeal any action taken at these meetings is advised that person will need a record of the proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made, including the testimony and evidence upon which such appeal is to be based. George S. Flint District Manager Governmental Management Services - Central Florida, LLC August 19, 2021

S ECTION 8

Community Development Districts

Introduction

Community Development Districts are a relatively new mechanism for financing infrastructure for large development projects in Florida. Using a combination of Florida law authorization and federal tax law authorization, developers of large projects can utilize low cost tax-exempt financing to provide for the financing of such infrastructure items as roads, water and sewer and drainage. This section describes the mechanisms for setting up a District, how the financing is handled and the net low interest rate obtainable.

Community  Development Districts

A Community Development District ("CDD") is a local unit of a special-purpose government created and organized under the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the "Act"). A CDD is established after public hearings, is governed by an independent body established under the Act and is authorized to perform certain specialized functions.

A CDD gives the landowner/developer an efficient financing mechanism by which (i) to use less expensive front-end capital to finance the installation of infrastructure and to assure the delivery of basic community services and (ii) to more economically pay for the operation and maintenance of infrastructure and services. Residents within a CDD will usually experience lower unit assessments costs for capital infrastructure and the delivery of certain basic services due to lower financing costs associated with tax-exempt bond financing and potentially lower administrative costs as a result of localized, single purpose management.

During the early years of a CDD, the landowner/developer generally controls the governing body of the CDD, giving the landowner/developer an effective management entity to plan and implement the proposed development. A CDD performs management and financing functions for large-scale community development, but cannot function other than as authorized to implement the planning and regulatory parameters approved by local governments.

While a CDD is an independent special District within a County or municipality and is endowed with certain powers, which are necessary for the effective construction, operation and maintenance of capital infrastructure and services, the Act is selective in the powers granted to a CDD. Certain types of powers may not be exercised by a CDD. All governmental planning, environmental, and land development laws, regulations, and ordinances apply to all development of the land within a COD.

CDDs do not have the power of a local government to adopt a comprehensive plan, building code, or land development code, as those terms are defined in the Local Government Comprehensive Planning and land Development Regulation Act.

The creation of a CDD is not a development order under State law and a CDD can take no action which is inconsistent with applicable comprehensive plans, ordinances, or regulations of the applicable local general-purpose government.

Establishment of a Community Development District

The procedure for establishment of a CDD depends on the size of the proposed CDD. A proposed CDD of 1,000 acres or more is created by a rule adopted by the Florida Land and Water Adjudicatory Commission (the "FLWAC," which consists of the Governor and the Cabinet) pursuant to the Administrative Procedure Act. If the proposed CDD is less than

1,000 acres, the CDD is created by an ordinance adopted by the Board of County Commissioners of the County containing a majority of the area of the proposed· CDD, provided, however, that if any area of the land to be included in the proposed CDD is within the boundaries of a municipality, the County Commission may not create the CDD without the approval of the municipality. If all of the land in the proposed CDD is within the territorial jurisdiction of a municipality, the CDD is created pursuant to an ordinance adopted by the governing body of the municipality. A County or municipality which has received a petition for establishment of a CDD may, within 90 days, transfer such petition to the FLWAC. It is then the responsibility for the FLWAC to grant or deny the petition. A County or municipality has not right or power to grant or deny a petition that has been transferred to theFLWAC.

Additionally, the governing body of any existing special District created to provide one or more of the public improvements and community facilities authorized by the act may petition for re-establishment of the existing District as a CDD.

Powers and Operation

In order to allow a CDD to effectively finance and manage the major capital infrastructure of a development and to deliver basic community development services, the Act vests CDDs with certain special powers.

A CDD may plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate and maintain the following basic infrastructure:
►	water management and control;
► water supply;
► sewer and wastewater management;
► bridges and culverts;
► District roads, and
► street lights
With the consent of the affected County or municipality, a CDD may also plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate and maintain additional systems and facilities for:
► parks and facilities for indoor and outdoor recreational, cultural and educational

►	fire prevention and control;

uses;
► school buildings and related structures
► security, including but not limited to, guardhouses, fences and gates and

►

electronic intrusion-detection devices;

►

control and elimination of mosquitoes, and waste collection and disposal

Fund Raising Mechanisms

Among the special powers vested in a CDD is the authorization to assess certain types of taxes and fees within the CDD.

Ad Valorem Taxes: A CDD, the members of whose governing body have been elected by the qualified electors of the CDD, may levy and assess ad valorem taxes on all the taxable property within the CDD, for the purposes of (i) construction, operation and maintenance of assessable improvements, and (ii) payment on general obligation bonds issued by the CDD.

► The levy of ad valorem taxes by a CDD must be approved by the qualified electors in the CDD by referendum when required by the State constitution.
► Ad valorem taxes which may be levied by a CDD are in addition to County and all other ad valorem taxes provided for by law.
► Ad valorem taxes levied by a CDD for operating purposes (exclusive of debt services on general obligation bonds) may not exceed 3 mills, except that a CDD authorized to engage in any of the activities requiring the consent of the local general-purpose government may levy an additional 2 mills for operating purposes.

Benefit and Maintenance Taxes: A CDD may levy benefit taxes to pay principal of, redemption premium, if any, and interest on bonds issued to finance water management and control facilities of the CDD and maintenance taxes to maintain and preserve such facilities.

Special Assessment Taxes: A CDD may levy special assessments, in accordance with applicable law, for the construction or reconstruction of the systems and facilities which the CDD is authorized to undertake, and may issue certificates of indebtedness and assessment bonds in connection therewith.

Fees and Charges: A CDD is authorized, after public hearing, to prescribe, fix, establish, and collect rates, fees, rentals or other charges, and to revise the same from time to time, for use of the facilities and services furnished by the CDD. A CDD may also provide for reasonable penalties against any user or property with respect to any rates, fees, rentals or other charges that are delinquent.

Other General Powers

Among others, CDDs have the following powers:

To lease to or from any person, firm, corporation, association or body, public or private, any projects of the type that the CDD is authorized to undertake and facilities or property of any nature for the use of the CDD to carry out any of the purposes authorized by the Act.

To exercise the power of eminent domain pursuant to the applicable provisions of State law, over any property within the State, except municipal, County, State and Federal property, for the uses and purposes of the CDD relating solely to water, sewer, District roads and water management, provided, however, that if such power of eminent domain is to be exercised beyond the physical boundaries of the CDD, prior approval must be obtained from the governing body of the County (if the taking will occur in an unincorporated area) or the municipality (if the taking will occur within a municipality).

To exercise all of the powers necessary, convenient, incidental or proper in connection with any of the powers, duties or purposes authorized by the Act.

Financing

One of the major benefits of a CDD is the authority to issue tax-exempt bonds and notes to finance the capital infrastructure of a development. The ability to issue tax-exempt bonds and notes means that a CDD may finance the capital infrastructure of a development at a lower cost than would normally be incurred through conventional borrowing. A CDD may issue general obligation bonds, assessment bonds, revenue bonds and refunding bonds. A CDD may also issue bond anticipation notes. Bonds issued by a CDD are not backed by the full faith and credit of the County or municipality in which the CDD issuing such bonds is

located, or by the State or any political subdivision, department or agency thereof. Any bonds to be issued by a CDD maturing over a period of more than five years must be validated and confirmed in accordance with the applicable laws of the State. Most financing undertaken by a COD will be backed by special assessments.

Special Assessment Bonds - Assessment bonds are special obligations of a CDD which are payable solely from proceeds of the special assessments levied for a public improvement or community facility that the COD is empowered to provide. This is a specialized form of debt financing in which a long-term bond issued by the CDD is repaid through a special, compulsory charge or tax levied on specific properties rather than from general tax revenues.

Special assessments and betterments are generally used for the construction and maintenance of public improvements such as sewers, drains, sidewalks, and water extensions. The underlying rationale of a betterment or special assessment is that the property owners should repay the bonds through special charges or assessments because their property values increase as a direct result of the capital improvements and they receive greater benefits from the project than the other citizens of the community do.

There are several advantages to using special assessments and betterments. First, assessments fees are often exempt from property tax limitation laws, such as Proposition 2 1/2 in Massachusetts and proposition 13 in California. Second, tax-exempt institutions such as universities and hospitals, who do not pay for capital improvements supported by property taxes, are generally required to pay for their share of special assessments. Many local officials feel that betterments and special assessments are in equitable method of providing capital improvements since only those who specifically benefit from the project pay for it.

A CDD may levy special assessments in connection with the construction or reconstruction of the systems and facilities which the CDD is authorized to undertake. After any assessments for assessable improvements are made, determined and confirmed as provided in the act, a CDD may issue for the amount so. assessed against the abutting property or the property otherwise benefited. Such certificates are payable only from the special assessments levied and collected from the property against which they are issued. The proceeds of such certificates may be pledged for the payment of principal of, redemption premium, if any, and interest on any revenue bonds, assessment bonds or general obligation bonds issued to finance any assessable improvements, or, if not so pledged, be used to pay the cost or part of the cost of such assessable improvements. These special assessments will represent a lien on the property prior to any existing first mortgage. In most cases these assessments will be included as part of the normal property tax bill.

Revenue Bonds - Revenue bonds are obligations of a COD which are primarily payable from revenues derived from sources other than ad valorem taxes on real or tangible personal property and which do no pledge the property, credit or general tax revenue of the CDD. A CDD may issue revenue bonds from time to time without limitation as to amount. Revenue bonds of a CDD need not be approved by the qualified electors of the CDD unless such bonds are additionally secured by the full faith and credit and taxing power of the CDD. Revenue bonds may be secured by, or payable from the gross or net pledge of the revenues to be derived from any project or combination of projects; from the rates, fees or other charges to be collected from the users of any project or projects; from any revenue-producing undertaking or activity of the CDD such as a sewer system; from special assessments; or from any other source or pledged security.

Refunding Bonds - Refunding bonds are bonds issued by a CDD to refinance outstanding bonds of any type and the redemption premium, if any, and interest thereon. Refunding bonds are issuable and payable in the same manner as the refinanced bonds, except that no approval by the electorate is required unless required by the State constitution.

General Obligation Bonds - The aggregate principal amount of general obligation bonds which a CDD may have outstanding at any one time, computed in accordance with the Act, may not exceed 35% of the assessed value of the taxable property within the CDD as shown on the pertinent tax records at the time of the authorization of such bonds. In arriving at the amount of general obligation bonds of a CDD permitted to be outstanding at any one time, there is not included any general obligation bonds which are additionally secured by the pledge of: (i) special assessments levied in an amount sufficient to pay the principal of, redemption premium, if any, and interest on the general obligation bonds so secured (provided certain requirements of the Act are complied with), (ii) water revenues, sewer, revenue or water and sewer revenues of the CDD to be derived from user fees in an amount sufficient to pay the principal of, redemption premium, if any, and interest on the general obligation bonds so secured, or (iii) any combination of assessments and revenues described in (i) and (ii).

Bond Anticipation Notes - A CDD may, after the issuance of any bonds of the CDD has been authorized, borrow money for the purposes for which such bonds are to be issued in anticipation of the receipt for the proceeds of the sale of such bonds and issue bond anticipation notes in a principal sum not in excess of the authorized maximum amount of such bond issue.

Special Assessment Tax Collection Procedures

In 1988 the Florida Legislature created a uniform method for the levy, collection, and enforcement of non-ad valorem taxes. The method, which is found in Section 197.3632, Florida Statutes, allows non-ad valorem assessments, such as special assessments, to be levied on the property owner's ad valorem tax bill. In case of non-payment, the tax certificate can be sold, making the collection method extremely strong and bondable.

The Statute provides a detailed list of the actions required by the local governing Board, the tax collector and the property owners. Most of the actions required by the local governing Board and the tax collector are similar to those required by the local governing Board and the tax collector are similar to those required for ad valorem taxes. The major difference is the inclusion of both ad valorem and non-ad valorem taxes on the same tax bill. The law provides extremely specific instructions as to the form and content of the combined tax bill including the size of the type required (8 points or larger) and the thickness of the line dividing and two sections (approximately 1/8"). Although the law requires that the form clearly separates the ad valorem and non-ad valorem taxes, if the entire amount is not paid a tax certificate can be issued against the property.

Summary of Non-Ad Valorem Tax Collection Procedures

Property Appraiser provides information on property within the District
Local Governing Board adopts the non-ad valorem assessment roll
Local Governing Board informs property owners
Property Owners voice any objections at public hearing
Local Governing Board certifies the non-ad valorem assessment roll to the Tax Collector
Tax Collector combines all ad valorem and non-ad valorem taxes
Tax Collector mails combined ad valorem and non-ad valorem tax bills to property owners

Form Of Governance Of A Community Development District

The District is governed through a Board of Supervisors initially elected by landowners and in the sixth year a phasing mechanism is provided for electors to qualify as supervisors.

The Board consists of five members, initially appointed by the landowner(s) for the first 90 days during which time a landowner's election is held. Members must be residents of the State and citizens of the United States.

Each landowner is entitled to cast one vote per acre of land owned within the District. Board members are elected to two year or four year terms such that three members stand for election every two years.

Commencing six years after the initial election (or ten years if the District is larger than 5,000 acres), the position of each member whose term has expired shall be filled by a qualified elector of the District, elected by the registered electors of the District. Every two years thereafter (in November) elections are held.

Elections held shall be conducted in the manner prescribed by law for holding general elections.

A majority of the members of the Board constitutes a quorum for the purposes of conducting its business and exercising its powers and for all other purposes. Action taken by the District shall be upon a majority vote of the members present, unless general law or a rule of the District requires a greater number.

Board shall keep a permanent record book in which shall be recorded minutes of all meetings, resolutions, proceedings, and all corporate acts. The record book shall be subject to inspection in the same manner as State, County and municipal records.

All meetings of the Board shall be open to the public and governed by the Provisions of Florida law, including the Sunshine Law.

Operations and Maintenance of a Community Development District

The Act charges the Board with hiring a professional District Manager, who will have charge and supervision of the works of the District and shall be responsible for preserving and maintaining any improvement or facility constructed or erected pursuant to the provisions of the act, for maintaining and operating the equipment owned by the District, and may hire or otherwise employ and terminate the employment of such other persons as may be necessary and authorized by the Board.

In addition to the Manager, the Board will retain a professional consulting engineer and a general counsel to provide the Board with the required guidance in the implementation of the powers, duties and functions of the District.

The organization of the District is an important function of the Board of Supervisors and the following guidelines are recommended for consideration by the Board.

Officers:

Chairman of the Board

Vice Chairman of the Board

Secretary of the Board

Elected by the Board members and must be a member of the Board. Responsible for conducting the meetings of the Board and for signing required documents of the District.

Elected by the Board members and must be a member of the Board. Acts in the position of Chairman in the absence of the Chairman.

Elected by the Board members and can be either a member of the Board or a member of staff.

The Secretary of the Board is responsible for keeping all of the public records of the District, including minutes, agendas, etc., along with attesting to the Chairman's signature on documents. Generally the District Manager serves as the Secretary to the Board of Supervisors

Treasurer of the Board

Assistant Secretary

District Manager

District Engineer

District Attorney

Elected by the Board members and can be either a member of the Board or a member of staff. The Treasurer of the Board is responsible for maintaining the accounting records of the District, including coordination with the trustee and the auditor, accounts payable, payroll, etc. Generally the District Manager serves as the Treasurer to the Board of Supervisors.

Elected by the Board members and which is recommended to be all other members of the Board who do not hold either the Chairman or the Vice Chairman position.

A professional manager hired by the Board of Supervisors, who has charge of the works of the District.

A professional engineer hired by the Board of Supervisors, in accordance with the provisions of the Consultants' Competitive Negotiations Act, to assist the Board in implementing the functions, duties and responsibilities authorized by the Act.

A professional attorney hired by the Board of Supervisors, who provides legal guidance to the District.

The following professionals will be required in order for the Board of Supervisors to review, evaluate and provide advise and opinions on issues relating to the issuance of Bonds or Bond Anticipation Notes, for the construction of infrastructure facilities of the District. It is generally sound practice for the Board to engage all of the professionals to be involved in the financing at an early date. This facilitates maximum utilization of their time and talents and reduces the likelihood of last-minute changes. Although there are a multitude of methods used to select these professionals, the single most important criteria is to select persons and firms with whom the District officials are comfortable and in whom they are confident.

Financial Advisor

Underwriter

A professional financial advisor assists in virtually all issues to assist the District in preparing the special assessments and to provide independent advice to the District in evaluating proposals from the underwriter, and from a practical standpoint, comfort to the Board that they have done everything possible to achieve the most favorable financing.
The underwriter is the firm that will purchase the Bonds from the District for resale to qualified investors. The underwriter's experience with

Community Development Districts is important to the successful marketing of District Bonds, and the unique financing vehicles utilizes by the District require the District to engage an underwriter with expertise outside the realm of traditional municipal finance. The District's financing structure around a real estate development creates a unique partnership between the District, the developer, and the underwriter.

Bond Counsel

Underwriter's Counsel

Trustee, Bond Register and Paying Agent

A national firm of recognized professional attorneys who specialize in the issuance of tax­ exempt bonds for local governments will be crucial to the District. The District's bond counsel will be responsible for drafting the master trust indenture and all supplemental trust indentures authorizing the issuance of the bonds as well as all documents necessary to successfully close the issue. In addition, a primary responsibility of bond counsel will be to render an opinion to the District that the District's bonds are tax-exempt under the law. This opinion will be relied upon by the underwriter and the bond investor.

A firm of recognized professional attorneys who are engaged by the underwriter to represent the interests of the underwriter in the transaction. Typically the underwriter"s Counsel is responsible for the preparation of the Official Statement, which will be utilized to market the District bonds.

A commercial bank or trust company organized under the laws of the United States and who usually have a combined net capital and surplus of at least $50 million. The trustee generally serves as the bond registrar and paying agent, who is responsible for the administration of the District" bond funds, including disbursement of construction funds, payment of principal and interest when due, investment of funds at the direction of the District.

With this team in place, the District Board will be guided through a professional and reliable program to implement the functions and duties of the Board of Supervisors.

Summary Of CDDs Benefits To The County

The County and the District have compatible interests. The CDD reinforces previous County decisions.

A CDD is a special purpose unit of local government granted powers to plan, construct, operate, finance and maintain community-wide infrastructure for the benefit of its residents.

The CDD provides roads, bridges, appurtenant drainage and street lighting, water/sewer and master drainage and can, as well, provide parks and recreation, security, fire service, and mosquito control.

Property owners who receive District improvements and services have the obligation to pay for those services. Under Chapter 190, F.S., the County may take over any CDD provided function at any time.

The County is not obligated in any way to provide District services to the lands within the District. No extra capital or maintenance costs are borne by other County citizens.

The District helps its residents achieve an attractive quality of life and protects property values. The residents, property owners and tenants of the District are County citizens as well.

The CDD may assume responsibility for protecting conservation areas, providing on-site recreation, and maintenance levels matched to property owner standards and willingness to pay.

An increase in the property valuations of the District benefits all County citizens.

A CDD consolidates delivery of community infrastructure under a single entity. A CDD frees the County from the management or administrative burden for the District.

The CDD's borrowing and debt levels do not count against County millage caps, nor can the debt or obligation of a CDD constitute a burden on the County without its consent.

All CDD business is conducted "in the sunshine." A Statutory formula moves CDD governance from landowner to resident control.

The CDD is a non-profit governmental unit, a long-term perpetual entity that serves the specific needs of its community and the County.

The CDD would have no effect upon the incorporation of any of the areas designated a District, if such change is desired.

District operations are governmental; a property association is corporate. Public accountability contrasts sharply.

County staff costs to establish a CDD are offset by a $15,000 filing fee for each petition.

The County tax collector collects the CDD's taxes; collection cost is defrayed through fees charged the COD.

CDDs are: "a solution to the State's planning, management, and financing needs for delivery of capital infrastructure to service projected growth without overburdening governments and their taJqJayers." Section 190.002(1)(a), F.S.

A CDD provides its residents with the option of having higher levels of services managed and financed through self-imposed charges.

A CDD is solely an alternative by which the District's necessary community infrastructure and services are managed and financed. CDD management and financing is no more expensive, and often less expensive, than the alternatives of an MSTU/BU, dependent District, a property owners association, County provision, or through developer bank loans.

What Disclosures Are Required?

The District must provide full disclosure relating to public financing and maintenance of improvements under District responsibility. Any developer of residential land within the District shall include information related to public financing and maintenance in the public offering statement. Each contract for sale of real estate within the District shall include a prominently placed disclosure statement.

Select Year:	2020  B	Go

The 2020 Florida Statutes

Title XIII
PLANNING AND DEVELOPMENT

Chapter 190
COMMUNITY DEVELOPMENT DISTRICTS
CHAPTER 190 COMMUNITY DEVELOPMENT DISTRICTS

View Entire Chapter

Short title.
Legislative findings, policies, and intent.
Definitions.
Preemption; sole authority.
Establishment of district.
Board of supervisors; members and meetings.
Board of supervisors; general duties.
Budget; reports and reviews.
Disclosure of public financing.
General powers.
Special powers; public improvements and community facilities.
190.0125 Purchase, privatization, or sale of water, sewer, or wastewater reuse utility by district.
Water management and control plan.
Issuance of bond anticipation notes.
Short-term borrowing.
Bonds.
Trust agreements.
Taxes; non-ad valorem assessments.
Special assessments.
Issuance of certificates of indebtedness based on assessments for assessable improvements; assessment bonds.
Tax liens.
Payment of taxes and redemption of tax liens by the district; sharing in proceeds of tax sale.
Foreclosure of liens.
190.031 Mandatory use of certain district facilities and services.
190.033 Bids required.
Fees, rentals, and charges; procedure for  adoption and modifications; minimum revenue requirements.
Recovery of delinquent charges.
Discontinuance of service.
190.041 Enforcement and penalties.
Suits against the district.
Exemption of district property from execution.

Termination, contraction, or expansion of district.
Incorporation or annexation of district.
Sale of real estate within a district; required disclosure to purchaser. 190.0485 Notice of establishment.
Special acts prohibited.

Short title.-This act may be cited as the "Uniform Community Development District Act of 1980."
History.-s. 2, ch. 80-407.

Legislative findings, policies, and intent.­
The Legislature finds that:
There is a need for uniform, focused, and fair procedures in state law to provide a reasonable alternative for the establishment, power, operation, and duration of independent districts to manage and finance basic community development services; and that, based upon a proper and fair determination of applicable facts, an independent district can constitute a timely, efficient, effective, responsive, and economic way to deliver these basic services, thereby providing a solution to the state's planning, management, and financing needs for delivery of capital infrastructure in order to service projected growth without overburdening other governments and their taxpayers.
It is in the public interest that any independent special district created pursuant to state law not outlive its usefulness and that the operation of such a district and the exercise by the district of its powers be consistent with applicable due process, disclosure, accountability, ethics, and government-in-the-sunshine requirements which apply both to governmental entities and to their elected and appointed officials.
It is in the public interest that long-range planning, management, and financing and long-term maintenance, upkeep, and operation of basic services for community development districts be under one coordinated entity.
It is the policy of this state:
That the needless and indiscriminate proliferation, duplication, and fragmentation of local general-purpose government services by independent districts is not in the public interest.
That independent districts are a legitimate alternative method available for use by the private and public sectors, as authorized by state law, to manage and finance basic services for community developments.
That the exercise by any independent district of its  powers as set forth by uniform general law comply  with all applicable governmental laws, rules, regulations, and policies governing planning and permitting of the development to be serviced by the district,  to ensure that neither  the establishment  nor operation of such district is a development order under chapter 380 and that the district so established does not have any zoning or permitting powers governing development.
That the process of establishing such a district pursuant to uniform general law be fair and based only on factors material to managing and financing the service delivery function of the district, so that any matter concerning permitting or planning of the development is not material or relevant.
It is the legislative intent and purpose, based upon, and consistent  with, its findings of  fact and declarations of policy, to authorize a uniform procedure by general law to establish an independent special district as an alternative method to manage and finance basic services for community development. It is further the legislative intent and purpose to provide by general law for the uniform operation, exercise of power, and procedure for termination of any such independent district. It is further the purpose and intent of the Legislature that a district created under this chapter not have or exercise any zoning or development permitting power,  that the establishment of the independent community development district as provided in this act not be a development order within the meaning of chapter 380, and that all applicable planning and permitting laws, rules, regulations,  and policies control the development of the land to be serviced by the district. It is further the purpose and intent

of the Legislature that no debt or obligation of a district constitute a burden on any local general-purpose government without its consent.
History.-s. 2, ch. 80-407; s. 1, ch. 84-360.

Definitions.-As used in this chapter, the term:
"Ad valorem bonds" means bonds which are payable from the proceeds of ad valorem taxes levied on real and tangible personal property and which are generally referred to as general obligation bonds.
"Assessable improvements" means, without limitation, any and all public improvements and community facilities that the district is empowered to provide in accordance with this act.
"Assessment bonds" means special obligations of the district which are payable solely from proceeds of the special assessments levied for an assessable project.
"Board" or "board of supervisors" means the governing board of the district or, if such board has been abolished, the board, body, or commission succeeding to the principal functions thereof or to whom the powers given to the board by this act have been given by law.
"Bond" includes "certificate," and the provisions which are applicable to bonds are equally applicable to certificates. The term "bond" includes any general obligation bond, assessment bond, refunding bond, revenue bond, and other such obligation in the nature of ,a bond as is provided for in this act, as the case may be.
"Community development district" means a local unit of special-purpose government which is created pursuant to this act and limited to the performance of those specialized functions authorized by this act; the governing head of which is a body created, organized, and constituted and authorized to function specifically as prescribed in this act for the purpose of the delivery of urban community development services; and the formation, powers, governing body, operation, duration, accountability, requirements for disclosure, and termination of which are as required by general law.
"Compact, urban, mixed-use district" means a district located within a municipality and within a community redevelopment area created pursuant to s. 163.356, that consists of a maximum of 75 acres, and has development entitlements of at least 400,000 square feet of retail development and 500 residential units.
"Cost," when used with reference to any project, includes, but is not limited to:
The expenses of determining the feasibility or practicability of acquisition, construction, or reconstruction.
The cost of surveys, estimates, plans, and specifications.
The cost of improvements.
Engineering, fiscal, and legal expenses and charges.
The cost of all labor, materials, machinery, and equipment.
The cost of all lands, properties, rights, easements, and franchises acquired.
Financing charges.
The creation of initial reserve and debt service funds.
Working capital.
Interest charges incurred or estimated to be incurred on money borrowed  prior  to and during construction and acquisition and for such reasonable period of time after completion of construction or acquisition as the board may determine.
The cost of issuance of bonds pursuant to this act, including advertisements and printing.
The cost of any election held pursuant to this act and all other expenses of issuance of bonds.
The discount, if any, on the sale or exchange of bonds.
Administrative expenses.
Such other expenses as may be necessary or incidental to the acquisition, construction, or reconstruction of any project or to the financing thereof, or to the development of any lands within the district.
Payments, contributions, dedications, fair share or concurrency obligations, and any other exactions required

as a condition to receive any government approval or permit necessary to accomplish any district purpose.
"District" means the community development district.
"District manager" means the manager of the district.
"District roads" means highways, streets, roads, alleys, sidewalks, landscaping, storm drains, bridges, and thoroughfares of all kinds and descriptions.
"Elector" means a landowner or qualified elector.
"General obligation bonds" means bonds which are secured by, or provide for their payment by, the pledge, in addition to those special taxes levied for their discharge and such other sources as may be provided for their payment or pledged as security under the resolution authorizing  their issuance,  of the full faith and credit and taxing power of the district and for payment of which recourse may be had against the general fund of the district.
"Landowner" means the owner of a freehold estate as appears by the deed record, including a trustee, a private corporation, and an owner of a condominium unit; it does not include a reversioner, remainderman, mortgagee, or any governmental entity, who shall not be counted and need not be notified of proceedings under this act. Landowner shall also mean the owner of a ground lease from a governmental entity, which leasehold interest has a remaining term, excluding all renewal options, in excess of 50 years.
"Local general-purpose government" means a county, municipality, or consolidated city-county government.
"Project" means any development, improvement, property, utility, facility, works, enterprise, or service now existing or hereafter undertaken or established under the provisions of this act.
"Qualified elector" means any person at least 18 years of age who is a citizen of the United States, a legal resident of Florida and of the district, and who registers to vote with the supervisor of elections in the county in which the district land is located.
"Refunding bonds" means bonds issued to refinance outstanding bonds of any type and the interest and redemption premium thereon. Refunding bonds shall be issuable and payable in the same manner as the refinanced bonds, except that no approval by the electorate shall be required unless required by the State Constitution.
"Revenue bonds" means obligations of the district which are payable from revenues derived from sources other than ad valorem taxes on real or tangible personal property and which do not pledge the property, credit, or general tax revenue of the district.
"Sewer system" means any plant, system, facility, or property, and additions, extensions, and improvements thereto at any future time constructed or acquired as part thereof, useful or necessary or having the present  capacity for future use in connection with the collection, treatment, purification, or disposal of sewage, including, without limitation, industrial wastes resulting from any process of industry,  manufacture,  trade,  or  business  or from the development of any natural resource. Without limiting the generality of the foregoing, the term "sewer system" includes treatment plants, pumping stations,  lift stations,  valves,  force mains, intercepting sewers, laterals, pressure lines, mains, and all necessary appurtenances and equipment; all sewer mains, laterals, and  other devices for the reception and collection of sewage from premises connected therewith; and all real and personal property and any interest therein, rights, easements, and franchises of any nature relating to any such system and necessary or convenient for operation thereof.
"Water management and control facilities" means any lakes, canals, ditches, reservoirs, dams, levees, sluiceways, floodways, curbs, gutters, pumping stations, or any other works, structures, or facilities for the conservation, control, development, utilization, and disposal of water, and any purposes appurtenant, necessary, or incidental thereto. The term "water management and control facilities" includes all real and personal property and any interest therein, rights, easements, and franchises of any nature relating to any such water management and control facilities or necessary or convenient for the acquisition, construction, reconstruction, operation, or maintenance thereof.
"Water system" means any plant, system, facility, or property and additions, extensions, and improvements

thereto at any future time constructed or acquired as part thereof, useful or necessary or having the present  capacity for future use in connection  with the development  of  sources,  treatment,  or  purification and distribution of water. Without limiting the generality of the foregoing, the term  "water  system" includes dams, reservoirs, storage, tanks, mains, lines, valves, hydrants, pumping stations, chilled water distribution systems, laterals, and pipes for the purpose of carrying water to the premises connected with such system, and all rights, easements, and franchises of any nature relating to any such system and necessary or convenient for the operation thereof.
History.-s. 2, ch. 80-407; s. 2, ch. 84-360; s. 10, ch. 87-363; s. 2, ch. 91-308; s. 33, ch. 2000-364; s. 1, ch. 2007-160; s. 1, ch. 2009-
142.

190.004	Preemption; sole authority.-
This act constitutes the sole authorization for the future establishment of independent community development districts which have any of the specialized functions and powers provided by this act.
The adoption of chapter 84-360, Laws of Florida, does not affect the validity of the establishment of any community development district or other special district existing on June 29, 1984; and existing community development districts will be subject to the provisions of chapter 190, as amended. All actions taken prior  to July 1, 2000, by a community development district existing on June 29, 1984, if taken pursuant to the authority contained in chapter 80-407, Laws of Florida, or this chapter are hereby deemed to have adequate statutory authority. Nothing herein shall affect the validity of any outstanding indebtedness of a community development district established prior to June 29, 1984, and such district is hereby authorized to continue to comply with all terms and requirements of trust indentures or loan agreements relating to such outstanding indebtedness.
The establishment of an independent community development district as provided in this act is not a development order within the meaning of chapter 380. All governmental planning, environmental, and land development laws, regulations, and ordinances apply to all development of the land within a community development district. Community development districts do not have the power of a local government to adopt a comprehensive plan, building code, or land development code, as those terms are defined in the Community Planning Act. A district shall take no action which is inconsistent with applicable comprehensive plans, ordinances, or regulations of the applicable local general-purpose government.
The exclusive charter for a community development district shall be the uniform community development district charter as set forth in ss. 190.006-190.041, including the special powers provided bys. 190.012.
History.-s. 2, ch. 80·407; s. 3, ch. 84-360; s. 27, ch. 85-55; s. 34, ch. 87-224; s. 34, ch. 99-378; s. 9, ch. 2000-304; s. 39, ch. 2011-
139.

Establishment of district.-
The exclusive and uniform method for the establishment of a community development district with a size of 2,500 acres or more shall be pursuant to a rule, adopted under chapter 120 by the Florida Land and Water Adjudicatory Commission, granting a petition for the establishment of a community development district.
A petition for the establishment of a community development district shall be filed by the petitioner with the Florida Land and Water Adjudicatory Commission. The petition shall contain:
A metes and bounds description of the external boundaries  of  the district. Any real property  within the external boundaries of the district which is to be excluded from the district shall be specifically described, and the last known address of all owners of such real property shall be listed. The petition shall also address the impact of the proposed district on any real property  within the external boundaries  of  the district  which is to be excluded from the district.
The written consent to the establishment of the district by all  landowners  whose real property is to be included in the district or documentation demonstrating that the petitioner has control by deed, trust agreement, contract, or option of 100 percent of the real property to be included in the district, and when real property to be included in the district is owned by a governmental entity and subject to a ground lease as described ins.

190.003(14), the written consent by such governmental entity.
A designation of five persons to be the initial members of the board of supervisors, who shall serve in that office until replaced by elected members as provided ins. 190.006.
The proposed name of the district.
A map of the proposed district showing current major trunk water mains and sewer interceptors and outfalls if in existence.
Based upon available data, the proposed timetable for construction of the district services and the estimated cost of constructing the proposed services. These estimates  shall be submitted in good faith but are not binding and may be subject to change.
A designation of the future general distribution, location, and extent of public and private uses of land proposed for the area within the district by the future land use plan element of the effective local government comprehensive plan of which all mandatory elements have been adopted by the applicable general-purpose local government in compliance with the Community Planning Act.
A statement of estimated regulatory costs in accordance with the requirements of s. 120.541.
Prior to filing the petition, the petitioner shall:
Pay a filing fee of $15,000 to the county, if located within an unincorporated area, or to the municipality, if located within an incorporated area, and to each municipality the boundaries of which are contiguous with, or contain all or a portion of the land within, the external boundaries of the district.
Submit a copy of the petition to the county, if located within an unincorporated area, or to the municipality, if located within an incorporated area, and to each municipality the boundaries of which are contiguous with, or contain all or a portion of, the land within the external boundaries of the district.
If land to be included within a district is located partially within the unincorporated area of one or more counties and partially within a municipality or within two or more municipalities, pay a $15,000 filing fee to each entity. Districts established across county boundaries shall be required to maintain records, hold meetings and hearings, and publish notices only in the county where the majority of the acreage within the district lies.
Such county and each such municipality required by law to receive a petition may conduct a public hearing to consider the relationship of the petition to the factors specified in paragraph (e). The public hearing shall be concluded within 45 days after the date the petition is filed unless an extension of time is requested by the petitioner and granted by the county or municipality. The county or municipality holding such public hearing may by resolution express its support of, or objection to the granting of, the petition by the Florida Land and Water Adjudicatory Commission. A resolution must base any objection to the granting of the petition upon the factors specified in paragraph (e). Such county or municipality may present its resolution of support or objection at the Florida Land and Water Adjudicatory Commission hearing and shall be afforded an opportunity to present relevant information in support of its resolution.
A local public hearing on the petition shall be conducted by a hearing officer in conformance with the applicable requirements and procedures of the Administrative Procedure Act. The hearing shall include oral and written comments on the petition pertinent  to  the factors specified in  paragraph  (e). The hearing shall be held at an accessible location in the county in which the community development district is to be located. The petitioner shall cause a notice of the hearing to be published in a newspaper at least once a week for the 4 successive weeks immediately prior to the hearing. Such notice shall give the time and place for the hearing,  a description  of  the area to be included in the district, which description shall include a map showing clearly the area to be covered by the district, and any other relevant information which the establishing governing bodies may require. The advertisement shall not be placed in that portion of the newspaper  where legal notices and classified advertisements appear. The advertisement shall be published in a newspaper of general paid circulation in the county and of general interest and readership in the community, not one of limited subject matter, pursuant to

chapter 50. Whenever possible, the advertisement shall appear in a newspaper that is published at least 5 days a week, unless the only newspaper in the community is publish d fewer than 5 days a week. In addition to being published in the newspaper, the map referenced above must be part of the online advertisement required pursuant to s. 50.0211. All affected units of general-purpose local government and the general public shall be given an opportunity to appear at the hearing and present oral or written comments on the petition.
The Florida Land and Water Adjudicatory Commission shall consider the entire record of the local hearing, the transcript of the hearing, resolutions adopted by local general-purpose governments as provided in paragraph (c), and the following factors and make a determination to grant or deny a petition for the establishment of a community development district:
Whether all statements contained within the petition have been found to be true and correct.
Whether the establishment of the district is inconsistent with any applicable element or portion of the state comprehensive plan or of the effective local government comprehensive plan.
Whether the area of land within the proposed district is of sufficient size, is sufficiently compact, and is sufficiently contiguous to be developable as one functional interrelated community.
Whether the district is the best alternative available for delivering community development services and facilities to the area that will be served by the district.
Whether the community development services and facilities of the district will be incompatible with the capacity and uses of existing local and regional community development services and facilities.
Whether the area that will be served by the district is amenable to separate special-district government.
The Florida Land and Water Adjudicatory Commission shall not adopt any rule which would expand, modify, or delete any provision of the uniform community development district charter as set forth in ss. 190.006-190.041, except as provided ins. 190.012. A rule establishing a community development district shall only contain the following:
A metes and bounds description of the external boundaries of the district and any real property within the external boundaries of the district which is to be excluded.
The names of five persons designated to be the initial members of the board of supervisors.
The name of the district.
The Florida Land and Water Adjudicatory Commission may adopt rules setting forth its procedures for considering petitions to establish, expand, modify, or delete uniform community development districts or portions thereof consistent with the provisions of this section.
The exclusive and uniform method for the establishment of a community development district of less than 2,500 acres in size or a community development district of up to 7,000 acres in size located within a connected­ city corridor established pursuant to s. 163.3246(13) shall be pursuant to an ordinance adopted by the county commission of the county having jurisdiction over the majority of land in the area in which the district is to be located granting a petition for the establishment of a community development district as follows:
A petition for the establishment of a community development district shall be filed by the petitioner with the county commission. The petition shall contain the same information as required in paragraph (1)(a).
A public hearing on the petition shall be conducted by the county commission in accordance with the requirements and procedures of paragraph (1)(d).
The county commission shall consider the record of the public hearing and the factors set forth in paragraph (1)(e) in making its determination to grant or deny a petition for the establishment of a community development district.
The county commission may not adopt any ordinance which would expand, modify, or delete any provision of the uniform community development  district charter as set forth in ss. 190.006-190.041. An ordinance establishing a community development district shall only include the matters provided for in paragraph (1)(f) unless the

commission consents to any of the optional powers under s. 190.012(2) at the request of the petitioner.
If all of the land in the area for the proposed district is within the territorial jurisdiction of a municipal corporation, then the petition requesting establishment of a community development district under this act shall be filed by the petitioner with that particular municipal corporation. In such event, the duties of the county, hereinabove described, in action upon the petition shall be the duties of the municipal corporation. If any of the land area of a proposed district is within the land area of a municipality, the county commission may not create the district without municipal approval. If all of the land in the area for the proposed district, even if less than 2,500 acres, is within the territorial jurisdiction of two or more municipalities or two or more counties, except for proposed districts within a connected-city corridor established pursuant to s. 163.3246(13), the petition shall be filed with the Florida Land and Water Adjudicatory Commission and proceed in accordance with subsection (1).
Notwithstanding any other provision of this subsection, within 90 days after a petition for the establishment of a community development district has been filed pursuant to this subsection, the governing body of the county or municipal corporation may transfer the petition to the Florida Land and Water Adjudicatory Commission, which shall make the determination to grant or deny the petition as provided in subsection (1). A county or municipal corporation shall have no right or power to grant or deny a petition that has been transferred to the Florida Land and Water Adjudicatory Commission.
The governing body of any existing special district, created to provide one or more of the public improvements and community facilities authorized by this act, may petition for reestablishment of the existing district as a community development district pursuant to  this act. The petition shall contain  the information specified in subparagraphs (1)(a)1., 3., 4., 5., 6., and 7. and shall not require payment of a fee pursuant to paragraph (1)(b). In such case, the new district so formed shall assume the existing obligations, indebtedness, and guarantees of indebtedness of the district so subsumed, and the existing district shall be terminated.
History.-s. 2, ch. 80-407; ss. 4, 5, ch. 84-360; s. 28, ch. 85-55; s. 35, ch. 87-224; s. 34, ch. 96-410; s. 6, ch. 98-146; s. 35, ch. 99-
378; s. 34, ch. 2000-364; s. 2, ch. 2007-160; s. 33, ch. 2008-4; s. 4, ch. 2009-142; s. 40, ch. 2011-139; s. 6, ch. 2012-212; s. 13, ch.
2015-30; s. 1, ch. 2016-94; s. 10, ch. 2018-158.

Board of supervisors; members and meetings.-
(1) The board of the district shall exercise the powers granted to the district pursuant  to  this act. The board shall consist of five members; except as otherwise provided herein, each member shall hold office for a term of 2 years or 4 years, as provided in this section, and until a successor is chosen and qualifies. The members of the board must be residents of the state and citizens of the United States.
(2)(a)  Within 90 days following  the effective date of  the rule or ordinance  establishing  the district,  there shall be held a meeting of the landowners of the district for the purpose  of electing five supervisors  for  the district. Notice of the landowners' meeting shall be published once a week for 2 consecutive weeks in a newspaper which is in general circulation in the area of the district, the last day of such publication  to  be not fewer  than 14 days or more than 28 days before the date of the election. The landowners, when assembled at such meeting, shall organize by electing a chair who shall conduct the meeting. The chair  may be any person present  at  the meeting. If  the chair is a landowner or proxy holder of a landowner, he or she may nominate candidates and make and second motions.
(b) At such meeting, each landowner shall be entitled to cast one vote per acre of land owned by him or her and located within the district for each person to be elected. A landowner  may vote in person or by proxy in  writing. Each proxy must be signed by one of the legal owners of the property for which the vote is cast and must contain the typed or printed name of the individual who signed the proxy; the street address, legal description of the property, or tax parcel identification number; and the number of authorized votes.  If  the proxy authorizes  more than one vote, each property must be listed and the number of acres of each property must be included. The signature on a proxy need not be notarized. A fraction of an acre shall be treated as 1 acre, entitling the

landowner to one vote with respect thereto. For purposes of determining voting interests, platted lots shall be counted individually and rounded up to the nearest whole acre. The acreage of platted lots shall not be aggregated for determining the number of voting units held by a landowner or a landowner's proxy. The two candidates receiving the highest number of votes shall be elected for a period of 4 years, and the three candidates receiving the next largest number of votes shall be elected for a period of 2 years, with the term of office for each successful candidate commencing upon election. The members of the first board elected by landowners shall serve their respective 4-year or 2-year terms; however, the next election by landowners shall be held on the first Tuesday in November. Thereafter, there shall be an election of supervisors for the district every 2 years in November on a date established by the board and noticed pursuant to paragraph (a). The second and subsequent landowners' election shall be announced at a public meeting of the board at least 90 days prior to the date of the landowners' meeting and shall also be noticed pursuant to paragraph (a). Instructions on how all landowners may participate in the election, along with sample proxies, shall be provided during the board meeting that announces the landowners' meeting. The two candidates receiving the highest number of votes shall be elected to serve for a 4-year period, and the remaining candidate elected shall serve for a 2-year period.
(3)(a)1. If the board proposes to exercise the ad valorem taxing power authorized bys. 190.021, the district board shall call an election at which the members of the board of supervisors will be elected. Such election shall be held in conjunction with a primary or general election unless the district bears the cost of a special election. Each member shall be elected by the qualified electors of the district for a term of 4 years, except that, at the first such election, three members shall be elected for a period of 4 years and two members shall be elected for a period of 2 years. All elected board members must be qualified electors of the district.
2.a. Regardless of whether a district has proposed to levy ad valorem taxes, commencing 6 years after the initial appointment  of members or, for  a district exceeding 5,000 acres in  area or for a compact, urban, mixed-use district, 10 years after the initial appointment of members, the position of each member  whose term has expired shall be filled by a qualified elector of the district, elected by the qualified electors  of  the district.  However,  for those districts established after June 21, 1991,  and for those existing districts established  after December  31, 1983, which have less than 50 qualified electors on June 21, 1991, sub-subparagraphs b. and d. shall apply. If, in the 6th year after the initial appointment of members, or 10 years after such initial appointment for  districts exceeding 5,000 acres in area or for a compact, urban, mixed-use district, there are not at least 250 qualified electors in the district, or for a district  exceeding  5,000 acres or  for a compact, urban,  mixed-use  district,  there are not at least 500 qualified electors, members of the board shall continue to be elected by landowners.
After the 6th or 10th year, once a district reaches 250 or 500 qualified electors, respectively,  then the positions of  two board members whose  terms are expiring shall be filled by qualified electors of  the district, elected by the qualified electors of the district for 4-year terms. The remaining board member whose term is expiring shall be elected for a 4-year term by the landowners and is not required to be a qualified elector. Thereafter, as terms expire, board members shall be qualified electors elected by qualified electors of  the district for a term of 4 years.
Once a district qualifies to have any of its board members elected by the qualified electors of the district, the
initial and all subsequent elections by the qualified electors of the district shall be held at the general election in November. The board shall adopt a resolution if necessary to implement this requirement when the board determines the number of qualified electors as required by sub-subparagraph d., to extend or reduce the terms of current board members.
On or before June 1 of each year, the board shall determine the number of qualified electors in  the district as of the immediately preceding April 15. The board shall use and rely upon the official records maintained by the supervisor of elections and property appraiser or tax collector in each county in making this determination. Such determination shall be made at a properly noticed meeting of the board and shall become a part of the official

minutes of the district.
Elections of board members by qualified electors held pursuant to this subsection shall be nonpartisan and shall be conducted in the manner prescribed by law for holding general elections. The district shall publish a notice of the qualifying period set by the supervisor of elections for each election at least 2 weeks prior to the start of the qualifying period. Board members shall assume the office on the second Tuesday following their election. If no elector qualifies for a seat to be filled in an election, a vacancy in that seat shall be declared by the board effective on the second Tuesday following the election. Within 90 days thereafter, the board shall appoint a qualified elector to fill thevacancy. Until such appointment, the incumbent board member in that seat shall remain in office.
Candidates seeking election to office by qualified electors under this subsection shall conduct their campaigns in accordance with the provisions of chapter 106 and shall file qualifying papers and qualify for individual seats in accordance withs. 99.061.
The supervisor of elections shall appoint the inspectors and clerks of elections, prepare and furnish the ballots, designate polling places, and canvass the returns of the election of board members by qualified electors. The county canvassing board shall declare and certify the results of the election.
Members of the board shall be known as supervisors and, upon entering into office, shall take and subscribe to the oath of office as prescribed bys. 876.05. They shall hold office for the terms for which they were elected or appointed and until their successors are chosen and qualified. If, during the term of office, a vacancy occurs, the remaining members of the board shall fill thevacancy by an appointment for the remainder of the unexpired term.
A majority of the members of the board constitutes a quorum for the purposes of conducting its business and exercising its powers and for all  other purposes. Action taken by the  district shall be upon a vote of a majority of the members present unless general law or a rule of the district requires a greater number.
As soon as practicable after each election or appointment, the board shall organize by electing one of its members as chair and by electing a secretary, who need not be a member of the board, and such other officers as the board may deem necessary.
The board shall keep a permanent record book entitled "Record of Proceedings of  tname of districtl Community Development District," in which shall be recorded minutes of all meetings, resolutions, proceedings, certificates, bonds given by all employees, and any and all corporate acts. The record book shall at reasonable times be opened to inspection in the same manner as state, county, and municipal records pursuant to chapter
119. The record book shall be kept at the office or other regular place of business maintained by the board in the county or municipality in which the district is located or within the boundaries  of  a development  of regional impact or Florida Quality Development, or combination of a development of regional impact and Florida Quality Development, which includes the district.
Each supervisor shall be entitled to receive for his or her services an amount not to exceed $200 per meeting of the board of supervisors, not to exceed $4,800 per year per supervisor, or an amount established by the electors at referendum. In addition, each supervisor shall receive travel and per diem expenses as set forth in s. 112.061.
All meetings of the board shall be open to the public and governed by the provisions of chapter 286.
History.-s. 2, ch. 80-407; s. 6, ch. 84-360; s. 23, ch. 85-80; s. 3, ch. 91-308; s. 962, ch. 95-147; s. 36, ch. 99-378; s. 19, ch. 2000-
158; s. 35, ch. 2004-345; s. 32, ch. 2004-353; s. 3, ch. 2007-160; s. 33, ch. 2008-95; s. 2, ch. 2009-142.

Board of supervisors; general duties.-
The board shall employ, and fix the compensation of, a district manager. The district manager shall have charge and supervision of the works of the district and shall be responsible for preserving and maintaining any improvement or facility constructed or erected pursuant  to  the provisions of  this act, for maintaining and operating the equipment owned by the district, and for performing such other duties as may be prescribed by the board. It shall not be a conflict of interest under chapter 112 for a board member or the district manager or

another employee of the district to be a stockholder, officer, or employee of a landowner  or of an entity affiliated with a landowner. The district manager may hire or otherwise employ and terminate the employment of such other persons, including, without limitation, professional, supervisory, and clerical employees, as may be necessary and authorized by the board. The compensation and other conditions of employment of the officers and employees of the district shall be as provided by the board. For purposes of s. 8(h)(2), Art. II of the State Constitution, a board member or a public employee of a district does not abuse his or her public position if the board member or public employee commits an act or omission that is authorized under this subsection, s. 112.313(7), (12), (15), or (16), or
s. 112.3143(3)(b), and an abuse of a board member's public position does not include any act or omission in connection with a vote when the board member has followed the procedures required bys. 112.3143.
The board shall designate a person who is a resident of the state as treasurer of the district, who shall have charge of the funds of the district. Such funds shall be disbursed only upon the order, or pursuant to the resolution, of the board by warrant or check countersigned by the treasurer and by such other person as may be authorized by the board. The board may give the treasurer such other or additional powers and duties as the board may deem appropriate and may fix his or her compensation. The board may require the treasurer to give a bond in such amount, on such terms, and with such sureties as may be deemed satisfactory to the board to secure the performance by the treasurer  of his or her powers and duties. The financial records of  the board shall be audited by an independent certified public accountant at least once a year.
The board is authorized to select as a depository for its funds any qualified public depository as defined ins.
280.02 which meets all the requirements of chapter 280 and has been designated by the Chief Financial Officer as a qualified public depository, upon such terms and conditions as to the payment of interest by such depository upon the funds so deposited as the board may deem just and reasonable.
History.-s. 2, ch. 80-407; s. 7, ch. 84-360; s. 32, ch. 86-191; s. 963, ch. 95-147; s. 170, ch. 2003-261; s. 4, ch. 2007-160; s. 3, ch.
2020-77.

Budget; reports and review s. -
(1) The district shall provide financial reports in such form and such manner as prescribed pursuant to this chapter and chapter 218.
(2)(a) On or before each June 15, the district manager shall prepare a proposed budget for  the ensuing fiscal year to be submitted to the board for board approval. The proposed budget shall include at  the direction of the board an estimate of all necessary expenditures  of  the district for  the ensuing fiscal year and an estimate of income to the district from the taxes, assessments, and other revenues provided in  this act. The board shall consider the proposed budget item by item and may either approve the budget as proposed by the district manager or modify the same in part or in whole. The board shall indicate its approval of the budget by resolution, which resolution shall provide for a hearing on the budget as approved. Notice of the hearing on the budget shall be published in a newspaper of general circulation in the area of the district once a week for 2 consecutive weeks, except that the first publication shall be not fewer than 15 days prior to the date of the hearing. The notice shall further contain a designation of the day, time, and place of the public hearing. At the time and place designated in the notice, the board shall hear all objections to the budget as proposed and may make such changes as the board deems necessary. At the conclusion of the  budget hearing, the board shall, by resolution, adopt the budget as finally approved by the board. The budget shall be adopted prior to October 1 of each year.
At least 60 days prior to adoption, the district board shall submit to the local governing authorities having jurisdiction over the area included in the district, for purposes of disclosure and information only, the proposed annual budget for the ensuing fiscal year and any proposed long-term financial plan or program of the district for future operations.
The local governing authorities may review the proposed annual budget and any long-term financial plan or program and may submit written comments to the board for its assistance and information in adopting its annual

budget and long-term financial plan or program.
History.-s. 2, ch. 80-407; s. 5, ch. 2007-160.

Disclosure of public financing.-
The district shall take affirmative steps to provide for the full disclosure of information relating to the public financing and maintenance of improvements to real property undertaken by the district. Such information shall be made available to all existing residents, and to all prospective residents, of  the district. The district shall furnish each developer of a residential development within  the district  with  sufficient  copies  of  that information  to provide each prospective initial purchaser of property in that development with a copy, and any developer of a residential development within the district, when required by law to provide a public  offering statement,  shall include a copy of such information relating to the public financing and maintenance of improvements in the public offering statement. The district shall file the disclosure documents  required by this subsection  and any amendments thereto in the property records of each county in which the district is located.
The Department of Economic Opportunity shall keep a current list of districts and their disclosures pursuant to this act and shall make such studies and reports and take such actions as it deems necessary.
History.-s. 2, ch. 80-407; s. 17, ch. 81-167; s. 15, ch. 83-55; s. 1, ch. 85-60; s. 2, ch. 90-46; s. 9, ch. 94-218; s. 37, ch. 99-378; s. 6,
ch. 2007-160; s. 10, ch. 2008-240; s. 70, ch. 2011-142.

General powers.- The district shall have, and the body may exercise, the following powers:
To sue and be sued in the name of the district; to adopt and use a seal and authorize the use of a facsimile thereof; to acquire, by purchase, gift, devise, or otherwise, and to dispose of, real and personal property, or any estate therein; and to make and execute contracts and other instruments necessary or convenient to the exercise of its powers.
To apply for coverage of its employees under the state retirement system in the same manner as if such employees were state employees, subject to necessary action by the district to pay employer contributions into the state retirement fund.
To contract for the services of consultants to perform planning, engineering, legal, or other appropriate services of a professional nature. Such contracts shall be subject to public bidding or competitive negotiation requirements as set forth ins. 190.033.
To borrow money and accept gifts; to apply for and use grants or loans of money or other property from the United States, the state, a unit of local government, or any person for any district purposes and enter into agreements required in connection therewith; and to hold, use, and dispose of such moneys or property for any district purposes in accordance with the terms of the gift, grant, loan, or agreement relating thereto.
To adopt rules and orders pursuant to the provisions of chapter 120 prescribing the powers, duties, and functions of the officers of the district; the conduct of the business of the district; the maintenance of records; and the form of certificates evidencing tax liens and all other documents and records of the district. The board may also adopt administrative rules with respect to any of the projects of the district and define the area to be included therein. The board may also adopt resolutions which may be necessary for the conduct of district business.
To maintain an office at such place or places as it may designate within a county in which the district is located or within the boundaries of a development of regional impact or a Florida Quality Development, or a combination of a development of regional impact and a Florida Quality Development, which includes the district, which office must be reasonably accessible to the landowners. Meetings pursuant to s. 189.015(3) of a district within the boundaries of a development of regional impact or Florida Quality Development, or a combination of a development of regional impact and a Florida Quality Development, may be held at such office.
(7)(a) To hold, control, and acquire by donation, purchase, or condemnation, or dispose of, any public easements, dedications to public use, platted reservations for public purposes, or any reservations for those

purposes authorized by this act and to make use of such easements, dedications, or reservations for any of the purposes authorized by this act.
(b) When real property in the district is owned by a governmental entity and subject to a ground lease as described ins. 190.003(14), to collect ground rent from landowners pursuant to a contract with such governmental entity and to contract with the county tax collector for collection  of such ground rent using the procedures authorized ins. 197.3631, other than the procedures contained ins. 197.3632.
To lease as lessor or lessee to or from any person, firm, corporation, association, or body, public or private, any projects of the type that the district is authorized to undertake and facilities or property of any nature  for  the use of the district to carry out any of the purposes authorized by this act.
To borrow money and issue bonds, certificates, warrants, notes, or other evidence of indebtedness as hereinafter provided; to levy such tax and special assessments as may be authorized; and to charge, collect, and enforce fees and other user charges.
To raise, by user charges or fees authorized by resolution of the board, amounts of money which are necessary for the conduct of the district activities and services and to enforce their receipt and collection in the manner prescribed by resolution not inconsistent with law.
To exercise within the district, or beyond the district with prior approval by resolution of the governing body of the county if the taking will occur in an unincorporated area or with prior approval by resolution of the governing body of the municipality if the taking will occur within a municipality, the right and power of eminent domain, pursuant to the provisions of chapters 73 and 74, over any property within the state, except municipal, county, state, and federal property, for the uses and purposes of the district relating solely to water, sewer, district roads, and water management, specifically including, without limitation, the power for the taking of easements for the drainage of the land of one person over and through the land of another.
To cooperate with, or contract with, other governmental agencies as may be necessary, convenient, incidental, or proper in connection with any of the powers, duties, or purposes authorized by this act.
To assess and impose upon lands in the district ad valorem taxes as provided by this act.
To determine, order, levy, impose, collect, and enforce special assessments pursuant to this act and chapter
170. Such special assessments may, in the discretion of the district, be collected and enforced pursuant to the provisions of ss. 197.3631, 197.3632, and 197.3635, chapter 170, or chapter 173.
To exercise all of the powers necessary, convenient, incidental, or proper in connection with any of the powers, duties, or purposes authorized by this act.
To exercise such special powers as may be authorized by this act.
History.-s. 2, ch. 80-407; s. 8, ch. 84-360; s. 46, ch. 89-169; s. 4, ch. 91-308; s. 38, ch. 99-378; s. 1, ch. 2003-39; s. 7, ch. 2007-160;
s. 5, ch. 2009-142; s. 69, ch. 2014-22.

Special powers; public improvements and community facilities.- The district shall have, and the board may exercise, subject to the regulatory jurisdiction and permitting authority of all applicable governmental bodies, agencies, and special districts having authority with respect to any area included therein, any or all of the following special powers relating to public improvements and community facilities authorized by this act:
To finance, fund, plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate, and maintain systems, facilities, and basic infrastructures for the following:
Water management and control for the lands within the district and to connect some or any of such facilities with roads and bridges.
Water supply, sewer, and wastewater management, reclamation, and reuse or any combination thereof, and to construct and operate connecting intercepting or outlet sewers and sewer mains and pipes and water mains, conduits, or pipelines in, along, and under any street, alley, highway, or other public place or ways, and to dispose of any effluent, residue, or other byproducts of such system or sewer system.

