Westside Haines City Community Development District
Meeting Agenda July 15, 2021
Westside Haines City
Community Development District
219 E. Livingston St., Orlando, Florida 32801 Phone: 407-841-5524 – Fax: 407-839-1526

July 8, 2021

Board of Supervisors Westside Haines City
Community Development District

Dear Board Members:

The regular meeting of the Board of Supervisors of Westside Haines City Community Development District will be held Thursday, July 15, 2021, at 10:00 AM at 346 East Central Ave., Winter Haven, FL 33880.

Call-In Information: 1-646-876-9923
Meeting ID: 816 2222 6050

Following is the advance agenda for the meeting:

Board of Supervisors Meeting

Roll Call
Public Comment Period (1Speakers will fill out a card and submit it to the District Manager prior to the beginning of the meeting)
Approval of Minutes of the June 17, 2021 Board of Supervisors Meeting
Presentation of Supplemental Assessment Methodology for Assessment Area One
Consideration of Resolution 2021-35 Supplemental Assessment Resolution (Series 2021)
A. Consideration of Notice of Lien of Special Assessments (Series 2021)
Consideration of Developer Agreements for Series 2021 (AA1)
Lennar
True-Up Agreement
Declaration of Consent
GLK Real Estate
True-Up Agreement
Acquisition Agreement
Completion Agreement
Declaration of Consent

1 Comments will be limited to three (3) minutes
Collateral Assignment Agreement
Consideration of Assignment Packages for:
Cascades Phase 1A
Cascades Phase 1B
Discussion and Consideration of form of Temporary Construction and Access Easement Agreement for:
Cascades Phase 1A
Cascades Phase 2B
Brentwood Phase 1
Cascades Phase 2
Consideration of Construction Funding Agreement with GLK Real Estate, LLC
Consideration of Resolution 2021-36 Direct Purchase Resolution
Staff Reports
Attorney
Engineer
District Manager’s Report
Approval of Check Register
Balance Sheet & Income Statement
Other Business
Supervisors Requests and Audience Comments
Adjournment

M	I NUTES
MINUTES OF MEETING WESTSIDE HAINES CITY
COMMUNITY DEVELOPMENT DISTRICT

The regular meeting of the Board of Supervisors of the Westside Haines City Community Development District was held Monday, June 17, 2021 at 10:00 a.m. at 346 E. Central Avenue, Winter Haven, Florida.
Present and constituting a quorum:

Rennie Heath	Chairman
Lauren Schwenk	Vice Chairman
Patrick Marone	Assistant Secretary
Justin Frye	Assistant Secretary
April Payeur	Assistant Secretary Also present were:
Jill Burns	District Manager, GMS
Roy Van Wyk	Hopping, Green & Sams
Rey Malave via Zoom	Dewberry
Ashton Bligh	Greenberg

FIRST ORDER OF BUSINESS	Introduction
Ms. Burns called the meeting to order and called the roll. Five Board members were present constituting a quorum.

SECOND ORDER OF BUSNESS	Public Comment Period
Ms. Burns noted no members of the public were present in person or via Zoom.

THIRD ORDER OF BUSINESS	Approval of Minutes of the May 20, 2021
Board of Supervisors Meeting and Landowner Election, and the June 3, 2021 Board of Supervisors Meeting
Ms. Burns presented the May 20, 2021 board of supervisors meeting minutes and the June 3, 2021 meeting board of supervisors meeting. She asked if there were any questions, comments, or changes, and hearing none asked for a motion to approve.
June 17, 2021	Westside Haines City CDD

FOURTH ORDER OF BUSINESS	Consideration	of	Resolution	2021-32
Delegation Resolution
Ms. Bligh presented the delegation resolution, noting that it was a supplemental resolution that was contemplated when the Board had adopted the original bond resolution. She added that the resolution had exhibits to sell one series of bonds not to exceed $22 million and that this was for projects to be completed in Brentwood Phase 1 and Cascade Phases 1 and 2. She also listed the documents attached including the supplemental indenture, the bond purchase contract, the preliminary limited offering memorandum, a Rule 15C212 certificate, and a Continuing Disclosure Agreement. She pointed out sections 4 and 5 to the Board and asked the Board if they had any questions. Hearing none, Ms. Burns asked for a motion to approve.

FIFTH ORDER OF BUSINESS	Public Hearing
Public Hearing on the Adoption of the Fiscal Year 2021/2022 Budget
Consideration of Resolution 2021-33 Adoption of the District’s Fiscal Year 2021/2022 Budget and Appropriating Funds
Ms. Burns asked for a motion to open the public hearing.

Ms. Burns stated that the resolution was included in the agenda package and noted that the
budget remained unchanged. She asked if anyone had any questions, and hearing none, asked for a motion to approve.

June 17, 2021	Westside Haines City CDD

SIXTH ORDER OF BUSINESS	Consideration	of	Resolution	2021-34
Designation of Regular Monthly Meeting Date, Time, and Location for Fiscal Year 2022
Ms. Burns asked if the current schedule, the third Thursday of each month at 10:00 a.m., still worked for the Board, and they responded yes. She asked for a motion to approve.

SEVENTH ORDER OF BUSINESS	Staff Reports
Attorney
Mr. Van Wyk stated that they had the bond validation on June 7th and that they were ready to move forward with the finance portion. Ms. Bligh asked when the date for financing was set for, and Mr. Van Wyk confirmed that it was June 19th. Ms. Bligh noted that it had originally been the 12th, and Ms. Burns stated she would see if that date worked for all parties.
Engineer
Mr. Malave stated he had nothing new to report to the Board.
District Manager’s Report
Ms. Burns had nothing new to report to the Board.

EIGHTH ORDER OF BUSINESS	Other Business
Ms. Burns stated there was no other business to discuss.

NINTH ORDER OF BUSINESS	Supervisors Requests and Audience
Comments
Ms. Burns stated there was no other business to discuss.

TENTH ORDER OF BUSINESS	Adjournment
Ms. Burns adjourned the meeting.
June 17, 2021	Westside Haines City CDD

Secretary/Assistant Secretary	Chairman/Vice Chairman

(·

S ECT-I ON IV

SUPPLEMENTAL

ASSESSMENT METHODOLOGY - ASSESSMENT AREA ONE

FOR

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT ·

Date: July 7, 2021

Prepared by

Governmental Management Services - Central Florida, LLC 219 E. Livingston St.
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	7
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 True-Up Mechanism	8
4.0 Assessment Roll	9
5.0 Appendix	10
Table 1: Development Program	10
Table 2: Capital Improvement Cost Estimates	11
Table 3: Bond Sizing	12
Table 4: Allocation of Improvement Costs	13
Table 5: Allocation of Total Par Debt to Each Product Type	14
Table 6: Par Debt and Annual Assessments	15
Table 7: Preliminary Assessment Roll	16

GMS-CF, LLC does not represent the Westside Haines City 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 Westside Haines City Community Development District with financial advisory services or offer investment advice in any form.
Introduction

The Westside Haines City Community Development District (the "District") is a local unit of special-purpose government organized and existing under Chapter 190, Florida Statutes as amended. The District will issue $19,810,000 of tax-exempt bonds (the "Bonds") for the purpose of financing certain Assessment Area One infrastructure improvements ("Assessment Area One Capital Improvement Plan") within the District more specifically described in the Engineer's Report dated March 29, 2021 prepared by Dewberry Engineers Inc., Brentwood - Phase 1, Cascades Phase 1 and Phase 2 (collectively known as "Assessment Area One") as described on Composite Exhibit 7, as may be amended and supplemented from time to time (the "Engineer's Report"). The District anticipates the construction of all or a portion of the Assessment Area One Capital Improvements or Assessment Area One Capital Improvement Plan ("Capital Improvements") that benefit property owners within Assessment Area One of the District.

Purpose

This Supplemental Assessment Methodology for Assessment Area One (the "Supplemental Report") which supplements the certain Master Assessment Methodology dated March 29, 2021 (the "Master Report") and together with the Supplemental Report (the "Assessment Report"), provides for an assessment methodology that allocates the debt to be incurred by the District to benefiting properties within the District. This Assessment Report allocates the debt to properties based on the special benefits each receives from the Assessment Area One Capital Improvements. This Assessment Report may be supplemented with one or more supplemental methodology reports to reflect the actual terms and conditions at the time of the issuance of each series of Bonds issued to finance all or a portion of the Assessment Area One Capital Improvements. This Assessment Report is designed to conform to the requirements of Chapters 190 and 170, Florida Statutes, with respect to special assessments and is consistent with our understanding of case law on this subject.

The District intends to levy, impose and collect non ad valorem special assessments ("Special Assessments") on the benefited lands within the Assessment Area One of the District securing repayment of the Bonds 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 Section 197.3632, Florida Statutes or any other legal means 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 including those for maintenance and operation of the Bonds, a homeowner' s association, or any other unit of government.

Background

The District currently includes approximately 599.92 gross developable acres within Haines City, Florida. The development program for Assessment Area One of the District currently envisions approximately 897 residential units. The proposed development
program is depicted in Table 1. It is recognized that such development plan may change, and this Assessment Report will be modified or supplemented accordingly.

The Assessment Area One Capital Improvements contemplated by the District in the Assessment Area One Capital Improvement Plan will provide facilities that benefit certain property within Assessment Area One of the District. Specifically, the District will construct and/or acquire certain offsite improvements, stormwater management facilities, utility facilities, roadways, entry features, and park and amenity features. 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 Capital Improvements.
The District Engineer determines the assessable acres that benefit from the District's Capital Improvements.
A calculation is made to determine the funding amounts necessary to acquire and/ or construct the Capital Improvements.
This amount is initially divided equally among the benefited properties on a prorated assessable acreage basis. Ultimately, as land is platted, this amount will be assigned to each of the benefited properties based on the number and type of platted units.

Special Benefits and General Benefits

Capital Improvements undertaken by the District create special and peculiar benefits to the property, different in kind and degree, for properties within its 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 property within the District. The implementation of the Assessment Area One Capital Improvement Plan enables properties within the boundaries of Assessment Area One of the District to be developed. Without the District's Assessment Area One Capital Improvement Plan, there would be no infrastructure to support development of land within Assessment Area One of the District. Without these improvements, development of the property within Assessment Area One of the District would be prohibited by law.

The general public and property owners outside of Assessment Area One of the District may benefit from the provision of the Assessment Area One Capital Improvements. However, any such benefit will be incidental for the purpose of the Assessment Area  One Capital Improvement Plan, which is designed solely to meet the needs of property within the Assessment Area One of the District. Properties outside of Assessment Area One of the District boundaries do not depend upon the District's Assessment Area One
Capital Improvements. The property owners within Assessment Area One  of  the District are therefore receiving special benefits not received by the general public and those outside Assessment Area One of 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 Capital Improvements being paid for.
The assessments must be fairly and reasonably allocated or apportioned
to the properties being assessed based on the special benefit such properties receive.

Florida law provides for a wide application of special assessments that meet these two characteristics of special assessments.

Special Benefits Will Equal or Exceed the Costs Allocated

The special benefits provided to the property within Assessment Area One of the District will be equal to or greater than the costs associated with providing these benefits. The District Engineer estimates that the District's Assessment Area One Capital Improvement Plan that is necessary to support full development of property within Assessment Area One of the District will cost approximately $22,425,000. The District's Underwriter projects that financing costs required to fund the Assessment Area One Capital Improvement Plan costs, the cost of issuance of the Bonds, the funding of a debt service reserve account and capitalized interest, will be $19,810,000. Without the Assessment Area One Capital Improvement Plan, the property within Assessment Area One of the District would not be able to be developed and occupied by future residents of the community.

Assessment Methodology

Overview

The District will issue $19,810,000 in Bonds in one or more series to fund a portion of the District's Assessment Area One Capital Improvement Plan, provide for capitalized interest, a debt service reserve account and pay cost of issuance. It is the purpose of this Assessment Report to allocate the $19,810,000 in debt to the properties within Assessment Area One of the District benefiting from the Assessment Area One Capital Improvement Plan. This report will be supplemented to reflect actual bond terms.

Table 1 identifies the land uses and lot sizes in the development as identified by the Developer within Assessment Area One of the District. The District has commissioned
an Engineer's Report that includes estimated construction costs for the Assessment Area One Capital Improvements needed to support the development; these construction costs are outlined in Table 2. The Assessment Area One Capital Improvements needed to support the development are described in detail in the Engineer's Report and are estimated to cost $22,425,000. Based on the estimated costs, the size of the Bond issue under current market conditions needed to generate funds to pay for a portion of the Assessment Area One Capital Improvements and related costs to total $19,810,000. Table 3 shows the breakdown of the Bond sizing.

Allocation of Debt

Allocation of debt is a continuous process until the development plan for Assessment Area One of the District is completed. Until the platting process occurs, the Assessment Area One Capital Improvements funded by District Bonds benefits all acres within Assessment Area One of the District.

The initial assessments will be levied on an equal basis to all gross acreage within Assessment Area One of 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 the lands within Assessment Area One of the District are benefiting from the Assessment Area One Capital Improvements. If any parcel, or part thereof, is sold to a builder or other third party prior to platting, the assessments will be allocated to such parcel of land based on the development plan associated with that parcel, or part thereof. The owner of that parcel, or part thereof, would be responsible for any true-up payment due in accordance with Section 3.0.

Once platting or the recording of a declaration of condominium of any portion of the District into individual lots or units ("Assigned Properties") has begun, the Special Assessments will be levied to the Assigned Properties based on the benefits they receive, on a first platted, first assigned basis. The "Unassigned Properties"  defined as property that has not been platted or subjected to a declaration of condominium, will continue to be assessed on a per acre basis. Eventually the development plan will be completed and the debt relating to the Bonds will be allocated to the assigned properties within Assessment Area One of the District, which are the beneficiaries of the Capital Improvement Plan, as depicted in Table 5 and Table 6. If there are changes to development plan, 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 Assessment Area One Capital Improvement Plan consists of offsite improvements, stormwater management facilities, utility facilities, roadways, entry features, and park and amenity features and professional fees along with related incidental costs. There are three product types within the planned development. The single-family 40' 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 product type. It is important to note that the benefit derived from the Assessment Area One Capital Improvements on a particular unit will exceed the cost that the unit 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 Assessment Area One Capital Improvements will provide several types of systems, facilities and services for its residen ts. These include offsite improvements, stormwater management facilities, utility facilities, roadways, entry features, and park and amenity features. The benefit from the Assessment Area One Capital Improvements accrues in differing amounts and are somewhat dependent on the product type receiving the special benefits peculiar  to that property type, which flow from the logical relationship of the Assessment Area One Capital Improvements to the assigned 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 because of their logical connection from the Assessment Area One Capital Improvements provided.

For the provision of the Assessment Area One Capital Improvement Plan, the special and peculiar benefits are:

the added use of the property,
added enjoyment of the property, and
the increased marketability and value of the property.

These special and peculiar benefits are real and ascertainable but are not yet capable of being calculated as to value with mathematical certainty . However, each is more valuable than either the cost of, or the actual Special Assessment levied for the Assessment Area One Capital Improvement 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 Assessment Area One Capital Improvement
Plan is delineated in Table 5 (expressed as Allocation of Par Debt per Product Type). This is also shown on Table 7 depicting 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 Assessment Area One Capital Improvement Plan have been apportioned to the property within Assessment Area One of the District according to reasonable estimates of the special and peculiar benefits provided consistent with the product type of assignable properties.

Accordingly, no acre or parcel of property within the boundaries of Assessment Area One of the District will have a lien for the payment of any Special Assessment more than the determined special benefit particular 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 assigned properties are built and sold as planned, and the entire proposed Assessment Area One Capital Improvement Plan is constructed.

3.0	True Up Mechanism

Although the District does not process plats, declaration of condominiums, site plans or revisions thereto, it does have an important role to play during platting and site planning. Whenever a plat, declaration of condominium or site plan is approved, the District must allocate a portion of its debt to the property according to this Assessment Report outlined herein ("Assigned Property"). In addition, the District must also prevent any buildup of debt on property or land that could be fully conveyed and/ or platted without all of the debt being allocated ("Unassigned Property" ). To preclude this, when platting for 25%, 50%, 75% and 100% of the units planned for platting has occurred within the District, the District will determine the amount of anticipated Bond Special Assessment revenue that remains on the Unassigned Properties, considering the full development plan of Assessment Area One of the District. If the total anticipated Bond Special Assessment revenue to be generated from the Assigned and Unassigned Properties is greater than or equal to the maximum annual debt service, then no debt reduction or true-up payment is required. In the case that the revenue generated is less than 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.

If a b:'ue-up payment is made less than 45 days prior to an interest payment date, the amount of accrued interest will be calculated to the next succeeding interest payment date.

Assessment Roll

The Disb:'ict will initially disb:'ibute the Special Assessments across the property within the District Assessment Area One boundaries on a gross acreage basis. As Assigned Properties become known with certainty, the Disb:'ict 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 or product type changes, then the Disb:'ict will update Table 6 to reflect the changes as part of the foregoing b:'ue-up process. As a result, the assessment liens are not finalized with certainty on any acre of land in the Assessment Area One of the Disb:'ict prior to the time final Assigned Properties become known. The preliminary assessment roll is attached as Table 7.

Land Use*	Brentwood	Cascasdes Phase 1	Cascasdes Phase 2	
Units	
 	ERUs per Unit (1)	Total ERUs					
	Townhome	226	0	0	226	0.75	170	
	Single Family 40'	0	404	30	434	1.00	434	
	Single Family 50'	0	193	44	237	1.25	296	
	Total Units	226	597	74	897		900	

Benefit is allocated on an ERU basis ; based on density of planned development, with TH at .75 ERU, 40' lot at 1 ERU, and 50' lot at 1.25 ERU

* Unit mix is subject to change based on marketing and other factors

0

Prepared by: Governmental Management Services - Central Florida, LLC

	Capital Improvement Plan ("CIP") (1)	Brentwood - Phase 1 	Cascades - Phases 1 and 2	Total Cost Estimate	
	Offsite Improvements	$	970,000	$	4,500,000	$	5,470,000	
	Stormwater Management	$	1,284,390	$	3,285,625	$	4,570,015	
	Utilities  {Water, Sewer, & Street Lighting)	$	1,169,820	$	3,181,250	$	4,351,070	
	Roadway	$	560,790	$	1,630,625	$	2,191,415	
	Entry Feature	$	100,000	$	750,000	$	850,000	
	Parks and Amenities	$	1,000,000	$	1,750,000	$	2,750,000	
	Contingencies	$	565,000	$	1,677,500	$	2,242,500	
	$	5,650,000	$	16,775,000	$	22,425,000	

(1) A detailed description of these improvements is provided in the Engineer's Report dated March 29, 2021.

Prepared by: Governmental Management Services - Central Florida, LLC

Bond Sizing
Description	Total
Sources
Par	$	19,810,000
Bond Premium	 $	441,578 
Total Sources   $	20,251,578 

Uses
Assessment Area One Escrow Subaccount - Brentwood	$ 3,148,586 Assessment Area One Escrow Subaccount - Cascades	$	6,173,425 Assessment Area One Construction Account - Cascades	$	8,673,773 Debt Service Reserve	$	1,097,950
Capitalized Interest	$	547,168
Underwriters Discount	$	396,200
Cost of Issuance	 $	214,475 
Total Uses    $	20,251,578 
N
 	Bond Assum pt ions:	                                                                                                     Average Coupon		3.30%
Amortization	30 years
Capita li zed Interest	10 months
Debt Service Reserve	Max Annual
Underwriters Discount	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

	% of Total	Total Improvements	Improvement Costs			
Land Use	No. of Units*	ERU Factor	Total ERUs	ERUs	Costs Per Product Type	Per Unit	

Townhome	226	0.75	169.5	18.84%	$	4,224,548	$	18,693	
Single Family 40'	434	1.00	434	48.24%	$	10,816,838	$	24,924	
Single Family 50'	237	1.25	296.25	32.93%	$	7,383,614	$	31,154	
	897		900	100.00%	$	22,425,000		

(;.)
* Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

	Allocation of Par		Allocation of Par						
	Debt Per Product		Debt Per Product						
Total Improvements	Type - Before		Type - After						
Costs Per Product	Developer	Developer	Developer	Per Unit Revised						
Land Use	No. of Units*	 	Type	Contribution	Contribution	Contribution	Par									
	
Townhome		
226	
$	4,224,548	
$	3,466,004	
$	-	
$	3,466,004	
$	15,336	
	Single Family 40'		434	$	10,816,838	$	10,571,229	$	-	$	10,571,229	$	24,358	
	Single Family 50'		237	$	7,383,614	$	7,216,058	$	1,443,290	$	5,772,768	$	24,358	
			897	$	22,425,000	$	21,253,290	$	1,443,290	$	19,810,000		

..,_									
.j:,.									
* Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

Allocation of Par					
Debt Per Product			Net Annual	Gross Annual	
Type - After		Maximum	Debt	Debt	
Developer	Total Par Debt	Annual Debt	Assessment	Assessment	
Land Use	No. of Units *	 Contribution	Per Unit	Service	Per Unit	Per Unit (1) 

Townhome	226	$	3,466,004	$	15,336   $	192,100	$	850   $	914	
Single Family 40'	434	$	10,571,229	$	24,358   $	585,900   $	1,350   $	1,452	
Single Family 50'	 	237	$	5,772,768	$	24,358    $	319,950   $	1,350    $	1,452	
	 	897	$	19,810,000	$	1,097,950 	

(1) This amount includes estimated collection fees and early payment discounts when collected on the Polk County Tax Bill

..,_
C.11
* Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

..,_

	Total Par Debt		Net Annual Debt	Gross Annual				
	
Owner	Property ID #'s	
Acres	Allocation Per
Acre	Total Par Debt Allocated	Assessment Allocation	Debt Assessment Allocation (1)		

---J
Cassidy Holdings LLC	27-26-30-708000-030132	0.43	$	33,021    $	14,199	$	787   $	846
Cassidy Holdings LLC	27-26-30-708000-030202	0.22	$	33,021    $	7,265	$	403   $	433
Cassidy Holdings LLC	27-26-30-708000-030191	36.43	$	33,021    $	1,202,958	$	66,673   $	71,691
Northeast Polk Land Investments LLC	27-26-30-708000-030261	8.29	$	33,021   $	273,745	$	15,172   $	16,314
Polk Urban Management Project LLC	27-26-30-708000-030250	6.14	$	33,021   $	202,749	$	11,237   $	12,083
GLK Real Estate LLC	27-26-30- 708000-010320	4.5	$	33,021    $	148,595	$	8,236    $	8,856
Cassidy Property Investments LLC	27-26-30-708000-010310	4.88	$	33,021    $	161,143	$	8,931   $	9,603
Northeast  Polk Land Investments LLC	27-26-30-708000-010300	4.87	$	33,021    s	160,813	s	8,913    $	9,584
Cassidy Holdings LLC	27-26-30-707500-040051	8.74	s	33,021    $	288,604    $	15,996   $	17,200
Cassidy Holdings LLC	27-26-30-708000-040097	12.06	$	33,021    s	398,234    $	22,072    $	23,733
Cassidy Holdings LLC	27-26-30 -708000-040131	0.18	$	33,021    $	5,944    $	329   $	354
GLK Real Estate LLC	27-26-30-708000-040170	16.79	$	33,021    $	554,424	$	30,728   $	33,041
GLK Real Estate LLC	27-26-30-708000-040190	23	$	33,021    $	759,485	$	42,094   $	45,262
Cassidy Holdings LLC	27-26-31-708500-030011	36.12	$	33,021   $	1,192,721   $	66,105   $	71,081
Cassidy Holdings LLC	27-26-31-708500-030041	2.85	$	33,021   $	94,110	$	5,216   $	5,609
Cassidy Holdings LLC	27-26-31-708500-030042	2.85	$	33,021    $	94,110	$	5,216   $	5,609
Northeast Polk Land Investments LLC	27-26-31- 708500-030060	4.92	$	33,021    $	162,464	$	9,004   $	9,682
Polk Urban Management Project LLC	27-26-31-708500-030070	4.93	$	33,021    $	162,794	$	9,023   $	9,702
Polk Urban Management Project LLC	27-26-31-708500-030080	12.21	$	33,021    $	403,187    $	22,346   $	24,028
GLK Real Estate LLC	27-26-31- 708500-030151	23.97	$	33,021    $	791,515	$	43,869   $	47,171
GAMA Investors LLC	27-26-31-708500-030121	4.9	$	33,021   $	161,803	$	8,968   $	9,643
Northeast Polk Land Investments LLC	27-26-31-708500-030101	6.9	$	33,021    $	227,845	$	12,628   $	13,579
GLK Real Estate LLC	27-26-31-708500-030190	5.7	s	33,021    s	188,220    s	10,432    $	11,217
GLK Real Estate LLC	27-26-31-708500-030200	5.69	s	33,021    s	187,890	$	10,414    $	11,197
GLK Real Estate LLC	27-26-31 -708500-030300	5.69	$	33,021    s	187,890	$	10,414   s	11,197
GLK Real Estate LLC	27-26-31-708500-030292	2.85	$	33,021    s	94,110	$	5,216    $	5,609
GLK Real Estate LLC	27-26-31-708500-030291	2.85	$	33,021    $	94,110	$	5,216   $	5,609
Cassidy Holdings LLC	27-26-31-708500-010170	9.23	$	33,021    $	304,784	$	16,892   $	18,164

Totals	599.92	$	19,810,000	$	1,097,950	$	1,180,591

Annual Assessment Periods	30
Average Coupon Rate (%)	3.30%
 	Maximum  Annual Debt Se rvice	$1,097,950 
This amount includes estimated collection fees and early payment discounts when collected on the Polk County Tax Bill Prepared by: Governmental Management Services - Central Florida, LLC

S	ECTION V
RESOLUTION 2021-35

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT SETTING FORTH THE SPECIFIC TERMS OF THE DISTRICT’S SPECIAL ASSESSMENT BONDS, SERIES 2021 (ASSESSMENT AREA ONE PROJECT); CONFIRMING THE DISTRICT’S PROVISION OF IMPROVEMENTS; CONFIRMING THE ENGINEER’S REPORT AND SUPPLEMENTAL ASSESSMENT METHODOLOGY REPORT; CONFIRMING, ALLOCATING AND AUTHORIZING THE COLLECTION OF SPECIAL ASSESSMENTS SECURING THE ASSESSMENT AREA ONE BONDS; PROVIDING FOR THE APPLICATION OF TRUE-UP PAYMENTS; PROVIDING FOR THE SUPPLEMENTATION OF THE IMPROVEMENT LIEN BOOK; PROVIDING FOR THE RECORDING OF A NOTICE OF ASSESSMENT AREA ONE SPECIAL ASSESSMENTS; PROVIDING FOR CONFLICTS, SEVERABILITY AND AN EFFECTIVE DATE

WHEREAS, the Westside Haines City Community Development District (“District”) has previously indicated its intention to undertake, install, establish, construct or acquire certain public improvements and to finance such public improvements through the imposition of special assessments on benefited property within the District and the issuance of bonds; and

WHEREAS, the District’s Board of Supervisors (“Board”) has previously adopted, after notices and public hearings, Resolution No. 2021-29, relating to the imposition, levy, collection and enforcement of such special assessments; and

WHEREAS, pursuant to and consistent with the terms of Resolution No. 2021-29, this Resolution shall set forth the terms of bonds actually issued by the District, and apply the adopted special assessment methodology to the actual scope of the project to be completed with such series of bonds and the terms of the bond issue; and

WHEREAS, on July 7, 2021, the District entered into a Bond Purchase Contract, whereby it agreed to sell $19,810,000 of its Special Assessment Bonds, Series 2021 (Assessment Area One Project) (the “Assessment Area One Bonds”); and

WHEREAS, pursuant to and consistent with Resolution No. 2021-29, the District desires to set forth the particular terms of the sale of the Assessment Area One Bonds and to confirm the liens of the levy of special assessments securing the Assessment Area One Bonds.

NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT AS FOLLOWS:
SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted pursuant to the provisions of Florida law, including Chapters 170, 190 and 197, Florida Statutes, and Resolution 2021-29.

SECTION 2. FINDINGS. The Board of Supervisors of the Westside Haines City Community Development District hereby finds and determines as follows:

On May 20, 2021, the District, after due notice and public hearing, adopted Resolution 2021-29 which, among other things, equalized, approved, confirmed and levied special assessments on property benefiting from the improvements authorized by the District. Each Resolution provides that as each series of bonds is issued to fund all or any portion of the District’s improvements, a supplemental resolution will be adopted to set forth the specific terms of each series of the bonds and certifying the amount of the liens of the special assessments securing any portion of the bonds, including interest, costs of issuance, the number of payments due, any True-Up amounts and the application of receipt of any True-Up proceeds.

The Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021 a (together, the “Engineer’s Report”), attached to this Resolution as Exhibit A, identifies and describes the presently expected components of the infrastructure improvements for (i) Brentwood Phase 1, which contains 22.62 acres of land planned for 226 townhome lots ("Brentwood Phase 1"); (ii) Cascades Phase 1, which contains 180.45 acres of land planned for 597 single-family lots ("Cascades Phase 1"); and (iii) Cascades Phase 2, which contains 14.28 acres of land planned for 74 single-family lots ("Cascades Phase 2" and, together with Brentwood Phase 1 and Cascades Phase 1, "Assessment Area One Project"), to be financed all or in part with the Assessment Area One Bonds (the “Improvements”), and indicates the estimated costs of the Assessment Area One Project as $22,425,000. The District hereby confirms that the Assessment Area One Project serves a proper, essential and valid public purpose. The Engineer’s Report is hereby approved, adopted, and confirmed. The District  ratifies its use in connection with the sale of the Assessment Area One Bonds.

The Master Assessment Methodology, dated March 29, 2021 (the “Master Methodology”), as supplemented by that Supplemental Assessment Methodology-Assessment Area One, dated July 7, 2021 (“Supplemental Methodology”, and together with the Master Methodology, the “Assessment Report”), attached to this Resolution as Composite Exhibit B, applies the Assessment Report to the Improvements and the actual terms of the Assessment Area One Bonds. The Assessment Report is hereby approved, adopted and confirmed. The District ratifies its use in connection with the sale of the Assessment Area One Bonds.

The Assessment Area One Project will specially benefit certain property within the District known as Brentwood Phase 1, Cascades Phase 1A, Cascades 1B, and Cascades Phase 2 (together, “Assessment Area One”), the legal description of the assessable property therein is attached hereto as Exhibit C. It is reasonable, proper, just and right to assess the portion of the costs of the Assessment Area One Project financed with the Assessment Area One Bonds to the specially benefited properties within the District as set forth in Resolution 2021-29, and this Resolution.
SECTION 3. SETTING FORTH THE TERMS OF THE ASSESSMENT AREA ONE BONDS; CONFIRMATION OF MAXIMUM ASSESSMENT LIEN FOR
ASSESSMENT AREA ONE BONDS. As provided in Resolution 2021-29, this Resolution is intended to set forth the terms of the Assessment Area One Bonds and the final amount of the liens of the special assessments securing those bonds.

The Assessment Area One Bonds, in a par amount of $19,810,000, shall bear such rates of interest and maturity as shown on Exhibit D, attached hereto. The final payment on the Assessment Area One Bonds shall be due on November 1, 2052. The estimated sources and uses of funds of the Assessment Area One Bonds shall be as set forth in Exhibit E. The debt service due on the Assessment Area One Bonds is set forth on Exhibit F attached hereto.

The lien of the special assessments securing the Assessment Area One Bonds on Assessment Area One (the “Assessment Area One Special Assessments”), shall be the principal amount due on the Assessment Area One Bonds, together with accrued but unpaid interest thereon, and together with the amount by which annual assessments are grossed up to include early payment discounts required by law and costs of collection. The Assessment Area One Bonds are secured solely by the Assessment Area One Pledged Revenues (as defined in the Indenture (hereinafter defined)), which is comprised in part by the lien against Assessment Area One.

SECTION 4. ALLOCATION OF ASSESSMENTS SECURING THE ASSESSMENT AREA ONE BONDS; ADDRESSING COLLECTION OF THE SAME.

The Assessment Area One Special Assessments shall be allocated in accordance with Composite Exhibit B, which allocation shall initially be on an acreage basis and further allocated as lands are platted. The Supplemental Methodology is consistent with the District’s Master Methodology. The Supplemental Methodology, considered herein, reflects the actual terms of the issuance of the District’s Assessment Area One Bonds. The estimated costs of collection of the Assessment Area One Special Assessments are as set forth in the Supplemental Methodology.

The lien of the Assessment Area One Special Assessments includes all property within Assessment Area One, and as such land is ultimately defined and set forth in any plats, certificates of occupancy or other designations of developable acreage.

Taking into account capitalized interest and earnings on certain funds and accounts as set forth in the Assessment Report, the District shall, for Fiscal Year 2021/2022, begin annual collection of special assessments for the Assessment Area One Bonds debt service payments due starting November 1, 2021, using the methods available to it by law. Debt service payments, including semi-annual installments of interest, are reflected on Exhibit F for Assessment Area One. The Assessment Area One Bonds include an amount for capitalized interest through May 1, 2022.

The Assessment Area One Special Assessments may be paid in not more than thirty (30) substantially equal consecutive annual installments of principal and interest. Assessment Area One Special Assessments may be paid in full without interest at any time
within thirty (30) days after the completion of the Improvements and the adoption by the Board of a resolution accepting the Improvements; provided, however, that the Board shall at any time make such adjustments by resolution, at a noticed meeting of the Board, to that payment schedule as may be necessary and in the best interests of the District to account for changes in long and short term debt as actually issued by the District. All impact fee credits received shall be applied against the outstanding indebtedness of any debt issuance that funded the improvement giving rise to the credits which application may be addressed by such resolutions. At any time subsequent to thirty (30) days after the Improvements have been completed and a resolution accepting the Improvements has been adopted by the Board, the Assessment Area One Special Assessments may be prepaid in full including interest amounts to the next succeeding interest payment date or to the second succeeding interest payment date if such a prepayment is made within forty-five (45) calendar days before an interest payment date (or such other time as set forth in the supplemental indenture for the applicable series of bonds secured by the debt assessment in question). The owner of property subject to Assessment Area One Special Assessments may prepay the entire remaining balance of the Assessment Area One Special Assessments at any time, or a portion of the remaining balance of the Assessment Area One Special Assessments one time if there is also paid, in addition to the prepaid principal balance of the Assessment Area One Special Assessments, an amount equal to the interest that would otherwise be due on such prepaid amount on the next succeeding interest payment date, or, if prepaid during the forty-five day period preceding such interest payment date, to the interest payment date following such next succeeding interest payment date (or such other time as set forth in the supplemental indenture for the applicable series of bonds secured by the debt assessment in question). Prepayment of Assessment Area One Special Assessments does not entitle the property owner to any discounts for early payment.

The District hereby certifies the Assessment Area One Special Assessments for collection and directs staff to take all actions necessary to meet the time and other deadlines imposed by Polk County and Florida law for collection. The District intends, to the extent possible and subject to entering into the appropriate agreements with the Polk County Tax Collector and Polk County Property Appraiser (or other appropriate Polk County, Florida officials) to collect the Assessment Area One Special Assessments on platted lands contained within a plat or certificate of occupancy using the Uniform Method in Chapter 197, Florida Statutes. The District intends, to the extent possible, to directly bill, collect and enforce the Assessment Area One Special Assessments on lands not included within an approved plat or certificate of occupancy unless in any year, the District determines it to be in its best interest to collect such assessments using the Uniform Method in Chapter 197, Florida Statutes. The District Manager shall prepare or cause to be prepared each year an assessment roll for purposes of effecting the collection of the Assessment Area One Special Assessments and present same to the District Board as required by law. The District Manager is further directed and authorized to take all actions necessary to collect special assessments on property using methods available to the District authorized by Florida law in order to provide for the timely payment of debt service.

SECTION 5. APPROVAL OF TRUE-UP PROCESS AND APPLICATION OF TRUE-UP PAYMENTS.

Pursuant to Resolution 2021-29, there may be required from time to time certain True-Up payments. As parcels of land are included in a plat or certificate of occupancy, the
special assessments securing the Assessment Area One Bonds shall be allocated as set forth in Resolution 2021-29, this Resolution and the Assessment Report, including, without limitation, the application of the True-Up process set forth in the Assessment Report.

Based on the final par amount of $19,810,000 in Assessment Area One Bonds, the True-Up calculations will be made in accordance with the process set forth in the Assessment Report. The District shall apply all True-Up payments related to the Assessment Area One Bonds only to the credit of the Assessment Area One Bonds. All True-Up payments, as well as all other prepayments of assessments, shall be deposited into the accounts specified in the Supplemental Indenture.

SECTION 6. IMPROVEMENT LIEN BOOK.  Immediately following the adoption  of this Resolution, these special assessments as reflected herein shall be recorded by the Secretary of the Board of the District in the District’s Improvement Lien Book. The special assessment or assessments against each respective parcel shall be and shall remain a legal, valid and binding first lien on such parcel until paid and such lien shall be coequal with the lien of all state, county, district, municipal or other governmental taxes and superior in dignity to all other liens, titles, and claims.

SECTION  7.  OTHER  PROVISIONS  REMAIN IN EFFECT.	This  Resolution is
intended to supplement Resolution 2021-29, both of which remain in full force and effect. This Resolution and Resolution 2021-29 shall be construed to the maximum extent possible to give full force and effect to the provisions of each resolution. All District resolutions or parts thereof in actual conflict with this Resolution are, to the extent of such conflict, superseded and repealed.

SECTION 8. ASSESSMENT NOTICE. The District’s Secretary is hereby directed to record a Notice of Assessment Area One Special Assessments securing the Assessment Area One Bonds, in the Official Records of Polk County, Florida, or such other instrument evidencing the actions taken by the District.

SECTION 9. SEVERABILITY.  If any section or part of a section of this Resolution  be declared invalid or unconstitutional, the validity, force and effect of any other section or part of a section of this resolution shall not thereby be affected or impaired unless it clearly appears that such other section or part of a section of this resolution is wholly or necessarily dependent upon the section or part of a section so held to be invalid or unconstitutional.

SECTION 10. EFFECTIVE DATE. This Resolution shall become effective upon its adoption.

[Remainder of page intentionally left blank]
APPROVED AND ADOPTED this 15th day of July, 2021.

ATTEST:	WESTSIDE HAINES CITY
COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Chairperson, Board of Supervisors

Exhibit A:	Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021
Comp. Exhibit B: The Master Assessment Methodology, dated March 29, 2021, as supplemented by that Supplemental Assessment Methodology-Assessment Area One, dated July 7, 2021
Exhibit C:	Legal Description of Assessment Area One
Exhibit D:	Maturities and Coupons of Assessment Area One Bonds Exhibit E:	Sources and Uses of Funds for Assessment Area One Bonds Exhibit F:	Debt Service for Assessment Area One Bonds
Exhibit A:

Engineer’s Report

I Dewberry·
EXHIBIT A

Westside Haines City Community Development District
Engineer's Report
March 29, 2021

SUBMITTED BY:
Dewberry Engineers Inc. 800 North Magnolia Avenue Suite 1000
Orlando, Florida 32803
407-843 -5120
TABLE OF CONTENTS

Introduction	2
Purpose and Scope	4
The Development	4
Capital Improvements	4
Stormwater Management Facilities	5
Public Roadways	5
Water and Wastewater Facilities	6
Off-Site Improvements 	6.
Ainenities and Parks .........................................................................................6....
Electric Utilities and Lighting	6
Entry Features	6
Miscellaneous	7
Permitting	7
Recommendation	8
Report Modification	8
Summary and Conclusion	8
Engineer's Certification 	8.
List of Exhibits
Aerial Location Map	Exhibit 1
Legal  Description .......................................................................................Exhibit   2
District Boundal)' Map .............................................................................. Exhibit 3
Land  Use  Map............................................................................................ Exhibit  4
Zoning   Map................................................................................................Exhibit   5
Utility Location Map and Drainage Flow Pattern Map............................Exhibit 6 Summa!)' of Opinion of Probable Cost .....................................................Exhibit 7
Summary of District Facilities................................................................E 	hibit 8
Overall  Site Plan  ........................................................................................ Exhibit 9

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Westside Haines City
Community Development District
INTRODUCTION
The Westside Haines City Community Development District (the "District" or "CDD") is located on the west side of US Highway 27 (SR 25) from the Minute Maid Ramp Road, south crossing Holly Hill Grove Road 1, 2, and 3 to the southern boundary of Massee Road. The District also crosses Holly Hill Tank Road to the west of FDC Grove Road. The District is located with the city limits of Haines City, Florida ("City") and the unincorporated area of Polk County ("County"). The District currently contains approximately 613.43 acres and is expected to consist of 2,752 residential lots of various sizes for single-family lots and townhome lots with recreation/amenity areas, parks, and associated infrastructure for the various villages.

The CDD was established under County Ordinance No. 21-017, which was approved by the Polk County Commission or City of Haines City on March 17, 2021, and became effective on March 15, 2021. The District will own and operate the public roadways, utilities systems, and stormwater management facilities, as well as the landscape, irrigation, signage, and recreational facilities within the development.

The Master Developer ("Developer") GLK Real Estate LLC is based in Winter Haven, Florida. The Development is approved as a Planned Development (PD) for Residential Units and is divided into three (3) villages: Brentwood, Cascades, and Wynnstone. A land use summary is presented in Table 1.

Public improvements and facilities financed, acquired, and/or constructed by the District will be designed and constructed to conform to regulatory criteria from the city, county, Southwest Florida Water Management District (SWFWMD), and other applicable agencies with regulatory jurisdiction over the development, an overall estimate of the probable cost of the public improvements are provided in Exhibit 7 of this report.

The Capital Improvement Plan ("CIP" or this "Engineer's Report") reflects the present intentions of the District and the landowners. It should be noted that the location of proposed facilities and improvements may be adjusted during the final design, permitting, and implementation phases. It should also be noted that any modifications will not diminish the benefits to the property within the District. The District reserves the right to make reasonable adjustments to the development plan to meet applicable regulatory requirements of agencies with jurisdiction over the development while maintaining a comparable level of benefits to the lands served by the improvements. Changes and modifications are expected as changes in regulatory criteria are implemented.

Residential  Land (Single-Family and Townhomes Lots)	1                                                  240.91	I
Roadways Infrastructure & Public Facilities	--------+- 95.29 	_,
'

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PHAS.E

TABLE 2 PHASING SUMMARY
NO. UNITS	AREA(AC)

 I ascades 1 _				
..ac	74			
..ac
Brentwood		344		
	1	226		
Brentwood 2	124			
Brentwood 3	122			
Brentwood 4	224			
Brentwood 5	248			
Wynnstone 1	305			
Wynnstone2	284			
Wynnstone 3	204			
Amenity/Recreational Parcel				
Infrastructure Roadways				
Ponds/ Lake/ Stormwater Cons rvation/Open spac				
TOTAL - Westside Haines Citv CDD	2.752	61....		

Implementation ofany proposed facilities or improvements outlined in this report requires written app ro\'al from the District's Board of Supervisors. Estimated costs outlined in this report are based on the best available information, which includes, but is not limited , to previous experience with similar projects. Actual costs could be different than estimates because final engineering and specific field conditions may affect construction costs.
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All roadway improvements including sidewalks in the right-of-way and storm drainage collection systems (from the curb inlets to their connection to the stormwater ponds) within the development will be maintained by the District. Water distribution and wastewater collection systems (gravity lines, force mains, and lift stations) will be dedicated to the County or the City for ownership and maintenance upon completion. The southeastern 46 lots in Cascades Phase 1 will have a private lift station maintained by the CDD and will connect to Haines City's water and sewer service.

PURPOSE AND SCOPE
The purpose of this report is to provide engineering support for the funding of the proposed improvements within the District. This report will identify the proposed public infrastructure to be constructed or acquired by the District along with an Opinion of Probable Construction Costs. The District will finance, construct, acquire, operate, and maintain all or specific portions of the proposed public infrastructure.

The predominant portion of this report provides descriptions of the proposed public infrastructure improvements, determination of estimated probable construction costs, and the corresponding benefits associated with the implementation of the described improvements. Detailed site construction plans and specifications have not yet been completed and permitted for the improvements described herein. The engineer has considered and in specific instances has relied upon, the information and documentation prepared or supplied by others to prepare this Engineer's Report.

THE DEVELOPMENT
The development will consist of a total of 2,752 residential units and associated infrastructure. The development is a planned residential community located West of US Highway 27 (SR 25) and consisting of 613.43 acres from the northern boundary around Minute Main Ramp Road 1 and extending south to the southern boundary located around Mossee Road. The District is located within Polk County and the City of Haines City. The land use for the District is planned unit development. The development is zoned RL-1, RL-2, RL-3, and RM within the city limits and zoned RMX and ECX within the unincorporated area of Polk County. The development will be constructed in three (3) villages and have up to eleven (11) phases.

CAPITAL IMPROVEMENTS
The CIP consists of public infrastructure in each village and each phase of said village. The primary portions of the CIP will provide for stormwater pond construction, roadways built to an urban roadway typical section, water, and sewer facilities including three (3) lift stations and one (1) regional lift station, and off-site improvements (including turn lanes and extension of water and sewer mains to serve the development).

There will also be stormwater structures and conveyance culverts within the CIP that will outfall into the various on-si te stormwater ponds. These structures and pond areas comprise the overall stormwater facilities of the CIP. Installation of the water distribution and wastewater collection system will also occur at this time as well as the 4 (four) lift stations serving the project. Below-ground installation of telecommunications and cable television will occur but will not be funded by the District. Installation of streetlights and power within the public rights-of-way or easements will be funded by the District.

As a part of the recreational component of the CIP, there are various amenity centers within the development and specifically for each of the villages of the development. There are four (4) amenity centers: one (1) in the Village of Cascades, one (1) in Wynnstone, and two (2) within Brentwood. The total area of the amenity and recreational parcels is 12.89 acres. There will be conservation areas as well that can serve as passive parks within the various villages and the

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development that are available to the public for utilization of the facilities. The amenity centers and recreational areas will have connectivity via sidewalks to the other portions of the District. The amenity centers and recreational areas will be accessed by the public roadways and sidewalks.

CAPITAL IMPROVEMENT PLAN COMPONENTS
The CIP for the District includes the following:

Stormwater Management Facilities
Stormwater Management facilities consisting of storm conveyance systems and retention/detention ponds are contained within the District boundaries. Stormwater will be discharged via roadway curb and gutter and storm inlets. Storm culverts convey the runoff into the proposed retention ponds for water quality treatment and attenuation. The proposed stormwater systems will utilize dry retention and wet retention for biological pollutant assimilation to achieve water quality treatment. The design criteria for the District's stormwater treatment systems are regulated by the city, the county, and SWFWMD. There are various conservation areas throughout the District and will be preserved in the existing condition and these will accept stormwater discharges from our ponds as shown on Exhibit 6.

Federal Emergency Management Agency Flood Insurance Rate Map (FEMA FIRM) Panel No. 12105Co225G, effective date December 22, 2016, demonstrates that the property is located within Flood Zones X, A, and AE. Based on this information and the site topography, it appears that 100-year compensation will be done in areas where we will impact existing depressions throughout the development and the 100-year flood volumes will be compensated as it is required by the city, county, and FEMA.

During the construction of stormwater management facilities, utilities, and roadway improvements the contractor will be required to adhere to a Stormwater Pollution Prevention Plan (SWPPP) as required by the FDEP as delegated by the Environmental Protection Agency (EPA). The SWPPP will be prepared to depict the proposed recommended locations of required erosion control measures and staked turbidity barriers specifically along the downgradient side of any proposed construction acti vity. The site contractor will be required to provide the necessary reporting as required by the National Pollutant Discharge Elimination System (NPDES) General Permit with erosion control, its maintenance, and any rainfall events that occur during construction activity.

Public Roadways
The proposed public roadway sections include a 24-foot wide roadway consisting of asphalt and with Miami curbs or Type F curb and gutter on both sides along with a so-foot righ t-of-way . The proposed roadway section will consist of stabilized subgrade, a lime rock, crushed concrete, or cement-treated base and asphalt type roadway wearing surface. The proposed curb is to be 2-feet wide and placed along the edge of the proposed roadway section for purposes of protecting the integrity of the pavement, and also to provide stormwater runoff conveyance to the proposed stormwater inlets.

The proposed roadways will also require signing and pavement markings within the public rights-of-way, as well as street signs depicting street name identifications, and addressing, which will be utilized by the residents and public. As stated above, the District's funding of roadway construction will occur for all public roadways.
Water and Wastewater Facilities
A potable drinking water system inclusive of water main, gate valves, fire hydrants, and appurtenances will be installed for the District. The water service provider will be Polk County Public Utilities. The water system will be designed to provide an equally distributed system that provides redundancy to the system. These facilities will be installed within
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I D ew b er r y·	WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT !March 29, 20211 5
the proposed public rights-of-way and will provide potable drinking water (domestic) and fire protection services to serve the entire District.

A domestic wastewater collection system inclusive of gravity sanitary sewer mains and sewer laterals will be installed. The gravity sanitary sewer mains will be a minimum of eight (8)-inch diameter PVC pipe systems. The gravity sanitary sewer lines will be placed inside of the proposed public rights-of-way, under the proposed paved roadways. Laterals will branch off from these sewer lines to serve the individual lots. Lift stations are anticipated for this CIP. Flow from the lift station shall be connected to a proposed force main that will interconnect three (3) lift stations and all discharge to a master lift station that will pump through a force main that will connect to the city water treatment facility located north of the development.

Polk County Public Utilities will provide the reclaimed water to be used for all irrigation within the CDD. The reclaimed water will be funded by the District and installed onsite within the roadways to provide for irrigation within the public right-of-way or any areas needing irrigation. Any water, sewer, or reclaim water pipes or facilities placed on private property will not be publicly funded.

Off-Site Improvements
The District will provide funding for the anticipated turn lanes at the development entrances. The site construction activities associated with the CIP are anticipated to be completed by villages and phases based on the estimated schedule for each village and phase. The schedule is shown on Exhibit 7. Upon completion of each phase within each village, the improvements will be through the required inspections as well as final certifications of completions will be obtained from SWFWMD, Polk County Health Department (water distribution system), FDEP (wastewater collection), and the city/county.

Amenities and Parks
The District will provide funding for an amenity center to include the following: parking areas, pavilion with public restroom facilities, pool, all-purpose playfields, and walking trails between the phases and villages to provide connectivity to the various amenity centers within the CDD. In addition, there will be public passive parks throughout the development, which will include benches and walking trails.

Electric Utilities and Lighting
The electric distribution system thru the District is currently planned to be underground, The District presently intends to fund and construct the electric conduit, fund and construct the cost for the under-grounding of the electrical system, transformer/cabinet pads, and electric manholes required by Duke Energy (Duke). Electric facilities will be owned and maintained by Duke after the dedication, with Duke providing underground electrical service to the Development. The CDD presen tly intends to fund the cost to purchase and install the street lighting along the internal roadways within the CDD. These lights will be operated, and maintained by Duke after the completion, with the Dis trict funding maintenance costs.
Entry Feature
Landscaping, irrigation, entry features, and walls at the entrances and along the outside boundary of the Development will be provided by the Dis tr ict. The irrigation system will use reclaim ed water or an irrigation well. The well and irrigation water mains to the various phases of the development will be const ructed and acquired by the CDD with District funds and operated and maintained by the CDD. Landscaping for the roadways will consist of sod, annual flowers, shrubs, ground cover, and trees for the internal roadways within the CDD. Perimeter fencing will be provided

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at the site entrances and perimeters. These items will be funded, owned, and maintained by the CDD. It is noted that the City requires the walls as a buffer the development and thus will be funded together with the landscaping.

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

Permitting
Construction permits for all phases are required and include the SWFWMD ERP, Polk County Health Department, FDEP, and City construction plan approval.

