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Backup Documents 04/15/1997 R Bce REGULAR MEETING OF APRIL, 15, 1997 Aff\('lJ\f;~ 01 r'Jbl1cH10n __r_---- -_.~-- --- ---.------ - ---.--- --- -..--- --.-..--..---- --.--.---~--------..- ------ &:).l.RD OF U...;!ii'( CCJt~ 135 :(.t.E~S fl~CE DE?,. - T(,¡j! :;kMIU~ P'() OOX I, 1 :5tv" (, KA?lES fL ~4101-JOíó REFERENCE: ~230 57/.69994 -701237 ~T 1 CE OF P:./ßU C ~H State of Florid' County 01 Colli~r I Slrfe>re tM vr>der. ;'F'e-j authQr ity, ~H'I)(''' '.ly \ appeertd 8. L~, who C~ o~th ley' that h~ .~rve' a. t~ ASlllt&~t Corpo,etc S~crtt~,y of tht Weplt~ 06ily PlNI, & dII; ly n~Jp8~r pJbl ;.h~.j at i'l8~l~!, ! in Colll\'r C.:unty, Flor\d8: t~t the att"d',<:<J . copy of IIdVf'rt \ ! 1 r'lg \In p.Jb l I .h~ ; n ,,;;j ~r 00 detu listed. Affiant furt~r __y' that th~ ~ðio Hðpl~~ D~;ly Mew$ II a ~.p~r pvbt;lh~ &t ~l<" In 5ðid ColUer County, Florida, r.r-.G tMt tho "'lid ~.f"PCr has hf!rHofor~ t.t~n Cú<'t irouc..v,lj p...MI~ In said col.l.irr· County, fl0r;j~, ...ch d'Y .,-.,ó hII. ~ ffiurl!d ~.. j~u:...,1 cl,,~' M; l ..tter at the: P"~t o1nc~ in I'I-"Pl~', i.', .'.id coll,iH COV/'Ity, flori,"'. f:>,' ð p~rie><J 01 ~ y'!'M nut prec.olrr,¡ the 1\ rat p'~bl1 (lit \00 :>1 t~'f! ! .tte~ toÇ;' 01 IOdv~rt;~.....~,t; 1!-f'IJ ,ff1ð1'1t I furt~r uy' t""'t M net r~;tr.,~r p";.j ,-.çr pr,}llílf.'d\ S1)' pe\"~o~, 1,ro¡ or ~r"t'oo f!'r,y 11SCO'.r1t, r~te, ~~\,.Ior. or ref,~j tor t~ purpo4e 0' foe<;IJrino;¡ thh "dv\:rt Iselk..-,t fc:,r :)I,t,l j ~,]~ ion i r. t~: "id newfo~r. . \ PV8lISHED OW: 01./13 \ \ I I AD SPACE: FILED C.fl: 3 ,750 [ NCH 0J./1"í97 --------------- -----.---------- --.-------------.. ------------.-------- sl~tur" of ~tfi"nt _____~__~-i...-- SWrn to and ~vbscribeá l><'1or. M: tl11S y-; œ} 0: '/"'1)~ PerS«oIIlly ~rY.NI"\ by iN! _~"",,~.J.._,0..-1.J (T."i'r ) f~f'r~,~·~~~\ . . . . -.... ..- . ~~~.~~.:.;,.~/ Ju,fl\ A, AanigIft IoN ~ I œs:mf1 EXP'.ÆS f~ \9, zcm~ ~"~'"~'~1~ ,i; -) .J../ J ~~ Aff idav1 t o! ;\!bl i cat il')(\ --.---------.----- ---- -------------. -- -_.. .--¡.------------ ---.---..------ Et'-"'.\i) or COImTï tU\I'i ¡ SS W>ifRS f lfl~Ç, tlE"T, - TOC! GII.M1LHr':; ~c 1;0:'( 4nmb KAPl:S FL 3~1U1-~.o16 ·l...· ....! , REfEPEHtE: 0017.30 ~ 7 l,iCJ.31 .11)") ì'):" . I: b'J1t .bibnfi'::' ,r{j uo2 ~': COlLl[R COUHTY ~?ARD ! ¡ t \ I f , f I Stete 01 rlorida covnty of colli.r &tfor~ tho under.19ned avthority, p1rsooally ~red 8. L4-o, ~ on oath say~ t~t ht J~rV!8 'II tM :'~t\!Unt Ccrpc,r.t. Seer etll'j :)1 th<-! t!~¡'lf!' Daily""......, C d.1ily r,<!"Jsp6p"r p.þ'.i."e,j It /'"pl.., in eolliu tour.tf, Florid...: th~.t th" .tt~{;t',.-d copy of a-jvertilint;¡ \01111 ¡:.<.bi. isr,~J In ~~i~ ~r on ÓIItu l i H~, AfHlIf1t further say' th~t the u\id liðpl~s Dei ly 1Mv5 h . 1\<L'W"\»~r pubt i 8~ at ~pl ~S, ; n ....ict Collier tovnty, FloriÒð, &nd trðt tr~ ....id newapepe~ h.! htrttofor~ ~~~ c~t;n'~Jsly po.á¡l\~ in ',.\1111 coll~H C.:>vnty. fl::rir!..!l, ~ach œy av.>d hoe bolHl efn..rw u o.r,O<'.:1 do.. .., il NUtr fit t~ po"~ o11ice in Hapl"., in .aid Coli i er ~ty, Ftoriclh, for II ~. iorJ ct ~ fe~r next prer.ooirv,; tl", firlt p,-,olic"t10f1;:¡f th.. I IIIttl'l:.hotd UJPY of IIdvf'~t h~"111t; s:'Id /Iff i IIont further 18)'$ that he hlJl ~it.ntr :)o&id rY)r p,.......;.~\ lIfT'! ~r.o..., firtl or c~l'lJtiCY.1 It"Y disc.ount, \ ree.t~, ~it§lor. or r~~und 10r th~ purpcl~ ~t H'wr1~ tt,h ¡¿vtrtis~t 10r !>.:Clicat,1oo In th"" ~id NN.~r, I ,,(~lt I . ··,'.'!1r' ~ ;1 ~~:. ~ ' 41.>(: .~;rr· ',rÜ\)(J! . .; .¡ .:1' ,\, . PV'SLl~Et. a4: ü4!'3 ...-....... ,- .. AD SrACE: FILa- ON: 2['" p,y. U:CH 04/14/97 -------~_._---------_.-~.- . -..---- ------ -----..-- - -- -,- +--- ----- ._--------------- S1~turt of HfilJ11t , ' \ , /h· \ ___~_ __._____...:.__.___':t-__...... 'erliONilly ~;.CM'1 by ~ :A / ri'("-l' (L' _..¡.L..--':.1a---.-. Í,\ '¡ ~ d,,):_ r)f ~~~ ~'1i'~) ) .. _ v. , I {!i'"'-.1/ .......0·.-...~\ j- Sworn to ar.<1 SvbtCrit>:>d bdor. r:H1! this _ f:f~i>,;~~ ',-.:.l!.,j,; ,:'.:~:,~.,~."" JudItI A. RInigcn IlY('C~,~ F-'-~ VYAV,07 EXi'IR£S --- r 12. 2QXJ ICOaD T'-fI\J TIICY '''IIIIUIOJa, 101;; ftJol!sdcy, ,6;i(~í 15, 1m 'ì:OV O..'Tt ~1!f'¿, ',' All PERSON~ W(.H1~G 1 r) ~AK ON AN'I ".C-H.'O,.. !1EM MUS, RE~;S ;::11 f'~I. \~ TO ~""'£'K!NG. R~QlJ¡?;;,-n ;. TO AODRES$ THi: BO,6..KIì I~ SUiLKTi VM\'1i ¡\.~E NOT Oi~ !111S ,~Gë"";),~ '1/dSr liE ~/þJTTED 1N 'I/RIlING W~TH c X ¡'LA NA trCN TO THE CGU~T'( w.N.<\G~ Å·r.W.\1 11 !)AY$ PRiOR Ti) iHE CA TE Of ¡:iE w£r· iHG A,,<O Will Í)J:. HEAiW ~~~uç PETmom". ,\NY PER50:.I V·.W ~-,¡. ~() fti'f'EAL A [)E(j$I{)N o¡: n"\s W~IW '~i~ L ~ A I:(tC0I<ü OF "(HE ""'0t.1::~~k'5 Pí:.~l"IN!r..G THERE ~O, Ar~o T~~E;:C?r: t(-). 'f . ~F;) T(; EH:,IJ~F Tl-!Þl A, VERBA i\M P.ECOrW Of THE ~CCEf:D;H.G) :') :.\&DE. MOC.~ R~(¡};;;C }!Ci,UOE5 7HE 'c~,~I:,¡I,(¡N'i ;\IJD EViC9IC:: UPO~ \'frlICH ¡:IE ¡.;-- ~-Ai.. i5 TU ~ ß~.5€O. Þ-lL R£G~'~ "'\ißliC ~':A~ERS W\:...L f,ë lIMIiED lD FIVE (5) IfJi~;jTr::.S UN· Lf.S5 ~jU.\i~)K)N ¡:rA ÞDC!T\ONt..!. TIME. () (Ä.'I.NTED P.,Y THi: CI1.,..!'UMH, ~S5!-;'Œù Li')'Lr4.NG D~~VKe, ç.~ nl: \-£þ;t~ ;M?~ED t-><EAVA;:.,\;:.LE IN Tt~ COUHTY O"'IM!~)¡ONC¡¿S\ OFF'!:£; LU~CH RF.(,E;).) ~CHéOVlED F<m 12:«) NOON 'ra 1:00 P,M, 1. ::NCCA T!0N . k ~J~~?l ~'~J~.~\~~~;f' ~~\) éC\~~!~ r ÅCìérl)~, ·i,.~~V.A.\_~'M~¡~~ ~\..Y,h í; 1797· R'n3:,c ,...)~f'r~, ;. ÞRCa...~r.~.\:-.;~ L"D ;Æ:~'/1(é Xl/ARD~ ø.. Pi lX.!c rT\atkAn r ' . ' ---' î\1 P"(';'~'~,""'(,T . .' .'('~ 1t. ~~ l'i?7 ø VO!IJ~~r :;.¡:r":.Ke1 ,r. ..:11"....1 \, I .",,,,,,,,,,.1 "'. ¿,.. .L'" . ,. f AnJ ' '~~I.. h. v~ Q(1" ,.~, ~: '¥ rt, ?..~~¡'""d I~ V~"'J¡'jrr.tr Y.fV....~~ ,(')f . IT"., ~ ;~r...t~)::' "'>::::~~.:. t. rl~~!.-(¡~:'~~r,~ " ,r>fI'4·...,V>A.:~ C'; CLf :~~, :¡ F.t:!:(;t?"!' , \ ,. i, ,;,f<íAl y~'~ C+ (HA.W 0l. 10~~,~[.RV::S Fi)l<. COX'f1f-K;E)-!(,b 1. G-?;.,,~c: ~l..I~, \\»)') t')¡' ç.,: ·;~,'~n, ~ r'.....,,,".:,, "'J':'''''''f''! 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(.<~~ d ~ 1Q(.t('J..'OY~ å"QII1.OQ\!, ~, '.m ~!..~. \~)'I'jT":>~' ~ti' l't~ hr~1i ;:'det ·:R.t'1tI~ l.c4lU, 1}r¡!1':>ne ' 1;¿1 ic>;.~Ç'~.~.r¡Dr~J·~ ~'?1.:n an :1\~:'I(¡1jrt')/'1WII. i~1 !)~~'i<"~~'~\ r..~ 'f." ~J:¡j :I (J¡i"""1 (Q;n;M~~ C7;1t1Grize ItÞe '/lOW!: ~ ~ !:~t (:-:.:'¡ (lOr, 1t'::::"fOço-CY ~!!,:,j ~yk~ !n~-Gct f~ !Qt' ~ \m;~~ C',iy. C'7!: CH.;~" . 8. Pl'!:.lIC 'ñCP.'/.S (:) n-~s ~m ¡-.('~ I;,.t{',r, ('.¡;~~:::rl. (i) TJ'lis (~he':. \Yo\:1 \~r.1.";;::1 (j) íh~ Ii'tffi (101 ~~1 "'-"'e~. (.{) Tr;i~ 'hm,,,,," t:t.., c'-f.'?'~. (S") .1(:'(.. O','~ r("'\"';.·.?'·i~ ,,1 (~'oQ'_j-' 1J(6\'f pJlto(J(it't 1:1.' ':,íI.'r>ln.o:cr.cr: ~r.e~ir.ç cOO :r<~~~'-: r: :.(:TY·,, ~'. ':?' ,,~ V;:!'.~(-Gi." ar.-()',~ Rood tw· iorIif\? ~o4t-d (HGmmo>jr. ~ Dr ¡y~ .:~ h.lir~';;"I·';i-c;'-")-~ ;f'" '; ~.: ) ,-~<\p ,Ai ~""r'." (\ ;,.·,··-..··..·-...'""'m ~) Þr-d ~e'.~ P;;YJ! C:Jn">P;c~"" ~~ ~ ~., ....~~:,.-,: ,; '.,~._., ,,:... ,'. .. . .. .'. . .. '.", '. ',.' .. .~ é,;, ,;.~ '.. I . ( 'v'- ',f, ',_ .': 'i"t.J\rr"" r: ~" ~Ik !t~ r ~PO~ . [TI r,-·i<. ~"~ ~, tç,:~ r'.J::.r::-:;, !.;~ ioè~::-~;t ~k;ró:;ç:.':ç·..c; :() ~ f'~ No. '!i·í63lP tor c 1m Dx·;n L'II¡~n~!'.x 'j-!;.,Ç;<;:.:J ~ ;;'<: ~'Ii ~1r'1. tZ~ Trc:~ 'i Ft. ,Y.ytr'>. C. P1ß1,X: SEi<\'lC1"~ (1) ¡.¡':",;:Ifmr~""'7,r,f\ 1t'tt ',~ ~ ~~ c1 CCII'!!v ÛIo"rnM.bn-n Cl)yrove 0 ~ ci1 t tu.'!tt 10 r~;Tt~.>,!{ "-.0N,! 't..!.~ Nr ~1TIPfry..~ re!c.ti'~ ~ it.e Colli~ G.~ R~ Ii F arj¡;{y ~:;~ Ç,l NI.'%'{.O r,.!<rr4 (7) R~(ofi'(,~r:j..:*'.o" 1:'-...1 !)f; ~r",'¡!'d of WJ!TÎ'Y Coo'\r.1ký)f~~ C'4ad bid ~ì·2é»5 l¡:r I!ì<': pur' ::-.:').t ,I 'Jt. ry.è cr~~ ""'j))~~~ D. SUP')CRT ;,ERý:(ß (1) ~·~:(J'1î:1·îr(>-f>:\1 :(, U'uo,-ó r,'rj frii·'bt7 tor film ,,rið film ~X~S~Ir.; t. COl;~~1 v ~AAN.;"I7C.~ (I') ~w-.,)11"~..*~vr.f'.".; II":IJ! ~.~ ~~Jõd c.~ (1JU('I.-.¡ (.y:'\rn~~¡""~) Oi.;ttfYl!t ~ Ì)'i'( ~/:t' t!ç.~ L'~":;:-fl' jt; !;,f,"r,il Tt¡<: n,~ s.."Y Re~Ip.-al;(I1 onG ',-\ct\Y.,¡e0'~M f~~ r~ ,"-!fl~ t7 .(' :,~::l; ,~,~~~' J.~ . \~) ~;i:-:~~.1 ,.,~;';;;~.rr't,~1 Rtr..:-; ~ ~. ':<~:\,r~J 0:: (C,J~-,t·,~~ty c.~:-!.t::,,(;(,~~,~'~,··~:~'!.S ~, ~~,~"":~.':\.. Ll; J;(.',~:'\ C (.\.v::: ~.';> ',~;' ~~(:\~:E ~l. ¡~þ!t(..~~'a'..::!, t¡;,~.~, :,')~ ~_.~ '('-~~ ;'1..' ,\.....::,. 1.;; :)fl/"~ ~~,. 0 (-~;ci ~::~J~;Tn U~~:'~;I- !)F'~:(.;~) ;1\ ;.>~,_O'·".,'.I·/~:;;:~'.',~ '". 'M',")"'! '!\'''\' ~!'! d c:)o¡;4...f:'t6 ip¡<' Fur~ \'0 p'.rct.m '::...!:~t{J ~TI~::~~:~. ~':, :¡.:~ ::~':.:''''' '.-r..d'J !)-~¡fo\ 0tf;t..~ D!'K1 roo'ot;:Ii'.p. Q'~~ 1"('.' ".1',11\°'"'' ,:..0- " ";>, ,'. ::~ ¡j.t ¡;\r(,J\,"~';';x; .~~c("':;:¡">t D$Q-;~'\:t ~~'. 'h~ :'oJ~)f1l~ in;m Ih't tiotxd ~ (.:¡Cì:t. (,;r.'.\,;,,;,,;"(,^ ~r') ';'; ¡:,> 1~ ~\'* 1 ¡:~'100 ,4r,("~? ll)(o! c~~;;t Fn..""kj ;~~(¡"': ~~. ~ f'N~ Y"r; :;".;.!;""~(!Srt~~~' f-~ ~t:r..~~ ~~tJÎ- I. ('Ülí~;T\ f, 'nor::; '.: y 11. ~r¡J()t;:!¡'¡ ~\a COLLIER COUNTY BOARD OF COUNTY CQ~SSIONERS AGENDA Tuesday, April 15, 1997 9:00 a.m. NOTICE: ALL PERSONS WISHING TO SPEAK ON ANY AGENDA ITEM MUST REGISTER PRIOR TO SPEAKING. REQUESTS TO ADDRESS THE BOARD ON SUBJECTS WHICH ARE NOT ON THIS AGENDA MUST BE SUBMITTED IN WRITING WITH ~XPLANATION TO THE COUNTY MANAGXR AT LEAST 13 DAYS PRIOR TO THE DATE OF TUE MEETING AND WILL BE HEARD UNDER npUBLIC PETITIONS". ANY PERSON i-iHO DECIDES TO APPEAL A DECISION OF THIS BOARD WILL NEED A RECORD OF THE PROCEEDINGS PERTAINING TRE:1U!1TO, AND THEREFORE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PF.OCEEDINGS IS MADE, WHICH RECORD InCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPE.AL IS TO BE BASED. ALL REGISTEP..ED PUBLIC SPEAKERS WILL BE LIMITED TO FIVE (5) MINUTES UNLESS PERMISSION FOR ADDITIONAL TIME IS GRAN"I'ED BY THE CP~IR.MAN. ASSISTED LISTENING D~/ICES FOR THE HEARING IMPAIRED ARE AVAILABLE IN THE COUNTY ~OMMISSIONERS' OFFICE LUNCH RECESS SCHEDULED FOR 12:00 NOON TO 1:00 P.M. 1. INVOCATION 2. ~E or ALLEGIANCE 3. APPROVAL OF AGENDA AND CONSENT AGEND)" Approved and/or adopted with changes - 5/0 ~. APPROVAL OF MINUTES March 25, 1997 - Regular meeting, Approved as Presented - 5/0 5. PROCLAMATIONS AND SERVICE AWA.RDS A. ~clamations (1) Proclamation proclaiming April 14-18, 1997 as Volunteer Services for Animals Week. To be accepted by Louise Hard. President for Volunteer Services for Animals. Adopted 5/0 1 J. B. S.J;'V~C. AwD.~ c. Pr8..nt~~ 6. ~~~ A. ANALYSIS OF CHANGES TO RESERVES FOR CONTINGENCIES 1. General Fund, (001) for FY 96/97 2. community Dev".:lopment Fund, (113) for FY 96/97 3. Facilities Construction Fund (301) for FY 96/97 7. ~~m~ A. Laurie areas. L. Mitch~ll No Action regarding land use Hi agl: icul t;.¡ral 8. COUNTY Mœ..AGER I fLMl:9.B.T. A. ~Œ.h.nJ2,~Mm.'.LLJ;NYI~AL SER~~ ~~vod from It~ 116A5 (1) RecOin.rnendation that the Board of County Commissioners authorize the waiver of road impact fees and emerg".:ncy medical services impact fees for the Irn.r<\okalee Chi 1d Ca::e Center.. Denied (comnU,Qsioner Hancock ð~d Mac'Kie opposed) B. f.,UBLIC WORJ\ß. c. fJlBLIC BERV'IÇ~~ D.~ B. COONTi_~ (1) Confirmation of appointment of Edgar Ilschner, Jr., as Publ ic i'Jorks Di vi sian Administrator. (Confirmed 5/0) Mr. Ilachner to baging April 28, 1997 Ad.ded (2) Request for Board to adopt the accompanying resolution opposing Senate Bill 1368, House Bill 1699, and committee substitute/House Bill 0715, relating to certain ratemaking provisions of inves tor-owned water and wastewater systems I before the 1997 regular session of the legislature. (Staff's request) Re~. 97-203 - Adopted 5/0 9. COUNTY ATTO~Y/S ~¡rr 10. ~~S9~H~ 2 A. ~iscussion re worksho~' ~.c:;e': ing of Apr. Decision on County Mana~er to be made interviews. 29 - No meeting. on Apr. :.u. after B. Regarding Healthcare PrcpE:~ ~'; at intersection of 92 and Heathwood on Marco Island (Cú~. Norris) County Attorney to examine chain of title on this property and make a determination. C. Opening of Vanderbilt Beach Extension Eastward and roads in pine Ridge area, berms and temporary structures. (ComItl. Berry) Upon fina.l completion of Vanderbilt Beach to U.S. .1, Tr~sportation Manager to do corridor management study. 11. ~R CONSTlTUTION~ OFFICERS Ð.!"»ll~ÇONMZ.w_QlL G~UEPJJ.., TOPICS A. Kathy '.<lorley Assessment of the Clam Bay Management Plan. B. Gil Erlichman Discussion re media receiving agenda packets at no charge. C. Gil Erlicrunar. - Request for Consideration of Incineration operation. D. Ty Agostin - Request for investigation of Incineration issue. PUBLXC HEARINGS WILL BE HEARD IMMEDIATELY FOLLOWING STAFF ITEMS 12. ADVERT~ P",TELIC HE1\.RIRçz~~~ A. ~QMPRE~¡:LAN ~~ B. Z-Q1U.NG ~"fi.S. c. ~ 13. BOARD or ZONING APPEALS. A. ADVERT::tß.1rn PU8LIC HEARINGS B. OTHER 1-&. ~nL.Q)LÇQQHT.Y ÇQ~ONERS' ÇQM1roNICI\T..l~ß. 15. ft.ðZ.t~ß CO~CA'I'1.~'tS. A. Update ~e House Bill 1173 relating to perimeter and 3 bisecting easements in Golden Gate ~Qua....t{ORJUiZOP BB:Twv.EN TIiJ ~oAPJLQr COum'Y COMMISSIONERS A?W THE C.OLLY~ CQUN'ri PLAJ:~NG COMH¡ ~ UQ.lL TO BE CONDUCTltD ntw1mUTElJ l:~~ ~ ..P~Q.&.lUt...ol....ø1J]fl'Y CClDaSSIOHD.S I VRrl'mG TO I!lScpSS IJ\Ji'P T18:S C"OOÃTIBILITY ISMS. mar.In CONSI:~TIOUS., 1,¡"-'lD un PE'r¡~XOR APPROVAL CRI~ tYI"In!.R umlIB AS KAY BI. lNTil~ .J.Ì TIm ~A1W OF comrn COtiKISSIORBRS AND/OR Tfiê COr..L'nm C.QQIi'fiJ~NQ CQmUSeICfN-L 16. c~~IJ.?A ~~l aatttlrtJ liatød ur~der thin ite-m Are considered to be routine and action will h-$ taJum by ODe mvt;.icln without ..,pal."ate. discuaøion of .ach itam. If diß~u~øion is d&~ir~d by A member of the Board, that it~(ð) will b~ rc.~~ved frr~ the Consont Agenda and conøidered saparately. ApprOVÐd and/or adopted with eh~ge8 - 5/0 _._--------~------_. A. ÇOMMTJNITY DE"ŒliQ£lW.fI'_ ~L~ffi.M~:A~P3.¡Ç~ (1) Recommenòa~.:.ion that the Board of County Commissioners award Bid #9/-2652 for the transportation of material for the Marco Island 2.5 mile artificial reef project:, . ]..';rarded to McCulley Marinll!t 2arvir.:os, Ine. (2) Recorn..'11endation that the Board of County Commiss:',oners authorize ~he Chairman to sign the application for a grant to remove abandoned derelict vessels from the County's ',.¡aters. (3 ) Recom.rnendation to grant final acceptance of roadway, drainage, ','later, and sewer improvements the final plat of "Huntington Lakes, Unit One", Res. 97-202 and Re18a8~ of Security the for (4) To obtain l_r.e Chairman's signature on a subordination agreement, Moved to Item J8Al (5) RecoITu.l\endation that the Board of County Corrunission€rs authorize the waiver of road impact fees and emergency medical services impact fees for the Irr~okalee Cr.ild Care Center. B. ~.ß¡'J:L~~, (1 ) This item has been deleted. (2 ) This item has been deleted. ( 3 ) This item has been deleted. (4 ) 'rh is item has been deleted. (5) Approve reinstatement of change order authority for construction engineering and inspection services for the Vanderbilt Beach Road four laning project (Hammock Oak Drive to Airport-Pulling Road) . (6) Approve a budget amendment to fund emergency repair construction services for South County Regional Wa.ter Treatment septic tank drainfield repair. (7) This item has been deleted. (8) Request BOdrd approval to award Bid No. 97-2634R for a 1997 D3C-III Caterpillar bulldozer for $48,945.00 to the low bidder, Kelly Tractor of Ft. Myers. c. ~Y1ikI..C SE~.vIÇ~ (1) Recommendation that the Board of County Commissioners approve a transfe.c of funds to reimburse fund #368 for improvement relative to the Collier County Rac~let Facility located on Marco Island. (2) Recommendation that the Board of County Comnissioners award bid #97-2635 for the purchase of arts and craft supplies. To Triarco Arts & Crafts aø primary supplier and S&S Arts & Crafts as Secondary Supplier D. SUPPORT SERTICES (1) Recommendation to a\t'ard Bid #97-2647 for film and film processing. To Photo Lab E. COUNTY MANA.GER (1) Recommendation that the Board of County Commissioners authorize the Pelican Bay Services Division to submit the Clam Bay Restoration and Management plan to the Federal and State agencies. (2) Budget Amendment Report. BA 97-231 'F. IS.Q1JID OF C..æm.'ILJ':.QMM1ßU.Qm;M G. M~SCELLANEOUS C9RRESPONDENCE (1) M~llaneous Items to File For Record With Action As Directed B. OTHER CONSTITUTIONAL OFFICERS (1) Recommendation to approve the use of Confiscated Trust Funds to purchase specialized equipment by the Collier County Sheriff I s Office and recognize additional carryforward from Fiscal Year 1996. (2) The Finance and Accounting Department seeks the authorization from the Board of County Commissioners to file the State of Florida Annual Local Government Financial Report for the Fiscal Year 1995-1996 as required by Florida Statute 218.32. 1: . ÇOUNTY ATTORNEY 17. ADJOUM (j ...............u..J"n. ....~.....ø BOARD OF COUNTY COMMISSIONERS' MEETING APRIL 15, 1997 -----------------.--------------------------------------------- ADDJ ITEM 8(E)(~) REQUEST FOR BOARD TO ADOPT THE ACCOMPANYING RESOLUTION OPPOSING SENATE BILL 1368, HOUSE BILL 1699, AND COMMITTEE SUBS'l'ITUTE/HOUSE BILL 0715, RELATING TO CERTAIN RATEMAKING PROVISIONS OF INVESTOR-OWNED WATER AND WASTEWATER SYSTEMS, BEFORE THE 1997 REGULAR SESSION OF THE LEGISLATURE. (STAFF'S REQUEST). MOVRJ ITEN 16(A)(5) TO 8(A)(1) - RECOMMENDATION TriAT THE BCC AUTHORIZE THE WAIVER OF ROAD IMPACT FEES AND EMERGENCY MEDICAL SERVICES IMPACT FEES FOR THE IMMOKALEE CHILD CARE CENTER. (COMMISSIONERS REQUEST) . ~.HB...t DISCUSSION REGARDING Bce WORKSHOP/MEETING ON APRIL 29, 1997. I'XU(..·LAMATJUN WHEREAS, Vallmleer Services for Animals was formed in April, 1982, fifteen year.< aRo this monlh. wirh the expressed desire 10 assist the County In It '.I firsl ever County owned sheller for stray animals; and WHEREAS, Ihe mission slalemen! of Volunteer Services for Animals is to promole adoptions and provide comfort for (he animals housed allhe County shelter; and WHEREAS, Volunreer Services for Animals donates in excess of 3200 hours a year in volunteer manpower working al the county sheller; and WliEREAS, Volunteer Services for Animals donales in excess of $8,000.00 annually 10 assisl WHEREAS, WHEREAS, NOW THEREF ) years of service DONE AND ORlJERED THIS 151h HOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORlDA --2 / L¿~¿#Ø~~-- T1MOTIJÿL I ANCOCK, AICJ>, CHAIRMAN (£L~çy: hLlicR~-fY'-k DH'Ìé{!T E. BROCK, CLER.Iê' RESOLUTION NO. 97 - 203 A RESOLUTION OF COLLIER COUNTY, FLORIDA OPPOSING SB 1368, ItS 1699, AND PORTIONS OF C5fHB 715 DEALING WITH RATEMAKING FOR WATER AND WASTEWATER SYSTEMS FOR THE 1997 REGULAR SESSION OF THE FLORIDA LEGISLATURE WHEREAS, the Florida Legislature is considering hills being proposed to affect the setting of water and wastewater rates by regulatory agencies; and WHEREAS, these bills include SB \ 368, I!B 1699, and portions of CSfHB 715; and WHEREAS, the effcct of these h¡\ls is to intnlde into the regulatory process and significantly increase customer ratcs; and WHEREAS, the bills attempt to shdì the cost of a utility's excess capacity from utilities' investors to present customers; and WHEREAS, these hills will have a significant imp;\ct on ~rowing communities on the rates paid by present consumers of the affected util:ties. NOW THEREFORE BE IT RESOLVED, hy the Board of County Commissioners as follows: I. The Board r.crchy proçl~jrm its oPPo$il!on to each of thr;: referenced b¡\ls. 2. Tte Board rcqt:ests its Lcgis\at!\'t.: Delegation to oppcse all :Jf the refercneed bi I!s. 3. The Board hereby authorizes th~ Floriria Association of Cot:nlies to utihze this Resolution as It deems app:-cpriate to oppose the referenced biìls, 4, StatT is herehy ;;uthorized 10 de!lvcr a cüpy of this Resoilltiop to Ihe County's Lcgislaljv~ Delegation in Taliah¡¡ssee. to the Florida ^~sociat\On of CJuntie~', and to such other r:;r:;0!lS JS ¡¡r,pror¡-jat~ to oppose the subject pmposcd kgisl?iioIL TH¡S RESOLUT!O~~ ADOPrED aner motion. s~cond and majority vole this ~tay Of~~__, :997. ,fr_.... , ~ /.¡ . ... ~ I", , ., . . , . ,. : ~. ATTEST DWIGHT E. BROCK, CLERK BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA ------J / ~:;;d:::,if -:;//)/;,...~~/ --' ßYJ.d/ .~P /' ,¿,??!¿.~ Timol L·Hancock, Chainnan '. ~ ~, ~.'.. . .. r? ....'~ " BY~. . ./L/<.:c. '/(/~, f ~ , ., . . ',' I . ApProved as Ie fonn and legal sufficicncy: /':'L no, Thomas C, Palmcr Assistant County Attorney Rcsolution:97\RAttmaking ror W'lCT and Wuttwlla SY5t(:~- TCP I ./ ..............-. .... - ----t..-" \..---() ..,.".-..-" , J 1HE CONSERYAi"J'CY Of Southwest Florida Position Statement Clam Bay Restoration and Management Plan: April 9. 1997 - -- April 14. 1997 Background In 1992. an area of approxim:H¡':!y 7 acres of dead b!,\ck mangm\'cs \',as ú¡scuver~d w.;sl of Upp~r Clam Bay. By i 996. the mangrove dic-off had expanded to approx.imately 50 acres. Presently the system is still ~H1Jcr stress. In respc,!1$C to the dic..off. PdicW1 Bay residen!...s and WCf conuactcJ \1r, T.;d R. Brown. Esq. Of Akcflnan, St'm,.'rfilt & Eidson. P,A. dnJ Dr. HilhurTI 0, Hi!k~tad. an InrJcfY.'ndCl1l consuhant. to dcv~lop a plan to restore the area. Meanwhile. s(~'craj ;ntermcdiatc mC1.surt.~S were performed. including dœt!ging of Clam Pass in April of 1996 and the cUIlIfìg of sever,\! channel~; hy hand l~'¡;¡cuati()n and blasting in August and Novemhcr or í996 in ü.tlcmpt to improve circlllatiun in the 1rea where the mJ..ngrov~ die; oil lY..:cu, rn:d AJditiorìJ.!ly. Mr. Brown and a.~sociales developd the Clam Bay Re.s1.or~tion ai1d Mar:a¡~cmcnt P\,tl1 wb.ich was appíOwd hy the Pe1i1:an Bay Services Division on Apr.l9. ¡\.)(n ~nd will tx: subnlilt,;Xf to the COU!1:Y Commission for thcir ápprovaì prio~ io pCõ11;it :;c;h!TIinal. ".·hc ITI;ln;:"gemenl cGmpc:tenl of ,he Clam Bay Restoratiml and M,,-nagcnlent ¡;12n ;:onsis!.s of 4 major componcr.ts: L Seagat~ Cu!nrts: RefItling S\~agatc's existing cu]v'~[1_S with onc way nap gat.es. (;nly allowing nov.: to the north, 2. Clam PI.\5S: Excavation of the pass 3. Interior Tidal Creeks: Excavation of 4 CllL~ in currently constricted area.s, including "critical" areas of the adjacent intcrior channeLs of Clam Pa.ss and interior tidal creeks, These areas would ~ seiectiveJy reopened am! or enlarged, 4. Stormwater Runoff: A series of studies to determinc storm water management options and best management practices, Position The Conservancy of Southwest Florida can not take a position on this p]an since it was received for review on1y last Wednesday. April 9. 1997 - there has simply not bœn ample lime to properly evaluate the plan, We feci strongly that a review period should be established during which The Conservancy and other affected parties can review the plan (ì 4-fS-Q7 . , - ./1 _, ""'....... and have questions answered, We believe that a stronger plan can be suhmitted for permitting once it has been reviewed and has additional support, Finally. The Conservancy believes that it is important to consider the ecosystem as a whole and to evaluate the plan in this context. Rationale Upon a ve.ry cursory review. The Conservancy finds many encouraging elemenL'i of the plan. including iL'i focus on a long-term time horizon and iL'i consideration of n.moff from upland areas in iL'i Stormwatn Management 2nd Upland Irrigation water ffiL!.nagement sections. Howewr. severalyuc\lions aJlJ concerns havc ari:;cn which must h,,~ addressed and re:;o!ved. including tl1o:;c lisled hc!ow, The Conser....ancy is "of {{¡king (J po.;i!ion Of! these issues at thi.... time, hut is roiher poinril1t; Old arca..~ where more informatior¡ Gnd discussion is needed, . Spoil DisptJSa.l: The crc:1tion of spoiJ is\;mds with in the Chm Bay system to create an upland community pre.ç,,·nl'i a concern, This <iïca IS hislorica!ly ;J wctland community. The c:-eatiol1 of an upl;md community within !ht: sy:,;t.em i" n,)[ natnrJ.] and may haw ramifications. particularly during perÙ.Ì!; of heavy rain when :he afL'a 1x.'Comc:; sa¡urí:it~d. . Seag~te CuJ...-erfs: The engiil'xring cf one W?,y nap gates at the exisI111g cU!'ert'S under Scag¡He Drive afkcL<, a sy~tem ih3t has histor;cally !lowed in t)(Jih directions The existing cu]verl~ alïeady favor Lf-¡e Clam Bay systcn since the dominant now i.\ pre:;cntly through Doctor's Pass. It may he advisahle 10 dt~lay cO/1stnJction of one ...,'ay nap gates until the prop~):;cd dredging of the Clam Pa,ss area can hè completcd in ordC! to evaluate their necessity, a Methods Section: A detailed methods slXtion. including data collection proccdUl':s and raw data. is neeDed to allow proper review of the validity of the conc1usions, . RemovaJ and Enlarging Tributaries to Increase Flow to the North: The Con.'iervanc)' wou]d like to be a.'isured. hased on scicntilìc evidence. that this is the besl solution to the problem, In other words. on what sr,ccilìc data and methodology docs this plan ba.<;c it.., conclusions and what is to stop the tributaries from re-dosing, Mangrove systems will naturally expand into unoccupied area.s, Additionally. is it likely that the enlarged channels will eventually shoal, requiring ongoing excavations') If so. does the benefit of artitïcially altering the system outweigh any possihle negative effects? . Freshwater Component or the Plan: Since it is agreed by most panics that the intlux of freshwater into the system contributed significantly to the demise of the mangroves. The Conservancy believes that it is imperative to address the reduction of stormwalCr and nutrient runoff into the Clam Bay system, The plan calls for several studies to he implemented to prior to any actual rcducLÎon. The effect of the additional freshwater runoff from the surrounding developmcnL~ into the Clam Bay system has, in cffIXt. turned a st:btropical system into a tropical system. In order to prevent any future dic- off. this problem must he a priority. Simple methods to alleviate runoff can he put into effIXt within a few months if the community is willing to commit to a program such a.<; the Neighborhood Yards Program and a regimentctl lawn watering program. . Clam Pass: With regard to the dredging of areas in the interior channels. since the shoals in question have been in various degrees of existence for at Jea..~t 20 year:; and pa.sses t.end to seek equilibrium, won't this area simply refill again? Is this just a temporary stopgap? . Consideration of the Entire Ecosystem: The plan considcrs areas north and south 01 Clam Ba.y only at z. cursory level. The Consc,rvancy beli~vt'~<; that alLCmaùves that consider the functioning of the system a.<; a whole must be analYl.ed in more èewl. 10~ t.. M.EMORANDOM. Date: April 15, 1997 To: Kevin Duggan, N~tural Resources From: Sue Ba.rbiret r.: i., ¡ÜllU L8S & Records Re: Item #161.2, arJp1:-o'Jed iI:..,j·~ 1':;, 1?:J7 Please find dttdC~Ed an Applicaciun fo~ DerelicL Vessel Removal Grant Chê':' D:~\..:.st be fn!',¡arded to the FloriJ.a Depar~ment of E~virorunental Procect~ün. When tbe executed dOC'.lmellt. i.s rc~tur;H~d to you, ph~ase send it to this office for our files. If you hav~ any questions, cEll me at 774-8406. Thanks, ..L 0 11 , ATIACHMENT A Forn) #DEP-20-232-FMP Grant Award Agreement II (to be a.ssigned by OWM staff) FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION DIVISION OF LAW ENFORCEMENT APPLICA nON FOR DERELICT VESSEL REMOVAL GRANT APPLICANT INFORMATION. Date Karch 2 -- 1. Name of Applican!:_,_ Co11 ier cou_~ty 2, Federal Ef!)ploym~'1t Idè:l1tif¡'alior. N:.¡mber:_., '19-(;000558 3, Project 1v1aflager: ___-'~è \1 i ¡;__~J!..s:; a n .------------- 4, Title:_ Se~~~ En·,~i. r()n'T':~t a~__Spe~~~~~__ 5, Addr~S5:_. 33C~E. T~:rli¿rni._I~:.l, Naples, n2ri.!J_~~) 12 6. TP:lephonc: (941 ì___7J2-25U5 ___f:'1':._J74-9227 Suncom: --.Z5.l- 2,2,Q 7, Total Grant Amount Requesi~d: --1.5,OOO..:...,O-º-___ Population of JUíisdict¡cn_~~!...Q.00 _____ Number cf Registw:d Vessds _~!.. .Number of Derelict Vessels 10\ Hous~ Disuict # 76 Senate Dimkt I 2 ----- . Attach a copy of the Florida Muine PatwJ Derelict Vesscl Report for e.ach vc.ssel to be: consil remo·."".! ;,I¡ith grant funds, (Copies or these r:ports may be (1'otailied from your loc:.1.] FMIJ Disl Office.) DISPOSAL METHOD. Mcthod propüs~d for handling tho: relno'.lai ,..nd dis?OS41 of the desigruaed Derelict Yc:sseb: LIse of own rcsourc.:s X Use of contractutJ s.cr -- -- Specify proposed contractor, jf kmwn ___ AdditioMI ciispo:;al method commtI1ts (if any): r\ I j r\\...H'¥II::.J'. h. Gram Award Ag:eemenr. 11.____ (to be assigned by OWM staft) DERELICT VESSEU, TO BE RF.MOVED LISTED IN ORDER OF PIllORrfY P~o~o.::opy dÜs pag~ jf additiorw.! foms ar~ p..~eded. Mark through rows no{ used 00 this form. ~- I' Florida Marine Parro! , 0 'ill 1---- +=-~~ 1-- I + r---- 1-----4--· r -----+---- -1 t~~=~-~.I-- - ---- -~- fn----±------=-=+~---- r- ------- ------·--·--·1 - I-------+----~ ¡- --t------+---- r----·--i----·-'-·~ ~. ~-~~-=--j-=~±=_- 1..- ----t . ----i ~ ~._----- t -i--~-t 1---------t-------1 -- I t==--t_ ¡ =1 [:¡Ümated Length of V~~sel Projected cost of Vessel Removal and Disposal (where possible use bid as estimate) Design.attd Disp Site (~iff artil reef or landfiJ location) - _._.---- ---- .. 1 bA , ATTACHMENT A Grant A ward Agreement" (to be assigned by OWM stat\) AI. duly authorized by Board of ColI ie r CQun ty Commiu lone r8, I l)¢reby make applÎC3.t behalf of the applicant for a Derelict Vessel Ranoval Grant pur&1.W1t to 62N-16.029, Aorida Administrative Code. 1 further certify t.ha¡ the above supplied documcnblion is correct to the 00 my knowledge and that the grant applicant agre~s to the condition:; spc:cified in this progn.m. Date Timothy L. Hancock Printed name of Authorized Representative Chairt;Jan Title (-) Telephone number SEAL ······'1. Approved as to foræ and legal 5ufficic~cy AttEst: !}\o{ight E. '. Brock, CJerk . '. ~ / ~j '~ ) ,-", _ .~~ ¡/¡,A.'