Bridges or culverts that may be needed across any drain, ditch, canal, floodway, holding basin, excavation, public highway, tract, grade, fill, or cut and roadways over levees and embankments, and to construct any and all of such works and improvements across, through, or over any public right-of-way, highway, grade, fill, or cut.
1. District roads equal to or exceeding the applicable specifications of the county in which such district roads are located; roads and improvements to existing public roads that are owned by or conveyed to the local general­ purpose government, the state, or the Federal Government; street lights; alleys; landscaping; hardscaping; and the undergrounding of electric utility lines. Districts may request  the underground  placement  of  utility  lines by  the local retail electric utility provider in accordance with the utility's tariff on  file with the Public  Service  Commission and may finance the required contribution.
2. Buses, trolleys, transit shelters, ridesharing facilities and services, parking improvements, and related signage.
Investigation and remediation costs associated with the cleanup of actual or perceived environmental contamination within the district under the supervision or direction of a competent governmental authority unless the covered costs benefit any person who is a landowner within the district and who caused or contributed to the contamination.
Conservation areas, mitigation areas, and wildlife habitat, including the maintenance of any plant or animal species, and any related interest in real or personal property.
Any other project within or without the boundaries of a district when a local government issued a development order pursuant to s. 380.06 approving or expressly requiring the construction or funding of the project by the district, or when the project is the subject of an agreement between the district and a governmental entity and is consistent with the local government comprehensive plan of the local government within which the project is to be located.
Any other project, facility, or service required by a development approval, interlocal agreement, zoning condition, or permit issued by a governmental authority with jurisdiction in the district.
After the local general-purpose government within the jurisdiction of which a power specified in this subsection is to be exercised consents to the exercise of such power by the district, the district shall have the power to plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate, and maintain additional systems and facilities for:
Parks and facilities for indoor and outdoor recreational, cultural, and educational uses.
Fire prevention and control, including fire stations, water mains and plugs, fire trucks, and other vehicles and equipment.
School buildings and related structures and site improvements, which may be leased, sold, or donated to the school district, for use in the educational system when authorized by the district school board.
Security, including, but not limited to, guardhouses, fences and gates, electronic intrusion-detection systems, and patrol cars, when authorized by proper governmental agencies; except that the district may not exercise any police power, but may contract with the appropriate local general-purpose government agencies for an increased level of such services within the district boundaries. However, this paragraph does not prohibit a district from contracting with a towing operator to remove a vehicle or vessel from a district-owned facility or property if the district follows the authorization and notice and procedural requirements in s. 715.07 for an owner or lessee of private property. The district's selection of a towing operator is not subject to public bidding if the towing operator is included in an approved list of towing operators maintained by the local government that has jurisdiction over the district's facility or property.
Control and elimination of mosquitoes and other arthropods of public health importance.
Waste collection and disposal.
To adopt and enforce appropriate rules following the procedures of chapter 120, in connection with the

provision of one or more services through its systems and facilities.
(4)(a) To adopt rules necessary for the district to enforce certain deed restrictions pertaining to the use and operation of real property within the district and outside the district pursuant to an interlocal agreement under chapter 163 if within another district or, if  not within another  district,  with the consent  of  the county  or municipality in which the deed restriction enforcement is proposed  to occur. For  the purpose of  this subsection, the term "deed restrictions" means those covenants, conditions, restrictions, compliance mechanisms, and enforcement remedies contained in any applicable declarations of covenants and restrictions that govern the use and operation of real property and, for which covenants, conditions, and restrictions, there is no homeowners' association or property owner's association having respective enforcement powers unless, with respect to a homeowners' association whose board is under member control, the association and the district agree in writing to enforcement by the district. The district may adopt by rule all or certain portions of the deed restrictions that:
Relate to limitations, prohibitions, compliance mechanisms, or enforcement remedies that apply only to external appearances or uses and are deemed by the district to be generally beneficial for the district's landowners and for which enforcement by the district is appropriate, as determined by the district's board of supervisors; or
Are consistent with the requirements of a development order or regulatory agency permit.
The board may vote to adopt such rules only when all of the following conditions exist:
The district was in existence on the effective date of this subsection, or is located within a development that consists of multiple developments of regional impact and a Florida Quality Development.
For residential districts, the majority of the board has been elected by qualified electors pursuant to the provisions of s. 190.006.
For residential districts, less than 25 percent of residential units are in a homeowners' association.
The declarant in any applicable declarations of covenants and restrictions has provided the board with a written agreement that such rules may be adopted. A memorandum of the agreement shall be recorded in the public records.
Within 60 days after such rules take effect, the district shall record a notice of rule adoption  stating  generally what rules were adopted and where a copy of the rules may be obtained. Districts may impose fines for violations of such rules and enforce such rules and fines in circuit court through injunctive relief.
The owners of property located outside the boundary of  the district  shall elect  an advisor  to  the district board pursuant to paragraph (e). The sole responsibilities of the district board advisor are to review enforcement actions proposed by the district board against properties located outside the district and make recommendations relating to those proposed actions. Before the district board may enforce its rules against any owner of property located outside the district, the district  board shall request  the district  board advisor  to  make a recommendation on the proposed enforcement  action. The district board advisor  must render  a recommendation within 30 days after receiving a request from the district board or is deemed to have no objection to the district board's proposed decision or action.
1. Whenever an interlocal agreement is entered into pursuant to paragraph (a), a district board advisor seat shall be created for one elected landowner whose property is within the jurisdiction of the governmental entity entering into the interlocal agreement but not within the  boundaries  of  the  district.  The district  board  advisor shall be elected by landowners whose land is subject to  enforcement  by the district  but whose land is not within the boundaries of the district. The district board advisor shall be elected for a 2-year term. The first election for a district board advisor shall be within 90 days after the effective date of  the interlocal agreement  between  the district and the government entity.
The election of the district board advisor shall occur at a meeting of eligible landowners. The district shall publish notice of the meeting and election once a week for 2 consecutive weeks in a newspaper of general

circulation in the area of the parties to the interlocal agreement. The notice must include instructions on how all landowners may participate in the election and how to obtain a proxy form. The last day of publication may not be less than 14 days or more than 28 days before the date of the election. The landowners, when assembled at the meeting, shall organize by electing a chair who shall conduct the meeting. The chair may be any person present at the meeting. If the chair is a landowner or proxy holder of a landowner, he or she may nominate candidates and make and second motions.
At the meeting, each landowner is entitled to cast one vote per acre of land owned by him or her and located within the district for each person to be elected.  A landowner  may vote in  person or by proxy in  writing. Each proxy must be signed by one of the legal owners of the property for which the vote is cast and must contain the typed or printed name of the individual who signed the proxy; the street address, legal description of  the property, or tax parcel identification number;  and the number  of authorized votes. If  the proxy authorizes more than one vote, each property must be listed and the number of acres of each property must be included. The signature on a proxy need not be notarized. A fraction of an acre shall be treated as 1 acre, entitling the landowner  to one vote with respect thereto. For purposes of determining voting interests, platted lots shall be counted individually and rounded up to the nearest whole acre. The acreage of platted lots may not be aggregated for purposes of determining the number of voting units held by a landowner or a landowner's proxy.
If a vacancy occurs in the district advisor seat, a special landowner election shall be held within 60 days after the vacancy using the notice, proxy, and acreage voting provisions of this subsection.
History.-s. 2, ch. 80-407; s. 51, ch. 83-217; s. 9, ch. 84-360; s. 47, ch. 89-169; s. 8, ch. 93-51; s. 39, ch. 99-378; s. 15, ch. 2000-317;
s. 47, ch. 2000-364; s. 33, ch. 2004-345; s. 30, ch. 2004-353; s. 8, ch. 2007-160; s. 9, ch. 2009-142; s. 2, ch. 2016-94; s. 11, ch. 2018-
158.

190.0125	Purchase, privatization, or sale of water, sewer, or wastewater reuse utility by district.-No community development district may purchase or sell a water, sewer, or wastewater reuse utility that provides service to the public for compensation, or enter into a wastewater facility privatization contract for a wastewater facility, until the governing body of the community development district has held a public hearing on the purchase, sale, or wastewater facility privatization contract and made  a determination  that  the purchase,  sale,  or wastewater facility privatization contract is in the public interest. In determining  if  the purchase,  sale, or wastewater facility privatization contract is in the public  interest,  the community  development  district shall consider, at a minimum, the following:
The most recent available income and expense statement for the utility;
The most recent available balance sheet for the utility, listing assets and liabilities and clearly showing the amount of contributions-in-aid-of-construction and the accumulated depreciation thereon;
A statement of the existing rate base of the utility for regulatory purposes;
The physical condition of the utility facilities being purchased, sold, or subject to a wastewater facility privatization contract;
The reasonableness of the purchase, sales, or wastewater facility privatization contract price and terms;
The impacts of the purchase, sale, or wastewater facility privatization contract on utility customers, both positive and negative;
(7)(a) Any additional investment required and the ability and willingness of the purchaser or the private firm under a wastewater facility privatization contract to make that investment, whether the purchaser is the community development district or the entity purchasing the utility from the community development district;
(b) In the case of a wastewater  facility  privatization  contract,  the  terms and conditions  on which  the private firm will provide capital investment and  financing  or  a combination  thereof  for  contemplated  capital replacements, additions, expansions, and repairs. The community development district shall give significant weight to this criteria.

(8) The alternatives to the purchase, sale, or wastewater facility privatization contract and the potential impact on utility customers if the purchase, sale, or wastewater facility privatization contract is not made;
(9)(a) The ability of the purchaser or the private firm under a wastewater facility privatization contract to provide and maintain high-quality and cost-effective utility service, whether the purchaser is the community development district or the entity purchasing the utility from the community development district;
(b) In the case of a wastewater facility privatization contract, the community development district shall give significant weight to the technical expertise and experience of the private firm in carrying out the obligations specified in the wastewater facility privatization contract; and
(10) All moneys paid by a private firm to a community development district pursuant to a wastewater facility privatization contract shall be used for the purpose of reducing or offsetting property taxes, wastewater service rates, or debt reduction or making infrastructure improvements or capital asset expenditures or other public purpose; provided, however, nothing herein shall preclude the community development district from using all or part of the moneys for the purpose of the community development district's qualification for relief from the repayment of federal grant awards associated with the wastewater system as may be required by federal law or regulation.

The community development district shall prepare a statement showing that the purchase, sale, or wastewater facility privatization contract is in the public interest, including a summary of the purchaser's or private firm's experience in water, sewer, or wastewater reuse utility operation and a showing of financial ability to provide the service, whether the purchaser or private firm is the community development district or the entity purchasing the utility from the community development district.
History.-s. 3, ch. 84-84; s. 9, ch. 93-51; s. 9, ch. 96-202.

Water management and control plan.-ln the event that the board assumes the responsibility for providing water management and control for the district as provided ins. 190.012(1)(a) which is to be financed by benefit special assessments, the board shall proceed to adopt water management and control plans, assess for benefits, and apportion and levy special assessments, as follows:
The board shall cause to be made by the district's engineer, or such other engineer or engineers as the board may employ for that purpose, complete and comprehensive water management and control plans for the lands located within the district that will be improved in any part or in whole by any system of facilities  that may be outlined and adopted, and the engineer shall make a report in writing to the board with maps and profiles of said surveys and an estimate of the cost of carrying out and completing the plans.
Upon the completion of such plans, the board shall hold a hearing thereon to hear objections thereto, shall give notice of the time and place fixed for such hearing by publication once each week for 2 consecutive weeks in a newspaper of general circulation in the general area of the district, and shall permit the inspection of the plan at the office of the district by all persons interested. All objections to the plan shall be filed at or before the time fixed in the notice for the hearing and shall be in writing.
After the hearing, the board shall consider the proposed plan and any objections thereto and may modify, reject, or adopt the plan or continue the hearing to a day certain for further consideration of the proposed plan or modifications thereof.
When the board approves a plan, a resolution shall be adopted and a certified copy thereof shall be filed in the office of the secretary and incorporated by him or her into the records of the district.
The water  management  and control plan may be altered in detail from  time to  time until the appraisal record herein provided is filed, but not in such manner as to affect materially the conditions of its adoption.  After the appraisal record has been filed, no alteration of the plan shall be made, except as provided by this act.
Within 20 days after the final adoption of the plan by the board, the board shall proceed pursuant to s.

298.301.
History.-s. 2, ch. 80-407; s. 5, ch. 91-308; s. 964, ch. 95-147; s. 26, ch. 97-40.

Issuance of bond anticipation notes.-ln addition to the other powers provided for in  this act, and not in limitation thereof,  the district  shall have the  power, at  any  time,  and from  time to  time after  the issuance of any bonds of the district shall have been authorized, to borrow money for the purposes for which such bonds are to be issued in anticipation of the receipt of the proceeds of the sale of such bonds and to issue bond anticipation notes in a principal sum not  in excess of the authorized maximum amount of such bond issue. Such notes shall be in such denomination or denominations, bear interest at such rate as the board may determine in compliance with
s. 215.84, mature at such time or times not later than 5 years from the date of issuance, and be in such form and executed in such manner as the board shall prescribe. Such notes may be sold at either public or private sale or, if such notes shall be renewal notes, may be exchanged for notes then outstanding on such terms as the board shall determine. Such notes shall be paid from the proceeds of such bonds when issued. The board may, in its discretion, in lieu of retiring the notes by means of bonds, retire them by means of current revenues or from any taxes or assessments levied for the payment of such bonds; but  in such event a like amount of the bonds authorized shall not be issued. Non-ad valorem assessments levied to pay interest on bond anticipation notes shall not constitute an installment of assessments under s. 190.022.
History.-s. 2, ch. 80-407; s. 9, ch. 83-215; s. 9, ch. 2007-160.

Short-term borrowing.-The district at any time may obtain loans, in such amount and on such terms and conditions as the board may approve, for the purpose of paying any of the expenses of the district or any costs incurred or that may be incurred in connection with any of the projects of the district, which loans shall bear such interest as the board may determine in compliance withs. 215.84, and may be payable  from and secured by a pledge of such funds, revenues, taxes, and assessments as the board may determine, subject, however, to the provisions contained in any proceeding under which bonds were theretofore issued and are then outstanding. For the purpose of defraying such costs and expenses, the district may issue negotiable notes, warrants, or other evidences of debt to be payable at  such times, to bear such interest as the  board may determine in compliance  with s. 215.84, and to  be sold or discounted at such price or prices not less than 95 percent of par value and on such terms as the board may deem advisable. The board shall have the right to provide for the payment thereof by pledging the whole or any part of the funds, revenues, taxes, and assessments of the district. The approval of the electors residing in the district shall not be necessary except when required by the State Constitution.
History.-s. 2, ch. 80-407; s. 80, ch. 81-259; s. 10, ch. 83-215.

Bonds.-
SALE OF BONDS.-Bonds may be sold in blocks or installments at different times, or an entire issue or series may be sold at one time. Bonds may be sold at public or private sale after such advertisement, if any, as the board may deem advisable but not in any event at less than 90 percent of the par value thereof, together with accrued interest thereon. Bonds may be sold or exchanged for refunding bonds. Special assessment and revenue bonds may be delivered by the district as payment of the purchase price of any project or part thereof, or a combination of projects or parts thereof, or as the purchase price or exchange  for  any property,  real, personal,  or mixed, including franchises or services rendered by any contractor, engineer, or other person, all at one time or in blocks from time to time, in such manner and upon such terms as the board in its discretion shall determine. The price or prices for any bonds sold, exchanged, or delivered may be:
The money paid for the bonds;
The principal amount, plus accrued interest to the date of redemption or exchange, or outstanding obligations exchanged for refunding bonds; and
In the case of special assessment or revenue bonds, the amount of any indebtedness to contractors or other

persons paid with such bonds, or the fair value of any properties exchanged for the bonds, as determined by the board.
AUTHORIZATION AND FORM OF BONDS.-Any general obligation bonds, benefit bonds, or revenue bonds may be authorized by resolution or resolutions of the board which shall be adopted by a majority of all the members thereof then in office. Such resolution or resolutions may be adopted at the same meeting at which they are introduced and need not  be published or posted. The board may, by resolution, authorize  the issuance of bonds and fix the aggregate amount of bonds to be issued; the purpose or purposes for which the moneys derived therefrom shall be expended, including,  but  not  limited to, payment  of costs  as defined ins. 190.003(8);  the rate or rates of interest, in compliance withs. 215.84; the denomination  of the bonds;  whether  or not the  bonds are to be issued in  one or more series;  the date or dates of maturity,  which shall not exceed 40 years from their respective dates of issuance; the medium of payment; the place or  places within or without  the state where payment shall be made; registration privileges;  redemption  terms and privileges,  whether  with or  without premium; the manner of execution; the form of the bonds, including any interest coupons  to  be attached thereto; the manner of execution of bonds and coupons; and any and all other terms, covenants, and conditions thereof and the establishment of revenue or other funds. Such authorizing resolution or resolutions may further provide for the contracts authorized bys. 159.825(1)(f) and (g) regardless of the tax treatment of such bonds being authorized, subject to the finding by the board of a net saving to the district resulting by reason thereof. Such authorizing resolution may further provide that such bonds may be executed in accordance with the Registered Public Obligations Act, except that bonds not issued in registered form shall be valid if  manually countersigned by an officer designated by appropriate resolution of the board. The seal of the district may be affixed, lithographed, engraved, or otherwise reproduced in facsimile on such bonds. In case any officer whose signature shall appear on any bonds or coupons shall cease to be such officer before the delivery of such bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes the same as if he or she had remained in office until such delivery.
INTERIM CERTIFICATES; REPLACEMENT CERTIFICATES.-Pending the preparation of definitive bonds, the board may issue interim certificates or receipts or temporary bonds, in such form and with such provisions as the board may determine, exchangeable for definitive bonds when such bonds have been executed and are available for delivery. The board may also provide for  the replacement  of any bonds which become mutilated, lost, or destroyed.
NEGOTIABILITY OF BONDS.-Any bond issued under this act or any temporary bond, in the absence of an express recital on the face thereof that it is nonnegotiable, shall be fully negotiable and shall be and constitute a negotiable instrument within the meaning and for all purposes of the law merchant and the laws of the state.
DEFEASANCE.-The board may make such provision with respect to the defeasance of the right, title, and interest of the holders of any of  the  bonds and obligations of  the district in any revenues,  funds, or other properties by which such bonds are secured as the board deems appropriate and, without limitation on the foregoing, may provide that when such bonds or obligations become due and payable or shall have been called for redemption and the whole amount of the principal and interest and premium, if any, due and payable upon the bonds or obligations then outstanding shall be held in trust for such purpose and provision shall also be made for paying all other sums payable in connection with such bonds or other obligations, then and in such event the right, title, and interest of the holders of the bonds in any revenues, funds, or other properties by which such bonds are secured shall thereupon cease, terminate, and become void; and the board may apply any surplus in any sinking fund established in connection with such bonds or obligations and all balances remaining in all other funds or accounts other than money held for the redemption or payment of the bonds or other obligations to any lawful purpose of the district as the board shall determine.
ISSUANCE OF ADDITIONAL BONDS.-lf the proceeds of any bonds are less than the cost of completing the

project in connection  with which such bonds were issued,  the board may authorize the issuance of additional bonds, upon such terms and conditions as the board may provide in the resolution authorizing the issuance thereof, but only in compliance with the resolution or other proceedings authorizing the issuance of the original bonds.
REFUNDING BONDS.-The district shall have the power to issue bonds to provide for the retirement or refunding of any bonds or obligations of the district that at the time of such issuance are or subsequently thereto become due and payable, or that at the time of issuance have been called or are or will be subject to call for redemption within 10 years thereafter, or the surrender of which can be procured from the holders thereof at prices satisfactory to the board. Refunding bonds may be issued at any time when in the judgment of the board such issuance will be advantageous to the district. No approval of the qualified electors residing in the district shall be required for the issuance of refunding bonds except in cases in which such approval is required by the State Constitution. The board may by resolution confer upon the holders of such refunding bonds all rights, powers, and remedies to which the holders would be entitled if they continued to be the owners and had possession of the bonds for the refinancing of which such refunding bonds are issued, including, but not limited to, the preservation of the lien of such bonds on the revenues of any project or on pledged funds, without extinguishment, impairment, or diminution thereof. The provisions of this act pertaining to bonds of the district shall, unless the context otherwise requires, govern the issuance of refunding bonds, the form and other details thereof, the rights of the holders thereof, and the duties of the board with respect to them.
REVENUE BONDS.-
The district shall have the power to issue revenue bonds from time to time without limitation as to amount. Such revenue bonds may be secured by, or payable from, the gross or net pledge of the revenues to be derived from any project or combination of projects;  from the rates,  fees,  or other charges to be collected from the users  of any project or projects; from any revenue-producing undertaking or activity of the district; from special assessments; or from any other source or pledged security. Such bonds shall not constitute an indebtedness of the district, and the approval of the qualified electors shall not be required unless such bonds are additionally secured by the full faith and credit and taxing power of the district.
Any two or more projects may be combined and consolidated into a single project and may hereafter be operated and maintained as a single project. The revenue bonds authorized herein may be issued to finance any one or more of such projects, regardless of whether  or not such projects have been combined and consolidated into a single project. If the board deems it advisable, the proceedings authorizing such revenue bonds may provide that the district may thereafter combine the projects  then being financed  or  theretofore  financed with other projects to be subsequently financed by the district and that revenue bonds to be thereafter issued by the district shall be on parity with the revenue bonds then being issued, all on such terms, conditions, and limitations as shall have been provided in the proceeding which authorized the original bonds.
GENERAL OBLIGATION BONDS.-
The district shall have the power from time to time to issue general obligation bonds to finance or refinance capital projects or to refund outstanding bonds in an aggregate principal amount of bonds outstanding at any one time not in excess of 35 percent of the assessed value of the taxable property within the district as shown on the pertinent tax records at the time of the authorization of the general obligation bonds for which the full faith and credit of the district is pledged. Except for refunding bonds, no general obligation bonds shall be issued unless the bonds are issued to finance or refinance a capital project and the issuance has been approved at an election held in accordance with the requirements for such election as prescribed by the State Constitution. Such elections shall be called to be held in the district by the board of county commissioners of the county upon the request of the board of the district. The expenses of calling and holding an election shall be at the expense of the district, and the district shall reimburse the county for any expenses incurred in calling or holding such election.
The district may pledge its full faith and credit for the payment of the principal and interest on such general

obligation bonds and for any reserve funds provided therefor and may unconditionally and irrevocably pledge itself to levy ad valorem taxes on all taxable property in the district, to the extent necessary for the payment thereof; without limitations as to rate or amount.
If the board determines to issue general obligation bonds for more than one capital project, the approval of the issuance of the bonds for each and all such projects may be submitted to the electors on one and the same ballot. The failure of the electors to approve the issuance of bonds for any one or more capital projects shall not defeat the approval of bonds for any capital project which has been approved by the electors.
In arriving at the amount of general obligation bonds permitted to be outstanding at  any one time pursuant to paragraph (a), there shall not be included any general obligation bonds which are additionally secured by the pledge of:
Special assessments levied in an amount sufficient to pay the principal and interest on the general obligation bonds so additionally secured, which assessments have been equalized and confirmed by resolution or ordinance of the board pursuant to s. 170.08.
Water revenues, sewer revenues, or water and sewer revenues of the district to be derived from user fees in an amount sufficient to pay the principal and interest on the general obligation bonds so additionally secured.
Any combination of assessments and revenues described in subparagraphs 1. and 2.
BONDS AS LEGAL INVESTMENT OR SECURITY.-
Notwithstanding any provisions of any other law to the contrary, all bonds issued under the provisions of this act shall constitute legal investments for savings banks, banks, trust companies, insurance companies, executors, administrators, trustees, guardians, and other fiduciaries and for any board, body, agency, instrumentality, county, municipality, or other political subdivision of the state and shall be and constitute security which may be deposited by banks or trust companies as security for deposits of state, county, municipal, or other public funds or by insurance companies as required or voluntary statutory deposits.
Any bonds issued by the district shall be incontestable in the hands of bona fide purchasers or holders for value and shall not be invalid because of any irregularity or defect in the proceedings for the issue and sale thereof.
COVENANTS.-Any resolution authorizing the issuance of bonds may contain such covenants as the board may deem advisable, and all such covenants shall constitute valid and legally binding and enforceable contracts between the district and the bondholders, regardless of the time of issuance thereof. Such covenants may include, without limitation, covenants concerning the disposition of the bond proceeds; the use and disposition of project revenues; the pledging of revenues, taxes, and assessments; the obligations of the district with respect to the operation of the project and the maintenance of adequate project revenues; the issuance of additional bonds; the appointment, powers, and duties of trustees and receivers; the acquisition of outstanding bonds and obligations; restrictions on the establishing of competing projects or facilities; restrictions on the sale or disposal of the assets and property of the district; the priority of assessment liens; the priority of claims by bondholders on the taxing power of the district; the maintenance of deposits to assure the payment of revenues by users of district facilities and services; the discontinuance of district services by reason of delinquent payments; acceleration upon default; the execution of necessary instruments;  the procedure for  amending or abrogating covenants with the bondholders; and such other covenants as may be deemed necessary or desirable for the security of the bondholders.
VALIDATION PROCEEDINGS.-The power of the district to issue bonds under the provisions of this act may be determined, and any of the bonds of  the district  maturing over  a period of  more than 5 years shall be validated and confirmed, by court decree, under the provisions of chapter 75 and laws amendatory thereof or supplementary thereto.
ACT FURNISHES FULL AUTHORITY FOR ISSUANCE OF BONDS.-This act constitutes full and complete authority

for the issuance of bonds and the exercise of the powers of the district provided herein. No procedures or proceedings, publications,  notices, consents, approvals,  orders, acts, or things by the  board, or any board, officers, commission, department, agency, or instrumentality of the district, other than those required by this act, shall be required to perform anything under this act, except that the issuance or sale of bonds pursuant to the provisions of this act shall comply with the general law requirements applicable to the issuance or sale of bonds by the district. Nothing in this act shall be construed to authorize the district to utilize bond proceeds to  fund the ongoing operations of the district.
PLEDGE BY THE STATE TO THE BONDHOLDERS OF THE DISTRICT.-The state pledges to the holders of any bonds issued under this act that it will not limit or alter the rights of the district to own, acquire, construct, reconstruct, improve, maintain, operate, or furnish the projects or to levy and collect the taxes, assessments, rentals, rates, fees, and other charges provided for herein and to fulfill the terms of any agreement made with the holders of such bonds or other obligations and that it will not in any way impair the rights or remedies of such holders.
DEFAULT.-A default on the bonds or obligations of a district shall not constitute a debt or obligation of a local general-purpose government or the state.
History.-s. 2, ch. 80-407; s. 11, ch. 83-215; s. 10, ch. 84-360; s. 24, ch. 85-80; s. 6, ch. 91-308; s. 965, ch. 95-147; s. 8, ch. 98-47; s.
6, ch. 2009-142.

Trust agreements.-Any issue of bonds shall be secured by a trust agreement by and between the district and a corporate trustee or trustees, which may be any trust company or bank having the powers of a trust company within or without the state. The resolution authorizing the issuance of the bonds or such trust agreement may pledge the revenues to be received from any projects of the district and may contain such provisions for protecting and enforcing the rights and remedies of the bondholders as the board may approve, including, without limitation, covenants setting forth the duties of the district in relation  to:  the acquisition,  construction, reconstruction, improvement, maintenance, repair, operation, and insurance  of  any  projects;  the fixing and revising of the rates, fees, and charges; and the custody, safeguarding, and application of all moneys and for the employment of consulting engineers in connection  with such acquisition,  construction,  reconstruction, improvement, maintenance, repair, or operation. It shall be lawful for any bank or trust company  within or without the state which may act as a depository of the proceeds of bonds or of revenues to furnish such indemnifying bonds or to pledge such securities  as may be required by the  district. Such resolution or trust agreement  may set forth the rights and remedies of the bondholders and of  the trustee,  if  any,  and may restrict  the individual  right of action by bondholders. The board may provide for the payment of proceeds of the sale of the bonds and the revenues of any project to such officer, board, or depository as it may designate for the custody thereof and may provide for the method of disbursement thereof with such safeguards and restrictions as it may determine. All expenses incurred in carrying out the provisions of such resolution  or  trust agreement  may be treated as part of the cost of operation of the project to which such trust agreement pertains.
History.-s. 2, ch. 80-407.

Taxes; non-ad valorem assessments.-
AD VALOREM TAXES.-An elected board shall have the power to levy and assess an ad valorem tax on all the taxable property in the district to construct, operate, and maintain assessable improvements;  to pay the  principal of, and interest on, any general obligation bonds of the district; and to provide for any sinking or other funds established in connection with any such bonds. An ad valorem tax levied by the board for operating purposes, exclusive of debt service on bonds, shall not exceed 3 mills, except that a district authorized by a local general­ purpose government to exercise one or more powers specified in s. 190.012(2) may levy an additional 2 mills for operating purposes, exclusive of debt service on bonds. The ad valorem tax provided for herein shall be in addition to county and all other ad valorem taxes provided for by law. Such tax shall be assessed, levied, and collected in

the same manner and same time as county taxes. The levy of ad valorem taxes shall be approved by referendum when required by the State Constitution.
BENEFIT SPECIAL ASSESSMENTS.-The board shall annually determine, order, and levy the annual installment of the total benefit special assessments for bonds issued and related expenses to finance district facilities and projects which are levied under this act. These assessments may be due and collected during each year that county taxes are due and collected, in which case such annual installment and levy shall be evidenced to and certified to the property appraiser by the board not later than August  31 of each year, and such assessment shall be entered by the property appraiser on the county tax rolls, and shall be collected and enforced by the  tax collector in the same manner and at the same time as county taxes, and the proceeds thereof shall be paid to the district.  However,  this subsection  shall not  prohibit  the district in its discretion from using the method prescribed in either s. 197.363 ors. 197.3632 for collecting and enforcing these assessments. Notice of the proposed amount of the assessment pursuant to s. 200.069 that includes the date and time of the hearing may be used in lieu of the notice provisions of s. 197.3632(4)(b). These benefit special assessments shall be a lien on the property against which assessed until paid and shall be enforceable in like manner as county taxes. The amount of the assessment for the exercise of the district's powers under ss. 190.011 and 190.012 shall be determined by the board based upon a report of the district's engineer and assessed by the board upon such lands, which may be part or all of the lands within the district benefited by the improvement, apportioned between benefited lands in proportion to the benefits received by each tract of land.
MAINTENANCE SPECIAL ASSESSMENTS.-To maintain and preserve the facilities and projects of the district,
the board may levy a maintenance special assessment. This assessment may be evidenced to and certified to the property appraiser by the board of supervisors not later than August 31 of each year and shall be entered by the property appraiser on the county tax rolls and shall be collected and enforced by the tax collector in the same manner and at the same time as county taxes, and the proceeds therefrom shall be paid to the district. However, this subsection shall not prohibit the district in its discretion from using the method prescribed in either s. 197.363 ors. 197.3632 for collecting and enforcing these assessments. Notice of the proposed amount of the assessment pursuant to  s. 200.069 that includes the date and time of the hearing may be used in  lieu of  the notice provisions of s. 197.3632(4)(b). These maintenance special assessments shall be a lien on the property against which assessed until paid and shall be enforceable in like manner as county taxes. The amount of the maintenance special assessment for the exercise of the district's powers under ss. 190.011 and 190.012 shall be determined by the board based upon a report of the district's engineer and assessed by the board upon such lands, which may be all of the lands within the district benefited by the maintenance thereof, apportioned between the benefited lands in proportion to the benefits received by each tract of land.
ENFORCEMENT OF TAXES.-The collection and enforcement of all taxes levied by the district shall be at the same time and in like manner as county taxes, and the provisions of the Florida Statutes relating to the sale of lands for unpaid and delinquent county taxes; the issuance, sale, and delivery of tax certificates for such unpaid and delinquent county taxes; the redemption thereof; the issuance to individuals of tax deeds based thereon; and all other procedures in connection therewith shall be applicable to the district to the same extent as if  such statutory provisions were expressly set forth herein. All taxes shall be subject to the same discounts as county taxes.
WHEN UNPAID TAX IS DELINQUENT; PENALTY.-All taxes provided for in this act shall become delinquent and bear penalties on the amount of such taxes in the same manner as county taxes.
TAX EXEMPTION.-All bonds issued hereunder and interest paid thereon and all fees, charges, and other revenues derived by the district from the projects provided by this act are exempt from all taxes by the state or by any political subdivision, agency, or instrumentality thereof; however, any interest, income, or profits on debt obligations issued hereunder are not exempt from the tax imposed by chapter 220. Further, districts are not

exempt from the provisions of chapter 212.
TRANSITIONAL PROVISIONS.-Nothing in this act shall be deemed to affect any benefit tax, maintenance tax, non-ad valorem assessment, ad valorem tax, or special assessment imposed by a community development district as of June 21, 1991. Nothing in this act shall be construed to affect any tax or assessment pledged to secure or authorized pursuant to a trust indenture under this chapter, and the district imposing such tax or assessment is hereby authorized to impose such tax or assessment under the terms required by the trust indenture. The terms benefit taxes or maintenance taxes used in this chapter prior to June 21, 1991, are redesignated as benefit or maintenance special assessments pursuant to this act, and such terms may be used interchangeably under the terms of an existing trust indenture.
STATUS OF ASSESSMENTS.-Benefit special assessments, maintenance special assessments, and special assessments are non-ad valorem assessments as defined bys. 197.3632.
ASSESSMENTS CONSTITUTE LIENS; COLLECTION.-Benefit special assessments and maintenance special assessments authorized by this section, and special assessments authorized by s. 190.022 and chapter 170, shall constitute a lien on the property against which assessed from the date of imposition thereof until paid, coequal with the lien of state, county, municipal, and school board taxes. These non-ad valorem assessments may be collected, at the district's discretion, by the tax collector pursuant  to  the provisions of s. 197.363  ors. 197.3632, or in accordance with other collection measures provided by law.
LAND OWNED BY GOVERNMENTAL ENTITY.-Except as otherwise provided by law, no levy of ad valorem taxes or non-ad valorem assessments under this chapter, or chapter 170, chapter 197, or otherwise, by a board of a district on property of a governmental entity that is subject to a ground lease as described in s. 190.003(14), shall constitute a lien or encumbrance on the underlying fee interest of such governmental entity.
History.-s. 2, ch. 80-407; s. 11, ch. 84-360; s. 48, ch. 89-169; s. 7, ch. 91-308; s. 40, ch. 99-378; s. 35, ch. 2000-364; s. 10, ch. 2007-
160; s. 7, ch. 2009-142.

Special assessments.-
The board may levy special assessments for the construction, reconstruction, acquisition, or maintenance of district facilities authorized under this chapter using the procedures for levy and collection provided in chapter 170 or chapter 197.
Notwithstanding the provisions of s. 170.09, district assessments may be made payable in no more than 30 yearly installments.
History.-s. 2, ch. 80-407; s. 12, ch. 84-360; s. 8, ch. 91-308; s. 41, ch. 99-378.

Issuance of certificates of indebtedness based on assessments for assessable improvements; assessment bonds.-
The board may, after any assessments for assessable improvements are made, determined, and confirmed as provided ins. 190.022, issue certificates of indebtedness for the amount so assessed against the abutting property or property otherwise benefited, as the case may be; and separate certificates shall be issued against each part or parcel of land or property assessed, which certificates shall state the general nature of the improvement for which the assessment is made. The certificates shall be payable in annual installments in accordance  with the installments of the special assessment for  which they are issued. The board may determine the interest  to be borne by such certificates, in compliance withs. 215.84, and may sell such certificates at either  private or public sale and determine the form, manner of execution, and other  details of such certificates.  The certificates shall recite that they are payable only from the special assessments levied and collected from the part or parcel of land  or property against which they are issued. The proceeds of such certificates may be pledged for the payment of principal of and interest on any revenue bonds or general obligation bonds issued to finance in  whole or in part such assessable improvement, or, if not so pledged, may be used to pay the cost or part of the cost of such assessable improvements.

The district may also issue assessment bonds or other obligations payable from a special fund into which such certificates of indebtedness referred to in the preceding subsection may be deposited; or, if such certificates of indebtedness have not been issued, the district may assign to such special fund for  the benefit of the holders of such assessment bonds or other obligations, or to a trustee for such bondholders, the assessment liens provided for in this act unless such certificates of indebtedness or assessment liens have been theretofore pledged for  any bonds or other obligations authorized hereunder. In the event of the creation of such special fund and the issuance of such assessment bonds or other obligations, the proceeds of such certificates of indebtedness or assessment liens deposited therein shall be used only for the payment of the assessment bonds or other obligations issued as provided in this section. The district is authorized to covenant with the holders of such assessment bonds or other obligations that it will diligently and faithfully enforce and collect all the special assessments and interest and penalties thereon for which such certificates of indebtedness or assessment liens have been deposited in or assigned to such fund; to foreclose such assessment liens so assigned to such special fund or represented by the certificates of indebtedness deposited in the special fund, after such assessment  liens have become delinquent, and deposit the proceeds derived from such foreclosure, including interest and penalties, in such special fund; and to make any other covenants deemed necessary or advisable in order to properly secure the holders of such assessment bonds or other obligations.
The assessment bonds or other obligations issued pursuant to this section shall have such dates of issue and
maturity as shall be deemed advisable by the board; however, the maturities of such assessment bonds or other obligations shall not be more than 2 years after the due date of the last installment  which will be payable on any of the special assessments for which such assessment liens, or the certificates of indebtedness representing such assessment liens, are assigned to or deposited in such special fund.
Such assessment bonds or other obligations issued under this section shall bear such interest as the board may determine, not to exceed a rate which is in compliance with s. 215.84, and shall be executed, shall have such provisions for redemption prior to maturity, shall be sold in the manner and be subject to all of the applicable provisions contained in this act for revenue bonds, except as the same may be inconsistent with the provisions of this section.
All assessment bonds or other obligations issued under the provisions of this act, except certificates of indebtedness issued against separate lots or parcels of land or property as provided in this section, shall be and constitute and shall have all the qualities and incidents of negotiable instruments under the law merchant and the laws of the state.
History.-s. 2, ch. 80-407; s. 81, ch. 81-259; s. 12, ch. 83-215.

Tax liens.-All taxes of the district provided for  in  this act,  together  with all penalties  for  default in the payment of the same and all costs in  collecting the same, including a reasonable attorney's fee fixed by the court and taxed as a cost in  the action brought to enforce payment, shall, from January 1 for  each year  the property is liable to assessment and until paid, constitute a lien of equal dignity with the liens for state and county taxes and other taxes of equal dignity with state and county taxes upon all the lands against which such taxes shall be levied. A sale of any of the real property within the district  for state and county or other  taxes shall not operate  to relieve or release the property  so sold from  the lien for subsequent  district  taxes or installments  of district taxes, which lien may be enforced against such property as though no such sale thereof had been made. The provisions of ss. 194.171, 197.122, 197.333, and 197.432 shall be applicable to district taxes with the same force and effect as if such provisions were expressly set forth in this act.
History.-s. 2, ch. 80-407; s. 33, ch. 82-226; s. 202, ch. 85-342; s. 27, ch. 95-280.

Payment of taxes and redemption of tax liens by the district; sharing in proceeds of tax sale.­
The district has the right to:

Pay any delinquent state, county, district, municipal, or other tax or assessment upon lands located wholly or partially within the boundaries of the district; and
To redeem or purchase any tax sales certificates issued or sold on account of any state, county, district, municipal, or other taxes or assessments upon lands located wholly or partially within the boundaries of the district.
Delinquent taxes paid, or tax sales certificates redeemed or purchased, by the district, together with all penalties for the default in payment of the same and all costs in collecting the same and a reasonable attorney's fee, shall constitute a lien in favor of the district of equal dignity with the liens of state and county taxes and other taxes of equal dignity with state and county taxes upon all the real property against which the taxes were levied. The lien of the district may be foreclosed in the manner provided in this act.
In any sale of land pursuant to s. 197.542 and amendments  thereto,  the district may certify to the clerk of the circuit court of the county holding such sale the amount of  taxes due to  the district upon the lands sought  to be sold; and the district shall share in the disbursement of the sales proceeds in accordance with the provisions of this act and under the laws of the state.
History.-s. 2, ch. 80-407; s. 203, ch. 85-342.

Foreclosure of liens.-Any lien in favor of the district arising under this act may be foreclosed by the district by foreclosure proceedings in the name of the district in a court of competent jurisdiction as provided by general law in like manner as is provided in chapter 170 or chapter 173 and amendments thereto; the provisions of those chapters shall be applicable to such proceedings with the same force and effect as if those provisions were expressly set forth in this act. Any act required or authorized to be done by or on behalf of a municipality in foreclosure proceedings under chapter 170 or chapter 173 may be performed by such officer or agent of the district as the board of supervisors may designate. Such foreclosure proceedings may be brought at any time after the expiration of 1 year from the date any tax, or installment thereof, becomes delinquent; however no lien shall be foreclosed against any political subdivision or agency of the state. Other legal remedies shall remain available.
History.-s. 2, ch. 80-407; s. 11, ch. 2007-160.

190.031 Mandatory use of certain district facilities and services.- To the full extent permitted by law, the district shall require all lands, buildings, premises, persons, firms, and corporations within the district to use the water management and control facilities and water and sewer facilities of the district.
History.-s. 2, ch. 80-407.

190.033	Bids required.-
No contract shall be let by the board for any goods, supplies, or materials to be purchased when the amount thereof to be paid by the district shall exceed the amount provided ins. 287.017 for category four, unless notice of bids or other competitive solicitation, including requests for proposals or qualifications, is advertised once in a newspaper in general circulation in the county and in  the district. Any board seeking to  construct or improve a public building, structure, or other public works shall comply with the bidding procedures of s. 255.20 and other applicable general law. In each case, the bid of the lowest responsive and responsible bidder shall be accepted unless all bids are rejected because the bids are too high, or the board determines it is in the best interests of the district to reject all bids. In each case in which requests for proposals, qualifications, or other competitive solicitations are used, the district shall determine which response is most advantageous for the district and award the contract to that proposer. The board may require the bidders or proposers to furnish bond with a responsible surety to be approved by the board. If the district does not receive a response to its competitive solicitation, the district may proceed to purchase such goods, supplies, materials, or construction services in the manner it  deems in the best interests of  the district. Nothing in  this section  shall prevent  the board from undertaking  and performing the construction, operation, and maintenance of any project or facility authorized by this act by the

employment of labor, material, and machinery.
The provisions of the Consultants' Competitive Negotiation Act, s. 287.055, apply to contracts for engineering, architecture, landscape architecture, or registered surveying and mapping services let by the board.
Contracts for maintenance services for any district facility or project shall be subject to competitive solicitation requirements when the amount thereof to be paid by the district exceeds the amount provided ins.
287.017 for category four. The district shall adopt rules, policies, or procedures establishing competitive solicitation procedures for maintenance services. Contracts for other services shall not be subject to competitive solicitation unless the district adopts a rule, policy, or procedure applying competitive solicitation procedures to said contracts.
History.-s. 2, ch. 80-407; s. 9, ch. 91-308; s. 113, ch. 94-119; s. 42, ch. 99-378; s.12, ch. 2007-160.

Fees, rentals, and charges; procedure for adoption and modifications; minimum revenue requirements. -
The district is authorized to prescribe, fix, establish, and collect rates, fees, rentals, or other charges, hereinafter sometimes referred to as "revenues," and to revise the same from time to time, for the facilities and services furnished by the district, within the limits of the district, including, but not limited to, recreational facilities, water management and control facilities, and water and sewer systems; to recover the costs of making connection with any district facility or system; and to provide for reasonable penalties against any user or property for any such rates, fees, rentals, or other charges that are delinquent.
No such rates, fees, rentals, or other charges for any of the facilities or services of the district shall be fixed until after a public hearing at which all the users of the proposed facility or services or owners, tenants, or occupants served or to be served thereby and all other interested persons shall have an opportunity to be heard concerning the proposed rates, fees, rentals, or other charges. Rates, fees, rentals, and other charges shall be adopted under the administrative rulemaking authority of the district, but shall not apply to district leases. Notice of such public hearing setting forth the proposed schedule or schedules of rates, fees, rentals, and other charges shall have been published in a newspaper in the county and of general circulation in the district at least once and at least 10 days prior to such public hearing. The rulemaking hearing may be adjourned from time to time. After such hearing, such schedule or schedules, either as initially proposed or as modified or amended, may be finally adopted. A copy of the schedule or schedules of such rates, fees, rentals, or charges as finally adopted shall be kept on file in an office designated by the board and shall be open at all reasonable times to public inspection. The rates, fees, rentals, or charges so fixed for any class of users or property served shall be extended to cover any additional users or properties thereafter served which shall fall in the same class, without the necessity of any notice or hearing.
Such rates,  fees, rentals, and charges shall be just and equitable and uniform for users of the same class,  and when appropriate may be based or computed either upon the amount of service furnished, upon the number of average number of persons residing or working in or otherwise occupying the premises served, or upon any other factor affecting the use of the facilities furnished, or upon any combination of the foregoing factors, as may be determined by the board on an equitable basis.
The rates, fees, rentals, or other charges prescribed shall be such as will produce revenues, together with any other assessments, taxes, revenu s, or funds available or pledged for such purpose, at least sufficient to provide for the items hereinafter listed, but not necessarily in the order stated:
To provide for all expenses of operation and maintenance of such facility or service;
To pay when due all bonds and interest thereon for the payment of which such revenues are, or shall have been, pledged or encumbered, including reserves for such purpose; and
To provide for any other funds which may be required under the resolution or resolutions authorizing the issuance of bonds pursuant to this act.

The board shall have the power to enter into contracts for the use of the projects of the district and with respect to the services and facilities furnished or to be furnished by the district.
Hlstory.-s. 2, ch. 80-407; s. 10, ch. 91-308.

Recovery of delinquent charges.-ln the event that any rates, fees, rentals, charges, or delinquent penalties shall not be paid as and when due and shall be in default for 60 days or more, the unpaid balance thereof and all interest accrued thereon, together with reasonable attorney's fees and costs, may be recovered by the district in a civil action.
History.-s. 2, ch. 80-407.

Discontinuance of service.-ln the event the fees, rentals, or other charges for water and sewer services, or either of them, are not paid when due, the board shall have the power, under  such reasonable  rules and regulations as the board may adopt, to discontinue and shut off both water and sewer services until such fees, rentals, or other charges, including interest, penalties, and charges for the shutting off and discontinuance and the restoration of such water and sewer  services or both, are fully paid; and, for such purposes,  the board may enter  on any lands, waters, or premises of any person, firm, corporation, or body, public or private,  within the district limits. Such delinquent fees, rentals, or other charges, together with interest, penalties,  and charges  for  the shutting off  and discontinuance and the restoration of such services and facilities and reasonable attorney's fees and other expenses, may be recovered by the district, which may also enforce payment of such delinquent fees, rentals, or other charges by any other lawful method of enforcement.
Hlstory.-s. 2, ch. 80-407; s. 82, ch. 81-259.

190.041	Enforcement and penalties.-The board or any aggrieved person may have recourse to such remedies in law and at equity as may be necessary to ensure compliance with the provisions of this act, including injunctive relief to enjoin or restrain any person violating the provisions of this act or any bylaws, resolutions, regulations, rules, codes, or orders adopted under this act. In case any building or structure is erected, constructed, reconstructed, altered, repaired, converted, or maintained, or any building, structure, land, or water is used, in violation of this act or of any code, order, resolution, or other regulation made under authority conferred by this act or under law, the board or any citizen residing in the district may institute any appropriate action or proceeding to prevent such unlawful erection, construction, reconstruction, alteration, repair, conversion, maintenance, or use; to restrain, correct, or avoid such violation; to prevent the occupancy of such building, structure, land, or water; and to prevent any illegal act, conduct, business, or use in or about such premises, land, or water.
History.-s. 2, ch. 80-407; s. 83, ch. 81-259.

Suits against the district.-Any suit or action brought or maintained against the district for damages arising out of tort, including, without limitation, any claim arising upon account of an act causing an injury or loss of property, personal injury, or death, shall be subject to the limitations provided in s. 768.28.
Histo ry.- s. 2, ch. 80-407.

Exemption of district property from execution.-All district property  shall be  exempt  from  levy  and sale by virtue of an execution, and no execution or other  judicial process shall issue against such property,  nor shall any judgment against the district be a charge or lien on its property or revenues; however, nothing contained herein shall apply to or limit the rights of bondholders to pursue any remedy for the enforcement  of any lien or pledge given by the district in connection with any of the bonds or obligations of the district.
Hlstory.-s. 2, ch. 80-407.

Termination, contraction, or expansion of district.-
A landowner or the board may petition to contract or expand the boundaries of a community development

district in the following manner:
The petition shall contain the same information required bys. 190.005(1 )(a)1. and 8. In addition, if the petitioner seeks to expand the district, the petition shall describe the proposed timetable for construction of any district services to the area, the estimated cost of constructing the proposed services, and the designation of the future general distribution, location, and extent of public and private uses of land proposed for the area by the future land use plan element of the adopted local government local comprehensive plan. If the petitioner seeks to contract the district,  the petition shall describe  what  services and facilities  are currently  provided by  the district to the area being removed, and the designation of the future general distribution,  location,  and extent  of public and private uses of land proposed for the area by the future land element of the adopted local government comprehensive plan.
For those districts initially established by county ordinance, the petition for ordinance amendment shall be filed with the county commission. If the land to be included or excluded is, in whole or in part, within the boundaries of a municipality, then the county commission shall not amend the ordinance without municipal approval. A public hearing shall be held in the same manner and with the same public notice as other ordinance amendments. The county commission shall consider the record of the public hearing and the factors set forth in s. 190.005(1 )(e) in making its determination to grant or deny the petition for ordinance amendment.
For those districts initially established by municipal ordinance pursuant to s. 190.005(2)(e), the municipality shall assume the duties of the county commission set forth in paragraph (b); however, if any of the land to be included or excluded, in whole or in part, is outside the boundaries of the municipality, then the municipality  shall not amend its ordinance without county commission approval.
1. For those districts initially established by administrative rule pursuant  to s. 190.005(1),  the petition shall be filed with the Florida Land and Water Adjudicatory Commission.
Prior to filing the petition, the petitioner shall pay a filing fee of $1,500, to the county if the district or the land to be added or deleted from the district is located within an unincorporated area or to the municipality if the district or the land to be added or deleted is located within an incorporated area, and to each municipality the boundaries of which are contiguous with or contain all or a portion of the land within or to be added to or deleted from the external boundaries of the district. The petitioner shall submit a copy of the petition to the same entities entitled to receive the filing fee. In addition, if  the district is not the petitioner, the petitioner shall file the  petition with the district board of supervisors.
Each county and each municipality shall have the option of holding a public hearing as provided bys. 190.005(1 )(c). However, the public hearing shall be limited to consideration of the contents of the petition and whether the petition for amendment should be supported by the county or municipality.
The district board of supervisors shall, in lieu of a hearing officer, hold the local public hearing provided for bys. 190.005(1)(d). This local public hearing shall be noticed in the same manner as provided in s. 190.005(1)(d). Within 45 days of the conclusion of the hearing, the district board of supervisors shall transmit to the Florida Land and Water Adjudicatory Commission the full record of the local hearing, the transcript of the hearing, any resolutions adopted by the local general-purpose governments, and its recommendation whether to grant the petition for amendment. The commission shall then proceed in accordance with s. 190.005(1)(e).
A rule amending a district boundary shall describe the land to be added or deleted.
1. During the existence of a district initially established by administrative rule, the process to amend the boundaries of the district pursuant to paragraphs (a)-(d) shall not permit a cumulative net total greater than 50 percent of the land in the initial district, and in no event greater than 1,000 acres on a cumulative net basis.
2. During the existence of a district initially established by county or municipal ordinance, the process to amend the boundaries of the district pursuant to  paragraphs  (a)-(d)  shall not permit a cumulative  net total greater  than 50 percent of the land in the initial district, and in no event greater than 1,000 acres on a cumulative net basis.

Petitions to amend the boundaries of the district that exceed the amount of land specified in paragraph (e) shall be processed in accordance withs. 190.005, and the petition shall include only the elements set forth ins. 190.005(1)(a)1. and 5.-8. and the consent required by paragraph (g). However, the resulting administrative rule or ordinance may only amend the boundaries of the district and may not establish a new district or cause a new 6- year or 10-year period to begin pursuant to s. 190.006(3)(a)2. The filing fee for such petitions shall be as set forth ins. 190.005(1 )(b), as applicable.
In all cases of a petition to amend the boundaries  of a district,  the filing of  the petition by the district board  of supervisors constitutes consent of the landowners within the district. In all cases, written consent of those landowners whose land is to be added to or deleted from the district as provided ins. 190.005(1)(a)2. is required.
For a petition to establish a new community development district of less than 2,500 acres on land located solely in one county or one municipality, sufficiently contiguous lands located  within the county or  municipality which the petitioner anticipates adding to the boundaries of  the district  within 10 years after  the effective date of the ordinance establishing the district may also be identified. If such sufficiently contiguous land is identified, the petition must include a legal description of each additional parcel within  the sufficiently  contiguous  land,  the current owner of the parcel, the acreage of the parcel, and the current land use designation of the parcel. At least  14 days before the hearing required under s. 190.005(2)(b), the petitioner  must give the current  owner of  each such parcel notice of filing the petition to establish the district, the date and time of the public  hearing on the petition, and the name and address of the petitioner.  A parcel may not be included in  the district  without  the written consent of the owner of the parcel.
After establishment of the district, a person may petition the county or municipality to amend the boundaries of the district to include a previously identified parcel that was a proposed addition to the district before its establishment. A filing fee may not be charged for this petition. Each such petition must include:
A legal description by metes and bounds of the parcel to be added;
A new legal description by metes and bounds of the district;
Written consent of all owners of the parcel to be added;
A map of the district including the parcel to be added;
A description of the development proposed on the additional parcel; and
A copy of the original petition identifying the parcel to be added.
Before filing with the county or municipality, the person must provide the petition to the district and to the owner of the proposed additional parcel, if the owner is not the petitioner.
Once the petition is determined sufficient and complete, the county  or  municipality  must  process  the addition of the parcel to the district as an amendment to the ordinance that establishes the district. The county or municipality  may process  all  petitions  to amend  the ordinance for parcels identified in the original petition, even  if, by adding such parcels, the district exceeds 2,500 acres.
The petitioner shall cause to be published in a newspaper of general circulation in the proposed district a notice of the intent to amend the ordinance that establishes the district. The notice must be in addition to any notice required for adoption of the ordinance amendment. Such notice must be published at least 1O days before the scheduled hearing on the ordinance amendment and may be published in the section of the newspaper
reserved for legal notices. The notice must include a general description of the land to be added to the district and the date and time of the scheduled hearing to amend the ordinance.  The petitioner  shall deliver, including by mail or hand delivery, the notice of the hearing on the ordinance amendment to the owner of  the parcel and to  the district at least 14 days before the scheduled hearing.
The amendment of a district by the addition of a parcel pursuant to this paragraph does not alter the transition from landowner voting to qualified elector voting pursuant to s. 190.006, even if the total size of the district after the addition of the parcel exceeds 5,000 acres. Upon adoption of the ordinance expanding the

district, the petitioner must cause to be recorded a notice of boundary amendment which reflects the new boundaries of the district.
This paragraph is intended to facilitate the orderly addition of lands to a district under certain circumstances and does not preclude the addition of lands to any district using the procedures in the other provisions of this section.
The district shall remain in existence unless:
The district is merged with another district as provided in subsection (3) or subsection (4);
All of the specific community development systems, facilities, and services that it is authorized to perform have been transferred to a general-purpose unit of local government in the manner provided in subsections (5), (6), and (7); or
The district is dissolved as provided in subsection (8), subsection (9), or subsection (10).
The district may merge with other community development districts upon filing a petition for merger, which petition shall include the elements set forth ins. 190.005(1) and which shall be evaluated using the criteria set forth ins. 190.005(1)(e). The filing fee shall be as set forth ins. 190.005(1)(b). In addition, the petition shall state whether a new district is to be established or whether one district shall be the surviving district. A community development district may also merge with another type of special district created by special act pursuant to the terms of that special act or by filing a petition for establishment of a new district pursuant to s. 190.005. The government formed by a merger involving a community development district pursuant to this section shall assume all indebtedness of, and receive title to, all property owned by the preexisting special districts, and the rights of creditors and liens upon property are not impaired by such merger. Any claim existing or action or proceeding pending by or against any district that is a party to the merger may be continued as if the merger had not occurred, or the surviving district may be substituted in the proceeding for the district that ceased to exist. Prior to filing a petition, the districts desiring to merge shall enter into a merger agreement and shall provide for the proper allocation of the indebtedness so assumed and the manner in which such debt shall be retired. The approval of the merger agreement and the petition by the board of supervisors of the district shall constitute consent of the landowners within the district. A community development district merging with another type of district may also enter into a merger agreement to address issues of transition, including the allocation of indebtedness and retirement of debt.
(4)(a) To achieve economies of scale, reduce costs to affected district residents and businesses in areas with multiple existing districts, and encourage the merger of multiple districts, up to five districts that were established by the same local general-purpose government and whose board memberships are composed entirely of qualified electors may merge into one surviving district through adoption of an ordinance by the local general­ purpose government, notwithstanding the acreage limitations otherwise set forth for the establishment of a district in this chapter. The filing of a petition by the majority of the members of each district board of supervisors seeking to merge constitutes consent of the landowners within each applicable district.
In addition to meeting the requirements of subsection (3), a merger agreement entered into between the district boards subject to this subsection must also:
Require the surviving merged district board to consist of five elected board members.
Require each at-large board seat to represent the entire geographic area of the surviving merged district.
Ensure that each district to be merged is entitled to elect at least one board member from its former boundary.
Ensure a fair allocation of board membership to represent the districts being merged. To that end:
If two districts merge, two board members shall be elected from each of the districts and one member shall be elected at-large.
If three districts merge, one board member shall be elected from each of the three districts and two board

members shall be elected at-large.
If four districts merge, one board member shall be elected from each of the four districts and one board member shall be elected at-large.
If five districts merge, one board member shall be elected from each of the five districts.
Require  the election of board members  for  the surviving merged district  to be held at the next general election following the merger, at which time all terms of preexisting board members shall end and the merger shall be legally in effect.
Before filing the merger petition with the local general-purpose government under this subsection, each district proposing to merge must hold a public hearing within its district  to provide information about  and take public comment on the proposed merger, merger agreement, and assignment of board seats. Notice of the hearing shall be published at least 14 days before the hearing. If, after  the public  hearing, a district  board decides that it no longer wants to merge and cancels the proposed merger agreement, the remaining districts must each hold another public hearing on the revised merger agreement. A petition to merge may not be filed for at least 30 days after the last public hearing held by the districts proposing to merge.
The local general-purpose government within  the geographical boundaries of which the district  lies may adopt a nonemergency ordinance providing for a plan for the transfer of a specific community development service from a district to the local general-purpose government. The plan must provide  for  the assumption and guarantee of the district debt that is related to the service  by the local general-purpose government  and must  demonstrate the ability of the local general-purpose government to provide such service:
As efficiently as the district.
At a level of quality equal to or higher than the level of quality actually delivered by the district to the users of the service.
At a charge equal to or lower than the actual charge by the district to the users of the service.
No later than 30 days following the adoption of a transfer plan ordinance,  the board of supervisors may file, in the circuit court for the county in which the local general-purpose government that adopted the ordinance is located, a petition seeking review by certiorari of the factual and legal basis for the adoption of the transfer plan ordinance.
Upon the transfer of all of the community development  services of the district to a general-purpose unit of local government, the district shall be terminated in accordance with a plan of  termination  which shall be adopted by the board of supervisors and filed with the clerk of the circuit court.
If, within 5 years after the effective date of the rule or ordinance establishing the district, a landowner has not received a development permit, as defined in chapter 380, on some part or all of the area covered by the district, then the district will be automatically dissolved and a judge of the circuit court shall cause a statement to that effect to be filed in the public records.
In the event the district has become inactive pursuant to s. 189.062, the respective board of county commissioners or city commission shall be informed and it shall take appropriate action.
If a district has no outstanding financial obligations and no operating or maintenance responsibilities, upon the petition of the district, the district may be dissolved by a nonemergency ordinance of the general-purpose local governmental entity that established the district or, if the district was established by rule of the Florida Land and Water Adjudicatory Commission, the district may be dissolved by repeal of such rule of the commission.
History.-s. 2, ch. 80-407; ss. 13, 19, ch. 84-360; s. 49, ch. 89-169; s. 11, ch. 91-308; s. 43, ch. 99-378; s. 34, ch. 2004-345; s. 31, ch.
2004-353; s. 10, ch. 2009-142; s. 22, ch. 2013-15; s. 70, ch. 2014-22; s. 3, ch. 2016-94; s. 4, ch. 2017-3; s. 1, ch. 2019-164.