Following is a summary of required permits obtained or pending approval for the construction of the public infrastructure improvements for the District:
.
l
L-.
-- --
Permits/Approvals

ciaoi.- [)

Approval/Expected Date

D00 10
		c scades Phas2
D	D	E
Phase 1			
Zoning Approval	Haines	City
expected 4/ 1/ 21				
					
reliminary Plat	Haines City- 4/ 1/ 21	Haines City Prelimina			
		Plat - N/ A			
rwFWMDERP		Expected 04 / 15/ 20 21	Expected - 5 / 15/ 20 21	!Expected - 4 / 30 / 20 21	
					
!Construction Permits	Expected 4/ 15/ 2021	Expected - 5/ 15/ 2021	Expected - 4/ 30 / 2021		
Polk County Health Department Water	Expected 4/ 30 / 2021	Expected - 5 / 30 / 20 21	Expected - 5/ 15/ 20 21		
FDEP Sanitary Sewer General Permit	Expected 4/ 30 / 20 21	Expected - 5/ 30 / 2021	!Expected - 5 / 15/ 20 21		
FDEPNOI	Expected 4/ 30 / 2021	Expected - 5 / 30 / 2021	Expected - 5/ 15/ 2021		

SWFWMDERP		
Polk County Utilities Permits		
Polk County Health  Department Tat er Dis tribut ion Permit		
FDEP Sanitar y Sewer General Permil		
FDEP NOi - NPDES		
City of Haines City Con struction Permit		

CO /PANY COt!Fl'.JEN11flL ,,Ao.NL' Pr0PRIE fARY U.:; ::. C;:::lo::;t!fC c-: d;JL1 cc;-.t:1-r:d Oli h,s shuet1::; SU!ljeCt :-:, fOS)r( ,J:, C'!1 tt.o t,:lo Pil<JC ur Ul1$ f>1Up,::al
RECOMMENDATION
As previously explained within this report, the public infrastructure, as described, is necessary for the development and functional operation as required by the City and County. The site planning, engineering design, and construction plans for the infrastructure are or will be in accordance with the applicable requirements of the City, the County, and the SWFWMD. It should be noted that the infrastructure will provide its intended use and function so long as the construction and installation are in substantial conformance with the design construction plans and regulatory permits.

Items utilized in the Opinion of Probable Costs for this report are based upon the proposed plan infrastructure as shown on construction drawings incorporating specifications in the most current SWFWMD, Polk County, and the City regulations.

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

SUMMARY AND CONCLUSION
The improvements as outlined are necessary for the functional development of the Project. The Project is being designed in accordance with current government regulatory requirements. The Project will serve its intended function provided the construction is in substantial compliance with the design. Items of construction for the Project are based upon current development plans.

ENGINEER'S CERTIFICATION
It is our professional opinion that the public infrastructure costs for the CIP provided in this report are reasonable to complete the construction of the public infrastructure improvements. Furthermore, the public infrastructure improvements will benefit and add value to lands within the District and the value is at least the same as the costs for said improvements. t is noted that all financed property improvements will be located on district owned lands that is or will be at the time of conveyance to the district or subject to a permanent easement in favor of the district or another public governmental entity.

The Opinion of Probable Costs for the public infrastructure improvements is only an estimate and is not a guaranteed maximum price. The estimated costs are based upon current unit prices and on our experience with ongoing and similar projects and basis in the county and city. However; labor market, future costs of equipment; materials, changes to the regulatory permitting agencies' activities, and the actual construction processes employed by the chosen site contractor are beyond the engineer's control. Due to this inherent opportunity for changes (upward or downward) in the construction costs, the total, final construction cost may be more or less than this estimate.

Based upon the presumption that the CJP construction continues in a timely manner, it is our opinion that the costs of the CIP proposed represent a system of improvements benefitting all developab\e property located within the District, are fair and reasonable, and that the District-funded improvements are assessable improvements within the meaning of Chapter 190, F.S. We have no reason to believe that the CUP improvements cannot be constructed al the cost described in this report. We expect the improvements to be constructed or acquired by the District with bond proceeds, as indicated within this report. We believe that the District will be well served by the improvements discussed in this report.

r; '.) .'t1Af  y 1_ 1.:-,-.,:r lfl[  lL L ,.  L)P  ,..,( lD R1E1 t,p_'(   U:o  Ci rsJC ',JIC c: d t,::.:n!.:.r.:::J C'tl   =..   !::ic: I   ::JLic;:.t t:i 	: v:- C:11 t:10 t.::J p.::[jC v: t;1: .,:v;:;..:s:1I
I hereby certify that t Community Develop

Reinardo MalaYe, P.E. Florida License No. 31588
ng is a true and correct  copy of  the  engineer's  report  for the  Westside  Haines City t.

COf\'Pf,N ( COi'JFIOf:NTIAL AND Pr Oi)Rlf-1,'\RY ll o or d <;;:lo_i::,::rc Gf d,:t:i f' '.Jf"1 i "'t: d Cln !.il'S h:e: •!; t 11 ,<d !) re:; •cb:-: C'ti 1:1c U!:::: p :.;c c: :1:;:; :.:p ;JI

ID NO.	COUNTY PARCEL ID	
1	272619705000030012	
2	272619705000030171	
3	272619705000030201	
4	272619705000030210	
5	272619704500040011	
6	272619704500040141	
7	272619704500040041	
8	272619705000040050	
9	272619705000040060	
10	272619705000040101	
11	272619705000040090	
12	272619705000020150	
13	272619705000020140	
14	272619705000020130	
15	272619705000020120	
16	272619705000020110	
17	272619705000040170	
18	272619705000040190	
19	272619705000040210	
20	272619705000040220	
21	272619705000040230	
22	272619705000020171	
23	272619705000020180	
24	272619705000020210	
25	272619705000020220	
26	272619705000040290	
27	272619705000040280	
28	272619705000020300	
29	272630708000030010	
30	272630708000030030	
31	272630708000030132	
32	272630708000030202	
33	272630708000030191	
34	272630708000030261	
35	272630708000030250	
36	272630708000010320	
37	272630708000010310	
38	272630708000010300	
39	272630707500040053	
40	272630707500040051	
41	272630708000040097	
42	272630708000040131	
43	272630708000040170	
44	272630708000040190	
45	272631708500030011	
46	272631708500030041	
47	272631708500030042	
48	272631708500030060	
49	272631708500030070	
50	272631708500030080	
51	272631708500030151	
52	272631708500030121	
53	272631708500030101	
54	272631708500030190	
55	272631708500030200	
56	272631708500030300	
57	272631708500030292	
58	272631708500030291	
59	272631708500010170	
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS

SECTS 19, 30 & 31, T26S, R27E

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EXHIBIT 1 - LOCATION MAP WESTSIDE HAINES CITY CDD
APPROX. COD BOUNDARY AREA - 621.8± AC.

N	0'	1600'	3200'
LEGAL DESCRIPTIONS:

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THORNHILL PARCELS
PARCEL 1
DESCRIPTION:  A POm10N  OF TRACTS  11,  12,  1J, 14,  15, •	16 ANO ALL OF TR4C1S J, 4 • 5, OF THE SOUTHEAST  1/4	OF SECTION 19, TOWNSHIP 26 SOUTH, RANGE 27 EAST, AS SHOWN ON THE PLAT OF FLORIDA DEVELOPMENT' COIIPANY, RECORDED IN PLAT BOOK J, PAGES 60 THROUGH  6J, /NCLUSM, OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA. ANO 8£/NG IJOR£ PARTICULARLY DESCRIBED AS FOLLOWS:
BEGIN AT THE NORTHEAST CORNER OF SAID TRACT 5; THENCE ALONG THE EAST BOUNDARY OF SAID TRACT 5, S.otT18'5J"E., A DISTANCE OF 648.05 FEEr TO THE NOR1H BOUNDARY OF AFORESAID TRACT 11; THENCE ALONG SAID NOR1H BOUNDARY, N.88"58'16"£., A DISTANCE OF J30.50 FEEr TO THE EAST  BOUNDARY  OF AFORESAID  TRACT 11; THENCE  ALONG SAID EAST  BOUNDARY,  S.otT17'48"£., A DISTANCE OF	.97 FEEr TO A POINT ON THE NOR1HERLY MAINTAINED RIGHT-OF-WAY UN£ OF HOLLY HILLY GROVE ROAD J, PER MAP BOOK 17, PAGES 9J THROUGH 99, INCLUSIVE, OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA: THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY UN£ THE FOLLOWING EIGHT (8) COURSES: 1) S.87"5J'J5-W., A OISTANCE OF 5J.92 FEET; 2) S.89"00'18-W., A DISTANCE OF 481.JB F'EEf; J) S.89"49'34-W., A DISTANCE OF 265.87 F'EEf; 4) S.88"05 2-W., A DISTANCE OF J20.IU F'EEf; 5) N.89"J7'21-W., A DISTANCE OF 210.JS F'EEf; 6) S.87"28'16-W., A DISTANCE OF
14.J.50 F'EEf; 1) S.89"25'55-W., A DISTANCE OF 472.21 F'EEf; 8) N.22"16'58-W., A DISTANCE OF J1.89 FEEr TO A POINT ON THE EASTERLY MAINTAINED RIGHT-OF-WAY UN£ OF F'OC GROVE ROAD, PER MAP BOOK 18, PAGES 44-61, INCLUSIVE, OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA: THENCE ALONG SAID EASTERLY MAINTAINED RIGHT-OF-WAY	THE FOLLOWING FOUR (4) COURSES: 1) N.0,-14'0J"w., A DISTANCE OF 140.55 F'EEf; 2) N.otT55'J7"w., A OISTANCE OF 104.29 F'EEf; J) N.otT08'51 it:, A DISTANCE OF J26.27 FEEr 4) N.otT11'29-W., A DISTANCE OF J0.58 FEEr TO THE WESTERLY EXTENSION OF THE SOIRH BOUNDARY OF r.AMBRIA, AS RECORDED IN PLAT BOOK 159, PAGES 26 THROUGH 27, /NCLUSM, OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA: THENCE ALONG THE SOUTH ANO EAST BOUNDARIES, RESPECTTVELY, OF SAID r.AMBRIA, THE FOU.OWING Tltt1 (2) COURSES: 1) N.88"58'16"£., A DISTANCE OF 640.J7 F'EEf; 2) N.otT21'17"w., A OISTANCE OF 648.J6 FEEr TO THE SOUTHERLY RIGHT-OF-WAY UN£ OF AN UNNAMED ROAD, (ALSO KNOWN AS 11/NlJT'E MAIO P.AJIP ROAD 1); THENCE ALONG SAID SOUTHERLY RIGHT-OF-WAY UN£. N.88"59'20"£., A DISTANCE OF 991.96 FEEr TO THE POINT OF BEGINNING.
CONTAINING 43.J22 ACRES, MORE OR LESS.
TOGFJHER WITH
PARCEL 2
DESCRIPTION: A POm10N OF TR4C1S 17, 28, 29, • JO ANO ALL OF TRACTS 18, 19, 20, 21, • 22, OF THE S01/THEAST 1/4	OF SECTION 19, TOWNSHIP 26 SOUTH, RANGE 27 EAST, AS SHOWN ON THE PLAT OF FLORIDA DEVELOPIIENT' COIIPANY, RECORDED IN PLAT BOOK J, PAGES 60 THROUGH 6J, INCLUSM, OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA. ANO 8£/NG IJOR£ PAHTICULARLY DESCRIBED AS FOU.OWS:
BEGIN AT THE NOR1H EAST CORNER OF SAID TRACT 28, RUN THENCE ALONG THE EAST BOUNDARY THEREOF, S.otT18'JO"E., A OISTANCE OF 636.29 FEEr TO THE NORTHERLY IIAINTAINED RIGHT-OF-WAY UN£ OF HOLLY HILL GROVE ROAD 2, PER MAP BOOK 22, PAGES 1 THROUGH 7, INCLUSIVE, OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA: THENCE ALONG SAID NOR1HERLY MAINTAINED RIGHT-OF-WAY UN£ THE FOU.OWING SEVEN (7) COURSES: 1) S.88"40'49-W., A OISTANCE OF 13.76 F'EEf; 2) S.87".J.f. 2-W., A DISTANCE OF 110.7J F'EEf; J) S.87"59 -W.. A DISTANCE OF 207.,U F'EEf; 4) N.87"51'09-W., A OISTANCE OF 118.81 F'EEf; 5) S.88"50 1-W., A DISTANCE OF J26.26 F'EEf; 6) S.89'40'20-W., A DISTANCE OF 202.1J F'EEf; 7) S.8829'07-W., A DISTANCE OF 12.51 FEEr TO THE SOUTHEAST  CORNER OF COUNTTfY  WALK  ESTATES,  AS  RECORDED  IN PLAT  BOOK  155, PAGES J7	THROUGH J8, INCLUSIVE, OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA: THENCE ALONG THE EAST ANO NOR1H BOUNDARIES, RESPECTTVELY, OF SAID COUNTY WALK ESTATES THE FOLLOWING Tltt1 (2) COURSES: 1) N.O<T21'09"w., A DISTANCE OF 631.43 F'EEf; 2) S.8848'08-W., A DISTANCE OF 644.25 FEEr TO A POINT ON THE EASTERLY
1/A/NTAINED  RIGHT-OF-WAY  UN£ OF F'OC GROVE ROAD, PER MAP BOOK  18, PAGES ,U-61, INCLUSM, OF THE
PUBUC RECORDS OF POLK COUNTY, FLORIDA: THENCE ALONG SAID EAST'ERLY MAINTAINED RIGHT-OF-WAY THE FOU.OWING Tltt1 (2) COURSES: 1) N.O<T04'22"£., A DISTANCE OF 436.25 F'EEf; 2) N.O<T21'14"£., A OISTANCE OF
212.17 FEEr TO A POINT ON S01/THERLY MAINTAINED RIGHT-OF-WAY UN£ OF HOLLY HILLY GROVE ROAD J, PER MAP BOOK 17, PAGES 9J THROUGH 99, INCLUSIVE, OF THE PUBLJC RECORDS OF POLK COUNTY, Fl.OR/DA; THENCE ALONG SAID S01/THERLY RIGHT-OF-WAY UN£. N.8851'21"£., A DISTANCE OF 1960.98 FEEr TO A POINT ON THE EAST BOUNDARY OF AFORESAID TRACT 22; THENCE ALONG SAID EAST BOUNDARY S.00-18'5J"E., A DISTANCE OF
646.48 FEET TO A POINT ON THE SOUTH BOUNDARY OF SAID TRACT 22; THENCE ALONG SAID SOI/TH BOUNDARY,
S.8848'08-W., A OISTANCE OF J30.25 FEEr TO THE POINT OF BEGINNING. CONTAINING 43.668 ACRES, MORE OR LESS.
Aal AB S O LU TE
EXHIBIT2 LEGAL DESCRIPTIONS
LEGAL DESCRIPTIONS:

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04S0406PARCELS PARCEL A
TRACTS 17 TRHOUGH 20 AND TRACTS 29 THROUGH :Jt, l,IAI' OF R.ORIDA DEVELOPMENT COMPANY TRACT LYING IN THE NOKTHWESr JI OF SECTION J1, TOWNSHIP 26 SOllTH, RANGE 27 OST, POLK COUNTY, R.ORIDA BEING MOR£ PARTICULARLY DESCRIBED AS FOi.LOWS:

AS A POINT OF REFERENCE COMMENCE AT THE SOUTHEAST CORNER OF THE NW JI OF SAID SECTION J1 AND PROCEED S 89" 18'58' W, ALONG THE SOUTH UN£ OF' THE NW JI OF SAID SECTION J1, A DISTANCE OF 1J2J.58 F££f TO A FOUND CONCR£1'£ MONUMENT 4' X 4· (NO ID) MARKING THE SOUTHEAST CORNER OF' THE SW JI OF' THE NW JI OF SAID S£CTlON J1; THENCE N (J(J'4J'21' W, A DISTANCE OF 15.00 FEET' TO THE SOUTHEAST CORNER OF SAID TRACT 29 ALSO BEING ON THE NOmH PLATTED RIGHT OF WAY UN£ OF "4SSEE' ROAD AND THE POINT OF BEGINNING; THENCE S 89"16'J9• W, ALONG SAID NOlfTH RIGHT OF WAY UN£, A DISTANCE OF 1170.92 FEET' TO THE
SOUTHWEST CORNER OF SAID TRACT J1; THENCE N (J(J'21'45• W, ALONG THE WEST BOUNDARY OF' SAID TRACT J1, A DISTANCE OF 6J5.42 FEET' TO THE NOHTHWEST' CORNER OF' SAID TRACT J1 ALSO BEING THE SOUTHEAST CORNER OF SAID TRACT 17; THENCE S 89"15'20• W, ALONG THE SOUTH BOUNDARY OF SAID TRACT 17, A DISTANCE OF' J74.86 F££f TO THE SOUTHWESr CORNER OF SAID TRACT 17; THENCE N (J(J'19'09• W, ALONG THE WEST BOUNDARY OF SAID TRACT 17, A DISTANCE OF 620.25 FEET' TO THE NOHTHWEST' CORNER OF SAID TRACT 17 AND A POINT ON THE SOUTH PLATTED RIGHT OF WAY UN£ OF' A JO.OD FOOT UNAMED ROAD; THENCE N 89"02'49• £, ALONG SAID SOUTH RIGHT OF WAY UN£, A DISTANCE OF 1548.04 FEET' TO THE NOlfTHFAST CORNER OF SAID TRACT 20; THENCE S (J(J'14'28• £, ALONG THE £AST BOUNDARY OF' SAID TRACT 20 ANO 29, A DISTANCE OF' 1261.78 FEET' TO THE POINT OF' BEGINNING.
THE PARCEL CONTAINING 1,708,918 SQUAR£ FEET, OR J9.2J ACRES, MORE OR LESS.

PARCEL 8
A POlfflON OF' TRACTS 17 AND J2, l,IAI' OF R.ORIDA DEVELOPMENT COMPANY TRACT LYING IN THE NOlfTHFAST JI OF' S£CT10N J1, TOWNSHIP 26 SOUTH, RANGE 27 OST, POLK COUNTY, R.ORIDA BEJNG MORE PAFmCUI.ARLY DESCRIBED AS FOLLOWS:

AS A POINT OF R£FERENC£ COMMENCE AT THE SOUTHEAST CORNER OF THE NW JI OF SAID SECTION J1 ANO PROCEED N (J(J'16'19" W, ALONG THE WEST BOUNDARY OF THE NOlfTHFAST 1' OF' SAID S£CT10N J1, A 0/ST'ANCE OF
FEET; THENCE N 89"19'17 ' £, A D/ST'ANCE OF' 15.00 FEET' TO A POINT ON THE £AST RIGHT OF' WAY UN£ OF THE JO.OD FOOT PLATTED ROAD ANO THE POINT OF' BEGINNING; THENCE N (J(J'16'11' W, ALONG SAID £AST RIGHT OF' WAY UN£, A DISTANCE OF 1255.98 F££f TO A POINT ON THE SOUTHERLY RIGHT OF WAY UN£ OF' PARK Pl.AC£ BOULEVARD AS PER POLK COUNTY MAINTAINED RIGHT OF WAY l,IAI' BOOK 19, PAGE 66; THENCE ALONG SAID SOUTHERLY RIGHT OF WAY UN£, THE FOLLOWING THREE (J) COURSES; (1) N 88'J7'04• E. A DISTANCE OF 95.17 FEET; (2) N 81"41'25• £, A DISTANCE OF 121.29 FEET; (J) N 8759'06• £, A DISTANCE OF' 100.77 FEET; THENCE LEAVING SAID SOUTHERLY RIGHT OF' WAY UN£, S (J(J'16'0J• £, ALONG THE £AST BOUNDARY OF SAID TRACTS 17 AND J2, A DISTANCE OF 1243.27 FEET' TO A POINT OF THE NORTHERLY RIGHT OF' WAY UN£ OF' POLK COUNTY MAINTAINED RIGHT OF' WAY l,IAI' BOOK 14, PAGE 45 THENCE, ALONG SAID NOmHERLY RIGHT OF WAY UN£ THE FOi.LOWiNG THREE (J) COURSES; (1) S 5J"51'52• W, A DISTANCE OF' 16.1J FEET; (2) S 5J"02'tt• W, A DISTANCE OF' 27.27 FEET; (J) S 65"06'06• W, A DISTANCE OF 16.68 FEET' TO A POINT ON THE NOKTH RIGHT OF' WAY UN£ OF' TH£ JO.OD FOOT PLATTED RIGHT OF WAY,- THENCE, ALONG SAID NOmH RIGHT OF WAY UN£, S 89"19'17• W, A DISTANCE OF' 265.BJ FEET; TO TH£ POINT OF' BEGINNING.
TH£ ABOVE' PARCEL CONTAINING J99,109 SQUARE FEET, OR 9.16 ACRES, MOR£ OR LESS.

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Aal AB S O LU TE

EXHIBIT 2 LEGAL DESCRIPTIONS
ENGINEERING, INC.	WESTSIDE HAINES CITY COD
(613}  22H   516  TEL	1000 <;   ASHLEYOAIVE    SUITE925	SEC TWP RGE	JOB NUMBER	DRAWN BY	DATE	SHEET
(613} ,..  0100 FAX	CA  NO 26356	TAMPA, FLOAIOA 33602    30-26S-27E	20-0041-0003	ROA	O1-22-2021	2
LEGAL DESCRIPTIONS:

PARCa C
A PORTION OF TRACTS 1 lHROUGH 16, MAP OF FLORIDA DEVELOPMENT COMPANY TRACT LYING IN THE NORTHWEST 1' OF SECTION 31, TOWNSHIP 26 SOUlH, RANGE 27 EAST, POU< COUNTY, FLORIDA BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

AS A POINT OF REFERENCE COMMENCE AT lHE SOUlHEAST CORNER OF lHE NW 1' OF SAID SECTION 31 AND PROCEED N 00"16'19"W, ALONG THE WEST BOUNDARY OF THE NORTHEAST )4 OF SAID SECTION 31, A DISTANCE OF 1308.22 FEET: lHENCE S 89"15'46"W, A DISTANCE OF 32.12 FEET TO A POINT OF INTERSECTION OF NORTH 30.00 FOOT PLATTED RIGHT OF WAY AND lHE WESTERLY RIGHT OF WAY LINE
OF FDC GROVE ROAD PER POU< COUNTY MAINTAINED RIGHT OF WAY MAP BOOK 18, PAGE 43 AND lHE POINT OF BEGINNING; lHENCE S 89"15'46· w. ALONG SAID NORTH RIGHT OF WAY LINE AND THE SOUlH
BOUNDARY OF SAID TRACTS 9 lHROUGH 16, A DISTANCE OF 1291.75 FEET; lHENCE S 89"02'19• W, ALONG SAID NORTH RIGHT OF WAY LINE AND lHE SOUlH BOUNDARY OF SAID TRACTS 9 lHROUGH 16, A DISTANCE OF 1547.17 FEET TO lHE SOUlHWEST CORNER OF SAID TRACT 16; lHENCE N 00"19'20• W, ALONG lHE WEST BOUNDARY OF SAID TRACTS 1 AND 16, A DISTANCE OF 1285.53 FEET TO lHE NORTHWEST CORNER OF SAID TRACT 1 SAID NORlHWEST CORNER LYING 15.00 FEET SOUlH AND 15.00 FEET EAST OF THE NORlHWEST CORNER OF lHE NW 1' OF SAID SECTION 31 ALSO BEING ON lHE SOUlH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED ROAD; lHENCE N 88"48'00• E, ALONG SAID SOUlH RIGHT OF WAY LINE AND lHE NORTH BOUNDARY OF SAID TRACTS 1 THROUGH 4, A DISTANCE OF
15-48.12 FEET;	THENCE N 88"50'05• E, ALONG SAID SOUlH RIGHT OF WAY LINE AND lHE NORTH BOUNDARY OF SAID TRACTS 5 lHROUGH 8, A DISTANCE OF 1309.25 FEET TO A POINT ON lHE AFORMENTIONED WESTERLY MAINTAINED RIGHT OF WAY LINE OF FCC GROVE ROAD: lHENCE ALONG SAID WESTERLY RIGHT OF WAY LINE lHE FOLLOWING lHIRTEEN	(13) COURSES (1) S 00"16'04•  E,  A DISTANCE OF 52.50 FEET; (2) S 01•12•54• W, A DISTANCE OF 101.55 FEET; (3) S 00"02'35• E, A
DISTANCE OF 168.91 FEET; (4)  S or21·12· E, A DISTANCE OF 26.80 FEET; (5)  S 01·15•35• w, A
DISTANCE OF 197.08 FEET; (6)  S 00"36'22• E, A DISTANCE OF 84.70 FEET; (7)  S 00-13'16• W, A
I	DISTANCE OF 102.33 FEET; (8) S 01•25•47• W, A DISTANCE OF 102.68 FEET; (9) S 00-21•34• W, A DISTANCE  OF  104.81  FEET;  (10)  S  00-58'11•	W,  A  DISTANCE  OF  101.55  FEET;  (11)  S  00"24'40•  E,  A
DISTANCE OF 105.34 FEET; (12) S 01•49•51• W, A DISTANCE OF 135.10 FEET; (13) S 00-30'33• W, A DISTANCE OF 19.05 FEET;
TO THE POINT OF BEGINNING.
;	THE ABOVE PARCa CONTAINING 3,683,359 SQUARE FEET, OR 84.56 ACRES, MORE OR LESS.
PARCa D
TRACTS 17 lHROUGH 20 AND TRACTS 29 lHROUGH 32, MAP OF FLORIDA DEVELOPMENT COMPANY TRACT
N	LYING IN lHE SOUlHWEST 1' OF SECTION 30, TOWNSHIP 26 SOUlH, RANGE 27 EAST, POU< COUNTY,
;%'	FLORIDA  BEING  MORE  PARTICULARLY  DESCRIBED  AS  FOLLOWS:
!	AS A POINT OF REFERENCE COMMENCE AT lHE SOUlHWEST CORNER OF lHE SW 1' OF SAID SECTION 30 AND PROCEED N 88"48'00" E, ALONG lHE SOUlH BOUNDARY OF THE SW 1' OF SAID SECTION 30, A
§	DISTANCE OF 15.00 FEET; lHENCE N 00"12'41"W, 15.00 FEET TO A POINT ON lHE NORTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED ROAD ALSO BEING lHE SOUlHWEST CORNER OF SAID TRACT 32 AND lHE POINT OF BEGINNING; lHENCE N 00'06'26• W, ALONG lHE WEST BOUNDARY OF SAID TRACTS
§	17 AND 32, A DISTANCE OF 1294.06 FEET TO A POINT ON lHE SOUlH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED ROAD AND lHE NORTHWEST CORNER OF SAID TRACT 17; lHENCE N 88"51'21• E, ALONG
I:
v	SAID SOUlH RIGHT OF WAY LINE AND lHE NORTH BOUNDARY OF SAID TRACTS 17 lHROUGH 20, A
i!l	DISTANCE OF 1547.30 FEET TO lHE NORTHEAST CORNER OF SAID TRACT 20; lHENCE S 00-08'32· E, ALONG lHE EAST BOUNDARY OF SAID TRACTS 20 AND 29, A DISTANCE OF 1292.54 FEET TO lHE SOUlHEAST CORNER OF SAID TRACT 29 AND A POINT ON lHE AFOREMENTIONED NORTH RIGHT OF WAY LINE: THENCE S 88"48'00• W, ALONG SAID NORTH RIGHT OF WAY LINE AND THE SOUlH BOUNDARY OF
I	SAID TRACTS 29 THROUGH 32, A DISTANCE OF 1548.12 FEET; TO THE POINT OF BEGINNING.
THE ABOVE PARCEL CONTAINING 2,001,318 SQUARE FEET, OR 45.94 ACRES, MORE OR LESS.
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<i.				
Jial ABSOLUTE		EXHIBIT 2 LEGAL DESCRIPTIONS		
L41QJENGINEERING, INC.		WESTSIDEHAINESCITYCDD		
(013) 221-1016  TEL		1000 N   ASHLEY DRIVE   SUITE 925 ( 0 1 3 )   344       0 1  00  F AX	CA       r<O    20358	TAMPA FLORIDA 33502	SEC TWP RGE
30-265·27E	JOB NUMBER	DRAWN BY	DATE
20-0041-0003	ROA	O 1·22-2021	SHEET
3	
LEGAL DESCRIPTIONS:

PARCEL E
A PORTION OF TRACTS 19 TlfROUGH 30 IN TlfE NORTHWEST ]( OF SECTION 30, TOWNSHIP 26 SOUTlf, RANGE 27 EAST, POU< COUNTY AND A PORTION OF TRACTS 5 TlfROUGH 13 IN TlfE SOUTlfWEST ]( OF SECTION 30, TOWNSHIP 26 SOUTlf, RANGE 27 EAST, POLK COUNTY OF MAP OF FLORIDA DEVELOPMENT COMPANY TRACT LYING IN TlfE NORTHWEST 1' OF SECTION 31, TOWNSHIP 26 SOUTlf, RANGE 27 EAST, POLK COUNTY, FLORIDA BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

AS A POINT OF REFERENCE COMMENCE AT THE SOUTlfEAST CORNER OF THE NW 1' OF SAID SECTION 30 AND PROCEED S 00"04'10" E. ALONG THE EAST BOUNDARY OF THE SOUTlfWEST 1' OF SAID SECTION 30, A DISTANCE OF 42.32 FEET; THENCE S 88"41'01 " W, A DISTANCE OF 16.04 FEET TO A POINT ON THE
WESTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD PER POLK COUNTY MAINTAINED RIGHT OF WAY MAP BOOK 18, PAGE 43 AND TlfE POINT OF BEGINNING; THENCE S 88"41'01• W, A DISTANCE OF 390.47
FEET; THENCE S 00-10'11• E, A DISTANCE OF 1232.51 FEET; THENCE N 88"49'37• E, A DISTANCE OF
388.70 FEET TO A POINT ON THE AFOREMENTIONED WESTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD; THENCE  S 00"02'32• E.	ALONG SAID WESTERLY RIGHT OF WAY LINE. A DISTANCE OF 30.00 FEET TO TlfE SOUTlfEAST CORNER OF SAID TRACT 9 AND TlfE NORTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED ROAD; THENCE S 88"50'42• W, ALONG THE SOUTlf BOUNDARY OF SAID TRACTS 9 THROUGH 13 AND SAID NORTH RIGHT OF WAY LINE, A DISTANCE OF 1411.55 FEET; THENCE N 33"21•44•  E, A DISTANCE OF 183.55 FEET; TlfENCE N 33"19'35• E. A DISTANCE OF 600.67 FEET; TlfENCE N 05"35'09•
E. A DISTANCE OF 501.02 FEET; TlfENCE N 41°26'25• W, A DISTANCE OF 195.12 FEET TO A POINT ON THE SOUTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED RIGHT OF WAY; THENCE N 88"16'32• E. ALONG SAID SOUTlf RIGHT OF WAY LINE. A DISTANCE OF 79.88 FEET TO TlfE NORTHWEST CORNER OF SAID TRACT 6 AND THE SOUTlfWEST CORNER OF VACATED 30.00 FOOT RIGHT OF WAY AS RECORDED IN OFFICIAL RECORDS BOOK 3042, PAGE 1109 OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA; THENCE N 00-06'50• W, A DISTANCE OF 30.00 FEET TO TlfE SOUTHWEST CORNER OF SAID TRACT 27 AND THE NORTHWEST CORNER OF SAID VACATED 30.00 FOOT RIGHT OF WAY; THENCE S 88"49'34• W, ALONG THE SOUTH BOUNDARY OF SAID TRACTS 28 THROUGH 30 AND TlfE NORTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED RIGHT OF WAY, A DISTANCE OF 1112.83 FEET TO THE SOUTlfWEST CORNER OF SAID TRACT 30; THENCE N 00"05'19• W, ALONG THE WEST BOUNDARY OF SAID TRACTS 19 AND 30, A DISTANCE  OF 968.85  FEET; TlfENCE N 89"00'18• E.	A DISTANCE OF 780.76 FEET TO A POINT ON THE EAST BOUNDARY OF SAID TRACT 20; THENCE N 00-06'28• W, ALONG TlfE EAST BOUNDARY OF SAID TRACT 20, A DISTANCE OF 322.54 FEET TO THEE NORTHEAST CORNER OF SAID TRACT 20 AND A POINT ON THE SOUTlf RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED RIGHT OF WAY; THENCE N 88"58'52• E. ALONG THE NORTH BOUNDARY OF SAID TRACTS 21 TlfROUGH 24 AND SAID SOUTlf RIGHT OF WAY LINE,
A DISTANCE OF 1301.50 FEET TO A POINT ON THE AFOREMENTIONED WESTERLY RIGHT OF WAY LINE OF
i	FDC GROVE ROAD; THENCE S 01•01•03• E. ALONG SAID WESTERLY RIGHT OF WAY LINE. A DISTANCE OF
31.84 FEET; THENCE S 89°13'55• W, A DISTANCE OF 383.17 FEET; TlfENCE S 00-07'48• E. A DISTANCE
%	OF 613.85 FEET TO A POINT ON THE SOUTlf BOUNDARY OF SAID TRACT 23; THENCE N 89"09'06• E, ALONG THE SOUTlf BOUNDARY OF SAID TRACTS 23 AND 24, A DISTANCE OF 392.58 FEET TO A POINT
N	ON THE AFOREMENTIONED WESTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD; THENCE S 00-01'28• E.
I	ALONG SAID WESTERLY RIGHT OF WAY LINE, A DISTANCE OF 640.85 FEET TO A POINT ON TlfE NORTH
i	BOUNDARY OF SAID VACATED 30.00 FOOT ROAD; THENCE S 00"05'26• E. ALONG SAID WESTERLY RIGHT OF WAY LINE, A DISTANCE OF 59.98 FEET; TO THE POINT OF BEGINNING.
THE ABOVE PARCEL CONTAINING 3,147,981 SQUARE FEET, OR 72.27 ACRES, MORE OR LESS.
§
PARCEL F
A PORTION OF TRACTS 30 THROUGH 32 OF MAP OF FLORIDA DEVELOPMENT COMPANY TRACT LYING IN
8	THE NORTHEAST 1' OF SECTION 31, TOWNSHIP 26 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA
E"	BEING  MORE  PARTICULARLY  DESCRIBED  AS  FOLLOWS:
"
i		AS A POINT OF REFERENCE COMMENCE AT THE SOUTlfEAST CORNER OF THE NW 1' OF SAID SECTION 30 AND PROCEED N 00-06' 45" E, ALONG THE WEST BOUNDARY OF THE NORTHEAST 1' OF SAID SECTION 30, A DISTANCE OF 18.24 FEET; THENCE N 89°43'18" E, A DISTANCE OF 24.13 FEET TO A POINT ON THE EASTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD PER POLK COUNTY MAINTAINED RIGHT OF WAY MAP
BOOK 18, PAGE 43 AND THE POINT OF BEGINNING; THENCE N 00-26'25• W, ALONG SAID EASTERLY RIGHT OF WAY LINE, A DISTANCE OF 640.49 FEET TO A POINT ON THE NORTH BOUNDARY OF SAID TRACT 32; THENCE N 88"41'30• E, ALONG THE NORTH BOUNDARY OF SAID TRACTS 30 THROUGH 32, A DISTANCE OF 970.79 FEET TO THE NORTHEAST CORNER OF SAID TRACT 30; THENCE S 00"04'15• E, ALONG THE EAST BOUNDARY OF SAID TRACT 30, A DISTANCE OF 643.81 FEET TO THE SOUTHEAST
;i	CORNER OF SAID TRACT 30; THENCE S 88"53'02• W, ALONG THE SOUTlf BOUNDARY OF SAID TRACTS 30 THROUGH 32, A DISTANCE OF 966.59 FEET TO THE POINT OF BEGINNING.
THE ABOVE PARCEL CONTAINING 621,952 SQUARE FEET, OR 14.28 ACRES, MORE OR LESS.

/fal ABSOLUTE
EXHIBIT2 LEGAL DESCRIPTIONS
L41.QJ ENGINEERING, INC.	WESTSIDE HAINES CITY CDD
(013)  221  1510   TEL	1000 r,  ASHLEY DRIVE SUITE 025	SEC TWP RGE	JOB NUMBER	DRAWN BY	DATE	SHEET
( 0 1 3 ) 3 44 0 1 0 0 F AX	CA   r<O 28358	TAMPA, FLORIDA 33002     30-265-27E	20-0041-0003	ROA	O 1-22-2021	4
LEGAL DESCRIPTIONS:

WYNNSTONE PARCELS

A portion  of  land In  the West 1/2	of Section 19 and the Northwest 1/4 of Section 30, Township 26
South,  Range 27 East,	Polk County, Florida, and being more particularly described a, follows:

BEGIN at the Southwest comer of SUNSET RIDGE PHASE 2, according to the plat thereof, recorded in Plat Book 126, Pages 36 through 41, Inclusive, of the Public  Records  of  Polk  County, Florida; thence along the Southerly boundary of said SUNSET RIDGE PHASE 2, the following three (3) courses: 1) N 89"10'03•  E  a  distance  of  1061.38  feet;  2)   S  00"10'59•  E  a  distance  of  150.01  feet; 3)	N
89"06'55• E a distance of 458.47 feet to the Northwest comer of  PART 1  of  NATURES  PRESERVE PHASE 1, according to  the  plat  thereof,  recorded  in  Plat Book  162,  Pages  47  through  49, Inclusive, of the Public Records of Polk County, Florida; thence along said Westerly boundary and the Southerly extension thereof,	S  00"20'04•  E  a  distance  of  675.94  feet; thence	N 89"07'01• E a distance of
662.09 feet to the Northwest comer of PART 2, of said NATURES PRESERVE PHASE 1, thence along said Westerly  boundary  and the Southerly extension thereof,	S 00"21'36• E a distance of 1292.86
feet; thence	S  89"03'33•  W  a  dlstonce  of  331.34 feet; thence			S 00-20•54• E a distance of 1326.13 feet; thence	S  89"06'36•  W  a  distance  of  331.55 feet; thence			S 00"20'19• E a distance of 1325.84 feet; thence	S  00"12'46•  E  a  distance  of  30.00 feet; thence	S 00"05'13• E  a  distance  of  645.14 feet; thence	S  89"05'30•  W  a  dlstonce  of  n9.49  feet; thence			N 00"06'38• E a distance  of  676.07 feet; thence	S  89"09'38•  W  a  distance  of  764.88 feet; thence			N 00"03'41• W a distance of 2619.11 feet; thence	N  00"04'02•  W  a  distance  of  30.01 feet; thence		N 00"04'22• W a distance  of  2122.10 feet to the POINT OF BEGINNING.

Altogether containing	613.43 acres M.O.L

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EXHIBIT2 LEGAL DESCRIPTIONS
ENGINEERING, INC.	WESTSIDE HAINES CITY COD
(013)2211  010  TEc	1000 r<. ASHLEY DRIVE SUITE 020	SEC TWP RGE	JOB NUMBER	DRAWN BY	DATE	SHEET
(813) 344 0100 FAX	CA   NO 28358	TAMPA, FLORIOA33802	30·265-27E	20-0041-0003	ROA	O 1·22-2021	5

HAINES CITY

POLK
CO.

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	EXHIBIT 3 - BOUNDARY MAP WESTSIDE HAINES CITY CDD
AREA - 621.8± AC.

N	O'	1600'	3200'
ti) D ewberr y0
0 1100 RESIDENTIAL LOW DENSITY< 2 DWELLING UNITS PER ACR£
a 1200, RESIDENTIAL MED DENSITY 210 5 DWEWNG UNITS PER ACRE
0 1300, RESIDENTIAL HIGH DENS1TY 1-400, COMMERCIAL AND SERVICES 1500, INDUSTRIAi.

POLK
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HAINES
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1820, GOLF COI/RSES
1900, OPEN LAND
1!12100, CROPLAND AND PA>TUREIAND
81 2200, TREE CROPS
1J2li00, OTHER OPEN LANDS
3200 SHRUB AND BRUSHLANO
.  4110,PINE FLATWOODS
El 43-40, UPLAND HARDWOOD - CONIFEROUS MIX 0-4400, TREE PLANTATION
DI 1200, LAm
5300, RESERVOIRS
CJ 6150 STREAM ANO LAKE SWAMPS (BOTTOMLAND )
Cl 6210, CYPRESS
Cl 6300, WETLAND FORESTED MIXED
111&IOO, VEGETATED NON-FORESTED WETLANDS
06410, FRESHWATER MARSHES
6430, WET PRAIRIES
64-IO, EMERGEl>lT AQUATIC VEGETATION
CJ 6500, NON VEGETATED
6530, ll>lTERMITTEl>lT PONDS

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 4 - EXSITING LAND USE WESTSIDE HAINES CITY CDD

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PARCELS
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N	0'	1600'	3200'

DATE: March 15, 2021

POLK COUNTY - FUTURE LAND USE

SECTS 19· 30& 31 ·	EXHIBIT 5 - FUTURE LAND USE
WESTSIDE HAINES CITYCDD
PARCELS
WESTSIDE HAINES CITY CDD

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NOTE:
CONTOUR INFORMATION PER POLK COUNTY LIDAR GIS DATABASE.
SECTS 19, 30 & 31, T26S, R27E

,1t Dewberrye
EXHIBIT 6 - UTILITY LOCATION AND DRAINAGE MAP WESTSIDE HAINES CITY CDD
+N	0'	1600'	3200'

Composite Exhibit 7
Summary of Proposed District Facilities and Summary of Probable  Cost

District Infrastructure	
Construction	
Ownershil!	
CaQital Financing•	
011eration and Maintenance	
Entry Feature & S1gnage	District	District	District Bonds	District	
Stormwater Fac11it1es	D1stnct	District	District Bonds	District	
Lift Stations/Water/Sewer	District	Polk County....	District Bonds	Polk County....	
Street Lighting/Conduit	District	Duke/District ..	District Bonds	Duke/District•••	
Road Construction	District	District	District Bonds	
District	
Parks & Amenities	District	District	District Bonds	
District	
Offsite Improvements	District	Polk County	District Bonds	
Polk County	
•costs not funded by bands will be funded by the developer
.,. District will fund undergroundin1 of electrical conduit
•••District will fund street lichtin& maintenance services
••• Haine,; City will own and m;iintain the water ;md sewer infrastructure for the 46 lots in the Southeast corner of the District

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Notes :
l . Infrastructure consists of public roadway rmprovements, Stormwater management facilities, master sanitary sewer lift statkJn and utilities, entry feature, landscaping and slgnage, and public neighborhood parks, all of whk:h will be located on land owned by or subject to a permanent er1sement in favor of the District or another governmental entity
Excludes grading of each lot in conjunction with home construction, which will be provided by home builder
Includes Stormwater pond excavatKJn. Does not include the cost of transportabon of fill for use of pnv.ite lots
Includes sub-grade, base, asphalt paving, curbmg, and civil/site engineenng
S. Includes subdivision infrastructure and t lVll/site engmeenng
6. Stormwater does not include grading au oc ated with building pads Estimates are based on 2020 cost
8. lncludesentrv features, signage, hardscape, land!.tape, irrigation and fencing.
CDD will enter into a lighting Agreement with Duke Energy for the streetlight poles and lighting service. Includes only the cost of undergroundinc.
Estimates based on 2,752 lots.
The costs associated with the infrastructure are a master cost and is effectively shared by the entire project (All phases)

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SCALE: 1" = 200'
Exhibit 8
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Composite Exhibit B:

Methodology Report

8
COMPOSITE EXHIBIT B

MASTER ASSESSMENT METHODOLOGY

FOR

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

Date: March 29, 2021

Prepared by

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

Table of Contents
Introduction	3
Purpose	3
Background	3
Special Benefits and General Benefits	4
Requirements of a Valid Assessment Methodology	4
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	6
Lienability Test: Reasonable and Fair Apportionment of the Duty to Pay Non-Ad Valorem Assessments	7
3.0 True-Up Mechanism	8
4.0 Assessment Roll	8
5.0 Appendix	9
Table 1: Development Program	9
Table 2: Capital Improvement Cost Estimates	10
Table 3: Bond Sizing	11
Table 4: Allocation of Improvement Costs	12
Table 5: Allocation of 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  Westside Haines  City 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 Westside Haines City Community Development District with financial advisory services or offer investment advice in any form.

Introduction

The Westside Haines City Community Development District (the "District") is a local unit of special-purpose governmenl organized and existing under Chapter 190, Florida Statutes as amended. TI1e District anticipates the issuance at this time of not to exceed $88,000,000 of tax­ exempt bonds in one or more series (the "Bonds") for the purpose of financing certain infrastructure improvements ("Capital Improvement Plan") within the District more specifically described in the Engineer's Report dated March 29, 2021 prepared by Dewberry Engineers Inc. as may be amended and supplemented from time to time (the "r:::ngineer's Report"). The District anticipates the construction of all or a portion of the Capital Improvements or Capital Improvement Plan ("Capital Improvements") that benefit property owners within the District.

Purpose

TI1is Master Assessment Methodology (the "Assessment Report") provides for an assessment methodology that allocates the debt to be incurred by the District to benefiting properties within the District. This Assessment Report allocates the debt to properties based on the special benefits each receives from the Capital Improvements. This Assessment Report will be supplemented with one or more supplemental methodology reports to reflect the actual terms and conditions at the time of the issuance of each series of Bonds issued lo finance all or a portion of the Capital Improvements. This Assessment Report is designed to conform to the requirements of Chapters 190 and 170, Florida Statutes, with respect to special assessments and is consistent with our understanding of case law on this subject.

TI1e District intends to levy, impose and collecl non ad valorern special assessments ("Special Assessments") on the benefited lands within the District securing repayment of the Bonds 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 Section 197.3632, Florida Statutes or any other legal means 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 Districl including those for maintenance and operation of the Bonds, a horncowner's association, or any other unit of government.

Background

The District currently includes approximately 599.92 gross developable acres within Haines City, Florida. TI1e development program for the District currently envisions approximately 2,752 residential units. The proposed development program is depicted in Table 1. It is recognized that such development plan may change, and this Assessment Report will be modified or .,upplemented accordingly.

The Capital Improvements contemplated by the District in the Capital Improvement Plan will provide facilities that benefit certain property within the District. Specifically, the Distl'ict will construct and/or acquire certain offsitc improvements, stormwater

management facilities, utility facilities, roadways, entry features, and park and amenity features. The acquisition and construction costs are summarized in Table 2.

The assessment methodology is a four-step process.

The Disl-rict Engineer must first determine the public infrastructure improvements that may be provided by the District and the costs to implement the Capital Improvements.
The District Engineer determines the assessable acres that benefit from the District's Capital Improvements.
A calculation is made to determine the funding amounts necec;sary to acquire and/ or construct the Capital Improvements.
This amount is initially divided equally among the benefited  properties on a prorated assessable acreage basis. Ultimately, as land is platted, this amount will be assigned to each of the benefited properties based on the number and lype of platted units.

Special Benefits and General Benefits

Capital Improvemenlc; undertaken by the District create special and peculiar benefits to the property, different in kind and degree, for properties within its 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 lo  property within the District. The implementation of U1e Capital Improvement Plan enables properties within the boundaries of the District to be developed. Without the District's Capital Improvement Plan, 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.

The general public and property owners outside of the District may benefit from the provision of the Capital lmprovementc;. I lowever, any such benefit will be incidental for the purpose of the Capital Improvement Plan, which is designed solely to meet the needs of property within the District. Properties outside of U1e Dic;trict boundaries do not depend upon U1e District's Capital Im provements. The property owners within the District are therefore receiving special benefits nol rec ivcd by the general public and those outside the District's boundaries.

Requirements of a Valid Assessment Methodology

There arc hvo requirements under Florida la" " for a valid special assessment:

The properties must receive a special benefit from the Capital Improvements being paid for.

The assessments must be fairly and reasonably allocated  or apportioned to the properties being assessed based on the special benefit such properties receive.

Florida law provides for a wide application of special assessments that meet these two characteristics of special assessments.

Special Benefits Will Equal or Exceed the Costs Allocated

The special benefits provided to the property within the District will be equal to or greater than the costs associated with providing lhese benefits. The District Engineer estimates that the District's Capital Improvement Plan that is necessary to support full development of property within the Disfrict will cost approximately $68,625,000. The District's Underwriter projects that financing costs required to fund the Capital Improvement Plan costs, the cost of issuance of the Bonds, the funding of a debt service reserve account and capitalized interest, will be approximately $88,000,000. Without the Capital Improvement Plan, the property within the District would  not be able to be developed and occupied by future residents of the community.

Assessment Methodology

Overview

The District anticipates issuing approximately $88,000,000 in Bonds in one or more series to fund the District's entire Capital Improvement Plan, provide for capitali;,;ed interest, a debt service reserve account and pay cost of issuance. It is the purpose of this Assessment Report lo allocate the 588,U00,000 in debt to U1e properties within the District benefiting from the Capital Improvement Plan. This report will be supplemented to reflect actual bond terms.

Table 1 identifies the land uses and lol sizes in the development as identified by the Developer within the Disb·ict. The District  has  commissioned  an  Engineer's  Report that includes estimated construction costs for the Capital Improvements  needed  to support the development; these construction costs are outlined in !'able 2. The Capital Improvements needed to supporl lhe development are described in detail  in  the Engineer's Report and are estimated to cost $68,625,000. Based  on lhe estimated  costs, the size of  the Bond  issue  under  current market conditions  needed  to generate funds  to pay for the Capital Improvement5 and related costs was determined by 1e District's Underwriter to totc1J approximately $88,000,000. Table 3 shows the breakdovm of the Bond sizing.

Allocation of Debt

Allocation of debt is a continuous process until the development plan for the District is completed . Until the platting process occurs, the Capital improvements funded by District Bonds benefits all acres within lhe District.

'fhe initial assessments will be levied on an equal basis to all gross acreage within lhP 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 Capital Improvements.

Once platting or the recording of a declaration of condominium of any portion of U1e District into individual lots or units ("Assigned Properties") has begun, the Special Assessments will be levied to the Assigned Properties based on the benefits they receive, on a first platted, first assigned basis. The "Unassigned Properties"  defined as property that has not been platted or subjected to a declaration of condominium, will continue to be assessed on a per acre basis. Eventually the development plan will be completed and the debt relating to the Bonds will be allocated to the assigned properties within the District, which are the beneficiaries of the Capital Improvement Plan, as depicted in Table 5 and Table 6. If there are changes to development plan, a true up of the assessment will be calculated to determine if a debt reduction or b·uc­ up payment from the Developer is required. The process is outlined in Section 3.0.

The assignment of debt in Ulis Assessment Report sets forth the process by which debt is apportioned. As mentioned herein, Ulis Assessment Report will be supplemented from time to time.

Allocation of Benefit

The Capital Improvement Plan consists of offsite improvements, stormwater management facilities, utility facilities, roadways, entry features, and park and amenity features and professional fees along with related incidental costs. There are three product types within U1e planned development. 'lbe 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 product type. IL is important to note that the benefit derived from the Capital Improvements on a particular unit will exceed the c'ost that the uni , ill be paying for such benefits.

Lienability Test; Special and Peculiar Benefit to the Properly

Construction and/ or acquisition 1:>Y the District of its proposed Capital Improvements will provide several types of systems, facilities and services for its residents. These include offsite improvements, stormwaler management facililies, utility facilities,

roadways, entry features, and park and amenity features. The benefit from the Capital Improvements accrue in differing amounts and are somewhal dependent on the product type receiving the special benefits peculiar to that property type, which flow from the logical relationship of the Capital Improvements to the assigned 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 Capital Improvements actually provided .

For the provision of the Capital Improvement Plan, the special and peculiar benefits are:

the added use of the property,
added enjoyment of the property, and
the increased marketability and value of U1e property.

These special and peculiar benefits are real and ascertainable  but are not yet capable of being calculated as to value with mathematical certainty. However, each is more valuable than either U1e cost of, or the actual Special Assessment levied for the Capital Improvement 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 Capital Improvement Plan is delineated in Table 5 (expressed as Allocation of Par Debt per Product Type). This is also shown on Table 7 depicting Allocation of Par Debt per Product Type.

