Julington Creek Plantation Community Development District March 26, 2019, Regular Meeting and Public Hearing Agenda Page 2

JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT REGULAR MEETING AND PUBLIC HEARING AGENDA March 26, 2019 Julington Creek Plantation Community Development District OFFICE OF THE DISTRICT MANAGER 2300 Glades Road, Suite 410W●Boca Raton, Florida 33431 Phone: (561) 571-0010●Fax: (561) 571-0013●Toll-Free: (877) 276-0889

March 19, 2019 ATTENDEES: Please identify yourself each time you speak to facilitate accurate transcription of Board of Supervisors meeting minutes. Julington Creek Plantation Community Development District

Dear Board Members:

A Regular Meeting and Public Hearing of the Julington Creek Plantation Community Development District’s Board of Supervisors will be held on March 26, 2019 at 6:00 p.m., at Julington Creek Plantation Club, 350 Plantation Club Parkway, St. Johns, Florida 32259. The agenda is as follows:

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. PUBLIC COMMENTS (limited to 3 minutes per person)

5. STAFF REPORTS (60 minutes) A. Field Operations Manager i. Landscape Maintenance Report ii. Monthly Report B. General Manager  Monthly Report C. Aquatics Director  Seasonal Plan and Readiness Update D. District Engineer: England-Thims & Miller, Inc. E. District Counsel: Hopping Green & Sams, P.A. F. District Manager: Wrathell, Hunt & Associates, LLC

6. CONSENT AGENDA ITEMS (20 minutes)

“THE MISSION OF THE JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT IS TO MANAGE DISTRICT RESOURCES WHILE STRIVING TO BALANCE THE EXPECTATION OF DISTRICT RESIDENTS AND OTHER PAID MEMBERS, IN ORDER TO ACHIEVE THE HIGHEST BENEFIT FOR THE LEAST POSSIBLE COST.” adopted 04/30/15

Board of Supervisors Julington Creek Plantation Community Development District March 26, 2019, Regular Meeting and Public Hearing Agenda Page 2

A. APPROVAL OF MINUTES  February 26, 2019 Regular Meeting B. ACCEPTANCE OF UNAUDITED FINANCIAL STATEMENTS  Unaudited Financial Statements as of February 28, 2019  Check Detail  Credit Card Activity

7. BUSINESS ITEMS A. Consideration of England-Thims & Miller, Inc., Amendment No. 24 to Work Authorization No. 1 2019/2020 General Consulting Engineering Services (5 minutes) B. Consideration of The Mosquito Control Authority of the First Coast, LLC Proposal for 2019 Mosquito Control Package (10 minutes) C. Consideration of Draft RFP for Amenity Management Services (20 minutes) D. Public Hearing to Hear Public Comment and Objections to the Adoption of Rules and Orders Regarding District Amenity Facilities Pursuant to Sections 120.54 and 190.035, Florida Statutes (20 minutes) i. Affidavits of Publication  Notice of Rule Development  Notice of Rule Making for Rate Setting ii. Consideration of Resolution 2019-05, Adopting Rules of Procedure and Amenities Rules; Providing a Severability Clause; and Providing an Effective Date E. Presentation: Fitness Director, Kim Harless (20 minutes)  Consideration of Three-Year Equipment Replacement Plan of Current Aged Equipment - TechnoGym Proposals F. Swim Team Usage (10 minutes) G. Consideration of April 9, 2019 Budget Workshop, 6PM-8PM (5 minutes)

8. OPEN ITEMS (20 minutes)

9. PUBLIC COMMENTS (limited to 3 minutes per person)

Board of Supervisors Julington Creek Plantation Community Development District March 26, 2019, Regular Meeting and Public Hearing Agenda Page 3

10. SUPERVISORS’ REQUESTS (20 minutes)

11. NEXT MEETING DATE: April 23, 2019 at 6:00 P.M.

12. ADJOURNMENT

Should you have any questions, please do not hesitate to contact me directly at 904-386-0186.

Sincerely, FOR BOARD MEMBERS AND STAFF TO ATTEND BY TELEPHONE: Call-in number: 1-888-354-0094 Conference ID: 7491428# Howard McGaffney District Manager

PUBLIC CONDUCT: Members of the public are provided the opportunity for public comment during the meeting at two places on the agenda. Each member of the public is limited to three (3) minutes, at the discretion of the Presiding Officer. Speakers shall refrain from disorderly conduct, including launching personal attacks; the Presiding Officer shall have the discretion to remove any speaker that disregards the District’s public decorum policies.

JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 5Ai Julington Creek Plantation CDD Monthly Maintenance 3/26/19 Meeting Racetrack rd./ SR-13 Removal of trash and debris. Line trimming wet ditches where mowers cant reach. Limb up trees along sidewalks. Removal and mulching of Magnolia leaves. Removal of low hanging moss beginning at SR-13 and heading east on Racetrack rd. Edging along asphalt and turf. Spraying weeds in beds and crack weeds. Weeding of newly installed island beds along Racetrack rd.

1 Treatment for ants and mounds.

Rec Center/Aquatic Center/Skate Park Treatment of ants and mounds. Spraying of bed and crack weeds. Trimming of plant material off sidewalks and curbs. Removal of leaves and debris throughout centers. Cleaning of river rocks off pool decks. Lifting of trees around signs and sidewalks. Trimming back woodlines along back chainlink fences. Spraying of fungus and weeds in turf. Treatment of Sooty mold on magnolias and Crape Mrytles.

2 Park and Volleyball court areas. Emptying of trash containers. Lifting trees in parking lots. Removal of trash and debris. Spraying weeds in beds, concrete and tree rings.

Agronomy

Fertilization of St Augustine turf. Treatment of fungus in plant material. Treatment of ant mounds. Ferilization of plant material and trees. Treatment of turf weeds on Racetrack

3 rd islands and right-of-ways.

Thank you for allowing us to serve you! Michael Johnson Duval Landscape Maintenance 904-728-3222

4 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 5Aii Community Julington Creek Plantation March Report

Area Item Priority Status Cost notes

Rec Center Comp Pool B complete $290.00 Phosphate treatment

Remove urinals (12) and decalcify. Rec Center men's restroom A complete $1,139.54 Snake all lines 150 ft.

Remove urinals (3) and decalcify. Aquatics Complex men's restroom A complete $410.00 Snake all lines 100 ft. Install 1 new urinal.

Rec Center Pool Deck A complete $588.14 Repair broken pipe under deck.

Rec Center Pool Deck A complete $0.00 Add sand, replace pavers

Part of previous Install polymeric sand to prevent Rec Center Pool Deck B complete purchase water intrusion on deck.

Rec Center Women's restroom A complete $198.65 Repair broken pipes under sink.

Final payment for converting HID Rec Center LED Conversion Family Pool B complete $10,398.00 400w to LED light fixtures.

Sports Plex Door locks B complete $17.25 Repairs to doors and locks.

Patio furniture and covered Pressure wash all covered areas, Rec Center C complete $42.46 areas chairs, and tables. Cost is gas.

New 65" TV mounted behind front Rec Center TVs C complete $963.00 desk. Other TV had antenna installed and mounted.

Plantation Park Side walk B complete $37.96 Concrete repairs.

New deadbolt installed on front Maintenance Office Dead bolt lock C complete $47.74 door.

Old damaged bulkhead caps Aquatics Office Bulkhead B complete $458.61 removed and new installed. Entire bulkhead stained. Old damaged bulkhead caps Rec Center Bulkhead B complete $675.00 removed and new installed. Entire bulkhead stained. Childwathc Floor B complete $256.00 Paint touch up and new 8'x10' rug.

Portable A/C units brought in to Rec Center Portable A/Cs A complete $1,553.04 assure guest comfort during A/C change out.

6 AC units replaced and 1 large air Rec Center A/Cs A complete $38,452.00 handler.

Rec Center Palm trees C complete $750.00 All palm trees pruned.

New access box installed by GM Rec Center Access box A complete $66.98 Office.

Annuals installed at Rec Center Rec Center Annuals C complete TBD entrance, building entrance, Aquatics fountains and signage.

10 new locks purchased. 7 repaired Gym Lockers B complete $137.48 with 3 extra on hand.

All enhancements to Rec Center and Rec Center Enhancements B in progress TBD Aquatics Complex underway.

Rec Center Tennis Court Restoration A in progress $39,000.00 Courts approx 60% complete.

5 New tennis nets purchased to be Rec Center Tennis Courts B in progress $$842.89 installed once resurface project is complete.

Aquatics Complex Comp Ppool C complete $19.00 New lane marker eye bolt installed.

All lights repaired/bulbs replaced as Part of $311.13 Rec Center Lighting A complete needed at Rec parking, tennis, and purchase Sports Plex.

New light fixture and bulbs for Rec Center Trophy Case C complete $11.00 display case.

New dimmable lighting installed in Admin Building Recessed lighting B complete TBD office.

Part of $311.13 Ground lights repaired or converted Rec Center Ground lighting C complete purchase to LEDs

Drain to beer tap replaced and new Café Tap drain B complete $30.98 fittings installed. JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 5B

GENERAL MANAGER REPORT

Date of report: 03/15/19 Submitted by: Matt Roberts

New Lifestyle Director: We hired a new Lifestyle Director, Maddie Dorsey, in the anticipation of current Lifestyle Director Brittnee Jackson’s decision to move out of the state. Brittnee has served this community well in her time with us, but is ready to start the next phase of her life. She will be missed by staff and residents alike, and leaves on tremendously good terms. Maddie comes to Julington Creek very highly regarded and more importantly prepared for the role she now serves. Her background is with PRI Productions, an events planning entity that hosts and coordinates huge events, weddings, parties, etc. Before her time with PRI, she worked in the cruise ship industry. She is highly energetic, extremely personable, meticulously organized, and ready to increase our residents’ Lifestyle experience. She is scheduled to attend this month’s CDD Meeting, but we can arrange opportunities for the Board to meet her prior to the March 26th meeting.

CivicRec and Civic Engage: With the changes in our Lifestyles department, Brittnee Jackson is free to focus solely on our new website and community software. This is obviously our most vital of projects moving forward and we have dedicated other staff to ensuring this project is successful and well received. We have secured the resident information currently on file and are getting CivicRec to import that data to ease the need for residents to come to the Recreation Center and create a new profile. We will still need the residents to link their current ID cards with their accounts the first time they utilize them once the change has been made. We will offer opportunities for residents to do this prior to a normal visit, but it is not required. They simply can do so the first time they come to use the amenity center. We have begun to train front desk staff and members of management on the software. Experienced members of our Front Desk Staff, Debbie Kincaid and myself along with Brittnee are going to implement all training of associates that utilize the software and residents as well. As of the timing of this report, training plans are still not finalized, but they will be provided before the meeting to members of the Board. The only new hardware needed for this change have been ordered, three new credit card readers, which will cost under $500.

Recreational software April 9th (Actual utilization of our new technology by staff, i.e.: resident check in, class management, rental management, etc...)

Mobile App: April 29th . This is the day it will go live and be available to download from an App Store. We will not see a final preview until April 22nd. Community Website: May 28th.

CDD Membership Audits: I am going to be entering each street (260 in total) in Julington Creek with street number address ranges into our new system to ensure only CDD properties can be added to our system. This is one of our levels of security to ensure no outside addresses can be entered into the system. Also, once the new software is up and running, I will implement a process where we are continually conducting address audits to ensure all memberships are current. If we audit 100 houses a week, we will have continual monitoring of our membership. That equates to 4 audits per day per front desk associate, which is completely reasonable and possible.

Lifeguard Training at JCP: We have created a coupon code for JCP residents who wish to take Lifeguard Training, it will be a %50 savings ($100 instead of $200). The coupon is already active and we will begin advertising its creation in community correspondence before the March 26th Board Meeting. Any residents who already took the class will get the retroactive refund. We have already made changes to the training program to minimize community amenity disturbance. All phases of the class not requiring deep water training will be moved to the Aquatics Center, and portions of training where the Recreation Center Competition Pool is being utilized will be done between 8-10 am on Sundays before the pool is open to the residents.

Fitness Equipment: Fitness Director Kim Harless will be at the meeting to explain her findings in regards to a three year equipment replacement plan of current aged equipment. She has worked with Technogym to get all extended warranty information and is prepared to speak to her findings.

Events: Here are the remaining March Events and information on our camps and other programming:

 Friday, March 15th- St. Patrick’s Day Food Truck Friday from 5pm-8pm featuring DJ Mike! We will have a dunk tank, face painter, monkey motion, and games of corn hole. The food truck line up is: Sweeto Burrito, Jammas, Treemendous BBQ, Blazin' Buffalo, Cajun Cravins', Cuban Fire Grill, Van D's, & Frozen Sweets.  Friday, March 22nd to end our Spring Break Camp there will be a visit from Magician Mark Alan! This event is free to all residents and will be held in the banquet rooms from 1pm-2pm!  Sunday, March 24th we have partnered with FL Race Day and are hosting a Kids Triathlon! I’m optimistic that this event will be well received with over 70 registrants! We will have Food Trucks at this event as well to give the residents an option to eat and mingle among their friends after the race.  Saturday, March 30th is our big annual Easter Egg Hunt held at Davis Pond Park. Provided will be a rock wall, obstacle course for the children, corn hole games, face painter, balloon artist, and a special visit from the Easter Bunny! Camps:

 We have open registration going on right now for Spring Break and Summer Camp. Spring Break camp is running March 18th- March 22nd; Summer Camp runs June 3rd- August 8th. We’re pleased to announce our new Camp Director for our 2019 Summer Camp season! Aldyn Broach has been a teacher at Chimney Lakes Elementary since 2013 and teaches music and chorus to students in Kindergarten to 5th grade. She has had the honor to perform cello with Josh Groban and Michael Buble and has been playing music almost her entire life. We are excited to have her on board this summer, and she is happy to be working with the kids of JCP!

Programs:

 We are happy to announce the launching of a new program, Baking Discoveries for Parents and Kids supported by Baking History. This program will launch the first week of April and will run as a 4 week session to see how well it is received. I would love to see this program continue after its 4 week session is over. The dates are: April 8th, 15th, 22nd, and 29th. Furthermore, since Hip Hop was so successful, we are continuing it on with now incorporating a second class- Hip Hop Choreography. We will have the Hip Hop Basics 6 week session starting March 28th from 6:30pm- 7:30pm along with the start of a 6 week session of Hip Hop Choreography from 7:30pm-8:30pm!

February Café Revenue (I don’t have last year’s figures, pretty sure we were under a remodel at this time 2018)

Sales Summary Sales Refunds Net Gross Sales $1,716.10 ($14.25) $1,701.85 Discounts & Comps ($38.72) $0.00 ($38.72) Net Sales $1,677.38 ($14.25) $1,663.13 Gift Card Sales $0.00 $0.00 $0.00 Tax $108.94 ($0.92) $108.02 Tip $100.79 ($0.80) $99.99 Partial Refunds $0.00 $0.00 $0.00 Total Collected $1,887.11 ($15.97) $1,871.14 Fees ($36.19) $0.39 ($35.80) Net Total $1,850.92 ($15.58) $1,835.34

10% Revenue Share $170.19 JCPCDD REVENUE 2/1/2019-2/28/2019 February EOM

GL Code Aquatics Cash check credit total 3311572 Non Resident Fees 0.00 0.00 0.00 0.00 3301050 Pool Party Fees/Rental 50.00 135.00 385.00 570.00 3301030 Scuba Diving 0.00 0.00 0.00 0.00 3301300 Jr. Lifeguard Training 0.00 0.00 0.00 0.00 3301310 Lifeguard Training 0.00 0.00 0.00 0.00 Department Total 50.00 135.00 385.00 570.00

Child Watch Cash check credit total 3361340 Babysitting 0.00 0.00 0.00 0.00 3361200 CW Fees 0.00 0.00 0.00 0.00 3361201 Hourly 120.00 15.00 192.00 327.00 3361202 Punchcard 45.00 0.00 540.00 585.00 3361410 Special Events 0.00 0.00 0.00 0.00 Department Total 165.00 15.00 732.00 912.00

Special Events Cash check credit total 3391260 Multi-Purpose Rental 0.00 0.00 636.00 636.00 3391470 Special Event 360.00 210.00 350.00 920.00 Department Total 360.00 210.00 986.00 1556.00

Front Desk Cash check credit total 3311070 Non-CDD Memberships 0.00 0.00 4700.00 4700.00 3391130 Daily Guests 0.00 0.00 0.00 0.00 Weekly House Guest 3391140 Passes 0.00 0.00 0.00 0.00 3391040 Park Fees/Rental 60.00 195.00 420.00 675.00 3391550 Replacement Card Fee 50.00 0.00 50.00 100.00 3391270 Merchandise for Resale 0.00 0.00 0.00 0.00 3391271 goggles 0.00 0.00 0.00 0.00 3391272 tennis balls 4.00 0.00 0.00 4.00 3391273 swim cap 0.00 0.00 0.00 0.00 3391270 sunscreen 0.00 0.00 0.00 0.00 Department Total 114.00 195.00 5170.00 5479.00

Sports Plex Cash check credit total 3381350 Daily Guest Fee 0.00 0.00 0.00 0.00 3381360 Pavilion Rental 0.00 0.00 0.00 0.00 3381390 Merchandise for Resale 0.00 0.00 0.00 0.00 3381392 Drink Machine 0.00 0.00 0.00 0.00 3381391 Merchandise Rentals 0.00 0.00 0.00 0.00 Department Total 0.00 0.00 0.00 0.00

Tennis Cash check credit total 3371640 Non CDD User Fee 0.00 256.60 0.00 256.60 3371480 Special Events 0.00 0.00 0.00 0.00 3371450 Ball Machine 15.00 0.00 60.00 75.00 3371440 Court Fees 385.00 0.00 105.00 490.00 Department Total 400.00 256.60 165.00 821.60

Taekwondo Cash check credit total 3341230 Kids classes 0.00 0.00 445.00 445.00 Department Total 0.00 0.00 445.00 445.00

$ Total Cash Revenue 1,089.00 $ Total Check Revenue 10,180.64 Total Credit Card $ Revenue 7,883.00 $ square fee 228.75 7654.25

$ Total Monthly Revenue 19,152.64

Feb 1 - Feb 28 2018 Revenue Month February Square Fees: $143.71 Day Total Cash Revenue 1416.75 Total Credit Revenue 5156.50 Total Check Revenue 2951.00 Total Daily Revenue 9524.25

Daily GL Code Aquatics Cash Credit Check Total 3311572 Non Resident Fees 0.00 0.00 0.00 0.00 3301050 Pool Party Fees/Rental 85.00 270.00 85.00 440.00 3301030 Scuba Diving 0.00 0.00 0.00 0.00 3301300 Jr. Lifeguard Training 0.00 0.00 0.00 0.00 3301310 Lifeguard Training 0.00 0.00 0.00 0.00 Department Total 85.00 270.00 85.00 440.00

Child Watch Cash Credit Check Total 3361340 Babysitting 0.00 0.00 0.00 0.00 3361200 CW Fees 0.00 0.00 0.00 0.00 3361201 Hourly 68.00 76.00 0.00 144.00 3361202 Punchcard 135.00 585.00 0.00 720.00 3361410 Special Events 0.00 0.00 0.00 0.00 Department Total 203.00 661.00 0.00 864.00

Special Events Cash Credit Check Total 3391260 Multi-Purpose Rental 280.00 522.00 379.00 1181.00 3391470 Special Event 300.00 290.50 1875.00 2465.50 Department Total 580.00 812.50 2254.00 3646.50

Front Desk Cash Credit Check Total 3311070 Non-CDD Memberships 0.00 2600.00 0.00 2600.00 3391130 Daily Guests 0.00 0.00 0.00 0.00 3391140 Weekly House Guest Passes 0.00 0.00 0.00 0.00 3391040 Park Fees/Rental 30.00 120.00 345.00 495.00 3391550 Replacement Card Fee 10.00 0.00 0.00 10.00 3391270 Merchandise for Resale 0.00 0.00 0.00 0.00 3391271 goggles 0.00 0.00 0.00 0.00 3391272 tennis balls 0.00 0.00 0.00 0.00 3391273 swim cap 0.00 0.00 0.00 0.00 sunscreen 0.00 0.00 0.00 0.00 Department Total 40.00 2720.00 345.00 3105.00

Sports Plex Cash Credit Check Total 3381350 Daily Guest Fee 0.00 0.00 0.00 0.00 3381360 Pavilion Rental 0.00 0.00 0.00 0.00 3381390 Merchandise for Resale 0.00 0.00 0.00 0.00 3381391 Merchandise Rentals 0.00 0.00 0.00 0.00 Department Total 0.00 0.00 0.00 0.00

Tennis Cash Credit Check Total 3371640 Non CDD User Fee 0.00 0.00 0.00 0.00 3371450 Ball Machine 45.00 60.00 0.00 105.00 3371440 Court Fees 463.75 109.00 0.00 572.75 Department Total 508.75 169.00 0.00 677.75

Taekwondo Cash Credit Check Total 3341230 Kids classes 0.00 524.00 267.00 791.00 Department Total 0.00 524.00 267.00 791.00

Total Bank Deposit 4367.75

Open Action Items from 2/26/19 Board Meeting:

1. Keep Board abreast of the meter consolidation project weekly via the Weekly report to the Board sent by the GM. A detail summary should be conducted every two weeks by Jeff Branch. Report work completed by Duval and any JEA communications. Irrigation mainline on Race Track Rd. was repaired (2Xs). JEA inspection performed with Duval Landscape to confirm validity of Meter Consolidation Project. Results of that test will be available within 2 weeks 2. Begin work on the Recreation Center parking lot tree replacement and island beautification project, not to exceed $42,000. GM will consult with District management to ensure the appropriate property expenditures will be utilized to fund the project. Trees have been removed, islands have been cleared of foliage. New plantings should be finalized before the March 26th meeting. 3. Highlight the picnic table install in our weekly eBlast in the new facilities picture highlight area of the eBlast. This was done on the Thursday February 28th eBlast. In the future an emphasis will be placed on CDD Board approved projects that benefit the community. 4. Fitness director Kim Harless will move forward with creating a 3 year equipment replacement schedule, to begin in the 2020 Fiscal Year beginning October 1, 2019. She needs to select and prioritize the most critical equipment pieces for earlier replacement. She is also tasked with receiving from Technogym the costs associated with continuing warranties on the pieces we do not replace. She will present her findings to the Board in the March meeting to be held March 26, 2019. Kim immediately began working with Technogym to get quotes that are to the Board’s satisfaction including all warranty information and ramifications. 5. Create and host health and fitness related events at the Recreation Center. From full-fledged Health Fairs to smaller events such as cholesterol screenings, glucose testing, general health screenings, etc.… Work in Progress. Will report findings at the March meeting. 6. Move forward with receiving quotes for two Aquatics projects. 1) Outdoor pavilion with outdoor kitchen, located where the current playground is, reposition the playground slightly to accommodate. 2) Enclose the entranceway, remove planter and other exterior features, combine this with the existing enclosed structure that includes an office, professional kitchen with hood system, and two storage areas. Repurpose that second space into one large multipurpose room with non-professional grade kitchen elements (stove, refrigerator, microwave, etc...), show renderings with an option to extend this room to the roofline as well. Get bids from interior design firms and engineering firms alike. Working with Stonebridge and other vendors to provide at the March 26th meeting. 7. Include the Loggerheads contractual storage agreement particulars in a weekly report. On page four of the Loggerheads agreement, condition L: Licensee shall be granted the ability to store equipment on site at a mutually agreeable location(s), which may change from time to time. The District, through its General Manager, shall identify location(s) for storage of Swim Team equipment. Licensee shall receive the same treatment and ancillary benefits provided to other private organizations utilizing District recreational amenities. 8. Delete two line items from the CDD Statement of Revenues, Expenditures, and Changes in Fund Balances. Reclassify any funds that were allocated to these line items. The line items to be deleted are Grounds Maintenance and General Facility Maintenance. Funds have already been reallocated to the proper line items. Working to remove the Grounds Maintenance and General Facility Maintenance line items all together. 9. Update the CIP. Continue to include in the Monthly agenda packet. I will consult with supervisor Sexton before the next agenda packet is to be submitted to ensure this document is submitted to satisfaction. 10. Prepare proposals for the updating of the Meeting Rooms for the April Board Meeting. 11. Send out the Emergency Procedures to all Board Members and staff. Could not locate an existing current version of this. Will create and provide to discuss at the March 26th Meeting.

JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 6A DRAFT

1 MINUTES OF MEETING 2 JULINGTON CREEK PLANTATION 3 COMMUNITY DEVELOPMENT DISTRICT 4 5 The Board of Supervisors of the Julington Creek Plantation Community Development 6 District held a Regular Meeting on February 26, 2019 at 6:00 p.m., at Julington Creek Plantation 7 Club, 350 Plantation Club Parkway, St. Johns, Florida 32259. 8 9 Present and constituting a quorum were: 10 11 Chris Sexton Chair 12 Tom Chambers Vice Chair 13 Michael Morton Assistant Secretary 14 Cindy Howell Assistant Secretary 15 Kevin Gavin Assistant Secretary 16 17 Also present were: 18 19 Howard McGaffney District Manager 20 Wes Haber District Counsel 21 Matt Roberts General Manager 22 Jeff Branch Field Operations Manager 23 Jay King Vesta Property Services, Inc. 24 Brittnee Jackson Lifestyle Director 25 Michael Johnson Duvall Landscape Maintenance 26 Josh Duvall Landscape Maintenance 27 Kim Harless Fitness Director 28 Pat Jacob Resident 29 Jim Morton Resident 30 31 32 FIRST ORDER OF BUSINESS CALL TO ORDER 33 34 Mr. McGaffney called the meeting to order at 6:03 p.m. 35 36 SECOND ORDER OF BUSINESS ROLL CALL 37 38 All present stated their names. All Supervisors were present, in person. 39 40 THIRD ORDER OF BUSINESS PLEDGE OF ALLEGIANCE JULINGTON CREEK PLANTATION CDD DRAFT February 26, 2019

41 All present recited the Pledge of Allegiance. 42 43 FOURTH ORDER OF BUSINESS PUBLIC COMMENTS (limited to 3 minutes 44 per person) 45 46 There being no public comments, the next item followed. 47 48 FIFTH ORDER OF BUSINESS STAFF REPORTS (60 minutes) 49 50 A. Field Operations Manager 51 i. Landscape Maintenance Report 52 Mr. Johnson presented the Monthly Maintenance Report and asked for questions. 53 Mr. McGaffney stated that he contacted the Jacksonville Electric Authority (JEA) 54 Governmental Relations Department and asked Mr. Johnson to hold off another month on the 55 irrigation meter consolidation project, while discussions are underway with the JEA. He asked 56 JEA if they could remove the unused meters; and, a visit by JEA and decision were pending. 57 Discussion ensued regarding removal being JEA’s responsibility since JEA owns the meters, 58 keeping two meters, etc. It was noted that the project could probably be completed by May or 59 early June, depending on any issues. Duval would provide regular updates to the Board 60 including the work locations, timeline and progress. 61 . Consideration of Duval Landscape Maintenance Proposals 62 This item, previously Item 7A, was presented out of order. 63 Mr. Branch presented proposals for landscape enhancement options for various 64 locations. Mr. Sexton felt that the smaller cost items could be funded through the operating 65 budget, rather than funded as a capital expense. The $35,220 proposal could be funded using 66 the $156,000 in Lines 14 and 15 in the capital budget. He asked if Duval could complete that 67 project for $30,000 instead of $35,220. Mr. Johnson replied affirmatively, provided the smaller 68 proposals are approved, as well. 69 Mr. Chambers expressed his concern about remaining within budget and questioned 70 how anyone is tracking to make sure expenses are remaining within budget. Mr. Sexton 71 discussed budget line items that could be used to offset this expense. Mr. Chambers voiced his

2 JULINGTON CREEK PLANTATION CDD DRAFT February 26, 2019

72 reluctance to proceed with unbudgeted expenses until he is sure that the District would be 73 under budget. The Board and Staff discussed budgeting, remaining within budget, reallocating 74 excess funds from budgeted expenses that would not be incurred, input from the Horticultural 75 Consultant and her preferences, timing the landscape enhancement project, other landscape 76 maintenance needs, tracking expenditures, fluctuating and seasonal expense items, the scope 77 of work in each proposal and possibly reducing the scope, adding a standing agenda item to 78 review budget expenses that are trending over budget, etc. 79 Mr. McGaffney noted that several of the proposals are related to regular landscape 80 repairs and replacement and fall within Mr. Branch’s spending authority and suggested not 81 bringing those types of items to the Board for approval; he felt that the Board should focus on 82 the larger projects and not the day-to-day minor landscape matters. 83 The scope of work in each proposal, what items could be eliminated to reduce expenses, 84 etc., were discussed. 85

86 On MOTION by Mr. Sexton and seconded by Mr. Morton, with Mr. Sexton, Mr. 87 Morton, Ms. Howell and Mr. Gavin in favor and Mr. Chambers dissenting, the 88 Duval Landscape Maintenance Proposals for landscape enhancements at the 89 Recreation Center, Aquatic Complex and Volleyball Area, in a not-to-exceed 90 amount of $42,000, with $30,000 from the Capital budget and $12,000 from 91 the Operating budget landscape-related line items, was approved. (Motion 92 passed 4-1) 93 94 95 ii. Monthly Report 96 Mr. Branch presented the Monthly Field Operations Manager Report detailing the in 97 progress and completed work. 98 B. General Manager 99  Monthly Report 100 Discussion: Fitness Center Equipment Replacement 101 Ms. Harless distributed and reviewed proposals for Fitness Center equipment, along 102 with photographs. She reported the following:

3 JULINGTON CREEK PLANTATION CDD DRAFT February 26, 2019

103  The technician and equipment warranty expires December, 2019 and the cost to extend 104 the warranty is not economically feasible, given the age of the equipment. It would be more 105 cost-efficient to replace the equipment, as was previously done. 106  The Capital Reserve Study (CRS) anticipated replacement during Fiscal Year 2020. The 107 CRS was missing six heavily-used pieces of equipment, which amount to about $15,000. 108  Three vendors visited and were preparing quotes and proposals. 109  Recommendation was to replace the equipment line again with TechnoGym equipment. 110 The line that the CDD previously had was discontinued so the new equipment would be an 111 upgrade, by comparison, and that may last longer. 112 Ms. Harless discussed the numerous benefits of selecting the TechnoGym brand of 113 equipment, including the quality and variety of equipment and her past experiences with 114 TechnoGym. 115  LifeFitness provided a quote but was slow to respond, which was of concern. Certain 116 heavily-used pieces of equipment were not available. The warranty was not comparable to the 117 TechnoGym warranty. 118 Discussion ensued regarding online ratings of the equipment brands, maintenance 119 plans, warranties, the aging equipment, cost to replace full line of equipment, leasing to own 120 option, technology options, possibility of phasing equipment replacement over several years 121 instead of all at once, investment that other communities make into their amenities and 122 remaining competitive with them, residents asking when equipment would be replaced, 123 difficulty selecting which equipment to replace first if replaced in phases, etc. 124 For the TechnoGym equipment, the Board’s consensus was for Ms. Harless to give a 125 presentation at the March meeting detailing phasing replacement over two or three years, a 126 cost analysis, cost to extend warranties on the old equipment, etc. 127 Events and activities that might increase interest in the Fitness Center were discussed. 128 Discussion: Aquatic Complex Revitalization: 129 Mr. King stated that obtaining proposals was difficult because the project was too small, 130 piecemeal, or the vendors were too busy; two provided proposals. He discussed the various

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131 options provided by Stonebridge, estimated costs for each option, Stonebridge’s opinion of 132 which items would be a good or poor use of CDD funds, etc. 133 Discussion ensued regarding ways to maximize usage of the Complex, what to include, 134 creating flex space, enclosing areas, creating an events space for outdoor events, rental areas, 135 café or food area, etc. Supervisor Morton suggested that everyone should provide their ideas 136 so the Board can decide which items to focus on and then seek estimates. 137 Mr. Roberts had ideas to create more outdoor leisure space using the existing 138 structures, such as adding outdoor gaming tables, holding more events at the Complex, utilize 139 food trucks, beverage service and allow food to be brought in, outdoor kitchen with tables and 140 seating, televisions, etc. 141 Mr. Sexton’s preferences were moving the wall out to gain extra footage, making the 142 area two-thirds multi-purpose and one-third food and beverage and creating an event 143 pavilion/fire pit on the backside. 144 Mr. Chambers discussed activities that could be scheduled, staffing it on weekends, etc. 145 Ms. Howell discussed the things that are already necessary at the Complex, things that 146 would be necessary, etc. In general, she would not staff the area or sell food and beverages; 147 only one person would be necessary when the facility is rented. 148 Mr. Gavin liked the ideas of a space in the back area that could be rented out, fire pits 149 and lower cost upgrades in the front area, catering to older teens creating a space for them to 150 gather, keeping it as a multi-use area. 151 Discussion ensued regarding whether the multi-purpose space would be utilized by 152 teens in the community, programming activities for the area for a variety of groups, etc. 153 Mr. Sexton suggested obtaining quotes to construct an event pavilion with a fire pit 154 area, expand the wall to the overhang to create a multi-purpose space with two-thirds being 155 open space and one-third a kitchen and accommodating for storage. 156 The Board and Staff conversed about obtaining construction estimates and architectural 157 concepts and proposals. 158 The meeting recessed at 9:00 p.m. 159 The meeting reconvened at 9:06 p.m.

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160 Mr. Haber noted that, the required bid process threshold is $350,000 so, if this project 161 would exceed $350,000, it must be advertised and go through the bid process. 162 Mr. Roberts presented the General Manager Report, and highlighted the following: 163  Firewall Replacement: The Firewall Agreement had to be changed because iVenture 164 located another firewall that needed to be replaced; the agreement and new quotes were 165 pending. Two USBs were purchased and installation was pending. 166 The swim teams, Aquatic Complex, what happened to the surplus items, etc., were 167 discussed. 168 C. District Engineer: England-Thims & Miller, Inc. 169 Mr. McGaffney stated that the District Engineer sent a work authorization with an 170 updated fee schedule, which will be included in the next agenda for consideration. 171 D. District Counsel: Hopping Green & Sams, P.A. 172 There being no report, the next item followed. 173 E. District Manager: Wrathell, Hunt and Associates, LLC 174 There being no report, the next item followed. 175 176 SIXTH ORDER OF BUSINESS CONSENT AGENDA ITEMS (20 minutes) 177 178 A. APPROVAL OF MINUTES 179  January 24, 2019 Regular Meeting 180 Mr. McGaffney presented the January 24, 2019 Regular Meeting Minutes. The following 181 change was made: 182 Line 59: Change “Branch” to “Morton” 183 B. APPROVAL OF UNAUDITED FINANCIAL STATEMENTS 184  Unaudited Financial Statements as of January 31, 2019 185 Mr. McGaffney presented the Unaudited Financial Statements as January 31, 2019. He 186 referred to Page 10 and asked Mr. Roberts or Mr. King to make sure that Charlotte deletes the 187 following categories and does not code anything to them: 188 Grounds maintenance 189 General facility maintenance

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190 Mr. McGaffney discussed the Capital outlay line item, on Page 14. 191 Mr. Sexton noted that, for Fiscal Year 2019, funds were budgeted for litigation and in 192 order to keep the assessment increase less than what it would have been with that increase, 193 the Capital budget was reduced by $100,000 and moved to the Operating budget. For Fiscal 194 Year 2020, it will likely be necessary to move the $100,000 back to the Capital budget, due to 195 the upcoming capital improvements being discussed. Mr. McGaffney expected the Rec fund to 196 decrease and the Capital fund to increase but he was not sure if they would completely offset 197 each other. 198 Mr. Sexton recalled that, at the last meeting, he discussed cleaning up the CIP. He 199 added a chart of his recommendations to the bottom of the CIP tracker which contained several 200 items and his recommendations to shift to other budget line items; those totaled $25,000 and 201 freed up the $25,000, which was then inserted as “Contingency” in the “Capital Budget 202 Reconciliation” table. 203 The Board and Staff conversed about renovating the facility, including flooring, painting, 204 window treatments, replacing wallpaper, and generally updating the overall appearance. 205  Check Register 206  Credit Card Activity 207 These items were provided for informational purposes. 208

209 On MOTION by Mr. Sexton and seconded by Mr. Morton, with all in favor, the 210 Consent Agenda Items, as amended, were approved. 211 212 213 SEVENTH ORDER OF BUSINESS BUSINESS ITEMS (90 minutes) 214 215 A. Consideration of Duval Landscape Maintenance Proposals 216 This item was presented during Item 5Ai. 217 B. Discussion: JCP Website and Mobile App 218 Ms. Jackson presented and answered some of the frequently received questions from 219 residents related to implementation of the CivicRec and Civic Engage systems, as follows: 220  Can residents create their own profiles online? A: Yes.