Incorporation or annexation of district.-
Upon attaining the population standards for incorporation contained in s. 165.061 and as determined by the Department of Economic Opportunity, any district wholly contained within the unincorporated area of a county

that also meets the other requirements for incorporation contained in s. 165.061 shall hold a referendum at a general election on the question of whether to incorporate. However, any district contiguous to the boundary of a municipality may be annexed to such municipality pursuant to the provisions of chapter 171.
The Department of Economic Opportunity shall annually monitor the status of the district for purposes of carrying out the provisions of this section.
History.-s. 14, ch. 84-360; s. 13, ch. 2007-160; s. 71, ch. 2011-142.

Sale of  real estate  within  a  district;  required  disclosure  to  purchaser.-Subsequent  to  the establishment of a district under  this  chapter,  each  contract  for  the  initial  sale  of  a  parcel  of  real  property  and each contract for  the  initial  sale  of  a  residential  unit  within  the  district  shall  include,  immediately  prior  to  the space reserved in the contract for the  signature  of  the  purchaser,  the  following  disclosure  statement  in  boldfaced and conspicuous type which is larger than the type in the remaining text of the contract:  "THE  !Name of  District) COMMUNITY DEVELOPMENT DISTRICT MAY IMPOSE AND LEVY TAXES OR ASSESSMENTS, OR BOTH TAXES AND ASSESSMENTS, ON THIS PROPERTY. THESE TAXES AND ASSESSMENTS PAY THE CONSTRUCTION, OPERATION, AND MAINTENANCE COSTS OF CERTAIN PUBLIC FACILITIES AND SERVICES OF THE DISTRICT AND ARE SET ANNUALLY BY THE GOVERNING BOARD OF THE DISTRICT. THESE TAXES AND ASSESSMENTS ARE IN ADDITION TO COUNTY AND OTHER LOCAL GOVERNMENTAL TAXES AND ASSESSMENTS AND ALL OTHER TAXES AND ASSESSMENTS PROVIDED FOR BY LAW."
History.-s. 15, ch. 84-360; s. 3, ch. 90-46; s. 44, ch. 99-378.

190.0485	Notice of establishment.-Within 30 days after the effective date of a rule or ordinance establishing a community development district under this act, the district shall cause to  be recorded in  the property records in the county in which it  is located a "Notice of  Establishment  of the	Community Development District." The notice shall, at a minimum, include the legal description of the district and a copy of the disclosure statement specified ins. 190.048.
History.-s. 45, ch. 99-378.

Special acts prohibited.-Pursuant to s. 11(a)(21), Art. Ill of the State Constitution, there shall be no special law or general law of local application creating an independent special district which has the powers enumerated in  two or more of  the paragraphs contained ins. 190.012, unless such district is created pursuant  to the provisions of s. 189.031.
History.-s. 2, ch. 80-407; s. 16, ch. 84-360; s. 47, ch. 99-378; s. 71, ch. 2014-22.

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S ECTION C

S ECTION 1

RESOLUTION 2021-01

A RESOLUTION ELECTING THE OFFICERS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT, OSCEOLA COUNTY, FLORIDA.

WHEREAS, the Preston Cove Community Development District (the "District") is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes; and

WHEREAS, the Board of Supervisors of the District ("Board") desires to elect the Officers of the District.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:
SECTION 1. The following persons are elected to the offices shown: Chairperson	 	
Vice Chairperson	 	
Secretary		 Assistant Secretary	  	  Assistant Secretary	  	  Assistant Secretary	  	 Assistant Secretary	  	  Treasurer		 Assistant Treasurer	  	

PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson, Board of Supervisors

S ECTION 2

RESOLUTION 2021-02

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT DESIGNATING A TREASURER AND ASSISTANT TREASURER OF THE DISTRICT AND PROVIDING FOR AN EFFECTIVE DATE

WHEREAS, the Preston Cove Community Development District (the "District") is a local unit of special purpose government created and existing pursuant to Chapter 190, Florida Statutes; and

WHEREAS, the Board of Supervisors of the District ("Board") desires to appoint a Treasurer and Assistant Treasurer.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

Section 1.

Section 2.

_   _  _

_   _  _

_   _   _  _

_   _   _  _

_ _ _ is appointed Treasurer.

_ _ _ is appointed Assistant Treasurer.

Section 3.	This Resolution shall become effective immediately upon its adoption.

PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST:	PRESTON	COVE	COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	ChairmanNice Chairman

S ECTION D

RESOLUTION 2021-03

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT APPROVING THE EXECUTION OF THE INTERLOCAL AGREEMENT WITH OSCEOLA COUNTY

WHEREAS, the Preston Cove Community Development District (the "District") is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated entirely within unincorporated Osceola County, Florida;

WHEREAS, the District was established by Osceola County, Florida, Ordinance No.
2021-54, adopted August 16, 2021 and effective August_, 2021; and

WHEREAS, the District is required by Osceola County, as a condition to its establishment, to enter in to the Interlocal Agreement with Osceola County, a form of which is attached hereto and made a part hereof as Exhibit "A."; and

WHEREAS, the District's Board of Supervisors (the "Board") desires to approve the Interlocal Agreement.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

The District hereby approves the Interlocal Agreement and authorizes its execution by the Chairman or Vice Chairman of the District, in the form attached  hereto  as Exhibit  A and to have it recorded within the property records of the Osceola County, Florida.

PASSED AND ADOPTED THIS 26th DAY OF AUGUST, 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson/Vice-Chairperson

Exhibit "A": Interlocal Agreement

[INSERT RECORDING INFO]

INTERLOCAL AGREEMENT BETWEEN OSCEOLA COUNTY, FLORIDA AND
THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT REGARDING THE EXERCISE OF POWERS AND
COOPERATION ON PROVIDING ADDITIONAL DISCLOSURE AND NOTICES

TIDS   INTERLOCAL   AGREEMENT   (the   "Interlocal   Agreement"),   dated   as of
 		1,  2021,  is  entered   into  by  and  between   Osceola  County,  Florida (the
"County"), a political subdivision of the State of Florida and the Preston Cove Community Development District (the "District"), a community development district created pursuant to the provisions of Chapter 190, Florida Statutes, with its District Manager being Governmental Management Services - Central Florida, with offices located at 219 East Livingston Street, Orlando, Florida 32801.

RECITALS:

WHEREAS,  Elevation  Preston  Cove,  LLC, a Florida  limited  liability  company (the
"Petitioner"), did file with the County on	, 2021, a petition (the "Petition")
pursuant to the Act (as defined herein) to establish the Preston Cove Community Development District on real property located in Osceola County, Florida, as more particularly described on Exhibit "A" attached hereto and incorporated herein by this reference (the "Property"); and

WHEREAS, upon review of the Petition and supporting testimony, evidence and documentation, including but not limited to surveys, plans and specifications and financial data, the Board of County Commissioners of Osceola County (the "County Board"), on

_ _ _ _ _

_ _ _ _

_ , granted the Petition; and

WHEREAS, on _ _ _

_ _ _ _

_ _ , concurrent with or subsequent to the action of

the County Board granting the Petition, the County Board enacted Ordinance No. _ _ _ _ _ _
(the "Ordinance") establishing the Preston Cove Community Development District (the "District"); and

WHEREAS, the District consists of that real property wholly within the boundaries described in the Ordinance; and

1

WHEREAS, the District is an independent special district and a local unit of special­ purpose government which is created pursuant to the Act, and is limited to the performance of those specialized functions authorized by the Act and the Ordinance; and

WHEREAS, the governing body of the District is created, organized, constituted and authorized to function specifically as prescribed in the Act and the Ordinance for the delivery of urban community development services; and

WHEREAS, pursuant to the Act, the District is presently authorized to construct, acquire, and maintain infrastructure improvements and services set forth in Section 190.012(1), Florida Statutes, for which the District may impose, levy and collect non-ad valorem special assessments on land within the boundaries of lie District; and

WHEREAS, in accordance with the Act, the County has expressed in the Ordinance its consent to the District Board (as defined herein) having the additional powers to plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate and maintain additional systems and facilities described and authorized by Sections 190.011, 190.012(1), 190.012(2)(a), 190.012(2)(d) and 190.012(2)(f), Florida Statutes, for which the District may impose, levy and collect non-ad valorem special assessments on land within the boundaries of the District; and

WHEREAS, the Petitioner has previously indicated its intent to present to the District Board, after its establishment, a proposed Interlocal Agreement between the County and the District to further define the responsibility of the District to (i) provide for certain enhanced disclosure regarding the establishment of the District and the existence of liens and special assessments on lands contained within the District's boundaries, (ii) provide that annual notice be given by the District to all landowners within the District regarding the date, time and place of the scheduled monthly meetings of the Board of Supervisors for its ensuing fiscal year and (iii) provide that annual notice be given by the District to all landowners within the District regarding the date, time and place of its budget hearing; and

WHEREAS, Petitioner has presented this Interlocal Agreement to the District Board (as defined herein) for approval; and

WHEREAS, it is in the mutual interest of the County and the District to establish intergovernmental relations that encourage, promote and improve the coordination, overall effectiveness and efficiency of governmental activities and services within the boundaries of the District; and

WHEREAS, Chapter 163, Florida Statutes, known as the "Florida Interlocal Cooperation Act of 1969" (hereinafter, the "Cooperation Act"), permits local governmental units to make the most efficient use of their powers by enabling them to cooperate with other localities on a basis of mutual advantage and thereby to provide services and facilities in a manner and pursuant to forms of governmental organization that will accord best with geographic, economic, population, and other factors influencing the needs and development of local communities, and

WHEREAS, the County and the District find this Interlocal Agreement to be necessary, proper and convenient to the exercise of their powers, duties and purposes authorized by law; and

WHEREAS, the County and the District desire to exercise jointly their common powers and authority concerning the cost-effective financing of the acquisition and construction of the infrastructure, public improvements and community facilities; the avoidance of inefficiencies caused by the unnecessary duplication of services and facilities; and the clarification of responsibilities, obligations, duties, powers, and liabilities of each of the governmental bodies.

NOW, THEREFORE, in consideration of the mutual understandings and covenants set forth herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the County and the District agree as follows:

ARTICLE I - INTRODUCTION

Section   1.01.  Authority.	This Interlocal Agreement is entered into pursuant to the authority set forth in the Cooperation Act and the Act, and other applicable provisions oflaw.

Section 1.02. Recitals and Exhibits. The recitals so stated are true and correct and by this reference are incorporated into and form a material part of this Interlocal Agreement. All exhibits identified herein are hereby incorporated by reference to the same extent as if fully set forth herein.

Section 1.03. Authority to Contract. The execution of this Interlocal Agreement bas been duly authorized by the appropriate body or official(s) of the County and the District, each party has complied with all applicable requirements oflaw, and each party bas full power and authority to comply with the terms and provisions of this instrument.

Section 1.04. Definitions. The following terms when used in capitalized form herein shall have the respective meaning indicated below unless the context shall clearly indicate otherwise:

"District Board" means the initial Board of Supervisors and all subsequent forms of the Board of Supervisors for the District.

"Capital Assessments" means an apportioned charge levied by the District against a Parcel to satisfy the costs and expenses of the infrastructure improvements, which shall constitute a special assessment lien on the Parcel. This assessment is intended to refer to the Benefit Special Assessments and Special Assessments, as set forth and described in Section 190.021(2) and 190.022, Florida Statutes, respectively.

"Act" means the ''Uniform Community Development District Act of 1980" codified in Chapter 190, Florida Statutes, as amended from time to time.

"Parcel" means a portion of the Property such as a lot, parcel, tract or any other quantity ofland capable of being separately conveyed and having a separate folio number assigned by the Tax Collector for Osceola County.

ARTICLE II - DISTRICT POWERS

Section 2.01. Exercise of Powers.

Powers. The District has and shall retain all powers, rights, obligations and responsibilities granted or imposed by the Act, as amended from time to time, including but not limited to, all general powers and special powers set forth in Sections 190.011, 190.012(1), 190.102(2)(a), 190.012(2)(d) and 190.012(2)(f), Florida Statutes.

Acknowledgment of Powers. The District hereby acknowledges that its additional powers under the Ordinance do not include those set forth in Sections 190.012(2)(b), 190.012(2)(c) and 190.012(2)(e), Florida Statutes, and the District agrees that it will not provide such improvements or services, nor collect assessments therefor without the prior approval and amendment to the Ordinance by the County Board.

ARTICLE III - ENHANCED DISCLOSURE AND NOTICE

Section 3.01. Enhanced Disclosure of District and Assessments. In addition to the statutory requirements for disclosure set forth in Sections 190.008, 190.009, 190.048 and 190.0485, Florida Statutes, the District Board hereby agrees to have executed and filed in the Official Records of Osceola County a "Declaration of Consent to Jurisdiction of Community Development District and to Imposition of Special Assessments" and a ''Notice of Lien," (or similar notices) at the time any Capital Assessments are placed on Parcels within the District. Such notices are intended to inform potential future landowners of land within the boundaries of the District ofboth the establishment of the District and the existence of liens and special assessments on lands contained within the District, which liens run with the land.

This notice supplements the following notices that will also be placed in the public records of the County on all property within the District:

Notice of Establishment of the District Notice of Public Financing
This Interlocal Agreement

Section 3.02. Notice of District Meeting Schedule. In addition to the statutory notice requirement set forth in Section 190.008(2)(a), Florida Statutes, the District hereby agrees to publish in a newspaper that meets the requirements of the Act once a year a notice of District's adopted schedule of meetings of its Board of Supervisors for the ensuing fiscal year ("District Meeting Schedule"), which notice shall designate the date, time and place of each of the scheduled meetings. The described District Meeting Schedule will also be provided to the Osceola County Manager by mail to the County Administration Building, 1 Courthouse Square, Suite 4700, Kissimmee, Florida 34741 or such other address as directed in writing by the County Manager. The District Meeting Schedule shall also be posted online on the District's website as noted in Section 3.03 hereunder.

Section 3.03 District Website Information. The District shall establish a website within one-hundred twenty (120 days) of its establishment. The District website shall include the District's Meeting Schedule and all other information as required by Sections 189.015(1), 189.016 and 189.069, Florida Statutes, which shall include, but is not limited to, the:

Full legal name of the District.

Public purpose of the District.

Name, official addresses, official e-mail address, and, if applicable, term and appointing authority for each member of the governing body of the District.

Fiscal year of the District.

Full text of the special district's charter, the date of establishment, the establishing entity, and a reference to the Act under which the District operates, include information relating to any grant of special powers.

The mailing address, e-mail address, telephone number, and website uniform resource locator of the District.

Description of the boundaries or service area of, and the services provided by, the District.
Listing of all taxes, fees, assessments, or charges imposed and collected by the District, including the rates or amounts for the fiscal year and the statutory authority for the levy of the tax, fee, assessment, or charge.

Primary contact information for the District for purposes of communication from the department.

A code of ethics adopted by the District, if applicable, and a hyperlink to generally applicable ethics provisions.
Budget of the District and any amendments thereto in accordance with Section 189.016, Florida Statutes.

Final, complete audit report for the most recent completed fiscal year and audit reports required by law or authorized by the governing body of the District.

A listing of its regularly scheduled public meetings as required by Section 189.015(1), Florida Statutes.

Public facilities report.

The link to the Department of Financial Services' website as set forth in Section 218.32(1)(g), Florida Statutes

At least seven (7) days before each meeting or workshop, the agenda of the event, along with any meeting materials available in an electronic format, excluding confidential and exempt information.

Section 3.04. Notice of Annual Bud2et Hearin2. In addition to the statutory notice requirement set forth in Section 190.008(2)(a), Florida Statutes, the District hereby agrees to work in cooperation with the Osceola County Property Appraiser and Tax Collector to have notice of the date, time and places of the annual budget hearing placed on the TRIM Notice sent to each landowner in the District. In the event of any increase to assessments, each affected landowner will get notice of the proposed increase and date, place and time of public hearing to consider such increase. The District shall also post budget information on its website, as noted in Section 3.03 above.

ARTICLE IV
MISCELLANEOUS PROVISIONS

Section 4.01. Notices. Any notices required or allowed to be delivered shall be in writing and be deemed to be delivered when: (i) hand delivered to the official hereinafter designated, or
(ii) upon receipt of such notice when deposited in the United States mail, postage prepaid, certified mail, return receipt requested, addressed to a party at the address set forth opposite the party' s name below, or at such other address as the party or parties shall have been specified by written notice to the other party delivered in accordance herewith. The County shall notify the District that the County intends to elect to designate an individual within County staff (the "CDD Coordinator") as the recipient of all notices to be transmitted to the County as described in Article III herein. The District may deliver such notices to the CDD Coordinator by electronic mail ("email"), hand delivery, certified mail, facsimile, or any other mutually acceptable method of delivery.

If to the County:

If to the District:

With Copy to:

County Attorney
County Administration Building 1 Courthouse Square, Suite 4200
Kissimmee, Florida 34741

Governmental Management Services - Central Florida, LLC
219 E. Livingston Street Orlando, Florida 32801
George S. Flint, District Manager

Latham, Luna, Eden & Beaudine, LLP 201 South Orange Avenue, Suite 1400
Orlando, Florida 32801
Jan Albanese Carpenter, District Counsel

Section 4.02. Binding Effect. This Agreement shall be binding upon and shall inure to the benefit of the County, the District, and their respective successors and assigns.

Section 4.03. Filing and Recording. The County Board and the District Board hereby authorize and direct, after execution of this Interlocal Agreement by the duly qualified and authorized officers of each of the parties hereto, that this Interlocal Agreement be filed with the Clerk of the Circuit Court of Osceola County, Florida, in accordance with the requirements of Section 163.01(11), Florida Statutes. The County shall record this Agreement in the Public Records of Osceola County, at the County's expense.

Section 4.04. ApplicableLaw and Venue. This Interlocal Agreement and the provisions contained herein shall be governed by and construed in accordance with the laws of the State of Florida. In any action, in equity or law, with respect to the enforcement or interpretation of this Interlocal Agreement, venue shall be solely in Osceola County, Florida.

Section 4.05. Entire Agreement.This instrument and its exhibits constitute the entire agreement between the parties and supersede all previous discussions, understandings and agreement between the parties relating to the subject matter of this lnterlocal Agreement. Amendments to and waivers of the provisions herein shall be made by the parties in writing by formal amendment, except changes in Chapter 189, 190 or any other Florida Law shall automatically amend this agreement..

Section 4.06. Continued Effect; Remedies. Notwithstanding anything herein to the contrary, no provision of this Interlocal Agreement shall be construed to affect, alter, or otherwise impair the District's power to impose, levy and collect Capital Assessments or assessments for operation and maintenance purposes and the failure of the District to comply with or provide the enhanced disclosure or notices as described herein shall not in any manner render the Capital Assessments, the operation and maintenance assessments, or any of the proceedings related thereto ineffective; provided, however, that the District must comply with the additional notice requirement set forth in Section 3.03 hereof for its annual budget hearing to be considered effective. The County's sole remedy for the District's failure to perform in accordance with the terms of this Interlocal Agreement shall be an action for mandamus or specific performance, as applicable, by court order, to cause the District to comply with its obligations hereunder.

Section 4.07. Effective Date. This Interlocal Agreement shall become effective after its execution by the authorized representatives of both parties and upon the date of its filing with the Clerk of the Circuit Court of Osceola County, Florida. This Agreement shall also be recorded in the public records of the County to become a part of the title history of properties in the District.

[SIGNATURE PAGE IMMEDIATELY FOLLOWS]

IN WITNESS WHEREOF, the parties hereto, by and through the undersigned, have entered into this Interlocal Agreement on this date and year first above written.

BOARD OF COUNTY COMMISSIONERS OF OSCEOLA COUNTY, FLORIDA

By:._   _	_	_	_	_	_	_	_	_	_	_

ATTEST:

Name:._ _ _ Title:_ _ _

_   _  _
_   _  _

_   _   _  _
_   _   _  _

_ _ _
_ _ _

Name:_ _
Title:._    _	_

_ _ _
_	_	_

_ _ _ _
_	_	_	_

_ _ _ _
_	_	_	_

STATE OF FLORIDA	)
COUNTY OF OSCEOLA	)

The foregoing instrument was acknowledged before me by means of [ ] physical presence

or   [   ]   online   notarization,   this    	

day of

_ _ _ _

_ _ _

_ _ , 2021, by

_ _ _

_ _ _ _

_ _ _ , as the _ _ _ _ _ _

_ _ _

_	of Osceola County, Florida,

and who has acknowledged that he executed the same on behalf of Osceola County, Florida and is [ ] personally known to me or has [ ] produced valid identification.

In witness whereof, I hereunto set my hand and official seal.

Notary Public; State of Florida

Print Name:_ _ _ _

_ _ _

_ _ _ _

My Commission Expires:_ _ _ _ _ _ _

My Commission No.:_

_ _ _ _

_ _ _

SIGNATURE PAGE TO INTERLOCAL AGREEMENT

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

ATTEST:	By: _

_	- - - - - - - - - -

Name:_ _ _ _

_ _ _ _

_ _ _ _ _

Name:- - - - - - - - - - - - -

STATE OF FLORIDA	)
COUNTY OF OSCEOLA	)

Title: - - - - - - - - - - - - -

The foregoing instrument was acknowledged before me by means of [ ] physical presence

or [ ] online notarization, this 	day o-f

-	2021, by _ _

_ _ _

_ _ _ , as

for the Preston Cove Community Development District, and who has acknowledged that he has executed the same on behalf of the Preston Cove Community Development District and is [ ] personally known to me or [ ] has produced valid identification.

In witness whereof, I hereunto set my hand and official seal.

Notary Public; State of Florida
Print Name:_ _ _ _ _ _ _ _ _ _ _
My Commission Expires:_ _ _ _ _ _ _

My Commission No.:_ _

_ _ _

_ _ _

EXHIBIT "A"

Legal Description

S ECTION Ill

S ECTION A

AGREEMENT FOR DISTRICT MANAGEMENT SERVICES BETWEEN PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT AND GOVERNMENTAL MANAGEMENT SERVICES - CENTRAL FLORIDA, LLC

Date of Agreement: August 26, 2021

Between:

And:

Governmental Management Services- Central Florida LLC
219 E. Livingston Street Orlando, Florida 32801

(Hereinafter referred to as "Manager");

Preston Cove Community Development District
A unit of special purpose local government located m Osceola County, Florida

(Hereinafter referred to as "District").

SERVICES OF DISTRICT MANAGER

This engagement is for the Manager to provide District Management Services for the District. The duties and responsibilities included in the Base Service Contract as District Management Services ("Contract" or" Agreement") include, but are not limited to the following:

Mana gement Services
Attend, record and conduct all regularly scheduled Board of Supervisors' meetings including landowners' meetings, continued meetings and workshops
Present	the	District's	annual	budget	in	accordance	with	Chapter	190, Florida Statutes
Ensure District is in compliance with administrative and financial reporting for community development districts
Correspond and communicate with Board of Supervisors and staff to respond to the various needs of the District and community
Review and approve agendas for circulation to the Board of Supervisors
Review and approve annual budget, annual audit, monthly disbursements
Review annual insurance policy to ensure District maintains proper insurance coverage

Administrative Services
Provide minutes for all Board of Supervisors' meetings including landowners' meetings
Prepare agenda packages for transmittal to Board of Supervisors and staff 7 days prior to Board of Supervisors' meeting and ensure website posting of same consistent with ADA and other legal requirements

Ensure compliance with all administrative statutes affecting the District, which include but are not limited to:
-Publish and circulate annual meeting notice
-Report annually the number of registered voters in the District by June 1, of each year
-Maintain "Record of Proceedings" for the District within Osceola County the District is located which includes meeting minutes, agreements, resolutions and other required records
-Properly notice public meetings in accordance with the appropriate Florida Statutes in the newspaper of general circulation of the District

Website Services
Provide website services, including independent performance of or the engagement of a third party firm to create an ADA compliant website, consistent with the requirements of Chapter 189 and 190, Florida Statutes, ensuring the website's regulatory compliance under the ADA and other federal law and rulemaking, including but not limited to the Web Content Accessibility Guidelines
2.1 Level AA, as the same may be amended and updated from time to time (as amended and updated from time to time, "WCAG"). Cost of the website creation is not included in the Base Services Contract and performance of such is contingent upon the Districts approval and funding of the Manager's performance of such remediation services or of approving and executing an agreement with a third party firm.
Host and maintain the District's website, consistent with the above referenced legal requirements. Specifically, Manager shall:
Ensure that new documents and other content, including but not limited to image, video and audio files, uploaded to the District's website are in accessible formats for assistive technologies, as needed, including but not limited to new agenda materials, audit reports, meeting minutes, and other documents required or requested to be added to the website
Update the District's Accessibility Policy (as defined herein), which may need to be updated from time to time as legal and regulatory conditions change, for display and use on the website. Said "Accessibility Policy" shall contain, at a minimum, a commitment to accessibility for persons with disabilities, the District's engagement of Manager for ADA-specific services, in an effort to maintain the website's ADA compliance, the accessibility standard used and applied to the website (which shall be, at a minimum, WCAG), and contact information for the Manager or their designee (email and phone number) for users encountering any problems
Secure domain name and provide hosting with fail-over, automated, and regular back-up measures to ensure continued functionality and  accessibility of the website (collectively, "Hosting"). Hosting shall also include, but not be limited to, a minimum of 15GB of file space, 20Mbps download speed and 5

MBps upload speed, and 95% website uptime, or better, calculated on an annual basis.
Respond to the public's requests for website accommodation and provide the necessary assistive support consistent with case law, insurance requirements and regulatory requirements/legal conditions.
Provide for the long-term storage of electronic data in compliance with all applicable Florida laws regarding records retention; and ·
Provide any and all other effort reasonably necessary to allow the District to receive the maximum benefit of the Website Services contemplated by this prov1s1on

Account ing and Financial Reporting Services
Establish Governmental Fund Accounting System in accordance with the Uniform Accounting System prescribed by the Florida Department of Financial Services for Government Accounting. This system includes preparing monthly balance sheet, income statement(s) with budget to actual variances
Prepare accounts payable and present to Board of Supervisors for approval or ratification
Prepare annual budget for review and approval by the Board of Supervisors
Transmit proposed budget to local governing authorities 60 days prior to adoption
Prepare year-end adjusting journal entries in preparation for annual audit by Independent Certified Public Accounting Firm
Maintain checking accounts with qualified public depository selected by the Board of Supervisors
Ensure compliance with financial and accounting statutes affecting the District which include but are not limited to:
Complete annual financial audit report within 9 months after the fiscal year end
Circulate annual financial audit report and annual financial report to appropriate governmental agencies
Prepare annual public depositor report
Oversee and implement bond issue related compliance, i.e., coordination of annual arbitrage report, transmittal of annual audit and budget to the trustee, transmittal of annual audit to bond holders and underwriters, annual/ quarterly disclosure reporting, etc.
Transmit Public Facilities Report to the appropriate agencies
Procure necessary insurance for the District, which includes liability, property, workers' compensation, etc.
-Ensure compliance with all applicable provisions of Section 448.095, Florida Statutes and Section 448.09(1), Florida Statues.

FEES AND TERM OF SERVICES

All services will be completed on a timely basis in accordance with the District needs and statutory requirements. The Base Services and Other Services Elected by District shall commence on August 26, 2021.

The District agrees to compensate the Manager in accordance with the fee schedule set forth in the attached Exhibit A. Payment for these services shall be payable in equal monthly installments at the beginning of each month except as otherwise noted on Exhibit A.

In addition, the District agrees to reimburse the Manager for expenses incurred as part of performing the duties and responsibilities outlined in this contract. These expenses include, but are not limited to: reproduction, printing and binding, long distance telephone, facsimile transmission, postage and express mail, legal advertising and supplies. All expenses shall be at the cost incurred by Manager, and in all cases shall be consistent with the provisions of Chapter 112, F.S., to the extent applicable.

This agreement shall automatically renew each Fiscal Year of the District, unless otherwise terminated by either party. The District will consider price adjustments each twelve (12) month period to compensate for market conditions and the planned workload of the District to be performed during the next twelve (12) month period. Evidence of price or fee adjustments will be approved by the Board in its adopted or amended Fiscal Year Budget.

DISTRICT RESPONSIBILITIES

The District shall provide for the timely services of its legal counsel, engineer and any other consultants, contractors or employees, as required, for the Manager to perform the duties outlined in this Contract. Expenses incurred in providing this support shall be the sole responsibility of the District.

TERMINATION OF THIS CONTRACT

This Contract may be terminated as follows:

By the District for "good cause," which shall include misfeasance, malfeasance, nonfeasance or dereliction of duties by the Manager which termination may be immediate; or

By the Manager or District, for any reason, upon 60 days written notice.

In the event this Contract is terminated in either manner above stated, the Manager will make all reasonable effort to provide for an orderly transfer of the books and records of the District to the District or its designee.

GENERAL TERMS AND CONDITIONS

All invoices are due and payable when received.

This Contract shall be interpreted in accordance with and shall be governed by the laws of the State of Florida.

In the event that any provision of this contract shall be determined to be unenforceable or invalid by a court such unenforceability or invalidity shall not affect the remaining provisions of the Contract, which shall remain in full force and effect.

The rights and obligations of the District as defined by this Contract shall inure to the benefit of and shall be binding upon the successors and assigns of the District. There shall be no assignment of this Contract by the Manager, without the approval of the District.

The Manager agrees to pay, discharge, defend (if required by the District), indemnify and hold the District and its supervisors, agents, employees, representatives, successors and assigns harmless from and against any and all demands, claims, causes of action, proceedings, obligations, settlements, liabilities, damages, injunctions, penalties, liens, losses, charges and expenses of every kind or nature (including, without limitation, reasonable fees of attorneys and other professionals retained by the District in the event Manager fails to retain counsel to represent the District, its supervisors, agents, employees, representatives, successors and assigns, who is reasonably acceptable to the District), incurred by the District or its supervisors, agents, employees, representatives, successors and assigns arising out of or in connection with: (i) any management services to be provided by the Manager pursuant to this Contract; (ii) any failure by Manager to perform any of its obligations under this Contract; (iii) any accident, injury or damage to property or persons, if caused by the acts or omissions of Manager or Manager's officers, partners, employees, contractors, subcontractors, invitees, representatives, or agents; (iv) any and all accidents or damage that may occur in connection with Managers or Manager's officers, employees, contractors, subcontractors, invitees, representatives, or agents use of the District property;
(v) any failure of Manager or Manager's officers, employees, contractors, subcontractors, invitees, representatives, or agents to comply with any applicable codes, laws, ordinances, or governmental requirements, agreements, approvals, or permits affecting District property. The provisions of this paragraph shall survive the expiration or sooner termination of this Contract.

Nothing contained in this Contract shall be deemed as a waiver of immunity or limits of liability of the District beyond any statutory limited waiver of immunity or limits of liability which may have been adopted by the Florida Legislature in Section 768.28, Florida Statutes or other statute, and nothing in this Contract shall inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under the Doctrine of Sovereign Immunity or by operation of law .

Any amendment or change to this Contract shall be in writing and executed by all parties.

COMPLIANCE WITHE-VERIFY SYSTEM

The Manager shall comply with and perform all applicable provisions of Section 448.095, Florida Statutes and Section 448.09(1), Florida Statues. Accordingly, beginning January 1, 2021, to the extent required by Section 448.095, Florida Statutes, the Manager shall enroll with and use the United States Department of Homeland Security's E-Verify system to verify the work authorization status of all newly hired employees. To confirm compliance, the Manager agrees to provide the District with a Certificate from the E-Verify system or other proof of enrollment from the E-Verify system that is acceptable to the District.

If the Manager anticipates entering into an agreement with a subcontractor for the Services (the "Subcontractor"), Manager will not enter into the Subcontractor agreement without first receiving an Affidavit from the Subcontractor regarding compliance with Section 448.095, Florida Statutes; and stating that the Subcontractor does not employ, contract with, or subcontract with an unauthorized alien; and stating that Subcontractor is in compliance with Section 448.09(1), Florida Statutes. Manager shall maintain a copy of such Affidavit for the duration of this Agreement and provide a copy to the District upon request. If the District has a good faith belief that a Subcontractor has knowingly violated Section 448.095(2)(c), Florida Statutes, but the Manager has otherwise complied, the District shall notify the Manager and order the Manager to immediately terminate the contract with the Subcontractor; the Manager agrees to immediately terminate the contract with the Subcontractor.

In the event that the District, Manager or Subcontractor has a good faith belief that a person or entity with which it has contracted has knowingly violated Section 448.09(1), Florida Statutes, the District, Manager or Subcontractor shall terminate the contract with such person or entity.

By entering into this Agreement, the Manager represents and agrees that no public employer has terminated a contract with the Manager under Section 448.095(2)(c),

Florida Statutes, within one (1) year inunediately preceding the date of this Agreement.

NOTICES
All notices required in this Agreement shall be sent by certified mail, return receipt requested, or express mail with proof of receipt. If sent to the District, notice shall be to:

Preston Cove Community Development District
219 E. Livingston Street Orlando, Florida 32801 Attn: District Manager

And
Jan Carpenter, District Counsel Latham, Luna, Eden & Beaudine, LLP 210 S. Orange Ave, Suite 1400
Orlando, Florida 32801

If notice is sent to Manager, it shall be sent to:

Governmental Management Services - Central Florida, LLC
219 E. Livingston Street Orlando, Florida 32801 Attn: District Manager

This Contract shall represent the entire agreement between the Manager and the District. Both Manager and District understand and agree with the terms and conditions as set forth herein.

Approved by:	Board of Supervisors Preston Cove CDD

By:	_

Attest

Chairman, Board of Supervisors

Governmental Management Services- Central Florida, LLC

 	

Witness

By :	­
It s : --------------

EXHIBIT A

DISTRICT MANAGEMENT FEE SCHEDULE

Base Services:

Management Services, Administrative Services, and Accounting and Financial Reporting Services

Annual Fee	$ 35,000 (plus reimbursables)*

Other Services Elected by District:

Annual Assessment Roll Administration Fee

$5,000 (billed upon certification of assessment roll)

Annual Website Maintenance

Other Available Services:**
Contract Administration
ADA Compliant Website Creation
Dissemination Agent

Bond Issuance Cost
Assessment Methodology Preparation
SERC preparation/Petition Assistance

$1,500

TBD
$2,500
$5,000 for First Series of Bonds ($1,000 for each addition series)
$15,000 (per bond issue)
$15,000 (per methodology)
$2,500 (per SERC)

*Base Services Fee will be discounted by 50% until such time as the District closes on its first bond issue.
""Services are available upon request of the District

S ECTION 8

LATHAM, LUNA,
EDEN l	BEAU DINEu,p
---	Cel ebrating 25 Years --­
ATTORNEYS	.A.T	LAW

MICHAEL J. BEAUDINE
JAN ALBANESE CARPENTER
DANIEL H. COULTOFF JENNIFER S. EDEN DOROTHYF. GREEN JOSHUA L. HAWES BRUCE D. KNAPP PETER G . LATIJAM
MARc L. LllvINE

201 SOUTH ORANGE AVENUE, SUITE 1400
ORLANDO, FLORIDA 32801 POST OFFICE BOX 3353 ORLANDO, FLORIDA 32802
TELEPHONE: (407) 481-5800
FACSIMJLE: (407) 481-5801
WWW.LATHAMLUNA.COM

August 26, 2021

JUSTIN M . LUNA LoR!T. MILVAIN BENJAM!NR. TAYLOR CIIRJSTINA Y. TAYLOR KRISTEN E. TRUCCO
DANIBL A. VllLASQUEZ
CAMERON H.P. WHITB
FRANK M . WOLFF

DIRECT DIAL: (407) 481-5872
EMAIL   ICARPllNT!lR@LATIIAMLUNA.COM

Board of Supervisors
Preston Cove Community Development District c/o George Flint, District Manager
Governmental Management Services - Central Florida, LLC 219 E. Livingston Street
Orlando, Florida 32801 gflint@gmscfl.com

Re:	Engagement of Latham, Luna, Eden & Beaudine, LLP to Provide Legal Services to Preston Cove Community Development District

Dear Board of Supervisors:

This letter sets forth the terms and conditions under which Latham, Luna, Eden & Beaudine, LLP (the "Firm") offers to serve as District Counsel to the Preston Cove Community Development District (the "District"). We thank you for the opportunity to provide you with services and look forward to working with you and the other supervisors on the board of the District. Unless otherwise specifically indicated in this letter, for purposes of the engagement described herein, no person or entity other than the District shall be a client of the Firm for any purpose.

The scope of the services which the Firm will provide, the basis upon which it will charge fees therefor, and the other terms of this engagement are as follows:

Scope of Legal Services as District Counsel. The Firm will provide the District with services to include (but not be limited to) the following:

Advise the District regarding general matters which come before the
District.

L ATHAM, L UNA, EDEN & B EAUDINE. LLP
Board of Supervisors
Preston Cove Community Development District August 26, 2021
Page2

Review of financing and re-financing transactions proposed for the District.

Review of financing and disclosure documents prepared in connection with bonds to be issued or re-structured by the District, as well as preparation of any issuer documents and due diligence review.

Provide required legal opinions in connection with the issuance or re- structuring of bonds by the District; covering the organization and existence of the District; its authority to issue bonds and to enter into other related transactions; the authorization and execution of certain documents to be delivered by the District in connection with the issuance or restructuring of bonds; the enforceability of the agreements entered into by the District; to our actual knowledge, the absence or existence of any litigation affecting the District; and to our knowledge, the accuracy of information concerning the District contained in offering documents prepared in connection with the sale of bonds of the District.

Attend District board meetings; supply such staff support for the District as may be requested; advise the District on matters such as public records, sunshine law matters and public ethics matters; assist in the annual audit of the District, as requested; and otherwise assist and advise the District and its staff, as appropriate, in matters properly before or relating to the District.

In addition to the above, the Firm will be available to consult with the District's board of supervisors, the District Manager, the District Engineer, and with representatives of Osceola County, with regard to questions that may arise with regard to any District business, financing or outstanding or re-issued debt. Work performed hereunder shall be generally by direction of the chairman of the board of supervisors  of the District or by the District Manager.  Unless  the Finn is directed otherwise with respect to a particular matter, all communications pertaining to the progress of any work performed hereunder shall be addressed to the chairman of the District or the District Manager, with copies to the other members if necessary or desirable. Flat fee billing arrangements may be negotiated for bond issues and refinancing/restructuring transactions.

Billing Practices and Fees. Our fees will be based upon the ethical rules governing our practice. The amount of each fee will be the fair value of the services provided, taking into account the time spent, the nature of the services performed, the expertise required, the size and scope of the matter, the results obtained, the emergency nature of any request for services by the District, and other relevant considerations. For most services rendered by the Firm, a primary determinant of fees will be the internally established hourly rates for each of the Firm' s attorneys and paralegals. These hourly rates may be adjusted annually (no more than 5% per year) as determined by the Firm without notice to District. Currently, the Firm's hourly rates range from

L ATHAM, L UNA, EDEN & B EAUDINE, LLP
Board of Supervisors
Preston Cove Community Development District August 26, 2021
Page3

$90 per hour for our most junior paralegals to $595 per hour for our most experienced, specialized partners. I, along with a junior associate, will be the attorneys primarily responsible for providing the services to the Petitioner, although we will avoid performing duplicative services. My current rate for this governmental work is $395 per hour. I will be assisted by an associate, Kristen E. Trucco, whose current rate is $285 per hour. The public finance paralegals in our department have a current rate of $125 per hour. Others within the Firm may assist us in the future at their normal hourly rates, if expertise in litigation, real estate, etc., or other legal areas is required. All fees for the District's bond validation proceedings will be billed hourly and shall be due from the District, regardless of a closing of any bond issue. Fees for bond financing and related work that is expected to be reimbursable by the proceeds of the financing, shall be billed at customary rates at the time such financing is closed.

Costs and Expenses. In providing services to the District, the Firm will necessarily incur out of pocket expenses. The District will be required to reimburse the Firm for these expenses which may include, among others, communication costs (i.e., courier, long distance telephone charges, facsimile charges, etc.), document reproduction charges, filing fees, secretarial overtime when required by the matter's timing, and charges incurred in connection with computer research facilities. Internal Firm costs are invoiced at rates established by the Firm from time to time. A list of the current internal Firm cost rates is available upon request. It is Firm policy that any invoice from a third-party vendor incurred on behalf of the District will be forwarded to you for direct payment by the District to the vendor.

The Firm and the District expects this engagement to remain in effect for a period of time beginning at the date of the District's execution of this letter. The Firm will serve under this engagement letter at the pleasure of the District and/or the Firm, and the engagement may be terminated by the District or by the Firm at any time. The Firm shall be paid for all work performed through the date of termination and shall be paid for work on any and all bond issues (and/or re­ structuring of bond issues) upon which it has rendered services (whether or not such issue or re­ structuring has closed).

Payment of Invoices. Unless otherwise agreed in writing with the District, the Firm renders monthly invoices specifying the services performed and expenses incurred. The amount reflected as due in each invoice is payable within thirty (30) days following receipt by the District. The Firm attempts to include disbursements in each invoice for the month following which such disbursements are incurred. However, given the nature of disbursements, some may not be immediately available, in which case they will be included within a subsequent invoice. The Firm also reserves the right to charge interest on past due invoice balances at an amount not to exceed one and one-half percent (1.5%) per month. Any questions concerning an invoice rendered by the

L ATHAM, L UNA, EDEN & B EAUDINE, LLP
Board of Supervisors
Preston Cove Community Development District August 26, 2021
Page4

Firm should be referred to me as the account billing attorney or to the Managing Partner of the Firm.

Adverse Representation. As you may know, the Firm has represented, currently represents, and will in the future represent, numerous other districts and state and local governments, as well as other private and governmental clients in real estate, bankruptcy, litigation, public finance matters and the like. Such other matters are unrelated to the representation described in this engagement letter. The Firm does not believe that its representation of such other districts would interfere with its current representation of the District as specified herein. However, because of the large number of such other clients, it is important to have a clear understanding which will govern our relationship. Our representation is based on the understanding that the Firm may undertake representation in the future of other clients in matters, including litigation, which may be adverse to the District or its primary developer, and that the District hereby consents to such representation.

Subject to Sunshine Law constraints, the Firm is subject to ethical rules which prohibit the disclosure of confidential information obtained in representing the District which could be used to the District's disadvantage in any such other representation, and the Firm will not take a position adverse to the District in any litigation or dispute arising directly out of any specific representation of the District. The Firm will advise the District, and withdraw from representation of the District, if representation of the District could adversely affect the judgment or quality of services to be rendered by the Firm in its representation of the District and/or result in a material, actual or perceived conflict of interest and/or if such representation has violated, violates, will violate or threatens to violate traditional ethical standards imposed by the Rules Regulating the Florida Bar, especially Rule 4-1.7, or violates any provisions of the Florida Statutes.

Scope of Services. You have retained the Firm to provide general legal representation in connection with the ongoing matters of the District. The District has not retained the Firm to provide legal representation or advice in any other area of law unrelated to the specific representation which the Firm hereby undertakes (for example, we are not providing litigation, bankruptcy or bond counsel services at this time). In the event a need arises in any other area, the Firm would be happy to discuss with you expanding the scope of its services consistent with the terms of this letter or recommending that special counsel be retained to advise the District on such matters.

We apologize for the formality of this letter. However, we believe it is essential for the protection of both the District and the Firm to clearly specify the terms of our ongoing relationship. In light of the fact that we are requesting the District to signify its concurrence with the terms of

LATHAM, L UNA, EDEN & B EAUDINE, LLP
Board of Supervisors
Preston Cove Community Development District August 26, 2021
Page5

this letter by signing below, the District is certainly welcome and is encouraged to have the terms of this letter reviewed by separate counsel.

If the terms of this letter are acceptable to you, please sign this letter below and return this letter to my attention via email or facsimile.

We at the Firm look forward to serving as legal counsel for the Preston Cove Community Development Direct.

Very truly yours,

Jan Albanese Carpenter, Esquire For the Firm

ACCEPTED AND AGREED TO:
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

B_y: _ _

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_ _ _ _

_    _    _ _   _	_ _

Print Name:_ _

_ _ _

_ _ _ _

_ _ _

_ _ _ _ _

Title:_

_ _ _ _ _

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Dated:_ _ _ _

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S ECTION C

RESOLUTION 2021-04

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT DESIGNATING A REGISTERED AGENT AND REGISTERED OFFICE OF THE DISTRICT AND PROVIDING FOR AN EFFECTIVE DATE.

WHEREAS, the Preston Cove Community Development District (the "District") is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated entirely within Osceola County, Florida; and

WHEREAS, the District is statutorily required to designate a registered agent and a registered office location for the purposes of accepting any process, notice, or demand required or permitted by law to be served upon the District in accordance with Section 189.014(1), Florida Statutes.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1.

_ _ _

_ _ _

_ _ _ is hereby designated as the Registered Agent for

the Preston Cove Community Development District.

SECTION 2.	The	District's	Registered	Office	shall	be	located	at

SECTION 3. In accordance with Section 189.014,  Florida  Statutes,  the  District's Secretary is hereby directed to file certified copies of this Resolution with Osceola County, and the Florida Department of Economic Opportunity.

SECTION 4.	This Resolution shall become effective immediately upon adoption.

PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

SecretaryIAssistant Secretary	Chairperson, Board of Supervisors

S ECTION D

This item will be provided under separat e cover

S ECTION E

REQUEST FOR QUALIFICATIONS FOR ENGINEERING SERVICES FOR THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

RFQfor Engineering Services

The Preston Cove Community Development District (the "District"), located in Osceola County, Florida, announces that professional engineering services will be required on a continuing basis for the District's roadway, stormw ater, potable water, wastewater, reclaimed water, amenities, hardscape, landscape, irrigation, and electrical undergrounding improvements, and other public improvements authorized by Chapter 190, Florida Statutes. The engineering firm selected will act in the general capacity of District Engineer and will provide District engineering services, as required.

Any firmor individual ("Applicant") desiring to provide professional services to the District must:
hold applicable federal, state and local licenses; 2) be authorized to do business in Florida in accordance with Florida law; and 3) furnish a statement ("Qualification Statement") of its qualifications and past experience on U.S. General Service Administration's "Architect-Engineer Qualifications, Standard Form No. 330," with pertinent supporting data. Among other things, Applicants must submit information relating to:
the ability and adequacy of the Applicant's professional personnel; b) whether the Applicant is a certified minority business enterprise; c) the Applicant's willingness to meet time and budget requirements; d) the Applicant's past experience and performance, including but not limited to past experience as a District Engineer for any community development districts and past experience with Osceola County; e) the geographic location of the Applicant's headquarters and offices; f) the current and projected workloads of the Applicant; and g) the volume of work previously awarded to the Applicant by the District. Further, each Applicant must identify the specific individual affiliated with the Applicant who would be handling District meetings, construction services, and other engineering tasks.

The District will review all Applicants and will comply with Florida law, including the Consultant's Competitive Negotiations Act, Chapter 287, Florida Statutes ("CCNA"). All Applicants interested must submit eight (8) copies of Standard Form No. 330 and the Qualification Statement by 12:00 p.m. on

_ _ _

_ _ _ _ _

_, 2021to the attention of George Flint, Governmental Management Services-Central

Florida, 219 E. Livingston Street, Orlando, Florida 32801 ("District Manager's Office").

The Board shall select and rank the Applicants using the requirements et forth in the CCNA and the evaluation criteria on file with the District Manager, and the highest ranked Applicant will be requested to enter into contract negotiations. If an agreement cannot be reached between the District and the highest ranked Applicant, negotiations will cease and begin with the next highest ranked Applicant, and if these negotiations are unsuccessful, will continue to the third highest ranked Applicant.

The District reserves the right to reject any and all Qualification Statements. Additionally, there is no express or implied obligation for the District to reimburse Applicants for any expenses associated with the preparation and submittal of the Qualification Statements in response to this request.

Any protest regarding the terms of this Notice, or the evaluation criteria on file with the District Manager, must be filed in writing, within seventy-two (72) hours (excluding weekends) after the publication of this Notice. The formal protest setting forth with particularity the facts and law upon which the protest is based shall be filed within seven (7) calendar days after the initial notice of protest was filed. Failure to timely file a notice of protest or failure to timely file a formal written protest shall constitute a waiver of any right to object or protest with respect to aforesaid Notice or evaluation criteria provisions. Any person who files a notice of protest shall provide to the District, simultaneous with the filing of the notice, a protest bond with a responsible surety to be approved by the District and in the amount of Ten Thousand Dollars ($10,000.00).

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

DISTRICT ENGINEER PROPOSALS COMPETITIVE SELECTION CRITERIA
Ability and Adequacy of Professional Personnel	(Weight: 25 Points)

Consider the capabilities and experience of key personnel within the firm including certification, training, and education; affiliations and memberships with professional organizations; etc.

Consultant's Past Performance	(Weight: 25 Points)

Past performance for other Community Development Districts in other contracts; amount of experience on similar projects; character, integrity, reputation, ofrespondent; etc.

Geographic Location	(Weight: 20 Points)

Consider the geographic location of the firm's headquarters, offices and personnel in relation to the project.

Willingness to Meet Time and Budget Requirements	(Weight: 15 Points)

Consider the consultant's ability and desire to meet time and budget requirements including rates, staffing levels and past performance on previous projects; etc.

Certified Minority Business Enterprise	(Weight: 5 Points)

Consider whether the firm is a Certified Minority Business Enterprise. Award either all eligible points or none.

Recent, Current and Projected Workloads

Consider the recent, current and projected workloads of the firm.

Volume of Work Previously Awarded to Consultant by District

(Weight: 5 Points)

(Weight: 5 Points)

Consider the desire to diversify the firms that receive work from the District; etc.

S ECTION IV

S ECTION A

BOARD OF SUPERVISORS MEETING DATES PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT
FISCAL YEAR 2022

The Board of Supervisors of the Preston Cove Community Development District will hold their regular meetings for Fiscal Year 2022 at the Offices of Hanson, Walter and Associates, Inc., 8 Broadway, Suite 104, Kissimmee, Florida 34741 at 3:00 p.m. on the Fourth Thursday of the month, indicated as follows:

October 28, 2021
November 25, 2021 - Holiday, consider rescheduling
December 23, 2021
January 27, 2022
February 24, 2022
March 24, 2022
April 28, 2022
May 26, 2022
June 23, 2022
July 28, 2022
August 25, 2022
September 22, 2022

The meetings are open to the public and will be conducted in accordance with the provisions of Florida Law for Community Development Districts. A copy of the agenda for a particular meeting may be obtained from the District Manager at 219 E. Livingston Street, Orlando, FL 32801.

A meeting may be continued to a date, time, and place to be specified on the record at that meeting. There may be occasions when one or more Supervisors may participate by telephone.

Any person requiring special accommodations at these meetings because of a disability or physical impairment should contact the District Office at least forty-eight (48) hours prior to the meeting. If you are hearing or speech impaired, please contact the Florida Relay Service by dialing 7-1-1 or 1-800-955-8770, for aid in contacting the District Office.

Each person who decides to appeal any action taken at these meetings is advised that person will need a record of the proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made, including the testimony and evidence upon which such appeal is to be based.

George S. Flint
Governmental Management Services - Central Florida, LLC District Manager

S ECTION C

S ECTION 1

RESOLUTION 2021-05

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT TO DESIGNATE DATE, TIME AND PLACE OF PUBLIC HEARING AND AUTHORIZATION TO PUBLISH NOTICE OF SUCH HEARING FOR THE PURPOSE OF ADOPTING RULES OF PROCEDURE; AND PROVIDING AN EFFECTIVE DATE

W HEREAS, the Preston Cove Community Development District (the "District") is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated entirely within Osceola County, Florida; and

WHEREAS, the Board of Supervisors of the District (the "Board") is authorized by Section 190.011(5), Florida Statutes, to adopt rules and orders pursuant to Chapter 120, Florida Statutes.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

SECTION   1.	A Public Hearing will be held to adopt Rules of Procedure on

2021,	at

_ _ _ _

_.m.,	at

SECTION 2. The District Secretary is directed to publish notice of the hearing in accordance with Section 120.54, Florida Statutes.

SECTION 3. This Resolution shall become effective immediately upon its adoption.

PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST :	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson, Board of Supervisors

CHAPTERl RULES OF PROCEDURE
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

TABLE OF CONTENTS
1.0	General.......................................................................................................................	2
1.1	Board of Supervisors; Officers and Voting ...................................................	3
1.2	District Offices; Public Information and Inspection of Records; Policies;
Service Contract Requirements......................................................................	7
1.3	Public Meetings, Hearings, and Workshops ..................................................	10

2.0
3.0

Rulemaking Proceedings ...........................................................................................	15
Competitive Purchase ................................................................................................	21

3.1	Procedure Under The Consultants' Competitive Negotiation Act................	26
3.2	Procedure Regarding Auditor Selection........................................................	30
3.3	Pre-qualification.............................................................................................	36
3.4	Construction Contracts, Not Design-Build....................................................	39
3.5	Construction Contracts, Design-Build...........................................................	43
3.6	Payment and Performance Bonds..................................................................	48
3.7	Goods, Supplies, and Materials.....................................................................	49
3.8	Maintenance Services....................................................................................	53
3.9	Contractual Services......................................................................................	56
Protests with Respect to Proceedings under Rules 3.1, 3.2, 3.3, 3.4,
3.5, 3.6, 3.8, and 3.9.......................................................................................	57
Compliance with E-Verify System	58
4.0	Effective Date ............................................................................................................	60

General.

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

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

A Rule of the District shall be effective upon adoption by affirmative vote of the District Board. After a Rule becomes effective, it may be repealed or amended only through the rulemaking procedures specified in these Rules. Notwithstanding, the District may immediately suspend the application of a Rule if the District determines that the Rule conflicts with Florida law. In the event that a Rule conflicts with Florida law and its application has not been suspended by the District, such Rule should be interpreted in the manner that best effectuates the intent of the Rule while also complying with Florida law. If the intent of the Rule absolutely cannot be effectuated while complying with Florida law, the Rule shall be automatically suspended.

Specific Authority:
§§ 190.011(5), 190.011(15), 120.53(1)(a), Fla. Stat.
Law Implemented:
§§ 190.011(5), 190.011(15), 120.53(1)(a), Fla. Stat.

Board of Supervisors; Officers and Voting.

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

Supervisors shall hold office for the term specified by Section 190.006 of the Florida Statutes. If, during the term of office, any Board member(s) vacates their office, the remaining member(s) of the Board shall fill the vacancies by appointment for the remainder of the term(s). If three or more vacancies exist at the same time, a quorum, as defined herein, shall not be required to appoint replacement Board members.

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

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

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

Officers. At the first Board meeting held after each election where the newly elected members take office, the Board shall select a Chairperson, Vice- Chairperson, Secretary, Assistant Secretary, and Treasurer.

The Chairperson must be a member of the Board. If the Chairperson resigns from that office or ceases to be a member of the Board, the Board shall select a Chairperson. The Chairperson serves at the pleasure of the Board. The Chairperson shall be authorized to execute resolutions and contracts on the District's behalf. The Chairperson shall convene and conduct all meetings of the Board. In the event the Chairperson is unable to attend a meeting in person, the Vice-Chairperson shall convene and conduct the meeting. The Chairperson or Vice-Chairperson may delegate the responsibility of conducting the meeting to the District's manager ("District Manager") or District Counsel, in whole or in part.

The Vice-Chairperson shall be a member of the Board and shall have such duties and responsibilities as specifically designated by the Board from time to time. The Vice-Chairperson has the authority to execute resolutions and contracts on the District's behalf in the absence of the Chairperson. If the Vice-Chairperson resigns from office or ceases to be a member of the Board, the Board shall select a Vice-Chairperson. The Vice-Chairperson serves at the pleasure of the Board.

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

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

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

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

The Chairperson, Vice-Chairperson, Secretary and any other person authorized by District Resolution may sign checks and warrants for the District, countersigned by the Treasurer or other persons authorized by the Board.

Committees. The Board may establish committees of the Board, either on a permanent or temporary basis, to perform specifically designated functions. Committees may include individuals who are not members of the Board. Such functions may include, but are not limited to, review of bids, proposals and qualifications, contract negotiations, personnel matters, and budget preparation.

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

Meetings. For each fiscal year, the Board shall establish a schedule of regular meetings, which shall be published in a newspaper of general circulation in the county in which the District is located and filed with the local general-purpose governments within whose boundaries the District is located. A copy of the schedule shall be sent to the County. All meetings of the Board and Committees serving an advisory function shall be open to the public in accord with the provisions of Chapter 286 of the Florida Statutes.

Voting Conflict oflnterest. The Board shall comply with Section 112.3143 of the Florida Statutes, so as to ensure the proper disclosure of conflicts of interest on matters coming before the Board for a vote. For the purposes of this section, "voting conflict of interest" shall be governed by Chapters 112 and 190 of the Florida Statutes, as amended from time to time. Generally, a voting conflict exists when a Board member is called upon to vote on an item which would inure to the Board member's special private gain or loss or the Board member knows would inure to the special private gain or loss of a principal by whom the Board member is retained, the parent organization or subsidiary of a corporate principal, a business associate, or a relative including only a father, mother, son, daughter, husband, wife, brother, sister, father-in-law, mother-in-law, son-in-law, and daughter-in-law.

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

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

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

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

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

It is not a conflict of interest for a Board member, the District Manager, or an employee of the District to be a stockholder, officer or employee of a landowner or of an entity affiliated with a landowner.

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat. Law Implemented:§§ 112.3143, 190.006, 190.007, Fla. Stat.

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

District Offices. Unless otherwise designated by the Board, the official District office shall be the District Manager's office identified by the District Manager. If the District Manager's office is not located within the county in which the District is located, the Board shall designate a local records office within such county which shall at a minimum contain, but not be limited to, the following documents:

Agenda packages for prior 24 months and next meeting;

Official minutes of meetings, including adopted resolutions of the Board;

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

Adopted engineer's reports;

Adopted assessment methodologies/reports;

Adopted disclosure of public financing;

Limited Offering Memorandum for each financing undertaken by the District;

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

District policies and rules;

(i)	Fiscal year end audits; and

(k)	Adopted budget for the current fiscal year.