-'"--==-- 1 ma s C. Pal Uli:! \." & / ~ A ,,'/ J¡1'l 7 ... -. \ . . ~ . ~ . . ~ .' ... ... t _ '" ..,..". ., ., "I f():'; ,:,,,. RESOLUTION NO. 97-~2 16A 3 RESOLUTION AUTHORIZING FINAL ACCEPT ANCE OF THOSE ROADWAY, DRAINAGE, WATER AND SEWER IMPROVEMENTS IN HUNTINGTON LAKES UNIT ONE, RELEASE OF TilE MAINTENANCE SECURITY, AND ACCEPTING THE MAINTENANCE RESPONSIBILITY FOR THE ROADWAY, DRA[NAGE, WATER AND SEWER IMPROVEMENTS THAT ARE NOT REQUIRED TO BE MAINTAINED BY THE HOMEOWNERS ASSOCIA TION WHEREAS, the Board of County Commissioners of Collier County, Florida, on February 21, 1995 approved the plat of Huntington Lakes Unit One for recording~ and WHEREAS, the developer has conslructed and maintained lhe roadway, drainage, water and sewer improvements in accordance with the approved plans and specifications and as required by the Land Development Code (Collier County Ordinance No. 91- ¡ 02, as amended); and the Utilities Standards and Procedures Ordinance (Collier County Ordinance No 88-76, as amended), and WHEREAS, the developer has now requested f!nal acceptance of the roadway, drainage, water and sewer improvements and release of his maintenance security, and WHEREAS, the Compliance Services Section of the Development Services Department has inspected the roadway, drainage, water and sewer improvements and is recommending acceptance of said facilities NO',V, THER-HORF, BE IT RFSOLVED BY THE BOARD OF COUNTY CO~v1ISSIONERS OF COLLIER COUNTY, FLORIDA, thai finai acceptance be gí:mted for those roiidway, drainage, wate.. and ;:,ewer' improvements in Huntingtor, Lakes Unit Or.e, and ¡:uthorize the Cler:" to release the r;:ainte;l;¡n,;C security. BE IT FURTHER RESOLVED ..\ND ORDERED thai the COllnty accept the future maintenance ane! other attendant costs f¡)r the roa¿w~j, drainage, water and sewer improvemer.ls that arc not n:q~ired '.0 oc m¡:intained oy the homeowners '\ssociation. This Resoiution adopted aner motion, s~cond and m?jority '/ote tàvoring same :......t..ri-....... ',\. .', . './ I. DATE: i" #-5/7? ATTEST: . DWIGHT E. BROCK ~F::RK ~ 7;7J .( /:,~ . ' , :::-'" /</;/ ". / By. /ó;,.",,~~,C~.:...L '/./¡,(¥---- TíMOTH'r)o: HANCOCK, CHAIRMAN I}Q¡\RD OF COUNTY COMI\1!SSIONERS COLLI ER COU"HY, FI.DRlDA Approved as to forrn and legal su:rncYn /,1 <LJ ~ L------ l-i~ Assistant Collier County Attorncy 16A 4 MEHDRAi'ITXIM Date: April 15, 1997 To: Greg Mihalic. Housing and Urban Improvement From: Sue Barbiretti, Minutes & Records Re: Item #16A4, approved ApriJ. 15, 1997 please find attached an Intercredito~ Agreement that must be for'lJarded to Textron Fill3.:1cial Corporat.ion. Wl1e,1 the executed dGC'-.L'::\€'ct ió; .re'_'.'.l-ned to yüu, please se':ld it to this office for our fiJes If you have any questioné3, c2J.l me at ìí4-840G. Thanks, TFCm:mEm 16A ExHIBIT" A" UCC GOODLAND BAY MARINA, INC. Dated: -- ... equipment set forth in this Exhibit consisting of 1 page(s). all attachments. accessories and ~ts thereto. and aft proceeds of ~'I¡ the for~oinº, incJuding proœe<Js in the form of goods, accounts, chattel paper, documents. instruments, conb-oct ~ and ~teral intangibles. PUi"Suant to the agreement bet-Neen ~btor and Secured Party. Debtor has agreed not to encumt:Jor !he perIOf\ß1 property dosaibed herein. ~ lOctt'on 1104 E. PAU. AVE, 00Q0lAN0 FL 341~ I/~'>r. G\l.LO I'OOKJJFTS Œ' FlOIG~ 1700 ~ W :\2HO STr-En ;>O~'PAlO Sf'ACH, F~ ~:>0M eo.<: _--3!r.~.ecription --~---------~---_...---._- 1 n;¡~ 120TAY\.OR OOÞ.Tun A'AXE: TAYLœ MOIîEL: T3E 1;:0 srn,E BOA TUFi INV - oc...886 1 ~.5 BFH WRINE TRAVELlFT MAKE: MAR!NE MODEL: 35 E.\FN STYl.E TR.·,VEliFT CQ5..IJ034e27 -'J1 -001 -00001 "'75' ~AoUCC} Page 1 of 1 '''~;'' :' . ,', , ~ ,', '. ,~ ¡t.. / ~ . : ~" : ~ .\"."!". ,.. \. ...' ..~ '.\ '.~" t ..... ," '. L, ,--,.~.,- ~."'~" ,~,¥:~. ~1 , ' . . """ ":" , .... TFC~ 1 6A INTERCREDITOR AGREEMENT This Intercreditor Agreement (this' Agreement") is entered into among the undersigned creditor rCreditor"), Tex1ron Financial Corporation ¡TFCi and Textron Capital Corporation ("TCC·). RECITALS A, TFC and/or TCC may, from time to time, make loans to, enter into leases with, or otherwise ex1end credit to GOODLANO BAY MARINA. lNG, ("Borrower"), s.ecured by the property described on Exhibit A hereto and the ·Proceeds· thereof, as that tonn is de1inect in Section 9-300(1) of the Unifoon Comme«:Jal Code (collecUvety, the ·Collateral); and B. TFC and TeC are unwilling to extend aud1 credit \0 Borrower unles. TFC and/or TCe have perfected IIrst priority aea.riy ime rests in the CoßateraI. AGREEMENT 'Mth ~ that TFe andfor' TCC have or will ex100d cnx1iI to B?rTOWef .and acquire intentsts in the Collateral in reliance uporI the t::)'jstenc::o á this '~It. ~ agr_.,,¡u, TFC and TeC (o:..-oIedTieIy and irIdívi<fuaPy, "TexITOI1") U follows: 1 ~.JíI'œ, Cre:itc;o( ~¡(~ ar.y preur.l '" futx'3 ~ intMUt or other ÏiltiJf'at that it rnDY haVilt in the Cci.lMr1II 10 wry ~ Of fYllon 1ttl::U6T:y inaòreut ()( {)(Mr ~t that Tøtron f~ t1il"lO thet-om. Creortor ","WI nt)\, :.t tII1'f tínw., aa.4IIX1 *"Y O/~ ~ in "'"Y at ~ ~""~ t-.avir.g p.yity with Of pri..."fity CYM, t,tw, int~ 01 Tl!),.1rOf1 ~. ;¿, læ:2-~. T~..'$ ~1t is solely for tI".e bofmf.t a1 T"troo in<: its~. Th8f6 ant no ~ ~'III1iM (indu<$lnj ~ ~ .... il*w;Ó!Id 10 ~ ""'~Md MiPby. Nt,;t....if1CJ C1'Jf!t~jncd ;n 1t"4'1 ,~~emern Í$ ir.t~ to ø1fud Of limit --"1 ~~ ~ (7 o!i1ot1 ~ Ih;¡, C.edr.or il'\õI'Y t~e f', the CoIlatCf'ð: 8: it r~a1-:''510 Pó~ ()~ th<ln Textron, 3, E2œL~ TImð eX p~ectic,r; Irrelcvaó1!. This ~~n-.e!lt shaJl ror..ain in fuJ1 fort.a and 8!fed ~ng !hat Te:xtíCXI ~ Cr~ ttwminm~ ~ modifies, t"y agrecmem Of IJttlefwiSð, ar1Y of their n,$f)S'ctiYe aqr~ with ~If. '0'.. ~ tT/ ('..rndi40...- c::vnuined ~Itin i$ "ffec!ive irm!pect;-..., of: (ð) the time ex C.,.dl}f Qf SŒ.luiMior1, a!1Pd1ment or ~cöcn eX ""I -.ea~ ~ Of othoer inilffi!tSt uf Crednor 0{ Textron in any oí r)¡":I Cr¡Uareral, (0) tM tim,., Of orcier of flUng of fln21!cing Â1IferTMl"å by c.~--1CDr Of Tv:lron, (c) 1M a':X;uis!Jon of purchase rrJOr1ey or otl1t!r pr.onty vdh respect \0 any sud1 stlCUnty Of ocrø ir~~, ('f (d) U-.a ~ 10 giw NJ4ice I)¡' tiroof'{ noticp. of the £ia)Ulsition 0r 5Xpe-:t¡;.{J (\çqu¡~it¡on of purcha5e moooy or other prio:it)' .with fI'!!Ipe<~ ~ a;-ry fuel'! ~ity ~t ()( ott',(."f irtfo!!fe'$l. "" ßtrldirlQ Aø~L!!~..>O"f',,-T!!!!\.J 18'.v This AgfP.ement shall be bir.ding :.;~n. ônd inure to the bt'nefi! of, th'3 ~êof:>., 8;'}oj au.iOfIS cf -[e.-WOO &rod Credi!,)'. Thl.,¡ Ag~.nt "hall ba Qo\'emed by, and construlKl In acc.:ordðnce witt>, tt!e i£ww of t1u S,1;r.e of Rhode lala'\d, without Nft¡~rn;t.' ~o prindpl" of connlc.t of Ii!w~. :ŒKŒ.ON: TEXTRON FINANC!Al CORPORAìlON, lor iœeH and n& agent for TfOO¡oo Ca!Jital Corporation CREDITOR: COLLIER COUtHY BOA.RD OF COMMI~.~ONERS ~~~~ By: Nam8: Title : By Name Title Da1e: Date: Address: ,\\,11'1 Address: 3301 E T AMIAMI NAPLES, FL ~112 '. " " . . ATTEST: . . ~ DWIGHT L- BROCK, ~-' " .r-~."..,,: ,1< ~'DJr,..'!'. 7,/;::< ,.;,:. ," . ',.'- '_jj{t/~- ø{}.~ "'1'" Page 1 of 1 1Q.47P (In!ercreditor Agr&emont) 4 _.,~,.,- - . ' . . ,.. ., ' . '. .' '" '. 1.'.. :.' ., "" . ,',. '.' '---- . , ' . """. ......... ~., f~ .,., ~".'. "0' ...."~r..-'i' ~ , ~"I ! j.I .... t., .' I to,..).", .. ......: :".<Ø" ,1","=. :·.....·..:.,'.....,·.:~>~,~;..;'\:~:.....,~.~..I.'(·;l\.)~~t·,.:. ..<#. ..'.: .~f'·:' ..;'''~ ", '~:...-,"'J''": BOARD OF COUNTY COMMISSIONERS MISCELLANEOUS CORRESPONDENCE April 15, 1997 f ~~ \ fOR BOARD ACTION: 1. MJsce.llaneous Items to file For Record with Action As tLiJ:ected FILE F~BæCORD WITH ACTION AS DIRECT~: 2. Districts: A. Pelican Marsh Community Development District - District's Public Facilities Report for 1997. B. Pelican Marsh Community Development District - February 19, 1997. C. Fiddler's Creek Community Development District - November 27, 1996. J . M...i nut.lli? : A. Golden Ga'ee Bealltj,fication Advisory Committee - February ?5, 1997. Referred to Bce. B. Golden Gate Estates Land Trust Committee - January 27, 1937. Referred to BCC. C. Collier CCIl!)'':)' Public Health Uni.t Advisory Board - February 24, 1997. Referred to BCC. D. Collier County Planning Con~ission - March 20, 1997. Referred to BCC. AGENDA )T~ No. 1"--1::l- APR 1 5 1997 I Pg. . :~ ,.; ,.f ....t (t,. .... ..' .a..... ~" -.....t··".·~ .: ,'" " .. .' ~'~.f :. (.. ..:.,..._ ..' ..' to ,.. ... ~'1' '\.. ....." ~.,.... "1.1'. , r.., ..".."1, ,.... . ",~... ~ J.. I( .. J" '. p..........," J . '. . ,,' "'" . '. ,'" '. ' '. ' .,... " . .,,' .,' .' .' - .~.. ", .. . , '. Pe[ícan Jvtarsh Community Development District 1 bl:l 1 RECEIVED MAR 2 8 1997 _._---.~~ --- ~.- - . 10300 N,W. 11th Manor.Coral Springs. Florida 33071.Phone: (305)~+f~~~b~;1}~?:H::-~ March 25, 1997 IIIfO: FILE: STMF FILE: 81: Collier County Manager Mich,'1t~1 McNee:; 3301 E, Tamiami Trail Napi\'.s, FL 33962 De<¡r Mr. McNees: In accord~.ncc WW1 Chapter ¡ 89 .415, Florida Statutes, enc10sed plea....e find one copy of the Di~trict's P'ùb:¡c Facilities RepJrt for 1997. Should you have any q~tions reg::.rding t¡'ïe rep0l1or ïe(juire aòditional information, pl~ feel free to con~'1 me. Sin1ely, iAmdíL 1(ltdlU~ !)11 Rhonda K. Archer District Manager's Office RKA/jh enclosure Mise. Corms: Date: ~-I:; /11 tœm# ! 0-, 6, Cðøies To: ENGINEER'S REPORT FOR 'TIm PELICAN MARSH COM1ÆUNfrY DEVELOPMENT DISTRlCf PREPARED FOR: BOARD OF SUPERVISOPS PELICAN MARSH COMMUNITY DEVELOPMENT DISTRICf JOHN PISTOR CAROL GIRARDIN PAlvfFL<\ S. M.ac'KIE EDW ARD J . OATES JOI-IN ABBaIT ENGL~: WILSON, Í't-ITLLER, BAR1ûN & PEr"'.K, n..;¡c. 3200 BAILEY J~W£, SUITE 2()') NAPLES, FLORrDA 34105 HOLE, MONTF..5 & ASS(XIA TES 715 1 rffi-r STREET SOUTH NAPLES, FLORIDA 34102 FINANCiAL ADVlSOR: FISHKlND ¡\¡~D ASSO<..-ìATES '242~ RES PARCH PARKWAY, StJITl:: 275 ORlANDO, FLORlDA 32826 November: 1993 (Updaœc for 1997 Public Facilicies RC}XJrt) 3fS~'(1370019,M1U 16G 1 ~~_.~-~.~._....-~ - .. , ---. '-' . ~ '-- ---- ,,'......-.....~,..~......,,-...._.,---.--.- ----,''''.~. -.,- ,...,-~~ _.h. J~' T- -,-- t:IIII --- ~.!II - . ~-- - T or - . . _. . .....-.~d..._ ~~ .... ,..-<I.......r.t'L4...,..·~ -.... -LJ -- 1 6G 1 T ABLE OF COtffENTS SECTION fAQEliQ... 1. ThITRODUCTION 2, DISTRICT BOUNDARY AND PROPERTIES SERVED 3. PROPOSED DISTRICT INFRASTRUCTURE 4, OPIN10N OF PROBABLE CONSTRUCTION COSTS 5. TIŒ 1993 PROJECT 6. PElUvtITS IABiJ3S. TABLE 1 - LAND USE SUMMAR Y 3 TABLE 2 - SUMlvfARY OF OPL~ION or PROBABLE COSTS FOR ornE DISTRICT INFRASTRUCTURE 12 TABLE 3 - DESCRIIY110N OF DISTRICf INFRASTRucruRE A.~ OPINION OF PROBABLE COSTS 13 TABLE 4 - SUMMARY OF OPINION OF PROBABL2 COSTS 20 FOR TI-Œ 1993 PROJECf EX'rlIB.ill EXHIBIT 1 - LOCATION MAP EXHIBIT 2 - DISTIUCT BOUNDARY AND PROPERTIES SERVED EXHIBIT 3 - PUD ZONING AND CURRENT CONSTRUCTION 11J 2I9)..(11)fi«¡j(¡, w;.s -~ 4 7 11 17 19 2 5 18 .~:'. :. :. ~..! _¡" ;~. ~ i'.< .. :.~. :.... !.:...~~: c' "f,- ... '.' . . .....,. .'. ,~'.: '. .'. ,.,'_ ...~ I, ':, "'..... .~. '" «.. .. \ N->'fI'r " l 1 6G 1 1. INTRODUCfION 1.1 ~riptioo of the Pelican Marsh Community Pelicari Marsh is a proposed 2,075 acre planned, residential community located in the metropolitan Naples area of ColLier County, Florida. The location of the community is shown on Exhibit I. The community will be fuJly amenitized and will offer a maximum of 1200 single family lots; 4400 multi-family units; two 18-hole golf courses; commercial; office, and hotel complexes; a cultural center; a l2.ke system; weùand preseíVCS; full utility infrastJì.Jcture; landscaped roadways; gated Cfltries; and security bems and w-alls. A land use summary is presented in Table 1, A Community Development District (herein called the "District") is proposed fa:- Pelicari Marsh to construct, operate, and maintain the necessary in frastructure. Tne community will be developed in phases in response to market demands, Four phases of major infrdStructure construction ;lre anticipated. Construction of the first phase began in JIJly 1993 and consists of infrastructure to support approximately 180 single family lots, f[jJ multi-family units, 27 holes of golf, and a wetland mitigation project. Phased construction will continue through year 2005 when the community is expected to be completed. The expected phasing is as follows: PHASE YEAR 1 1993-1995 f--- 2 1996-1998 3 1999-2001 4 2002-2005 1.2 Purpose and Scope of the report The purpose of this report to provide a description of the Pelicari Marsh community and the District which will serve ÙìC community; the capital improvements to be constructed and fmanced by the District; and an apportionment of the costs for the capital improvements. The fi.'1ancing and assessment methodology will be developed by the District's fInancial ad VÍ3Ot. }! 59Yro U 700 19 ).(Ju; -,_..._~--.. :'. .'::....~'...-; ~...- ..... - ...ð.Arrki4."'~ J I t~tí":""--<'- r .~~ 1 6G 1 ----~ --- .- -~- - - ------ ----- 1It1A1I! -------------- --- ...c::::::.-- c' z ,.. I .-.... .,.. " i' -... ! I .... _ __CL. ____. ____. ~".' ..0- II()ooO (I"' PEL!U',N~ARSH C,OMMUNITY DEVELOPMENT DISTRICT r-LOC1:.TI~~.«~~~I<v(-:;;;'",~",~OW!"" :0"",'-'" I :::;,;\-V (:9_-_L..:'~, -2" ,. -t.93 I, ."L".pr.·c~·"",,·(c.,·,,:·<·..^"G[··. t,·"-,, ôE',06 ;;¡;:v 'l.' .).- ~ JU;Q.N. 'Ii.ILLER. IJAR10.K .& 1.)[F.1(, INC.¡ ~_I~_,'¿; !~ -=(1,\6.-~~. :-: ~I.t,[l,-.: ~. ~~~?~::" ., "201'\ ¡::;"1:,.,y LO~'. ~~"'~,' .;1(.1',(1,: :;"J,.4/, S L- ". ~ '-'. - O'<AW" PCT/7S..; . HL~___'-' _ (815' 649-40<J 'Q' \b·,;; f.4.\,_.\c. _, -----_-..!..-.- -.---- EXHIBIT 1 I -----) -- ¡- -- .....-.....-_~ ._.~_. - -... -- - r -. . -..-.... ~ .. ...' H..,.. .'. ...,.....:.:..,¡;.;"'¡' . 1 6G 1 TYPE OF USE ACRE % OF TOTAL Lake 210 10 GQlf Course 339 16 Residentlal 878 42 Commercial 95 5 Road Right-of-way 141 7 . Pre!;erve Areas 294 14 Other (Open Space, etc.) 83 4 FPL Easement 35 2 TOTAL 2075 100 TABLE 1 LAND USE SUMMARY 3 ~....n")\3"1(1t t.ln:.'I lIIîlelUltil::. - '....fi_-___ .... J -~~ '-." .M. J lIL -.,--~-' ," - .' -- ',:-:', . - . - ". . .. '." ~-.t-"",,",,....,..t'IN.:~.~'<1 -....-.... 1 6G 1 ;~. DISTRICT BOUNDARY AND PROPERTIES SERVED 2.1 District Boundaries Exhibit 2 deljneatf>-s the proposed boundaries of the District. The District is surrounded by residentiai, commercial, and public land uses including Victoria Park and Crescent Lakes to the north; the proposed Uvingston Road corridor to the east, Vanderbilt Beach road and the EmeraJd Lakes, Monterrey and Pine Ridge subdivisions to the south; and U.S. 41 and Naples Park to the west. 2.2 De:scription of Properties Served TIlc District i5 located in Seçtions 25, 27, 34, 35 and 36, TO~'I15hip 48 SouÛ1, Rñnge 25 East, CoUier County, FJorida. Approximately 10 tax parcels are contained within tl-¡e [)'~t:rict boundaries under the OWnCI3:ljp of Westinghouse Communities of Naples, Ocean Boulevard Partnership, Ma.r¡atee Fruit Company, and Lamar Gable Trust, et aI. The existing land witlùn the District consist of fallow and active agricultural fields, wetlands, and foreste.d open space. The terrain is Hat ....villi elevations raogÜlg from 8 to 13 fret NGVD. Subsurface oondirions' (to a depth of 15 feet) consist of three gene:raliz.ed layers of material. The surface layer consists of 8 to 10 feet of fine sand. The second layer consists of 3 to 5 feet of sandy clay. sûty flne sand. and some limestone. The third layer consists of Calcareous .5ilty fine sand and tim~túne. Ground \I.ater is generally located 2 to 3 feet below natural grJ.dc during the rainy season. However, during the dry season water table elevations may drop 4 to 5 feet. 2.3 Existing Infrastructure The District is located witlÜn the Collier County Water-Sewer District. The Collier County Bœ.ï.1 of County Commissioners serve as Ex-Officio governing board of the Collier County Water-Sewer Dist..ict. 1'he County Water-Sewer District ,vill provide water, wastewater and irrigation water services to the project. 4 ~1047j -'113700 19, I,UC, --~.--_-.. ..~------ - - -_.' .._' .¡¡.,...--.... 1 6G 1 --~,... ¡J I ';.-1- /' . ;-:"Y " « ':~,.. ....., -: ~ .-"----. r " ,,' / , II .\ I / .; ;< ;. ;. .. . < I ",i ~.. _r-'--~-- .'. i ~¡ ~ ~; x::), ~? ~ ~~: c ,~: .I" I ~! /. I I \ I . . ILJ --LJ " '/' 1 ~~~ /' X -.- -- ..- - - .. . -', ":t-:. ,....';',,"; lill r,,:,' - c: /~ a. < ." c_ i":: ~ . .G" ":;:1 , ~ « PELICAN MARSH COMMU~jITY DEVELOPMENT DISTRICT - - DISTRICT BOUNDARY AND PROPERTIES S~RVED EXHIBIT ------ I'.-,..r-~~.' ",.~"('-:,,,,,,,·.'.:"',.I"~~,',,,v,\,'~ .:.... ~" .. I I-t:~;- ·.\'\1.50",' ~;;·I.;__~-H·, !)',q~~O\ ~'f:E~:K. J'C ~" ~ .;'r: . -', 'I L_Y _ f~ ~~ :~:~§~ .;;:"~:~~~~:.~___~=~~_~_~' C~~~__~~_~,{~_,~_J 2 ___J ---- .... 17".-...... -- -~ .aIL -- .-' '111 .- ------~- -.---". ~..c,~~t"'»..l· ~ ................ .. 1 6G 1 Wastewater from the proposed projeJ::t will be collected within the site and transported hy pipeline to the North CDunty RcgionaJ Wa.ste'Nater Treatment Facility. This facility is located just north of the project site. The existing wastewater facility currently has a total capacity of 4.5 million gallons per day. The plant is currently being expanded to 7.5 million gallons per day and should be completed by summer 1995. Potable water for the project will be provided by connection to and extension of existing County Water-Sewer District water mæns, There are existing water mains located around the District boundaries including mains located along U.S. 41, Goodlette-Frank Road, Immokalœ RC3d, Airport-Pulling Road, and along the proposed Vanderbilt Beach Road corridor. TIle mains range from 8 to 30 inches in diameter. Potaþle water will be provided by the 12.0 million gallons per day North County Regional Water Treatment Plant. Irrigation water service will ultimately be provided by the County Water-Sewer District as reclaimed water becomes available from the North County RcgionaJ Wastewater Treatment Facility and from the proposed stonn\lr'ater irrigation utility. Until the County Water-Sewer District is able to provide adequate ro::laimed water from the North County Regional Wastev.'ater Treatment Facility (and, if necessary in the future, to supplement the service), on-site irrigatioí1 water storage facilities and pumping facilities for the District will also be provided. The District is located within the Cocohatchœ River watershed. Existing runoff from the District flows overland to the Pine Riåge and Airport Road Dnals. The canals discharge into the Coc:ühatchee River and have existing hydraulic capac, ty to serve the proposed drainage needs of the District. The District is adjacent to several major roadway arterials including U.S. 41, Airport Rood, Vanderbilt Beach Road, Gocx:Ilette-Frank Road, and Immokalee Road. The District can access these roadways for transportation needs. The District is loc:atcd within the franchise areas of F10rida Power and Light, United Telephone Services, and Colony Cablevision. These utilities will provide electrical power, telephone service, and television cable to the District. 6 )/497-01110019,)00 ~......-......, - --~ ~-...- . -- ".&ìJt~:-Q.~~.'-~~ .~~f~M~·>r~~~~:~~~L::'::':~;':~f~~v-~,,;~~~ .~ 16G 1 3. PROPOSED DISOOCf INFRASTRUCfl]RE 3.1 Summary of the proposed District inlmtructure 1l'~ DistIict irtfrastructure will generally consist of the following: o ~ways o Utilities o Earthwork o Warer :Management o Roadway lighting o Landscaping o Recreation, parks and security o Wetland mitigation o Off-site impacts ~ The above infrastructure is separatM into primary and secondary facilities for assessment purposes. The prirnary infrastructure 2Ie those which serve the District as a whole and equally bene5t each user of the District. The secondary infrastructure are those which serve only a specific area within the District and benefit only those users within that specific area. 3.2 Roadways The roadways within the District will consist of 2-lane undivided, 2-lane divided, and 4- lane divided sections. The rœdways will serve the various land uses within the District and will cpnnect to existing public rœdways w!Üch border the DistIÌct The roadways will be constructed within platted rights-of-way. It is currently estimated that 23 miles of roadway will be constructed. Construction of Û1e ro.îdways will consist of subgrade, limerock base, asphalt, curbing, sidew2lks, signing, and sniping. The roadways wili also include landscaping and lighting which are described in subsequeCìt sections. The roadways will be designed and construct..ed in accordance with Collier County Tró.nsportation Standards. 7 )~9'7.o1n~'1'.~ I r -~... F.~ ---1 _1 - ..~~~ _ M ...A.~J~ - 16G 1 3.3 Ut:.1.it1es The \\tilities within the District will consist of water, wastewater and irrigation syst.e.tn5. The water, wast.ewater and irrigation systems will be designed and con.structed in accordanœ with the Collier County Water-Se<.ver District and Florida Departmc:nt of Er1viI:onmcntal Protection standards. Following construction ,of these facilities, the District will turn these faciliries over to the County Water-Sewer District for ownership and operation. The potable water facilities will i.nclude both transmission and distribution mains along wiL1 neœ.ssary valving, f.re hydrJJ1ts and 'W'ater services to individ4.2l lots and development parœls. Coc'JlccUons to the existing County system will be maòe at U.S. 41, Goodlette- Fcank Road, Immokalee Road, Airport Road and along the proposed Vanderbilt Beach Rœd corridor. It is currently estimated that 106,<:00 lineal feet of water main will b-~ constructed . TIle ~'aSt.ewater facilities will include gravity collection mains with individual lot sewer services, collection system pump stations, large master pump stations and force mains to connect to the existing CoWer County system. It is proposed to provide connection to the eyisting Collier County sysrem at Goodlctte-Frank Road, Airport Road and Irnrnoka1œ Road. It is currently estimated that 83,CXX) line3l feet of gravity collection system, 54,(0) lineal feet of force main, 22 collection system pump stations, and 3 master pump stations will be constructed. The irrigation: $Ystem will include an irrigation water storage facility in wtùch either water fmm on-site wells and.lor rec1aÜned water-stormwater' can be stored; a.'1 irrigation pumping facility; and irrigation transmission/distribution mains with services for lots anå development parcels. An initial phase of the on-site wells will be constructed until redairned water-stormwater becomes available. Depende'J1t upon quantity of reclaimed watf'.r-stormwater available, additional future on-site wells may be constructed. An irrigation pumping facility will be constructed to deliver irrigation water to users within the District. It is estimated that 116,OCX) lineal feet of inigation transmission/distribution main will be constructed. 8 )I497-oUN01'.was ~lt.::'~;':~:£Jl;~~~~;~~vq~~~"~lrJll!.·~ ! 1 6G 1 3.4 Earthwork Earthworj( within the District will consist of the excavation of storm water manage:rnent pond.! with the excavated material being used for roadways, perimeter berms, and singlG fanùly lot fIll. The roadways and lots require fill to provide mirúmum finished elevations for flood protection. The ponds will be excavated to at least the minimum size and depth requirements of Collier County and South Florida Water Management District. It is currently estimated that 210 acres of ponds will be r..xcavated resulting in 2.7 million cubic yards of useable soil. TIle District infra.Structure needs are 2.7 million cubic yards to complete roadways, berms, and single family lots. However, 0.9 million cubic yards have been t¡.sed in the construction of the first golf course. 'Thus, 1.8 million cubic yards are available fN District infrastructure. The deficit \!will be provided by the developer. 3.5 Stormwater Management The DistIict stormwater management system will consist of excavated stormwater management ponds, culverts, catcll basins, swales, and water control structures. Storrnmter runoff from the areas within th~ District will be routed to the stormwater management pùnd.s for 'Nater quality treatment and water quantity storage. The stormwater will be subsequently released via water oontrol structures to the Pine RÎdge and Airport Road C3DalS. The stmm'w-ater management system will be designed in accordance with the South Florida Water Mmagement District standards. These regulations set minimum criteria for water quality treatment and flood protection. 9 ""9'7 .() 13 7'OO19.WR3 Í4ii.::;;~~~':"_- ,___" __ ~,~~~1IJ=.tSl~U.Llil'$"· rr!lfii'....... .-ï-- '.éìII ~.' . 16G 1 3.6 Roadway Ughting Roadway lighting will be constructed along thr. roadways within the District. Lighting poles will be spaced approrimatdy ~erj 200 feet along the 4-lane sections and every 150 feet along the 2-1ane sections. It is currently estimated that 8&6 poles will be installed. Single or double lu~es will be in.sta11ed as required. 3.7 Landscaping Ùlndscaping will be provided for the roadways, pe¡imeter benns, and District entrances. The landscaping will consist of sod, annual flowers, shrubs, grol.l,T1d rover, littornl plant}, and trees. Ex.isùng native vegetation wili be worked into the', landscape plan ~ pœsìbJe. ) 3.8 Recreat4:ø, Parks, and Security Recreation and park facilities are pr~ both within the District and off-site. The District facilities will consist of neighborhood community parks. The park fzcilities will be developed in pha.c;e). Although specific development plans have not bæn establ.i.shed, typical ~acilities may indud.:: lighted tenrlÌ3 rourts, children':; playgrounds, basketball cou...'1S, and ancillarj facilities such as restrooms and parking area..<¡. Security for the District \l.ill be provided tJuuugh several different means. These may include guardhouses at main entranceS, perirnetet berms, walls and fe-r.ces, and electrorùc security. TIle manned guardhouses will central access to and through the District. 1flc community will be further secured by a combination of perimeter OOTr~, walls, and fences. These facilities will all be landscaped to blend into the environment Special facilities such as remote security cameras and sensors may be utilized in the most ~clusive areas to alert District security personnel to unauthorized entry. 10 31497-4U70019.WRS ~..--.& -, -" __~UoiI-'-'r__~I!ï~nr-~-' -- ~ ~=~~-:.ftJI!f ~~~r,~~~...M--~~~~::';:~IV'.: -tlll'ftBtØilV· ..---fi 1 6G 1 3.9 Wetland MiHgation The Wetland Mitigation within the Di3trict will consist of the construction and planting of aquatic littoral :r..onc:s, removal of exotic plant species, the ro-establiWnc:nt of oo-site weti2nds, and enhanœment of wetland hydroperiods. Mitigation may occur off-site if feasible. 3.10 Off-Site Impacts The off-site impacts will include the constmctlon of the pT'OJX'sed Vanderbilt Beach Road exteru:ion along the southern boundarj of the District and the p~ of a 2O-acre school site. 4 OPINION OF PROBABLE CONSTRUCI10N COSTS 4.1 Summary of Costs Table 2 presents a summary of the cost~ for the pn~ry and secondary District infrastr ùeture. 4.2 I>ìstr'JJUtion of Costs TabIt: 3 p:ovidcs a breakdo\\'I1 of the primary and secondary District infIast:ructure for roadway:\, utilities, earthwork, water managaœnt, roadway lighting, landscaping, re.crt:a1iun, parks, security, 1,J"et.l3J)d mitigation, and off-site impacts. The first sub-total cost in each category includes an opinion of cost as a base number in 1993 dollars, plus a 15 percent contingency, plus an inflation factor to account for the time value of money. Toe inflation factors are taken from tJ1e Florida Department of Transportation projections for future construction costs. 111e costs shown in the table are after the contingency and inflation factor added. 11 ~/497-013700J9.loØS --..:-,.,~,.~~. ..... ~ 16G , .J.. Ti\nLE2 SUMMARY OF OPINION o¡: P!{Oß^BLE. COSTS FOR THE DISTRICT INF!{ASTRUCTURE INFRASTRUCTURE ___I Cost (in thou.sands of doll an) " PHASE 1 (-,~::~\:::·:::-;~·~~7JŒ;;;~ PRnt1ARY 1993 I. 1994' :'...1995?( ¥roTA'lX PHASE 2 PHASE 3 PHASE 4 ~~ ::~:r!J~~ "~~~r"~:·:·~~;):~~~, -,., I .. .:':\~ ~:~~'X1'~~~tj~% ':....,< . . ';Z'i'l . ...., ," . ,-,,'. I~·'/., .....'...,.,>.:~ ~~ '--- Rood..,." _,___ __811 _~>!,0.2 __-1.9.~..9 .-- 9049 ~ 2950 !.,,957 17 I,! Ii 1i:~ C-$ 866 1,004 615 2485 3,635 2933 630 9 ---'-- ._--~, ~rth'NOrJc ':43. -.4.0f-- 484 _~146 1 ,123 .1939 933 S Wiler M&1\a~c.mc..'t __ __..l!}!2 ____ì11___~~8r 3820 2706 3.299 1 814 11 ~Old'~ Li~tinl: J}4 ,-;'3],:___ 2'ìO..¡ 637 559 608 413 ~ l¿f¡ds~2..~ .' __~0.1-_ I,-QfQ ___.11:'~¡ 2.868 2,223 3605 1,468 1Q, rr..c~ari:m, P&1b, &. Suu.rity ~1='-3~-ª-f--_~-' 1382 7 166 4 349 3441 16 ° 4 ,,3D 0 7 Wctla!}~tMjl.Ì~I.l.Ìon I 0 3.518 ° 3518 0 0 0 10-, Off,~itc Impacts ~ 0 10.746 19...746 t:: . SUB-TOTAL - PRr:'I,~r 6.0421--.!1£Qª-.I__12L01 35 852 20,967 ~]\3 10655 ~ lI1'·(Fi~TR UçrURE Cost (In Ihousands of do1Jars) . PHASE 2. PHASE 3 PHASE 4 TOTA 2492 2921 712 2992 2323 1 705 5,825 4353 5,831 0 0 0 523 615 148 78-/ 921 225 392 0 0 ° ° 0 Er.s;,c !=~" 0 0 0 0 -, _~SUB'TOTAL- SECO~[)ARJ ---,- 13,01] I 2.ml 8,015 15.689 11.133 8,62i 'L___GRAND"!:g~ 8.165 20,023 23.3 5 }l-.-ill4 1 33.978 35,245 19.277 ~R:1;}~~~tr )1Æ~'t:1:~l~ ~førr~~r.~~~ ~~f~;::l1;! 9 9 !2,. 2 5 1 48, 140, I ) ·,~- MCj¡$¡ ,_ tw.- 1 6G 1 TABLE J UESCIUI'TION OF D!STIUCr IN[7¡~^STIUJCT(mE AND TilE OPIf'\'IOÌ'Î OF P('ZOBABLE. COSTS [Y'ìr.i~AST~ UCTURE _-~--------- Co>! (V1 lÌ"Ol¡lH!1d\ of doU.n) _ PHASE 1 _ r =:1--- nOADWA Y ,,'1993 1994! 1995GTOTAL I PHASE 2 PHASE 3 fPHASE 41Tõ1 f'ri CD ar y:, ,;; .'. . , . ..~ H:M'!Y:!~Y~-i.';l~~~"~~iï~~jji · 2J~-,=- 226 0 66 292 340 _ 1,001 1,164 . b) ",j_JJ1e 185 8,1 860 ].857 1.529 881 0þ c ~~~\~.~ IS! 203 24$ 599 540 682 537 ------: ["'''''''''' Ro.d 0"00'''-'--_ _ '" 3.<m= 1.515 5.111 6ß) Ð O. --- Sub,Tol~ __2\1t_---.i,441L--2§l§j 7,869 3,09] 2.565 1701 1: <:",,.Ö~~I,~q~ ~~}~;~~îI; "".,,---~- .' ~'~)~'~I~=-/-:~~-'~:~~. ..,.......3,,~~ ,;,.,,;>:,.:::.,.2.,,}.).j.<~t~,:,~,W:>;;'.,f.,~5.~ T...,,:;¡...J . \~u ,~~ -;(.......,.; ~ J '::"~__' .:...:...::.::~~,... '~. ',. '_~ ~.~:._.':-.:~!-....~_...~.,..:.,~...:;~-:-~-::.?'. ~-)".;.;~:":õ;~;~~~;: :2~i'~!~ a .2:~___ .'t--"Q52L- '" 2.16' 1.4';¡- 1 731 ~24_~ b)_~:.I~_ _____0 __.9L ° 0 0 0 ~L__ 0..B0>.d Dai11&~c ___ 159 ~~__ 355 ----.!...coolt 684 802 1961 : ~oodk.lI~ Roa~Ovqpm. __ ____0 ___ 0 __.---!} ° 0 0 0 -_ Sub·jow 503 1.545 1123 3,1711 2,167 2;540 61\ : 15% Tc.chnicu Serviw 75 232 168 476,+ ~ 381 91: ___,______l1Jþ·TOTAL _,=- 5~~_ ¡ 7ì7.....l22J 3,6461-'~@~,=2 921 7¡-2L.:":- ~ -===~,-_ TO~~~~- R0..6_Q-'0',;l-'1~32[__-.2.c~ui 4,38'~~ 11,695L 6.0481 I 5,87~,669t_~ --- 1::~::RTJCTuRr~---~I~~~~~~~~:::[::'l:~SE3 PHASE4 TOT, ·~~~~~,~~;~;.