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221  Are all rentals going to be done online? A: Yes. 222  Will camp registration be done online? A: Yes, beginning next season. 223  Will all of the group fitness classes be done online? A: Yes. 224 Questions arose about residents setting up their initial profiles and how to verify 225 residency. 226 Ms. Jackson gave a demonstration of the system and explained what residents could do 227 within the system, including register for classes and activities, make payments and rental 228 reservations, etc. The system could also generate reports and provide data regarding 229 programs, activities, etc. 230 Mr. Sexton discussed the need to update the website photos, information, design, etc., 231 adequately disseminate the information to residents and have a sufficient amount of staff to 232 assist residents during the transition. 233 Ms. Johnson stated that the recreational software rollout for staff use would be April 234 9th, the mobile app would go live on April 29th and the new community website was scheduled 235 to launch May 28th. 236 Mr. Chambers asked about the Farmer’s Market. Ms. Johnson stated that it was 237 planned for August through February; to date, four vendors are confirmed but more are 238 expected. 239 C. Discussion: Creekside Café 240 Discussion ensued regarding how information related to a recent café situation, which 241 was communicated in a way that did not follow the established process. Mr. Sexton outlined 242 the correct procedure as follows: 243  Mr. McGaffney should be notified. 244  Mr. McGaffney and/or District Counsel then speak to the Chair as to whether the 245 District should send a communication and, if so, when. 246 Mr. Sexton stated that, in the recent situation, he would have liked to have advised Staff 247 to gather the facts of exactly what happened, prior to anyone sending a mass communication 248 to the entire community. The Board and Staff need to know the facts, prior to responding to 249 resident inquiries. In this situation, the facts and actions taken were received about two days

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250 later. At that point, the Board then had tangible information to communicate to the 251 community. He felt that how this was handled was reactive by Management, Staff, etc., on a 252 Sunday afternoon, trying to instantly respond and quickly write a response, without all the 253 facts. He preferred that time be taken to determine the facts and communicate correct 254 information rather than disseminating partial or possibly incorrect information. 255 D. Consideration of Howard Services, Inc., Service Proposals for Mars Air System Entry 256 Air Curtains 257 Mr. Branch described the purpose of air curtains at points of entry, including 258 maintaining the inside temperature and keeping insects out of buildings. Air curtains can be 259 noisy but the ones proposed were the quietest available. 260 This item was tabled until further notice. 261 E. Consideration of Sawyer Gas Price of Propane Area Index 262 Mr. McGaffney presented the Sawyer Gas Price of Propone Area Index. The price for 263 propane would be the local index, plus $0.40 per gallon, plus taxes, fees, rates and charges. 264 Mr. Branch checked with other propane suppliers and stated that only a few suppliers 265 are large enough to supply the amount needed and to store it; the cheapest time of year to 266 purchase is June/July and the most expensive is November/December. Suppliers have been 267 slow to respond. Discussion ensued regarding potential risk of paying more due to using the 268 price index and no fixed rate, other suppliers, options, replacing the tanks to natural gas, the 269 length of the agreement term, notifying the Loggerheads of the contract and that it could cost 270 them more if rates increase and obtaining their written consent, historical usage and cost and 271 options if the Loggerheads do not agree to the terms of this price structure. 272 Mr. Gavin rescinded his previously made motion to approve the Sawyer Gas Price of 273 Propane Area Index proposal, subject to receiving written approval from the Loggerheads. 274 F. Consideration of Vesta Profit Sharing Proposals 275 Mr. McGaffney stated that the Vesta Agreement expires September 30th but has a 276 renewal option for additional one-year terms, under the same terms. The current Agreement 277 was a three-year term, with a 3% per year increase.

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278 Mr. King recalled discussion at the last meeting about programming and profitability and 279 the options to save funds without changing the level of service. Vesta was not seeking an 280 increase any more than the contracted 3% increase. 281 Discussion ensued regarding the Request for Proposals (RFP) process, profit sharing 282 options, cost saving options, etc. 283 This item was tabled to the next meeting. 284 285 EIGHTH ORDER OF BUSINESS OPEN ITEMS (20 minutes) 286 287 Banquet Room Renovations was added. 288 289 NINTH ORDER OF BUSINESS PUBLIC COMMENTS (limited to 3 minutes 290 per person) 291 292 There being no public comments, the next item followed. 293 294 TENTH ORDER OF BUSINESS SUPERVISORS’ REQUESTS (20 minutes) 295 296 Mr. Gavin stated that, in March or April, he wants the Aquatics Director to present his 297 plan for lifeguard training. Ms. Howell stated that swim lessons should also be discussed. Mr. 298 Chambers wanted Vesta to consider giving resident lifeguards a discounted rate for training. 299 Mr. Morton wanted to add to Open Items an item to ensure that, going into Summer 300 Swim, that Loggerheads and Porpoises have worked out their Agreements. 301 Supervisor Howell asked if random drug testing started. Mr. Roberts replied no. With 302 regard to the CIP for Fiscal Year 2020, Ms. Howell asked if the eight showers were ready to be 303 retiled. Mr. Branch felt that it should be done within the next year. 304 Mr. Sexton stated that, per the Reserve Study, the light posts are up for replacement; he 305 asked Mr. Branch to confirm that it is necessary and, if so, the District can budget for it. 306 Mr. Gavin requested a copy of the Reserve Study and copies of the Swim Team 307 Agreements. 308 Ms. Howell recalled the previous approval of the tennis contact and asked if it was 309 normal practice for the Board not to review a contract. Mr. King stated that it depends on the

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310 type of contract; Vesta has a list of the contracts and expiration dates. Generally, some are 311 presented for Board review but some automatically renew. Mr. Sexton noted that the 312 contracts have a 30-day cancellation provision. 313 Mr. Chambers asked if free pool toys were available at the pools. Mr. Roberts was not 314 aware of any. 315 316 ELEVENTH ORDER OF BUSINESS NEXT MEETING DATE: March 26, 2019 at 317 6:00 P.M. 318 319 The next meeting will be held on March 26, 2019 at 6:00 p.m. 320 321 TWELFTH ORDER OF BUSINESS ADJOURNMENT 322 323 There being nothing further to discuss, the meeting adjourned. 324

325 On MOTION by Ms. Howell and seconded by Mr. Gavin, with all in favor, the 326 meeting adjourned at 11:35 p.m. 327 328 329 330 331 [SIGNATURES APPEAR ON THE FOLLOWING PAGE]

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332 333 334 335 336 337 338 ______339 Secretary/Assistant Secretary Chair/Vice Chair

12 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 6B JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT FINANCIAL STATEMENTS UNAUDITED FEBRUARY 28, 2019 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT BALANCE SHEET GOVERNMENTAL FUNDS FEBRUARY 28, 2019

Major Funds Total Capital Debt Service Debt Service Governmental General Recreation Reserve1 Series 2012 Series 2016 Funds ASSETS Operating accounts Cash: Wells Fargo $ 839 $ - $ 2,035 $ - $ - $ 2,874 Cash: Hancock Bank 61,279 - - - - 61,279 Cash: Bank of America - 170,863 - - - 170,863 Custody account: US Bank 1,269,458 1,456,294 - - - 2,725,752 State Board of Administration 1,595 - 1,769,595 - - 1,771,190 Petty Cash: Fifth Third - 7,347 - - - 7,347 Cash on hand - 1,000 - - - 1,000 Trust accounts: Series 2012: Reserve - - - 583,641 - 583,641 Principal - - - 1,872 - 1,872 Redemption - - - 4,600 - 4,600 Revenue - - - 1,192,291 - 1,192,291 Series 2016: Reserve - - - - 189,209 189,209 Interest - - - - 7 7 Redemption - - - - 3,750 3,750 Revenue - - - - 18,844 18,844 Sinking - - - - 16 16 Due from other funds: General fund - - 557,390 - 576,735 1,134,125 Capital reserve - 606,605 - - - 606,605 Debt service series 2012 6 37 8 - 11 62 Due from other - 1,660 - - - 1,660 Due from LL/GF - 7,040 - - - 7,040 Deposits 504 - - - - 504 Prepaid expenditures - 1,532 - - - 1,532 Total assets $ 1,333,681 $ 2,252,378 $ 2,329,028 $ 1,782,404 $ 788,572 $ 8,486,063 LIABILITIES AND FUND BALANCES LIABILITIES Accounts payable $ 211 $ 19,647 $ - $ - $ - $ 19,858 Credit card payable - 2,971 - - - 2,971 Sales tax payable - 98 - - - 98 Due to other funds: General fund - - - 6 - 6 Capital reserve 557,390 - - 8 - 557,398 Recreation - - 606,605 37 - 606,642 Debt service series 2016 576,735 - - 11 - 576,746 Due to others - 644 - - - 644 Lease deposit - bldg - 1,505 - - - 1,505 Total liabilities 1,134,336 24,865 606,605 62 - 1,765,868 DEFERRED INFLOWS OF RESOURCES Deferred receipts - 4,844 - - - 4,844 Total deferred inflows of resources - 4,844 - - - 4,844 Fund Balances Nonspendable Deposits 504 - - - - 504 Prepaid items - 1,532 - - - 1,532 Restricted for: Debt service - - - 1,782,342 788,572 2,570,914 Working capital 90,845 708,756 - - - 799,601 Unassigned 107,996 1,512,381 1,722,423 - - 3,342,800 Total fund balances 199,345 2,222,669 1,722,423 1,782,342 788,572 6,715,351 Total liabilities, deferred inflows of resources and fund balances $ 1,333,681 $ 2,252,378 $ 2,329,028 $ 1,782,404 $ 788,572 $ 8,486,063 1This fund is reported as a component of the recreation fund on the annual audited financial statements. 1 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, GENERAL FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019 Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual to Variance Actual to Variance Actual Actual Budget $ % Actual Budget $ % Actual Budget $ % REVENUES Assessment levy: net $ 166,744 $ 12,510 $ 154,234 1333% $ 325,262 $ 342,619 $ (17,357) 95% $ 325,262 $ 356,412 $ (31,150) 91% Interest 997 21 976 4748% 2,283 105 2,178 2174% 2,283 250 2,033 913% Total revenues 167,741 12,531 155,210 1339% 327,545 342,724 (15,179) 96% 327,545 356,662 (29,117) 92%

EXPENDITURES Administration Engineering - 417 (417) 0% 766 2,085 (1,319) 37% 766 5,000 (4,234) 15% Attorney 1,007 3,750 (2,743) 27% 10,132 18,750 (8,618) 54% 10,132 45,000 (34,868) 23% Audit - - - n/a - - - n/a - 1,500 (1,500) 0% Arbitrage - - - n/a - - - n/a - 2,000 (2,000) 0% Assessment roll 1,341 1,341 - 100% 6,706 6,705 1 100% 6,706 16,095 (9,389) 42% Dissemination 183 183 - 100% 917 915 2 100% 917 2,200 (1,283) 42% Trustee - - - n/a 6,684 13,500 (6,816) 50% 6,684 13,500 (6,816) 50% Manager 4,501 4,501 - 100% 22,506 22,505 1 100% 22,506 54,015 (31,509) 42% Printing & binding 83 83 - 100% 417 415 2 100% 417 1,000 (583) 42% Legal advertising 211 136 75 155% 319 680 (361) 47% 319 4,500 (4,181) 7% Other current charges 50 208 (158) 24% 209 1,040 (831) 20% 209 2,500 (2,291) 8% Office supplies - 83 (83) 0% 26 415 (389) 6% 26 1,000 (974) 3% Dues, licenses & subscriptions - - - n/a 175 175 - 100% 175 175 - 100% Election fee 791 - 791 n/a 791 793 (2) 100% 791 793 (2) 100% Tax collector 3,336 261 3,075 1278% 6,505 7,138 (633) 91% 6,505 7,426 (921) 88% Total administration expenditures 11,503 10,963 540 105% 56,153 75,116 (18,963) 75% 56,153 156,704 (100,551) 36%

Field Landscape & irrigation 14,764 15,059 (295) 98% 59,055 75,295 (16,240) 78% 59,055 180,708 (121,653) 33% Landscape replacement - 625 (625) 0% - 3,125 (3,125) 0% - 7,500 (7,500) 0% Irrigation repairs - 417 (417) 0% - 2,085 (2,085) 0% - 5,000 (5,000) 0% Mulch - - - n/a - - - n/a - 6,750 (6,750) 0% Total field expenditures 14,764 16,101 (1,337) 92% 59,055 80,505 (21,450) 73% 59,055 199,958 (140,903) 30% Total expenditures 26,267 27,064 (797) 97% 115,208 155,621 (40,413) 74% 115,208 356,662 (241,454) 32%

Excess/(deficiency) of revenues over/(under) expenditures 141,474 (14,533) 156,007 -973% 212,337 187,103 25,234 113% 212,337 - 212,337

Fund balance - beginning 57,871 174,881 (117,010) 33% (12,992) (26,755) 13,763 49% (12,992) (26,755) 13,763 Fund balance - ending Assigned: Working capital 90,845 90,845 - 100% 90,845 90,845 - 100% 90,845 - 90,845 Unassigned 108,500 69,503 38,997 156% 108,500 69,503 38,997 156% 108,500 (26,755) 135,255 Fund balance - ending $ 199,345 $ 160,348 $ 38,997 124% $ 199,345 $ 160,348 38,997$ 124% $ 199,345 (26,755)$ 226,100$

2 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Consolidated Revenues Administration: assessments $ 1,063,585 $ 79,796 983,789$ 1333% $ 2,074,705 $ 2,185,416 $ (110,711) 95% $ 2,074,705 $ 2,273,397 $ (198,692) 91% Administration: fees & miscellaneous 8,074 4,736 3,338 170% 32,489 22,570 9,919 144% 32,489 70,133 (37,644) 46% Resident relations 2,335 1,450 885 161% 10,610 11,950 (1,340) 89% 10,610 33,200 (22,590) 32% Aquatics 570 375 195 152% 1,350 1,550 (200) 87% 1,350 21,000 (19,650) 6% Child watch 912 917 (5) 99% 4,684 10,285 (5,601) 46% 4,684 29,100 (24,416) 16% Fitness 445 3,708 (3,263) 12% 10,057 11,040 (983) 91% 10,057 36,000 (25,943) 28% Sportsplex - - - n/a 393 - 393 n/a 393 4,300 (3,907) 9% Swim team 6,600 6,006 594 110% 21,916 30,030 (8,114) 73% 21,916 58,500 (36,584) 37% Tennis 1,989 1,996 (7) 100% 10,003 9,980 23 100% 10,003 23,950 (13,947) 42% Total revenues 1,084,510 98,984 985,526 1096% 2,166,207 2,282,821 (116,614) 95% 2,166,207 2,549,580 (383,373) 85%

Expenditures Administrative 67,072 50,792 16,280 132% 376,841 496,168 (119,327) 76% 376,841 848,890 (472,049) 44% Resident relations 9,089 8,684 405 105% 45,184 43,420 1,764 104% 45,184 104,216 (59,032) 43% Aquatics 16,879 15,618 1,261 108% 75,329 84,500 (9,171) 89% 75,329 324,817 (249,488) 23% Child watch 4,448 4,622 (174) 96% 22,375 22,822 (447) 98% 22,375 54,745 (32,370) 41% Fitness 12,665 12,022 643 105% 64,115 70,510 (6,395) 91% 64,115 163,262 (99,147) 39% Housekeeping 12,494 13,250 (756) 94% 62,491 66,250 (3,759) 94% 62,491 159,000 (96,509) 39% Property 71,271 70,119 1,152 102% 331,654 354,335 (22,681) 94% 331,654 841,541 (509,887) 39% Sportsplex 1,692 1,692 - 100% 8,461 8,460 1 100% 8,461 20,307 (11,846) 42% Swim team 4,125 3,214 911 128% 12,084 16,070 (3,986) 75% 12,084 22,500 (10,416) 54% Tennis 844 250 594 338% 914 5,500 (4,586) 17% 914 10,300 (9,386) 9% Total expenditures 200,579 180,263 20,316 111% 999,448 1,168,035 (168,587) 86% 999,448 2,549,578 (1,550,130) 39%

Excess/(deficiency) of revenues over/(under) expenditures 883,931 (81,279) 965,210 1,166,759 1,114,786 51,973 1,166,759 1 1,166,757

Fund balances: beginning 1,338,738 2,348,993 1,055,910 1,152,929 1,055,910 1,152,929 Fund balances: ending $ 2,222,669 $ 2,267,715 $ 2,222,669 $ 2,267,715 $ 2,222,669 $ 1,152,930

3 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Administrative Revenues Assessment levy: net $ 1,063,585 $ 79,796 983,789 1333% $ 2,074,705 2,185,416 (110,711) 95% $ 2,074,705 $ 2,273,397 $ (198,692) 91% Café lease 326 - 326 n/a 1,387 - 1,387 n/a 1,387 15,000 (13,613) 9% Building lease 1,505 1,603 (98) 94% 7,525 8,015 (490) 94% 7,525 19,233 (11,708) 39% Non-CDD user fees 4,700 2,783 1,917 169% 19,600 13,915 5,685 141% 19,600 33,400 (13,800) 59% Lifestyle programs - - - n/a 777 - 777 n/a 777 - 777 n/a Interest/miscellaneous 1,543 350 1,193 441% 3,200 640 2,560 500% 3,200 2,500 700 128% Total revenues 1,071,659 84,532 987,127 1268% 2,107,194 2,207,986 (100,792) 95% 2,107,194 2,343,530 (236,336) 90%

Expenditures Amenities - general manager 8,753 8,752 1 100% 43,765 43,760 5 100% 43,765 105,024 (61,259) 42% Amenities - administration staff 22,325 22,326 (1) 100% 111,626 111,630 (4) 100% 111,626 267,912 (156,286) 42% Payroll services (previously:Human resource) - 142 (142) 0% 470 710 (240) 66% 470 1,700 (1,230) 28% Supervisor fees - 1,000 (1,000) 0% 3,000 5,000 (2,000) 60% 3,000 12,000 (9,000) 25% FICA - 77 (77) 0% 230 385 (155) 60% 230 924 (694) 25% Attorney 1,269 3,749 (2,480) 34% 5,338 18,745 (13,407) 28% 5,338 45,000 (39,662) 12% Special legal counsel - Elite 306 - 306 n/a 1,324 25,000 (23,676) 5% 1,324 25,000 (23,676) 5% Special legal counsel - admin bldg. - - - n/a 664 75,000 (74,336) 1% 664 75,000 (74,336) 1% Audit - - - n/a - - - n/a - 2,000 (2,000) 0% Adm. district management 1,632 1,632 - 100% 8,160 8,160 - 100% 8,160 19,584 (11,424) 42% Insurance - - - n/a 102,157 105,222 (3,065) 97% 102,157 105,222 (3,065) 97% Telephone 2,015 2,250 (235) 90% 11,435 11,250 185 102% 11,435 27,000 (15,565) 42% Credit card/pos fees 419 417 2 100% 1,698 2,081 (383) 82% 1,698 5,000 (3,302) 34% Legal advertising - - - n/a - - - n/a - 2,000 (2,000) 0% Computer program/IT 6,988 4,583 2,405 152% 31,339 22,915 8,424 137% 31,339 55,000 (23,661) 57% Bank/credit card processing fees 273 375 (102) 73% 1,337 1,875 (538) 71% 1,337 4,500 (3,163) 30% Office supplies 467 500 (33) 93% 3,096 2,500 596 124% 3,096 6,000 (2,904) 52% Postage 711 400 311 178% 1,589 700 889 227% 1,589 3,000 (1,411) 53% Printing & copying 642 625 17 103% 3,358 3,125 233 107% 3,358 7,500 (4,142) 45% Licenses/permits - - - n/a 348 500 (152) 70% 348 2,800 (2,452) 12% Property tax - - - n/a 4,420 5,010 (590) 88% 4,420 5,010 (590) 88% Tax collector 21,272 1,464 19,808 1453% 41,487 40,100 1,387 103% 41,487 41,714 (227) 99% Contingency - 2,500 (2,500) 0% - 12,500 (12,500) 0% - 30,000 (30,000) 0% Total administrative expenditures 67,072 50,792 16,280 132% 376,841 496,168 (119,327) 76% 376,841 848,890 (472,049) 44%

4 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Resident Relations Revenues Multi-purpose rental 636 1,250 (614) 51% 3,117 5,750 (2,633) 54% 3,117 15,000 (11,883) 21% Special events 920 100 820 920% 4,695 3,050 1,645 154% 4,695 12,000 (7,305) 39% Daily guest - - - n/a - - - n/a - 50 (50) 0% Weekly house guest pass - - - n/a 75 - 75 n/a 75 450 (375) 17% Park fees/rental 675 100 575 675% 2,288 3,050 (762) 75% 2,288 5,000 (2,712) 46% Merchandise for resale 4 - 4 n/a 35 - 35 n/a 35 600 (565) 6% Replacement card fees 100 - 100 n/a 400 100 300 400% 400 100 300 400% Total resident relations revenues 2,335 1,450 885 161% 10,610 11,950 (1,340) 89% 10,610 33,200 (22,590) 32%

Expenditures Amenities - staff 6,568 6,568 - 100% 32,842 32,840 2 100% 32,842 78,816 (45,974) 42% Special events 2,521 2,083 438 121% 12,102 10,415 1,687 116% 12,102 25,000 (12,898) 48% Merchandise for resale - 33 (33) 0% 240 165 75 145% 240 400 (160) 60% Total resident relations exp 9,089 8,684 405 105% 45,184 43,420 1,764 104% 45,184 104,216 (59,032) 43%

Net change: resident relations (6,754) (7,234) 480 (34,574) (31,470) (3,104) (34,574) (71,016) 36,442

5 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Aquatics Revenues Swim lessons - - - n/a - 500 (500) 0% - 5,500 (5,500) 0% Aqua aerobics - 375 (375) 0% 245 750 (505) 33% 245 1,500 (1,255) 16% Pool party fees/rental 570 - 570 n/a 925 - 925 n/a 925 13,000 (12,075) 7% Scuba diving - - - n/a 180 300 (120) 60% 180 1,000 (820) 18% Total aquatics revenues 570 375 195 152% 1,350 1,550 (200) 87% 1,350 21,000 (19,650) 6%

Expenditures Lifeguards/reimbursables 12,109 10,800 1,309 112% 52,287 60,410 (8,123) 87% 52,287 267,000 (214,713) 20% Salaries 4,568 4,568 - 100% 22,840 22,840 - 100% 22,840 54,817 (31,977) 42% First aid supplies-all 202 250 (48) 81% 202 1,250 (1,048) 16% 202 3,000 (2,798) 7% Total aquatics expenditures 16,879 15,618 1,261 108% 75,329 84,500 (9,171) 89% 75,329 324,817 (249,488) 23%

Net change: aquatics (16,309) (15,243) (1,066) (73,979) (82,950) 8,971 (73,979) (303,817) 229,838

6 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Child Watch Revenues Summer day camp - - - n/a - 5,700 (5,700) 0% - 15,700 (15,700) 0% Spring break camp - - - n/a - - - n/a - 1,000 (1,000) 0% Babysitting training - - - n/a - - - n/a - 1,400 (1,400) 0% Child watch fees 912 917 (5) 99% 4,684 4,585 99 102% 4,684 11,000 (6,316) 43% Total child watch revenues 912 917 (5) 99% 4,684 10,285 (5,601) 46% 4,684 29,100 (24,416) 16%

Expenditures Salaries 4,435 4,435 - 100% 22,176 22,175 1 100% 22,176 53,220 (31,044) 42% Child watch supplies 13 187 (174) 7% 199 647 (448) 31% 199 1,525 (1,326) 13% Total child watch expenditures 4,448 4,622 (174) 96% 22,375 22,822 (447) 98% 22,375 54,745 (32,370) 41%

Net change: child watch (3,536) (3,705) 169 95% (17,691) (12,537) (5,154) (17,691) (25,645) 7,954

7 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Fitness Revenues Adult fitness classes - 2,000 (2,000) 0% 4,148 6,000 (1,852) 69% 4,148 16,000 (11,852) 26% Youth fitness classes 445 708 (263) 63% 3,349 3,540 (191) 95% 3,349 8,500 (5,151) 39% Personal training - 1,000 (1,000) 0% 2,560 1,500 1,060 171% 2,560 11,500 (8,940) 22% Total fitness revenues 445 3,708 (3,263) 12% 10,057 11,040 (983) 91% 10,057 36,000 (25,943) 28%

Expenditures Salaries - amenities 11,557 11,890 (333) 97% 59,763 59,450 313 101% 59,763 142,678 (82,915) 42% Fitness equipment repair 441 - 441 n/a 647 1,000 (353) 65% 647 2,000 (1,353) 32% Cycling maintenance - 132 (132) 0% 703 2,660 (1,957) 26% 703 3,584 (2,881) 20% Equipment maintenance agreements 667 - 667 n/a 2,667 4,000 (1,333) 67% 2,667 8,000 (5,333) 33% Equipment purchase - - - n/a 335 1,400 (1,065) 24% 335 5,000 (4,665) 7% Aerobic floor maintenance - - - n/a - 2,000 (2,000) 0% - 2,000 (2,000) 0% Total fitness expenditures 12,665 12,022 643 105% 64,115 70,510 (6,395) 91% 64,115 163,262 (99,147) 39%

Net change: fitness (12,220) (8,314) (3,906) (54,058) (59,470) 5,412 (54,058) (127,262) 73,204

8 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

9 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Property Expenditures Salaries 21,307 21,305 2 100% 106,533 106,525 8 100% 106,533 255,673 (149,140) 42% Refuse service 1,433 1,199 234 120% 8,537 5,995 2,542 142% 8,537 14,393 (5,856) 59% Truck, fuel, maintenance & licensing 43 167 (124) 26% 624 835 (211) 75% 624 2,000 (1,376) 31% Sidewalk repairs - 125 (125) 0% - 625 (625) 0% - 1,500 (1,500) 0% A/C maintenance contract - 534 (534) 0% 1,985 2,670 (685) 74% 1,985 6,411 (4,426) 31% Fire alarm/safety inspection - 136 (136) 0% 4,310 4,044 266 107% 4,310 5,000 (690) 86% Facility Maintenance 10,845 9,683 1,162 112% 51,221 48,215 3,006 106% 51,221 116,000 (64,779) 44% Grounds maintenance 265 - 265 n/a 1,095 - 1,095 n/a 1,095 - 1,095 n/a Security system 12,978 4,500 8,478 288% 25,956 22,500 3,456 115% 25,956 54,000 (28,044) 48% Security patrol - 208 (208) 0% 2,240 1,040 1,200 215% 2,240 2,500 (260) 90% Landscape & irrigation 3,691 3,765 (74) 98% 16,674 18,825 (2,151) 89% 16,674 45,180 (28,506) 37% Landscape repairs: facilities - 500 (500) 0% - 2,500 (2,500) 0% - 6,000 (6,000) 0% Irrigation repairs: facilities - 333 (333) 0% - 1,665 (1,665) 0% - 4,000 (4,000) 0% Annual color rotation: facilities - 583 (583) 0% - 2,915 (2,915) 0% - 7,000 (7,000) 0% Tree maintenance: facilities - 417 (417) 0% 1,050 2,085 (1,035) 50% 1,050 5,000 (3,950) 21% Horticulturalist - 750 (750) 0% - 3,750 (3,750) 0% - 9,000 (9,000) 0% Pest control - 517 (517) 0% 1,468 2,583 (1,115) 57% 1,468 6,200 (4,732) 24% Lake maintenance 130 292 (162) 45% 650 1,460 (810) 45% 650 3,500 (2,850) 19% Elevator maintenance 739 - 739 n/a 1,455 580 875 251% 1,455 3,000 (1,545) 49% General facility maintenance (167) - (167) n/a - - - n/a - - - n/a Pool chemicals (formerly: maintenance) 863 2,917 (2,054) 30% 7,350 14,585 ( 7,235) 50% 7,350 35,000 (27,650) 21% Pool heating cost 2,277 1,214 1,063 188% 6,810 6,072 738 112% 6,810 8,500 (1,690) 80% Pool heater maintenance contract - 417 (417) 0% 2,439 2,081 358 117% 2,439 5,000 (2,561) 49% Electric 10,182 11,422 (1,240) 89% 56,573 57,110 (537) 99% 56,573 137,064 (80,491) 41% Water/wastewater 6,685 9,135 (2,450) 73% 34,684 45,675 (10,991) 76% 34,684 109,620 (74,936) 32% Total property expenditures 71,271 70,119 1,152 102% 331,654 354,335 (22,681) 94% 331,654 841,541 (509,887) 39%

10 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Sportsplex Revenues Basketball clinic/competition - - - n/a 30 - 30 n/a 30 2,100 (2,070) 1% Skate park clinic/competition - - - n/a 30 - 30 n/a 30 1,900 (1,870) 2% Skate park parties - - - n/a 85 - 85 n/a 85 300 (215) 28% Vending machines - - - n/a 248 - 248 n/a 248 - 248 n/a Total sportsplex revenues - - - n/a 393 - 393 n/a 393 4,300 (3,907) 9%

Expenditures Salaries 1,692 1,692 - 100% 8,461 8,460 1 100% 8,461 20,307 (11,846) 42% Total sportsplex expenditures 1,692 1,692 - 100% 8,461 8,460 1 100% 8,461 20,307 (11,846) 42%

Net change: sportsplex (1,692) (1,692) - (8,068) (8,460) 392 (8,068) (16,007) 7,939

11 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Swim Teams Revenues Loggerheads 6,600 6,006 594 110% 21,916 30,030 (8,114) 73% 21,916 56,000 (34,084) 39% Porpoises - - - n/a - - - n/a - 2,000 (2,000) 0% Creekside High School - - - n/a - - - n/a - 500 (500) 0% Total swim teams revenues 6,600 6,006 594 110% 21,916 30,030 (8,114) 73% 21,916 58,500 (36,584) 37%

Expenditures Pool heating costs 4,125 3,214 911 128% 12,084 16,070 (3,986) 75% 12,084 22,500 (10,416) 54% Total swim teams expenditures 4,125 3,214 911 128% 12,084 16,070 (3,986) 75% 12,084 22,500 (10,416) 54%

Net change: swim teams 2,475 2,792 (317) 9,832 13,960 (4,128) 9,832 36,000 (26,168)

12 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES RECREATION FUND FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Month (Actual to Budget) Year to Date (Actual to Budget) Year to Date (Actual) to Annual (Budget) Variance Actual Variance Actual Variance Actual to Budget to Budget to Budget Actual Budget $ % Actual Budget $ % Actual Budget $ % Tennis Revenues Non-resident fees - tennis 257 167 90 154% 1,232 835 397 148% 1,232 2,000 (768) 62% Ball machine rental 75 83 (8) 90% 540 415 125 130% 540 1,000 (460) 54% Tennis court fees 490 500 (10) 98% 2,398 2,500 (102) 96% 2,398 6,000 (3,602) 40% Licensing/lease 1,167 1,167 - 100% 5,833 5,835 (2) 100% 5,833 14,000 (8,167) 42% SJMSAA licensing/lease - 79 (79) 0% - 395 (395) 0% - 950 (950) 0% Total Tennis revenues 1,989 1,996 (7) 100% 10,003 9,980 23 100% 10,003 23,950 (13,947) 42%

Expenditures Repair & replacement 844 250 594 338% 896 1,250 (354) 72% 896 3,000 (2,104) 30% Court top dressing - - - n/a - 3,750 (3,750) 0% - 3,750 (3,750) 0% Court supplies - - - n/a 18 500 (482) 4% 18 1,000 (982) 2% Insurance - special events - - - n/a - - - n/a - 2,550 (2,550) 0% Total tennis expenditures 844 250 594 338% 914 5,500 (4,586) 17% 914 10,300 (9,386) 9%

Net change: tennis 1,145 1,746 (601) 9,089 4,480 4,609 9,089 13,650 (4,561)

Total revenues 1,084,510 98,984 985,526 1096% 2,166,207 2,282,821 (116,614) 95% 2,166,207 2,549,579 (383,373) 85% Total expenditures 200,579 180,263 20,316 111% 999,448 1,168,035 (168,587) 86% 999,448 2,549,578 (1,550,130) 39%

Excess/(deficiency) of revenues over/(under) expenditures 883,931 (81,279) 965,210 1,166,759 1,114,786 51,973 1,166,759 1 1,166,757

Fund balances: beginning 1,338,738 2,348,993 1,055,910 1,152,929 1,055,910 1,152,929 Fund balance - ending Assigned: Working capital 708,756 708,756 708,756 708,756 708,756 708,756 Unassigned 1,513,913 1,558,959 1,513,913 1,558,959 1,513,913 444,174 Fund balances: ending $ 2,222,669 $ 2,267,715 $ 2,222,669 2,267,715 $ 2,222,669 1,152,930

13 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES CAPITAL RESERVE (SPECIAL REVENUE FUND) FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Year To % of Month Date Budget Budget REVENUES Assessment levy: net $ 185,369 $ 361,594 $ 396,233 91% Interest 3,605 18,475 12,032 154% Total revenues 188,974 380,069 408,265 93%

EXPENDITURES Capital outlay - 94,681 349,610 27% Tax collector 3,707 7,231 8,255 88% Other current charges 41 210 400 53% Contingency - - 25,000 0% Total expenditures 3,748 102,122 383,265 27%

Excess/(deficiency) of revenues over/(under) expenditures 185,226 277,947 25,000

Fund balance - beginning 1,537,197 1,444,476 1,501,877 Fund balance - ending Assigned: Future projects FY 2020 739,969 739,969 739,969 FY 2021 131,191 131,191 131,191 FY 2024 124,437 124,437 124,437 FY 2025 304,493 304,493 304,493 FY 2027 267,919 267,919 267,919 Unassigned 154,414 154,414 (41,132) Fund balance - ending $ 1,722,423 $ 1,722,423 $ 1,526,877

14 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES DEBT SERVICE FUND SERIES 2012 FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Year To % of Month Date Budget Budget REVENUES Assessment levy - gross Allowable discounts (4%) On-roll assessment levy: net $ 553,857 $ 1,080,393 $ 1,184,342 91% Prepayments - 4,562 - n/a Interest 2,325 8,024 1,250 642% Total revenues 556,182 1,092,979 1,185,592 92%

EXPENDITURES Debt service Principal - - 875,000 0% Principal prepayment - 20,000 - n/a Interest - 146,494 292,988 50% Tax collector 11,076 21,603 24,674 88% Total expenditures 11,076 188,097 1,192,662 16%

Excess/(deficiency) of revenues over/(under) expenditures 545,106 904,882 (7,070)

Fund balance - beginning 1,237,236 877,460 850,280 Fund balance - ending $ 1,782,342 $ 1,782,342 $ 843,210

JULINGTON CREEK PLANTATION Community Development District Series 2012 $13,835,000

Debt Service Schedule

Date Principal Coupon Interest Total P+I

11/01/2017 - 160,631.25 160,631.25 05/01/2018 850,000.00 3.250% 160,387.50 1,010,387.50 11/01/2018 - 146,493.75 146,493.75 05/01/2019 875,000.00 3.250% 146,493.75 1,021,493.75 11/01/2019 - 132,275.00 132,275.00 05/01/2020 905,000.00 3.250% 132,275.00 1,037,275.00 11/01/2020 - 117,568.75 117,568.75 05/01/2021 935,000.00 3.250% 117,568.75 1,052,568.75 11/01/2021 - 102,375.00 102,375.00 05/01/2022 965,000.00 3.250% 102,375.00 1,067,375.00 11/01/2022 - 86,693.75 86,693.75 05/01/2023 1,000,000.00 3.250% 86,693.75 1,086,693.75 11/01/2023 - 70,443.75 70,443.75 05/01/2024 1,030,000.00 3.250% 70,443.75 1,100,443.75 11/01/2024 - 53,706.25 53,706.25 05/01/2025 1,065,000.00 3.250% 53,706.25 1,118,706.25 11/01/2025 - 36,400.00 36,400.00 05/01/2026 1,100,000.00 3.250% 36,400.00 1,136,400.00 11/01/2026 - 18,525.00 18,525.00 05/01/2027 1,140,000.00 3.250% 18,525.00 1,158,525.00 Total $9,015,000.00 $1,528,962.50 $10,543,962.50

16 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES DEBT SERVICE FUND SERIES 2016 (REFUNDED SERIES 2006) FOR THE PERIOD ENDED FEBRUARY 28, 2019

Current Year To % of Month Date Budget Budget REVENUES Assessment levy - gross Allowable discounts (4%) On-roll assessment levy: net $ 298,702 $ 582,670 638,763$ 91% Interest 405 5,961 700 852% Total revenues 299,107 588,631 639,463 92%

EXPENDITURES Debt service Principal - - 370,000 0% Principal prepayment - 5,000 - n/a Interest - 130,395 260,850 50% Tax collector 5,974 11,651 13,308 88% Total expenditures 5,974 147,046 644,158 23%

Excess/(deficiency) of revenues over/(under) expenditures 293,133 441,585 (4,695)

Fund balance - beginning 495,439 346,987 344,343 Fund balance - ending $ 788,572 $ 788,572 339,648$