The determination has been mac.le 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 Capital Improvement Plan have been apportioned to the properly within U1e District according to reasonable estimates of U1e special and peculiar benefits provided consislent with the product type of assignable properties.

Accordingly, no acre or parcel of property within the boundaries of the District will have a lien for the payment of any Special Assessment more than the detPrmined special benefit particular to that property and therefore, the debt allocation ·will nol be increased more U1an the debt allocalion set forth in this As!>essment Report.

In accordance wiU1 the benefit allocation suggested for the product types in Table 4, a total debt per unit and an annual dssessmenl per unit have bePn calculated for each product typP (Table 6). hese amount!> repres en t the preliminary dnticipalecl per unil

debt allocation assuming all anticipated assigned properties are built and sold as planned, and the entire proposed Capital Improvement Plan is constructed.

3.0	True Up Mechanism

AlU1ough the District does not process plats, declaration of condominiums, site plans or revisions thereto, it does have an important role to play during the course of platting and site plamung. Whenever a plat, declaration of condominium or site plan is approved, U1e District must allocate a portion of its debt to the property according to this  Assessment  Report  outlined  herein  ("Assigned  Property").	In addition, the Disn·ict must also prevent any buildup of debt on properly or land that could be fully conveyed and/or platted without all of the debt being allocated ("Unassigned Property"). To preclude this, when platting for 25%, 50%, 75% and 100% of the units planned for platting has occurred within the District, the District will determine the amount of anticipated Bond Special Assessment revenue that remains on the Unassigned Properties, taking into account the full development plan of  the  District. If the total anticipated Bond Special Assessment revenue to be generated from the J\ssigned and Unassigned Properties is greater than or equal Lo the maximum ammal debt service then no debt reduction or true-up payment is requirPd. In  lhe case  that the revenue generated is less then 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 req uired.

If a true-up payment is made less than 45 days prior lo an interest payment date, the amount of accrued interest will be calculated to the next succeeding interest payment date.

Assessment Roll

The District will initially distribute the Special Assessments across the property  within the District boundaries on a gross acreage basis.  As  Assigned  Properties  become kn0\<\'11 with certainly, 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 or  product type  changes, then the District will update Table 6 to reflect the changes as part of the foregoing lme­  up process. As a result, the assessment liens are nol finalized with  certainty  on  any acre_(lf land in the District prior to the time final Assigned  Properties  become known. 'fhP preliu{inary c;sessmcnt roll is attached as Table 7.

 Land Use*	Cascades	Brentwood	Wynnwood	Units	ER Us per Unit (1)	Total ERUs

Townhome	0	944	0	944	0.75	708	
Single Family 4D'	653	0	478	1131	1.DD	1131	
Single Family 50'	362	0	315	677	1.25	846.25	
Total Units	1,015	944	793	2,752		2,685	

Benefit is allocated on an ERU basis; based on density of planned development, with TH at ,75 ERU, 40' lot at 1 ERU, and 50' lot at 1.25 ERU

* Unit mix is subject to change based on marketing and other factors

(0

Prepared by: Governmental Management Services - Central Florida, LLC

 Capital Improvement  Plan ("CIP")  (1)	Total Cost Estimate 

Offsite Improvements	$	11,370,000	
Stormwater Management	$	18,188,045	
Utilities (Water, Sewer, & Street Lighting)	$	17,077,210	
Roadway	$	8,949,745	
Entry Feature	$	1,450,000	
Parks and Amenities	$	5,250,000	
Contingencies	$	6,340,000	

 	$	68,625,000 

A detailed description of these improvements is provided in the Engineer's Report dated March 29, 2021.

Prepared by: Governmental Management Services - Central Florida, LLC

 Bond Sizing	
 Description	
Construction Funds Debt Service Reserve Capitalized lnterest Underwriters Discount Cost of lssua nee Contingency
Total
$	68,625,000
s	6,393,104
$	10,560,000
s	1,760,000
$	220,000
$	441,896

  Par Amount*	$	88,000,000 

Bond Assumptions: Average Coupon Amortization Capitalized Interest Debt Service Reserve Underwriters Discount

6.00%
30 years
36 months Max Annual
2%

•Paramount is subject to change based on the actual terms at the sale of the bonds Prepared by: Governrnental Management Services - Central Florida, LLC

	% of Total	Total Improvements	Improvement Costs			
Land Use	No. of Units*	ERU Factor	Total ERUs	ER Us	Costs Per Product Type	Per Unit	

Townhome	944	0.75	708	26.37%	$	18,093,846	$	19,167	
Single Family 40'	1131	1	1131	42.12%	$	28,904,152	$	25,556	
Single Family 50'	677	1.25	846.25	31.51%	$	21,627,002	$	31,945	
	2,752		2,685	100.00%	$	68,625,000		

...
* Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

	Total Improvements	Allocation of Par		

Land Use	No. of Units *	Costs Per Product
Type	Debt Per Product
Type	Per Unit Revised
Par	

Townhome	944	$	18,093,846	$	23,202,309	$	24,579
Single Family 40'	1131	$	28,904,152	$	37,064,705	$	32,772
Single Family 50'	 	677	$	21,627,002	$	27,732,986	$	40,965
 	2,752	$	68,625,000	$	88,000,000	

....
c.,

Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

	Net Annual	Gross Annual			
Allocation of Par		Maximum	Debt	Debt	
Debt Per Product	Total Par Debt	Annual Debt	Assessment	Assessment	
Land Use	No. of Units "'		Type	 	Per Unit	Service	Per Unit	Per Unit (1)

Townhome	944	$	23,202,309	$	24,579   $	1,685,622	$	1,786   $	1,920	
Single Family 40'	1131	$	37,064,705	$	32,772   s	2,692,710    $	2,381    $	2,560	
Single Family 50'	 	677	$	27,732,986	$	40,965    $	2,014,771    $	2,976	$	3,200	
	 	2,752	$	88,000,000	$	6,393,104		

(1) This amount includes estimated collection fees and early payment discounts when collected on the Polk County Tax Bill

Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

	Total Par Debt		Net Annual Debt	Gross Annual		
	Allocation Per	Total Par Debt	Assessment	Debt Assessment		
Owner	Propertt ID #'s	Acres	Acre	Allocated	Allocation	Allocation (1)	
Wynnstone Investors LLC	27-26-19-70S000-030012	7.14	$	146,686    $	1,047,340    $	76,088   $	81,81S
Wynnstone Investors LLC	27-26-19-705000-030171	81.07	s	146,686    s	11,891,852    s	863,930   s	928,9S7
Wynnstone Investors LLC	27-26-19-705000-030201	12.52	s	146,686	$	1,836,512    s	133,421   s	143,463
Wynnstone Investors LLC	27-26-19-705000-030210	9.81	s	146,686    s	1,438,992     $	104,541    $	112,410
Wynnstone Investors LLC	27-26-19-704500-040011	1.69	s	146,686    $	247,900    $	18,010   $	19,365
Wynnstone Investors LLC	27-26-19-704500-040141	16.53	$	146,686	$	2,424,723   $	176,154   $	189,412
Wynnstone Investors LLC	27-26-19-704500-040041	10.2	$	146,686    $	1,496,199    $	108,697   $	116,879
Wynnstone Investors LLC	27-26-19-705000-040050	9.51	s	146,686	$	1,394,986    $	101,344   $	108,972
Northeast  Polk  Land Investments  LLC	27-26-19-705000-040060	5.03	$	146,686    s	737,832    s	53,603    $	57,637
cassidy Holdings Group Inc	27-26-19-705000-040101	9.78	$	146,686	$	1,434,591   $	104,221   $	112,066
Northeast  Polk Land Investments LLC	27-26-19-705000-040090	4.43	$	146,686    $	649,820    s	47,209   $	50,762
GLK Real Estate LLC	27-26-19-705000-020150	9.31	$	146,686    $	1,365,649    $	99,213   $	106,681
GLK Real Estate LLC	27-26-19-705000-020140	4.78	$	146,686	$	701,160     $	50,939   s	54,773
GLK Real Estate LLC	27-26-19-705000-020130	4.82	s	146,686     $	707,028     $	51,365   s	55,231
GLK Real Estate LLC	27-26-19-705000-020120	4.75	s	146,686     $	696,760     $	50,619    s	54,429
GLK Real Estate LLC	27-26-19-705000-020110	4.9S	$	146,686    $	726,097    $	52,750   s	56,721
Wynnstone Investors LLC	27-26-19-705000-040170	22.91	$	146,686     $	3,360,581    s	244,143    $	262,S19
Wynnstone 1.nvest ors LLC	27-26-19-705000-040190	11.47	s	146,686    $	1,682,491     $	122,231   $	131,431
Cassidy Holdings Group Inc	27-26-19-705000-040210	4.83	$	146,686    s	708,494    $	51,471   $	55,346
Northeast  Polk Land Investments LLC	27-26-19-705000-040220	5.16	$	146,686    s	756,901    $	54,988   $	59,127
Cassidy Holdings Group Inc	27-26-19-70S000-040230	9.54	$	146,686    s	1,399,387	$	101,664   $	109,316
Thornhill East LLC	27-26-19-705000-020171	4.4	$	146,686    $	645,419    s	46,889    $	50,418
Northeast  Polk  Land Investments LLC	27-26-19-705000-020180	19.9	s	146,686    s	2,919,056	$	212,066   s	228,028
Northeast  Polk Land Investments  LLC	27-26-19-705000-020210	9.59	$	146,686     $	1,406,721    s	102,197   s	109,889
Northeast  Polk Land Investments LLC	27-26-19-705000-020220	13.67	$	146,686    s	2,005,201    $	145,676   $	156,640
Wynnstone Investors LLC	27-26-19-70S000-040290	11.48	$	146,686	$	1,683,958    $	122,338   $	131,546
Wynnstone Investors LLC	27-26-19-705000-040280	4.82	$	146,686    $	707,028    $	51,365   s	55,231
Cassidy Holdings LLC	27-26-19-705000-020300	4.74	$	146,686    $	695,293    $	50,512   s	54,314
Cassidy Holdings LLC	27-26-90- 708000-030010	11.35	$	146,686	$	1,664,889    $	120,952    $	130,056
Wynnstone Investors LLC	27-26-60-708000-030030	11.55	$	146,686    s	1,694,226     $	123,084    $	132,348

	Total Par Debt		Net Annual Debt	Gross Annual				
	
Owner	Property ID #'s	
Acres	Allocation Per Acre	Total Par Debt Allocated	Assessment Allocation	Debt Assessment Allocation (1)		
cassidy Holdings LLC	27-26-30-708000-030132	0.43	$	146,686   $	63,075   $	4,582   $	4,927
cassidy Holdings LLC	27-26-30-708000-030202	0.22	$	146,686	$	32,271    $	2,344   $	2,521
Cassidy Holdings LLC	27-26-30-708000-030191	36.43	s	146,686	$	5,343,779	$	388,220   $	417,441
Northeast Polk Land Investments LLC	27-26-30-708000-030261	8.29	$	146,686	$	1,216,029	$	88,343   $	94,993
Polk Urban Management Project LLC	27-26-30-708000-030250	6.14	$	146,686	$	900,653	$	65,431  $	70,356
GLK Real Estate LLC	27-26-30-708000-010320	4.5	$	146,686	$	660,088   $	47,955   $	51,564
Cassidy Property Investments LLC	27-26-30-708000-010310	4.88	$	146,686	$	715,829	$	52,004   $	55,918
Northeast Polk Land Investments LLC	27-26-30-708000-010300	4.87	$	146,686    $	714,362    s	51,898   s	55,804
Cassidy Holdings LLC	27-26-30-707500-040051	8.74	s	146,686    $	1,282,038    $	93,139   $	100,149
Cassidy Holdings LLC	27-26-30-708000-040097	12.06	$	146,686    $	1.769,036	$	128,519   s	138,192
Cassidy Holdings LLC	27-26-30- 708000-040131	0.18	s	146,686    $	26,404   s	1,918   $	2,063
GLK Real Estate LLC	27-26-30-708000-040170	16.79	$	146,686	$	2,462,862	$	178,924   $	192,392
GLK Real Estate LLC	27-26-30-708000-040190	23	$	146,686   $	3,373,783	$	245,102   $	263,550
Cassidy Holdings LLC	27-26-31-708500-030011	36.12	$	146,686   s	5,298,306	$	384,916   $	413,888
Cassidy Holdings LLC	27-26-31-708500-030041	2.85	$	146,686    $	418,056    s	30,371   $	32,657
Cassidy Holdings LLC	27-26-31-708500-030042	2.85	$	146,686    $	418,056    $	30,371   s	32,657
....	Northeast Polk Land Investments LLC	27-26-31-708500-030060	4.92	$	146,686    $	721,696    $	52,430   $	56,377
O>	Polk Urban Management Project LLC	27-26-31-708500-030070	4.93	$	146,686    $	723,163	$	52,537   $	56,491
Polk Urban Management Project LLC	27-26-31-708500-030080	12.21	s	146,686    $	1,791,039    $	130,117   $	139,911
GLK Real Estate LLC	27-26-31-708500-030151	23.97	$	146,686   $	3,516,069   $	255,439   $	274,665
GAMA Investors LLC	27-26-31-708500-030121	4.9	$	146,686   $	718,763	$	52,217   $	56,148
Northeast Polk Land Investments LLC	27-26-31-708500-030101	6.9	s	146,686    $	1,012,135    s	73,531   s	79,065
GLK Real Estate LLC	27-26-31-708500-030190	5.7	s	146,686    s	836,111    $	60,743   s	65,315
GLK Real Estate LLC	27-26-31-708500-030200	5.69	$	146,686	$	834,645	$	60,636   $	65,200
GLK Real Estate LLC	27-26-31-708500-030300	5.69	$	146,686   $	834,645   $	60,636   $	65,200
GLK Real Estate LLC	27-26-31-708500-030292	2.85	s	146,686    $	418,056    s	30,371   s	32,657
GLK Real Estate LLC	27-26-31-708500-030291	2.85	s	146,686    s	418,056    $	30,371   s	32,657
Cassidy Holdings LLC	27-26-31-708500-010170	9.23	$	146,686	$	1,353,914    $	98,360   $	105,764

Totals	599.92	$	88,000,000	$	6,393,104	$	6,874,305
		
Annual Assessment Periods	30	
Projected Bond Rate{%)	6.00%	
Maximum Annual Debt Service	$6,393,104	
(1) This amount includes estimated collection fees and early payment discounts when collected on the Polk County Tax Bill Prepared by: Governmental Management Services - Central Florida, LLC

..

SUPPLEMENTAL

ASSESSMENT METHODOLOGY - ASSESSMENT AREA ONE

FOR

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT ·

Date: July 7, 2021

Prepared by

Governmental Management Services - Central Florida, LLC 219 E. Livingston St.
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	7
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 True-Up Mechanism	8
4.0 Assessment Roll	9
5.0 Appendix	10
Table 1: Development Program	10
Table 2: Capital Improvement Cost Estimates	11
Table 3: Bond Sizing	12
Table 4: Allocation of Improvement Costs	13
Table 5: Allocation of Total Par Debt to Each Product Type	14
Table 6: Par Debt and Annual Assessments	15
Table 7: Preliminary Assessment Roll	16

GMS-CF, LLC does not represent the Westside Haines City 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 Westside Haines City Community Development District with financial advisory services or offer investment advice in any form.
Introduction

The Westside Haines City Community Development District (the "District") is a local unit of special-purpose government organized and existing under Chapter 190, Florida Statutes as amended. The District will issue $19,810,000 of tax-exempt bonds (the "Bonds") for the purpose of financing certain Assessment Area One infrastructure improvements ("Assessment Area One Capital Improvement Plan") within the District more specifically described in the Engineer's Report dated March 29, 2021 prepared by Dewberry Engineers Inc., Brentwood - Phase 1, Cascades Phase 1 and Phase 2 (collectively known as "Assessment Area One") as described on Composite Exhibit 7, as may be amended and supplemented from time to time (the "Engineer's Report"). The District anticipates the construction of all or a portion of the Assessment Area One Capital Improvements or Assessment Area One Capital Improvement Plan ("Capital Improvements") that benefit property owners within Assessment Area One of the District.

Purpose

This Supplemental Assessment Methodology for Assessment Area One (the "Supplemental Report") which supplements the certain Master Assessment Methodology dated March 29, 2021 (the "Master Report") and together with the Supplemental Report (the "Assessment Report"), provides for an assessment methodology that allocates the debt to be incurred by the District to benefiting properties within the District. This Assessment Report allocates the debt to properties based on the special benefits each receives from the Assessment Area One Capital Improvements. This Assessment Report may be supplemented with one or more supplemental methodology reports to reflect the actual terms and conditions at the time of the issuance of each series of Bonds issued to finance all or a portion of the Assessment Area One Capital Improvements. This Assessment Report is designed to conform to the requirements of Chapters 190 and 170, Florida Statutes, with respect to special assessments and is consistent with our understanding of case law on this subject.

The District intends to levy, impose and collect non ad valorem special assessments ("Special Assessments") on the benefited lands within the Assessment Area One of the District securing repayment of the Bonds 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 Section 197.3632, Florida Statutes or any other legal means 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 including those for maintenance and operation of the Bonds, a homeowner' s association, or any other unit of government.

Background

The District currently includes approximately 599.92 gross developable acres within Haines City, Florida. The development program for Assessment Area One of the District currently envisions approximately 897 residential units. The proposed development
program is depicted in Table 1. It is recognized that such development plan may change, and this Assessment Report will be modified or supplemented accordingly.

The Assessment Area One Capital Improvements contemplated by the District in the Assessment Area One Capital Improvement Plan will provide facilities that benefit certain property within Assessment Area One of the District. Specifically, the District will construct and/or acquire certain offsite improvements, stormwater management facilities, utility facilities, roadways, entry features, and park and amenity features. 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 Capital Improvements.
The District Engineer determines the assessable acres that benefit from the District's Capital Improvements.
A calculation is made to determine the funding amounts necessary to acquire and/ or construct the Capital Improvements.
This amount is initially divided equally among the benefited properties on a prorated assessable acreage basis. Ultimately, as land is platted, this amount will be assigned to each of the benefited properties based on the number and type of platted units.

Special Benefits and General Benefits

Capital Improvements undertaken by the District create special and peculiar benefits to the property, different in kind and degree, for properties within its 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 property within the District. The implementation of the Assessment Area One Capital Improvement Plan enables properties within the boundaries of Assessment Area One of the District to be developed. Without the District's Assessment Area One Capital Improvement Plan, there would be no infrastructure to support development of land within Assessment Area One of the District. Without these improvements, development of the property within Assessment Area One of the District would be prohibited by law.

The general public and property owners outside of Assessment Area One of the District may benefit from the provision of the Assessment Area One Capital Improvements. However, any such benefit will be incidental for the purpose of the Assessment Area  One Capital Improvement Plan, which is designed solely to meet the needs of property within the Assessment Area One of the District. Properties outside of Assessment Area One of the District boundaries do not depend upon the District's Assessment Area One
Capital Improvements. The property owners within Assessment Area One  of  the District are therefore receiving special benefits not received by the general public and those outside Assessment Area One of 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 Capital Improvements being paid for.
The assessments must be fairly and reasonably allocated or apportioned
to the properties being assessed based on the special benefit such properties receive.

Florida law provides for a wide application of special assessments that meet these two characteristics of special assessments.

Special Benefits Will Equal or Exceed the Costs Allocated

The special benefits provided to the property within Assessment Area One of the District will be equal to or greater than the costs associated with providing these benefits. The District Engineer estimates that the District's Assessment Area One Capital Improvement Plan that is necessary to support full development of property within Assessment Area One of the District will cost approximately $22,425,000. The District's Underwriter projects that financing costs required to fund the Assessment Area One Capital Improvement Plan costs, the cost of issuance of the Bonds, the funding of a debt service reserve account and capitalized interest, will be $19,810,000. Without the Assessment Area One Capital Improvement Plan, the property within Assessment Area One of the District would not be able to be developed and occupied by future residents of the community.

Assessment Methodology

Overview

The District will issue $19,810,000 in Bonds in one or more series to fund a portion of the District's Assessment Area One Capital Improvement Plan, provide for capitalized interest, a debt service reserve account and pay cost of issuance. It is the purpose of this Assessment Report to allocate the $19,810,000 in debt to the properties within Assessment Area One of the District benefiting from the Assessment Area One Capital Improvement Plan. This report will be supplemented to reflect actual bond terms.

Table 1 identifies the land uses and lot sizes in the development as identified by the Developer within Assessment Area One of the District. The District has commissioned
an Engineer's Report that includes estimated construction costs for the Assessment Area One Capital Improvements needed to support the development; these construction costs are outlined in Table 2. The Assessment Area One Capital Improvements needed to support the development are described in detail in the Engineer's Report and are estimated to cost $22,425,000. Based on the estimated costs, the size of the Bond issue under current market conditions needed to generate funds to pay for a portion of the Assessment Area One Capital Improvements and related costs to total $19,810,000. Table 3 shows the breakdown of the Bond sizing.

Allocation of Debt

Allocation of debt is a continuous process until the development plan for Assessment Area One of the District is completed. Until the platting process occurs, the Assessment Area One Capital Improvements funded by District Bonds benefits all acres within Assessment Area One of the District.

The initial assessments will be levied on an equal basis to all gross acreage within Assessment Area One of 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 the lands within Assessment Area One of the District are benefiting from the Assessment Area One Capital Improvements. If any parcel, or part thereof, is sold to a builder or other third party prior to platting, the assessments will be allocated to such parcel of land based on the development plan associated with that parcel, or part thereof. The owner of that parcel, or part thereof, would be responsible for any true-up payment due in accordance with Section 3.0.

Once platting or the recording of a declaration of condominium of any portion of the District into individual lots or units ("Assigned Properties") has begun, the Special Assessments will be levied to the Assigned Properties based on the benefits they receive, on a first platted, first assigned basis. The "Unassigned Properties"  defined as property that has not been platted or subjected to a declaration of condominium, will continue to be assessed on a per acre basis. Eventually the development plan will be completed and the debt relating to the Bonds will be allocated to the assigned properties within Assessment Area One of the District, which are the beneficiaries of the Capital Improvement Plan, as depicted in Table 5 and Table 6. If there are changes to development plan, 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 Assessment Area One Capital Improvement Plan consists of offsite improvements, stormwater management facilities, utility facilities, roadways, entry features, and park and amenity features and professional fees along with related incidental costs. There are three product types within the planned development. The single-family 40' 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 product type. It is important to note that the benefit derived from the Assessment Area One Capital Improvements on a particular unit will exceed the cost that the unit 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 Assessment Area One Capital Improvements will provide several types of systems, facilities and services for its residen ts. These include offsite improvements, stormwater management facilities, utility facilities, roadways, entry features, and park and amenity features. The benefit from the Assessment Area One Capital Improvements accrues in differing amounts and are somewhat dependent on the product type receiving the special benefits peculiar  to that property type, which flow from the logical relationship of the Assessment Area One Capital Improvements to the assigned 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 because of their logical connection from the Assessment Area One Capital Improvements provided.

For the provision of the Assessment Area One Capital Improvement Plan, the special and peculiar benefits are:

the added use of the property,
added enjoyment of the property, and
the increased marketability and value of the property.

These special and peculiar benefits are real and ascertainable but are not yet capable of being calculated as to value with mathematical certainty . However, each is more valuable than either the cost of, or the actual Special Assessment levied for the Assessment Area One Capital Improvement 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 Assessment Area One Capital Improvement
Plan is delineated in Table 5 (expressed as Allocation of Par Debt per Product Type). This is also shown on Table 7 depicting 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 Assessment Area One Capital Improvement Plan have been apportioned to the property within Assessment Area One of the District according to reasonable estimates of the special and peculiar benefits provided consistent with the product type of assignable properties.

Accordingly, no acre or parcel of property within the boundaries of Assessment Area One of the District will have a lien for the payment of any Special Assessment more than the determined special benefit particular 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 assigned properties are built and sold as planned, and the entire proposed Assessment Area One Capital Improvement Plan is constructed.

3.0	True Up Mechanism

Although the District does not process plats, declaration of condominiums, site plans or revisions thereto, it does have an important role to play during platting and site planning. Whenever a plat, declaration of condominium or site plan is approved, the District must allocate a portion of its debt to the property according to this Assessment Report outlined herein ("Assigned Property"). In addition, the District must also prevent any buildup of debt on property or land that could be fully conveyed and/ or platted without all of the debt being allocated ("Unassigned Property" ). To preclude this, when platting for 25%, 50%, 75% and 100% of the units planned for platting has occurred within the District, the District will determine the amount of anticipated Bond Special Assessment revenue that remains on the Unassigned Properties, considering the full development plan of Assessment Area One of the District. If the total anticipated Bond Special Assessment revenue to be generated from the Assigned and Unassigned Properties is greater than or equal to the maximum annual debt service, then no debt reduction or true-up payment is required. In the case that the revenue generated is less than 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.

If a b:'ue-up payment is made less than 45 days prior to an interest payment date, the amount of accrued interest will be calculated to the next succeeding interest payment date.

Assessment Roll

The Disb:'ict will initially disb:'ibute the Special Assessments across the property within the District Assessment Area One boundaries on a gross acreage basis. As Assigned Properties become known with certainty, the Disb:'ict 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 or product type changes, then the Disb:'ict will update Table 6 to reflect the changes as part of the foregoing b:'ue-up process. As a result, the assessment liens are not finalized with certainty on any acre of land in the Assessment Area One of the Disb:'ict prior to the time final Assigned Properties become known. The preliminary assessment roll is attached as Table 7.

Land Use*	Brentwood	Cascasdes Phase 1	Cascasdes Phase 2	
Units	
 	ERUs per Unit (1)	Total ERUs					
	Townhome	226	0	0	226	0.75	170	
	Single Family 40'	0	404	30	434	1.00	434	
	Single Family 50'	0	193	44	237	1.25	296	
	Total Units	226	597	74	897		900	

Benefit is allocated on an ERU basis ; based on density of planned development, with TH at .75 ERU, 40' lot at 1 ERU, and 50' lot at 1.25 ERU

* Unit mix is subject to change based on marketing and other factors

0

Prepared by: Governmental Management Services - Central Florida, LLC

	Capital Improvement Plan ("CIP") (1)	Brentwood - Phase 1 	Cascades - Phases 1 and 2	Total Cost Estimate	
	Offsite Improvements	$	970,000	$	4,500,000	$	5,470,000	
	Stormwater Management	$	1,284,390	$	3,285,625	$	4,570,015	
	Utilities  {Water, Sewer, & Street Lighting)	$	1,169,820	$	3,181,250	$	4,351,070	
	Roadway	$	560,790	$	1,630,625	$	2,191,415	
	Entry Feature	$	100,000	$	750,000	$	850,000	
	Parks and Amenities	$	1,000,000	$	1,750,000	$	2,750,000	
	Contingencies	$	565,000	$	1,677,500	$	2,242,500	
	$	5,650,000	$	16,775,000	$	22,425,000	

(1) A detailed description of these improvements is provided in the Engineer's Report dated March 29, 2021.

Prepared by: Governmental Management Services - Central Florida, LLC

Bond Sizing
Description	Total
Sources
Par	$	19,810,000
Bond Premium	 $	441,578 
Total Sources   $	20,251,578 

Uses
Assessment Area One Escrow Subaccount - Brentwood	$ 3,148,586 Assessment Area One Escrow Subaccount - Cascades	$	6,173,425 Assessment Area One Construction Account - Cascades	$	8,673,773 Debt Service Reserve	$	1,097,950
Capitalized Interest	$	547,168
Underwriters Discount	$	396,200
Cost of Issuance	 $	214,475 
Total Uses    $	20,251,578 
N
 	Bond Assum pt ions:	                                                                                                     Average Coupon		3.30%
Amortization	30 years
Capita li zed Interest	10 months
Debt Service Reserve	Max Annual
Underwriters Discount	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

	% of Total	Total Improvements	Improvement Costs			
Land Use	No. of Units*	ERU Factor	Total ERUs	ERUs	Costs Per Product Type	Per Unit	

Townhome	226	0.75	169.5	18.84%	$	4,224,548	$	18,693	
Single Family 40'	434	1.00	434	48.24%	$	10,816,838	$	24,924	
Single Family 50'	237	1.25	296.25	32.93%	$	7,383,614	$	31,154	
	897		900	100.00%	$	22,425,000		

(;.)
* Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

	Allocation of Par		Allocation of Par						
	Debt Per Product		Debt Per Product						
Total Improvements	Type - Before		Type - After						
Costs Per Product	Developer	Developer	Developer	Per Unit Revised						
Land Use	No. of Units*	 	Type	Contribution	Contribution	Contribution	Par									
	
Townhome		
226	
$	4,224,548	
$	3,466,004	
$	-	
$	3,466,004	
$	15,336	
	Single Family 40'		434	$	10,816,838	$	10,571,229	$	-	$	10,571,229	$	24,358	
	Single Family 50'		237	$	7,383,614	$	7,216,058	$	1,443,290	$	5,772,768	$	24,358	
			897	$	22,425,000	$	21,253,290	$	1,443,290	$	19,810,000		

..,_									
.j:,.									
* Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

Allocation of Par					
Debt Per Product			Net Annual	Gross Annual	
Type - After		Maximum	Debt	Debt	
Developer	Total Par Debt	Annual Debt	Assessment	Assessment	
Land Use	No. of Units *	 Contribution	Per Unit	Service	Per Unit	Per Unit (1) 

Townhome	226	$	3,466,004	$	15,336   $	192,100	$	850   $	914	
Single Family 40'	434	$	10,571,229	$	24,358   $	585,900   $	1,350   $	1,452	
Single Family 50'	 	237	$	5,772,768	$	24,358    $	319,950   $	1,350    $	1,452	
	 	897	$	19,810,000	$	1,097,950 	

(1) This amount includes estimated collection fees and early payment discounts when collected on the Polk County Tax Bill

..,_
C.11
* Unit mix is subject to change based on marketing and other factors

Prepared by: Governmental Management Services - Central Florida, LLC

..,_

	Total Par Debt		Net Annual Debt	Gross Annual				
	
Owner	Property ID #'s	
Acres	Allocation Per
Acre	Total Par Debt Allocated	Assessment Allocation	Debt Assessment Allocation (1)		

---J
Cassidy Holdings LLC	27-26-30-708000-030132	0.43	$	33,021    $	14,199	$	787   $	846
Cassidy Holdings LLC	27-26-30-708000-030202	0.22	$	33,021    $	7,265	$	403   $	433
Cassidy Holdings LLC	27-26-30-708000-030191	36.43	$	33,021    $	1,202,958	$	66,673   $	71,691
Northeast Polk Land Investments LLC	27-26-30-708000-030261	8.29	$	33,021   $	273,745	$	15,172   $	16,314
Polk Urban Management Project LLC	27-26-30-708000-030250	6.14	$	33,021   $	202,749	$	11,237   $	12,083
GLK Real Estate LLC	27-26-30- 708000-010320	4.5	$	33,021    $	148,595	$	8,236    $	8,856
Cassidy Property Investments LLC	27-26-30-708000-010310	4.88	$	33,021    $	161,143	$	8,931   $	9,603
Northeast  Polk Land Investments LLC	27-26-30-708000-010300	4.87	$	33,021    s	160,813	s	8,913    $	9,584
Cassidy Holdings LLC	27-26-30-707500-040051	8.74	s	33,021    $	288,604    $	15,996   $	17,200
Cassidy Holdings LLC	27-26-30-708000-040097	12.06	$	33,021    s	398,234    $	22,072    $	23,733
Cassidy Holdings LLC	27-26-30 -708000-040131	0.18	$	33,021    $	5,944    $	329   $	354
GLK Real Estate LLC	27-26-30-708000-040170	16.79	$	33,021    $	554,424	$	30,728   $	33,041
GLK Real Estate LLC	27-26-30-708000-040190	23	$	33,021    $	759,485	$	42,094   $	45,262
Cassidy Holdings LLC	27-26-31-708500-030011	36.12	$	33,021   $	1,192,721   $	66,105   $	71,081
Cassidy Holdings LLC	27-26-31-708500-030041	2.85	$	33,021   $	94,110	$	5,216   $	5,609
Cassidy Holdings LLC	27-26-31-708500-030042	2.85	$	33,021    $	94,110	$	5,216   $	5,609
Northeast Polk Land Investments LLC	27-26-31- 708500-030060	4.92	$	33,021    $	162,464	$	9,004   $	9,682
Polk Urban Management Project LLC	27-26-31-708500-030070	4.93	$	33,021    $	162,794	$	9,023   $	9,702
Polk Urban Management Project LLC	27-26-31-708500-030080	12.21	$	33,021    $	403,187    $	22,346   $	24,028
GLK Real Estate LLC	27-26-31- 708500-030151	23.97	$	33,021    $	791,515	$	43,869   $	47,171
GAMA Investors LLC	27-26-31-708500-030121	4.9	$	33,021   $	161,803	$	8,968   $	9,643
Northeast Polk Land Investments LLC	27-26-31-708500-030101	6.9	$	33,021    $	227,845	$	12,628   $	13,579
GLK Real Estate LLC	27-26-31-708500-030190	5.7	s	33,021    s	188,220    s	10,432    $	11,217
GLK Real Estate LLC	27-26-31-708500-030200	5.69	s	33,021    s	187,890	$	10,414    $	11,197
GLK Real Estate LLC	27-26-31 -708500-030300	5.69	$	33,021    s	187,890	$	10,414   s	11,197
GLK Real Estate LLC	27-26-31-708500-030292	2.85	$	33,021    s	94,110	$	5,216    $	5,609
GLK Real Estate LLC	27-26-31-708500-030291	2.85	$	33,021    $	94,110	$	5,216   $	5,609
Cassidy Holdings LLC	27-26-31-708500-010170	9.23	$	33,021    $	304,784	$	16,892   $	18,164

Totals	599.92	$	19,810,000	$	1,097,950	$	1,180,591

Annual Assessment Periods	30
Average Coupon Rate (%)	3.30%
 	Maximum  Annual Debt Se rvice	$1,097,950 
(1) This amount includes estimated collection fees and early payment discounts when collected on the Polk County Tax Bill Prepared by: Governmental Management Services - Central Florida, LLC
Exhibit C
LEGAL DESCRIPTION OF ASSESSMENT AREA ONE

BRENTWOOD PHASE 1 PARCEL 1
DESCRIPTION: A portion of Tracts 11, 12, 13, 14, 15, & 16 and all of Tracts 3, 4 & 5, as shown on the plat of FLORIDA DEVELOPMENT COMPANY, recorded in Plat Book 3, Pages 60 through 63, inclusive, of the Public Records of Polk County, Florida, lying in Section 19, Township 26 South, Range 27 East, Polk County, Florida, and being more particularly described as follows:
BEGIN at the Northeast corner of said Tract 5; thence along the East boundary of said Tract 5, S.00°18'53"E., a distance of 648.05 feet to the North boundary of aforesaid Tract 11; thence along said North boundary, N.88°58'16"E., a distance of 330.50 feet to the East boundary of aforesaid Tract 11; thence along said East boundary, S.00°17'48"E., a distance of 634.97 feet to a point on the Northerly maintained right-of-way line of HOLLY HILLY GROVE ROAD 3, per Map Book 17, Pages 93 through 99, inclusive, of the Public Records of Polk County, Florida; thence along said Northerly right-of-way line the following eight (8) courses: 1) S.87°53'35"W., a distance of 53.92 feet; 2) S.89°00'18"W., a distance of 481.38 feet; 3) S.89°49'34"W., a distance of 265.87 feet; 4) S.88°05'52"W., a distance of 320.84 feet; 5) N.89°37'21"W., a distance of 210.35 feet; 6) S.87°28'16"W., a distance of 143.50 feet; 7) S.89°25'55"W., a distance of 472.21 feet; 8) N.22°16'58"W., a distance of 31.89 feet to a point on the Easterly maintained right-of-way line of FDC GROVE ROAD, per Map Book 18, Pages 44-61, inclusive, of the Public Records of Polk County, Florida; thence along said Easterly maintained right-of- way the following four (4) courses: 1) N.01°14'03"W., a distance of 140.55 feet; 2) N.00°55'37"W., a distance of 104.29 feet; 3) N.00°08'51"W., a distance of 326.27 feet 4) N.00°11'29"W., a distance of 30.58 feet to the Westerly extension of the South boundary of CAMBRIA, as recorded in Plat Book 159, Pages 26 through 27, inclusive, of the Public Records of Polk County, Florida; thence along the South and East boundaries, respectively, of said CAMBRIA, the following two (2) courses: 1) N.88°58'16"E., a distance of 640.37 feet; 2) N.00°21'17"W., a distance of 648.36 feet to the Southerly right-of-way line of an Unnamed road, (Also known as MINUTE MAID RAMP ROAD 1); thence along said Southerly right-of-way line, N.88°59'20"E., a distance of 991.96 feet to the POINT OF BEGINNING.
Containing 43.322 acres, more or less.
CASCADES PHASE 1 AND 2 LEGAL DESCRIPTIONS

DESCRIPTION:
(AS PER TITLE OPINION LETTER ISSUED BY STRAUGHN & TURNER, P.A. DATED JANUARY 26, 2021)
PARCEL "A”
TRACTS 17 THROUGH 20 AND TRACTS 29 THROUGH 31, MAP OF FLORIDA DEVELOPMENT COMPANY TRACT LYING IN THE NORTHWEST ¼ OF SECTION 31, TOWNSHIP 26 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

AS A POINT OF REFERENCE COMMENCE AT THE SOUTHEAST CORNER OF THE NW
¼ OF SAID SECTION 31 AND PROCEED S 89°18'58" W, ALONG THE SOUTH LINE OF THE NW ¼ OF SAID SECTION 31, A DISTANCE OF 1323.58 FEET TO A FOUND CONCRETE MONUMENT 4" X 4" (NO ID) MARKING THE SOUTHEAST CORNER OF THE SW ¼ OF THE NW ¼ OF SAID SECTION 31; THENCE N 00°3'21" W, A DISTANCE OF 15.0 0 FEET TO THE SOUTHEAST CORNER OF SAID TRACT 29 ALSO BEING ON THE NORTH PLATTED RIGHT OF WAY LINE OF MASSEE ROAD AND THE POINT OF BEGINNING; THENCE S 89°16'39" W, ALONG SAID NORTH RIGHT OF WAY LINE, A DISTANCE OF 1170.92 FEET TO THE SOUTHWEST CORNER OF SAID TRACT 31; THENCE N00°21'45"W, ALONG THE WEST BOUNDARY OF SAID TRACT 31, A DISTANCE OF 635.42 FEET TO THE NORTHWEST CORNER OF SAID TRACT 31 ALSO BEING THE SOUTHEAST CORNER OF SAID TRACT 17; THENCE S 89°15'20" W, ALONG THE SOUTH BOUNDARY OF SAID TRACT 17, A DISTANCE OF 374.86 FEET TO THE SOUTHWEST CORNER OF SAID TRACT 17; THENCE N00°19'09 " W, ALONG THE WEST BOUNDARY OF SAID TRACT 17, A DISTANCE OF 620 .25 FEET TO THE NORTHWEST CORNER OF SAID TRACT 17 AND A POINT ON THE SOUTH PLATTED RIGHT OF WAY LINE OF A 30 .00 FOOT UNAMED ROAD; THENCE N 89°02'49" E, ALONG SAID SOUTH RIGHT OF WAY LINE, A DISTANCE OF 1548.04 FEET TO THE NORTHEAST CORNER OF SAID TRACT 20; THENCE S 00°14'28" E, ALONG THE EAST BOUNDARY OF SAID TRACT 20 AND 29, A DISTANCE OF 1261.78 FEET TO THE POINT OF BEGINNING.

PARCEL "B"
A PORTION OF TRACTS 17 AND 32, MAP OF FLORIDA DEVELOPMENT COMPANY TRACT LYING IN THE NORTHEAST 1/4 OF SECTION 31, TOWNSHIP 26 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

AS A POINT OF REFERENCE COMMENCE AT THE SOUTHEAST CORNER OF THE NW 1/4 OF SAID SECTION 31 AND PROCEED N 00°16’19” W, ALONG THE WEST BOUNDARY OF THE NORTHEAST ¼ OF SAID SECTION 31, A DISTANCE OF 15.00 FEET: THENCE N 89°19’17” E, A DISTANCE OF 15.00 FEET TO A POINT ON THE EAST RIGHT OF WAY LINE OF THE 30.00 FOOT PLATTED ROAD AND THE POINT OF BEGINNING; THENCE N 00°16’11” W, ALONG SAID EAST RIGHT OF WAY LINE, A DISTANCE OF 1255.98 FEET TO A POINT ON THE SOUTHERLY RIGHT OF WAY LINE OF PARK PLACE BOULEVARD AS PER POLK COUNTY MAINTAINED RIGHT OF WAY MAP BOOK 19, PAGE 66; THENCE ALONG SAID SOUTHERLY RIGHT OF WAY LINE, THE FOLLOWING THREE (3) COURSES; (1) N 88°37'04" E, A DISTANCE OF 95.17 FEET; (2) N 81°41'25" E, A DISTANCE OF 121.29 FEET; (3) N 87'59'06" E, A DISTANCE OF 100.77 FEET; THENCE LEAVING SAID SOUTHERLY RIGHT OF
WAY LINE, S 00°16'03" E, ALONG THE EAST BOUNDARY OF SAID TRACTS 17 AND 32, A DISTANCE OF 1243.27 FEET TO A POINT OF THE NORTHERLY RIGHT OF WAY LINE OF POLK COUNTY MAINTAINED RIGHT OF WAY MAP BOOK 14, PAGE 45 THENCE, ALONG SAID NORTHERLY RIGHT OF WAY LINE THE FOLLOWING THREE (3) COURSES; (1) S 53°51'52" W, A DISTANCE OF 16.13 FEET; (2) S 53°02'11" W, A DISTANCE OF 27.27 FEET; (3) S 65°06'06" W, A DISTANCE OF 16.68 FEET TO A POINT ON THE NORTH RIGHT OF WAY LINE OF THE 30.00 FOOT PLATTED RIGHT OF WAY; THENCE, ALONG SAID NORTH RIGHT OF WAY LINE, S 89°19'17" W, A DISTANCE OF
265.83 FEET; TO THE POINT OF BEGINNING.

PARCEL "C"
A PORTION OF TRACTS 1 THROUGH 16, MAP OF FLORIDA DEVELOPMENT COMPANY TRACT LYING IN
THE NORTHWEST 1/4 OF SECTION 31, TOWNSHIP 26 SOUTH, RANGE 27 EAST, POLK COUNTY,
FLORIDA BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

AS A POINT OF REFERENCE COMMENCE AT THE SOUTHEAST CORNER OF THE NW 1/4 OF SAID SECTION 31 AND PROCEED N 00°16’19” W, ALONG THE WEST BOUNDARY OF THE NORTHEAST ¼ OF SAID SECTION 31, A DISTANCE OF 1308.22 FEET: THENCE S 89°15’46” W, A DISTANCE OF 32.12 FEET TO A POINT OF INTERSECTION OF NORTH 30.00 FOOT PLATTED RIGHT OF WAY AND THE WESTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD PER POLK COUNTY MAINTAINED RIGHT OF WAY MAP BOOK 18, PAGE 43 AND THE POINT OF BEGINNING; THENCE S 89°15'46" W, ALONG SAID NORTH RIGHT OF WAY LINE AND THE SOUTH BOUNDARY OF SAID TRACTS 9 THROUGH 16, A DISTANCE OF 1291.75 FEET; THENCE S 89°02'19" W, ALONG SAID NORTH RIGHT OF WAY LINE AND THE SOUTH BOUNDARY OF SAID TRACTS 9 THROUGH 16, A DISTANCE OF 1547.17 FEET TO THE SOUTHWEST CORNER OF SAID TRACT 16; THENCE N 00°19'20" W, ALONG THE WEST BOUNDARY OF SAID TRACTS 1 AND 16, A DISTANCE OF 1285.53 FEET TO THE NORTHWEST CORNER OF SAID TRACT 1 SAID NORTHWEST CORNER LYING 15.00 FEET SOUTH AND 15.00 FEET EAST OF THE NORTHWEST CORNER OF THE NW 1/4 OF SAID SECTION 31 ALSO BEING ON THE SOUTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED ROAD; THENCE N 88°48'00" E, ALONG SAID SOUTH RIGHT OF WAY LINE AND THE NORTH BOUNDARY OF SAID TRACTS 1 THROUGH 4, A DISTANCE OF 1548.12 FEET; THENCE N 88°50'05" E, ALONG SAID SOUTH RIGHT OF WAY LINE AND THE NORTH BOUNDARY OF SAID TRACTS 5 THROUGH 8, A DISTANCE OF 1309.25 FEET TO A POINT ON THE AFORMENTIONED WESTERLY MAINTAINED RIGHT OF WAY LINE OF FDC GROVE ROAD; THENCE ALONG SAID WESTERLY RIGHT OF WAY LINE THE FOLLOWING THIRTEEN (13) COURSES (1) S 00°16'04" E, A DISTANCE OF 52.50 FEET; (2) S 01°12'54" W, A DISTANCE OF 101.55
FEET; (3) S 00°02'35" E, A DISTANCE OF 168.91 FEET; (4) S 07°21 '12" E, A DISTANCE
OF 26.80 FEET: (5) S 01°16'36" W, A DISTANCE OF 197.08 FEET: (6) S 00°36'22" E, A
DISTANCE  OF  84.70  FEET;  (7)  S  00°13'16"  W,  A  DISTANCE  OF  102.33  FEET;  (8) S
01°26'47" W, A DISTANCE OF 102.68 FEET; (9) S 00°21'34" W, A DISTANCE OF 104.81 FEET;  (1D)  S  00°58'11"  W,  A  DISTANCE  OF  101.55  FEET;  (11)  S  00°24'40"  E,  A
DISTANCE OF 105.34 FEET; (12) S 01°49'51" W, A DISTANCE OF 135.10 FEET; (13) S 00°30'33" W, A DISTANCE OF 19.05 FEET; TO THE POINT OF BEGINNING.

PARCEL "D"
TRACTS 17 THROUGH 20 AND TRACTS 29 THROUGH 32, MAP OF FLORIDA DEVELOPMENT COMPANY
TRACT LYING IN THE SOUTHWEST 1/4 OF SECTION 30, TOWNSHIP 26 SOUTH, RANGE 27 EAST,
POLK COUNTY, FLORIDA BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

AS A POINT OF REFERENCE COMMENCE AT THE SOUTHWEST CORNER OF THE SW 1/4 OF SAID SECTION 30 AND PROCEED N 88°48’00” E, ALONG THE SOUTH BOUNDARY OF THE SW 1/4 OF SAID SECTION 30, A DISTANCE OF 15.00 FEET; THENCE N 00°12’41” W, 15.00 FEET TO A POINT ON THE NORTH RIGHT OF WAY LINE OF A 30.0O FOOT PLATTED ROAD ALSO BEING THE SOUTHWEST CORNER OF SAID TRACT 32 AND THE POINT OF BEGINNING; THENCE N 00°06'26" W, ALONG THE WEST BOUNDARY OF SAID TRACTS 17 AND 32, A DISTANCE OF 1294.06 FEET TO A POINT ON THE SOUTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED ROAD AND THE NORTHWEST CORNER OF SAID TRACT 17; THENCE N 88°51'21" E, ALONG SAID SOUTH RIGHT OF WAY LINE AND THE NORTH BOUNDARY OF SAID TRACTS 17 THROUGH 20, A DISTANCE OF 1547.30 FEET TO THE NORTHEAST CORNER OF SAID TRACT 20; THENCE S 00°08'32" E, ALONG THE EAST
BOUNDARY OF SAID TRACTS 20 AND 29, A DISTANCE OF 1292.54 FEET TO THE SOUTHEAST CORNER OF SAID TRACT 29 AND A POINT ON THE AFOREMENTIONED NORTH RIGHT OF WAY LINE; THENCE S 88°48'00" W, ALONG SAID NORTH RIGHT OF WAY LINE AND THE SOUTH BOUNDARY OF SAID TRACTS 29 THROUGH 32, A DISTANCE OF 1548.12 FEET: TO THE POINT OF BEGINNING.

PARCEL "F"
A PORTION OF TRACTS 19 THROUGH 30 IN THE NORTHWEST 1/4 OF SECTION 30, TOWNSHIP 26
SOUTH, RANGE 27 EAST, POLK COUNTY AND A PORTION OF TRACTS 5 THROUGH 13 IN THE SOUTHWEST 1/4 OF SECTION 30, TOWNSHIP 26 SOUTH, RANGE 27 EAST, POLK COUNTY OF MAP OF FLORIDA DEVELOPMENT COMPANY TRACT LYING IN THE NORTHWEST 1/4 OF SECTION 31, TOWNSHIP 26 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA BEING MORE PARTICULARLYDESCRIBED AS FOLLOWS:

AS A POINT OF REFERENCE COMMENCE AT THE SOUTHEAST CORNER OF THE NW 1/4 OF SAID SECTION 30 AND PROCEED S 00°04’10” E, ALONG THE EAST BOUNDARY OF THE SOUTHWEST ¼ OF SAID SECTION 30, A DISTANCE OF 42.32 FEET; THENCE S 88°41’01” W, A DISTANCE OF 16.04 FEET TO A POINT ON THE WESTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD PER POLK COUNTY MAINTAINED RIGHT OF WAY MAP BOOK 18, PAGE 43 AND THE POINT OF BEGINNING; THENCE S 88°41'01" W, A DISTANCE OF 390.47 FEET; THENCE S 00°10'11" E, A DISTANCE OF 1232.51 FEET; THENCE N 88°49'37" E, A DISTANCE OF
FEET TO A POINT ON THE AFOREMENTIONED WESTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD; THENCE S 00°02'32" E, ALONG SAID WESTERLY RIGHT OF WAY LINE, A DISTANCE OF 30.00 FEET TO THE SOUTHEAST CORNER OF SAID TRACT 9 AND THE NORTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED
ROAD; THENCE S 88°50'42" W, ALONG THE SOUTH BOUNDARY OF SAID TRACTS 9 THROUGH 13 AND SAID NORTH RIGHT OF WAY LINE, A DISTANCE OF 1411.55 FEET; THENCE N 33°21'44" E, A DISTANCE OF 183.55 FEET; THENCE N 33°19'35" E, A DISTANCE OF 600.67 FEET; THENCE N 05°35'09" E, A DISTANCE OF 501.02 FEET; THENCE N 41°26'25" W, A DISTANCE OF 195.12 FEET TO A POINT ON THE SOUTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED RIGHT OF WAY; THENCE N 88°16'32” E, ALONG SAID SOUTH RIGHT OF WAY LINE, A DISTANCE OF 79.88 FEET TO THE NORTHWEST CORNER OF SAID TRACT 6 AND THE SOUTHWEST CORNER OF VACATED 30.00 FOOT RIGHT OF WAY AS RECORDED IN OFFICIAL RECORDS BOOK 3042, PAGE 1109 OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA; THENCE N 00°06'50" W, A DISTANCE OF 30.00 FEET TO THE SOUTHWEST CORNER OF SAID TRACT 27 AND THE NORTHWEST CORNER OF SAID VACATED 30.00 FOOT RIGHT OF WAY; THENCE S 88°49'34" W, ALONG THE SOUTH BOUNDARY OF SAID TRACTS 28 THROUGH 30 AND THE NORTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED
RIGHT OF WAY, A DISTANCE DF 1112.83 FEET TO THE SOUTHWEST CORNER OF SAID TRACT 30: THENCE N 00°05'19" W, ALONG THE WEST BOUNDARY OF SAID TRACTS 19 AND 30, A DISTANCE OF 968.85 FEET: THENCE N 89°00'18" E, A DISTANCE OF 780.76 FEET TO A POINT ON THE EAST BOUNDARY OF SAID TRACT 20; THENCE N 00°06'28" W, ALONG THE EAST BOUNDARY OF SAID TRACT 20, A DISTANCE OF 322.54 FEET TO THEE NORTHEAST CORNER OF SAID TRACT 20 AND A POINT ON THE SOUTH RIGHT OF WAY LINE OF A 30.00 FOOT PLATTED RIGHT OF WAY: THENCE N 88°58'52" E, ALONG THE NORTH BOUNDARY OF SAID TRACTS 21 THROUGH 24 AND SAID SOUTH RIGHT OF WAY LINE, A DISTANCE OF 1301.50 FEET TO A POINT ON THE AFOREMENTIONED WESTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD; THENCE S 01°01'03" E,
ALONG SAID WESTERLY RIGHT OF WAY LINE, A DISTANCE OF 31.84 FEET; THENCE S 89°13'55" W, A DISTANCE OF 383.17 FEET; THENCE S 00°07'48" E, A DISTANCE OF 613.85 FEET TO A POINT ON THE SOUTH BOUNDARY OF SAID TRACT 23; THENCE N 89°09'06" E, ALONG THE SOUTH BOUNDARY OF SAID TRACTS 23 AND 24, A DISTANCE OF 392.58 FEET TO A POINT ON THE AFOREMENTIONED WESTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD; THENCE S 00°01'28" E, ALONG SAID WESTERLY RIGHT OF WAY LINE, A DISTANCE OF 640.85 FEET TO A POINT ON THE NORTH BOUNDARY OF SAID VACATED 30.00 FOOT ROAD; THENCE S 00°05'26" E, ALONG SAID WESTERLY RIGHT OF WAY LINE, A DISTANCE OF 59.98 FEET; TO THE POINT OF BEGINNING.