}'¿'gWi¥;¡DJJF:;:~;7.:if'f:i"i"i~}';'~:~' .ttli:H'*ti7; t2œÞ\M<'~7:H.iír&tW¡:~1?':·~·M2i?"¡~!~ 'ttW¡f:mt~;: '~"'"'---.;;. ~;';4~ b\ SaruWy SewCT_ ' 78 -----121 '-- 177 530! 336 248 242 1 0.Jn.i¡,u.ior, 2:f...!.lcr _,_____ 499 483 160 1.147 2,410 2.224 231 E l - -- Su\)"T?~ __.J5} 873 535 2,161 3,161 2,550 548 ! 159'. Tc.cI-.n.ic>JSuvico ]13 13! 80 324 474 383 22 I ~-~ SUB·TOTAL 866 : [;OJ 615 2,485 3,6352.933 630 5 1f.t:..<'{¡(]º£.£V,-?t(:~;U..<·.?rj>')7.?·.i..· ........ ... ... , ,. .,.. I ...... 't">'i~'?:'1·'··.· .~.,., ··@'t':;,;;:WN(:\:;:.d3fãJ t~~l.Oble Water 13'2 358 248 7381 687 460 1,043 :¡ ~bj SI.;;:¡lJrYSe"'~---__ _---.l.:-~ G89-232f--l,2~~J 1.287 253 4 c .rrj,.Gon Wal"r 105 290 85 ---':"'~!9.l- 453 273 1871 '~1 ::T:h~d~~c_:~L~o~m~oo :L:Hi\ ~E :m :~¥,. ¡ [~",_,____rOT^I,,-'_UT[l.I...TJ1:~~_~..,I.)ìS1 u:;_,2~,~¡~ _,..1~_},cD,sJ______ _0/'21___~~L___L33'J 1S I 3 ~.~1.1IIi~"'Iftt1- ..__.tI1I'~ I.ø~::":"" :I."~'.('" ....{.' ~~...,.:, ,.."". v, . .~ . .\;-.... .: . ... "t _\., . , : .;:..: ';, ~"', -,........~~.--- -w 16G 1 T^!ll.L ~ contlnucd .-'---- .------ .-- -_._-_.~----. - ~- - - ".-- ---- ---.- ---------- -- -- -- - - IN f-I<. ASTR U CT U H E Cost (in Iho\.:...s~nd~ of di)I!3J!.) ~--- .---- ------------~-------- --T-OT A J-P-¡~~~S-î~-2-~~pî~~SE~3 ~~HASE~ PHASE 1 1---- I TOTAl EARTHWORK 1993 1994 1995 hi C!!.!!J'. .... .):....:.... .,:':; ..) Ck,&rinJt, 172 59 88 319 277 358 151 1 1 ~~adway Fill 97 179 206 482 <121 441 285 1 ~ ~ urn Fill 120 123 127 370 278 887 375 1 5 d) L()( Fill 0 0 0 0 0 0 0 c) Fill Prom Off-Site 50= 0 0 0 0 0 0 0 , SUb-TOlL_lli 36l 421 1 171 97" 1 686 811 <4 ( f-- -. 54 63 176 i<l6 253 122 ~ 159". T"hni-:a1 Suvi~ 58 SUB-TOTAL 448 415 484 1.346 i 123 1939 933 5 ; Secolidi\fi~1:#Æ~#í.i\n:i!:è(Jif<;~\n: g}kr' U: \:::;::)~jj\'.::-; ...<.,;..·.../,·Ji:. :::~,:~:}.;,}!~::::~ I:' <:..:>.';'.:.",:> y~:~<;.: :~..,~}~ir ,". .:-, ~ a) ClcI¡inr. 90 13..1 -- 129 35\ 505 269 368 1 ~ L~.L!!.~sdw.y Fill 84 259 P38 53\ 363 0 0 I ~ c) B= Fin 0 491 507 998 0 0 0 ~ ~ot FiU 330 350 406 1.086 758 0 0 I...! e Fill rro:n on-Sill: 50= O· 0 C 0 3439 3.516 4702 11( Sub-Tow 504 \ 232 1.230 2.966 5,065 3785 5070 16.1 15'i'. T"Iuùc.a1 5-:rvicC5 76 185 185 445 760 568 761 2~ _ S\}B-TOTAL 579 .-h417 ~15 34\1 5 825 4353 5831 19 j TOTAL· EAnTHWO~ 1.027[_ 1 ,83d ¡,899r <I,75~~.Q471 6,2921 6.7631 24;, - 1 Cost (in thoustnds of doUm) I·..· .' ,.(:jW@tWN€HASE;r);.<:%Ni':·, . WATER MANAGEMENT }>1993+'~19:9,'4:1ii¡b;;;19:9S}t+tr.QT);r.F PHASEl PHASE3 PHASE4 TOTA ~ryFi%~fk41i~~'iN:~r.},: '~.".'.':;}':;;-1i;'~;,~;. ,~1:'" t..'~',;,::'?;;;~~,r,t'i:";~m~W ¡;>/Y"'."¡'::'>¡: >,;:1i'V¥;Wø)~~;~- :~ ¡ .) M ;.,,, S':;~ T~;ru:~~~¿O;; .. ··T :;: .. ~ ;¡\ . . .... ~ËI . . i!~~ ·t¡¡¡ . <;-;a .. :] \s:~~"~:!¡~;;:'<'~~:::: ...,,} 07; 28~ "~ ... 3 "; 270; .... 3:~ 'EJ,~l~ \5% T"hnicð.\ Services 0 0 0 0 0 0 0 SUB-TOTAL _ 0 0, 0 0 0 0 0 I TOTAL - WATER MGI'r1TL 3,0771 2~_~ 3.820[ 2,7061 3.2991 1.8141 IN"FP.ASTRucrURE 10 10.1 1 ' :J: 1\.' ..... .:'~~ - 11. 't' 1 I ~ , l' '^nLE:; , continueú , l ~'- P'- - --. -~ -- -.._.......~_. '._ _ ,___~,,-,,_____"""'-'A.I':"I-"-"""""'--'~··.L -.- ~-~w- - ................. 1 6G 1 [NFRASTR UCTURE Cou (in lhowUlds of dollars) PHASE. 1 ,:.*..,.... .~ ~.:;.';; '. ROADWAY LIGHTING ',.n993· . 1994," ., '1995 "r.~ ii.rØt1:>[.~ PHASE. 2 PHASE 3 ~AS~~ 4~ ?T1ffi'i):}.¡¿ . 7:·i~ ~';~W£:~!~~::~l/',~ ::<~ ~~~'r .~ ,.... , .." .< ~,.~ .~ . '..,:<~'~..;.~-r. . "F' , t~}~:$~-~:1 . i a) 2-Lane 701 0 ]9 89 106 308 359 : ..!>.L±!.&!1C 47 202 216 465 380 220 0 1 Sub:~ 1 \7 202 235 554 486 529 359 , 1 , < 159'. Tc:.chniuJ S~.rviCGs 18 30 35 83 73 79 54 SUB·TOTAL \34 233 270 637 559 608 413 2,' ~y ", ~Œ""M"~~;@t.~~~<o:r.¿;{'~> ~~&~>trr;::f <;(,,·ti:¿:~J·d{/ V :'t'" .~~ .~ .'!<' ¡W~; H;:W:Ø~)W* m¡,¡r,¡i.t4;ìt'i'1 < ,. :ilL!'·...",;,: ...._~...;",¡I}:. ~,~f(;' . ".~.:<};#~~J'(:¡.;t;¿ <.. ..!LU.a.ne 104 327 240 671 455 535 129 1 . b) 4-l.-.ne 0 QL.... 0 0 0 0 0 Sub·TolpJ 104 32?+- 240 671 455 535 129 1 \59'. T~caJ SuviCC$ 16 49i 36 101 68 80 19 SUB·TOTAL I'LO 3761 276 772 521~ 615 148 2/ TOTA~ - ROADWAY LIGH~ I )..54 ¡ ~ 54U,409f 1,0;;] l.2D! 56214: f.NFRASTRUCTURE .,) 2-LUle b) 4-Lane .!:lJ3 crrn d) Entr:ic.s ~) Wa.!l 104 0 116 507 237 242 120 123 o 49 Sub·Tow 577 921 ¡ 5'f. T c:.chniu! Savicc.s 87 138 SUH-TOTAL 664 1,060 1 145 ~liiŸl¡ttrË~~~:{t.~'Y1 it~.ïf~;~~ :~~æ-êi;'tt}~/ ~;:~~~g(1{~é~1.:~· ';":' ..&.1:u.nc' 158 488 355 ~-L.!IH: 0 0 0 c) Dam 0 969L 1 ,COO d) Entries 0' 01 0 ~tl1 0 0 0 Sub-Total 158 1.457 \,355 i 59'. Tcduúcai Suvic.c.s :<4 219 203 . ,?lJB:roTAL 182 --1,6761 1.5S8 __ TOT:L - U.NDSCA.P-;;r &46[ 2,22§.1 2.703] 462 ,552 1.750 155 216 3,134 470 3605 . .""; ~ 1001 684 801 196 0 0 0 0 1969 0 0 0 0 0 0 0 0 0 0 0 2,970 61:4 801 196 4. 446 103 120 29 3416 787 921 225 5 6,284! 3,0101 ~d 1,693! 15 I') ..--...--...-.- ...~" - 1 6G 1 LE J ' (u,'I;",,"<1 n _.,___~_.__._ ._-----~ ------ -- -~_._-~- -. --- - ----,-. -~'---------r -- .. [{ AST" U CT U R E _I __~ ~ ___ ~_..~_ _ - ~ _.~C<"' (," ,', "0,,"'" ,,' ,',,""' '---~-~ - ~ -- --~ :REATIOr-<, rÃnKS, - - PHASE 1 _ _____ - ECUR!TY 1993 I 1994 T 1<;95 l TOTAL \ rllASF: 2 \ PHASE 31 PHASE 4i TOTAL ~ I I I .. . ..". '.,..<.)0 ... ." ... ...'" .'. r ar k.1 01 01 BG~I 865 J,402 2,83-4 1.573 8,674 - 0 337 2,829 948 Securily 0 J37 1.419 5533 Sub·Tolal 0 3371 865 1,202 6.231 3,782 2992 14207 1 Sq. Tcchniea.1 SC"'icc:¡ 0 S 1 130 180 935 567 449 2131 - SLfB·TOTAL 0 388 995 1,382 7, \66 4,149 3,44\ 16 338 'no~n' .'.. , ·:.::::·;;:.:~?r~Y~ +Vh;~.f'a;Y': Par k.s 0 0 0 0 01 0 0 0 SccUll!y D 1 07 J 316 I 387 341 D 0 1728 Sub·Tow 0 I ,071 3] 6' 1,387 341 0 0 1728 15% Tc-chruca.l Sc:rviœs 0 161 47 20a 51 0 0 2.59 SUB·TOTAL 0 1232 363 1 595 392 0 0 1 987 - TOTAL - RECREA 1101"1 01 1.6191 1.35812,9~ 7,;;] - 4.>49[ 3.4411 18,32.51 ----- :<'RASTRUCTURE Cost em lhOU5 Ulds of doUan) --- ~:h,,{4~P~;¡'WJ>.H:f:';.Et¡rW>;¡;,t;#~i!W.:#.i ",,", ...}(.., ,. ,~'f.:~, ,_, ,,~,.., ...~~...,~.....~, . , " ..., ...'" ~LAND MITIGATION ftif99.~t#£f9~~ ¡*W j;S!~S: t'('ß!þgIti PHASE 2 PHASE 3 I PHASE 4 TOTAL ~l~~241J~~~::?:~"t~1æ~~~~?'~; ~~Aìi\'r~~:";' '. .~ m'X-tiØ%t t~;¡:ß~f.i ~;~J:~~t6*{~)~ ~~~~~~~wøm1~': JJ.tt: ~ f ,.. .:0,. .~. «-. :~:; Cocohuchc:c: SC'Uld 0 3,059 0 3 059 0 0 0 3 059 Aru. E..t.S! of Air-pon. Roa.d 0 0 0 0 0 3 853 0 3 853 Sub-Toul 0 3,059 0 3,059 0 3,853 0 6 912 15% Tccluùcal Scrviœs 0 459 0 459 0 578 0 1.037 SUB-TOTAL 0 3,518 0 3,518 0 4,430 0 7 949 ~ndir~~~f~.;-.· '.j '.; '~·:dàt;:~f{ :';-Ä~~r~1iiJ) ~t~~ '. ';thir# { ..--....>,. " :../~>~::... ".'.'. \r',It~~iØ~1 W=$~~~~1~;rtr~;n ;~W~~t;~f;; '>'7,< : /:-;.:..,>.... C<Y'..ohI I.Chu. Str1J'ld 0 0 0 0 0 0 0 0 Aru. Ea.~t.2i -- A.iroon. Road 0 0 0 0 0 0 0 0 Su~ Tow 0 0 0 0 0 0 0 0 15'T. T ccluúoJ Scrvic.u 0 0 0 (' 0 0 0 0 SUB-TUTAL\ 0 0 0 0 0 0 0 0 - ---IQT.....~..:.-.>JETLA.,'D ~ DL 3.518r ~.518ì oi 4,430\ 0\ 7,949\ FRASTRTJCTURE CaS! em LhousUlds of doUm) ,:.<{;' PHASE 1 " F-SITE I:MPACTS ¿i1993·( ,. 1994 ," 1995'<:' . TOTAL PHASE 2 PHASE 3 PHASE 4 TOTAL :Dà fT'·, ..: :'.;-:,:;;...;;. :~:1::f" . , . . ..'.. .. ....'0:..,. ,.:c :'.,.,. ~Ü:;:~~f~?r::~:gP/ r~t~~)~1~;r:~~:fr~~T n:;'r;1t~$~i:~:r:t. ',,; .'..,;....' VAndcrbiJt ROld 4 -l2.r\c 0 0 8,839 8,83~ Q .0 0 8.839' School Site ( u.n d Cost) 0 ° 505 505 0 0 0 505 Sub,Tol.l.JI 0 0 9.344 9,344 0 0 0 9,}44 _J1Y~::-chn.iea.l Scrviecl 0 0 1.402 1,402 0 0 0 1,401 SlJ8·TOTAL 0 0 10.746 10,746 0 0 0 10,746 ond~ry :::::-'-::'.. --. 0 V Indcrbù' Ro,d 4,LU1C 01 0 0 0 0 0 0 ~chool_S~L-'1'Id COIl) I ~---o 0 0 0 0 0 0 -- 0 -'-- S"b'TO~ 01 _ __._.91._ 0 º o _---º- 0 1 5~'. Tcch11ioJ Scrviccl ---o¡- Vi ___ 0 0 01- 0 0 0 --_... -. 01 .--- -:0 - (ì - SlfB·TOT^ LI 01 Oi 0 0 0 -, - ~ T9,}'"L' ()FF,SIn: r....'r"cTsl 01 01 ! () 7 ~ (,1 107~GI 01 01 ól I 0.7~1 - OJ r . lþflõ\;MA' n "... J 1 6G 1 To the first subtotals, 15 percent technical services are added which ~udes the planning, land surveying, enginœring, environmental permitting, and landscape archiœcture services necessary for the design, permitting, and services during construction for the District in.frastri1ctur. The CO$U do not include the legal, administra!ive, financing, l-pentÏOO, or mamten3nce saviœs rvx.essary to fInance, construct, and operate the District infrastructure. 5. THE 1993 PROJECT 5.1 Description oC the Project II. In July 1993, constl1lction of the fIrst phase of infrastructure ~ in the areas shown on Exhibit 3. D.e construction was initiated by th~ Developer and includes the following improvements: o Roadways o WatJ::r., sewer, and irrigation utilities o Earthwork o Water management o Roadway lighting o landscaping o Wetland mitigation o One 18-hole golf course As of Nov~ 1993, the oonstnJCtion is in progress. The first portions of the const:I'Uction are SCliedu.1cd for completion in February 1994 with the remainder being completed in July 1994. Once completed, the infrastructure will allow the sale and use of the marketable properties within the tirst phase of Pelican W..arsh. 5.2 Inf~cture Acquired from the Developer Only a portion of the infrastr\1Cture outlined in Section 5.1 above will be financed or acquired from the Developer via the proceeds of a Bond Anticipation Note. Table 4 pfO'\o-¡des a breakdown of the costs associated with the acquired and proposed 17 )J4Y7..oU ?0019.Joœ .../~~: . -~~."'"r"'''--'.:-::'- ';~~..:~..;~~:,...... . . ,,~~..~~ ~ '::" \. I '. ';'::~"~.. ., '!~~.,.. .. ;~::t'. x''' :'::. ::: 16G "- I- Z . w~ ~w o..::¡; Z 00.. (;) 0 -'0 :z: ,..1= ~-'(;) Z g~ a~~ 0 N 1-00 -' wt; %~N. ~ :a:: ·z ~i 0::0 ::> !Z : ~ ::>u d ..... u. -' w::::a ::> V10:: Z~ .(J i5~ Z¡j..... ·.æ :S'a:: ~ (,? ~<:> 0..Q.< :.< II [3 . p~ ~O~ TO S~L ll- ,~ - ~ HC>LS."'v.tt + + + + + + + + + + + + + + + +.+ + + + + + + + + + + + + + + + + + + + + + + + + + of- + + + + + + + ++ + + + + ! + + + + + + r + + + + + + +'+ + + + + tr + + I + . + + + ~ + + + + + + + + + + + + + + +(Ir :f-:¡) + + + + .L. + + h ¡:... ãt!~ 5~Š T. i ~. ... ~ ' ~ lil " II . " ,!'- -, ", ."""J ..:.;-"'.J..:.."-~'_. .~,',~",""',. . . .. --;.....--~-..... . . .. , ~' I , I I' i' ( ill ~ i + ~ " ~~ 1 UCAN MARSH COMMUNITY DE\/ELOPMENT DISTRICT o ZONING, 'AND ,CURRENT CONSTRUCTION O~¡, ~ . ~. (.~.... C'C>o<1U,'''''''' COUNTY L..~ ~CTS. . ~~1'Q~ ~~ . }- 1r1LSON, MIlLER.. BARTON &. PEEK, INC. W.O,I:, J2GO 6o.l..,. loi.c. Nop1u. nor~a .).)942 PROJ,¡, (II 1:) 6411-40<0 Fa. (61,) 6<J-5716 DRAWN: COWER 16106 01J6 PCT1JQ DATt: 11-4-91 R£V: nL£.: 0000 $t{ECT J OF J -- 3· ~~;.~~"., --------. ~ ~ G 1 > E ~ x ~ .. ... o & ~ , .., ,Q ~ i~ I;; ~ '.0 2. EXHIBII -- ---'----"--- ---~............. 16G 1 infrastructure. Note that of the infrastructure outlined in Section 5.1, only roadways (those portions of which act as d.rainage divides), utilities, earthwork, water management, and roadway lighting will be finanœd by the District with the remaining infrastructure being financed by the Developer. The costs include construction, engineering, surveying, and permitting services. The costs for the acquired infrastructure were provided by the Developer based on existing contracts for construction and technical services. "The costs for the propo..o;ed infrastructure were provided by the Developer and' are based on the Developer's projected OOP.struction schedule. 6. Pemúts Pomits for coostructioil are required prior to the start of infrastruèture con.struetion. These permits in general include the following: o State of Florida Department of Community Affairs Dcvclopment of Regional Imp:lCt approval and Preliminary Development approval. o Local zoning approval. o Dredge and fill by the United States Corps of Engineers and the Florida Department of Environmental Protection. o South Florida Water Management District Surface and Water Use. o Environmental Protection Agency NPDES. o Local dC"r'elopment orders. All of the permits necessary to begin the 1993 Project have been sœured except for a Corps of Engineer's Dredge and Fill Permit. The permit will allow the wetland mitigation discussed in Section 3.9 and affects only the preserve portion of the 1993 Prqject. The permit'is pending and is expected to be issued in December 1993. The remainder of the 1993 Project began construction in J illy 1993 under authorization of the existing permits. The District Engineer will certify that all permitS necessary to complete the 1993 Project have either been obtained Of, in its expert opinion, will be obtained and that there is no reason to believe that the necessary permits cannot be obtained for the entire development. 19 3I4"'~U70019.W1t.'I TABLE 4 Summary of Opinion of Probable Costs for the 1993 p~ Def:C1'iption Ouly 1993 throu~h Decen1ber 1993) ~ Unit 2 Singl~ Family Infrastructure ° Ccaring °Blrthw.od: ·Udlit1cs ° Roadway lighting · ~way and drJ.in.age $179,426.69 $555,000.00 $255,954.82 $60,000.00 ; -0- Pelican Manh Boulevard · Oearlng ° Earth'WOrk: ° Utiliût3 · Roadway lighting o Roadway and drainage $90,000.00 $106,709.47 $330,922.50 $35,ooq.OO $114,037.25 Oak Moss Road o Clearing o Barth work: o Utilities " Roadway lighting o Roadway and dC1.in.age -0- .0- $368,460.00 -0- $127,755.23 '$52,246.45 ' 99th Avenue Entrance U.S. 41 Berm o Clearing o Earthwork o Utilities $16,350.00 $77,215.01 $45,799·90 Goodlette-Frmk Ro1d Berm ° Earthwork: , · Utiliûes $240,000;00 $122,400.00 Goodlette-Frank Road Overpas.c; o ,Engineering Design $26,823.05 Water Management o Clearing o Ea.rthwork:' o Drainage $~5,52ß.24 $177,000.00 2.125.351.09 $5,201,879.80 20 16G I " Sub-total , - ,~- ~-........... -,..-. .. 1·-;" -"- ~. ,',: . "~~." 'fM-:. ..~..~ .......~.-.-. ~'M.o\" . . t'e ." ' : "'~.- ~~. .~~.;.. 116G 1 Table 4 continued D~criDtion aanu3ry 1994 through June 1994) ç~ $65),000.00 $1,300,000.00 $300,000.00 $235,000.00 $800,000.00 $880,000.00 $330.000.00 $4,495,000.00 Sub-total $9,696,879.80 TOTAL Pe1ican Marsh Boulevan1 Single Pamlly.lnfra.structure (south) Single Family lnfnstructure (north) VI &tee Management ,Goodletto-Frank Road Overpass Loop Road (north) U.S. 41 Berm N~: k 1) A I.:ost of $0 indicates that the improvement is being acquirod by the District at 00 cost to the District. 2) The costs include engineP..ring, permitting, and land surveying. 21 ....~~....v~.-r~~II~v~-'-'-l. 'Pe(ícan ~1r,1arsfi 1 6G l' Community Development District 10300 N.w. 11th Manor+Coral Springs, Florida 33071~EnéË,~JEDFax: (305) 345-1292 UAR 3 \ \997 ~~. JII.t1. 1"1 DATE~ . ACTION: March 26, 1997 Board of Count) C()ll11115S10ne s INFO: Memorandum To: Anthony Pires, .Jr., Esquire Wood VI ard, Pires & Anderson 801 Laurel Oak Drive, Ste. 640 Naples, FL 33963 W. Neil Dorrill County Manager do Collier County Governmental Center 3301 E. Tamiami Trail Naples, FI. 33962 flL~: _'" .---- STf-.f~ r·1 -- BY: __ ..- Phyllis Jones Coopers & Lyhrand 12800 University Drive Suite 400 Ft. Myers, FL 33907 From: Gary L. Moyer, Manager Reference: Minutes of Meeting held February 19, 1997 Enclosed for your records is a copy of the minute'l of the meeting held by the Board of Supervisors of Pelican March Community Development District as referenced above. G LM/ir ene. Misc. Corres: ~r1s / 7 HðncO(:~ / COOltillt ~ ~C'~1/ . ~i"'I".r ___ ,. Date: f- /5 / c¡ 7 j&, q. Item# -- ----_.._,---,""...._._..-._---~..-._.~~.- 16G 1 MINUTES OF ~J.·J.ÑG PELICAN MARSH CO:MMUNITY DEVELOPMENT DISI'RICf The regular meeting of the Board of Supervisors of the Pelican Marsh Community Development District was held Wednesday, February 19, 1997, at 9:00 A.M., in the Executive Dining Room of First Union National Bank, 5801 Pelican Bay Boulevard, Naples, Florida. Present and constituting a quorum were: John Pistor John Abbott Ed Oates Carol Girardin Mary Marnell Chairman Vice Chairman Supervisor Supervisor Supervisor Also present were: James P. Ward Anthony Pires, Jr. Chuck Adams Steve Means Susan Watts Assistant Manager Attorney District S ta.ff Engineer WCI Communities, Limited Partnership FIRST ORDER OF BUSI.NEæ Ron Call Mr. Pistor called the meeting to order at 9:00 A.M. and stated the record will reflect that all Board members are present. SECOND ORDER OF BUS1NF&'3 Approval of the Minutes of the December 18,1996 Meeting Mr. Pistor stated each Board mem \ ;- I' ~~,1 received a copy of the minutes of the December 18, 1996 meeting and . ,~'~ I!~¡ c·d any additions, corrections or deletions. Mr. Ward stated on Page two, t' ~ motion [l;¡'c;-ences Mr. Adams who is not a member of the Board. That should Si..J) ;\Jr, Abbett n 1'1 TION by Mr. Oates scconded by Mrs. Girardin with all in favor the December 18, 1996 minutes were a roved as amended. THIRD ORDER OF BUSINESS Overview of Project . Ed Griffith Ms. Watts stated I apologize on Mr. Griffith's behalf for not being able to attend this meeting. The County is having a meeting today on some ordinances FE:bmary 19, 199Î 1 6G 1 and he thought it was important that he be there. Just to give you an update, the map in back of me shows the majority of property that is actually permitted or approved from a water management standpoint. We now h2.ve 1,287 acres of the overall 2,075 acres of Pelican Marsh that are approved and permitted, which is a big portion of your responsibilities. We have received approvals from FDOT for a flashing yellow traffic light at the entrance to Pelican Marsh on Route 41, and which light is under construction at this time. You may see that a corner of the base is already in and by the end of this month, we hope to have the light installed. It is just flashing yellow as opposed red, yellow and green which is what we were hoping for and what the residents of Pelican Marsh were hoping for after a number of accidents. From a positive standpoint, the light will be in as soon as we meet various warrants. The process to get the light and construction drawings approved takes quite awhile. Even though some of the resÎdénts are unhappy with it, I think it is a major step for us. Mr. Pistor asked are we putting in the proper wiring? Ms. Wat.ts responded it is basically ready to be functional whenever that time arises. We do traffic update monitoring every year or sometimes twice a year and suhmit that to the State. As m'Jst of you know, Pelican Marsh Boulevard is complete all the way to Airport Road. Everything in this area such as The Gables, The .Arbors, Grand Bay and the majority of Egrets Walk are sold out or have very few homes left remaining. The golf tournament in Bay Colony was a huge success. The golf club is built, constructed and open to the members of the Bay Colony Golf Estates. The final nine holes have been constructed and has been in placE' since December, We have been working with the County on the North Naples Sewage Treatment Facility due to some air quality issues. They were very helpful to us during the golf tournament in working out some short term solutions and f1Xing a few things at the plan t that allowed them to close certain doors to keep the air quality intact. It really was not a negative for the golf tournament. It is something, though that we are continuing to work on with them to h^lp them push along some of the plans that they have in place to reduce the bad air quality. The Cocohatchee Strand is the preservation enhancement component for Pelican Marsh as well as our on-site mitigation bank. We continue to maintain that on a regular basis and submit annual monitoring reports to all the environmental agencies. We have won about five awards for the work in the 2 February 19, 1997 16G 1 Cocoha.tchee Strand and it is a very big success story for Pelican Marsh. We have plans this year to complete the recreational center that is East of Goodlelte Frank Road, Right now thert: are only three tennis courts and we plan to build a 5,000 square foot building which will eventually be a fitness center. We are also planning to ¡:ut in six more tennis courts and all remaining recreational components which includes a basketball court, etc. The tot lot is already there and the parking is finalized. The only remaining item would be three final tennis courts that we will put in at a later date, The Clermont is doing well. Pulte Homes has purchased or has options on all of this property. There are various Bingle family and multi-family products that are under construction and doing well. The temporary club for Pelican Marsh was moved to a new location. It is doing well and we plan to start construction on the permanent clubhouse towards the end of this year. We are working with the Architects ón 'that right now, Mr. Oates asked will that be built at the same location? Ms. Watts responded yes. We are working on engineering plans this year to extend Bay Laurel Drive to Vanderbilt Beach Road. As you probably already know, Vanderbilt Beach Road is now open from U.S. 41 to Goodlette Frank Road. The next remaining four lanes from Goodlette Frank Road to Airport Road is expected to be opened by the County in May, We have fulfilled our obligation and have conveyed all of the right-of-way to the County in exchange for impact fee credits. That was completed within the past few weeks, We also completed the last nine holes of Pelican Marsh the same time we completed the last nine holes of the Bay Colony Golf Club. At the end of last year, those two courses basically severed and became two separate and distinct golf courses. Pelican Marsh also includes the section and quarter property which under the existing zoning documents, is primarily used for residential. We are now in the process of re-designing that area for a 27 hold daily fee golf course, resort hotel and some resulting residential properties. Mr. Pistol" asked what are you doing with the panhandle piece? Ms. Wa Us responded that is a challenging piece of property because there is a major FP&L line that runs through that area and this is the future Livingston Road right-of-way. The resort and golf course will probably end in the panhandle and the rest will probably be single family residential or multi-family that will provide access off of Immokalee Road. It is going to be a separate component but it \\-ill be included within Pelican Marsh. 3 ar.;..---.>o..-a,-.... ~ -w-..__ 'I.'¿ 1 au:tf....·~~..- ..;.ø........ U .-....-_...........~ ~.- -. ...-- -.:._- V ----- February 19, 1997 1 6G 1 Mr. Pis tor aAked have you considered arTordable hou~r~ng in there to take care of all of the hired help you need in the resort? Ms. Watts responded we actually have an affordable housing component that was appr0ved as part of the DRI where we are required to provide closing costs on affordable housing. We have a commitment to contribute to the mitigation for affordable housing and it is included in paying closing costs to the County through tì1eir affordable housing program. I know there is affordable hous'ing next door. Ms. Marnell asked are you talking about Wind song? Ms. Watts responded yes. Ms. Girardin asked what is your projection for build out completion? Ms. Watts responded that is a good. question. All of our planning and zoning documents say 2008 but I think we are moving a little faster than we anticipated. I really cannot -giv-e you a guess. I would just say that it is sooner than 2008. Mr. Pis tor asked is there any connection between Bay Colony Golf Course and Pelican Marsh or is that definitely cut off? Ms. Watts responded they are two separate golf course. It is like Bay Colony Golf Estates and Pelican Marsh. They have their own gatehouse and have no more than 80 single family homesites. The golf club is a private equity club with memberships at $100,000. You have to join the club to play golf there. Mr. Pistor stated what I meant was there are not 18 holes of golf up there. Ms. Watts stated yes there are. There are 18 holes here and then the 18 holes for Pelican Marsh comes in a loop to the East. They are two separate courses. Ms. Marnell asked what kind of demographics are you getting in your sales? Is it mostly retirees? Ms. Watts responded the majority of it is for retirees, although we have more families than we thought we would, especially in the Bay Colony Estates. We have had a number of parcels sold to multi-families. Egrets Walk has been very successful which was the first multi-family product and most of those residents are here just a couple months a year as those homes are smaller and less to maintain. 4 ---------....----..--..-....-.---.-------.. ,... Fehruary 19, 1997 1 6G 1 Mr. Oates stated my wife and I went on a tour wit:J. Mr. Griffith of the project and it is really a beautiful, especially the Cocohatchee Strand. Ms. Watts stated this was an old piece of a wetland that was connected to a much larger area, It was originally a slough that connected all of the drainage out to the Cocohatchee River at one point in time. It was so impacted by development, by the construction of Goodlette Frank Road and various other roads and especially by the dewatering from the agricultural activities around it. The Pine Ridge Drainage Canal went straight through the property and that was sucking the wetland dry. From an environmental standpoint, the wetland was in really bad shape and was heavily infested with exotics. It was also not functioning from a hydrologic standpoint. We decided to create a nice amenity for Pelican Marsh because a lot of the property had b~~en farmed and we wanted a beautiful community feature that would be attractive and most importantly, to bring the wetland back up tô á healthy level and get credits for it for impacting some smaller wetlands on-site, Mr. Means was very much involved in this effort, We took the Pine Ridge Drainage Canal and put it underground in two very large culverts and re-created the wetland across the top of it. Now the wetland which used to drain into the canal now continues to drain in that northerly fashion. There is a little pump pond ~here which we filled with water from the canal and during the rainy season, that water overflows into the wetland to artificially re-create what mother nature used to do when the system had a major water shed to drain into. We basically had to revitalize the hydrologic character of the system which was very complicated and challenging. We also re-created about 30 individual areas as weil as Îorested uplands, marsh~s and a v3riety of different habitats. If you drive up Bay Colony, there is a big marsh t.hat fills up with birds in the winter time. The residents really love it and it has been quite a success. It was a big undertaking though and very expensive but I think it was well worth it. Mr. Means stated I have a 20 minute slide show and presentation that I have given in several conferences on this Cocohatchee Strand preservation. If you want, I can give it to you. Ms. Watts stated we also have a video that was professionally made showing the area before, during construction and after construction. It is a short piece but it is interesting. If you would like, 1 will give a copy of the video to Mr. Ward and he can could pass it on to you. 5 February 19, 199ï 1 6G 1 Mr, Oates stated that would be great. At Pelican Marsh we have a County activity center and on the corner of Airport Road on both sides, we have the equivalent of 80 acres of commercial for office and hotel use. Just for your information, in the past six months we have had unbelievable interest in those commercial corners which up until recently, were slow in selling. We also had conveyed 15 acres to Ms. Myra Daniels at the Philhannonic for her learning center. FOURTIl ORDER OF BUSINESS Consideration of Trock Lease Mr. Adams stated you should have received under separate cover a memorandum outlining replacement vehicles. I have three vehicles whose leases are expiring in May. The reason why I bring this to you early is that these items will need to be ordered and we allow 90 days for the ordering process. It is similar to the last couple of lea~cs we have done. There is a lease purchase option where at the end of the lease we will buyout the vehicles for $1.00, There is no early payoff penalties and no down payment requirements. The vehicle is basically titled in our name. Ford Motor Credit has been by far the best financier in interest rates and the largest one in the country, The first two vehicles are half ton pickup tmcks. They are basically strip down work vehicles and will replace the two existing pickups we have right now. In yocr current budget, you had budgeted $380 a month per vehicle. These bids came in arouIld $324 to $325 a piece which is in line with what we hsd budgeted for these items on a monthly basis. The third vehicle is a Jeep Cherokee which is replacing the Ford Explorer we currently have. For this item, you haè budgeted $500 a month and we received bids at about $378 a month which is in line with the budgeted amount. We are looking for your consideration on these items. Mr, Oates asked are you going to exercise your option on the other two Trucks and the Ford Explorer? Mr, Adams responded no. They buyouts are so high and it is not reasonable. For example, on the Ford Explorer it costs $14,000 to buyout the vehicle which is three years old and has 50,000 miles on it, If you look at what you paid in monthly rates for the last three years, you bought the vehicle once already. The same is true wiÙ) the other two vehicles. We are getting away from the lease program where you turn the vehicle back in. We are just going to buy it out for $1.00 at the end and will ultimately own the vehicles. I expect that we will probably get another year or two at least on each of the vehicles, 6 February 19, 1997 16G 1 n MOTI N by Ms. Girardin seconded by Mr. ates v.