JULINGTON CREEK PLANTATION Community Development District Series 2016 $9,413,000

Debt Service Schedule

Date Principal Coupon Interest Total P+I 11/01/2017 - 135,960.00 135,960.00 05/01/2018 359,000.00 3.000% 135,810.00 494,810.00 11/01/2018 - 130,425.00 130,425.00 05/01/2019 370,000.00 3.000% 130,425.00 500,425.00 11/01/2019 - 124,875.00 124,875.00 05/01/2020 381,000.00 3.000% 124,875.00 505,875.00 11/01/2020 - 119,160.00 119,160.00 05/01/2021 393,000.00 3.000% 119,160.00 512,160.00 11/01/2021 - 113,265.00 113,265.00 05/01/2022 405,000.00 3.000% 113,265.00 518,265.00 11/01/2022 - 107,190.00 107,190.00 05/01/2023 417,000.00 3.000% 107,190.00 524,190.00 11/01/2023 - 100,935.00 100,935.00 05/01/2024 430,000.00 3.000% 100,935.00 530,935.00 11/01/2024 - 94,485.00 94,485.00 05/01/2025 443,000.00 3.000% 94,485.00 537,485.00 11/01/2025 - 87,840.00 87,840.00 05/01/2026 456,000.00 3.000% 87,840.00 543,840.00 11/01/2026 - 81,000.00 81,000.00 05/01/2027 470,000.00 3.000% 81,000.00 551,000.00 11/01/2027 - 73,950.00 73,950.00 05/01/2028 484,000.00 3.000% 73,950.00 557,950.00 11/01/2028 - 66,690.00 66,690.00 05/01/2029 499,000.00 3.000% 66,690.00 565,690.00 11/01/2029 - 59,205.00 59,205.00 05/01/2030 514,000.00 3.000% 59,205.00 573,205.00 11/01/2030 - 51,495.00 51,495.00 05/01/2031 530,000.00 3.000% 51,495.00 581,495.00 11/01/2031 - 43,545.00 43,545.00 05/01/2032 546,000.00 3.000% 43,545.00 589,545.00 11/01/2032 - 35,355.00 35,355.00 05/01/2033 563,000.00 3.000% 35,355.00 598,355.00 11/01/2033 - 26,910.00 26,910.00 05/01/2034 580,000.00 3.000% 26,910.00 606,910.00 11/01/2034 - 18,210.00 18,210.00 05/01/2035 598,000.00 3.000% 18,210.00 616,210.00 11/01/2035 - 9,240.00 9,240.00 05/01/2036 616,000.00 3.000% 9,240.00 625,240.00 Total $8,695,000.00 $2,687,550.00 $11,382,550.00

18 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount

Bill Pmt Check 02/18/2019 TYCO INTEGRATED SECURITY LLC. 1040100 Cash 04 (acct 5793) 0.00

Bill 28806... 09/30/2017 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 9,474.92 Bill 28806... 09/30/2017 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 4,466.04 Bill 28806... 09/30/2017 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 11,434.22 Bill 28806... 09/30/2017 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 19,141.04 Bill 0903002 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 287.12 Bill 1105352 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 287.12 Bill 0104961 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 287.12 Bill 0205774 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 287.12 Bill 0902999 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 66.99 Bill 1105349 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 66.99 Bill 0104959 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 66.99 Bill 0205772 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 66.99 Bill 0903001 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 171.51 Bill 1105351 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 171.51 Bill 0104960 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 171.51 Bill 0205773 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 171.51 Bill 0903015 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 142.12 Bill 1105365 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 142.12 Bill 0104977 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 142.12 Bill 0205804 03/08/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 142.12 Bill 0405041 05/24/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 142.12 Bill 0505805 05/24/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 142.12 Bill 0405011 05/24/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 287.12 Bill 0505781 05/24/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 287.12 Bill 0405010 05/24/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 171.51 Bill 0505780 05/24/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 171.51 Bill 0405007 05/24/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 66.99 Bill 0505778 05/24/2018 TYCO INTEGRATED SECURITY LLC. 20000 Accounts Payable 0.00 66.99

TOTAL 0.00 48,522.66

Bill Pmt Check 1169 02/08/2019 DUVAL LANDSCAPE MAINTENANCE, LLC. 1010101 Hancock Bank Checking 01 #2073 14,763.66

Bill 183973 02/07/2019 5014621 Annual Contract 11,810.92 14,763.66 5324670 Landscape/Irrigation (Rf) 2,952.74 3,690.92

TOTAL 14,763.66 18,454.58

Bill Pmt Check 1170 02/08/2019 HOPPING GREEN & SAMS 1010101 Hancock Bank Checking 01 #2073 1,007.00

Bill 104932 02/07/2019 5011350 Attorneys Fees 1,007.00 1,007.00

TOTAL 1,007.00 1,007.00

Page 1 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount Bill Pmt Check 1171 02/08/2019 WRATHELL, HUNT & ASSOCIATES, LLC. 1010101 Hancock Bank Checking 01 #2073 6,109.16

Bill 2017... 02/07/2019 5011313 Dissemination 144.68 183.33 5011334 Management Fees 01 3,552.29 4,501.25 5011340 Collection Agent 1,058.49 1,341.25 5011325 Printing & Binding 65.76 83.33 5313400 Management Fees 31 1,287.94 1,632.00

TOTAL 6,109.16 7,741.16

Bill Pmt Check 1172 02/18/2019 VICKY OAKES, SUPERVISOR OF ELECTI... 1010101 Hancock Bank Checking 01 #2073 791.00

Bill 201907 02/14/2019 5011329 Election Fee 791.00 791.00

TOTAL 791.00 791.00

Check 1462 02/25/2019 CARLA HAWKINS PETTY CASH 1040101 Petty CashFifth Third Bank 13.00

5365122 Toys, Games, Crafts 363 13.00 13.00

TOTAL 13.00 13.00

Check 3576 02/05/2019 WELLS FARGO 1040100 Cash 04 (acct 5793) 2,459.92

2040300 Credit Card Wells Fargo MC 2,459.92 2,459.92

TOTAL 2,459.92 2,459.92

Bill Pmt Check 3577 02/05/2019 BIG Z POOL SERVICE, LLC. 1040100 Cash 04 (acct 5793) 591.50

Bill 4669 01/31/2019 5324607 Rec Center 321 406.50 406.50 Bill 4681 01/31/2019 5324607 Rec Center 321 85.00 85.00 Bill 4680 01/31/2019 5324607 Rec Center 321 100.00 100.00

TOTAL 591.50 591.50

Bill Pmt Check 3578 02/05/2019 BOB'S BACKFLOW & PLUMBING SERVI... 1040100 Cash 04 (acct 5793) 844.50

Bill 55463 01/31/2019 5324607 Rec Center 321 844.50 844.50

TOTAL 844.50 844.50

Bill Pmt Check 3579 02/05/2019 BUG OUT SERVICE 1040100 Cash 04 (acct 5793) 154.00

Page 2 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount Bill 9187467 01/31/2019 5323480 Pest Control 54.00 54.00 Bill 9187469 01/31/2019 5323480 Pest Control 50.00 50.00 Bill 9187468 01/31/2019 5323480 Pest Control 50.00 50.00

TOTAL 154.00 154.00

Bill Pmt Check 3580 02/05/2019 COMCAST 1040100 Cash 04 (acct 5793) 150.41

Bill 13196... 01/31/2019 5314100 Telephone / Computer Network 150.41 150.41

TOTAL 150.41 150.41

Bill Pmt Check 3581 02/05/2019 DUVAL LANDSCAPE MAINTENANCE, LLC. 1040100 Cash 04 (acct 5793) 415.00

Bill 183901 01/31/2019 5324623 Irrigation 137.50 137.50 Bill 183864 01/31/2019 5324623 Irrigation 125.00 125.00 Bill 183863 01/31/2019 5324623 Irrigation 152.50 152.50

TOTAL 415.00 415.00

Bill Pmt Check 3582 02/05/2019 DYNAMIC SECURITY 1040100 Cash 04 (acct 5793) 1,400.00

Bill 35008 01/31/2019 5026100 Capital Reserves 1,400.00 1,400.00

TOTAL 1,400.00 1,400.00

Bill Pmt Check 3583 02/05/2019 ENVERA SYSTEM 1040100 Cash 04 (acct 5793) 12,978.00

Bill 674264 10/11/2018 1045500 Prepaid Expenses 04 12,978.00 12,978.00

TOTAL 12,978.00 12,978.00

Bill Pmt Check 3584 02/05/2019 FEDEX 1040100 Cash 04 (acct 5793) 174.51

Bill 6436... 01/31/2019 5314200 Postage 311 174.51 174.51

TOTAL 174.51 174.51

Bill Pmt Check 3585 02/05/2019 FIRSTCOAST MATERIAL HANDLING, INC. 1040100 Cash 04 (acct 5793) 1,077.93

Bill 5598 01/31/2019 5324607 Rec Center 321 1,077.93 1,077.93

TOTAL 1,077.93 1,077.93

Page 3 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount Bill Pmt Check 3586 02/05/2019 FIRST COAST MULCH 1040100 Cash 04 (acct 5793) 3,500.00

Bill 2271 01/31/2019 5324607 Rec Center 321 1,120.00 1,120.00 5324602 Aquatic Complex 321 640.00 640.00 5324607 Rec Center 321 300.00 300.00 5324601 Parks/Basketball 1,440.00 1,440.00

TOTAL 3,500.00 3,500.00

Bill Pmt Check 3587 02/05/2019 HAGAN ACE 1040100 Cash 04 (acct 5793) 123.10

Bill 40869... 01/31/2019 5324607 Rec Center 321 73.50 73.50 Bill 40867... 01/31/2019 5324606 Sportsplex 45.01 45.01 Bill 40867... 01/31/2019 5324606 Sportsplex 4.59 4.59

TOTAL 123.10 123.10

Bill Pmt Check 3588 02/05/2019 HAWKINS, INC. 1040100 Cash 04 (acct 5793) 322.56

Bill 4432615 01/31/2019 5324640 Pool Maintenance 322 209.04 209.04 Bill 4432614 01/31/2019 5324640 Pool Maintenance 322 113.52 113.52

TOTAL 322.56 322.56

Bill Pmt Check 3589 02/05/2019 HOWARD SERVICES, INC. 1040100 Cash 04 (acct 5793) 2,163.60

Bill C1883 01/31/2019 5324580 A/C Maintenance Contract 125.20 125.20 Bill S4091 01/31/2019 5324603 Rec. Office 1,049.00 1,049.00 Bill S4073 01/31/2019 5324607 Rec Center 321 232.00 232.00 Bill C1882 01/31/2019 5324580 A/C Maintenance Contract 642.70 642.70 Bill C1884 01/31/2019 5324580 A/C Maintenance Contract 114.70 114.70

TOTAL 2,163.60 2,163.60

Bill Pmt Check 3590 02/05/2019 IVENTURE SOLUTIONS 1040100 Cash 04 (acct 5793) 2,494.50

Bill CW9... 01/10/2019 5317235 Computer Program/It 2,494.50 2,494.50

TOTAL 2,494.50 2,494.50

Bill Pmt Check 3591 02/05/2019 JASON SHAW TREE SERVICE 1040100 Cash 04 (acct 5793) 1,050.00

Bill 011519 01/31/2019 5324740 Tree Maintenance Facilities 1,050.00 1,050.00

TOTAL 1,050.00 1,050.00

Page 4 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount

Bill Pmt Check 3592 02/05/2019 JEA 1040100 Cash 04 (acct 5793) 3,038.00

Bill 65554... 01/31/2019 5324311 Aq. Comp, Parks, RecOffice 329.84 329.84 Bill 75554... 01/31/2019 5324312 Racetrack & State Rd. 13 330.96 330.96 5324312 Racetrack & State Rd. 13 337.96 337.96 5324312 Racetrack & State Rd. 13 315.28 315.28 5324312 Racetrack & State Rd. 13 330.12 330.12 5324312 Racetrack & State Rd. 13 338.52 338.52 5324312 Racetrack & State Rd. 13 315.00 315.00 5324312 Racetrack & State Rd. 13 349.72 349.72 5324312 Racetrack & State Rd. 13 390.60 390.60

TOTAL 3,038.00 3,038.00

Bill Pmt Check 3593 02/05/2019 LOWE'S 1040100 Cash 04 (acct 5793) 429.02

Bill 8165167 01/31/2019 5324607 Rec Center 321 29.27 29.27 Bill 986598 01/31/2019 5324602 Aquatic Complex 321 399.75 399.75

TOTAL 429.02 429.02

Bill Pmt Check 3594 02/05/2019 PATRICK HUSSEY 1040100 Cash 04 (acct 5793) 105.00

Bill 020119 01/31/2019 5323470 Security Patrol 105.00 105.00

TOTAL 105.00 105.00

Bill Pmt Check 3595 02/05/2019 PINCH A PENNY 148 1040100 Cash 04 (acct 5793) 19.78

Bill 649217 01/31/2019 5324607 Rec Center 321 19.78 19.78

TOTAL 19.78 19.78

Bill Pmt Check 3596 02/05/2019 POWDERWORX 1040100 Cash 04 (acct 5793) 666.68

Bill 2557 01/31/2019 5324607 Rec Center 321 666.68 666.68

TOTAL 666.68 666.68

Bill Pmt Check 3597 02/05/2019 PUBLIX 1040100 Cash 04 (acct 5793) 70.13

Bill 12107... 01/31/2019 5394940 Special Events 39 70.13 70.13

Page 5 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount TOTAL 70.13 70.13

Bill Pmt Check 3598 02/05/2019 REPUBLIC SERVICES 1040100 Cash 04 (acct 5793) 1,432.95

Bill 0687... 01/31/2019 5323493 Recreation Center 742.67 742.67 5323491 Aquatic Complex 323 355.32 355.32 5323492 Playground 186.23 186.23 5323494 Recycle 148.73 148.73

TOTAL 1,432.95 1,432.95

Bill Pmt Check 3599 02/05/2019 SAFEGUARD 1040100 Cash 04 (acct 5793) 180.39

Bill 03331... 01/31/2019 5315100 Office SuppliesAll Departments 180.39 180.39

TOTAL 180.39 180.39

Bill Pmt Check 3600 02/05/2019 SAWYER GAS 1040100 Cash 04 (acct 5793) 180.00

Bill 30875... 01/31/2019 5324680 Pool Heating Cost 321 180.00 180.00

TOTAL 180.00 180.00

Bill Pmt Check 3601 02/05/2019 STEPHEN FICKE 1040100 Cash 04 (acct 5793) 105.00

Bill 020119 01/31/2019 5323470 Security Patrol 105.00 105.00

TOTAL 105.00 105.00

Bill Pmt Check 3602 02/05/2019 WAYNE AUTOMACTIC FIRE SPRINKLER... 1040100 Cash 04 (acct 5793) 310.50

Bill 697323 01/31/2019 5324590 Fire Safety Inspection 310.50 310.50

TOTAL 310.50 310.50

Bill Pmt Check 3603 02/08/2019 DADE PAPER & BAG, CO. 1040100 Cash 04 (acct 5793) 968.27

Bill 13361... 02/07/2019 5405110 Cleaning Supplies/Paper Goods 968.27 968.27

TOTAL 968.27 968.27

Bill Pmt Check 3604 02/08/2019 DUVAL LANDSCAPE MAINTENANCE, LLC. 1040100 Cash 04 (acct 5793) 3,690.92

Bill 183973 02/07/2019 5014621 Annual Contract 2,952.74 14,763.66 Page 6 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount 5324670 Landscape/Irrigation (Rf) 738.18 3,690.92

TOTAL 3,690.92 18,454.58

Bill Pmt Check 3605 02/08/2019 FEDEX 1040100 Cash 04 (acct 5793) 35.55

Bill 6444... 02/07/2019 5314200 Postage 311 35.55 35.55

TOTAL 35.55 35.55

Bill Pmt Check 3606 02/08/2019 HAGAN ACE 1040100 Cash 04 (acct 5793) 49.47

Bill 40870... 02/07/2019 5324607 Rec Center 321 49.47 49.47

TOTAL 49.47 49.47

Bill Pmt Check 3607 02/08/2019 HOPPING GREEN & SAMS 1040100 Cash 04 (acct 5793) 1,574.50

Bill 104933 02/07/2019 5313150 Attorney Fees 1,269.00 1,269.00 Bill 104934 02/07/2019 5313151 Legal Special Counsel 305.50 305.50

TOTAL 1,574.50 1,574.50

Bill Pmt Check 3608 02/08/2019 IVENTURE SOLUTIONS 1040100 Cash 04 (acct 5793) 5,795.77

Bill CW9... 02/07/2019 5317235 Computer Program/It 2,702.27 2,702.27 Bill CW9... 02/07/2019 5317235 Computer Program/It 599.00 599.00 Bill CW9... 02/07/2019 5317235 Computer Program/It 2,494.50 2,494.50

TOTAL 5,795.77 5,795.77

Bill Pmt Check 3609 02/08/2019 LOWE'S 1040100 Cash 04 (acct 5793) 654.20

Bill 89388... 02/07/2019 5324607 Rec Center 321 639.81 639.81 Bill 88769... 02/07/2019 5324607 Rec Center 321 14.39 14.39

TOTAL 654.20 654.20

Bill Pmt Check 3610 02/08/2019 PUBLIX 1040100 Cash 04 (acct 5793) 58.83

Bill 13832... 02/07/2019 5394940 Special Events 39 44.05 44.05 Bill 13806... 02/07/2019 5324607 Rec Center 321 14.78 14.78

TOTAL 58.83 58.83

Page 7 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount

Bill Pmt Check 3611 02/08/2019 SAWYER GAS 1040100 Cash 04 (acct 5793) 0.00

TOTAL 0.00 0.00

Bill Pmt Check 3612 02/08/2019 SCHINDLER ELEVATOR CORPORATION 1040100 Cash 04 (acct 5793) 738.96

Bill 81049... 02/07/2019 5324700 Elevator Maintenance 738.96 738.96

TOTAL 738.96 738.96

Bill Pmt Check 3613 02/08/2019 ST. AUGUSTINE FENCE & OUTDOOR CO... 1040100 Cash 04 (acct 5793) 1,875.00

Bill 5744 02/07/2019 5324606 Sportsplex 1,875.00 1,875.00

TOTAL 1,875.00 1,875.00

Bill Pmt Check 3614 02/08/2019 ST. JOHNS COUNTY TAX COLLECTOR 1040100 Cash 04 (acct 5793) 582.69

Bill 020719 02/07/2019 5314200 Postage 311 582.69 582.69

TOTAL 582.69 582.69

Bill Pmt Check 3615 02/08/2019 TECHNOGYM USA CORP. 1040100 Cash 04 (acct 5793) 666.67

Bill 19000... 02/07/2019 5344640 Equipment maintenance agreement 666.67 666.67

TOTAL 666.67 666.67

Bill Pmt Check 3616 02/08/2019 THE LAKE DOCTORS, INC. 1040100 Cash 04 (acct 5793) 130.00

Bill 410574 02/07/2019 5324690 Lake Maintenance 321 130.00 130.00

TOTAL 130.00 130.00

Bill Pmt Check 3617 02/08/2019 VESTA PROPERTY SERVICES, INC. 1040100 Cash 04 (acct 5793) 92,617.60

Bill 351977 02/07/2019 5313410 General Manager 8,752.94 8,752.94 5311221 Administration Salaries 22,325.25 22,325.25 5391200 Front Desk Salaries 6,568.31 6,568.31 5301201 Aquatic Director 4,568.05 4,568.05 5361200 Salaries 36 4,435.18 4,435.18 5341201 Fitness Director 5,487.84 5,487.84 5341203 Fitness Floor Staff 6,068.76 6,068.76

Page 8 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount 5401202 Staff 11,412.40 11,412.40 5321201 Property Manager 8,752.94 8,752.94 5321202 Pool Staff 5,150.00 5,150.00 5321203 Property Staff 7,403.64 7,403.64 5381202 Sportsplex Staff 1,692.29 1,692.29

TOTAL 92,617.60 92,617.60

Bill Pmt Check 3618 02/08/2019 WRATHELL, HUNT & ASSOCIATES, LLC. 1040100 Cash 04 (acct 5793) 1,632.00

Bill 2017... 02/07/2019 5011313 Dissemination 38.65 183.33 5011334 Management Fees 01 948.96 4,501.25 5011340 Collection Agent 282.76 1,341.25 5011325 Printing & Binding 17.57 83.33 5313400 Management Fees 31 344.06 1,632.00

TOTAL 1,632.00 7,741.16

Check 3619 02/08/2019 WELLS FARGO 1040100 Cash 04 (acct 5793) 946.21

2040300 Credit Card Wells Fargo MC 946.21 946.21

TOTAL 946.21 946.21

Bill Pmt Check 3620 02/08/2019 SAWYER GAS 1040100 Cash 04 (acct 5793) 2,028.67

Bill 30880... 02/07/2019 5337268 Pool Heating Cost 33 2,028.67 2,028.67

TOTAL 2,028.67 2,028.67

Bill Pmt Check 3621 02/08/2019 SAWYER GAS 1040100 Cash 04 (acct 5793) 1,598.47

Bill 30879... 02/07/2019 5337268 Pool Heating Cost 33 799.24 799.24 5324680 Pool Heating Cost 321 799.23 799.23

TOTAL 1,598.47 1,598.47

Check 3622 02/18/2019 WELLS FARGO 1040100 Cash 04 (acct 5793) 2,507.66

2040300 Credit Card Wells Fargo MC 2,507.66 2,507.66

TOTAL 2,507.66 2,507.66

Bill Pmt Check 3623 02/18/2019 AMBIUS 1040100 Cash 04 (acct 5793) 166.75

Page 9 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount

Bill 40013... 02/14/2019 5324607 Rec Center 321 166.75 166.75

TOTAL 166.75 166.75

Bill Pmt Check 3624 02/18/2019 BIG Z POOL SERVICE, LLC. 1040100 Cash 04 (acct 5793) 597.50

Bill 4799 02/14/2019 5324607 Rec Center 321 240.50 240.50 Bill 4798 02/14/2019 5324602 Aquatic Complex 321 155.00 155.00 Bill 4797 02/14/2019 5324607 Rec Center 321 202.00 202.00

TOTAL 597.50 597.50

Bill Pmt Check 3625 02/18/2019 COMCAST 1040100 Cash 04 (acct 5793) 164.15

Bill 13293... 02/14/2019 5314100 Telephone / Computer Network 164.15 164.15

TOTAL 164.15 164.15

Bill Pmt Check 3626 02/18/2019 CSI SOFTWARE, LLC. 1040100 Cash 04 (acct 5793) 850.00

Bill 46265 02/14/2019 5317235 Computer Program/It 850.00 850.00

TOTAL 850.00 850.00

Bill Pmt Check 3627 02/18/2019 DADE PAPER & BAG, CO. 1040100 Cash 04 (acct 5793) 54.33

Bill 12177... 02/08/2018 DADE PAPER & BAG, CO. 20000 Accounts Payable 0.00 779.89 Bill 13377... 02/14/2019 5405110 Cleaning Supplies/Paper Goods 54.33 54.33

TOTAL 54.33 725.56

Bill Pmt Check 3628 02/18/2019 DUVAL LANDSCAPE MAINTENANCE, LLC. 1040100 Cash 04 (acct 5793) 265.00

Bill 184165 02/14/2019 5324623 Irrigation 135.00 135.00 Bill 184166 02/14/2019 5324623 Irrigation 130.00 130.00

TOTAL 265.00 265.00

Bill Pmt Check 3629 02/18/2019 FEDEX 1040100 Cash 04 (acct 5793) 26.53

Bill 6451... 02/14/2019 5314200 Postage 311 26.53 26.53

TOTAL 26.53 26.53

Page 10 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount

Bill Pmt Check 3630 02/18/2019 HAGAN ACE 1040100 Cash 04 (acct 5793) 24.07

Bill 40812... 02/14/2019 5324607 Rec Center 321 24.07 24.07

TOTAL 24.07 24.07

Bill Pmt Check 3631 02/18/2019 HENRY HANDY FIX 1040100 Cash 04 (acct 5793) 685.00

Bill INV0... 02/14/2019 5324607 Rec Center 321 685.00 685.00

TOTAL 685.00 685.00

Bill Pmt Check 3632 02/18/2019 PUBLIX 1040100 Cash 04 (acct 5793) 353.14

Bill 13847... 02/14/2019 5394940 Special Events 39 316.35 316.35 Bill 13847... 02/14/2019 5394940 Special Events 39 36.79 53.87

TOTAL 353.14 370.22

Bill Pmt Check 3633 02/18/2019 SAWYER GAS 1040100 Cash 04 (acct 5793) 1,671.91

Bill 30884... 02/14/2019 5324680 Pool Heating Cost 321 835.96 835.96 5337268 Pool Heating Cost 33 835.95 835.95

TOTAL 1,671.91 1,671.91

Bill Pmt Check 3634 02/18/2019 STAPLES ADVANTAGE, DEPT ATL 1040100 Cash 04 (acct 5793) 95.57

Bill 33985... 02/14/2019 5315100 Office SuppliesAll Departments 33.94 130.26 Bill 34028... 02/14/2019 5315100 Office SuppliesAll Departments 61.63 61.63

TOTAL 95.57 191.89

Bill Pmt Check 3635 02/18/2019 STEPHEN FICKE 1040100 Cash 04 (acct 5793) 105.00

Bill 021519 01/31/2019 5323470 Security Patrol 105.00 105.00

TOTAL 105.00 105.00

Bill Pmt Check 3636 02/18/2019 THE WILLOW SISTERS 1040100 Cash 04 (acct 5793) 500.00

Bill 1 02/14/2019 5394940 Special Events 39 500.00 500.00

Page 11 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount TOTAL 500.00 500.00

Bill Pmt Check 3637 02/18/2019 VESTA PROPERTY SERVICES, INC. 1040100 Cash 04 (acct 5793) 12,108.90

Bill 352621 02/14/2019 5301205 Lifeguards/reimbursables 12,108.90 12,108.90

TOTAL 12,108.90 12,108.90

Bill Pmt Check 3638 02/18/2019 WILLIAM HILL 1040100 Cash 04 (acct 5793) 105.00

Bill 021519 01/31/2019 5323470 Security Patrol 105.00 105.00

TOTAL 105.00 105.00

Check 3639 02/25/2019 WELLS FARGO 1040100 Cash 04 (acct 5793) 871.05

2040300 Credit Card Wells Fargo MC 871.05 871.05

TOTAL 871.05 871.05

Bill Pmt Check 3640 02/25/2019 ALDRIDGE & SONS PLUMBING CONTRA... 1040100 Cash 04 (acct 5793) 213.75

Bill 2019... 02/21/2019 5324607 Rec Center 321 213.75 213.75

TOTAL 213.75 213.75

Bill Pmt Check 3641 02/25/2019 ALL SERVICE ELECTRIC GROUP, INC. 1040100 Cash 04 (acct 5793) 260.72

Bill 61118 02/21/2019 5324607 Rec Center 321 260.72 260.72

TOTAL 260.72 260.72

Bill Pmt Check 3642 02/25/2019 DADE PAPER & BAG, CO. 1040100 Cash 04 (acct 5793) 441.16

Bill 13401... 02/21/2019 5344600 Fitness Equipment Repair 441.16 441.16

TOTAL 441.16 441.16

Bill Pmt Check 3643 02/25/2019 FEDEX 1040100 Cash 04 (acct 5793) 30.68

Bill 6458... 02/21/2019 5314200 Postage 311 30.68 30.68

TOTAL 30.68 30.68

Page 12 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount

Bill Pmt Check 3644 02/25/2019 GREATAMERICAN FINANCIAL SVCS. 1040100 Cash 04 (acct 5793) 609.60

Bill 24198... 02/21/2019 5314250 Copying & Printing 609.60 609.60

TOTAL 609.60 609.60

Bill Pmt Check 3645 02/25/2019 HAGAN ACE 1040100 Cash 04 (acct 5793) 73.07

Bill 40887... 02/21/2019 5324607 Rec Center 321 51.50 51.50 Bill 40885... 02/21/2019 5324607 Rec Center 321 6.58 6.58 Bill 40891... 02/21/2019 5324602 Aquatic Complex 321 14.99 14.99

TOTAL 73.07 73.07

Bill Pmt Check 3646 02/25/2019 HAWKINS, INC. 1040100 Cash 04 (acct 5793) 863.33

Bill 4439852 02/21/2019 5324640 Pool Maintenance 322 612.68 612.68 Bill 4439851 02/21/2019 5324640 Pool Maintenance 322 250.65 250.65

TOTAL 863.33 863.33

Bill Pmt Check 3647 02/25/2019 HENRY HANDY FIX 1040100 Cash 04 (acct 5793) 200.00

Bill INV0... 02/21/2019 5324607 Rec Center 321 200.00 200.00

TOTAL 200.00 200.00

Bill Pmt Check 3648 02/25/2019 JEA 1040100 Cash 04 (acct 5793) 16,538.31

Bill 75554... 02/21/2019 5324312 Racetrack & State Rd. 13 350.84 350.84 5324312 Racetrack & State Rd. 13 326.76 326.76 5324312 Racetrack & State Rd. 13 315.00 315.00 5324312 Racetrack & State Rd. 13 315.00 315.00 5324312 Racetrack & State Rd. 13 330.96 330.96 5324312 Racetrack & State Rd. 13 315.00 315.00 5324312 Racetrack & State Rd. 13 350.56 350.56 5324312 Racetrack & State Rd. 13 350.00 350.00 Bill 69980... 02/21/2019 5324304 Plantation Club 530.77 530.77 5324302 Aquatic Comp Racetrack Rd 10.69 10.69 5324304 Plantation Club 3,331.27 3,331.27 5324304 Plantation Club 3,865.28 3,865.28 5324304 Plantation Club 47.42 47.42 5324311 Aq. Comp, Parks, RecOffice 63.68 63.68 5324311 Aq. Comp, Parks, RecOffice 28.20 28.20 Bill 76117... 02/21/2019 5324303 Tennis/Aquatic Bldg./Deck 178.45 178.45 Page 13 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount Bill 56117... 02/21/2019 5324302 Aquatic Comp Racetrack Rd 2,142.03 2,142.03 5324311 Aq. Comp, Parks, RecOffice 342.18 342.18 5324311 Aq. Comp, Parks, RecOffice 131.82 131.82 5324303 Tennis/Aquatic Bldg./Deck 15.39 15.39 5324303 Tennis/Aquatic Bldg./Deck 59.93 59.93 Bill 66117... 02/21/2019 5324311 Aq. Comp, Parks, RecOffice 2,062.35 2,062.35 5324311 Aq. Comp, Parks, RecOffice 761.40 761.40 5324311 Aq. Comp, Parks, RecOffice 42.00 42.00 5324311 Aq. Comp, Parks, RecOffice 46.74 46.74 5324311 Aq. Comp, Parks, RecOffice 224.59 224.59

TOTAL 16,538.31 16,538.31

Bill Pmt Check 3649 02/25/2019 PUBLIX 1040100 Cash 04 (acct 5793) 40.94

Bill 14011... 02/21/2019 5394940 Special Events 39 4.00 4.00 Bill 14000... 02/21/2019 5394940 Special Events 39 36.94 36.94

TOTAL 40.94 40.94

Bill Pmt Check 3650 02/25/2019 SAWYER GAS 1040100 Cash 04 (acct 5793) 180.00

Bill 30884... 02/21/2019 5324680 Pool Heating Cost 321 180.00 180.00

TOTAL 180.00 180.00

Bill Pmt Check 3651 02/25/2019 STAR2STAR COMMUNICATIONS, LLC. 1040100 Cash 04 (acct 5793) 714.86

Bill SUB0... 02/21/2019 5314100 Telephone / Computer Network 177.72 177.72 Bill SUB0... 02/21/2019 5314100 Telephone / Computer Network 537.14 537.14

TOTAL 714.86 714.86

Bill Pmt Check 3652 02/25/2019 VESTA PROPERTY SERVICES, INC. 1040100 Cash 04 (acct 5793) 153.79

Bill 352758 02/21/2019 5324607 Rec Center 321 153.79 153.79

TOTAL 153.79 153.79

Bill Pmt Check 3653 02/25/2019 VILLAGE KEY & ALARM, INC. 1040100 Cash 04 (acct 5793) 75.00

Bill 380571 02/21/2019 5324603 Rec. Office 75.00 75.00

TOTAL 75.00 75.00

Page 14 5:04 PM JULINGTON CREEK PLANTATION CDD

03/19/19 Check Detail for mtgs February 2019

Type Num Date Name Account Paid Amount Original Amount Bill Pmt Check 3654 02/25/2019 SAWYER GAS 1040100 Cash 04 (acct 5793) 922.99

Bill 30886... 02/21/2019 5337268 Pool Heating Cost 33 461.50 461.50 5324680 Pool Heating Cost 321 461.49 461.49

TOTAL 922.99 922.99

Page 15 4:47 PM JULINGTON CREEK PLANTATION CDD 03/19/19 Wells Fargo Credit Card Activity Accrual Basis As of February 28, 2019

Type Date Num Name Memo Amount Balance

2040300 · Credit Card - Wells Fargo MC 2,902.29 Credit Card Charge 02/01/2019 111-3409941 AMAZON GLIDER AND OTTOMAN 160.76 3,063.05 Credit Card Charge 02/01/2019 000026 BEST BUY AVR 10 OL 342.38 3,405.43 Credit Card Charge 02/04/2019 033019 TWIST OF FUN BALLOON ART BALLOON ENTERTAINMENT - 03/30/19 100.00 3,505.43 Check 02/05/2019 3576 WELLS FARGO ACCT. 4856 2003 9195 9353 -2,459.92 1,045.51 Credit Card Charge 02/05/2019 94902 MEDICAL DEVICE DEPOT, INC. BATTERY 412.10 1,457.61 Credit Card Charge 02/05/2019 1012594 AED SUPERSTORE ADULT DEFIBRILLATION ELECTORDES 325.89 1,783.50 Credit Card Charge 02/06/2019 020619 CONSTANT CONTACT SUBSCRIPTION 125.00 1,908.50 Credit Card Charge 02/06/2019 02/19 STMT AMAZON MEMBERSHIP FEE - DUE BACK FROM AMAZON 2.01 1,910.51 Credit Card Charge 02/07/2019 112-1380291 AMAZON CAMERA, FILM 96.63 2,007.14 Credit Card Charge 02/07/2019 112-1902304 AMAZON MARKERS, CRAFT KITS, POM POMS, HEARTS, PIPE ... 483.41 2,490.55 Credit Card Charge 02/07/2019 112-6159001 AMAZON GLASS BOTTLES, HEART DECORATIONS 60.16 2,550.71 Credit Card Charge 02/07/2019 112-3271920 AMAZON CHARMS, GARLAND, GREETING CARDS, SAND 149.39 2,700.10 Credit Card Charge 02/07/2019 87365480 BOUND TREE MEDICAL, LLC. CREAM, ANTIBIOTIC OINTMENT, FIST AID/BURN SP... 134.00 2,834.10 Credit Card Charge 02/07/2019 62878071 BOUND TREE MEDICAL, LLC. SPONGE 29.96 2,864.06 Check 02/08/2019 3619 WELLS FARGO ACCT. 4856 2003 9195 9353 -946.21 1,917.85 Credit Card Charge 02/08/2019 112-1569727 AMAZON CRAFT KIT 60.87 1,978.72 Credit Card Charge 02/08/2019 90390062872 WALMART SUPERCENTER #1082 TEMPERA, HEMP, CORD, BRUSH, BOARDS 215.79 2,194.51 Credit Card Charge 02/08/2019 1042000314 WALMART SUPERCENTER #1082 RICE KRISPIES, SNACK CAKE, REESE, DONUTS 251.95 2,446.46 Credit Card Charge 02/08/2019 779 MARCO'S PIZZA PIZZA FOR SIP & PAINT CHILDCARE 41.51 2,487.97 Credit Card Charge 02/08/2019 029947 DOLLAR TREE STORES, INC. BOWL, BASKET, GLUE STICKS, TREAT BAGS, STOR... 21.00 2,508.97 Credit Card Charge 02/10/2019 112-8740707 AMAZON GAZEBO 124.35 2,633.32 Credit Card Charge 02/10/2019 112-0735746 AMAZON OUTDOOR LANTERN 76.89 2,710.21 Credit Card Charge 02/12/2019 1000662637 PANDORA SUBSCRIPTION 26.95 2,737.16 Credit Card Charge 02/12/2019 1000662642 PANDORA SUBSCRIPTION 26.95 2,764.11 Credit Card Charge 02/12/2019 1000662643 PANDORA SUBSCRIPTION 26.95 2,791.06 Credit Card Charge 02/13/2019 02/19 STMT AMAZON MEMBERSHIP FEE - DUE BACK FROM AMAZON 13.15 2,804.21 Credit Card Charge 02/13/2019 02-13-19 BACKYARD CARNIVALS, INC. SPRING FLING - 03/30/19 - DEPOSIT 410.00 3,214.21 Credit Card Charge 02/15/2019 189147 UNDER PRESSURE SALES, INC. FILTER WASHER, ORING, LABOR 41.63 3,255.84 Credit Card Charge 02/15/2019 209321 UNDER PRESSURE SALES, INC. HOSE KIT, POLE PICES, SQUEEGEE HANDLE, MICR... 94.19 3,350.03 Credit Card Charge 02/16/2019 ADD00915958 ADOBE SYSTEMS INCORPORATED PHOTOSHOP 29.99 3,380.02 Check 02/18/2019 3622 WELLS FARGO ACCT. 4856 2003 9195 9353 -2,507.66 872.36 Credit Card Credit 02/19/2019 02/19 STMT AMAZON MEMBERSHIP FEE - DUE BACK FROM AMAZON -2.01 870.35 Credit Card Credit 02/19/2019 02/19 STMT AMAZON MEMBERSHIP FEE - DUE BACK FROM AMAZON -13.15 857.20 Credit Card Charge 02/20/2019 417 PAINTING WITH A TWIST PAINTING EVENT - 02/08/19 60.00 917.20 Credit Card Charge 02/21/2019 112-5336502 AMAZON REPLACEMENT FILTER, WALL CLOCK 81.83 999.03 Credit Card Charge 02/21/2019 100441038 BOUND TREE MEDICAL, LLC. FIRST AID/BURN SPRAY 37.77 1,036.80 Credit Card Charge 02/22/2019 112-2024513 AMAZON LED BULB 40.42 1,077.22 Credit Card Charge 02/22/2019 022219 GIG SALAD HOLIDAY EXTRAVAGANZA - 12/01/19 322.00 1,399.22 Credit Card Charge 02/22/2019 112-1788144 AMAZON BASKETBALL NET, LIFTING EYE BOLT 99.48 1,498.70 Check 02/25/2019 3639 WELLS FARGO ACCT. 4856 2003 9195 9353 -871.05 627.65 Credit Card Charge 02/25/2019 1042000314 WALMART SUPERCENTER #1082 HISENSE 60, HA 4.5 CU FT, TV MOUNT 709.76 1,337.41 Credit Card Charge 02/25/2019 022519 XTREME LOCK MECHANISM, MORTIIS, RE-KEY 480.00 1,817.41 Credit Card Charge 02/26/2019 664036 SHELL GAS 43.47 1,860.88 Credit Card Charge 02/27/2019 2DT29018NL9 ART-Z-FACES EASTER BUNNY - 03/30/19 200.00 2,060.88 Credit Card Charge 02/28/2019 51072 WELCH TENNIS COURTS, INC. PROFESSIONAL NET 842.89 2,903.77 Credit Card Charge 02/28/2019 112-7001938 AMAZON EMERGENCY EXIT BUTTON 66.96 2,970.73