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

Public Records. District public records include all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received in connection with the transaction of official business of the District. All District public records not otherwise restricted by law may be copied or inspected at the District Manager's office during regular business hours. Certain District records can also be inspected and copied at the District's local records office during regular business hours. All written public records requests shall be directed to the Secretary who by these

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

Service Contracts. Any contract for services, regardless of cost, shall include provisions required by law that require the contractor to comply with public records laws. The District Manager shall be responsible for initially enforcing all contract provisions related to a contractor's duty to comply with public records laws.

Fees: Copies. Copies of public records shall be made available to the requesting person at a charge of $0.15 per page for one-sided copies and $0.20 per page for two-sided copies if not more than 8 ½ by 14 inches. For copies of public records in excess of the sizes listed in this section and for outside duplication services, the charge shall be equal to the actual cost of reproduction. Certified copies of public records shall be made available at a charge of one dollar ($1.00) per page. If the nature or volume of records requested requires extensive use of information technology resources or extensive clerical or supervisory assistance, the District may charge, in addition to the duplication charge, a special service charge that is based on the cost the District incurs to produce the records requested. This charge may include, but is not limited to, the cost of information technology resource, employee labor, and fees charged to the District by consultants employed in fulfilling the request. In cases where the special service charge is based in whole or in part on the costs incurred by the District due to employee labor, consultant fees, or other forms of labor, those portions of the charge shall be calculated based on the lowest labor cost of an individual who is qualified to perform the labor. For purposes of this Rule, the word "extensive" shall mean that it will take more than 15 minutes to locate, review for confidential information, copy and re-file the requested material. In cases where extensive personnel time is determined by the District to be necessary to safeguard original records being inspected, the special service charge provided for in the section shall apply. If the total fees, including but not limited to special service charges, are anticipated to exceed twenty-five dollars ($25.00), then, prior to commencing work on the request, the District will inform the person making the public records request of the estimated cost, with the understanding that the final cost may vary from that estimate. If the person making the public records request decides to proceed with the request, payment of the estimated cost is required in advance. After the request has been fulfilled, additional payments or credits may be due.

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

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

(I) Official Website. By the end of the first full fiscal year after its establishment, the District shall maintain an official website containing the information required by Chapter 189, Florida Statutes. The District Manager shall submit the District's official website address to the Department of Economic Opportunity. The District Manager shall be responsible for maintaining the official website and for compliance with accessibility and minimum content requirements.

Specific Authority:
§§ 190.011(5), 190.011(15), 189.069, Fla. Stat.
Law Implemented:
§§ 190.006, 119.07, 189.069, Fla. Stat.

Rule 1.3

(1)

Public Meetings, Hearings, and Workshops.

Notice. Except in emergencies, or as otherwise required by statute or these Rules, at least seven (7) days, but no more than thirty (30) days public notice shall be given of any public meeting, hearing or workshop of the Board. Public notice shall be given by publication in a newspaper of general circulation in the District and in the county in which the District is located. "General circulation" means a publication that is printed and published at least once a week for the preceding year, offering at least 25% of its words in the English language, qualifies as a periodicals material for postal purposes in the county in which the District is located, is for sale to the public generally, is available to the public generally for the publication of official or other notices, and is customarily containing information of a public character or of interest or of value to the residents or owners of property in the county where published, or of interest or of value to the general public. The annual meeting notice required to be published by  Section 189.417 of the Florida Statutes, shall be published in a newspaper not of limited subject matter, which is published at least five days a week, unless the only newspaper in the county is published less than five days a week. Each Notice shall state, as applicable:

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

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

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

The following language: "Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodations to participate in this meeting/hearing/workshop is asked to advise the District Office at least forty-eight (48) hours before the meeting/hearing/workshop by contacting the District Manager at (321) 939-4301. If you are hearing or speech impaired, please contact the Florida Relay Service at 1 (800) 955- 8770, who can aid you in contacting the District Office."

The following language: "A person who decides to appeal any decision made at the meeting/hearing/workshop with respect to any matter considered at the meeting/hearing/workshop is advised that person will need a record of the proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made including the testimony and evidence upon which the appeal is to be based."

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

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

Agenda. The District Manager, under the guidance of District Counsel and the Chairperson or Vice-Chairperson, shall prepare a notice and an agenda of the meeting/hearing/workshop. The notice and agenda shall be available to the public at least seven (7) days before the meeting/hearing/workshop except in an emergency. For good cause, the agenda may be changed after it is first made available for distribution. The requirement of good cause shall be liberally construed to allow the District to efficiently conduct business and to avoid the expenses associated with special meetings.

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

Call to order Roll call
Public comment Organizational matters Review of minutes
Specific items of old business Specific items of new business Staff reports
District Counsel
District Engineer
District Manager
Financial Report
Approval of Expenditures Supervisor's requests and comments Public comment
Adjournment

A Consent Agenda may be adopted for routine matters to efficiently handle District business. All documentation associated with consent items must be provided to meeting participants in advance so that they can make an informed vote on all items. Board members Meeting members must be given an opportunity to ask associated questions before the vote on the consent agenda.

Minutes. The Secretary shall be responsible for preparing and keeping the minutes of each meeting of the Board. Minutes shall be corrected and approved by the Board at a subsequent meeting. The Secretary may work with other staff members in preparing draft minutes for the Board's consideration.

S pecial Requests. Persons wishing to receive, by email or U.S. Mail, notices or agendas of meetings, may so advise the District Manager or Secretary at the District Office. Such persons shall furnish a mailing address in writing and shall be required to pre-pay the cost of the copying and postage, if delivery by electronic mail is not acceptable.

Emergency Meetings. The Chairperson, or Vice-Chairperson if the Chairperson is unavailable, may convene an emergency meeting of the Board without first having complied with sections (1) and (3) of this Rule, to act on emergency matters that may affect the public health, safety, or welfare. No approval of the annual budget shall be granted at an emergency meeting. Whenever possible, the District Manager shall make reasonable efforts to provide public notice and notify all Board members of an emergency meeting twenty-four (24) hours in advance. Reasonable efforts may include or electronic notification. Notice of the emergency meeting must be provided both before and after the meeting on the District's website. Whenever an emergency meeting is called, the District Manager shall be responsible for notifying at least one newspaper of general circulation in the District. After an emergency meeting, the Board shall publish in a newspaper of general circulation in the District, the time, date and place of the emergency meeting, the reasons why an emergency meeting was necessary and a description of the action taken. Actions taken at an emergency meeting may be ratified by the Board at a regularly noticed meeting subsequently held.

(I) Public Comment. The Board shall set aside a reasonable amount of time at each meeting for public comment and members of the public shall be permitted to provide comment on any proposition before the Board. The portion(s) of the meeting generally reserved for public comment shall be identified in the agenda. The opportunity to be heard need not occur at the same meeting at which the board or commission takes official action on the proposition if the opportunity occurs at a meeting that is during the decision-making process and is within reasonable proximity in time before the meeting at which the board takes the official action. Policies governing public comment may be adopted by the Board in accordance with Florida law.

Bud{2:et Hearing. Notice of hearing on the annual budget(s) shall be in accord with Section 190.008 of the Florida Statutes. Once adopted in accord with Section
190.008 of the Florida Statutes, the annual budget(s) may be am.ended from time to time by action of the Board. Approval of invoices by the Board in excess of the funds allocated to a particular budgeted line item shall serve to amend the budgeted line item.

Public Hearin!ls. Notice of required public hearings shall contain the information required by applicable Florida law and by these Rules applicable to meeting notices and shall be mailed and published as required by Florida law. The District Manager shall ensure that all such notices, whether mailed or published, contain the information required by Florida law and these Rules and are mailed and published as required by Florida law. Public hearings may be held during Board meetings when the agenda includes such public hearing.

Participation by TeleconferenceNideoconference. District staff may participate in Board meetings by teleconference or videoconference. Board members may also participate in Board meetings by teleconference or videoconference if it is deemed extraordinary circumstances in the good judgment of the Board; provided however, at least three Board members must be physically present at the meeting location to establish a quorum. Extraordinary circumstances shall be presumed when a Board member participates by teleconference or videoconference, unless a majority of the Board members physically present determines that extraordinary circumstances do not exist.

Board Authorization. The District has not adopted Robert's Rules of Order. For each agenda item, there shall be discussion permitted among the Board members during the meeting. Approval or disapproval of resolutions and other proposed Board actions shall be in the form of a motion by one Board member, a second by another Board member, and an affirmative vote by the majority of the Board members present. Any Board member, including the Chairperson, can make or second a motion, whether such board member is in attendee in person or by videoconference.

The Chairperson shall convene and conduct all meetings of the Board. In the event the Chairperson is unable to attend a meeting in person, the Vice-Chairperson shall convene and conduct the meeting. The Chairperson or Vice-Chairperson may delegate the responsibility of conducting the meeting to the District Manager or District Counsel, in whole or in part.

Continuances. Any meeting or public hearing of the Board may be continued without re-notice or re-advertising provided that:

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

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

The date, time, and location of any continuance shall be publicly announced at the original meeting and posted at the District Office and on the official website immediately following the original meeting.

Attorne -Client Sessions. An Attorney-Client Session is permitted when the District's attorneys deem it necessary to meet in private with the Board to discuss pending litigation to which the District is a party before a court or administrative agency or as may be authorized by law. The District's attorneys must request such session at a public meeting. Prior to holding the Attorney-Client Session, the District must give reasonable public notice of the time and date of the session and the names of the persons anticipated to attend the session. The session must commence at an open meeting in which the Chairperson or Vice-Chairperson announces the commencement of the session, the estimated length of the session, and the names of the persons who will be attending the session. The discussion during the session is confined to settlement negotiations or strategy related to

litigation expenses or as may be authorized by law. Only the Board, the District's attorneys (including outside counsel), the District Manager, and the court reporter may attend an Attorney-Client Session. During the session, no votes may be taken and no final decisions concerning settlement can be made. Upon the conclusion of the session, the public meeting is reopened and the Chairperson or Vice­ Chairperson must announce that the session has concluded. The session must be transcribed by a court-reporter and the transcript of the session filed with
the District Secretary within a reasonable time after the session. The transcript shall not be available for public inspection until after the conclusion of the litigation.

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat.
Law Implemented:§§ 190.006, 190.007, 190.008, 286.0105, 286.0ll, 286.0ll4,286. Fla. Stat.

Rulemaking Proceedings.

Commencement of Proceedin gs. Proceedings held for adoption, amendment, or repeal of a District rule shall be conducted according to these Rules. Rulemaking proceedings shall be deemed to have been initiated upon publication of notice by the District. A "rule" is a District statement of general applicability that implements, interprets, or prescribes law or policy, or describes the procedure or practice requirements of the District ("Rule"). Nothing herein shall be construed as requiring the District to consider or adopt rules unless required by Chapter 190 of the Florida Statutes. Policies adopted by the District which do not consist of rates, fees, rentals or other monetary charges may be, but are not required to be, implemented through rulemaking proceedings.

Notice of Rule Development.

Except when the intended action is the repeal of a Rule, the District shall provide notice of the development of a proposed rule by publication of a Notice of Rule Development in a newspaper of general circulation in the District before providing notice of a proposed rule as required by section
of this Rule. Consequently, the Notice of Rule Development shall be published at least twenty-nine (29) days prior to the public hearing on the proposed Rule. The Notice of Rule Development shall indicate the subject area to be addressed by rule development, provide a short, plain explanation of the purpose and effect of the proposed rule, cite the specific legal authority for the proposed rule, and include a statement of how a person may promptly obtain, without cost, a copy of any preliminary draft, if available.

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

Notice of Proceedings and Proposed Rules.

Prior to the adoption, amendment, or repeal of any rule other than an emergency rule, the District shall give notice of its intended action, setting forth a short, plain explanation of the purpose and effect of the proposed action, a reference to the specific rulemaking authority pursuant to which the rule is adopted, and a reference to the section or subsection of the Florida Statutes being implemented, interpreted, or made specific. The notice shall include a summary of the District's statement of the estimated regulatory costs, if one has been prepared, based on the factors set forth in Section 120.541(2) of the Florida Statutes, and a statement that any person who wishes to provide the District with a lower cost regulatory alternative as provided by Section 120.541(1),  must do so in writing within twenty- one
(21) days after publication of the notice. The notice shall additionally include a statement that any affected person may request a public hearing

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

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

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

Rule Development Workshops. Whenever requested in writing by any affected person, the District must either conduct a rule development workshop prior to proposing rules for adoption or the Chairperson must explain in writing why a workshop is unnecessary. The District may initiate a rule development workshop but is not required to do so.

Petitions to Initiate Rulemaking. All Petitions to Initiate Rulemaking proceedings must contain the name, address, and telephone number of the petitioner, the specific action requested, the specific reason for adoption, amendment, or repeal, the date submitted, the text of the proposed rule, and the facts showing that the petitioner is regulated by the District, or has substantial interest in the rulemaking. Not later than sixty (60) calendar days following the date of filing a petition, the Board shall initiate rulemaking proceedings or deny the petition with a written statement of its reasons for the denial. If the petition is directed to an existing policy that the District has not formally adopted as a rule, the District may, in its discretion, notice and hold a public hearing on the petition to consider the comments of the public directed to the policy, its scope and application, and to consider whether the public interest is served adequately by the application of the policy on a case-by-case basis, as contrasted with its formal adoption as a rule. However, this section shall not be construed as requiring the District to adopt a rule to replace a policy.

Rulemaking Materials. After the publication of the notice referenced in section 2.(3) hereof, the Board shall make available for public inspection and shall provide, upon request and payment of the cost of copies, the following materials:

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

A detailed written statement of the facts and circumstances justifying the proposed rule;

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

The published notice.

Hearing. The District may, or, upon the written request of any affected person received within twenty-one (21) days after the date of publication of the notice described in section (3) of this Rule, shall, provide a public hearing for the presentation of evidence, argument, and oral statements, within the reasonable conditions and limitations imposed by the District to avoid duplication, irrelevant comments, unnecessary delay, or disruption of the proceedings. The District shall publish notice of the public hearing in a newspaper of general circulation within the District either in the text of the notice described in section (3) of this Rule or in a separate publication at least seven (7) days before the scheduled public hearing. The notice shall specify the date, time, and location of the public hearing, and the name, address, and telephone number of the District contact person who can provide information about the public hearing. Written statements may be submitted by any person prior to or at the public hearing. All timely submitted written statements shall be considered by the District and made part of the rulemaking record.

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

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

Rulemaking Record.	In all rulemaking proceedings, the District shall compile and maintain a rulemaking record. The record shall include, if applicable:

The texts of the proposed rule and the adopted rule;

All notices given for a proposed rule;

Any statement of estimated regulatory costs for the rule;

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

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

(:t)	All  notices and findings  pertaining  to an emergency rule.

Petitions to Challenge Existing Rules.

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

The petition seeking an administrative determination must state with particularity the provisions alleged to be invalid with sufficient explanation of the facts or grounds for the alleged invalidity and facts sufficient to show that the person challenging a1 rule is substantially affected by it.

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

(cl)     Within 30 days after the hearing, the hearing officer shall render  a decision and state the reasons therefor in writing.

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

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

Administer oaths and affirmations;

Rule upon offers of proof and receive relevant evidence;

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

Enter orders; and

Make or receive offers of settlement, stipulation, and adjustment.

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

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

Variances and waivers shall be granted when the person subject to the rule demonstrates that the purpose of the underlying statute will be or has been achieved by other means by the person, and when application of the rule would create a substantial hardship or would violate principles of fairness. For purposes of this section, "substantial hardship" means a demonstrated economic, technological, legal, or other type of hardship to the person requesting the variance or waiver. For purposes of this section, "principles of fairness" are violated when the literal application of a rule affects a particular person in a manner significantly different from the way it affects other similarly situated persons who are subject to the rule.

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

The rule from which a variance or waiver is requested;

The type of action requested;

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

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

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

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

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

Specific Authority: §§ 190.011(5), 190.011(15), 190.035, Fla. Stat. Law Implemented: §§ 190.011(5), 190.035(2), Fla. Stat.

Competitive Purchase.

Purpose and Scope. In order to comply with Sections 190.033(1) through (3),
287.055 and 287.017 of the Florida Statutes, the following provisions shall apply to the purchase of Professional Services, insurance, construction contracts, design­ build services, goods, supplies, and materials, Contractual Services, and maintenance services.

t2) Board Authorization. Except in cases of an Emergency Purchase, a competitive purchase governed by these Rules shall only be undertaken after authorization by the Board.

Definitions.

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

{b) "Continuing  Contract" means a contract  for professional  services entered into in accordance with all the procedures of this act between an agency and a firm whereby the firm provides professional services to the agency for projects in which the estimated construction cost of each individual project under the contract does not exceed $4 million, for study activity if the fee for professional services for each individual study under the contract does not exceed $500,000, or for work of a specified nature as outlined in the contract required by the agency, with the contract being for a fixed term or with no time limitation except that the contract must provide a termination clause. Firms providing professional services under continuing contracts shall not be required to bid against one another.

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

(cl) "Design-Build Contract" means a single contract with a Design-Build Firm for the design and construction of a public construction project.

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

Is certified under Section 489.119 of the Florida Statutes, to engage in contracting through a certified or registered general contractor or a certified or registered building contractor as the qualifying agent; or

Is certified under Section 471.023 of the Florida Statutes, to practice or to offer to practice engineering; certified under Section
481.219 of the Florida Statutes, to practice or to offer to practice architecture; or certified under Section 481.319 of the Florida Statutes, to practice or to offer to practice landscape architecture.

"Design Criteria Package" means concise, performance-oriented drawings or specifications for a public construction project. The purpose of the Design Criteria Package is to furnish sufficient information to permit Design-Build Firms to prepare a bid or a response to the District's Request for Proposals, or to permit the District to enter into a negotiated Design­ Build Contract. The Design Criteria Package must specify performance­ based criteria for the public construction project, including the legal description of the site, survey information concerning the site, interior space requirements, material quality standards, schematic layouts and conceptual design criteria of the project, cost or budget estimates, design and construction schedules, site development requirements, provisions for utilities, stormwater retention and disposal, and parking requirements applicable to the project. Design Criteria Packages shall require firms to submit information regarding the qualifications, availability, and past work of the firms, including the partners and members thereof.

"Design Criteria Professional" means a firm who holds a current certificate of registration under Chapter 481 of the Florida Statutes, to practice architecture or landscape architecture, or a firm who holds a current certificate as a registered engineer under Chapter 471 of the Florida Statutes, to practice engineering, and who is employed by or under contract to the District to provide professional architect services, landscape architect services, or engineering services in connection with the preparation of the Design Criteria Package.

Q:i) "Emergency Purchase" means a purchase necessitated by a sudden  unexpected tum of events (for example, acts of God, riot, fires, floods, hurricanes, accidents, or any circumstances or cause beyond the control of the Board in the normal conduct of its business), where the Board finds that the delay incident to competitive purchase would be detrimental to the interests of the District. This includes, but is not limited to, instances

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

(i)   "Invitation  to Bid" is a written  solicitation  for sealed  bids with the title, date, and hour of the public bid opening designated specifically and defining the commodity or service involved. It includes printed instructions prescribing conditions for bidding, qualification, evaluation criteria, and provides for a manual signature of an authorized representative. It may include one or more bid alternates.

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

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

"Professional Services" means those services within the scope of the practice of architecture, professional engineering, landscape architecture, or registered surveying and mapping, as defined by the laws of Florida, or those services performed by any architect, professional engineer, landscape architect, or registered surveyor and mapper, in connection with the firm's or individual's professional employment or practice.

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

Submitted by a person or firm capable and qualified in all respects to perform fully the contract requirements, who has the integrity and reliability to assure good faith performance;

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

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

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

"Request for Proposals" or "RFP" is a written solicitation for sealed proposals with the title, date, and hour of the public opening designated and requiring the manual signature of an authorized representative. It may provide general information, applicable laws and rules, statement of work, functional or general specifications, qualifications, proposal instructions, work detail analysis, and evaluation criteria as necessary.

"Responsive and Responsible Bidder" means an entity or individual that has submitted a bid that conforms in all material respects to the Invitation to Bid and has the capability in all respects to fully perform the contract requirements and the integrity and reliability that will assure good faith performance. "Responsive and Responsible Vendor" means an entity or individual that has submitted a proposal, reply, or response that conforms in all material respects to the Request for Proposals, Invitation to Negotiate, or Competitive Solicitation and has the capability in all respects to fully perform the contract requirements and the integrity and reliability that will assure good faith performance. In determining whether an entity or individual is a Responsive and Responsible Bidder (or Vendor), the District may consider, in addition to factors described in the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation, the following:

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

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

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

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

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

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

Whether the cost components of the bid or proposal are appropriately balanced; and

Whether the entity/individual is a certified minority business enterprise.

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

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

Procedure Under The Consultants' Competitive Negotiations Act.

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

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

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

Hold all required applicable state professional licenses in good standing;

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

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

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

Public Announcement. Except in cases of valid public emergencies as certified by the Board, the District shall announce each occasion when Professional Services are required for a Project or a Continuing Contract by publishing a notice providing a general description of the Project, or the nature of the Continuing Contract, and the method for interested consultants to apply for consideration. The notice shall appear in at least one (1) newspaper of general circulation in the District and in such other places as the District deems appropriate. The notice must allow at least fourteen (14) days for submittal of qualifications from the date of publication. The District may maintain lists of consultants interested in receiving such notices. These consultants are encouraged to submit annually statements of qualifications and performance data. Consultants who provide their name and address to the District Manager for inclusion on the list shall receive notices by mail. The Board has the right to reject any and all qualifications, and such reservation shall be included in the published notice. Consultants not

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

Competitive Selection.

The Board shall review and evaluate the data submitted in response to the notice described in section (3) of this Rule regarding qualifications and performance ability, as well as any statements of qualifications on file. The Board shall conduct discussions with, and may require public presentation by consultants regarding their qualifications, approach to the Project, and ability to furnish the required services. The Board shall then select and list the consultants, in order of preference, deemed to be the most highly capable and qualified to perform the required Professional Services, after considering these and other appropriate criteria:

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

Whether a consultant is a certified minority business enterprise;

Each consultant's past performance;

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

The geographic location of each consultant's headquarters, office and personnel in relation to the project;

The recent, current, and projected workloads of each consultant; and

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

The Lowest Responsive and Responsible Bid/Proposal shall be accepted; however, the Board shall have the right to reject all bids, either because the costs are too high or because the Board determines it is in the best interests of the District. The Board may require bidders to furnish performance and/or other bonds with a responsible surety to be approved by the Board. In the event the bids exceed the amount of funds available to or allocated by the District for this purchase, all bids may be rejected.
Nothing in these Rules shall prevent the District from evaluating and eventually selecting a consultant if less than three (3) qualification packages, including packages indicating a desire not to provide Professional Services on a given Project, are received.

If the selection process is administered by any person or committee other than the full Board, the selection made will be presented to the full Board with a recommendation that competitive negotiations be instituted with the

selected firms in order of preference listed.

Notice of the rankings adopted by the Board, including the rejection of some or all qualification packages, shall be provided in writing to all consultants by United States Mail, hand delivery, facsimile, or overnight delivery service. Bidders not receiving a contract award shall not be entitled to recover costs of bid preparation or submittal from the District. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's ranking decisions under this Rule shall be in accordance with the procedures set forth in Rule 3.11.

Competitive Negotiation.

After the Board has authorized the beginning of competitive negotiations, the District may begin such negotiations with the firm listed as most qualified to perform the required Professional Services at a rate or amount of compensation which the Board determines is fair, competitive, and reasonable.

In negotiating a lump-sum or cost-plus-a-fixed-fee professional contract for more than the threshold amount provided in Section 287.017 of the Florida Statutes, for CATEGORY FOUR, the firm receiving the award shall be required to execute a truth-in-negotiation certificate stating that "wage rates and other factual unit costs supporting the compensation are accurate, complete and current at the time of contracting." In addition, any professional service contract under which such a certificate is required, shall contain a provision that "the original contract price and any additions thereto, shall be adjusted to exclude any significant sums by which the Board determines the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs."

Should the District be unable to negotiate a satisfactory agreement with the firm determined to be the most qualified at a price deemed by the District to be fair, competitive, and reasonable, then negotiations with that firm shall be terminated and the District shall immediately begin negotiations with the second most qualified firm. If a satisfactory agreement with the second firm cannot be reached, those negotiations shall be terminated and negotiations with the third most qualified firm shall be undertaken.

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

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

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

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat.
Law Implemented: §§ 190.033, 255.20, 255.0525, 448.09, 448.095, Fla. Stat

Procedure Regarding Auditor Selection.

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

Definitions.

"Auditing Services" means those services within the scope of the practice of a certified public accounting firm licensed under Chapter 473 of the Florida Statutes, and qualified to conduct audits in accordance with government auditing standards as adopted by the Florida Board of Accountancy.

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

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

Establishment of Minimum Qualifications and Evaluation Criteria. Prior to a public announcement under section (4) of this Rule that Auditing Services are required, the Committee shall meet at a publicly noticed meeting to establish minimum qualifications and factors to use for the evaluation of Auditing Services to be provided by a certified public accounting firm licensed under Chapter 473 of the Florida Statutes, and qualified to conduct audits in accordance with government auditing standards as adopted by the Florida Board of Accountancy.

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

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

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

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

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

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

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

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

Ability of personnel;

(n) Experience;

(m) Understanding of scope of work;

(Iv) Ability to furnish the required services; and

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

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

Public Announcement. After identifying the factors to be used in evaluating the proposals for Auditing Services as set forth in section (3) of this Rule, the Committee shall publicly announce the opportunity to provide Auditing Services. Such public announcement shall include a brief description of the audit and how interested firms can apply for consideration and obtain the RFP. The notice shall appear in at least one (1) newspaper of general circulation in the District and the county in which the District is located. The public announcement shall allow for at least seven (7) days for the submission of proposals.

Request for Proposals. The Committee shall provide interested firms with a Request for Proposals ("RFP"). The RFP shall provide information on how proposals are to be evaluated and such other information the Committee determines is necessary for the firm to prepare a proposal. The RFP shall state the time and place for submitting proposals.

Committee's Evaluation of Proposals and Recommendation. The Committee shall meet at a publicly held meeting that is publicly noticed for a reasonable time in advance of the meeting to evaluate all qualified proposals and may, as part of the evaluation, require that each interested firm provide a public presentation where the Committee may conduct discussions with the firm, and where the firm may present information, regarding the firm's qualifications. At the public meeting, the

Committee shall rank and recommend in order of preference no fewer than three firms deemed to be the most highly qualified to perform the required services after considering the factors established pursuant to subsection (3)(b) of this Rule. If fewer than three firms respond to the RFP or if no firms respond to the RFP, the Committee shall recommend such firm as it deems to be the most highly qualified. Notwithstanding the foregoing, the Committee may recommend that any and all proposals be rejected.

Board Selection of Auditor.

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

Where compensation was selected as a factor used in evaluating the proposals, the Board shall select the highest-ranked qualified firm or must document in its public records the reason for not selecting the highest­ ranked qualified firm.

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

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

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

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

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

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

A provision setting forth deadlines for the auditor to submit a preliminary draft audit report to the District for review and to submit a final audit report no later than July 1 of the fiscal year that follows the fiscal year for which the audit is being conducted;

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

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

Notice of Award. Once a negotiated agreement with a firm or individual is reached, or the Board authorizes the execution of an agreement with a firm where compensation was a factor in the evaluation of proposals, notice of the intent to award, including the rejection of some or all proposals, shall be provided in writing to all proposers by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests regarding the award of contracts under this Rule shall be as provided for in Rule 3.11. No proposer shall be entitled to recover any costs of proposal preparation or submittal from the District.

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat. Law Implemented:§§ 119.07, 218.391, Fla. Stat.

Pre-qualification

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

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

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

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

The Request for Qualifications shall be advertised at least once in a newspaper of general circulation within the District and within the county in which the District is located. The notice shall allow at least seven (7) days for submittal of qualifications for goods, supplies and materials, Contractual Services, maintenance services, and construction services under two hundred fifty thousand dollars ($250,000). The notice shall allow at least twenty-one (21) days for submittal of qualifications for construction services estimated to cost over two hundred fifty thousand dollars ($250,000) and thirty (30) days for construction services estimated to cost over five hundred thousand dollars ($500,000).

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

If the District has pre-qualified vendors for a particular category of purchase, at the option of the District, only those persons who have been pre-qualified will be eligible to submit bids, proposals, replies or

responses in response to the applicable Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation.

In order to be eligible to submit qualifications, a firm or individual must, at the time of receipt of the qualifications:

Hold the required applicable state professional licenses in good standing;

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

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

Meet any special pre-qualification requirements set forth in the Request for Qualifications.

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

Qualifications shall be presented to the Board, or a committee appointed by the Board, for evaluation in accordance with the Request for Qualifications and this Rule. Minor variations in the qualifications may be waived by the Board. A variation is minor if waiver of the variation does not create a competitive advantage or disadvantage of a material nature.

All vendors determined by the District to meet the pre-qualification requirements shall be pre-qualified. To assure full understanding of the responsiveness to the requirements contained in a Request for Qualifications, discussions may be conducted with qualified vendors. Vendors shall be accorded fair treatment prior to the submittal date with respect to any opportunity for discussion and revision of qualifications. For construction services, any contractor pre-qualified and considered eligible by the Department of Transportation to bid to perform the type of work the project entails shall be presumed to be qualified to perform the project.

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

{i) Notice of intent to pre-qualify, including rejection of some or all qualifications, shall be provided in writing to all vendors by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's pre-qualification decisions under this Rule shall be in accordance with the procedures set forth in Rule 3.11; provided however, protests related to the pre-qualification criteria and procedures for construction services shall be resolved in accordance with section (2)(b) of this Rule and Section 255.20(1)(b) of the Florida Statutes.

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

Construction Contracts, Not Design-Build.

Scope. All contracts for the construction or improvement of any building, structure, or other public construction works authorized by Chapter 190 of the Florida Statutes, the costs of which are estimated by the District in accordance with generally accepted cost accounting principles to be in excess of the threshold amount for applicability of Section 255.20 of the Florida Statutes, as that amount may be indexed or amended from time to time, shall be let under the terms of these Rules and the procedures of Section 255.20 of the Florida Statutes, as the same may be amended from time to time. A project shall not be divided solely to avoid the threshold bidding requirements.

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

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

Notice of the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation shall be advertised at least once in a newspaper of general circulation in the District and in the county in which the District is located. The notice shall also include the amount of the bid bond, if one is required. The notice shall allow at least twenty-one (21) days for submittal of sealed bids, proposals, replies, or responses, unless the Board, for good cause, determines a shorter period of time is appropriate. Any project projected to cost more than five hundred thousand dollars ($500,000) must be noticed at least thirty (30) days prior to the date for submittal of bids, proposals, replies, or responses. If the Board has previously pre-qualified contractors pursuant to Rule 3.4 and determined that only the contractors that have been pre-qualified will be permitted to submit bids, proposals, replies, and responses, the Notice of Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation need not be published. Instead, the Notice of Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation shall be sent to the pre-qualified contractors by United States Mail, hand delivery, facsimile, or overnight delivery service.

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

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

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

Hold the required applicable state professional licenses in good standing;

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

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

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

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

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

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

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

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

The Board shall have the right to reject all bids, proposals, replies, or responses because they exceed the amount of funds budgeted for the purchase, if there are not enough to be competitive, or if rejection is determined to be in the best interest of the District. No contractor shall be entitled to recover any costs of bid, proposal, response, or reply preparation or submittal from the District.

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

(i) Notice of intent to award, including rejection of some or all bids, proposals, replies, or responses, shall be provided in writing to all contractors by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's purchase of construction services under this Rule shall be in accordance with the procedures set forth in Rule 3.11.

(k) If less than three (3) Responsive Bids, Proposals, Replies, or Responses are received, the District may purchase construction services or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may take whatever steps reasonably necessary in order to proceed with the procurement of construction services, which steps may include a direct purchase of the construction services without further competitive selection processes.

Sole Source: Government. Construction services that are only available from a single source are exempt from this Rule. Construction services provided by governmental agencies are exempt from this Rule. This Rule shall not apply to the purchase of construction services, which may include goods, supplies, or materials, that are purchased under a federal, state, or local government contract that has been competitively procured by such federal, state, or local government in a manner consistent with the material procurement requirements of these Rules. A contract for construction services is exempt from this Rule if state or federal law prescribes with whom the District must contract or if the rate of payment is established during the appropriation process.

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

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

Exceptions.This Rule is inapplicable when:

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

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

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

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat.
Law Implemented: §§ 119.07, 189.4221, 190.033, 255.0518, 255.0525, 255.20, 287.055, Fla. Stat.

Construction Contracts, Design-Build.

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

Procedure.

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

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

The Board may either choose to award the Design-Build Contract pursuant to the competitive proposal selection process set forth in Section 287.055(9) of the Florida Statutes, or pursuant to the qualifications based selection process pursuant to Rule 3.1.

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

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

A Request for Proposals shall be advertised at least once in a newspaper of general circulation in the county in which the District is located. The notice shall allow at least twenty-one
(21) days for submittal of sealed proposals, unless the Board, for good cause, determines a shorter period of time is appropriate. Any project projected to cost more than five hundred thousand dollars ($500,000) must be noticed at least thirty (30) days prior to the date for submittal of proposals.

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

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

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

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

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

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

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

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

The proposals, or the portions of which that include the price, shall be publicly opened at a meeting noticed in accordance with Rule 1.3, and at which at least one district representative is present. The name of each bidder and the price submitted in the bid shall be announced at such meeting, and shall be made available upon request. Minutes should be taken at the meeting and maintained by the District. In consultation with the Design Criteria Professional, the Board shall evaluate the proposals received based on evaluation criteria and procedures established prior to the solicitation of proposals, including but not limited to qualifications, availability, and past work of the firms and the partners and members thereof. The Board shall then select no fewer than three (3) Design- Build Firms as the most qualified.

The Board shall have the right to reject all proposals if rejection is determined to be in the best interest of the District. No vendor shall be entitled to recover any costs of proposal preparation or submittal from the District.

If less than three (3) proposals are received, the District may purchase design-build services or may reject the proposals for lack of competitiveness. If no proposals are received, the District may take whatever steps reasonably necessary in order to proceed with the procurement of design-build services, which steps may include a direct purchase of the design-build services without further competitive selection processes.

Notice of the rankings adopted by the Board, including the rejection of some or all proposals, shall be provided in writing to all consultants by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's rankings under this Rule shall be in accordance with the procedures set forth in Rule 3.11.

The Board shall negotiate a contract with the firm ranking the highest based on the evaluation standards and shall establish a price which the Board determines is fair, competitive and reasonable. Should the Board be unable to negotiate a satisfactory contract with the firm considered to be the most qualified at a price considered by the Board to be fair, competitive, and reasonable, negotiations with that firm must be terminated. The Board shall then undertake negotiations with the second most qualified firm, based on the ranking by the evaluation standards. Failing accord with the second most qualified firm, the Board must terminate negotiations. The Board shall then undertake negotiations with the third most qualified firm. Should the Board be unable to negotiate a satisfactory contract with any of the selected firms, the Board shall select additional firms in order of their rankings based on the evaluation standards and continue negotiations until an agreement is reached or the list of firms is exhausted.

After the Board contracts with a firm, the firm shall bring to the Board for approval, detailed working drawings of the project.

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

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

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

Exception s. This Rule is inapplicable when:

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

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

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

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat.
Law Implemented: §§ 119.07, 189.4221, 190.033, 255.0518, 255.0525, 255.20, 287.055, Fla. Stat.

Payment and Performance Bonds.

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

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

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat. Law Implemented: § 255.05, Fla. Stat.

Goods, Supplies, and Materials.

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

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

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

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

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

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

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

Hold the required applicable state professional licenses in good standing;

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

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

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

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

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

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

The lowest Responsive Bid, after taking into account the preferences provided for in this subsection, submitted by a Responsive and Responsible Bidder in response to an Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation shall be accepted. If the lowest Responsive Bid is submitted by a Responsive and Responsible Bidder whose principal place of business is located in a foreign state which does not grant a preference in competitive purchase to businesses whose principal place of business are in that foreign state, the

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

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

The Board shall have the right to reject all bids, proposals, replies, or responses because they exceed the amount of funds budgeted for the purchase, if there are not enough to be competitive, or if rejection is determined to be in the best interest of the District. No vendor shall be entitled to recover any costs of bid, proposal, reply, or response preparation or submittal from the District.

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

Notice of intent to award, including rejection of some or all bids, proposals, replies, or responses shall be provided in writing to all vendors by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's purchase of goods, supplies, and materials under this Rule shall be in accordance with the procedures set forth in Rule 3.11.

If less than three (3) bids, proposals, replies, or responses are received, the District may purchase goods, supplies, or materials, or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may take whatever steps reasonably necessary in order to proceed with the procurement of goods, supplies, and materials, which steps may include a

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

Goods. Supplies. and Materials included in a Construction Contract Awarded Pursuant to Rule 3.5 or 3.6. There may be occasions where the District has undergone the competitive purchase of construction services which contract may include the provision of goods, supplies, or materials. In that instance, the District may approve a change order to the contract and directly purchase the goods, supplies, and materials. Such purchase of goods, supplies, and materials deducted from a competitively purchased construction contract shall be exempt from this Rule.

Exemption. Goods, supplies, and materials that are only available from a single source are exempt from this Rule. Goods, supplies, and materials provided by governmental agencies are exempt from this Rule. A contract for goods, supplies, or materials is exempt from this Rule if state or federal law prescribes with whom the District must contract or if the rate of payment is established during the appropriation process. This Rule shall not apply to the purchase of goods, supplies or materials that are purchased under a federal, state, or local government contract that has been competitively procured by such federal, state, or local government in a manner consistent with the material procurement requirements of these Rules.

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

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat.
Law Implemented:§§ 189.4221, 190.033, 287.017, 287.084, Fla. Stat.

Maintenance Services.

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

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

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

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

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

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

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

Hold the required applicable state professional licenses in good standing;

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

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

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

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

(t)   Bids, proposals, replies, and responses shall be publicly opened at the time and place noted on the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation. Bids, proposals, replies, and responses shall be evaluated in accordance with the respective Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation, and these Rules. Minor variations in the bids, proposals, replies, and responses may be waived by the Board. A variation is minor if waiver of the variation does not create a competitive advantage or disadvantage of a material nature. Mistakes in arithmetic extension of pricing may be corrected by the Board. Bids and proposals may not be modified or supplemented after opening; provided however, additional information may be requested and/or provided to evidence compliance, make non-material modifications, clarifications, or supplementations, and as otherwise permitted by Florida law.

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

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

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

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

(i) Notice of intent to award, including rejection of some or all bids, proposals, replies, or responses shall be provided in writing to all vendors by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's procurement of maintenance services under this Rule shall be in accordance with the procedures set forth in Rule 3.11.

(k) Ifless than three (3) Responsive Bids, Proposals, Replies, or Responses are received, the District may purchase the maintenance services or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may take whatever steps reasonably necessary in order to proceed with the procurement of maintenance services, which steps may include a direct purchase of the maintenance services without further competitive selection processes.

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

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

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

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

Specific Authority: §§ 190.011(5), 190.011(15), 190.033, Fla. Stat.
Law Implemented: §§ 119.07, 190.033, 287.017, Fla. Stat.

Rule 3.9	Contractual Services.

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

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

Specific Authority:§§ 190.011(5), 190.011(15), Fla. Stat.
Law Implemented: §§ 119.07, 190.011(3), 190.033, Fla. Stat.

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

The resolution of any protests with respect to proceedings under Rules 3.1, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, and 3.9 shall be in accordance with this Rule.

Filing.

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

Except for those situations covered by subsection (1)(a) of this Rule, any firm or person who is affected adversely by a District's ranking or intended award under Rules 3.1, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, or 3.9 and desires to contest the District's ranking or intended award, shall file with the District a written notice of protest within seventy-two (72) calendar hours (excluding Saturdays, Sundays, and state holidays) after receipt of the notice of the District's ranking or intended award. A formal protest setting forth with particularity the facts and law upon which the protest is based shall be filed within seven (7) calendar days (including Saturdays, Sundays, and state holidays) after the initial notice of protest was filed. For purposes of this Rule, wherever applicable, filing will be perfected and deemed to have occurred upon receipt by the District. Failure to file a notice of protest shall constitute a waiver of all rights to protest the District's ranking or intended award. Failure to file a formal written protest shall constitute an abandonment of the protest proceedings and shall automatically terminate the protest proceedings.

If disclosed in the District's competitive solicitation documents for a particular purchase under Rules 3.1, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, or 3.9, the Board may require any person who files a notice of protest to post a protest bond in the amount equal to 1% of the anticipated contract amount

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

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

Contract Execution. Upon receipt of a notice of protest which has been timely filed, the District shall not execute the contract under protest until the subject of the protest is resolved. However, if the District sets forth in writing particular facts and circumstances showing that delay incident to protest proceedings will jeopardize the funding for the project, will materially increase the cost of the project, or will create an immediate and serious danger to the public health, safety, or welfare, the contract may be executed.

Informal Proceeding. If the Board determines a protest does not involve a disputed issue of material fact, the Board may, but is not obligated to, schedule an informal proceeding to consider the protest. Such informal proceeding shall be at a time and place determined by the Board. Notice of such proceeding shall be sent via facsimile, United States Mail, or hand delivery to the protestor and any substantially affected persons or parties not less than three (3) calendar days prior to such informal proceeding. Within thirty (30) calendar days following the informal proceeding, the Board shall issue a written decision setting forth the factual, legal, and policy grounds for its decision.

Formal Proceedine.. If the Board determines a protest involves disputed issues of material fact or if the Board elects not to use the informal proceeding process provided for in section (3) of this Rule, the District shall schedule a formal hearing to resolve the protest. The Chairperson shall designate any member of the Board (including the Chairperson), District Manager, District Counsel, or other person as a hearing officer to conduct the hearing. The hearing officer may:

Administer oaths and affirmations;

Rule upon offers of proof and receive relevant evidence;

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

Enter orders; and

Make or receive offers of settlement, stipulation, and adjustment.

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

Intervenors. Other substantially affected persons may join the proceedings as intervenors on appropriate terms which shall not unduly delay the proceedings.

Reje  ction  of  all  Qualifications.  Bids.  Proposals.  Replies  and  Responses  after Receipt of Notice of Protest. If the Board determines there was a violation of law, defect or an irregularity in the competitive solicitation process, or if the Board determines it is otherwise in the District's best interest, the Board may reject all qualifications, bids, proposals, replies, and responses and start the competitive solicitation process anew. If the Board decides to reject all qualifications, bids, proposals, replies, and responses and start the competitive solicitation process anew, any pending protests shall automatically terminate.

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

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

Compliance with E-Verify System.

All contractors must comply with and perform all applicable provisions and requirements of Section 448.095, Florida Statutes and Section 448.09(1), Florida Statutes. Accordingly, to the extent required by Section 448.095, Florida Statutes, contractors shall enroll with and use the United States Department of Homeland Security's E-Verify system to verify the work authorization status of all newly hired employees. The District may terminate an agreement immediately for cause if there is a good faith belief that a contractor has knowingly violated Section 448.09(1), Florida Statutes. Moreover, by entering into an agreement with the District, the contractor must represent that no public employer has terminated a contract with the contractor under section 448.095(2)(c), Florida Statutes, within the year immediately preceding the date of the agreement with the District.

4.0	Effective Date.

This Rule Chapter shall be effective

_ _ _ _ _

_ _, 2021, except that no election of officers

required by these Rules shall be required until after the next regular election for the Board.

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

S ECTION D

S ECTION 1

RESOLUTION 2021-06

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT APPROVING THE PROPOSED BUDGETS FOR FISCAL YEAR 2020/2021 AND FISCAL YEAR 2021/2022 AND SETTING PUBLIC HEARINGS THEREON PURSUANT TO FLORIDA LAW AND PROVIDING FOR AN EFFECTIVE DATE.

WHEREAS, the Preston Cove Community Development District (the "District") was established  by  Ordinance  No.  	,.  adopted  by  the Board  of  County  Commissioners  of Osceola County, Florida, effective as of  		;and

WHEREAS, the District Manager has prepared and submitted to the Board of Supervisors of the Preston Cove Community Development District (the "Board") the proposed budgets (the "Proposed Budgets") for the remainder of Fiscal Year 2020/2021, which concludes September 30, 2021 and for Fiscal Year 2021/2022, which concludes September 30, 2022; and

WHEREAS, the Board has considered the Proposed Budgets and desires to set the required public hearings thereon.

NOW,	THEREFORE,	BE	IT	RESOLVED	BY	THE	BOARD	OF	
SUPERVISORS	OF	THE DEVELOPMENT DISTRICT:	PRESTON	COVE	COMMUNITY	

SECTION 1. PROPOSED BUDGETS APPROVED. The Proposed Budgets prepared by the District Manager for Fiscal Years 2021 and 2022 attached hereto as Composite Exhibit A is hereby approved as the basis for conducting a public hearing to adopt said Proposed Budgets.

SECTION 2. SETTING PUBLIC HEARINGS. A public hearing on said approved proposed budgets is hereby declared and set for the following date, hour and location:

DATE:

- - - - - - - - - -

, 2021

HOUR:		 LOCATION:	  	

SECTION 3.	TRANSMITTAL OF PROPOSED BUDGETS TO LOCAL GENERAL PURPOSE
GOVERNMENTS.	The District Manager is hereby directed to submit copies of the Proposed Budgets to Osceola County at least 60 days prior to the hearings set above.

SECTION 4.	POSTING  OF PROPOSED BUDGETS.   In accordance with Section 189.016,
Florida Statutes, the District's Secretary is further directed to post the approved Proposed Budgets

on the District's website at least two (2) days before the budget hearing date as set forth in Section 2, and shall remain on the website for at least 45 days.

SECTION 5. PUBLICATION OF NOTICE. Notice of these public hearings shall be published in the manner prescribed in Florida law.

SECTION 6. SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Resolution shall not affect the validity or enforceability of the remaining portions of this Resolution, or any part thereof.

SECTION 7. EFFECTIVE DATE. This Resolution shall take effect immediately upon adoption.

PASSED AND ADOPTED this 16th day of April, 2020.

ATTEST:
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson, Board of Supervisors

Composite Exhibit A:	Proposed Budgets

Composite Exhibit A Proposed Budgets

[See attachedj

Preston Cove
Community Development District

Proposed Budget
FY202 1 - FY2022

Table of Contents

1	 	General Fund

 	General  Fund Narrative 

Preston Cove
Community Development District
Proposed Budget General Fund

Proposed	Proposed
Budget	Budget
Description	FY2021*	FY2022

Revenues

Developer Contributions	
$	41, 356	
$	131,810	
Total Revenues	$	41,356	$	131,810	

Expenditures			
General & Administrative				
Supervisor Fees	$	2,000	$	12,000	
Engineering	$	2,500	$	15,000	
Attorney	$	10,000	$	25,000	
Annual Audit	$	$	4,000	
Assessment Administration	$	$	5,000	
Arbitrage	$	$	450	
Dissemination	$	$	5,000	
Trustee Fees	$	$	3,600	
Management Fees	$	5,833	$	35,000	
Information Technology	$	300	$	1,800	
Website Maintenance **	$	1, 950	$	1,200	
Telephone	$	50	$	300	
Postage & Delivery	$	167	$	1,000	
Insurance	$	5,000	$	5,000	
Printing & Binding	$	167	$	1,000	
Legal Advertising	$	10,000	$	10,000	
Other Current Charges	$	3,000	$	5,000	
Office Supplies	$	104	$	625	
Travel Per Diem	$	110	$	660	
Dues, Licenses & Subscriptions	$	175	$	175	
Total Expenclit.uRtS	$	41,356 $	131,810

Excess Rivenuei/{Expindtturiis)	$	$

* Budget is prorated from August 2021 to September 2021.
** FY21 Budget amount includes a one-time website creation fee.

Preston Cove
Community Development District
General Fund Budget

Revenues:

Developer Contributions

The District will enter into a funding agreement with the Developer to fund the General Fund expenditures for the Fiscal Year.

Expenditures:

General & Administrative:

SupervisorFees

Chapter 190, Florida Statut es, allows for each Board member to receive $200 per meeting, not to exceed
$4,800 per year paid to each Supervisor for the time devoted to District busi nessand meetings.

Engineering Fees

The District's engineer will be providing general engineering services to the District, e.g. attendance and preparation for monthly board meetings, review invoices and various projects as directed by the Board of Supervisors and the District Manager.

Attornev Fees

The District's legal counsel will be providing general legal services to the District, e.g. attendance and preparation for meetings, preparation and review of agreements, resolutions, etc. as directed by the Board of Supervisors and the District Manager.

Annual Audit

The District is required by Florida Statutes to arrange for an independent audit of its financial records on an annual basis.

Assessment  Administration

The District will contract to levy and administer the collection of non-ad valorem assessment on all assessable property within the District.

Arbitrage

The District will contract with an independent certified public accountant to annually calculate the District's Arbitrage Rebate Liability on an anticipated bond issuance .

Preston Cove
Community Development District
General Fund Budget

Dissemination Fees

The District is required by the Security and Exchange Commission to comply with Rule 1Sc2-12(b)(S) which relates to additional reporting requirements for unrated bond issues. This cost is based upon an anticipated bond issuance.

Trustee Fees

The District will incur trustee related costs with the issuance of its' issued bonds.

Management Fees

The District receives Management, Accounting and Administrative services as part of a Management Agreement with Governmental Management Services-Central Florida, LLC. The services include but are not limited to, recording and transcription of board meetings, administrative services, budget preparation, all financial reports, annual audits, etc.

Information Technology 

Represents costs related to the District's information systems, which include but are not limited to video conferencing services, cloud storage services and servers, security, accounting software, etc.

Website Maintenance

Represents the costs associated with monitoring and maintaining the District's website created in accordance with Chapter 189, Florida Statutes. These services include site performance assessments, security and firewall maintenance, updates, document uploads, hosting and domain renewals, website backups, etc.

Telephone

Telephone and fax machine .

Postage & Delivery

The District incurs charges for mailing of Board meeting agenda packages, overnight deliveries, correspondence, etc.

Insurance

The District's general liability and public official's liability insurance coverages.

Printing & Binding

Printing and Binding agenda packages for board meetings, printing of computerized checks, stationary, envelopes, etc.

Preston Cove
Community Development District
General Fund Budget

Legal Advert ising

The District is required to advertise various notices for monthly Board meetings, public hearings, etc. in a newspaper of general circulation .

Other Current Charges

Bank charges and any other miscellaneous expenses incurred during the year.

Office Supplies

Any supplies that may need to be purchased during the fiscal year, e.g., paper, minute books, file folders, labels, paper clips, etc.

Travel Per Diem

The Board of Supervisors can be reimbursed for travel expenditures related to the conducting of District business.

Dues, Licenses & Subscri ptions 

The District is required to pay an annual fee to the Florida Department of Economic Opportunity for $175.

S ECTION 2

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT FISCAL YEARS 2021 & 2022 FUNDING AGREEMENT

This agreement ("Agreement") is made and entered into this 26th day of August, 2021, by and between:

Preston Cove Community Development District, a local unit of special-purpose government established pursuant to Chapter 190, Florida Statutes, being situated in Osceola County, Florida with a mailing address of 219 E. Livingston Street, Orlando, Florida 32801 ("District"), and

Elevation Preston Cove, LLP, a Florida limited liability company, with a mailing address of 121 S. Orange Avenue, Suite 1250, Orlando, Florida 32801, and the owner of certain undeveloped lands within the District (hereinafter "Developer").

RECITALS

WHEREAS, the District was established by an ordinance adopted by the Board of County Commissioners of Osceola County, Florida, for the purpose of planning, financing, constructing, operating and/or maintaining certain infrastructure; and

WHEREAS, the District, pursuant to Chapter 190, Florida Statutes, is authorized to levy such taxes, special assessments, fees and other charges as may be necessary in furtherance of the District's activities and services; and

WHEREAS, Developer presently intends to develop the real property within the District, as further described in Exhibit A attached hereto ("Property"), which Property will benefit from the timely construction and acquisition of the District's facilities, activities and services and from the continued operations of the District; and

WHEREAS, the District is adopting its general fund budget for the fiscal year ending September 30, 2021 and September 30, 2022 ("Fiscal Years 2021 & 2022 Budget"), which is attached hereto and incorporated herein by reference as Exhibit B; and

WHEREAS, the District has the option oflevying non-ad valorem assessments on all land, including the Property, that will benefit from the activities, operations and services set forth in the Fiscal Years 2021 & 2022 Budget; and

WHEREAS, in lieu of levying assessments on the Property, Developer is willing to provide such funds as are necessary to allow the District to proceed with its activities, operations and services as described in Exhibit B; and

WHEREAS, Developer agrees that the activities, operations and services provide a special and peculiar benefit equal to or in excess of the costs reflected on Exhibit B to the Property.

NOW, THEREFORE, based upon good and valuable consideration and the mutual covenants of the parties, the receipt of which and sufficiency of which are hereby acknowledged, the parties agree as follows:

FUNDING. Developer agrees to make available to the District the monies necessary for the activities, operations and services of the District as called for in the budget attached hereto as Exhibit B, as may be amended from time to time in the District's sole discretion, within fifteen (15) days of written request by the District. Amendments to the Fiscal Years 2021 & 2022 Budget as shown on Exhibit B adopted by the District at a duly noticed meeting shall have the effect of amending this Agreement without further action of the parties. Funds provided hereunder shall be placed in the District's general checking account. These payments are made by Developer in lieu of taxes, fees, or assessments which might otherwise be levied or imposed by the District on the Property.

ENFORCEMENT.

The District may enforce the collection of funds due under this Agreement by action against Developer in the appropriate judicial forum in and for Osceola County, Florida. The enforcement of the collection of funds in this manner shall be in the sole discretion of the District Manager on behalf of the District. In the event that either party is required to enforce this Agreement by court proceedings or otherwise, then the parties agree that the prevailing party shall be entitled to recover from the other all costs incurred, including reasonable attorneys' fees and costs for trial, alternative dispute resolution, or appellate proceedings.

The District hereby finds that the activities, operations and services set forth in Exhibit B provide a special and peculiar benefit to the Property, which benefit is initially allocated on an equal developable acreage basis. Developer agrees that the activities, operations and services set forth in Exhibit B provide a special and peculiar benefit to the Property equal to or in excess of the costs set forth in Exhibit B, on an equal developable acreage basis.

AGREEMENT; AMENDMENTS. This instrument shall constitute the final and complete expression of the agreement between the parties relating to the subject matter of this Agreement. Amendments to and waivers of the provisions contained in this Agreement may be made only by an instrument in writing which is executed by both of the parties hereto.

AUTHORIZATION. The execution of this Agreement has been duly authorized by the appropriate body or official of all parties hereto, each party has complied with all the requirements of law, and each party has full power and authority to comply with the terms and provisions of this instrument.

ASSIGNMENT. This Agreement may be assigned, in whole or in part, by either party only upon the written consent of the other, which consent shall not be unreasonably withheld.

DEFAULT. A default by either party under this Agreement shall entitle the other to all remedies available at law or in equity, which shall include, but not be limited to, the right of damages, injunctive relief and specific performance and specifically including the ability of the

District to enforce any and all payment obligations under this Agreement in the manner described herein in Paragraph 2 above.

THIRD PARTY RIGHTS; TRANSFER OF PROPERTY. This Agreement is solely for the benefit of the formal parties herein and no right or cause of action shall accrue upon or by reason hereof, to or for the benefit of any third party not a formal party hereto. Nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or corporation other than the parties hereto any right, remedy or claim under or by reason of this Agreement or any provisions or conditions hereof; and all of the provisions, representations, covenants and conditions herein contained shall inure to the sole benefit of and shall be binding upon the parties hereto and their respective representatives, successors and assigns.

8	FLORIDA LAW GOVERNS. This Agreement and the provisions contained herein shall be construed, interpreted and controlled according to the laws of the State of Florida.

ARM'S LENGTH TRANSACTION. This Agreement has been negotiated fully between the parties as an arm's length transaction. The parties participated fully in the preparation of this Agreement with the assistance of their respective counsel. In the case of a dispute concerning the interpretation of any provision of this Agreement, the parties are each deemed to have drafted, chosen and selected the language, and the doubtful language will not be interpreted or construed against any party.

EFFECTIVE DATE. The Agreement shall be effective after execution by both parties hereto. The enforcement provisions of this Agreement shall survive its termination, until all payments due under this Agreement are paid in full.

[CONTINUED ON FOLLOWING PAGE]

IN WITNESS WHEREOF, the parties execute this Agreement the day and year first written above.

Attest:	PRESTON COVE COMMUNITY
DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	By: - - - - - - - - - -
Its: - - - - - - - - - - -

ELEVATION PRESTON COVE, LLC

 	

Witness	By:_

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Its:-	-	-	-	-	-	-	-	-	-	-

EXHIBIT A: Property Description
EXHIBIT B: Fiscal Years 2021 & 2022 Budget

EXHIBIT A:
Property Description

EXHIBITB:
Fiscal Years 2021 & 2022 Budget

S ECTION V

S ECTION C

RESOLUTION 2021-07

A RESOLUTION SETTING FORTH THE POLICY OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT BOARD OF SUPERVISORS WITH REGARD TO THE SUPPORT AND LEGAL DEFENSE OF THE BOARD OF SUPERVISORS AND DISTRICT OFFICERS AND PROVIDING FOR AN EFFECTIVE DATE.

WHEREAS, the Board of Supervisors ("Board") and the officers of the Preston Cove Community Development District ("District") are constantly presented with the necessity for making decisions regarding various phases of District policy and management; and

WHEREAS, it is absolutely essential to the effective operation of the District that such decisions be made in an environment where the threat of personal liability for the Board and its officers is maintained at a minimum; and

WHEREAS, the Board wishes to formalize a policy with regard to the support and legal protection of the Board and its officers so as to reduce the threat of personal liability to such individuals and allow for an effective decision-making environment.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT THAT:

As set forth in this Resolution, the District, in accordance with Florida law, agrees that the following Board members and officers of the District shall be provided the benefit of the indemnification, support and legal defense provisions provided in this Resolution:

All members of the Board of Supervisors; and

The District Manager, Secretary and Assistant Secretaries, Treasurer  and Assistant Treasurers, and other District officers.

As set forth in this Resolution and in accordance with Sections 111.07  and 768.28, Florida Statutes, the District hereby agrees to provide legal representation to defend any and all civil actions, including federal civil rights and other federal civil claims, arising from a complaint for damages or injuries suffered as a result of any action or omission of action of all Board members and officers, present or former, arising out of and in the scope of his or her employment or function, unless, in the case of a tort action, the Board member or officer acted in bad faith, with malicious purpose, or in a manner exhibiting wanton and willful disregard of human rights, safety, or property. Defense of such civil actions includes, but is not limited to,  any civil rights lawsuit seeking relief personally against any Board member or officer for an act or omission under color of state law, custom or usage, wherein it is alleged that such Board member or officer has deprived another person of rights secured under the Federal Constitution or laws, including, by way of example, actions under 42 U.S.C. § 1983 or other federal statute.