PARCEL "F"
A PORTION OF TRACTS 30 THROUGH 32 OF MAP OF FLORIDA DEVELOPMENT COMPANY TRACT LYING IN THE NORTHEAST 1/4 OF SECTION 31, TOWNSHIP 26 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

AS A POINT OF REFERENCE COMMENCE AT THE SOUTHEAST CORNER OF THE NW 1/4 OF SAID SECTION 30 AND PROCEED N 00°06’45” E, ALONG THE WEST BOUNDARY OF THE NORTHEAST ¼ OF SAID SECTION 30, A DISTANCE OF 18.24 FEET; THENCE N 89°43’18” E, A DISTANCE OF 24.13 FEET TO A POINT ON THE EASTERLY RIGHT OF WAY LINE OF FDC GROVE ROAD PER POLK COUNTY MAINTAINED RIGHT OF WAY MAP BOOK 18, PAGE 43 AND THE POINT OF BEGINNING; THENCE N 00°26'25" W, ALONG SAID EASTERLY RIGHT OF WAY LINE, A DISTANCE OF 640.49 FEET TO A POINT ON THE NORTH BOUNDARY OF SAID TRACT 32: THENCE N 88°41'30" E, ALONG THE NORTH BOUNDARY OF SAID TRACTS 30 THROUGH 32, A DISTANCE OF 970.79 FEET TO THE NORTHEAST CORNER OF SAID TRACT 30: THENCE S 00°04'15” E, ALONG THE EAST BOUNDARY OF SAID TRACT 30, A DISTANCE OF 643.81 FEET TO THE SOUTHEAST CORNER OF SAID TRACT 30;THENCE S 88°53'02" W, ALONG THE SOUTH BOUNDARY OF SAID TRACTS 30 THROUGH 32, A DISTANCE OF 966.59 FEET TO THE POINT OF BEGINNING.
Exhibit D: Maturities and Coupons of Assessment Area One Bonds

Exhibit E: Sources and Uses of Funds for Assessment Are One Bonds

Exhibit F: Annual Debt Service Payment Due on Assessment Area One Bonds

SECTION A
This Instrument Prepared by	This space reserved for use by the and return to:		Clerk of the Circuit Court

Roy Van Wyk, Esq.
HOPPING GREEN & SAMS P.A.
Post Office Box 6526 Tallahassee, Florida 32314

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT NOTICE OF LIEN OF SPECIAL ASSESSMENTS FOR
SPECIAL ASSESSMENT BONDS, SERIES 2021 (ASSESSMENT AREA ONE PROJECT)

PLEASE TAKE NOTICE that the Board of Supervisors of the Westside Haines City Community Development District (the “District”) in accordance with Chapters 170, 190, and 197, Florida Statutes, adopted Resolutions 2021-25, 2021-26, 2021-29, and 2021-35 (together, the “Assessment Resolutions”), confirming and certifying the lien of non ad-valorem special assessments on certain real property located within the boundaries of the District that will be specially benefitted by the Assessment Area One Project described in such Assessment Resolutions. Said assessments are pledged to secure the Westside Haines City Community Development District Special Assessment Bonds, Series 2021 (Assessment Area One Project) (“Assessment Area One Bonds”). The legal description of the lands on which said special assessments are imposed is attached to this Notice (“Notice”), as Exhibit A. The special assessments are imposed on benefitted property within the District as described in the Master Assessment Methodology, dated March 29, 2021, as supplemented by that Supplemental Assessment Methodology-Assessment Area One, dated July 7, 2021 (together, the “Assessment Report”), approved by the District. A copy of the Assessment Report and the Assessment Resolutions may be obtained by contacting the District at: Westside Haines City Community Development District, c/o Governmental Management Services – Central Florida, LLC, 219 East
Livingston Street, Orlando, Florida 32801; Ph: (407) 841-5524. The non ad-valorem special assessments provided for in the Assessment Resolutions were legally and validly determined and levied in accordance with all applicable requirements of Florida law, and these non-ad valorem special assessments constitute and will at all relevant times in the future constitute, legal, valid, and binding first liens on the land against which assessed until paid, coequal with the lien of all state, county, district, and municipal taxes, and superior in dignity to all other liens, titles, and claims. The District may collect assessments on any of the lands described in the attached Exhibit A by any method authorized by law, which method may change from year to year.
The District is a special-purpose form of local government established pursuant to and governed by Chapter 190, Florida Statutes. Pursuant to Section 190.048, Florida Statutes, you are hereby notified that: THE WESTSIDE HAINES CITY 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.
THE LIEN FOR THE SPECIAL ASSESSMENTS IS STATUTORY AND NO FILING IS NECESSARY IN ORDER TO PERFECT OR PROVIDE RECORD NOTICE THEREOF. THIS NOTICE IS FOR INFORMATION PURPOSES. IN ADDITION TO THE MINUTES, RECORDS AND OTHER MATERIAL OF THE DISTRICT AVAILABLE FROM THE DISTRICT, THIS ALSO CONSTITUTES A LIEN OF
RECORD FOR PURPOSES OF SECTION 197.573 OF THE FLORIDA STATUTES AND ALL OTHER APPLICABLE PROVISIONS OF THE FLORIDA STATUTES AND ANY OTHER APPLICABLE LAW.
IN WITNESS WHEREOF, this Notice has been executed and effective as of the 15th day of July, 2021, and recorded in the Official Records of Polk County, Florida.
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

Lauren O. Schwenk
Vice Chairperson, Board of Supervisors

Witness	Witness

Print Name	Print Name

STATE OF FLORIDA COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online notarization, this      day of July, 2021, by Lauren O. Schwenk as Vice Chairperson of   the Board of Supervisors for the Westside Haines City Community Development District.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	
EXHIBIT A - LEGAL DESCRIPTION OF ASSESSMENT AREA ONE

SECTION VI

SECTION A

SECTION 1

AGREEMENT BY AND BETWEEN THE WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT AND GLK REAL ESTATE, LLC, REGARDING TRUE- UP AS TO ASSESSMENT AREA ONE SPECIAL ASSESSMENTS

THIS TRUE-UP AGREEMENT (“Agreement”) is made and entered into this day of June 2021, by and between:

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT, a local unit of
special-purpose government established pursuant to Chapter 190, Florida Statutes, being situated in the City of Haines City, Florida, with a mailing address of 219 East Livingston Street, Orlando Florida 32801 (the “District”), and
LENNAR HOMES, LLC, a Florida limited liability company, the owner of certain lands within the District, with a mailing address of 	, Miami, Florida
        , and its successors and assigns (the “Landowner” or “Developer” and, together with the District, the “Parties”).
RECITALS

WHEREAS, the District was established by an ordinance adopted by the County Commission of Polk County, Florida, pursuant to the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the “Act”), and is validly existing under the Constitution and laws of the State of Florida; 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, Landowner is the owner of a portion of the lands within the District, which lands are described in Exhibit A (“Assessment Area One”); and
WHEREAS, the District has adopted an improvement plan to finance the planning, design, acquisition, construction, and installation of certain infrastructure improvements, facilities, and services, as detailed in the Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021 (the “Engineer’s Report”) for the improvements associated with the development of the “Assessment Area One Project”, attached to this Agreement as Exhibit B and the estimated costs of the improvements related to Assessment Area One Project is identified therein; and
WHEREAS, the District intends to finance a portion of the Assessment Area One Project, through the anticipated issuance of its Westside Haines City Community Development District Special Assessment Bonds, Series 2021 (Assessment Area One Project), in the principal amount of $ 	(the “Assessment Area One Bonds”); and

WHEREAS, pursuant to Resolutions 2020-25, 2020-26, 2020-29, and 2021- (the
“Assessment Resolutions”), the District imposed special assessments on Assessment Area One (the “Assessment Area One Special Assessments”) within the District to secure the repayment of the Assessment Area One Bonds, including interest thereon; and
WHEREAS, Landowner agrees that all developable lands within Assessment Area One benefit from the timely design, construction, or acquisition of the Assessment Area One Project; and

WHEREAS, Landowner agrees that the Assessment Area One Special Assessments which were imposed on Assessment Area One within the District, have been validly imposed and constitute valid, legal and binding liens upon Assessment Area One, which Assessment Area One Special Assessments remain unsatisfied; and
WHEREAS, to the extent permitted by law, Landowner waives any defect in notice or publication or in the proceedings to levy, impose and collect the Assessment Area One Special Assessments on Assessment Area One within the District; and

WHEREAS, the Master Assessment Methodology, dated March 29, 2021, as supplemented by that Supplemental Assessment Methodology, dated June 3, 2021 (together, the “Assessment Report”), provides that as Assessment Area One is platted or re-platted, the allocation of the amounts assessed to and constituting a lien upon Assessment Area One within the District would be allocated and calculated based upon certain density assumptions relating to the number of each lot type to be constructed on Assessment Area One within the District, which assumptions were provided by Landowner; and

WHEREAS, Landowner intends that Assessment Area One within the District will be platted, planned and developed based on then-existing market conditions, and the actual densities developed may be at some density less than the densities assumed in the District's Assessment Report; and

WHEREAS, the District's Assessment Report anticipates a mechanism by which Landowner shall, if required, make certain payments to the District in order to satisfy, in whole or in part, the assessments allocated and the liens imposed pursuant to the Assessment Resolutions, the amount of such payments being determined generally by a calculation of the remaining unallocated debt prior to the recording of any plat or site plan for a parcel or tract, as described in the District’s Assessment Report (which payments shall collectively be referenced as the “True-Up Payment”); and

WHEREAS, Landowner and the District desire to enter into an agreement to confirm Landowner’s intention and obligation, if required, to make the True-Up Payment related to the Assessment Area One Special Assessments, subject to the terms and conditions contained herein.
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. RECITALS. The recitals stated above are true and correct and by this reference are incorporated into and form a material part of this Agreement.

SECTION 2.	COVENANTS.

The provisions of this Agreement shall constitute a covenant running with Assessment Area One lands, which lands are described herein in Exhibit A, and shall remain in full force and effect and be binding upon Landowner, its heirs, legal representatives, estates, successors, grantees, and assigns until released pursuant to the terms herein.
Landowner agrees that to the extent Landowner fails to timely pay all Assessment Area One Special Assessments collected by mailed notice of the District, said unpaid Assessment Area One Special Assessments (including True-Up Payments), may be placed on the tax roll by the District for collection by the Tax Collector pursuant to Section 197.3632, Florida Statutes, in any subsequent year.
SECTION 3.	SPECIAL ASSESSMENT REALLOCATION.

Assumptions as to the Assessment Area One Special Assessments. As of the date of the execution of this Agreement, Landowner has informed the District that Landowner intends to plat its portion of Assessment Area One into a total of 299 single family homes in Cascades Phases 1A, and 51 Single Family Homes in Cascades Phase 2 or 396 Equivalent Residential Units (“ERUs”).
Process for Reallocation of Assessments. The Assessment Area One Special Assessments will be reallocated among Assessment Area One as Assessment Area One is platted or re-platted (hereinafter referred to as “plat” or “platted”). In connection with such platting of Assessment Area One of the District, the Assessment Area One Special Assessments imposed on the lands being platted will be allocated based upon the precise number and type of lots within the area being platted. It is intended that all the Assessment Area One Special Assessments will be assigned to the number and type of platted lots platted in Assessment Area One. In furtherance thereof, at such time as any portion of Assessment Area One is to be platted, Landowner covenants that such plat or plats shall be presented to the District. The District shall allocate the Assessment Area One Special Assessments to the number and type of lots being platted and the remaining lands in Assessment Area One in accordance with the District’s Assessment Report and cause such reallocation to be recorded in the District’s Improvement Lien Book.
It is or will be an express condition of the liens established by the Assessment Resolutions that any and all plats containing any portion of Assessment Area One within the District owned by Landowner shall be presented to the District for review and allocation of the Assessment Area One Special Assessments to the lots being platted and the remaining property within Assessment Area One in accordance with the Assessment Report (“Reallocation”). Landowner covenants to comply with this requirement for the Reallocation. The District agrees that no further action by the Board
of Supervisors shall be required. The District’s review of the plats shall be limited solely to the Reallocation of Assessment Area One Special Assessments and enforcement of the District’s assessment liens. Nothing herein shall in any way operate to or be construed as providing any other plat and plan approval or disapproval powers to the District.
The purpose of the True-Up calculation is to ensure that the bond debt will be able to be assigned to at least the number and type of platted lots within Assessment Area One of the District. Thus, at the time of platting of any portion of Assessment Area One, or any re-platting thereof, there must be at least the number of EAUs platted lots in Assessment Area One to assign the bond debt to. If not, subject to subsection (v) below, the District would require a True-Up Payment from Landowner or the person or entity seeking to file such plat in an amount sufficient to reduce the remaining bond debt to the actual number of lots platted in Assessment Area One in the par amount per platted lot as set forth in the Assessment Report.
The True-Up calculation shall be performed at the time any portion of Assessment Area One is platted.
If at the time the True-Up calculation is performed, it is determined that less than the number and type of lots are to be platted within Assessment Area One, a True-Up Payment shall become immediately due and payable. Any such True-Up Payment determined to be due by shall be paid in full prior to approval of the plat. Such True-Up Payment shall be in addition to the regular Assessment Area One installment payable for Assessment Area One. The District will take all necessary steps to ensure that True-Up Payments are made in a timely fashion to ensure its debt service obligations are met, and in all cases, Landowner agrees that such payments shall be made in order to ensure the District’s timely payment of the debt service obligations on the Assessment Area One Bonds. The District shall record all True-Up Payments in its Improvement Lien book. If such True-Up Payment is made at least 45 days prior to an interest payment date on the Assessment Area One Bonds, Landowner shall include accrued interest as part of the True- Up Payment to such interest payment date. If such True-Up Payment becomes due within 45 days of the next interest payment date, accrued interest shall be calculated to the next succeeding interest payment date.
The foregoing is based on the District's understanding with Landowner that at least 396 ERUs will be assigned to Assessment Area One, as identified in the Assessment Report and Engineer’s Report. However, the District agrees that nothing herein prohibits more or less than the anticipated number of ERUs to be assigned to Assessment Area One. In the event Landowner plats less than 396 EAUs within Assessment Area One, the Landowner may either make a True-Up Payment or leave unassigned Assessment Area One Special Assessments on un-platted lands within Assessment Area One, provided the maximum debt allocation per developable acre as set forth in the Assessment Resolution is not exceeded. In no event shall the District collect Assessment Area One Special Assessments pursuant to the Assessment Resolutions in excess of the total debt service related to the Assessment Area One Project, including all costs of financing and interest. The District, however, may collect Assessment Area One Special Assessments in excess of the annual debt service related to the Assessment Area One Project, including all costs of financing and interest, which shall be applied to prepay the Assessment Area One Bonds.
If the strict application of the True-Up methodology to any Reallocation for any plat pursuant to this paragraph would result in Assessment Area One Special Assessments collected in excess of the District's total debt service obligation for the Assessment Area One Project, the District agrees to take appropriate action by resolution to equitably Reallocate the assessments.
SECTION 4. ENFORCEMENT. This Agreement is intended to be an additional method of enforcement of Landowner’s obligation to pay the Assessment Area One Special Assessments and to abide by the requirements of the Reallocation of Assessment Area One Special Assessments, including the making of the True-Up Payment, if any, as set forth in the Assessment Resolutions. A default by any Party under this Agreement shall entitle any other Party to all remedies available at law or in equity, but excluding special, consequential or punitive damages.

SECTION 5. RECOVERY OF COSTS AND FEES. In the event any Party is required to enforce this Agreement by court proceedings or otherwise, then the substantially prevailing party, as determined by the applicable court or other dispute resolution provider, shall be entitled to recover from the other(s) all fees and costs incurred, including reasonable attorneys' fees and costs incurred prior to or during any litigation or other dispute resolution and including all fees and costs incurred in appellate proceedings.

SECTION 6. NOTICE. All notices, requests, consents and other communications  hereunder ("Notices") shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, by overnight delivery service, or electronic or hand delivered to the Parties, as follows:

If to the District:	Westside Haines City Community Development District 219 East Livingston Street Orlando, Florida 32801
Attn: District Manager

With a copy to:	Hopping Green & Sams, P.A.
119 South Monroe Street, Suite 300 Post Office Box 6526
Tallahassee, Florida 32064 Attn: Roy Van Wyk

If to Landowner:	Lennar Homes, LLC

Miami, Florida  	
Attn:  	

With a copy to:	 	.

Attn:  	
Except as otherwise provided herein, any Notice shall be deemed received only upon actual delivery at the address or telecopy number set forth herein. If mailed as provided above, Notices shall be deemed delivered on the third business day unless actually received earlier. Notices hand 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, address or telecopy number to which Notices shall be sent by providing the same on five (5) days written notice to the parties and addressees set forth herein.

Notwithstanding the foregoing, to the extent Florida law requires notice to enforce the collection of any assessments placed on Assessment Area One by the District, then the provision of such notice shall be in lieu of any additional notice required by this Agreement.

SECTION 7.	ASSIGNMENT.

Landowner may not assign its duties or obligations under this Agreement except in accordance with the terms of this Section 7(C) below. This Agreement shall constitute a covenant running with title to all or any portion of Assessment Area One, binding upon Landowner and its successors and assigns including, without limitation, any purchaser and its successors and assigns as to Assessment Area One or portions thereof, and any transferee of any portion of Assessment Area One, but shall not be binding upon transferees permitted by Sections 7(B)(i), (ii) or (iii) below.

No portion of Assessment Area One may be transferred to any third party without complying with the terms of Section 7(C) below, other than:

Platted and fully-developed lots to homebuilders restricted from re-platting.

Platted and fully-developed lots to end users.

Portions of Assessment Area One exempt from debt special assessments or to be dedicated to the City, the County, the District or other governmental agencies.

Any transfer of any portion of Assessment Area One pursuant to subsections (i), (ii) or (iii) of this Section 7(B), shall constitute an automatic release of such portion of Assessment Area One from the scope and effect of this Agreement.

Landowner shall not transfer any portion of Assessment Area One to any third party, except as permitted by Sections 7(B)(i), (ii) or (iii) above, without satisfying the following conditions (“Transfer Conditions”):
delivering a recorded copy of this Agreement to such third party; and
satisfying any True-Up Payment that results from a True-Up analysis that will be performed by the District Manager prior and as a condition to such transfer.

Any transfer that is consummated pursuant to this Section 7(C) shall operate as a release of Landowner from its obligations under this Agreement as to such portion of Assessment Area One only arising from and after the date of such transfer and satisfaction of all of the Transfer Conditions including payment of any True-Up Payment due pursuant to subsection 7(C)(ii) above, and the transferee shall be deemed to have assumed Landowner’s obligations in accordance herewith and shall be deemed the “Landowner” from and after such transfer for all purposes as to such portion of Assessment Area One so transferred.

SECTION 8. AMENDMENT. This Agreement shall constitute the  entire  agreement between the Parties regarding the subject matter discussed herein and may be modified in writing only by the mutual agreement of all Parties. This Agreement may not be amended without the prior written consent of the Trustee on behalf and acting at the direction of the bondholders owning more than 50% of the aggregate principal amount of the applicable Assessment Area One Bonds then outstanding with regard to material amendments.

SECTION 9. AUTHORIZATION. The execution of this Agreement has been duly  authorized by the appropriate body or official of the District and Landowner, both the District and Landowner have complied with all the requirements of law, and both the District and Landowner have full power and authority to comply with the terms and provisions of this Agreement.

SECTION 10. TERMINATION. This Agreement shall continue in effect until it is rescinded in writing by the mutual assent of each Party, provided, however, that this Agreement and the covenants contained herein may not be terminated or released prior to platting and development of all Assessment Area One without the prior written consent of the Trustee on behalf and acting at the direction of bondholders owning more than 50% of the aggregate principal amount of the applicable Assessment Area One Bonds then outstanding with regard to amendments having a material effect on the District’s ability to pay debt service on the Assessment Area One Bonds.

SECTION 11. NEGOTIATION AT ARM’S LENGTH. 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 and received the advice of counsel. In the case of a dispute concerning the interpretation of any provision of this Agreement, The Parties are deemed to have drafted, chosen and selected the language, and the doubtful language will not be interpreted or construed against either Party.

SECTION 12. THIRD PARTY BENEFICIARIES. This Agreement is solely for the benefit of the District and Landowner 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 Agreement. Except as provided in the immediately succeeding sentence, nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or entity other than the District and Landowner any right, remedy or claim under or by reason of this Agreement or any provisions or conditions of this Agreement; and all of the provisions, representations, covenants and conditions contained in
this Agreement shall inure to the sole benefit of and shall be binding upon the District and Landowner and their respective representatives, successors and assigns. Notwithstanding anything herein to the contrary, the Trustee for the Assessment Area One Bonds, on behalf of the owners of the Assessment Area One Bonds, shall be a direct third-party beneficiary of the terms and conditions of this Agreement and shall be entitled to enforce Landowner’s obligations hereunder. The Trustee shall not be deemed to have assumed any obligations hereunder.

SECTION 13.	LIMITATIONS ON GOVERNMENTAL LIABILITY. Nothing in this Agreement
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 Agreement shall inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under the Doctrine of Sovereign Immunity or by operation of law.

SECTION 14. APPLICABLE LAW AND VENUE. This Agreement and the provisions contained herein shall be construed, interpreted, and controlled according to the laws of the State of Florida. Each Party consents that the exclusive venue for any litigation arising out of or related to this Agreement shall be in a court of appropriate jurisdiction, in and for Polk County, Florida.

SECTION 15. PUBLIC RECORDS.  Landowner understands and agrees that all documents of any kind provided to the District in connection with this Agreement may be public records and may require treatment as such in accordance with Florida law.

SECTION 16. EXECUTION IN COUNTERPARTS. This instrument may be executed in any number of counterparts, each of which, when executed and delivered, shall constitute an original, and such counterparts together shall constitute 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.

SECTION 17. SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Agreement shall not affect the validity or enforceability of the remaining portions of this Agreement, or any part of this Agreement not held to be invalid or unenforceable.

SECTION 18. EFFECTIVE DATE. This Agreement shall become effective after execution by the Parties hereto on the date reflected above.

[Signature pages follow]
IN WITNESS WHEREOF, Landowner and District have caused this Agreement to be executed and delivered on the day and year first written above.

WITNESSES:	LENNAR HOMES, LLC,
a Florida limited liability company

[Print Name]

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence
or  ▢ online  notarization this   	
day  of 	,  2021,  by 	, as
 	of Lennar Homes, LLC, on behalf of the company.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	
WITNESSES:	WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

Warren K. “Rennie” Heath II

[Print Name]	Chairperson, Board of Supervisors

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online notarization this         day of 	, 2021, by Warren K. “Rennie” Heath II, as Chairperson of the Board of Supervisors of Westside Haines City Community Development District.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	

Exhibit A:	Legal Description of Assessment Area One
Exhibit B:	Engineer’s Report for Capital Improvements, dated March 29, 2021,
EXHIBIT A - LEGAL DESCRIPTION OF ASSESSMENT AREA ONE
EXHIBIT B – ENGINEER’S REPORT

Westside Haines City Community Development District
Engineer's Report
March 29, 2021

SUBMITTED BY:
Dewberry Engineers Inc. 800 North Magnolia Avenue Suite 1000
Orlando, Florida 32803
407-843-5120
TABLE OF CONTENTS

Introduction	2
Purpose and Scope	4
The Development	4
Capital Improvements	4
Stormwater Management Facilities	5
Public Roadways	5
Water and Wastewater Facilities	6
Off-Site Improvements	6
Amenities and Parks	6
Electric Utilities and Lighting	6
Entry Features	6
Miscellaneous	7
Permitting	7
Recommendation	8
Report Modification	8
Summary and Conclusion	8
Engineer’s Certification	8
List of Exhibits
Aerial Location Map	Exhibit 1
Legal Description	Exhibit 2
District Boundary Map	Exhibit 3
Land Use Map	Exhibit 4
Zoning Map	Exhibit 5
Utility Location Map and Drainage Flow Pattern Map	Exhibit 6
Summary of Opinion of Probable Cost	Exhibit 7
Summary of District Facilities	Exhibit 8
Overall Site Plan	Exhibit 9

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
Westside Haines City Community Development District
INTRODUCTION
The Westside Haines City Community Development District (the ''District" or “CDD”) is located on the west side of US Highway 27 (SR 25) from the Minute Maid Ramp Road, south crossing Holly Hill Grove Road 1, 2, and 3 to the southern boundary of Massee Road. The District also crosses Holly Hill Tank Road to the west of FDC Grove Road. The District is located with the city limits of Haines City, Florida (“City”) and the unincorporated area of Polk County (“County”). The District currently contains approximately 613.43 acres and is expected to consist of 2,752 residential lots of various sizes for single-family lots and townhome lots with recreation/amenity areas, parks, and associated infrastructure for the various villages.

The  CDD  was  established  under  County  Ordinance  No.  ________,  which  was  approved  by  the  Polk  County
Commission or City of Haines City on March 17, 2021, and became effective on	_. The District will own
and operate the public roadways, utilities systems, and stormwater management facilities, as well as the landscape, irrigation, signage, and recreational facilities within the development.

The Master Developer (“Developer”) GLK Real Estate LLC is based in Winter Haven, Florida. The Development is approved as a Planned Development (PD) for Residential Units and is divided into three (3) villages: Brentwood, Cascades, and Wynnstone. A land use summary is presented in Table 1.

Public improvements and facilities financed, acquired, and/or constructed by the District will be designed and constructed to conform to regulatory criteria from the city, county, Southwest Florida Water Management District (SWFWMD), and other applicable agencies with regulatory jurisdiction over the development, an overall estimate of the probable cost of the public improvements are provided in Exhibit 7 of this report.

The Capital Improvement Plan (“CIP” or this “Engineer’s Report”) reflects the present intentions of the District and the landowners. It should be noted that the location of proposed facilities and improvements may be adjusted during the final design, permitting, and implementation phases. It should also be noted that any modifications will not diminish the benefits to the property within the District. The District reserves the right to make reasonable adjustments to the development plan to meet applicable regulatory requirements of agencies with jurisdiction over the development while maintaining a comparable level of benefits to the lands served by the improvements. Changes and modifications are expected as changes in regulatory criteria are implemented.

TABLE 1	AREA	
Master Stormwater System	49.14	
Residential Land (Single-Family and Townhomes Lots)	240.91	
Roadways Infrastructure & Public Facilities	95.29	
Lakes	5.09	
Amenity Center	2.09	
Open Space/Conservation Areas/Parks	220.91	
TOTAL	613.43	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

TABLE 2 PHASING SUMMARY			
PHASE	NO. UNITS	AREA(AC)	
Cascades 1	597		
Cascades 2	74		
Cascades 3	344		
Brentwood 1	226		
Brentwood 2	124		
Brentwood 3	122		
Brentwood 4	224		
Brentwood 5	248		
Wynnstone 1	305		
Wynnstone 2	284		
Wynnstone 3	204		
Amenity/Recreational Parcel			
Infrastructure Roadways			
Ponds/Lake/Stormwater Conservation/Open space			
TOTAL – Westside Haines City CDD	2,752	613.43	

TABLE 3 LOT TYPES				
PHASE	LOT TYPE	UNITS	AREA (AC)	
Cascades 1	40-ft Lots	404		
	50-ft Lots	193		
Cascades 2	40-ft Lots	30		
	50-ft Lots	44		
Cascades 3	40-ft Lots	219		
	50-ft Lots	125		
Brentwood 1	Townhomes	226		
Brentwood 2	Townhomes	124		
Brentwood 3	Townhomes	122		
Brentwood 4	Townhomes	224		
Brentwood 5	Townhomes	248		
Wynnstone 1	40-ft Lots	273		
	50-ft Lots	32		
Wynnwood Phase 2	40-ft Lots	1		
	50-ft Lots	283		
Wynnwood Phase 3	40-ft Lots	204		
TOTAL LOTS IN THE DISTRICT		2,752	613.43	

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

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
All roadway improvements including sidewalks in the right-of-way and storm drainage collection systems (from the curb inlets to their connection to the stormwater ponds) within the development will be maintained by the District. Water distribution and wastewater collection systems (gravity lines, force mains, and lift stations) will be dedicated to the County or the City for ownership and maintenance upon completion. The southeastern 46 lots in Cascades Phase 1 will have a private lift station maintained by the CDD and will connect to Haines City’s water and sewer service.

PURPOSE AND SCOPE
The purpose of this report is to provide engineering support for the funding of the proposed improvements within the District. This report will identify the proposed public infrastructure to be constructed or acquired by the District along with an Opinion of Probable Construction Costs. The District will finance, construct, acquire, operate, and maintain all or specific portions of the proposed public infrastructure.

The predominant portion of this report provides descriptions of the proposed public infrastructure improvements, determination of estimated probable construction costs, and the corresponding benefits associated with the implementation of the described improvements. Detailed site construction plans and specifications have not yet been completed and permitted for the improvements described herein. The engineer has considered and in specific instances has relied upon, the information and documentation prepared or supplied by others to prepare this Engineer’s Report.

THE DEVELOPMENT
The development will consist of a total of 2,752 residential units and associated infrastructure. The development is a planned residential community located West of US Highway 27 (SR 25) and consisting of 613.43 acres from the northern boundary around Minute Main Ramp Road 1 and extending south to the southern boundary located around Mossee Road. The District is located within Polk County and the City of Haines City. The land use for the District is planned unit development. The development is zoned RL-1, RL-2, RL-3, and RM within the city limits and zoned RMX and ECX within the unincorporated area of Polk County. The development will be constructed in three (3) villages and have up to eleven (11) phases.

CAPITAL IMPROVEMENTS
The CIP consists of public infrastructure in each village and each phase of said village. The primary portions of the CIP will provide for stormwater pond construction, roadways built to an urban roadway typical section, water, and sewer facilities including three (3) lift stations and one (1) regional lift station, and off-site improvements (including turn lanes and extension of water and sewer mains to serve the development).

There will also be stormwater structures and conveyance culverts within the CIP that will outfall into the various on-site stormwater ponds. These structures and pond areas comprise the overall stormwater facilities of the CIP. Installation of the water distribution and wastewater collection system will also occur at this time as well as the 4 (four) lift stations serving the project. Below-ground installation of telecommunications and cable television will occur but will not be funded by the District. Installation of streetlights and power within the public rights-of-way or easements will be funded by the District.

As a part of the recreational component of the CIP, there are various amenity centers within the development and specifically for each of the villages of the development. There are four (4) amenity centers: one (1) in the Village of Cascades, one (1) in Wynnstone, and two (2) within Brentwood. The total area of the amenity and recreational parcels is 12.89 acres. There will be conservation areas as well that can serve as passive parks within the various villages and the

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
development that are available to the public for utilization of the facilities. The amenity centers and recreational areas will have connectivity via sidewalks to the other portions of the District. The amenity centers and recreational areas will be accessed by the public roadways and sidewalks.

CAPITAL IMPROVEMENT PLAN COMPONENTS
The CIP for the District includes the following:

Stormwater Management Facilities
Stormwater Management facilities consisting of storm conveyance systems and retention/detention ponds are contained within the District boundaries. Stormwater will be discharged via roadway curb and gutter and storm inlets. Storm culverts convey the runoff into the proposed retention ponds for water quality treatment and attenuation. The proposed stormwater systems will utilize dry retention and wet retention for biological pollutant assimilation to achieve water quality treatment. The design criteria for the District’s stormwater treatment systems are regulated by the city, the county, and SWFWMD. There are various conservation areas throughout the District and will be preserved in the existing condition and these will accept stormwater discharges from our ponds as shown on Exhibit 6.

Federal Emergency Management Agency Flood Insurance Rate Map (FEMA FIRM) Panel No. 12105C0225G, effective date December 22, 2016, demonstrates that the property is located within Flood Zones X, A, and AE. Based on this information and the site topography, it appears that 100-year compensation will be done in areas where we will impact existing depressions throughout the development and the 100-year flood volumes will be compensated as it is required by the city, county, and FEMA.

During the construction of stormwater management facilities, utilities, and roadway improvements the contractor will be required to adhere to a Stormwater Pollution Prevention Plan (SWPPP) as required by the FDEP as delegated by the Environmental Protection Agency (EPA). The SWPPP will be prepared to depict the proposed recommended locations of required erosion control measures and staked turbidity barriers specifically along the downgradient side of any proposed construction activity. The site contractor will be required to provide the necessary reporting as required by the National Pollutant Discharge Elimination System (NPDES) General Permit with erosion control, its maintenance, and any rainfall events that occur during construction activity.

Public Roadways
The proposed public roadway sections include a 24-foot wide roadway consisting of asphalt and with Miami curbs or Type F curb and gutter on both sides along with a 50-foot right-of-way. The proposed roadway section will consist of stabilized subgrade, a lime rock, crushed concrete, or cement-treated base and asphalt type roadway wearing surface. The proposed curb is to be 2-feet wide and placed along the edge of the proposed roadway section for purposes of protecting the integrity of the pavement, and also to provide stormwater runoff conveyance to the proposed stormwater inlets.

The proposed roadways will also require signing and pavement markings within the public rights-of-way, as well as street signs depicting street name identifications, and addressing, which will be utilized by the residents and public. As stated above, the District's funding of roadway construction will occur for all public roadways.
Water and Wastewater Facilities
A potable drinking water system inclusive of water main, gate valves, fire hydrants, and appurtenances will be installed for the District. The water service provider will be Polk County Public Utilities. The water system will be designed to provide an equally distributed system that provides redundancy to the system. These facilities will be installed within

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
the proposed public rights-of-way and will provide potable drinking water (domestic) and fire protection services to serve the entire District.

A domestic wastewater collection system inclusive of gravity sanitary sewer mains and sewer laterals will be installed. The gravity sanitary sewer mains will be a minimum of eight (8)-inch diameter PVC pipe systems. The gravity sanitary sewer lines will be placed inside of the proposed public rights-of-way, under the proposed paved roadways. Laterals will branch off from these sewer lines to serve the individual lots. Lift stations are anticipated for this CIP. Flow from the lift station shall be connected to a proposed force main that will interconnect three (3) lift stations and all discharge to a master lift station that will pump through a force main that will connect to the city water treatment facility located north of the development.

Polk County Public Utilities will provide the reclaimed water to be used for all irrigation within the CDD. The reclaimed water will be funded by the District and installed onsite within the roadways to provide for irrigation within the public right-of-way or any areas needing irrigation. Any water, sewer, or reclaim water pipes or facilities placed on private property will not be publicly funded.

Off-Site Improvements
The District will provide funding for the anticipated turn lanes at the development entrances. The site construction activities associated with the CIP are anticipated to be completed by villages and phases based on the estimated schedule for each village and phase. The schedule is shown on Exhibit 7. Upon completion of each phase within each village, the improvements will be through the required inspections as well as final certifications of completions will be obtained from SWFWMD, Polk County Health Department (water distribution system), FDEP (wastewater collection), and the city/county.

Amenities and Parks
The District will provide funding for an amenity center to include the following: parking areas, pavilion with public restroom facilities, pool, all-purpose playfields, and walking trails between the phases and villages to provide connectivity to the various amenity centers within the CDD. In addition, there will be public passive parks throughout the development, which will include benches and walking trails.

Electric Utilities and Lighting
The electric distribution system thru the District is currently planned to be underground, The District presently intends to fund and construct the electric conduit, fund and construct the cost for the under-grounding of the electrical system, transformer/cabinet pads, and electric manholes required by Duke Energy (Duke). Electric facilities will be owned and maintained by Duke after the dedication, with Duke providing underground electrical service to the Development. The CDD presently intends to fund the cost to purchase and install the street lighting along the internal roadways within the CDD. These lights will be operated, and maintained by Duke after the completion, with the District funding maintenance costs.
Entry Feature
Landscaping, irrigation, entry features, and walls at the entrances and along the outside boundary of the Development will be provided by the District. The irrigation system will use reclaimed water or an irrigation well. The well and irrigation water mains to the various phases of the development will be constructed and acquired by the CDD with District funds and operated and maintained by the CDD. Landscaping for the roadways will consist of sod, annual flowers, shrubs, ground cover, and trees for the internal roadways within the CDD. Perimeter fencing will be provided

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
at the site entrances and perimeters. These items will be funded, owned, and maintained by the CDD. It is noted that the City requires the walls as a buffer the development and thus will be funded together with the landscaping.

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

Permitting
Construction permits for all phases are required and include the SWFWMD ERP, Polk County Health Department, FDEP, and City construction plan approval.

Following is a summary of required permits obtained or pending approval for the construction of the public infrastructure improvements for the District:

Phase 1 – All Villages				
Permits/Approvals	Approval/Expected Date			
	Cascades Phase 1	Cascades Phase 2	Brentwood Townhomes
Phase 1	
Zoning Approval	Haines	City	RPUD
expected 4/1/21	Haines City RPUD – N/A	N/A	
Preliminary Plat	Haines City - 4/1/21	Haines City Preliminary
Plat – N/A	N/A	
SWFWMD ERP	Expected 04/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Construction Permits	Expected 4/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Polk County Health Department Water	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP Sanitary Sewer General Permit	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP NOI	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	

Other Phases and Villages		
Permits/Approvals	Approval/Expected Date	
Zoning Approval	TBO	
Preliminary Plat	TBO	
SWFWMD ERP	TBO	
Polk County Utilities Permits	TBO	
Polk County Health Department General
Water Distribution Permit	TBO	
FDEP Sanitary Sewer General Permit	TBO	
FDEP NOI – NPDES	TBO	
City of Haines City Construction Permit	TBO	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
RECOMMENDATION
As previously explained within this report, the public infrastructure, as described, is necessary for the development and functional operation as required by the City and County. The site planning, engineering design, and construction plans for the infrastructure are or will be in accordance with the applicable requirements of the City, the County, and the SWFWMD. It should be noted that the infrastructure will provide its intended use and function so long as the construction and installation are in substantial conformance with the design construction plans and regulatory permits.

Items utilized in the Opinion of Probable Costs for this report are based upon the proposed plan infrastructure as shown on construction drawings incorporating specifications in the most current SWFWMD, Polk County, and the City regulations.
REPORT MODIFICATION
During the development and implementation of the designed public infrastructure improvements, it may be necessary to make modifications and/or deviations to the plans. However, if such deviations and/or revisions do not change the overall primary objective of the plan for such improvements, then the cost differences would not materially affect the proposed construction cost estimates.
SUMMARY AND CONCLUSION
The improvements as outlined are necessary for the functional development of the Project. The Project is being designed in accordance with current government regulatory requirements. The Project will serve its intended function provided the construction is in substantial compliance with the design. Items of construction for the Project are based upon current development plans.

ENGINEER’S CERTIFICATION
It is our professional opinion that the public infrastructure costs for the CIP provided in this report are reasonable to complete the construction of the public infrastructure improvements. Furthermore, the public infrastructure improvements will benefit and add value to lands within the District and the value is at least the same as the costs for said improvements. t is noted that all financed property improvements will be located on district owned lands that is or will be at the time of conveyance to the district or subject to a permanent easement in favor of the district or another public governmental entity.

The Opinion of Probable Costs for the public infrastructure improvements is only an estimate and is not a guaranteed maximum price. The estimated costs are based upon current unit prices and on our experience with ongoing and similar projects and basis in the county and city. However; labor market, future costs of equipment; materials, changes to the regulatory permitting agencies' activities, and the actual construction processes employed by the chosen site contractor are beyond the engineer's control. Due to this inherent opportunity for changes (upward or downward) in the construction costs, the total, final construction cost may be more or less than this estimate.

Based upon the presumption that the CIP construction continues in a timely manner, it is our opinion that the costs of the CIP proposed represent a system of improvements benefitting all developable property located within the District, are fair and reasonable, and that the District-funded improvements are assessable improvements within the meaning of Chapter 190, F.S. We have no reason to believe that the CUP improvements cannot be constructed at the cost described in this report. We expect the improvements to be constructed or acquired by the District with bond proceeds, as indicated within this report. We believe that the District will be well served by the improvements discussed in this report.

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
I hereby certify that the foregoing is a true and correct copy of the engineer’s report for the Westside Haines City Community Development District.

Reinardo Malavé, P.E. Florida License No. 31588

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 1 - LOCATION MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021
L EGAL DESCRIPTIONS:

 

 	

 	     						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
1	

L EGAL DESCRIPTIONS:

”
”	”
”

”
”
”						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
2	
L EGAL DESCRIPTIONS:

  

”
”

 	            

	 ”
”

            

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
3	
L EGAL DESCRIPTIONS:						

”						
	”					

						

						

						

						

						

						

						

						

						

						

						

 						

		

						
”						
	”					

						

						

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
4	
L EGAL DESCRIPTIONS:

   

  	   

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
5	

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 3 - BOUNDARY MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.
WEST HAINES CITY CDD BOUNDARY

POLK CO.

HAINES CITY

HAINES CITY

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 4 - EXSITING LAND USE WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK COUNTY - FUTURE LAND USE

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 5 - FUTURE LAND USE WESTSIDE HAINES CITY CDD

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021

POLK CO.

HAINES CITY

POLK CO.

HAINES CITY
POLK CO.

HAINES CITY

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
DRAINAGE AREA LIMITS DRAINAGE PATTERN
EXISTING WATER MAIN EXISTING FORCE MAIN EXISTING RECLAIM MAIN
NOTE:
CONTOUR INFORMATION PER POLK COUNTY LIDAR GIS DATABASE.
SECTS 19, 30 & 31, T26S, R27E
EXHIBIT 6 - UTILITY LOCATION AND DRAINAGE MAP WESTSIDE HAINES CITY CDD

0'	1600'

3200'

DATE: March 16, 2021
Composite Exhibit 7
Summary of Proposed District Facilities and Summary of Probable Cost

District Infrastructure	Construction	Ownership	Capital Financing*	Operation and Maintenance	
Entry Feature & Signage	District	District	District Bonds	District	
Stormwater Facilities	District	District	District Bonds	District	
Lift Stations/Water/Sewer	District	Polk County****	District Bonds	Polk County****	
Street Lighting/Conduit	District	Duke/District**	District Bonds	Duke/District***	
Road Construction	District	District	District Bonds	District	
Parks & Amenities	District	District	District Bonds	District	
Offsite Improvements	District	Polk County	District Bonds	Polk County	
*Costs not funded by bonds will be funded by the developer
** District will fund undergrounding of electrical conduit
***District will fund street lighting maintenance services
**** Haines City will own and maintain the water and sewer infrastructure for the 46 lots in the Southeast corner of the District.

	Brentwood Townhomes	Cascades Single Family	Wynnstone Single Family										

Infrastructure	
Phase 1
  (226 Lots) 2021-2023	
Phase 2
 (124 Lots) 2021-2023	
Phase 3
 (122 Lots) 2021-2023	
Phase 4
 (224 Lots) 2022-2025	
Phase 5
 (248 Lots) 2022-2025	
Phase 1

(597 Lots)
2021-2024	
Phase 2

(74 Lots)
2021-2024	
Phase 3

(344 Lots)
2022-2025	
Phase 1

(305 Lots)
2022-2025	
Phase 2

(284 Lots)
2022-2025	
Phase 3

(204 Lots)
2022-2025	
Total (2,752 Lots)	
Offsite Improvements(1)(5)(7)(11)	$970,000	$200,000	$0	$0	$200,000	$4,000,000	$500,000	$500,000	$2,500,000	$1,250,000	$1,250,000	$11,370,000	
Stormwater Management (1)(2)(3)(5)(6)(7)	$1,284,390	$1,103,340	$1,169,370	$1,721,040	$2,249,280	$2,835,625	$450,000	$2,750,000	$1,300,000	$2,062,500	$1,262,500	$18,188,045	
Utilities (Water, Sewer, & Street Lighting) (1) (5)(7) (9)(11)	$1,169,820	$1,004,920	$1,065,060	$1,567,520	$2,048,640	$2,731,250	$450,000	$2,750,000	$1,265,000	$2,012,500	$1,012,500	$17,077,210	
Roadway (1)(4)(5)(7)	$560,790	$481,740	$510,570	$751,440	$982,080	$1,365,625	$265,000	$1,582,500	$560,000	$1,200,000	$690,000	$8,949,745	
Entry Feature (1)(7)(8)911)	$100,000	$0	$0	$0	$100,000	$750,000	$0	$0	$250,000	$125,000	$125,000	$1,450,000	
Parks and Amenities (1)(7)(11)	$1,000,000	$0	$0	$1,000,000	$0	$1,750,000	$0	$0	$1,000,000	$250,000	$250,000	$5,250,000	
Contingency(11)	$565,000	$310,000	$305,000	$560,000	$620,000	$1,492,500	$185,000	$842,500	$750,000	$200,000	$510,000	$6,340,000	
TOTAL	$5,650,000	$3,100,000	$3,050,000	$5,600,000	$6,200,000	$14,925,000	$1,850,000	$8,425,000	$7,625,000	$7,100,000	$5,100,000	$68,625,000	

Notes:
Infrastructure consists of public roadway improvements, Stormwater management facilities, master sanitary sewer lift station and utilities, entry feature, landscaping and signage, and public neighborhood parks, all of which will be located on land owned by or subject to a permanent easement in favor of the District or another governmental entity.
Excludes grading of each lot in conjunction with home construction, which will be provided by home builder.
Includes Stormwater pond excavation. Does not include the cost of transportation of fill for use of private lots.
Includes sub-grade, base, asphalt paving, curbing, and civil/site engineering.
Includes subdivision infrastructure and civil/site engineering.
Stormwater does not include grading associated with building pads.
Estimates are based on 2020 cost.
Includes entry features, signage, hardscape, landscape, irrigation and fencing.
CDD will enter into a Lighting Agreement with Duke Energy for the streetlight poles and lighting service. Includes only the cost of undergrounding.
Estimates based on 2,752 lots.
The costs associated with the infrastructure are a master cost and is effectively shared by the entire project (All phases).
Exhibit 8
1	2	3	4	5

SCALE: 1" = 200'

E
Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794

	

	

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

     	          Phase        
40 X 110'
(4,400 SF)
50 X 110'*
(5,500 SF)	Total     

WYNNSTONE
1	273	32	305
2	1	283	284
3	204	204
Total	478	315	793
PROJECT NO.
50137547
OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

				

				
				
KEY PLAN

C
SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

BRENTWOOD

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASE 1

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

RL-1
SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASES
2 & 3

A
PROJECT NO.

50137547

OF 4

SECTION 2

DECLARATION OF CONSENT TO JURISDICTION OF WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT
AND TO IMPOSITION OF SPECIAL ASSESSMENTS (ASSESSMENT AREA ONE SPECIAL ASSESSMENTS)
LENNAR HOMES, LLC, a Florida limited liability company (the “Landowner”), is the owner of those lands as more particularly described in Exhibit A attached hereto (the “Property” also known as “Assessment Area One”), located within the boundaries of the Westside Haines City Community Development District (the “District”). The Landowner, intending that it and its successors in interest and assigns shall be legally bound by this Declaration, hereby declares, acknowledges and agrees as follows:

The District is, and has been at all times, on and after March 18, 2021, a legally created, duly organized, and validly existing community development district under the provisions of Chapter 190, Florida Statutes, as amended (the “Act”). Without limiting the generality of the foregoing, the Landowner acknowledges that: (a) the petition filed with the Polk County Board of County Commissioners (“County”), relating to the creation of the District contained all matters required by the Act to be contained therein and was filed in the manner and by the persons required by the Act; (b) Ordinance No. 21-017, enacted by the County and effective on March 18, 2021, was duly and properly adopted by the County in compliance with all applicable requirements of law; (c) the members of the Board of Supervisors of the District (the “Board”) were and are duly and properly designated and/or elected pursuant to the Act to serve in their official capacities and had the authority and right to authorize, approve and undertake all actions of the District approved and undertaken from March 18, 2021, to and including the date of this Declaration.

The Landowner, for itself and its heirs, successors and assigns, hereby confirms and agrees, that the debt special assessments (the “Assessment Area One Special Assessments”) imposed by, but not limited to, Resolutions 2021-25, 2021-26, 2021-29,  and  2021- (collectively, the “Assessment Resolutions”) have been duly adopted by the Board, and all proceedings undertaken by the District with respect thereto have been in accordance with applicable Florida law, that the District has taken all action necessary to levy and impose the Assessment Area One Special Assessments, and the Assessment Area One Special Assessments are legal, valid and binding first liens upon the Property co-equal with the lien of all state, county, city, district and municipal taxes, superior in dignity to all other liens, titles and claims, until paid.
The Landowner, for itself and its heirs, successors and assigns, hereby waives the right granted in Chapter 170.09, Florida Statutes, to prepay the Assessment Area One Special Assessments without interest within thirty (30) days after the improvements are completed, in consideration of the rights granted by the District to prepay the Assessment Area One Special Assessments in full at any time or in part one time, but with interest, under the circumstances set forth in the Assessment Resolutions of the District levying the Assessment Area One Special Assessments.

The Landowner hereby expressly acknowledges, represents and agrees that (i) the Assessment Area One Special Assessments, the Assessment Resolutions, and the terms of the financing documents related to the District’s issuance of the Westside Haines City Community Development District Special Assessment Bonds, Series 2021 (Assessment Area One Project), in
the  principal  amount  of  $ 	(the “Assessment Area One Bonds”), or securing
payment thereof and all other documents and certifications relating to the issuance of the Assessment Area One Bonds (the “Financing Documents”), are valid and binding obligations enforceable in accordance with their terms; (ii) there are no claims or offsets whatsoever against, or defenses or counterclaims whatsoever to, payments of the Assessment Area One Special Assessments or claims of invalidity, deficiency or unenforceability of the Assessment Area One Special Assessments and Financing Documents (and the Landowner hereby expressly waives any such claims, offsets, defenses or counterclaims); (iii) the Landowner expressly waives and relinquishes any argument, claim or defense that foreclosure proceedings cannot be commenced until one (1) year after the date of the Landowner’s default and agrees that, immediate use of remedies in Chapter 170, Florida Statutes, is an appropriate and available remedy, notwithstanding the provisions of Section 190.026, Florida Statutes; (iv) to the extent Landowner fails to timely pay any Assessment Area One Special Assessments collected by mailed notice of the District, such unpaid Assessment Area One Special Assessments and future Assessment Area One Special Assessments may be placed on the tax roll by the District for collection by the Tax Collector pursuant to Section 197.3632, Florida Statutes, in any subsequent year; and (v) any and all rights to challenge the validity of: any argument, claim or defense resulting from any defect or omission of any and all District notices, meetings, workshops, public hearings and other proceedings in relation to the Assessment Area One Special Assessments or the Assessment Area One Bonds that were conducted on or prior to the date hereof whether pursuant to Florida law or any waiver of Florida law granted in said Executive Order, including any extensions thereof.