Total 2040300 · Credit Card - Wells Fargo MC 68.44 2,970.73

TOTAL 68.44 2,970.73

Page 1 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT FY 2018/2019 CAPITAL IMPROVEMENT PLAN PROJECT TRACKER EXHIBIT A Updated 2/1/2019 Authorized Projects Item Priority Type Description Location Budgeted Approved Invoiced Status/Comments 1 N CIP Admin Offices, Carpet (51 sq yds) Recreation Center 2,000 6,992 3,496 Tile, depends on ability to negotiate lower cost 2 N CIP Banquet Rms, Carpet (150 sq yds) Recreation Center 4,990 11,422 5,711 Tile, approved regardless of negotiation 3 N CIP Child Watch, Carpet (104 sq yds) Recreation Center 2,700 6,586 3,293 Vinyl Plank, depends on ability to negotiate lower cost 4 Total Flooring Projects $ 9,690 $ 25,000 $ 12,500 50% paid, remainder due at completion 5 N CIP Main Bldg, A/C Air Handler/Condenser, Carrier #1 (3.5 ton) Recreation Center 7,047 4,859 4,859 6 N CIP Main Bldg, A/C Air Handler/Condenser, Carrier #3 (5 ton) Recreation Center 8,705 5,749 5,749 7 N CIP Main Bldg, A/C Air Handler/Condenser, Carrier #4 (5 ton) Recreation Center 8,705 5,749 5,749 8 N CIP Main Bldg, A/C Air Handler/Condenser, Carrier #5 (3 ton) Recreation Center 6,011 4,429 4,429 9 N CIP Main Bldg, A/C Air Handler/Condenser, Carrier #6 (4 ton) Recreation Center 8,187 5,349 5,349 10 N CIP Main Bldg, A/C Air Handler/Condenser, Carrier #7 (4 ton) Recreation Center 8,187 5,349 5,349 11 N CIP Main Bldg, A/C Air Handler, Carrier #10 (12.5 ton) ** Recreation Center 6,998 6,998 6,998 Condensor replaced 2018, outlived life, crane efficiency N CIP Crane Service Recreation Center 2,500 N CIP Portable A/C Units Recreation Center 1,553 12 Total A/C Projects $ 53,840 $ 38,482 $ 42,535 13 W CS Irrigation Meter Consolidation SR 13/Racetrack Rd. 60,000 58,033 Pending JEA Engineering Approval 14 W CIP Aquatics Complex Aquatics Complex 15,000 - Originally budgeted $45,000. 15 W CIP Recreation Center Recreation Center 15,000 - Awaiting Horiculturalist Report at Feb Mtg 16 Total Landscape Projects $ 90,000 $ 58,033 $ - 17 N CIP Firewall Recreation Center 4,000 6,230 18 N CIP Workstations (4), software, programming, licensing Recreation Center - - - $8K in CIP but decided to push back to 2020 per Board 19 Total Technology Projects $ 4,000 $ 6,230 $ - 20 W CS LED Light Conversion Recreation Center 40,000 20,796 Family Pool Only 21 N CIP Pumps and Motors Unspecified 10,000 8,000 7,496 Splash Park Pump 22 N CIP Basketball Court Resurfacing (10,084 sq. ft.) Basketball Courts 13,078 9,900 23 W CIP Banquet Room/Conference Room Project Recreation Center 10,000 - Non Flooring 24 N H&S Decking Replacement on Splash Pad** Recreation Center 10,500 10,500 10,390 25 N CIP Pond bank erosion at Admin Bldg** Admin Bldg 10,000 10,000 7,700 26 N CIP Tennis Court Resurfacing** Recreation Center 39,000 39,000 19,000 $19K paid, $20 Remains 27 N CIP New fire alarm and security system** Recreation Center 16,475 16,475 6,590 $12,975 Fire Alarm & $3,500 Security, partially paid 28 N/W Request Park Benches (Sportsplex/6, Tennis/16, Plantation Park/2)** Various 13,800 13,800 29 W Request Picnic tables (Sportsplex/2, Plantation Park Pier/2)** Various 3,500 3,500 Total Misc. Projects $ 166,353 $ 131,971 $ 51,176 Total for Authorized Projects $ 323,883 $ 259,716 $ 106,211

Capital Budget Reconcilation Priority Total CIP Funds for Capital Projects for FY2019 $ 349,610 N Need/Must Do Total Authorized Projects Approved $ 259,716 W Want to Do Contingency $ 25,000 Type of Project Available Funds to be Approved $ 64,894 H&S Health and Safety Budgeted CIP Funds but not yet Approved $ 40,000 CIP CIP-Infastructure CS Cost savings R Request ** Not originally part of planned CIP budget Pending Projects 30 W HS Removal of skate park pyramid feature $25,000 Sportsplex 31 N CIP Rec Center/Tennis/Maint Office/Aquatics Office Exterior Paint $39,500 Various 32 N CIP Foliage mitigation work (tree removal/pool cover) $22,000 Aquatics Complex 33 W Request Various improvements to drive increased utilization $0 Aquatics Complex 34 N CIP Paint Interior $4,000 Aquatics Complex 35 W CIP Light Fixture, Landscape Uplight (7) $3,000 Recreation Center 36 N CIP Metal roofs $25,000 Aquatics Complex 37 W CIP Ext Paint Admin Building/AQ Complex/Park Pavillion/restroom $28,300 Various 38 39 Total Other Improvements, Not yet assigned $146,800

Chair Recommendations 40 N CIP Main Bldg, Gutters & Downspouts Aquatics Complex 2,000 Allocate to Maint. budget & within Field Op's threshold 41 N CIP Paint Interior Aquatics Complex $4,000 Allocate to Maint. budget & within Field Op's threshold 42 W CIP Light Fixture, Landscape Uplight (7) Recreation Center $3,000 Allocate to Maint. budget & within Field Op's threshold 43 W CIP Aquatic Complex Landscaping Recreation Center $45,000 Reduce to $15,000 based on revised tree project scope 44 Capital Budget Reconcilation Table - $25,000 Add Contingency of $25,000 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 7A AMENDMENT NO. 24 TO WORK AUTHORIZATION NO. 1 2019/2020 GENERAL CONSULTING ENGINEERING SERVICES

Scope of Work

England-Thims & Miller, Inc. shall provide general consulting engineering services for the Julington Creek Plantation Community Development District as directed by the Board of Supervisors or their designee. General consulting services shall include, but not be limited to:

1. Attending Meetings 2. Preparation of Engineering Reports and Studies 3. Preparation of Cost Estimates and Budgets 4. Technical Support for Community Development District Staff 5. Development and Analysis of District Projects 5. Operation and Maintenance Inspections 7. Prepare Presentation Documents for District Meetings

The outlined services shall be performed on a time and material basis at the currently approved rate and expense schedule. The estimated fee shall not be exceeded without further authorization. This estimated fee is not a guaranteed maximum cost.

AMENDMENT NO. 24 FOR 2019/2020 ...... $10,000.00

Basis of Estimated Fee (12 Months)

Principal – CEO/CSO/President $265.00/Hr. Principal – Vice President $245.00/Hr. Sr. Engineer $195.00/Hr. Project Manager $180.00/Hr. Engineer $154.00/Hr. Senior Engineering Designer $148.00/Hr. Designers/CADD $120.00/Hr. Senior Project Administrator $148.00/Hr. Project Administrator $120.00/Hr. Administrative Support $ 82.00/Hr. P.S.M. $168.00/Hr. Survey Field Crew (Std.) $157.00/Hr.

Expenses shall be invoiced in accordance with previously approved General Consulting Services Contract and District Policy.

Time of Performance

Services rendered will commence upon District approval and completed on or before September 30, 2020.

Approval

Submitted by: ______Date:______England-Thims & Miller, Inc.

Approved by: ______Date: ______

\\sbserver\admin\DISTRICT WORK\FLORIDA\JULINGTON CREEK PLANTATION\AGENDA\FY2019\AGENDA MARKUPS & HANDOUTS\03.26.19\PREP\94-117-1-2019-2020 Gen Consulting Work Auth 1 Amend 24.doc JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 7B

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THE MOSQUITO AUTHORITY OF THE FIRST COAST l.l.C 14070JOHN WILLIAMS ROAD SANDERSON FL 32087 904-338-4265

JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 7C JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT

REQUEST FOR PROPOSALS

FOR

AMENITY CENTER MANAGEMENT

March ___, 2019

1 TABLE OF CONTENTS

1. General Information for Proposers

2. General Description of District Facilities to be Managed; Desired Organizational Chart

3. Scope of Management Services Needed

4. Proposal Forms

A. Affidavit of Acknowledgments B. Sworn Statement Regarding Public Entity Crimes C. General Proposer Information D. Personnel E. Experience F. Pricing

5. Form of Agreement

2 1. GENERAL INFORMATION FOR PROPOSERS

Notice is hereby given that the Julington Creek Plantation Community Development District (the “District”) will accept proposals from qualified firms interested in providing amenity management services for the District’s facilities. The District intends to select the proposal that is in the best interests of the District. In order to submit a proposal, each Proposer must be authorized to do business in Florida, hold all required state and federal licenses in good standing, and otherwise meet any applicable requirements set forth by the District.

All proposals should include the following information, among other things described herein:

A. Completed and executed proposal forms as set forth herein.

B. At least three references from projects of similar size and scope. The Proposer should include information relating to the work it conducted for each reference as well as a name, address and phone number of a contact person(s). Proposer shall demonstrate its level of experience and expertise in substantially similar operations.

C. A narrative description of the Proposer’s approach to providing the services for each of the tasks as described in the scope of services provided herein.

D. Complete pricing showing the total cost of providing the services, broken down as set forth on the following price proposal form. For any subcontractor being proposed, the total amount proposed to be paid by the District for these services shall be segregated between the actual funds being paid to the subcontractor and the mark up being charged by Proposer.

E. A written statement how the Contractor proposes revenues from lessons and special events to be distributed.

F. A list of community development districts for which the Proposer has provided a full range of amenity services within the last five years. As a minimum requirement, Proposer must have, within the last five years, provided a full range of amenity services to at least three community development districts with an annual general fund budget of over $500,000. The Proposer’s list should demonstrate compliance with this requirement.

Firms desiring to provide a proposal should submit one (1) original and one (1) electronic copy of the required proposal no later than ______at ______.m. (EST), to the offices of Hopping Green & Sams P.A., 119 S. Monroe Street, Suite 300, Tallahassee, Florida 32301, Attention: Jennifer Kilinski, e-mail [email protected]. Proposals shall be submitted in a sealed package, shall bear the name of the Proposer on the outside of the package and shall clearly identify the District. The District may choose not evaluate any proposal not completed as specified or missing the required documents. By submitting a proposal, Proposers acknowledge this is an informal solicitation of proposals for

3 contractual services and there is no right to protest this proposal package or the Board’s selection of the ultimate proposal.

Any firm submitting a proposal is strongly encouraged to attend the meeting of the District’s Board of Supervisors to be held on ______at 6:00 p.m. at the Julington Recreation Center, 350 Plantation Club Parkway, St. Johns, FL 32259. The Board of Supervisors will be evaluating the proposals at this meeting and each Proposer will be allocated time to describe their company and proposal(s) and to answer questions.

If the Proposer desires to propose an alternate approach to operating and maintaining the District’s Facilities based on Proposer’s specialized knowledge and experience in this area, the Proposer is strongly encouraged to submit both a proposal responsive to the structure outlined herein and a separate, alternative proposal.

Price will be one factor used in determining the proposal that is in the best interest of the District, but the District explicitly reserves the right to make such award to other than the lowest price proposal. The District has the right to reject any and all proposals and waive any technical errors, informalities or irregularities if it determines in its discretion it is in the best interest of the District to do so. The District’s Board of Supervisors shall review and evaluate the proposals in their individual discretion, and make any final determination with respect to the award of a final contract that is in the best interests of the District. The District reserves the right to reject any and all proposals, make modifications to the scope of the work, and waive any informalities or irregularities in proposals as it is deemed in the best interests of the District.

Nothing herein shall be construed as or constitute a waiver of District’s limitations on liability contained in Section 768.28, Florida Statutes, or other statute or law.

Any and all questions relative to this project shall be directed in writing by e-mail only to Mac McGaffney, [email protected] with an e-mail copy to Jennifer Kilinski at [email protected].

Julington Creek Plantation Community Development District Hopping Green & Sams P.A., District Counsel

4 2. GENERAL DESCRIPTION OF DISTRICT FACILITIES TO BE MANAGED

The Julington Creek Plantation Community Development District consists of over 4000 acres of land located entirely within St. Johns County, Florida. The District owns, operates and maintains various common areas, parking lots, storm water management ponds, skate park, playground, amenity centers, aquatic facilities that include multiple swimming pools, water slide, sport courts (i.e. basketball, etc) multi-purpose fields, fitness center, hardscaping, onsite and offsite landscaping and irrigation systems. The maintenance and management contracts currently in effect are public records and can be obtained by contacting: Mac McGaffney at [email protected], or at ______, telephone (___)______. Proposers should familiarize themselves with the District’s lands and facilities prior to submitting a proposal.

5 DRAFT ORGANIZATIONAL CHART

6 3. SCOPE OF MANAGEMENT SERVICES NEEDED

[See agreement for detailed scope of services]

What is Not Included in the RFP? If the proposer requires clarification about what is or is not included in the RFP, it shall seek guidance from the District in advance of submitting a proposal.

1. District Management and Accounting Services 2. Performance of Primary Landscape Maintenance Services 3. Performance of Primary Preventative Maintenance of Fitness Equipment 4. Engineering Services 5. Legal Services 6. Auditing Services

7 4. PROPOSAL FORMS

8 4.A. AFFIDAVIT OF ACKNOWLEDGMENTS

STATE OF COUNTY OF

Before me, the undersigned authority, appeared the affiant, ______, and having taken an oath, affiant, based on personal knowledge, deposes and states:

1. I am over eighteen (18) years of age and competent to testify as to the matters contained herein. I serve in the capacity of ______for ______(“Proposer”), and am authorized to make this Affidavit of Acknowledgments on behalf of Proposer.

2. I assisted with the preparation of, and have reviewed, the Proposer’s proposal (“Proposal”) provided in response to the Julington Creek Plantation Community Development District proposal for amenity center management. All of the information provided therein is full and complete, and truthful and accurate. I understand that intentional inclusion of false, deceptive or fraudulent statements, or the intentional failure to include full and complete answers, may constitute fraud; and, that the District may consider such action on the part of the Proposer to constitute good cause for rejection of the proposal.

3. I do hereby certify that the Proposer has not, either directly or indirectly, participated in collusion or proposal rigging.

4. The Proposer agrees through submission of the Proposal to honor all pricing information one hundred and twenty (120) days from the opening of the proposals.

5. The Proposer acknowledges the receipt of the complete Request for Proposals as provided by the District and as described in the Table of Contents, as well as the receipt of the following Addendum Numbers: ______.

6. The Proposer authorizes and requests any person, firm or corporation to furnish any pertinent information requested by the Julington Creek Plantation Community Development District, or its authorized agents, deemed necessary to verify the statements made in the Proposal, or regarding the ability, standing, integrity, quality of performance, efficiency, and general reputation of the Proposer.

Under penalties of perjury under the laws of the State of Florida, I declare that I have read the foregoing Affidavit of Acknowledgments and that the foregoing is true and correct.

9 Dated this ______day of ______, 2019.

Proposer:______By:______Title:______STATE OF COUNTY OF

The foregoing instrument was acknowledged before me this ____ day of ______, 2019, by ______of ______, who is personally known to me or who has produced ______as identification, and did [ ] or did not [ ] take the oath.

______Notary Public, State of Florida Print Name:______Commission No.:______My Commission Expires: ______

10 4.B. SWORN STATEMENT UNDER SECTION 287.133(3)(a), FLORIDA STATUTES, REGARDING PUBLIC ENTITY CRIMES

THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS.

1. This sworn statement is submitted to Julington Creek Plantation Community Development District.

2. I am over eighteen (18) years of age and competent to testify as to the matters contained herein. I serve in the capacity of ______for ______(“Proposer”), and am authorized to make this Sworn Statement on behalf of Proposer.

3. Proposer’s business address is

4. Proposer’s Federal Employer Identification Number (FEIN) is

(If the Proposer has no FEIN, include the Social Security Number of the individual signing this sworn statement: .)

5. I understand that a "public entity crime" as defined in Paragraph 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 or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation.

6. I understand that "convicted" or "conviction" as defined in Paragraph 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 jury verdict, nonjury trial, or entry of a plea of guilty or nolo contendere.

7. I understand that an "affiliate" as defined in Paragraph 287.133(1)(a), Florida Statutes, means:

a. A predecessor or successor of a person convicted of a public entity crime; or,

b. 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

11 "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.

8. I understand that a "person" as defined in Paragraph 287.133(1)(e), Florida Statutes, means any natural person or 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 for the provision of goods or services 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.

9. Based on information and belief, the statement which I have marked below is true in relation to the Proposer 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.)

12 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.)

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 ______, 2019.

Proposer:______By:______Title:______STATE OF COUNTY OF

______Notary Public, State of Florida Print Name:______Commission No.:______My Commission Expires: ______

13 4.C. GENERAL PROPOSER INFORMATION

 Proposer General Information:

Proposer Name ______

Street Address

P. O. Box (if any)

City State Zip Code

Telephone Fax no. ______

1st Contact Name Title

2nd Contact Name Title

Parent Company Name (if any) ______

Street Address

P. O. Box (if any)

City State Zip Code

Telephone Fax no. ______

1st Contact Name Title

2nd Contact Name Title

14  Company Standing:

Proposer’s Corporate Form: ______(e.g., individual, corporation, partnership, limited liability company, etc.)

In what State was the Proposer organized? ______Date ______

Is the Proposer in good standing with that State? Yes ___ No ___

If no, please explain

Is the Proposer registered with the State of Florida, Division of Corporations and authorized to do business in Florida? Yes ___ No ___

If no, please explain

 What are the Proposer’s current insurance limits?

General Liability $______Automobile Liability $______Workers Compensation $______Expiration Date ______

 Licensure – Please list all applicable state and federal licenses, and state whether such licenses are presently in good standing:

15 4.D. PERSONNEL

 List the location of the Proposer’s office, which would perform work for the District.

Street Address

P. O. Box (if any)

City State Zip Code

Telephone Fax no. ______

1st Contact Name Title

2nd Contact Name Title

 Officers and Supervisory Personnel – Please complete the pages that follow at the end of this Part regarding the Proposer’s Officers and Supervisory Personnel, and attach resumes for any Supervisory Personnel listed.

 Subcontractors – Does the Proposer intend to use any subcontractors in connection with the work? Yes ___ No ___ For each subcontractor, please provide the following information (attach additional sheets if necessary):

Subcontractor Name

Street Address

P. O. Box (if any)

City State Zip Code

Telephone Fax no. ______

1st Contact Name Title

2nd Contact Name Title

Proposed Duties / Responsibilities:______

Please describe the subcontractor’s role in other projects on behalf of the Proposer: Project Name/Location:

16 Contact: Contact Phone: Project Type/Description: Dollar Amount of Contract: Proposer’s Scope of Services for Project:

Dates Serviced:

 Security Measures - Please describe any background checks, drug tests or other security measures that were taken with respect to the hiring and retention of the Proposer’s personnel who will be involved with this project, and provide proof thereof to the extent permitted by law:

 Confirm Compliance with the Youth Guidelines attached hereto and provide any clarification or additional screening or training you do regarding the same.

17 OFFICERS

PROPOSER:______DATE:

Provide the following information for key officers of the Proposer and parent company, if any.

POSITION INDIVIDUAL'S RESIDENCE NAME OR TITLE RESPONSIBILITIES CITY, STATE

FOR PARENT COMPANY (if applicable)

35 SUPERVISORY PERSONNEL WHO WILL BE INVOLVED WITH THE WORK **NOTE: ATTACH RESUMES OF INDIVIDUALS LISTED BELOW**

PROPOSER:______DATE:

OFFICE % OF TIME TO BE YEARS OF TOTAL YEARS INDIVIDUAL'S PRESENT JOB RESPONSIBILITIES LOCATION DEDICATED TO EXPERIENCE IN OF RELATED NAME TITLE THIS PROJECT PRESENT EXPERIENCE POSITION

36 4.E. EXPERIENCE

 Has the Proposer performed work for a community development district or master planned residential community in excess of 3000 acres previously? Yes ___ No ___ If yes, please provide the following information for each project (attach additional sheets if necessary):

Project Name/Location: Contact: Contact Phone: Project Type/Description: Dollar Amount of Contract: Scope of Services for Project:

Dates Serviced:

 Within the last five years, has the Proposer provided a full range of amenity services for at least three community development districts with an annual general fund budget of over $500,000? Yes ___ No ___ If yes, please provide the following information for each project (attach additional sheets if necessary):

Project Name/Location: Contact: Contact Phone: Project Type/Description: Dollar Amount of Contract: Scope of Services for Project:

Dates Serviced:

1 Project Name/Location: Contact: Contact Phone: Project Type/Description: Dollar Amount of Contract: Scope of Services for Project:

Dates Serviced:

Project Name/Location: Contact: Contact Phone: Project Type/Description: Dollar Amount of Contract: Scope of Services for Project:

Dates Serviced:

 List the Proposer’s total annual dollar value of amenity center management and grounds maintenance management completed for each of the last five (5) years starting with the latest year and ending with the most current year:

2014 = 2015 = 2016 = 2017 = 2018 =

2  Please provide the following information for each project that is similar to this project, and that you are currently undertaking, or have undertaken, in the past five years. Attach additional sheets if necessary.

Project Name/Location: Contact: Contact Phone: Project Type/Description: Dollar Amount of Contract: Your Company’s Scope of Services for Project:

List of subcontractors used:

Is this a current contract? Yes ___ No ___

Duration of contract:

3  Has the Proposer, or any of its principals or supervisory personnel (e.g., owner, officer, or supervisor, etc.), been terminated from any amenity center management and/or grounds maintenance management contract within the past 3 years? Yes _____ No _____ For each such incident, please provide the following information (attach additional sheets as needed):

Project Name/Location: Contact: Contact Phone: Project Type/Description: Dollar Amount of Contract: Scope of Services for Project:

Dates Serviced: Reason for Termination:

 Has the Proposer been cited by OSHA for any job site or company office/shop safety violations in the past five years? Yes ___ No ___

If yes, please describe each violation, fine, and resolution

Has the Proposer experienced any worker injuries resulting in a worker losing more than ten (10) working days as a result of the injury in the past five years? Yes ___ No ___

If yes, please describe each incident

 Please state whether or not the Proposer or any of its affiliates are presently barred or suspended from bidding or contracting on any state, local, or federal contracts? Yes ___ No ___ If yes, please provide:

The names of the entities

The state(s) where barred or suspended

The period(s) of debarment or suspension

Also, please explain the basis for any bar or suspension:

5  List any and all governmental enforcement actions (e.g., any action taken to impose fines or penalties, licensure issues, permit violations, consent orders, etc.) taken against the Proposer or its principals, or relating to the work of the Proposer or its principals, in the last five (5) years. Please describe the nature of the action, the Proposer’s role in the action, and the status and/or resolution of the action.

 List any and all litigation to which the Proposer or its principals have been a party in the last five (5) years. Please describe the nature of the litigation, the Proposer’s role in the litigation, and the status and/or resolution of the litigation.

6 4.F. PRICING

Proposed Fee for Management and Staffing Reference form of agreement for current staffing levels and job description information. Proposer must clearly explain staffing levels and quantify individual positions and compensation in its proposal.

This must include all proposed costs of: - General Manager o $______o $______o $______- Field Operations Manager o $______o $______o $______- Administrative Services o $______o $______o $______- Event Staffing o $______o $______o $______- Aquatic Management o $______o $______o $______- Fitness o $______o $______o $______

Hourly Rate paid by District to Contractor for Facility Attendants $______

Proposed Annual Fee for Janitorial Services $______If a subcontractor is proposed, please indicate: - Amount to be Paid to Subcontractor $______- Mark up retained by Proposer $______

Proposed Annual Fee for Pool Maintenance Services $______7 If a subcontractor is proposed, please indicate: - Amount to be Paid to Subcontractor $______- Mark up retained by Proposer $______

NOTE: IF THE PROPOSER DESIRES TO PROPOSE AN ALTERNATE APPROACH TO OPERATING AND MAINTAINING THE DISTRICT’S FACILITIES, THE PROPOSER IS STRONGLY ENCOURAGED TO SUBMIT BOTH A PROPOSAL RESPONSIVE TO THE STRUCTURE OUTLINED HEREIN AND A SEPARATE, ALTERNATIVE PROPOSAL.

Under penalties of perjury under the laws of the State of Florida, I declare that I have read the foregoing Proposal Forms and all of the questions are fully and completely answered, and all of the information provided is true and correct.

Dated this ______day of ______, 2019.

Proposer:______By:______Title:______STATE OF COUNTY OF

______Notary Public, State of Florida Print Name:______Commission No.:______My Commission Expires: ______

8 FORM OF AGREEMENT FOR RFP FOR JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT FOR AMENITY MANAGEMENT SERVICES

This Agreement for Amenity Management Services (the “Agreement”) is made and entered into as of this first day of ______, 2019, by and between:

Julington Creek Plantation Community Development District, a local unit of special-purpose government established pursuant to Chapter 190, Florida Statutes, with a mailing address c/o District Manager, Wrathell Hunt & Associates, LLC, 2300 Glades Road, Suite 410W, Boca Raton, FL 33431 (the “District”), and

______(the “Contractor” and, together with the District, the “Parties”).

RECITALS

WHEREAS, the District is a local unit of special-purpose government established pursuant to and governed by Chapter 190, Florida Statutes; and

WHEREAS, the District financed, constructed, owns, maintains and operates multiple recreational facilities that include but not limited to, multiple swimming pools, tennis courts, a skate park, a clubhouse, a fitness room, and other recreation facilities (collectively, the “Facilities”); and

WHEREAS, the District desires to hire an independent contractor to provide program and amenity management, oversight, operation and maintenance of the Facilities; and

WHEREAS, Contractor has a professional experience, knowledge and training in the comprehensive management and operation of recreation facilities and is willing to provide such management, oversight, operation and maintenance services to the District in accordance with this Agreement; and

WHEREAS, the District and Contractor desire to enter into an agreement for the provision of said services as described in this Agreement and as included in the Scope of Services attached hereto as Composite Exhibit A and incorporated herein by reference (the “Services” or the “Scope of Services”).

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

1. INCORPORATION OF RECITALS. The recitals stated above are true and correct and by this reference are incorporated as a material part of this Agreement. 2. ENGAGEMENT OF SERVICES. The District agrees to engage Contractor to provide the Services. This Agreement grants to Contractor the right to enter and use the Facilities for the purposes and uses described in this Agreement, and Contractor hereby agrees to comply with all applicable laws, rules, and regulations while performing its obligations under this Agreement, including that Contractor will not take a tax position inconsistent with it being a manager and not owner of the Facilities.

3. SCOPE OF SERVICES.

a. General Scope of Services:

i. The Services provided by Contractor shall be as provided for in Composite Exhibit A and as set forth in this Agreement. Contractor shall immediately notify the District Manager should it discover any issues or concerns that affect the public’s health, safety and welfare and shall immediately address and correct such concerns.

ii. The General Manager and Field Operations Manager shall attend the Districts’ Board of Supervisors’ (“Board”) meetings, shall prepare a report and submit it to the District Manager prior to the Board meeting and shall include substantive updates and information.

iii. Contractor agrees that this Agreement expressly prohibits non-compete provisions. Should the District elect to suspend any department hereunder, or terminate the Agreement in whole or part, the District shall not be prohibited from directly or indirectly employing or contracting any individual employed by the Contractor under this Agreement. Contractor may prohibit its employees from soliciting work with other competitors or vendors that are not the District in its discretion.

The District may elect to add additional services to this Agreement upon mutual agreement by the Parties, as confirmed in a written addendum hereto. The District may discontinue all of the Services provided for herein pursuant to the termination provisions set forth herein or discontinue the provision of a portion of the services described herein immediately for cause or upon thirty (30) days written notice without cause, specifying the department or position(s) discontinued, in the Districts sole and absolute discretion. Any addendums to this agreement will not take effect unless the parties receive an opinion from bond counsel that the changes made thereby do not adversely affect the exclusion from gross income of interest on the bonds financing the managed property.

iv. At all times during operation of the Facilities, Contractor shall ensure responsible and proper staffing levels that meet the provisions of law and best practices. The needs of other properties shall not trump the responsible staffing of the Facilities. Contractor shall not utilize employees hired by

2 Contractor to staff District Facilities at other Contractor properties without the express approval of the District, through its District Manager. Contractor shall not use District employees, District property or any District hardware/facility for any other work not related directly to the District, including any other offsite properties or in support of other Contractor-related businesses. District employees shall not be utilized for the provision of the Services set forth herein.

v. Contractor shall ensure at all times there is a manager assigned to on-call duty, including nights and weekends (“MOD”). The individual(s) designated to be on-call or on site for such after-hours time periods shall be communicated to onsite staff working during such time periods. There shall always be management oversight, availability and communication. Included within the compensation provided for in this Agreement is the provision of a MOD during all hours the Facilities are open. There shall always be provided accompaniment for the last employees closing up at night such that individuals are not walking to their vehicles alone. The Contractor shall ensure all managers employed under this Agreement are properly trained on opening and closing procedures, all District and Contractor policies and procedures, conflict management, first aid and CPR, are provided the requisite tools and information for operation of each department and management best practices. There is no additional compensation provided for provision of the MOD.

vi. In consideration for the District’s ability to elect to make any position, department or portion of this Agreement staffed by District employee(s) or an unaffiliated third-party contractor other than Contractor, Contractor shall not be entitled to any compensation in consideration for such election by the District.

vii. All Contractor employees or subcontractor, including but not limited to fitness instructors, shall either be employees hired directly by the Contractor, or subcontractors who are hired and compensated by the Contractor (1099 individuals). b. General Manager Position

i. The Contractor shall be responsible for providing a qualified General Manager. Such position is responsible for the comprehensive management of all amenities and programs, including but not limited to: Housekeeping, Child Watch, Sportsplex, Fitness and Aquatics. This includes oversight of all of the Contractor’s employees, all District employees, independent contractors and licensees of the District, and responsible for the recreation fund and capital reserve fund budgets related to the Facilities, as more particularly described in Composite Exhibit A, which includes the job description for the General Manager. This provision is meant to be exhaustive such that the Contractor, through the General Manager, shall be directly responsible for all program and 3 amenity management, whether the department is staffed by Contractor’s employees, District employees, or another third party contractor. The compensation provided for this position shall be as set forth in Composite Exhibit C, which may change from time to time.

ii. The General Manager shall assist the District with recommending, establishing, implementing and ensuring compliance with rules, policies and procedures for the programs and amenities, budgeting accountability, policy recommendations and enforcement, safety/security recommendations, resident satisfaction, and other matters of importance for the efficient and functional operation of the amenities and programs.

iii. The wage range, general job description, expected working hours, and minimum qualifications for the position are as set forth in Composite Exhibit A.

iv. The General Manager reports directly to the District Manager. For reference purposes, attached hereto as Exhibit B is a District organizational chart, which may change from time to time in the District’s discretion.

v. The General Manager works with and in coordination with the Field Operations Manager.

vi. The District may elect to make the General Manager position a District employee at any time upon notice to the Contractor.

vii.The General Manager shall submit a monthly General Manager report to the Board for review and consideration at its monthly Board meeting. The General Manager’s report shall include, but not be limited to, the monthly sales report more specifically detailed herein. c. Field Operations Manager Position

i. The Contractor shall be responsible, through the Field Operations Manager position, for the comprehensive facility management, operation and maintenance of the Facilities, including all District owned or operated and maintained property whatsoever, oversight of all of its employees, all District employees, independent contractors and licensees of the District performing work related to the field operations management scope, and responsible for input into the recreation and capital reserve fund budgets related to the Facilities, as more particularly described in Composite Exhibit A. This provision is meant to be exhaustive such that the Contractor shall be directly responsible for all management, operation and maintenance of the Facilities, and all District owned or operated and maintained property whatsoever, whether the department is staffed by Contractor’s employees, District employees, or another third party contractor. The specific responsibilities are as set forth in the job description for the Field Operations Manager, attached hereto in Composite Exhibit A. The compensation provided for this position 4 shall be as set forth in Composite Exhibit C, which may change from time to time.

ii. The wage range, general job description, expected working hours, and minimum qualifications for the position are as set forth in Composite Exhibit A.

iii. The Field Operations Manager reports directly to the District Manager. For reference purposes, attached hereto as Exhibit B is a District organizational chart, which may change from time to time in the District’s discretion. iv.The General Manager works with and in coordination with the Field Operations Manager.

v. The District may elect to make the Field Operations Manager position a District employee at any time upon notice to the Contractor. d. Administrative Services.

i. Contractor shall provide administrative services that include the job descriptions and functions as set forth in Composite Exhibit A. These compensation for the provision of such services is as more particularly described in the tables set forth in Composite Exhibit C and shall be inclusive of the staff positions set forth in Composite Exhibit A.

ii. The general nature of these administrative services is to provide staffing of individuals with requisite education, knowledge, skill and experience in the positions of recreation and resident relations director, human resources, front desk staff, payroll staff, finance staff and information technology services, along with all duties, right and responsibilities associated therewith, to the District. The total fees charged for each position shall be as set forth in Composite Exhibit C and shall be all inclusive of the staff positions set forth in Composite Exhibit C and all associated wages, salaries, associated taxes, human resource administration, background checks, drug screening, and other employer’s payroll expenses, and any processing fees. The fees charged pursuant to Composite Exhibit C shall be billed monthly, in conformance with the invoicing terms set forth in the Agreement. The District shall only be charged for the portion of Administrative Services rendered; if certain of the positions set forth in Composite Exhibit C are not staffed, the District shall not be charged for such positions. e. Event Staffing Services. Contractor shall provide event staffing services. The general nature of these event staffing services is to provide staffing of individuals with requisite education, knowledge, skill and experience to provide after hour event staffing services, on an as needed basis. The description of such services is as described and set forth in Composite Exhibit A. The compensation for such services is as set forth in Composite Exhibit C.