The District hereby further agrees to provide legal representation to defend against any other litigation arising against a Board member or officer from the performance of their official duties while serving a public purpose, including civil, administrative or criminal actions as permitted by law. By these provisions, the District does not waive any immunity from liability or limited waiver of such immunity as granted under Florida law. Rather, the District is stating that to the extent the State does not through its laws protect the Board and its officers from liability, the District is committed to doing so to the extent described in this Resolution and as permitted by law.

The District may insure itself in order to cover all reasonable costs and fees directly arising out of or in connection with any legal claim or suit that directly results from a decision or act made by a Board member or officer while performing the duties and functions of his or her position.

This Resolution is intended to evidence the District's support of Board members and officers who perform acts and render decisions in the good faith performance of their duties and functions. The District will neither support nor defend those actions or omissions committed by an individual outside the scope of his or her office or committed in bad faith or with malicious purpose or in a manner exhibiting wanton and willful disregard of human rights, safety, or property. By adoption of this Resolution, the District Board member(s) and/or officer(s) in question are each presumed to have acted within the scope of his or her office and are presumed to be acting in good faith, without a malicious purpose and not in a manner exhibiting wanton and willful disregard of human rights, safety or property. The District's Board of Supervisors may overcome this presumption only by unanimous vote of those participating and voting, in accordance with Section 7 herein.

In the event that the District has expended funds to provide an attorney to defend a Board member or officer who is found to be personally liable by virtue of actions outside the scope of his or her employment or function, or is found to have acted in bad faith, with malicious purpose, or in a manner exhibiting wanton and willful disregard of human rights, safety, or property, the individual shall be required to reimburse the District for funds so expended. The District may recover such funds in a civil action against such individual.

The District agrees to pay any final judgment, including damages, fines, penalties or other damages, costs, and attorney's fees and costs, arising from any complaint for damages or injuries suffered as a result of any action or omission of action of any Board member or officer as described in Section 111.07, Florida Statutes. If the action arises under Section 768.28, Florida Statues, as a tort claim, the limitations and provisions of that section governing payment shall apply. If the action is a civil rights action arising under 42 U.S.C. § 1983, or similar federal statutes, payment for the full amount of judgment may be made unless the individual has been determined in the final judgment to have caused the harm intentionally. The District agrees to pay any compromise or settlement of any claim or litigation described in this paragraph, provided, however, that the District determines such compromise or settlement to be in the District's best interest.

To rebut the presumption of the automatic payment of judgments or provision of legal representation pursuant to this Resolution, at least one of the following determinations shall be made by a unanimous decision of the District's Board of Supervisors participating and voting:

The actions of the Board member and/or officer were outside the scope of his or her duties and authority; or

The acts or omissions of the Board member and/or officer constituted bad faith, malicious purpose, intentional infliction of harm or were done in a manner exhibiting wanton and willful disregard of human rights, safety or property; or

The Board member and/or officer received financial profit or advantage to which he or she was not legally entitled.

To ensure the provision of legal representation pursuant to this Resolution, the following must be met:

A copy of the summons, complaint, notice, demand letter or other document or pleading in the action, or a letter setting forth the substance of any claim or complaint, must be delivered to the District Chairman, Vice Chairman, District Manager or District Attorney within fourteen (14) calendar days after actual receipt of any such document together with a specific request in writing that the District defend or provide representation for the Board member and/or officer;  and

The Board member and/or officer must cooperate continuously and fully with the District in the defense of the action.

Any indemnification, legal defense or other protection provided pursuant to this representation shall not extend to:

Consulting or other outside professional or business activities for which the Board member and/or officer received financial or other material compensation, which are outside the scope of his or her District duties and authority; and

Any independent contractor for whom defense or indemnification is not authorized pursuant to Section 1(b) of this Resolution, unless the Board votes to authorize such indemnification, legal defense, or other protection; and

Any fine, penalty or other punishment imposed as a result of conviction for a criminal offense, and any legal fees and costs incurred to defend criminal prosecution in which a conviction is obtained; and

Any indemnification or defense prohibited by law.

In the event legal representation or defense 1s provided pursuant to this Resolution, the Board member and/or officer may either:

Retain legal counsel appointed by the District, in which case legal counsel shall be paid directly by the District; or

Retain legal counsel chosen by the Board member and/or officer, in which case the District shall have the right to:

Approve, in advance, any agreement for legal fees or disbursements; and

11.	Pay all or part of the legal fees, costs and other disbursements and to set a maximum for legal fees, costs and other disbursements; and

m.	Direct the defense and settle or compromise the action or claim; and

1v.		Reduce or offset any monies that may be payable by the District by any court costs or attorneys' fees awarded to the Board member or officer.

The benefits of the policy adopted in this Resolution shall not enlarge the rights that would have been available to any third-party plaintiff or claimant in the absence of this policy.

To the extent permitted by law, this policy shall inure to the benefit of the heirs, personal representatives and estate of the Board member and/or officer.

The District reserves the right to change, modify or withdraw this Resolution in its sole discretion, except as to actions, demand or other claims based on acts or omissions that occurred before the effective change, modification or withdrawal of this Resolution.

This Resolution shall be effective as of its adoption on the date listed below and shall apply to any acts or omissions occurring after that date.

Adopted this 26th  day of August, 2021.

ATTEST:	PRESTON	COVE	COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairman/Vice Chairman

S ECTION D

RESOLUTION 2021-08

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT APPROVING THE FILING OF THE NOTICE OF ESTABLISHMENT FOR THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT.

WHEREAS, the Preston Cove Community Development District (the "District")  is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated entirely within unincorporated Osceola County, Florida;

WHEREAS, the District was established by Osceola County, Florida, Ordinance No.
2021-54, adopted August 16, 2021 and effective August_, 2021; and

WHEREAS, the District is required to file a "Notice of Establishment" within the property records of Osceola County, Florida pursuant to Chapter 190.0485, Florida Statutes; and

WHEREAS, the District's Board of Supervisors (the "Board"), in accordance  with Florida Statutes, desire to approve the filing of such notice.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

1. District Counsel is authorized to sign and record a Notice of Establishment in substantially the form attached hereto as Exhibit A within the property records of the Osceola County, Florida.

PASSED AND ADOPTED THIS 26th DAY OF AUGUST, 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson/Vice-Chairperson

Exhibit "A": Notice of Establishment

THIS INSTRUMENT PREPARED BY AND RETURN TO:
Jan A. Carpenter, Esq.
Latham, Luna, Eden & Beaudine, LLP 20 I S.  Orange Ave, Suite 1400 Orlando, Florida 3280 I

ABOVE SPACE RESERVED FOR RECORDING PURPOSES ONLY

NOTICE OF ESTABLISHMENT OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

This Notice of Establishment of the Preston Cove Community Development District is recorded pursuant to the requirements of Section 190.0485, Florida Statutes. The Preston Cove Community Development District (the "District") was established pursuant to the City Council of the Osceola County by Ordinance Number 2021-54 of the Board of County Commissioners of Osceola County, Florida, adopted on August 16, 2021, Effective August _, 2021.
The legal description of external boundaries of the Preston Cove Community Development District, is attached hereto as Exhibit "A" and incorporated by reference herein.
THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT MAY IMPOSE AND LEVY TAXES OR ASSESSMENTS, OR BOTH TAXES AND ASSESSMENTS, ON THIS PROPERTY. THESE TAXES AND ASSESSMENTS PAY THE CONSTRUCTION, OPERATION AND MAINTENANCE COSTS OF CERTAIN PUBLIC FACILITIES AND SERVICES OF THE DISTRICT AND ARE SET ANNUALLY BY THE GOVERNING BOARD OF THE DISTRICT. THESE TAXES AND ASSESSMENTS ARE IN ADDITION TO COUNTY AND OTHER LOCAL GOVERNMENTAL TAXES AND ASSESSMENTS AND ALL OTHER TAXES AND ASSESSMENTS PROVIDED FOR BY LAW.
For infonnation about the District, you may look at the District's website, or contact the District's Manager, who is currently:
Preston Cove Community Development District
c/o Governmental Management Services - Central Florida, LLC 219 E. Livingston Street
Orlando, Florida 32801
Phone: 407.841.5524

NOTICE OF ESTABLISHMENT OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT, a Florida
community development district

By :	­
Print: - - - - - - - - - - - -
Title: - - - - - - - - - - - -

STATE OF FLORIDA COUNTY OF -   -	-	-	-	-	-
The foregoing instrument was acknowledged before me by means of LJ physical presence
or LJ  online notarization, this 		day of August, 2021 by	,
as Chairman of the Preston Cove Community Development District, on its behalf. Said person is [ ] personally known to me or [ ] has produced a valid driver's license as identification.

Notary Public; State of Florida
Print Name: - - - - - - - - -
My Commission Expires: _ _ _ _ _
My Commission No.: -	-	-	-	-	-

EXHIBIT "A"

Metes and Bounds legal description of the external boundaries of the Preston Cove Community Development District

S ECTION E

RESOLUTION 2021-09

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT ADOPTING THE ALTERNATIVE INVESTMENT GUIDELINES FOR INVESTING PUBLIC FUNDS IN EXCESS OF AMOUNTS NEEDED TO MEET CURRENT OPERATING EXPENSES, IN ACCORDANCE WITH SECTION 218.415(17), FLORIDA STATUTES, AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, the Preston Cove Community Development District (the "District") is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, and situated entirely within Osceola County, Florida; and

WHEREAS, the District's Board of Supervisors (the "Board") is required to adopt an investment policy in accordance with Section 218.415, Florida Statutes; and

WHEREAS, Board desires to adopt the alternative investment guidelines for the investment of public funds in excess of amounts needed to meet current operating expenses, in accordance with Section 218.415, Florida Statutes.

NOW THEREFORE BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. The District hereby adopts the alternative investment guidelines for the investment of public funds in excess of the amounts needed to meet current operating expenses, in accordance with Section 218.415(17), Florida Statutes. The District may invest in the following instruments and may divest itself of investments, at prevailing prices or rates:

The Local Government Surplus Trust Fund, or any intergovernmental investment pool authorized pursuant to the Florida Interlocal Cooperation Act, as provided in Section 163.01, Florida Statutes.
Securities and Exchange Commission registered money market funds with the highest credit quality rating from a nationally recognized rating agency.
Interest-bearing time deposits or savings accounts in qualified public depositories as defined in Section 280.02, Florida Statutes.
Direct obligations of the U.S. Treasury.

SECTION 2. Securities listed in paragraphs (c) and (d) shall be invested to provide sufficient liquidity to pay obligations as they come due.

SECTION 3. This Resolution shall take effect upon its passage and shall remain in effect unless rescinded or repealed.

PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST:		PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson, Board of Supervisors

S ECTION F

RESOLUTION 2021-10

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT AUTHORIZING THE DISTRICT MANAGER OR TREASURER TO EXECUTE THE PUBLIC DEPOSITORS REPORT; AUTHORIZING THE EXECUTION OF ANY OTHER FINANCIAL REPORTS AS REQUIRED BY LAW; PROVIDING FOR AN EFFECTIVE DATE

WHEREAS, the Board of Supervisors (the "Board") of the Preston Cove Community Development District (the "District") has established the positions of District Manager and Treasurer for the purposes of maintaining the financial records of the District; and

WHEREAS, the District desires to authorize District staff to execute the Public Depositor Report and all other financial reports required by law.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. The District Manager or Treasurer are hereby authorized, on behalf of the District, to execute the Public Depositor Report and to transmit same to the Treasurer of the State of Florida as required by Chapter 280, Florida Statutes, as amended, and any and all other financial reports required by any other rule, statute, law, ordinance or regulation.

SECTION 2.	This Resolution shall take effect immediately upon adoption.

PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

SecretaryIAssistant Secretary	Chairperson, Board of Supervisors

S ECTION G

RESOLUTION 2021-11

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT PROVIDING FOR THE PUBLIC'S OPPORTUNITY TO BE HEARD; DESIGNATING PUBLIC COMMENT PERIODS; DESIGNATING A PROCEDURE TO IDENTIFY INDIVIDUALS SEEKING TO BE HEARD; ADDRESSING PUBLIC DECORUM; ADDRESSING EXCEPTIONS; AND PROVIDING FOR SEVERABILITY AND AN EFFECTIVE DATE.

WHEREAS, the Preston Cove Community Development District (the "District") is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated entirely in Osceola County, Florida; and

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

WHEREAS, Section 286.0114, Florida Statutes, requires that members of the public be given a reasonable opportunity to be heard on a proposition before a board or commission; and

WHEREAS, Section 286.0114, Florida Statutes, sets forth guidelines for rules and policies that govern the public's opportunity to be heard at a public meeting; and

WHEREAS, the District's Board of Supervisors ("Board") finds that it is in the best interests of the District to adopt by resolution a policy ("Public Comment Policy") for immediate use and application.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1.   DESIGNATING  PUBLIC  COMMENT  PERIODS.    The District's  Chairperson, his or her designee, or such other person conducting a District meeting ("Presiding Officer"), shall ensure that there is at least one (1) period of time ("Public Comment Period") in the District's meeting agenda whereby the public has an opportunity to be heard on propositions before the Board, as follows:

An initial Public Comment Period shall be provided at the start of each Board meeting before consideration of any propositions by the Board. In the event there are propositions that come before the Board that are not listed on the agenda, the Presiding Officer shall announce a Public Comment Period on such proposition prior to the Board voting on the matter.

Speakers shall be permitted to address any agenda item during the initial Public Comment Period. Speakers shall be permitted to address any non-agenda matters of

1

personal or general concern during the Public Comment Period provided after the conclusion of the District's business items.

Individuals wishing to make a public comment are limited to three (3) minutes per person. Potential speakers may not assign his/her three (3) minutes to extend another speaker's time.

The Presiding Officer may extend or reduce the time periods set forth herein in order to facilitate orderly and efficient District business, provided however that a reasonable opportunity for public comment shall be provided consistent with the requirements of Section 286.0114, Florida Statutes. The Presiding Officer may also elect to set and announce additional Public Comment Periods if he or she deems it appropriate.

SECTION 2. DESIGNATING A PROCEDURE TO IDENTIFY INDIVIDUALS SEEKING TO BE
HEARD. Unless otherwise directed and declared by the Presiding Officer, individuals seeking to be heard on propositions before the Board shall identify themselves by a show of hands at the beginning of each Public Comment Period, as announced by the Presiding Officer. Alternatively, in the event that public attendance is high, and/or if otherwise in the best interests of the District in order to facilitate efficient and orderly District business, the Presiding Officer may require individuals to complete speaker cards that include the individual's name, address, the proposition on which they wish to be heard, the individual's position on the proposition (i.e., "for," "against," or "undecided"), and if appropriate, to indicate the designation of a representative to speak for the individual or the individual's group. In the event large groups of individuals desire to speak, the Presiding Officer may require each group to designate a representative to speak on behalf of such group. Any attorney hired to represent an individual or company's interests before the Board shall notify the Board of such representation prior to proving any public comment.

Sections 1 and 2 herein shall be deemed to apply only to District Board meetings, but the Presiding Officer of a District workshop in his or her discretion may elect to apply such Sections to District workshops.

SECTION 3. PUBLIC DECORUM. The  following  policies  govern  public  decorum  at public meetings and workshops:

Each person addressing the Board shall proceed to the place assigned for speaking, and should state his or her name and address in an audible tone of voice for the public record.

All remarks shall be addressed to the Board as a body and not to any member thereof or to any staff member. No person other than a Board Supervisor or District staff member shall be permitted to enter into any discussion with an individual speaker while he or she,has the floor, without the permission of the Presiding Officer.

Nothing herein shall be construed to prohibit the Presiding Officer from maintaining orderly conduct and proper decorum in a public meeting. Speakers shall refrain from disruptive behavior and from making vulgar or threatening remarks. Speakers

shall refrain from launching personal attacks against any Board Supervisor, District staff member, or member of the public. The Presiding Officer shall have the discretion to remove any speaker who disregards these policies from the meeting.

In the case that any person is declared out of order by the Presiding Officer and ordered expelled, and does not immediately leave the meeting facilities, the following steps may be taken:

1.	The Presiding Officer may declare a recess;
11.	The Presiding Officer may contact the local law enforcement authority; or
m. In case the person does not remove himself or herself from the meeting, the Presiding Officer may request that he or she be placed under arrest by local law enforcement authorities for violation of Section 871.01, Florida Statutes, or other applicable law.

SECTION 4. EXCEPTIONS. The Board recognizes and may apply all applicable exceptions to Section 286.0114, Florida Statutes, including those set forth in Section 286.0114(3), Florida Statutes, and other applicable law. Additionally, the Presiding Officer may alter the procedures set forth in this Public Comment Policy for public hearings and other special proceedings that may require a different procedure under Florida law.

SECTION 5. SEVERABILITY. If any provision of this Resolution is held to be illegal or invalid, the other provisions shall remain in full force and effect.

SECTION 6. EFFECTIVE DATE. This Resolution shall become effective upon its passage and shall remain in effect unless rescinded or repealed.

PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson, Board of Supervisors

S ECTION H

RESOLUTION 2021-12

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT	ADOPTING	A         POLICY	FOR REIMBURSEMENT OF DISTRICT TRAVEL EXPENSES; AND PROVIDING FOR SEVERABILITY AND AN EFFECTIVE DATE.
WHEREAS, the Preston Cove Community Development District (the "District") is a local unit of special purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated in Osceola County, Florida; and
WHEREAS, Chapter 190, Florida Statutes, authorizes the District to adopt resolutions as may be necessary for the conduct of district business; and
WHEREAS, Section 112.061, Florida Statutes, establishes standard travel reimbursement rates, procedures and limitations applicable to all public officers, employees and authorized persons whose travel is authorized and paid for by a public agency; and

WHEREAS, the District desires to adopt a Policy for Reimbursement of District Travel Expenses (the "Travel Reimbursement Policy") pursuant to the provisions of Section 112.061, Florida Statutes; and
WHEREAS, the Board finds that it is in the best interests of the District to adopt by resolution the Travel Reimbursement Policy for immediate use and application.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. The District hereby adopts the Travel Reimbursement Policy, attached hereto as Exhibit A.

SECTION 2. If any provision of this Resolution or the Travel Reimbursement Policy is held to be illegal or invalid, the other provisions shall remain in full force and effect.
SECTION 3. This Resolution shall become effective upon its passage and shall remain in effect unless rescinded or repealed.
PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairman, Board of Supervisors

EXIIlBIT A

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT POLICY FOR REIMBURSEMENT OF DISTRICT TRAVEL EXPENSES

GENERAL PROVISIONS.

The usual, ordinary, and incidental travel expenditures necessarily incurred by District board members, employees, consultants,  or advisors in the performance of their official duties shall be reimbursed by the Premium Pointe Community Development District (the "District").

Except as otherwise provided, prior authorization for travel is not required, but reimbursable expenses will be limited to those expenses incurred in the performance of official duties undertaken in connection with such public purposes as the District has been authorized by law to perform.

All claims submitted for reimbursement must be accompanied by a written statement that they are true and correct as to every material matter.

TRANSPORTATION.

All travel must be by a reasonably direct or usually traveled route. In the event a person travels by an indirect route for his/her own convenience, any additional cost shall be borne by the traveler and reimbursement for expenses shall be based on the usually traveled route.

Commercial travel shall be by the most economical method, tourist or coach class. First class rates will be paid only in the event that a statement is attached to the claim certifying that tourist or coach seating was unavailable.

When available without penalty for cancellation, travelers should take advantage of discount fares.

Transportation by common carrier when traveling on official business and paid for by the traveler shall be substantiated by a receipt.

Rental car expenses shall be substantiated by a copy of the rental agreement.

Whenever travel is by a privately-owned vehicle, the traveler shall be entitled to a mileage allowance at the fixed rate per mile as established by the Legislature in

Section 112.061, Florida Statutes. Should the State of Florida increase the mileage allowance specified in Section 112.061, Florida Statutes, the District shall, without further action, be permitted to reimburse travelers at the increased rate. As of July 2020, the mileage rate is 44.5 cents per mile.

All mileage shall be from point of origin to point of destination. When travel commences from a location other than the traveler's  official  headquarters, mileage shall be calculated on the basis of the distance from the headquarters city to the point of destination, unless the actual distance is shorter. Vicinity mileage necessary for conduct of official business is allowable, but must be identified as a separate item on the claim for reimbursement of expenses.

No traveler shall be allowed either mileage or transportation expense when he/she is gratuitously transported by another person, or when he/she is transported by another traveler who is entitled to mileage or transportation expense. However, a traveler on a private aircraft shall be reimbursed the actual amount charged and paid for his/her fare for such transportation up to the cost of a commercial airline ticket for the same flight if one is available, even though the owner or pilot of the aircraft is also entitled to transportation expense for the same flight.

INCIDENTAL EXPENSES.

Reasonable travel-related expenses for meals, lodging, gratuities, taxi fares, tolls, parking fees, and business-related telephone, telegraph, and facsimile charges shall also be reimbursed if substantiated by receipts.

Reimbursement for meals shall not exceed $6 for breakfast, $11 for lunch, and
$19 for dinner. Should the State of Florida increase the meal allowances specified in Section 112.061, Florida Statutes, the District shall, without further action, be permitted to reimburse travelers based on the increased limits.

Registration fees and other actual and necessary expenses for conventions, conferences and seminars which will serve a direct public purpose related to District activities will be considered reimbursable if persons attending such meetings receive prior approval. In the event room or meal expenses are included in the registration fee, reimbursement for these expenses will be reduced accordingly.

S ECTION I

RESOLUTION 2021-13

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT PROVIDING FOR THE APPOINTMENT OF A RECORDS MANAGEMENT LIAISON OFFICER; PROVIDING THE DUTIES OF THE RECORDS MANAGEMENT LIAISON OFFICER; ADOPTING A RECORDS RETENTION POLICY; AND PROVIDING FOR SEVERABILITY AND EFFECTIVE DATE.
WHEREAS, the Preston Cove Community Development District ("District") is a local unit of special purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated in Osceola County, Florida; and
WHEREAS, Chapter 190, Florida Statutes, authorizes the District to adopt rules to govern the administration of the District and to adopt resolutions as may be necessary for the conduct of district business; and
WHEREAS, Section 1.2(2) of the District's Proposed Rules of Procedure appoints the Secretary of the District as the District's records custodian; and
WHEREAS, Section 257.36(5), Florida Statutes, requires the District to establish and maintain an active and continuing program for the economical and efficient management of records and to provide for the appointment of a records management liaison officer ("Records Management Liaison Officer"); and

WHEREAS, the District desires for the Records Management Liaison Officer to be an employee of the District or an employee of the District Manager; and

WHEREAS, the District desires to authorize the District's records custodian to appoint a Records Management Liaison Officer, which may or may not be the District's records custodian; and

WHEREAS, the District desires to prescribe duties of the Records Management Liaison Officer and provide for the assignment of additional duties; and
WHEREAS, the District's Board of Supervisors ("Board") finds that it is in the best interests of the District to adopt by resolution a Records Retention Policy (the "Policy") for immediate use and application; and
WHEREAS, the District desires to provide for future amendment of the Records Retention Policy.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. The District hereby authorizes the District's records custodian to appoint a Records Management Liaison Officer and report such appointment to the appropriate State of Florida agencies. A Records Management Liaison Officer shall be an employee of the District or the District Manager. The Board, and the District's records custodian, shall each have the individual power to remove the Records Management Liaison Officer at any time for any reason. Immediately following the removal or resignation of a Records Management Liaison Officer, the District's records custodian shall appoint a replacement Records Management Liaison Officer.
SECTION 2. The duties of the Records Management Liaison Officer shall include the following:
serve as the District's contact with the Florida Department of State, State Library and Archives of Florida; and
coordinate the District's records inventory; and
maintain records retention and disposition forms; and
coordinate District records management training; and
develop records management procedures consistent with the below Records Retention Policy, as amended; and
participate in the development of the District's development of electronic record keeping systems; and
submit annual compliance statements; and
work with the Florida Department of State, State Library and Archives of Florida to establish individual retention schedules for the District, from time to time and as may be necessary; and
such other duties as may be assigned by the Board or the District's records custodian in the future.

SECTION 3. The District hereby adopts as its Records Retention Policy the applicable provisions of Section 257.36(5), Florida Statutes, the rules adopted by the Division of Library and Information Services of the Department of State ("Division") pursuant to Section 257.36, Florida Statutes, and the General Records Schedules established by the Division. However, the District hereby extends the minimum retention guidelines contained in the General Records Schedules so that the District will retain all public records relating to District business until the Board of Supervisors amends the Records Retention Policy to address the disposition of the same. To the extent the above statute, rules, or schedules are amended or supplemented in the future, the District's Records Retention Policy shall automatically incorporate such amendment or supplement provided that such automatic amendment does not permit the disposition of District records without further action of the Board. The Records Retention Policy shall remain in full force and effect until such time as the Board amends the Policy.
SECTION 4. If any provision of this Resolution is held to be illegal or invalid, the other provisions shall remain in full force and effect.

SECTION 5. This resolution shall become effective upon its passage and shall remain in effect unless rescinded or repealed.
[Continued on Following Page]

PASSED AND ADOPTED this 26th day of August, 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairman

S ECTION L ·

IG

Align the future. ReA/ign the past.

Customized ADA-Compliant Website Proposal
for:

Community Development District
August 12, 2021

Preston Cove

		
Website Design Overview
Project Background and Description
Preston Cove COD (the client) is seeking an ADA compliant website.

Project Scope
ReAlign Web Design (the company) will create and design a new website for the client. The website will aim to portray the COD in a professional image while serving several functions such as; district information center, document storage, Florida statute requirement fulfillment, and ADA compliance.

The website will have standard security including antivirus, firewall and SSL encryption. The website will be compliant with Section 508 of the Americans with Disabilities Act (ADA) and will maintain a conformance level of AA with the Web Content Accessibility Guidelines 2.0 (WCAG 2.0).

The project is considered finished when the client is satisfied with the implementation of the website provided, within reason. The company will provide an invoice upon completion and implementation of the website. Any further revisions beyond the finished website may be subject to a fee.

Deliverables
The company: One completed website, site content and images, website security, antivirus and firewall, SSL implementation, domain transfer (if necessary), DNS and hosting setup, ADA Section 508 compliance and WCAG 2.0 AA conformity.

The client: Payment upon completion and invoice receipt and any content required to complete the project within the scope of work including proprietary property.

Price - $1,750 Upon Completion
The company will bill $1,750 upon completion of the finished website and acceptance by the client.

High-Level Timeline/Schedule
The company will utilize best efforts to deliver the completed website within one month of an executed agreement and authority to proceed.	

R	ALIGN
WEB DESIGN
Project Scope

		Custom Website Design
Featuring a welcome page with public information, community features and documents.

YOUR COMMUNITY

Your Custom
Community Development District
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CDD Information	Formore lnlom,at!on ,-prdlna the COD,
please contKt Tha NanalffllOlll Sffllice:
This  Commu,,;ty  Oovolopment  Di>trid  is •  loaol. ,peciol  purpo,e  government entity
ouUIOrizfd by Chapwr 190 of the Florida Slalutes as amended, and a•atod by on1;,,,,,,,. of true City ol Davenport as an alternative mothod of planning. acquiric,g. opeming and malntolnlng <ornmunity-wide imprcwements  in plonned a>mmunities. A coo   prowides the
"solution" to Florida's ,_   to provide vatuabl• community inftastructure ted by	l2l""1Slrfft
w-owtti. ultimately without oven,urdening other goo,emments end their t.upaying residents.	-	Flondo 3282B
community De¥etopment Districts represent a major edvancement in Florida effort to	Tri:(407) 5SS-5S5S
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man.age Its growth eff«ti..ty and effldentfy. This allows • developer to establish higher
constnx:tion stondarm, meanwhile  providing a long-urm solUtion  to the operation and
main anceol lhea,mmunity's lad!

OISTRICT IHf"ORW.TtON	

Document Storage
Quickly search, find, and download community documents like budgets, notices, and more.

RESID£NT INFORMATION CONTACT ACCESSlllll.llY
Document Library	Commu-nity Calendar
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v  Guldolineund Policies v  ARCApplications FAQ V Electronic Notloe Forms	

R	ALIGN
WEB DESIGN
Demo Content - Everything is Customized

		Community Information
Display the current board, meeting notices, and other important information.

BOARD OF DIRECTORS
COD Board

TROVGRAV	JULY WOOD	NICO VULTURE	RICHY LACE
BOARD MEMBER	BOAl,0 MEMBER	BOARD MEMBER	BOARD  MEMBER
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Easy Contact
Custom contact options that notify the board and/or management company.

GET IN TOUCH	1 9
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Sesam Street 323b, 4010,
We're open Monday - Friday. 8 a.m. - 7:30 p.m
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WEB DESIGN

ADA Compliance Testing (Optional)
Testing Methodology
All tests are conducted in accordance with Section 508 of the Americans with Disabilities Act (ADA) and a conformance level of AA with the Web Content Accessibility Guidelines
(WCAG 2.0) and for both desktop and mobile versions of each website.

The automated tests incorporate the world's most comprehensive audit accessibility rule engine and remediation service which is continuously updated to reflect the latest WCAG and Section 508 requirements set forth by the US Government and regulatory bodies. Criteria includes usage of the following: Screen readers, screen magnifiers, speech to text software, keyboard only navigation, text and link adaptability, color contrast analyzers, and other automated scanning software.

Our four-point testing methodology:
Perceivable: Ensuring content and information are available for all users.
Operable: User interface and navigation must be operable and compatible with keyboard or mouse inclusive of those with various disabilities.
Understandable: User-friendly and easy to comprehend.
Structure: The website's coding provides an accessible end-user experience.

Upon satisfactorily completing the test for ADA compliance, we will provide the following:

ADA Website Compliance Seal
ADA Website Testing Report of Automated Audit

Price - $960 Annually
Includes quarterly (four annual) automated audit tests with a summary report for each test.

Failed audits can be retested at $325 per test. The fee includes a one-hour digital consultation to review the failed report. All issues identified are described and include appropriate remediation suggestions detailed with supporting documents such as screenshots of violations, html code snippets, and context to relevant ADA guidelines for immediate resolution and retesting.

R	ALIGN
WEB DESIGN

Indemnification: The Company warrants that all accessibility compliance seals warrant a passing grade from the UserWay accessibility testing widget at the time of testing according to the standards set forth by UserWay. The Company does not independently verify the accuracy of accessibility tests. The Client specifically recognizes and acknowledges that ADA Section 508 guidelines and WCAG 2.0 guidelines are constantly changing and that at the time of this Agreement there is no single definitive authority on digital accessibility standards. Upon acceptance of the completed  website,  the Client assumes title to the website along with all responsibility for maintaining ADA 508 and WCAG 2.0 conformity and compliance. At the moment of transfer of title of the website to the Client and thereafter in perpetuity, the Client shall indemnify, defend and hold Company and its owners, shareholders, officers, directors, partners, partnerships, affiliates, subsidiaries, divisions or employees, authorized agents, independent contractors and permitted assigns ("Company Indemnified Parties") harmless from and against any and all claims, suits, actions, demands, and proceedings of any kind ("Claims"), threatened, asserted or filed against Company or any and all Company Indemnified Parties by any third party, and any damages, losses, expenses, liabilities or costs of any kind (including but not limited to reasonable attorneys' fees, witness fees and court costs) which may be incurred in connection with such Claims (including those necessary to successfully establish the right to indemnification), regarding  non-compliance with any  ADA Section 508 guidelines and WCAG 2.0 guidelines or similar regulations and cannot be held liable  for any lawsuits arising therefrom.

S ECTION VI

S ECTION A

S ECTION 1

akerman

Akerman LLP
50  North Laura Street
Suite 3100
Jacksonville,  FL 32202-3646
Peter. L, Dame
August 18, 2021

Preston Cove Community Development District c/o Governmental Management Services - Central Florida, LLC
219 East Livingston Street Orlando, FL 3280 l
Attn: George S. Flint

Re:	Preston Cove Community Development District - Bond Counsel

Dear George:
Thank you for the opportunity to present this engagement letter to serve as bond counsel to Preston Cove Community Development District (the "District") in connection with the issuance by the District of special assessment revenue bonds. It is our understanding that the proposed bonds will be issued to fund public infrastructure and other public facilities to benefit the assessable lands in the District. It is our understanding that the bonds will be sold through a public offering with MBS Capital Markets, LLC, as the underwriter. The following is our proposal to serve as bond counsel to the District. This letter sets forth generally our understanding of what legal services we will perform and the basis for our compensation to provide such bond counsel services.

As Bond Counsel we agree to:

Attend as requested all meetings related to the issuance of the Bonds. Prepare appropriate resolutions authorizing the issuance of the Bonds.
Prepare the master and supplemental trust indenture, and other documents necessary, related or incidental to the issuance of the Bonds.

Assist general counsel to the District in the validation of the Bonds through appropriate judicial proceedings.

Prepare (or review when prepared by others) closing papers necessary in connection with the sale and issuance of the Bonds, including but not limited to, certified copies of all minutes, ordinances, resolutions and orders; certificates such as officer's seal, incumbency, signatures, no prior pledge, arbitrage and others; and verifications, consents and opinions from accountants, engineers, special consultants and attorneys.

Prepare and file the necessary forms with the Internal Revenue Service (Form 8038-G) and the Florida Division of Bond Finance.

Prepare and deliver a IO(b(5) opinion regarding certain sections of the offering document for the Bonds describing the Bonds (including the tax status of the interest thereon) and the security therefor.

akerman.com

Prepare and deliver at closing a standard, comprehensive approving legal opinion which will, among other things, contain opinions as to the validity and enforceability of the Bonds and the trust indenture, the security for the Bonds and the excludability from gross income of the interest on the Bonds for federal income tax purposes (subject to certain exceptions generally accepted in the industry). In rendering the tax opinion, we will provide general instructions for compliance with the federal rebate laws.

Supervise and coordinate the closing of the Bonds and render other legal services incidental or required in connection with the matters listed above.

We will negotiate with the District a fixed fee connection with each bond issue or other financing. As is customary in the bond practice area, such fees are generally contingent upon closing. For performing the above-described services for the initial series of Bonds our fee would be $45,000, inclusive of out of pocket costs. All such fees and costs would be payable in full at the time of delivery of such Bonds.

From time to time there may arise matters involving a conflict of interest, which could arise if there is a transaction or a lawsuit involving the District and one of Akerman's other clients. Conflicts will be handled as described on the attached addendum.

The District has the right to terminate our representation for any reason at any time and assign this agreement to another law firm. We reserve the same right to terminate upon giving reasonable notice. Among the reasons which might lead us to conclude that we should terminate our representation are (1) a failure to be forthright, cooperative or supportive of our effort; (2) the misrepresentation of, or failure or refusal to, disclose materials facts to us; (3) the failure or refusal to accept our advice; (4) the discovery of a conflict of interest with another client; or (5) any other reason permitted or required under the rules of professional conduct governing the legal profession. Upon any termination or our representation, we will submit a statement for services rendered and costs incurred to the date of termination, payable in full upon receipt. This statement will be based on the pro rata amount of work done by us to the point of termination to the total work required to be done to close the issue.

;;:::;;;

We believe that the above provisions outline in reasonable detail our agreement as to this representation. We sincerely appreciate the opportunity to submit this proposal.

Very truly yours,

ACCEPTED:
Preston Cove Community Development District

By: 	_

By:	Peter L. Dame, Partner

Title:_ _

_ _ _ _

_ _ _ _ _ _

ADDENDUM

The following terms and conditions are part of the representation letter agreement between Akerman LLP ("Akerman") and Preston Cove Community Development District ("District").

Conflicts of Interest

From time to time there may arise matters involving a conflict of interest, which could arise if there is a transaction or a lawsuit involving the District and one of Akerman's other clients. Conflicts will be handled as follows:

If there is no on-going representation being provided to the District, the District will not be deemed to be a client of Akerman and no conflicts will be deemed to have arisen. Thus, Akerman could represent  other clients  in regard to matters involving the District, provided, however, those matters do not relate to the matters on which Akerman has provided representation to the District.

Akerman may immediately terminate its representation of District. In the event of such termination, Akerman will be paid in full for services rendered to that date and, as a result of the termination of said representation, Akerman will be entitled to represent other parties in matters adverse to District, as if subparagraph (a) above was applicable; subject, however, to the condition that said matters do not involve the matters on which Akerman has provided representation to the District.

To the extent a conflict is a "direct conflict" (as defined below), Akerman will meet and discuss the nature of the conflict and see if the matter can be resolved. If the District is unwilling to waive the conflict, Akerman reserves the right under (b) above to terminate its representation of the District. Also, as set forth in subparagraph (a) above, if there is no on-going representation at that time, there will be no direct conflict. A "direct conflict" is a matter in which the District and another Akerman client are actively and directly involved with one another in an adverse way; for example, the District is being sued by another Akerman client seeking recovery of a money judgment. An example of an indirect conflict would be where the District holds a judgment against Company A and one of our lender/clients seeks to foreclose a mortgage which encumbers property owned by Company A. The District would be joined as a necessary party in the foreclosure  because it holds a subordinate judgment lien encumbering Company A's property. That would, as set forth in subparagraph (d) below, be an indirect or incidental conflict.

In regard to "indirect or incidental conflicts", the District hereby waives any such conflict, and Akerman would be entitled to represent the other client in such matters. Indirect or incidental conflicts would be those transactions which do not involve the District or in which the District no actual monetary relief is sought against District. As set forth in subparagraph (c) above, for example, _an incidental or indirect conflict would arise if Akerman represents a lender and in seeking to foreclose a mortgage, the District would be joined as a defendant because it has a second mortgage or a judgment against the owner of the property being foreclosed.

Consent to Representation of Law Firms.

Akerman represents other law firms in various matters. During the time we are representing

client, we may represent other law firms in matters unrelated to this matter, including the representations of other law firms that represent present or future parties in disputes or transactions adverse to District. Such representation by Akerman of other law firms could be viewed as creating a material limitation on Akerman's ability to represent District. (A material limitation arises if there is a significant risk that a lawyer's ability to consider, recommend, or carry out an appropriate course of action for a client will be materially limited as a result of the other responsibilities or interests of the lawyer or of other lawyers in the lawyer's firm).

When Akerman represents other law firms in matters unrelated to District's matter(s),we do not believe that such a significant risk exists in such situations. In addition, we do not believe that the exercise of Akerman's independent judgment as counsel to each party generally will be affected by our representation of District in its matter(s) and our representation of law firms in unrelated matters.

District acknowledges that we have disclosed the potential material limitation conflict of interest identified herein, and specifically consents to Akerman's representation of District and our representation oflaw firms in unrelated matters including law firms that represent present or future parties in disputes or transactions adverse to District. District waives any conflict of interest with respect to those representations.

Execution of this Letter Constitutes a Waiver

With respect to any conflict waivers, to the extent the District has agreed to waive any future conflict as set forth herein, the execution of this letter constitutes a waiver of that conflict. If requested by Akerman, the District will further execute a specific waiver letter.

AKERMANLLP
STANDARD TERMS AND CONDITIONS OF ENGAGEMENT

The following standard terms and conditions of engagement are incorporated in and made a part of the engagement letter for each matter for which Akerman LLP ("Akerman" or "Firm") is engaged to represent "Client," as defined in the engagement letter. In the event of any inconsistencies between the terms of the engagement letter and those of these standard terms and conditions of engagement, the terms of the engagement letter will control.

Additional Terms and Conditions Regarding Scope of Engagement. The scope of Akerman's engagement is set forth in the attached engagement letter, including these standard terms and conditions of engagement, and is limited to such description. Any changes or additions to the scope of Akerman's engagement, which we would be pleased to consider, must be agreed to and memorialized in writing prior to such change or addition taking effect. An attorney-client relationship between Akerman and the Client exists during the times when Akerman is actually performing work for the Client on a particular matter. This engagement letter creates a structure for establishing future engagements and attorney­ client relationships on an as-requested basis by the Client and subject to written confirmation of acceptance  by Akerman.  It does  not create an
<!,ttorney-client relationship absent an actual request by Client for representation in a particular matter and Akerman's written acceptance of representation in a particular matter. Akerman reserves the right to decline representation in a particular matter. Unless the description of the scope of Akerman's engagement in the engagement letter states otherwise, Akerman's engagement   does  not  include  responsibility for
(I) review of Client's insurance policies to determine the possibility of coverage for either the matter Akerman is handling or our fees and costs; (2) notification to Client's insurance carriers about the matter; (3) advice to Client about Client's disclosure obligations concerning the matter under state or federal securities or tax laws; (4) advice about tax issues that relate to the matter; or (5) other specialized areas of law unrelated  to the specific representation which the

Firm has undertaken. (Akerman has very capable attorneys in these areas who would be happy to discuss the terms under which they would undertake such representation). Akerman will not provide business, investment, or accounting advice regarding the matter and we will consider that you have independently obtained such advice or do not consider it necessary or relevant to the representation which we have undertaken. Legal services provided are solely for the benefit of Client unless Akerman and Client otherwise expressly agree in writing. In addition, Client may not assign its claims handled by Akerman without the express prior written agreement of Akerman.

Exclusion of Owners, Subsidiaries, Officers, Directors, Employees and Other Affiliates. Akerman's client for purposes of the Firm's representation is the Client as identified in the engagement letter for the matter, and not, unless expressly named in the engagement letter, any "Affiliates" of Client. Unless otherwise agreed in writing by Client and Akerman, Client agrees that Akerman's representation of Client in this matter does not give rise to a lawyer-client relationship between Akerman and any Affiliates of Client. Accordingly, unless otherwise agreed in writing by Client and Akerman, the Firm's representation of Client in this matter will not give rise to a conflict of interest in the event the Firm represents other clients adverse to a Client Affiliate in other matters. "Affiliates" of Client that are excluded from the meaning of Client include, but are not limited to (I) shareholders or constituent partners, members, or other equity stakeholders, (2) parent, sister, brother and subsidiary companies, (3) joint ventures, limited partnerships, general partnerships,  limited liability companies, or other unincorporated entities in which Client may have an ownership interest, (4) officers, (5) directors, (6) employees, or (7) any other party related by family relationship, management position or capacity, contractual, cross-ownership or  otherwise. Should you feel it necessary and appropriate to change the identified client or to include any of the foregoing within the definition of "Client"

for a particular matter, please do not hesitate to discuss the matter with us before signing the engagement letter. The Firm's objective in thls policy is to avoid situations where (1) true clients or parties in interest being represented by Akerman find themselves being sued or in an adverse position to another client of Akerman because our records did not properly identify the client, or (2) after undertaking our representation of you (or another client), and investing considerable time and dollars on your behalf, Akerman is forced to withdraw from a representation because of a conflict which could have been identified earlier with accurate client identification at the inception of our attorney­ client relationship.

Information/Client Responsibilities. Akerman will seek to keep Client informed of the status of matters. However, Client should feel free to contact us at any time with questions and comments.

Client agrees to provide Akerman with all information that Akerman believes is necessary or appropriate to fulfill our professional responsibilities, and cooperate with us in matters such as fact investigation, preparation of pleadings, discovery responses, and required court or decisional-bodyappearances. Client's responsibilities include the following: abiding by the engagement letter, paying bills on time, and keeping Akerman advised of Client's address, telephone number and whereabouts. Client further agrees that without Akerman's express prior written consent, Client will not use Akerman's name or the fact of its engagement in any form of advertising or solicitation of business.

Fees and Reimbursable Costs, along with applicable sales or other taxes, will be calculated and assessed for the representation of Client as follows:

Fees. Akerman will bill Client on a monthly basis unless otherwise specified in the engagement letter for a specific matter. Each bill will provide a detailed description and accounting of services rendered during the immediately preceding month. The "services rendered" will be broken

down into two separate components: (1) legal services provided by our attorneys,  paralegals and other professionals, and (2) reimbursable costs and expenses incurred by Akerman in connection with its representation of Client. With respect to legal services, Client will be billed on an hourly basis (unless otherwise specified in the engagement letter) at rates which will vary with the nature of the matter, as well as with the experience and skill of the attorney, paralegal or professional rendering the services. Please note that our regular hourly rates are typically adjusted annually and may be adjusted at other times during each year.

The time charges recorded by attorneys are not absolutes to which Akerman adheres without analysis of the time that has been spent. They serve as "benchmarks" which ordinarily are followed. Each month, before bills are submitted, a review is performed to assess the nature of the services performed for the client. In charging for our services, Akerman will consider all the factors outlined in the applicable ethical rules. These include the time and labor required, the novelty and difficulty of the legal issues, the skill required to properly perform the services, the experience, reputation, and ability of those performing the services, any time limitations imposed, the circumstances, the amount involved and the results obtained. In the event that a court or other decisional body (such as an arbitrator) awards attorney's fees in excess of our actual billings, or such is agreed in any settlement or related transaction, it is agreed that, in addition to the amount Client is obligated to pay, Akerman will be entitled to recover the amount of such excess from the opposing party. Additionally, Akerman retains the right to recover its fees from any recovery resulting from its services.

Under certain circumstances, the Client may be entitled to recover its attorney's fees and costs from an adverse party. Because fees and costs awards are totally unpredictable, the Client expressly agrees that it is the Client's obligation under this Agreement to pay all attorney's fees and costs due Akerman, without giving any effect to the recovery of any costs and attorney's fees from any adverse party. In the event Client has paid costs and attorney's fees which are

subsequently recovered from an adverse party, those amounts will be used first to pay all costs and fees due Akerman hereunder, with the balance then being paid to the Client. The amount of the court award of costs and attorney's fees, if any, does not set or limit the attorney's fees due Akerman in any way. The collection offees from the adverse party is an additional Akerman service, and the Client is expected to pay Akerman a further fee on the same basis as set forth in the Agreement for performing such service. In regard to any amounts which may be recovered for the Client, whether through litigation or otherwise, those amounts will be paid to the trust account of Akerman and will be used to pay all costs and attorney's fees due Akerman hereunder, with the balance then being paid to the Client.

Additionally, ifin response to Client's request or by requirement of lawful process Akerman testifies; gathers and/or produces documents; responds to document hold or production requests; or responds to any other requests in connection with possible, threatened or actual proceedings commenced by third parties that relate to Akerman's representation of Client, Client agrees to pay Akerman its reasonable fees and costs incurred.

Although Akerman will use its best efforts to represent Client effectively, Akerman cannot guarantee success and payment of our bills is not contingent upon the outcome of the matter or the results obtained. Please let Akerman know if there are ever any questions concerning our billing or the basis of our charges.

Reimbursable Costs and Expenses. The second component of "services rendered" shown on the bill will be a summary of costs and expenses by category which includes, but is not limited to, expenses such as filing fees, court reporter fees, witness fees, deposition transcripts, court costs, expert charges, audit response letters, long distance	telephone,	postage, photocopy/scan/print charges, facsimile charges, secretarial and word processing overtime, video conferencing, overnight or special delivery services, research services (such as Westlaw and LEXIS), travel, lodging, meals, and costs related

to the collection and imaging of records. Such expenses will be itemized on Akerman's statements. Certain cost bills may  be forwarded to Client for payment directly to the vendor. Due to delays in Akerman's receipt of bills for costs and expenses from third party vendors, Akerman's billing of Client may be delayed. In addition, if substantial costs are to be advanced in connection with the matter, it is Akerman's practice to obtain a retainer to cover such costs or to have them billed directly to Client for payment. Billing for certain cost items may include a surcharge. Others are billed at the amounts actually charged to Akerman.

Employment of Additional Professionals. If Akerman deems it necessary to employ additional professionals with specialized skills and, after consultation with the Client, the Client deems it appropriate to do so, additional professionals may be employed by Akerman. In such event, where appropriate and subject to Client approval, Akem1an will employ such professionals in the name of the Client. Notwithstanding the form of employment of the professional and regardless of whether the professional's invoice is addressed to Akerman or to the Client, Client is obligated to pay the fees of the professional in full, upon the rendering of a statement. Akerman reserves the right to request and obtain an additional retainer to defray the fees and expenses of professionals employed in connection with Client's matter. All fees and expenses of professionals shall be subject to the security provisions, interest provisions and other applicable provisions of this engagement letter.

Advice about Possible Outcomes. From time to time, either at the outset or during the course of our representation, we may express opinions or beliefs concerning the matter or various courses of action and the results that might be anticipated. Any such statement made by any lawyer of the Firm is an expression of opinion only, based on information available to us at the time, and should not be construed as a promise or guarantee.

Right to Separate Counsel.  Client acknowledges having had the opportunity to seek the advice of separate counsel with respect to this engagement letter.

Electronic Communications. The use of electronic communications ("EC") (such as email) can be an efficient means of communication, and Akerman often uses it to communicate with clients. Some clients also use instant messaging as a means of communication. However, these electronic communications  can be delayed or blocked (such as by anti-spam software) or otherwise not transmitted. Client must not assume that an email or instant message sent to Akerman was actually opened and read unless Client receives a non-automated reply message indicating that Akerman has read Client's message. Akerman may send documents or other information that is covered by the attorney-client or work product privileges using external EC. Client understands that EC is not an absolutely secure method of communication. Client's execution of the engagement letter will serve to acknowledge and accept the risk and authorize Akerman to use EC means to communicate with Client or others necessary to effectively represent the Client. If there  are certain documents with respect to which the Client wishes to maintain  absolute confidentiality, the Client must advise Akerman in writing not to send them via EC, and Akerman will comply with Client's request.

Trust account. Under applicable law, interest on attorneys' trust accounts for clients may be payable to a state fund for legal services to the indigent, unless clients specifically elect separate trust accounts. If Client desires Client's deposit to be placed in a trust account with interest payable to Client, please so advise. Client will reimburse Akerman for the costs of such account, and Akerman will provide Client with an Advance Deposit Form where Akerman will need Client's taxpayer identification number on the signed W- 9 Form. Akerman' s trust accounts are held in approved financial institutions, and bear interest at the bank's rates for this type of account. The bank, however, is subject to change at Akerman's discretion.

Payment; Security for Payment. Unless otherwise specifically agreed in the engagement letter, Akerman expects payment from Client upon receipt of the bill. Prompt and full payment for Akerman's services is vital to Akerman's

ability to efficiently provide legal services to all clients. By executing the engagement letter, Client agrees to pay Akerman's invoice upon receipt of the bill, unless otherwise specified in the letter. A failure to question or object to any charges within thirty (30) days after receipt of a statement will constitute Client's agreement to tliI e statement as presented. Akerman reserves the right, in appropriate cases, to request security, including a retainer deposit, for fees and expenses. Security for fees and expenses and the determination of what will constitute acceptable collateral or who will personally guaranty payment, will be made by Akerman after consultation with the Client. In addition, applicable law may provide attorneys with liens upon materials coming into their possession to secure the payment of their fees. This retaining lien, as well as appropriate charging liens, may be asserted by Akerman in appropriate circumstances. In the event of any proceedings to enforce the provisions of this engagement letter, or otherwise between Akerman and the Client, the prevailing party shall be entitled to recover its reasonable attorneys' fees and court expenses from the other party.

Interest on Overdue Accounts. Client understands and agrees that if payment is not made within thirty (30) days of the bill date, an interest charge may be added to the outstanding balance in accordance with the laws of the state that governs this agreement. Akerman also reserves the right to discontinue services if Akerman's bills are not paid in a timely manner, and to seek payment for all past services rendered.

Term of Engagement. The effective date of Akerman's agreement to provide services is the date on which we first performed services. The date at the beginning of the engagement letter is for reference only. Either Akerman or Client may terminate the engagement at any time for any reason by written notice, subject, on Akerman's part, to applicable rules of professional  conduct. If Client so requests, Akerman will suggest possible successor counsel. If permission for withdrawal is required by a court, we will promptly apply for such perm1ss10n, in accordance with local court rules, and Client

agrees to engage successor counsel to represent Client.

Termination. Absent express notice of termination, Akennan's representation of Client will conclude with respect to any particular matter for which Akerman has been engaged upon completion of Akerman's work on such matter. The Firm's  attorney-client  relationship for such matter will tenninate at such time. Such termination or withdrawal will not relieve Client of its obligation to pay for services rendered through the termination or withdrawal date, including work in progress and incomplete at the time of termination or withdrawal, and for all expenses incurred on behalf of Client through the termination or withdrawal date.

Post-Engagement Matters. Client has engaged Akennan to provide legal services in connection with a specific matter as described in the engagement letter. After completion of the matter, changes may occur in the applicable laws or regulations that could have an impact on the Client's future rights and liabilities. Unless Client engages Akerman to provide additional advice on issues arising from the matter, Akerman has no continuing obligation to advise Client with respect to future developments.

Firm Marketing. Akennan reserves the right to publish the name of Client in legal directories, as well as in Akennan's brochures, web site, deal lists and other marketing materials, which may describe the types of services Akerman provides and the transactions and litigations that Akerman has handled. Akerman also may provide the name, address and telephone number of Client to prospective clients for use as a reference for Akerman. Any such disclosures are subject in all cases to Akennan's obligation to maintain the confidences of Akerman's clients. Client should advise us in writing if it desires that Akerman not publish any information about it in any legal directory, brochure, web site or other marketing materials, and/or that Akerman not provide Client's name, address or telephone number to prospective clients.

Internal Review. In the course of our representation of Client, it may be necessary for

Akerman lawyers to analyze or address their professional duties or responsibilities or those of Akerman, and to consult with Akerman's General Counsel or other lawyers in doing so. To the extent Akerman is addressing its duties, obligations or responsibilities to Client in those consultations, it is possible that a conflict of interest might be deemed to exist as between Akerman and Client. As a condition of this engagement, Client consents to such consultations occurring and waives any conflict of interest that might be deemed to arise out of any such consultations and any resulting communications. Client further agrees that these consultations and any resulting communications are protected from disclosure to Client and others by Akerman's attorney-client privilege. Of course, nothing in the foregoing shall diminish or otherwise affect Akerman's obligation to keep Client informed of material developments in Akerman's representation of Client, including any conclusions arising out of such consultations to the extent that they affect Client's interests.

Responses to Audit Letters. If Client engages an accountant to audit Client's financial statements, it is likely the accountant will request, during the audit, that Akerman provide a written description of all pending or threatened claims for lawsuits to which Akerman has given substantive attention on Client's behalf. This request is typically a standardized letter provided by the accountant which Client is requested to send to Akerman. Akerman will typically charge Client for providing the response to the audit letter. Client agrees to pay such costs related to the response to the audit letter.

Conclusion of Representation and Disposition of Client Files. Akerman is not obligated to keep files/records related to a matter  after that matter is finished unless required to do so by operation of law. Upon conclusion of Client's representation, subject to the payment provisions of applicable rules of professional conduct, Akerman will return to Client the  Client's original papers, hard copy/electronic documents and/or other property that Client provided to the Firm during the engagement. Client agrees to accept the return of such documents and/or property. If Client so requests, Akerman will also

provide to Client, at Client's expense, copies or originals of Client's file. Akerman and Client agree that lawyer work product (for example, drafts, notes, internal memoranda, work files, etc.) are the property of Akerman. Akerman reserves the right to make, at Client's expense, copies of all other documents generated or received by Akerman in the course of Akerman's representation of Client. All such documents retained by Akerman, including client files (including any original documents and/or property that we attempted unsuccessfully to return to you) and Akerman files, will be transferred to the person responsible for administering our records retention program. For various reasons, including the minimization of unnecessary storage expenses, Akerman reserves the right to destroy or otherwise dispose of any documents or other materials retained by us thirty
(30) days after providing notice of intention to destroy them (unless Client requests those materials within thirty (30) days of notification) or after ten years from the date the matter is completed.

Consent to Representation of Law Firms. Akerman represents other law firms in various matters. During the time we are representing Client, we may represent other law firms in matters unrelated to this matter, including the representation of other law firms that represent present or future parties in disputes or transactions adverse to Client. When Akerman represents other law firms in matters unrelated to Client's matter(s), we do not believe that such representations create a material limitation on Akerman's representation of the Client. (A· material limitation arises if there is a significant risk that a lawyer's ability to consider, recommend, or carry out an appropriate course of action for a client will be materially limited as a result of the other responsibilities or interests of

the lawyer or of other lawyers in the lawyer's firm).

When Akerman represents other law firms in matters unrelated to Client's matter(s), we do not believe that such a significant risk exists in such situations. In addition, we do not believe that the exercise of Akerman's independent judgment as counsel to each party generally will be affected by our representation of Client in its matter(s) and our representation of law firms in unrelated matters.

Client acknowledges that we have disclosed the potential material limitation conflict of interest identified herein, and specifically consents to Akerman's representation of Client and our representation of law firms in unrelated matters including law firms that represent present or future parties in disputes or transactions adverse to Client. Client waives any conflict of interest with respect to those representations.

Modification in Writing Only;  Severability. No change to the engagement letter shall be effective unless and until confirmed in writing and signed by the Firm and Client making express reference to the engagement letter. The engagement letter, including these terms and conditions of engagement, embodies the whole agreement of the parties. There are no promises, terms, conditions or obligations other than those contained herein, and the engagement letter shall supersede all previous communications, representations, or other agreements, either oral or written, between the Firm and Client for the engagement. If any provision of the engagement letter is held in whole or in part to be unenforceable for any reason, the remainder of that provision and of the entire engagement letter will be severable and remain in effect.

akerman

Akerman LLP
50  North Laura Street
Suite 3100
Jacksonville, FL 32202-3646
Peter. L, Dame

August 18, 2021

Preston Cove Community Development District c/o Governmental Management Services - Central Florida, LLC
219 East Livingston Street Orlando, FL 32801
Attn: George S. Flint

Re:	Preston Cove Community Development District - Bond Counsel

Dear George:
Thank you for the opportunity to present this engagement letter to serve as bond counsel to Preston Cove Community Development District (the "District'') in connection with the issuance by the District of special assessment revenue bonds. It is our understanding that the proposed bonds will be issued to fund public infrastructure and other public facilities to benefit the assessable lands in the District. It is our understanding that the bonds will be sold through a public offering with MBS Capital Markets, LLC, as the underwriter. The following is our proposal to serve as bond counsel to the District. This letter sets forth generally our understanding of what legal services we will perform and the basis for our compensation to provide such bond counsel services.

As Bond Counsel we agree to:

Attend as requested all meetings related to the issuance of the Bonds. Prepare appropriate resolutions authorizing the issuance of the Bonds.
Prepare the master and supplemental trust indenture, and other documents necessary, related or incidental to the issuance of the Bonds.

Assist general counsel to the District in the validation of the Bonds through appropriate judicial proceedings.

Prepare (or review when prepared by others) closing papers necessary in connection with the sale and issuance of the Bonds, including but not limited to, certified copies of all minutes, ordinances, resolutions and orders; certificates such as officer's seal, incumbency, signatures, no prior pledge, arbitrage and others; and verifications, consents and opinions from accountants, engineers, special consultants and attorneys.

Prepare and file the necessary forms with the Internal Revenue Service (Form 8038-G) and the Florida Division of Bond Finance.

Prepare and deliver a 10(b(5) opinion regarding certain sections of the offering document for the Bonds describing the Bonds (including the tax status of the interest thereon) and the security therefor.

akerman.com

Prepare and deliver at closing a standard, comprehensive approving legal opinion which will, among other things, contain opinions as to the validity and enforceability of the Bonds and the trust indenture, the security for the Bonds and the excludability from gross income of the interest on the Bonds for federal income tax purposes (subject to certain exceptions generally accepted in the industry). In rendering the tax opinion, we will provide general instructions for compliance with the federal rebate laws.