-i.th all in favor the truck leases for the Chevrolet C-1500 pickup trucks were awarded to Bell Chevrolet in the amount of $323.66 per vehicle per month and for the Jeep Cherokee to Galeana Jeep in the amount of 378.16 per month with financing through the Ford Motor Credit Com an . Fll'TH ORDER OF BU8JNE<3S Staff Reports A. Attorney There not being any, the next item followed. B. Engineer Mr. Means stated I can do t.he Cocohatchee Strand presentation at any meeting that you would like. Mr. Oates stated lets do it at the next meeting. C. Manager There not. being any, the next item followed. SIX'TII ORDER OF BUSINESS Supervisor's Requests and Audience Comments There not being any, the ne:Ü item followed. Sß-vENTII GIllER OF BU~ Approval of Invoices Mr. Oates st.ated I was under the impression that we were going to start getting monthly financial statements or at least periodic financial statements rather than just invoices, Also, in regards to my 1099 form, according to my records I received $1,400 net $1,600 in Supervisor fees. I think the problem may be with the voided check list which says that the October 16th meetings were canceled but the checks could not be voided until 1/28/97, I have a feeling that is the difference of the $200. Can you send me a corrected 1099 form? Mr. Ward respondecl we will do that for all of you. Mr. Pistar stated it says on the Naples Daily News invoice that we bought landscape equipment and Landscape chemicals. Mr. Ward stated we must have done an advertisement for chemical and landscaping material purposes. That is how we notice what it is. We used to put the 'Nord "advertisement" and then the Board members wanted to know what we ',vere advertising so now we put on the memo form exactly what they are advertising. 7 February 19, 1997 16G 1 Mr. Pistor asked on page five on the second listing of invoices, who are Boardsen Assol."Ïates! Mr. Oates responded they do our security. Mr. Pistor stated I figured as much but we paid them for different amounts of time. Mr. Ward stated it is an hourly rate contract and they are paid for the time they work. On MOTION by Mr. Abbott seconded by Ms. Marnell with all in favor the invoices dated January 7 and January 30, 1997 were approved. The meeting was adjourned at 9:29 A.M. A}/)~" c ~ [( //):~ (;¡J J atnes Ward - -Á5sistant Secretary ~) y /é- /'v"-. /J ohb. Pistor Chairman I I (- /':~ iJ ~I ~,' 1.,-,[ ---- 8 -- ~-'.'-- -~_..-'. ~-~..- - ---....-.-----.,..-.-------.-.... ...--.. - ---- AGENDA PELICAN MARSH COMMUNITY DEVELOPMENT DISTRICT 16G 1 Wednesday February 19,1997 9:00 A.M. 1. Roll Call Executive Dining Room First Union 5801 Pelican Bay Blvd. 2. Approval of the Minutes of the December 18, 1996 Meeting 3. Overview of Project - Ed Griffith 4. Consideration of Truck Lease 5. Staff Reports A. Attorney B. Engineer C. Manager 6. Supervisor's Requests and Audience Comments 7. Approval of Invoices 8. Adjournment .... "'''\o't:-·~:;1,,~., ....;~~."=' ·-~./.:..,.t·.J.:"~ ....~..~.'...¡.. :~_,,;~~..-"'. . \.I,~.··".·"·~J.I->\' : 1\........,. .....,.. .,~~ ~~~~.~ ·...~~.~i"~~'::~.,...··'. Haples Daily He~s Napl~s, FL 33940 Affidðvit of Public~tion --------------------------------------------------+-- PELICfoJI I'IARSH CQ!'II1UMIr!' DEVELOP~ENT DISTRICT -JAMES WARD 10300 NW 11TH ~ANOR cORAL SPRl~S FL 33071-65.30 REfEREHcE: 009048 57436730 NOTICE OF ~EETIHGPEL State of Florida county of Collier Befcr~ th~ ~ers;qned aUchority, ~rsor~lly a~artd B. La..o, who 00 ""th s-\ys tl",t ,h. arvts a. the A~.I.t.~t Corporate SecretQry Of the ~aple. Oaily H~s, & daily n~'pð~r published at Haples, in Collier County, Florjda: that the attached copy of ~ertjsjnç was published ~n said ne'llspaper on dates listed. - Affiant furth~r says that the said Naples Daily He'Ils is a n-rvspa~r po.lblished at Hapl.., in said Collier county, Florida, and that the said ~s.paper "-oS, her'etofore ~en cont inuously published in said Collier county, Florida, tach day and Nis be'ffi entered as s~cond class u\l ..tHr at the post office in Naples, in t<'lid Collier County, Florida, for s period of 1 year ~Ät pr.cadi~ the first pJblicat;on of the attach~ copy of /.Id'.¡ertise~,t; ¥Id attiant further lays that h~ has neither poid nor pro.i.ed any person, fir. or coporatiOM any discount, reb4te, cOllœi.,ion or refund for the purpose of securir~ this 8dverti'~t for publication in the s. i d newspepe r . PUBLISHED ON: 02/12 ,1.0 SPACE: FILED ON: 4.167 INCH 02/12/97 16G 1 -------- NOT1Œ OF MEETING PEUCAN MARSH COMMUNITY DEV8.OPMEHT OI$TRICT The reouIcr rTIffIIng of itMI Bocrd at: ~ at !he PtJIcon McrstI C0mmu- nity ~ Dh1r1d wi!! be hdd on Wln~' FetInay 1~¡ 1m at t:oo AlA. Exeot.fŸe DInInoJ Room cA Fht UnIon HaI".ona Ba*, 510 1 Peßccn Bay ~d, ~ F1a1da. The ~ Is open h) !he po.tAk and 'Iriß be ~ k1 ocxcrdonce '1>'Í1I'I the ~ ~ F1or1do Law tor Com- . mtrily CWfeloøment Dis1I1ds. There rray be oc:casIons when one· fX more ~Mon wlØ pcrtIcøote by Ide-. phone. Ai !he cbove IooJtIoo !here will ~ present a spedl:tf ~.e so !hat rxry in- ~~ Ptf'SOI'I CQ'1 attend the met'IIng at 1tII! cbc:IYt IoartIon and be fully Inftrmed rX- !he chcuuIons k*1no place ei!tIer In per.' son r:r by ~ communicatIon. : Any person reQlJ!r1ng speda otCOI11- ' ~I¡o" at this ~ t>etoIM cA a dfs-. \All .., or phys(;o ImøairmerTt should çon..' 10ct the DIsJrIct ornee at (9S4) 7~ at, least live calenó:r days prier to ~. tnffffng. . Eod1 penon who dedde1 10 ~ any: oc!kIn lciten at tt~ meeI1ngs Is ad-' vised !hat penon wlU need a record oC the ~nçs :nd that ocarLtrqy· !he persotI rnq.¡ ~ !o emu-e !hat á- vertxl!lm rKad 01 Ihe prOCftdngs Is: mOOe, indudInQ Ihe Þ!st1mony ar.d tv.· ðe:1c: ~wtllch sud1 appeo/ Is to ~ based. Gcry L Mc1yer FebnJay 12 No. 9t11Sf Signature of Atfidnt . -( .ð, )....,,/) -._----~--------------------------- ----------- .------ --- . ---- ----- - ----- ------ ,,' S\lorn to and Subscr;b~d before me this ~ day of Personally known by ,J' ./ ~----:' f "';' m~ ---r- "". .... -"- '~ ~..1 \ ......~. ..:..- .~, 19...!- ¡ :,.F:·~~:'\'~; IIV'" . Juátl1 A, i'iër.;gan :",_:,~_,:.J . . ,,,,,0. ÆSSI0/ I CC-.<a!737 Ð:P:?£~ ",:~::-?i~:~.' . Febru;¡¡y 19, 2~ ,'.....' ò(;W;¡~ TI1f'U 00t FJ.;..~, '10; ~ .~~,___.~,_ ___...-----..-.- 17""'V_ ..-.---....~. ~ '"""'- -- OÁ/~Lll~j4 61:68 '3415'3:¿ge21 DISTRICT FLD Œ'F! PCIGE el Peûcan Marsh 1 6G 1 Community Development District 10300 N,W. 11th Manor+Coral Springs, Florida 33071+Phone: (954) 753-D380+Fax: (954) 345-1292 MEMORANDUM To: Jim Ward- District MaI\ager From: Chesley E. Adams jr.-Field Manager Date: 2/6/97 Subject Trod: Lease 1.1"\ May the 3 year leases on two of the District's trucks and the Ford Explorer will be expiring. The District has budgeted fOT the replacement of these vehicles when they are returned. Atta.ched are a couple of quote sheets for the vehicle replacements, The District staff is recommendmg award of the vel'Ücle replacements to the lowest bidder as indicated on each quote sh~t. Additionally, a quote for financing the vehides, through a lease 1 purchase agreement with Ford Motor Credit, is attadled as well, The ttrm.s of the lease / puxch.ase agreement are as follows: No down payment No mileage penalties No penalty for ea.rly buyout $1 buyout at end of tenn 4 year term on tÌ">.P- pick..ups 5 year term on the sport utility vehicle The District budgeted $380 per :I1oí\th for each truck and. '$500 per month for the sport utility vehicle. The monthly rates 3S proposed wouid be $323.66 and $378.16 respectively. Please have this item put on the 2119/97 agenda for the Board's consideration. II you should have any question.s or need any additional information please contact me. l..JJ.i,J.../J.:J:;¡'" tH:tiCi ..= .~ CI"J .!2 a.... 0 tU ~ .. ~ Q.1 .9CJ) ~ III OJ ~ ~ Õ u £6 .~ § ,.-...4 E (IJ E ~ð "41 jj 2':H:J 2 1 ~ ~ :.> u ~ ... .D '~ ',¡;: "0 c:: ::> <.J ,~ '" ,~' '" ... 'E ~ N .b v 'z:J 2 ª :: '" ... ~ ] ~ ..... r") ..... N -ð v ¡:: .~ .~ f- ...c. 0 ~] ~ ~ ..,. - o,¡ ~ 1""'4 8-ª-eo !-oo.D~ N "" ~ ::::.~ ] ::::I'D æ ~ -a ¡: ~-i & .~ ~ ë ..... ~ .. o DISTRICT FLD OFFI -.----......----............... PAGE 82 ~ II) 0\ ~ :2 I"- fJ ..l .... M E "" N r"O .- .... ,~ 'Q U ~ ~ 1;; ð u ('.I If) õ ::;: ~ 8 > ~ ë: ~ l! u 4A- 4A- 1 ~ ".... .'. .f ., .., . '0 .~. . \10 ",:. . . ., 0 ~ t-: - .- ~ ... N ë g -.0 N. "0 ..... L/) 11)' .- :> ~ ¡i ~ .... .- n ~ ð 0:: <a' U .. t: , ~ 11/ N C _.~ -ª- II) õ ~ .. ;::;- ... '" z ... > !- -( ~ 1 .D U 2 4A- '^ I 8 8 "0 8 § 0 ~ I"- .... or) r"O ¡:¡. "0 0\ ~ > .- ~ .... r") ¡¡:¡ N GO ~ ... 3: ] ,~ ri. 0 N ::;: "0 J 0 ¿ --- õ ... 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'" ;E ... ~ Z '" ~ ~ " ~ ~ ~ ¿ .. o "'2 .. ;> vt <II '" '1: tL. -;;¡ Õ t- - - - - 1JI07 ..~---... PAr£ 63 1 6G 1 .... . .. o " E > ~ o '~ .. "0 ~ .. E Ei o '" .. ¡J: "" "" .'! V1 'tt!'!ii199'4eí:ã;---94iš'92š"ê2í-....- FE? eS'97 17:22 FR MUNICIPAL LEC,SIHG .. rrl ---- .........-..-....., -~ DISTRICT FLD OFFI 313 ~9Ø 3783 TO 9941592902\ .-~-'~~ PAGE 84 P,0V04 16G 1 ~ F0n2 YcIOr ~ CompIIT1 TMA~M~ ".0. Iller Ins o..t1>Om. MI:+.ògeII ..., 2'1.17. Ftbfuary 5, 1997 Mr. ChJd( Mama, Jr, r.ken ~ah ComrrlurVty DiMMopn'\Qn1 Dletrict , QJOON.w, 1,tn Usnol Coral Spr~, Fl 33071 o..v Chuck: Tn, ~g ptO'pOu.1 ï. .upphd 'ay Ford Uo\Of Crøóit Company Th~ proposal Þ5 fOf your r~ and ia .ub~ \Q ~~~ Q{ t=ord Motor Cred\ Com?any and mutuallY acceDtabIe øocUlT'I9n1at1on IlJbOtarrtianv In the Jpr!JL1t'I4CheØ " Undec' tr\e Ford l.MU!P1Jlc:harø Fìn~ Program, VOt'lldH ~ing finanad arc titled in tN ~ma of 1hC muni<;lpdty, thM~ore, thero is no m¡¡"~ r..trictlon. Ford Credit Is . ~ on ~ ~ef"It, TI'I\t munl~ wiJ own ttIt ~hid., at tha ena of the term !or $1, No MCUrtty ~ or dc:Mn p~ "r~qutrltd. FubÏtc liability and pnysicaJ damage insuranca are trig ~~IbiM'1 of !he munlcip6lty. In addit\t)" to ~Ofd prodYçt, ~ will flnaflc. no,,·FOfd ac.cu.IOty l'qUipmant and tho FOC'd E.xUw1Jtd Service .-1d Aut SeMce PIa",. ,\.'0 ThIe quotdOl'1 ¡I Þasod on the tnanclng of (2) ,~1 Chevrolet C1500 PicIrupt ~ ".4\'1 ~ ~, W'Id (1) Jeop Chrlrok,e c::tJ6t~ $19,500, finanCIng' to1Al ~.ð40.e&. lQ (~fJ1DU1e oavmOf]t multiclv t~ ¡moun' 1In6f)C~d bv ~JYTTIent hJctor C. (.,.,..,,;. a.JCO (RangrI) ,4.moun.t ~&lictd Torm Met1'1<HL'ì! Piymtnt ($25,OOO·S7a,IJX) ,. '((,1 W,1iQ 2-r$l\''1~ yr. 2. I' V,SOO.OO 5 yr, Rt\ê £!9.Q! Pavm9l]1 Monthly In Advance Month~ In Adwnof 5.2!% 6,35% .023478 019393 s..~.as <...4\1. ~~ $378.1 6 Tbe ~ t'IItn 8nd toc::Þ'a .. IIIpt fro J;J. tor IIMI .-nount ~ by Mav 31. 1 w.n, 10 ~Ifl. the credit re-.1ew. the m\.W1lcipaltty will b. re~d to provide Ih. 1-..1 t\o\'O yMnO' au<'ft.d 1\nanda tit.tem.,¡~ and rslum ttlem 10 us with a compl.tad Fact SI'IMt end C. J .... 1JM L.....- (aamplu attached). TM eam:114 documant .oould be rtvlew.d by thair ,nomey, ThIC contract can b4t added as . ~chedule 10 Mas1er Loase #41540, There are no addltonal f.... If you MY......~ q\J8.tion$ or neliXJ more i1torTT'Cion, ph;uWG cal m. Qt 1·800-:241.4199, Ext 16. RQgard3, .rÍ!+_ . In ~~ ~..rey , M.rk~ng Coordinator Mvnlc\pal Financing Oøp.nm..,t lIM!a... - 11'.-- - -1.-' ~""1/'QlrolWlt~-·-W·' ~ ..~ " -' ... :z w J: 11: 0 'ú U ., .( 0 0\. ." 0 '::> .~ 0 0 '" '::> 0 N ..... ." N ..0 0- ..... JO ... II'; 0 0 '" " ..... ..... '" 0 a 0- '" ..... ..... (") 'r> JO Z ::J ... 'ú V'> T- o ..... '" ·0 0 " '" <> "" Q 0- Q 0- V'> V'> ::> 0 '" 0- .f) _t " <:) N 0- ..... ..... <> 0 .. '" "' ~ 0 N .. ~ .. ,..., ... 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JlR.I.IM.....lflm·-~-sllTr--·1M~... -.w..-------n '4fII 16G 1 PEUC:ÞJ~ MARSH YQJ.QffLQiECK LIST Q:if.ÇKt VENDOR AMOUNT REASON DiECK DATE 3035 J. Abbott S200.00 1 0/1 6 Meeting Cancelled 10/3/96 3037 C. Girardin S200.00 1 0/1 6 Meeting Cancelled 10/3/96 3039 M. Mamell $200.00 1 0/1 6 Meeting Cancelled 10/3/96 3042 J. Pistor S200.00 1 0/1 6 Meeting Cancelled 10/3/96 3041 E. Oates $200.00 10/16 Meeting Cancelled 10/3/96 3125 ~. Marnell S200.00 Not Present 1 2/5/96 4303 J. Abbott S200.00 1 /1 5 Meeting Cancelled 1/7/97 4312 C. Girardin $200.00 1 /1 5 Meeting Cancelled 1/7/97 4316 Indian Trace COD $ 700.00 Paid Wrong Vendor 1/7/97 4320 M. Marnell S200.00 1/15/97 Meeting Cancelled 1/7 /97 4324 E. Oates $200.00 1/15/97 Meeting Cancelled 1/7/97 4325 J. Pis tor $200.00 1/15/97 Meeting Cancelled 1/7 /97 I ,;: " " :';:; ¡:'-':: ,.,....,.~~. '.?, S\,¡~ :(<<!r;{~~...,. fi..~i fïó:-: ,<~'f''¡/.:' f"t';¡·;j·Ù~:.I¡hHi¡:ff:WI C··<."'Ì~ '.~ ~ '....~.:-.;~.~':i.-l- - ~ ,.. , . # _, . . . ~. ~ .. . 1''' ....,.. ¡ ~ --....u IJf"'..,·--'ItJ1n·........' --..-.'--.d!t - "--'- _TaL ---...--..,.,.. ..'11'" -. 1'---- ary L. Moyer, P.A. 1d DC\'l:lopl11t?m F1 :>\.:magemct11 l-(\n~lIltant 16G 1 Date: March 21, 1997 10300 Northwest Eleventh ~ ~~~Q(¡(~~: MAR 3 1 1997 Memorandum To: Ms. Kathryn Hankins 80arc Of Count.~ Cormiss ¡onE County Finance DirectorfDeputy Clerk Collier County Courthouse P.O. Box 413044 Naples, FL 33941-3044 Clerk of the Circuit Court - Finance Dept. do Dwight E. Brock 2671 Airport Road, Court Plaza III P.O. Box 413016 Naples, Florida 34112-3016 Mr. W. Neil DorriU Collier County Manager Governmental Center 3301 East Tamiami Trail Naples, Florida 33962 From: Minutes of Meeting held November 27. 1996 Gary L, Moyer Manager Reference: E!1closed for your records is a copy of the minutes of meeting held by the Board of Supervisors of Fiddler's Creek Community D3velopment District as referenced above. GLM/nk Ene. Misc. Corres: MQrr1s / Hancock I Constant\'" Kac '( 1./ Berrl/ ~ Date: 4- is - Cll Iten-,!, f (¡, . G;. COPle~ To' 16G 1 MlN1YfES OF ~1EETING FIDDLER'S CREEK COMMUNITY DE..VELOPMENT DISTRICT The regular meeting of the Board of Supervisors of Fiddler's Creek Community Development District was held on Wednesday, November 27,1996 at 10:00 A.M. at the Northern Trust Bank Building, 4001 Tamiami Trail North, 4th Floor, Larson Room, Naples, Florida. Present and constituting a quorum were: Larry Mullins " Clifford (Chip) Olson Arthur Woodward Paul Riegelhaupt Grady Minor Chairman Vice-Chairman Assistant Secretary Assistant Secretary Assistant Secretary Also present were: James Ward Tony Pires Terry Cole Henry Fishkind, Ph.D. William Reagan Jean Mau Larry Gragg Mark Strain Anthony DiNardo Assistant District Manager Attorney Engineer Fishkind & Associates William R. Hough & Co. William R. Hough & Co. Whi te & Case Gulf Bay Communities Gulf Bay Communities }i"IRST ORDER OF BUSINESS Roll Call Mr. Ward called the meeting to order and stated the record will reflect that all Supervisors are present. . SECOND ORDER OF BUSINESS Approval of the Minutes of the October 28, 1996 Meeting Mr. Ward stated each Supervisor had received a copy of the October 28,1996 minutes and requested any additions, corrections or deletions, On MOTION by Mr. Minor seconded by Mr. Riegelhaupt with all in favor the October 28, 1996 minutes were approved as corrected. ~'IF'ø:"'~ 1-1Iii'I7~"~"-" "f - -. ,-- ,··_...._--IIIiIIP"'~-.......-..,__F----iV-~..~ -1'- --....... -nr-' November 27,1996 16G 1 TlURD ORDER OF BUSINESS Consideration of Agreements A. Engineering Services with Hole, Montes & Associates Mr. Ward outlined the terms of the proposed Agreement for the Board. Mr. Riegelhaupt stated th€re is a question I have. If on his drawings the contractor says we are using 6,000 PSI concrete and that is the wrong value, you don't agree with it as the Engineer, who is going to make sure, who is going to check his drawings enough to know that he is using the right materials of cons truction? Mr. Cole replied we always check that to make sure that there is the right PSI. Mr. Riegelhaupt stated this doesn't say that. That particular sentence says you don't check that, "and means of raw materials used in fabrication". You specifically excluded that and I don't think that that is correct, I think that you should rework that sentence to say more specifically what you actually do; what do you really exclude, like checking dimensions. Things I would like the Engineers to check are certainly checking the materials of construction to make sure that it meets the overall design standard for the District or the legal standards for the District. Mr. Pires stated I don't have a problem revising the wording of this sentence. Mr. Riegelhaupt stated use a little more detail, what you are actually doing, how do you really handle it. Tl:lÏs is vague and doesn't really get to the heart of the matter. On pagè 7, under "Ownership and.Use of Documents", the last sentence . . implies that the District nee'¡Js the Engineer's permission to use the District's drawings for other purposes than the orÍginal designs or intent for which the drawings were used. If somebody designs a little box culvert and I want to use it somewhere else and the Engineer has left us two years hence, I need the Engineer's approval to use that EttIe typical design sketch. The District's drawings are the District's and the only issue that I see is that the Engineer should not be held liable if those drawings are used for other purposes. That can be inserted that we will not hold them liable but they are our drawings and if we want to use them again in an.other part of the District, we want to use them, they are ours. Mr. Pires stated we will revise that section and we will have to release them from the liability. 2 16G 1 November 27,1996 Mr. Riegelhaupt stated having been in a lawsuit like that where we lost because that wasn't in there from the other side, I can understand that. M·r. Ward asked are there any other questions from the Board? Mr. Mullins responded no, 1 had all of the points that Mr. Riegelhaupt just mentioned on my list. Mr, Ward stated you have two options. We can either bring this back to you at your next meeting or if you like, you can approve it subject to those changes. I will pass the revised shop drawing language by Mr. Pires to make sure that it is consistent with what the intent of the Board is. You have the ability to approve the Agreement subject to those changes today. Mr. Riegelhaupt stated in the interest of time, the Engineers are on the job, I think we should move ahead as quickly as we can. I think my comments are clear. Mr, Olsen stated I have a question. You are writing the spec book for the project. Is there anything that you have to adhere to that the state mandates or are you just going by standard industry codes? Mr. Cole stated we are using our standard specifications which are developed by use of FDOT standarçJ3 and concrete design standards and there are all kinds of AST-owned references within those specifications relative to the individual construction item. Mr. Olsen stated you are saying that your spec book will identify each piece. Mr. Cole stated the best way to accomplish what you requested previously is for us to give you a copy of our spec book because it references all the A.ST and DOT, ACI, etc. standards, Mr. Riegelhaupt stated I am not trying b create a new document in your office. Mr. Cole stated we can easily solve that problem. Mr. Mullins stated with the amendments that have been made and the comments that have been attached to this document, may I have a motion to approve. On MOTION by Mr. Olson seconded by Mr. Woodward with all in favor the Agreement for Engineering Services with Hole, Montes & Associates, Inc. was approved subject to the amendments discussed. 3 _._.~.- _. _.~--._----_.~.__._. _.._...-.....-------~--"._-"...... _-._.r'___...____· ...-----.-.... November 27 1996 16G 1 B. Park Maintenance Mr. Ward stated Item 3-B on your agenda is the consideration of the License and Maintenance Agreement between the Fiddler's Creek C.D.D. and Parcel Z, h'\c. and 951 Land Holdings Joint Venture for the maintenance of the park facilities within the community, Conceptually, in Fiddler's Creek what we are doing is ensuring that we create one entity for the purpose of overall operation and maintenance of the facilities in Fiddler's Creek and specifically those services related to landscaping. Under the scenario that we developed in terms of the construction and operation program, the C.D.D. will be maintaining and asse3sing the communities within Fiddler's Creek for the operation and maintenance of the common area landscaping facilities. The ownership of the park facilities is essentially remaining initially with the developer and the homeowners association but they will benefit the residents living within Fiddler's Creek and since the entity that will be operating and maintaining the common landscaping facilities is' the G.D.D., it is an appropriate mechanism to utilize the C.D.D.' for the operation and maintenance of the park facilities within the community. That is the purpose of this License and Maintenance Agreement. It gives the District the right to go mto the park facilities within Fiddler's Creek to provide the landscape and maintenance services that will be required within those park facilities and to assess the communities appropriately for the maintenance of those facilitie's. The Agreement that you have before you was prepared by Mr. Pires and he can go over the details of that with you if you so desire. I have reviewed it also and find it acceptable. I use it in a lot of the communities that I work in and it is a standard practice that we have to allow the District to maintain the facilities that are essentially owned by the private homeowners association but that are common to the community of Fiddler's Creek. If you have any questions, I will be glad to answer them. Mr. Pires can go through any details with you but it is recommended for your consideration. ML Mullins askE=.~cl is everyone comfortable with the explanations that have been given? Mr. Minor stated I would like Mr. Pires to tell us what this is. Mr. Pires stated we are requesting authorization for the Chairman to execute this Ljcense and Maintenance Agreement with the developer for maintenance and operation of parks and recreational facilities within Fiddler's Creek that are retained by the developer. Mr. Minor asked are we going to pay for that through the C.D.D.? 4 ~~~_JtM~~---~~~~ - _,~·,--v---'~-.La.:a& -...---.- .WIoI ~~__ ~:'~t&..~. November 27,1996 1 6G 1 . ~. Mr. Pires answered that is correct. Mr. Ward stated it won't come into play until we do our first budget next year or maybe a little bit earlier than that. When I submit a budget to you, I will give you substantial detail on what all of the operating and maintenance requirements are, how much personnel is, assuming we do it in house or contractually, etc. and a complete detailed listing of all of the areas to be maintained. We will put cost estimates to those. In addition to that, once we do the cost estimates for you, we will provide you with a detailed breakdown of what we will charge the homeowners who will be residing within Fiddler's Creek for that operating and maintenance program, That will include the facilities that are outlined in this Agreement: You would not normally see this if it were owned by the C.D.D., it just happens as a matter cf course, however, with some of these facilities, the underlying fee title of the property will remain with the homeowners association to keep them primarily exclusive to the Fiddler's Creek community out the C.D.D. has the operating arm to maintain those facilities so we are going to do that via a License and Maintenance Agreement with the homeowners association, That is the purpose of the Agreement that you have before you, Mr, Mullins stated I understand that at least portions of these parks are already in existence. Is there any further comment? If not, I will entertain a motion to approve this License and Maintenance ~greement. On MOTION by Mr, Riegelhaupt seconded by Mr. Woodward with all in favor the License and Maintenance Agreement wa~proved. FOURTH ORDER OF BUSINESS Status Report on Financing . Mr. Ward stated Item 4 IS a report relative to the financing of your Series 1996 Special Assessment Bonds, I will give you some background and then call on 8 number of people to provid~y6u the details, As you know, the Board authorized us to proceed with the issuance of th~ first seriesof bonds. We have for you today a recommendation for you to enter into a Bond :purchase Agreement with your Underwriter, William R. Hough & Co" for thè 'srile of $20,210,000.00 worth of . . ' bonds for your Series 1996 program. I am going to as~ Mr, Reagan to provide to you the business terms of that transactio~ and then for Dr. Fishkind to go through his recommendation with you on the financing itself and to finally ask Larry Gragg wit.h White & Case, your Bond Counsel, to go through the Resolution with you which outlines for you the documents that you will be approving for the sale of 5 November 27,1996 16G 1 these bonds. You will be asked for some specific motions after those presentations have been made. Mr. Reagan stated. typically, when you issue this style, of non-rated transaction, your first question is why am I just getting these documents now because when you go through a negotiated process, you purchase the bonds, you go through a negotiating process with different buyers for approximately a three- week period. Actually, the development of the documents has taken over a year. I would like to have gotten the documents to you two months ago but unfortunately, the securities market doesn't work that way and the documents ~re constantly changing. You purchased the bonds and we went into what we refer to as a pricing on Monday afternoon after negotiating very heavily with about a half a dozen different investors, major institutional investors in this area. At that period of time, they ask for different information, they like certain things and delete certain things and we decide through the developer what best benefits the District and its District staff, We finally came to terms with one institutional buyer, Alliance Capital, a major institution in this country. They offered us 7- 1/2% which was the best bid, We reported back to the developer because he is the land owner and he is paying the t£Oxes on these bonds. While I don't in any way want to dilute your responsibiliti~s, we had to make sure we had his okay and he accepted that and the terms are simple. It is a one-term bond, twenty years out, principal amortization for a twenty-year period at 7-1/2%, The bonds are at par, they are callable. We have an optional call at ten years and there is also an extraordinary call. The developer has the ability, and the homeowner, if he wishes to prepay his lien, he may do so, The terms are good, the rate is very good. Compared to other transactions in the market, po one is close to you for this sort of transaction. It is good when you are working with the developer who has the expertise, the background and the capital to be able to go into the market with this sort of transaction. I will be happy to answer any questions. Dr. Fishkind stated first, I would Jike to offer my recommendation to the Board. As Financial Advisor I have had the opportunity to work on the transaction with the professionals that are on the team, I would say to you that everyone has performed in a highly professional fashion. We obviously would expect nothing less but that isn't always the way these work. Second, Mr. Reagan has been very modest, this is the best rate I have seen on Community Development District debt and while some may say it is true that overall long-term interest rates are coming down, ,that is only part of the story. These bonds 6 November 27,1996 1 6G 1 traditionally traded in a very narrow range between eight and nine percent. This is a new Dist,rict with no track record, It is highly unusual to see a rate this low. I think this is a transaction we can all feel very proud of given the rate. I have also had the opportunity to review the c03ts of issuance. They are very much in line and extremely competitive, For the record, we need to discuss briefly together this negotiated sale, why we have done a negotiated sale as compared to a competitive sale. In a competitive bond sale, we would have an Underwriter like Mr, Reagan, take the securities and offer them into the market. We would try to pick the best time to get the lowest rate but, just like an auction, would offer them in the market place. That kind of competitive sale works if we have a standard kind of municipal bond issue, water, sewer, revenue type of bond issue. It works if we have insurance; it works if we ar'e the kind of issuer like Collier County that is in the market place every year or two. Our District isn't anything like that. We are in the market infrequently. we don't have a well-known name, this is not a water and sewer revenue bond issue, it is supported by special assessments. I don't know of any Special Assessment Bond!'