5 f. Aquatic Management Services.

i. General Requirements. Contractor shall be responsible for all duties associated with aquatic management of the Aquatic Facilities, which shall include staffing lifeguards and providing swim lessons, along with management, scheduling, recruiting, hiring, training, and supervising all personnel, as more particularly set forth in Composite Exhibit A. Contractor shall be solely responsible for the cost of any training, uniforms, and certifications required to perform such Services. Contractor and its employees shall be responsible for pool cleaning, brushing, and chemical readings consistent with Florida laws and regulations and best practices. The Compensation for the provision of Aquatic Manager Services shall be as set forth in Composite Exhibit C, including the revenue sharing allocation for such services.

ii. Lifeguard Staffing and Responsibilities. Contractor shall provide for lifeguard staffing at the Aquatics Facilities according to terms provided for herein and in the exhibits hereto. Lifeguard staffing duties shall include, but not be limited to, providing excellent customer service, monitoring Patrons at the Aquatic Facilities and related areas, responding to first aid situations, and enforcement of District rules and policies. Contractor shall also be responsible for performing light cleaning including such tasks as spraying of deck areas each day, straightening deck furniture, and immediately reporting any conditions or practices that are unsafe. Contractor shall at all times be responsible for proper staffing during pool hours in accordance with the Aquatic Facilities’ seasonal schedule. All personnel employed by Contractor under this Agreement shall have current and up to date certifications and undergo FDLE and criminal background checks. Failure to provide sufficient staffing to enable the pool to open as required may result in termination of this Agreement. Lifeguard compensation will be billed monthly, consistent with the terms of this Agreement, and based on actual hours worked rather than a flat monthly amount. Back up for hours worked shall be included with each monthly invoice.

iii. Swim Lessons. The swim lessons shall be provided at the Recreation Center or Aquatics Complex and must be coordinated with public use and other use of the Aquatic Facilities. Contractor hereby recognizes that the Aquatic Facilities are public facilities and must be operated as such. Contractor additionally recognizes that this is not an exclusive agreement and that the District currently has, and may have in the future, license or use agreements with various outside organizations who conduct swim team related activities at the Aquatic Facilities. Contractor agrees to coordinate all uses through the District’s General Manager. The swim lessons shall be conducted and the fees charged to Patrons as provided in accordance with the District’s adopted user rates and fees. The Contractor(s) shall collect all fees for swim lessons and remit payment as set forth herein and in Composite Exhibit C. 6 iv. In House AFO/CPO. The Contractor may elect to hire an in house pool operator, with a job description and minimum qualifications as set forth in Composite Exhibit A, at a wage range as included therein. The specific compensation for the In House CPO/AFO is as set forth in Composite Exhibit C, which may change from time to time.

v. Certification. All personnel performing any of the Services hereunder shall be certified in accordance with Florida statutes and regulations and shall be in full compliance with all relevant Federal, State, and local statutes, regulations, and rules, including but not limited to American Red Cross, or similar- industry accepted, CPR and first aid training. Contractor shall provide the District with documentation demonstrating compliance with this section if requested. Should Contractor fail to comply, or to demonstrate compliance, the District may immediately terminate this Agreement for cause. The Contractor shall be permitted to conduct all necessary training and certification classes, utilizing the District’s Facilities, so long as it does not interfere with other contracted or scheduled events. Furthermore, the District shall permit the Contractor to use the Facilities for said training and certification purposes with the understanding that the Contractor may have other guards from other facilities in the classes, for the sole purpose of making it affordable to hold and conduct the classes, as well as to make it convenient to have less classes, held in various locations, so long as the classes include guards being trained for the District Facilities.

vi. Schedule. The Services assume the pools are open effective Spring Break and close in October, subject to weather and Board of Supervisors direction.

vii. Payment for Closure. If the Aquatic Facilities are open later then expected or closed earlier than expected, or for a period of time, on any given day during the term of this Agreement (including, but not limited to, during severe weather events, hurricane preparedness, etc.), Contractor agrees it shall not bill for, nor be due payment for, any hours which are not staffed. g. Fitness. Contractor shall provide fitness staffing and programming services. Such services are as described in Composite Exhibit A and at the compensation as set forth in Composite Exhibit C, including at the gross revenue sharing arrangement as more particularly described in the attached.

4. COMPENSATION. a. General. Contractor shall be compensated for providing the Services described in this Agreement and the exhibits attached hereto, in accordance with the following terms: The Agreement shall be for a two-year period, renewable or terminable pursuant to the provisions herein. The Agreement may be extended for up to two optional one- year renewals at the compensation for each year as set forth herein for year two of the two year term. Renewals shall only be made effective upon affirmative approval by 7 the Board at a public meeting, and on the same terms and conditions as set forth in this Agreement unless amended in writing by mutual agreement of the Parties. The pricing below is inclusive of all costs, fees, charges and compensation, including associated wages, salaries, associated taxes, human resource administration, background checks, drug screening, employer payroll expenses, credit card processing fees, other processing fees, mileage allowances, uniforms, cell phone charges, vehicle and any other items related to the performance of the Scope of Services except as otherwise provided for herein. Contractor shall not utilize District employees or other independent contractors to perform any of the Services provided for herein without the express permission of the Board and for a reimbursement to the District at an agreed upon amount. Contractor compensation is payable at least monthly, and any deferral of compensation accrued but unpaid due to insufficient revenues will be subject to statutory interest amounts and will be paid no later than termination of the Agreement.

b. Fiscal Year 2020, 2021 and 2022 Pricing

The pricing is as detailed in the attached Composite Exhibit C, which is by this reference incorporated herein. The staffed hours of the Facilities shall be in accordance with this Agreement and Composite Exhibit A and as directed by the District’s designee, who shall be the District Manager. Contractor shall provide, upon request, copies of employee time and attendance records, documenting the total hours worked. Contractor agrees to render monthly invoices to the District, in writing, which shall be delivered to the District at the offices of the District Manager on the fifteenth of the month in which the invoice is being billed (for example, for Contractor to receive timely payment for Services provided for the month of May, the invoice for May shall be delivered to the District Manager on May 15th). These monthly invoices are due and payable within fifteen (15) days upon receipt of the invoice by the District. Each monthly invoice will include such supporting information including departmental sales reports, as the District may reasonably require the Contractor to provide. In the event there is a dispute regarding payment or Services, the District reserves the right to hold the portion of the payment in dispute, pending expeditious negotiation and resolution of the dispute in good faith by the Parties.

c. Monthly Sales Reports and Quarterly P&L’s. The Contractor shall be required as a material provision of this Agreement to produce monthly sales reports that must include at a minimum: All departmental sales; annual non-resident memberships sold; reports are to include monthly sales for the café, fitness, sportsplex, child watch, tennis and aquatics. These monthly sales reports shall be included in the monthly General Manager’s reports, and included in the agenda package and reported to the Board of Supervisors. The Contractor shall additionally be required to produce quarterly profit and loss statements to the District which shall at a minimum include profit and loss statements for: the café, fitness, sportsplex, child watch, tennis and aquatics. The Contractor shall remit the revenue sharing amounts as outlined in Composite Exhibit C due to the District due within thirty (30) days of the end of each preceding month (i.e. for the month of May, the revenue due to the District must paid on or before June 30th) and these amounts shall be based on the monthly sales reports and quarterly profit and loss statements, which shall yield the revenues applicable to revenue sharing calculations. The Contractor shall

8 keep close accounting of all revenue and expenditures and submit the quarterly P & L or other applicable financial sales tracking reports provided by the point of sale system, to support all monthly sales and gross revenue sharing arrangements. The District shall at all times own the POS System, Square, and any other system related to sales for the purpose of pulling sale reports directly from the applicable system.

d. District Owned Vehicle. Pursuant to, and expressly limited by, the terms of this Agreement, the Contractor will, from time to time, have access to use the District’s 2012 Dodge Ram truck, or other similar vehicle(s) owned by the District. It shall be incumbent upon the Contractor to ensure the following rules/policies and regulations are strictly adhered to at all times. The District agrees it will maintain the registration and insurance on said vehicle. Contractor agrees to comply with the terms of this Agreement and shall be responsible for any and all liability from the use of said vehicle by its employees, contractors and subcontractors, or any other persons under its dominion or control, which liability includes any deductibles required to be paid by the District, any costs that exceed the District’s insurance coverage, and any and all suits, demands, claims, losses, damage, injuries, or other claims, including all judgments, liens, liabilities, debts and obligations, related to use of said vehicle. The following rules shall govern use of the District owned vehicle(s):

1. Any and all persons that drive the vehicle are required to have the MVR’s of each individual run to ensure the individual has a clear MVR record and no driving infractions. The MVR can be processed through the District’s insurance company for a fee of $4.00 each or can be run through the Contractor’s own background screening functions; however, no one is permitted to drive the vehicle without a clear MVR record and the District reserves the right to request from Contractor, at any time, a full and accurate list of individuals authorized to drive the vehicle, along with each individual’s MVR record.

2. Each individual authorized to drive the District’s vehicle(s) must additionally execute the attached policy waivers, attached hereto as Exhibit D, and incorporated herein by this reference.

5. CONTRACTOR HIRING OF GENERAL MANAGER AND FIELD OPERATIONS MANAGER – PROCEDURES.

The Contractor shall be responsible for the Services, including the recruitment, selection and hiring of the position of General Manager and Field Operations Manager. In the event of turnover of such positions, upon selection of a successor candidate to fill either and both positions, the Contractor shall bring the respective candidates to the District Manager, providing the resume, background and list of qualifications of the candidate and proposed offer of employment. The compensation shall be as provided for herein unless otherwise approved by the District Board of Supervisors.

The District Manager shall have no more than thirty (30) days to review any candidate’s qualifications and job offer, and after such review may file an objection to the retention of the candidate. The District agrees to undertake expeditious review and consideration of such candidate. Only upon approval by the District Manager shall the Contractor complete the hiring

9 process. Any costs associated with the hiring of either of these positions (i.e., recruitment, advertising, or relocation expenses) shall be borne by the Contractor as part of the Compensation provided for herein. The District Manager’s approval or rejection of any candidate does not impute a hiring or firing decision for purposes of employment law or other laws or regulations.

The District cannot terminate the General Manager or Field Operations Manager. However, upon the determination of the District that the General Manager or Field Operations Manager are not fulfilling his or her assigned duties in a satisfactory manner, the District, through its District Manager, shall confer with the Contractor regarding the failure to provide services in compliance with this Agreement. The Contractor agrees to resolve such issues expeditiously. The District retains its rights to terminate the Contractor for lack of performance and as provided for herein. The District further reserves the right to hire the General Manager and/or the Field Operations Manager as District employees at any time upon direction of the Board.

6. GENERAL PROVISIONS.

a. All General Fund, Recreation Fund, Revenue Fund, if any, and Capital Fund Budgets (which includes budgeted capital expenditures and dispositions of managed property) must be approved by the Board of Supervisors.

b. Contractor is an independent contractor. Contractor shall have sole authority as an independent Contractor in dealing with its employees and shall be solely responsible for all necessary insurance payments (including workers’ compensation, as required by Florida law), payroll taxes and other deductions, and the provision of various benefits to its staff. Contractor shall be liable for the performance, or lack thereof, of employees of the District, of Contractor’s employees and contractors, licensees, lessees and vendors that are within the Contractor’s control. Contractor shall solely be responsible for oversight, control, direction and management of all personnel providing services of functions at the District and shall defend, hold the District harmless and indemnify the District against any employment or other related claims arising from the same. This provision is meant to be exhaustive such that any claims related to the provision of the Services arise, Contractor shall defend, hold the District harmless and indemnify the District and Contractor has been paid for the Services in consideration of the Services and the indemnification provisions provided for in this Agreement.

c. Contractor shall promptly respond to any and all emergencies or problems related to the Facilities and shall report to the District all known problems related to the Facilities in compliance with the District’s adopted policies, rules and procedures. Contractor shall ensure a safety plan and associated communication plan is developed and employees are properly trained on the same.

d. Contractor shall provide, at no additional cost to the District, company uniforms and appropriate and routine training, including but in no way limited to, in 10 personnel and human resources related matters, to all personnel providing the Services. e. Contractor shall provide annual evaluations of all employees staffed at the District, including District employees that Contractor oversees, at a minimum. Such evaluations shall be standardized and provided in accordance with best employment practices. Contractor shall train employees with supervisory responsibilities, or cause such employees to be trained, including but not limited to the General Manager and various department heads, in human resources and employment best practices. This training at a minimum shall include such topics as performance management and terminations, corrective actions, social networking best practices and the do’s and don’ts, harassment and discrimination, interviewing, and handling difficult employees/conflict resolution. f. All purchases made by any of the positions paid for pursuant to the Agreement or this Addendum will be in accordance with and subject to the District’s procurement and purchasing policies, Rules of Procedure and subject to all requirements for District procurement and purchases imposed by Florida law. The District will be responsible for all operating expenses pertaining to the day-to-day operation that will be reasonably necessary for a public purpose of the District. These will include, but not be limited to, the following: District telephone services, utilities, operating supplies, uniforms to the extent not provided for by Contractor as set forth herein, travel expenses for District employees consistent with the District’s reimbursement policies, and other related expenses to District specific operations not a part of the responsibilities of Contractor. No expenditure in excess of the amount budgeted for such may be made without prior Board approval except in the event of an emergency, in which case the Contractor shall report such expenditure and the reason for the emergency expense to the District Manager as soon as possible, but in no event later than seventy-two (72) hours. g. Costs incurred by Contractor due to emergencies or at the written direction of the District shall be reimbursed to Contractor at cost. Such reimbursements shall be paid only in accordance with receipts for such costs provided to the District by Contractor. The Contractor shall to the best of its ability, avoid paying directly for items and seeking reimbursements, as the District provides a credit card for expenditures and has several accounts open for purchases. h. The Parties agree that the Facilities shall be operated and maintained for a public purpose, and that any monies generated from the operation of the Facilities shall be remitted to the District and used to defray the public expense associated with operating and maintaining the Facilities consistent with the terms of this Agreement. The Contractor shall operate in a way that maintains the District’s tax exempt status. The District agrees to pay any applicable ad valorem taxes, except that the Contractor shall be responsible for payment of ad valorem taxes to the extent that the Facilities are made subject to ad valorem taxation as a result of

11 the Contractor’s failure to abide by the terms of this Agreement or the Districts’ rules or policies.

i. The District shall be responsible for all normal operating expenses of its day-to- day operation for its own employees. These include, but are not limited to, shipping and postage expenses, utilities, office set up and equipment expenses, District employee wages and benefits, and mileage reimbursement expenses for its employees and for District business and duties consistent with the District’s policies and procedures. Contractor shall endeavor to ensure fiscal responsibility and appropriateness of expenses for District employees.

j. The General Manager position staffed by Contractor shall (i) provide equal treatment and equal access to the Facilities for all residents and paid users, and (ii) maintain the assets of the District in a manner consistent with direction from the Board of Supervisors, through adopted budgets and other Board direction, and consistent with the District’s bond covenants. Any substantial operational or budget change shall only be made as approved by the Board of Supervisors. Substantial shall mean a change that affects the integrity of one of the District’s core programs or total projected operational fiscal year spending is expected to exceed the adopted fiscal year budget. The purchasing thresholds for the General Manager are pursuant to the policy adopted by the Board of Supervisors, which may be changed from time to time. The current policy is attached to this Agreement for reference purposes.

k. The Contractor shall additionally follow the District’s adopted Youth Safety Guidelines set forth in Exhibit E.

7. REVENUES FOR FACILITIES PROGRAMMING. Contractor is not entitled to any of the District revenues for Facilities programs except as set forth in Composite Exhibit C. The sole compensation for services provided hereunder are as defined herein, in the exhibits hereto, and as identified in this Agreement.

8. CARE OF THE PROPERTY. Contractor shall use all due care to protect the property of the District, authorized users, landowners and authorized guests from damage by Contractor or its employees or agents. Contractor agrees to commence repairs for any damage resulting from fault of the Contractor within twenty-four (24) hours. Any such repairs shall be at Contractor’s sole expense, unless otherwise agreed, in writing, by the District.

9. COMPLIANCE WITH GOVERNMENTAL REGULATIONS. In providing the Services, Contractor shall take any action necessary to promptly comply with any and all orders or requirements affecting the Facilities placed thereon by any governmental authority having jurisdiction. This includes Department of Health, Department of Business and Professional Regulation, Department of Environmental Protection or any other local or state agency having jurisdiction. Contractor shall comply with all employment related laws and best practices. However, Contractor shall not take any action under this paragraph if the District is contesting or has affirmed its intention to contest any such order or requirement. Contractor shall promptly and

12 in no event within more than seventy-two (72) hours notify the District in writing of all such orders or requirements.

10. INVESTIGATION AND REPORT OF ACCIDENTS/CLAIMS. Contractor shall promptly and in no event more than 48 hours provide a written report as to all accidents, injuries or claims for damage relating to the Facilities or related to the Services, including any damage or destruction of property, and shall cooperate and make any and all reports required by any insurance company, law enforcement agency or the District in connection therewith, unless the Board expressly directs Contractor otherwise, in writing. The District may adopt policies requiring more stringent reporting requirements of Contractor, which later adopted policies shall control; this paragraph is intended to set forth minimum standards.

11. TERMINATION. The District shall have the right to terminate this Agreement at any time upon written notice to Contractor due to Contractor’s failure to perform in accordance with the terms of this Agreement, or upon thirty (30) days’ written notice without cause and for any reason whatsoever. Contractor shall have the right to terminate this Agreement upon ninety (90) days’ written notice to the District stating a failure of the District to perform in accordance with the terms of this Agreement; provided, however, that the District shall be provided a reasonable opportunity to cure any failure under this Agreement. In the event either party terminates this Agreement, Contractor agrees to accept the balance due and owing to it at the effective date of termination for the work performed up to that date as sole means of recovery hereunder, subject to any offsets the District may have against Contractor. Upon termination of this Agreement, the Contractor shall, as soon as practicable, but in no event later than the effective date of termination or such other date as may be set forth below:

a. deliver to the District all materials, equipment, tools and supplies, keys, contracts and documents relating to the Facilities, the District operations, and such other accountings, papers, and records as the District shall request and are in the Contractor’s possession or under the Contractor’s reasonable direct control pertaining to the Facilities;

b. vacate any portion of the Facilities then accessed by the Contractor as a consequence of this Agreement; and

c. furnish all such information and take all such action as the District shall reasonably require in order to effect an orderly and systematic ending of the Contractor's duties and activities hereunder. Within ten (10) days after the effective date of any such termination, the Contractor shall deliver to the District any written reports required hereunder for any period not covered by prior reports at the time of termination.

12. INSURANCE.

a. Contractor shall maintain throughout the term of this Agreement the following insurance at the Contractor’s expense: i. Workers Compensation - statutory limits 13 ii. General liability insurance with the following limits: $3,000,000 General Aggregate $1,000,000 Products/Completed Operations $1,000,000 Personal & Advertising Injury $1,000,000 Each Occurrence iii. Comprehensive automobile liability insurance for all vehicles used by the Contractor or General Manager with respect to the operation of the Facilities whether non-owned or hired, with a combined single limit of $1,000,000. iv. Employment practices liability insurance iv. Employment theft dishonesty insurance in the amount of $500,000. v. Professional liability coverage in the amount of $1,000,000. vi. Abuse/Molestation coverage in the amount of $5,000,000. vii. Excess (Umbrella) liability policy in excess of the limits set forth in the provisions above, in the amount of $5,000,000.

b. Insurance obtained by Contractor shall be primary and noncontributory with respect to insurance outlined above. All such policies shall be issued by insurance companies licensed to do business in the state of Florida. The District, its Board members, the District Manager, District Counsel, and District Engineer, officers, and employees shall be listed as additional insureds on each such policy, and no policy may be canceled during the term of this Agreement without at least thirty (30) days written notice to the District. An insurance certificate evidencing compliance with this paragraph shall be sent to the District prior to the commencement of any performance under this Agreement. No policy may be canceled during the term of this Agreement.

13. INDEMNIFICATION.

a. Obligations under this paragraph shall include the payment of all settlements, judgments, damages, liquidated damages, penalties, forfeitures, back pay awards, court costs, arbitration and/or mediation costs, litigation expenses, attorney fees and paralegal fees (incurred in court, out of court, on appeal, or in bankruptcy proceedings) as ordered.

b. Contractor will defend, indemnify, save and hold the District, and its supervisors, officers, employees, professional staff, and assigns (the “District Indemnitees”) harmless from all loss, damage, injury or any other claims, including all judgments, liens, liabilities, debts and obligations resulting from the acts or omissions of Contractor's officers, directors, agents, assigns, employees or those over which Contractor has control pursuant to this Agreement. There is no limitation to this provision, it shall include but is not limited to, compliance with all laws, rules, regulations, permits and requirements of law, employment related

14 claims, damages arising from any act or omission related to any of the aforementioned persons, or other claims arising from the Services.

c. The indemnification rights herein contained shall be cumulative of, and in addition to, any and all rights, remedies and recourse to which the District shall be entitled, whether pursuant to some other provision of this Agreement, at law, or in equity. The provisions of this Section 13 shall survive the termination or expiration of this Agreement.

14. DEFAULT AND PROTECTION AGAINST THIRD PARTY INTERFERENCE. A default by either party under this Agreement shall entitle the other to all remedies available at law or in equity, which may include, but not be limited to, the right of damages, injunctive relief, and/or specific performance. The District shall be solely responsible for enforcing its rights under this Agreement against any interfering third party. Nothing contained herein shall limit or impair the District’s right to protect its rights from interference by a third party to this Agreement.

15. ENFORCEMENT OF AGREEMENT. In the event that either the District or Contractor is required to enforce this Agreement by court proceedings or otherwise, then the 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. The provisions of this Section 15 shall survive termination of this Agreement.

16. ENTIRE AGREEMENT. This instrument shall constitute the final and complete expression of the agreement between the Parties hereto relating to the subject matter of this Agreement.

17. 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 Parties hereto.

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

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

A. If to Contractor: [INSERT INFO] Attention: ______

B. If to District: Julington Creek Plantation Community Development District 2300 Glades Road, Suite 410W Boca Raton, Florida 33431

15 Attn: District Manager

With a copy to: Hopping Green & Sams P.A. 119 South Monroe Street, Suite 300 (32301) Post Office Box 6526 Tallahassee, Florida 32314 Attn: District Counsel

Except as otherwise provided in this Agreement, any Notice shall be deemed received only upon actual delivery at the address set forth above. Notices delivered after 5:00 p.m. (at the place of delivery) or on a non-business day, shall be deemed received on the next business day. If any 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 Contractor may deliver Notice on behalf of the District and Contractor. 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.

20. THIRD PARTY BENEFICIARIES. This Agreement is solely for the benefit of the Parties hereto, and no right or cause of action shall accrue upon or by reason of 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 corporation or other 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 Contractor and their respective representatives, successors, and assigns.

21. ASSIGNMENT. Neither the District nor Contractor may assign this Agreement or any monies to become due hereunder without the prior written approval of the other. Any purported assignment without such written approval is void.

22. CONTROLLING LAW AND VENUE. This Agreement and the provisions contained in this Agreement shall be construed, interpreted, and controlled according to the laws of the State of Florida. The Parties agree that venue for any action arising hereunder shall be in a court of appropriate jurisdiction in St. Johns County, Florida.

23. EFFECTIVE DATE. This Agreement shall be effective as of ______1, 2019 and after execution by both the District and Contractor and shall remain in effect until 11:59 p.m. on September 30, 20__, unless terminated or renewed for additional one year terms in accordance with the provisions herein.

24. COMPLIANCE WITH PUBLIC RECORDS LAWS. Contractor understands and agrees that all documents of any kind provided to the District in connection with this Agreement may be 16 public records, and, accordingly, Contractor agrees to comply with all applicable provisions of Florida law in handling such records, including but not limited to Section 119.0701, Florida Statutes. Contractor acknowledges that the designated public records custodian for the District is Craig Wrathell, District Manager (“Public Records Custodian”). Among other requirements and to the extent applicable by law, the Contractor shall 1) keep and maintain public records required by the District to perform the service; 2) upon request by the Public Records Custodian, provide the District with the requested public records or allow the records to be inspected or copied within a reasonable time period at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes; 3) ensure that public records which are exempt or confidential, and exempt from public records disclosure requirements, are not disclosed except as authorized by law for the duration of the contract term and following the contract term if the Contractor does not transfer the records to the Public Records Custodian of the District; and 4) upon completion of the contract, transfer to the District, at no cost, all public records in Contractor’s possession or, alternatively, keep, maintain and meet all applicable requirements for retaining public records pursuant to Florida laws. When such public records are transferred by the Contractor, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the District in a format that is compatible with Microsoft Word or Adobe PDF formats.

IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT 2300 GLADES ROAD, SUITE 410W, BOCA RATON, FLORIDA 33431, TOLL- FREE: (877) 276-0889, PHONE: (561) 571-0010, E-MAIL [email protected]

25. 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.

26. HEADINGS FOR CONVENIENCE ONLY. The descriptive headings in this Agreement are for convenience only and shall not control or affect the meaning or construction of any of the provisions of this Agreement.

27. 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.

28. 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, or had the opportunity to receive, the advice of counsel. In the case of a dispute concerning the interpretation of any provision of this

17 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.

29. 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 or law, 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.

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

Attest: JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT

______Secretary/Assistant Secretary Chairman/Vice-Chairman, Board of Supervisors

VESTA PROPERTY SERVICES, INC.

______By: ______Witness Print: ______Its: ______

______Print Name of Witness

Composite Exhibit A: Scope of Services Exhibit B: Organizational Chart Exhibit C: Compensation Exhibit D: Cell Phone and Safe Driving Policy Exhibit D: Youth Safety Guidelines

18 COMPOSITE EXHIBIT A Scope of Services for Amenity Facility Management, Administrative, Special Event Programming, Aquatic Management Services, Fitness and Related Services

19 [INSERT JOB DESCRIPTION AND MINIMIMUM QUALIFICATIONS AND HOURS OF GENERAL MANAGER, FIELD OPERATIONS MANAGER, FITNESS MANAGER, AQUATICS MANAGER, AND ALL OTHER MANAGEMENT POSITIONS]

Administrative Services

The general nature of these Administrative Services is to provide staffing of individuals with requisite education, knowledge, skill and experience in the positions of assistant general manager, recreation and resident relations director, human resources, front desk staff, payroll staff, finance staff and information technology services, along with all duties, right and responsibilities associated therewith, to the District. Such administrative services shall also include a top notch communication and resident relations plan that includes providing a minimum of weekly updates to the District’s residents of District events, informational items, successes and concerns, as applicable. The total fees charged for each position shall be as set forth below and shall be all inclusive of the staff positions set forth below and all associated wages, salaries, associated taxes, human resource administration, background checks, drug screening, and other employer’s payroll expenses, and any processing fees. The fees charged pursuant to this exhibit shall be billed monthly, in conformance with the invoicing terms set forth in the Agreement. The District reserves the right to contract for all or a portion of the Administrative Services, at the pricing reflected therein. Such election may occur at any time by the District and will reduce the total amount of this addendum by the corresponding position amount the District may elect to exclude. The District shall only be charged for the portion of Administrative Services rendered; if certain of the positions set forth herein are not staffed, the District shall not be charged for such positions.

20 Job Descriptions for Administrative Services

Division/Department: Administration Job Title: Administrative Assistant Reports to: Assistant GM/GM Hiring Authority: no Type of position: Hours 40/week o Full-time o Exempt Positions: o Part-time o Non-exempt o Intermittent o Contractor o Seasonal General Description

This is a part-time position currently. The position will assist Administration Department in processing invoices and daily deposits; processing payroll as provided by Department Managers; processing new hires and terminations, communicating with defined administrative vendors, record keeping; verifying departmental usage reports; departmental budget tracking assistant, ordering office supplies.

Daily Tasks:

 Process and file all invoices in appropriate vendor files.  Coordinate with Bookkeeper to verify deposits  Process Payroll through payroll vendor.  Maintain all staff personal files including onboarding and terminations.  Update all the User Numbers before each CDD Board Meeting for the General Manager.  Keep Master Organizational Chart up to date.  Coordinate with defined vendors to complete duties (i.e. office supply, payroll, HR)  Assist GM/Assistant GM in verifying department budgets  Order Admin office supplies

Work Experience Requirements  Office Experience preferred  Basic competency on Microsoft Office

Other Requirements  High School Graduate

21 Division/Department: Administration Job Title: Bookkeeper & Safety Coordinator Reports to: Assistant General Manager Hiring Authority: No Type of position: Hours: I______/week o Full-time o Exempt Positions: o Part-time o Non-exempt o Intermittent o Contractor o Seasonal General Description This position will report to the Assistant General Manager and be responsible for daily tracking of departmental deposits, depositing money in the bank daily, distributing flash reports to departments, ensuring Admin Assistant has correct deposit numbers for each departments, investigating discrepancies on deposits or charges, managing all background checks, reviewing safety reports from department managers, monitor sexual offender data, manage all safety information.

Administrative: Reconcile tennis commission payroll sheet against Flash Report Reconcile Sportsplex commission payroll sheets against Flash Report Record, balance and process reimbursement checks for employees from JCP Petty Cash account Daily Reconciliation: Remove deposits from the safe daily, Monday through Friday. Reconcile envelopes with the Product Sales Report and deposit log. Prepare daily deposit slip and do bank deposit. Enter deposit breakdown into appropriate General Ledger line item for District Manager. Reconcile the closing credit card reports to the daily batch totals located in Your Pay on a daily basis. Investigate any discrepancies, charge-backs, voids and refunds. Complete the daily Flash Report based on the numbers established from the bank deposit and the credit card reconciliation. Consolidate the monthly Credit Merchant Report totals. Proofread email blasts from webmaster before sent to residents Safety: Review Monthly Safety Inspection reports from all departments Facility Drill on all EAP Plans Submit all background checks to Federal Background Services Submit all “employment authorization” checks through E-Verify for new hires and rehires Facilitate post hire random drug tests Contact for New Offender Sexual Predator Alert notification. Maintain Sexual Offender database Act as Safety Communications Department Leader

Payroll: Backup for Administrative Assistant

Work Experience Requirements  Previous experience preferred

Other:  High School Diploma or Equivalent Required

22 Division/Department: Resident Relations Job Title: Recreation & Resident Relations Director Reports to: General Manager

Hiring Authority: Yes Type of position: Hours: 45 – 60 hrs./week o Full-time o Exempt Positions: Front Desk Assistant o Part-time o Non-exempt Manager, Front Desk Staff, MOD o Intermittent Staff o Contractor o Seasonal

General Description 1. Leading the development and delivery of solutions and materials supporting the internal and external communications strategies of JCP; 2. Developing communications strategies that support delivery of the overall strategy and priorities of the CDD; 3. Managing Front Desk staff (to include all daily ops listed above); 3. Implementing and managing new Customer Service Procedures; 4. Understanding and training staff on the proper use of new software 5. Serving as the Internal Communications Manager; 6. Being the Liaison between Department Managers and Front Desk staff to include comprehensive calendar management; 7. Assisting with the Brand Standard Book for JCP to ensure all logos are used appropriately and checking online for misrepresentation; 8. Redesigning and maintaining CDD website in real time; 9. Updating amenity photographs in communication tools: website, newsletters, social media and Eblast; 11. Managing CDD’s presence on social networking/websites; 12. Generating and distributing weekly news to residents; 13. Creating a new foyer environment to include kiosk for Resident Reservations/Welcome Center Desk, eliminating unnecessary paperwork and improving congestion in the lobby; 14. Managing the content and editing of the resident’s LIVING news publication; 15. Managing articles for presentation to local publications with GM’s direction; 16. Producing comprehensive print materials (for online use, too) for CDD, such as the Room Rental Packet, New Resident Welcome Package etc. 17. Coordinating bookings of rooms and maintaining proper use of facility rooms; 18. Hiring, training, and providing continuous communication and support to new/existing team members; 19. Planning and implementing special events to include seeking funding through sponsorships; 20. Serving as the IT in-house trouble-shooter and POC with IT; 21. Managing of the oversight of CCTV security display at the Front Desk; 22. Overseeing enrollment by Front Desk staff of new community users; 23. Overseeing user POS for amenities, including member fees, fitness, aquatics, tennis, camp and special events; 24. Maintaining the Physical Key Control System; 25. Overseeing the Renter/Tenant Accountability System (manual); and 25. Maintaining and administering the Front Desk budget. 26. Other Duties as assigned by General Manager

Education & Work Experience Requirements Bachelor’s degree from an accredited college or university with a major in Communications, Recreation, Hospitality or a closely related field,

Three (3) years of experience in communications, including three (3) years of supervisory experience, or any equivalent combination of training and experience. A valid Florida driver’s license is required.

23 Division/Department: Administration Location: 350 Plantation Club Pkwy Job Title: Resident Relations Desk Staff Reports to: Front Desk Manager Hiring Authority: No Type of position: Hours: varies /week o Full-time o Exempt Positions: o Part-time o Non-exempt o Intermittent o Contractor o Seasonal General Description The Front Desk Staff are the first point of contact for visitors to the Recreation Center and therefore must provide attentive, efficient and courteous service and be professional, knowledgeable, cheerful and helpful.  Greet all who enter the facility  Answer questions relating to the community and the CDD  Monitor access card scans & guest sign ins to insure only residents, members or their guests are entering facility  Issue access cards/replacement cards  Answer phone inquiries, take messages, transfer calls to appropriate departments  Handle complaints or refer to manager if needed  Handle cash, check and credit card transactions on the POS for - Non-CDD membership payments, fitness classes, fitness programs, personal training, aqua fitness classes and tennis court fees, tennis ball machine rental, skate and basketball programs, aquatics, special events  Sell limited Merchandise  Issue fitness/aquatic monthly unlimited passes and class passes  Pull reports and balance POS drawer  Maintain and reconcile Front Desk, Fitness, Aquatics, Tennis, and Sports Plex tills  Be knowledgeable about and promote all departmental programs/events  Schedule tennis court reservations  Schedule park pavilion and recreation office reservations and handle payments  Make copies, send faxes, and file completed forms and other items as needed  Take appropriate actions in emergency situations as outlined in the employee manual  Communicate information to residents/annual members about pool and tennis court closures due to weather or biohazards  Oversee the Recreation Center employee key check out and return  Check in members and guests for pool parties, dance lessons, multi-purpose room events, etc  Distribute mail/ups/fed ex to appropriate departments  Be familiar with the JCPCDD Rules & Regulations  Maintain front desk area in a neat and orderly manner, resupply front desk forms and fitness/aquatic schedules  Other duties as assigned by Resident Relations Director Work Experience Requirements  Excellent communication and phone skills  Multi-task in a fast-paced environment  Basic computer competency skills/Type 25 wpm  Accurately count and balance cash drawer  Good organizational skills  Work varied shifts, including early mornings, evenings, weekends and holidays

24 Aquatic Management Scope of Services

25 EVENT STAFFING SERVICES

1. Individual staffer(s) is only to be scheduled after 5 p.m. on weekdays and on Saturday and Sunday when renters book a party in the Recreation Center. 2. Individual staffer(s) will be assigned to the party (or multiple parties should the rooms be rented separately - i.e. one person for multiple parties) for the entire time the party is booked. 3. Individual staffer(s) duties will be to assist with opening/closing the room, attending to A/V needs, attending to any issues that could arise (to include AC not working, door not closing, partition not working, etc.), attending to restroom issues in coordination with housekeeping department, monitoring the potential for outside alcohol use, monitoring other facility usage (i.e. not allowing guests to wander to patio or other areas of the facility that are not rented), coordinating with catering contractor, and making sure facility has been picked up as per contract. 4. The charge for this additional team member shall not exceed $_____ per hour. An invoice for such services shall be provided to the District monthly, in conjunction with other billings under the Agreement.

26 FITNESS STAFFING SERVICES

27 EXHIBIT B ORGANIZATIONAL CHART

28 EXHIBIT C COMPENSATION

29 Exhibit D

Use of Cell Phones And Handheld Devices and Safe Driving

It is the policy of the Julington Creek Plantation Community Development District (“District”) and ______(“Contractor”) that when operating a vehicle in furtherance of an employee or contractors duties that any use of cellular phones or other wireless communication devices for texting or instant messaging is strictly prohibited. When absolutely necessary in furtherance of an employee or contractors duties, handheld or hands free use of cellular phones or other wireless communication devices for voice communications must be restricted to periods conducive to continued safe operation of the vehicle. Employees or contractors utilizing vehicles in furtherance of said employee or contractors duties shall be mindful of common distractions, such as eating or drinking, adjusting the vehicle’s climate controls or reaching for objects: anything that removes your hands from the steering wheel, takes your eyes off the road, or disrupts your concentration can put you and others at risk.

Drivers are expected to operate the vehicle within the limits set by federal, state and local laws and regulations. No riders are allowed in District or Contractor owned vehicles without prior written authorization by management.

Said employee or contractor is furthermore required to strictly adhere to a no tolerance of drugs or alcohol policy.

Any individual who violate this policy will be subject to disciplinary action, up to and including employment termination.

I have read and understand the policy stated above.

PRINT FULL NAME ______

SIGNATURE______

DATE ______

30 Exhibit E

Youth Program Safety Guidelines

Introduction

To help protect minors, the Julington Creek Plantation Community Development District has developed the following list of guidelines. It is important that Contractor’s paid staff, volunteers, parents and athletes understand and be educated on these guidelines and, to the extent practical, abide by these guidelines.

Purpose

These procedures are designed to reduce the risk of child sexual abuse in order to:

 Provide a safe and secure environment for children, youth, adults, members, volunteers, visitors, and Contractor and its paid staff.

 Satisfy the concerns of parents and staff members with a screening process for Contractors and volunteers overseeing youth programs at the District.

 Provide a system to respond to alleged victims of sexual abuse and their families, as well as the alleged perpetrator.

 Reduce the possibility of false accusations of sexual abuse made against Contractor, its paid staff, and volunteers.

Protection and Prevention

Volunteer and Employee Screening Procedures: Screening procedures are to be used with paid staff and volunteers who are entrusted with the care and supervision of minors or a person who directly oversees and/or exerts control or oversight over minors. These may include an employment and volunteer application requiring submittal of personal references and criminal history information. References should be checked. Criminal background checks shall be conducted on all paid staff and volunteers who are entrusted with the care and supervision of minors or a person who directly oversees and/or exerts control or oversight over minors. All criminal background checks will be updated periodically. This does not apply to occasional meet or event volunteers (timers, runners, marshals, etc.) who have only limited contact with athletes.

Supervision Procedures

Unless an extenuating situation exists, Contractor:

 Will have adequate number of screened and trained paid staff or volunteers present at practices and events involving minors. Supervision will increase in proportion to the risk of the activity.

31  Will monitor facilities during activities involving minors.

 Will endeavor to release minors (here, minors is defined as children ages 15 and younger) only to a parent, guardian, or provided list of emergency contacts consented to in writing by parent/guardian.  Will obtain written parental permission, including a signed medical treatment form and emergency contacts, before taking minors on trips and should provide information regarding the trip.