Supervise and coordinate the closing of the Bonds and render other legal services incidental or required in connection with the matters listed above.

We will negotiate with the District a fixed fee connection with each bond issue or other financing. As is customary in the bond practice area, such fees are generally contingent upon closing. For performing the above-described services for the initial series of Bonds our fee would be $45,000, inclusive of out of pocket costs. All such fees and costs would be payable in full at the time of delivery of such Bonds.

From time to time there may arise matters involving a conflict of interest, which could arise ifthere is a transaction or a lawsuit involving the District and one of Akerman's other clients. Conflicts will be handled as described on the attached addendum.

The District has the right to terminate our representation for any reason at any time and assign this agreement to another law firm. We reserve the same right to terminate upon giving reasonable notice. Among the reasons which might lead us to conclude that we should terminate our representation are (1) a failure to be forthright, cooperative or supportive of our effort; (2) the misrepresentation of, or failure or refusal to, disclose materials facts to us; (3) the failure or refusal to accept our advice; (4) the discovery of a conflict of interest with another client; or (5) any other reason permitted or required under the rules of professional conduct governing the legal profession. Upon any termination or our representation, we will submit a statement for services rendered and costs incurred to the date of termination, payable in full upon receipt. This statement will be based on the pro rata amount of work done by us to the point of termination to the total work required to be done to close the issue.

We believe that the above provisions outline in reasonable detail our agreement as to this representation. We sincerely appreciate the opportunity to submit this proposal.

Very truly yours,
!}CU
By: Peter L. Dame, Partner
ACCEPTED:
Preston Cove Community Development District

By:,_    _    _  _
Title:,_  _   _  _

_    _    _   _
_   _   _   _  _

_ _ _
_ _ _ _

ADDENDUM

The following terms and conditions are part of the representation letter agreement between Akerman LLP ("Akerman") and Preston Cove Community Development District ("District").

Conflicts of Interest

From time to time there may arise matters involving a conflict of interest, which could arise ifthere is a transaction or a lawsuit involving the District and one of Akerman's other clients. Conflicts will be handled as follows:

If there is no on-going representation being provided to the District, the District will not be deemed to be a client of Akerman and no conflicts will be deemed to have arisen. Thus, Akerman could represent other clients in regard to matters  involving the District, provided, however, those matters do not relate to the matters on which Akerman has provided representation to the District.

Akerman may immediately terminate its representation of District. In the event of such termination, Akerman will be paid in full for services rendered to that date and, as a result of the termination of said representation, Akerman will be entitled to represent other parties in matters adverse to District, as if subparagraph (a) above was applicable; subject, however, to the condition that said matters do not involve the matters on which Akerman has provided representation to the District.

To the extent a conflict is a "direct conflict" (as defined below), Akerman will meet and discuss the nature of the conflict and see if the matter can be resolved. If the District is unwilling to waive the conflict, Akerman reserves the right under (b) above to terminate its representation of the District. Also, as set forth in subparagraph (a) above, if there is no on-going representation at that time, there will be no direct conflict. A "direct conflict" is a matter in which the District and another Akerman client are actively and directly involved with one another in an adverse way; for example, the District is being sued by another Akerman client seeking recovery of a money judgment. An example of an indirect conflict would be where the District holds a judgment against Company A and one of our lender/clients seeks to foreclose a mortgage which encumbers property owned by Company A. The District would be joined  as a necessary party in the foreclosure  because it holds a subordinate judgment lien encumbering Company A's property.  That would, as set forth in subparagraph (d) below, be an indirect or incidental conflict.

In regard to "indirect or incidental conflicts", the District hereby waives any such conflict, and Akerman would be entitled to represent the other client in such matters. Indirect or incidental conflicts would be those transactions which do not involve  the District or in which the District no actual monetary relief is sought against District. As set forth in subparagraph (c) above, for example, an incidental or indirect conflict would arise if Akerman represents a lender and in seeking to foreclose a mortgage, the  District would be joined as a defendant because it has a second mortgage or a judgment against the owner of the property being foreclosed.

Consent to Representation of Law Firms.

Akerman represents other law firms in various matters. During the time we are representing

client, we may represent other law firms in matters unrelated to this matter, including the representations of other law firms that represent present or future parties in disputes or transactions adverse to District. Such representation by Akerman of other law firms could be viewed as creating a material limitation on Akerman's ability to represent District. (A material limitation arises if there is a significant risk that a lawyer's ability to consider, recommend, or carry out an appropriate course of action for a client will be materially limited as a result of the other responsibilities or interests of the lawyer or of other lawyers in the lawyer's firm).

When Akerman represents other law firms in matters unrelated to District's matter(s),we do not believe that such a significant risk exists in such situations. In addition, we do not believe that the exercise of Akerman's independent judgment as counsel to each party generally will be affected by our representation of District in its matter(s) and our representation oflaw firms in unrelated matters.

District acknowledges that we have disclosed the potential material limitation conflict of interest identified herein, and specifically consents to Akerman's representation of District and our representation of law firms in unrelated matters including law firms that represent present or future parties in disputes or transactions adverse to District. District waives any conflict of interest with respect to those representations.

Execution of this Letter Constitutes a Waiver

With respect to any conflict waivers, to the extent the District has agreed to waive any future conflict as set forth herein, the execution of this letter constitutes a waiver of that conflict. If requested by Akerman, the District will further execute a specific waiver letter.

AKERMANLLP
STANDARD TERMS AND CONDITIONS OF ENGAGEMENT

The following standard terms and conditions of engagement are incorporated in and made a part of the engagement letter for each matter for which Akerman LLP ("Akerman" or "Firm") is engaged to represent "Client," as defined in the engagement letter. In the event of any inconsistencies between the terms of the engagement letter and those of these standard terms and conditions of engagement, the terms of the engagement letter will control.

Additional Terms and Conditions Regarding Scope of Engagement. The scope of Akerman's engagement is set forth in the attached engagement letter, including these standard terms and conditions of engagement, and is limited to such description. Any changes or additions to the scope of Akerman's engagement, which we would be pleased to consider, must be agreed to and memorialized in writing prior to such change or addition taking effect. An attorney-client relationship between Akerman and the Client exists during the times when Akerman is actually performing work for the Client on a particular matter. This engagement letter creates a structure for establishing future engagements and attorney­ client relationships on an as-requested basis by the Client and subject to written confirmation of acceptance by Akerman. It does not create an attorney-client relationship absent an actual request by Client for representation in a particular matter and Akerman's written acceptance of representation in a particular matter. Akerman reserves the right to decline representation in a particular matter. Unless the description of the scope of Akerman's engagement in the engagement letter states otherwise, Akerman's engagement   does  not  include  responsibility for
(1) review of Client's insurance policies to determine the possibility of coverage for either the matter Akerman is handling or our fees and costs; (2) notification to Client's insurance carriers about the matter; (3) advice to Client about Client's disclosure obligations concerning the matter under state or federal securities or tax laws; (4) advice about tax issues that relate to the matter; or (5) other specialized areas of law unrelated to the specific representation which the

Firm has undertaken. (Akerman has very capable attorneys in these areas who would be happy to discuss the terms under which they would undertake such representation). Akerman will not provide business, investment, or accounting advice regarding the matter and we will consider that you have independently obtained such advice or do not consider it necessary or relevant to the representation which we have undertaken. Legal services provided are solely for the benefit of Client unless Akerman and Client otherwise expressly agree in writing. In addition, Client may not assign its claims handled by Akerman without the express prior written agreement of Akerman.

Exclusion of Owners, Subsidiaries, Officers, Directors, Employees and Other Affiliates. Akerman's client for purposes of the Firm's representation is the Client as identified in the engagement letter for the matter, and not, unless expressly named in the engagement letter, any "Affiliates" of Client. Unless otherwise agreed in writing by Client and Akerman, Client agrees that Akerman's representation of Client in this matter does not give rise to a lawyer-client relationship between Akerman and any Affiliates of Client. Accordingly, unless otherwise agreed in writing by Client and Akerman, the Firm's representation of Client in this matter will not give rise to a conflict of interest in the event the Firm represents other clients adverse to a Client Affiliate in other matters. "Affiliates" of Client that are excluded from the meaning of Client include, but are not limited to (1) shareholders or constituent partners, members, or other equity stakeholders, (2) parent, sister, brother and subsidiary companies, (3) joint ventures, limited partnerships, general partnerships, limited liability companies, or other unincorporated entities in which Client may have an ownership interest, (4) officers, (5) directors, (6) employees, or (7) any other party related by family relationship, management position or capacity, contractual, cross-ownership or otherwise. Should you feel it necessary and appropriate to change the identified client or to include any of the foregoing within the definition of "Client"

for a particular matter, please do not hesitate to discuss the matter with us before signing the engagement letter. The Finn's objective in this policy is to avoid situations where (1) true clients or parties in interest being represented by Akerman find themselves being sued or in an adverse position to another client of Akerman because our records did not properly identify the client, or (2) after undertaking our representation of you (or another client), and investing considerable time and dollars on your behalf, Akerman is forced to withdraw from a representation because of a conflict which could have been identified earlier with accurate client identification at the inception of our attorney­ client relationship.

Information/Client Responsibilities. Akerman will seek to keep Client informed of the status of matters. However, Client should feel free to contact us at any time with questions and comments.

Client agrees to provide Akerman with all information that Akerman believes  is necessary or appropriate to fulfill our professional responsibilities, and cooperate with us in matters such as fact investigation, preparation of pleadings, discovery responses, and required court or decisional-bodyappearances . Client's responsibilities include the following: abiding by the engagement letter, paying bills on time, and keeping Akerman advised of Client's address, telephone number and whereabouts.  Client further agrees that without Akennan's express prior written consent, Client will not use Akerman's name or the fact of its engagement in any form of advertising or solicitation  of business.

Fees and Reimbursable Costs, along with applicable sales or other taxes, will be calculated and assessed for the representation of Client as follows:

Fees. Akerman will bill Client on a monthly basis unless otherwise specified in the engagement letter for a specific matter. Each bill will provide a detailed description and accounting of services rendered during the immediately preceding month. The "services rendered" will be broken

down into two separate components: (1) legal services provided by our attorneys,  paralegals and other professionals, and (2) reimbursable costs and expenses incurred by Akerman in connection with its representation of Client. With respect to legal services, Client will be billed on an hourly basis (unless otherwise specified in the engagement letter) at rates which will vary with the nature of the matter, as well as with the experience and skill of the attorney, paralegal or professional rendering the services. Please note that our regular hourly rates are typically adjusted annually and may be adjusted at other times during each year.

The time charges recorded by attorneys are not absolutes to which Akerman adheres without analysis of the time that has been spent. They serve as "benchmarks" which ordinarily are followed. Each month, before bills are submitted, a review is performed to assess the nature of the services performed for the client. In charging for our services, Akerman will consider all  the factors outlined in the applicable ethical rules. These include the time and labor required, the novelty and difficulty of the legal issues, the skill required to properly perform the services, the experience, reputation, and ability of those performing the services, any time limitations imposed, the circumstances, the amount involved and the results obtained. In the event that a court or other decisional body (such as an arbitrator) awards attorney's fees in excess of our actual billings, or such is agreed in any settlement or related transaction, it is agreed that, in addition to the amount Client is obligated to pay, Akerman will be entitled to recover the amount of such excess from the opposing party. Additionally, Akerman retains the right to recover its fees from any recovery resulting from its services.

Under certain circumstances, the Client may be entitled to recover its attorney's fees and costs from an adverse party. Because fees and costs awards are totally unpredictable, the Client expressly agrees that it is the Client's obligation under this Agreement to pay all attorney's fees and costs due Akerman, without giving any effect to the recovery of any costs and attorney's fees from any adverse party. In the event Client has paid costs and attorney's fees which are

subsequently recovered from an adverse party, those amounts will be used first to pay all costs and fees due Akerman hereunder, with the balance then being paid to the Client. The amount of the court award of costs and attorney's fees, if any, does not set or limit the attorney's fees due Akerman in any way. The collection of fees from the adverse party is an additional Akerman service, and the Client is expected to pay Akerman a further fee on the same basis as set forth in the Agreement for performing such service. In regard to any amounts which may be recovered for the Client, whether through litigation or otherwise, those amounts will be paid to the trust account of Akerman and will be used to pay all costs and attorney's fees due Akerman hereunder, with the balance then being paid to the Client.

Additionally, ifin response to Client's request or by requirement of lawful process Akerman testifies; gathers and/or produces documents; responds to document hold or production requests; or responds to any other requests in connection with possible, threatened or actual proceedings commenced by third parties that relate to Akerman's representation of Client, Client agrees to pay Akerman its reasonable fees and costs incurred.

Although Akerman will use its best efforts to represent Client effectively, Akerman cannot guarantee success and payment of our bills is not contingent upon the outcome of the matter or the results obtained. Please let Akerman know if there are ever any questions concerning our billing or the basis of our charges.

Reimbursable Costs and Expenses. The second component of "services rendered" shown on the bill will be a summary of costs and expenses by category which includes, but is not limited to, expenses such as filing fees, court reporter fees, witness fees, deposition transcripts, court costs, expert charges, audit response letters, long distance	telephone,	postage, photocopy/scan/print charges, facsimile charges, secretarial and word processing overtime, video conferencing, overnight or special delivery services, research services (such as Westlaw and LEXIS), travel, lodging, meals, and costs related

to the collection and imaging of records. Such expenses will be itemized on Akerman's statements. Certain cost bills may  be forwarded to Client for payment directly to the vendor. Due to delays in Akerman's receipt of bills for costs and expenses from third party vendors, Akerman's billing of Client may be delayed. In addition, if substantial costs are to be advanced in connection with the matter, it is Akerman's practice to obtain a retainer to cover such costs or to have them billed directly to Client for payment. Billing for certain cost items may include a surcharge. Others are billed at the amounts actually charged to Akerman.

Employment of Additional Professionals. If Akerman deems it necessary to employ additional professionals with specialized skills and, after consultation with the Client, the Client deems it appropriate to do so, additional professionals may be employed by Akerman. In such event, where appropriate and subject to Client approval, Akerman will employ such professionals in the name of the Client. Notwithstanding the form of employment of the professional and regardless of whether the professional's invoice is addressed to Akerman or to the Client, Client is obligated to pay the fees of the professional in full, upon the rendering of a statement. Akerman reserves the right to request and obtain an additional retainer to defray the fees and expenses of professionals employed in connection with Client's matter. All fees and expenses of professionals shall be subject to the security provisions, interest provisions and other applicable provisions of this engagement letter.

Advice about Possible Outcomes. From time to time, either at the outset or during the course of our representation, we may express opinions or beliefs concerning the matter or various courses of action and the results that might be anticipated. Any such statement made by any lawyer of the Firm is an expression of opinion only, based on information available to us at the time, and should not be construed as a promise or guarantee.

Right to Separate Counsel.  Client acknowledges having had the opportunity to seek the advice of separate counsel with respect to this engagement letter.

Electronic Communications. The use of electronic communications ("EC") (such  as email) can be an efficient means of communication, and Akerman often uses it to communicate with clients. Some clients also use instant messaging as a means of communication. However, these electronic communications  can be delayed or blocked (such as by anti-spam software) or otherwise not transmitted. Client must not assume that an email or instant message sent to Akerman was actually opened and read unless Client receives a non-automated reply message indicating that Akerman has read Client's message. Akerman may send documents or other information that is covered by the attorney-client or work product privileges using external EC. Client understands that EC is not an absolutely secure method of communication. Client's execution of the engagement letter will serve to acknowledge and accept the risk and authorize Akerman to use EC means to communicate with Client or others necessary to effectively represent the Client. If there  are certain documents with respect to which the Client wishes to maintain  absolute confidentiality, the Client must advise Akerman in writing not to send them via EC, and Akerman will comply with Client's request.

Trust account. Under applicable law, interest on attorneys' trust accounts for clients may be payable to a state fund for legal services to the indigent, unless clients specifically elect separate trust accounts. If Client desires Client's deposit to be placed in a trust account with interest payable to Client, please so advise. Client will reimburse Akerman for the costs of such account, and Akerman will provide Client with an Advance Deposit Form where Akerman will need Client's taxpayer identification number on the signed W-
9 Form. Akerman's trust accounts are held in approved financial institutions, and bear interest at the bank's rates for this type of account. The bank, however, is subject to change at Akerman's discretion.

Payment; Security for Payment. Unless otherwise specifically agreed in the engagement letter, Akerman expects payment from Client upon receipt of the bill. Prompt and full payment for Akerman's services is vital to Akerman's

ability to efficiently provide legal services to all clients. By executing the engagement letter, Client agrees to pay Akerman's invoice upon receipt of the bill, unless otherwise specified in the letter. A failure to question or object to any charges within thirty (30) days after receipt of a statement will constitute Client's agreement to the statement as presented. Akerman reserves the right, in appropriate cases, to request security, including a retainer deposit, for fees and expenses. Security for fees and expenses and the determination of what will constitute acceptable collateral or who will personally guaranty payment, will be made by Akerman after consultation with the Client. In addition, applicable law may provide attorneys with liens upon materials coming into their possession to secure the payment of their fees. This retaining lien, as well as appropriate charging liens, may be asserted by Akerman in appropriate circumstances. In the event of any proceedings to enforce the provisions of this engagement letter, or otherwise between Akerman and the Client, the prevailing party shall be entitled to recover its reasonable attorneys' fees and court expenses from the other party.

Interest on Overdue Accounts. Client understands and agrees that if payment is not made within thirty (30) days of the bill date, an interest charge may be added to the outstanding balance in accordance with the laws of the state that governs this agreement. Akerman also reserves the right to discontinue services if Akerman's bills are not paid in a timely manner, and to seek payment for all past services rendered.

Term of Engagement. The effective date of Akerman's agreement to provide services is the date on which we first performed services. The date at the beginning of the engagement letter is for reference only. Either Akerman or Client may terminate the engagement at any time for any reason by written notice, subject, on Akerman's part, to applicable rules of professional  conduct. If Client so requests, Akerman will suggest possible successor counsel. If permission for withdrawal is required by a court, we will promptly apply for such perm1ss1on, in accordance with local court rules, and Client

agrees to engage successor counsel to represent Client.

Termination. Absent express notice of termination, Akerman's representation of Client will conclude with respect to any  particular matter for which Akerman has been engaged upon completion of Akerman's work on such matter. The Firm's  attorney-client  relationship for such matter will terminate at such time. Such termination or withdrawal will not relieve Client of its obligation to pay ·for services rendered through the termination or withdrawal date, including work in progress and incomplete at the time of termination or withdrawal, and for all expenses incurred on behalf of Client through the termination or withdrawal date.

Post-Engagement Matters. Client has engaged Akerman to provide legal services in connection with a specific matter as described in the engagement letter. After completion of the matter, changes may occur in the applicable laws or regulations that could have an impact on the Client's future rights and liabilities. Unless Client engages Akerman to provide additional advice on issues arising from the matter, Akerman has no continuing obligation to advise Client with respect to future developments.

Firm Marketing. Akerman reserves the right to publish the name of Client in legal directories, as well as in Akerman's brochures, web site, deal lists and other marketing materials, which may describe the types of services Akerman provides and the transactions and litigations that Akerman has handled. Akerman also may provide the name, address and telephone number of Client to prospective clients for use as a reference for Akerman. Any such disclosures are subject in all cases to Akerman's obligation to maintain the confidences of Akerman's clients. Client should advise us in writing if it desires that Akerman not publish any information about it in any legal directory, brochure, web site or other marketing materials, and/or that Akerman not provide Client's name, address or telephone number to prospective clients.

Internal Review. In the course of our representation of Client, it may be necessary for

Akerman lawyers to analyze or address their professional duties or responsibilities or those of Akerman, and to consult with Akerman' s General Counsel or other lawyers in doing so. To the extent Akerman is addressing its duties, obligations or responsibilities to Client in those consultations, it is possible that a conflict of interest might be deemed to exist as between Akerman and Client. As a condition of this engagement, Client consents to such consultations occurring and waives any conflict of interest that might be deemed to arise out of any such consultations and any resulting communications. Client further agrees that these consultations and any resulting communications are protected from disclosure to Client and others by Akerman's attorney-client privilege. Of course, nothing in the foregoing shall diminish or otherwise affect Akerman's obligation to keep Client informed of material developments in Akerman's representation of Client, including any conclusions arising out of such consultations to the extent that they affect Client's interests.

Responses to Audit Letters. If Client engages an accountant to audit Client's financial statements, it is likely the accountant will request, during the audit, that Akerman provide a written description of all pending or threatened claims for lawsuits to which Akerman has given substantive attention on Client's behalf. This request is typically a standardized letter provided by the accountant which Client is requested to send to Akerman. Akerman will typically charge Client for providing the response to the audit letter. Client agrees to pay such costs related to the response to the audit letter.

Conclusion of Representation and Disposition of Client Files. Akerman is not obligated to keep files/records related to a matter after that  matter is finished unless required to do so by operation of law. Upon conclusion of Client's representation, subject to the payment provisions of applicable rules of professional conduct, Akerman will return to Client the  Client's original papers, hard copy/electronic documents and/or other property that Client provided to the Firm during the engagement. Client agrees to accept the return of such documents and/or property. If Client so requests, Akerman will also

provide to Client, at Client's expense, copies or originals of Client's file. Akerman and Client agree that lawyer work product (for example, drafts, notes, internal memoranda, work files, etc.) are the property of Akerman. Akerman reserves the right to make, at Client's expense, copies of all other documents generated or received by Akerman in the course of Akerman's representation of Client. All such documents retained by Akerman, including client files (including any original documents and/or property that we attempted unsuccessfully to return to you) and Akerman files, will be transferred to the person responsible for administering our records retention program. For various reasons, including the minimization of unnecessary storage expenses, Akerman reserves the right to destroy or otherwise dispose of any documents or other materials retained by us thirty
(30) days after providing notice of intention to destroy them (unless Client requests those materials within thirty (30) days of notification) or after ten years from the date the matter is completed.

Consent to Representation of Law Firms. Akerman represents other law firms in various matters. During the time we are representing Client, we may represent other law firms in matters unrelated to this matter, including the representation of other law firms that represent present or future parties in disputes or transactions adverse to Client. When Akerman represents other law firms in matters unrelated to Client's matter(s), we do not believe that such representations create a material limitation on Akerman's representation of the Client. (A material limitation arises if there is a significant risk that a lawyer's ability to consider, recommend, or carry out an appropriate course of action for a client will be materially limited as a result of the other responsibilities or interests of

the lawyer or of other lawyers in the lawyer's firm).

When Akerman represents other law firms in matters unrelated to Client's matter(s), we do not believe that such a significant risk exists in such situations. In addition, we do not believe that the exercise of Akerman's independent judgment as counsel to each party generally will be affected by our representation of Client in its matter(s) and our representation of law firms in unrelated matters.

Client acknowledges that we have disclosed the potential material limitation conflict of interest identified herein, and specifically consents to Akerman's representation of Client and our representation of law firms in unrelated matters including law firms that represent present or future parties in disputes or transactions adverse to Client. Client waives any conflict of interest with respect to those representations.

Modification in Writing Only;  Severability. No change to the engagement letter shall be effective unless and until confirmed in writing and signed by the Firm and Client making express reference to the engagement letter. The engagement letter, including these terms and conditions of engagement, embodies the whole agreement of the parties. There are no promises, terms, conditions or obligations other than those contained herein, and the engagement letter shall supersede all previous communications, representations, or other agreements, either oral or written, between the Firm and Client for the engagement. If any provision of the engagement letter is held in whole or in part to be unenforceable for any reason, the remainder of that provision and of the entire engagement letter will be severable and remain in effect.

S ECTION 2

This  item will be provided	under separa te cover

S ECTION 3

MBS	CAPITAL MARKETS, LLC
AGREEMENT FOR UNDERWRITING SERVICES PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

August 26,2021

Board of Supervisors
Preston Cove Community Development District

Dear Supervisors:

MBS Capital Markets, LLC (the "Underwriter") offers to enter into this agreement (the "Agreement") with the Preston Cove Community Development District (the "District") which, upon your acceptance of this offer, will be binding upon the District and the Underwriter. The District is proposing to issue one or more series of bonds (the "Bonds") including its Series 2021 Bonds (if the Bonds are issued in a subsequent year, then such year designation) to acquire and/or construct the initial phase of public infrastructure for the District that may include, without limitation, roads, water, sewer and storm water management improvements. This Agreement will cover the engagement for the Series 2021 Bonds and will be supplemented for future bond issuances.

Scope of Services: The scope of services to be provided in a non-fiduciary capacity by the Underwriter for this transaction will include those listed below.

Advice regarding the structure, timing, terms, and other similar matters concerning the particular of municipal securities described above.
Preparation of rating strategies and presentations related to the issue being underwritten.
Preparations for and assistance with investor "road shows," if any, and investor discussions related to the issue being underwritten.
Advice regarding retail order periods and institutional marketing if the District decides to engage in a negotiated sale.
Assistance in the preparation of the Preliminary Official Statement, if any, and the Final Official Statement.
Assistance with the closing of the issue, including negotiation and discussion with respect to all documents, certificates, and opinions needed for the closing.

Member: FINRA/SIPC

3414 W. Bay to Bay Blvd., Suite 300, Tampa, FL 33629 PHONE:813.281.2700

152 LINCOLN AVENUE WINTER PARK, FLORIDA 32789
PHONE: 40 7.622.0130

1005 BRADFORD WAY
KINGSTON, TENNESSEE 37763
PHONE: 865.717.0303

MBS	CAPITAL MARKETS, LLC
Page 12

Coordination with respect to obtaining CUSIP numbers and the registration with the Depository Trust Company.
Preparation of post-sale reports for the issue, if any.
Structuring	of   refunding	escrow	cash	flow   requirements,	but	not the recommendation of and brokerage of particular municipal escrow investments.

Fees: The Underwriter will be responsible for its own out-of-pocket expenses other than the fees and disbursements of underwriter's or disclosure counsel which fees shall be paid from the proceeds of the Bonds. Any fees payable to the Underwriter will be contingent upon the successful sale and delivery or placement of the Bonds. The underwriting fee for the sale or placement of the Bonds will be 2% of the par amount of Bonds issued.

Termination: Both the District and the Underwriter will have the right to terminate this Agreement without cause upon 90 days written notice to the non-terminating party.

Purchase Contract: At or before such time as the District gives its final authorization for the Bonds, the Underwriter and its counsel will deliver to the District a purchase or placement contract (the "Purchase Contract") detailing the terms of the Bonds.

Notice of Meetings: The District shall provide timely notice to the Underwriter for all regular and special meetings of the District. The District will provide, in writing, to the Underwriter, at least one week prior to any meeting, except in the case of an emergency meeting for which the notice time shall be the same as that required by law for the meeting itself, of matters and items for which it desires the Underwriter's input.

Disclosures Concerning the Underwriter's Role Required by MSRB Rule G-17. The Municipal Securities Rulemaking Board's Rule G-17 requires underwriters to make certain disclosures to issuers in connection with the issuance of municipal securities. Those disclosures are attached hereto as "Exhibit A." By execution of this Agreement, you are acknowledging receipt of the same.

MBS	CAPITAL MARKETS, LLC

Page 1 3

This Agreement shall be effective upon your acceptance hereof and shall remain effective until such time as the Agreement has been terminated in accordance with Section 3 hereof.

We are required to seek your acknowledgement that you have received the disclosures referenced herein and attached hereto as Exhibit A. By execution of this agreement, you are acknowledging receipt of the same.

Sincerely,
MBS Capital Markets, LLC

Brett Sealy
Managing Partner

Approved and Accepted By:	 	  Title:	 	
Date:	 	

MBS	CAPITAL MARKETS, LLC

Page 14

EXHIBIT A

Disclosures Concerning the Underwriter's Role

MSRB Rule G-17 requires an underwriter to deal fairly at all times with both municipal issuers and investors.

The underwriter's primary role is to purchase the Bonds with a view to distribution in an arm's­ length commercial transaction with the Issuer. The underwriters has financial and other interests that differ from those of the District.

	Unlike a municipal advisor, the underwriter does not have a fiduciary duty to the District under the federal securities laws and are, therefore, is required by federal law to act in the best interests of the District without regard to their own fiJ?-ancial or other interests.

The underwriter has a duty to purchase the Bonds from the Issuer at a fair and reasonable price but must balance that duty with their duty to sell the Bonds to investors at prices that are fair and reasonable.

The underwriter will review the official statement for the Bonds in accordance with, and as part of, its respective responsibilities to investors under the federal securities laws, as applied to the facts and circumstances of this transaction.

Disclosure Concerning the Underwriter's Compensation

The underwriter will be compensated by a fee and/or an underwriting discount that will be set forth in the bond purchase agreement to be negotiated and entered into in connection with the issuance of the Bonds. Payment or receipt of the underwriting fee or discount will be contingent on the closing of the transaction and the amount of the fee or discount may be based, in whole or in part, on a percentage of the principal amount of the Bonds. While this form of compensation is customary  in the municipal securities market, it presents a conflict of interest since the underwriter may have an incentive to recommend to the District a transaction that is unnecessary or to recommend that the size of the transaction be larger than is necessary.

Conflicts of Interest

The Underwriter has not identified any additional potential or actual material conflicts that require disclosure including those listed below.

MBS	CAPITAL MARKETS, LLC

Page 15

Payments to or from Third Parties. There are no undisclosed payments, values, or credits to be received by the Underwriter in connection with its underwriting of this new issue from parties other than the District, and there are no undisclosed payments to be made by the Underwriter in connection with this new issue to parties other than the District (in either case including payments, values, or credits that relate directly or indirectly to collateral transactions integrally related to the issue being underwritten). In addition, there are no third-party arrangements for the marketing of the District's securities.

Profit-Sharing with Investors. There are no arrangements between the Underwriter and an investor purchasing new issue securities from the Underwriter (including purchases that are contingent upon the delivery by the District to the Underwriter of the securities) according to which profits realized from the resale by such investor of the securities are directly or indirectly split or otherwise shared with the Underwriter.

Credit Default Swaps. There will be no issuance or purchase by the Underwriter of credit default swaps for which the reference is the District for which the Underwriter is serving as underwriter, or an obligation of that District.

Retail Order Periods. For new issues in which there is a retail order period, the Underwriter will honor such agreement to provide the retail order period. No allocation of securities in a manner that is inconsistent with a District's requirements will be made without the District's consent. In addition, when the Underwriter has agreed to underwrite a transaction with a retail order period, it will take reasonable measures to ensure that retail clients are bona fide.

Dealer Payments to District Personnel. Reimbursements, if any, made to personnel  of the District  will be made in compliance with MSRB Rule G-20, on gifts, gratuities, and non-cash compensation, and Rule G-17, in connection with certain payments made to, and expenses reimbursed for, District personnel during the municipal bond issuance process.

Disclosures Concerning Complex Municipal Securities Financing

Since the Underwriter has not recommended a "complex municipal securities financing" to the Issuer, additional disclosures regarding the financing structure for the Bonds are not required under MSRB Rule G-17.

S ECTION 5

......■ -I	I      -       I      I \  _	I -     -      .-	....    iii•	i      .  !L.... ...	I  -	'.:       I	-	..I: I     :
----	-	-.;A i'-J	.......	-	,:

[m]bank.

--	-     -  =-  -=-	-	-	-	-=-=-	-= -	-	-	:
'

US.	Bank National Association Global Corporate Trust
225 E. Robinson Street, Suite 250
Orlando, Florida 32801

August 11, 2021

Governmental Management Services-Central Florida, LLC Attn: George Flint
219 East Livingston St. Orlando, FL 32801

Re: Proposal to serve as Trustee, Paying Agent and Registrar for Preston Cove Community Development District

Dear George,

On behalf of U.S. Bank National Association, we are pleased to submit our fees to serve as Trustee, Paying Agent & Registrar for the Preston Cove Community Development District.

Recognized as a premier global provider of corporate trust services, U.S. Bank Global Corporate Trust provides expert trust services to both corporate and municipal  clients. We have established a solid position as a responsive specialist that promises and delivers premium performance and service over the life of your bond programs• coupled with a steadfast commitment to integrity.

U.S. Bank has made a long-term commitment to remain in the corporate trust business and to expand its services through acquisitions and establishing new offices in key areas. We have southeast regional corporate trust offices in Orlando, Fort Lauderdale, Miami and Jacksonville, Florida, to meet the needs of the bank's growing line of business in this area. The following are just a few of the many advantages that make  U.S. Bank Global Corporate Trust Services an excellent choice for corporate trust services:

Trust officers with extensive experience in working with all parties of the financing team.
Local presence through to ensure responsiveness for you and the bondholders.

We appreciate your business and look forward to this opportunity to serve as your trustee as well as any future banking or corporate trust needs.

Should you have any questions, please do not hesitate to call me at (407)835-3805.

Best regards,

Stacey L. Johnson	\ Vice President

Relationship Manager I Southeast Region

[!!3bank.
Fee Schedule -Preston Cove Community Development District

Acceptance Fee	$1,975.00 One Time, Per Series, Payable in Advance Covers review of documents, participation in document conferences, establishing records/accounts, authentication/delivery of bonds, receipt of funds, establishment of procedures and ticklers necessary to perform our duties and monitor the various terms and covenants in the financing documents.

Annual Administration Fee	$3,750.00 Per Series, Payable in Advance
$2,750 Per Series, if any, issued at closing

Maintenance of records in connection with the control of the bonds outstanding; review and compliance of document provisions; receive, pay out and control the movement of funds; pay periodic interest and principal; and prepare periodic accountings and reports. Bond Registrar and Paying Agent services are included. Standard Trustee disclosure information is provided in our services.

Trustee Counsel Fees
Any additional ongoing legal fees and expenses would be billed at cost.

Not to exceed $6,000

Investment Administration	*$500 Per Contract
The investment fee includes the activities associated with establishing the account, manual processing of transactions, reconciliation of balances, wiring of funds, etc. Payable at time of initial investment and annually in advance. *Does not include U.S. Bank investment products.

Out of Pocket Expenses
Includes, but are not limited to, travel expenses to attend closing.

Billed at Cost

Incidental Expenses	7.75% of Annual Admin. Fee
Incidental expenses, such as wires, postage, copies, mailings, courier expenses, etc.

Extraordinary Expenses/ Other Services	Billed at Cost Extraordinary services are responses to requests, inquiries or developments, or the carrying out of duties or responsibilities of an unusual nature, including termination, which may or may not be provided for in the governing documents, are not routine or undertaken in the ordinary course of business. Payment of fees for extraordinary services is appropriate where particular requests, inquiries or developments are unexpected, even if the possibility of such things could have been foreseen at the inception of the transaction. This would include but is not limited to document amendments and substitutions, mandatory tenders, optional redemptions, UCC filings, investment agreements, outside held money market funds, default administration, travel expense (if any outside the city), etc. A reasonable charge will be assessed and collected by the trustee based on the nature of the extraordinary service. At our option, these charges will be billed at a flat fee or at our hourly rate then in effect.

* The quoted fee does not include services as Disclosure/Dissemination Agent pursuant to Securities & Exchange commission Rule
J 5cl 2-12, as amended U.S. Bank will discuss this service with the Obligor if applicable pursuant to the terms of the bond issue.

Account approval is subject to review and qualification. Fees are subject to change at our discretion and upon written notice. Fees paid in advance will not be prorated. The fees set forth above and any subsequent modifications thereof are part of your agreement. Finalization of the transaction constitutes agreement to the above fee schedule, including agreement to any subsequent changes upon proper written notice. In the event your transaction is not finalized, any related out-of-pocket expenses will be billed to the client directly. Absent your written instructions to sweep or otherwise invest, all sums in your account will remain uninvested and no accrued interest or other compensation will be credited to the account. Payment of fees constitutes acceptance of the terms and conditions set forth.
To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account. For a nonindividual person such as a business entity, a charity, a trust or other legal entity, we ask for documentation to verify its formation and existence as a legal entity. We may also ask to see financial statements, licenses, identification and authorization documents from individuals claiming authority to represent the entity or other relevant documentation.

U.S. Bank Global Corporate Trust	Preston Cove CDD

S ECTION 8

BOND FINANCING TEAM FUNDING AGREEMENT

This Bond Financing Team Funding Agreement (the "Agreement") is made and entered into this 26th day of August, 2021, by and between:

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT, a local unit of special­ purpose government established pursuant to Chapter 190, Florida Statutes, being situated in Osceola County, Florida with a mailing address of 219 E. Livingston Street, Orlando, Florida 32801 (the "District"), and

ELEVATION PRESTON COVE, LLP, a Florida limited liability company, the primary developer of certain lands within the boundaries of the District, whose address is 121 South Orange Avenue, Suite 1250, Orlando, Florida 32801 (the "Developer"; and together with the District, the "Parties").

RECITALS

WHEREAS,  the District was established by Ordinance 		adopted by the Board of
County  Commissioners  of Osceola County, Florida, effective as of	, for the
purpose of planning, financing, constructing, operating and/or maintaining certain infrastructure; and

WHEREAS, the District presently expects to access the public bond market  to provide for the financing of certain capital improvements, facilities, and services to benefit the lands within the District; and

WHEREAS, the District and the Developer desire to enter into this  Agreement  to provide funds to enable the District to commence its financing program.

NOW, THEREFORE, based upon good and valuable consideration and the mutual covenants of the parties, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

SECTION 1. PROVISION OF FUNDS. Developer agrees to make available to the District such monies as are necessary to proceed with the issuance of bonds or other  indebtedness to fund the District's improvements, facilities and services.

Developer agrees to provide to the District any such monies upon receipt of an invoice from the District requesting such funds. Such funds, and all future funds provided pursuant to this Agreement, may be supplied by check, cash, wire transfer or other form of payment deemed satisfactory in the sole discretion of the District as determined by the District Manager. The District agrees to authorize District staff, including the District Engineer, District Manager, and District Counsel to proceed with the work contemplated by this Agreement, and to retain a Bond Counsel and Financial Advisor and other professional assistance as may be necessary to proceed with the work contemplated by this Agreement.

Developer and the District agree that all fees, costs or other expenses incurred by the District for the services of the District's Engineer, Counsel, Financial Advisor or other professionals, for the work contemplated by this Agreement shall be paid solely from the funds provided by Developer pursuant to this Agreement. Such payments shall be made in accordance with the District's normal invoice and payment procedures. The District agrees that any funds provided by Developer pursuant to this Agreement shall be used solely for fees, costs, and expenses arising from or related to the work contemplated by this Agreement.

The District agrees to provide to Developer, on a monthly basis, copies of all invoices, requisitions, or other bills for which payment is to be made from the funds provided by Developer. The District agrees to provide to Developer, monthly, a statement from  the District Manager showing funds on deposit prior to payment, payments made, and funds remaining on deposit with the District.

Developer agrees to provide funds within fifteen (15) days of receipt of written notification from the District Manager of the need for such funds.

In the event that Developer fails to provide any such funds pursuant to this Agreement, Developer and the District agree the work may be halted until such time as sufficient funds are provided by Developer to ensure payment of the costs, fees or expenses which may be incurred in the performance of such work.

SECTION 2. TERMINATION. Developer and District agree that Developer may terminate this Agreement without cause by providing ten (10) days written notice of termination to the District. Any such termination by Developer is contingent upon Developer's provision of sufficient funds to cover any and all fees, costs or expenses incurred by the District in connection with the work to be performed under this Agreement as of the date by when notice of termination is received. Developer and the District agree that the District may terminate this Agreement due to a failure of Developer to provide funds in accordance with Section 1 of this Agreement, by providing ten (10) days written notice of termination to Developer; provided, however, that the Developer shall be provided a reasonable opportunity to cure any such failure.

SECTION 3. CAPITALIZATION. The parties agree that all funds provided by Developer pursuant to this Agreement may be reimbursable from proceeds of District financing for capital improvements, and that within forty-five (45) days of receipt of the proceeds by the District of bonds or notes for the District's capital projects, the District  shall  reimburse Developer in full, exclusive of interest, for these advances; provided, however, that in the event Bond Counsel determines that any such monies are not properly reimbursable, such funds shall be deemed paid in lieu of taxes or assessments. In the event that District bonds are not issued within five (5) years of the date of this Agreement, all funds provided by Developer pursuant to this Agreement shall be deemed paid in lieu of taxes or assessments.

SECTION 4. DEFAULT. A default by either party  under this Agreement  shall entitle the other to all remedies available at law or in equity, which may include, but not be limited to, the right of damages, injunctive relief and/or specific performance.

SECTION 5. ENFORCEMENT OF AGREEMENT. In the event that either party is required to enforce this Agreement by court proceedings or otherwise, then the substantially prevailing party shall be entitled to recover all fees and costs incurred, including reasonable attorney's fees, paralegal fees and expert witness fees and costs for trial, alternative dispute resolution, or appellate proceedings.

SECTION 6. AGREEMENT. This instrument shall constitute the final and complete expression of this Agreement between the parties relating to the subject matter of this Agreement.

SECTION 7. AMENDMENTS. Amendments to and waivers of  the provisions contained in this Agreement may be made only by an instrument in writing which is executed by both of the parties hereto.

SECTION 8. AUTHORIZATION. The execution of this Agreement has been duly authorized by the appropriate body or official of all parties hereto, each party has complied with all the requirements of law, and each party has full power and authority to comply with the terms and provisions of this instrument.

SECTION 9. NOTICES. All notices, requests, consents and other communications hereunder ("Notices") shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, or overnight delivery service, to the parties, as follows:

If to District:

With a copy to:

If to Developer:

Preston Cove Community Development District 219 E. Livingston Street
Orlando, Florida 32801 Attn: District Manager

Jan Carpenter, District Counsel Latham, Luna, Eden & Beaudine, LLP 210 S. Orange Ave, Suite 1400
Orlando, Florida 32801

Elevation Preston Cove, LLP
121 S. Orange Avenue, Suite 1250
Orlando, Florida 32801 Attn: - - - - - - - -

Except as otherwise provided herein, any Notice shall be deemed received only upon actual delivery at the address set forth herein. Notices delivered after 5:00 p.m. (at the place  of delivery) or on a non-business day, shall be deemed received on the next business day. If any time for giving Notice contained in this Agreement would otherwise expire on a non-business day, the Notice period shall be extended to the next succeeding business  day.  Saturdays, Sundays and legal holidays recognized by the United States government shall not be regarded as business days. Counsel for the parties may deliver Notice on behalf of the parties. Any party or other person to whom Notices are to be sent or copied may notify the other parties and  addressees of any change in name or address to which Notices shall be sent by providing the same on five (5) days written notice to the parties and addressees set forth herein.

SECTION 10. THIRD PARTY BENEFICIARIES. This Agreement is solely for the benefit of the parties herein and no right or cause of action shall accrue upon or by reason hereof, to or for the benefit of any third party not a party hereto. Nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or corporation other than the parties hereto any right, remedy or claim under or by reason of this Agreement or any provisions or conditions hereof; and all of the provisions, representations, covenants and conditions herein contained shall inure to the sole benefit of and shall be binding upon the parties hereto and their respective representatives, successors and assigns.

SECTION 11. ASSIGNMENT. Neither party may assign this Agreement  or  any monies to become due hereunder without the prior written approval of the other party.

SECTION 12. CONTROLLING LAW; VENUE. This Agreement and the provisions contained herein shall be construed, interpreted and controlled according to the laws of the State of Florida. Venue shall be in Osceola County, Florida.

SECTION 13. EFFECTIVE DATE. The Agreement shall be effective after execution by both parties hereto and shall remain in effect unless terminated by either of the parties hereto.

SECTION 14. PUBLIC RECORDS. Developer understands and agrees that all documents of any kind provided to the District or to District Staff in connection with the work contemplated under this Agreement are public records and are treated as such in accordance with Florida law.

[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

)

IN WITNESS WHEREOF, the parties execute this Agreement to be effective the day and year first written above.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairman, Board of Supervisors

ELEVATION PRESTON COVE, LLP, a
Florida limited liability company
WITNESSES:

Print Name: - - - - - - - - - - -	By:- - - - - - - - - - - - -
Its:- - - - - - - - - - - - -

Print Name: -	-	-	-	-	-	-	-	-	-	-

S ECTION VII

S ECTION A

RESOLUTION 2021-14

A RESOLUTION OF PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT AUTHORIZING THE ISSUANCE OF NOT EXCEEDING $ 		PRINCIPAL AMOUNT	PRESTON	COVE	COMMUNITY DEVELOPMENT DISTRICT SPECIAL ASSESSMENT REVENUE BONDS IN ONE OR MORE SERIES, FOR THE PURPOSE OF FINANCING THE CONSTRUCTION AND/OR ACQUISITION BY THE DISTRICT OF THE PUBLIC IMPROVEMENTS AND COMMUNITY FACILITIES PERMITTED BY THE PROVISIONS OF CHAPTER 190, FLORIDA STATUTES AND THE ORDINANCE ESTABLISHING THE DISTRICT; APPROVING A FORM OF A MASTER TRUST INDENTURE; APPROVING AND APPOINTING A TRUSTEE; AUTHORIZING THE COMMENCEMENT OF VALIDATION PROCEEDINGS RELATING TO THE FOREGOING BONDS; AUTHORIZING AND APPROVING OTHER MATTERS RELATING TO THE FOREGOING BONDS; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, pursuant to Ordinance No. 2021-_ of Osceola County, Florida (the "Ordinance") Preston Cove Community Development District (the "District") was established in the manner provided by law; and
WHEREAS, the District is authorized by the provisions of Chapter 190, Florida Statutes (the "Act") and the Ordinance, subject to the limitations set forth in the Act and in the Ordinance, to issue its bonds and other evidence of indebtedness for the purpose, among other things, of constructing and/or acquiring public improvements and community facilities set forth in Section 190.012, Florida Statutes (the "Project"); and

WHEREAS, the Project will provide significant benefits to the lands within its boundaries, is necessary for the public health, safety and welfare and is in the best interest of the District, its landowners and future residents; and
WHEREAS, the District is authorized by the Act to make payments of principal, interest, and premium, if any, with respect to such bonds or other evidence of indebtedness by levying and collecting Pledged Revenues (as defined in the Indenture as defined below); and
WHEREAS, the District now desires to authorize the issuance of its special assessment revenue bonds in one or more series (the "Bonds"), in a principal amount not to exceed
$ 	for the principal purpose of financing the construction and acquisition of the Project, to approve a Master Trust Indenture under which the Bonds will be issued; to appoint a trustee to serve under the Master Trust Indenture, to authorize the validation of the Bonds and to provide for various other matters relating thereto.

NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT as follows:

SECTION 1.	Authorization.	There  is  hereby   authorized   to  be  issued   not
exceeding $	principal amount of Preston Cove Community Development District
special assessment revenue bonds in one or more series (the "Bonds"). The Bonds shall be issued under and secured by a Master Trust Indenture, as supplemented by one or more Supplemental Indenture(s) (the "Indenture"). The form of the Master Trust Indenture is attached hereto as Exhibit "A" and, by this reference, is incorporated in this Resolution as if set forth in full herein. The Bonds shall be dated, shall contain such further description, shall mature in amounts and at times, shall bear interest at the rates, and shall be redeemable at the redemption prices and upon the terms, all as shall be set forth in a resolution adopted by the Board of Supervisors (the "Board") of the District at or before the execution and delivery of each series of the Bonds by the Chair or Vice Chair of the Board, which Bonds shall be attested by the Secretary or any Assistant Secretary of the Board, and shall be authenticated by the Trustee under the Indenture.

SECTION 2. Approval of Master Trust Indenture. The Master Trust Indenture is hereby approved in substantially the form set forth in Exhibit "A" hereto and the Chair or the Vice Chair of the Board are hereby authorized and directed to execute and deliver such Master Trust Indenture on behalf of and in the name of the District and the Secretary or any Assistant Secretary of the Board is hereby authorized to attest such execution, with such additions and deletions therein as may be made and approved by the Chair or the Vice Chair executing the same, such execution to be conclusive evidence of such approval.
SECTION 3. Trustee. The District hereby authorizes and approves U.S. Bank National Association, to serve as Trustee under the Master Trust Indenture and to take the actions required of the Trustee in connection with the execution and delivery of the Bonds.
SECTION 4. Validation. District Counsel,  Latham,  Luna, Eden &  Beaudine, LLP., and Bond Counsel, Akerman LLP, are hereby authorized and directed to prepare, file and prosecute proceedings to validate the Bonds in the manner prescribed by the laws of the State of Florida. The District Manager, engineering consultant, financial consultant, Chair, Vice-Chair and/or any other members of the Board and staff are hereby directed and authorized to provide such documents and testimony as may be necessary or useful in the prosecution of the validation proceedings as directed by counsel.

SECTION 5.  Open Meetings.   It is hereby found and determined  that all acts of the Board concerning and relating to adoption of this Resolution were taken in open meetings of the Board and all deliberations of the Board that resulted in such official acts were in meetings open to the public in compliance with all legal requirements, including, but not limited to, the requirements of Florida Statutes, Section 286.011.

SECTION 6. Inconsistent Resolutions and Motions. All prior resolutions of the Board inconsistent with the provisions of this Resolution are hereby modified, supplemented and amended to conform with the provisions herein contained and, except as so modified, supplemented and amended hereby, shall remain in full force and effect.

SECTION 7. Approval of Prior Actions.  All actions taken to date by the members of the Board and the staff of the District in furtherance of the issuance of the Bonds are hereby approved, confirmed and ratified.

SECTION 8.
upon its adoption.

Effective Date. This Resolution shall become effective immediately

ADOPTED this 26th day of August, 2021.

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

By:_ _

_ _ _

_ _ _ _ _

_ _ _

_ _ _

_ _ _

Attest:

Its: Secretary

Its: Chair, Board of Supervisors

Exhibit:
A-- Master Trust Indenture

S ECTION 8

S ECTION 1

This item will be provided under separat e cover

S ECTION 2

MASTER
ASSESSMENT METHODOLOGY

FOR PRESTON COVE
COMMUNITY DEVELOPMENT DISTRICT

l

-

Prepared by

Governmental Management Services - Central Florida, LLC 219 E. Livingston Street
Orlando, FL 32801

Table of Contents
Introduction	3
Purpose	3
Background	3
Special Benefits and General Benefits	4
Requirements of a Valid Assessment Methodology	5
Special Benefits Exceed the Costs Allocated	5
Assessment Methodology	5
Overview	5
Allocation of Debt.	6
Allocation of Benefit	6
Lienability Test: Special and Peculiar Benefit to the Property	7
Lienability Test: Reasonable and Fair Apportionment of the Duty to Pay Non-Ad Valorem Assessments	7
3.0 Tr.ue.J..J.p Mechanisrln...... "'""1···"".·.................. ...;.....................·-·--- ··----·a.
4.   Assessment Rloll...- ...:............-... ..,............. ..•,......-r..., 	8

5.0 Appendix ......,.......- ...:............,..............................,..........................................

1

Table 1: D.ev,·lopmEtn Progr  m ........... •••••••••••••••,..,.  •••••••.•••••••••••••••••••••••••••••••  91
Taule Z "l' n,frastruct4reJ Cost E irt)a   s1..................  ·i -- ·· ',·• .•. r 	; 	OJ
Table 3: Bond Sizing	11
Table 4: Allocation of Benefit	12
Table 5: Allocation of Benefit/Total  Par Debt to Each Product Type	13
Table 6: Par Debt and Annual Assessments	14
Table 7: Preliminary Assessment Roll	15

GMS-CF, LLC does not represent the Preston Cove Community Development District as a Municipal Advisor or Securities Broker nor is GMS-CF, LLC registered to provide such services as described in Section 15B of the Securities and Exchange Act of 1934, as amended. Similarly, GMS-CF, LLC does not provide the Preston Cove Community Development District with financial advisory services or offer investment advice in any form.

Introduction

The Preston Cove Community Development District is a local unit of special-purpose government  organized  and  existing under Chapter 190, Florida Statutes  (the 11District"), as amended. The District plans to issue up to $29,000,000 of tax exempt bonds in one or more

)

series (the 11 Bonds11      for the purpose of financing certain infrastructure improvements  within
the District, more specifically described in the Master Engineer's Report dated August 26, 2021 prepared by Hanson, Walter & Associates, Inc. as may be amended and supplemented from time  to  time  (the  11Engineer's  Report").    The  District  anticipates  the  construction  and/or acquisition of public infrastructure improvements consisting of improvements that benefit property owners within the District.

Purpose

This Master Assessment Methodology Report (the,,Assessment Report") provides for an assessment methodology for allocating the debt to be incurred by the District to benefiting properties within the District. This Assessment Report allocates the debt to

properties	tm- the special b ts each receiVB .from. tµe Dtm'im

) .

provem ent'I plan	lF.11

This	s	rrlent Report will be supplemented with-one

or.m@re supplemental thodolo y rep rtstoreflect the actual terms and  omditions at the1time1oftm,tsuance of eac s ies of Bonds. This A'.ssessm t Report w. c:I!esigned toJ co¢    or      t o1the    r uitrements   f€he. 190 and   7    Florida Statutes with respect
tt> wecial assessmen    ahd  is   o istent wi     llµr understanding of case lnw1 on    this subject.

The District intends to impose non ad valorem special assessments on the benefited lands within the District based on this Assessment Report. It is anticipated that all of the proposed special assessments will be collected through the Uniform Method of Collection described in Chapter 197.3632, Florida Statutes or any other legal means of collection available to the District. It is not the intent of this Assessment Report to address any other assessments, if applicable, that may be levied by the District, a homeowner' s association, or any other unit of government.

Background

The District currently includes approximately 146.69 acres within Osceola County, Florida. The development program currently envisions approximately 385 single family units and 218 multi family units (herein the "Development"). The proposed Development program is depicted in Table 1. It is recognized that such land use plan may change, and this Assessment Report will be modified accordingly.

The public improvements contemplated by the District in the CIP will provide facilities that benefit the assessable property within the District. The CIP is delineated

in the Engineer's Report. Specifically, the District will construct and/or acquire certain roadways and alleys, stormwater management, utilities (water, wastewater, and reclaim), hardscape/landscape/irrigation/trails, undergrounding of conduit, amenity feature (pool and clubhouse tract), environmental conservation/mitigation, professional services and contingency. The acquisition and construction costs are summarized in Table 2.

The assessment methodology is a four-step process.

The District Engineer must first determine the public infrastructure improvements that may be provided by the District and the costs to implement the CIP.
The District Engineer determines the assessable acres that benefit from the District's CIP.
A calculation is made to determine the funding amounts necessary to acquire and/or construct CIP.
This amount is initially divided equally among the benefited
_lllffiperties  on   a  prorateel gross acre	YltiruatelyJ a.s lttNd is platt ,   this   amo,     t,       i!ll   be  assigned   to  each  of   the   benefited prope11tie;, based oti e rubber of pl tted units.

Spe<;fal Benefits nd General Be.JUWls

Improvemrnt;, undert¥ei\t tpe District cr(l!afil, spEfi andpeculiar ben ·ts to the assessable property, different in kind and degree than general benefits, for properties within it's borders as well as general benefits to the public at large.

However, as discussed within this Assessment Report, these general benefits are incidental in nature and are readily distinguishable from the special and peculiar benefits, which accrue to the assessable property within the District. The implementation of the CIP enables properties within its boundaries to be developed. Without the District's CIP, there would be no infrastructure to support development of land within the District. Without these improvements, development of the property within the District would be prohibited by law.

There is no doubt that the general public and property owners outside the District will benefit from the provision of the District's CIP. However, these benefits will be incidental to the District's CIP, which is designed solely to meet the needs of property within the District. Properties outside the District boundaries do not depend upon the District's CIP. The property owners within the District are therefore receiving special benefits not received by those outside the District's boundaries.

Requirements of a Valid Assessment Methodology

There are two requirements under Florida law for a valid special assessment:

The properties must receive a special benefit from the improvements being paid for.
The assessments must be fairly and reasonably allocated to the properties being assessed.

Florida law provides for a wide application of special assessments that meet these two characteristics of special assessments.

Special Benefits Exceed the Costs Allocated

Tile special be ._fl@vided to the pfOF,erty owner within theJDb.iGt.ate equaLgr 8\ea'ter than the costs \aSspciated withyp oviding these benefits. The Distridl: Elngineer estimates that the D ti;ict's CIP thaf is nr:<!Ssary to &UJ'l£_ort full development of the DiJ;tr ct will oe9I! appr,oximately     ,920,0lS. The Di	Uoo.erwriter p ojects that f ting oosts requvetl to fmid t.be ucture improvements, includln9 project
-"cq$tS, the cost of iss ce of 0-e Bonds, fund" g of debt service reserves and capitalized--mterest, wi.llbe' approximately $29  00,000.  A'.dditionally, funding-required to complete the CIP which is not financed with Bonds will be funded by Developer. Without the CIP, the property would not be able  to  be  developed  and  occupied  by future residents of the community.

Assessment Methodology

Overview

The District is planning to issue up to $29,000,000 in Bonds to fund the District's CIP, provide for capitalized interest, a debt service reserve account and cost of issuance. It is the purpose of this Assessment Report to allocate the $29,000,000 in debt to the properties benefiting from the CIP.

Table 1 identifies the proposed land uses as identified by the Developer and current landowners of the land within the District. The District has relied on the Engineer's Report to develop the costs of the CIP needed to support the Development, these construction costs are outlined in Table 2. The improvements needed to support the Development are described in detail in the Engineer's Report and are estimated to cost

$22,920,075. Based on the estimated costs, the size of the bond issue under current market conditions needed to generate funds to pay for the CIP and related costs was determined by the District's Underwriter to total approximately $29,000,000. Table 3 shows the breakdown of the bond sizing.

Allocation of Debt

Allocation of debt is a continuous process until the development plan is completed. The CIP funded by District Bonds benefits all developable acres within the District.

The initial assessments will be levied on an equal basis to all acres within the District. A fair and reasonable methodology allocates the debt incurred by the District proportionately to the properties receiving the special benefits. At this point all of the lands within the District are benefiting from the improvements.

Once  platting  or  the  recording  of  declaration  of  condominium,  ("Assigned Properties") has begun, the assessments will be levied to the Assigned Properties based on tiff! ben erceive.          Unassignedf  Ptuperttes,  d	as ptupet
a't\has n	b en pla  ;ed) assigned    ev OJRment rights or subjected to a de  laration of
c     d1?m.iniw:n,   will  co9tinue   to 1blj!   a       ssed   on       ier    acre   basis ("Un signed
Pr p rties").	J!ventaally the	Vflopm ,nf  plan  ·	be   leted ancl  the debt
re1atipg to thEi Bon will be al ca-t:'8<il #le  planned  335 single family units and  218 uJti famly units, ithin l\')istrict, w · ch . are the beneficiaries of the CIP, as d'epicted      '!}ble 5 anl.1'Thblt §;·  If there are  ayges to;1the    development   ,       a true
up of the assessment will be calculated to determine if a debt reduction or true-up payment from the Developer is required. The process is outlined in Section 3.0

The assignment of debt in this Assessment Report sets forth the process by which debt is apportioned. As mentioned herein, this Assessment Report will be supplemented from time to time.