! that have ever been done on a competitive sale. I wouldn't want to do one or recommend it because we couldn't be sure who the buyers are, There are a dozen buyers in the market place at most at any point in time for this kind of security as compared to hundreds of buyers for a standard municipal type s'ec,urity, A competitive sale would be very risky, We got a great rate and part of the reason whs that we could negotiate with Mr. Reagan, we could control the timing, Mr. Reagan could explore with potential buyers what it was they really wanted, what kind of story we could tell them, what kind of documents we could hone that would more closely meet their needs. I think for all of those reasons, a negotiated sale wakes a lot of sense for this kind of District. The other thing that I would mention to you is that the size of the bond issue, the $20 million and change is s'omewhat smaller than what we anticipated .. . but three months ago, We have been ,very fortunate to have a developer for our community that is so competent as to bring these costs well below what either they expected or our Engineer expected. What we would like to do is still retain the money and the lien maximum that you approved when we validated all of the bonds and hold that back for future contingency. We are only going to assess, levy and collect assessments based on the amounts we actually issue so there is nothing hurt by keeping that in the future so in case costs change, we will be prepared but this is a significant improvement relative to the total cost we 7 November 27, '1996 16G 1 expected, it is a great rate. This is a transaction that I would recommend to the Board and I would be pleased to answer any questions that you may have. Mr. Olsen stated when you talk about the amount that we approved, you are talking about the $93,000,000.00, is that correct? Dr. Fishkind replied we did approve $93,000,000.00 but we thought this first . . , issue would be on the order of $24,000,000.00 because we thought the construction amount would be on the order of $19,000,000.00. , . Mr. Minor stated this is just the first phase. Dr. Fishkind stated this is the first phase and it is coming in at a lower cost than we thought. Typically. the nomenclature is that we have a Series '96 project that the Engineers describe as the First Phase of the Master Improvement Program that the Board approved, We tie that to the Series '96 Bonds so that everything has the '96 tag applied to it to keep it coordinated. Mr. Riegelhaupt asked .what percentage would you estimate that the developer will bring the construction in under the estimated amount? Dr. Fish,kind stated it looks like it is 10% under for costs and we didn't have to use the contingency that we had in there so it wasn't that the cost estimate was so high as it was that we had a sivnificant contingency in the budget for prudence sake. That makes me feel comfortable, You have to remember that we have to have a "not to exceed" cost e.stimate so we can set up the assessments. It is very hard to make them higher, it is easy to make them lower. This is typical that we will find reductions compared to what the total "not to exceed" budget was. Mr. Riegelhaupt stated my on!y concern was that it wasn't fifty percent. Dr. Fishkind stated I want to be very clear that most of the reduction comes because of the lack of necessity to invade the contingency. Would there be any further questions from the Board? Mr. Minor stated these are all bid amounts now, we know all of these costs? Dr, Fishkind repl,ied maybe our Engineer should speak to that. Mr. Cole stated before the bond closing, we will have to be providing certifications of the Engineer as to the costs which we will be working on with the developer during the next week. A majority of those costs for the infrastructure construction by Diamond Construction, the underground and site contractor, that was a bid cost. I can't speak specifically to some of the other items but we will be reviewing those items and reporting on that as part of the bond closing. Dr. Fishkind stated the final documents will have a certificate from the Engineer saying that the project can be built for this amount of money and it will 8 ~- _~~_~~ ~-.. ~...-~- --1P'W'---'O ·uv;oJ:'2.L:i1 r 'IiI'bi'--~""1I!u:JIIiIIII November 27,1996 16G 1 have a certificate from me saying that we have enough assessments in place so we can pay all of this money back. Mr. Minor asked is the assessment based on a certain number of units now? Dr. Fishkind replied right now, there is not a plat that tells us units, there is a plat that gives us tax I.D. numbers. The County is now telling us they may have transmitted to us somewhat inaccurate acreage numbers with the tax I.D. numbers. Regardless of that, we are going to attach a lien to the tax I.D. numbers because that is what we have, I will refresh your memory from the Assessment Methodology, As plats come in, we have methodology that says each type of unit is going to generate a certain number of trips and is going to require a certain amount of drainage and landscaping and other things, We have a formula that says a house of this type gets this much lien, a house of this type gets another kind of lien. As the plats come in, we don't approve plats at this District but what we do need to do is to then better articulate the per-acre debt to a per-unit debt at the time of plat. Vie can't do that, until it is a plat because we don't really know what it is going to be. Mr. Minor stated even when, the first plat comes in, in order to assign that first lien, you have to know the overalL Dr, Fishkind stated that is correct and we do, You have approved the methodology to equitably apportion $93.5 million worth of bonds. We have that in place and we are now going to do that first part of that but, again, we don't know exactly where inside Fiddler's Creek those benefiting units are going teJ be until we get a plat and theo:'Ye will assign it. If there is nothing else, Bond Counsel will address you, Mr. Gragg stated I think you have in front of you Resolution 97-2 which is the approval resolution which takes a number of actions. If you like, I can take you through that ~md I would be glad to answer any questions you may have. The first thing the resolution does is to give the authority for the resolution, the establishment of the District and the power to enact. The second thing is we make certain findings of fact in connection with the issuance of the bonds, which is Section 2: Section 3 authorizes the project and authorizes the issuance of $20,210,000.00 worth of bonds as the 1996 Series. 9 - 16G 1 November 27,1996 Section 4 makes the bonds subject to certain mandatory Sinking Fun! requirements, opt.ion redemption requirements and extraordinary redemption a aet forth in the Limited Offering '\1cmorandum. Section 5, you appr~ved the form of the bond. Section 6, you are authorizing the District to e.1ter into the Purchasl Contract pursuant. to which Hough is going to purchase the bonds Section 7 sets forth how the proeeeds will be used. Section 8 approves the Preliminary limited Offering Memorandum and th, Final Limited Offering Memorandum. Section 9, you appoint Sun Trust as the Trustee and the Bond Registrar, Section 10 authorizes the delivery of a Continuing Disclosure Agreemen between the District and the developer pursuant to which the developer agrees b make certain continuing disclosure which is required by the bond buyer. Section 11 authorizes the execution and delivery of the Project Improvemen' Acquisition Agreement, which is'. the Agreement between the District and th( developer p.ursuant to which you are acquiring the assets. Section 12 authorizes entering irito an agreement with PTC to act as tht securities depository for the 1996 Bonds, Section 13 is an amendment of our prior resolution 96-16 which authorize! the prepayment of the bonds in w~ole or in part at any time. Section 14 is a general authority provision which gives the Chairman anc the Vice Chair'man the authority to make changes in the various documents yot.: are approving as long as the changes are not materially adverse to the District We need to fine tune the documents between now and the closing. Section 15 authorizes the execution and delivery of a tax certificate to White & Case as Bond Counsel to support our, issuance of a tax opinion in connection with the offering. The last two or three provisions are administerial. If there are questions, 1 will be glad to answer them. You have most of the exhibits in front of you. There is one exhibit, the Purchase Contract, which is here that you may sign today. Mr. Mullins asked are there any comments or reaction to the presentation? Mr. Pires stated 1 am in the processing of reviewing the document and 1 had one comment that I was discussing with Mr. Ward. As far as the other documents that are referenced, for example the Project Improvement Acquisition Agreement, I have reviewed that; the Bond Purchase Agreement, I have reviewed 10 - -'- -..-.---.--.-.--<^-- November 27,1996 1 6G 1 that, have made comment/:J'and they have made the changes; the Preliminary Limited Offering Memorandum and Statement, I have reviewed that. Mr. Gragg stated there are a lot of changes in the document that was sent out becauae the investors make some changes. As we get closer to making the determination, the price and we close, there is accrued interest change. Mr. Pires stated after further disr.;ussion and with one revision to page 7, Mr. Ward and I reviewed, the form of the award resolution is fine. Mr. Gragg if you look at Section 13, after discussion with Mr. Pires and Mr. Ward, I would like to delete the last sentence of Section 13. Mr. Minor asked did you say this is consistent with what you have done with other Districts? Mr. Ward replied yes it is cGnsistent. If there are no further questions of anyone who made a presentation to you, a motion to approve Resoìution 97-2 with the modification is in order, On MOTION by Mr. Minor seconded by Mr. Woodward with all in favor Resolution 97-2 was adopted subject to the modification discussed. Mr. Ward stated we have closing scheduled for December 10 and 11. It is usua~ly a two-day closing, On the 10th, Staff will go through all of the documents to make sure everything is in order. The Chairman and Secretary will be required to sign it and the following morning, the funds will be transferred. FIFrH ORDER OF BUSINESS Staff Reports A. Attorney There not being any, the next item followed, B. Engineer Mr, Cole stated Phase lA, which is the Guardhouse and entry area, has gone to the County Commissioners for acceptance of the utilities and subdivision preliminary acceptance, Phase IB is proceeding along. C. Manager There not being any, the next i tern followed. 11 November 27,1996 1 óG 1 SIXTH ORDER OF BUSINESS Supervi.sor's Requests and Audience Comments Mr. Ward asked are there any requests from the Board or comments fron the audience? Hearing non.e, we will move to Item 7. SEVENTH ORDER OF BUSINESS Approval of FtU1ding Requests No. 4 and No.5 Mr. Olson asked why are some of the items labeled Indian TracI Community Development District? Mr, Ward rcplif;d we operate a lot of Districts out of my office and dcpendin¡ upon who owns the equipment, the amounts are charged against that entity. Mr. Mullins nsked' are there any other questións on the funding requests? Mr. Wooriward staled \;e received a check in the mail and I thought it sail îÛî the Au~{U::;t meeting, is thnt correct? What happened to September? We ar approving October attendance wilh this request. Mr. Ward responded last month we.approved attendance for September. Mr. Mullins asked do I have a motion to approve Funding Requests 4 and 5' On MOTION by' Mr. Riegelhaupt seconded by Mr. Minor with all in favor Funding Requests No.4 and No.5 were lapproved.·: On MOTION by,Mr, Minor seconded by Mr. Riegelhaupt with all in favor the meeting was adjourned at 11:35 A.M. I ,. '-----) . 'v: ')-, "J...J '-X\¡,~, eX). \ \ ~_~ \ U I'- -.- Larry Mull~ Chairman 12 ~ -- - AGENDA 1 6G 1 HDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT W ednesda y November 27,1996 10:00 A.M. Northern Trust Bank Building 4001 Tamiami Trai1 North 4th Floor - Larson Room Naples, Florida 33940 1. Roll Call 2. Approval of the Minutes ofthø Octl.>b.cT 28,1990 Meeting 3. Consideration of Agreements A. Engineerin.g Semces with Hole, Montes & A.ssociat~s B. Park Mainten.ance 4. Status Report on Financing 5. Staff Reports A . Attorney B. Engineer C. Manager 6. Supervisor's Requests and Audience comments 7. Approval of Funding Requests No.4 and No.5 8. Adjournment ·,--.,....- ------- Naples Daily News Naples, Fl 33940 Affidavit 01 publication 16G 1 -----------------------------------_._------------+--------------------------- 4.833 INCH 11 j2ûj96 ------------------+-------- Si¡n4lture of Affiant ~-";../.,-; /(..../{ f¿Ç ~ ~~ Sworn to and Sub.cribed before.. this J ( day of );·UII Persanally known by M (~tfr1lC; 0. r:). ,j fIÞ~LcR'S CREEK CC~~UHITY OEV. OI~TRICT - GARY ~Y[R 10300 IN 11TH "AIIO~ CORAL SP~Hm FL 33071 REFERENCE: 052301 57392722 Kotice Of ~eeti~Fid St.te of Florida County 01 Collier Before the under.igned authority, personally ~red Hine Iver.on, llhe on oath .eys that .he .erve. e. the A..istant Secretary of the Naples O.ily HellS, . daily newspaper published at Naples, 1n Collier County, fLorida : that the attached copy 01 lIdvert1sing lias publi,hed in said newspaper on datu lI.ted. Affiant 1urth4r say. that the said Naples Daily HWI h a M'Wlpap4r publ ishad at Naplu, in said Collier County, FLorida, and that the .a;d nC'\npep4r has heretofore ~en continuously publi~ed in ,.id <:ollier County, Florida, each day and has ~ entered as .econd cla.s aail ..tter et the post office in Naples, 1n said Collier County, Florida, for a perjod of 1 year next preceding the firat publir.atiO!1 of tl,e ettaehed copy of 6dvertis..ent; and affiant further say. that he has neither paid nor proei.ed any person, fir. or coporatlon a~y di.count, rebate, co.aission or refund for the purpose of securing this edverti.eaent for publication in the sa i d r\C'WI~ r . PUBLISHED OH: 11/20 AD SPACE: FILED OH: f·"!·.....','-<í (~ / .. HoIIce Of t.'A:e1InQ FIddier's Creetl. C¡)mml.tll!y lmInVement DbtrId The regulor me~i.ng of !he Boord of~· !¡ visors of the Fklcler's Crt« C~mroonltv Otve!op.-nent DIs1r1ct h ~ to I)( \ held W1:Ó".e1I1cvLHoverrber 11, 1'7% at . 1~ A.N. In me HortI'.ern Trus1 80M ¡ Bul\d!nQ,L -4001 TamIoml Trail Hcr1h, 4th \ Floor, I he Lcr..on Room ~ F!crido. The meeffnQ Is open 10 ïhe )\.bIle: en! will be cO!'1dudeô In octa'donCt with the ørovJ· $Ions 0/ Florida law lor Cor.-.7IUnItv DeveI- ())fMnt Dlstr\c1$. A ClYt>y 0/ !he ogenda lor this rT'o«t1nQ rooy be obtained !rom Gay l. Moyer, 10300 N. W. 11 Morror, Coral Sprlnqs, F1«Ida 33071. There rooy be ocanJons when one fX' more Supervlsas will por1\dpaIe by !tIe· phone. At the c:bove location there win be pn~!oent a s¡¡ed(er telephone so that 0l1Y In- terested person can a1tend the mee1inQ at !he above location croci ~ fully 1nIcs-med 0/ the dI$CU1sJoos tœ.lng ploce either In per. son fX' bv telephone coinmunkaI1an. Any penon requrlno spedaI occom- rnoðaIions at this mednQ beœuse 0/ a dls- 00I1Ity fX' ph~ ~ should c0n- text !he DIs1r1ct omce at (95.\) 7SJ.OJ1O at least nve calender days prior 10 !he meE'I\no. Each person wM óeddes to appeà !:If'( dedsIan made by the Board with re- sped 10 !:If'( nØ1er considered at the rr.etllno is ~ iî1aI person wit need a record 0/ \he proceálQs and thai oc· CŒIi~, the penon rooy need 10 en- SlXe thai a \'eI1:)aI\m record of the pro. ceedInQs is made, IndudInQ the tesftmo- ny and evkIera \.CICII1 which such œ- peal !s to be based. Gory l. Mt:rytr ~ Hoverrber 20 Iio. 197027 . ,<fl(, /p,::'~~., JucIØI A. Aerigan f'('tb.·'·:.~ MY CCJ.NSS!ON , CC5C87!7 EXl"ÆS \~'~':.r¡ FIbNIrt I'. 2(XIQ ··tiif.:~'f.··' DOIŒO ntOU T!IOf r~ IIINWQ.IIC. HN;k-' 16G 1 Preserving and enf1ar:cing Florida's qvaJity o( li(e sJnca 1966 HOLf1 MOllTI:3 .. ASSOCIATES, INC. E!'KillIEEAS PLt,NI-H::AS sunVErœ5 November 13, 1996 Mr. J..mes p, Ward Assistant District Managl';;- fiddler's Creek Community Development District District Offices 10300 NW 11 t.h Manor Coral Springs, FL 3307\ Re: Fiddier's Creek Community Development District fßiA No, 93.132H D~r Mr. Ward: . . 'Ne have reviewed the draft engineering agreement which you forwarded to us on October 3, 1996. and find it accept4ibk As we discussed on 10/28/96, I am attaching the revised Professional Fee Schedule to be use:d for the project. Below I have listed some: of the specific engineering categories with the individuals most likely to work on the project. Please note that individuals not listed may from time to time work on the project. Engineer V (principal) Engineer IV Engineer ill Engineer Tech IV Engineer Tech III Contract Administrator (principal) Construction Fic!d Representative III Planner IV Surveyor V Thomas M. Taylor W. Te:rry Cole July C. Adarynes and Michael J. Delate Jonathan Smith and Amber Jerguson Je:ffFalzarano and Derek Pul!er Harry H. Holloman Michael Roddis Robert L. Duane Jack Garris We look forward to working with you on this project. Cou)d you please forward copies of all meeting ap.endas and past/present meeting minutes. If you have any questions or require additional infonnanon, please: cont4ict me. . Very truly yours. HOLE, MONTES AND ASSOCIATES, INC, 'Ø~L.La W. ~Jc, P.E. AssociatclProject Manager cc: Mark Strain w/enc. WTC:pam 71$ T~~~~~V-I\fflYi\W'~~flMl~ NAPLES. FLOF1IDA 3.'015 9.\,262,.817 FAA 9.1·2112·30H -.-.--..-.---- --- ~ - v - ~ 16G 1 HOLE) MONTES AND ASSOCIATES, INC. PROFESSIONAL FEE SCHEDULE DATE: November 13, 1996 SUBMITIÈ'D TO: Fiddler's Creek COffiffiW1ity Development District ENGINEER V (principal) ENGINEER V ENGINEER IV ENGINEER III EN'GINEER II ENGINEER I ENGINEER TECH IV ENGl:r-lliER TECH HI ENGINEER TECH II ENGINEER TECH I CONTRACT ADMINISTRATOR (Principal) CONTRACT AD?\.UNISTRATOR (P.E.) CONSTRUCTION FIELD REPRESENT ATI'lE ill CONSTRUCTION FIELD REPRESENTATIVE II CONSTRUCTION FIELD REPRE~ENT ATIVE I PLA1.JtffiR IV PLANNER III PLANÎ'.ffiR II PLAl'mER I SURVEYOR V SURVEYOR IV SURVEYORllI SURVEY TECH IV SURVEY TECH III SURVEY TECH II SURVEY TECH I 2 MAN SURVEY CREW 3 MAN SURVEY CREW TECHNICIAN III TECHNICIAN II TECHNICIAN I OUT-OF-POCKET EXPENSES :MILEAGE CONCRETE MONUMENTS PERMANENT REFERENCE MONUMENTS $125,00 per hour $110.00 per hour $ 85,00 per hour $ 75.00 per hour $ 65.00 per hour $ 55.00 per hour $ 60,00 per hour $ 55.00 per hour $ 50.00 per hour $ 40,00 per hour $ 95,00 per hour $ 75,00 per hour $ 55.00 per hour $ 45.00 pa hour $ 35.00 p~r hour $ 95.00 pe.r hour $ 70,00 per hour $ 60.00 per hour $ 45.00 per hour $ 85.00 per hour $ 65,00 per hour $ 55.00 per hour $ 55.00 per hour $ 50.00 per hour $ 45.00 per hour $ 40,00 per hour $ 80.00 per hour $ 95.00 per hour $ 38,00 per hour $ 30,00 per hour $ 25,00 per hour Cost Per Florida Statute $ 10,00 each $ 10.00 each This Fee Schedule is effective for one year from date of the LEITER AGREEMENT. \\ì~{A_71 S\WP\1993\93 132\WTC\feecdd,doc - - - ~"'..... --I - - -- 11/%~/IS TUB 10:17 FAX 813895&80% WILLIAX R. BOUCR& CO. ij William R. Ho'uJLh & ~: 16G 1 Fax Cover Page A Immediate 0 Rush Faxing Mode: - 0 Regular o Standard Wine ¡ Dat, 11126/96 From: Bill RClu;zan To: __Anfuonv Dim~rdo Fax #: To: Mark WoodwfI.rdfronv Pires Fax: #; (241) 434-5333 (9.1.!..U66-3161 (3Q5) 3Sg-rr44 ._-" To: _.J&.rr:LQ.ßü.. Fax #: To: Hcru-v FbhJdnd Fax #: (407) 382-3254 To: __bmcs W¡!rd Fax #: --.:..:.~) 34Hl9.2 Tv: Fr~d Hams Fax #: _-12.4J1.-649-6217 To: T~rrv CQ!; Fax #: (941'¡ 262-3074 T'J: Daoo.LIYlg Fax #: _-1ll:..0119 To: eUI P.~ian Fax#: To: Fax #: #. of Pages: ~ (including this cover sheet) Our Telecopy Number ù (813) 895-8895. Any problems or questions, please can (813) 89S-8880. Notes' Thc pages comprising tblJ facsimile tnrumiuion contain confidennallnformltlon from the sender. Thia information is Intended soh for u.~ by the individual ctItity named u the recipient hereof. Uyou III'C not the Intended nociplCTIt, be awarc that any dlsclosuro, c:opylt disuibution or use of the çon~ts of thi3 tnnsmi~ion ls prohibited. If you lave receIved this tran.smls:rion In error, please DOtify us' Ielephone Immediately so we may arrat1&O to retrieve thlJ tTansm!S3!OO lit no cost to you. Thank you. ll1Z1181 TUE 10:17 FAX 8138eSaaOZ WI1J.tAX R. BOUQIA co. aoo Wtlham R HougJ\ & eo: }t2 BR()Io.() AVENUe 60VTH NtV'lES. FLORIDA 34'02·7321 (&-41) u~&077 TOLL FRf.!: ¡lIa) 33ð·Hea FAX: (i.!) a.,..e217 16G 1 MEMORANDUM TO: Parties on Distribution 'Ust FROM: Bl1l RU!:l\n RE: Fiddler's£reek CDD Specllll As."'utment BondI, Series 1936 DATE: Honmbet" 26,19% At'.a.;hed píease fmd final numbers for the a.oove-n:fercnced triIUaction. This is~e is scbed\lled to prc-cJoao 12110/96 with ('.lo~ing 17JII196 ~ tk offices of Whit !I fJ.. Case. A c1os¡n~ memorandum wi!! be forthcoming. If you havo any que room, plCJI.Sc feel free to call tr\~. BPJvI Attachments INYE5ìMEHT 8ANIŒRS SINce 1962 IIV -~--Tr-"'" , " . 1 . --. ........,.... .... ' . ' . ' - . -- , . . .-. 11/21/01 TUE 10:11 FAX 813&85a801 WIll.IAI lL BOUCM CO. ~003 16G 1 fTDDUa"1l c:ara:ac. ~ ~f'MII'(T JGnICT - NASa' . VLUI.~.u. AMOJrr1Z..\T1OfC. NOfO.ttA.n:D tCAU U'T1MA~ IOWCD .tomI USItS 011 rwtat _ ... ..... .. e.. ..... _ u. "" .. JIll "'" SO\JR(.."U OF FUNDS z.cro CcNpoo Bon4a t.M Val.... eo..- a-M,. VaJ\te OlD (+ ~n I . t>/ac.ootnt) c.d VaJa¡ Of' Bonds l..-d InlrcrØ ~ Co.uCr.Krloa Fund ACCNed 1nterat c.h COIItrl'Jution. Ii AAY 20,210,000,00 20,210,000,00 .2.104.17 --- TOTA.I~ SQ'.)Rç¡:S Of' FUNDS 20)j7,1C<4,17 ::::=::z:.......,. usr.s OF fUNDS --- ^ "önC~ Di&oum \ 1000 1'.o;o1()Q V.¡able Cow \ \ 000 "i..~CUiIII Jr,$U~~ (% TDS) R"IQ'Vc Sun:t.)r C..!a:\alc.d on a % or Res lI,oq, Co'IItr;<:t>a.f\ Fur.d ntere<\ f'rindpaJ C~la:iu:d ¡"taut Through I \IGI/9& ftuer~c Si;;.c.. Mu, Ar.l\ual Debt Suvice )OJ,\ 50,00 1,(I,DOO.OO . U.I(!:,COOOO 15,100,000.00 (net of carninp) 2,101,5&0,9<) 1,951.315.00 ^,.cnn4 h1A:l'C1I He( 'Proc=ót Aller CÇ"Q -------....-..-- .l,1().4,17 1,39-4,10 ---.----........... TOTAL USES or rurms 20.252,\ 04. Jì ....-u..... . II 11/ZS/iS TUB 10:1& FAX &13&9!8aO% WilLIAM R. BOV~ CO. Iif' 16G 1 ~L&a" aa&x <::oIrOC\IfCn' MYItLOncun ÞIST1UC"!' ' ~ , or I _.....ac.. " YVJI ~ rAL AWOII.1U.A"~ 1'tOP4.J.A nD ICÞ \ aoM) IT A TUnCl -.... -».1- M)I ... v - BOND 5'T ^ II., t1T'S ,. - ~ -.-.- IOI~ II-Dcc..f6 OI-Way-97 \ 1 I . I ...__. ~ YIeW Arbltn,. Ra.. (be. ID,,,,..au ... OlD) T1C(~.0In) All c- hIchooW YIeW _ f-~ T U roll. nIl tofCO ISWf. [)'",d Dale 7 ..IN"', Clo~rn& OtIc 7.\;<»'" I., Inlcrr11 'aymcnt InJc ~., -'-, ef..... 5<101 ... ........... Ia_.. If 0.1...11._ 0._' if"'1 _~~I(fr/ ~..... ~...... ~ \I..y. r., rt!''''''!r~~~~.!..-_. 1t).Q.'''" ~IJOMiïj·i-ŠuAA,,!£!~__.______ _ HIe CA\..C\I\.AT10roli T_"""""""'" . tl.f1"'11.JO~ 1 ~ --r t.nI~ I H:C'... ~ 0... L,~'" .... s.Moo ,..C-C.kooIooMa. 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O~IOII200a \~if~_'''''''''- iR"""c Siza - MaL Aft..a' Dd)t Sft'ykt F~- - -- - . - . .-'ãf.ïtl.~ nv iiðt'ãtOOf'~tþ I 1(.'-4)..... 71)C'''' j ~CC1luv) IJ'C'n1tUT III"'-~ 10.JleþQ001....~..I..C_ p.,¡.,¡(tJo,ld 0......11 _ c.a.) 41.1(\4.11 _"'DIy t'oyt'>fÞ-'_ ^"""'"' -- 6.11-"'11 "II ..JI~4:I 14 Cl./kn, , 4Inl.lIJJOi ns._ 100,_ 111.- 1._.'"-.Jt un."" .. 1.111'-:- ,. U".J" .. PloT Call ,!:~~ .._--- -- ---- - --- ...--. ----- .---.-.--- ------- 11/ze/iD TUX 10:18 FAl 81388:'8802 WILLIAM R. BOUCB£ CO. o I-OK"" II· 00c-f4 OI.MI,.n .-... PoriM N ~. Ol.\hr-" 01·_.f1, 01,10411'" 01._" OloM.,·" 01"""·" , 01-101.,.101)0 o HM-1CAO o H4ty-1C01 .. OI·MoY-:IC01 .. 0l,MA7,)()ol IJ O~~JOQl .. Ol'''''"~] ,ot OI-Kr,·)OOJ .. 0 I ,,",.,..:1004 .. Ol-_~ " II,HI,-l00.! H '!~100$ ,. OI,.h1"~ II 01,"""'·20001 II 01·....,..2001 D 01·-']1))1 .. el,,,,,,1"~ Ol't:..·~_ :J Df·M.T~~ " ol'_-l~ " 01'''''1''1010 '" OI,Ho.,»IO '" 01-.....,..:01 I ,. 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I,» !)1]~I..YJ "",00ð.0I 1.#0',_ 00 54',OU:!ð 1.411,"'1.» '''''17 so 1,..."t1.50 471.17HC I.-,I".~ 440.1)0 00 1,I:IIJ.1JO.CO 7n,6]I.oo 1..1".411.00 JSJ"~H., 1,04],U co )Q3.1}G,OO I.~.:.o U1.,n.50 1.1n,'n.1O I ",~'1.O ',I6,U7.» J)'-'P.SO ,IIO-'J7,,Y.I 70. _,co I.'»,)Q() 00 1.)",07.50 ( 104.110) 1.1ISm.5O 1,511,1_ II 17.10') 1.)ft.S0f7 .JO I.NS"",IO (111,20]) l.nu7UO 1._.112.50 (111,.J0)} 1.IH"lo.~ 1 .""",,SO (I .1011 l,In.nuo I , ",,-IIOU, so (111.)0) 1.112.164,00 1-"1'-'" (111.101) ',,¡I,mJ9 1.t'SJ.l7'S-OO (1I1.lO)) 1,I!<I,m.JO I.tn.-.", (I17~J) I ,n.. m ~ us! ,...,.JI (Ii T.tO) 1,1,...11.011 1.'il,IOUð (117.20]) 1.nt.MO,OO USl.7SOJ!'l 117,101) I.IU.541 J9 !,......SOLJ14 (117.101) 1,1" >M.DO 1~?I1S.00 (11'.201\ 1.I).nl.50 '.NI.I1s." 1111,101) 1,1"-"71_'4 1,tfl)SO~ (II UO) I.IU.04BO I.Na..,S-" (111.10) UH,'7UO 1.~.ln.Je (111.:1(11) I,IJ1.'U.OO I'-,~ (117.20') : ,1]2,.21.50 l.tn.c.d.Ol! (I 1 7.20J) I,JJS.42~ 1.'SI"J7.50 011.101) '.lH,1JUO TOTAl,¡ 11.110._ -..--- -~----- --- -~-_..._- ---- --. -..... Odot Some. t,-,-,,, CZ'oII.f14) (..."'.11) .--- 1I,1J1,II1.~ '1,'11,112.50 ...nI,1I1.SO (..404.2001) ]1,"''-.1j -.------ ---..-.. ----.. ----...-- ..---.. _117~~ ......-.- -- -, 11/18/88 TUE 10:18 PAl 8135958&0% WILLIAM R. BOUCß' CO, rlDD1.p', aunD< COHI1UÞIITY oavn.o~ DUTUCT 'P&C1AL AaB&.5HSHT BONDS, ...11. 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Hough' Co. flle,M81 11/26/" 0':36 IU,S75,OO 151,250,00 '58,175,00 55',151.50 ,".625,00 J}2.625.00 ;;106.-4:)1:51) 10,500.00 11.111:812.50 "2,10..17 2l."',70I,]1 Anr'Iue1 0/5 I,Jl9,437.50 1,515,150,00 1,"1,115,00 1,'H,U2.'O 1.950,H1,50 1,"0,062.50 1,"1,000.00 1,951,315,00 1,!:11.000.00 1,"I,U7,50 1,"2.062.50 1,'51.150.0("1 1,''',HLSO 1,''',\1'',00 1,'U,I15.00 ) ,952,250,00 I,HS,I15.00 1,'53.117.50 I. '45. '25.00 1,951,6H.OO 1. '.i 1 ") 1. SO: 1.5t~O.500.00 4\.911,112,50 41,104.U 4I.'H,70I,)} -_....--~---- . ij 0' 16G 1 11.'%6/96 'ruE 10: 19 FAX 813&95&&02 WILLIAM R, HOUGB& CO, N OI·Doc·'" II·DoÞH \II~ 140 no 1-'01" "'""" -. nJlDL&a"S CNU COMM1J1'ftTY Dlvn.oPMEm' DLSnJCT· mAR I 24 WAR ~,.u. .u.sOll TUA no:'t, l'fON.aA TED ICALt þ. un U'ITIIUST ~ r.==~l~ ........ _ 00yI ~ T. n... I...rut ,.)'111.... ~¡;..'= ~r~ :::..:.-:= ~1111""'''1 A.-.... Y10W . _T. I. t..........- L... "..it .a, t.onolop ~ ........ .~ No! u...I I'IcC ......... r. Cephal!'" 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I} SI':"') IOC.?IIH "'."~.7C 109,)19 10<..71'.11 10UI6.~' 4~I.711 "17.~1()ClII 470.1)4.1)1 II.O'~ 1)..1\9] 1'.1.6~ 0'-10 '~I,1I'.04 411,111.91 67,711 61,1"7' &<4.~7.1? H1,i02 A)&,IO',1S '1~,~I,H H,9'1 '1,]2161 46.149.60 'n.711 '21.00\1.\1 'IJ,CS'.IJ JUJ! )0.14110 29,101.&1 4I',I'~ 404,1~'7! ]91,010." II,! <2 10926' I01J.U 401,19\ ]11.79170 111.'61.'5 1'0),1)') (0) (JO],UO.OO) 20.252, 10<.1 1 "._,_____ (11O,~'!'1) 19,'U,9S-4.11 1t,1U,9S4.11 · ._,-~---- I 1 6G RESOLUTION NO, 97-2 ^ RESOLUTION OF THE FIDDLER'S CREEK COMMUNITY DE\TELOPMENT DISTRlCT AUl1IORIZING Hili N.EGOTIATED AND PRIVATE SALE OF s2å,2IO,OOO FIDDLER'S CREEK CO?vfNfUNITY DEVELOPMENT DISTRICT (COLLŒR COUNTY, FLORlDA) SPECIAL ASSESSMENT REVENlÆ BONDS, SERIES 1996, FOR THE PURPOSE OF FINANCING THE COST Of ACQUISITION, EQUIPPING AND CONSTR~CTION OF THE fNFRASTRUCTURE IMPROVEMENTS AND FACILITIES ANCILLARY THERETO; F1Xn'¡G INTEREST RATES, MATURITY SCHEDULES. REDElv1PTION PROVISIONS AND CERTAIN OTHER TERMS AND DETAILS OF SUCH BONDS; AWARDrNGTHE SALE THEREOF TO WILLIAM R. HOUGH & CO.. NAPLES, FLORIDA, SUBJECT TO THE TERMS AND CONDITIONS Of A BOND PURCHASE CONTIACT. AUruORJZING THE EXECUTION AND DELIVERY OF THE BOND PURCHASE CONTRACT; RA TIFYTNG THE D~STRIBlJTION OF A PRELIMINARY LIMITED OFFERiNG ?vœMORANDUM; AUruOR1ZING THE DISTPJBUTION OF A LIMITED OFFERING MEMORANDUM IN CONNECTION WITH TIlE DELIVERY OF THE BONDS; APPOINTJ.NG A TRUSTEE, REGISTRAR AND PAYING AGENT; AUTHORIZING THE EXECUTION AND DELTVER Y OF AN ACQUISITION AGREEMENT; AUTHORIZING THE EXECUTION AND DELIVERY OF THE TRUST INDENTURE SUPPLEMENTED BY THE FIRST SUPPLEMENTAL INDENTURE (11-1£ "TRUST INDENTURE") DETWEEN TI ill DISTRICT AND THE TRUSTEE; APPROVING THE FORM AND AUrnORIZING TI-IE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT; APPROVING THE FORM AND AUTHORIZING THE EXECUTION AND DELIVERY OF A TAX CERTIFICATE; AUTHORIZING CERTAIN OFFICIALS AND EMPLOYEES OF FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT TO TAKE ALL ACTIONS REQUIRED AND EXECUTE AND DELIVER ALL DOCUMENTS, INSTRUMENTS AND CERTlFICA TES NECESSARY IN CONNECTION WITH THE ISSUANCE, SALE AND DELIVERY OF SAlD BONDS; SPECIFYING THE APPLlCA nON OF THE PROCEEDS OF SAJD BONDS; AMENDING RESOLlrrION 96-16 AND AUTHORIZING PREPAYMENT OF SPECIAL ASSESSMENTS IN WHOLE OR IN PART AT ANY TlM£; AND PROVIDTNG SEVERABILITY AND AN EFFECTIVE DATE. BE IT RESOLVED BY TIffi BOARD OF SUPERVISORS Of TIIE FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT: SECTION 1. AUTHORITY FOR THIS RESOLUTION, The Fiddler's Creek Community Development District (the "District") is authorized to adopt this resolution under the Authority granted by the provisions of Chapter 190, Florida Statutes, as amended, and other applicable provisions of law and by Rule 42x-I, adopted by the Florida Land and Water Adjudicatory Commission on July 23, 1996, ....... 11 16G 1 SECTION 2, FINDINGS. It is hereby found and detemÜned that: (a) On August 20, 1996, the Board of Supervisors (th~ "Board") adopted Resolution 96-16 authorizing iS5uance of not to exce~d S9J,29S,OOO of Fiddler' II Creek Community Dcvdopm~nt District (Collier County, Florid!) Special A5se5sment Revenue Bonds (the "Bonds") to financ~ the acquisition, equipping a.nd construction of the Infrastructure described in th~ Engineer's Report set forth in the Limi1~ Offering Memorandum (the "Project") (the "BI.md Resolution"), (b) On October 14, 1996 the Circuit Court for the Twentieth Judicial Circuit in and for Collier County, Florida issued a Final Judgment validating the Bonds and fÌ'om which no appeal was taken. (c) The acquisition, equipping and construction of the Projcct is hereby deemed to be a special benefit of the property \llÌthin the District atlècled thereby and in the best interest of the District and in furtherance thereof and pursuant to the Bond Resolution, the District deems it to be in its b~st intt:rest to iS5ue its Special Assessment Revenue Bonds, Series 1996, in the aggrcgUe principal amount of$20,21 0,000 and to apply the proceeds afthe 1996 Bonds to the Costs of the Project, to fund the 1996 Reserve Account, to pay Capitalized Interest and accrued interest on the 1996 Bonds and to pay the Costs ofls.sw.ncc of the 1996 Bonds, (d) All the provisions, CXJvenant'>, pledges and conditions in the Bond Resolution and the Trust Indenture shall be applicable to the 1996 Bonds and such 1996 Bonds shall constirute "bonds" within the mea.ning of the Trust Indenture. The principal of, premium, if any, and interest of the 1996 Bonds herein authorized in all sinking fund, reserve and other payments provided for in the Bond Resolution and Trust Indenture shall be payable solely from the 1996 Pledged Revenues and, to the extent provided in the Bond Resolution or Trust Indenture, from moneys on deposit from time to time in the Accounts created under the Trust Indenture, and it will not be necessary nor has there been authorized the levy of taxes on any property in the District te pay far the same, and, although there will be I.llien 'of the Special Assessments on property witlùn the District that is not owned by the District, the 1996 Bonds s~a\l not constitute a lien upon any of the propertie.s of the DisLrÍct) except the 1996 Pledged Revenues and the Accounts created under the Trus1 r ndenture, nor shall the 1996 Bonds be secured by the credit or taxing power or the District or the genera! funds of the District not expressly pledged under the Trust Indenture, (e) Due to the general present market condition, including bu1 not limited to the present volatility of the market for tax exempt obliga.tions such as the 1996 Bonds, and the CXJmplexity ofthc:: trl.lnsactions re1ating to such 1996 Bonds, it is in the best interest of the District to sell the 1996 Bonds by a negotiated sale, in order to allow the District to enter the market at the most advantageous time, rather than a specified date, thereby pcrmitùng the District to obtain the best possible price and interest rate for the 1996 Bonds. The District acknowledges receipt of the information required by S~tion 218.385, Florida Statutes, in connection with the negotiated sale of the 1996 Bonds. A copy of said disclosure of the Underwriter of the 1996 Bonds containing the aforementioned infonnatjon 113 attached as an Exhibit to the hereinafter described Purchase Contract. -2- " 16G I (f) WilEAIn R. Hough & Co,. N8pc~, Florida (the "Ur.