 Will use two screened staff or volunteers when transporting minors in vehicles unless the parent(s)/guardian(s) sign a waiver allowing for a single screened staff or volunteer to transport his/her minor.

 Minors under five should be accompanied to the restroom and the paid staff or volunteer wait outside the facility to escort the child back to the activity. Whenever possible, the escort will be the same sex as the child.

 Provide periodic monitoring of restroom facilities and encourage minors to report any inappropriate behavior they may hear or witness to paid staff or volunteer.

 Will encourage minors to use a "buddy system" whenever minors go on trips off of District property.

 Will screen all paid staff and volunteers and approve those individuals in advance for any overnight activities that include oversight and control of minors.

 Will designate a "confidential counselor" to whom any minor can go at any time, without special permission, to discuss any problems he or she is having.

Behavioral Guidelines for Paid Staff and Volunteer

All volunteers and paid staff will observe the following guidelines:

 Do not provide alcoholic beverages, tobacco, drugs, contraband, or anything that is prohibited by law to minors.

 Whenever possible, at least two unrelated paid staff or volunteers will be in the room when minors are present. Doors will be left fully open if one adult needs to leave the room temporarily and during arrival to the practice or event before both adults are present. Speaking to a minor or minors one-on-one should be done in public settings where staff or volunteers are in sight.

 Avoid all inappropriate touching with minors. All touching shall be based on the needs of the individual being touched, not on the needs of the volunteer or paid staff. In the event a minor initiates physical contact and/or inappropriate touching, it is appropriate to inform the minor that such touching is inappropriate.

32  Never engage in physical discipline of a minor. Volunteers and paid staff shall not abuse minors in any way, including but not limited to physical abuse, verbal/mental abuse, emotional abuse, and sexual abuse of any kind.

 If you recognize an inappropriate relationship developing between a minor and adult, report such suspicions immediately to the confidential counselor or other with supervisory authority.

 Maintain clear professional boundaries with all minors and if you feel uncomfortable, refer the minor to another individual with supervisory authority.

 If one-on-one coaching or instruction is necessary, avoid meeting in isolated environments.

 Anyone who observes abuse of a minor will take appropriate steps to immediately intervene and provide assistance. Report any inappropriate conduct to the proper authorities and to the District, through its counsel, immediately.

 Provide clear expectations of behavior for both adult-athlete and athlete-athlete interactions for the protection of all persons involved.

 Use of audio or visual recording devices, including a cell phone camera, is not allowed in restrooms or changing areas.

Disqualification

No person may be entrusted with the care and supervision of minors or may directly oversee and/or exert control or oversight over minors who has been convicted of the offenses outlined below, been on a probated sentence or received deferred adjudication for any offense outlined below, or has presently pending any criminal charges for any offense outlined below until a determination of guilt or innocence has been made, including any person who is presently on deferred adjudication. The following offenses disqualify a person from care, supervision, control, or oversight of minors:

 Any offense against minors as defined by state law.

 A misdemeanor or felony offense as defined by state law that is classified as sexual assault, indecency with a minor or adult, assault of a minor or adult, injury to a minor or adult, abandoning or endangering a minor, sexual performance with a minor or adult, possession or promoting child pornography, enticing a minor, bigamy, incest, drug-related offenses, or family violence.

 A prior criminal history of an offense against minors.

33 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 7Di THE ST. AUGUSTINE RECORD NOTICE OF RULE DEVELOPMENT Affidavit of Publication BY TI IE .JULINGTON CREEK PL\NTATION COMMUNITY DE\'ELOPMENT DISTRICT In ac:rurda.nc...· '¥I.1th Chapter.- l:YO und 120, F1orida Statutes. the JULINGTON JULINGTON CREEK PLANTATION CDD CREEK PLANTATION L'OMMUNITY DEYELOPMENJ" mSTRJCT hereby 2300 GLADES RD, STE 410W gives notice of Jt~ inLent to amend <::fr taht section~ of the Distrkt's Rules o1 Pn.K..'t>t;lun; previously adopt,ed b_y rult' BOCA RATON, FL 33431 on. JanuH.f)· 14. 2.014. and tht' ~.\menities Rul('s Hii:ndbook. pr-c,iously adopted hy T1.Jlit' on April 27~2017 . 1lic amendment.-. to the Rules of Proce dure addres.!i such ar~as as tht> Boa.rd of ACCT: 19059 Super.isol"'5, office~ and ,·oting, district AD# 0003144438-0 I office.s. public infonnation and inspec tion of records, polici~. public mttt ing&, hearings and workshops; PO# rulemaking proceedings and competi ti,·e purchii..Se ind.udin,g proeedure un der th,e Consultan\5 Cornp(!tifo.:e Nego PllBLISIIED EVERY MORNING SI INDAY TIIROllGIJ SATIIRDAY tiation Act1 procedure regarding auditor sc!cction, purchase of in~ura.ncc, pn: ST. AUC,UST!NE AND ST. JOHNS COllNTY. FLORIDA qualifiration, construction contr.\cLo:;:, goods, sup_plies 1md mat~ria.k rnairite mmcc scn1cc!i, contractual 5cn-:icc~ and protcst.!i with rcspcC'I to prorccdinb~, a..-; ~~1~i~~ a~r :~erois~:i;[ thi{~"::1c~S~ menu; lo the .·\menjty Rules Handbook address suspension and termination ot STATE OF FLORIDA privile-f!;es lo USt' tl1e Di!!itrict's fa.C'i)jti-es. COUNTY OF ST. JOHNS The purpast' Hn

02/21/2019. A public htaring "'ill be conducted by the Roarrl of Supervi~rs {"'Board .. ) of the Julington Creek Phrntalim1 Com• n1unity Development District ('"Distric• t") on Tuc.sda:}'. Man:h 26, 2019, at 6:01: p.m., at Julingtnn Creek Plantation A ffiant further says that the St. Augustine Record is a newspaper Cluh, 3r,o Plantalion Clul1 Parkway, St. Johns Florida, 322:19. A copy oF the published at St. Augustine, in St. Johns County, Florida, and that proposed nile amendment may be ob• ta.ined b1,· contacting the District's Man• the said newspaper heretofore has been continuously published in ager, c/0 WratheJl, Hunt & .Associates. LLC, 2.~00 Glade< Ro•d, Suite 410W, said St. Johns County, Florida each day and has been entered as l:fot·.a Raton, Florida 33431. or al (B77l second class mail matter at the post office in the City of St. 276-0889. Augustine, in said St. Johns County, Florida for a period of one H()wll,.ftl M1..-GafTm-")' Di::,1riL1 MilDiLge:r year preceding the first publication of the attached copy of Ofl0~.:114"'4:Jk FchrUBI'}' .11. -:lOl~ advertisement; and affiant further says the he/she has neither paid nor promised any person, fim1 or corporation any discount, rebate, commission. or refund for the purpose of securing this advertisement for publication in said newspaper.

m to and subsc~i~o/i before me this __ day of FEB 2 1 2019 .'rr)LQ lll~ll?rnu? who is personally known to me has produced as identification THE ST. AUGUSTINE RECORD NOllet: 01· RULl::MAKING RE, Affidavit of Publication (:AJIDING nn; RULES OF PRO('.t; PURE OfTl:l li JULIS<.,Y)N CRlif.K PIANTATION COMJ,1 UNffi" DI>~"liLOl'MJ::NT Dl~TRl<..T JULINGTON CREEK PLANTATION COD A 1~,Mk l1,0rlu~ ,.ill be oonduOlt1 dub Poli,.,.,.,-, S, Ji>l,n~ Florida 3,2~. In oC«>rJ -..i1l1 0 1&pl.,.. t20 ood 190, ACCT: 19059 f1oridn Stat11t&, tJ,e Di:;trict brn.•h)· gj,.'t'$ the puhlic ootic.~ (Ir il.8 in lt-nl ti) AD# 0003144457-01 atnend ~~.iin 81.'Ction.9 ul il!I Ruleh of l'ro,:,edur,, pn,,·ioo,ly >OOt>1«'1 by nil< o.n Ja.nmu1 H. ~I+. a.nd .•\meniul'J PO# Rule, Houcll,oc)k. pn:viooJy adupt,,d b)· m1C' on April ~7. 2or;.

PUBLISHED EVERY MORNING SUNDAY THROUGH SATURDAY ~,~r\j',,: '::;~~fr..~I~ ~f fr=i~ ST. AUGUSTINE AND ST. JOHNS COUNTY, FLORIDA anJ. Amtniti~ Ralc, Hantlbuol is 10 pnnide lur d'tiaent .an.d drml'\-r Im· trict o~ratio~. Priur notior of ndc ~ vt'luprnent wa., pnbli,t,~tJ in tht! St. Au i;u,tmc R«ord ""Febnmy 21, 201!).

1''1c •=dn,onts lo the Rules of Proa,• clUtt ;uld.,.,.. wch nn,ns •• the Board of STATE OF FLORIDA S1:1pc"•isor1, uffiun .md ,VU~. district offit.'n, public informntioo ilnd impec COUNTY OF ST. JOHNS tion ol tteonls. pol~. p11baic tnttl· ing:s. hm.rinp nod V.'O~ho~ n,J('ffl;ik.:ini prDCt.'Minp and ®mpr'li Before the undersigned authority personally appeared JAMIE tiv-r purduu, inchJding proccdu~ UJ1· dtr thie Ct,ruult..ants C.ompetitn"C: ~ WILLIAMS who on oath says he/she is an Employee of the St. ti.J.tion Act. 111:'0Crdure rcpr

The purpost. and effect o{ tlic amcud• menu lo tho Ruh af Pmcooun, ru>d Affiant further says that the St. Augustine Record is a newspaper Amenity Ru.k:s lfondbool:: is co Jlf'O'l.idr fnr efficient a.nd ~ff~-c Distri.c:t aptt.t• published at St. Augustine, in St. Johns County, Florida, and that tioru. The Je;gal olllhnril)· for the odop, tion of th,e propo,cd nmcodl11ttlu in, the said newspaper heretofore has been continuously published in clud« Scaion,; 190.on(,s), 1911.011(15) Md 19(1.0:}5, Fl.arid• Stuut= 1be "I"'" said St. Johns County, Florida each day and has been entered as cific lnw,;; j,u()H"fflffltM include, but a.tt nnc. limited M, &ction:e 112...0S. second class mail matter at the post office in the City of St. 112..114-~. l19.07. 120..69, lf19.05:l., 190.oor.. 190.007, 1~ui0'1, 190.011 (3). Augustine, in said St. Johns County, Florida for a period of one 190.011(.5), l!/0.011(15), 190.012, year preceding the first publication of the attached copy of 190.03,'.I, 190.0:15, 21A.:)91, 25~ '255.0516, 255,.0.525- 25,5.20. 21,(,.0IM, advertisement; and affiant further says the he/she has neither paid 2fltton~ :2Mi.01u. :1R7.011,. 2s1.o.1i.S an< :2Fl7.QRt1 }ilctTidaS,tmu1cs.. nor promised any person, firm or corporation any discount, rebate, commission, or refund for the purpose of securing this :,'t~J;f~h :';ffi~~ff: :~~I:!!; 11 advertisement for publication in said newspaper. ~ 1~~~;:l,()~t.. ,,,~1.1:"i~.:z muu l<1riNd a1 n J)Ul-lic h6S!tlnar 6'uch prnotl FEB 2 2 201 ile-Od ,, "1IX'J1om•, A11y J)f'rrott 1\'((triri11i 4~ •l\::U1111111., J"1ioo~ 11l thi,- nk.'1in~ ll(,•;n.ttl' of.a di!:-· :1bili1, or 1d1)bil·•l if11J1airulllt'flt should ct.1tJ131<'t tlu: Di!'lri1.1 }.fooa;,:t.-r 11t 1.:.-,~ ~rt.v~ii:hl (-48) I.K•u.r.,_Jirior h,.1 tl,c m~~t mi:, I( )OU Hf'e ht.!allH~ tlr ~1ot't,;h 1m- ~~~ l~~~~H~l111;J~~il ~fJ"iii t."t.lnl.Ktini: the Dhtrict N a 11.s.~t"r. 1 A t TJP)' of tht' e;ur~ l\1.111.!J of ) roC\'· 1.\~~(}t~ ..imtd by ront;n:tinx th..:

HO"·.utl ML-Gl.lfDt? , District M.tn.t.,~r J\llill~QII crm Pl1ml:ition Cummunjtr ~tltJJIOIClfl Di~n.1 uuUJt'l-H-57 Fl'l,rJury :n. 20 1t1 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 7Dii RESOLUTION 2019-05

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT ADOPTING RULES OF PROCEDURE AND AMENITIES RULES; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, Julington Creek Plantation Community Development District (“District”) is a local unit of special purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated entirely within St. Johns County, Florida; and

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

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

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

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE WIREGRASS II COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. The attached Rules of Procedure and Amenities Rules are hereby adopted pursuant to this resolution as necessary for the conduct of District business. These Rules of Procedure and Amenities Rules shall stay in full force and effect until such time as the Board of Supervisors may amend these rules in accordance with Chapter 190, Florida Statutes.

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

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

PASSED AND ADOPTED this ___ day of March, 2019.

ATTEST: JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT

______Secretary/Assistant Secretary Chair/Vice Chair, Board of Supervisors

Exhibit A: Rules of Procedure Exhibit B: Amenities Rules EXHIBIT A: RULES OF PROCEDURE

PART 2: Julington Creek Plantation Community Development District Disciplinary & Enforcement Rule

Law Implemented: ss. 120.69, 190.011, 190.012, Fla. Stat. (2018) Effective Date: March 28, 2019

In accordance with Chapters 190 and 120 of the Florida Statutes, and on March 28, 2019 at a duly noticed public meeting, the Board of Supervisors of the Julington Creek Plantation Community Development District adopted the following rules / policies to govern disciplinary and enforcement matters. All prior rules / policies of the District governing this subject matter are hereby rescinded.

SUSPENSION AND TERMINATION OF PRIVILEGES

1. Introduction. This rule addresses disciplinary and enforcement matters relating to the use of the amenities and other properties owned and managed by the District (“Amenities” or “Amenity”).

2. General Rule. All persons using the Amenities and entering District properties are responsible for compliance with, and shall comply with, the Amenities Rules established for the safe operations of the District’s Amenities.

3. Suspension of Rights. The District, through its Board, District Manager, and General Manager, shall have the right to restrict, suspend, or terminate the Amenity privileges of any person to use the Amenities for any of the following behavior:

a. Submits false information on any application for use of the Amenities; b. Permits the unauthorized use of an Access Card; c. Exhibits unsatisfactory behavior, deportment or appearance; d. Fails to pay amounts owed to the District in a proper and timely manner; e. Fails to abide by any District rules or policies (e.g., Amenity Rules); f. Treats the District’s supervisors, staff, general/amenity management, contractors, or other representatives, or other residents or guests, in an unreasonable or abusive manner; g. Damages or destroys District property; h. Engages in conduct that is improper or likely to endanger the health, safety, or welfare of the District, or its supervisors, staff, amenities management, contractors, or other representatives, or other residents or Guests; or i. Commits or is alleged, in good faith, to have committed a crime on or off District property that leads the District to reasonably believe endangers District residents, staff and Guests. 1 4. Authority of District Manager and General Manager. The District Manager, General Manager or their designee has the ability to remove any person from one or all Amenities if any of the above-referenced behaviors are exhibited or actions committed or if in his/her discretion it is the District’s best interests to do so. The District Manager, General Manager or their designee may at any time restrict or suspend for cause or causes, including but not limited to those described above, any person’s privileges to use any or all of the Amenities until the next regularly scheduled meeting of the Board of Supervisors.

5. Process for Termination or Suspension of Amenity Privileges.

a. Offenses: i. First Offense: Verbal warning by Amenity staff and suspension from the Amenities for up to one week from the commencement of the suspension. Violation is recorded by Amenity staff, signed by the individual offender(s), and held on file at the Amenity. ii. Second Offense: Automatic suspension of all Amenity privileges for up to thirty days from the commencement of the suspension, with the preparation by Amenity staff of a written report to be signed by the offender(s) and filed at the Amenity. iii. Third Offense: Suspension of all Amenity privileges for up to one year. Such suspension shall run to the next regular meeting of the Board of Supervisors. At said meeting, the record of all previous offenses will be presented to the Board for recommendation of termination of the offender(s) privileges for one calendar year. The length of the suspension is in the discretion of the Board and may be for more or less than one year, depending on the nature of the violation.

b. Each offense shall expire one year after such offense was committed, except in cases of egregious behavior that, in the discretion of the Board, may warrant a longer or even permanent suspension. After the expiration of one year, or longer as provided for herein, the number of offenses on record for such offender(s) shall be reduced by one. For example, if a first offense is committed on February 1 and a second offense on August 1, there will be two offenses on record until February 1 of the following year, at which time the first offense will expire, and the second offense will thereafter be considered a first offense until it expires on the following August 1. The provisions of this Paragraph shall not at any time serve to reduce any suspensions or terminations, which may have been imposed prior to the expiration of any offenses.

Notwithstanding the foregoing, any time a user of the Amenity is arrested for an act committed, or allegedly committed, while on the premises of the Amenity, or violates these Policies in a manner that, in the discretion of the District Manager or General Manager upon 2 consultation with one Board member, justifies suspension beyond the guidelines set forth above, such offender(s) shall have all amenity privileges immediately suspended until the next Board of Supervisors meeting. At the Board meeting, the Board will be presented with the facts surrounding the arrest or violation and the Board may make a recommendation of suspension or termination of the offender(s) privileges, which suspension or termination may include members of the offender(s) household and may, upon the first offense, equal to or exceed one year. In particular situations that pose a long term or continuing threat to the health, safety and welfare of the District and its residents and users, permanent termination of Amenity privileges may be considered and warranted.

c. Any suspension or termination of Amenity privileges may be appealed to the Board of Supervisors for reversal or reduction. The Board’s decision on appeal shall be final.

6. Legal Action; Criminal Prosecution. If any person is found to have committed any of the infractions noted in Section 3 above, such person may additionally be subject to arrest for trespassing or other applicable legal action, civil or criminal in nature.

7. Severability. If any section, paragraph, clause or provision of this rule shall be held to be invalid or ineffective for any reason, the remainder of this rule shall continue in full force and effect, it being expressly hereby found and declared that the remainder of this rule would have been adopted despite the invalidity or ineffectiveness of such section,

3 EXHIBIT B: AMENITIES RULES

RULES OF PROCEDURE JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT

TABLE OF CONTENTS Page

1.0 General ...... 2

1.1 Board of Supervisors; Officers and Voting ...... 3

1.2 District Offices; Public Information and Inspection of Records; Policies; Service Contract Requirements...... 7 7

1.3 Public Meetings, Hearings, and Workshops ...... 10

2.0 Rulemaking Proceedings ...... 15

3.0 Competitive Purchase ...... 21

3.1 Procedure Under the Consultants’ Competitive Negotiation Act ...... 26

3.2 Procedure Regarding Auditor Selection ...... 30

3.3 Purchase of Insurance ...... 34

3.4 Pre-qualification ...... 36

3.5 Construction Contracts, Not Design-Build ...... 39

3.6 Construction Contracts, Design-Build ...... 43

3.7 Payment and Performance Bonds...... 48

3.8 Goods, Supplies, and Materials ...... 49

3.9 Maintenance Services ...... 53

3.10 Contractual Services ...... 56

3.11 Protests with Respect to Proceedings under Rules 3.1, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, and 3.9 ...... 57

4.0 Effective Date ...... 60

Rule 1.0 General.

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

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

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

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

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

Rule 1.1 Board of Supervisors; Officers and Voting.

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

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

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

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

(d) Unless otherwise provided for by an act of the Board, any one Board member may attend a mediation session on behalf of the Board. Any agreement resulting from such mediation session must be approved pursuant to subsection (1)(c) of this Rule.

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

(a) The Chairperson must be a member of the Board. If the Chairperson resigns from office or ceases to be a member of the Board, the Vice- Chairperson shall act as the Chairperson until such time as the Board can hold an election of officers. The Chairperson serves at the pleasure of the Board. The Chairperson shall be authorized to execute resolutions and contracts on the District’s behalf. The Chairperson shall convene and

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

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

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

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

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

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

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

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

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

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

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

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

If the Board member was elected at a landowner’s election or appointed to fill a vacancy of a seat last filled at a landowner’s election, the Board member may vote or abstain from voting on the matter at issue. If the Board member was elected by electors residing within the District, the Board member is prohibited from voting on the matter at issue. In the event that the Board member intends to abstain or is prohibited from voting, such Board member shall not participate in the discussion on the item subject to the vote.

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

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

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

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

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

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

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

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

(b) Official minutes of meetings, including adopted resolutions of the Board;

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

(d) Adopted engineer’s reports;

(e) Adopted assessment methodologies/reports;

(f) Adopted disclosure of public financing;

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

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

(i) District policies and rules;

(j) Fiscal year end audits; and

(k) Adopted budget for the current fiscal year.

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

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

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

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

(4) Fees; Copies. Copies of public records shall be made available to the requesting person at a charge of $0.15 per page for one-sided copies and $0.20 per page for two-sided copies if not more than 8 ½ by 14 inches. For copies of public records in excess of the sizes listed in this section and for outside duplication services, the charge shall be equal to the actual cost of reproduction. Certified copies of public records shall be made available at a charge of one dollar ($1.00) per page. If the nature or volume of records requested requires extensive use of information technology resources or extensive clerical or supervisory assistance, the District may charge, in addition to the duplication charge, a special service charge that is based on the cost the District incurs to produce the records requested. This charge may include, but is not limited to, the cost of information technology resource, employee labor, and fees charged to the District by consultants employed in fulfilling the request. In cases where the special service charge is based in whole or in part on the costs incurred by the District due to employee labor, consultant fees, or other forms of labor, those portions of the charge shall be calculated based on the lowest labor cost of an individual who is qualified to perform the labor. For purposes of this Rule, the word “extensive” shall mean that it will take more than 15 minutes to locate, review for confidential information, copy and re-file the requested material. In cases where extensive personnel time is determined by the District to be necessary to safeguard original records being inspected, the special service charge provided for in the section shall apply. If the total fees, including but not limited to special service charges, are anticipated to exceed twenty-five dollars ($25.00), then, prior to commencing work on the request, the District will inform the person making the public records request of the estimated cost, with the understanding that the final cost may vary from that estimate. If the person making the public records request decides to proceed with the request, payment of the estimated cost is required in advance. Should the person fail to pay the estimate, the District is under no duty to produce the requested records. After the request has been fulfilled, additional payments or credits may be due. The District is under no duty to produce records in response to future records requests if the

person making the request owes the District for past unpaid duplication charges, special service charges, or other required payments or credits.

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

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat. Law Implemented: §§ 119.0701, 190.006, 119.07, Fla. Stat.

Rule 1.3 Public Meetings, Hearings, and Workshops.

(1) Notice. Except in emergencies, or as otherwise required by statute or these Rules, at least seven (7) days, but no more than thirty (30) days public notice shall be given of any public meeting, hearing or workshop of the Board. Public notice shall be given by publication in a newspaper of general circulation in the District and in the county in which the District is located. “General circulation” means a publication that is printed and published at least once a week for the preceding year, offering at least 25% of its words in the English language, qualifies as a periodicals material for postal purposes in the county in which the District is located, is for sale to the public generally, is available to the public generally for the publication of official or other notices, and is customarily containing information of a public character or of interest or of value to the residents or owners of property in the county where published, or of interest or of value to the general public. The annual meeting notice required to be published by Section 189.015 of the Florida Statutes, shall be published in a newspaper not of limited subject matter, which is published at least five days a week, unless the only newspaper in the county is published less than five days a week. Each Notice shall state, as applicable:

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

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

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

(d) The following language: “Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodations to participate in this meeting/hearing/workshop is asked to advise the District Office at least forty-eight (48) hours before the meeting/hearing/workshop by contacting the District Manager at (561) 571-0010. If you are hearing or speech impaired, please contact the Florida Relay Service at 1 (800) 955-8770, who can aid you in contacting the District Office.”

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

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

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

(3) Agenda. The District Manager, under the guidance of District Counsel and the Chairperson or Vice-Chairperson, shall prepare an agenda of the meeting/hearing/workshop. The agenda and any meeting materials available in an electronic format, excluding any confidential and exempt information, shall be available to the public at least seven days before the meeting/hearing/workshop, except in an emergency. Meeting materials shall be defined as, and limited to, the agenda, meeting minutes, resolutions, and agreements of the District that District staff deem necessary for Board approval. Inclusion of additional materials for Board consideration other than those defined herein as “meeting materials” shall not convert such materials into “meeting materials.” For good cause, the agenda may be changed after it is first made available for distribution. The requirement of good cause shall be liberally construed to allow the District to efficiently conduct business and to avoid the expenses associated with special meetings.

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

Call to order Roll call Public comment Organizational matters Review of minutes Specific items of old business Specific items of new business Staff reports (a) District Counsel (b) District Engineer (c) District Manager 1. Financial Report 2. Approval of Expenditures Supervisor’s requests and comments Public comment Adjournment

(4) Minutes. The Secretary shall be responsible for preparing and keeping the minutes of each meeting of the Board. Minutes shall be corrected and approved by the

Board at a subsequent meeting. The Secretary may work with other staff members in preparing draft minutes for the Board’s consideration.

(5) Special Requests. Persons wishing to receive, by mail, notices or agendas of meetings, may so advise the District Manager or Secretary at the District Office. Such persons shall furnish a mailing address in writing and shall be required to pre-pay the cost of the copying and postage.

(6) Emergency Meetings. The Chairperson, or Vice-Chairperson if the Chairperson is unavailable, upon consultation with the District Manager and District Counsel, if available, may convene an emergency meeting of the Board without first having complied with sections (1) and (3) of this Rule, to act on emergency matters that may affect the public health, safety, or welfare. Whenever possible, the District Manager shall make reasonable efforts to provide public notice and notify all Board members of an emergency meeting twenty-four (24) hours in advance. Reasonable efforts may include telephone notification. Notice of the emergency meeting must be provided both before and after the meeting on the District’s website, if it has one. Whenever an emergency meeting is called, the District Manager shall be responsible for notifying at least one newspaper of general circulation in the District. After an emergency meeting, the Board shall publish in a newspaper of general circulation in the District, the time, date and place of the emergency meeting, the reasons why an emergency meeting was necessary, and a description of the action taken. Actions taken at an emergency meeting may be ratified by the Board at a regularly noticed meeting subsequently held.

(7) Public Comment. The Board shall set aside a reasonable amount of time at each meeting for public comment and members of the public shall be permitted to provide comment on any proposition before the Board. The portion of the meeting generally reserved for public comment shall be identified in the agenda. Policies governing public comment may be adopted by the Board in accordance with Florida law.

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

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

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

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

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

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

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

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

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

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat. Law Implemented: §§ 189.069(2)(a)16, 190.006, 190.007, 190.008, 286.0105, 286.011, 286.0114, Fla. Stat.

Rule 2.0 Rulemaking Proceedings.

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

(2) Notice of Rule Development.

(a) Except when the intended action is the repeal of a Rule, the District shall provide notice of the development of a proposed rule by publication of a Notice of Rule Development in a newspaper of general circulation in the District before providing notice of a proposed rule as required by section (3) of this Rule. Consequently, the Notice of Rule Development shall be published at least twenty-nine (29) days prior to the public hearing on the proposed Rule. The Notice of Rule Development shall indicate the subject area to be addressed by rule development, provide a short, plain explanation of the purpose and effect of the proposed rule, cite the specific legal authority for the proposed rule, and include a statement of how a person may promptly obtain, without cost, a copy of any preliminary draft, if available.

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

(3) Notice of Proceedings and Proposed Rules.

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

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

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

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

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

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

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

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

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

(d) The published notice.

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

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

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

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

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

(b) All notices given for a proposed rule;

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

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

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

(11) Petitions to Challenge Existing Rules.

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

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

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

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

(e) Hearings held under this section shall be de novo in nature. The petitioner has a burden of proving by a preponderance of the evidence that the existing rule is an invalid exercise of District authority as to the objections raised. The hearing officer may:

(i) Administer oaths and affirmations;

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

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

(iv) Enter orders; and

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

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

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

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

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

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

(ii) The type of action requested;

(iii) The specific facts that would justify a waiver or variance for the petitioner; and (iv) The reason why the variance or the waiver requested would serve the purposes of the underlying statute.

(c) The District shall review the petition and may request only that information needed to clarify the petition or to answer new questions

raised by or directly related to the petition. If the petitioner asserts that any request for additional information is not authorized by law or by Rule of the District, the District shall proceed, at the petitioner’s written request, to process the petition.

(d) The Board shall grant or deny a petition for variance or waiver and shall announce such disposition at a publicly held meeting of the Board, within ninety (90) days after receipt of the original petition, the last item of timely requested additional material, or the petitioner's written request to finish processing the petition. The District’s statement granting or denying the petition shall contain a statement of the relevant facts and reasons supporting the District's action.

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

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

Rule 3.0 Competitive Purchase.

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

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

(3) Definitions.

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

(b) “Continuing Contract” means a contract for Professional Services entered into in accordance with Section 287.055 of the Florida Statutes, between the District and a firm, whereby the firm provides Professional Services to the District for projects in which the costs do not exceed two million dollars ($2,000,000), for a study activity when the fee for such Professional Services to the District does not exceed two hundred thousand dollars ($200,000), or for work of a specified nature as outlined in the contract with the District, with no time limitation except that the contract must provide a termination clause (for example, a contract for general District engineering services). Firms providing Professional Services under Continuing Contracts shall not be required to bid against one another.

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

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

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

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

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

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

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

(h) “Emergency Purchase” means a purchase necessitated by a sudden unexpected turn of events (for example, acts of God, riot, fires, floods, hurricanes, accidents, or any circumstances or cause beyond the control of the Board in the normal conduct of its business), where the Board finds

that the delay incident to competitive purchase would be detrimental to the interests of the District. This includes, but is not limited to, instances where the time to competitively award the project will jeopardize the funding for the project, will materially increase the cost of the project, or will create an undue hardship on the public health, safety, or welfare.

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

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

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

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

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

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

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

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

(n) “Purchase” means acquisition by sale, rent, lease, lease/purchase, or installment sale. It does not include transfer, sale, or exchange of goods, supplies, or materials between the District and any federal, state, regional

or local governmental entity or political subdivision of the State of Florida.

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

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

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

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

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

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

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

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

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

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

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

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

Rule 3.1 Procedure Under the Consultants' Competitive Negotiations Act.

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

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

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

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

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

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

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

(3) Public Announcement. Except in cases of valid public emergencies as certified by the Board, the District shall announce each occasion when Professional Services are required for a Project or a Continuing Contract by publishing a notice providing a general description of the Project, or the nature of the Continuing Contract, and the method for interested consultants to apply for consideration. The notice shall appear in at least one (1) newspaper of general circulation in the District and in such other places as the District deems appropriate. The notice must allow at least fourteen (14) days for submittal of qualifications from the date of publication. The District may maintain lists of consultants interested in receiving such notices. These consultants are encouraged to submit annually statements of qualifications and performance data. The District shall make reasonable efforts to provide copies of any notices to such consultants, but the failure to do so shall not give such consultants any bid protest or other rights or otherwise disqualify any otherwise valid procurement process. The Board has the

right to reject any and all qualifications, and such reservation shall be included in the published notice. Consultants not receiving a contract award shall not be entitled to recover from the District any costs of qualification package preparation or submittal.

(4) Competitive Selection.

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

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

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

(iii) Each consultant’s past performance;

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

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

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

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

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

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

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

(5) Competitive Negotiation.

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

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

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

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

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

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

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

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

Rule 3.2 Procedure Regarding Auditor Selection.

In order to comply with the requirements of Section 218.391 of the Florida Statutes, the following procedures are outlined for selection of firms or individuals to provide Auditing Services and for the negotiation of such contracts. For audits required under Chapter 190 of the Florida Statutes but not meeting the thresholds of Chapter 218 of the Florida Statutes, the District need not follow these procedures but may proceed with the selection of a firm or individual to provide Auditing Services and for the negotiation of such contracts in the manner the Board determines is in the best interests of the District.

(1) Definitions.

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

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

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

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

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

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

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

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

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

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

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

(i) Ability of personnel;

(ii) Experience;

(iii) Ability to furnish the required services; and

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

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

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

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

(6) Committee’s Evaluation of Proposals and Recommendation. The Committee shall meet at a publicly held meeting that is publicly noticed for a reasonable time in advance of the meeting to evaluate all qualified proposals and may, as part of the evaluation, require that each interested firm provide a public presentation where the Committee may conduct discussions with the firm, and where the firm may present information, regarding the firm’s qualifications. At the public meeting, the Committee shall rank and recommend in order of preference no fewer than three firms deemed to be the most highly qualified to perform the required services after considering the factors established pursuant to subsection (3)(b) of this Rule. If fewer than three firms respond to the RFP or if no firms respond to the RFP, the Committee shall recommend such firm as it deems to be the most highly qualified. Notwithstanding the foregoing, the Committee may recommend that any and all proposals be rejected.

(7) Board Selection of Auditor.

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

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

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

(d) Notwithstanding the foregoing, the Board may reject any or all proposals. The Board shall not consider any proposal, or enter into any contract for Auditing Services, unless the proposed agreed-upon compensation is

reasonable to satisfy the requirements of Section 218.39 of the Florida Statutes, and the needs of the District.

(8) Contract. Any agreement reached under this Rule shall be evidenced by a written contract, which may take the form of an engagement letter signed and executed by both parties. The written contract shall include all provisions and conditions of the procurement of such services and shall include, at a minimum, the following:

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

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

(c) A provision setting forth deadlines for the auditor to submit a preliminary draft audit report to the District for review and to submit a final audit report no later than June 30 of the fiscal year that follows the fiscal year for which the audit is being conducted;

(d) A provision specifying the contract period, including renewals and conditions under which the contract may be terminated or renewed. A renewal may be done without the use of the auditor selection procedures provided in this Rule but must be in writing.

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

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

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

Rule 3.3 Purchase of Insurance.

(1) Scope. The purchases of life, health, accident, hospitalization, legal expense, or annuity insurance, or all of any kinds of such insurance for the officers and employees of the District, and for health, accident, hospitalization, and legal expenses upon a group insurance plan by the District, shall be governed by this Rule. This Rule does not apply to the purchase of any other type of insurance by the District, including but not limited to liability insurance, property insurance, and directors and officers insurance. Nothing in this Rule shall require the District to purchase insurance.

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

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

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

(c) The District may maintain a list of persons interested in receiving notices of Invitations to Bid. The District shall make reasonable efforts to provide copies of any notices to such persons, but the failure to do so shall not give such consultants any bid protest or other rights or otherwise disqualify any otherwise valid procurement process.

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

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

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

(g) Simultaneously with the review of the submitted bids, the District may undertake negotiations with those companies that have submitted reasonable and timely bids and, in the opinion of the District, are fully qualified and capable of meeting all services and requirements. Bid responses shall be evaluated in accordance with the specifications and criteria contained in the Invitation to Bid; in addition, the total cost to the District, the cost, if any, to the District officers, employees, or their dependents, the geographic location of the company’s headquarters and offices in relation to the District, and the ability of the company to guarantee premium stability may be considered. A contract to purchase

insurance shall be awarded to that company whose response to the Invitation to Bid best meets the overall needs of the District, its officers, employees, and/or dependents.

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

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat. Law Implemented: § 112.08, Fla. Stat.

Rule 3.4 Pre-qualification

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(3) Suspension, Revocation, or Denial of Qualification

(a) The District, for good cause, may deny, suspend, or revoke a contractor’s pre- qualified status. A suspension, revocation, or denial for good cause pursuant to this rule shall prohibit the contractor from bidding on any District construction contract for which qualification is required, shall constitute a determination of non-responsibility to bid on any other District construction or maintenance contract, and shall prohibit the contractor from acting as a material supplier or subcontractor on any District contract or project during the period of suspension, revocation, or denial. Good cause shall include the following:

i. One of the circumstances specified under Section 337.16(2), Fla. Stat., has occurred.

ii. Affiliated contractors submitted more than one proposal for the same work. In this event the pre-qualified status of all of the affiliated bidders will be revoked, suspended, or denied. All bids of affiliated bidders will be rejected.

iii. The contractor made or submitted false, deceptive, or fraudulent statements, certifications, or materials in any claim for payment or any information required by any District contract.

iv. The contractor or its affiliate defaulted on any contract or a contract surety assumed control of financial responsibility for any contract of the contractor.

v. The contractor’s qualification to bid is suspended, revoked, or denied by any other public or semi-public entity, or the contractor has been the subject of a civil enforcement proceeding or settlement involving a public or semi-public entity.

vi. The contractor failed to comply with contract or warranty requirements or failed to follow District direction in the performance of a contract. vii. The contractor failed to timely furnish all contract documents required by the contract specifications, special provisions, or by any state or federal statutes or regulations. If the contractor fails to furnish any of the subject contract documents by the expiration of the period of suspension, revocation, or denial set forth above, the contractor’s pre- qualified status shall remain suspended, revoked, or denied until the documents are furnished. viii. The contractor failed to notify the District within 10 days of the contractor, or any of its affiliates, being declared in default or otherwise not completing work on a contract or being suspended from qualification to bid or denied qualification to bid by any other public or semi-public agency.

ix. The contractor did not pay its subcontractors or suppliers in a timely manner or in compliance with contract documents.

x. The contractor has demonstrated instances of poor or unsatisfactory performance, deficient management resulting in project delay, poor quality workmanship, a history of payment of liquidated damages, untimely completion of projects, uncooperative attitude, contract litigation, inflated claims or defaults.

xi. An affiliate of the contractor has previously been determined by the District to be non-responsible, and the specified period of suspension, revocation, denial, or non-responsibility remains in effect. xii. The contractor or affiliate(s) has been convicted of a contract crime.