Allocation of Benefit

The CIP consists of certain roadways and alleys, stormwater management, utilities (water, wastewater, and reclaim), hardscape/landscape/irrigation/ trails, undergrounding of conduit, amenity feature (pool and clubhouse tract), environmental conservation/mitigation, professional services and contingency. There are two residential product types within the planned development. The single family home has been set as the base unit and has been assigned one equivalent residential unit ("ERU"). Table 4 shows the allocation of benefit to the particular land uses. lt is important to note that the benefit derived from the improvements on the particular units equals or exceeds the cost that the units will be paying for such benefits.

Lienability Test: Special and Peculiar Benefit to the Property

Construction and/or acquisition by the District of its proposed CIP will provide several types of systems, facilities and services for its residents. These include certain roadways and alleys, stormwater management, utilities (water, wastewater, and reclaim), hardscape/landscape/irrigation/trails, undergrounding of  conduit, amenity feature (pool and clubhouse tract), environmental conservation/mitigation, professional services and contingency. These improvements accrue in differing amounts and are somewhat dependent on the type of land use receiving the special benefits peculiar to those properties, which flow from the logical relationship of the improvements to the properties.

Once these determinations are made, they are reviewed in the light of the special benefits peculiar to the property, which flow to the properties as a result of their logical connection from the improvements in fact actually provided.

For the pr	of (;;:IP, the special arm:I- peculiar be fits are:

the added u	of the p rer ,
adfl'ro ei;ijGyment of lh prope,rty.,, and

th12 pro	bllity of intr marketability and value of the property.

These speqalJand pec ia\ b,riefits are real d ii}sceiJaipable, but are not :xetfapable of being calculated as to value with mathematical certainty. However, each is more valuable than either the cost of, or the actual non-ad valorem special assessment levied for the improvement or the debt as allocated.

Lienability Test: Reasonable and Fair Apportionment of the Duty to Pay Non-Ad Valorem Assessments

A reasonable estimate of the proportion of special and peculiar benefits received from the public improvements described in the Engineer's Report is delineated in Table 5 (expressed as Allocation of Par Debt per Product Type).

The determination has been made that the duty to pay the non-ad valorem special assessments is fairly and reasonably apportioned because the special and peculiar benefits to the property derived from the acquisition and/or construction of the District's CIP have been apportioned to the property according to reasonable estimates of the special and peculiar benefits provided consistent with the land use categories.

Accordingly, no acre or parcel of property within the boundaries of the District will have a lien for the payment of any non-ad valorem special assessment more than the

determined special benefit peculiar to that property and therefore, the debt allocation will not be increased more than the debt allocation set forth in this Assessment Report.

In accordance with the benefit allocation suggested for the product types in Table 4, a total debt per unit and an annual assessment per unit have been calculated for each product type (Table 6). These amounts represent the preliminary anticipated per unit debt allocation assuming all anticipated units are built and sold as planned, and the entire proposed CIP is developed or acquired and financed by the District.

3.0	True Up Mechanism

Although the District does not process plats, declaration of condominiums, site plans or revisions thereto for the Developer, it does have an important  role to play during the course of platting and site planning. Whenever a plat, declaration of condominium or site plan is processed, the District must allocate a portion of its debt to the property according to this Assessment Report outlined herein. In addition, the District  must also  prevent any buildup of  debt on Unassigned  Property.   Otherwise, the land could

be fully co   yetl l:ID.QL or  platted withm.tt all of the debt aiipcated. 'Fer predud
is;i,at  the  tinie Un     igped  Propevti  become  Assi!Pled  Properties,  the District  will d e11rnine the amotmt of anticj,pa,ted assessment rewenue  that  remains  on  the Unassigne     '	taking in\0: 1 a ccou t the proppsetl pmt, o.r site plan a11'proval. If     El' total  ruli.ti ip d,.assessmlenit r	tlii be generated from the  Asflgmed  and IJ ssignei  Rroperti            gre    er1than  or  eqµai\ to  thre maximum  annual debt!service
then no ad!11spnent is        --In the case t1'1t {!le r,v  ue generated is lEfS :lflan the required amount then a debt reduction or true-up payment by the landowner in the amount necessary to reduce the par amount of the outstanding Bonds plus accrued interest to a level that will be supported by the new net annual debt service assessments will be required.

4.0	Assessment Roll

The District will initially distribute the liens across the property within the District boundaries on a gross acreage basis. As Assigned Property becomes known with certainty, the District will refine its allocation of debt from a per acre basis to a per unit basis as shown in Table 6. If the land use plan changes, then the District will update Table 6 to reflect the changes. As a result, the assessment liens are neither fixed nor are they determinable with certainty on any acre of land in the District prior to the time final Assigned Properties become known. At this time the debt associated with the District's CIP will be distributed evenly across the acres within the District. As the development process occurs, the debt will be distributed against the Assigned Property in the manner described in this Assessment Report. The current assessment roll is depicted in Table 7.

TABLE 1
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT DEVELOPMENT PROGRAM
MASTER ASSESSMENT METHODOLOGY

 Product Types	No. of Units *	ERUs per Unit (1)	Total ERUs	

Multi Family
 Single Family

218
385	

0 .75
1	

164
385	

 Total Units	603	549	

(1) Benefit is allocated on an ERU basis; based on density of planned development, with a Single Family unit equal to 1 ERU

Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

TABLE 2
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT INFRASTRUCTURE COST ESTIMATES
MASTER ASSESSMENT METHODOLOGY

Capital Improvement Plan ("CIP") (1)	Total Cost Estimate	
Roadways and Alleys	$8,633,582	
Stormwater Management	$3,790,000	
Utilities (Water, Sewer, Reclaim)	$3,313,650	
Hardscape/Landscape/lrrigation/Trails	$947,020	
Undergroundig of Conduit	$1,150,000	
Amenity Feature (Pool and Clubhouse Tract)	$1,465,000	
EnvironmentaI Conservation/Mitigation	$110,000	
Profesional Services and Contingency	$3,510,823	
  Total lmerovements	$22,920,075 

(1) A detailed description of these improvements is provided in the Master Engineer's Report dated August 9, 2021

Prepared by: Governmental Management Services - Central Florida, LLC

TABLE 3
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT BOND SIZING
MASTER ASSESSMENT METHODOLOGY

Description Construction Funds Debt Service Reserve Capitalized Interest Underwriters Discount Cost of Issuance Contingency

Par Amount*

Total
$	22,920,075
$	2,292,008
$	2,610,000
$	580,000
$	595,000
$	2,917

$	29,000,000

Bond Assumptions: Average Coupon Amortization Capitalized Interest Debt Service Reserve Underwriters Discount

6.00%
30 years
18 months Max Annual D/S
2%

Par amount is subject to change based on the actual terms at the sale of the Bonds

Prepared by: Governmental Management Services - Central Florida, LLC

TABLE 4
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT ALLOCATION OF BENEFIT
MASTER ASSESSMENT METHODOLOGY

	

Product Types	

No. of Units*	

ERU
Factor	

Total ERUs	

% of Total ERUs	Total   Improvements Costs Per Product
Type	

Improvement Costs Per Unit		
	Multi Family	218	0.75	164	29.81%	$6,832,146	$31,340		
	Single Family	385	1.0	385	70.19%	$16,087,929	$41,787		
	Totals	603		549	100.00%	$22,920,075			

Unit mix is subject to change based on marketing and other factc

Prepared by: Governmental Management Services - Central Florida, LLC

TABLE 5
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT
ALLOCATION OF TOTAL BENEFIT/PAR DEBT TO EACH PRODUCT TYPE MASTER ASSESSMENT METHODOLOGY

	Total Improvements	Allocation of Par			
	
Product Types	
No. of Units*	Costs Per Product
Type	Debt Per Product
Type	Par Debt
Per Unit		
	Multi Family	218	$	6,832,146	$	8,644,485	$	39,654		
Single Family	385	$	16,087,929	$	20,355,515    $	52,871
Totals	603	$	22,920,075	$	29,000,000

Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

TABLE 6
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT
PAR DEBT AND ANNUAL ASSESSMENTS FOR EACH PRODUCT TYPE MASTER ASSESSMENT METHODOLOGY

	Net Annual		
		Allocation of	Total Par	Maximum	Debt	Gross Annual Debt	
	No. of	Par Debt Per	Debt Per	Annual Debt	Assessment	Assessment Per Unit	
Product Types	Units*	Product Type	Unit	Service	Per Unit	(1)	
Multi Family	218	$8,644,485	$39,654	$683,215	$3,134	$3,334	
Single Family	385	$20,355,515	$52,871	$1,608,793	$4,179	$4,445
Totals	603	$   29,000,000	$2,292,008

(1) This amount includes collection fees and early payment discounts when collected on the County Tax Bill

Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

TABLE 7
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT PRELIMINARY ASSESSMENT ROLL
MASTER ASSESSMENT METHODOLOGY

	Total Par Debt		Net Annual Debt	Gross Annual		

Owner	
Property*	Net Acres	Allocation Per
Acre	Total Par Debt
Allocated	Assessment
Allocation	Debt Assessment
Allocation (1)		

Elevation Preston Cove, LLC	Preston Cove CDD	146.69	$	197,696    $	29,000,000    $	2,292,008    $	2,438,306

Totals	146.69	$	29,000,000    $	2,292,008	_2, 438,306

This amount includes 6% to cover collection fees and early payment discounts when collected utilizing the uniform method.

30
6.00%
$2,292,008

Annual Assessment Periods Average Coupon Rate (%)
Maximum Annual Debt Service

- See Metes and Bounds, attached as Exhibit A

Prepared by: Governmental Management Services - Central Florida, LLC

S ECTION 3

RESOLUTION 2021-15

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT DECLARING MASTER SPECIAL ASSESSMENTS ON PROPERTY WITHIN THE DISTRICT INDICATING THE LOCATION, NATURE AND ESTIMATED COST OF THOSE IMPROVEMENTS WHOSE COST IS TO BE DEFRAYED BY THE SPECIAL ASSESSMENTS; PROVIDING THE MANNER IN WHICH SUCH SPECIAL ASSESSMENTS SHALL BE MADE; PROVIDING WHEN SUCH SPECIAL ASSESSMENTS SHALL BE MADE; DESIGNATING LANDS UPON WHICH THE SPECIAL ASSESSMENTS SHALL BE LEVIED; PROVIDING FOR AN ASSESSMENT PLAT; ADOPTING A PRELIMINARY ASSESSMENT ROLL; PROVIDING FOR A PUBLIC HEARING TO CONSIDER THE ADVISABILITY AND PROPRIETY OF SAID ASSESSMENTS AND THE RELATED IMPROVEMENTS; PROVIDING FOR NOTICE OF SAID PUBLIC HEARING; PROVIDING FOR PUBLICATION OF THIS RESOLUTION; PROVIDING FOR SEVERABILITY, CONFLICTS AND AN EFFECTIVE DATE.

WHEREAS, the Preston Cove Community Development District (the "District) is a local unit of special-purpose government duly organized and existing under the provisions of the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the "Act"); and

WHEREAS, the District hereby determines to undertake, install, plan, establish, construct or reconstruct, enlarge or extend, equip, acquire, operate, and/or maintain the public roadway and other infrastructure improvements within the Assessment Area (the "Project") as described in the Preston Cove Community Development District Engineer's Report, dated August 26, 2021, attached hereto as Exhibit "A" and incorporated by reference ("Engineer's Report"); and

WHEREAS, the District is empowered by Chapter 190, Florida Statutes, the Uniform Community Development District Act, and Chapter 170, Florida Statutes, Supplemental Alternative Method of Making Local and Municipal Improvements, and Chapter 197, Florida Statutes, to undertake the Project and to levy special assessments on the lands specifically benefitted by such project the "Special Assessments."

WHEREAS, the District hereby determines that benefits will accrue to the property improved, and the amount of these benefits is set forth in the Island Village Master Assessment Metholdology for Preston Cove Community Development District, dated August 26, 2021, attached hereto as Exhibit "B" and incorporated by reference (the "Assessment Report") and on file at the office of the District Manager, 1408 Hamlin Avenue, Unit E, St. Cloud, Florida 34771 (the "District Records Office");

WHEREAS, the District hereby determine that the assessments to be levied on the lands within the Assessment Area will not exceed the benefits to the property improved; and

WHEREAS, the District anticipates issuing bonds in multiple series to finance the balance of the costs for the Project and will supplement the Assessment Report to reflect the terms for each series of bonds and the assessments on the benefited lands.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT AS FOLLOWS:

INCORPORATION OF RECITALS AND AUTHORITY. The recitals stated above are true and correct and by this reference are incorporated by reference as a material part of this Resolution. All capitalized terms used herein which are not defined shall have the meanings as provided in the Assessment Report. The Resolution is adopted pursuant to the provisions of Florida Law, including Chapter 170, 190 and 197, Florida Statutes.

ADOPTION OF THE ENGINEER'S REPORT. The District hereby adopts and approves the Engineer's Report.

ADOPTION OF THE ASSESSMENT REPORT. The District hereby adopts and approves the Assessment Report.

ALLOCATION OF BENEFITS. The Special Assessments levied upon the lands in Assessment Area are levied to defray the cost of the Project attributable to such lands, based upon the allocation of benefits pursuant to the allocation methodology adopted by the District.

GENERAL NATURE AND LOCATION. The general nature and location of the Project is more specifically described in the Engineer's Report and plans and specifications on file, or available from, the District Records Office.

ESTIMATED OVERALL COST. The estimated overall cost of the Project attributable to Assessment Area is estimated in the Engineer's Report to be approximately [$22,920,075.00].

AMOUNT DEFRAYED BY THE SPECIAL ASSESSMENTS. The Special Assessments will defray approximately $29,000,000.00 in total, which includes financing related costs, capitalized interest, debt service reserve and other costs more fully described in the Assessment Report.

MANNER OF THE SPECIAL ASSESSMENTS. The manner in which the Special Assessments shall be made is contained within the Assessment Report.

LANDS ON WHICH SPECIAL ASSESSMENTS ARE LEVIED. The Special Assessments shall be levied on all lots and lands within in the District which are adjoining to, contiguous with or bounding and abutting upon the applicable portion of the Project or specially benefited thereby and as are further designated on the assessment plat referenced below.

AVAILABILITY OF ASSESSMENT AREA PLAT/MAP TO PUBLIC. There is on file at the District Records Office an assessment plat or map showing the area to be assessed, together

with plans and specifications and the costs thereof described in the plans and specifications and the Engineer's Report, which shall be open to inspection by the public.

ADOPTION OF PRELIMINARY ASSESSMENT ROLL. The District Manager has caused to be made a preliminary assessment roll, in accordance with the method of assessment described in the Assessment Report, which shows the lots and lands assessed, the amount of benefit to and the assessment against each lot or parcel of land and the number of annual installments into which the assessment may be divided, which is hereby adopted and approved as the District's preliminary assessment roll.

PAYMENT OF SPECIAL ASSESSMENTS. Commencing with the year in which the Special Assessments are confirmed, such assessments shall be paid in accordance with the Assessment Report, but in no event more than thirty (30) annual installments payable at the same time and in the same manner as are ad-valorem taxes and as prescribed by Chapter 197, Florida Statutes; provided, however, that in the event the non-ad-valorem assessment method of collecting the Assessments is not available to the District in any year, or the District determines not to utilize the provisions of Chapter 197, Florida Statutes, the Special Assessments may be collected as is otherwise permitted by law.

SUBSEQUENT SETTING OF PUBLIC HEARING. The Board shall adopt a subsequent resolution to fix a time and place at which the owners of property to be assessed or any other persons interested therein may appear before the Board and be heard as to the propriety and advisability of the assessments or the making of the improvements, the cost thereof, the manner of payment therefore, or the amount thereof to be assessed against each property as improved.

PUBLICATION OF RESOLUTION. The District Manager is hereby directed to cause this Resolution to be published twice (once a week for two (2) weeks) in a newspaper of general circulation within Osceola County and to provide such other notice as may be required by law or desired in the best interests of the District.

SEVERABILITY. If any section, paragraph, clause or provision of this Resolution shall be held to be invalid or ineffective for any reason, the remainder of this Resolution shall continue in full force and effect, it being expressly hereby found and declared that the remainder of this Resolution would have been adopted despite the invalidity or ineffectiveness of such section, paragraph, clause or provision.

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

EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption.

[SIGNATURES ON FOLLOWING PAGE]

SIGNATURE PAGE TO RESOLUTION 2021-15

ADOPTED this 26th day of August, 2021.

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Chairperson Nice Chairperson Board of Supervisors

Attest:

Secretary/Assistant Secretary

EXHIBIT "A" ENGINEER'S REPORT
Engineer's Report for Preston Cove Community Development District
dated August 26, 2021

[ATTACHED ON FOLLOWING PAGES]

EXHIBIT "B" ASSESSMENT REPORT
Assessment Report
for Preston Cove Community Development District
dated August 26, 2021

[ATTACHED ON FOLLOWING PAGES]

S ECTION 4

RESOLUTION 2021-16

A   RESOLUTION   OF   THE   BOARD OF  SUPERVISORS		OF THE PRESTON	COVE	COMMUNITY	DEVELOPMENT	DISTRICT
SETTING  A PUBLIC  HEARING  TO BE HELD ON	,
2021 AT 3:00 P.M. AT THE OFFICE OF HANSON, WALTER & ASSOCIATES, INC., 8 BROADWAY, SUITE 104, KISSIMMEE, FLORIDA 34741, FOR THE PURPOSE OF HEARING PUBLIC COMMENT ON IMPOSING SPECIAL ASSESSMENTS ON CERTAIN PROPERTY KNOWN AS ASSESSMENT AREA WITHIN THE DISTRICT IN ACCORDANCE WITH CHAPTERS 170, 197, 190, FLORIDA STATUTES; PROVIDING FOR SEVERABILITY, CONFLICTS AND AN EFFECTIVE DATE.

WHEREAS, the Preston Cove Community Development District (the "District) is a local unit of special-purpose government duly organized and existing under the provisions of the Uniform Community Development District Act of 1980, Chapter 190, Florida. Statutes, as amended (the "Act"); and

WHEREAS, the District has previously adopted Resolution 2021-15, entitled:

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT DECLARING MASTER SPECIAL ASSESSMENTS ON PROPERTY WITHIN THE DISTRICT INDICATING THE LOCATION, NATURE AND ESTIMATED COST OF THOSE IMPROVEMENTS WHOSE COST IS TO BE DEFRAYED BY THE SPECIAL ASSESSMENTS; PROVIDING THE MANNER IN WHICH SUCH SPECIAL ASSESSMENTS SHALL BE MADE; PROVIDING WHEN SUCH SPECIAL ASSESSMENTS SHALL BE MADE; DESIGNATING LANDS UPON WHICH THE SPECIAL ASSESSMENTS SHALL BE LEVIED; PROVIDING FOR AN ASSESSMENT PLAT; ADOPTING A PRELIMINARY ASSESSMENT ROLL; PROVIDING FOR A PUBLIC HEARING TO CONSIDER THE ADVISABILITY AND PROPRIETY OF SAID ASSESSMENTS AND THE RELATED IMPROVEMENTS; PROVIDING FOR NOTICE OF SAID PUBLIC HEARING; PROVIDING FOR PUBLICATION OF THIS RESOLUTION; PROVIDING FOR SEVERABILITY, CONFLICTS AND AN EFFECTIVE DATE.

WHEREAS, in accordance with Resolution No. 2021-15, a preliminary assessment roll has been prepared and all other conditions precedent set forth in Chapter 170, 197 and 190, Florida Statutes, to the holding of the aforementioned public hearing have been satisfied, and the roll and related documents are available for public inspection at the Office of Hanson, Walter & Associates, Inc., 8 Broadway, Suite 104, Kissimmee, Florida 34741 (the "District Records Office").

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT AS FOLLOWS:

INCORPORATION OF RECITALS. The recitals stated above are true and correct and by this reference are incorporated by reference as a material part of this Resolution.

DECLARATION OF PUBLIC HEARING. The District hereby declares a public hearing
to be held on _  _   _ _  _	, 2021, _:00 am/pm at the Office of Hanson, Walter & Associates,
Inc., 8 Broadway, Suite 104, Kissimmee, Florida 34741 for the purpose of hearing comment and objection to the proposed special assessment program for community improvements as identified in the Master Assessment Methodology for Preston Cove Community Development District, dated August 26, 2021 (the "Assessment Report") attached hereto as Exhibit "A" and the preliminary assessment roll, all of which are available at the District Records Office. Affected parties may appear at the hearing or submit their comments in writing prior to the meeting to the attention of the District Manager at the District Records Office.

ADVERTISING OF PUBLIC HEARING. Notice of said hearing shall be advertised in accordance with Chapter 170, 190, and 197, Florida Statutes, and the District Manager is hereby authorized and directed to place said notice in a newspaper of general circulation within Osceola County (by two publications one week apart with the last publication at least one week prior to the date of the hearing established herein) and to provide such other notice as may be required by law or desired in the best interests of the District. The District Manager shall file a publisher's affidavit with the District Secretary verifying such publication of notice. The District Manager is further authorized and directed to give thirty (30) days written notice by mail of the time and place of this hearing to the owners of all property to be assessed and include in such notice the amount of the assessment for each such property owner, a description of the areas to be improved and notice that information concerning all assessments may be ascertained at the District Records Office. The District Manager shall file proof of such mailing by affidavit with the District Secretary.

SEVERABILITY. If any section, paragraph, clause or provision of this Resolution shall be held to be invalid or ineffective for any reason, the remainder of this Resolution shall continue in full force and effect, it being expressly hereby found and declared that the remainder of this Resolution would have been adopted despite the invalidity or ineffectiveness of such section, paragraph, clause or provision.

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

EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption.

SIGNATURE PAGE TO RESOLUTION 2021-16

ADOPTED this 26th day of August, 2021.

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Chairperson Nice Chairperson Board of Supervisors

Attest:

Secretary/Assistant Secretary

EXHIBIT "A" ASSESSMENT REPORT
Assessment Methodology for Development, Phase 1 for Preston Cove Community Development District dated August 26, 2021

[ATTACHED ON FOLLOWING PAGES]

Resolution 2021-16 Setting Public Hearing Preston Cove Community Development District

S ECTION VIII

S ECTION A

AGREEMENTBYANDBETWEENTHE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT
AND THE DEVELOPER, REGARDING
THE ACQUISITION OF CERTAIN WORK PRODUCT AND INFRASTRUCTURE

THIS AGREEMENT BY AND BETWEEN THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT AND THE DEVELOPER, REGARDING THE ACQUISITION OF CERTAIN WORK PRODUCT AND INFRASTRUCTURE (the
"Acquisition  Agreement")  is made and  entered  into  as of	August  26, 2021  by  and between
PRESTON   COVE   COMMUNITY   DEVELOPMENT   DISTRICT   (the   "District") and
tENNAR HOMES, LLC, a Florida limited liability company (the "Developer").

RECITALS

WHEREAS, the District was established by Ordinance No. 2021-054 of Osceola County, Florida, adopted on August 16, 2021 and effective August_, 2021 (the "Ordinance"), for the purpose of planning, financing, constructing, acquiring, operating and/or maintaining certain infrastructure, including surface water management systems, water and wastewater facilities, roadways, landscaping, parks, and recreational facilities and uses; and

WHEREAS, the Developer is the developer and primary owner of the Preston Cove development ("Master Development") within the District boundaries (the "Development") identified in Exhibit "A", which is attached hereto and incorporated herein (the "Lands"); and

WHEREAS, the District is issuing its Preston Cove Community Development District Special Assessment Bonds, Series 2021 (the "Series 2021 Bonds") for (i) the payment of the costs of acquiring and/or constructing the infrastructure improvements within the Lands, (the "2021 Project") and described as of the date hereofin the Engineer's Report for Preston Cove Community Development District dated August 26, 2021, attached hereto as Exhibit "B" and incorporated herein (the "Engineer's Report"); (ii) funding of the Series 2021 Reserve Account; and (iii) the payments of the costs of issuance of the Series 2021 Bonds; and

WHEREAS, the District plans to construct, complete the construction and/or acquire certain public infrastructure improvements within the 2021 Project, as more specifically described and identified in the Engineer's Report; and

WHEREAS, the Developer acknowledges that the Development will benefit from the timely completion and acquisition of the 2021 Project; and

WHEREAS, the Developer and the District acknowledge that the funds available from the Series 2021 Bonds will not be sufficient to complete the design, construction and/or acquisition of the 2021 Project;

WHEREAS, the Developer has simultaneously entered into a completion agreement with the District and agreed to complete the 2021 Project or to provide to the District sufficient funds to allow it to timely complete the 2021 Project, as more generally described in Exhibit "C" (the "Improvements"), in an expeditious and timely manner, some of which development requires or includes some of the improvements or items as described herein (the "Completion Agreement"); and

WHEREAS, the District has not had sufficient monies on hand to allow the District to contract directly for the preparation of the necessary surveys, reports, drawings, plans, permits, specifications, and related documents contemplated in Exhibit "D" (the "Work Product") which would allow the timely commencement and completion of construction of the Improvements; and

WHEREAS, the Developer is under contract to create or has created the Work Product for the District and wishes to convey certain elements thereof, as it is completed, to the District; and

WHEREAS, the Developer acknowledges that upon its conveyance, the District will have the right to use and rely upon the Work Product for any and all purposes and further desires to release to the District all of its right, title, and interest in and to the Work Product (except as provided for in this Acquisition Agreement); and

WHEREAS, the District desires to acquire ownership of the completed Work Product as well as the unrestricted right to use and rely upon the Work Product for any and all purposes; and

WHEREAS, in order to allow the District to avoid delay as a result of the lengthy process incident to the sale and closing on the Series 2021 Bonds, the Developer has under contract, under construction, or is obligated to convey to appropriate units of local government as is designated in the Engineer's Report, certain portions of the 2021 Project; and

WHEREAS, the Developer agrees to convey to the District all right, title, and interest in the Improvements to be owned by the District as of the "Acquisition Date" (as hereinafter defined); and

WHEREAS, the District wishes to acquire the Improvements from the Developer as of the Acquisition Date, notwithstanding the District's inability pay for all or some of the Improvements with the proceeds of the Series 2021 Bonds; and

WHEREAS, in conjunction with the acquisition of the Improvements, the Developer desires to convey, or cause to be conveyed, to the District, interests in certain real property sufficient to allow the District to own, operate, maintain, construct, or install the Improvements, whether such conveyances shall be in fee simple, perpetual easement, or other interest as may be in the best interests of the District, or required by permits or development plans and agreed to by the Developer (the "Real Property"); and

WHEREAS, the Developer agrees to convey, or cause to be conveyed, any such Real Property to the District and in a form satisfactory to the District and subject to the conditions set forth herein; and

WHEREAS, the Developer shall have the option to contribute additional Real Property and/or Improvements with values in an amount equal to or in excess of the Lands Assessments, and, if such option is elected, the District has agreed to accept such conveyances in lieu of assessments in order to complete the 2021 Project, in an expeditious and timely manner ("Conveyances in Lieu of Assessments"); and

WHEREAS, the District and the Developer are entering into this Acquisition Agreement to ensure the timely completion, conveyance and operation of the 2021 Project.

NOW, THEREFORE, based upon good and valuable consideration and the mutual covenants of the parties, the receipt of which and sufficiency of which is hereby acknowledged, the District and the Developer agree as follows:

INCORPORATION OF RECITALS. The recitals stated above are true and correct and by this reference are incorporated as a material part of this Acquisition Agreement.

WORK PRODUCT. The District agrees to pay, but only to the extent funds are available for such purpose, the actual reasonable cost incurred by the Developer in preparation of the Work Product in accordance with the provisions of this Acquisition Agreement. The Developer shall provide copies of any and all invoices, bills, receipts, or other evidence of costs incurred by the Developer for the Work Product. The parties agree that separate or multiple Acquisition Dates may be established for any portion of the acquisitions contemplated by this Acquisition Agreement. The District Engineer shall review all evidence of cost and shall certify to the District's Board of Supervisors the total actual amount of cost, which in the District Engineer's sole opinion is reasonable for the Work Product. The District Engineer's opinion as to cost shall be set forth in an Engineer's Certificate which shall accompany the requisition for the funds from the District's Trustee. In the event that the Developer disputes the District Engineer's opinion as to cost, the District and the Developer agree to use good faith efforts to resolve such dispute. If the parties are unable to resolve any such dispute, the parties agree to jointly select a third party engineer whose decision as to any such dispute shall be binding upon the parties. Such a decision by a third party engineer shall be set forth in an Engineer's Affidavit which shall accompany the requisition for the funds from the District's Trustee. The parties acknowledge that the Work Product is being acquired for use by the District in connection with the construction or operation, as applicable, of the Improvements.

The Developer agrees to release and/or to provide a non-exclusive assignment to the District of the right, title, and interest which the Developer may have in and to the above described Work Product, as well as all common law, statutory, and other reserved rights, including all copyrights in the Work Product and extensions and renewals thereof under United States law and throughout the world, and all publication rights and all subsidiary rights and other rights in and to the Work Product in all forms, mediums, and media, now known or hereinafter devised. To the extent determined necessary by the District, the Developer shall obtain all releases and/or assignments from any professional providing services in connection with the Work Product to enable the District to use and rely upon the Work

Product. Such releases and/or assignments may include, but are not limited to, any architectural, engineering, or other professional services. Such releases shall be provided in a timely manner in the reasonable discretion of the District.

The Developer acknowledges the District's right to use and rely upon the Work Product for any and all purposes.

ACQUISITION OF IMPROVEMENTS. The Developer has constructed, is constructing, or has under contract to construct and complete, the Improvements. When a portion of the Improvements is complete and is ready for conveyance by the Developer to the District, the Developer shall notify the District in writing, describing the nature of the improvement, its general location, and its estimated cost. Any Real Property interests necessary for the functioning of the Improvements to be acquired under this paragraph shall be reviewed and conveyed in accordance with the provisions of Section 4. The District Engineer, in consultation with counsel, shall determine in writing whether or not the infrastructure to be conveyed is a part of the Improvements contemplated by the Engineer's Report and, if so, shall provide Developer with a list of items necessary to complete the acquisition. Each such acquisition shall also be subject to the engineering review and certification process described in Section 2. The District Manager shall determine, in writing, whether the District has, based on the Developer's estimate of costs, any unencumbered Series 2021 Bond funds available to pay for the acquisition of such Improvements, although the Developer agrees that such payment is not required for the conveyance(s), if sufficient funds are not available. The Developer agrees, if it elects this option, that no payments or reimbursements of any kind shall be made by the District for Conveyances in Lieu of Assessments.

All documentation of any acquisition (e.g., bills of sale, receipts, maintenance bonds, as-built, evidence of costs, deeds or easements, etc.) shall be to the reasonable satisfaction of the District. If any item acquired by the District is to be subsequently conveyed to a third party governmental body, then the Developer agrees to coopyrate and provide such certifications or documents as may be required by that governmental body, if any.

The District Engineer shall certify as to the actual cost of any Improvements built or constructed by or at the direction of the Developer, and the District shall pay no more than the actual cost incurred, or the current value thereof, whichever is less, as determined by the District Engineer.

The Developer agrees to cooperate fully in the transfer of any permits to the District or a governmental entity with maintenance obligations for any Improvements conveyed pursuant to this Acquisition Agreement.

CONVEYANCE OF REAL PROPERTY.

Conveyance. The Developer agrees that it will convey, or cause to be conveyed by others, to the District at or prior to the Acquisition Date, and

Acquisition Agreement	4
Preston Cove Community Development District (Series 202 l Bonds)

as determined solely by the District by a special warranty deed, easement (which may be non-exclusive), or other instrument reasonably acceptable to the District and the Developer together with a metes and bounds or platted legal description, the Real Property upon which the Improvements are constructed or which are necessary for the operation and maintenance of, and access to, the Improvements, or subsequently required to be conveyed by the District to the Osceola County or any other governmental entity. The parties agree that in no event shall the purchase price for the Real Property exceed the value of an appraisal or similar third-party report (prepared by a qualified appraiser or appraisal company) or other evidence acceptable to the District's bond counsel and District staff, obtained by the Developer or the District for this purpose. The parties agree that the purchase price shall not include amounts attributable to the value of Improvements on the Real Property and other Improvements serving the Property that have been, or will be, funded by the District. If requested and necessary, such special warranty deed or other instrument shall be subject to a reservation by Developer of its right and privilege to use the area conveyed to construct any Improvements and any future Improvements to such area for any related purposes (including, but not limited to, construction traffic relating to the construction of the Development) not inconsistent with the District's use, occupation or enjoyment thereof. The Developer shall pay the cost for recording fees and documentary stamps required, if any, for the conveyance of the Real Property upon which the Improvements are constructed, including costs, if any, for the further conveyance by the District to Osceola County or any other governmental entity, if applicable. The Developer shall be responsible for all taxes and assessments levied on the lands upon which the Improvements are constructed until such time as the Developer conveys all said lands to the District. At the time of conveyance, the Developer shall provide, at its expense, an owner's title insurance policy in a form satisfactory to the District in an amount equal to the value paid by the District to the Developer for such Real Property (or a title search, if the District determines, in its sole discretion, a title policy is not necessary). In the event the title search reveals exceptions to title which render title unmarketable or which, in the District's reasonable discretion, would materially interfere with the District's use of such Real Property, the Developer shall cure, or cause to be cured, such defects at no expense to the District.
Bounda1y or Other Adjustments. Developer and the District agree that reasonable future boundary adjustments may be made as deemed necessary by both parties in order to accurately describe lands conveyed to the District and lands which remain in Developer's ownership. The parties agree that in the event any land transfers made to the District to accommodate such adjustments when result in a net increase in acreage to the District when there are bond proceeds available, the District will pay the lesser of the Developer's cost basis in the land received by the District or fair market

value as determined by an independent appraisal. For any land transfers made to the Developer to accommodate such adjustments for which bond proceeds were used to pay for such land, the Developer shall pay the greater of the price paid by the District for such land or the fair market value as determined by an independent appraisal. Notwithstanding the above, if there is no net increase or decrease in the lands to be owned by the District and the Developer as a result of such conveyances, no consideration will be owed by either party provided the swapped lands have the same utility. Further, the parties may request an opinion of the District's bond counsel if some other alternative is proposed for any boundary adjustments and such opinion concludes that such alternative will not adversely affect the tax status of the Series 2021 Bonds. The party requesting such adjustment shall pay any transaction costs resulting from the adjustment, including but not limited to taxes, title insurance, appraisals, any District bond counsel fee, recording fees or other costs.

COOPERATION AND COMPLETION. The parties agree to cooperate and use good faith and best efforts to undertake and complete the acquisition process contemplated by this Acquisition Agreement on such date or dates as the parties may jointly agree upon (each an "Acquisition Date"), but all must be no later than the end of a reasonable time period for acquisition considering the type of Work Product, Real Property and Improvements to be conveyed, or such other time period required to maintain the tax-exempt status of the Series 2021 Bonds as determined by an opinion of the District's bond counsel.

ENGINEER'S CERTIFICATION. Before any payments are made by the District to the Developer, or any Improvements, Work Product or Real Property is accepted by the District, in addition to the other requirements provided herein the Developer shall provide to the District a certificate, signed by the District Engineer certifying that the Work Product, Improvements or Real Property are a part of the 2021 Project and that such Work Product, Improvements or Real Property has been prepared, constructed, installed or must be acquired, in conformity with the plans and specifications, the Engineer's Report and all applicable laws related to the preparation, construction, installation or acquisition thereof.

WARRANTY. For the acquisition of Improvements or Work Product hereunder, the Developer agrees to assign to the District all or any remaining portion of any professionals' or contractors' warranties, contracts or bonds, warrantying or guaranteeing that the Improvements or Work Product conveyed against defects or failings in materials, equipment, fitness or construction. Notwithstanding such assignment, the Developer shall cause any such professionals and contractors to warranty that the Improvements are free from defects in materials, equipment and construction for a period of at least one (1) year from completion thereof.

DEFAULT. A default by either party under this Acquisition Agreement shall entitle the other to all remedies available at law or in equity, which may include, but not be limited to, the right of damages (except special, consequential or punitive) and/or specific performance.

If the Developer fails to keep, observe or perform any of the agreements, terms, covenants or representations, or otherwise is in default of this Acquisition Agreement, the District shall give written notice to Developer (at the address listed in Section 13 below), and the Developer shall have sixty (60) days to cure such default (which time may be extended by the District in its sole discretion), unless a shorter time to cure is mandated by applicable law or regulation.

ENFORCEMENT OF AGREEMENT. In the event that either party is required to enforce this Acquisition Agreement by court proceedings or otherwise, then the parties agree that the prevailing party shall be entitled to recover from the other, its reasonable attorneys' fees and costs incurred for trial, alternative dispute resolution, or appellate proceedings.

AGREEMENT. This instrument shall constitute the final and complete expression of this Acquisition Agreement between the District and the Developer relating to the subject matter of this Acquisition Agreement.

AMENDMENTS. Amendments to and waivers of the provisions contained in this Acquisition Agreement may be made only by an instrument in writing which is executed by all parties hereto.

AUTHORIZATION. The execution of this Acquisition Agreement has been duly authorized by the appropriate body or official of the District and the Developer. The District and the Developer have complied with all the requirements of law. The District and the Developer have full power and authority to comply with the terms and provisions of this instrument.

NOTICES. All notices, requests, consents and other communications under this Completion Agreement ("Notices") shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, or overnight delivery service, to the parties, as follows:

If to District:

With a copy to:

If to Developer:

Preston Cove Community Development District 219 E. Livingston Street
Orlando, FL 32801 Attention: District Manager Telephone: (407) 841-5524 Email: gflint@.gmscfl.com

Latham, Luna, Eden & Beaudine, LLP 201 S, Orange, Suite 1400
Orlando, FL 32801
Attention: Jan Albanese Carpenter, Esq. Telephone: (407) 481-5800
Email: jc arpenter @lathamluna.com

Elevation Preston Cove, LLC
121 S. Orange Avenue, Suite 1250
Orlando, Florida 32801.
Attention: Owais Khanani, Manager

Telephone: (407) 270-8866 Email: owai,s r velevationdev.com
With a copy to:	[Please providel

Except as otherwise provided in this Completion Agreement, any Notice shall be deemed received only upon actual delivery at the address set forth above. Notices delivered after 5:00 p.m. (at the place of delivery) or on a non-business day shall be deemed received on the next business day. If any time for giving Notice contained in this Completion Agreement would otherwise expire on a non-business day, the Notice period shall be extended to the next succeeding business day. Saturdays, Sundays, and legal holidays recognized by the United States government shall not be regarded as business days. Counsel for the District and counsel for the Developer may deliver Notice on behalf of the District and the Developer. Any party or other person to whom Notices are to be sent or copied may notify the other parties and addressees of any change in name or address to which Notices shall be sent by providing the same on five (5) days' written notice to the parties and addressees set forth herein. Copies of Notices may be sent by e-mail, but such transmission should not constitute delivery under this Agreement.

ARM'S LENGTH TRANSACTION. This Acquisition Agreement has been negotiated fully between the District and the Developer as an arm's length transaction. All parties participated fully in the preparation of this Acquisition Agreement and received the advice of counsel. In the case of a dispute concerning the interpretation of any provision of this Acquisition Agreement, all parties are deemed to have drafted, chosen, and selected the language, and the doubtful language will not be interpreted or construed against any party hereto.

THIRD PARTY BENEFICIARIES. This Acquisition Agreement is solely for the benefit of the District and the Developer and no right or cause of action shall accrue upon or by reason, to or for the benefit of any third party not a formal party to this Acquisition Agreement. Nothing in this Acquisition Agreement expressed or implied is intended or shall be construed to confer upon any person or corporation other than the District and the Developer any right, remedy, or claim under or by reason of this Acquisition Agreement or any of the provisions or conditions of this Acquisition Agreement; and all of the provisions, representations, covenants, and conditions contained in this Acquisition Agreement shall inure to the sole benefit of and shall be binding upon the District and the Developer and their respective successors and assigns. Notwithstanding the foregoing, nothing in this paragraph shall be construed as impairing or modifying the rights of any holders of bonds issued by the District for the purpose of acquiring any Work Product, Real Property, or portion of the Improvements, and the Trustee for the Series 2021 Bonds, on behalf of the owners of the Series 2021 Bonds, shall be a direct third party beneficiary of the terms and conditions of this Acquisition Agreement and shall be entitled to cause the District to enforce the Developer's obligations hereunder. The Trustee shall not be deemed to have assumed any obligation under this Agreement.

ASSIGNMENT. This Acquisition Agreement may be assigned, in whole or in part,

by either party only upon the written consent of the other, which consent shall not be unreasonably withheld.

CONTROLLING LAW AND VENUE. This Acquisition Agreement and the provisions contained in this Acquisition Agreement shall be construed, interpreted, and controlled according to the laws of the State of Florida. The Parties hereby acknowledge and agree that, in the event legal action is instituted to enforce this Acquisition Agreement, the Developer consents to and by execution hereof submit to the jurisdiction of any state court sitting in or for Osceola County, Florida.

EFFECTIVE DATE. This Acquisition Agreement shall be effective upon its execution by the District and the Developer.

PUBLIC RECORDS. The Developer understands and agrees that all documents of any kind provided to the District in connection with this Acquisition Agreement may be public records and will be treated as such in accordance with Florida law.

SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Acquisition Agreement shall not affect the validity or enforceability of the remaining portions of this Acquisition Agreement, or any part of this Acquisition Agreement not held to be invalid or unenforceable.

SOVEREIGN IMMUNITY. The Developer agrees that nothing in this Acquisition Agreement shall constitute or be construed as a waiver of the District's limitations on liability contained in Section 768.28, Florida Statutes, or other statutes or laws.

HEADINGS FOR CONVENIENCE ONLY. The descriptive headings in this Acquisition Agreement are for convenience only and shall not control nor affect the meaning or construction of any of the provisions of this Acquisition Agreement.

COUNTERPARTS. This Acquisition Agreement may be executed in any number of counterparts, each of which when executed and delivered shall be an original; however, all such counterparts together shall constitute but one and the same instrument. Signature and acknowledgment pages, if any, may be detached from the counterparts and attached to a single copy of this document to physically form one document.

SIGNATURES ON FOLLOWING PAGE

COUNTERPART SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT
AND THE DEVELOPER, REGARDING THE ACQUISITION OF CERTAIN WORK PRODUCT AND INFRASTRUCTURE

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above.

DEVELOPER:

ELEVATION PRESON COVE, LLC, a
Florida limited liability company

By_ _

_ _ _ _ _

_ _ _ _ _ _

Print: - - - - - - - - - - - -
Title: - - - - - - - - - - - -

COUNTERPART SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT
AND THE DEVELOPER, REGARDING THE ACQUISITION OF CERTAIN WORK PRODUCT AND INFRASTRUCTURE

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above.

DISTRICT:

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT,
a Florida community development district

By:- - - - - - - - - - - - -
Print: - - - - - - - - - - - -
Title: - - - - - - - - - - - -

EXHIBIT "A"

Legal Description

[See following page]

EXIDBIT "B"

Engineer's Report

[See following page]

EXHIBIT "C"

Improvements to be Acquired

Stormwater management facilities (pipes, drainage structures, outfalls) and related earthwork for stormwater pond excavation and dewatering);
Roadways, alleys, pavement markings and signage for District roads, and pavement asphalt, base, sub-base stabilization, sidewalks, landscaping, and the secondary drainage system including curb and gutters, inlets and culverts;
Potable water, reclaimed water and sanitary sewer systems (lift station, pipes, fittings and valves) and connection fees;
Electrical distribution and street lighting;
Recreational Facilities and amenities;
Environmental conservation/Mitigation
Professional Services
Landscape, hardscape and irrigation (anticipated to include perimeter landscape buffers, master signage, way finding signage, entry hardscape features, amenity area landscape, pedestrian/multipurpose trails and street trees); and

together with all real property underlying the Improvements.

EXHIBIT "D"

Work Product

All architectural, engineering, landscape design, construction and other professional work product related to the Improvements including but not limited to plans, specifications, designs, drawings, permit applications and permits, surveys, and the like.

S ECTION 8

CONSTRUCTION FUNDING AGREEMENT BETWEEN PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT AND
ELEVATION PRESTON COVE, LLP

THIS AGREEMENT ("Agreement") is made and entered into this 26th day of August, 202i, by and between:

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT, a local unit of special­ purpose government established pursuant to Chapter 190, Florida Statutes, and located in the Osceola County, Florida, with a mailing address of c/o Governmental Management Services-Central Florida, LLC, 219 E. Livingston Street, Orlando, Florida 32801 (hereinafter "District"), and

ELEVATION PRESTON COVE, LLP, a Florida limited liability company, with a mailing address of 121 S. Orange Avenue, Suite 1250, Orlando, Florida 32801, and the owner of certain undeveloped lands within the District (hereinafter "Developer").

RECITALS

WHEREAS, the District was established by Ordinance No. 2021-54 adopted by the Board of County Commissioners of Osceola County, Florida, for the purpose of planning, financing, constructing, operating and/or maintaining certain infrastructure; and

WHEREAS, the Developer is the owner and/or developer of certain undeveloped lands located within the boundaries of th.e District (hereinafter, the "Development") upon which the District's improvements have been or will be made; and

WHEREAS, the District, pursuant to Chapter 190, Florida Statutes, is authorized to levy such taxes, special assessments, fees. and other charges as may be necessary in furtherance of the District's activities and services; and

WHEREAS, the District is anticipated to be without sufficient funds available to provide for the construction of the planned Capital Improvement Plan for the District, which is described in the District's Engineer's Report for the Preston Cove Community Development District prepared by Hanson, Walter & Associates, Inc, dated August 26, 2021 , which is attached hereto as Exhibit A, including construction and any design, the purchasing of materials, engineering, legal, or other construction, professional, or administrative costs (collectively, the "Improvements"); and

WHEREAS, in order to induce the District to proceed at this time with the construction of the Improvements, the Developer desires to provide the funds necessary to enable the District to proceed with purchasing materials and or constructing such Improvements, prior to the issuance of any tax-exempt bonds or other financing (the "bonds"), or if and when, after Bonds are issued, the District exhausts the funds on deposit in the construction account; and

WHEREAS, the District anticipates accessing the public bond market in the future to obtain financing for the construction of the Improvements as described in the Engineer's Report, and the parties agree that, in the event that Bonds are issued, funds provided under this Agreement will be reimbursable from those bonds, to the extent permissible by law, and to the extent funds are available in the construction account and not pledged or assigned to other purposes.

Now, THEREFORE, in consideration of the recitals, agreements, and mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties agree as follows:

RECITALS. The recitals stated above are true and correct and by this reference are incorporated herein and form a material part of this Agreement.

FUNDING. Developer agrees to make available to the District such monies as are necessary to enable the District to proceed with the design, the purchasing of materials, engineering, and construction of the Improvements. Developer will make such funds available on a monthly basis, within ten (10) days of a written request by the District. The Developer shall pay all amounts requested in full, plus any late fees or penalties imposed due to late payments of the Developer. The funds shall be placed in the District's construction account with such depository as determined by the District.

REPAYMENT. The parties agree that the funds provided by Developer pursuant to this Agreement are anticipated to be properly reimbursable from proceeds of the District's issuance of tax-exempt bonds. Within forty-five (45) days of receipt from time to time of sufficient funds by the District for the financing of some or all of the Improvements, the District shall reimburse Developer Uiltil full reimbursement is made or until all funds generated by the anticipated financing are exhausted, exclusive ofinterest (and to the extent funds are available and not pledged or assigned to other purposes), for the funds advanced under Section 2 above; provided, however,
that in the event bond counsel engaged in connection with the District's issuance of bonds providing such financing determines that any such monies advanced or expenses incurred are not
properly reimbursable for any reason, including, but not limited to federal tax restrictions imposed on tax-exempt financing, the District shall not be obligated to reimburse such monies advanced or expenses incurred. If the District do s not or cannot issue bonds to provide the funds for all, or a part of, the Improvements within five (5) years of the date of this Agreement, and, thus does not reimburse the Developer for the funds advanced, then the parties agree that such funds may be deemed paid in lieu of taxes, fees, or assessments which might be levied or imposed by the District on property owned by the Developer.

DEFAULT. A default by either party to this Agreement shall entitle the other to all remedies available at law or in equity, which may include, but not be limited to, the right of actual damages, injunctive relief and/or specific performance, but shall exclude, in any event, consequential, incidental, special or punitive damages.

ENFORCEMENT OF AGREEMENT. In the event that either party is required to enforce this Agreement by court proceedings or otherwise, then the substantially prevailing party

shall be entitled to recover all fees and costs incurred, including reasonable attorneys' fees and costs for trial, alternative dispute resolution, or appellate proceedings.

AGREEMENT. This Agreement shall constitute the final and complete expression of the agreement between the parties relating to the specific subject matter of this Agreement.

AMENDMENTS. Amendments to and waivers of the provisions contained in this Agreement may be made only by an instrument in writing which is executed by both of the parties hereto.

AUTHORIZATION. The execution of this Agreement has been duly authorized by the appropriate body or official of all parties hereto, each party has complied with all of the requirements of law, and each party has full power and authority to comply with the terms and provisions of this Agreement.

NOTICES. All notices, requests, consents and other communications hereunder ("Notices") shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, or overnight delivery service, to the parties, as follows:

A.	If to District:

With a copy to:

If to Developer:

With a copy to:

Preston Cove Community Development District c/o Governmental Management Services - Central Florida, LLC
219 E. Livingston St. Orlandof Florida 32801 Attn: District Manager

Latham, Luna, Eden & Beaudine, LLP 201 S, Orange, Suite 1400
Orlando, FL 32801
Attention: Attn: District Counsel

Elevation Preston Cove, LLC
121 S. Orange Avenue, Suite 1250
Orlando, Florida 32801.
Attention: Owais Khanani, Manager [Please provide]

Except as otherwise provided herein, any Notice shall be deemed received only upon actual delivery at the address set forth herein. Notices delivered after 5:00 p.m. (at the place of delivery) or on a non-business day, shall be deemed received on the next business day. If any time for giving Notice contained in this Agreement would otherwise expire on a non-business day, the Notice period shall be extended to the next succeeding business day. Saturdays, Sundays and legal holidays recognized by the United States government shall not be regarded as business days. Counsel for the parties may deliver Notice on behalf of the party he/she represents. Any party or other person to whom Notices are to be sent or copied may notify the other parties and addressees of any change in name or address to which Notices shall be sent by providing the same on five (5) days written notice to the parties and addressees set forth herein.

THIRD PARTY BENEFICIARIES. This Agreement is solely for the benefit of the formal parties herein and no right or cause of action shall accrue upon or by reason hereof, to or for the benefit of any third party not a fonnal party hereto. Nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or corporation other than the parties hereto any right, remedy or claim under or by reason of this Agreement or any provisions or conditions hereof; and all of the provisions, representations, covenants and conditions herein contained shall inure to the sole benefit of and shall be binding upon the parties hereto and their respective representatives successors and assigns.

ASSIGNMENT. Neither party may assign this Agreement or any monies to become due hereunder without the prior written approval of the other party.

CONTROLLING LAW. This reement and the provisions contained herein shall be construed, interpreted and controlled according to the laws of the State of Florida.

EFFECTIVE DATE. The Agreement shall be effective after execution by all parties hereto and shall remain in effect unJess terminated by any of the parties hereto.

PUBLIC RECORDS. Developer understands and agrees that all documents of any kind provided to the District or to District staff in connection with the work contemplated under this Agreement are public records and are treated as such in accordance with Florida law and the District's Record Retention Schedule.

COUNTERPARTS. This Agreement may be executed in one or more counterparts which, when taken together, shall constitute one and the same instrument.

[Signatures on next page]

IN WITNESS WHEREOF, the parties execute this Agreement to be effective the day and year first written above.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

 	

- - - - - - - - - -

Name:
Secretary/Assistant Secretary

Name:

- - - - - - - - - - - - -

Vice/Chairperson, Board of Supervisors

WITNESS:	ELEVATION PRESTON COVE, LLP,
a Florida limited liability company

By:	­

Its: - - - - - - - - - - - - -

Exhibit A:	Engineer's Report. dated August 26, 2021

S ECTION C

RESOLUTION 2021-17

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT AUTHORIZING THE DISTRICT ENGINEER, OR ANOTHER INDIVIDUAL DESIGNATED BY THE BOARD OF SUPERVISORS, TO ACT AS THE DISTRICT'S PURCHASING AGENT FOR THE PURPOSE OF PROCURING, ACCEPTING, AND MAINTAINING ANY AND ALL CONSTRUCTION MATERIALS NECESSARY FOR THE CONSTRUCTION,	INSTALLATION, MAINTENANCE OR COMPLETION OF THE DISTRICT'S INFRASTRUCTURE IMPROVEMENTS AS PROVIDED IN THE DISTRICT'S ADOPTED CAPITAL IMPROVEMENT PLAN; PROVIDING FOR THE APPROVAL OF A WORK AUTHORIZATION; PROVIDING FOR PROCEDURAL REQUIREMENTS FOR THE PURCHASE OF MATERIALS; APPROVING THE FORM OF A PURCHASE REQUISITION REQUEST; APPROVING THE FORM OF A PURCHASE ORDER; APPROVING THE FORM OF A CERTIFICATE OF ENTITLEMENT; AUTHORIZING THE PURCHASE OF INSURANCE; PROVIDING A  SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, the Preston Cove Community Development District (the "District") is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes; and

WHEREAS, Chapter 190, Florida Statutes, authorizes the District to construct, install, operate and/or maintain systems and facilities for certain basic infrastructure; and

WHEREAS, the District Board of Supervisors (the "Board"), upon recommendation of the District Engineer, has adopted a Capital Improvement Plan as described in the Engineer's Report for the Preston Cove Community Development District prepared by Hanson, Walter & Associates, Inc., dated August 26, 2021, for the construction and installation of certain infrastructure improvements within the District (the "Improvements"); and

WHEREAS, the District has or will enter into a partial assignment of one or more construction contracts for the construction and installation of the Improvements (the "Construction Contracts"); and

WHEREAS, the Construction Contracts allow, or will be amended to allow, for the direct purchase by the District of certain construction materials necessary for those contracts; and

WHEREAS, the District has determined that such direct purchase of construction materials will provide a significant construction cost reduction that is in the best interest of the District; and

WHEREAS, the District desires to have a District representative who is familiar with the project and who is knowledgeable in the area of procuring and handling construction materials act as its representative.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. The District Engineer is hereby appointed by the Board ("Purchasing Agent") and shall have the authority of the District to issue purchase orders or enter  into purchase agreements on behalf of the District at such times and intervals as it determines necessary for the timely receipt of construction materials required by the Contractor for the prosecution of the construction project. The Board may replace or appoint another Purchasing Agent at any duly advertised meeting of the District.

SECTION 2. The Purchasing Agent shall purchase on behalf of the District only those materials specifically identified in the Construction Contracts and in amounts not to exceed the cost amounts contained in the Construction Contracts.

SECTION 3. The Purchasing Agent shall be authorized to purchase on behalf of the District, any additional construction materials that are identified in a schedule of values associated with any change order(s) to the Construction Contracts or that of any subcontractor to the Contractor which is approved by the District.

SECTION 4. Should the District Engineer act as the Purchasing Agent for any given Construction Contract, a work authorization of the District Engineer, a form of which is attached hereto as Exhibit A, is hereby approved and/or ratified, and the District Engineer shall be paid such reasonable fees, costs and expenses, related to its actions as the District's Purchasing Agent as provided for in the District Engineer's agreement with the District.

SECTION 5. The Purchasing Agent is further authorized to take any  other  administrative actions that are consistent with his/her duties as the Purchasing Agent, including but not limited to, negotiating for lower prices on materials from other suppliers, arranging for the storage, delivery, and protection of purchased materials, and sending and receiving notices and releases as are required by law.

SECTION 6. The District Manager is hereby authorized to purchase Builders All Risk Insurance on behalf of the District and with the District as the named insured in such amounts as are necessary to cover the estimated costs of the construction materials pursuant to the Construction Contracts.

SECTION 7. The procurement procedures and its exhibits,  attached  hereto  as Composite Exhibit Band incorporated herein by reference, are hereby approved and/or ratified, and shall be used by the Purchasing Agent for the purchase of construction materials on behalf of the District (also referred to as "Owner").

SECTION 8. The actions of members of the Board and District staff in effectuating the District's direct purchase of materials relative to the Construction Contracts, including but not limited to the execution of any documents related therewith, are hereby ratified, approved and confirmed in all respects.

SECTION 9. If any provision of this Resolution is held to be illegal or invalid, the other provisions shall remain in full force and effect.

SECTION 10.	This Resolution shall become effective upon its passage and shall remain in effect unless rescinded or repealed.

PASSED AND ADOPTED this  	

day of_ _

_	_	_ 2021.

ATTEST:	PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson, Board of Supervisors

Exhibit A Comp. Exhibit B

Form of Work Authorization
Procurement Procedures for Direct Purchase Material

EXHIBIT A

Work Authorization

_   _   _   _   _   , 20_

Board of Supervisors
Preston Cove Community Development District
c/o Governmental Management Services - Central Florida, LLC 219 East Livingston Street
Orlando, Florida 3280 l

Subject: Work Authorization Number 	_
Preston Cove Community Development l'>istriet

Dear Chairperson, Board of Supervisors:

Hanson Walter & Associates Inc. ("Engineer") is pleased to submit this work authorization to provide engineering services for the Preston Cove Community Development District. We will provide these services pursuant to our current agreement

dated _ _

_ _ _

_, 20_ ("Engineering Agreement") as follows:

Scope of Work
Engineer will act as Purchasing Agent for the District with respect to the direct purchase of construction materials for the District's Improvements in accordance with the procurement procedures adopted by the Board of Supervisors.

Compensation
Engineer will be compensated for this work at the hourly rates established pursuant to the Engineering Agreement.

Other Direct Costs
Other direct costs include items such as printing, drawings, travel, deliveries, et cetera, pursuant to the Engineering Agreement.

Engineer hereby represents it understands and wiU abide by all terms of the District's Procurement Procedures for Direct Purchase Materials (also referred to as "Owner Purchased Materials"). In preparing and executing any documentation for purposes of ordering or purchasing materials in the name of and on behalf of the District, the Engineer will affirm that the vendor supplying tbe Direct Purchase Materials is not also the installer of the Direct Purchase Materials, and further, will affirm that the installer of the Direct Pur-chase Materials did not manufaeture, fabricate or furnish the Direct Purchase Materials.

This work authorization, together with the Engineering Agreement, as amended and supplemented, represents the entire understanding between the District and Engineer with regard to the referenced services herein. If you wish to accept this work authorization, please sign both copies where indicated, and return one complete copy to our office. Upon receipt, we will promptly schedule our services.

Sincerely,

Name: - - - - - - - - - - -
Title:
Hanson, Walter & Associates, Inc..

Authorized Representative of
Preston Cove Community Development District Date:- - - - - - -

APPROVED AND ACCEPTED

COMPOSITE EXIDBIT B

PROCUREMENT PROCEDURES FOR DIRECT PURCHASE MATERIAL

Purchase Requisition Request Forms. At least ten (10) calendar days prior to CONTRACTOR ordering construction materials, CONTRACTOR shall prepare and forward to OWNER a separate Purchasing Requisition Request Form for each supplier in the form attached hereto as Attachment 1, specifically identifying the construction materials which CONTRACTOR plans to order from each supplier so that OWNER may, in i sole discretion, elect to purchase directly such construction materials.