ùervniter") hr..s offered to buy lhe: -1996 Bends from th~ Distíicl for subs(:;quent rcsa1e to qualified institutional buyers nd hAve submitted a Bond Purchase Agreemen~ Attached h~reto a3 Ex.hibit A (tbe: "Purc,hasc Contract") cxpres3ing the terms of such offer and the District does hereby find and determine that it is in the best interest of ¡he District that th!: terms .u expressed in the Purchase Contract be accepted by the District, (8) The Bond RC301ution provides that the 1 C)C)6 Bonds 3hall be dated, shall mature: on such dates and in such amounts, shall bcs.r such rates of interest, shall be payable in such places and shAll be subject to such redemption provisions among other matters and shall be determined by a resolution adopted by the District and it is now appropriate to determine ~!1.Ich terms and details, (h) A1l capitalized terms used herein and not otherwise defined herein shall have the meaning described thereto in the Tru!!t Indenture, unless otherwise provided or unless the context otherwise clearly requires. To the extent nc:ce:.sa.ry to efTectuate the term.'J and conditions hereof, the Trust Indenture is hereby incorporated herein by this réference, SECTION 3. AUTHORIZATION AND DESCRIPTION or TI-Œ 1996 BONDS. The Project is hereby authorized, which Proj~ct shall include the roadways, drainage, water and sewer and other infrastructure and jmprov~ments described in the hereinafter mentioned Limited Offering Memorandum. The District hereby authori::tes the issuance of bonds in the initial aggregate a.mount of $20,21 0,000 that shál1 be known as the "fiddler's Creek Community Development District (Col1ier Coun¡y) Florida) Special Assess.ment Revenue Bonds, Series 1996," The 1996 Bond!! are being issued for the' principal purpose of providing funds which will be used to pay the Costs of the Project, to fund the 1996 Reserve Account, to pay Capitalized Interest and accrued interest on the 1996 Bonds and to pay the Cost!! ofISSUAI1ce of the 1996 Bonds. The 1996 Bond!! shall be issued pursuant to the Bond Resolution and Trust Indenture and a1l provisions, covenants, pledge!!, and conditions of the Bond Re!!olution and Trust Indenture shall be applicable thereto. Prior to or simultaneously with the issuance of the 1996 Bonds, the Trustee shall have executed and deJivered to the District its acceptance of its duties under the Trust Indenture, which acceptance is required by the Act. The District, by and through iu Chairman or it:s Vice Chairman, shall execute and dcliver the Trust Indenture in the form attached hereto AS Exhibit B, with such changes, modificatiuns, omissions, insertions and variations as shall be Ilpprovcd by the Chainnan or Vice Chairman of the District. Execution by the ChAinnan or the Vice Ch.a.irman of the District of the Twst Indenture 'sha\! be conclusive evidence of approval of such changes, ":"he 1996 Bonds will be initially issued as d single registered bond for each maturity registered in the na.me of Cede & Co., the nominee for the Depository Trust Company. New York, New York ("DTC"). The 1996 Bonds will be dated December I, 1996, and shall be issued in denominations of$5.000, however the initial Purchascr must buy I!. minimum amount of S I 00,000 of) 996 Bonds, and said 1996 Bonds will bear interest payable semiannually on May ¡,I and November 101 of each year commencing May t Ii, 1997, at the rates and mature in the amounts and on the dates set forth in the Limited Offering Memorandum hereinafter described, which matters are hereby incorporated herein by tNs reference. -3- 16G 1 So long u there ~hjlll he mAintained a book.-entry-only system with re~pect to the 1996 Bonda, th~ following provisions shilllipply: DTC. 'till act ioiti~Hy as sc:curili~s depository for the 1996 Bonds and 50 long as the i 996 Bonda arc held in the book.-entry-only fOlm, Cede &. Co., ~ha\l be considered the registered owner for a!! purposei hereof. On angina! issue, the 1996 Bonds shall be deposit~ with DTC w1úch \,,.111 be r~on~¡ble for ma.intaining a bock-ent.ry-only system for recording the ownc:rWp interest of it~ p1l'ticipant3 ("DTC participat1ts") and other instìtutions that clear through or maintmt a. custodw rdatioaship wit~ DTC Pa.rticipant~ tither directly or indirectly ("Indirect Participants"). The DTC Participants e.nd Indirect Participants will be responsible for maintaining records with respect to the beneficial ownership interest of individual purchasers of the 19')6 Bonds ("Beneficial Owners~), Interest and principal at maturity on the 1996 Bonds shall be payable directly to Cede &, Co, in care of OTC. Di!bur~1 of such amounts to the OTC Participa.nt.5 shAll be the respolUibility of DTC. Payments by DTC Participants to Indirect participants, and by DTC Participants and Indirect Participants to Be11eficial Owners shall be the responsibility of DTC Participants and Indirect Participants and not DTC. the Di5trict or the Paying Agent. The 1996 Bonds shall initially be i5sued in the form of a fully regiS1ered Series 1996 Bond for uch marurity and shaH be held il1 such form until maturity, Individunl! may purchase beneñcilÙ interests in the amount of S5,JOO or integral multiples of $5,000 in book-entry-only form, without certificated 1996 Bonds, through DTC Participants and Indirect Participants. DURING THE PERIOD FOR WHlCH CEDE & CO. IS REGISTERED OWNER OF TIlE 1996 BONDS. ANY NOTICE TO BE PROVIDED TO ANY REGISTERED OWNER WILL BE PROVIDED TO CEDE & CO. DTC SHALL BE RESPONSIBLE FOR NOTICE TO IY[C PARTICIPANTS AND DTC PARTiCIPANTS SHALL BE RESPONSIBLE FOR NOTiCE TO INDIRECT PARTICrPANTS AND DTC PARTICIPANTS AND INDLŒCT PARTICIPANTS SHALL BE RESPONSIBLE FOR NOTICE TO INDIVIDUAL PURCHASERS OF BENEFICIAL INTERESTS, The. District is authorized to enter into a letter agreement with DTC providing for .5Uch hook-entry-on1y system, Such agreement may be terminated at any time by either DTC or the District, In the event of such detennination, the District shall select another securities depository. If the District docs not replace'DTC, the Bond Register will regi!ter and deliver to Beneficial Owners replacement J 996 Bonds in the form of fulJy registered 1996 Bond!: in denominations of $5,000 or integral multiples thereof. in accordance with instructions rrom Cede & Co, SECTION 4. REDElvfPTION PROVISIONS, The 1996 Bonds shalJ be subject to mandatory ~inking fund redemption, optional redemption and extraordinary mandatory redemption as set forth in the Lirrúted Offering Memorandum attached as Exhibit E hereof (the "Limited Ofrering Memorandum"), which redemption provisions are hereby incorporated herein by this rcfcrenc~, Upon ~raordina.ry mandatory redemption, optional redemption, or purchase and retirement by the District or Lot: 1996 Bonds, the amortization requirements applicable to the 1996 Bonds may be adjusted as set forth in the Limited Offering Memorandum and the' District -4- 16G 1 may select and retain an underwriter. IÏnanciaJ adviser or certified public accountant to advise on m&tteri rdl\ting to- such adjustr.n::r.t. ¡ \ SECfION S, FORM OF 1996 BONDS; EXECtITION OF 1996 BONDS. The fòrm of th~ 1996 Dond~ i~ a..-mexed hc:rr.to I.i Exhibil C, Thc Chairman or Viet:: Chairman of the District Me hereby authorized and direct<:d to execute, a11d/ar to cause their fac..c;imilc signzture, to be placed on, each of the 1996 Bond¡ and to C4use the corporate seal of the District to be impnnted or reproduced thereon and to ddiver the 1996 Bondi to the Bond RegIstrar for a.uthentication and delivery, The form of the 1996 Bonds shan be substantially as set forth in Exhìcit C, with ~ch changc.s. amendments., modifications, omissions, .insertions and variation!; as may be approved by the Chairman o,r Vice Chairman. Execution by the Chairman or Vice Chairman of the 1996 Bonds shall be conclu.sive e:idence of approval of such changes. I SECnON 6. SALE OF THE 1996 BONDS, The 1996 Bond5 shaH be sold to the Underwriter pursuant to the Purchase Contract at the purchase price provided in such Purchase Contract, plus accrued interest from December I, 1996 to the date of delivery, All terms artd conditiorul sel rorth in the Purchase Contract arc hereby approved, The Chairman or Vice t Cha.irman is hereby authorized and direcled to ~xe<"1Jte, and the District Secretary is hereby} authorized and directed to attest under the corporate ~eal of the District, said Purchase Contract and to deliver the same to the Underwriter on behalf of the District. The 1996 Bond, ,hall be delivered to the Underwriter in accardanc.c: with the terms of tho Purchase Contract a.! same may hereafter be modified with consent oftl-,e Chairman or Vice Chairman, authorization for suéh modification being herehy delegated to the Chairman or Vice Chairman, provided no modification substantially and adversely aJters, any material provision!\ affecting the District. Execution by the Cha:rman or Vice Chairman of the Purchase Contract shall be deemed to be conclusive evideoce of approvaJ of such modifications. SECTION 7. APPLICATION OF SERIES 1996 BOND PROCEEDS, The proceeds derived from the sale of the 1996 Bonds shall be delivered to the Trustee and applied b-j the ' Trustee simultaneously with the delivery thereoffor the purposes stated in, and in a manner comistent with, the hereinafter mentioned Limited Offering Memorandum. The specific amounts to be deposited in the Accounts created under the Bond Resolution sha.H be as set forth in a . certi1icatc executed by the Chainnan or Vice Chairman and delivered at the timc ofissuance of the 1996 Bonds. . SECTION 8, PRELIMINARY LIMITED OFFERING M:EMORANDill..{ The: Preliminary Limited Offering Memorandum relating to the 1996 Bonds dated November 19, 1996, and annexed hereto as Exhibit D is hereby approved with respect to the: information therein contained, The Preliminary Limited Offering Memorandum is hereby deemed final within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. The use of the Pre1iminary Limited Offcring Memorandum by the Underwriter in connection with the: sale of the 1996 Bonds is hereby ratified. The form, terms and provisions of the Limited Offering Memorandum relating to the 1996 Bonds dated the date hereof submitted at this meeting are hereby approved with respect to the ¡nfonnacion therein contained, The Chairman or Vice ChAirman is hereby authorized and directed to execute and deliver the Limited Ofièring Memorandum on behalf of the Db1rict, and thereupon to cause such Limitcd Offering Memorandum to be delivered to the -5- 16G 1 Underwriter with such changes, amendments, modifications, omissions and additions as [MY be subsequ-ently approved by the: Ch;linnan or Vice Chairman provided no modification substantially and adversely alter:! any material provisions Affecting the Di9trict. Execution by the Chairman or Vice Chairman of the Lirruted Offering Memora.ndum shall be deemed to be conclusive evidence of approval of such changes. Said Limited Offering Memorandum, including any such changes, amendments, modifications, omissions, insertrons and variations as approved by the Chainnan, and the information contained therein, is ht:reby authorized to be used in connection with the s.t.Ie of the 1996 Bonds. SECTION 9. APPOINTMENT OFTRUSTEE, BOND REGISTRAR AND PAYING AGENT. Tne appointment and designation of Sun Trust Bank. Centra.! Florida, National' Association, Orlando FJorida, as Trustee and Bond Registrar for the 1996 Bonds is hereby approved, ratified and confirmed The District hereby collaterally assigns to the Trustee, for the benefit of Bondholders, all 1996 Pledged Revcllues and the 1996 Trust Estate and shAll deliver custody of such monies to the Trwtcc promptly upon the receipt thereof. The Trustee shall ho1d, apply, invest and reinvest such Pledged Revenues and moni~s and deposit in the Accounts, together with monies in the Rebate Fund, in such a manner as provided in the Trust Indenture and herein, The Chairma.n is hereby authorized, without further act of the District, to enter into any agreements with such Trustee and Bond Registrar to reflect the obligation of such Trustee and Bond Registrar to accept and perform the resp'~tive duties imposed upon each, and to effectuate the transactions contemplated, by this r~olution and the Trust Indenture. SECTION) 0, EXECUTION AND DELTVER Y OF CONTINUING DISCLOSURE AGREEMENT, The District hereby authorizes 'and directs the Chairman or Vice Chairman to execute and deliver and the District Secretary to allest under the corporate: sel\l of the District the Continuing Disclosure Agreement substantial1y in the fonn annexed hereto 1U Exhibit F (tbe "Continuing Disclosure Agreement") by and between the District and Developer. The Continuing Disclosure Agreement may hereafter be modified with the consent of the Chairman or Vice Chairman, authorization for .5UC~ modification being hereby delegated to the Chainnan or Vice Chairman, provided no modification substantiaHy and adversely alters any material provisions affecting the District. Execution by the Chairman or Vice Chairman of the Continuing Disclosure Agreement shall be deemed to be conclu~ive evidence of approval of such modifications. , SECTION t I, E)ŒCUTION AND DEll VERY OF PROJECT IMPROVEMENt ACQUISITION AGREEMENT. The District hcreby authoriz.es and directs the Chairmari or Vice Chairman to execute and delivcr and the District Secretary to attest undcr the corporate sêa1 of the District the Project Improvement Acquisition Agreement substantially in the form annexed hereto as Exhibit G (the" Acquisition Agreement") by and bctween the District and Deve16per. The Acquisition Agrecmffi{ may hereafter be modified with the consent of the Chairman aIr Vice Chairman, authoriz.at1on for such modifiCJ\tion being hereby de1c:gatcd to the Chairman or}'ice Chairman. provided no modification substantially and adversely alters any material provisions affecting the District. Execution by the Chainnan or Vice Chairman of the Acquisition Airec:ment shall be dc::cmed to be conclusive evidence of approval of such modifications, t SECTION 12 DTC LETTER AGREEMENT, The District hereby authorizes and directs the Chajrman or Vie< Ch,innan \0 ..ecute ond ::: Oistrict Seeretary \0 o"es' under th'1rpora,e 16G 1 seal of the District the letter agreement substantially in the fonn annexed hereto as Exhibit H (the "DTC Ag-reement") by and betw~n the DÏ3tnct and DTC, pursuant to which DTC wiU act as securitie1 depository for the 1996 Bonds, The DTC Agreement [MY hereafter be modified Vv'Îth the con~nt of the Chairman or Vice Chairman, authorization for such modification being hereby delegated to the ChairrnBJ1 or Vice Chairman. provided no modìfication substantially and adverscly alter! any material provisions affecting the District. Execution by the Cha.irman or Vie( Ch.tirman of the DTC Agreement sh.all be d~med to be conclusive evidence of the approval thereof, SECTION 13. AMENDMENT OF RESOLUTION NO, 96-16 AND AUTHORIZING PREPAYMENT OF ASSESSMENTS, Rcwlution No. 96-16 is amended by adding the folJowing: Assessments on each platted bendited parcel shall be subject to prepayment at the option of the owner of such pared, in whole or in part at any time, together with interest to the sooner of the next succeeding May 1 or November I which is more than forty-five (45) days following the date ofprepa0nent at the rate of interest (b~d on true interest cost) oft~..he ds. 'fAt D;"l, id ;1hall HiJcIJCC suc:h pr~aymem by recUI dillg-a-J"dC1t,c1:rrthe-property-reeo rnainlaint't! hy th¡> Clp.rr t'\f d\ð Circu;l CUUll of CoJJier Cðllnt~da-, SECTION 14, GENERAL AUTHORITY, The Chairman, Vice Chairman. the District Secretary, the District Attorney, and any other proper officials of the: District arc hereby authorized to do all acts and things required of them by this re,olution, the Dond Resolution.. the Limited Offering Memorandum, the ~996 Bonds, the Continuing Disclosure Agreement, the DTC Agreement, the Tax Certificate and the Purchase Contract, or that may otherwise be desirable or consistent with accomplishing the fuJI, punctual and complete performance of all the terms, covenants and agreements contained in any of the foregoing, and each member, employee, attorney and officer of the District is hereby authorized and directed to execute and deliver any and all papers and instruments and to cause to be done any and all acts and things necessary B1\d proper for carrying out the tra.rl3actions contempLated thereby, Each member of the Board other than the Chainnan is hereby designated as a Vice Chairman for the purposes hereof and may, in such cllpacity execute and deliver such documents, instruments B1\d certificates as shall be required of the Chairman in his or her stead. Each member of the Board other than the Secretary is hert:by desib'I1.ated as an Assistant Secretary for the purposes hereof B1\d rmy. in such capacity execute and deliver such uocuments, instruments and certificates as shall be required of the SccretMy in his or her stead. The officers and officials of the District are hereby authorized to approve aJl changes to any of the documents and instruments presented to the Board herewith as shall be necessary in order to accomplish the purposes described in the Limited Offering Memorandum, evidence of such approval being the execution and delivery by .!Iuch officers or officials of such documents and instruments containing such changes. SECTION 15. TAX CERT1rlCATE, The District hereby authorizes and directs the Chairman or Vice Chairmån to execute and deliver to Bond Counsel and the District Secretary to attest under the corporate seal of the Di!trict, the Tax Certificate in substantially the form annexed hereto as Exhibit 1 (the "Tax Certificate"), which certificate is given to Bond Counsel to -7- ~ ,- ..- --.---. ---. _.~ .. i ! , 16G induce it to_ i.ssue its tax opinion. The Tax Certificate may hereafter be modified v.ith the COI\$ent of the Ch.a.irman or Vice Chairman, authorization for such modificaùon being hereby delegated to the Chairman or Vice Chairman, provided no modification substantially and adveoely alters any InAteria.l provisions &tfecùng the District. Execution by the Chairman or Viœ Ch.a.i.rman ofthc Tax Certificate shaH be deemed to be conclmive evidence cf approval of such modifications. SECTION 16, SE\/ERABILITY AND INVALID PROVlSIONS, If any one or more of the covenants, agreements or provision! herein coctained shall be held contrary to any express provi~ion of law or contrary to the policy of express law, but not expressly prohibited or agaitUt public policy, or $hall for 8ny rea$on whatsoever be hdd invalid, then such covenants. aBreern~ts or provisions stull be null and void and shall be deemed separahle from the remaining covenant!!, Agreements or provisions and shall in A no way effcct the valiility of the other provisions hereof or the 1996 Bonds. SECTION 17, BOND RESOLUTION TO CONTfNUE IN FORCE, Except as herein expressly provided, the Bond Rcsolution and aU the terms ~d provisions thereo~ are and shall remain in full force and effect, SECTION 18, OPEN MEETINGS. It is hereby found and detc:rmined that All official acts of this Board concerning and relaring to the issuance, sale, and dcJivery ofthc Bonds, inc1uwng but not limited to adoption of this Resolution, were taken in o~n meetings ofthc members of the Board and all de1ib~atjons of the memtx-rs oflhe Board that resulted in such official acts were in meetings open to the public, in compliance with all legal requirements including, but not limited to, the requirements of Florida Statutes, Section 286,011, SECTION 19, EFFECTlVE DATE. This re.\Olution shall be effective immediately upon its adoption, Passed and adopted at a meeting of tile Di.slnl..1 on the U day of November, 1996. FIDDLER'S CREEK COMMUNITY ])R~STRICT , By: ~Q - ,,{ Chairman (SEAL) ATTEST: laHLUßWOI/ ~ . -8- ~~"l~'" ;.- ,.. .'..-: .'-(!' ',-.";" ' ~,,'/':!'. .'-~" ". :"... .~: " ,', ,', ::,'. 16G 1 EXHIBIT A BOND PURCHASE AGREEMœNT . .~! 16G 1 FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT (CoUier County, Florida) Special A5.,essment Revenue Bonds Series 1996 PURCHASECONTRACf . November 27, 1996 Board of Supervisors of the Fiddler's Creek Community Development District Naples, Florida Ladies and Gentlemen: William R. Hough & Co, (the "Underwriter") offers to enter into this Purchase Contract with the Fiddler's Creek Community Development Districl (the "District"), which upon acceptance by the District of this offer, as evidenced by the execution hereof, will be binding upon the District and upon the Underwriter. This offer is made subject to acceptance by the District on or before 5:00 p.m., Eastern Time, on the date hereof, and if not so accepted, will be subject to withdrawal by the Underwriter upon written notice to the District at any time prior to the acceptance hereof by the District. All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Indenture or the Finall.imitcd Offering Memorandum, each ~s defined below. 1. Purchase and Sale. Upon the terms and conditions and upon the basis of the representations, warranties, covenants and agreements set forth herein, the Underwriter hereby agrees to purchase from the Di:.trict for offering to one or more "qualified institutional buyers", ~s such term is defined in Rule 144A of the Securities and Exchange Commission ("institutiona! investor") and the District hereby agrees to sell and deliver to th<: Underwriter for such purpose, all (but not less than all) of the District's $20,210,000 aggregate principal amount of Special Assessment Revenue Bonds, Series 1996 (the" 1996 Bonds"), The purchase price of the 1996 Bonds shall be $19,906,850, which is par less Underwriter's discount of $303, I 50.00, plus accrued interest, if any, to the date of the Closing, The 1996 Bonds shall be as described in and shall be issued and secured under the provisions of a Master Trust Indenture dated as of December I, 1996 (the "Master Indenture"), between the District and the Trustee, as amended and supplemented by a Supplemental Indenture, dated as of December 1, 1996 (the "Supplemental ind,:nture"), between the District and the Trustee (the Master Indenture as amended and supplementeä by the Supplemental Indenture is hereinafter referred to as the "Indenture"). The 1996 Bonds will mature on such dates and in such amounts and bear interest at the rates as are set forth in Exhibit A attached hereto and wi II have such other terms and provisions as are described in the Supplemental Indenture, The proceeds of the 1996'Boods will be used to provide the District with funds for the purposes of (i) financing the Cost of acquiring, constructing and equipping the 1996 Project, (ii) paying certain -1- 16G 1 costs associated with issuing the 1996 Bonds, (iii) making a deposit into a 1996 Rese c Account and (iv) paying Capitaliled Interest on the 1996 Bonds. The slatemenls required by Section 218.385, Florida Statules, are attached hereto as Exhibit ß. The 1996 Bonds and the interest payable thereon are payable solely from and secured by lhe proceeds of special assessments upon real property located within the District specially benefited by lhe 1996 Project (lhe "Special Assessments"), when, as an.d if imposed, levied and col1ected by the District (the "1996 Pledged Revenues") and by the Accounts (except for lhe 1996 Rebate Account) established by the Indenture (the "1996 Pledged Accounts," and, collectively with the 1996 Pledged Revenues, the "1996 Trust Estate") and will have such other tenns and provisions as a¡e described in the Final Limited Offering Memorandum, 2. Delivery of Limited Offering Memorandum and Other Documents. Prior to the date hereof, the Dislrict has provided to the Underwriter for its review the Preliminary Limited Offering Memorandum of the District dated November ! 9, 1996, relating to the 1996 Bonds (such Prelim ¡nary Limited Offering Memorandum including all exhibits and appendices thereto and maps and schematic, graphic, pictorial, fïnancial and statistical infonnalion included therein, being herein called the "Prelimi- nary Limited Offering Memorandum") that the District hereby deems fïnal as of its date, except for certain pennitted omiss·ions (the "pennitted omissions"), as contemplated by Rule 15c2-12 of the Securities and Exchange' Commission ("Rule 15c2-12" or the "Rule") in connection with the pricing of the 1996 Bonds, The Urlderwriter has reviewed the Preliminary Limited Offering Memorandum prior to the execution of this Purchase Contract. The District hereby ratifies and approves the use of the Prelimi- nary Limited Offering Memorandum by the Underwriter. The District shall deliver, or cause 10 be delivered, at its expense! to the Underwriter within seven (7) business days after the date hereof but not later than the date of clo~¡ng and in suffïcient time to accompany any confïrmation that requests payment from any customer (a) in executed original counterpart or certified copy of lhe Indenture and (b) such number of copies of th~ Final Limited Offering Memorandum (as defined below) as the Undef'.'o'rlter shall reasonably request \0 comply wilh the requirements of Rule 15c2-12 and all applicable rules of the Municipal Securities Rurcmaking Board ("MSRB"), The preliminaryt Limiled Offering Memorandum changed to reflect the fïnal tenns and provi- sions of the 1996 Bonds is referred to as the "Limited Offering Memorandum," The Lim ited Offer;ng Memorandum, together with sllch amendments and supplements as shall be approved by the Districl and agreed 10 by the Underwriter, in final prinled form is here:n referred to as the "Final Limited Offering Memorandum." The Underwriter agrees to file the Final Limited Offering Memorandum with every Nationally Recognil,ed Municipal Securities (nfonnation Repository ("NRMSIR") which has been so designated by the Securities and Exchange Commission pursuant to Rule 15c2-12 not later than two (2) business days after the Closing, The Underwriter agrees that it will not contïm1 the sale of any 1996 Bonds unless a final written confïnnation of sale is accompanied or preceded by the delivery of a copy of the Final Limited Offering Memorandum, From the date hereof until the earlier of (i) 90 days from the end of lhe underwriting period. as hereinafter defined or (ii) lhe time when the Final Limited Offering Memorandum is available to any person from a NRMSIR (but in no case kss than 25 days following the end of the underwriting period). if the District becomes aware of any evenl which may make it necessary to amend or supplement the -2- ~ ---~---_._~-_._---_.-_._-"_. 16G 1 Final Limited Offering Memorandum in order to make the statements therein, in the light of the circum- stances under which they were made, not misleading, the District shall notify the Underwriter and if, in the opinion of the District or the Under.vriter, such event requires the preparation and publication of an amendment or supplement to the Final Limited Offering Memorandum, the District, at its expense (unless such amendment or supplement is as a result of misinfonnation provided by the Underwriter, in which case the expense shall be borne by lhe Underwriter), promptly will prepare, in a fonn and in a manner approved by the Underwriter, an appropriate amendment or supplement thereto so that the statements in tho: Final Limited Offering Memorandum as so amended or supplemented will not, in light of the circumstances under which they were made, be misleading. The District will promptly notify the Underwriter of the occurrence of any event of which it has knowledge, which, in its opinion, is an event described in the preceding sent::nce. The tenn "end of the underwriting period" means the later of (i) the date of the Closing or (ii) the date on which the Underwriter does not retain an unsold balance of the 1996 Bonds for sale. 3. Continuing Disclosure. The District, in accordance with the continuing disclosure require, ments of Rule 15c2-12 (the "Rule") promulgaled by the Securities and Exchange Commission (the "SEC"), has agreed pursuant to the tenns of the Continuing Disclosure Agreement to provide and, In order to assist the initial purchasers of the 1996 Bonds, hereby undertakes and agrees to provide the infonnation described below: (i) To Bloomberg Municipal Repository of Princeton, New Jersey; The Bond Buyer of New York City; JJ Kenny Information Systems of New York City; Moody's NRMSIR of New York City; Disclosure, Inc. of Bethesda, Maryland; R,R, Donnelly NRMSIR, Thomson Municipal Services and any other nationally recognized municipal securi:ies infonnation repository (each a "NRMSIR") then in existence, and to the State of Florida information depository (herein a "SID") if such SID should be created, certain annual financial infünnation and operating data described below, including audiled financial statements. Such audited financial statements shall be made available each year to the NRMSIRs and the SlDs, if any, on or before March 31 st for the fiscal year ending on the preceding September 30 and will be made available, in addition to each NRMSIR and the SID, if any, to each holder of the 1996 Bonds who makes request for such infonnation, (ii) In a timely manner, to each NRMSIR or to the Municipal Securities Rulemaking Board ("MSRB") and to the SID, if any, nolice of lhe occurrence of any of the following events: a, principal and irlleresl payment delinquencies; b, non-payment related defaulls; c, unscheduled draws on debt service reserves reflecting financial difficulties; d, unscheduled draws on credit enhancements reflecting tinancial difficulties; e, substitution of credil or liquidity providers, or their failure to perfonn; f. adverse tax opinions or cvenls affecting the tax-exempt status of the 1996 Bonds; g. modifications lo righls of lhe Bondholders; -}- - - ._-~..._- ._----~_. .