1. The term “contract crime” means any violation of state or federal antitrust laws with respect to a public contract or any violation of any state or federal law involving fraud, bribery, collusion, conspiracy, or material misrepresentation with respect to a public contract.

2. The term “convicted” or “conviction” means a finding of guilt or a conviction of a contract crime, with or without an adjudication of guilt, in any federal or state trial court of record as a result of a jury verdict, nonjury trial, or entry of a plea of guilty or nolo contendere. xiii. Any other circumstance constituting “good cause” under Section 337.16(2), Fla. Stat., exists.

(b) The pre-qualified status of a contractor found delinquent under Section 337.16(1), Fla. Stat., shall be denied, suspended, or revoked. A suspension or revocation shall prohibit the contractor from being a subcontractor on District work during the period of denial, suspension, or revocation, except when a prime contractor’s bid has used prices of a subcontractor who becomes disqualified after the bid, but before the request for authorization to sublet is presented.

(c) The District shall inform the contractor in writing of its intent to deny, suspend, or revoke his or her pre-qualified status and inform the contractor of his or her right to a hearing, the procedure which must be followed, and the applicable time limits. If a hearing is requested within 10 days after the receipt of the notice of intent, the hearing shall be held within 30 days after receipt by the District of the request for the hearing. The decision shall be issued within 15 days after the hearing.

(d) Such suspension or revocation shall not affect the contractor’s obligations under any preexisting contract.

(e) If a contractor’s pre-qualified status is revoked, suspended, or denied and the contractor receives an additional period of revocation, suspension, or denial of its pre-qualified status, the time periods will run consecutively.

(f) Except in the case of contract crimes, the revocation, denial, or suspension of a contractor’s pre-qualified status under this Rule shall be for a specific period of time based on the seriousness of the deficiency.

Examples of factors affecting the seriousness of a deficiency are:

i. Impacts on project schedule, cost, or quality of work;

ii. Unsafe conditions allowed to exist;

iii. Complaints from the public;

iv. Delay or interference with the bidding process;

v. The potential for repetition;

vi. Integrity of the public contracting process;

vii. Effect on the health, safety, and welfare of the public.

(g) The District shall deny or revoke the pre-qualified status of any contractor and its affiliates for a period of 36 months when it is determined by the District that the contractor has, subsequent to January 1, 1978, been convicted of a contract crime within the jurisdiction of any state or federal court. Any such contractor shall not act as a prime contractor, material supplier, subcontractor,

or consultant on any District contract or project during the period of denial or revocation.

(4) Reapplication and Reinstatement

(a) A contractor whose qualification to bid has been revoked or denied because of contract crime may, at any time after revocation or denial, file a petition for reapplication or reinstatement. However, a contractor may not petition for reapplication or reinstatement for a period of 24 months after revocation or denial for a subsequent conviction occurring within 10 years of a previous denial or revocation for contract crime.

(b) If the petition for reapplication or reinstatement is denied, the contractor cannot petition for a subsequent hearing for a period of nine months following the date of the final order of revocation or denial.

(c) If the petition for reapplication or reinstatement is granted, the contractor must file a current Application for Qualification with the Contracts Administration Office. Reinstatement shall not be effective until issuance of a Certificate of Qualification.

(5) Emergency Suspension and Revocation

(a) The District may summarily issue an emergency suspension of a contractor’s qualification to bid if it finds that imminent danger exists to the public health, safety, or welfare.

(b) The written notice of emergency suspension shall state the specific facts and reasons for finding an imminent danger to the public health, safety, or welfare exists.

(c) The District, within 10 days of the emergency suspension, shall initiate formal suspension or revocation proceedings in compliance with Rule 3.4(3), except the 10-day notice requirement shall not be construed to prevent a hearing at the earliest time practicable upon request of the aggrieved party.

Specific Authority: §§ 190.011(5), 190.011(15), Fla. Stat. Law Implemented: §§ 190.033, 255.0525, 255.20, Fla. Stat; §§ 14-22.012, 14-22.0121, 14-22.014, Fla. Admin. Code.

Rule 3.5 Construction Contracts, Not Design-Build.

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

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

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

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

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

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

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

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

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

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

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

Any contractor that has been found guilty by a court of any violation of federal labor or employment tax laws regarding subjects including but not limited to, reemployment assistance, safety, tax withholding, worker’s compensation, unemployment tax, social security and Medicare tax, wage or hour, or prevailing rate laws within the past 5 years may be considered ineligible by the District to submit a bid, response, or proposal for a District project.

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

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

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

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

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

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

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

(k) If less than three (3) Responsive Bids, Proposals, Replies, or Responses are received, the District may purchase construction services or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may proceed with the procurement of construction services, in the manner the Board determines is in the best interests of the District, which may include but is not limited to a direct purchase of the construction services without further competitive selection processes.

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

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

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

(6) Exceptions. This Rule is inapplicable when:

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

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

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

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

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

Rule 3.6 Construction Contracts, Design-Build.

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

(2) Procedure.

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

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

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

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

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

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

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

3. In order to be eligible to submit a proposal, a firm must, at the time of receipt of the proposals: a. Hold the required applicable state professional licenses in good standing, as defined by Section 287.055(2)(h) of the Florida Statutes;

b. Hold all required applicable federal licenses in good standing, if any; c. Hold a current and active Florida corporate charter or be authorized to do business in the State of Florida in accordance with Chapter 607 of the Florida Statutes, if the proposer is a corporation;

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

Any contractor that has been found guilty by a court of any violation of federal labor or employment tax laws regarding subjects including but not limited to reemployment assistance, safety, tax withholding, worker’s compensation, unemployment tax, social security and Medicare tax, wage or hour, or prevailing rate laws within the past 5 years may

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

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

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

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

6. If less than three (3) proposals are received, the District may purchase design-build services or may reject the proposals for lack of competitiveness. If no proposals are received, the District may proceed with the procurement of design-build services in the manner the Board determines is in the best interests of the District, which may include but is not limited to a direct purchase of the design-build services without further competitive selection processes.

7. Notice of the rankings adopted by the Board, including the rejection of some or all proposals, shall be provided in writing to all consultants by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of

proceedings under those Rules," or wording to that effect. Protests of the District’s rankings under this Rule shall be in accordance with the procedures set forth in Rule 3.11.

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

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

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

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

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

(5) Exceptions. This Rule is inapplicable when:

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

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

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

Rule 3.7 Payment and Performance Bonds.

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

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

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

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

Rule 3.8 Goods, Supplies, and Materials.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(k) If less than three (3) bids, proposals, replies, or responses are received, the District may purchase goods, supplies, or materials, or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may proceed with the procurement of goods, supplies, and materials, in the manner the Board determines is in the best interests of the District,

which may include but is not limited to a direct purchase of the goods, supplies, and materials without further competitive selection processes.

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

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

(5) Renewal. Contracts for the purchase of goods, supplies, and/or materials subject to this Rule may be renewed for any period permitted by law.

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

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

Rule 3.9 Maintenance Services.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(k) If less than three (3) Responsive Bids, Proposals, Replies, or Responses are received, the District may purchase the maintenance services or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may proceed with the procurement of maintenance services, in the manner the Board determines is in the best interests of the District, which may include but is not limited to a direct purchase of the maintenance services without further competitive selection processes.

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

(4) Renewal. Contracts for the purchase of maintenance services subject to this Rule may be renewed for any period permitted by law.

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

Specific Authority: §§ 190.011(5), 190.011(15), 190.033, Fla. Stat. Law Implemented: §§ 119.0701, 190.033, 287.017, Fla. Stat.

Rule 3.10 Contractual Services.

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

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

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

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

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

(1) Filing.

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

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

(c) If disclosed in the District’s competitive solicitation documents for a particular purchase under Rules 3.1, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, or 3.9, the Board may require any person who files a notice of protest to post a protest bond in an amount to be determined by District staff after

consultation with the Board and within the limits, if any, imposed by Florida law. In the event the protest is successful, the protest bond shall be refunded to the protestor. In the event the protest is unsuccessful, the protest bond shall be applied towards the District’s costs, expenses, and attorney’s fees associated with hearing and defending the protest. In the event the protest is settled by mutual agreement of the parties, the protest bond shall be distributed as agreed to by the District and protestor.

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

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

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

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

(a) Administer oaths and affirmations;

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

(d) Enter orders; and

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

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

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

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

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

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

Rule 4.0 Effective Date.

These Rules shall be effective as of March 28, 2019, except that no election of officers required by these Rules shall be required until after the next regular election for the Board.

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

63 JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 7E

Your Wellness Business Partner

Technogym proposal for:

CDD AT JULINGTON CREEK PLANTATION

Prepared by

Todd Shaw

technogym.com The Wellness Company

The Wellness Company Draft

PROPOSAL FOR__CDD AT JULINGTON CREEK PLANTATION Customer Name CDD AT JULINGTON CREEK PLANTATION Ref # 19610152 / 0001695148_ CDD AT JULINGTON CREEK PLANTATION - EXCITE TV no warranty Cust. Code AC-343116 / C04825 Date 05/03/19 Tax Number 85-8012658975C2 Expiry Date 04/04/19

Contact Kim Harless Billing Address Destination CDD AT JULINGTON CREEK PLANTATION Telephone (904) 821-3631 950 DAVIS POND BLVD 32259_ST. JOHNS _United States

_FL Technogym Ref. Todd Shaw Ship to Customer AC-343116 / C04825 [email protected] Code

Equipment

Cardio Line

DESCRIPTION QTY NET AMOUNT TREADMILL 6.00 46,000.50 Excite Treadmill 1000 Power Supply: Extended Range UL, Display: TV, Reader: QR+TGS+USB, Frame: Anthracite, Carter: Black, TV: ATSC+IPTV, Packaging: Oversea + American 110V Plug

Code: DEK8ABGAN00BA00U

SYNCHRO 5.00 29,233.75 Excite Synchro 1000 Power Supply: Powered, Display: TV, Reader: QR+TGS+USB, Frame: Anthracite, Carter: Black, TV: ATSC+IPTV, Packaging: Oversea + American 110V Plug

Code: DE583BGAN00BA00U

VARIO 1.00 7,211.75 Excite Vario 1000 Power Supply: Powered, Display: TV, Reader: QR+TGS+USB, Frame: Anthracite, Carter: Black, TV: ATSC+IPTV, Packaging: Oversea + American 110V Plug

Code: DEF83BGAN00BA00U

RECLINE 2.00 7,923.50 Excite Recline 1000 Power Supply: Powered, Display: TV, Reader: QR+TGS+USB, Frame: Anthracite, Upholstery: Black, Carter: Black, TV: ATSC+IPTV, Packaging: Oversea + American 110V Plug

Code: DED83BGANNABA00U

Ref# 19610152 / 0001695148 technogym.com 2/10

The Wellness Company Draft Cardio Line

DESCRIPTION QTY NET AMOUNT

BIKE 2.00 7,793.50 Excite Bike 1000 Power Supply: Powered, Display: TV, Reader: QR+TGS+USB, Frame: Anthracite, Upholstery: Black, Carter: Black, TV: ATSC+IPTV, Packaging: Oversea + American 110V Plug

Code: DEC83BGANNABA00U

CLIMB 1.00 7,916.00 Excite Climb Power Supply: Powered, Display: TV, Reader: QR+TGS+USB, Frame: Anthracite, Carter: Black, TV: ATSC+IPTV, Packaging: Oversea + American 110V Plug

Code: DEE83BGAN00BA00U

Cardio Line Total Excl Tax 17 USD 106,079.00

SKILL LINE

DESCRIPTION QTY NET AMOUNT SKILLROW 1.00 2,612.50

Code: DJR0NDTANEAEANR2

SKILL LINE Total Excl Tax USD 2,612.50

Services

Delivery & Installation

DESCRIPTION QTY NET AMOUNT Delivery & Installation 1.00 12,258.77

Code: Y010

Delivery & Installation Total Excl Tax 1 USD 12,258.77

Technogym Care

DESCRIPTION NET AMOUNT

PERFORMANCE: The most complete after sales product in the Industry. 27,004.72 Designed to give a beyond repair service with on top a coverage of wear and tear, accidental damages and a remote monitoring of the connected products

Code:X123PER

Please be informed that the After Sales service is not included in the offer and the price is indicated for illustration only. Purchase moment At the order Amount/month 450.08 Duration from date of installation (month) 60 Amount/year 5,400.94 Technogym CareTotal Excl Tax

Ref# 19610152 / 0001695148 technogym.com 3/10

The Wellness Company Draft

Focus on your business! By choosing our best in class service and one of our complete service plan offerings.

Technogym North America After Sales performance

26 48 83% 85% Sec. phone Average Hours First time Part delivery response time t ime to service fix rate next day

Benefits of a service plan: ✓ I ncrease equipment uptime ✓ Extend the life of your equipment ✓ Protect the value of your investment ✓ Avoid unexpected cost

Ref# 19610152 / 0001695148 technogym.com 4/10

The Wellness Company Draft

Your Wellness Solution Value Net Total Tax excl. 120,950.27

Sales Tax 0.00*Freight is not included in taxes calculation Net Total Tax incl. (0%) USD 120,950.27

Ref #: 19610152 / 0001695148 Cust. Code: C04825 CDD AT JULINGTON CREEK PLANTATION - EXCITE TV no warranty

Proposal Terms The pictures and any other figurative representations of products contained in this offer are purely an indication and may contain inaccuracies. More accurate information and details of the offered products are contained in the description section.

Payment Payment Method Payment Term % Expiration Date RCH - RCH - Cheque L00 - L00 - 100% Leased 100.00 $ 120,950.27

Delivery Terms

Customer Proposed Delivery Date: W/C: 15/11/19

Note ………………………………………. (Field to be used in case of different proposal from the client)

General notes: Please be informed that Technogym may not accept a proposed delivery date earlier than "15" weeks starting from the order acknowledgement and receipt of the full down payment, if applicable. Moreover, please also kindly note that the actual delivery time may vary due to seasonality reasons in the market. In any case, Technogym will confirm the applicable delivery date only on the order acknowledgement. Delivery date is intended as any of the days within the relevant week (week starts from Monday to Sunday).

Delivery Terms: FOB - F.O.B. Factory - Prepaid

This proposal reflects current sales tax. Any variance will be reported in the final invoice.

Name: ………………………………………………………………… Todd Shaw………………………………….

TECHNOGYM USA 700 Route 46 East 2nd Floor Fairfield, NJ 07004 Signature for acceptance Toll free: 800-804-0952 Fax: 206-623-1898 ……………………………………………………………………………….... Email: [email protected]

Role: ……………………………………………………………………

CDD AT JULINGTON CREEK PLANTATION

Date: ......

Ref# 19610152 / 0001695148 technogym.com 5/10

The Wellness Company Draft Additional Terms of Sale: Limited Warranty:

DDP customer location, freight and installation prepaid and added or EXW York  Visio and Unity Monitors: Touch Screen, iPod Electric and PA with loading fees only added and prepaid. Other terms may be agreed upon Electronic Parts - 2 years Parts, 2 year Labor. between parties. Technogym may ship partial orders. Terms and Conditions of  Cardio: Drive Motor and Shock Absorbers - 5 years Parts, 2 Sale which appear on purchaser’s documents (including purchase orders) that year Labor. Bearings, Elevation Motor, Electric and Electronic are inconsistent with these terms shall be voided. Orders must be canceled 30 parts – 2 Years Parts, 2 year Labor. days before delivery date, or be subject to a restocking fee of 25% of the net  Deck and Belt (Cardio): 2 years Parts (or 15,000 miles value without T/I. No returns without prior consent of Technogym. Delays in whichever comes first), 2 year Labor. delivery at customer request may result in storage fees. Invoice will issue upon  Strength: Structural Frame - 10 years Parts, 2 year Labor. shipment. Prices are good for 30 days. All invoices will be in U.S. dollars unless Guide Rods, Cams and Pulleys - 3 years Parts, 2 year Labor. otherwise stated, and will reflect exchange rate at time of shipment. All Bearings and Bushings - 2 years Parts, 2 year Labor. products sold with limited warranty. Except for injunctive relief or judgment, parties agree to resolve any dispute by final, binding and non-appealable arbitration. Prevailing party is entitled to attorneys’ fees and costs.

Payment Terms: Acceptance:

Payment due in full, unless otherwise specified on this contract. Customer Signature: ______Authorized purchase orders required for: Leases, Hospitals, Military, School Systems, Name (Please Print): ______Municipalities and Corporate Facilities. Proof of tax-exempt status required if applicable. Date: ______

I understand that my signature above constitutes acceptance of the terms and conditions of sale.

Ref# 19610152 / 0001695148 technogym.com 6/10

The Wellness Company Draft MAINTENANCE SERVICES AGREEMENT TERMS AND CONDITIONS 1. DEFINITIONS AND INTERPRETATION The following terms shall have the following meanings: ‘Equipment’ means the equipment (that in the Supplier’s reasonable opinion is of a Serviceable Standard) subject to the Maintenance Services as more particularly specified in Schedule 1. ‘Maintenance Services’ means the preventative services (the level of which are chosen under the Maintenance Service Package) provided to the Customer in respect of the Equipment (under this agreement), set as described in Schedule 2 or as may be agreed in writing by the Supplier and Customer from time to time. ‘Terms’ means these terms and conditions governing the supply and performance of the Maintenance Services. ‘Maintenance Charges’ means the charges payable by the Customer to the Supplier in consideration of the provision of the Maintenance Services, set out on the Order Form. ‘Site Address’ means the Customer’s premises where the Equipment will be stored and used and where the Maintenance Services will be carried out, as set out on the Order Form. ‘Maintenance Service Package’ or ‘MSP’ means the level of Maintenance Services chosen by the Customer (as set out on the Order Form) as more particularly described in Schedule 2. ‘Initial Period’ means the initial period of this agreement as set out on the Order Form and more particularly described in clause 9. ‘Order Form’ means the Customer’s order for Maintenance Services incorporating these Terms. ‘Non-TG Equipment’ means equipment and parts manufactured and/or supplied by other manufacturers or suppliers (other than the Supplier). ‘Obsolete’ means Equipment that the Supplier renders obsolete as a result of that Equipment requiring Replacement Parts that have been discontinued and are no longer produced by their respective manufacturer. ‘Replacement Parts’ means any component, piece of equipment or part that is required for the repair or Maintenance Services to be carried out on Equipment under these Terms. ‘Request’ shall have the meaning given in clause 2.4. ‘Technogym E-Services’ means the online services provided by the Supplier, whereby the Customer can electronically place an order for Maintenance Services or for Replacement Parts. ‘TG Equipment’ means equipment and parts manufactured and supplied by the Supplier or any Group Company. ‘Economical Maintenance’ means an individual piece of Equipment that can be repaired for a sum less than (or equal to) 3 times the annual maintenance prices listed in Schedule 1. ‘Commencement Date’ means the date set out on the attached Order Form as more particularly described in clause 9. ‘Serviceable Standard’ means Equipment that is not, in the Supplier’s reasonable opinion, in a state of disrepair and is capable of being serviced in accordance with this agreement. ‘Group’ means the Supplier, any company of which it is a subsidiary (its holding company) and any other subsidiaries of any such holding company; and each company in a Group is a member of the Group. ‘Group Company’ means any company in the Group. ‘Business Day’ means the hours of 8.00 a.m. to 6.00 p.m. on a day (other than a Saturday, Sunday or public holiday) when banks in the City of London are open for business. ‘Supplier’s Personnel’ the Supplier’s employees, agents, subcontractors and consultants engaged to perform the Maintenance Services. ‘Unity Console’ means the LCD and all related electronic components forming the Unity® or Visioweb® group component excluding Wellness tv® and Wellness ActiveTv® screen. ‘Accidental Damage’ means damage that occurs suddenly as a result of an unexpected and non-deliberate external action, specific exclusions include but are not limited to the gradual deterioration with age, internal failures and wilful or deliberate acts. ‘’Wear and Tear Items’ means items that are naturally and inevitably subject to wear as a result of normal contact from users in the course of exercising on the equipment including but not limited to treadmill belts, upholstery, foot pedals and handles. It excludes knocks, scrapes and scratches and the gradual deterioration with age that may occur over the life of the Equipment. ‘Aesthetic Items’ means the parts of the Equipment that are provided for cosmetic purposes only including but not limited to stickers, casings and covers or ancillary items like water bottle or phone holders. ‘Prevailing Rate’: means the price of the purchased MSP as per the price effective at the time the quotation is provided. A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it. Words in the singular include the plural and in the plural include the singular. A reference to one gender includes a reference to the other gender. Clause headings do not affect the interpretation of these Terms. A reference to Schedule or Schedules shall mean the schedule(s) of this agreement. A reference to this agreement shall be a reference to these Terms. The Order Form and the Terms (including all the Schedules) constitutes the entire agreement between the parties hereto relating to the Maintenance Services and shall replace any other such agreement or purported arrangement in respect thereof. However, in the event of a conflict between the terms and conditions contained in the Schedules or on the Order Form and these Terms, those contained in the Schedules and/or the Order Form shall prevail and this agreement shall be interpreted accordingly. 2. MAINTENANCE SERVICES. 2.1 The Supplier will endeavour to provide Maintenance Services during a Business Day (or as may otherwise be agreed and set out in the Service Level Agreement in Schedule 2) and the Customer will therefore be required to have their Site Address open (and the Equipment accessible) during such times. 2.2 From time to time, the Supplier may be required to carry out Maintenance Services outside the hours of a Business Day and reserves the right to do so. 2.3 The Customer may request that the Supplier carries out Maintenance Services outside the hours of a Business Day. Any decision by the Supplier to do so will be entirely at the Supplier’s discretion and will be agreed in writing by the parties. 2.4 The Supplier shall make a telephone hotline service available to the Customer from 9.00 a.m. to 5.30 p.m. (whereby a request for Maintenance Services can be placed by the Customer (“Request”)). Outside these hours, the Customer can place a Request via fax, e-mail (to the addresses that the Customer has been provided with) or via TG-Direct and in such circumstances, the Request will be deemed to have been made on the following Business Day. 3. EXCLUSION FROM SERVICES. 3.1 The Maintenance Services will not extend to: 3.1.1 Modifications or additions to the Equipment that are unauthorised by the Supplier; 3.1.2 Peripheral items and consumables and Aesthetic Items (lists of which are available from the Supplier); 3.1.3 Equipment which in the Supplier's reasonable opinion, can no longer be subject to Economical Maintenance (for the avoidance of doubt, such Equipment will be removed from Schedule 1); 3.1.4 Defects or damage resulting, in the Supplier's reasonable opinion, from misuse or neglect of or Accidental Damage to the Equipment or failure to follow the instructions or advice of the Supplier or in respect of Non-TG Equipment, the manufacturer of the Non-TG Equipment; 3.1.5 Visits in addition to those (if any) specified overleaf; except where specifically included in the MSP; 3.1.6 The repair or replacement of parts which the Supplier is required to carry out away from the Site Address but which the Customer, for security reasons or otherwise is unwilling to release to the Supplier; 3.1.7 Any Equipment which has not been kept or operated by the Customer in accordance with the Customer’s obligations set out in clause 5; 3.1.8 Equipment which the Supplier has requested a serial number for at the time of a Request and has not received; and 3.1.9 Equipment which has been declared Obsolete; 3.1.10 Defects or damage resulting, in the Supplier's reasonable opinion, from the variation, interruption or quality of the Customer’s mains electrical supply powering the Equipment. 4. MAINTENANCE CHARGES. 4.1 The Supplier reserves the right to adjust its Maintenance Charges by an increase not exceeding the prevailing CPI index rate by providing written notice not later than 30 days before any anniversary of the Commencement Date. This increase will not apply for any periods where the costs have been paid in full in advance. Following the initial period, this rate change increase provision will persist annually with no term limit. 4.2 The Customer shall pay the Maintenance Charges on the dates set out in the Order Form. 4.3 The Supplier's charges are payable without any deductions, set-off, counterclaim or withholding of any kind but with the addition of VAT and the Supplier reserves the right to suspend provision of the Maintenance Services in the event that the Customer fails to pay by the due date any sums due under these Terms or under any other agreement whatsoever that it may have with the Supplier. 4.4 If the Customer fails to pay the Supplier by the due date any sum due under these Terms, the Customer shall be liable to pay interest to the Supplier on such sum from the due date for payment, at the annual rate of 4% above the base lending rate from time to time of the Bank of England, accruing on a daily basis until payment is made, whether before or after any judgment. 4.5 The Customer may be required to pay additional charges (in addition to the Maintenance Charges) if their failure to comply with the obligations set out in clause 5 below results (either directly or indirectly) in any damage to the Equipment resulting in the need for Maintenance Services. 5. CUSTOMER'S OBLIGATIONS. To facilitate the provision by the Supplier of Maintenance Services the Customer shall: 5.1 Ensure that the Equipment is kept and operated in a proper manner in accordance with all written guidance issued by the Supplier from time to time (including routine maintenance set out in relevant Equipment user manuals) and ensure that only competent, properly trained persons are permitted to use it; 5.2 Co-operate with the Supplier and the Supplier’s Personnel in all matters relating to the Maintenance Services including but not limited to supplying the serial number of the Equipment, giving detailed information about the fault(s) over the phone and performing reasonable troubleshooting actions on the Equipment as requested; 5.3 Use the Equipment in (what the Supplier reasonably deems to be) a suitable environment (including but not limited to one free from humidity, moisture, dust and high temperature variations) and be responsible for the costs of creating and maintaining such an environment; 5.4 Use the Equipment with the correct power supplies as have been provided by the manufacturer (be it the Supplier or otherwise); 5.5 Not move the Equipment or make any addition, modification or adjustment to it without the Supplier's prior written consent; 5.6 Maintain and make available to the Supplier records of the operation, maintenance and any malfunction of the Equipment; 5.7 Provide at such times as the Supplier and the Supplier’s Personnel reasonably require and at no cost to the Supplier, access to the Equipment in a safe and properly insured environment, and the co-operation of the Customer's personnel in diagnosing and overcoming any malfunction of the Equipment; and 5.8 Inform the Supplier of all health and safety rules and regulations and any other reasonable security requirements that apply at the Site Address. 6. LIMITATION OF LIABILITY. 6.1 Save as specifically provided for herein, the Supplier shall have no liability to the Customer for any loss or damage howsoever arising from or in connection with this agreement or the supply of the Maintenance Services. 6.2 Without prejudice to the generality of clause 6.1 above, the Supplier shall have no liability for any losses or damages which may be suffered by the Customer whether the same are suffered directly or indirectly or are immediate or consequential which fall into the following categories: Special damage even though the Supplier was aware of the circumstances in which the special damage could arise; Loss of profits; anticipated savings; loss of business opportunity or goodwill; and Loss of amenity of the use of the Equipment; Losses resulting from the use of Replacement Parts obtained by the Customer without the Supplier’s written consent. 6.3 The above exclusions shall apply to the fullest extent permissible at law but the Supplier does not exclude liability for: 6.3.1 death or personal injury caused by the negligence of the Supplier, its employees or agents; or 6.3.2 for fraud. 6.4 To the extent such liability is not excluded by sub-clauses 6.1 and 6.2 above the Supplier accepts liability for its negligence (or that of its employees or agents) for physical damage or loss of the Customer’s tangible property up to £1,000,000 in respect of each incident or series of connected incidents. 6.5 In all other cases not falling within clause 6.4 above, the Supplier’s total liability (whether in contract, tort, (including negligence or otherwise) under or in connection with this agreement with the Customer relating to the Maintenance Services or based on any indemnity or contribution shall not exceed the amount that the Customer has paid for the Equipment being supported by the Maintenance Services. 7. REPLACEMENT PARTS. 7.1 Replacement Parts are the Supplier's property unless they are purchased and supplied by the Customer at no cost to the Supplier. 7.2 The Supplier will use reasonable endeavours to obtain suitable Replacement Parts when required to do so for the provision of Maintenance Services. 8. FORCE MAJEURE. The Supplier shall have no liability to the Customer under this agreement if it is prevented from, or delayed in performing, its obligations under this agreement or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including (without limitation) strikes, lock-outs or other Ref# 19610152 / 0001695148 technogym.com 7/10

The Wellness Company Draft industrial disputes (whether involving the workforce of the Supplier or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors. 9. COMMENCEMENT AND TERM OF AGREEMENT. This agreement starts on the Commencement Date and remains in force for the Initial Period and shall continue thereafter unless terminated by one of the parties giving to the other not less than 3 months written notice, unless this agreement is terminated in accordance with clause 10. 10. SUSPENSION AND TERMINATION. Where, in Supplier’s reasonable opinion, the cost of delivering the Services is sustained at a level higher than that reasonably expected in a similar Customer environment, Supplier reserves the right to investigate such excessive costs and to seek financial remedy from Customer where the excess costs can be shown to be as a result of any exclusions from service defined in section 3.0 above. Furthermore, Supplier reserves the right to suspend the delivery of the Services and only reactivate them upon settlement of any potential invoice to cover such excessive costs. 10.1 The Supplier may terminate this Agreement forthwith upon written notice to the Customer, without liability where:- 10.1.1 the Customer commits a breach of any Terms and where such breach is capable of remedy fails to rectify such a breach within 14 days of receiving written notice from the Supplier specifying such breach; 10.1.2 the Customer fails to make payment of any sums due to the Supplier in accordance with these Terms or any other agreement with the Supplier; 10.1.3 the Customer repeatedly fails to follow the Supplier’s instructions in respect of the Equipment and acts in such a manner as to reasonably justify the opinion that its conduct is inconsistent with it having the intention or ability to give effect to the terms of the agreement. 10.2 Without prejudice to any other rights or remedies which the parties may have, either party may terminate this agreement without liability to the other on giving the other not less than 1 months written notice if: 10.2.1 if the other party, being a body corporate shall present a petition or have a petition presented by a creditor for its winding up, or convenes a meeting to pass a resolution for voluntary winding up, or shall enter into any liquidation (other than for the purposes of a bona fide reconstruction or amalgamation); shall call a meeting of its creditors or shall have a receiver of all or any of its undertakings or assets appointed, or shall be deemed by virtue of the applicable law of these Terms to be unable to pay its debts or being an individual or sole trader dies or becomes bankrupt or being a partnership suffers any similar action as a result of debt; 10.2.2 the other party suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business; or 10.2.3 there is a change of control of the other party (as defined in section 574 of the Capital Allowances Act 2001). 10.3 The Customer may terminate this Agreement forthwith upon written notice to the Supplier, without liability only where the covered equipment is replaced with new Technogym items acquired from the Technogym official distribution network; the Customer ceases its business. On termination of this agreement for any reason, the Customer shall immediately pay to the Supplier all of the Supplier's outstanding unpaid invoices and interest and, in respect of Maintenance Services supplied but for which no invoice has been submitted, the Supplier may submit an invoice, which shall be payable immediately on receipt. 10.4 On termination of this agreement (however arising), the following conditions shall survive and continue in full force and effect: 10.4.1 Clause 6; 10.4.2 Clause 10; 10.4.3 Clause 14; 10.4.4 Clause 19 11. ASSIGNMENT AND SUBCONTRACTING. 11.1 The Supplier reserves the right to assign this contract and to sub-contract all or any of its obligations set out herein. 11.2 This agreement is personal to the Customer who may not without the Supplier's prior written consent: assign or dispose of it; part with any interest in it; or grant any lease or licence or delegate any of the rights conferred by it. 12. THIRD PARTY RIGHTS. No person other than the Supplier, any person to whom the Supplier assigns any rights under this agreement and the Customer, shall acquire any enforceable rights under or in connection with these Terms and nothing in these Terms confers on anyone else any right pursuant to the Contracts (Rights of Third Parties) Act 1999. 13. VARIATION. No variation or amendment of this agreement or oral promise or commitment related to it shall be valid unless committed to writing and signed by or on behalf of both parties save that the Supplier may from time to time notify the Customer in writing that it proposes to alter, add to or abrogate any provisions of this agreement giving details of the proposed alteration, addition or abrogation. Unless the Customer within 28 days of that notice notifies the Supplier in writing that he objects to them, the alteration, addition or abrogation shall be deemed to be agreed and shall take effect accordingly. 14. CONFIDENTIALITY. 14.1 For the duration of the agreement and a period of 5 years thereafter, each party shall keep in strict confidence, the contents and details of this agreement (including but not limited to the Maintenance Charges) and all other technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to it from the other party, its employees, agents, consultants or subcontractors and any other confidential information concerning the other party’s business or its products which either party may obtain. 14.2 Each party may disclose the other party's confidential information: 14.2.1 to its employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out the party's obligations under this Agreement. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to whom it discloses the other party's confidential information comply with this clause 14; and 14.2.2 as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority. 14.3 Neither party shall use the other party's confidential information for any purpose other than to perform its obligations under this Agreement. 15. NOTICES. 15.1 Any demand or notice given under this deed shall be in writing and may be served: 15.1.1 personally, 15.1.2 by registered or recorded delivery mail, 15.1.3 by facsimile transmission (confirmed by post), or 15.1.4 by any other means which any party specifies by notice to the others. 15.2 Each party's address for the service of notice shall be its above mentioned address or such other address as it specifies by notice to the others. 15.3 A notice shall be deemed to have been served: 15.3.1 if it was served in person, at the time of service, 15.3.2 if it was served by post, 24 hours after it was posted, and 15.3.3 if it was served by facsimile transmission, at the time of transmission. 16. RIGHTS AND REMEDIES. Each right and remedy of the Supplier under these Terms is without prejudice to any other right or remedy of the Supplier whether under these Terms or not. 17. SEVERANCE. If any provision of these Terms is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions shall of these Terms and the remainder of such provision shall continue in full force and effect. 18. WAIVER. Failure or delay by the Supplier in enforcing or partially enforcing any provision of these Terms will not be construed as a waiver of any rights and any actual waiver of any breach of, or default under, any provision of these Terms by the Customer will not be deemed a waiver of any subsequent breach or default and will in no way affect the enforcement of any other provision of these Terms. 19. LAW AND JURISDICTION. 19.1 This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non- contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales. 19.2 The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of, or in connection with, this agreement or its subject matter or formation (including non-contractual disputes or claims.) 20. CONDITION PRECEDENT. The Supplier’s provision of the Maintenance Services is conditional upon the positive result of the installation and inspection procedures carried out on the Equipment to bring it up to Serviceable Standard. The Customer shall bear all costs relating to the installation, inspection and remedial works.

Schedule 2. Maintenance Services

(The Customer’s chosen Maintenance Service Package will be set out on the Order Form)

Maintenance Service Package (MSP) Maintenance Services Program Global Performance Travel & labour $ •* • On-site repair * Parts for repair $ • • service Parts subject to wear and tear $ $ •** Equipment Diagnosis • • • Preventative maintenance • • • Technical Call Center Support • • • Predetermined response time •1 • • Software update • • • Aesthetic Items Protection - - •** Accidental Damage on Unity Console - - •** Performance guarantee - - •

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The Wellness Company Draft Maintenance Service Package (MSP) Maintenance Services Program Global Performance Technogym E-Services (customer portal) Online job opening - • • Asset management reporting tool - • • Preventative maintenance routine Internal and external cleaning • • • Lubrication • • • Calibration & Mechanical adj. • • • Technogym Certification - • • Resistance cable inspection and replacement as required - • • Legend • Service Included in MSP •* Subject to limitations of cover see the Terms for more detail •** Subject to limitations of entitlement, see below •1 SLA limited to Time to Service on first visit only for Program $ Service chargeable in MSP (charges based on the Supplier parts and labour prices applicable from time to time. Further details are available from the Supplier

Description of maintenance services

On-site repair service: Covers the supply of ad hoc Maintenance Services at the Site Address for the repair of the Equipment. The decision to fit replacement spare parts will be made solely by Supplier’s engineers and Supplier reserves the right to use new or refurbished parts at its’ sole discretion.

‘Parts subject to wear and tear’: Where MSP’s include coverage for Parts subject to wear and tear, the replacement of Wear and Tear Items will be decided by Supplier’s engineers using their reasonable opinion. The replacement of certain Wear and Tear Items is subject to limitations of entitlement over the term of the contract according to the following formulae: The entitlement of treadmill belts for a specific contract term is capped up to a predefined ‘Number of Belts’ included per contract defined as the number of treadmills covered by the contract multiplied by the duration of the contract (expressed in whole years) multiplied by 0.5 and rounded up to the nearest whole integer. Entitlement can be pooled across all Equipment covered under an individual contract. Entitlement under a contract cannot be transferred to a piece of Equipment not covered by that contract whether the piece of Equipment is covered by another contract or not. For example: 25 treadmills covered under a 4 year Performance contract would have a Number of Belts included per contract equal to 25 x 4 x 0.5 = 50, i.e. a limit of 50 treadmill belts may be fitted over the term of the contract. The entitlement of Upholstery for a specific contract is capped up to a predefined ‘Number of Upholstery’ included per contract defined as the number of pieces of strength equipment (including selectorised or plate loaded strength machines and benches) multiplied by 2 (the typical number of upholstery items per piece of equipment) multiplied by the duration of the contract (expressed in whole years) multiplied by 0.5 and rounded up to the nearest whole number. Entitlement can be pooled across all the Equipment covered under an individual contract. Entitlement under a contract cannot be transferred to a piece of Equipment not covered by that contract whether the piece of Equipment is covered by another contract or not. For example: 25 pieces of selectorised strength equipment covered under a 4 year Performance contract would have a Number of Upholstery included per contract equal to 25 x 2 x 4 x 0.5 = 100, i.e. a limit of 100 items of upholstery may be fitted over the term of the contract. Where the entitlements for the replacement of Part subject to wear and tear defined above are exceeded during the term of a contract or the cover for parts subject to wear and tear is excluded from the MSP the supply and fitting of these items will be at the Customer’s cost at Supplier’s parts and labour prices applicable from time to time.