This Declaration shall represent a lien of record for purposes of Chapter 197, Florida Statutes, including, without limitation, Section 197.573, Florida Statutes. Other information regarding the Assessment Area One Special Assessments is available from the District Manager (Governmental Management Services – Central Florida, LLC), 219 E. Livingston Street, Orlando, Florida 32801.

THE DECLARATIONS, ACKNOWLEDGEMENTS AND AGREEMENTS CONTAINED HEREIN SHALL BE BINDING ON THE LANDOWNER AND ON ALL PERSONS (INCLUDING CORPORATIONS, ASSOCIATIONS, TRUSTS AND OTHER LEGAL ENTITIES) TAKING TITLE TO ALL OR ANY PART OF THE PROPERTY, AND THEIR SUCCESSORS IN INTEREST, WHETHER OR NOT THE PROPERTY IS PLATTED AT SUCH TIME. BY TAKING SUCH TITLE, SUCH PERSONS SHALL BE DEEMED TO
HAVE CONSENTED AND AGREED TO THE PROVISIONS OF THIS DECLARATION TO THE SAME EXTENT AS IF THEY HAD EXECUTED IT AND BY TAKING SUCH TITLE, SUCH PERSONS SHALL BE ESTOPPED FROM CONTESTING, IN COURT OR OTHERWISE, THE VALIDITY, LEGALITY AND ENFORCEABILITY OF THIS DECLARATION.

[Signature page to follow]
EFFECTIVE THIS 	day of June 2021.
IN WITNESS WHEREOF, Landowner and the District have caused this Consent to be executed and delivered on the day and year first written above.

WITNESSES:	LENNAR HOMES, LLC, a Florida
limited liability company

by:	 	
[Print Name]

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence
or ▢ online notarization  this   	
day of 	, 2021, by 	, as
 	 of Lennar Homes, LLC.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	

EXHIBIT A – LEGAL DESCRIPTION OF ASSESSMENT AREA ONE

SECTION B

SECTION 1

AGREEMENT BY AND BETWEEN THE WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT AND GLK REAL ESTATE, LLC, REGARDING TRUE- UP AS TO ASSESSMENT AREA ONE SPECIAL ASSESSMENTS

THIS TRUE-UP AGREEMENT (“Agreement”) is made and entered into this 19th day of July 2021, by and between:

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT, a local unit of
special-purpose government established pursuant to Chapter 190, Florida Statutes, being situated in the City of Haines City, Florida, with a mailing address of 219 East Livingston Street, Orlando Florida 32801 (the “District”), and
GLK REAL ESTATE, LLC, a Florida limited liability company, the developer and owner of certain lands within the District, with a mailing address of 346 East Central Avenue, Winter Haven, Florida 32060, and its successors and assigns (the “Landowner” or “Developer” and, together with the District, the “Parties”).
RECITALS

WHEREAS, the District was established by an ordinance adopted by the County Commission of Polk County, Florida, pursuant to the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the “Act”), and is validly existing under the Constitution and laws of the State of Florida; 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, Landowner is the owner of a portion of the lands within the District and a developer of the same, which lands are described in Exhibit A (“Assessment Area One”); and
WHEREAS, the District has adopted an improvement plan to finance the planning, design, acquisition, construction, and installation of certain infrastructure improvements, facilities, and services, as detailed in the Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021 (the “Engineer’s Report”) for the improvements associated with the development of the “Assessment Area One Project”, attached to this Agreement as Exhibit B and the estimated costs of the improvements related to Assessment Area One Project is identified therein; and
WHEREAS, the District intends to finance a portion of the Assessment Area One Project, through the anticipated issuance of its Westside Haines City Community Development District Special Assessment Bonds, Series 2021 (Assessment Area One Project), in the principal amount of $19,810,000 (the “Assessment Area One Bonds”); and
WHEREAS, pursuant to Resolutions 2021-25, 2021-26, 2021-29, and 2021-35 (the “Assessment Resolutions”), the District imposed special assessments on Assessment Area One (the “Assessment Area One Special Assessments”) within the District to secure the repayment of the Assessment Area One Bonds, including interest thereon; and
WHEREAS, Landowner agrees that all developable lands within Assessment Area One benefit from the timely design, construction, or acquisition of the Assessment Area One Project; and

WHEREAS, Landowner agrees that the Assessment Area One Special Assessments which were imposed on Assessment Area One within the District, have been validly imposed and constitute valid, legal and binding liens upon Assessment Area One, which Assessment Area One Special Assessments remain unsatisfied; and
WHEREAS, to the extent permitted by law, Landowner waives any defect in notice or publication or in the proceedings to levy, impose and collect the Assessment Area One Special Assessments on Assessment Area One within the District; and

WHEREAS, the Master Assessment Methodology, dated March 29, 2021, as supplemented by that Supplemental Assessment Methodology-Assessment Area One, dated July 7, 2021 (together, the “Assessment Report”), provides that as Assessment Area One is platted or re-platted, the allocation of the amounts assessed to and constituting a lien upon Assessment Area One within the District would be allocated and calculated based upon certain density assumptions relating to the number of each lot type to be constructed on Assessment Area One within the District, which assumptions were provided by Landowner; and

WHEREAS, Landowner intends that Assessment Area One within the District will be platted, planned and developed based on then-existing market conditions, and the actual densities developed may be at some density less than the densities assumed in the District's Assessment Report; and

WHEREAS, the District's Assessment Report anticipates a mechanism by which Landowner shall, if required, make certain payments to the District in order to satisfy, in whole or in part, the assessments allocated and the liens imposed pursuant to the Assessment Resolutions, the amount of such payments being determined generally by a calculation of the remaining unallocated debt prior to the recording of any plat or site plan for a parcel or tract, as described in the District’s Assessment Report (which payments shall collectively be referenced as the “True-Up Payment”); and

WHEREAS, Landowner and the District desire to enter into an agreement to confirm Landowner’s intention and obligation, if required, to make the True-Up Payment related to the Assessment Area One Special Assessments, subject to the terms and conditions contained herein.
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. RECITALS. The recitals stated above are true and correct and by this reference are incorporated into and form a material part of this Agreement.

SECTION 2.	COVENANTS.

The provisions of this Agreement shall constitute a covenant running with Assessment Area One lands, which lands are described herein in Exhibit A, and shall remain in full force and effect and be binding upon Landowner, its heirs, legal representatives, estates, successors, grantees, and assigns until released pursuant to the terms herein.
Landowner agrees that to the extent Landowner fails to timely pay all Assessment Area One Special Assessments collected by mailed notice of the District, said unpaid Assessment Area One Special Assessments (including True-Up Payments), may be placed on the tax roll by the District for collection by the Tax Collector pursuant to Section 197.3632, Florida Statutes, in any subsequent year.
SECTION 3.	SPECIAL ASSESSMENT REALLOCATION.

Assumptions as to the Assessment Area One Special Assessments. As of the date of the execution of this Agreement, Landowner has informed the District that Landowner intends to plat its portion of Assessment Area One into a total of 226 Townhomes in Brentwood Phase 1, 298 single family homes in Cascades Phase 1A and 1B, and 23 Single Family Homes in Cascades Phase 2 or 522.5 Equivalent Residential Units (“ERUs”).
Process for Reallocation of Assessments. The Assessment Area One Special Assessments will be reallocated among Assessment Area One as Assessment Area One is platted or re-platted (hereinafter referred to as “plat” or “platted”). In connection with such platting of Assessment Area One of the District, the Assessment Area One Special Assessments imposed on the lands being platted will be allocated based upon the precise number and type of lots within the area being platted. It is intended that all the Assessment Area One Special Assessments will be assigned to the number and type of platted lots platted in Assessment Area One. In furtherance thereof, at such time as any portion of Assessment Area One is to be platted, Landowner covenants that such plat or plats shall be presented to the District. The District shall allocate the Assessment Area One Special Assessments to the number and type of lots being platted and the remaining lands in Assessment Area One in accordance with the District’s Assessment Report and cause such reallocation to be recorded in the District’s Improvement Lien Book.
It is or will be an express condition of the liens established by the Assessment Resolutions that any and all plats containing any portion of Assessment Area One within the District owned by Landowner shall be presented to the District for review and allocation of the Assessment Area One Special Assessments to the lots being platted and the remaining property within Assessment Area One in accordance with the Assessment Report (“Reallocation”). Landowner covenants to comply with this requirement for the Reallocation. The District agrees that no further action by the Board
of Supervisors shall be required. The District’s review of the plats shall be limited solely to the Reallocation of Assessment Area One Special Assessments and enforcement of the District’s assessment liens. Nothing herein shall in any way operate to or be construed as providing any other plat and plan approval or disapproval powers to the District.
The purpose of the True-Up calculation is to ensure that the bond debt will be able to be assigned to at least the number and type of platted lots within Assessment Area One of the District. Thus, at the time of platting of any portion of Assessment Area One, or any re-platting thereof, there must be at least the number of EAUs platted lots in Assessment Area One to assign the bond debt to. If not, subject to subsection (v) below, the District would require a True-Up Payment from Landowner or the person or entity seeking to file such plat in an amount sufficient to reduce the remaining bond debt to the actual number of lots platted in Assessment Area One in the par amount per platted lot as set forth in the Assessment Report.
The True-Up calculation shall be performed at the time any portion of Assessment Area One is platted.
If at the time the True-Up calculation is performed, it is determined that less than the number and type of lots are to be platted within Assessment Area One, a True-Up Payment shall become immediately due and payable. Any such True-Up Payment determined to be due by shall be paid in full prior to approval of the plat. Such True-Up Payment shall be in addition to the regular Assessment Area One installment payable for Assessment Area One. The District will take all necessary steps to ensure that True-Up Payments are made in a timely fashion to ensure its debt service obligations are met, and in all cases, Landowner agrees that such payments shall be made in order to ensure the District’s timely payment of the debt service obligations on the Assessment Area One Bonds. The District shall record all True-Up Payments in its Improvement Lien book. If such True-Up Payment is made at least 45 days prior to an interest payment date on the Assessment Area One Bonds, Landowner shall include accrued interest as part of the True- Up Payment to such interest payment date. If such True-Up Payment becomes due within 45 days of the next interest payment date, accrued interest shall be calculated to the next succeeding interest payment date.
The foregoing is based on the District's understanding with Landowner that at least 522.5 ERUs will be assigned to Assessment Area One, as identified in the Assessment Report and Engineer’s Report. However, the District agrees that nothing herein prohibits more or less than the anticipated number of ERUs to be assigned to Assessment Area One. In the event Landowner plats less than 522.5 EAUs within Assessment Area One, the Landowner may either make a True-Up Payment or leave unassigned Assessment Area One Special Assessments on un-platted lands within Assessment Area One, provided the maximum debt allocation per developable acre as set forth in the Assessment Resolution is not exceeded. In no event shall the District collect Assessment Area One Special Assessments pursuant to the Assessment Resolutions in excess of the total debt service related to the Assessment Area One Project, including all costs of financing and interest. The District, however, may collect Assessment Area One Special Assessments in excess of the annual debt service related to the Assessment Area One Project, including all costs of financing and interest, which shall be applied to prepay
the Assessment Area One Bonds. If the strict application of the True-Up methodology to any Reallocation for any plat pursuant to this paragraph would result in Assessment Area One Special Assessments collected in excess of the District's total debt service obligation for the Assessment Area One Project, the District agrees to take appropriate action by resolution to equitably Reallocate the assessments.
SECTION 4. ENFORCEMENT. This Agreement is intended to be an additional method of enforcement of Landowner’s obligation to pay the Assessment Area One Special Assessments and to abide by the requirements of the Reallocation of Assessment Area One Special Assessments, including the making of the True-Up Payment, if any, as set forth in the Assessment Resolutions. A default by any Party under this Agreement shall entitle any other Party to all remedies available at law or in equity, but excluding special, consequential or punitive damages.

SECTION 5. RECOVERY OF COSTS AND FEES. In the event any Party is required to enforce this Agreement by court proceedings or otherwise, then the substantially prevailing party, as determined by the applicable court or other dispute resolution provider, shall be entitled to recover from the other(s) all fees and costs incurred, including reasonable attorneys' fees and costs incurred prior to or during any litigation or other dispute resolution and including all fees and costs incurred in appellate proceedings.

SECTION 6. NOTICE. All notices, requests, consents and other communications  hereunder ("Notices") shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, by overnight delivery service, or electronic or hand delivered to the Parties, as follows:

If to the District:	Westside Haines City Community Development District 219 East Livingston Street Orlando, Florida 32801
Attn: District Manager

With a copy to:	Hopping Green & Sams, P.A.
119 South Monroe Street, Suite 300 Post Office Box 6526
Tallahassee, Florida 32064 Attn: Roy Van Wyk

If to Landowner:	GLK Real Estate, LLC 346 East Central Avenue
Winter Haven, Florida 32060 Attn: Gary Price

With a copy to:	Straughn & Turner, P.A. 255 Magnolia Avenue SW
Winter Haven, Florida 32060 Attn: Richard E. Straughn
Except as otherwise provided herein, any Notice shall be deemed received only upon actual delivery at the address or telecopy number set forth herein. If mailed as provided above, Notices shall be deemed delivered on the third business day unless actually received earlier. Notices hand 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, address or telecopy number to which Notices shall be sent by providing the same on five (5) days written notice to the parties and addressees set forth herein.

Notwithstanding the foregoing, to the extent Florida law requires notice to enforce the collection of any assessments placed on Assessment Area One by the District, then the provision of such notice shall be in lieu of any additional notice required by this Agreement.

SECTION 7.	ASSIGNMENT.

Landowner may not assign its duties or obligations under this Agreement except in accordance with the terms of this Section 7(C) below. This Agreement shall constitute a covenant running with title to all or any portion of Assessment Area One, binding upon Landowner and its successors and assigns including, without limitation, any purchaser and its successors and assigns as to Assessment Area One or portions thereof, and any transferee of any portion of Assessment Area One, but shall not be binding upon transferees permitted by Sections 7(B)(i), (ii) or (iii) below.

No portion of Assessment Area One may be transferred to any third party without complying with the terms of Section 7(C) below, other than:

Platted and fully-developed lots to homebuilders restricted from re-platting.

Platted and fully-developed lots to end users.

Portions of Assessment Area One exempt from debt special assessments or to be dedicated to the City, the County, the District or other governmental agencies.

Any transfer of any portion of Assessment Area One pursuant to subsections (i), (ii) or (iii) of this Section 7(B), shall constitute an automatic release of such portion of Assessment Area One from the scope and effect of this Agreement.

Landowner shall not transfer any portion of Assessment Area One to any third party, except as permitted by Sections 7(B)(i), (ii) or (iii) above, without satisfying the following conditions (“Transfer Conditions”):
delivering a recorded copy of this Agreement to such third party; and
satisfying any True-Up Payment that results from a True-Up analysis that will be performed by the District Manager prior and as a condition to such transfer.

Any transfer that is consummated pursuant to this Section 7(C) shall operate as a release of Landowner from its obligations under this Agreement as to such portion of Assessment Area One only arising from and after the date of such transfer and satisfaction of all of the Transfer Conditions including payment of any True-Up Payment due pursuant to subsection 7(C)(ii) above, and the transferee shall be deemed to have assumed Landowner’s obligations in accordance herewith and shall be deemed the “Landowner” from and after such transfer for all purposes as to such portion of Assessment Area One so transferred.

SECTION 8. AMENDMENT. This Agreement shall constitute the  entire  agreement between the Parties regarding the subject matter discussed herein and may be modified in writing only by the mutual agreement of all Parties. This Agreement may not be amended without the prior written consent of the Trustee on behalf and acting at the direction of the bondholders owning more than 50% of the aggregate principal amount of the applicable Assessment Area One Bonds then outstanding with regard to material amendments.

SECTION 9. AUTHORIZATION. The execution of this Agreement has been duly  authorized by the appropriate body or official of the District and Landowner, both the District and Landowner have complied with all the requirements of law, and both the District and Landowner have full power and authority to comply with the terms and provisions of this Agreement.

SECTION 10. TERMINATION. This Agreement shall continue in effect until it is rescinded in writing by the mutual assent of each Party, provided, however, that this Agreement and the covenants contained herein may not be terminated or released prior to platting and development of all Assessment Area One without the prior written consent of the Trustee on behalf and acting at the direction of bondholders owning more than 50% of the aggregate principal amount of the applicable Assessment Area One Bonds then outstanding with regard to amendments having a material effect on the District’s ability to pay debt service on the Assessment Area One Bonds.

SECTION 11. NEGOTIATION AT ARM’S LENGTH. 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 and received the advice of counsel. In the case of a dispute concerning the interpretation of any provision of this Agreement, The Parties are deemed to have drafted, chosen and selected the language, and the doubtful language will not be interpreted or construed against either Party.

SECTION 12. THIRD PARTY BENEFICIARIES. This Agreement is solely for the benefit of the District and Landowner 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 Agreement. Except as provided in the immediately succeeding sentence, nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or entity other than the District and Landowner any right, remedy or claim under or by reason of this Agreement or any provisions or conditions of this Agreement; and all of the provisions, representations, covenants and conditions contained in
this Agreement shall inure to the sole benefit of and shall be binding upon the District and Landowner and their respective representatives, successors and assigns. Notwithstanding anything herein to the contrary, the Trustee for the Assessment Area One Bonds, on behalf of the owners of the Assessment Area One Bonds, shall be a direct third-party beneficiary of the terms and conditions of this Agreement and shall be entitled to enforce Landowner’s obligations hereunder. The Trustee shall not be deemed to have assumed any obligations hereunder.

SECTION 13.	LIMITATIONS ON GOVERNMENTAL LIABILITY. Nothing in this Agreement
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 Agreement shall inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under the Doctrine of Sovereign Immunity or by operation of law.

SECTION 14. APPLICABLE LAW AND VENUE. This Agreement and the provisions contained herein shall be construed, interpreted, and controlled according to the laws of the State of Florida. Each Party consents that the exclusive venue for any litigation arising out of or related to this Agreement shall be in a court of appropriate jurisdiction, in and for Polk County, Florida.

SECTION 15. PUBLIC RECORDS.  Landowner understands and agrees that all documents of any kind provided to the District in connection with this Agreement may be public records and may require treatment as such in accordance with Florida law.

SECTION 16. EXECUTION IN COUNTERPARTS. This instrument may be executed in any number of counterparts, each of which, when executed and delivered, shall constitute an original, and such counterparts together shall constitute 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.

SECTION 17. SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Agreement shall not affect the validity or enforceability of the remaining portions of this Agreement, or any part of this Agreement not held to be invalid or unenforceable.

SECTION 18. EFFECTIVE DATE. This Agreement shall become effective after execution by the Parties hereto on the date reflected above.

[Signature pages follow]
IN WITNESS WHEREOF, Landowner and District have caused this Agreement to be executed and delivered on the day and year first written above.

WITNESSES:	GLK REAL ESTATE, LLC,
a Florida limited liability company

Gary Price, Manager

[Print Name]

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online notarization this       day of 	, 2021, by Gary Price, as Manager of GLK Real Estate, LLC, on behalf of the company.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	
WITNESSES:	WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

Lauren O. Schwenk

[Print Name]	Vice Chairperson, Board of Supervisors

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or  ▢ online  notarization  this      day of 	, 2021, by Lauren O. Schwenk, as Vice Chairperson of the Board of Supervisors of Westside Haines City Community Development District.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	

Exhibit A:	Legal Description of Assessment Area One
Exhibit B:	Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021
EXHIBIT A - LEGAL DESCRIPTION OF ASSESSMENT AREA ONE
EXHIBIT B – ENGINEER’S REPORT

Westside Haines City Community Development District
Engineer's Report
March 29, 2021

SUBMITTED BY:
Dewberry Engineers Inc. 800 North Magnolia Avenue Suite 1000
Orlando, Florida 32803
407-843-5120
TABLE OF CONTENTS

Introduction	2
Purpose and Scope	4
The Development	4
Capital Improvements	4
Stormwater Management Facilities	5
Public Roadways	5
Water and Wastewater Facilities	6
Off-Site Improvements	6
Amenities and Parks	6
Electric Utilities and Lighting	6
Entry Features	6
Miscellaneous	7
Permitting	7
Recommendation	8
Report Modification	8
Summary and Conclusion	8
Engineer’s Certification	8
List of Exhibits
Aerial Location Map	Exhibit 1
Legal Description	Exhibit 2
District Boundary Map	Exhibit 3
Land Use Map	Exhibit 4
Zoning Map	Exhibit 5
Utility Location Map and Drainage Flow Pattern Map	Exhibit 6
Summary of Opinion of Probable Cost	Exhibit 7
Summary of District Facilities	Exhibit 8
Overall Site Plan	Exhibit 9

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
Westside Haines City Community Development District
INTRODUCTION
The Westside Haines City Community Development District (the ''District" or “CDD”) is located on the west side of US Highway 27 (SR 25) from the Minute Maid Ramp Road, south crossing Holly Hill Grove Road 1, 2, and 3 to the southern boundary of Massee Road. The District also crosses Holly Hill Tank Road to the west of FDC Grove Road. The District is located with the city limits of Haines City, Florida (“City”) and the unincorporated area of Polk County (“County”). The District currently contains approximately 613.43 acres and is expected to consist of 2,752 residential lots of various sizes for single-family lots and townhome lots with recreation/amenity areas, parks, and associated infrastructure for the various villages.

The  CDD  was  established  under  County  Ordinance  No.  ________,  which  was  approved  by  the  Polk  County
Commission or City of Haines City on March 17, 2021, and became effective on	_. The District will own
and operate the public roadways, utilities systems, and stormwater management facilities, as well as the landscape, irrigation, signage, and recreational facilities within the development.

The Master Developer (“Developer”) GLK Real Estate LLC is based in Winter Haven, Florida. The Development is approved as a Planned Development (PD) for Residential Units and is divided into three (3) villages: Brentwood, Cascades, and Wynnstone. A land use summary is presented in Table 1.

Public improvements and facilities financed, acquired, and/or constructed by the District will be designed and constructed to conform to regulatory criteria from the city, county, Southwest Florida Water Management District (SWFWMD), and other applicable agencies with regulatory jurisdiction over the development, an overall estimate of the probable cost of the public improvements are provided in Exhibit 7 of this report.

The Capital Improvement Plan (“CIP” or this “Engineer’s Report”) reflects the present intentions of the District and the landowners. It should be noted that the location of proposed facilities and improvements may be adjusted during the final design, permitting, and implementation phases. It should also be noted that any modifications will not diminish the benefits to the property within the District. The District reserves the right to make reasonable adjustments to the development plan to meet applicable regulatory requirements of agencies with jurisdiction over the development while maintaining a comparable level of benefits to the lands served by the improvements. Changes and modifications are expected as changes in regulatory criteria are implemented.

TABLE 1	AREA	
Master Stormwater System	49.14	
Residential Land (Single-Family and Townhomes Lots)	240.91	
Roadways Infrastructure & Public Facilities	95.29	
Lakes	5.09	
Amenity Center	2.09	
Open Space/Conservation Areas/Parks	220.91	
TOTAL	613.43	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

TABLE 2 PHASING SUMMARY			
PHASE	NO. UNITS	AREA(AC)	
Cascades 1	597		
Cascades 2	74		
Cascades 3	344		
Brentwood 1	226		
Brentwood 2	124		
Brentwood 3	122		
Brentwood 4	224		
Brentwood 5	248		
Wynnstone 1	305		
Wynnstone 2	284		
Wynnstone 3	204		
Amenity/Recreational Parcel			
Infrastructure Roadways			
Ponds/Lake/Stormwater Conservation/Open space			
TOTAL – Westside Haines City CDD	2,752	613.43	

TABLE 3 LOT TYPES				
PHASE	LOT TYPE	UNITS	AREA (AC)	
Cascades 1	40-ft Lots	404		
	50-ft Lots	193		
Cascades 2	40-ft Lots	30		
	50-ft Lots	44		
Cascades 3	40-ft Lots	219		
	50-ft Lots	125		
Brentwood 1	Townhomes	226		
Brentwood 2	Townhomes	124		
Brentwood 3	Townhomes	122		
Brentwood 4	Townhomes	224		
Brentwood 5	Townhomes	248		
Wynnstone 1	40-ft Lots	273		
	50-ft Lots	32		
Wynnwood Phase 2	40-ft Lots	1		
	50-ft Lots	283		
Wynnwood Phase 3	40-ft Lots	204		
TOTAL LOTS IN THE DISTRICT		2,752	613.43	

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

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
All roadway improvements including sidewalks in the right-of-way and storm drainage collection systems (from the curb inlets to their connection to the stormwater ponds) within the development will be maintained by the District. Water distribution and wastewater collection systems (gravity lines, force mains, and lift stations) will be dedicated to the County or the City for ownership and maintenance upon completion. The southeastern 46 lots in Cascades Phase 1 will have a private lift station maintained by the CDD and will connect to Haines City’s water and sewer service.

PURPOSE AND SCOPE
The purpose of this report is to provide engineering support for the funding of the proposed improvements within the District. This report will identify the proposed public infrastructure to be constructed or acquired by the District along with an Opinion of Probable Construction Costs. The District will finance, construct, acquire, operate, and maintain all or specific portions of the proposed public infrastructure.

The predominant portion of this report provides descriptions of the proposed public infrastructure improvements, determination of estimated probable construction costs, and the corresponding benefits associated with the implementation of the described improvements. Detailed site construction plans and specifications have not yet been completed and permitted for the improvements described herein. The engineer has considered and in specific instances has relied upon, the information and documentation prepared or supplied by others to prepare this Engineer’s Report.

THE DEVELOPMENT
The development will consist of a total of 2,752 residential units and associated infrastructure. The development is a planned residential community located West of US Highway 27 (SR 25) and consisting of 613.43 acres from the northern boundary around Minute Main Ramp Road 1 and extending south to the southern boundary located around Mossee Road. The District is located within Polk County and the City of Haines City. The land use for the District is planned unit development. The development is zoned RL-1, RL-2, RL-3, and RM within the city limits and zoned RMX and ECX within the unincorporated area of Polk County. The development will be constructed in three (3) villages and have up to eleven (11) phases.

CAPITAL IMPROVEMENTS
The CIP consists of public infrastructure in each village and each phase of said village. The primary portions of the CIP will provide for stormwater pond construction, roadways built to an urban roadway typical section, water, and sewer facilities including three (3) lift stations and one (1) regional lift station, and off-site improvements (including turn lanes and extension of water and sewer mains to serve the development).

There will also be stormwater structures and conveyance culverts within the CIP that will outfall into the various on-site stormwater ponds. These structures and pond areas comprise the overall stormwater facilities of the CIP. Installation of the water distribution and wastewater collection system will also occur at this time as well as the 4 (four) lift stations serving the project. Below-ground installation of telecommunications and cable television will occur but will not be funded by the District. Installation of streetlights and power within the public rights-of-way or easements will be funded by the District.

As a part of the recreational component of the CIP, there are various amenity centers within the development and specifically for each of the villages of the development. There are four (4) amenity centers: one (1) in the Village of Cascades, one (1) in Wynnstone, and two (2) within Brentwood. The total area of the amenity and recreational parcels is 12.89 acres. There will be conservation areas as well that can serve as passive parks within the various villages and the

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
development that are available to the public for utilization of the facilities. The amenity centers and recreational areas will have connectivity via sidewalks to the other portions of the District. The amenity centers and recreational areas will be accessed by the public roadways and sidewalks.

CAPITAL IMPROVEMENT PLAN COMPONENTS
The CIP for the District includes the following:

Stormwater Management Facilities
Stormwater Management facilities consisting of storm conveyance systems and retention/detention ponds are contained within the District boundaries. Stormwater will be discharged via roadway curb and gutter and storm inlets. Storm culverts convey the runoff into the proposed retention ponds for water quality treatment and attenuation. The proposed stormwater systems will utilize dry retention and wet retention for biological pollutant assimilation to achieve water quality treatment. The design criteria for the District’s stormwater treatment systems are regulated by the city, the county, and SWFWMD. There are various conservation areas throughout the District and will be preserved in the existing condition and these will accept stormwater discharges from our ponds as shown on Exhibit 6.

Federal Emergency Management Agency Flood Insurance Rate Map (FEMA FIRM) Panel No. 12105C0225G, effective date December 22, 2016, demonstrates that the property is located within Flood Zones X, A, and AE. Based on this information and the site topography, it appears that 100-year compensation will be done in areas where we will impact existing depressions throughout the development and the 100-year flood volumes will be compensated as it is required by the city, county, and FEMA.

During the construction of stormwater management facilities, utilities, and roadway improvements the contractor will be required to adhere to a Stormwater Pollution Prevention Plan (SWPPP) as required by the FDEP as delegated by the Environmental Protection Agency (EPA). The SWPPP will be prepared to depict the proposed recommended locations of required erosion control measures and staked turbidity barriers specifically along the downgradient side of any proposed construction activity. The site contractor will be required to provide the necessary reporting as required by the National Pollutant Discharge Elimination System (NPDES) General Permit with erosion control, its maintenance, and any rainfall events that occur during construction activity.

Public Roadways
The proposed public roadway sections include a 24-foot wide roadway consisting of asphalt and with Miami curbs or Type F curb and gutter on both sides along with a 50-foot right-of-way. The proposed roadway section will consist of stabilized subgrade, a lime rock, crushed concrete, or cement-treated base and asphalt type roadway wearing surface. The proposed curb is to be 2-feet wide and placed along the edge of the proposed roadway section for purposes of protecting the integrity of the pavement, and also to provide stormwater runoff conveyance to the proposed stormwater inlets.

The proposed roadways will also require signing and pavement markings within the public rights-of-way, as well as street signs depicting street name identifications, and addressing, which will be utilized by the residents and public. As stated above, the District's funding of roadway construction will occur for all public roadways.
Water and Wastewater Facilities
A potable drinking water system inclusive of water main, gate valves, fire hydrants, and appurtenances will be installed for the District. The water service provider will be Polk County Public Utilities. The water system will be designed to provide an equally distributed system that provides redundancy to the system. These facilities will be installed within

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
the proposed public rights-of-way and will provide potable drinking water (domestic) and fire protection services to serve the entire District.

A domestic wastewater collection system inclusive of gravity sanitary sewer mains and sewer laterals will be installed. The gravity sanitary sewer mains will be a minimum of eight (8)-inch diameter PVC pipe systems. The gravity sanitary sewer lines will be placed inside of the proposed public rights-of-way, under the proposed paved roadways. Laterals will branch off from these sewer lines to serve the individual lots. Lift stations are anticipated for this CIP. Flow from the lift station shall be connected to a proposed force main that will interconnect three (3) lift stations and all discharge to a master lift station that will pump through a force main that will connect to the city water treatment facility located north of the development.

Polk County Public Utilities will provide the reclaimed water to be used for all irrigation within the CDD. The reclaimed water will be funded by the District and installed onsite within the roadways to provide for irrigation within the public right-of-way or any areas needing irrigation. Any water, sewer, or reclaim water pipes or facilities placed on private property will not be publicly funded.

Off-Site Improvements
The District will provide funding for the anticipated turn lanes at the development entrances. The site construction activities associated with the CIP are anticipated to be completed by villages and phases based on the estimated schedule for each village and phase. The schedule is shown on Exhibit 7. Upon completion of each phase within each village, the improvements will be through the required inspections as well as final certifications of completions will be obtained from SWFWMD, Polk County Health Department (water distribution system), FDEP (wastewater collection), and the city/county.

Amenities and Parks
The District will provide funding for an amenity center to include the following: parking areas, pavilion with public restroom facilities, pool, all-purpose playfields, and walking trails between the phases and villages to provide connectivity to the various amenity centers within the CDD. In addition, there will be public passive parks throughout the development, which will include benches and walking trails.

Electric Utilities and Lighting
The electric distribution system thru the District is currently planned to be underground, The District presently intends to fund and construct the electric conduit, fund and construct the cost for the under-grounding of the electrical system, transformer/cabinet pads, and electric manholes required by Duke Energy (Duke). Electric facilities will be owned and maintained by Duke after the dedication, with Duke providing underground electrical service to the Development. The CDD presently intends to fund the cost to purchase and install the street lighting along the internal roadways within the CDD. These lights will be operated, and maintained by Duke after the completion, with the District funding maintenance costs.
Entry Feature
Landscaping, irrigation, entry features, and walls at the entrances and along the outside boundary of the Development will be provided by the District. The irrigation system will use reclaimed water or an irrigation well. The well and irrigation water mains to the various phases of the development will be constructed and acquired by the CDD with District funds and operated and maintained by the CDD. Landscaping for the roadways will consist of sod, annual flowers, shrubs, ground cover, and trees for the internal roadways within the CDD. Perimeter fencing will be provided

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
at the site entrances and perimeters. These items will be funded, owned, and maintained by the CDD. It is noted that the City requires the walls as a buffer the development and thus will be funded together with the landscaping.

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

Permitting
Construction permits for all phases are required and include the SWFWMD ERP, Polk County Health Department, FDEP, and City construction plan approval.

Following is a summary of required permits obtained or pending approval for the construction of the public infrastructure improvements for the District:

Phase 1 – All Villages				
Permits/Approvals	Approval/Expected Date			
	Cascades Phase 1	Cascades Phase 2	Brentwood Townhomes
Phase 1	
Zoning Approval	Haines	City	RPUD
expected 4/1/21	Haines City RPUD – N/A	N/A	
Preliminary Plat	Haines City - 4/1/21	Haines City Preliminary
Plat – N/A	N/A	
SWFWMD ERP	Expected 04/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Construction Permits	Expected 4/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Polk County Health Department Water	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP Sanitary Sewer General Permit	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP NOI	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	

Other Phases and Villages		
Permits/Approvals	Approval/Expected Date	
Zoning Approval	TBO	
Preliminary Plat	TBO	
SWFWMD ERP	TBO	
Polk County Utilities Permits	TBO	
Polk County Health Department General
Water Distribution Permit	TBO	
FDEP Sanitary Sewer General Permit	TBO	
FDEP NOI – NPDES	TBO	
City of Haines City Construction Permit	TBO	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
RECOMMENDATION
As previously explained within this report, the public infrastructure, as described, is necessary for the development and functional operation as required by the City and County. The site planning, engineering design, and construction plans for the infrastructure are or will be in accordance with the applicable requirements of the City, the County, and the SWFWMD. It should be noted that the infrastructure will provide its intended use and function so long as the construction and installation are in substantial conformance with the design construction plans and regulatory permits.

Items utilized in the Opinion of Probable Costs for this report are based upon the proposed plan infrastructure as shown on construction drawings incorporating specifications in the most current SWFWMD, Polk County, and the City regulations.
REPORT MODIFICATION
During the development and implementation of the designed public infrastructure improvements, it may be necessary to make modifications and/or deviations to the plans. However, if such deviations and/or revisions do not change the overall primary objective of the plan for such improvements, then the cost differences would not materially affect the proposed construction cost estimates.
SUMMARY AND CONCLUSION
The improvements as outlined are necessary for the functional development of the Project. The Project is being designed in accordance with current government regulatory requirements. The Project will serve its intended function provided the construction is in substantial compliance with the design. Items of construction for the Project are based upon current development plans.

ENGINEER’S CERTIFICATION
It is our professional opinion that the public infrastructure costs for the CIP provided in this report are reasonable to complete the construction of the public infrastructure improvements. Furthermore, the public infrastructure improvements will benefit and add value to lands within the District and the value is at least the same as the costs for said improvements. t is noted that all financed property improvements will be located on district owned lands that is or will be at the time of conveyance to the district or subject to a permanent easement in favor of the district or another public governmental entity.

The Opinion of Probable Costs for the public infrastructure improvements is only an estimate and is not a guaranteed maximum price. The estimated costs are based upon current unit prices and on our experience with ongoing and similar projects and basis in the county and city. However; labor market, future costs of equipment; materials, changes to the regulatory permitting agencies' activities, and the actual construction processes employed by the chosen site contractor are beyond the engineer's control. Due to this inherent opportunity for changes (upward or downward) in the construction costs, the total, final construction cost may be more or less than this estimate.

Based upon the presumption that the CIP construction continues in a timely manner, it is our opinion that the costs of the CIP proposed represent a system of improvements benefitting all developable property located within the District, are fair and reasonable, and that the District-funded improvements are assessable improvements within the meaning of Chapter 190, F.S. We have no reason to believe that the CUP improvements cannot be constructed at the cost described in this report. We expect the improvements to be constructed or acquired by the District with bond proceeds, as indicated within this report. We believe that the District will be well served by the improvements discussed in this report.

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
I hereby certify that the foregoing is a true and correct copy of the engineer’s report for the Westside Haines City Community Development District.

Reinardo Malavé, P.E. Florida License No. 31588

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 1 - LOCATION MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021
L EGAL DESCRIPTIONS:

 

 	

 	     						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
1	

L EGAL DESCRIPTIONS:

”
”	”
”

”
”
”						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
2	
L EGAL DESCRIPTIONS:

  

”
”

 	            

	 ”
”

            

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
3	
L EGAL DESCRIPTIONS:						

”						
	”					

						

						

						

						

						

						

						

						

						

						

						

 						

		

						
”						
	”					

						

						

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
4	
L EGAL DESCRIPTIONS:

   

  	   

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
5	

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 3 - BOUNDARY MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.
WEST HAINES CITY CDD BOUNDARY

POLK CO.

HAINES CITY

HAINES CITY

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 4 - EXSITING LAND USE WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK COUNTY - FUTURE LAND USE

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 5 - FUTURE LAND USE WESTSIDE HAINES CITY CDD

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021

POLK CO.

HAINES CITY

POLK CO.

HAINES CITY
POLK CO.

HAINES CITY

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
DRAINAGE AREA LIMITS DRAINAGE PATTERN
EXISTING WATER MAIN EXISTING FORCE MAIN EXISTING RECLAIM MAIN
NOTE:
CONTOUR INFORMATION PER POLK COUNTY LIDAR GIS DATABASE.
SECTS 19, 30 & 31, T26S, R27E
EXHIBIT 6 - UTILITY LOCATION AND DRAINAGE MAP WESTSIDE HAINES CITY CDD

0'	1600'

3200'

DATE: March 16, 2021
Composite Exhibit 7
Summary of Proposed District Facilities and Summary of Probable Cost

District Infrastructure	Construction	Ownership	Capital Financing*	Operation and Maintenance	
Entry Feature & Signage	District	District	District Bonds	District	
Stormwater Facilities	District	District	District Bonds	District	
Lift Stations/Water/Sewer	District	Polk County****	District Bonds	Polk County****	
Street Lighting/Conduit	District	Duke/District**	District Bonds	Duke/District***	
Road Construction	District	District	District Bonds	District	
Parks & Amenities	District	District	District Bonds	District	
Offsite Improvements	District	Polk County	District Bonds	Polk County	
*Costs not funded by bonds will be funded by the developer
** District will fund undergrounding of electrical conduit
***District will fund street lighting maintenance services
**** Haines City will own and maintain the water and sewer infrastructure for the 46 lots in the Southeast corner of the District.

	Brentwood Townhomes	Cascades Single Family	Wynnstone Single Family										

Infrastructure	
Phase 1
  (226 Lots) 2021-2023	
Phase 2
 (124 Lots) 2021-2023	
Phase 3
 (122 Lots) 2021-2023	
Phase 4
 (224 Lots) 2022-2025	
Phase 5
 (248 Lots) 2022-2025	
Phase 1

(597 Lots)
2021-2024	
Phase 2

(74 Lots)
2021-2024	
Phase 3

(344 Lots)
2022-2025	
Phase 1

(305 Lots)
2022-2025	
Phase 2

(284 Lots)
2022-2025	
Phase 3

(204 Lots)
2022-2025	
Total (2,752 Lots)	
Offsite Improvements(1)(5)(7)(11)	$970,000	$200,000	$0	$0	$200,000	$4,000,000	$500,000	$500,000	$2,500,000	$1,250,000	$1,250,000	$11,370,000	
Stormwater Management (1)(2)(3)(5)(6)(7)	$1,284,390	$1,103,340	$1,169,370	$1,721,040	$2,249,280	$2,835,625	$450,000	$2,750,000	$1,300,000	$2,062,500	$1,262,500	$18,188,045	
Utilities (Water, Sewer, & Street Lighting) (1) (5)(7) (9)(11)	$1,169,820	$1,004,920	$1,065,060	$1,567,520	$2,048,640	$2,731,250	$450,000	$2,750,000	$1,265,000	$2,012,500	$1,012,500	$17,077,210	
Roadway (1)(4)(5)(7)	$560,790	$481,740	$510,570	$751,440	$982,080	$1,365,625	$265,000	$1,582,500	$560,000	$1,200,000	$690,000	$8,949,745	
Entry Feature (1)(7)(8)911)	$100,000	$0	$0	$0	$100,000	$750,000	$0	$0	$250,000	$125,000	$125,000	$1,450,000	
Parks and Amenities (1)(7)(11)	$1,000,000	$0	$0	$1,000,000	$0	$1,750,000	$0	$0	$1,000,000	$250,000	$250,000	$5,250,000	
Contingency(11)	$565,000	$310,000	$305,000	$560,000	$620,000	$1,492,500	$185,000	$842,500	$750,000	$200,000	$510,000	$6,340,000	
TOTAL	$5,650,000	$3,100,000	$3,050,000	$5,600,000	$6,200,000	$14,925,000	$1,850,000	$8,425,000	$7,625,000	$7,100,000	$5,100,000	$68,625,000	

Notes:
Infrastructure consists of public roadway improvements, Stormwater management facilities, master sanitary sewer lift station and utilities, entry feature, landscaping and signage, and public neighborhood parks, all of which will be located on land owned by or subject to a permanent easement in favor of the District or another governmental entity.
Excludes grading of each lot in conjunction with home construction, which will be provided by home builder.
Includes Stormwater pond excavation. Does not include the cost of transportation of fill for use of private lots.
Includes sub-grade, base, asphalt paving, curbing, and civil/site engineering.
Includes subdivision infrastructure and civil/site engineering.
Stormwater does not include grading associated with building pads.
Estimates are based on 2020 cost.
Includes entry features, signage, hardscape, landscape, irrigation and fencing.
CDD will enter into a Lighting Agreement with Duke Energy for the streetlight poles and lighting service. Includes only the cost of undergrounding.
Estimates based on 2,752 lots.
The costs associated with the infrastructure are a master cost and is effectively shared by the entire project (All phases).
Exhibit 8
1	2	3	4	5

SCALE: 1" = 200'

E
Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794

	

	

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

     	          Phase        
40 X 110'
(4,400 SF)
50 X 110'*
(5,500 SF)	Total     

WYNNSTONE
1	273	32	305
2	1	283	284
3	204	204
Total	478	315	793
PROJECT NO.
50137547
OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

				

				
				
KEY PLAN

C
SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

BRENTWOOD

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASE 1

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

RL-1
SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASES
2 & 3

A
PROJECT NO.

50137547

OF 4

SECTION 2
AGREEMENT BY AND BETWEEN THE WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT AND GLK REAL ESTATE, LLC,
REGARDING THE ACQUISITION OF WORK PRODUCT, IMPROVEMENTS, AND REAL PROPERTY

(ASSESSMENT AREA ONE BONDS)

THIS AGREEMENT (“Agreement”) is made and entered into this 19th day of July 2021, by and between:

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT, a local unit of
special-purpose government established pursuant to Chapter 190, Florida Statutes, being situated in the City of Haines City, Florida, with a mailing address of 219 East Livingston Street, Orlando Florida 32801 (the “District”), and

GLK REAL ESTATE, LLC, a Florida limited liability company, the developer and owner of certain lands within the District, with a mailing address of 346 East Central Avenue, Winter Haven, Florida 33880, and its successors and assigns (the “Landowner” and, together with the District, the “Parties”).

RECITALS

WHEREAS, the District was established for the purposes of planning, financing, constructing, acquiring, operating and/or maintaining certain public infrastructure, as authorized by Chapter 190, Florida Statutes; and

WHEREAS, the District has adopted an improvement plan for the planning, design, acquisition, construction, and installation of various infrastructure improvements, facilities, and services (the “Improvements”) within and adjacent to the District, and the anticipated cost thereof, as described in that certain Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021 (the “Engineer’s Report”), attached hereto as Exhibit A and incorporated herein by reference; and

WHEREAS, the Landowner is the owner and the developer of certain lands located within the boundaries of the District known as Brentwood Phase 1, Cascades Phase 1A and 1B and Cascades Phase 2 in the Engineer’s Report and further described in Exhibit B (“Assessment Area One”), within which a portion of the District Improvements will be located (the “Assessment Area One Project”); and

WHEREAS, the District intends to finance all or a portion of the Improvements through the anticipated issuance of its Westside Haines City Community Development District Special Assessment Bonds, Series 2021 (Assessment Area One Project) (the “Assessment Area One Bonds”); and

WHEREAS, because the Assessment Area One Bonds have not yet been issued, the District has not had sufficient monies on hand to allow the District to fund the cost of preparation of the
necessary surveys, reports, drawings, plans, permits, specifications, and related documents which would allow the timely commencement and completion of construction of the Improvements (the “Work Product”); and

WHEREAS, the District acknowledges the Landowner’s need to have the Improvements constructed in an expeditious and timely manner in order to develop the District lands including the lands encompassing the Assessment Area One Project; and

WHEREAS, the District agrees that it will not have sufficient monies to proceed with either the preparation of the Work Product or the commencement of construction of the Improvements described in Exhibit A until such time as the District has closed on the sale of the Assessment Area One Bonds; and

WHEREAS, to avoid a delay in the commencement of the construction of the Improvements, the Landowner has advanced, funded, commenced, and completed and/or will complete certain work to enable the District to expeditiously provide the Improvements; and

WHEREAS, the District desires to commence the acquisition of certain Work Product and the Improvements, and accept assignment of certain agreements regarding the same; and

WHEREAS, in conjunction with the acquisition of the Work Product and/or Improvements, the Landowner desires to convey to the District interests in real property sufficient to allow the District to own, operate, maintain, construct, or install the Improvements, if any such conveyances are appropriate, and such conveyances shall be in fee simple, perpetual easement, or other interest as may be in the best interests of the District (the “Real Property”); and

WHEREAS, the Landowner and the District desire to enter into this Agreement to set forth the process by which the District may acquire the Work Product, Improvements, and/or Real Property.

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 District and the Landowner agree as follows:

SECTION 1. INCORPORATION OF RECITALS.  The recitals stated above are true and  correct and by this reference are incorporated herein and form a material part of this Agreement.

SECTION 2. WORK PRODUCT.  The District agrees to pay the lesser of actual cost  incurred by the Landowner or fair market value, for preparation of the Work Product in accordance with the provisions of this Agreement. The Landowner shall provide copies of any and all invoices, bills, receipts, or other evidence of costs incurred by the Landowner for the Work Product. The Parties agree to cooperate and use good faith and best efforts to undertake and complete the acquisition process contemplated by this Agreement on such date as the Parties may jointly agree upon (the “Acquisition Date”). The Parties agree that separate or multiple Acquisition Dates may be established for any portion of the acquisitions contemplated by this Agreement. The District Engineer shall review all evidence of cost and shall certify to the
District’s Board of Supervisors (the “Board”) 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 trustee for the Assessment Area One Bonds (“Trustee”). In the event that the Landowner disputes the District Engineer’s opinion as to cost, the District and the Landowner 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 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 Trustee. The Parties acknowledge that the Work Product is being acquired for use by the District in connection with the construction of the Improvements.

The Landowner agrees to convey to the District, and solely to the extent permitted by the terms of the Work Product, the Work Product upon payment of the sums determined to be acceptable by the District Engineer and approved by the District’s Board pursuant to and as set forth in this Agreement.

The Landowner agrees to release to the District all right, title, and interest which the Landowner 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; provided, however, that the District agrees and acknowledges that the Landowner shall retain the right, title and interest to use the Work Product, and the District shall grant the Landowner a license to use the Work Product to the extent reasonably required by the Landowner in connection with the ownership, construction, development, and management of the Assessment Area One Project or other lands owned by Landowner to which such Work Product pertains. To the extent determined necessary by the District, the Landowner shall use commercially reasonable efforts to obtain all releases 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 may include, but are not limited to, any architectural, engineering, or other professional services.

Except as otherwise separately agreed by the Parties with respect to any particular acquisition of Work Product, and without intending to modify any of the other terms of this Agreement, any conveyance of Work Product shall be on an “AS-IS” basis, and without any representation or warranty from the Landowner to the District in respect thereto.

The Landowner agrees to make reasonable good faith efforts, but without imposing any requirement on Landowner to pay for additional warranty rights on behalf of the District, to provide or cause to be provided to the District, either by assignment or directly from such third parties as may be necessary and desirable to the mutual satisfaction of the Parties hereto, a warranty that the Work Product is fit for the purposes to which it will be put by the District, as contemplated by the Engineer’s Report.

The District agrees to allow the Landowner access to and use of the Work Product without the payment of any fee by the Landowner. However, to the extent the Landowner’s access to and use of the Work Product causes the District to incur any cost or expense, such as copying costs, the Landowner agrees to pay such cost or expense.

SECTION 3. IMPROVEMENTS.  The Landowner has expended certain funds on behalf of the District relating to the Improvements. The District agrees to acquire or otherwise reimburse the Landowner for those portions of the Improvements which have been commenced or completed prior to the issuance of the Assessment Area One Bonds. When a portion of the Improvements is ready for conveyance by the Landowner to the District, the Landowner shall notify the District in writing, describing the nature of the improvement, its general location, and its estimated cost. Landowner agrees to provide, at or prior to the Acquisition Date, the following: (i) documentation of actual costs paid; (ii) instruments of conveyance such as special warranty bills of sale or such other instruments as may be reasonably requested by the District; and (iii) any other releases, indemnifications, or documentation as may be reasonably requested by the District. Any real property interests necessary for the functioning of the Improvements to be acquired under this Section shall be reviewed and conveyed in accordance with the provisions of Section 5 herein. The District Engineer in consultation with District Counsel shall determine in writing whether the infrastructure to be conveyed is a part of the Improvements contemplated by the Engineer’s Report, and if so, shall provide Landowner 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 above. The District Manager shall determine, in writing, whether the District has, based on the Landowner’s estimate of cost, sufficient unencumbered funds to acquire the improvement.

All documentation of any acquisition (e.g., bills of sale, receipts, maintenance bonds, as-builts, evidence of costs, deeds or easements, etc.) shall be to the reasonable satisfaction of the District. If any item acquired is to be conveyed to a third- party governmental entity, then the Landowner agrees to cooperate and provide such certifications, warranties, representations or other items as may be required by that governmental entity, if any.

The District Engineer shall certify as to the actual cost of any improvement built or constructed by or at the direction of the Landowner, and the District shall pay no more than the actual cost incurred, or the fair market value of the improvement, whichever is less, as determined by the District Engineer.

The Landowner agrees to cooperate in the transfer of any permits to the District or another governmental entity with maintenance obligations for any Improvements conveyed pursuant to this Agreement.

Nothing herein shall require the District to accept any Work Product and/or Improvements unless the District Engineer, in his or her professional opinion, is able to certify that, in addition to any other requirements of law: (i) the Work Product and/or Improvements are as set forth in the Engineer’s Report; (ii) the price for such Work Product
and/or Improvements is equal to or less than each of (a) the cost actually paid to develop and/or install the Work Product and/or Improvements by the Landowner and (b) the reasonable fair market value of the Work Product and/or Improvements; (iii) as to Work Product, the Work Product is capable of being used for the purposes intended by the District, and, as to any Improvements, the Improvements were installed in accordance with their specifications, and are capable of performing the functions for which they were intended; and (iv) as to any Improvements, all known plans, permits and specifications necessary for the operation and maintenance of the Improvements are complete and on file with the District, and have been transferred, or are capable of being transferred, to the District for operations and maintenance responsibilities.