----- -... --- - .- .. --- 16G 1 h, Bond calls (other than scheduled mandatory sinking fund redemptions); I. defeasance of the 1996 Bonds; J, release, substitution, or sale of property securing repayment of the 1996 Bonds; and k. any rating changes. The District reserves the righl 10 terminate its obligation to provide annual financial information and notices of material evenlS, as set forth above, if any, when the 1996 Bonds are pain or deemed paid within the meaning of the Bond Resolution, The District acknowledges that its undertaking pursuant to the Rule described under this provision is intended to be for the benefit of the Holders (both registered and beneficial) of the 1996 Bonds and shall be enforceable by such Holders; provided that, the Holder's right to enforce shall be limited to a right to obtain specific enforcement of the District's obligations hereunder and any failure by the District to ccmply with the provisions of this undertaking shall not be or constitute a covenant defaull or monetary default with respect to the 1996 Bonds, Tne lerm "beneficial owner" for the purposes of this undertaking means any person which (i) has the power, directly or indirectly, to vote or consent with respect 10, or to dispose of ownership of any 1996 Bonds (including persons holding the 1996 Bonds through nominees, depositories or other intermediaries), or (ii) is treated as the owner of any of the 1996 ¡¡nnds for federal income tax purposes. 4. Offering. The Underwriter agrees to make a bona fide offering to institutional investors (excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriter or wholesalers) of all of the 1996 Bonds, solely pursuant to the Preliminary Limited Offering Memoran- dum and the Final Limited Offering Memorilndum, at not in excess of the initial offering prices or yields set forth on the cover page of the Limited Offering Memorandum plus accrued interest, if any, thereon from the date of the 1996 Bonds, [f such offering does not result in the sale of all the 1996 Bonds, ¡he Underwriter may offer and sell lhe 1996 Bonds to certain bond houses, brokers, or similar persons or organizations acting in the capacity of underwriter or wholesalers at prices lower than the offering prices or yields set forth on the cover page of the Limited Offering Memorandum, The Underwriter does hereby certify that at the time of the execution of this Purch?se Contracl, based upon prevailing market conditions, it does not have any reason to believe that any of the 1996 Bonds will be initially sold to institutional investors (excl\lding such bond houses, brokers, or similar persons or organizations acting ín the capacity of underwriter or wholesalers) at prices or yields in excess of the prices set forth on the cover page of the Limited Offering Memorandum, plus accrued interest, if any, on lhe 1996 Bond:; from the date thereof. At the Closing, the Underwriter shall deliver to the District a certificate to the effecl that (i) a1l of the 1996 Bonds have been the subject of an initial offenng as herein provided, and (ii) the price at which not less lhan 10% of the 1996 Bonds of each maturity were sold to institutional investors (excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriter or wholesalers) and as to such other matters relating to the price at which such 1996 Bonds were sold as is required in order to enable Bond Counsel 10 render its opinion as to the exclusion from gross income for Federal income tax purposes of interest on the 1996 Bonds. The District hereby 3ulhorizes the Underwriter to use the copies of the Indenture and the Final Limited Offering Memorandum and lhe information contained therein in connection with the offering and sale of the 1996 Bonds, -4- 16G 1 5. Reserved. 6. District Representations, Warranties, Covenants and Agreements. The Districl hereby represents and warrants to and covenants and agrees with the Underwriter thai: (a) the District is an independent special district of the State of Florida, duly constitutcd and existing under and by virtue of the Constitution and laws of the State of Florida. particularly Chapter 190 and Section 190.014, Florida Statutes (1995) and other applicable provisions of law (the "Act"), with thc powers and authority set forth in the Act; (b) The District has full legal right, power and authority to: (i) enter into this Purchase Contract and the Indenture, (ii) sell, issue and deliver the 1996 Bonds to the Underwriter as provided herein, and (iii) carry out and consummate the transactions contemplated by this Purchase Contract, the Indenture, and the Final Limited Offering Memorandum, and the District has complied, and at the Closing will be in compliance, in all material fespects with the obligations on its part in connection with the issuance of the 1996 Bonds contained in the Indenture, the 1996 Bonds and this Purchase Contract; (c) At the time of delivery by the District to lhe Underwriter of the Limited Offering Memoran· dum and at the time of Closing, up to and including the latcr of the date on which Limited Offering Memorandums are no longer required to be delivered under the Rule the statements and ¡nfonnation contained in the Limited Offering Memorandum will be true, corrcct and complete in all material respects and thc Final Limitcd Offering Memorandum will not omit any statcment (}f infonnation which should be included therein for the purposes for which thc Final Limited Offering Memorandum is to be us~d or which is necessary to make the stalements or information contained therein, in light of thc circumstances under which they were made, WJt misleading; (d) Between the date of this Purchase Contract and the time of Closing, the District will not execute any bonds, notes or obligations for borrowed money payable from the 1996 Trust Estate, exccpt the \996 Bonds; (e) The District will have on or before Closing and by all necessary official action, duly autho- rized and approved the Final Limited Offering Memorandum and its use and distribution by Ihe Under- writer, duly authorized and approved the execution and delivery, and the performance by the Districl of this Purchase Contract and all other obligations on its· part in connection with the issuance of the 1996 Bonds and the consummation by it of all other transactions contemplated by this Purchase Contract In connection with the issuance of the 1996 Bonds; the Indenture will constitute a legal, valid and binding obligation of the District, enforceable against the District in accordance with its tenns. subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditors' rights generally and to general principles of equity; (f) When delivered to and paid for by the Underwriter at the Closing in accordance with the provisions of this Purchase Contract and delivered and authenticated pursuant to the Indenture, the 1996 Bonds will have been duly authorized, executed, issued and delivered and will constitute valid and binding special obligations of the District in conformity with the Act and the Indenture, and shall be entitled to the benefits of the Indenture, including a first lien on and pledge of the 1996 Trust Estate, in accordance with the provisions of the Indenture; subject to bankruptcy, insolvency, reorganizalion. moratorium and similar laws affecti.l1g creditors rights generally and to general principles of equity; -5- 16G 1 (g) The authorization, execution and delivery by the District of this Purchase Contract. ¡he Continuing Disclosure Agreement, the I;¡denture and the 1996 Bonds, and compliance by the District with lhe provisions hereof and thereof, will not in any material respect conflict with, or constitute a breach of or default under, any law, administrative regulation, consent decree, resolution, or any agree- ment or other instrument to which lhe District is subject nor will such adoption, execution, delivery, authorization or compliance result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the District, or under the terms of any law, administrative regulation, resolution, or instrument, except as expressly provided by the Indenture; (h) At the time of Closing, the District will be in compliance in all respects with the covenants and agreements contained in the Indenture, and no event of default and no event which, with the lapse of time or giving of notice, or both, would constitute an event of default under the Indenture will have occurred or be continuing; (i) All approvals, consents, authoriwtions and orders of any governmental authority or agency having jurisdiction in any matter which would constitute a condition precedent to the performance by the District of its obligations hereunder and under the Inòenture have been obtained and are in full force and effect, except for such approvals, consents and orders as may be required under the Blue Sky or securi· lies law or legal investment laws of any state in connection with the offering and sale of the 1996 Bonds or in connection with the registration of the 1996 Bonds under the federal securities laws; (j) The District is lawfully empowered 10 pledge and grant a firsl lien on the 1996 Trust ESlate for payment of the principal of, redemption premium, ¡fany, and interest on the \996 Bonds; (k) Except as disclosed in the Final Limited Offering Memorandum, there is no action. SUit. proceeding, inquiry or investigation, at law or in equity, before or by any court, government agency. public board or body, pending or, to the best of the District's knowledge. threatened against the District. affecting or seeking to prohibit, restrain or enjoin the sale, issuance or delivery of the 1996 Bonds or the collection of the 1996 Pledged Revenues pledged or to be pledged to pay the principal of, redemption premium, if any, and interest on the 1996 Bonds, or the pledge of and first lien on the 1996 Trust Estate or contesting or affecting as to the District the validity or enforceability of the Act in any respect relating to authorization for the issuance of the 1996 Bonds, the Indenture or this Purchase Contract, or contest- ing the exclusion from gross income of interest on the 1996 Bonds, or contesting the completeness or accuracy of lhe Final Limited Offering Memorandum or any supplements or amendments thereto, or contesting the powers of the District or any aUlhority for the issuance of the 1996 Bonds or the execulion and delivery by the District of the Indenture or this Purchase Cont,act; (I) The District wit! furnish such infonnation, execute such instruments and take such other action in cooperalion ',vith the Underwriter as the Underwriter may reasonably request in order to (i) qualify the 1996 Bonds for offer and sale under the "blue sky" or other securities laws and regulations of such states and other jurisdictions of the United States ås the Under.t,'riter may designate, and (ii) determine the eligibility of the 1996 Bonds for investment under the laws of ::;uch states and other jurisdictions, and will use its best efforts to continue such qualifications in effect so long as required for lhe distribution of the 1996 Bonds; provided, however, that the District shat! not be required îo execute a general or special consent to service of process or qualify to do business in connection with any such qualification or determination in any jurisdiction; and -6- 16G 1 (m) Since 1975, the District has not been in default in the payment of principal of, premium, if any, or interest on, any bonds, notes or other material District indebtedness or other obligations on the nature of material District indebledness which the District has issued, assumed or guaranteed as to payment of princip¡;l, premium, if any, or interest. 7. The Closing. At 12:00 p.m" Eastern Time, on Dectmber II, 1996, or at such time on such earlier or later date as shal1 be mutually agreed upon by the District and the Underwriter, the District will deliver to the Underwriter, at the location to be agreed upon by the District and the Underwriter in New York, New York, the 1996 Bonds in registered fonn in the name of Cede & Co., duly executed, together with the other documents herein mentioned; and the Underwriter wil1 accept such delivery and pay at such location as may be agreed upon by the District and the Underwriter the purchase price of the 1996 Bonds as set forth in Section I hereof, by immediately available funds, payable to the order of the District. This delivery and payment is herein called the "Closing." The 1996 Bonds shal1 be made available to the Underwriter 24 hours before the Closing and it is intended that the 1996 Bonds will be issued in the name of Cede & Cò. ano delivered to the Depository Trust Company for credit to the accounts designated by the purchaser. 8. Closing Conditions. have received each of lhe following: At or prior to the Closing, the Underwriter and the District shall (i) The Limited Off~ring Memorandum and each supplement or amend- ment, if any, thereto, executed on behalf of the District by the Chairman of the Board; (ii) A copy of the ~'esolutions of the District assessing and imposing the Special Assessments, authorizing issuance of the 1996 Bonds, selling the 1996 Bonds and authorizing the award of this Purchase Contract and all other resolu- tions relaling to the issuance of the 1996 Bonds (collectively, the "Resolution") certified by the Secretary of the Board under seal as having been duly adopted by the Board of the District and as being in full force and effect, with only such supplements or amendments as may have been agreed to by the Underwriter; (iii) A copy certified by the Secretary of the Board under seal as having been duly adopted by the Board and as being: in full force and effect with only such amendments and supplements as shall have been agreed to by the Underwriter. of the resolutions of the Board approving the Assessment Methodology (the "Assessment Methodology") used by the District to levy the Special Assess- ments, together with a eopy of such Assessment Methodology, certified by thc Secretary as being true and correct and in full force and effect; (iv) Executed copies of the Indenture and the Developer's Continuing Dis- closure Agreement; (v) The Consulting Engineer's Report included In the Limited Offering Memorandum as Appendix B; -7- .............. ~ '1/-- -.- - - - 16G 1 (vi) A certified copy of a final judgment of the Circuit Court of the Twent¡, eth Judicial Circuit of Florida, in and for Collier County, Florida, validating the 1996 80nds; (vii) The opinion, dated the Closing Date and addressed to the District, of White & Case, Bond Counsel to the District, in substantially the fonn included in the Limited Offering Memorandum as Appendix D, together with a letter of such counsel, dated the Closing Date and addressed to the Underwriter, to the effect that the foregoing opinion addressed to the District may be relied upon by the Underwriter to the same extent as if such opinion were addressed to the Underwriter; (viii) The opinion of Bond Counsel dated the date of the Closing and ad, dressed to the District and the Underwriter to the effect that (i) the 1996 Bonds are nol sllbjecl to lhe registration requirements of the Securities Act of 1933 and the Indenture is exempt from q'lalification pursuant to the Trust Indenture Act of 1939; and (ii) the information contained in the Final Limited Offering Memoran- dum under the caplions (and all subheadings thereunder) "SECURITIES BEING OFFERED" (other than the infonnation set forth under the subheading "Book- Entry Only System"), "VALIDATION", "TAX MATIERS", "AGREEMENT BY THE STATE", "INTEREST RATE WAIVER" and "APPENDIX A - FORM or THE MASTER INDENTURE AND FIRST SUPPLEMENTAL INDEN- TURE" insofar as such sections purport to summarize the provisions of thc Indenture, the 1996 ßrnds and the provisions of lhe Internal Revenue Code of 1986, as amended (the "Code"), fairly summarize the matters therein described: (ix) The opinion, dated the Closing Date and addressed to the District, Bond Counsel and the Underwriter of Woodward, Pires & Lombardo, counsel to the District, to the effect that (i) lhe District has been duly created, established and validly exists as a community development district under Chapter 190, Florida Stalutes (the "Act"); (ii) as a community development district, the District has the good, right and lawful aUlhority to, among other things, construct, acquire and mainlain infrastructure systems, facilities and services, such as the Project, 10 assess, levy and collect non-ad valorem special assessments, such as the Special Assessments, and [0 issue revenue bonds secured by special assessments, such as the 1996 Bonds; (iii) the District has authorized the Project and has taken, or arranged to take, all action necessary to proceed with the Project upon closing of the sale of the 1996 Bonds and consummation of the transactions contemplated to occur at such closing as specified in the Purchase Contract and the resolution authorizing the issuance and sale of the 1996 Bonds; (¡v) all proceedings undertaken by the District with respect 10 Special Assessments have been in accordance with applicable Florida law and the District has taken all action necess¡¡ry to assess and impose the Special Assessments securing the 1996 Ronds. Pursuant to Section 170.09, Florida StatuleS, the Special Assess- ments are legal, valid and binding first liens upon the property against which such assessments are made until paid, of the same nature and to the same extent as the lien for general county taxes falling due in the same year or years in which -8- -- ...- 16G 1 such special assessment or inSlallments thereof fall due, superior to all other liens other than parity liens for state, county, district and municipal taxes. Upon completion of lhe Project, the District may be required, in accordance with Chapter 170, Florida Slatutes, to adjust the Special Assessments to reflect actual cost savings ascertained upon completion of the Project and reduced debt service on the 1996 Bonds resulting from same, Except for such adjustment as may hereafter be made, lhe District has taken all action necessary to assess and im- pose the Special Assessments; (v) Resolution No.96-16 (the "Bond Resolu- tion") has been duly enacted by the District and remains valid and existing as of the date hereof. The District is authorized to issue the 1996 Bonds pursuanl to the Bond Resolution for the purpose specified therein, to secure the 1996 Bonds as provided in the Bond Resolution and to establish a trust for the benefit of lhe 1996 Bondholders pursuant to the Bond Resolution and the acceptance of SunTrust Bank, as Trustee thereunder. All proceedings undertaken by the District with respect to the adoption of the Bond Resolution have been In accordance with applicable state laws relating to duties and responsibilities of issuing local governments, and lhe District has taken all action necessary to authorize lhe isšuance , sale and delivery of the 1996 Bonds, The 1996 Bonds do not exceed the aggregate amount of the Special Assessments levied for the Project. The 1996 Bonds have heen duly validated hy the Circuit Court for the Twentieth Judicial Circuil, Collier County, Florida; (vi) this Purchase Contract and the Indenture and the Continuing Disclosure Agreement have been duly authorized, execuled and delivered by, and constitute legal, valid, and bind1l1g agreemcnts of, the Dis'rict, enforceable in accordance with their terms excert !l) the extent that the enforceability of the rights and remedies set forth therein may be limited by bankruptcy, insolvency, reorganization, moratorium and simil;¡r laws affecting creditors' rights generally i\nd to general principles of equity; (VII) there i~ no liliv,alion or other rroceeding now p<:ndinp, or to il\ besl knowlcdl'.t" threatened (a) seeking to restrain or enjoin the purchase, sale or delivery CJf lite 1996 Bonds, (b) in any way questioning or contesting the validity of the ¡ 996 Bonds or any proceedings of the District taken with respect to the issuance of the \ 996 Bonds or the pledge and application of any monics provided fJr the pay- ment of, or security for, the 1996 Bonds, (c) seeking to restrain or enjoin the receipt by the District of 1996 PledJed Revenues or otherwise contesting the righl of the Districl to receive such funds, or (d) questioning or contesting the organization or existence of lhe Districl or the incumbency of any of its officers to their respective offices; (viii) the District has duly aUlhorized, executed, and delivered the Limited Offering Memorandum; (ix) the statements contained :n the ,Limited Offering Memorandum under the captions (and all subheadings thereunder) "THE 01 STRICT" and "LITIGATION" are, to the best of its know- ledge, true and accurate, and as of their date did not, and as of the dale of Clos- ing, do not, contain any un: .:c· nent of a material fact or omit to state a material fact required to b, .....; :I.e~ein or necessary to make the statements therein, in the light of tP/> ',I,;:. :.~;1<:5 under which they were made, not mis- leading; (x) to the best I 'I: ",j]!)''. ",In/>, 'he District is not in material breach of or material default ul.h 'II). ;¡Pp..c< Ie constilutional provision, law or administrative regulat: '¡' "I ¡he Stat~ or ¡he United States or any applicable _t: 16G 1 judgment or decree or any loan agreement, indenture, bond, note, resolution, agreement or other material instrument to which the District is a par1y or to which the District or any of its property or assets is otherwise subject, and no event has occurred and is continuing which with the passage of time or the giving of notice, or both, would constitute a default or event of default under any such instrument, except in each case as disclosed in the Limited Offering Memo- randum; (xi) to the best of its knowledge the execution and delivery of the 1996 Bonds, this Purchase Contract, lhe Continuing Disclosure Agreement and thc Indenture, and the adoption of the Resolution, and compliance with the provi- sions on the District's part contained therein, will not contlict with or constitute a breach of or default under any constitutional provision, law, administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the District is a party or to which the District or any of ilS property or assets is otherwise subject, nor will any such execution, delivery, adoption or compliance result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature what- soever upon any of the property or assets of the District or under the tenns of any such law, regulation or instrument, except as expressly provided by the 1996 Bonds and the Indenture; (xii) lhere is no action, suit, proceeding, inquiry or investigation at law or in equity before or by any court, government agency. public board or body, pending or 10 the best of its knowledge threatened against or affecting the Dislrict, nor to the best of its knowledge is there any basis for any such action, suit, proceeding, inquiry or investigation, wherein an unfavor, able decision, ruling or finding would have a materially adverse effect upon tht transactio¡,s contemplated by the Limited Offering Memorandum or the validity of the \ 996 Bonds, the Resolution, the Indenture, Continuing Disclosure Agree, ment or this Purchase Contract, except as described in the Limited Offering Memorandum; (xiii) all aUlhorizations, consents, approvals and reviews of governmental bodies or regulatory authorities required as of the Closing Date for the District's adoption, execution or perfonnance of the 1996 Donds, the Resolu- tion, the Indenture, lhe Continuing Disclosure Agreement and this Purchase Contract have been obtained or effected and, to the best of its knowledge the District will be able 10 obtain or effect any such additior.al authorization, con- sent, approval or review that may be required in the future for perfonnance of any of such instruments by the District (in rendering the foregoing opinion in '(xiii) hereof, collnsel may rely on the Officer's Certificate of the District and the Consulting Engineer's Certificate); and (xiv) the District has the right and power under the Act to adopt the Assessment Methodology and to levy the Special Assessments in accordance therewith, and the Assessment Methooology has been duly and lawfully adopted by the District, is in full force and effect and no olher authorization or action is required for the adoption of the Assessment Methodology. (x) An opinion dated lhe Closing Date and addressed to the Undervvriter of Greenberg Traurig Hoffman Lipoff Rosen & Quentel P.A" counsel to the Under- writer in form and substance satisfactory to the Underwriter; -10- r ~_... - -........ .-.. ')7"'*-' - --'I --. * "",._oIIIII!i 16G 1 (xi) Af1 opif1iof1 dated the Closif1g Date af1d addressed to the Uf1derwriter, the District af1d BOf1d Couf1sel of couf1sel to the Trustee, if1 form af1d subst¡¡nce acceptable to the Uf1derwriter; (xii) A certificate of Hole, MOf1tes & Associates, Nap1es, Florida (the "COf1- sultif1g Engif1cer"), dated the Closing Date, if1 substantially the form of lhe certificate included hereif1 as Exhibit C; (xiii) A certificate of 9S 1 Land Holdings Joint Venture (the "Developer"), dated the Closing Date, in substantia By the form of the certificate included herein as Exhibit D; (xiv) A certificate of Fishkif1d & Associates, Inc., financial advisor to the District, dated the Closing Date, if1 substantially the form of the certificate induded hereif1 as E,:hibit E; (xv) A certificate, dated the Closing Dale, signed by the Chairman af1d the Secretary of the Board to the effect that, to the best of their knowledge: (i) lhe representations of the District herein are true and correct in all material respects as of the Closif1g Date; (ii) the District has performed all obligations to be per- formed hereunder in all material respects as of the Closing Date; (iii) excepl as disclosed in the Limited Offering Memorandum, f10 litigation is pending or, to the best kf10wledge of the District, threatened against the District (A) seekif1g to restrain or ef1join the r,urchase, sale, issuance or delivery of the 1996 Bonds, (8) in af1Y way qaestioning or contesting or affecting any authority for the issuance of the 1996 Bonds or the validity of the 1996 BOf1ds, the Resolution, the Inden- ture, Continuing Disclosure Agreement or this Purchase Contract, or any pro- ceedings of the District taken with respect to the issuaf1ce of the 1996 Bonds, (C) in any way contesting the organization, existence or powers of the District or the incumbef1cy of any of its officers to their respective offices, (D) seeking to restrain or enjoin the collection of the Special Assessments and ether 1996 Pledged Revenues or otherwise contesting the right of the District to receive 6Uch funds, (E) which may result in any material adverse change in the business. properties, assets or the tïnancial condition of the District or (F) asserting that the Limited Offering Memorandum contains or contained at any time any unirue statemenl of a material fact or omits or omitted to state any material fact neces- sary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (iv) the District has never been in default as to principal or interest with respect to any obligation issued or guaranteed by the District; and (v) the Limited Offering Memorandum (except the statements contained in the Limited Offering Memorandum under the caption "DESCRJP- TION OF THE BONDS - Book-Entry Only System", as to which no certification need be made), did not as of its date, and does not as of the date of Closing contain any untrue statement of a material fact necessary In order to make the statements contained therein, in the light of the circumstances under which thcy were made, not misleading; -11- ------.-. - 16G 1 (xvi) Evidence of compliance by the District with the requirements of Section 189,4085, Florida Statutes; (xvii) Evidence of compliance by the District wilh the requirements of Section 215,84, Florida Statutes; and (xviii) Such additional legal opinions, certificates, instruments and other docu- ments as the Underwriter may reasonably request to evidence the truth and accuracy in all material respects,.as of the date hereof and as of the date of the Closing, of the District's representations and warranties contained herein and of the statements and information contained in the Limited Offering Memorandum and the due performance or satisfaction in all material respects by the District on or prior to the date of the Closing of all the agreements then to be performed and conditions then to be satisfied by it. If lhere shall be a failure to satisfy the conditions to the obligations of the Underwriter to purchase, to accept delivery of and to pay for the 1996 Bonds contained in this Purchase Contract, or if lhe obligations of the Underwriter to purchase, to accept delivery of and to pay for the 1996 Bonds shall be terminated for any reason permit1ed by this Purchase Contract, this Purchase Contract shall terminate and neither the Underwritèr nor the District shall be under any further obligation hereunder, except that the respective ob!igations of lhe District and the Underwriter set forth in Section 10 hereof shall continue in full force and effect. 