‘Equipment Diagnosis’ Means the supply of an engineer for health & safety, functionality and aesthetics diagnosis.

Preventative maintenance: For Customers choosing the Program MSP, this is limited to Equipment Diagnosis, cleaning and light maintenance services. For Customers choosing the Global or Performance MSP’s the planned maintenance visit will include: - Strength Equipment: (a) Full functional test of all components (b) Check all mechanical movements and lubricate where required (c) Inspection and replacement of cables as required (d)Inspect frames for damage (e)Adjustment of mechanical systems (f)Replacement of worn or damaged mechanical components - Cardiovascular Equipment: (a) Full functional test of all components and console systems (b) Belt & cable tension and adjustment (c)Remove covers and clean internally and externally (d) Software update to latest version as required (e)Check calibration of sensors - Group Cycle: (a) Full functional test of all components (b) Check and adjust chain tension and lubricate (c) Check and adjust belt tension (d) Check cranks and pedals

Aesthetic Items Protection: Notwithstanding the general exclusion From Services of Aesthetic Items defined in clause 3.1.2 and Accidental Damage defined in clause 3.1.4, where MSP’s include ‘Aesthetic Items Protection’, this includes the replacement of Aesthetic Items under contract where they have suffered Accidental Damage subject to the following limitations. An ‘Aesthetic Item Replacement Claim’ is defined as Customer requesting the replacement of one Aesthetic Items on a single piece of equipment where the Aesthetic Items have been deemed to have suffered some form of Accidental Damage. Entitlement under the Aesthetic Items cover is limited to 1 (one) Aesthetic Item Replacement Claim per contract year for every 20 pieces of Equipment covered under the contract, rounded up to the nearest whole integer. Entitlement can be pooled across all the Equipment covered under an individual contract. Entitlement under a contract cannot be transferred to a piece of Equipment not covered by that contract whether the piece of Equipment is covered by another contract or not Where the Aesthetic Item entitlement defined above is exceeded during any contract year over the term of a contract or the cover for Aesthetic Items is excluded from the MSP the supply and fitting of these items will be at the Customer’s cost at Supplier’s parts and labour prices applicable from time to time. The table below is included for illustration of the calculation of entitlement to Aesthetic Item Replacement Claims per year for 1 to 60 pieces of equipment covered. Entitlement for other numbers of equipment covered will be calculated in a similar manner.

Number of pieces of Equipment covered Number of Aesthetic Item Replacement Claims per year From 1 to 20 1 From 21 to 40 2 From 41 to 60 3

Accidental Damage on Unity Console: Notwithstanding general exclusion From Services for Accidental Damage defined in clause 3.1.4, where MSP’s include Accidental Damage on Unity Console coverage, this includes the replacement of Unity Consoles under contract where they have suffered Accidental Damage subject to the following limitations. A ‘Unity Console Replacement Claim’ is defined as Customer requesting the replacement a Unity Console on a single piece of equipment where the Unity Console has been deemed to have suffered some form of Accidental Damage subject to confirmation in the Supplier’s reasonable opinion. Replacement of a Unity Console under this provision is subject to a Customer contribution of £300 on each Unity Console Replacement Claim. Entitlement under the Accidental Damage on Unity Console cover is limited to 1 (one) Unity Console Replacement Claim per contract year for every 10 Unity Consoles covered under the contract, rounded up to the nearest whole integer. Entitlement can be pooled across all the Equipment covered under an individual contract. Entitlement under a contract cannot be transferred to a piece of Equipment not covered by that contract whether the piece of Equipment is covered by another contract or not. Where the Unity Console entitlement defined above is exceeded during any contract year over the term of a contract or the cover for Accidental Damage on Unity Console is excluded from the MSP the supply and fitting of these items will be at the Customer’s cost at Supplier’s parts and labour prices applicable from time to time. The table below is included for illustration of the calculation of entitlement to Aesthetic Item Replacement Claims per year for 1 to 60 pieces of equipment covered. Entitlement for other numbers of equipment covered will be calculated in a similar manner.

Number of Unity Consoles covered Number of Unity Console Replacement Claims per year From 1 to 10 1

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The Wellness Company Draft From 11 to 20 2 From 21 to 30 3

Performance guarantee: If some unforeseen event prevents Supplier from performing in line with the ‘Time To Service Percentage’ level set out in Schedule 2 of this agreement as measured at the end of the contract as an average over the whole term of the contract, the Customer is entitled to receive a discount percentage, the ‘Service Credit Discount’ against the renewal of the contract. The Service Credit Discount is redeemable only against an uninterrupted renewal and cannot be transferred to any other Site, contract renewal or other invoice payable to Technogym and the Service Credit Discount cannot be claimed as a cash alternative The Service Credit Discount cannot be combined with any other active campaign or offering. The calculation of the Service Credit Discount will be based on 2 parameters: (a) duration of the original contract and (b) percentage of deviation in respect of the service level of the contract. The Service Credit Discount percentage calculated as per table below will be applied to the price of contract renewal calculated using the Prevailing Rate applicable from time to time. To be statistically relevant (and applicable) the minimum number of jobs in the period of measure should be greater than 20. The Service Credit value cannot exceed the value of the NET price paid by the customer for the contract against which the performance was measured.

Contract term excluding warranty Time To Service Percentage achievement over the term of the contract less than 12 months above or equal to 12 months Greater than or equal to 90% No Credit No Credit Greater than or equal to 70% and less than 90% 3% 5% Less than 70% 5% 8%

Technogym Certification: On completion of a Preventative Maintenance service, the Supplier will make available a certificate of service to the Customer.

Discount on replacement parts: Where fitting of replacement parts is recommended outside of the included services, the replacement parts may be subject to a discount as defined in the Order Form. Discount only applies to replacement parts for Technogym manufactured Equipment.

Service Level Agreement: Where Service Level Agreement is included, see reverse of form for the performance levels.

Access to Technogym E-Services: Supplier will grant access to the customer to the Supplier’s web service portal, Technogym E-Services, for the duration of the contract.

Remote Equipment management: Where remote Equipment management service is included, Customer allows the Supplier to remotely monitor the Equipment connected to the internet using Supplier proprietary software system. Remote Equipment management service allows the Supplier to have the possibility to enable automatic remote software upgrades when the Equipment is connected to the internet. Supplier may contact the Customer to arrange proactive repairs on the Equipment to verify the correct functioning when relevant problems are discovered as a result of the Equipment communicating fault data with Supplier’s software system. The installation, configuration, maintenance and support of the internet connectivity and IT infrastructure will be solely Customer’s cost and responsibility. Supplier will have no liability if the remote upgrade fails due insufficient bandwidth or for any other network problem outside of its responsibility or control.

Wellness System peripherals: Maintenance Services on Wellness System peripherals, e.g. Trainer points, Iso controller, Wellness Mate, etc. where included in Schedule 1, are limited to electrical, mechanical and electronic components only. Wellness software and the performance of a Wellness System are not covered under this contract.

Service Level Agreement: In the performance of this contract the Supplier will conform to the following ‘Service Level Agreement’ or ‘SLA’  Time to Service (TTS) subject to the provisions set out within the Severity / Target Response Time matrix below (and those set out elsewhere in these Terms), following a Request by the Customer, the time taken by the Supplier to attend the Site Address for the purpose of carrying out the Maintenance Services, will be normally performed within the Target Response Time for the Severity of the fault reported subject to the correct, satisfactory and full performance of the Customer Obligations. Definition of Target Response Time hours • This shall commence upon creation of the service order by Supplier following receipt of a Request using Technogym E-Services, Fax, email or Telephone. • Supplier will action all Requests within Supplier's normal office hours 0900hrs to 1730hrs on Business Days. • Any Request outside of these times will be processed on the following Business Day. Severity of fault reported Description of typical fault presenting Target Response Time* A fault that takes the Equipment out of order and prevents it from being used for its primary function – eg a Primary Fault 48hrs treadmill that cannot be used for running. A fault that affects a part of the Equipment that is not involved in its Primary function, eg TV tuning, lack of Secondary Fault 120hrs sound, torn upholstery *Supplier reserves the right to vary the Target Response Times from time to time and will publish updated versions of this matrix on the Technogym website and the Technogym E-Services portal.  Time to Service Percentage (TTS%): The Supplier will use reasonable endeavours to ensure that following at least 90% of Requests made by the Customer for Maintenance Services over every 12 months period (beginning on the Commencement Date), the Time to Service will be equal to the Target Response Time defined above.  First Time Fix is where, whilst carrying out Maintenance Service, the Supplier returns the Equipment to reasonable working order for the Service defined in the Request on the first visit to the Site Address. The Supplier will use reasonable endeavours to ensure that (over every 12 months period beginning on the Commencement Date), at least 90% of Maintenance Service visits will result in a First Time Fix. Where the Supplier requires further replacement parts to bring Equipment to working order, the parts will be placed on order and the supplier will fit same on a subsequent maintenance service visit subject to the spares supply response.  Spares Supply Response is where TG Equipment Replacement Parts are required, the Supplier will use reasonable endeavour to dispatch the required parts within two Business Days from the Supplier placing a Replacement Parts order. This is with the exception of upholstery (7 Business Days), painted parts (7 Business Days) and assembled painted parts (15 Business Days). As Replacement Parts may be dispatched from outside the U.K, the times for delivery of Replacement Parts may vary and are all subject to availability. When Non-Technogym® Equipment Replacement Parts are required, the Supplier is totally reliant on the supply and performance of third parties and cannot give any commitments to dispatch and delivery times for such parts. However, the Supplier may, at the Supplier’s discretion, hold small stocks of Non-Technogym® Replacement

For further information regarding Maintenance Services, spares and parts please contact us via the below details: Telephone: 01344 823700 Email: [email protected] Fax: 01344 823701

Ref# 19610152 / 0001695148 technogym.com 10/10

PROPOSAL FOR__CDD AT JULINGTON CREEK PLANTATION 11362131 / 0001708584_ 3 YEAR STRENGTH- CDD AT JULINGTON Customer Name _CDD AT JULINGTON CREEK PLANTATION Ref # CREEK PLANTATION - 06/03/2019 Cust. Code C04825 Date 03/06/19 Tax Number 85-8012658975C2 Expiry Date 04/05/19 Contact Kim Harless Billing Address Destination CDD AT JULINGTON CREEK PLANTATION 950 DAVIS POND BLVD 32259_ST. JOHNS _United States

Telephone (904) 821-3631 _FL Ship to Customer Technogym Ref. Medoune Gueye C04825 Code

TO COVER ALL TECHNOGYM STRENGTH EQUIPMENT ON SITE! Technogym Care

DESCRIPTION NET AMOUNT

PERFORMANCE: The most complete after sales product in the Industry. 11,110.28 Designed to give a beyond repair service with on top a coverage of wear and tear, accidental damages and a remote monitoring of the connected products. INCLUDES 2 PM VISITS/YEAR!

Code:X123PER

Purchase moment Contract renewal Amount/month 308.62 Duration from date of installation (month) 36 Amount/year 3,703.43 Technogym CareTotal Excl Tax

Ref# 11362131 / 0001708584 technogym.com 1/7

Your Wellness Solution Value Net Total Tax excl. 11,110.28

Sales Tax 0.00*Freight is not included in taxes calculation Net Total Tax incl. (0%) USD 11,110.28 Ref #: 11362131 / 0001708584 Cust. Code: C04825 3 YEAR STRENGTH- CDD AT JULINGTON CREEK PLANTATION - 06/03/2019

Proposal Terms

Payment Payment Method Payment Term % Expiration Date

RCH - RCH - Cheque AD1 - AD1 - Net 30 100.00 $ 11,110.28 2019/06/06

The pictures and any other figurative representations of products contained in this offer are purely an indication and may contain inaccuracies. More accurate information and details of the offered products are contained in the description section.

Signature of agreement

Name: …………………………………. Medoune Gueye………………………………….

TECHNOGYM USA Role: …………………………………. 700 Route 46 East 2nd Floor Fairfield, NJ 07004 Toll free: 800-804-0952 CDD AT JULINGTON CREEK PLANTATION Fax: 206-623-1898 Email: [email protected]

Date:......

Ref# 11362131 / 0001708584 technogym.com 2/7

Maintenance contract Customer information Ref. # 11362131 / 0001708584 For the attention of Customer Name CDD AT JULINGTON CREEK PLANTATION Billing Address 950 DAVIS POND BLVD 32259ST. JOHNS Country Phone Date 06/03/2019

Product information Item X123PER PERFORMANCE: The most complete after sales product in the Industry. Designed to give a beyond repair service with on top a coverage of wear and tear, accidental damages and a remote monitoring of the connected products. INCLUDES 2 PM VISITS/YEAR!

Duration (months) 36 Start Date End date contract

Calculation

Purchase moment Contract renewal

Total Excl Tax 11,110.28 USD Net Total Tax excl. 11,110.28 USD USD/year 3,703.43 USD USD/month 308.62 USD

Net Total Tax incl. 11,110.28 USD

Approved

Name Bank account number

Signature Signature

Ref# 11362131 / 0001708584 technogym.com 3/7

MAINTENANCE SERVICES AGREEMENT TERMS AND CONDITIONS 1. DEFINITIONS AND INTERPRETATION The following terms shall have the following meanings: ‘Equipment’ means the equipment (that in the Supplier’s reasonable opinion is of a Serviceable Standard) subject to the Maintenance Services as more particularly specified in Schedule 1. ‘Maintenance Services’ means the preventative services (the level of which are chosen under the Maintenance Service Package) provided to the Customer in respect of the Equipment (under this agreement), set as described in Schedule 2 or as may be agreed in writing by the Supplier and Customer from time to time. ‘Terms’ means these terms and conditions governing the supply and performance of the Maintenance Services. ‘Maintenance Charges’ means the charges payable by the Customer to the Supplier in consideration of the provision of the Maintenance Services, set out on the Order Form. ‘Site Address’ means the Customer’s premises where the Equipment will be stored and used and where the Maintenance Services will be carried out, as set out on the Order Form. ‘Maintenance Service Package’ or ‘MSP’ means the level of Maintenance Services chosen by the Customer (as set out on the Order Form) as more particularly described in Schedule 2. ‘Initial Period’ means the initial period of this agreement as set out on the Order Form and more particularly described in clause 9. ‘Order Form’ means the Customer’s order for Maintenance Services incorporating these Terms. ‘Non-TG Equipment’ means equipment and parts manufactured and/or supplied by other manufacturers or suppliers (other than the Supplier). ‘Obsolete’ means Equipment that the Supplier renders obsolete as a result of that Equipment requiring Replacement Parts that have been discontinued and are no longer produced by their respective manufacturer. ‘Replacement Parts’ means any component, piece of equipment or part that is required for the repair or Maintenance Services to be carried out on Equipment under these Terms. ‘Request’ shall have the meaning given in clause 2.4. ‘Technogym E-Services’ means the online services provided by the Supplier, whereby the Customer can electronically place an order for Maintenance Services or for Replacement Parts. ‘TG Equipment’ means equipment and parts manufactured and supplied by the Supplier or any Group Company. ‘Economical Maintenance’ means an individual piece of Equipment that can be repaired for a sum less than (or equal to) 3 times the annual maintenance prices listed in Schedule 1. ‘Commencement Date’ means the date set out on the attached Order Form as more particularly described in clause 9. ‘Serviceable Standard’ means Equipment that is not, in the Supplier’s reasonable opinion, in a state of disrepair and is capable of being serviced in accordance with this agreement. ‘Group’ means the Supplier, any company of which it is a subsidiary (its holding company) and any other subsidiaries of any such holding company; and each company in a Group is a member of the Group. ‘Group Company’ means any company in the Group. ‘Business Day’ means the hours of 8.00 a.m. to 6.00 p.m. on a day (other than a Saturday, Sunday or public holiday) when banks in the City of London are open for business. ‘Supplier’s Personnel’ the Supplier’s employees, agents, subcontractors and consultants engaged to perform the Maintenance Services. ‘Unity Console’ means the LCD and all related electronic components forming the Unity® or Visioweb® group component excluding Wellness tv® and Wellness ActiveTv® screen. ‘Accidental Damage’ means damage that occurs suddenly as a result of an unexpected and non-deliberate external action, specific exclusions include but are not limited to the gradual deterioration with age, internal failures and wilful or deliberate acts. ‘’Wear and Tear Items’ means items that are naturally and inevitably subject to wear as a result of normal contact from users in the course of exercising on the equipment including but not limited to treadmill belts, upholstery, foot pedals and handles. It excludes knocks, scrapes and scratches and the gradual deterioration with age that may occur over the life of the Equipment. ‘Aesthetic Items’ means the parts of the Equipment that are provided for cosmetic purposes only including but not limited to stickers, casings and covers or ancillary items like water bottle or phone holders. ‘Prevailing Rate’: means the price of the purchased MSP as per the price effective at the time the quotation is provided. A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it. Words in the singular include the plural and in the plural include the singular. A reference to one gender includes a reference to the other gender. Clause headings do not affect the interpretation of these Terms. A reference to Schedule or Schedules shall mean the schedule(s) of this agreement. A reference to this agreement shall be a reference to these Terms. The Order Form and the Terms (including all the Schedules) constitutes the entire agreement between the parties hereto relating to the Maintenance Services and shall replace any other such agreement or purported arrangement in respect thereof. However, in the event of a conflict between the terms and conditions contained in the Schedules or on the Order Form and these Terms, those contained in the Schedules and/or the Order Form shall prevail and this agreement shall be interpreted accordingly. 2. MAINTENANCE SERVICES. 2.1 The Supplier will endeavour to provide Maintenance Services during a Business Day (or as may otherwise be agreed and set out in the Service Level Agreement in Schedule 2) and the Customer will therefore be required to have their Site Address open (and the Equipment accessible) during such times. 2.2 From time to time, the Supplier may be required to carry out Maintenance Services outside the hours of a Business Day and reserves the right to do so. 2.3 The Customer may request that the Supplier carries out Maintenance Services outside the hours of a Business Day. Any decision by the Supplier to do so will be entirely at the Supplier’s discretion and will be agreed in writing by the parties. 2.4 The Supplier shall make a telephone hotline service available to the Customer from 9.00 a.m. to 5.30 p.m. (whereby a request for Maintenance Services can be placed by the Customer (“Request”)). Outside these hours, the Customer can place a Request via fax, e-mail (to the addresses that the Customer has been provided with) or via TG-Direct and in such circumstances, the Request will be deemed to have been made on the following Business Day. 3. EXCLUSION FROM SERVICES. 3.1 The Maintenance Services will not extend to: 3.1.1 Modifications or additions to the Equipment that are unauthorised by the Supplier; 3.1.2 Peripheral items and consumables and Aesthetic Items (lists of which are available from the Supplier); 3.1.3 Equipment which in the Supplier's reasonable opinion, can no longer be subject to Economical Maintenance (for the avoidance of doubt, such Equipment will be removed from Schedule 1); 3.1.4 Defects or damage resulting, in the Supplier's reasonable opinion, from misuse or neglect of or Accidental Damage to the Equipment or failure to follow the instructions or advice of the Supplier or in respect of Non-TG Equipment, the manufacturer of the Non-TG Equipment; 3.1.5 Visits in addition to those (if any) specified overleaf; except where specifically included in the MSP; 3.1.6 The repair or replacement of parts which the Supplier is required to carry out away from the Site Address but which the Customer, for security reasons or otherwise is unwilling to release to the Supplier; 3.1.7 Any Equipment which has not been kept or operated by the Customer in accordance with the Customer’s obligations set out in clause 5; 3.1.8 Equipment which the Supplier has requested a serial number for at the time of a Request and has not received; and 3.1.9 Equipment which has been declared Obsolete; 3.1.10 Defects or damage resulting, in the Supplier's reasonable opinion, from the variation, interruption or quality of the Customer’s mains electrical supply powering the Equipment. 4. MAINTENANCE CHARGES. 4.1 The Supplier reserves the right to adjust its Maintenance Charges by an increase not exceeding the prevailing CPI index rate by providing written notice not later than 30 days before any anniversary of the Commencement Date. This increase will not apply for any periods where the costs have been paid in full in advance. Following the initial period, this rate change increase provision will persist annually with no term limit. 4.2 The Customer shall pay the Maintenance Charges on the dates set out in the Order Form. 4.3 The Supplier's charges are payable without any deductions, set-off, counterclaim or withholding of any kind but with the addition of VAT and the Supplier reserves the right to suspend provision of the Maintenance Services in the event that the Customer fails to pay by the due date any sums due under these Terms or under any other agreement whatsoever that it may have with the Supplier. 4.4 If the Customer fails to pay the Supplier by the due date any sum due under these Terms, the Customer shall be liable to pay interest to the Supplier on such sum from the due date for payment, at the annual rate of 4% above the base lending rate from time to time of the Bank of England, accruing on a daily basis until payment is made, whether before or after any judgment. 4.5 The Customer may be required to pay additional charges (in addition to the Maintenance Charges) if their failure to comply with the obligations set out in clause 5 below results (either directly or indirectly) in any damage to the Equipment resulting in the need for Maintenance Services. 5. CUSTOMER'S OBLIGATIONS. To facilitate the provision by the Supplier of Maintenance Services the Customer shall: 5.1 Ensure that the Equipment is kept and operated in a proper manner in accordance with all written guidance issued by the Supplier from time to time (including routine maintenance set out in relevant Equipment user manuals) and ensure that only competent, properly trained persons are permitted to use it; 5.2 Co-operate with the Supplier and the Supplier’s Personnel in all matters relating to the Maintenance Services including but not limited to supplying the serial number of the Equipment, giving detailed information about the fault(s) over the phone and performing reasonable troubleshooting actions on the Equipment as requested; 5.3 Use the Equipment in (what the Supplier reasonably deems to be) a suitable environment (including but not limited to one free from humidity, moisture, dust and high temperature variations) and be responsible for the costs of creating and maintaining such an environment; 5.4 Use the Equipment with the correct power supplies as have been provided by the manufacturer (be it the Supplier or otherwise); 5.5 Not move the Equipment or make any addition, modification or adjustment to it without the Supplier's prior written consent; 5.6 Maintain and make available to the Supplier records of the operation, maintenance and any malfunction of the Equipment; 5.7 Provide at such times as the Supplier and the Supplier’s Personnel reasonably require and at no cost to the Supplier, access to the Equipment in a safe and properly insured environment, and the co-operation of the Customer's personnel in diagnosing and overcoming any malfunction of the Equipment; and 5.8 Inform the Supplier of all health and safety rules and regulations and any other reasonable security requirements that apply at the Site Address. 6. LIMITATION OF LIABILITY. 6.1 Save as specifically provided for herein, the Supplier shall have no liability to the Customer for any loss or damage howsoever arising from or in connection with this agreement or the supply of the Maintenance Services. 6.2 Without prejudice to the generality of clause 6.1 above, the Supplier shall have no liability for any losses or damages which may be suffered by the Customer whether the same are suffered directly or indirectly or are immediate or consequential which fall into the following categories: Special damage even though the Supplier was aware of the circumstances in which the special damage could arise; Loss of profits; anticipated savings; loss of business opportunity or goodwill; and Loss of amenity of the use of the Equipment; Losses resulting from the use of Replacement Parts obtained by the Customer without the Supplier’s written consent. 6.3 The above exclusions shall apply to the fullest extent permissible at law but the Supplier does not exclude liability for: 6.3.1 death or personal injury caused by the negligence of the Supplier, its employees or agents; or 6.3.2 for fraud. 6.4 To the extent such liability is not excluded by sub-clauses 6.1 and 6.2 above the Supplier accepts liability for its negligence (or that of its employees or agents) for physical damage or loss of the Customer’s tangible property up to £1,000,000 in respect of each incident or series of connected incidents. 6.5 In all other cases not falling within clause 6.4 above, the Supplier’s total liability (whether in contract, tort, (including negligence or otherwise) under or in connection with this agreement with the Customer relating to the Maintenance Services or based on any indemnity or contribution shall not exceed the amount that the Customer has paid for the Equipment being supported by the Maintenance Services. 7. REPLACEMENT PARTS. 7.1 Replacement Parts are the Supplier's property unless they are purchased and supplied by the Customer at no cost to the Supplier. 7.2 The Supplier will use reasonable endeavours to obtain suitable Replacement Parts when required to do so for the provision of Maintenance Services. 8. FORCE MAJEURE. The Supplier shall have no liability to the Customer under this agreement if it is prevented from, or delayed in performing, its obligations under this agreement or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including (without limitation) strikes, lock-outs or other industrial disputes (whether involving the workforce of the Supplier or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion,

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malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors. 9. COMMENCEMENT AND TERM OF AGREEMENT. This agreement starts on the Commencement Date and remains in force for the Initial Period and shall continue thereafter unless terminated by one of the parties giving to the other not less than 3 months written notice, unless this agreement is terminated in accordance with clause 10. 10. SUSPENSION AND TERMINATION. Where, in Supplier’s reasonable opinion, the cost of delivering the Services is sustained at a level higher than that reasonably expected in a similar Customer environment, Supplier reserves the right to investigate such excessive costs and to seek financial remedy from Customer where the excess costs can be shown to be as a result of any exclusions from service defined in section 3.0 above. Furthermore, Supplier reserves the right to suspend the delivery of the Services and only reactivate them upon settlement of any potential invoice to cover such excessive costs. 10.1 The Supplier may terminate this Agreement forthwith upon written notice to the Customer, without liability where:- 10.1.1 the Customer commits a breach of any Terms and where such breach is capable of remedy fails to rectify such a breach within 14 days of receiving written notice from the Supplier specifying such breach; 10.1.2 the Customer fails to make payment of any sums due to the Supplier in accordance with these Terms or any other agreement with the Supplier; 10.1.3 the Customer repeatedly fails to follow the Supplier’s instructions in respect of the Equipment and acts in such a manner as to reasonably justify the opinion that its conduct is inconsistent with it having the intention or ability to give effect to the terms of the agreement. 10.2 Without prejudice to any other rights or remedies which the parties may have, either party may terminate this agreement without liability to the other on giving the other not less than 1 months written notice if: 10.2.1 if the other party, being a body corporate shall present a petition or have a petition presented by a creditor for its winding up, or convenes a meeting to pass a resolution for voluntary winding up, or shall enter into any liquidation (other than for the purposes of a bona fide reconstruction or amalgamation); shall call a meeting of its creditors or shall have a receiver of all or any of its undertakings or assets appointed, or shall be deemed by virtue of the applicable law of these Terms to be unable to pay its debts or being an individual or sole trader dies or becomes bankrupt or being a partnership suffers any similar action as a result of debt; 10.2.2 the other party suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business; or 10.2.3 there is a change of control of the other party (as defined in section 574 of the Capital Allowances Act 2001). 10.3 The Customer may terminate this Agreement forthwith upon written notice to the Supplier, without liability only where the covered equipment is replaced with new Technogym items acquired from the Technogym official distribution network; the Customer ceases its business. On termination of this agreement for any reason, the Customer shall immediately pay to the Supplier all of the Supplier's outstanding unpaid invoices and interest and, in respect of Maintenance Services supplied but for which no invoice has been submitted, the Supplier may submit an invoice, which shall be payable immediately on receipt. 10.4 On termination of this agreement (however arising), the following conditions shall survive and continue in full force and effect: 10.4.1 Clause 6; 10.4.2 Clause 10; 10.4.3 Clause 14; 10.4.4 Clause 19 11. ASSIGNMENT AND SUBCONTRACTING. 11.1 The Supplier reserves the right to assign this contract and to sub-contract all or any of its obligations set out herein. 11.2 This agreement is personal to the Customer who may not without the Supplier's prior written consent: assign or dispose of it; part with any interest in it; or grant any lease or licence or delegate any of the rights conferred by it. 12. THIRD PARTY RIGHTS. No person other than the Supplier, any person to whom the Supplier assigns any rights under this agreement and the Customer, shall acquire any enforceable rights under or in connection with these Terms and nothing in these Terms confers on anyone else any right pursuant to the Contracts (Rights of Third Parties) Act 1999. 13. VARIATION. No variation or amendment of this agreement or oral promise or commitment related to it shall be valid unless committed to writing and signed by or on behalf of both parties save that the Supplier may from time to time notify the Customer in writing that it proposes to alter, add to or abrogate any provisions of this agreement giving details of the proposed alteration, addition or abrogation. Unless the Customer within 28 days of that notice notifies the Supplier in writing that he objects to them, the alteration, addition or abrogation shall be deemed to be agreed and shall take effect accordingly. 14. CONFIDENTIALITY. 14.1 For the duration of the agreement and a period of 5 years thereafter, each party shall keep in strict confidence, the contents and details of this agreement (including but not limited to the Maintenance Charges) and all other technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to it from the other party, its employees, agents, consultants or subcontractors and any other confidential information concerning the other party’s business or its products which either party may obtain. 14.2 Each party may disclose the other party's confidential information: 14.2.1 to its employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out the party's obligations under this Agreement. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to whom it discloses the other party's confidential information comply with this clause 14; and 14.2.2 as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority. 14.3 Neither party shall use the other party's confidential information for any purpose other than to perform its obligations under this Agreement. 15. NOTICES. 15.1 Any demand or notice given under this deed shall be in writing and may be served: 15.1.1 personally, 15.1.2 by registered or recorded delivery mail, 15.1.3 by facsimile transmission (confirmed by post), or 15.1.4 by any other means which any party specifies by notice to the others. 15.2 Each party's address for the service of notice shall be its above mentioned address or such other address as it specifies by notice to the others. 15.3 A notice shall be deemed to have been served: 15.3.1 if it was served in person, at the time of service, 15.3.2 if it was served by post, 24 hours after it was posted, and 15.3.3 if it was served by facsimile transmission, at the time of transmission. 16. RIGHTS AND REMEDIES. Each right and remedy of the Supplier under these Terms is without prejudice to any other right or remedy of the Supplier whether under these Terms or not. 17. SEVERANCE. If any provision of these Terms is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions shall of these Terms and the remainder of such provision shall continue in full force and effect. 18. WAIVER. Failure or delay by the Supplier in enforcing or partially enforcing any provision of these Terms will not be construed as a waiver of any rights and any actual waiver of any breach of, or default under, any provision of these Terms by the Customer will not be deemed a waiver of any subsequent breach or default and will in no way affect the enforcement of any other provision of these Terms. 19. LAW AND JURISDICTION. 19.1 This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non- contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales. 19.2 The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of, or in connection with, this agreement or its subject matter or formation (including non-contractual disputes or claims.) 20. CONDITION PRECEDENT. The Supplier’s provision of the Maintenance Services is conditional upon the positive result of the installation and inspection procedures carried out on the Equipment to bring it up to Serviceable Standard. The Customer shall bear all costs relating to the installation, inspection and remedial works.

Schedule 2. Maintenance Services

(The Customer’s chosen Maintenance Service Package will be set out on the Order Form)

Maintenance Service Package (MSP) Maintenance Services Program Global Performance Travel & labour $ •* • On-site repair Parts for repair $ •* • service Parts subject to wear and tear $ $ •** Equipment Diagnosis • • • Preventative maintenance • • • Technical Call Center Support • • • Predetermined response time •1 • • Software update • • • Aesthetic Items Protection - - •** Accidental Damage on Unity Console - - •** Performance guarantee - - • Technogym E-Services (customer portal) Online job opening - • •

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Maintenance Service Package (MSP) Maintenance Services Program Global Performance Asset management reporting tool - • • Preventative maintenance routine Internal and external cleaning • • • Lubrication • • • Calibration & Mechanical adj. • • • Technogym Certification - • • Resistance cable inspection and replacement as required - • • Legend • Service Included in MSP •* Subject to limitations of cover see the Terms for more detail •** Subject to limitations of entitlement, see below •1 SLA limited to Time to Service on first visit only for Program $ Service chargeable in MSP (charges based on the Supplier parts and labour prices applicable from time to time. Further details are available from the Supplier

Description of maintenance services

‘Equipment Diagnosis’ Means the supply of an engineer for health & safety, functionality and aesthetics diagnosis.

Number of pieces of Equipment covered Number of Aesthetic Item Replacement Claims per year From 1 to 20 1 From 21 to 40 2 From 41 to 60 3

Number of Unity Consoles covered Number of Unity Console Replacement Claims per year From 1 to 10 1 From 11 to 20 2 From 21 to 30 3

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Technogym Certification: On completion of a Preventative Maintenance service, the Supplier will make available a certificate of service to the Customer.

Service Level Agreement: Where Service Level Agreement is included, see reverse of form for the performance levels.

Access to Technogym E-Services: Supplier will grant access to the customer to the Supplier’s web service portal, Technogym E-Services, for the duration of the contract.

For further information regarding Maintenance Services, spares and parts please contact us via the below details: Telephone: 01344 823700 Email: [email protected] Fax: 01344 823701

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TECHNOGYM FINANCIAL SERVICES 700 RT 46 East Fairfield, NJ 07004 Phone -0800-804-0952 Fax - 206-623-1898 March 5, 2019

CDD at Julington Creek 950 Davis Poind Blvd. St. Johns , FL 32259

At the request of Todd Shaw I am pleased to present the following lease options for the equipment proposal noted below. I look forward to being of assistance on this request and if there is anything I can help with please feel free to contact me.

Technogym Proposal Number See Technogym quote number 19610152 Equipment Cost $120,950.27 Less Technogym Deposit $0.00 Amount Financed $120,950.27 US

Options and Terms (in Months) 36 48 60 $1 purchase option No Advance $3,710.86 $2,878.94 $2,382.43 90 Days Deferred $3,772.15 $2,927.36 $2,423.04 FMV purchase option No Advance $3,029.67 $2,504.60 $2,185.05 90 Days Deferred $3,131.83 $2,582.57 $2,225.66

Monthly payments are subject to credit approval, final review of equipment, and applicable state sales tax and are valid until April 4, 2019. Please call me at 610-386-3620 if you have any quesiton and/or have decided on a lease term.

Sincerely,

Melinda Schoenberger Technogym USA Signature Date 610-386-3620 Please circle the payment and term in table above

The above payments do not include a one time documentation fee of $125.00 to cover the cost of filling UCC Financing Statements. The proposal for financing for the customer named herein ("Customer") regarding the equipment described herein ("Equipment") by Technogym is for discussion purposes only. This Letter is an indication of the interest regarding a possible financing transaction on the general terms and condition outlined herein and should not be constued as commitment.

Either Technogym or Customer may terminate discussions at any time in its sole discretion. If made, an approval by Technogym would be in a separate writing and would be subject to legal and business due diligence and credit review. With results satisfactory to Technogym, in its sole discreton. Customer acknogledges that the terms of the financing (if approved) may change before final documentation is executed by the parties. No financing terms will be binding on either party until definitive documentation is signed by Custoemr and Technogym. This letter is not a statement of all terms and conditions of the financing, which terms and conditions would be contained fuylly in final documentation and would supercede the terms of this Letter. This Letter is intended of the use of the Customer only, and no other oarty may rely upon any legal rights from this Letter. JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 8 OPEN ITEMS - JCPCDD 3/26/19

A. Aquatics Complex Trees B. Aquatics Complex Renovation Concept C. Banquet Room Renovation (Fall FY2019) JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT 11

JULINGTON CREEK PLANTATION COMMUNITY DEVELOPMENT DISTRICT NOTICE OF FISCAL YEAR 2019 MEETINGS

The Board of Supervisors (“Board”) of Julington Creek Plantation Community Development District (“District”) will hold Regular Meetings for Fiscal Year 2019 at 6:00 p.m., at the Julington Creek Plantation Club, 350 Plantation Club Parkway, St. John’s, Florida 32259, on the following dates:

October 25, 2018 November 29, 2018 January 24, 2019 February 26, 2019 March 26, 2019 April 23, 2019 May 28, 2019 June 25, 2019 July 23, 2019 August 27, 2019 September 24, 2019

The purpose of the meetings is for the Board to consider any business, which may properly come before it. The meetings are open to the public and will be conducted in accordance with the provision of Florida Law for Community Development Districts. The meetings may be continued to a date, time, and place to be specified on the record at the meeting. A copy of the agenda for these meetings may be obtained from Wrathell, Hunt & Associates, LLC, 2300 Glades Road, Suite 410W, Boca Raton, Florida 33431 or by calling (561) 571-0010.

There may be occasions when one or more Supervisors or staff will participate by telephone. Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodations at this meeting because of a disability or physical impairment should contact the District Office at (561) 571-0010 at least 48 hours prior to the meeting. If you are hearing or speech impaired, please contact the Florida Relay Service by dialing 7-1-1, or 1-800-955-8771 (TTY) / 1-800-955-8770 (Voice), for aid in contacting the District Office.

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

District Manager