SECTION 4. ASSIGNMENT OF CONTRACTS. The District may accept the assignment of certain contracts. Such acceptance is predicated upon: (i) each contractor providing a bond in the form and manner required by Section 255.05, Florida Statutes, or the Landowner providing adequate alternative security in compliance with Section 255.05, Florida Statutes, if required; and
receipt by the District of a release from each general contractor acknowledging each assignment and the validity thereof, acknowledging the furnishing of the bond or other security required by Section 255.05, Florida Statutes, if any, and waiving any and all claims against the District arising as a result of or connected with such assignment. Until such time as the Assessment Area One Bonds are actually issued, the Landowner agrees to provide such funds as are needed by the District to make all payments for any such assigned contracts when and as needed by the District.

SECTION 5.	CONVEYANCE OF REAL PROPERTY.

Conveyance. In the event that real property interests are to be conveyed by the Landowner, or any other owner of lands within Assessment Area, and acquired by the District in connection with the acquisition or construction of the Improvements, and as mutually agreed upon by the District and the Landowner, then in such event, the Landowner agrees that it will convey or cause to be conveyed to the District at or prior to the Acquisition Date by a special warranty deed, or non-exclusive easement, as reasonably acceptable to the District together with a metes and bounds or other 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. The Parties agree that in no event shall the purchase price for the Real Property exceed the lesser of the actual cost to the Landowner or the value of an appraisal obtained by 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 Real Property that have been, or will be, funded by the District. The District may determine in its reasonable discretion that fee title is not necessary and in such cases shall accept such other interest in the lands upon which the Improvements are constructed as the District deems reasonably acceptable. Such special warranty deed or other instrument shall be subject to a reservation by Landowner 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 Landowner shall pay the cost for recording fees and documentary stamps required, if any, for the conveyance of the lands upon which the Improvements are constructed. The Landowner shall be responsible for all taxes and assessments levied on the lands upon which the Improvements are constructed until such time as the Landowner conveys said lands to the District. At the time of conveyance, the District may require, at Landowner’s expense, an owner’s title insurance policy in a form satisfactory to the District. 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 lands, the District shall not be required to accept such conveyance of Real Property and/or any related Improvements or Work Product.

Boundary or Other Adjustments. Landowner and the District agree that reasonable future boundary adjustments may be made as deemed necessary and approved by both Parties in order to accurately describe lands conveyed to the District and lands which remain in Landowner’s ownership; provided, however, that such future boundary adjustments shall not affect the ability of the Landowner to have the lots developed. The Parties agree that any land transfers made to accommodate such adjustments shall be accomplished by donation. However, the party requesting such adjustment shall pay any transaction costs resulting from the adjustment, including but not limited to taxes, title insurance, recording fees or other costs.

SECTION 6.	TAXES, ASSESSMENTS, AND COSTS.

Taxes and Assessments on Property Being Acquired. The District is an exempt governmental unit acquiring property pursuant to this Agreement for use exclusively for public purposes. Accordingly, in accordance with Florida law, the Landowner agrees to place in escrow with the Polk County Tax Collector an amount equal to the current ad valorem taxes and non-ad valorem assessments prorated to the date of transfer of title, based upon the expected assessment and millage rates giving effect to the greatest discount available for early payment.

If and only to the extent the property acquired by the District is subject to ad valorem taxes or non-ad valorem assessments, the Landowner agrees to reimburse the District for payment, or pay on its behalf, any and all ad valorem taxes and non-ad valorem assessments imposed during the calendar year in which each parcel of property is conveyed.

Nothing in this Agreement shall prevent the District from asserting any rights to challenge any taxes or assessments imposed, if any, on any property of the District.

Notice. The Parties agree to provide notice to the other within ten (10) calendar days of receipt of any notice of potential or actual taxes, assessments, or costs, as a result of any transaction pursuant to this Agreement, or notice of any other taxes assessments or costs imposed on the property acquired by the District as described in Subsection A above. The Landowner covenants to make any payments due hereunder in a
timely manner in accordance with Florida law. In the event that the Landowner fails to make timely payment of any such taxes or costs, the Landowner acknowledges the District’s right to make such payment. If the District makes such payment, the Landowner agrees to reimburse the District within thirty (30) calendar days of receiving notice of such payment, and to include in such reimbursement any fees, costs, penalties, or other expenses which accrued to the District as a result of making such a payment, including interest at the maximum rate allowed by law from the date of the payment made by the District.

Tax liability not created. Nothing herein is intended to create or shall create any new or additional tax liability on behalf of the Landowner or the District. Furthermore, the Parties reserve all respective rights to challenge, pay under protest, contest or litigate the imposition of any tax, assessment, or cost in good faith they believe is unlawfully or inequitably imposed and agree to cooperate in good faith in the challenge of any such imposition.

SECTION 7.	ACQUISITION IN ADVANCE OF RECEIPT OF PROCEEDS.	The District and
Landowner hereby agree that an acquisition by the District may be completed prior to the District obtaining proceeds from the Assessment Area One Bonds (“Prior Acquisitions”). The District agrees to pursue the issuance of the Assessment Area One Bonds in good faith and, within thirty
days from the issuance of such Assessment Area One Bonds, to make payment for any Prior Acquisitions completed pursuant to the terms of this Agreement; provided, however, that in the event Bond Counsel determines that any such Prior Acquisitions are not properly compensable for any reason, including, but not limited to, federal tax restrictions imposed on tax-exempt financing, the District shall not be obligated to make payment for such Prior Acquisitions. Interest shall not accrue on the amounts owed for any Prior Acquisitions. In the event the District does not or cannot issue the Assessment Area One Bonds within five (5) years from the date of this Agreement, and, thus does not make payment to the Landowner for the Prior Acquisitions, the Parties agree that the District shall have no reimbursement obligation whatsoever. The Landowner acknowledges that the District intends to convey some or all of the Improvements to the State of Florida, the City of Haines City, Polk County and consents to the District’s conveyance of such improvements prior to payment for any Prior Acquisitions.

SECTION 8. 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 and/or specific performance, but excluding special, consequential or punitive damages.

SECTION  9.  INDEMNIFICATION.  For all actions or activities which occur prior to the  date of the acquisition of the relevant Real Property, Improvement or Work Product hereunder, the Landowner agrees to indemnify and hold harmless the District and its officers, staff, agents and employees from any and all liability, claims, actions, suits or demands by any person, corporation or other entity for injuries, death, property damage or claims of any nature arising out of, or in connection with, the use by the Landowner, its officers, agents, employees, invitees or affiliates, of the Real Property, Improvement, or Work Product, including litigation or any appellate proceedings with respect thereto, irrespective of the date of the initiation or notice of the claim, suit, etc.; provided, however, that the Landowner shall not indemnify the District for a default by
the District under this Agreement or the use of such Real Property, Improvement or Work Product by the District, its engineers, employees, contractors, or such persons’ or entities’ negligence.

SECTION 10. ENFORCEMENT OF AGREEMENT. In the event that any Party is required to enforce this Agreement by court proceedings or otherwise, then the Parties agree that the substantially prevailing party shall be entitled to recover from the other(s) all fees and costs incurred, including reasonable attorneys’ fees, paralegal fees and expert witness fees, and costs for trial, alternative dispute resolution, or appellate proceedings.

SECTION 11. ENTIRE AGREEMENT. This instrument shall constitute the final and complete expression of the agreement between the District and the Landowner relating to the subject matter of this Agreement.

SECTION 12. AMENDMENTS. This Agreement shall constitute the entire agreement between the Parties regarding the subject matter hereof and may be modified in writing only by the mutual agreement of all Parties, and with regards to material amendments, with the prior written consent of the Trustee for the Assessment Area One Bonds acting at the direction of the bondholders owning a majority of the aggregate principal amount of the Assessment Area One Bonds then outstanding.

SECTION 13. AUTHORIZATION. The execution of this Agreement has been duly authorized by the appropriate body or official of the District and the Landowner. The District and the Landowner have complied with all the requirements of law. The District and the Landowner have full power and authority to comply with the terms and provisions of this Agreement.

SECTION 14. NOTICES. All notices, requests, consents and other communications under this Agreement (“Notices”) shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, or overnight delivery service, to the Parties, as follows:

If to the District:	Westside Haines City Community Development District 219 East Livingston Street Orlando, Florida 32801
Attn: District Manager

With a copy to:	Hopping Green & Sams, P.A.
119 South Monroe Street, Suite 300 Post Office Box 6526
Tallahassee, Florida 32314 Attn: Roy Van Wyk

If to Landowner:	GLK Real Estate, LLC 346 East Central Avenue
Winter Haven, Florida 33880 Attn: Gary Price
With a copy to:	Straughn & Turner, P.A. 255 Magnolia Avenue SW
Winter Haven, Florida 33880 Attn: Richard E. Straughn

Except as otherwise provided in this Agreement, any Notice shall be deemed received only upon actual delivery at the address set forth above. Notices delivered after 5:00 p.m. (at the place of delivery) or on a non-business day, shall be deemed received on the next business day. If any time for giving Notice contained in this Agreement would otherwise expire on a non-business day, the Notice period shall be extended to the next succeeding business day. Saturdays, Sundays, and legal holidays recognized by the United States government shall not be regarded as business days. Counsel for the District and counsel for the Landowner may deliver Notice on behalf of the District and the Landowner. 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 in this Agreement.

SECTION 15. ARM’S LENGTH TRANSACTION. This Agreement has been negotiated fully between the District and the Landowner as an arm’s length transaction. All Parties participated fully in the preparation of this Agreement and received the advice of counsel. In the case of a dispute concerning the interpretation of any provision of this Agreement, all Parties are deemed to have drafted, chosen, and selected the language, and the doubtful language will not be interpreted or construed against any Party hereto.

SECTION 16. THIRD PARTY BENEFICIARIES. This Agreement is solely for the benefit of the District and the Landowner 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 Agreement. Nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or entity other than the District and the Landowner any right, remedy, or claim under or by reason of this Agreement or any of the provisions or conditions of this Agreement; and all of the provisions, representations, covenants, and conditions contained in this Agreement shall inure to the sole benefit of and shall be binding upon the District and the Landowner and their respective representatives, successors, and assigns. Notwithstanding the foregoing, nothing in this paragraph shall be construed as impairing or modifying the rights of any bondholders of Assessment Area One Bonds issued by the District for the purpose of acquiring any Work Product, Improvements and/or Real Property. Also notwithstanding anything herein to the contrary, the Trustee for the Assessment Area One Bonds, on behalf of the owners of the Assessment Area One Bonds, shall be a direct third-party beneficiary acting at the direction of the bondholders owning more than 50% of an aggregate principal amount of the applicable Assessment Area One Bonds then outstanding, be entitled to cause the District to enforce the Landowner’s obligations hereunder.

SECTION 17. 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, and the Trustee acting on behalf of the Bondholders owning a majority of the aggregate principal amount of the Assessment Area One Bonds then outstanding. Such consent shall not be required in the event of a sale of the majority of the Assessment Area One Project then-owned by
the Landowner pursuant to which the unaffiliated purchaser agrees to assume any remaining obligations of the Landowner under this Agreement. Upon the merger, amendment, or name change of the District, the Agreement will be assumed by operation of law by the District’s successor in interest and no consent to such assumption shall be required.

SECTION 18. APPLICABLE LAW AND VENUE. This Agreement and the provisions contained herein shall be construed, interpreted and controlled according to the laws of the State of Florida. Each Party consents that the exclusive venue for any litigation arising out of or related to this Agreement shall be in a court of appropriate jurisdiction, in and for Polk County, Florida.

SECTION 19. EFFECTIVE DATE. This Agreement shall be effective upon its execution by the District and the Landowner.

SECTION 20. TERMINATION. This Agreement may be terminated by the District without penalty in the event that the District does not issue its proposed Assessment Area One Bonds within five (5) years from the date of this Agreement.

SECTION 21. PUBLIC RECORDS. The Landowner understands and agrees that all documents of any kind provided to the District in connection with this Agreement may be public records and will be treated as such in accordance with Florida law.

SECTION 22. SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Agreement shall not affect the validity or enforceability of the remaining portions of this Agreement, or any part of this Agreement not held to be invalid or unenforceable.

SECTION 23.	LIMITATIONS ON GOVERNMENTAL LIABILITY. Nothing in this Agreement
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 Agreement shall inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under the Doctrine of Sovereign Immunity or by operation of law.

SECTION 24. HEADINGS FOR CONVENIENCE ONLY. The descriptive headings in this Agreement are for convenience only and shall not control nor affect the meaning or construction of any of the provisions of this Agreement.

SECTION 25. COUNTERPARTS. This 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.

[Remainder of this page left intentionally blank]
IN WITNESS WHEREOF, the Parties execute this Agreement the day and year first written
above.

ATTEST:	WESTSIDE HAINES CITY
COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Warren K. (Rennie) Heath, II Chairperson, Board of Supervisors

WITNESS:	GLK REAL ESTATE, LLC,
a Florida limited liability company

Gary Price, Manager
[Print Name]

Exhibit A:	Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021
Exhibit B:	Legal Description of Assessment Area One
EXHIBIT A – ENGINEER’S REPORT

Westside Haines City Community Development District
Engineer's Report
March 29, 2021

SUBMITTED BY:
Dewberry Engineers Inc. 800 North Magnolia Avenue Suite 1000
Orlando, Florida 32803
407-843-5120
TABLE OF CONTENTS

Introduction	2
Purpose and Scope	4
The Development	4
Capital Improvements	4
Stormwater Management Facilities	5
Public Roadways	5
Water and Wastewater Facilities	6
Off-Site Improvements	6
Amenities and Parks	6
Electric Utilities and Lighting	6
Entry Features	6
Miscellaneous	7
Permitting	7
Recommendation	8
Report Modification	8
Summary and Conclusion	8
Engineer’s Certification	8
List of Exhibits
Aerial Location Map	Exhibit 1
Legal Description	Exhibit 2
District Boundary Map	Exhibit 3
Land Use Map	Exhibit 4
Zoning Map	Exhibit 5
Utility Location Map and Drainage Flow Pattern Map	Exhibit 6
Summary of Opinion of Probable Cost	Exhibit 7
Summary of District Facilities	Exhibit 8
Overall Site Plan	Exhibit 9

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
Westside Haines City Community Development District
INTRODUCTION
The Westside Haines City Community Development District (the ''District" or “CDD”) is located on the west side of US Highway 27 (SR 25) from the Minute Maid Ramp Road, south crossing Holly Hill Grove Road 1, 2, and 3 to the southern boundary of Massee Road. The District also crosses Holly Hill Tank Road to the west of FDC Grove Road. The District is located with the city limits of Haines City, Florida (“City”) and the unincorporated area of Polk County (“County”). The District currently contains approximately 613.43 acres and is expected to consist of 2,752 residential lots of various sizes for single-family lots and townhome lots with recreation/amenity areas, parks, and associated infrastructure for the various villages.

The  CDD  was  established  under  County  Ordinance  No.  ________,  which  was  approved  by  the  Polk  County
Commission or City of Haines City on March 17, 2021, and became effective on	_. The District will own
and operate the public roadways, utilities systems, and stormwater management facilities, as well as the landscape, irrigation, signage, and recreational facilities within the development.

The Master Developer (“Developer”) GLK Real Estate LLC is based in Winter Haven, Florida. The Development is approved as a Planned Development (PD) for Residential Units and is divided into three (3) villages: Brentwood, Cascades, and Wynnstone. A land use summary is presented in Table 1.

Public improvements and facilities financed, acquired, and/or constructed by the District will be designed and constructed to conform to regulatory criteria from the city, county, Southwest Florida Water Management District (SWFWMD), and other applicable agencies with regulatory jurisdiction over the development, an overall estimate of the probable cost of the public improvements are provided in Exhibit 7 of this report.

The Capital Improvement Plan (“CIP” or this “Engineer’s Report”) reflects the present intentions of the District and the landowners. It should be noted that the location of proposed facilities and improvements may be adjusted during the final design, permitting, and implementation phases. It should also be noted that any modifications will not diminish the benefits to the property within the District. The District reserves the right to make reasonable adjustments to the development plan to meet applicable regulatory requirements of agencies with jurisdiction over the development while maintaining a comparable level of benefits to the lands served by the improvements. Changes and modifications are expected as changes in regulatory criteria are implemented.

TABLE 1	AREA	
Master Stormwater System	49.14	
Residential Land (Single-Family and Townhomes Lots)	240.91	
Roadways Infrastructure & Public Facilities	95.29	
Lakes	5.09	
Amenity Center	2.09	
Open Space/Conservation Areas/Parks	220.91	
TOTAL	613.43	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

TABLE 2 PHASING SUMMARY			
PHASE	NO. UNITS	AREA(AC)	
Cascades 1	597		
Cascades 2	74		
Cascades 3	344		
Brentwood 1	226		
Brentwood 2	124		
Brentwood 3	122		
Brentwood 4	224		
Brentwood 5	248		
Wynnstone 1	305		
Wynnstone 2	284		
Wynnstone 3	204		
Amenity/Recreational Parcel			
Infrastructure Roadways			
Ponds/Lake/Stormwater Conservation/Open space			
TOTAL – Westside Haines City CDD	2,752	613.43	

TABLE 3 LOT TYPES				
PHASE	LOT TYPE	UNITS	AREA (AC)	
Cascades 1	40-ft Lots	404		
	50-ft Lots	193		
Cascades 2	40-ft Lots	30		
	50-ft Lots	44		
Cascades 3	40-ft Lots	219		
	50-ft Lots	125		
Brentwood 1	Townhomes	226		
Brentwood 2	Townhomes	124		
Brentwood 3	Townhomes	122		
Brentwood 4	Townhomes	224		
Brentwood 5	Townhomes	248		
Wynnstone 1	40-ft Lots	273		
	50-ft Lots	32		
Wynnwood Phase 2	40-ft Lots	1		
	50-ft Lots	283		
Wynnwood Phase 3	40-ft Lots	204		
TOTAL LOTS IN THE DISTRICT		2,752	613.43	

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

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
All roadway improvements including sidewalks in the right-of-way and storm drainage collection systems (from the curb inlets to their connection to the stormwater ponds) within the development will be maintained by the District. Water distribution and wastewater collection systems (gravity lines, force mains, and lift stations) will be dedicated to the County or the City for ownership and maintenance upon completion. The southeastern 46 lots in Cascades Phase 1 will have a private lift station maintained by the CDD and will connect to Haines City’s water and sewer service.

PURPOSE AND SCOPE
The purpose of this report is to provide engineering support for the funding of the proposed improvements within the District. This report will identify the proposed public infrastructure to be constructed or acquired by the District along with an Opinion of Probable Construction Costs. The District will finance, construct, acquire, operate, and maintain all or specific portions of the proposed public infrastructure.

The predominant portion of this report provides descriptions of the proposed public infrastructure improvements, determination of estimated probable construction costs, and the corresponding benefits associated with the implementation of the described improvements. Detailed site construction plans and specifications have not yet been completed and permitted for the improvements described herein. The engineer has considered and in specific instances has relied upon, the information and documentation prepared or supplied by others to prepare this Engineer’s Report.

THE DEVELOPMENT
The development will consist of a total of 2,752 residential units and associated infrastructure. The development is a planned residential community located West of US Highway 27 (SR 25) and consisting of 613.43 acres from the northern boundary around Minute Main Ramp Road 1 and extending south to the southern boundary located around Mossee Road. The District is located within Polk County and the City of Haines City. The land use for the District is planned unit development. The development is zoned RL-1, RL-2, RL-3, and RM within the city limits and zoned RMX and ECX within the unincorporated area of Polk County. The development will be constructed in three (3) villages and have up to eleven (11) phases.

CAPITAL IMPROVEMENTS
The CIP consists of public infrastructure in each village and each phase of said village. The primary portions of the CIP will provide for stormwater pond construction, roadways built to an urban roadway typical section, water, and sewer facilities including three (3) lift stations and one (1) regional lift station, and off-site improvements (including turn lanes and extension of water and sewer mains to serve the development).

There will also be stormwater structures and conveyance culverts within the CIP that will outfall into the various on-site stormwater ponds. These structures and pond areas comprise the overall stormwater facilities of the CIP. Installation of the water distribution and wastewater collection system will also occur at this time as well as the 4 (four) lift stations serving the project. Below-ground installation of telecommunications and cable television will occur but will not be funded by the District. Installation of streetlights and power within the public rights-of-way or easements will be funded by the District.

As a part of the recreational component of the CIP, there are various amenity centers within the development and specifically for each of the villages of the development. There are four (4) amenity centers: one (1) in the Village of Cascades, one (1) in Wynnstone, and two (2) within Brentwood. The total area of the amenity and recreational parcels is 12.89 acres. There will be conservation areas as well that can serve as passive parks within the various villages and the

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
development that are available to the public for utilization of the facilities. The amenity centers and recreational areas will have connectivity via sidewalks to the other portions of the District. The amenity centers and recreational areas will be accessed by the public roadways and sidewalks.

CAPITAL IMPROVEMENT PLAN COMPONENTS
The CIP for the District includes the following:

Stormwater Management Facilities
Stormwater Management facilities consisting of storm conveyance systems and retention/detention ponds are contained within the District boundaries. Stormwater will be discharged via roadway curb and gutter and storm inlets. Storm culverts convey the runoff into the proposed retention ponds for water quality treatment and attenuation. The proposed stormwater systems will utilize dry retention and wet retention for biological pollutant assimilation to achieve water quality treatment. The design criteria for the District’s stormwater treatment systems are regulated by the city, the county, and SWFWMD. There are various conservation areas throughout the District and will be preserved in the existing condition and these will accept stormwater discharges from our ponds as shown on Exhibit 6.

Federal Emergency Management Agency Flood Insurance Rate Map (FEMA FIRM) Panel No. 12105C0225G, effective date December 22, 2016, demonstrates that the property is located within Flood Zones X, A, and AE. Based on this information and the site topography, it appears that 100-year compensation will be done in areas where we will impact existing depressions throughout the development and the 100-year flood volumes will be compensated as it is required by the city, county, and FEMA.

During the construction of stormwater management facilities, utilities, and roadway improvements the contractor will be required to adhere to a Stormwater Pollution Prevention Plan (SWPPP) as required by the FDEP as delegated by the Environmental Protection Agency (EPA). The SWPPP will be prepared to depict the proposed recommended locations of required erosion control measures and staked turbidity barriers specifically along the downgradient side of any proposed construction activity. The site contractor will be required to provide the necessary reporting as required by the National Pollutant Discharge Elimination System (NPDES) General Permit with erosion control, its maintenance, and any rainfall events that occur during construction activity.

Public Roadways
The proposed public roadway sections include a 24-foot wide roadway consisting of asphalt and with Miami curbs or Type F curb and gutter on both sides along with a 50-foot right-of-way. The proposed roadway section will consist of stabilized subgrade, a lime rock, crushed concrete, or cement-treated base and asphalt type roadway wearing surface. The proposed curb is to be 2-feet wide and placed along the edge of the proposed roadway section for purposes of protecting the integrity of the pavement, and also to provide stormwater runoff conveyance to the proposed stormwater inlets.

The proposed roadways will also require signing and pavement markings within the public rights-of-way, as well as street signs depicting street name identifications, and addressing, which will be utilized by the residents and public. As stated above, the District's funding of roadway construction will occur for all public roadways.
Water and Wastewater Facilities
A potable drinking water system inclusive of water main, gate valves, fire hydrants, and appurtenances will be installed for the District. The water service provider will be Polk County Public Utilities. The water system will be designed to provide an equally distributed system that provides redundancy to the system. These facilities will be installed within

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
the proposed public rights-of-way and will provide potable drinking water (domestic) and fire protection services to serve the entire District.

A domestic wastewater collection system inclusive of gravity sanitary sewer mains and sewer laterals will be installed. The gravity sanitary sewer mains will be a minimum of eight (8)-inch diameter PVC pipe systems. The gravity sanitary sewer lines will be placed inside of the proposed public rights-of-way, under the proposed paved roadways. Laterals will branch off from these sewer lines to serve the individual lots. Lift stations are anticipated for this CIP. Flow from the lift station shall be connected to a proposed force main that will interconnect three (3) lift stations and all discharge to a master lift station that will pump through a force main that will connect to the city water treatment facility located north of the development.

Polk County Public Utilities will provide the reclaimed water to be used for all irrigation within the CDD. The reclaimed water will be funded by the District and installed onsite within the roadways to provide for irrigation within the public right-of-way or any areas needing irrigation. Any water, sewer, or reclaim water pipes or facilities placed on private property will not be publicly funded.

Off-Site Improvements
The District will provide funding for the anticipated turn lanes at the development entrances. The site construction activities associated with the CIP are anticipated to be completed by villages and phases based on the estimated schedule for each village and phase. The schedule is shown on Exhibit 7. Upon completion of each phase within each village, the improvements will be through the required inspections as well as final certifications of completions will be obtained from SWFWMD, Polk County Health Department (water distribution system), FDEP (wastewater collection), and the city/county.

Amenities and Parks
The District will provide funding for an amenity center to include the following: parking areas, pavilion with public restroom facilities, pool, all-purpose playfields, and walking trails between the phases and villages to provide connectivity to the various amenity centers within the CDD. In addition, there will be public passive parks throughout the development, which will include benches and walking trails.

Electric Utilities and Lighting
The electric distribution system thru the District is currently planned to be underground, The District presently intends to fund and construct the electric conduit, fund and construct the cost for the under-grounding of the electrical system, transformer/cabinet pads, and electric manholes required by Duke Energy (Duke). Electric facilities will be owned and maintained by Duke after the dedication, with Duke providing underground electrical service to the Development. The CDD presently intends to fund the cost to purchase and install the street lighting along the internal roadways within the CDD. These lights will be operated, and maintained by Duke after the completion, with the District funding maintenance costs.
Entry Feature
Landscaping, irrigation, entry features, and walls at the entrances and along the outside boundary of the Development will be provided by the District. The irrigation system will use reclaimed water or an irrigation well. The well and irrigation water mains to the various phases of the development will be constructed and acquired by the CDD with District funds and operated and maintained by the CDD. Landscaping for the roadways will consist of sod, annual flowers, shrubs, ground cover, and trees for the internal roadways within the CDD. Perimeter fencing will be provided

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
at the site entrances and perimeters. These items will be funded, owned, and maintained by the CDD. It is noted that the City requires the walls as a buffer the development and thus will be funded together with the landscaping.

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

Permitting
Construction permits for all phases are required and include the SWFWMD ERP, Polk County Health Department, FDEP, and City construction plan approval.

Following is a summary of required permits obtained or pending approval for the construction of the public infrastructure improvements for the District:

Phase 1 – All Villages				
Permits/Approvals	Approval/Expected Date			
	Cascades Phase 1	Cascades Phase 2	Brentwood Townhomes
Phase 1	
Zoning Approval	Haines	City	RPUD
expected 4/1/21	Haines City RPUD – N/A	N/A	
Preliminary Plat	Haines City - 4/1/21	Haines City Preliminary
Plat – N/A	N/A	
SWFWMD ERP	Expected 04/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Construction Permits	Expected 4/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Polk County Health Department Water	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP Sanitary Sewer General Permit	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP NOI	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	

Other Phases and Villages		
Permits/Approvals	Approval/Expected Date	
Zoning Approval	TBO	
Preliminary Plat	TBO	
SWFWMD ERP	TBO	
Polk County Utilities Permits	TBO	
Polk County Health Department General
Water Distribution Permit	TBO	
FDEP Sanitary Sewer General Permit	TBO	
FDEP NOI – NPDES	TBO	
City of Haines City Construction Permit	TBO	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
RECOMMENDATION
As previously explained within this report, the public infrastructure, as described, is necessary for the development and functional operation as required by the City and County. The site planning, engineering design, and construction plans for the infrastructure are or will be in accordance with the applicable requirements of the City, the County, and the SWFWMD. It should be noted that the infrastructure will provide its intended use and function so long as the construction and installation are in substantial conformance with the design construction plans and regulatory permits.

Items utilized in the Opinion of Probable Costs for this report are based upon the proposed plan infrastructure as shown on construction drawings incorporating specifications in the most current SWFWMD, Polk County, and the City regulations.
REPORT MODIFICATION
During the development and implementation of the designed public infrastructure improvements, it may be necessary to make modifications and/or deviations to the plans. However, if such deviations and/or revisions do not change the overall primary objective of the plan for such improvements, then the cost differences would not materially affect the proposed construction cost estimates.
SUMMARY AND CONCLUSION
The improvements as outlined are necessary for the functional development of the Project. The Project is being designed in accordance with current government regulatory requirements. The Project will serve its intended function provided the construction is in substantial compliance with the design. Items of construction for the Project are based upon current development plans.

ENGINEER’S CERTIFICATION
It is our professional opinion that the public infrastructure costs for the CIP provided in this report are reasonable to complete the construction of the public infrastructure improvements. Furthermore, the public infrastructure improvements will benefit and add value to lands within the District and the value is at least the same as the costs for said improvements. t is noted that all financed property improvements will be located on district owned lands that is or will be at the time of conveyance to the district or subject to a permanent easement in favor of the district or another public governmental entity.

The Opinion of Probable Costs for the public infrastructure improvements is only an estimate and is not a guaranteed maximum price. The estimated costs are based upon current unit prices and on our experience with ongoing and similar projects and basis in the county and city. However; labor market, future costs of equipment; materials, changes to the regulatory permitting agencies' activities, and the actual construction processes employed by the chosen site contractor are beyond the engineer's control. Due to this inherent opportunity for changes (upward or downward) in the construction costs, the total, final construction cost may be more or less than this estimate.

Based upon the presumption that the CIP construction continues in a timely manner, it is our opinion that the costs of the CIP proposed represent a system of improvements benefitting all developable property located within the District, are fair and reasonable, and that the District-funded improvements are assessable improvements within the meaning of Chapter 190, F.S. We have no reason to believe that the CUP improvements cannot be constructed at the cost described in this report. We expect the improvements to be constructed or acquired by the District with bond proceeds, as indicated within this report. We believe that the District will be well served by the improvements discussed in this report.

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
I hereby certify that the foregoing is a true and correct copy of the engineer’s report for the Westside Haines City Community Development District.

Reinardo Malavé, P.E. Florida License No. 31588

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 1 - LOCATION MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021
L EGAL DESCRIPTIONS:

 

 	

 	     						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
1	

L EGAL DESCRIPTIONS:

”
”	”
”

”
”
”						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
2	
L EGAL DESCRIPTIONS:

  

”
”

 	            

	 ”
”

            

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
3	
L EGAL DESCRIPTIONS:						

”						
	”					

						

						

						

						

						

						

						

						

						

						

						

 						

		

						
”						
	”					

						

						

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
4	
L EGAL DESCRIPTIONS:

   

  	   

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
5	

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 3 - BOUNDARY MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.
WEST HAINES CITY CDD BOUNDARY

POLK CO.

HAINES CITY

HAINES CITY

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 4 - EXSITING LAND USE WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK COUNTY - FUTURE LAND USE

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 5 - FUTURE LAND USE WESTSIDE HAINES CITY CDD

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021

POLK CO.

HAINES CITY

POLK CO.

HAINES CITY
POLK CO.

HAINES CITY

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
DRAINAGE AREA LIMITS DRAINAGE PATTERN
EXISTING WATER MAIN EXISTING FORCE MAIN EXISTING RECLAIM MAIN
NOTE:
CONTOUR INFORMATION PER POLK COUNTY LIDAR GIS DATABASE.
SECTS 19, 30 & 31, T26S, R27E
EXHIBIT 6 - UTILITY LOCATION AND DRAINAGE MAP WESTSIDE HAINES CITY CDD

0'	1600'

3200'

DATE: March 16, 2021
Composite Exhibit 7
Summary of Proposed District Facilities and Summary of Probable Cost

District Infrastructure	Construction	Ownership	Capital Financing*	Operation and Maintenance	
Entry Feature & Signage	District	District	District Bonds	District	
Stormwater Facilities	District	District	District Bonds	District	
Lift Stations/Water/Sewer	District	Polk County****	District Bonds	Polk County****	
Street Lighting/Conduit	District	Duke/District**	District Bonds	Duke/District***	
Road Construction	District	District	District Bonds	District	
Parks & Amenities	District	District	District Bonds	District	
Offsite Improvements	District	Polk County	District Bonds	Polk County	
*Costs not funded by bonds will be funded by the developer
** District will fund undergrounding of electrical conduit
***District will fund street lighting maintenance services
**** Haines City will own and maintain the water and sewer infrastructure for the 46 lots in the Southeast corner of the District.

	Brentwood Townhomes	Cascades Single Family	Wynnstone Single Family										

Infrastructure	
Phase 1
  (226 Lots) 2021-2023	
Phase 2
 (124 Lots) 2021-2023	
Phase 3
 (122 Lots) 2021-2023	
Phase 4
 (224 Lots) 2022-2025	
Phase 5
 (248 Lots) 2022-2025	
Phase 1

(597 Lots)
2021-2024	
Phase 2

(74 Lots)
2021-2024	
Phase 3

(344 Lots)
2022-2025	
Phase 1

(305 Lots)
2022-2025	
Phase 2

(284 Lots)
2022-2025	
Phase 3

(204 Lots)
2022-2025	
Total (2,752 Lots)	
Offsite Improvements(1)(5)(7)(11)	$970,000	$200,000	$0	$0	$200,000	$4,000,000	$500,000	$500,000	$2,500,000	$1,250,000	$1,250,000	$11,370,000	
Stormwater Management (1)(2)(3)(5)(6)(7)	$1,284,390	$1,103,340	$1,169,370	$1,721,040	$2,249,280	$2,835,625	$450,000	$2,750,000	$1,300,000	$2,062,500	$1,262,500	$18,188,045	
Utilities (Water, Sewer, & Street Lighting) (1) (5)(7) (9)(11)	$1,169,820	$1,004,920	$1,065,060	$1,567,520	$2,048,640	$2,731,250	$450,000	$2,750,000	$1,265,000	$2,012,500	$1,012,500	$17,077,210	
Roadway (1)(4)(5)(7)	$560,790	$481,740	$510,570	$751,440	$982,080	$1,365,625	$265,000	$1,582,500	$560,000	$1,200,000	$690,000	$8,949,745	
Entry Feature (1)(7)(8)911)	$100,000	$0	$0	$0	$100,000	$750,000	$0	$0	$250,000	$125,000	$125,000	$1,450,000	
Parks and Amenities (1)(7)(11)	$1,000,000	$0	$0	$1,000,000	$0	$1,750,000	$0	$0	$1,000,000	$250,000	$250,000	$5,250,000	
Contingency(11)	$565,000	$310,000	$305,000	$560,000	$620,000	$1,492,500	$185,000	$842,500	$750,000	$200,000	$510,000	$6,340,000	
TOTAL	$5,650,000	$3,100,000	$3,050,000	$5,600,000	$6,200,000	$14,925,000	$1,850,000	$8,425,000	$7,625,000	$7,100,000	$5,100,000	$68,625,000	

Notes:
Infrastructure consists of public roadway improvements, Stormwater management facilities, master sanitary sewer lift station and utilities, entry feature, landscaping and signage, and public neighborhood parks, all of which will be located on land owned by or subject to a permanent easement in favor of the District or another governmental entity.
Excludes grading of each lot in conjunction with home construction, which will be provided by home builder.
Includes Stormwater pond excavation. Does not include the cost of transportation of fill for use of private lots.
Includes sub-grade, base, asphalt paving, curbing, and civil/site engineering.
Includes subdivision infrastructure and civil/site engineering.
Stormwater does not include grading associated with building pads.
Estimates are based on 2020 cost.
Includes entry features, signage, hardscape, landscape, irrigation and fencing.
CDD will enter into a Lighting Agreement with Duke Energy for the streetlight poles and lighting service. Includes only the cost of undergrounding.
Estimates based on 2,752 lots.
The costs associated with the infrastructure are a master cost and is effectively shared by the entire project (All phases).
Exhibit 8
1	2	3	4	5

SCALE: 1" = 200'

E
Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794

	

	

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

     	          Phase        
40 X 110'
(4,400 SF)
50 X 110'*
(5,500 SF)	Total     

WYNNSTONE
1	273	32	305
2	1	283	284
3	204	204
Total	478	315	793
PROJECT NO.
50137547
OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

				

				
				
KEY PLAN

C
SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

BRENTWOOD

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASE 1

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

RL-1
SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASES
2 & 3

A
PROJECT NO.

50137547

OF 4
EXHIBIT B: LEGAL DESCRIPTION OF ASSESSMENT AREA ONE

Acquisition Agreement GLK (Assessment Area One)	13

SECTION 3
AGREEMENT BY AND BETWEEN THE WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT AND
GLK REAL ESTATE, LLC, REGARDING THE COMPLETION OF CERTAIN IMPROVEMENTS

(ASSESSMENT AREA ONE BONDS)

THIS AGREEMENT (“Agreement”) is made and entered into this 19th day of July 2021, by and between:

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT, a local unit of
special-purpose government established pursuant to Chapter 190, Florida Statutes, being situated in the City of Haines City, Florida and unincorporated Polk County, Florida, with a mailing address of 219 East Livingston Street, Orlando, Florida 32801 (the “District”), and

GLK REAL ESTATE, LLC, a Florida limited liability company, the developer and owner of certain lands within the District, with a mailing address of 346 East Central Avenue, Winter Haven, Florida 33880, and its successors and assigns (the “Landowner” and, together with the District, the “Parties”).

RECITALS

WHEREAS, the District was established by an ordinance adopted by the City Commission of Haines City, Florida, pursuant to the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the “Act”), and is validly existing under the Constitution and laws of the State of Florida; and

WHEREAS, the Act authorizes the District to issue bonds for the purpose, among others, of planning, financing, constructing, operating and/or maintaining certain infrastructure, including stormwater management facilities, water and sewer utilities, roadways, irrigation, off-site improvements, landscape and hardscape, street lighting, parks and recreation, and other infrastructure within or without the boundaries of the District, as described in that Engineer’s Report, as defined below (“Improvements”); and

WHEREAS, Landowner is the majority owner and developer of certain lands within the District (“Assessment Area One”), described in Exhibit A, which will be subject to the proposed issuance of the Assessment Area One Bonds, defined herein; and

WHEREAS, the District has adopted an improvement plan to finance the planning, design, acquisition, construction, and installation of certain infrastructure improvements, facilities, and services as described in the Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021 ( the “Engineer’s Report”) attached to this Agreement as Exhibit B, and the estimated costs of the portion of the Improvements, described as Cascades Phase 1A,
Cascades Phase 1B, Cascades Phase 2, and Brentwood Phase 1, are identified therein (the “Assessment Area One Project”), are identified therein; and

WHEREAS, the District has imposed debt special assessments on Assessment Area One within the District (the “Assessment Area One Special Assessments”), to secure financing for a portion of the construction of the Assessment Area One Project described in Composite Exhibit B, and has validated $19,810,000 in special assessment bonds to fund the planning, design, permitting, construction and/or acquisition of Improvements including a portion of the Assessment Area One Project; and

WHEREAS, the District intends to finance all or a portion of the Assessment Area One Project through the anticipated issuance of its Westside Haines City Community Development District Special Assessment Bonds, Series 2021 (Assessment Area One Project), in the principal amount of $19,810,000 (the “Assessment Area One Bonds”); and

WHEREAS, Landowner has requested that the District limit the amount of debt special assessments imposed upon Assessment Area One by allowing the Landowner to directly fund a portion of the Assessment Area One Project; and

WHEREAS, Landowner has agreed to complete or cause funds to be provided to the District to complete the portion of the Assessment Area One Project, as set forth in the Engineer’s Report, not funded by proceeds of the Assessment Area One Bonds; and

WHEREAS, in consideration of the District limiting the amount of Assessment Area One Special Assessments on Assessment Area One, Landowner has requested that the District enter into this Agreement and to provide the terms and conditions under which the Assessment Area One Project shall be completed; and

WHEREAS, in order to ensure that the Assessment Area One Project is completed and funding is available in a timely manner to provide for its completion, Landowner and the District hereby agree that the District will be obligated to issue no more than $19,810,000 in Assessment Area One Bonds to fund the Assessment Area One Project and Landowner will complete or will make provision for additional funds that may be needed in the future for the completion of the Assessment Area One Project, over and above the amount of the Assessment Area One Bonds including, but not limited to, all administrative, legal, warranty, engineering, permitting or other related soft costs.

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:

INCORPORATION OF RECITALS. The recitals stated above are true and correct and by this reference are incorporated herein and form a material part of this Agreement.
COMPLETION OF IMPROVEMENTS. Landowner and the District agree and acknowledge that the District’s proposed Assessment Area One Bonds will provide only a portion of the funds necessary to complete the Assessment Area One Project. Therefore, Landowner hereby agrees to complete the Assessment Area One Project or cause such funds to be provided to the District in an amount sufficient to allow the District to complete those portions of the Assessment Area One Project which may remain unfunded including, but not limited to, all administrative, legal, warranty, engineering, permitting or other related soft costs (collectively, the “Remaining Improvements”), whether pursuant to existing contracts, including change orders thereto, or future contracts.

Subject to Existing Contract. When all or any portion of the Remaining Improvements are subject to an existing District contract, the Landowner shall provide funds directly to the District in an amount sufficient to complete the Remaining Improvements pursuant to such contract, including change orders thereto.

Not Subject to Existing Contract. When any portion of the Remaining Improvements is not the subject of an existing District contract, the Landowner may choose to complete, cause to be completed, or provide funds to the District in an amount sufficient to allow the District to complete or cause to be completed, those Remaining Improvements, subject to a formal determination by the District that the option selected by the Landowner will not materially and adversely impact the District.

Nothing herein shall cause or be construed to require the District to issue additional bonds or indebtedness to provide funds for any portion of the Remaining Improvements. The Parties hereby acknowledge and agree that the District’s execution of this Agreement constitutes the manner and means by which any and all portions of the Remaining Improvements are to be funded and completed. Notwithstanding the foregoing, in the event the Landowner, either jointly or individually, fails to timely provide funds or to complete the Remaining Improvements, the District may exercise its authority to issue additional bonds, notes or similar obligations, and certify for collection additional special assessments in an amount sufficient to complete the Remaining Improvements.

OTHER CONDITIONS AND ACKNOWLEDGMENTS.

The District and Landowner agree and acknowledge that the exact location, size, configuration, and composition of the Assessment Area One Project may change from that described in the Engineer’s Report depending upon final design of the development, permitting or other regulatory requirements over time, or other factors. Material changes to the Assessment Area One Project shall be made by a written amendment to the Engineer’s Report, which shall include an estimate of the cost of the changes. Material changes to the Assessment Area One Project shall require the prior written consent of the Trustee acting on behalf and at the direction of the bondholders owning more than 50% of an aggregate principal amount of the applicable Assessment Area One Bonds then outstanding.
The District and Landowner acknowledge and agree that the provision of funds under this Agreement or the completion of the Remaining Improvements will be considered a contribution in lieu of the imposition of debt special assessments upon Assessment Area One benefitted by the Assessment Area One Project.

(i)  The Landowner agrees that all developable lands within Assessment Area  One, including Landowner’s property, benefit from the timely design, construction, or acquisition of the Assessment Area One Project.

(ii) Landowner agrees that the  Assessment  Area  One  Special  Assessments which were imposed on Assessment Area One within the District, have been validly imposed and constitute valid, legal and binding liens upon Assessment Area One, which Assessment Area One Special Assessments remain unsatisfied.

Notwithstanding anything to the contrary contained in this Agreement, the payment or performance by Landowner of its obligations hereunder are expressly subject to, dependent and conditioned upon (a) the issuance of $19,810,000 par amount of Assessment Area One Bonds and use of the proceeds thereof to fund a portion of the Assessment Area One Project, and (b) the scope, configuration, size and/or composition of the Assessment Area One Project not materially changing without the consent of Landowner. Such consent is not necessary, and Landowner must meet the completion obligations, or cause them to be met, when the scope, configuration, size and/or composition of the Assessment Area One Project is materially changed in response to a requirement imposed by a regulatory agency.

DEFAULT AND PROTECTION AGAINST THIRD PARTY INTERFERENCE. A default by any Party under this Agreement shall entitle the others to all remedies available at law or in equity, which may include, but not be limited to, the right of actual damages and/or specific performance, but excluding special, consequential or punitive damages. Except as expressly otherwise provided in this Agreement, the District shall be solely responsible for enforcing its rights under this Agreement against any interfering third party. Except as expressly otherwise provided in this Agreement, nothing contained in this Agreement shall limit or impair the District’s right to protect its rights under this Agreement from interference by a third party.

ENFORCEMENT OF AGREEMENT. If any Party is required to enforce this Agreement by court proceedings or otherwise, then the Parties agree that the substantially prevailing party shall be entitled to recover from the other(s) all fees and costs incurred, including reasonable attorneys' fees and costs for trial, alternative dispute resolution, or appellate proceedings.

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 all Parties hereto, but only with the written consent of the Trustee acting at the direction of the bondholders owning more than 50% of an aggregate principal amount of the Assessment Area One Bonds then outstanding, with respect to material amendments.
AUTHORIZATION. The execution of this Agreement has been duly authorized by the appropriate body or official of the District and Landowner, both the District and Landowner have complied with all the requirements of law, and both the District and Landowner have full power and authority to comply with the terms and provisions of this Agreement.

NOTICES. All notices, requests, consents and other communications under this Agreement ("Notices") shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, or overnight delivery service, to the Parties, as follows:

If to the District:	Westside Haines City Community Development District 219 East Livingston Street Orlando, Florida 32801
Attn: District Manager

With a copy to:	Hopping Green & Sams, P.A.
119 South Monroe Street, Suite 300 Post Office Box 6526
Tallahassee, Florida 32314 Attn: Roy Van Wyk

If to Landowner:	GLK Real Estate, LLC 346 East Central Avenue
Winter Haven, Florida 33880 Attn: Gary Price

With a copy to:	Straughn & Turner, P.A. 255 Magnolia Avenue SW
Winter Haven, Florida 33880 Attn: Richard E. Straughn

Except as otherwise provided in this Agreement, any Notice shall be deemed received only upon actual delivery at the address set forth above. Notices delivered after 5:00 p.m. (at the place of delivery) or on a non-business day, shall be deemed received on the next business day. If any time for giving Notice contained in this Agreement would otherwise expire on a non-business day, the Notice period shall be extended to the next succeeding business day.  Saturdays, Sundays, and legal holidays recognized by the United States government shall not be regarded as business days. Counsel for each Party may deliver Notice on behalf of such Party. 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.

ARM’S LENGTH TRANSACTION. This Agreement has been negotiated fully between the District and Landowner as an arm’s length transaction. Both Parties participated  fully in the preparation of this Agreement and received the advice of counsel. In the case of a
dispute concerning the interpretation of any provision of this Agreement, the Parties are deemed to have drafted, chosen, and selected the language, and the doubtful language will not be interpreted or construed against either Party.

THIRD PARTY BENEFICIARIES. Except as otherwise provided in this Section 10 with respect to Trustee, this Agreement is solely for the benefit of the Parties 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 Agreement. Except as otherwise provided in this Section 10 with respect to Trustee, nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or entity other than the Parties hereto any right, remedy, or claim under or by reason  of this Agreement or any of the provisions or conditions of this Agreement; and all of the provisions, representations, covenants, and conditions contained in this Agreement shall inure to the sole benefit of and shall be binding upon the District and Landowner and the respective representatives, successors, and assigns of each. Notwithstanding anything herein to the contrary, the Trustee for the Assessment Area One Bonds, shall be a direct third-party beneficiary of the terms and conditions of this Agreement and shall be entitled to enforce the obligations of Landowner hereunder. The Trustee shall not be deemed to have assumed any obligations hereunder.

ASSIGNMENT. No Party hereto may assign this Agreement or any monies to become due hereunder without the prior written approval of the other Parties and the Trustee acting on behalf and at the direction of the bondholders owning more than 50% of an aggregate principal amount of the applicable Assessment Area One Bonds then outstanding.

APPLICABLE LAW AND VENUE. This Agreement and the provisions contained herein shall be construed, interpreted and controlled according to the laws of the State of Florida. Each party consents that the exclusive venue for any litigation arising out of or related to this Agreement shall be in a court of appropriate jurisdiction, in and for Polk County, Florida.

EFFECTIVE DATE. This Agreement shall be effective upon execution  by  all Parties hereto.

PUBLIC RECORDS. Landowner understands and agrees that all documents of any kind provided to the District in connection with this Agreement may be public records and treated as such in accordance with Florida law.

SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Agreement shall not affect the validity or enforceability of the remaining portions of this Agreement, or any part of this Agreement not held to be invalid or unenforceable.

LIMITATIONS ON GOVERNMENTAL LIABILITY. Nothing in this Agreement 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 Agreement shall inure to the benefit of any third party for the purpose of allowing any claim which would
otherwise be barred under the Doctrine of Sovereign Immunity or by operation of law.

HEADINGS FOR CONVENIENCE ONLY. The descriptive headings in this Agreement are for convenience only and shall not control nor affect the meaning or construction of any of the provisions of this Agreement.

COUNTERPARTS. This 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.

[Remainder of this page intentionally left blank]
IN WITNESS WHEREOF, the Parties execute this Agreement on the day and year first written above.

ATTEST:	WESTSIDE HAINES CITY
COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Lauren O. Schwenk
Vice Chairperson, Board of Supervisors

WITNESS:	GLK REAL ESTATE, LLC,
a Florida limited liability company

Gary Price, its Manager
, Manager [Print Name]

Exhibit A:	Legal Description of Assessment Area One
Exhibit B:	Westside Haines City Community Development District Engineer’s Report, dated March 29, 2021
EXHIBIT A - LEGAL DESCRIPTION OF ASSESSMENT AREA ONE
EXHIBIT B – ENGINEER’S REPORT

Westside Haines City Community Development District
Engineer's Report
March 29, 2021

SUBMITTED BY:
Dewberry Engineers Inc. 800 North Magnolia Avenue Suite 1000
Orlando, Florida 32803
407-843-5120
TABLE OF CONTENTS

Introduction	2
Purpose and Scope	4
The Development	4
Capital Improvements	4
Stormwater Management Facilities	5
Public Roadways	5
Water and Wastewater Facilities	6
Off-Site Improvements	6
Amenities and Parks	6
Electric Utilities and Lighting	6
Entry Features	6
Miscellaneous	7
Permitting	7
Recommendation	8
Report Modification	8
Summary and Conclusion	8
Engineer’s Certification	8
List of Exhibits
Aerial Location Map	Exhibit 1
Legal Description	Exhibit 2
District Boundary Map	Exhibit 3
Land Use Map	Exhibit 4
Zoning Map	Exhibit 5
Utility Location Map and Drainage Flow Pattern Map	Exhibit 6
Summary of Opinion of Probable Cost	Exhibit 7
Summary of District Facilities	Exhibit 8
Overall Site Plan	Exhibit 9

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
Westside Haines City Community Development District
INTRODUCTION
The Westside Haines City Community Development District (the ''District" or “CDD”) is located on the west side of US Highway 27 (SR 25) from the Minute Maid Ramp Road, south crossing Holly Hill Grove Road 1, 2, and 3 to the southern boundary of Massee Road. The District also crosses Holly Hill Tank Road to the west of FDC Grove Road. The District is located with the city limits of Haines City, Florida (“City”) and the unincorporated area of Polk County (“County”). The District currently contains approximately 613.43 acres and is expected to consist of 2,752 residential lots of various sizes for single-family lots and townhome lots with recreation/amenity areas, parks, and associated infrastructure for the various villages.

The  CDD  was  established  under  County  Ordinance  No.  ________,  which  was  approved  by  the  Polk  County
Commission or City of Haines City on March 17, 2021, and became effective on	_. The District will own
and operate the public roadways, utilities systems, and stormwater management facilities, as well as the landscape, irrigation, signage, and recreational facilities within the development.