Purchase Orders. After receipt of the Purchasing Requisition Request Form, the OWNER shall prepare Purchase Orders in substantially the form attached hereto as Attachment 2, or as modified from time to time in the District's discretion, for construction materials which the OWNER wishes to purchase directly.

Purchase Orders shall require that the supplier provide required shipping and handling insurance. Purchase Orders shall also require the delivery of the Direct Purchase Materials (also referred to as "Owner Purchased Material(s)") on the delivery dates provided by the CONTRACTOR in the Purchasing Requisition Request Fonn. Pursuant to the Purchase Order, the supplier will provide tlre CONTRACTOR the required quantities of construction material at the price established in the supplier's quote less any associated sales tax.

Certificate of Entitlement. The OWNER shall execute a separate Certificate of Entitlement for each Purchase Order in the form attached hereto as Attachment 3 , and furnish a copy of same to the supplier and to the CONTRACTOR in accordance with secti.-On 4. Each Certificate of Ent-itlement must have attached thereto the corresponding Purchase Order.

Each Certificate of Entitlement shall acknowleclge that if the Department of Revenue determines the purchase is not a tax exempt purchase by a governmental entity, then the governmental entity will be responsible for any tax, penalties and interest determined to be due.

Each Certificate of Entitlement shall affirm that: (1) the attached Purchase Order is being issued directly to the vendor supplying the tangible personal property the CONTRACTOR will use in the identified public works; (2) the vendor's invoice will be issued directly to the governmental entity; (3) payment of the vendor's invoice will be made directly by the governmental entity to the vendor from public funds; (4) the ,governmental entity will take title to the tangible personal property from the vendor at the time of purchase or of delivery by the vendor; and (5) the governmental entity assumes the risk of damage or loss at the time of purchase or delivery by the vendor.

Transmission of Certificate of Entitlement and Attached Purchase Order. At least two (2) calendar days prior to CONTRACTOR placing OWNER'S order for the construction materials, OWNER shall forward each Certificate of Entitlement, together with the attached Purchase Order, to CONTRACTOR and to supplier. Promptly upon receipt of the Direct Purchase Materials specified in each Purchase Order, CONTRACTOR shall verify the purchase of the Direct Purchase

Materials in accordance with the terms of the Purchase Order and in a manner to assure timely delivery of the Direct Purchase Materials.

Notice of Reduction in Contract Price. To the extent applicable to the Construction contract, on or about the last business day of each month, OWNER shall deliver to the CONTRACTOR a Notice of Reduction in Contract Price (hereinafter "Notice"). Each Notice shall list all Direct Purchase Materials for the respective month and the total price for all such construction materials, plus all sales taxes which would have been associated with such construction materials had the CONTRACTOR purchased the construction materials. Each Notice may also include the total price and sales tax (had CONTRACTOR purchased) for any prevfously purchased Direct Purchase
Materials which for any reason were not previously deducted from the contract price. The contract price will be reduced automatically and as a ministerial task by the amount set forth in each Notice. Each Notice will also reflect the amended contract balance reflecting the deductions taken in said Notice.

The intent of this provision is to cause the contract price to be reduced automatically by the amount OWNER pays for Direct Purchase Materials plus the amount of applicable sales tax that would have been paid for such construction materials had the CONTRACTOR or any other non­ tax-exempt entity purchased the construction materials. All savings  of sales taxes  shall  accrue solely to the benefit of OWNER, and CONTRACTOR shall not benefit whatsoever from savings of any such taxes.

Pavment fo:r Direct Purchase Materials. In order to a.IT3nie for the prompt payment to suppliers, the CONTRACTOR. shall provide to the OWNER a list indicating on behalf of the owner of the Direct Purchase Materials within fifteen (15) calendar days of receipt of said Direct Purchase Materials. The list shall include a copy of the applicable Purchase Orders, invoices, delivery tickets, written acceptance of the delivered items, and such other documentation as may be reasonably required by t}le OWNER. Upon receipt of the appropriate documentation, the OWNER  shall prepare a check drawn to the supplier based upon the receipt of data provided. OWNER will make payment to each supplier. The CONTRACTOR •rees toassist the OWNER to immediately obtain appropriate partial or final release of waivers.

OWNER shall be responsible for the full payment of all valid and due invoices for Direct Purchase Materials and shall not be entitled to retain the standard five percent (5%) to ten percent (10%) amount of the progress payment due to the CONTRACTOR as is otherwise provided for in the contract documents.

CONTRACTOR SHALL AFFIRM THAT THE VENDOR SUPPLYING  THE DIRECT PURCHASE MATERIALS IS NOT ALSO THE INSTALLER OF THE DIRECT PURCHASE MATERIALS. CONTRACTOR SHALL FURTHER AFFIRM THAT THE INSTALLER OF THE DIRECT PURCHASE MATERIALS DID NOT MANUFACTURE, FABRICATE OR FURNISH THE DIRECT PURCHASE MATERIALS.

CONTRACTOR Responsibilities. CONTRACTOR shall be fully  responsible  for  all matters relating to ordering, storing, protecting, receipt, and handling for all construction materials including Direct Purchase Materials, in accordance with these procedures including, but not limited to, verifying correct quantities, verifying documents of orders in a timely manner, coordinating purchases, providing and obtaining all warranties and guarantees required by the contract

documents, inspection and acceptance on behalf of the owner of the construction materials  at the time of delivery, and loss or damage to the construction materials following acceptance of construction materials, due to the negligence of the CONTRACTOR.  CONTRACTOR  shall serve  as bailee with respect to such Direct Purchase Materials. The CONTRACTOR shall coordinate delivery schedules, sequence of delivery, loading orientation, and other arrangements normally required by the CONTRACTOR for the construction materials furnished including Direct Purchase Materials. The CONTRACTOR shall provide all services required for the unloading, handling and storage of construction materials through installation including Direct Purchase Materials. The CONTRACTOR agrees to indemnify and hold harmless the OWNER from any and all claims of whatever nature resulting from non-payment for Direct Purchase Materials arising from CONTRACTOR actions.

Inspection and Documentation. As Direct Purchase Materials are delivered to the job site, CONTRACTOR shall visually inspect all shipments from the suppliers, and approve the vendor's invoice for construction materials delivered. The CONTRACTOR shall assure that each delivery of Direct Purchase Material is accompanied by documentation adequate to identify the Purchase Order against which the purchase is made. This documentation may consist of a delivery ticket and an invoice from the supplier conforming to the Purchase Order together with such additional information as the OWNER may require. All invoices for Direct Purchase Materials shall include the Owner's consumer certificate of exemption number. The CONTRACTOR will then forward all such invoices to the OWNER. On or about the fifteenth (15th) and last day of each month (or the next succeeding business day), CONTRACTOR shall review all invoices submitted by all suppliers of Direct Purchase Materials delivered to the project sites during that month and either concur or object to the OWNER's issuance of payment to the suppliers, based upon CONTRACTOR's records of Direct Purchase Materials delivered to the site and whether any defects or non-conformities exist in such Direct Purchase Materials.

.Wmmuties. Guarantees,. pairs and Maintenance. The CONTRACTOR shall be responsible for obtaining and managing on behalf of the Owner all warranties and guarantees for all construction materials as required by the contract documents and shall fully warrant all construction materials including all Direct Purchase Materials. OWNER's purchase of various construction materials shall not in any manner impact or reduce CONTRACTOR's duty to warrant said construction m rials. The OWNER may forward all repair, maintenance, non-conforming construction materials calls, or any other issues relating to the construction materials to the CONTRACTOR for resolution with the appropriate supplier, vendor, or subcontractor. The CONTRACTOR shall resolve all such calls or issues.

Records and Accountings. The CONTRACTOR shall maintain records of all Direct Purchase Materials it incorporates into the work from the stock of Direct Purchase Materials in its possession as bailee. The CONTRACTOR shall account monthly to the OWNER for any Direct Purchase Materials delivered into the CONTRACTOR's possession, indicating portions of all such construction materials which have been incorporated into the work.

Defective or Non-conforming Construction Materials. The CONTRACTOR  shall ensure that Direct Purchase Materials conform to specifications and  determine  prior  to incorporation into the work if such construction materials are defective or non-conforming, whether such construction materials are identical to the construction materials ordered and match the description on the bill of lading. If the CONTRACTOR discovers defective or non-conforming

Direct Purchase Material upon such visual inspection, the CONTRACTOR shall not utilize such non-conforming or defective construction materials in the work and instead shall  promptly  notify the OWNER of the defective or non-conforming conditions so repair or replacement of such construction materials can occur without any undue delay or interruption to the Project. If the CONTRACTOR fails to adequately and properly perform such  inspection  or  otherwise incorporates into the Project defective or non-conforming Direct Purchase Materials,  the condition of which it either knew or should have known by performance of an inspection, CONTRACTOR shall be responsible for all damages to OWNER resulting from CONTRACTOR's incorporation of such construction materials into the project, including any available liquidated or delay damages.

Title. Notwithstanding the transfer of Direct Purchase Materials by the OWNER to the CONTRACTOR's possession as bailee for the OWNER the OWNER shall retain legal and equitable title to any and all Direct Purchase Materials.

Insurance and Risk of Loss. The OWNER shall purchase and maintain Builder's Risk Insurance sufficient to protect against any loss or damage  to Direct  Purchase  Materials.  Owner shall be the named insured and such insurance shall cover the full value of any Direct Purchase Materials not yet incorporated into the Project during the period between the time the OWNER first
takes title to any such Direct Purchase Materials and the time when the last of such Direct Purchase Materials is incorporated into the project or consumed in the process of completing the Project.
No Damages for Delay. The OWNER shall in no way be liable for, and CONTRACTOR waives all claims for, any damages relating to or caused by alleged interruption or delay due to ordering or arrival of Direct Purchase Materials, defects, or other problems of any nature with such construction materials. late payment for such construction materials, or any other circumstance associated with Direct Purchase Materials, regardless of whether OWNER's conduct caused,  in whole or in part, such alleged damages. The foregoing waiver by  CONTRACTOR  includes damages for acceleration and inefficiencies. CONTRACTOR accepts from OWNER as further and specific consideration for the foregoing waivers, OWNER's undertaking to pay for and finance all Direct Purchase Materials.

Attachment 1

PURCHASE REQUISITION REQUEST FORM

Contact Person for the material supplier.
NAME: - - - - - - - - - - - - - - - - - - - - - - - - - -
ADDRESS: - - - - - - - - - - - - - - - - - - - - - - - - -
TELEPHONE NUMBER: - - - - - - - - - - - - - - - - - - - - -
Manufacturer or brand, model or specification number of the item.

Quantity needed as estimated by CONTRACTOR. _ _ _ _ _ _ _ _
The price quoted by the supplier for the cot1$truction materials identified above.
$_ _ _ _ _ _ _
The sales tax associated with the price quote. $_ _ _ _ _ _ _ _ _

Shipping and handling insurance cost. $_ _ _

_ _ _ _ _

_ _ _

Delivery dates as established by CONTRACTOR. _ _

_ _ _

_ _ _

OWNER: Preston Cove Community Dev•pment District

Authorized Signature (Title)	Date

CONTRACTOR:- - - - - - - - - - - - - - - - - - - - - - -

Authorized Signature (Title)	Date

Attachment 2
PURCHASE ORDER
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

"Owner"	"Seller"
Owner:	PRESTON COVE CDD	Seller:

Addres

Address:	c/o Governmental Management	s:

Services - Central Florida, LLC 219 East Livingston Street Orlando, FL 32801

// <
/"(  "'/''·\,,
/	··.

Phone:	(407) 841-5524	I

'	Phone:	'"

"Pro·ect"

'·

Project Name:			Contract Date:	

	
Project Address:					
Goods Receiving Point Address:
(if different than Pro·  ect Address					
Description of Goods or Services - The Owner and Seller are entering into this Purchase Order Agreement ("Order") for the purpose off.he Owner purchasing the items ("Goods") Hsted in the proposal attached as Exhibit A.

Schedule - The Goods shall be delivered within _ _ _ _ _
Price-$	 	

_	days from the date of this Order.

Certificate of Exemption#_ _ _ _ _ _ _

IN WITNESS HEREOF, the parties have executed this Order effective as of the date executed below. By executing this document below, Seller acknowledg s that it has read all of the terms and provisions of this Order, including the Terms and Conditions attached hereto as Exhibit B, and agrees to deliver the Goods as described herein and comply fully with the terms and conditions hereof.

Preston Cove Community Develo pment District	 	

Owner

Seller By:

By:
   Name:	
   Title:	

   Name:	
   Title:	

   Date Executed:	 Date Executed:	

EXIIlBIT A:	Proposal
EXIIlBIT B:	Terms and Conditions

EXHIBIT A
Proposal

[insert proposal from vendor]

EXHIBIT B TERMS AND CONDITIONS

PRICE. The Price set forth above includes all Goods, insurance, warranties and other materials or services  (including  without limitation all packing, loading or freight) necessary to produce and deliver the Goods.

SCHEDULE. Time is of the essence with respect to this Order, and all Goods shall be produced and delivered within the times set forth in the Schedule. Owner may cancel this Order or any part thereof or reject delivery of Goods if such delivery or performance is not in material accordance with the specifications of this Order, including the Schedule.

DELIVERY AND INSPECTION.

All shipments of Goods are to be made, with all shipping oosts prepaid by Seller (e.g., insurance, packing, loading, freight, etc.), to the receiving point specified above. Title, and risk ofloss, shall pass to Owner at the time such  Goods are delivered at the Project site and accepted by Owner or Owner's contractor,  provided however that Owner shall have a reasonable opportunity to inspect such Goods prior to acceptance.

All Goods are subject to inspection and approval by Owner at a reasonable time post-delivery. Owner inay return Goods not meeting specifications (including ov1l!' srupments) at the Seller's expense and risk. Owner will notify Seller of failure. Return authorizations for Goods not received within 30 days will deem such Goods as donations to Owner.

TERMS OF PAYMENT. Seller ' s Invoice ("Invoice") must be submitted in the Owner's name before payment  will be  made by Owner pursuant to this Order. Owner shall make payment within 30 days of receipt of a proper invoice , and pursuant to the Local Government Prompt Payment Act, Sections 218.70 et seq., Florida Statutes (2019). Any indebtedness of Seller to Owner may, at Owner's option, be CTedited against amounts -0wing by Owner hereunder.

WARRANTY. Seller shall take all necessary steps to assign any manufacturer's warranties  to the Owner.  Sell¢r warrants that the title to Goods conveyed she.II be good, that the transfer of the Goods shall be rightful, and that the Goods shall be  free from any security interest, lien or encumbrance. Seller further warrants that the Goods are free of any rightful claim of infringement, and shall indemnify, detena, and hold harmless the lndemmtees (defined below) against any such claim. Further, the Goods shall be new, shall be free from defects, shall be of merchantable quality, and shall be fit for use on the District's Project. Seller agrees, without prejudice to any otller rights Owner may have, to replace or otherwise remedy any defective Goods without furth cost to Owner or, at Owner's option, to reimburse Owner for its cost of replacing defective Goods. At! Goods are subject to imptction by Owner before, upon. and within a reasonable time after delivery. Goods shall not be replaced without Owner's prior written ms uctions. Any acceptance by Owner shall not prevent Owner from later rejecting non-conforming Goods. The warranty provided herein shall survive the completion or termination of this Order
and is in addition to any warranties provide<! by law.

COMPLIANCE WITH LAW. Seller agJees that .at all times it will comply with all applicable federal, state, municipal and local laws, orders and regulations.

INDEMNITY.   To the fullest extent permitted. by law, and in addition to any other obligations of Seller under the Order or otherwise, Seller shall indemnify, hold hannless. and defend Owner, and Owner's supervisors, staff, consultants, agents, subcontractors, and employees (together, "Indenmitees ") from all liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees. to the exttmt caused in whole or in part by the negligence, recklessness or intentional wrongful misconduct of the Seller, or any subcontractor, any supplier, or any individual or entity directly or indirectly employed by any of them, and arising out of or incidental to the performance of this Order. The Seller shall ensure that any and all subcontractors include this express provision for the benefit of the Indemnitees.  The parties agree that this paragraph is fully enforceable pursuant to Florida law. In the event that this section is determined to be unenforceable, this paragraph shall be reformed to give the paragraph the maximum effect allowed by Florida law and for the benefit of the Indemnitees. The provisions of this section shall survive the completion or earlier termination of this Order and are not intended to limit any of the other rights and/or remedies provided to the District hereunder.

INSURANCE. At all times during the term of this Order agreement, Seller, at its sole cost and expense, shall maintain insurance coverages of the types and amounts set forth below:

Commercial general liability insurance with minimum limits of liability not less than $1,000,000. Such insurance shall include coverage for contractual liability.

Workers' Compensation Insurance covering all employees of Seller in statutory amounts, and employer's liability insurance with limits of not less than $100,000 each accident.

Comprehensive automobile liability insurance covering all automobiles used by Seller, with limits of  liability of not less than $1,000,000 each occurrence combined single limit bodily injury and property damage.

DEFAULT. Upon any material default by Seller hereunder, Owner may, in addition to any other remedies available to Owner at law or in equity, cancel this Order without penalty or liability b)' written notice to Seller.

LIMITATION OF LIABILITY. Nothing herein shall be construed to be a waiver of the Owner's limit of liability contained in Section 768.28, Florida Statutes or other statute or law.

WAIVER. Any failure of Owner to enforce at any time, or fbr any period of time, any of the provisions of this Order shall not constitute a waiver of such provisions or a waiver ofOwner·s right to enforce each and every provision.

MODIFICATIONS. This Order supersedes all prior dis.c ussions, agreements and understandings between the parties and constitutes the entire agreement between the parties with respect to the transaction herein contemplated. Changes, modifications, waivers, additions or amendments to the tenns and conditions of this Order shall be binding on Owner only if such changes, modifications, waivers, additions or amendments are in writing and signed by a duly authorized representative of Owner.

APPLICABLE LAW. The validity, interpretm;ion, and performance of this Order shall be governed by the laws of the State of Florida, in force at the date of this Order. Where not modified  by the terms herein, the provisions of Florida's enactment of Article 2 of the Uniform Commercial Code shall apply to this transaction.

MECHANIC'S LIENS. Notwithstanding that Own isa local umt of special-pUJIJ)Ose government and not subject to the lien provisions of Chapter 713, Florida Statutes, Seller agrees to keep the District's property free of all liens, including equitable liens, claims or encumbrances {roHectively, "Liens") arising out of the delivery .of any Goods by Seller, and shall furnish Owner with appropriate lien waivers from all potential claimants upon request of Owner. If any Liens are filed, Owner may without waiving ils rights based on such breach by Seller or releasing Seller from any obligations hereunder,
pay or satisfy the same and in such evellt the swns so paid by Owner shall be due and payable by Seller immediately and
without notice or demand, with interest from tbs.: date paid by Owner through the date paid by Seller, at the highest rate permitted by law.

PERMITS AND LICENSES. Before commencing performance hereunder, Seller shall obtain all permits, approvals, certificates and licenses necessary for the proper tx,>rformance of this Order and pay all fees and charges therefore. The originals of all such documents shall be delivered to 0\\-ner upon receipt by Seller.

PARTIAL INVALIDfIY. Ifin any instance any provision of this Order shall be determined to be invalid or unenforceable under any applicable law. such provision shall not apply in such instance, but the remaining provisions shall be given effect in accordance with their terms.

ASSIGNMENT AND SUBCONTRACTING. Thi8' Order shall not be assigned or transferred by Seller without prior written approval by Owner, and any attempted assignment or transfer without such consent shall be void.

RELATIONSHIP. The relationship between Owner and Seller shall be that of independent contractor, and Seller, its agents and employees, shall under no circumstances be deemed employees, agents or representatives of Owner.

NOTICES. Any notice, approval or other communication required  hereunder must be in writing and shall be deemed given if delivered by hand or mailed by registered mail or certified mail addressed to the parties hereto as indicated on page I.

PUBLIC ENTITY CRIMES. Seller certifies, by acceptance of this purchase order, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in  this transaction per the provisions of section 287.133(2)(a), Florida Statutes.

SCRUTINIZED COMPANIES. Supplier certifies, by acceptance of this purchase order, that neither it nor any of its officers, directors, executives, partners, shareholders, members, or agents is on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, created pursuant to section 215.473, Florida Statutes, and in the event such status changes, Seller shall immediately notify Owner.

TERMINATION. Notwithstanding anything herein to the contrary, Owner shall have the right, at its sole election, to terminate this Order for any cause whatsoever upon the delivery of written notice to Seller. Upon such termination, Seller shall have no remedy against Owner, other than for payment of Goods already produced pursuant to specific written direction by Owner pursuant to the terms herein, subject to any offsets or claims that Owner may have.
PUBLIC RECORDS. Seller acknowledges that this Agreement and an Lhe documents pertaining thereto may be public records and subject to the provisions of Chapter 119, Florida Statutes.

CONFLICTS. To the extent of any conflict between this document and the Purchase Order or Exhibit  A.  this document shall control.

Attachment 3
CERTIFICATE OF ENTITLEMENT

The  undersigned   authorized   representative  of   Preston   Cove   Community   Development   District (hereinafter
"Governmental  Entity"),  Florida  Consumer's  Certificate  of Exemption  Number   	.affirms  that  the

tangible	personal	property	purchased	pursuant	to	a	Purchase	Order	Number

_ _ _

_  _	from

_ _ _ _

_ _ _ _ _

_ _ _

_ _ _ _

_	(Vendor) on or after _

_ _ _

_ _ _

_, 20_	(date) will be

incorporated into or become a part of a public facility as part of a public works contract pursuant to contract dated

_ _ _ _

_ _ with _ _

_ _ _

_ _ _ _ _ _ _ _ _ _

_ _ _

_  _	(Contractor) for the construction of

The Governmental Entity affirms that the purchase of the tangible personal property contained in the attached Purchase Order meets the following exemption requirements contained in Section 212.08(6), F.S., and Rule 12A­ l.094, F.A.C.: You must initial each of the following requirements.

     	1. The attached Purchase Order is issued directly to the vendor supplying the tangible personal property the Contractor will use in the identified public works.
     	2. The vendor's invoice will be issued directly to Governmental Entity.
     	3. Payment of the vendor's invoice will be made directly by Governmental Entity to the vendor from public funds.
_ _ 4. Governmental Entity will take title to the tangible personal property from the vendor at the t_im.e of purchase
or of delivery by the vendor.
 	   5. Governmental Entity ·assumes the risk of damage or loss at the time of purchase or delivery by the vendor.

The Governmental Entity affirms that if the tangible personal property identified in the attached Purchase Order does not qualify for the exemption provided in Section 212.08(6), F.S., and Rule 12A-l.094, F.A.C., the Governmental Entity will be subject to the tax, interest, and penalties due on the tangible personal property purchased. If the Florida Department of Revenue determ.ines that the tangible personal property purchased tax­ exempt by issuing this Certificate does not qualify for the ex1'ltlption, the Governmental Entity will be liable for any tax. penalty, and interest determined to be due.

I understand that if I fraudulwly  issue ibis certificate to evade the payment of sales tax I  will be liable for payment of the sales tax plus a penalty of 200% of the tax and may be subject to conviction of a third-degree felony. Under the penalties of perjury, I declare that I have read the foregoing Certificate of Entitlement and the facts stated in it are true.

 	

Signature of Authorized Representative of Governmental Entity

Title

Preston  Cove  Community  De velopment District	 	

Purchaser's Name (Print or Type)
Federal Employer Identification Number: _ _

_ _ _ _

Date
_ _

Telephone Number: _ _

_ _ _ _

_ _ _ _

You must attach a copy of the Purchase Order to this Certificate of Entitlement. Do not send to the Florida Department of Revenue. This Certificate of Entitlement must be retained in the vendor's and the contractor's books and records. This form supplements and supersedes (to the extent of any conflict) any prior certificates addressing the same purchase.

SECTION D

ASSIGNMENT OF CONTRACTOR AGREEMENT
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT ( AKA	)
MASTER INFRASTRUCTURE PROJECT

Assignor:

- - - - - - - - -

("Assignor")

Owner/Assignee: Contractor: Contract:

Preston Cove Community Development District ("Assignee" or "District")
- - - - - - - - - ("Contractor")
Preston Cove Contractor Agreement for Master Infrastructure Improvements of

"_ _ _ _

_ _ _ _

_ " ("Contractor Agreement" or "Project")

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor, does hereby transfer, assign and convey unto Assignee, all of the rights, interests, benefits and privileges of Assignor under the Contractor Agreement, by and between Assignor and Contractor, for the above-referenced Project. Further, Assignee does hereby assume all obligations of Assignor under the Contract arising or accruing after the date hereof. Contractor hereby consents to the assignment of the Contract and all of Contractor's rights, interests, benefits, privileges, and obligations to Assignee.

Executed in multiple counterparts to be effective the  	

day of _ _ _ _ _

_ _ _ , 2021.

By: _ _

_ _ _

_ _ _

_ _ _ _

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Printed Name: - - - - - - - - - - -
Titie: - - - - - - - - - - - - - - -

By :	­
Name:
Title: Chairperson

By: _   _	_	_

_	_	_	_

_	_	_	_

Printed Name:- - - - - - - - - - -
TitIe: - - - - - - - - - - - - - - -
EXHIBITS:
Developer's Affidavit and Agreement Regarding Assignment of Contractor Agreement
Contractor's Acknowledgment and Acceptance of Assignment and Release
Addendum to Contractor Agreement with Exhibits: o	Scrutinized Companies Statement
Public Entity Crimes Statement
Trench Safety Compliance Act Statement
Discrimination Statement

DEVELOPER'S AFFIDAVIT AND AGREEMENT REGARDING ASSIGNMENT OF CONTRACTOR AGREEMENT
PRESTON COVE ("CASCADES - PHASE lB") MASTER INFRASTRUCTURE PROJECT

STATE OF FLORIDA COUNTY OF - - - - - - -
BEFORE	ME,	the	undersigned,	personally	appeared	 		of

_ _ _

_ _ _

_  _	("Developer"), who, after being first duly sworn, deposes and says:

I, _

_ _ _

_ _ _ _

_, serve as Manager for Developer and am authorized to make

this affidavit on its behalf. I make this affidavit in order to induce the Preston Cove Community Development District ("District") to accept an assignment of the Contractor Agreement (defined below).

The	agreement	("Contractor	Agreement")	between	Developer	and

 	  ("Contractor"), dated

_ _ _

_ . and attached hereto as

Exhibit  A,	X	was competitively  bid  prior  to  its execution or 		is below the
applicable bid thresholds and was not required to be competitively prior to its execution.

Developer, in consideration for the District's acceptance of an assignment of the Contractor Agreement agrees to indemnify, defend, and hold harmless the District and its successors, assigns, agents, employees, staff, contractors, officers, supervisors, and representatives (together, "Indemnitees") , from any and all lia bility, loss or damage, whether monetary or otherwise, including reasonable attorneys' fees and costs and  all fees and costs of mediation or alternative dispute resolution, as a result of any claims, liabilities, suits, liens, demands, costs, interest, expenses, damages, penalties, fines, or judgments, against Indemnitees and which relate in any way to the assignment of, or bid process for, the Contractor Agreement.

Developer has obtained a release from Contractor (and all subcontractors and material suppliers thereto) acknowledging the assignment of the above referenced contract and the validity thereof, the satisfaction of the bonding requirements of Section 255.05, Florida Statutes (if applicable), and waiving any and all claims against the District arising as a result of or connected with this assignment. Such releases are attached as Exhibit B.

The Contractor has _X furnished or will furnish a performance and payment bond in accordance with Section 255.05, Florida Statutes, which is attached hereto as Exhibit C,

or	 Statutes.

was not required to provide such a bond pursuant to Section 255.05, Florida

Developer _X_	represents and warrants that there are no outstanding liens or claims
relating to the Contractor  Agreement, or 		has posted a transfer bond in accordance
with Section 713.24, Florida Statutes, which is attached hereto as Exhibit D.

Developer represents and warrants that there are no payments to Contractor and any subcontractors or materialmen under the Contractor Agreement are outstanding and no disputes under the Contractor Agreement exist.

Under penalties of perjury, I declare that I have read the foregoing and the facts alleged are true and correct to the best of my knowledge and belief.

Executed this_ day of _ _

_ _ _

_ , 2021.

a Florida limited liability company

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

[Print Name]

STATE OF FLORIDA COUNTY OF - - - - - - -

The foregoing instrument was acknowledged before me by means of D physical presence or D

online	notarization	this

_	day	of

_ _ _

_  _  ,	2021	by

_ _ _

_ _ _ _

_  ,	as

_ _ _ _

_ _ _ _

_ of _ _

_ _ _

_ _ _ , on behalf of the company.

[notary seal]

(Official Notary Signature) Name:
Personally Known
OR Produced Identification Type of Identification

CONTRACTOR'S ACKNOWLEDGMENT AND ACCEPTANCE OF ASSIGNMENT AND RELEASE
PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT ("CASCADES - PHASE lB")
MASTER INFRASTRUCTURE PROJECT

For good and valuable consideration, the receipt and sufficiency of which 1s hereby

acknowledged, _ _

_ _ _ _

_ _ _ ("Contractor"), hereby agrees as follows:

The agreement ("Contractor Agreement") between

_ _ _ _ _

_ _ _

_ . and

Contractor dated _ _ _ _ _ ., 2021, has been assigned to the Preston Cove Community
Development  District  ("District").	Contractor acknowledges and accepts such assignment and its validity.

Contractor represents and warrants that either:

_X 	Contractor has or will furnish and record a performance and payment bond in
accordance with Section 255.05, Florida Statutes, and has notified any subcontractors, material suppliers or others claiming interest in the work of the existence of the bond; or

	Contractor has not been required to furnish or provide a performance and payment bond under Section 255.05, Florida Statutes, and has notified any subcontractors, materialmen or others claiming interest in the work that (a) no such bond exists; (b) the District, as a local unit of special purpose government, is not an "Owner" as defined in Section 713.01(23), Florida Statutes; and (c) there are no lien rights available to any person providing materials or services for improvements in connection with the Improvement Agreement.

Contractor represents and warrants that all payments to any subcontractors or materialmen under the Contractor Agreement are current, there are no past-due invoices for payment due to the Contractor under the Contractor Agreement, and there are no outstanding disputes under the Contractor Agreement.

Contractor hereby releases and waives any claim it may have against the District as a result of or in connection with such assignment.

[CONTINUED ON NEXT PAGE]

Executed this_ day of	, 2021.

By: _

_ _ _

_ _ _ _ _ _ _

STATE OF FLORIDA COUNTY OF - - - - - - -

Its:- - - - - - - - - - - - - -

The foregoing instrument was acknowledged before me by means of D physical presence or D

online	notarization	this

_	day	of -   -   -   -   -	2021	by

_   _  _  ,	as	 		of

_ _ _ _

_ _ _ _

_. on behalf of the company.

[notary seal]

(Official Notary Signature) Name:
Personally Known
OR Produced Identification Type ofldentification

ADDENDUM ("ADDENDUM") TO CONTRACT ("CONTRACT") PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT ("CASCADES - PHASE lB")
MASTER INFRASTRUCTURE PROJECT

ASSIGNMENT. This Addendum applies to that certain Agreement between Owner and Contractor  for Construction Contract (Stipulated  Price) dated-   -   -   -   '   2021 ("Contract")  between the Preston Cove Community Development District ("District") and
("Contractor"), which Contract was assigned to the District simultaneous with the execution of this Addendum. To the extent the terms of the Contract conflict with this Addendum, the terms of this Addendum shall control.

PAYMENT AND PERFORMANCE BONDS; NO LIEN RIGHTS.  Before  commencing  the work, and consistent with the requirements of Section 255.05, Florida Statutes, the Contractor shall execute, deliver to the District, and record in the public records of Polk County, Florida, a payment and performance bond with a surety insurer authorized to do business in this state as surety or, to the extent permitted by the District in its sole discretion, provide an alternative form of security as authorized under Section 255.05, Florida Statutes. The cost of such bond shall be added to Contractor's proposal and shall be invoiced to the District. Such bond and/or security shall be for 100% of the project cost and shall be in effect for a full year from the time of completion of the project. Contractor agrees that the District is a local unit of special-purpose government and not an "Owner" as defined in Section 713.01(23), Florida Statutes. Therefore, notwithstanding anything in the Contract to the contrary, there are no lien rights available to any person providing materials or services for improvements in connection with the project. Contractor shall notify any subcontractors, material suppliers or others claiming interest in the work of the existence of the payment and performance bond.

INSURANCE. In addition to the existing additional insureds under the Contract, the District, its officers, supervisors, agents, attorneys, engineers, managers, and representatives also shall be named as additional insureds under the insurance provided pursuant to the Contract. Contractor shall furnish the District with the Certificate of Insurance evidencing compliance with this requirement. No certificate shall be acceptable unless it provides that any change or termination within the policy periods of the insurance coverage, as certified, shall not be effective within thirty (30) days of prior written notice to the District. Insurance coverage shall be from a reputable insurance carrier, licensed to conduct business in the State of Florida. If Contractor fails to have secured and maintained the required insurance, the District has the right (without any obligation to do so, however), to secure such required insurance in which event, Contractor shall pay the cost for that required insurance and shall furnish, upon demand, all information that may be required in connection with the District's obtaining the required insurance.

LOCAL GOVERNMENT  PROMPT PAYMENT  ACT.  Notwithstanding any other  provision of the Contract, all payments to the Contractor shall be made in a manner consistent with the Local Government Prompt Payment Act, Sections 218.70 through 218.80, Florida Statutes. Contractor shall make payments due to subcontractors and materialmen and laborers within ten (10) days in accordance with the prompt payment provisions contained in Section 218.735(6), 218.735(7), and 218.74, Florida Statutes. All payments due and not made within the time prescribed by Section  218.735,  Florida Statutes, bear interest at the rate of one percent (1%) per month on the unpaid balance in accordance with Section 218.735(9), Florida Statutes.

RETAINAGE. The following provision addresses the holding of retainage under the Contract:

Prior to 50 percent completion of the construction services purchased pursuant to the Contract, the Owner may withhold from each progress payment made to the Contractor  an amount not exceeding 5 percent of the payment. After 50 percent completion of the construction services, the Contractor may present a payment request for up to one half of the retainage held, less such amounts as may be withheld pursuant to this Contract or applicable law. After 50 percent completion of the construction services, and until final completion and acceptance of the Work by Owner, the Owner shall reduce to 2.5 percent the amount of retainage withheld from each subsequent progress payment made to the Contractor. Five percent of the contract price will be retained until final completion, acceptance of the Work, and final payment to the Contractor.

L EMNIFICATION.  Contractor's  indemnification,  defense,  and  hold  harmless obligations under the Contract shall continue to apply to the original indemnitees and shall further include the District and its supervisors, consultants, agents, attorneys, managers, engineers and representatives.  To the extent that a maximum limit for indemnification is required by law, and not otherwise set forth in the Contract, the indemnification limit shall be the greater of the limits of the insurance amounts set forth in the Contract or Three Million Dollars ($3,000,000), which amounts Contractor agrees are reasonable and enforceable, and were included as part of the bid and/or assignment documents. The Contractor's obligations hereunder are intended to be consistent with all provisions of applicable law, and to the extent found inconsistent by a court of competent jurisdiction, the Contract shall be deemed amended and/or reformed consistent with the intent of this paragraph and such that the obligations apply to the maximum limits of the law.

TAX EXEMPT DIRECT PURCHASES. The parties agree that the District may in its sole discretion elect to undertake a direct purchase of any or all materials incorporated into the work performed according to the Contract. In such event, the following conditions shall apply:

The District represents to Contractor that the District is a governmental entity exempt from Florida sales and use tax, and has provided Contractor with a copy of its Consumer Exemption Certificate.

The District may elect to implement a direct purchase arrangement whereby the District will directly acquire certain materials ("Direct Purchase Materials") necessary for the work directly from the suppliers to take advantage of District's tax-exempt status.

Prior to purchasing any materials, the Contractor shall contact the District to determine which materials will be treated as Direct Purchase Materials.

The District shall issue a Certificate of Entitlement to each supplier of Direct Purchase Materials, and to the Contractor. Each Certificate of Entitlement will be in the format specified by Rule 12A-1.094(4)(c),, Florida Administrative Code. Each Certificate of Entitlement shall have attached thereto the corresponding purchase order. Each Certificate of Entitlement shall affirm that (1) the attached purchase order is being issued directly to the vendor supplying the tangible personal property the Contractor will use in the identified public works; (2) the vendor's invoice will be issued directly to the District; (3) payment of the vendor's invoice will be made directly by the District to the vendor from public funds;
(4) the District will take title to the tangible personal property from the vendor at the time of purchase or of delivery by the vendor; and (5) the District assumes the risk of damage or loss at the time of purchase or delivery by the vendor. Each Certificate of Entitlement shall acknowledge that if the Department of Revenue determines the purchase is not a tax-

exempt purchase by a governmental entity, then the District will be responsible for any tax, penalties and interest determined to be due.

The District shall issue purchase orders directly to suppliers of Direct Purchase  Materials. The District shall issue a separate Certificate of Entitlement for each purchase order. Such purchase orders shall require that the supplier provide the required shipping and handling insurance and provide for delivery F.O.B. jobsite. Corresponding change orders shall be executed at the time of the direct purchase to reflect the direct purchases  made  by  the District and if the original contract contemplated sale of materials and installation by same person, the change order shall reflect sale of materials and installation by different legal entities.

Upon delivery of the Direct Purchase Materials to the jobsite, the District shall inspect the materials and invoices to determine that they conform to the purchase order. If the materials conform, the District shall accept and take title to the Direct Purchase Materials.

Suppliers shall issue invoices directly  to the District.  The District shall  process  invoices  and issue payment directly to the suppliers from public funds.

Upon acceptance of Direct Purchase Materials, the District shall assume risk of loss of same until they are incorporated into the project. Contractor shall be responsible for safeguarding all Direct Purchase Materials and for obtaining and managing all warranties and guarantees for all material and products.

1.	The District shall, at its option, maintain builder's risk insurance on the Direct Purchase Materials.

PUBLIC RECORDS. The Contractor agrees and understands that Chapter 119, Florida Statutes, may be applicable to documents prepared in connection with the services provided hereunder and agrees to cooperate with public record requests made thereunder. In connection with this Contract, Contractor agrees to comply with all provisions of Florida's public records laws, including but not limited to Section 119.0701, Florida Statutes, the terms of which are incorporated herein. Among other requirements, Contractor must:

Keep and maintain public records required by the District to perform the service.
Upon request from the District's custodian of public records, provide the District with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.
Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the Agreement if the Contractor does not transfer the records to the District.
Upon completion of this Agreement, transfer, at no cost, to the District all public records in possession of the Contractor or keep and maintain public records required by the District to perform the service. If the Contractor transfers all public records to the District upon completion of this Agreement, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the Agreement, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the District, upon request from the District's

custodian of public records, in a format that is compatible with the information technology systems of the District.

IF THE CONTRACTOR 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 PUBLIC RECORDS CUSTODIAN AT C/O GEORGE FLINT, GOVERNMENTAL MANAGEMENT SERVICES CENTRAL FLORIDA, LLC, 219 E. LIVINGSTON ST. ORLANDO, FLORIDA 32801, PHONE (407) 841-5524, AND GFLINT@GMSCFL.COM
SOVEREIGN IMMUNITY. Nothing in the Contract shall be deemed as a waiver of the District's sovereign immunity or the District's limits of liability as set forth in Section 768.28, Florida Statutes or other statute, and nothing in the Contract shall inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under such limitations of liability or by operation of law.

NOTICES. Notices provided to the District pursuant to the Contract shall be delivered, mailed by First Class Mail, postage prepaid, or overnight delivery service, to the following individuals:

District:		Preston Cove Community Development District Governmental Management Services
Central Florida, LLC 219 E. Livingston St. Orlando, Florida 32801 Attn: District Manager

With a copy to:	 	

Attn: District Counsel

SCRUTINIZED COMPANIES STATEMENT. Upon the Assignment,  Contractor  shall properly execute a sworn statement pursuant to Section 287.135(5), Florida Statutes, and by signing this Addendum represents that Contractor is able to execute such sworn statement. The statement shall be substantially in the form of the attached Exhibit A. If the Contractor is found to have submitted a false certification as provided in Section 287.135(5), Florida Statutes, or has been placed on the Scrutinized Companies that Boycott Israel List, or is engaged in the boycott of Israel, or has been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has been engaged in business operations in Cuba or Syria, the District may immediately terminate the Contract.

PUBLIC ENTITY CRIMES STATEMENT. Upon the Assignment, Contractor shall properly execute a sworn statement under Section 287.133(3)(a), Florida Statutes, regarding public entity crimes, and by signing this Addendum represents that Contractor is able to execute such sworn statement. The statement shall be substantially in the form of the attached Exhibit B.

TRENCH SAFETY ACT STATEMENTS. Upon the Assignment, Contractor shall properly execute a Trench Safety Act Compliance Statement and a Trench Safety Act Compliance Cost Statement, and by signing this Addendum represents that Contractor is able to execute such sworn statement. The statements shall be substantially in the form of the attached Exhibit C.

DISCRIMINATION STATEMENT. Upon the Assignment, Contractor shall properly execute a sworn statement under Section 287.134(2)(a), Florida Statutes, regarding public entity crimes, and by signing this Addendum represents that Contractor is able to execute such sworn statement. The statement shall be substantially in the form of the attached Exhibit D.

CONSTRUCTION DEFECTS. PURSUANT TO SECTION 558.005, FLORIDA STATUTES, ANY CLAIMS FOR CONSTRUCTION DEFECTS ARE NOT SUBJECT TO THE NOTICE AND CURE PROVISIONS OF CHAPTER 558, FLORIDA STATUTES.

E-VERIFY REQUIREMENTS. The Contractor shall comply with and perform all applicable provisions of Section 448.095, Florida Statutes. Accordingly, beginning January 1, 2021, to the extent required by Florida Statute, Contractor shall register with and use the United States Department of Homeland Security's E-Verify system to verify the work authorization status of all newly hired employees. The District may terminate this Agreement immediately for cause if there is a good faith belief that the Contractor has knowingly violated Section 448.091, Florida Statutes.

If the Contractor anticipates entering into agreements with a subcontractor for the Work, Contractor will not enter into the subcontractor agreement without first receiving an affidavit from the subcontractor regarding compliance with Section 448.095, Florida Statutes, and stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Contractor shall maintain a copy of such affidavit for the duration of the agreement and provide a copy to the District upon request.

In the event that the District has a good faith belief that a subcontractor has knowingly violated Section 448.095, Florida Statutes, but the Contractor has otherwise complied with its obligations hereunder, the District shall promptly notify the Contractor. The Contractor agrees to immediately terminate the agreement with the subcontractor upon notice from the District. Further, absent such notification from the District, the Contractor or any subcontractor who has a good faith belief that a person or entity with which it is contracting has knowingly violated s. 448.09(1), Florida Statutes, shall promptly terminate its agreement with such person or entity.

By entering into this Agreement, the Contractor represents that no public employer has terminated a contract with the Contractor under Section 448.095(2)(c), Florida Statutes, within the year immediately preceding the date of this Agreement.

{REMAINDER OF PAGE INTENTIALLY LEFT BLANK}

IN WITNESS WHEREOF, the parties hereto hereby acknowledge and agree to this Addendum.

Witness

Print Name of Witness

By: - - - - - - - - - - - - - -
Its: - - - - - - - - - - - - - -

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT

Witness		By: Warren K. "Rennie" Heath II Its: Chairperson

Print Name of Witness

Exhibit A: Exhibit B: Exhibit C: ExhibitD:

Scrutinized Companies Statement Public Entity Crimes Statement Trench Safety Act Statement Discrimination Statement

EXHIBIT A

SWORN STATEMENT PURSUANT TO SECTION 287.135(5 ), FLORIDA STATUTES, REGARDING SCRUTINIZED COMPANIES WITH ACTIVITIES IN SUDAN LIST OR SCRUTINIZED COMPANIES WITH ACTIVITIES IN THE IRAN PETROLEUM ENERGY SECTOR LIST

THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS.

I.	This sworn statement is submitted to  	Prest=on Cove_C=o=m=m=u·n1ty----D=_e_ve_l=o=pm=ent Dist·nct_   _   _   _   _   _

by_ _ _

_ _ _

_ _ _ _ _ _

_ _ _

_ _ _ _

_ _ _ _

_ (print individual's name). I am over

eighteen (18) years of age and competent to testify as to the matters contained herein. I serve in the

capacity of _ _ _ _

_ _ _ _

_ _ _ _

_ _ _ _ _

_ _ _ _

_  _	(print individual's title)

for QGS Development Inc. ("Contractor") , and am authorized to make this Sworn Statement on behalf of

Contractor. Contractor's business address is: _ _

_ _ _

_ _ _

_ _ _

_ _ _ _ _ _ _ _

_ _ _

I understand that, subject to limited exemptions, Section 287.135, Florida Statutes, declares a company that, at the time of bidding or submitting a proposal for a new contract or renewal of an existing contract, is on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in  the Iran Petroleum Energy Sector List, created pursuant to Section 215.473, Florida Statutes, or that has business operations in Cuba or Syria is ineligible for, and may not bid on, submit a proposal for, or enter into or renew a contract with a local governmental entity for goods or services of $1 million or more.

Based on information and belief, at the time the entity submitting this sworn statement submits its proposal to the Preston Cove Community Development District, neither the entity, nor any of its officers, directors, executives, partners, shareholders, members, or agents, is listed on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List and that it does not have business operations in Cuba or Syria.

The entity will immediately notify the Preston Cove Community Development District in writing if either the entity, or any of its officers, directors, executives, partners, shareholders, members, or agents, is placed on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List.

Signature by authorized representative of Proposer

STATE OF FLORIDA
COUNTY OF _	_	_	_	_	_

Sworn to (or affirmed) and subscribed before me this  	

day of _ _ _ _

_  _  _  ,  2021, by 	_

 	  as	of		who is personally known to me or who has produced		as identification and who did (did not) take an oath.

[notary seal]	Signature of Notary Public taking acknowledgement

My Commission Expires: _ _ _ _ _ _ _

EXHIBITB

SWORN STATEMENT ON PUBLIC ENTITY CRIMES PURSUANT TO SECTION 287.133(2)(a), FLORIDA STATUTES

THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS.

This sworn statement is submitted to Preston Cove Community Development District.

2.	I, _ _ _ _

_ _ _ _

_ (print individual's name) am over eighteen (18) years of age and competent to

testify as to the matters contained herein. I serve in the capacity of _ _ _ _ _

_ _ _ _

_ _ _ _ _

(print individual's title) for _ _ _ _

_ _ _

_ ("Contractor"), and am authorized to make this Sworn

Statement on behalf of Contractor.

Contractor's business address is _ _ _

_ _ _ _

_ _ _

_ _ _

_ _ _ _

_ _ _

_ _ _ _ _ _

Contractor's Federal Employer Identification Number (FEIN) is _ _ _

_ _ _

_ _ _ _ _ _

(If the Contractor has no FEIN, include the Social Security Number of the individual signing this sworn

statement: _ _

_ _ _ _ _

_ _ _

_ _ _ _ _ _

_ _ .)

I understand that a "public entity crime" as defined in Section 287.133(l)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or with the United States, including, but not limited to, any bid, proposal, reply, or contract for goods or services, any lease for real property, or any contract for the construction or repair of a public building or public work, involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation.

I understand that "convicted" or "conviction" as defined in Section 287.133(l)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, nonjury trial, or entry of a plea of guilty or nolo contendere

I understand that an "affiliate" as defined in Section 287.133(l)(a), Florida Statutes, means:

A predecessor or successor of a person convicted of a public entity crime; or,

An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members , and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate.

I understand that a "person" as defined in Section 287.133(1)(e), Florida Statutes any natural person or any entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives , partners, shareholde rs, employees, members, and agents who are active in management of an entity.

Based on information and belief, the statement which I have marked below is true in relation to the Contractor submitting this sworn statement. (Please indicate which statement applies.)

_ _ _ _ _ Neither the entity submitting this sworn statement, nor any officers, directors, executives,
partners, shareholders, employees, members, or agents who are active in management of the entity, nor any affiliate of the entity, have been charged with and convicted ofa public entity crime subsequent to July 1, 1989.

_ _ _ _ _ The entity submitting this sworn statement, or one or more of the officers, directors,
executives, partners, shareholders, employees, members or agents who are active in management of the entity or an affiliate of the entity, has been charged with and convicted of a public entity crime subsequent to July I, 1989, AND (please indicate which additional statement applies):

         There has been a proceeding concerning the conviction before an Administrative Law Judge of the State of Florida, Division of Administrative Hearings. The final order entered by the Administrative Law Judge did not place the person or affiliate on the convicted vendor  list. (Please attach a copy of the final order.)

         The person or affiliate was placed on the convicted vendor list. There has been a subsequent proceeding before an Administrative Law Judge of the State of Florida, Division  of Administrative Hearings. The fmal order entered by the Administrative Law Judge determined  that it was in the public interest to remove the person or affiliate from the convicted vendor list. (Please attach a copy of the fmal order.)

     	The person or affiliate has not been placed on the convicted vendor list. (Please describe any action taken by or pending with the Florida Department of Management Services.)

IT SHALL BE THE RESPONSIBILITY OF THE CONTRACTOR/VENDOR EXECUTING THIS PUBLIC ENTITY CRIME AFFIDAVIT TO VERIFY THAT NONE OF THE SUBCONTRACTORS/SUPPLIERS UTILIZED FOR THIS BID/QUOTE HAVE BEEN CONVICTED OF A PUBLIC ENTITY CRIME SUBSEQUENT TO JULY 1, 1989. IN THE EVENT IT IS LATER DISCOVERED THAT A SUBCONTRACTOR/SUPPLIER HAS BEEN CONVICTED OF A PUBLIC ENTITY CRIME, THE CONTRACTOR/VENDOR SHALL SUBSTITUTE THE SUBCONTRACTOR/ SUPPLIER WITH ANOTHER WHO HAS NOT RECEIVED A CONVICTION. ANY COST ASSOCIATED WITH THIS SUBSTITUTION SHALL BE THE SOLE RESPONSIBILITY OF THE CONTRACTOR/VENDOR.

[CONTINUE ON NEXT PAGE]

Under penalties of perjury under the laws of the State of Florida, I declare that I have read the foregoing Sworn Statement under Section 287.133(3)(a), Florida Statutes, Regarding Public Entity Crimes and all of the information provided is true and correct.

Dated this  	

day of _ _

_ _ _

_ _ _ _

_ , 2021.

By:._    _    _  _
Title:_   _   _  _

_    _   _
_   _  _

_ _ _ _ _ _
_ _ _ _ _ _ _

STATE OF FLORIDA
COUNTY OF - - - - - - - - - -
Sworn to (or affirmed) and subscribed before me this  	

day of _ _

_ _ _

_ _, 2021, by   

 	  as	of		who is personally known to me or who has produced		as identification and who did (did not) take an oath.

[notary seal]	Signature of Notary Public taking acknowledgement

My Commission Expires: _ _ _ _ _ _

EXHIBITC

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT TRENCH SAFETY ACT COMPLIANCE STATEMENT

INSTRUCTIONS
Because trench excavations on this project are expected to be in excess of 5 feet, Florida's Trench Safety Act, Sections 553.60 - 553.64, Florida Statutes, requires that construction on the project comply with Occupational Safety and Health Administration Standard 29 C.F.R.s. 1926.650 Subpart P. The Contractor is required to execute this Compliance Statement and the Compliance Cost Statement. The costs for complying with the Trench Safety Act must be incorporated into the Contract Price.

This form must be certified in the presence of a notary public or other officer authorized to administer oaths.

CERTIFICATION
I understand that the Trench Safety Act requires me to comply with OSHA Standard 29
C.F.R.s. 1926.650 Subpart P. I will comply with The Trench Safety Act, and I will design  and provide trench safety systems at all trench excavations in excess of five feet in depth for this project.
The estimated cost imposed by compliance with The Trench Safety Act will be:

- - - - - - - - - - - - - - - - - - - - - -

Dollars  $-----

(Written)	(Figures)
The amount listed above has been included within the Contract Price.

Dated this  	

day of _ _

_ _ _

_ _ _

_ , 2021.

Contractor: - - - - - - - -

STATE OF FLORIDA

By: _    _    _  _
Title: _   _   _  _

_    _  _
_   _  _

_    _    _  _
_   _   _   _ _

_ _
_ _ _

COUNTY OF _ _ _ _ _

The  foregoing  instrument  was acknowledged  before  me this   	

day of _ _

_ _ _

_ _ _ _ _ .

2021, by _ _

_   _   , as  	

of _ _ _ _

_ _ _ _

_, who is personally known to me or who has

produced _ _ _ _
oath.

_ _ _

_ _ _

_ _ _

_	as identification, and did [ ] or did not [ ] take the

[notary seal]	Signature of Notary Public taking acknowledgement

My Commission Expires: _ _ _ _ _ _

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT TRENCH SAFETY ACT COMPLIANCE COST STATEMENT

INSTRUCTIONS
Because trench excavations on this Project are expected to be in excess of 5 feet, Florida's Trench Safety Act, Sections 553.60 - 553.64, Florida Statutes, requires that the Contractor submit a statement of the costs of complying with the Trench Safety Act. Said costs must also be incorporated into the Contract Price. This form must be certified in the presence of a notary public or other officer authorized to administer oaths. By executing this statement, Contractor acknowledges that included  in  the various items of its Contract Price are costs for complying with the Florida Trench Safety Act. The Contractor further identifies the costs as follows:

Type of Trench Safety Mechanism	Quantity	Unit Costl	Item Total Cost	

				
				
Project Total		

Dated this  	

day of _

_ _ _

_ _ _

_ _ , 2021.

Subcontractor:- - - - - - - - - - - - - -
By:- - - - - - - - - - - - - - - - -
TitIe:- - - - - - - - - - - - - - - -

STATE OF FLORIDA COUNTY OF 	_

The foregoing  instrument  was acknowledged  before  me  this   	

day of - - - - - - - - - - ·

2021,	by

_ _ _ _ _

_ _ _

_   _	as

_ _ _ _

_ _ _

_ _ _

_	of

 		who	is	personally	known	to	me	or	who	has	produced

_ _ _ _

_ _ _ _

_ _ _ _

_ _ _ as identification, and did [ ] or did not [ ] take the oath.

[notary seal]	Signature of Notary Public taking acknowledgement

My Commission Expires: _ _

_ _ _ _

1 Use cost per linear square foot of trench excavation used and cost per square foot of shoring used.

EXIDBITD

PRESTON COVE COMMUNITY DEVELOPMENT DISTRICT
SWORN STATEMENT PURSUANT TO SECTION 287.134(2){a}, FLORIDA STATUTES, ON DISCRIMINATION

THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS.

1.	This sworn statement is submitted to Preston Cove Community Development District.

2.	I, _ _ _ _

_ _ _ _

_ (print individual's name) am over eighteen (18) years of age and competent to

testify as to the matters contained herein. I serve in the capacity of _ _

_ _ _ _ _ _ _ _ _ _

_ _ _

(print individual's title) for _ _ _ _

_ _ _

_ ("Contractor"), and am authorized to make this Sworn

Statement on behalf of Contractor.

Contractor' s business address is _ _

_ _ _ _ _

_ _ _

_ _ _

_ _ _

_ _ _

_ _ _ _ _

_ _ _

Contractor's Federal Employer Identification Number (FEIN) is _ _

_ _ _ _

_ _ _

_ _ _

(If the Contractor has no FEIN, include the Social Security Number of the individual signing this sworn

statement: _ _

_ _ _ _ _

_ _ _

_ _ _ _ _ _

_ _ .)

I understand that a "discrimination" or "discriminated" as defined in Section 287.134(l)(b), Florida Statutes, means a determination of liability by a state circuit court or federal district court for a violation of any state or federal law prohibiting discrimination on the basis of race, gender, national origin, disability, or religion by an entity; if an appeal is made, the determination of liability does not occur until the completion of any appeals to a higher tribunal.

I understand that "discriminatory vendor list" as defined in Section 287.134(l)(c), Florida Statutes, means the list required to be kept by the Florida Department of Management Services pursuant to Section 287.134(3)(d), Florida Statutes.

I understand that "entity" as defined in Section 287.134(1)(e), Florida Statutes, means any natural person or any entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts let by a public entity, or which otherwise transacts or applies to transact business with a public entity.

I understand that an "affiliate" as defined in Section 287.134(l)(a), Florida Statutes, means:

A predecessor or successor of an entity that discriminated; or

An entity under the control of any natural person or entity that is active in the management of the entity that discriminated. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one entity of shares constituting a controlling interest in another entity, or a pooling of equipment or income among entities when not for fair market value under an arm's length agreement, shall be a prima facie case that one entity controls another entity

I understand that, pursuant to Section 287.134(2)(a), Florida Statutes, an entity or affiliate who has been placed on the discriminatory vendor list may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on

leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity.

Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. (Indicate which statement applies.)

Neither the entity submitting this sworn statement, nor any affiliate of the entity, has been placed on the discriminatory vendor list.

The entity submitting this sworn statement, or an affiliate of the entity, appears on the discriminatory vendor list.

IT SHALL BE THE RESPONSIBILITY OF THE CONTRACTOR/VENDOR EXECUTING THIS AFFIDAVIT TO VERIFY THAT NONE OF THE SUBCONTRACTORS/SUPPLIERS UTILIZED FOR THIS BID/QUOTE HAVE BEEN PLACED ON THE DISCRIMINATORY VENDOR LIST. IN THE EVENT IT IS LATER DISCOVERED THAT A SUBCONTRACTOR/SUPPLIER HAS BEEN PLACED ON THE DISCRIMINATORY VENDOR LIST, THE CONTRACTOR/VENDOR SHALL SUBSTITUTE THE SUBCONTRACTOR/ SUPPLIER WITH ANOTHER WHO HAS NOT PLACED ON THE DISCRIMINATORY VENDOR LIST. ANY COST ASSOCIATED WITH THIS SUBSTITUTION SHALL BE THE SOLE RESPONSIBILITY OF THE CONTRACTOR/VENDOR.

I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY.

Signature by authorized representative of Proposer

STATE OF FLORIDA

COUNTY OF _

_ _ _ _

_ _ _ _

Sworn to (or affirmed) and subscribed before me this  	

day of _ _

_ _ _

_ _., 2021, by   

 	   as	of		, who is personally known to me or who has produced 		as identification and who did (did not) take an oath.

[notary seal]	Signature of Notary Public taking acknowledgement

My Commission Expires: _ _ _ _ _ _

S ECTION IX

S ECTION C

Preston Cove
Community Development District

Funding Request #1
August 17, 2021

PAYEE

GENERAL FUND

CAPITAL PROJECT9 11

1	Funds to Open Operation Account	$5,000.00	
2	Insurance - Fiscal Vear 2021	$5,000.00	
3	Legal Advertising	$10,000.00	

< >1

TOTAL	$20,000.00	$20,000.

00	$

All capital related invoices will be reimbursed to the Developer upon issuance of Bonds.

Please make check payable to:

Preston Cove Community Development District
6200 Lee Vista Blvd, Suite 300
Orlando, FL 32822

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