The Master Developer (“Developer”) GLK Real Estate LLC is based in Winter Haven, Florida. The Development is approved as a Planned Development (PD) for Residential Units and is divided into three (3) villages: Brentwood, Cascades, and Wynnstone. A land use summary is presented in Table 1.

Public improvements and facilities financed, acquired, and/or constructed by the District will be designed and constructed to conform to regulatory criteria from the city, county, Southwest Florida Water Management District (SWFWMD), and other applicable agencies with regulatory jurisdiction over the development, an overall estimate of the probable cost of the public improvements are provided in Exhibit 7 of this report.

The Capital Improvement Plan (“CIP” or this “Engineer’s Report”) reflects the present intentions of the District and the landowners. It should be noted that the location of proposed facilities and improvements may be adjusted during the final design, permitting, and implementation phases. It should also be noted that any modifications will not diminish the benefits to the property within the District. The District reserves the right to make reasonable adjustments to the development plan to meet applicable regulatory requirements of agencies with jurisdiction over the development while maintaining a comparable level of benefits to the lands served by the improvements. Changes and modifications are expected as changes in regulatory criteria are implemented.

TABLE 1	AREA	
Master Stormwater System	49.14	
Residential Land (Single-Family and Townhomes Lots)	240.91	
Roadways Infrastructure & Public Facilities	95.29	
Lakes	5.09	
Amenity Center	2.09	
Open Space/Conservation Areas/Parks	220.91	
TOTAL	613.43	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

TABLE 2 PHASING SUMMARY			
PHASE	NO. UNITS	AREA(AC)	
Cascades 1	597		
Cascades 2	74		
Cascades 3	344		
Brentwood 1	226		
Brentwood 2	124		
Brentwood 3	122		
Brentwood 4	224		
Brentwood 5	248		
Wynnstone 1	305		
Wynnstone 2	284		
Wynnstone 3	204		
Amenity/Recreational Parcel			
Infrastructure Roadways			
Ponds/Lake/Stormwater Conservation/Open space			
TOTAL – Westside Haines City CDD	2,752	613.43	

TABLE 3 LOT TYPES				
PHASE	LOT TYPE	UNITS	AREA (AC)	
Cascades 1	40-ft Lots	404		
	50-ft Lots	193		
Cascades 2	40-ft Lots	30		
	50-ft Lots	44		
Cascades 3	40-ft Lots	219		
	50-ft Lots	125		
Brentwood 1	Townhomes	226		
Brentwood 2	Townhomes	124		
Brentwood 3	Townhomes	122		
Brentwood 4	Townhomes	224		
Brentwood 5	Townhomes	248		
Wynnstone 1	40-ft Lots	273		
	50-ft Lots	32		
Wynnwood Phase 2	40-ft Lots	1		
	50-ft Lots	283		
Wynnwood Phase 3	40-ft Lots	204		
TOTAL LOTS IN THE DISTRICT		2,752	613.43	

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

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
All roadway improvements including sidewalks in the right-of-way and storm drainage collection systems (from the curb inlets to their connection to the stormwater ponds) within the development will be maintained by the District. Water distribution and wastewater collection systems (gravity lines, force mains, and lift stations) will be dedicated to the County or the City for ownership and maintenance upon completion. The southeastern 46 lots in Cascades Phase 1 will have a private lift station maintained by the CDD and will connect to Haines City’s water and sewer service.

PURPOSE AND SCOPE
The purpose of this report is to provide engineering support for the funding of the proposed improvements within the District. This report will identify the proposed public infrastructure to be constructed or acquired by the District along with an Opinion of Probable Construction Costs. The District will finance, construct, acquire, operate, and maintain all or specific portions of the proposed public infrastructure.

The predominant portion of this report provides descriptions of the proposed public infrastructure improvements, determination of estimated probable construction costs, and the corresponding benefits associated with the implementation of the described improvements. Detailed site construction plans and specifications have not yet been completed and permitted for the improvements described herein. The engineer has considered and in specific instances has relied upon, the information and documentation prepared or supplied by others to prepare this Engineer’s Report.

THE DEVELOPMENT
The development will consist of a total of 2,752 residential units and associated infrastructure. The development is a planned residential community located West of US Highway 27 (SR 25) and consisting of 613.43 acres from the northern boundary around Minute Main Ramp Road 1 and extending south to the southern boundary located around Mossee Road. The District is located within Polk County and the City of Haines City. The land use for the District is planned unit development. The development is zoned RL-1, RL-2, RL-3, and RM within the city limits and zoned RMX and ECX within the unincorporated area of Polk County. The development will be constructed in three (3) villages and have up to eleven (11) phases.

CAPITAL IMPROVEMENTS
The CIP consists of public infrastructure in each village and each phase of said village. The primary portions of the CIP will provide for stormwater pond construction, roadways built to an urban roadway typical section, water, and sewer facilities including three (3) lift stations and one (1) regional lift station, and off-site improvements (including turn lanes and extension of water and sewer mains to serve the development).

There will also be stormwater structures and conveyance culverts within the CIP that will outfall into the various on-site stormwater ponds. These structures and pond areas comprise the overall stormwater facilities of the CIP. Installation of the water distribution and wastewater collection system will also occur at this time as well as the 4 (four) lift stations serving the project. Below-ground installation of telecommunications and cable television will occur but will not be funded by the District. Installation of streetlights and power within the public rights-of-way or easements will be funded by the District.

As a part of the recreational component of the CIP, there are various amenity centers within the development and specifically for each of the villages of the development. There are four (4) amenity centers: one (1) in the Village of Cascades, one (1) in Wynnstone, and two (2) within Brentwood. The total area of the amenity and recreational parcels is 12.89 acres. There will be conservation areas as well that can serve as passive parks within the various villages and the

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
development that are available to the public for utilization of the facilities. The amenity centers and recreational areas will have connectivity via sidewalks to the other portions of the District. The amenity centers and recreational areas will be accessed by the public roadways and sidewalks.

CAPITAL IMPROVEMENT PLAN COMPONENTS
The CIP for the District includes the following:

Stormwater Management Facilities
Stormwater Management facilities consisting of storm conveyance systems and retention/detention ponds are contained within the District boundaries. Stormwater will be discharged via roadway curb and gutter and storm inlets. Storm culverts convey the runoff into the proposed retention ponds for water quality treatment and attenuation. The proposed stormwater systems will utilize dry retention and wet retention for biological pollutant assimilation to achieve water quality treatment. The design criteria for the District’s stormwater treatment systems are regulated by the city, the county, and SWFWMD. There are various conservation areas throughout the District and will be preserved in the existing condition and these will accept stormwater discharges from our ponds as shown on Exhibit 6.

Federal Emergency Management Agency Flood Insurance Rate Map (FEMA FIRM) Panel No. 12105C0225G, effective date December 22, 2016, demonstrates that the property is located within Flood Zones X, A, and AE. Based on this information and the site topography, it appears that 100-year compensation will be done in areas where we will impact existing depressions throughout the development and the 100-year flood volumes will be compensated as it is required by the city, county, and FEMA.

During the construction of stormwater management facilities, utilities, and roadway improvements the contractor will be required to adhere to a Stormwater Pollution Prevention Plan (SWPPP) as required by the FDEP as delegated by the Environmental Protection Agency (EPA). The SWPPP will be prepared to depict the proposed recommended locations of required erosion control measures and staked turbidity barriers specifically along the downgradient side of any proposed construction activity. The site contractor will be required to provide the necessary reporting as required by the National Pollutant Discharge Elimination System (NPDES) General Permit with erosion control, its maintenance, and any rainfall events that occur during construction activity.

Public Roadways
The proposed public roadway sections include a 24-foot wide roadway consisting of asphalt and with Miami curbs or Type F curb and gutter on both sides along with a 50-foot right-of-way. The proposed roadway section will consist of stabilized subgrade, a lime rock, crushed concrete, or cement-treated base and asphalt type roadway wearing surface. The proposed curb is to be 2-feet wide and placed along the edge of the proposed roadway section for purposes of protecting the integrity of the pavement, and also to provide stormwater runoff conveyance to the proposed stormwater inlets.

The proposed roadways will also require signing and pavement markings within the public rights-of-way, as well as street signs depicting street name identifications, and addressing, which will be utilized by the residents and public. As stated above, the District's funding of roadway construction will occur for all public roadways.
Water and Wastewater Facilities
A potable drinking water system inclusive of water main, gate valves, fire hydrants, and appurtenances will be installed for the District. The water service provider will be Polk County Public Utilities. The water system will be designed to provide an equally distributed system that provides redundancy to the system. These facilities will be installed within

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
the proposed public rights-of-way and will provide potable drinking water (domestic) and fire protection services to serve the entire District.

A domestic wastewater collection system inclusive of gravity sanitary sewer mains and sewer laterals will be installed. The gravity sanitary sewer mains will be a minimum of eight (8)-inch diameter PVC pipe systems. The gravity sanitary sewer lines will be placed inside of the proposed public rights-of-way, under the proposed paved roadways. Laterals will branch off from these sewer lines to serve the individual lots. Lift stations are anticipated for this CIP. Flow from the lift station shall be connected to a proposed force main that will interconnect three (3) lift stations and all discharge to a master lift station that will pump through a force main that will connect to the city water treatment facility located north of the development.

Polk County Public Utilities will provide the reclaimed water to be used for all irrigation within the CDD. The reclaimed water will be funded by the District and installed onsite within the roadways to provide for irrigation within the public right-of-way or any areas needing irrigation. Any water, sewer, or reclaim water pipes or facilities placed on private property will not be publicly funded.

Off-Site Improvements
The District will provide funding for the anticipated turn lanes at the development entrances. The site construction activities associated with the CIP are anticipated to be completed by villages and phases based on the estimated schedule for each village and phase. The schedule is shown on Exhibit 7. Upon completion of each phase within each village, the improvements will be through the required inspections as well as final certifications of completions will be obtained from SWFWMD, Polk County Health Department (water distribution system), FDEP (wastewater collection), and the city/county.

Amenities and Parks
The District will provide funding for an amenity center to include the following: parking areas, pavilion with public restroom facilities, pool, all-purpose playfields, and walking trails between the phases and villages to provide connectivity to the various amenity centers within the CDD. In addition, there will be public passive parks throughout the development, which will include benches and walking trails.

Electric Utilities and Lighting
The electric distribution system thru the District is currently planned to be underground, The District presently intends to fund and construct the electric conduit, fund and construct the cost for the under-grounding of the electrical system, transformer/cabinet pads, and electric manholes required by Duke Energy (Duke). Electric facilities will be owned and maintained by Duke after the dedication, with Duke providing underground electrical service to the Development. The CDD presently intends to fund the cost to purchase and install the street lighting along the internal roadways within the CDD. These lights will be operated, and maintained by Duke after the completion, with the District funding maintenance costs.
Entry Feature
Landscaping, irrigation, entry features, and walls at the entrances and along the outside boundary of the Development will be provided by the District. The irrigation system will use reclaimed water or an irrigation well. The well and irrigation water mains to the various phases of the development will be constructed and acquired by the CDD with District funds and operated and maintained by the CDD. Landscaping for the roadways will consist of sod, annual flowers, shrubs, ground cover, and trees for the internal roadways within the CDD. Perimeter fencing will be provided

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
at the site entrances and perimeters. These items will be funded, owned, and maintained by the CDD. It is noted that the City requires the walls as a buffer the development and thus will be funded together with the landscaping.

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

Permitting
Construction permits for all phases are required and include the SWFWMD ERP, Polk County Health Department, FDEP, and City construction plan approval.

Following is a summary of required permits obtained or pending approval for the construction of the public infrastructure improvements for the District:

Phase 1 – All Villages				
Permits/Approvals	Approval/Expected Date			
	Cascades Phase 1	Cascades Phase 2	Brentwood Townhomes
Phase 1	
Zoning Approval	Haines	City	RPUD
expected 4/1/21	Haines City RPUD – N/A	N/A	
Preliminary Plat	Haines City - 4/1/21	Haines City Preliminary
Plat – N/A	N/A	
SWFWMD ERP	Expected 04/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Construction Permits	Expected 4/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Polk County Health Department Water	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP Sanitary Sewer General Permit	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP NOI	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	

Other Phases and Villages		
Permits/Approvals	Approval/Expected Date	
Zoning Approval	TBO	
Preliminary Plat	TBO	
SWFWMD ERP	TBO	
Polk County Utilities Permits	TBO	
Polk County Health Department General
Water Distribution Permit	TBO	
FDEP Sanitary Sewer General Permit	TBO	
FDEP NOI – NPDES	TBO	
City of Haines City Construction Permit	TBO	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
RECOMMENDATION
As previously explained within this report, the public infrastructure, as described, is necessary for the development and functional operation as required by the City and County. The site planning, engineering design, and construction plans for the infrastructure are or will be in accordance with the applicable requirements of the City, the County, and the SWFWMD. It should be noted that the infrastructure will provide its intended use and function so long as the construction and installation are in substantial conformance with the design construction plans and regulatory permits.

Items utilized in the Opinion of Probable Costs for this report are based upon the proposed plan infrastructure as shown on construction drawings incorporating specifications in the most current SWFWMD, Polk County, and the City regulations.
REPORT MODIFICATION
During the development and implementation of the designed public infrastructure improvements, it may be necessary to make modifications and/or deviations to the plans. However, if such deviations and/or revisions do not change the overall primary objective of the plan for such improvements, then the cost differences would not materially affect the proposed construction cost estimates.
SUMMARY AND CONCLUSION
The improvements as outlined are necessary for the functional development of the Project. The Project is being designed in accordance with current government regulatory requirements. The Project will serve its intended function provided the construction is in substantial compliance with the design. Items of construction for the Project are based upon current development plans.

ENGINEER’S CERTIFICATION
It is our professional opinion that the public infrastructure costs for the CIP provided in this report are reasonable to complete the construction of the public infrastructure improvements. Furthermore, the public infrastructure improvements will benefit and add value to lands within the District and the value is at least the same as the costs for said improvements. t is noted that all financed property improvements will be located on district owned lands that is or will be at the time of conveyance to the district or subject to a permanent easement in favor of the district or another public governmental entity.

The Opinion of Probable Costs for the public infrastructure improvements is only an estimate and is not a guaranteed maximum price. The estimated costs are based upon current unit prices and on our experience with ongoing and similar projects and basis in the county and city. However; labor market, future costs of equipment; materials, changes to the regulatory permitting agencies' activities, and the actual construction processes employed by the chosen site contractor are beyond the engineer's control. Due to this inherent opportunity for changes (upward or downward) in the construction costs, the total, final construction cost may be more or less than this estimate.

Based upon the presumption that the CIP construction continues in a timely manner, it is our opinion that the costs of the CIP proposed represent a system of improvements benefitting all developable property located within the District, are fair and reasonable, and that the District-funded improvements are assessable improvements within the meaning of Chapter 190, F.S. We have no reason to believe that the CUP improvements cannot be constructed at the cost described in this report. We expect the improvements to be constructed or acquired by the District with bond proceeds, as indicated within this report. We believe that the District will be well served by the improvements discussed in this report.

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
I hereby certify that the foregoing is a true and correct copy of the engineer’s report for the Westside Haines City Community Development District.

Reinardo Malavé, P.E. Florida License No. 31588

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 1 - LOCATION MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021
L EGAL DESCRIPTIONS:

 

 	

 	     						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
1	

L EGAL DESCRIPTIONS:

”
”	”
”

”
”
”						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
2	
L EGAL DESCRIPTIONS:

  

”
”

 	            

	 ”
”

            

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
3	
L EGAL DESCRIPTIONS:						

”						
	”					

						

						

						

						

						

						

						

						

						

						

						

 						

		

						
”						
	”					

						

						

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
4	
L EGAL DESCRIPTIONS:

   

  	   

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
5	

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 3 - BOUNDARY MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.
WEST HAINES CITY CDD BOUNDARY

POLK CO.

HAINES CITY

HAINES CITY

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 4 - EXSITING LAND USE WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK COUNTY - FUTURE LAND USE

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 5 - FUTURE LAND USE WESTSIDE HAINES CITY CDD

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021

POLK CO.

HAINES CITY

POLK CO.

HAINES CITY
POLK CO.

HAINES CITY

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
DRAINAGE AREA LIMITS DRAINAGE PATTERN
EXISTING WATER MAIN EXISTING FORCE MAIN EXISTING RECLAIM MAIN
NOTE:
CONTOUR INFORMATION PER POLK COUNTY LIDAR GIS DATABASE.
SECTS 19, 30 & 31, T26S, R27E
EXHIBIT 6 - UTILITY LOCATION AND DRAINAGE MAP WESTSIDE HAINES CITY CDD

0'	1600'

3200'

DATE: March 16, 2021
Composite Exhibit 7
Summary of Proposed District Facilities and Summary of Probable Cost

District Infrastructure	Construction	Ownership	Capital Financing*	Operation and Maintenance	
Entry Feature & Signage	District	District	District Bonds	District	
Stormwater Facilities	District	District	District Bonds	District	
Lift Stations/Water/Sewer	District	Polk County****	District Bonds	Polk County****	
Street Lighting/Conduit	District	Duke/District**	District Bonds	Duke/District***	
Road Construction	District	District	District Bonds	District	
Parks & Amenities	District	District	District Bonds	District	
Offsite Improvements	District	Polk County	District Bonds	Polk County	
*Costs not funded by bonds will be funded by the developer
** District will fund undergrounding of electrical conduit
***District will fund street lighting maintenance services
**** Haines City will own and maintain the water and sewer infrastructure for the 46 lots in the Southeast corner of the District.

	Brentwood Townhomes	Cascades Single Family	Wynnstone Single Family										

Infrastructure	
Phase 1
  (226 Lots) 2021-2023	
Phase 2
 (124 Lots) 2021-2023	
Phase 3
 (122 Lots) 2021-2023	
Phase 4
 (224 Lots) 2022-2025	
Phase 5
 (248 Lots) 2022-2025	
Phase 1

(597 Lots)
2021-2024	
Phase 2

(74 Lots)
2021-2024	
Phase 3

(344 Lots)
2022-2025	
Phase 1

(305 Lots)
2022-2025	
Phase 2

(284 Lots)
2022-2025	
Phase 3

(204 Lots)
2022-2025	
Total (2,752 Lots)	
Offsite Improvements(1)(5)(7)(11)	$970,000	$200,000	$0	$0	$200,000	$4,000,000	$500,000	$500,000	$2,500,000	$1,250,000	$1,250,000	$11,370,000	
Stormwater Management (1)(2)(3)(5)(6)(7)	$1,284,390	$1,103,340	$1,169,370	$1,721,040	$2,249,280	$2,835,625	$450,000	$2,750,000	$1,300,000	$2,062,500	$1,262,500	$18,188,045	
Utilities (Water, Sewer, & Street Lighting) (1) (5)(7) (9)(11)	$1,169,820	$1,004,920	$1,065,060	$1,567,520	$2,048,640	$2,731,250	$450,000	$2,750,000	$1,265,000	$2,012,500	$1,012,500	$17,077,210	
Roadway (1)(4)(5)(7)	$560,790	$481,740	$510,570	$751,440	$982,080	$1,365,625	$265,000	$1,582,500	$560,000	$1,200,000	$690,000	$8,949,745	
Entry Feature (1)(7)(8)911)	$100,000	$0	$0	$0	$100,000	$750,000	$0	$0	$250,000	$125,000	$125,000	$1,450,000	
Parks and Amenities (1)(7)(11)	$1,000,000	$0	$0	$1,000,000	$0	$1,750,000	$0	$0	$1,000,000	$250,000	$250,000	$5,250,000	
Contingency(11)	$565,000	$310,000	$305,000	$560,000	$620,000	$1,492,500	$185,000	$842,500	$750,000	$200,000	$510,000	$6,340,000	
TOTAL	$5,650,000	$3,100,000	$3,050,000	$5,600,000	$6,200,000	$14,925,000	$1,850,000	$8,425,000	$7,625,000	$7,100,000	$5,100,000	$68,625,000	

Notes:
Infrastructure consists of public roadway improvements, Stormwater management facilities, master sanitary sewer lift station and utilities, entry feature, landscaping and signage, and public neighborhood parks, all of which will be located on land owned by or subject to a permanent easement in favor of the District or another governmental entity.
Excludes grading of each lot in conjunction with home construction, which will be provided by home builder.
Includes Stormwater pond excavation. Does not include the cost of transportation of fill for use of private lots.
Includes sub-grade, base, asphalt paving, curbing, and civil/site engineering.
Includes subdivision infrastructure and civil/site engineering.
Stormwater does not include grading associated with building pads.
Estimates are based on 2020 cost.
Includes entry features, signage, hardscape, landscape, irrigation and fencing.
CDD will enter into a Lighting Agreement with Duke Energy for the streetlight poles and lighting service. Includes only the cost of undergrounding.
Estimates based on 2,752 lots.
The costs associated with the infrastructure are a master cost and is effectively shared by the entire project (All phases).
Exhibit 8
1	2	3	4	5

SCALE: 1" = 200'

E
Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794

	

	

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

     	          Phase        
40 X 110'
(4,400 SF)
50 X 110'*
(5,500 SF)	Total     

WYNNSTONE
1	273	32	305
2	1	283	284
3	204	204
Total	478	315	793
PROJECT NO.
50137547
OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

				

				
				
KEY PLAN

C
SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

BRENTWOOD

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASE 1

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

RL-1
SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASES
2 & 3

A
PROJECT NO.

50137547

OF 4

SECTION 4

DECLARATION OF CONSENT TO JURISDICTION OF WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT
AND TO IMPOSITION OF SPECIAL ASSESSMENTS (ASSESSMENT AREA ONE SPECIAL ASSESSMENTS)
GLK REAL ESTATE, LLC, a Florida limited liability company (the “Landowner”), is the owner of those lands as more particularly described in Exhibit A attached hereto (the “Property” also known as “Assessment Area One”), located within the boundaries of the Westside Haines City Community Development District (the “District”). The Landowner, intending that it and its successors in interest and assigns shall be legally bound by this Declaration, hereby declares, acknowledges and agrees as follows:

The District is, and has been at all times, on and after March 18, 2021, a legally created, duly organized, and validly existing community development district under the provisions of Chapter 190, Florida Statutes, as amended (the “Act”). Without limiting the generality of the foregoing, the Landowner acknowledges that: (a) the petition filed with the Polk County Board of County Commissioners (“County”), relating to the creation of the District contained all matters required by the Act to be contained therein and was filed in the manner and by the persons required by the Act; (b) Ordinance No. 21-017, enacted by the County and effective on March 18, 2021, was duly and properly adopted by the County in compliance with all applicable requirements of law; (c) the members of the Board of Supervisors of the District (the “Board”) were and are duly and properly designated and/or elected pursuant to the Act to serve in their official capacities and had the authority and right to authorize, approve and undertake all actions of the District approved and undertaken from March 18, 2021, to and including the date of this Declaration.

The Landowner, for itself and its heirs, successors and assigns, hereby confirms and agrees, that the debt special assessments (the “Assessment Area One Special Assessments”) imposed by, but not limited to, Resolutions 2021-25, 2021-26, 2021-29, and 2021-35 (collectively, the “Assessment Resolutions”) have been duly adopted by the Board, and all proceedings undertaken by the District with respect thereto have been in accordance with applicable Florida law, that the District has taken all action necessary to levy and impose the Assessment Area One Special Assessments, and the Assessment Area One Special Assessments are legal, valid and binding first liens upon the Property co-equal with the lien of all state, county, city, district and municipal taxes, superior in dignity to all other liens, titles and claims, until paid.
The Landowner, for itself and its heirs, successors and assigns, hereby waives the right granted in Chapter 170.09, Florida Statutes, to prepay the Assessment Area One Special Assessments without interest within thirty (30) days after the improvements are completed, in consideration of the rights granted by the District to prepay the Assessment Area One Special Assessments in full at any time or in part one time, but with interest, under the circumstances set forth in the Assessment Resolutions of the District levying the Assessment Area One Special Assessments.

The Landowner hereby expressly acknowledges, represents and agrees that (i) the Assessment Area One Special Assessments, the Assessment Resolutions, and the terms of the financing documents related to the District’s issuance of the Westside Haines City Community Development District Special Assessment Bonds, Series 2021 (Assessment Area One Project), in the principal amount of $19,810,000 (the “Assessment Area One Bonds”), or securing payment thereof and all other documents and certifications relating to the issuance of the Assessment Area One Bonds (the “Financing Documents”), are valid and binding obligations enforceable in accordance with their terms; (ii) there are no claims or offsets whatsoever against, or defenses or counterclaims whatsoever to, payments of the Assessment Area One Special Assessments or claims of invalidity, deficiency or unenforceability of the Assessment Area One Special Assessments and Financing Documents (and the Landowner hereby expressly waives any such claims, offsets, defenses or counterclaims); (iii) the Landowner expressly waives and relinquishes any argument, claim or defense that foreclosure proceedings cannot be commenced until one (1) year after the date of the Landowner’s default and agrees that, immediate use of remedies in Chapter 170, Florida Statutes, is an appropriate and available remedy, notwithstanding the provisions of Section 190.026, Florida Statutes; (iv) to the extent Landowner fails to timely pay any Assessment Area One Special Assessments collected by mailed notice of the District, such unpaid Assessment Area One Special Assessments and future Assessment Area One Special Assessments may be placed on the tax roll by the District for collection by the Tax Collector pursuant to Section 197.3632, Florida Statutes, in any subsequent year; and (v) any and all rights to challenge the validity of: any argument, claim or defense resulting from any defect or omission of any and all District notices, meetings, workshops, public hearings and other proceedings in relation to the Assessment Area One Special Assessments or the Assessment Area One Bonds that were conducted on or prior to the date hereof whether pursuant to Florida law or any waiver of Florida law granted in said Executive Order, including any extensions thereof.

This Declaration shall represent a lien of record for purposes of Chapter 197, Florida Statutes, including, without limitation, Section 197.573, Florida Statutes. Other information regarding the Assessment Area One Special Assessments is available from the District Manager (Governmental Management Services – Central Florida, LLC), 219 E. Livingston Street, Orlando, Florida 32801.

THE DECLARATIONS, ACKNOWLEDGEMENTS AND AGREEMENTS CONTAINED HEREIN SHALL BE BINDING ON THE LANDOWNER AND ON ALL PERSONS (INCLUDING CORPORATIONS, ASSOCIATIONS, TRUSTS AND OTHER LEGAL ENTITIES) TAKING TITLE TO ALL OR ANY PART OF THE PROPERTY, AND THEIR SUCCESSORS IN INTEREST, WHETHER OR NOT THE PROPERTY IS PLATTED AT SUCH TIME. BY TAKING SUCH TITLE, SUCH PERSONS SHALL BE DEEMED TO
HAVE CONSENTED AND AGREED TO THE PROVISIONS OF THIS DECLARATION TO THE SAME EXTENT AS IF THEY HAD EXECUTED IT AND BY TAKING SUCH TITLE, SUCH PERSONS SHALL BE ESTOPPED FROM CONTESTING, IN COURT OR OTHERWISE, THE VALIDITY, LEGALITY AND ENFORCEABILITY OF THIS DECLARATION.

[Signature page to follow]
EFFECTIVE THIS 19th day of July 2021.
IN WITNESS WHEREOF, Landowner and the District have caused this Consent to be executed and delivered on the day and year first written above.

WITNESSES:	GLK REAL ESTATE, LLC, a Florida
limited liability company

Gary Price, Manager
[Print Name]

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online notarization this        day of 	, 2021, by Gary Price, as Manager of GLK Real Estate, LLC.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	

EXHIBIT A – LEGAL DESCRIPTION OF ASSESSMENT AREA ONE

SECTION 5

COLLATERAL ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT RIGHTS RELATING TO THE ASSESSMENT AREA ONE PROJECT

THIS COLLATERAL ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT RIGHTS
RELATING TO THE ASSESSMENT AREA ONE PROJECT (“Assignment”) is made this 19th day of July 2021, by and between:
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT, a local unit of
special-purpose government established pursuant to Chapter 190, Florida Statutes, being situated in the City of Haines City, Florida, with a mailing address of 219 East Livingston Street, Orlando Florida 32801 (the “District”), and
GLK REAL ESTATE, LLC, a Florida limited liability company, the developer and owner of certain lands within the District, with a mailing address of 346 East Central Avenue, Winter Haven, Florida 32060, and its successors and assigns (the “Landowner” and, together with the District, the “Parties”).

RECITALS

WHEREAS, Landowner is the majority owner and the developer of that certain real property within the District as more particularly described in Exhibit A, attached hereto and incorporated herein (“Assessment Area One”); and
WHEREAS, the District proposes to issue its $19,810,000 Westside Haines City Community Development District Special Assessment Bonds, Series 2021 (Assessment Area One Project) (“Assessment Area One Bonds”), to finance certain improvements which will benefit all of Assessment Area One; and
WHEREAS, among the security for the repayment of the Assessment Area One Bonds are the debt special assessments levied against Assessment Area One (“Assessment Area One Special Assessments”); and

WHEREAS, the Parties intend that Assessment Area One will be platted and fully developed into a total of 226 townhomes and 321 single family residential units (together, the “Lots”), and the Lots will be ultimately owned by homebuilders or end users, unrelated to the Landowner or its affiliated entities (“Development Completion”), as contemplated by the Westside Haines City Community Development District Engineer’s Report, dated March 29,
2021, (the “Engineer’s Report”) and in the Master Assessment Methodology dated March 29, 2021, as supplemented by that Supplemental Assessment Methodology – Assessment Area One, dated July 7, 2021 (together, the “Assessment Methodology”), all of such Lots and associated improvements being referred to herein as the “Development”; and

WHEREAS, the Development which is being partially financed with the proceeds of the Assessment Area One Bonds is described as Brentwood Phase 1, Cascades Phase 1A and 1B, and Cascades Phase 2 in the Engineer’s Report and is referred to as the “Assessment Area One Project”; and

WHEREAS, the failure to achieve Development Completion may increase the likelihood that the purchasers of the Assessment Area One Bonds will not receive the full benefit of their investment in the Assessment Area One Bonds; and
WHEREAS, during the period in which the Development is being developed and the Assessment Area One Project has yet to reach Development Completion, there is an increased likelihood that adverse changes to local or national economic conditions may result in a default in the payment of the Assessment Area One Special Assessments securing the Assessment Area One Bonds; and

WHEREAS, in the event of default in the payment of the Assessment Area One Special Assessments securing the Assessment Area One Bonds, or in the payment of a True-Up Obligation (as defined in the Agreement by and between the Westside Haines City Community Development District and GLK Real Estate, LLC Regarding True-Up as to Assessment Area  One Special Assessments, dated July 19, 2021), Agreement by and between the Westside Haines City Community Development District and Lennar Homes, LLC Regarding True-Up as to Assessment Area One Special Assessments, dated July 19, 2021, or in the event of any other Event of Default (as defined herein), the District requires, in addition to the remedies afforded the District under the Master Trust Indenture dated as of June 1, 2021 (the “Master Indenture”), as supplemented by that First Supplemental Trust Indenture dated as of June 1, 2021 (the “First Supplemental Indenture” and, together with the Master Indenture, the “Indenture”), pursuant to which the Assessment Area One Bonds are being issued, and the other Agreements being entered into by Landowner concurrent herewith with respect to the Assessment Area One Bonds and the Assessment Area One Special Assessments (the Indentures and Agreements being referred to collectively as the “Bond Documents”, and such remedies being referred to collectively as the “Remedial Rights”), certain remedies with respect to the Development Rights (defined below) in order to complete or enable a third party to complete development of the Assessment Area One Project.

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:
RECITALS. The recitals stated above are true and correct and by this reference are incorporated herein and form a material part of this Assignment.

COLLATERAL ASSIGNMENT.

Subject to the terms and conditions of this Assignment, Landowner hereby collaterally assigns to the District, to the extent assignable, all of Landowner’s development rights, permits, entitlements and work product relating to development of Assessment Area One Project, and the Landowner’s rights as declarant of any property owner or homeowner association with respect to Assessment Area One Project (collectively, the “Development Rights”), as security for Landowner’s payment and performance of all of its obligations arising under the Bond Documents, including, without limitation, payment of the Assessment Area One Special Assessments levied against the Assessment Area One Project that is owned by Landowner, its successors and assigns, and any True-Up Obligation. The Development Rights shall include, without limitation, the items listed in subsections (i) through (viii) below as they pertain to development of the Assessment Area One Project, but shall specifically exclude any portion of the Development Rights which relate solely to (x) Lots which have been or are conveyed to homebuilders unaffiliated with the Landowner or homebuyers effective as of such conveyance, or (y) any portion of Assessment Area One Project which has been transferred, dedicated and/or conveyed, or is in the future conveyed, to the City of Haines City, Florida (the “City”), Polk County, Florida (the “County”), the District, any utility provider, governmental or quasi-governmental entity, any homeowner’s or property owner’s association or other governing entity or association as may be required by applicable permits, approvals, plats or entitlements or regulations affecting the District, if any, in each case effective as of such transfer, conveyance and/or dedication, as applicable:

Zoning approvals, density approvals and entitlements, concurrency and capacity certificates, and development assignments;

Engineering and construction plans and specifications for grading, roadways, site drainage, storm water drainage, signage, water distribution, wastewater collection, recreational facilities and other improvements;

Preliminary and final site plans and plats;

Architectural plans and specifications for recreational buildings and other improvements to the developable property within the District;

Permits, approvals, resolutions, variances, licenses, and franchises granted by governmental authorities, or any of their respective agencies, for or affecting the Assessment Area One Project or the construction of improvements within the Assessment Area One Project, or off-site to the extent such off-site improvements are necessary or required to complete the Assessment Area One Project;

Contracts with engineers, architects, land planners, landscape architects, consultants, contractors, and suppliers for or relating to the construction of the Assessment Area One Project or the construction of improvements within the Assessment Area One Project;

All prepaid impact fees and impact fee credits; and

All future creations, changes, extensions, revisions, modifications, substitutions, and replacements of any of the foregoing.
This Assignment is not intended to and shall not impair or interfere with the development of the Assessment Area One Project, including, without limitation, Landowner’s contracts with homebuilders, if any, and end users (collectively, “Sales Contracts”), and shall only be inchoate and shall become an effective and absolute assignment and assumption of the Development Rights, from time to time, only upon the District’s exercise of its rights hereunder upon a failure of Landowner to pay the Assessment Area One Special Assessments levied against the portion of Assessment Area One owned by the Landowner, from time to time, failure of Landowner to satisfy a True-Up Obligation, or any other Event of Default hereunder. The District shall not be deemed to have assumed any obligations associated with the Development Rights unless and until the District exercises its rights under this Assignment, and then only to the extent of such exercise.

If this Assignment has not become absolute, it shall automatically terminate upon the earliest to occur of the following events: (i) payment in full of the principal and interest associated with the Assessment Area One Bonds; (ii) Development Completion; (iii) transfer of any Development Rights to the City, the County, the State, the District, any utility provider, any other governmental or quasi-governmental entity, or any homeowners’ or property owner’s association but only to the extent of such transfer; or (iv) transfer of any portion of the Assessment Area One Project to an unaffiliated homebuilder or end user but only as to such portion transferred, from time to time.

WARRANTIES BY LANDOWNER. Landowner represents and warrants to the District that:

Landowner is not prohibited under any agreement with any other person or under any judgment or decree from the execution, delivery and performance of this Assignment.
No action has been brought or threatened which would in any way interfere with the right of Landowner to execute this Assignment and perform all of Landowner’s obligations herein contained.

Any transfer, conveyance or sale of the Assessment Area One Project shall subject any and all affiliates or successors-in-interest of Landowner as to the Assessment Area One Project or any portion thereof, to this Assignment to the extent of the portion of the Assessment Area One Project so conveyed, except to the extent described in Section 2 above.

COVENANTS. Landowner covenants with the District that for so long as this Assignment shall remain in effect pursuant to the terms hereof:

Landowner will use reasonable, good faith efforts to (i) fulfill, perform, and observe each and every material condition and covenant of Landowner relating to the Development Rights, and (ii) give notice to District of any default with respect to any of the Development Rights.

The Development Rights include all of Landowner’s rights to modify the Development Rights, to terminate the Development Rights, and to waive or release the performance or observance of any obligation or condition of the Development Rights; provided, however, that this Assignment does not and shall not (i) pertain to lands outside of the District not relating or necessary to development of the Assessment Area One Project, or (ii) limit Landowner’s right, from time to time, to modify, waive or release the Development Rights, subject to Section 4(c) below and Landowner’s obligations under the Bond Documents.

Landowner agrees not to take any action that would decrease the development entitlements to a level below the amount necessary to support the then-outstanding Assessment Area One Special Assessments or would materially impair or impede the ability to achieve Development Completion.

EVENTS OF DEFAULT. Any breach of Landowner’s warranties contained in Section 3 hereof, any breach of covenants contained in Section 4 hereof which is not cured within sixty (60) days after receipt of written notice thereof, or any breach of Landowner under any other Bond Documents, which default is not cured within any applicable cure period, will constitute an “Event of Default”, under this Assignment.

REMEDIES UPON DEFAULT. Upon an Event of Default, or the transfer of title to any portion of the Assessment Area One Project owned by Landowner to the District or its designee pursuant to a judgment of foreclosure entered by a court of competent jurisdiction or a deed in lieu of foreclosure to the District or its designee or the acquisition of title to such property through the sale of tax certificates, the District may, as the District’s sole and exclusive remedies under this Assignment, take any or all of the following actions, at the District’s option:
Perform or cause to be performed any and all obligations of Landowner relating  to the Development Rights and exercise or cause to be exercised any and all rights of Landowner therein as fully as Landowner could;

Initiate, appear in, or defend any action arising out of or affecting the Development Rights; and,

Further assign any and all of the Development Rights to a third party acquiring title to the Assessment Area One Project or any portion thereof from the District or at a District foreclosure sale.

AUTHORIZATION IN EVENT OF DEFAULT. In the Event of Default, Landowner does hereby authorize and shall direct any party to any agreements relating to the Development Rights to tender performance thereunder to the District upon written notice and request from the District. Any such performance in favor of the District shall constitute a full release and discharge to the extent of such performance as fully as though made directly to Landowner. Notwithstanding the foregoing or anything to the contrary set forth in this Assignment, no exercise by the District or the District’s rights under this Assignment shall operate to release Landowner from its obligations under this Assignment.
ATTORNEYS’ FEES AND COSTS. In the event that any Party is required to enforce this Assignment by court proceedings or otherwise, then the Parties agree that the substantially prevailing party shall be entitled to recover from the other(s) all fees and costs incurred, including reasonable attorneys’ fees and costs for trial, alternative dispute resolution, or appellate proceedings.

AUTHORIZATION. The execution of this Assignment has been duly authorized by the appropriate body or official of the Parties; the Parties have complied with all the requirements of law; and the Parties 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 Assignment (“Notices”) shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, or overnight delivery service, to the Parties at the addresses first set forth above. Except as otherwise provided in this Assignment, 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 Assignment 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 Landowner may deliver Notice on behalf of the District and the Landowner, respectively. Any Party or other person to whom Notices are to be sent or copied may notify the other parties and addressees of any change in name or address to which Notices shall be sent by providing the same on five (5) days written notice to the Parties and addressees set forth in this Assignment.

ARM’S LENGTH TRANSACTION. This Assignment has been negotiated fully between the Parties as an arm’s length transaction. Both Parties participated fully in the preparation of this Assignment and received the advice of counsel. In the case of a dispute concerning the interpretation of any provision of this Assignment, both Parties are deemed to have drafted, chosen, and selected the language, and the doubtful language will not be  interpreted or construed against either the District or the Landowner.
THIRD PARTY BENEFICIARIES. The Parties hereto agree that the trustee under the Indenture (“Trustee”), on behalf of the bondholders, shall be a direct third-party beneficiary of the terms and conditions of this Assignment and entitled to enforce Landowner’s obligations hereunder at the direction of the bondholders owning more than 50% of the aggregate principal amount of the applicable Assessment Area One Bonds then outstanding. The Trustee shall not  be deemed by virtue of this Assignment to have assumed any obligations or duties.
AMENDMENT. This Assignment may be amended by an instrument in writing executed by all of the Parties hereto, but only with the written consent of the Trustee acting at the direction of bondholders owning more than 50% of the aggregate principal amount of the Assessment Area One Bonds then outstanding with respect to material amendments.
MISCELLANEOUS. Unless the context requires otherwise, whenever used herein, the singular number shall include the plural, the singular, and the use of any gender shall include
all genders. The terms “person” and “party” shall include individuals, firms, associations, joint ventures, partnerships, estates, trusts, business trusts, syndicates, fiduciaries, corporations, and all other groups and combinations. Titles of paragraphs contained herein are inserted only as a matter of convenience and for reference and in no way define, limit, extend, or describe the scope of this Assignment or the intent of any provisions hereunder. This Assignment shall be construed under Florida law.

APPLICABLE LAW AND VENUE. This Assignment and the provisions contained herein shall be construed, interpreted and controlled according to the laws of the State of Florida. Each party consents that the exclusive venue for any litigation arising out of or related to this Assignment shall be in a court of appropriate jurisdiction, in and for Polk County, Florida.

PUBLIC RECORDS. The Landowner understands and agrees that all documents of any kind provided to the District in connection with this Assignment may be public records and treated as such in accordance with Florida law.
SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Assignment shall not affect the validity or enforceability of the remaining portions of this Assignment, or any part of this Assignment not held to be invalid or unenforceable.

LIMITATIONS ON GOVERNMENTAL LIABILITY. Nothing in this Assignment 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 law, and nothing in this Assignment shall inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred by sovereign immunity or by other operation of law.

HEADINGS FOR CONVENIENCE ONLY. The descriptive headings in this Assignment are for convenience only and shall not control nor affect the meaning or construction of any of the provisions of this Assignment.
COUNTERPARTS. This instrument may be executed in any number of counterparts, each of which when executed and delivered shall constitute an original, and such counterparts together shall constitute 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.

[Signature pages follow]
IN WITNESS WHEREOF, Landowner and the District have caused this Assignment to be executed and delivered on the day and year first written above.

WITNESSES:	GLK REAL ESTATE, LLC,
a Florida limited liability company

Gary Price, Manager
[Print Name]

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or  ▢ online  notarization  this        day of 	, 2021, by Gary Price, as Manager of GLK Real Estate, LLC, on behalf of the company.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	

WITNESSES:	WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

Lauren O. Schwenk
[Print Name]	Vice Chairperson, Board of Supervisors

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or  ▢ online  notarization  this      day of 	, 2021, by Lauren O. Schwenk, as Vice Chairperson of the Board of Supervisors of Westside Haines City Community Development District.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	

Exhibit A:	Legal Description of the Assessment Area One
ACKNOWLEDGEMENT OF ASSIGNMENT, Lennar Homes, LLC on behalf of itself, its successors, and assigns acknowledges, agrees, and relinquishes any claim it may have to the development rights for the Assessment Area One Project contemplated under this Agreement.

WITNESSES:	LENNAR HOMES, LLC,
a Florida limited liability company.

BY:  	

[Print Name]

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence
or ▢ online notarization  this   	
day of 	, 2021, by 	, as 	of
Lennar Homes, LLC, on behalf of the company.

(Official Notary Signature)
Name:  	
Personally Known  	
[notary seal]	OR Produced Identification  	
Type of Identification  	
EXHIBIT A- LEGAL DESCRIPTION OF ASSESSMENT AREA ONE

SECTION VII

SECTION A
ASSIGNMENT OF CONTRACTOR AGREEMENT
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT (AKA CASCADES PHASE 1AA) MASTER INFRASTRUCTURE PROJECT

Assignor:	GLK Real Estate, LLC (“Assignor”)
Owner/Assignee:	Westside Haines City Community Development District (“Assignee” or “District”)
Contractor:	QGS Development, Inc. (“Contractor”)
Contract:	Westside Haines City Contractor Agreement for Master Infrastructure Improvements of “Cascades Phase 1AA” (“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.

QGS DEVELOPMENT, INC.

By:		 Printed Name:  	 Title:  			
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

By:  	
Name: Warren K. “Rennie” Heath II Title: Chairperson

GLK REAL ESTATE, LLC

By:  	
Printed Name: Lauren O. Schwenk Title: Manager

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:
Scrutinized Companies Statement
Public Entity Crimes Statement
Trench Safety Compliance Act Statement
Discrimination Statement
DEVELOPER’S AFFIDAVIT AND AGREEMENT REGARDING ASSIGNMENT OF CONTRACTOR AGREEMENT
WESTSIDE HAINES CITY (“CASCADES – PHASE 1AA”) MASTER INFRASTRUCTURE PROJECT

STATE OF FLORIDA COUNTY OF  	

BEFORE ME, the undersigned, personally appeared Lauren O. Schwenk of GLK Real Estate, LLC (“Developer”), who, after being first duly sworn, deposes and says:

I, Lauren O. Schwenk, serve as Manager for Developer and am authorized to make this affidavit on its behalf. I make this affidavit in order to induce the Westside Haines City Community Development District (“District”) to accept an assignment of the Contractor Agreement (defined below).

The agreement (“Contractor Agreement”) between Developer and QGS Development, Inc. (“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 liability, 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   was not required to provide such a bond pursuant to Section 255.05, Florida   Statutes.

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.

GLK REAL ESTATE, LLC
a Florida limited liability company

By:  	
Printed Name: Lauren O. Schwenk Title: Manager

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online  notarization  this       day of 	, 2021 by Lauren O. Schwenk, as Manager of GLK Real Estate, LLC, on behalf of the company.

(Official Notary Signature)
Name:
Personally Known
[notary seal]	OR Produced Identification Type of Identification
CONTRACTOR’S ACKNOWLEDGMENT AND ACCEPTANCE OF ASSIGNMENT AND RELEASE
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT (“CASCADES – PHASE 1AA”)
MASTER INFRASTRUCTURE PROJECT

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, QGS Development, Inc. (“Contractor”), hereby agrees as follows:

The agreement (“Contractor Agreement”) between GLK Real Estate, LLC. and Contractor dated June 25, 2021, has been assigned to the Westside Haines City 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.

QGS DEVELOPMENT, INC.

STATE OF FLORIDA
COUNTY OF  	
By:  	
Its:  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online  notarization  this       day of 	, 2021 by 	, as 	of QGS Development, Inc., on behalf of the company.

(Official Notary Signature)
Name:
Personally Known
[notary seal]	OR Produced Identification Type of Identification

ADDENDUM (“ADDENDUM”) TO CONTRACT (“CONTRACT”) WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT (“CASCADES – PHASE 1A”)
MASTER INFRASTRUCTURE PROJECT

ASSIGNMENT. This Addendum applies to that certain Agreement between Owner and Contractor for Construction Contract (Stipulated Price) dated June 25, 2021 (“Contract”) between the Westside Haines City Community Development District (“District”) and QGS Development, Inc. (“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.

INDEMNIFICATION. 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.

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 JILL BURNS, GOVERNMENTAL MANAGEMENT SERVICES CENTRAL FLORIDA, LLC, 219 E. LIVINGSTON ST. ORLANDO, FLORIDA 32801, PHONE (407) 841-5524, AND JBURNS@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:	Westside Haines City Community Development District Governmental Management Services
Central Florida, LLC 219 E. Livingston St. Orlando, Florida 32801 Attn: District Manager

With a copy to:	Hopping Green & Sams, P.A. 119 South Monroe, Suite 300
Tallahassee, Florida 32301 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.

QGS DEVELOPMENT, INC.

By:  	
Its:   	

Witness

Print Name of Witness

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

Witness	By: Warren K. “Rennie” Heath II
Its: Chairperson

Print Name of Witness

Exhibit A:	Scrutinized Companies Statement Exhibit B:	Public Entity Crimes Statement Exhibit C:	Trench Safety Act Statement Exhibit D:	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.

This sworn statement is submitted to 	Westside Haines City Community Development District	

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 Westside Haines City 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 Westside Haines City 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 QGS Development, Inc., 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:  	
EXHIBIT B

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 Westside Haines City Community Development District.

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 QGS Development, Inc. (“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(1)(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(1)(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(1)(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, shareholders, 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 of a 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 1, 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 final 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 final 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 QGS Development, Inc., 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:  	
EXHIBIT C

WESTSIDE HAINES CITY 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: QGS Development, Inc.

By:  	
Title:  	
STATE OF FLORIDA COUNTY OF  	

The  foregoing  instrument  was  acknowledged  before  me  this         day of 	, 2021, by 	, as 	of QGS Development, Inc., 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:  	
WESTSIDE HAINES CITY 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 Cost1	Item Total Cost	

				
				
Project Total				

Dated this 	day of 	, 2021.

Subcontractor: 	

By:	 Title: 	 
STATE OF FLORIDA COUNTY OF  	

The  foregoing  instrument  was  acknowledged  before  me  this        day of 			, 2021, by 	, as 	of QGS Development, Inc.,  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.
EXHIBIT D

WESTSIDE HAINES CITY 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.

This sworn statement is submitted to Westside Haines City Community Development District.

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 QGS Development, Inc. (“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(1)(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(1)(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(1)(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 QGS Development, Inc., 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:  	

SECTION B
ASSIGNMENT OF CONTRACTOR AGREEMENT
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT (AKA CASCADES PHASE 1B) MASTER INFRASTRUCTURE PROJECT

Assignor:	GLK Real Estate, LLC (“Assignor”)
Owner/Assignee:	Westside Haines City Community Development District (“Assignee” or “District”)
Contractor:	Tucker Paving, Inc. (“Contractor”)
Contract:	Westside Haines City Contractor Agreement for Master Infrastructure Improvements of “Cascades Phase 1B” (“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.

TUCKER PAVING, INC.

By:		 Printed Name:  	 Title:  			
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

By:  	
Name: Warren K. “Rennie” Heath II Title: Chairperson

GLK REAL ESTATE, LLC

By:  	
Printed Name: Lauren O. Schwenk Title: Manager

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:
Scrutinized Companies Statement
Public Entity Crimes Statement
Trench Safety Compliance Act Statement
Discrimination Statement
DEVELOPER’S AFFIDAVIT AND AGREEMENT REGARDING ASSIGNMENT OF CONTRACTOR AGREEMENT
WESTSIDE HAINES CITY (“CASCADES – PHASE 1B”) MASTER INFRASTRUCTURE PROJECT

STATE OF FLORIDA COUNTY OF  	

BEFORE ME, the undersigned, personally appeared Lauren O. Schwenk of GLK Real Estate, LLC (“Developer”), who, after being first duly sworn, deposes and says:

I, Lauren O. Schwenk, serve as Manager for Developer and am authorized to make this affidavit on its behalf. I make this affidavit in order to induce the Westside Haines City Community Development District (“District”) to accept an assignment of the Contractor Agreement (defined below).

The agreement (“Contractor Agreement”) between Developer and Tucker Paving, Inc.
(“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 liability, 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   was not required to provide such a bond pursuant to Section 255.05, Florida   Statutes.

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.

GLK REAL ESTATE, LLC
a Florida limited liability company

By:  	
Printed Name: Lauren O. Schwenk Title: Manager

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online  notarization  this       day of 	, 2021 by Lauren O. Schwenk, as Manager of GLK Real Estate, LLC, on behalf of the company.

(Official Notary Signature)
Name:
Personally Known
[notary seal]	OR Produced Identification Type of Identification
CONTRACTOR’S ACKNOWLEDGMENT AND ACCEPTANCE OF ASSIGNMENT AND RELEASE
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT (“CASCADES – PHASE 1B”)
MASTER INFRASTRUCTURE PROJECT

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Tucker Paving, Inc. (“Contractor”), hereby agrees as follows:

The agreement (“Contractor Agreement”) between GLK Real Estate, LLC. and Contractor dated 	, 2021, has been assigned to the Westside Haines City 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.

TUCKER PAVING, INC.

By:  	
Its:  	
STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online notarization this        day of 	, 2021 by 	, as 	of Tucker Paving, Inc., on behalf of the company.

(Official Notary Signature)
Name:
Personally Known
[notary seal]	OR Produced Identification Type of Identification

ADDENDUM (“ADDENDUM”) TO CONTRACT (“CONTRACT”) WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT (“CASCADES – PHASE 1B”)
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 Westside Haines City Community Development District (“District”) and Tucker Paving, Inc. (“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.

INDEMNIFICATION. 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.

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 JILL BURNS, GOVERNMENTAL MANAGEMENT SERVICES CENTRAL FLORIDA, LLC, 219 E. LIVINGSTON ST. ORLANDO, FLORIDA 32801, PHONE (407) 841-5524, AND JBURNS@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:	Westside Haines City Community Development District Governmental Management Services
Central Florida, LLC 219 E. Livingston St. Orlando, Florida 32801 Attn: District Manager

With a copy to:	Hopping Green & Sams, P.A. 119 South Monroe, Suite 300
Tallahassee, Florida 32301 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.

TUCKER PAVING, INC.

By:  	
Its:  	

Witness

Print Name of Witness

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

Witness	By: Warren K. “Rennie” Heath II
Its: Chairperson

Print Name of Witness

Exhibit A:	Scrutinized Companies Statement Exhibit B:	Public Entity Crimes Statement Exhibit C:	Trench Safety Act Statement Exhibit D:	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.

This sworn statement is submitted to 	Westside Haines City Community Development District	

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 Westside Haines City 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 Westside Haines City 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 Tucker Paving, Inc., 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:  	
EXHIBIT B

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 Westside Haines City Community Development District.

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 Tucker Paving, Inc. (“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(1)(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(1)(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(1)(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, shareholders, 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 of a 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 1, 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 final 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 final 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 Tucker Paving, Inc., 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:  	
EXHIBIT C

WESTSIDE HAINES CITY 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: Tucker Paving, Inc.

By:  	
Title:  	
STATE OF FLORIDA COUNTY OF  	

The  foregoing  instrument  was  acknowledged  before  me  this         day of 	, 2021, by 	, as 	of Tucker Paving, Inc., 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:  	
WESTSIDE HAINES CITY 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 Cost1	Item Total Cost	

				
				
Project Total				

Dated this 	day of 	, 2021.

Subcontractor: 	

By:	 Title: 		
STATE OF FLORIDA COUNTY OF  	

The foregoing instrument was acknowledged before me this 	day of 		, 2021, by 	, as 		of Tucker Paving, Inc.,
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.
EXHIBIT D

WESTSIDE HAINES CITY 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.

This sworn statement is submitted to Westside Haines City Community Development District.

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 Tucker Paving, Inc. (“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(1)(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(1)(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(1)(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 Tucker Paving, Inc., 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:  	

SECTION VIII
Prepared By and Return To

Roy Van Wyk, Esq.
Hopping Green & Sams
119 South Monroe Street, Suite 300
Tallahassee, Florida 32301

TEMPORARY CONSTRUCTION AND ACCESS EASEMENT AGREEMENT
(	PHASE	)

THIS	TEMPORARY	CONSTRUCTION	AND	ACCESS	EASEMENT
AGREEMENT (“Agreement”) is made and entered into this         day of 	, 2021, by and between 	, a Florida limited liability company, whose address is 346 E. Central Avenue, Winter Haven, Florida 33880 (“Grantor”) in favor of WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT, a local unit of special- purpose government established pursuant to Chapter 190, Florida Statutes, whose address is c/o Governmental Management Services Central Florida, LLC, 219 E. Livingston St., Orlando, Florida 32801 (“Grantee” or the “District”) (Grantor and Grantee are sometimes together referred to herein as the “Parties”, and separately as the “Party”).

WITNESSETH :

WHEREAS, Grantor is the owner in fee simple of certain real property located in the District, identified as 	, being more particularly described on Exhibit “A” attached hereto, and by this reference incorporated herein (the “Easement Area”); and

WHEREAS, Grantee intends to complete within the Easement Area, the design, installation and construction of roadway improvements, water, stormwater management facilities, sanitary sewer utilities, signage, neighborhood parks and recreational facilities, and other such improvements as authorized by law, (collectively, the “Improvements”); and

WHEREAS, Grantor desires to grant to Grantee a temporary, non-exclusive construction and access easement on, upon, over, under, across, and through the Easement Area for the sole purpose of constructing the Improvements, until either construction of the Improvements is completed or the Grantee acquires the Easement Area, whichever occurs first.

NOW, THEREFORE, for and in consideration of Ten and No/100 Dollars ($10.00) in hand paid by the Grantee to the Grantor, the mutual covenants and agreements herein set forth and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby expressly acknowledged by the Parties, the Parties do hereby agree as follows:
Recitals. The foregoing recitals are true and correct and are incorporated herein by this reference.

Temporary Construction Easement. Grantor does hereby grant, bargain, sell and convey to Grantee a temporary, non-exclusive easement on, upon, over, under, across and through the Easement Area for access, ingress, egress and to allow Grantee to complete the design, construction and installation of the Improvements (collectively, the “Easement”).

Term of Easement. Upon the earlier of (i) the completion of all Improvements and the acceptance of such by the District’s Board of Supervisors, or (ii) recordation of a release of the Easement in the Public Records of Polk County, Florida, then this Agreement shall automatically terminate and be extinguished and all rights in the Easement granted by this Agreement shall immediately revert to the Grantor, its successors, transferees and assigns, without further action of the Grantor or Grantee being required with respect to such Easement Area. Alternatively, (iii) upon recordation of a plat, this Agreement shall partially and automatically terminate and be extinguished over the platted residential lots (“Lots”), and all rights in the Easement upon such Lots granted by this Agreement shall immediately revert to the Grantor, its successors, transferees and assigns, without further action of the Grantor or Grantee being required with respect to such Lots in the Easement Area. Upon termination of this Agreement, as provided herein, and upon request by Grantor, Grantee shall promptly execute and deliver to Grantor a document in recordable form confirming termination of this Agreement and the Easement granted herein. Should the Grantee acquire the Easement Area from the Grantor prior to the occurrence of events (i), (ii) and (iii) enumerated herein, this Agreement shall automatically terminate and be extinguished and all rights in the Easement granted by this Agreement shall immediately vest in the Grantee, its successors, transferees and assigns, without further action of the Grantor or Grantee being required with respect to such Easement Area.

Insurance and Indemnity. Grantee and/or any contractors performing work for Grantee on the Easement Area, shall at all times maintain general public liability insurance to afford protection against any and all claims for personal injury, death or property damage arising directly or indirectly out of the exercise of the rights and privileges granted. Said insurance maintained by any contractors performing work for Grantee on the Easement Area shall be issued by solvent, reputable insurance companies authorized to do business in the State of Florida, naming Grantee and Grantor as insured, as their interests may appear, in a combined- single limit of not less than $1,000,000.00 with respect to bodily injury or death and property damage. Said insurance shall also be primary, and not contributory, as to any insurance coverage maintained by Grantor. To the extent permitted by law and without waiving any of the protections afforded by section 768.28, Florida Statutes, Grantee hereby agrees to indemnify and hold harmless Grantor from and against any and all liability arising out of Grantee’s construction activities within the Easement Area.

Obligations of Grantor and Grantee. The Parties acknowledge and agree that any rights granted hereunder shall be exercised by the Parties only in accordance and compliance with any and all applicable laws, ordinances, rules, regulations, permits and approvals, and any future modifications or amendments thereto. The Parties covenant and agree that neither party shall discharge into or within the Easement Area, any hazardous or toxic materials or substances, any pollutants, or any other substances or materials prohibited or regulated under any federal,
state or local law, ordinance, rule, regulations or permit, except in accordance with such laws, ordinances, rules, regulations and permits. To the extent permitted by law and without waiving any of the protections afforded by section 768.28, Florida Statutes, each Party hereby agrees to indemnify and hold harmless the other Party from and against any and all liability arising out of such Party’s breach of any provision of this Agreement, including, without limitation, the matters set forth in this paragraph.

Beneficiaries of Easement Rights. The Easement set forth in this Agreement shall be for the sole benefit and use of Grantee, its successors and assigns, and Grantee’s agents, employees, consultants, representatives, contractors and providers of emergency services and utility services.

Amendments and Waivers. This Agreement may not be terminated or amended, modified, altered, or changed in any respect whatsoever, except by a further agreement in writing duly executed by the Parties and recorded in the Public Records of Polk County, Florida. No delay or omission of any Party in the exercise of any right accruing upon any default of any Party shall impair such right or be construed to be a waiver thereof, and every such right may be exercised at any time during the continuance of such default. A waiver by any Party of a breach of, or a default in, any of the terms and conditions of this Agreement by any other Party shall not be construed to be a waiver of any subsequent breach of or default in the same or any other provision of this Agreement. No breach of the provisions of this Agreement shall entitle any Party to cancel, rescind or otherwise terminate this Agreement, but such limitation shall not affect, in any manner, any other rights or remedies which any Party may have by reason of any breach of the provisions of this Agreement.

Notices. Any notices which may be permitted or required hereunder shall be in writing and shall be deemed to have been duly given (i) three (3) days after depositing with the United States Postal Service, postage prepaid, (ii) one day after depositing with a nationally recognized overnight courier service, or (iii) on the day of hand delivery (provided such delivery occurs prior to 5:00 pm, E.S.T. or E.D.T., as applicable), to the address listed above or to such other address as either Party may from time to time designate by written notice in accordance with this paragraph.

Use of Easement Area. It is acknowledged and agreed that the Easement granted under this Agreement is not an exclusive easement and that Grantor shall have the right to use and enjoy the Easement Area in any manner not inconsistent with the easement rights created herein, and grant others the right to do so.
Liens. Grantee shall not permit (and shall promptly satisfy or bond) any construction, mechanic’s lien or encumbrance against the Easement Area in connection with the exercise of rights hereunder.

Effective Date. The Effective Date of the Agreement shall be the last day that  this Agreement is signed by either Party.

Miscellaneous. This Agreement contains the entire understanding of the Parties with respect to the matters set forth herein and no other agreement, oral or written, not set forth
herein, nor any course of dealings of the Parties, shall be deemed to alter or affect the terms and conditions set forth herein. If any provision of this Agreement, or portion thereof, or the application thereof to any person or circumstances, shall, to the extent be held invalid, inoperative or unenforceable, the remainder of this Agreement, or the application of such provision or portion thereof to any other persons or circumstances, shall not be affected thereby; it shall not be deemed that any such invalid provision affects the consideration for this Agreement; and each provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. This Agreement shall be construed in accordance with the laws of the State of Florida. Venue for any proceeding brought hereunder shall be Polk County, Florida. In the event of any dispute hereunder or of any action to interpret or enforce this Agreement, any provision hereof or any matter arising herefrom, the predominantly prevailing party shall be entitled to recover its reasonable attorneys’ fees, costs and expenses, whether suit be brought or not, and whether in settlement, in any declaratory action, at trial or on appeal. The section headings in this Agreement are for convenience only, shall in no way define or limit the scope or content of this Agreement, and shall not be considered in any construction or interpretation of this Agreement or any part hereof. Where the sense of this Agreement requires, any reference to a term in the singular shall be deemed to include the plural of said term, and any reference to a term in the plural shall be deemed to include the singular of said term. Nothing in  this Agreement shall be construed to make the Parties hereto partners or joint venturers or render either of said parties liable for the debts or obligations of the other. This Agreement may be executed in counterparts, each of which shall constitute an original, but all taken together shall constitute one and the same Agreement. Time is of the essence of this Agreement. This Agreement shall be binding upon and inure to the benefit of Grantor and Grantee and their respective successors and assigns. The rights, privileges and Easement granted and conveyed hereunder shall be a burden upon the Easement Area and shall exist for the benefit of and run with title to the Easement Area.

[SIGNATURES CONTAINED ON FOLLOWING PAGES]
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed as of the day and year first written above.

“GRANTOR”

WITNESSES:
 	, a Florida limited liability company

By:  	

[Print Name]	as  	

[Print Name]

STATE OF FLORIDA
COUNTY OF  	

The foregoing instrument was acknowledged before me by means of ▢ physical presence or ▢ online notarization this 	day of 	, 2021, by 	, as 	of
 	, on behalf of the company.

(Official Notary Signature & Seal)
Name:	 Personally Known  	 OR Produced Identification  	 Type of Identification  	
“GRANTEE”

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT
DISTRICT, a local unit of special-purpose
Signed, sealed and delivered	government established pursuant to Chapter
in the presence of:	190, Florida Statutes

Print Name: 		Vice Chairperson, Board of Supervisors

Print Name: 	

STATE OF FLORIDA COUNTY OF POLK

The foregoing instrument was acknowledged before me by means of ▢ physical presence or  ▢ online  notarization  this       day of 	, 2021, by Lauren O. Schwenk, as Vice Chairperson of the Board of Supervisors of the Westside Haines City Community Development District.

(Official Notary Signature & Seal)
Name:	 Personally Known  	 OR Produced Identification  	 Type of Identification  	
Exhibit A

Parcel Details: 27-26-19-705000-020150
FLA DEVELOPMENT CO SUB PB 3 PG 60 TO 63 TRACTS 15 & 16 IN SE1/4 LESS RD R/W PER MB 17 PG 93-99 & LESS ADDNL RD R/W PER MB 18 PG 43-61

Parcel Details: 27-26-19-705000-020140
FLA DEVELOPMENT CO SUB PB 3 PG 60 TO 63 TRACT 14 IN SE1/4 LESS RD R/W PER MB 17 PG 93-99

Parcel Details: 27-26-19-705000-020130
FLA DEVELOPMENT CO SUB PB 3 PG 60 TO 63 TRACT 13 IN SE1/4 LESS RD R/W PER MB 17 PG 93-99

SECTION IX
CONSTRUCTION FUNDING AGREEMENT BETWEEN WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT AND
GLK REAL ESTATE, LLC
(CASCADES PHASE 1A, CASCADES PHASE 1B, CASCADES PHASE 2, AND BRENTWOOD PHASE 1)

THIS AGREEMENT (“Agreement”) is made and entered into this 15th day of July 2021, by and between:

WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT, a local unit of special-
purpose government established pursuant to Chapter 190, Florida Statutes, and located in the City of Haines City and unincorporated Polk 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

GLK REAL ESTATE, LLC, a Florida limited liability company, with a mailing address of 346 E. Central Avenue, Winter Haven, Florida 33880, 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 Polk 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 the District known as Cascades Phase 1A, Cascades Phase 1B, Cascades Phase 2, and Brentwood Phase 1 (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 anticipated master improvements and facilities within the Development, which is described in Exhibit A including construction and any design, 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 necessary or desired improvements, the Developer desires to provide the funds necessary to enable the District to proceed with such improvements if and when 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 Exhibit A, and the parties agree that, in the event that bonds are issued, the funds provided under this Agreement will be reimbursable from those bonds.

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, engineering, and construction of the Improvements. Developer will make such funds available on a monthly basis, within fifteen (15) days of a written request by the District. 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 will 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 until full reimbursement is made or until all funds generated by the anticipated financing are exhausted, exclusive of interest, 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 does not or cannot issue bonds to provide the funds for 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 shall be deemed paid in lieu of taxes, fees, or assessments which might be levied or imposed by the District.

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:

If to District:	Westside Haines City Community Development District
c/o Governmental Management Services – Central Florida, LLC
219 E. Livingston St. Orlando, Florida 32801 Attn: District Manager

With a copy to:	Hopping Green & Sams, P.A.
119 S. Monroe Street, Suite 300
Tallahassee, Florida 32301 Attn: District Counsel

If to Developer:	GLK Real Estate, LLC
346 East Central Avenue Winter Haven, Florida 33880 Attn: Lauren O. Schwenk

With a copy to:	Straughn & Turner P.A.
255 Magnolia Avenue, S.W. Winter Haven, Florida 33883 Attn: Richard Straughn

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 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.

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 Agreement 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 unless 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:	WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

Secretary/Assistant Secretary	Vice/Chairperson, Board of Supervisors

WITNESS:	GLK REAL ESTATE, LLC,
a Florida limited liability company

Print Name: 		By: Gary Price
Its: Manager

Exhibit A:	Engineer’s Report, dated March 20, 2021

Westside Haines City Community Development District
Engineer's Report
March 29, 2021

SUBMITTED BY:
Dewberry Engineers Inc. 800 North Magnolia Avenue Suite 1000
Orlando, Florida 32803
407-843-5120
TABLE OF CONTENTS

Introduction	2
Purpose and Scope	4
The Development	4
Capital Improvements	4
Stormwater Management Facilities	5
Public Roadways	5
Water and Wastewater Facilities	6
Off-Site Improvements	6
Amenities and Parks	6
Electric Utilities and Lighting	6
Entry Features	6
Miscellaneous	7
Permitting	7
Recommendation	8
Report Modification	8
Summary and Conclusion	8
Engineer’s Certification	8
List of Exhibits
Aerial Location Map	Exhibit 1
Legal Description	Exhibit 2
District Boundary Map	Exhibit 3
Land Use Map	Exhibit 4
Zoning Map	Exhibit 5
Utility Location Map and Drainage Flow Pattern Map	Exhibit 6
Summary of Opinion of Probable Cost	Exhibit 7
Summary of District Facilities	Exhibit 8
Overall Site Plan	Exhibit 9

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
Westside Haines City Community Development District
INTRODUCTION
The Westside Haines City Community Development District (the ''District" or “CDD”) is located on the west side of US Highway 27 (SR 25) from the Minute Maid Ramp Road, south crossing Holly Hill Grove Road 1, 2, and 3 to the southern boundary of Massee Road. The District also crosses Holly Hill Tank Road to the west of FDC Grove Road. The District is located with the city limits of Haines City, Florida (“City”) and the unincorporated area of Polk County (“County”). The District currently contains approximately 613.43 acres and is expected to consist of 2,752 residential lots of various sizes for single-family lots and townhome lots with recreation/amenity areas, parks, and associated infrastructure for the various villages.

The CDD was established under County Ordinance No. 21-017, which was approved by the Polk County Commission or City of Haines City on March 17, 2021, and became effective on March 15, 2021. The District will own and operate the public roadways, utilities systems, and stormwater management facilities, as well as the landscape, irrigation, signage, and recreational facilities within the development.

The Master Developer (“Developer”) GLK Real Estate LLC is based in Winter Haven, Florida. The Development is approved as a Planned Development (PD) for Residential Units and is divided into three (3) villages: Brentwood, Cascades, and Wynnstone. A land use summary is presented in Table 1.

Public improvements and facilities financed, acquired, and/or constructed by the District will be designed and constructed to conform to regulatory criteria from the city, county, Southwest Florida Water Management District (SWFWMD), and other applicable agencies with regulatory jurisdiction over the development, an overall estimate of the probable cost of the public improvements are provided in Exhibit 7 of this report.

The Capital Improvement Plan (“CIP” or this “Engineer’s Report”) reflects the present intentions of the District and the landowners. It should be noted that the location of proposed facilities and improvements may be adjusted during the final design, permitting, and implementation phases. It should also be noted that any modifications will not diminish the benefits to the property within the District. The District reserves the right to make reasonable adjustments to the development plan to meet applicable regulatory requirements of agencies with jurisdiction over the development while maintaining a comparable level of benefits to the lands served by the improvements. Changes and modifications are expected as changes in regulatory criteria are implemented.

TABLE 1	AREA	
Master Stormwater System	49.14	
Residential Land (Single-Family and Townhomes Lots)	240.91	
Roadways Infrastructure & Public Facilities	95.29	
Lakes	5.09	
Amenity Center	2.09	
Open Space/Conservation Areas/Parks	220.91	
TOTAL	613.43	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

TABLE 2 PHASING SUMMARY			
PHASE	NO. UNITS	AREA(AC)	
Cascades 1	597		
Cascades 2	74		
Cascades 3	344		
Brentwood 1	226		
Brentwood 2	124		
Brentwood 3	122		
Brentwood 4	224		
Brentwood 5	248		
Wynnstone 1	305		
Wynnstone 2	284		
Wynnstone 3	204		
Amenity/Recreational Parcel			
Infrastructure Roadways			
Ponds/Lake/Stormwater Conservation/Open space			
TOTAL – Westside Haines City CDD	2,752	613.43	

TABLE 3 LOT TYPES				
PHASE	LOT TYPE	UNITS	AREA (AC)	
Cascades 1	40-ft Lots	404		
	50-ft Lots	193		
Cascades 2	40-ft Lots	30		
	50-ft Lots	44		
Cascades 3	40-ft Lots	219		
	50-ft Lots	125		
Brentwood 1	Townhomes	226		
Brentwood 2	Townhomes	124		
Brentwood 3	Townhomes	122		
Brentwood 4	Townhomes	224		
Brentwood 5	Townhomes	248		
Wynnstone 1	40-ft Lots	273		
	50-ft Lots	32		
Wynnstone 2	40-ft Lots	1		
	50-ft Lots	283		
Wynnstone 3	40-ft Lots	204		
TOTAL LOTS IN THE DISTRICT		2,752	613.43	

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

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
All roadway improvements including sidewalks in the right-of-way and storm drainage collection systems (from the curb inlets to their connection to the stormwater ponds) within the development will be maintained by the District. Water distribution and wastewater collection systems (gravity lines, force mains, and lift stations) will be dedicated to the County or the City for ownership and maintenance upon completion. The southeastern 46 lots in Cascades Phase 1 will have a private lift station maintained by the CDD and will connect to Haines City’s water and sewer service.

PURPOSE AND SCOPE
The purpose of this report is to provide engineering support for the funding of the proposed improvements within the District. This report will identify the proposed public infrastructure to be constructed or acquired by the District along with an Opinion of Probable Construction Costs. The District will finance, construct, acquire, operate, and maintain all or specific portions of the proposed public infrastructure.

The predominant portion of this report provides descriptions of the proposed public infrastructure improvements, determination of estimated probable construction costs, and the corresponding benefits associated with the implementation of the described improvements. Detailed site construction plans and specifications have not yet been completed and permitted for the improvements described herein. The engineer has considered and in specific instances has relied upon, the information and documentation prepared or supplied by others to prepare this Engineer’s Report.

THE DEVELOPMENT
The development will consist of a total of 2,752 residential units and associated infrastructure. The development is a planned residential community located West of US Highway 27 (SR 25) and consisting of 613.43 acres from the northern boundary around Minute Main Ramp Road 1 and extending south to the southern boundary located around Mossee Road. The District is located within Polk County and the City of Haines City. The land use for the District is planned unit development. The development is zoned RL-1, RL-2, RL-3, and RM within the city limits and zoned RMX and ECX within the unincorporated area of Polk County. The development will be constructed in three (3) villages and have up to eleven (11) phases.

CAPITAL IMPROVEMENTS
The CIP consists of public infrastructure in each village and each phase of said village. The primary portions of the CIP will provide for stormwater pond construction, roadways built to an urban roadway typical section, water, and sewer facilities including three (3) lift stations and one (1) regional lift station, and off-site improvements (including turn lanes and extension of water and sewer mains to serve the development).

There will also be stormwater structures and conveyance culverts within the CIP that will outfall into the various on-site stormwater ponds. These structures and pond areas comprise the overall stormwater facilities of the CIP. Installation of the water distribution and wastewater collection system will also occur at this time as well as the 4 (four) lift stations serving the project. Below-ground installation of telecommunications and cable television will occur but will not be funded by the District. Installation of streetlights and power within the public rights-of-way or easements will be funded by the District.

As a part of the recreational component of the CIP, there are various amenity centers within the development and specifically for each of the villages of the development. There are four (4) amenity centers: one (1) in the Village of Cascades, one (1) in Wynnstone, and two (2) within Brentwood. The total area of the amenity and recreational parcels is 12.89 acres. There will be conservation areas as well that can serve as passive parks within the various villages and the

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
development that are available to the public for utilization of the facilities. The amenity centers and recreational areas will have connectivity via sidewalks to the other portions of the District. The amenity centers and recreational areas will be accessed by the public roadways and sidewalks.

CAPITAL IMPROVEMENT PLAN COMPONENTS
The CIP for the District includes the following:

Stormwater Management Facilities
Stormwater Management facilities consisting of storm conveyance systems and retention/detention ponds are contained within the District boundaries. Stormwater will be discharged via roadway curb and gutter and storm inlets. Storm culverts convey the runoff into the proposed retention ponds for water quality treatment and attenuation. The proposed stormwater systems will utilize dry retention and wet retention for biological pollutant assimilation to achieve water quality treatment. The design criteria for the District’s stormwater treatment systems are regulated by the city, the county, and SWFWMD. There are various conservation areas throughout the District and will be preserved in the existing condition and these will accept stormwater discharges from our ponds as shown on Exhibit 6.

Federal Emergency Management Agency Flood Insurance Rate Map (FEMA FIRM) Panel No. 12105C0225G, effective date December 22, 2016, demonstrates that the property is located within Flood Zones X, A, and AE. Based on this information and the site topography, it appears that 100-year compensation will be done in areas where we will impact existing depressions throughout the development and the 100-year flood volumes will be compensated as it is required by the city, county, and FEMA.

During the construction of stormwater management facilities, utilities, and roadway improvements the contractor will be required to adhere to a Stormwater Pollution Prevention Plan (SWPPP) as required by the FDEP as delegated by the Environmental Protection Agency (EPA). The SWPPP will be prepared to depict the proposed recommended locations of required erosion control measures and staked turbidity barriers specifically along the downgradient side of any proposed construction activity. The site contractor will be required to provide the necessary reporting as required by the National Pollutant Discharge Elimination System (NPDES) General Permit with erosion control, its maintenance, and any rainfall events that occur during construction activity.

Public Roadways
The proposed public roadway sections include a 24-foot wide roadway consisting of asphalt and with Miami curbs or Type F curb and gutter on both sides along with a 50-foot right-of-way. The proposed roadway section will consist of stabilized subgrade, a lime rock, crushed concrete, or cement-treated base and asphalt type roadway wearing surface. The proposed curb is to be 2-feet wide and placed along the edge of the proposed roadway section for purposes of protecting the integrity of the pavement, and also to provide stormwater runoff conveyance to the proposed stormwater inlets.

The proposed roadways will also require signing and pavement markings within the public rights-of-way, as well as street signs depicting street name identifications, and addressing, which will be utilized by the residents and public. As stated above, the District's funding of roadway construction will occur for all public roadways.
Water and Wastewater Facilities
A potable drinking water system inclusive of water main, gate valves, fire hydrants, and appurtenances will be installed for the District. The water service provider will be Polk County Public Utilities. The water system will be designed to provide an equally distributed system that provides redundancy to the system. These facilities will be installed within

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
the proposed public rights-of-way and will provide potable drinking water (domestic) and fire protection services to serve the entire District.

A domestic wastewater collection system inclusive of gravity sanitary sewer mains and sewer laterals will be installed. The gravity sanitary sewer mains will be a minimum of eight (8)-inch diameter PVC pipe systems. The gravity sanitary sewer lines will be placed inside of the proposed public rights-of-way, under the proposed paved roadways. Laterals will branch off from these sewer lines to serve the individual lots. Lift stations are anticipated for this CIP. Flow from the lift station shall be connected to a proposed force main that will interconnect three (3) lift stations and all discharge to a master lift station that will pump through a force main that will connect to the city water treatment facility located north of the development.

Polk County Public Utilities will provide the reclaimed water to be used for all irrigation within the CDD. The reclaimed water will be funded by the District and installed onsite within the roadways to provide for irrigation within the public right-of-way or any areas needing irrigation. Any water, sewer, or reclaim water pipes or facilities placed on private property will not be publicly funded.

Off-Site Improvements
The District will provide funding for the anticipated turn lanes at the development entrances. The site construction activities associated with the CIP are anticipated to be completed by villages and phases based on the estimated schedule for each village and phase. The schedule is shown on Exhibit 7. Upon completion of each phase within each village, the improvements will be through the required inspections as well as final certifications of completions will be obtained from SWFWMD, Polk County Health Department (water distribution system), FDEP (wastewater collection), and the city/county.

Amenities and Parks
The District will provide funding for an amenity center to include the following: parking areas, pavilion with public restroom facilities, pool, all-purpose playfields, and walking trails between the phases and villages to provide connectivity to the various amenity centers within the CDD. In addition, there will be public passive parks throughout the development, which will include benches and walking trails.

Electric Utilities and Lighting
The electric distribution system thru the District is currently planned to be underground, The District presently intends to fund and construct the electric conduit, fund and construct the cost for the under-grounding of the electrical system, transformer/cabinet pads, and electric manholes required by Duke Energy (Duke). Electric facilities will be owned and maintained by Duke after the dedication, with Duke providing underground electrical service to the Development. The CDD presently intends to fund the cost to purchase and install the street lighting along the internal roadways within the CDD. These lights will be operated, and maintained by Duke after the completion, with the District funding maintenance costs.
Entry Feature
Landscaping, irrigation, entry features, and walls at the entrances and along the outside boundary of the Development will be provided by the District. The irrigation system will use reclaimed water or an irrigation well. The well and irrigation water mains to the various phases of the development will be constructed and acquired by the CDD with District funds and operated and maintained by the CDD. Landscaping for the roadways will consist of sod, annual flowers, shrubs, ground cover, and trees for the internal roadways within the CDD. Perimeter fencing will be provided

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
at the site entrances and perimeters. These items will be funded, owned, and maintained by the CDD. It is noted that the City requires the walls as a buffer the development and thus will be funded together with the landscaping.

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

Permitting
Construction permits for all phases are required and include the SWFWMD ERP, Polk County Health Department, FDEP, and City construction plan approval.

Following is a summary of required permits obtained or pending approval for the construction of the public infrastructure improvements for the District:

Phase 1 – All Villages				
Permits/Approvals	Approval/Expected Date			
	Cascades Phase 1	Cascades Phase 2	Brentwood Townhomes
Phase 1	
Zoning Approval	Haines	City	RPUD
expected 4/1/21	Haines City RPUD – N/A	N/A	
Preliminary Plat	Haines City - 4/1/21	Haines City Preliminary
Plat – N/A	N/A	
SWFWMD ERP	Expected 04/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Construction Permits	Expected 4/15/2021	Expected – 5/15/2021	Expected – 4/30/2021	
Polk County Health Department Water	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP Sanitary Sewer General Permit	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	
FDEP NOI	Expected 4/30/2021	Expected – 5/30/2021	Expected – 5/15/2021	

Other Phases and Villages		
Permits/Approvals	Approval/Expected Date	
Zoning Approval	TBO	
Preliminary Plat	TBO	
SWFWMD ERP	TBO	
Polk County Utilities Permits	TBO	
Polk County Health Department General
Water Distribution Permit	TBO	
FDEP Sanitary Sewer General Permit	TBO	
FDEP NOI – NPDES	TBO	
City of Haines City Construction Permit	TBO	

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
RECOMMENDATION
As previously explained within this report, the public infrastructure, as described, is necessary for the development and functional operation as required by the City and County. The site planning, engineering design, and construction plans for the infrastructure are or will be in accordance with the applicable requirements of the City, the County, and the SWFWMD. It should be noted that the infrastructure will provide its intended use and function so long as the construction and installation are in substantial conformance with the design construction plans and regulatory permits.

Items utilized in the Opinion of Probable Costs for this report are based upon the proposed plan infrastructure as shown on construction drawings incorporating specifications in the most current SWFWMD, Polk County, and the City regulations.
REPORT MODIFICATION
During the development and implementation of the designed public infrastructure improvements, it may be necessary to make modifications and/or deviations to the plans. However, if such deviations and/or revisions do not change the overall primary objective of the plan for such improvements, then the cost differences would not materially affect the proposed construction cost estimates.
SUMMARY AND CONCLUSION
The improvements as outlined are necessary for the functional development of the Project. The Project is being designed in accordance with current government regulatory requirements. The Project will serve its intended function provided the construction is in substantial compliance with the design. Items of construction for the Project are based upon current development plans.

ENGINEER’S CERTIFICATION
It is our professional opinion that the public infrastructure costs for the CIP provided in this report are reasonable to complete the construction of the public infrastructure improvements. Furthermore, the public infrastructure improvements will benefit and add value to lands within the District and the value is at least the same as the costs for said improvements. t is noted that all financed property improvements will be located on district owned lands that is or will be at the time of conveyance to the district or subject to a permanent easement in favor of the district or another public governmental entity.

The Opinion of Probable Costs for the public infrastructure improvements is only an estimate and is not a guaranteed maximum price. The estimated costs are based upon current unit prices and on our experience with ongoing and similar projects and basis in the county and city. However; labor market, future costs of equipment; materials, changes to the regulatory permitting agencies' activities, and the actual construction processes employed by the chosen site contractor are beyond the engineer's control. Due to this inherent opportunity for changes (upward or downward) in the construction costs, the total, final construction cost may be more or less than this estimate.

Based upon the presumption that the CIP construction continues in a timely manner, it is our opinion that the costs of the CIP proposed represent a system of improvements benefitting all developable property located within the District, are fair and reasonable, and that the District-funded improvements are assessable improvements within the meaning of Chapter 190, F.S. We have no reason to believe that the CUP improvements cannot be constructed at the cost described in this report. We expect the improvements to be constructed or acquired by the District with bond proceeds, as indicated within this report. We believe that the District will be well served by the improvements discussed in this report.

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.
I hereby certify that the foregoing is a true and correct copy of the engineer’s report for the Westside Haines City Community Development District.

Reinardo Malavé, P.E. Florida License No. 31588

COMPANY CONFIDENTIAL AND PROPRIETARY: Use or disclosure of data contained on this sheet is subject to restriction on the title page of this proposal.

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 1 - LOCATION MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021
L EGAL DESCRIPTIONS:

 

 	

 	     						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
1	

L EGAL DESCRIPTIONS:

”
”	”
”

”
”
”						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
2	
L EGAL DESCRIPTIONS:

  

”
”

 	            

	 ”
”

            

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
3	
L EGAL DESCRIPTIONS:						

”						
	”					

						

						

						

						

						

						

						

						

						

						

						

 						

		

						
”						
	”					

						

						

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
4	
L EGAL DESCRIPTIONS:

   

  	   

						
ABSOLUTE
ENGINEERING, INC.
(813) 221-1516  TEL	1000 N. ASHLEY DRIVE, SUITE 925
(813) 344-0100  FAX	C.A.  NO. 28358	TAMPA,  FLORIDA 33602	EXHIBIT 2
LEGAL DESCRIPTIONS WESTSIDE HAINES CITY CDD					
	SEC TWP RGE
30-26S-27E	JOB NUMBER
20-0041-0003	DRAWN BY
ROA	DATE
01-22-2021	SHEET
5	

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.

WESTSIDE HAINES CITY CDD BOUNDARY

HAINES CITY

APPROX. CITY LIMITS
POLK CO.

HAINES CITY

HAINES CITY

POLK CO.
SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 3 - BOUNDARY MAP WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK CO.
MINUTE MAID RAMP RD. 2

HAINES CITY

POLK CO.

POLK CO.
WEST HAINES CITY CDD BOUNDARY

POLK CO.

HAINES CITY

HAINES CITY

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 4 - EXSITING LAND USE WESTSIDE HAINES CITY CDD
LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 15, 2021

POLK COUNTY - FUTURE LAND USE

SECTS 19, 30 & 31, T26S, R27E

EXHIBIT 5 - FUTURE LAND USE WESTSIDE HAINES CITY CDD

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
0'	1600'	3200'

DATE: March 16, 2021

POLK CO.

HAINES CITY

POLK CO.

HAINES CITY
POLK CO.

HAINES CITY

LEGEND

WESTSIDE HAINES CITY CDD
PARCELS
DRAINAGE AREA LIMITS DRAINAGE PATTERN
EXISTING WATER MAIN EXISTING FORCE MAIN EXISTING RECLAIM MAIN
NOTE:
CONTOUR INFORMATION PER POLK COUNTY LIDAR GIS DATABASE.
SECTS 19, 30 & 31, T26S, R27E
EXHIBIT 6 - UTILITY LOCATION AND DRAINAGE MAP WESTSIDE HAINES CITY CDD

0'	1600'

3200'

DATE: March 16, 2021
Composite Exhibit 7
Summary of Proposed District Facilities and Summary of Probable Cost

District Infrastructure	Construction	Ownership	Capital Financing*	Operation and Maintenance	
Entry Feature & Signage	District	District	District Bonds	District	
Stormwater Facilities	District	District	District Bonds	District	
Lift Stations/Water/Sewer	District	Polk County****	District Bonds	Polk County****	
Street Lighting/Conduit	District	Duke/District**	District Bonds	Duke/District***	
Road Construction	District	District	District Bonds	District	
Parks & Amenities	District	District	District Bonds	District	
Offsite Improvements	District	Polk County	District Bonds	Polk County	
*Costs not funded by bonds will be funded by the developer
** District will fund undergrounding of electrical conduit
***District will fund street lighting maintenance services
**** Haines City will own and maintain the water and sewer infrastructure for the 46 lots in the Southeast corner of the District.

	Brentwood Townhomes	Cascades Single Family	Wynnstone Single Family										

Infrastructure	
Phase 1	
Phase 2	
Phase 3	
Phase 4	
Phase 5	
Phase 1	
Phase 2	
Phase 3	
Phase 1	
Phase 2	
Phase 3	
Total	
	  (226 Lots)	 (124 Lots)	 (122 Lots)	 (224 Lots)	 (248 Lots)	(597 Lots)	(74 Lots)	(344 Lots)	(305 Lots)	(284 Lots)	(204 Lots)	(2,752 Lots)	
	2021-2023	2021-2023	2021-2023	2022-2025	2022-2025	2021-2024	2021-2024	2022-2025	2022-2025	2022-2025	2022-2025	
	
Offsite Improvements(1)(5)(7)(11)	$970,000	$200,000	$0	$0	$200,000	$4,000,000	$500,000	$500,000	$2,500,000	$1,250,000	$1,250,000	$11,370,000	
Stormwater Management (1)(2)(3)(5)(6)(7)	$1,284,390	$1,103,340	$1,169,370	$1,721,040	$2,249,280	$2,835,625	$450,000	$2,750,000	$1,300,000	$2,062,500	$1,262,500	$18,188,045	
Utilities (Water, Sewer, & Street Lighting) (1) (5)(7) (9)(11)	$1,169,820	$1,004,920	$1,065,060	$1,567,520	$2,048,640	$2,731,250	$450,000	$2,750,000	$1,265,000	$2,012,500	$1,012,500	$17,077,210	
Roadway (1)(4)(5)(7)	$560,790	$481,740	$510,570	$751,440	$982,080	$1,365,625	$265,000	$1,582,500	$560,000	$1,200,000	$690,000	$8,949,745	
Entry Feature (1)(7)(8)911)	$100,000	$0	$0	$0	$100,000	$750,000	$0	$0	$250,000	$125,000	$125,000	$1,450,000	
Parks and Amenities (1)(7)(11)	$1,000,000	$0	$0	$1,000,000	$0	$1,750,000	$0	$0	$1,000,000	$250,000	$250,000	$5,250,000	
Contingency(11)	$565,000	$310,000	$305,000	$560,000	$620,000	$1,492,500	$185,000	$842,500	$750,000	$200,000	$510,000	$6,340,000	
TOTAL	$5,650,000	$3,100,000	$3,050,000	$5,600,000	$6,200,000	$14,925,000	$1,850,000	$8,425,000	$7,625,000	$7,100,000	$5,100,000	$68,625,000	

Notes:
Infrastructure consists of public roadway improvements, Stormwater management facilities, master sanitary sewer lift station and utilities, entry feature, landscaping and signage, and public neighborhood parks, all of which will be located on land owned by or subject to a permanent easement in favor of the District or another governmental entity.
Excludes grading of each lot in conjunction with home construction, which will be provided by home builder.
Includes Stormwater pond excavation. Does not include the cost of transportation of fill for use of private lots.
Includes sub-grade, base, asphalt paving, curbing, and civil/site engineering.
Includes subdivision infrastructure and civil/site engineering.
Stormwater does not include grading associated with building pads.
Estimates are based on 2020 cost.
Includes entry features, signage, hardscape, landscape, irrigation and fencing.
CDD will enter into a Lighting Agreement with Duke Energy for the streetlight poles and lighting service. Includes only the cost of undergrounding.
Estimates based on 2,752 lots.
The costs associated with the infrastructure are a master cost and is effectively shared by the entire project (All phases).
Exhibit 8
1	2	3	4	5

SCALE: 1" = 200'

E
Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794

	

	

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

     	          Phase        
40 X 110'
(4,400 SF)
50 X 110'*
(5,500 SF)	Total     

WYNNSTONE
1	273	32	305
2	1	283	284
3	204	204
Total	478	315	793
PROJECT NO.
50137547
OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

				

				
				
KEY PLAN

C
SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

BRENTWOOD

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASE 1

A
PROJECT NO.

50137547

OF 4
1	2	3	4	5

Dewberry Engineers Inc.
800 NORTH MAGNOLIA AVENUE SUITE 1000
ORLANDO, FLORIDA 32804
PHONE: 407.843.5120 ENGINEERING BUSINESS - 8794
E

D

RL-1
SEAL

KEY PLAN

C

SCALE	NORTH

B

NO.

DATE	BY

DESCRIPTION
REVISIONS

DRAWN BY

APPROVED BY CHECKED BY
DATE

MJB RM
       RM	 03/22/21

TITLE

CASCADES PHASES
2 & 3

A
PROJECT NO.

50137547

OF 4

SECTION X
RESOLUTION 2021-36

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE WESTSIDE HAINES CITY 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 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 Westside Haines City 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 an improvement plan for the construction and installation of certain infrastructure improvements within the District (the “Improvements”); and

WHEREAS, the District has or will enter into various 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.

1
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. The District Engineer, the District Manager or another individual as shall be appointed by the Board (“Purchasing Agent”) shall have the full 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.

SECTION 2. The Purchasing Agent shall purchase on behalf of the District only those materials identified in the Construction Contracts and in amounts not to exceed the cost amount contained therein and as included 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 Contract.

SECTION 7. The procurement procedures and its exhibits, attached hereto as  Composite Exhibit B and 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 current and prior 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
determined to be in accordance with the prior authorizations of the District’s Chairman and/or the Board, and 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 15th day of July 2021

ATTEST:
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

 	
Secretary/Assistant Secretary	Vice Chairperson, Board of Supervisors

Exhibit A	Form of Work Authorization
Comp. Exhibit B	Procurement Procedures for Direct Purchase Material
EXHIBIT A

Work Authorization

 	, 20 

Board of Supervisors
Westside Haines City Community Development District
c/o Governmental Management Services – Central Florida, LLC 219 East Livingston Street
Orlando, Florida 32801

Subject:	Work Authorization Number  	
Westside Haines City Community Development District

Dear Chairperson, Board of Supervisors:

Dewberry Engineering Inc. (“Engineer”) is pleased to submit this work authorization to provide engineering services for the Westside Haines City Community Development District. We will provide
these   services   pursuant   to   our   current agreement  dated 	, 20 Agreement”) as follows:
(“Engineering

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 will 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 the Direct Purchase Materials is not also the installer of the Direct Purchase Materials, and further, will affirm that the installer of the Direct Purchase Materials did not manufacture, 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,

Dennis Wood, P.E.
Wood & Associates Engineering, LLC.

APPROVED AND ACCEPTED

Authorized Representative of
Westside	Haines	City	Community Development District
Date: 	
COMPOSITE EXHIBIT 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 its 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 Form. Pursuant to the Purchase Order, the supplier will provide the 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 section 4. Each Certificate of Entitlement must have attached thereto the corresponding Purchase Order.

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 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. 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 previously 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.

Payment for Direct Purchase Materials. In order to arrange 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 the 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 agrees to assist 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.

Warranties, Guarantees, Repairs 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 materials. 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 construction materials identified above.
$ 	
The sales tax associated with the price quote. $ 	
Shipping and handling insurance cost. $ 	
Delivery dates as established by CONTRACTOR.  	

OWNER: Westside Haines City Community Development District

Authorized Signature (Title)	Date

CONTRACTOR: 	

Authorized Signature (Title)	Date

Attachment 2
PURCHASE ORDER
WESTSIDE HAINES CITY COMMUNITY DEVELOPMENT DISTRICT

“Owner”	“Seller”
Owner:	WESTSIDE HAINES CITY CDD	Seller:		
Address
:	c/o Governmental Management Services – Central Florida, LLC 219 East Livingston Street Orlando, FL 32801	Address:		
Phone:	(407) 841-5524	Phone:		

“Project”
Project Name:		Contract Date:		
Project Address:				
Goods Receiving Point Address: (if different than Project
Address)				
Description of Goods or Services – The Owner and Seller are entering into this Purchase Order Agreement (“Order”) for the purpose of the Owner purchasing the items (“Goods”) listed in the proposal attached as Exhibit A.
Schedule – The Goods shall be delivered within 	days from the date of this Order.
Price – $ 	
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 acknowledges 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.

Westside Haines City Community
  Development District		 	
Owner	Seller
  By:			 By:	 Name:			Name:
 	
  Title:		 Title:	
  Date Executed:		 Date Executed:	

EXHIBIT A:	Proposal
EXHIBIT 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 costs prepaid by Seller (e.g., insurance, packing, loading, freight, etc.), to the receiving point specified above. Title, and risk of loss, 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 may return Goods not meeting specifications (including over- shipments) 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 credited against amounts owing by Owner hereunder.
WARRANTY. Seller shall take all necessary steps to assign any manufacturer’s warranties  to the Owner. Seller warrants that the title to Goods conveyed shall 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, defend, and hold harmless the Indemnitees (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 other rights Owner may have, to replace or otherwise remedy any defective Goods without further cost to Owner or, at Owner’s option, to reimburse Owner for its cost of replacing defective Goods. All Goods are subject to inspection by Owner before, upon, and within a reasonable time after delivery. Goods shall
not be replaced without Owner’s prior written instructions. 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 provided by law.
COMPLIANCE WITH LAW. Seller agrees 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 harmless, and defend Owner, and Owner’s supervisors, staff, consultants, agents, subcontractors, and employees (together, “Indemnitees”) from all liabilities, damages, losses and costs, including, but not limited to, reasonable attorney’s fees, to the extent 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:
a.Commercial general liability insurance with minimum limits of liability not less than
$1,000,000. Such insurance shall include coverage for contractual liability.

b.	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.
c.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 by 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 for any period of time, any of the provisions of this Order shall not constitute a waiver of such provisions or a waiver of Owner’s right to enforce each and every provision.
MODIFICATIONS. This Order supersedes all prior discussions, 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 terms 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, interpretation, 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 Owner is a local unit of special-purpose 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 (collectively, “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 its rights based on such breach by Seller or releasing Seller from any obligations hereunder, pay or satisfy the same and in such event the sums so paid by Owner shall be due and payable by Seller immediately and without notice or demand, with interest from the 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 performance of this Order and pay all fees and charges therefore. The originals of all such documents  shall be delivered to Owner upon receipt by Seller.
PARTIAL INVALIDITY. If in 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. This 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 1.
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 all the 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 Westside Haines City Community Development District (hereinafter "Governmental Entity"), Florida Consumer's Certificate of Exemption
Number
Purchase Order Number
, affirms that the tangible personal property purchased pursuant to a 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-1.094, 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 time 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-1.094, 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 determines that the tangible personal property purchased tax-exempt by issuing this Certificate does not qualify for the exemption, the Governmental Entity will be liable for any tax, penalty, and interest determined to be due.

I understand that if I fraudulently issue this 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	Title of Governmental Entity

Westside Haines City Community Development District		 	
Purchaser's Name (Print or Type)	Date
Federal Employer Identification Number:  	
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 XI

SECTION C

SECTION 1
Westside Haines City
Community Development District
Summary of Checks

June 1, 2021 to July 7, 2021

Bank	Date	Check No.'s	Amount	

General Fund	
6/4/21	
1-8	
$	12,874.77	
	6/15/21	9	$	4,066.18	
	7/8/21	10-16	$	13,026.71	
			$	29,967.66	
			$	29,967.66	

.	.	.
S ECTION 2

Westside Haines City
Community Development District

Unaudited Financial Reporting
June 30, 2021

Table of Contents

 	Balance Sheet 

 	General Fund

 	Month to Month
Westside Haines City
Community Development District Combined Balance Sheet
June 30, 2021

	General Fund		
Assets:			
Cash	$	18,059	
Due From Developer	$	-	
Total Assets	$	18,059	

Liabilities:
Accounts Payable	

$	

20,700	
Total Liabilities	$	20,700	

Fund Balances:
Unassigned	

$	

(2,641)	
Total Fund Balances	$	(2,641)	
			
Total Liabilities & Fund Balance	$	18,059	
Westside Haines City
Community Development District General Fund
Statement of Revenues, Expenditures, and Changes in Fund Balance
For The Period Ending June 30, 2021

Adopted	Prorated Budget	Actual		
Budget*	Thru 06/30/21	Thru 06/30/21	Variance	

Revenues					
Developer Contributions	$	69,933	$	35,000	$	35,000	$	-	
Total Revenues	$	69,933	$	35,000	$	35,000	$	-	
Expenditures:					
General & Administrative:					
Supervisor Fees	$	7,000	$	3,000	$	4,600	$	(1,600)	
Engineering	$	8,750	$	3,750	$	-	$	3,750	
Attorney	$	10,000	$	4,286	$	9,108	$	(4,822)	
Management Fees	$	20,417	$	8,750	$	8,750	$	(0)	
Information Technology	$	1,050	$	450	$	450	$	-	
Website Maintenance	$	2,450	$	1,050	$	300	$	750	
Telephone	$	175	$	75	$	-	$	75	
Postage & Delivery	$	583	$	250	$	35	$	215	
Insurance	$	5,000	$	5,000	$	2,548	$	2,452	
Printing & Binding	$	583	$	250	$	49	$	201	
Legal Advertising	$	10,000	$	10,000	$	11,668	$	(1,668)	
Other Current Charges	$	3,000	$	1,286	$	-	$	1,286	
Office Supplies	$	365	$	156	$	8	$	148	
Travel Per Diem	$	385	$	165	$	-	$	165	
Dues, Licenses & Subscriptions	$	175	$	175	$	125	$	50	
Total Expenditures	$	69,933	$	38,643	$	37,641	$	1,002	
					
Excess Revenues (Expenditures)	$	-		$	(2,641)		
					
Fund Balance - Beginning	$	-		$	-		
					
Fund Balance - Ending	$	-		$	(2,641)		

* Budget is prorated from March 2021 to September 2021.
Westside Haines City
Community Development District Month to Month
Revenues

Developer Contributions

$	-     $	- $

-     $	- $

-    $	35,000     $	- $

-     $	-     $	- $

-     $	- $

35,000

Expenditures:

General & Administrative:

Supervisor Fees Engineering Attorney Management Fees
Information Technology Website Maintenance Telephone
Postage & Delivery Insurance
Printing & Binding Legal Advertising Other Current Charges Office Supplies
Travel Per Diem
Dues, Licenses & Subscriptions

$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $
$	-     $	-     $

-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $

-    $	1,000     $
-     $	-     $
-    $	5,638     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-    $	2,548     $
-     $	-     $
-    $	505     $
-     $	-     $
-     $	-     $
-     $	-     $
-    $	125     $

800    $
-     $
2,230     $
2,917     $
150    $
100    $
-     $
3    $
-     $
35    $
7,097     $
-     $
3    $
-     $
-     $

1,000     $
-     $
1,241     $
2,917     $
150    $
100    $
-     $
10    $
-     $
2    $
4,066     $
-     $
3    $
-     $
-     $

1,800     $	-    $
-     $	-     $
-     $	-     $
2,917     $	-    $
150     $	-    $
100     $	-    $
-     $	-     $
22     $	-    $
-     $	-     $
12     $	-    $
-     $	-     $
-     $	-     $
3     $	-    $
-     $	-     $
-     $	-     $

-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $
-     $	-     $

4,600
- 9,108
8,750
450
300
- 35
2,548
49
11,668
- 8
- 125