9. Termination. The Underwriter shall have the right to cancel the agreements contained herein to purchase, to accept delivery of and to pay for the 1996 Bonds by notifying the District in writing of its intention to do so if: (i) between the date hereof and the Closing, legislation shall have been enacted by the Congress of the United States, or a bill introduced (by amendment or otherwise) or recommended 10 the Congress for passage by the President of the United States, or favorably reported for passage to either House of Congress by any Committee of such House, or passed by either House of C:)ngress, or a decision shall have been rendered by a court of the United States or the United States Tax Court, or a ruling shall have been made or a regulation shall have been proposed or made by the Treasury Depart- menl of the United States or the Internal Revenue Service, with respect to lhe Federal taxation of interest received on obligations of the general character of the 1996 Bonds, which, in the reasonable opinion of Counsel for the Underwriter or Rond Counsel has, or will have, the effect of making such interest included in gross income of lhe holders lhereof for purposes of federal income taxation, or (ii) between the date hereof and the Closing, legislation shall be enacted or any action shall be taken by the Securities and Exchange Commission which, in the reasonable opinion of Counsel for the Underwriter, has the effect of requiring the contemplated issuance or distribution of the 1996 Bonds as contemplated herein to be registered under the Securities Act of 1933, as amended, or (iii) an event described in Section 2 hereof shall have occurred which requires an amendment or supplement to lhe Final Limited Offering Memorandum and which, in the reasonable opinion of the Underwriter, materially adversely affects the marketability of the 1996 Bonds or the market price thereof, or -12- '~-'_'~''''_''_._'- ~. 16G (iv) (A) trading in securities generally shall have been suspended on the New York Stock Exchange, [nc" or (B) a general banking moratorium shall have been established by Federal, New York or Florida authorities, or (C) there shall have occurred any outbreak of hostilities or any national or international crisis or calamity, the effect of such outbreak, crisis or calamity being such as could cause a material disruption in the municipal bond market, and in the reasonable opinion of the Underwriter, any such event enumerated in (A) through (C) hereof materially adversely affects the markeœbility of the 1996 Bonds or the market price thereof, or (v) an order, decree or injunction of any court of competent jurisdiction, or any order, ruling, regulation or administrative proceeding by any governmental body or board, shall have been issued or commenced, or any legislation enacted, with the purpose or effect of prohibiting the issuance, offering or sale of the 996 Bonds as contemplated hereby or by the Final Limited Offering Memoran- dum or prohibiting the execution or perfonnance of the Indenture, or (vi) the District h'as, without the prior written consent of the Underwriter, offered or i '~ued any bonds, notes or other obligations for borrowed money, or incurred any material liabilities, dlrecl or contingenl, other than as described in the Final Limited Offering Memorandum, in either case payable from the 1996 Pledged Revenues, or there has been an adverse change of a material nature in thc financial position of the District other than in lhe ordinary course of its business, or (vii) any litigation shall be instituted, pending or threatened to restrain or enJoin thc issuance, sale or delivery of the 1996 Bonds or in any way contesting or affecting any authority for, or t~ '.: validity of, the 1996 Bonds, the Indenture or this Purchase Contract, the security and sources of payment of the 1996 Bonds, or any of the proceedings of the District taken with respect to the issuance or sa Ie of the 1996 Bonds or the execution or rJerfonnance of this Purchase Contract or the Indenture, or (viii) the proposed institutional investor or investors refuse, for any reason, to purchase lhe 1996 Bonds. 10. Expenses. The Underwriter shall be under no obligation to pay, and the District shall pay, any expense incident to the perfonnance of the District's obligations hereunder including, but not limited 10: (a) the cost of preparation, printing and delivery of the Preliminary Limited Offering Me-norandum and the Final Limiled Offering Memorandum, and any supplement and amendments thereto; (b) the cost of preparation and printing of lhe 1996 Bonds; (c) the fees and disbursements of Bond Counsel and Counsel to the District; (e) the fees and disbursements of lhe financial advisor to the District; (f) the fees and disbursements of the District Engineer and any other engineers, accountants, and other exper1s, consullants or advisors retained by lhe District; and (h) the fees and expenses of the Trustee, Registrar and Paying Agent and of its counsel. The Underwriter shall pay: (a) the cost of preparing, printing and delivery of this Purchase Contract; (b) the cost of all "blue sky" and legal investment memoranda and related filing fees; (c) all adver1ising expenses; and (d) all other expenses incurred by Underwriter in connection with the offering of the 1996 Bonds, including tlte reasonable fees and disbursements of counsel retained by the Under- writer. In the event that either party shall have paid obligations of lhe other as set forth in this Section 10, adjustment shall be made at the time of the Closing. 11. Notices. Any notice or other communication to be given to the District under this Purchase Contract may be given by mailing the sameto Fiddler's Creek Community Development District, 10300 -13- y:;~"",_"""'..J !~_..£...~...__~..,.--.......,.-~.... 11 II _~.,.._ ~------.--......_____---_.~.- ~At.\o.~._-"'" 16G ] N.W. 11th Manor, Coral Springs, florida 33071, attention: District Manager, wilh a copy to Young, van Assenderp & Varnadoe, P.A., 801 Laurel Oak Drive, Naples, Florida 33963, and any such notice or olher communication to be given 10 the Underwriter may be mailed to 792 Broad Avenue South Naples, FL 34102-7326, 12. Parties in Interest. This Purchase Contract is made solely for the benefit of the District and the Underwriter and no other party or person shall acquire or have any right hereunder or by virtue hereof. 13. Survival of Representations, Warranties, and Agreements. All of the representations, warranties and agreements of the Underwriter and the District in this Purchase Contract shall remain operative and in full force and effect and shall survive delivery of and payment for the 1996 Bonds hereunder, regardless of any investigation made by or on behalf of the Underwriter, 14. Waiver. Notwithstanding any provision herein to the contrary, the performance of any and all obligations of lhe Dislrict hereunder and the performance of any and all conditions contained herein for the benefit of the Underwriter may be waived uy the Under.vriter, in its sole discretion, and the approval of lhe Underwriter when required hereunder or the determination of its satisfaction as to any document referred to herein shall be in writing, signed by appropriate officer or officers of the Under- writer and delivered to lhe District. IS. No Liability. Neither the Board of Supervisors of lhe District, nor any of the members thereof, nor any officer, agent or employee thereof. shall be charged personally by the Underwrite. with any liability, or held liable to the Underwriter under any term or provision of this Purchase Contracl because of its execution or altempted executir.n, or because of any breach or a!templed or alleged breach thereof 16. Counterparts. This contract may be executed in several counterparts, each of which shall be regarded as an original and all of which shall constitute one and the same document. 17, Goyerning Law. This Purchase Contract, and the terms and conditions herein, shall consti- tute lhe full and complete agreement between the District and the Underwriter with respect to tl)l~ purchase and sale of the ¡ 996 Bonds, This Purchasc Contract shall bc govcrned by and construed in accordance wilh the laws of the State of florida, WITNESS lhe due execution hereof on the datc first above written in Collier County, Florida Accepted this 27th day of November, 1996 FIDDLER'S CREEK COMMUNITY DEv~~,T By:_ l~\ Its: Chairman, Board of Supervisors William R. Hough & Co. -14- ,.~~..,,;f~. ¡('l--~. ..'~ ~J~·-"Cf,,,:,'I,~~:\.j,{I:·",~ ."~."". \ ..~, "::\~:f~'/' ·,¡"""~"·J:7·~~;;1.J~ "~;'J''''i-,--'2,:~i ,,..~,~.;~.....M. \o,':'¡.,¡¡: A tte!t: 16G 1 By: /.Ç)k~¿J/.L.Q1d !:f: Dbtrict Manager -15- ---...,...-_.~._. .-....--- -------------. ______. r --.....-...-..-.............. ...-------. Exhibit A $20,210,000 1 6 G FiDDLER'S CREEK COMMUNIIT DEVELOPMENT DISTRICT (Collier County, Florida) Special Assessment Re·~enue Bonds Series 1996 1 '1 ~' j ¡ .¡ ;\(1) " . , MATURITY SCHEDULE AMOUNTS, MATURITIES, INTEREST RATES AND PRICES AMOUNT MA TURITIES INTEREST RATES PRlCES (Series 1996 Bonds) $20,210,000,00 November I, 2018 7,50% 100.00% A-B-l 16G 1 Exhibit B DISCLOSURE STATEMENT The undersigned. as Underwriter, proposes to n~gotiate with the Fiddler's Creek Commu:1ity Development District (the "District") for the purchase of $20,210,000 aggregate principal amount of Spco:ial Assessment Revenue Bonds, Series 1996 (the "Bonds") to be effected on this date. The total fee to be paid to the Underwriter pursuant to the Purchase Contract is equal to $303,150.00. Prior to the award of the 1996 Bonds to the Underwriter, the f01l0wing information is hereby furnished to the District: I, Set fOr1h is an itemized list of the nature and estimated amounts of expenses to be incurred by the Underwriter in connection with the issuance of the 1996 Bonds: {Pa $1,OOO} Underwriter's COünsel/CUS!P/DTC $2.24 $45,350.00 Trave i/Com m un ica t ionslC 105 i n g/M isc, $1.13 $22,838,00 Day Loan/Structuring $0.376 $7,600,00 Total $3,75 $75,788.00 2. (a) No olher fee, bonus or othu compensation is estimated to be paid by the Underwriter in connection with the issuance of the 1996 Bonds to any person not regularly employed or retained by the Underwriter (including any "finder" as defined in Section 218.386( I Xa), Florida Statutes), except as specificdlly enumerated as expenses to be incurred by the Underwriter, as set for1h in paragraph (I) above. (b) No person has entered into an understanding with the Underwriter, or to the knowledge of the Underwriter, with the District, for any paid or promised compensation or valuable consideration, directly or indirectly, expressly or implied, to act soiely as an intermediary between the Di:.trict and the Underwriter or to exercise or attempt to exercise any influence to effect any transaction in the purchase of the 1996 Bonds, 3, The amount of lhe underwriting spread (the difference between the price at which the 1996 Bonds will be initially offered 10 the public by the Undemriter and the price to be paid to the District for the 1996 Bonds, exclusive of accrued interest) expected to be realized by the Underwriter is $303,150,00, which includes the following: Underwriters' expenses Management fee Risk A verage take-down (Per Bond) $3.75 S5.00 $0,00 S6.25 B-1 _ _.-.:...................,.._~_~ _~~~ t..:<··"....--~-~,,---..........'":.. -~'&~ a..r -~ r .......~...--y- - ~ -- . 16G 1 4. The management fce to be charged by the Underwriter is $ 1 0 I ,050.00, 5, For purposes of subsections (2) and (3) of Section 218.385, as amended, the following Truth in BUi1ding Statement is made: with re!)pect to th~ ¡ 996 Bonds: The 1996 Bond5 are being issued for the purpose of (i) financing the Cost of acquiring, con- structing and equipping a!>sessable improvements, (ii) paying certain costs associated with issuing the 1996 Bonds, (iii) making a deposit into a 1996 Reserve Account and (iv) paying a portion of the interest to become due on the 1996 Bonds. This debt is expected to be repaid over a period of 20 years, At the interest rates set out in Exhibit A to the Purchase Contract, total interest paid over the life of the debt will be $21,71 1,812.50. The source of repayment or security for the 1996 Bonds are the proceeds of special assessments upon real property locatcd wilhin'the District specially beneflted by the 1996 Project when, as and if imposed, levied and collected by the District and by the Funds and Accounts (except for the Rebate Fund) established by the Indenture, Assuming that 1996 Pkdged Revenues are made over the life of the 1996 Bonds in amounts sufficient to pay the principal portion of and interest portion on such 1996 Bonds, the issuance of such 1996 Bonds is not expected to result in any adverse change in the amount of District money available to finance the olher services of the District each year for 20 years. 6, The name and address of the Underwriter connected with the 1996 Bonds IS as follows: William R, Hough & Co, 792 Broad A venue South Naples, Florida 34102-7326 Attn: William J. Reagan IN WITNESS WHEREOF, the undersigned has executed this Disclosure Statement on behalf of the Underwriter this 27th day of November, 1996, WILLIAM R. HOUGH & CO. By: B-2 ._a..__a, ....- .,.- --'--". ~..._~- /'- ~, II Or , L- 16G 1 (Draft: ~~~~ .1126/1') ~GINEER'~_CERTIFICÀ~ This Engineer's Certific~te is furnished pursuant to Secti.on 5 of t.he r>roj act I¡oprovamcnt .i'.ccru isi tior¡ Agr6ement, d^t~d as of . 1995, bQt~een GB 100, rue., and ?lI.?CEL :¿, INC~:ro.íntly d/b/a 951 UNO HOLDINGS JOINT VENTURE, a F'loridö general partnership (herein raferred to as the "Developer" and "Ovner") and the FIDDLER's CREEK COMMUNITY DEVELOPMENT DISTRICT (herein referred to as the "Issuor" or the "District"). Unless otharvise defined herein capitalized terme used in this ~ngineer's Certiflcato have the meanings assigned to those terms in the Project Improvement Acquisition Agreement, The undarsigned does h~reby certify that: 1. The amount to be paid to the Developer Eor the ûctual cost of constructing or installing thQ TransfQrred Improvements is le~s than or equal to the actual cost of constructing or installing the Transferred Improvements listed on Exnibit A attached thereto. 2. Tho ~ransfcrred Improvements are part of the public facilities for the property ~jthin the boundaries of the District. J. The Transferred I~provements have been installed or constructed by the Developer in conformity vith the approved plans and specifications therefore ~~d in conformance vith Bll applicable rules, regulations, laws, ordinances and ðll permits and approvals. 4. Improvements The actual cost of the Transferred JS as described in Exhibit A attached hereto. 5. The permlts necessary to construct the Transferred Improvements and the Future Improvements have been obtained or, in the case of Future Improvements, if not obtained, thG undersigned kno~s of no reason to believe that such permits cannot be obtained in a ti~cly fashion and that those permits that havo been obtained are cap~blc of being as~lgned to the Issuer. 6. The approximate cost of the Future Improvements is as set forth in Exhibit BI at~ªçh~Q heretQ, . ."...~'.~. ~.~ ~¥. ,,.¿' ') :~!~~.... I" -:::...... .~'-:>. .J~ :..~~ ~.. ..Ii::.··· 4;.':,:·f,.}'.{~/; ~' ::_ /:J ~:>:r~" ,', ';;~ '(~'(·...t \·:'I;;·::~"..··~" .'.~. ':,~ ,,~~ . I'i';.\~,,·f ~v ~ ¡/~"."; ...,./."'.". ,~." ~.~ ,,:,/(t"·fr"~~:~.."_'" ":1."; ·1/.}o ~.~/". ..'i.J~' ~~...~ ~~~. _.~ .~"'I.'''''t \~'I':,-:,"',,,,,:,,,,,~::')o,,,,..:._. ~'''''''''-;'; .~ ....~ ,":v:.., t:.....¡~,.. -, ; _,*_"'.... ,;..'~ ."'- :':or' I"~. -. .. I "'. _.~ 1 6G 1 7. The cost of the Transferred Improvements includes an alloci'1tion for the payment by the Developer of ~Xpenses incurred ~ith respect to the provision of technical sorvices (architectural, engineering, permitting and legal services) directly related to the Transforred Improvements - Such' expen6~S ore re2!.6onable in amount and represent ß proportion of the cost of the Transferred Improvements that is equal to or less than the proportion that the expenses for such technical services r~present to the total cost incurred by the Developer for the improvements mðde by it generally ~ithin the District. 9. The undarsiQno4 con~ent~ to the U3C or tne information in the Limitod ott,rinq Hemor4ndum. dAted . 1996 und~r the headulqs 1IlJ1!' DevelQP1Uent" fm~ "The 1996 'prQi~c;:t" an~ tQ the inçlu~l.on. ot the Distrlct Enq1nee~'B Report ~5 ~p~enðix B to the otterinq_KemorAndum~ IN WITNESS ~HEREOF, the undersigned cðused this En~ineer's Certificate to be duly ~x~ç~teQ by òn officer t.hereunto duly ê\ut.horized as of this _ day of __, 1996. HOLE, MONTES & ASSOCIATES By: N~rne: Title: Project ~~ Engineer v--- ...... ~ 'q -....~..-...--.-...------ -- ,- -.-'.--- ~ - .---- A.CTUAL COST OF 'l'RANSFERRZD IMPROVEMENTS , ~ ~ 16G 1 EXHIBIT l\ . . - - ~ ." . -'~ " . . . APPRo'XIMATF. COST OF FU'l'URE IMPRovEMENTS 16G 1 EXHIBI't_-ª . ...-..... ". . .... ~ -' . EXHlßIT "D" 16G 1 CERTIF'ICA TE OF DEVELOPER The undersign~d, the duly authorized representative of 951 Land Holdings Joint Venture (the "Developer"), DOES HEREBY CERTIFY THAT: The infonnation appearing in the Limited Offering Memorandum, prepared in connection with the issuance of the Fiddler's Creek Community Deve!opm~nt District of it 120,210,000 Special Assessme~t Revenue Bonds, Se,ies 1996, under the caption "The Developm~nt", "The Develo~r" and the" 1996 Project" is true and accurate in all material res?¢ct5 and that such information has been furnished by the Deve!oper for inclusion in such Limited Offering Memorandum, IN WITNESS WHEREO-f, the undersigned has hereunto set his hand for and on behalf of the Developer as of this _ day of December, 1996, 951 Land Holdings Joint Venture By (Name and Title) EXHIBIT <IE" 1 6G 1 CERTIFICATE OF FINANCIAL ADVISOR The undeísigned, the duly authorized rcpíCsentative ofFlSHKIND & ASSOCIATES, INC. (th~ "Fio2.J1ciai Advisor"), DOES HEREBY CERTIFY THAT: 1, The Financial Advisor has been retained as financial advisor to the Fiddler's Creek Community Development District, Florida (the "Issuer") in conjunction with the issuance or the Issueí's $20,2 ì 0,000 Special Assessment Revenue Bonds, Series 1996 (the "1996 Bonds") 2, Part of the Fin3.ncial Advisor's responsibility as Financia! Advisor to the Issuer was to prepare the Assessment Methodology & Allocation Report updated October 25, 1996 (Ùle "Methodology Report"). ], The Special Assessments (as defined in the Trust Indenture dated as of I, 1996 and the Supplemental Indenture dated as of 1, 1996, by and between the Issuer and First Union National Bank of Florida, as Trustee (collectively, the "Indenture")) when, as and if determined in accordance with the methodology set forth in the Methodology Report will be sufficient to meet the debt service requirements on the 1996 Bonds. 4. The Methodology Report was prepared in accordance with all applicable provisions of Florida law, 5, To the best of my knowledge, the financing of the Project (as defined in the Indenture) through the issuance of the 1996 Bonds is appropriate in terms of current market conditions and current interest rate levels. 6, In accordance with Section 189.4085, Florida Statutes, it is our opinion that the estimates of debt service coverage and probability of debt repayment for the Series 1996 Bonds are reasonable. 7, The Financial Advisor consents to the use of the information in the Preliminary Limited Offering Memorandum dated November 19, 1996 and the Final Limited Offering Memorandum dated November 26, 1996 under the caption "Methodology" and such information is [rue and accurale in all material respects and to the inclusion of the Methodology Report lherein. IN WITNESS WHEREOF, the undersigned has hereunto set his hand for and on behalf of the Financial Advisor as of this _ day of December, 1996, FISHK1ND & ASSOCIATES, INC. By: ""'''''II ...._.._".~.__._ ,_~...__..._. ._. ~",,__.__~___._.__._.""·"'._4 ~....____~_ ;. 16G 1 EX!:illll.IJ! TRUST INDENTURE , . 16G 1 ;¡ , i '. ~ MASTER TRUST INDENTURE , FIDDLER'S CREEK COMMUNITY DE~LOPMENT DISTRICT " TO SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, AS TRUSTEE Dated as of December 1, 1996 000016Wl.W51 ,,--.,._~-~._~_. -.-...-- _ """''''''''"-,4. - - - 16G 1 'TABLE OF CONTENTS This Table of Contents is incorporated herein for case of reference only as shall not be àeemed a part of the Master Trust Indenture. ARTICLE I - DEFINITIONS ARTICLE II - THE Secti.on 2. l Section 2.2 Section 2,] Section 2,4 Section ¿.S Section 2.6 Section 2.7 Section 2.8 4 BONDS Issua~ce of Bonds General Terms of Bonds Denomination. Authentication and Dating of Bonds . Execution and Form of Bonds Registration, Transfer and Exchange Temporary Bonds _. Mutilated, Defaced, Destroyed, Lost and Stolen Bonds Cancellation 15 15 15 27 18 19 20 20 21 ARTICLE III - REDEMPTION OF BONDS 22 Section 3.1 Redemption Generally 22 Section 3.2 Bonds Redeemed in Part 22 Section 3.3 Notice of Redemption; Procedure for Selection . 23 Section 3.4 Payment of Bonds Called for Redemption 24 ARTICLE IV - ACQUISITION AND CONSTRUCTION FUND 24 Section 4.1 Deposit of Funds 24 Section 4.2 Series Acquisition and Construction Account 25 Section 4.3 Payments F~om Series Acquisition and Constrúction Account 25 Section 4.4 Disposition of Balances in the Series Acquisition and Construction Account 26 Section 4.5 Series Cost of Issuance Account 26 ARTICLE V - ESTABLISHMENT OF SERIES ACCOUNTS AND APPLICATION Section 5.1 Section 5.2 Section 5.3 Section 5.-1 Section 5.5 Section 5.6 Section 5.7 000016Wl.W51 THEREOF Limited Obligations . Series Revenue Account Series Interest Account Series Bond Sinking Fund Account Series Reserve Account Series Rebate Account . Series Redemption Account 27 27 27 28 28 29 29 30 ( i ) Section 5.8 Section 5.9 Section 5.10 16G 1 Paqe Payment to District Investment of Funds Trust Funds 30 30 31 ARTICLE VI - THE TRUSTEE 32 Section 6.1 Certain Duties and Responsibilities. 32 Section 6.2 Notice of Defaults. 33 Sectio~ 6.3 Certain Rights of Trustee. 34 Section 6.4 Not Responsible for Recitals or Issuance of Bonds. 35 Section 6.5 May Hold Bonds. 35 Section 6.6 Money Held i~ Trust. 35 Section 6.7 Compensation and Reimbursement. 36 Section §.8 Corporate Trustee Required: Eligibility. 36 Section 6.9 Resignation and Removal: Appointment of Successor. 37 Section 6,10 Acceptance of Appointment by Successor. 38 Section 6.11 Merger or Consolidation. 39 ARTICLE VII - COVENANTS AND REPRESENTATIONS 39 Sect ion 7.1 Payment of Bonds 39 Section 7.2 Further Assurance. 39 Section 7.3 Power to Issue Bonds and Create a Lien 40 Power to Undertake Series Projects and to Collect Pledged Revenues 40 Sale of Series Projects . 40 Series Accounts and Reports . 41 Arbitrage and Other Tax Covenants 42 Enforcement of Series Assessments 42 Method of Collection of Series Assessments . 42 Delinquent Series Assessments 43 Deposit of Proceeds from Sale of Tax Certificates 44 Sale of Tax Deed or Foreclosure of Assessment 44 Other Obligations Payable from Series Assessments 45 Reassessments . 45 Completion and Maintenance of Series Projects . 46 Continuing Disclosure . 46 Section 7,4 Section 7.5 Section 7.6 Section 7.7 Section 7.8 Section 7.9 Section 7.10 Section 7.11 Section 7.12 Section 7.13 Section 7.14 Section 7.15 Section 7.16 ARTICLE VIII - EVENTS OF DEFAULT AND REMEDIES Section 8.1 Extension of Interest Payment Section 8.2 Events of Default. Section 8.3 Acceleration of Maturities of Bonds of a Series . 000016Wl.W51 48 48 48 49 (ii) · . '. - -- '," 1 . ... 1 .... ,- .'j, "'1 /{,. ,.( ....;\1 :.r;', . "I..':''':' ..;;~ 1"\.. .'" .-- . . .f<·.d~¡, ? f.:'''( +~ "-'''rft'''''I} .,t, -.)0' 'tL.! ..,-//.,;. .....:.ç,..., ',' ,.',-\ -<'," ":',..,1 -"; ":1(.,...., ,., .-fJ '". .......... r ..t_ ,t. o -:;, ""1,1 ~.,..i"-r'}_....:·t".~:..l: "}. "....." 1~" :"""" . .).~<. «.) .:. I ·.4·...~·_" ". " " "".. <.' ...A .:...... ., ~_ ,J . t... 16G 1 ~ Section 8.4 Enforcement of Remedies 50 Section 8.5 Application of Funds 50 Section 8.6 Effect of Discontinuance of Proceedings 52 Section 8.7 Restriction 011 Individual Holder Actions 52 Section 8.8 No Remedy Exclusive 53 Section 8.9 Delay Not a Waiver 53 Section 8.10 Right to Enforce Payment of Bonds 53 Section 8,11 No Cross Default Among Series 53 Section 8,12 Haiver of Past Defaults. 53 ARTICLE IX - SUPPLEMENTAL INDENTURES 54 Section 9.1 Supplemental Indentures Without Consent of Holders 54 Section 9,2 Supplemental Indentures With Consent of Holders 55 Section 9.3 Opinion of Bond Counsel With Respect to Supplemental Indenture 56 Section 9,4 Execution of Supplemental Indentures. 57 Section 9.5 Effect of Supplemental Indentures. 57 Section 9.6 Reference in Bonds to Supplemental Inden~ures. 57 ARTICLE X - DEFEASANCE 57 Section 10.1 Defeasance and Discharge of the Lien of this Indenture and Supplemental Indentures . 57 Section 10.2 Moneys Held in Trust 58 Section 10.3 Return of Unclaimed Moneys 58 ARTICLE XI - MISCELLANEOUS 59 Section 11.1 Immunity of Supervisors 59 Section 11.2 Act of Holders 59 Section 11.3 Notice to the District and the Trustee . 60 Section 11.4 Notice to the Holders. 61 Section 11.5 'Effect of Headlines and Table of Contents. 61 Section 11.6 Successors and Assigns. 61 Section 11.7 Separability Clause. 61 Section 11.8 Benefits of Indenture. 61 Section 11.9 Governing Law. 61 Section 11.10 Leg~l Holidays. 62 Exhibit A Form of Requisition nnnr\1O::W1 we;, ,.: : .: , 16G 1 THIS MASTER TRUST INDENTURE, dated as of December 1, 1996, by and between FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT, a community development district organized and existing under the laws of the State of Florida (the "District"), and SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, as trustee, a national banking association existing under the laws of the United States (the "Trustee"). RECITALS OF THE DISTRICT The District is a community development district duly organized, established and existing under the Community Development District Act (as hereinafter defined), for the purpose, among other things, of financing and managing the acquisition, construction, maintenance, and operation of the infrastructure within the boundaries of the District, The District has the power and authority under the Community Development District Act to issue special assessment bonds and revenue bonds to finance the cost of acquiring and constructing assessable improvements and to levy and collect Itenable special assessments, and non- lienable user charges a~d fees therefor. The District has determined that the planning, acquisition, construction, equipping, installation and/or improvement of the Series Projects (as hereinafter defined) are and will be necessary and desirable in serving the District's goal of properly managing the acquisition, construction, and operation of portions of the infrastructure within the District Land (as hereinafter defined) . The District has duly authorized the creation, execution and delivery from time to time of its bonds of substantially the tenor hereinafter provided (the "Bonds") I issuable in one or more series; and, to secure the Bonds and to provide for their authentication and delivery by the Trustee, the District has duly authorized the execution and delivery of this Indenture. All things have been done which are necessary to make the Bonds, when issued, executed and delivered by the District and authenticated and delivered by the Trustee hereunder, the valid obligations of the District, and to make this Indenture and the Bonds a valid agreement by the District in accordance with the terms thereof. 000016W1.1-151 16G 1 NOW, THEREFORE, THIS INDENTURE WITNESSETH: . GRANTING CLAUSES That the District, in order to secure the payment of the principal of, premium, if any, and interest on the Bonds of a Series (as hereinafter defined) issued hereunder according to their tenor, purport and effect and to secure the performance and observance by the District of all of the covenants expressed or implied herein, in the Supplemental Indenture (as hereinafter defined) authorizing the issuance of such Bonds and in such Bonds contained and in order to declare the terms and conditions upon which such Bonds and any coupons of interest appertaining thereto are issued, aathenticated, delivered, secured and accepted by all persons whå shall from time to time become holders thereof, and for and in consideration of the mutual covenants herein contained, of the acceptance by the Trustee of the trust created hereby, and the purchase and acceptance of such Bonds by the holders or obligees thereof, the District, does hereby assign, pledge and grant a security interest in the following (herein called the "Series Trust Estate") to the Trustee, and its successors in trust, and their successors and assigns forever: All of right, title and interest of the District in, to ~nd under all of the Series Pledged Revenues (as hereinafter defined), the Series Pledged Funds (as hereinafter defined) and any and all property of every kind or description which may from time to time hereafter be sold, transferred, conveyed, assigned, hypothecated, . endorsed, deposited, pledged, mortgaged, granted or delivered to, or deposited with, the Trustee as security for such Bonds issued pursuant to this Indenture and such Supplemental Indenture by the District or which pursuant to any of the provisions hereof or of such Supplemental Indenture may come into the possession or control of the Trustee or of a lawfully appointed receiver. The Trustee is hereby authorized to receive any and all such þroperty as and for security' for the payment of such Serie~ of Bonds and the interest and premium, if any, thereon, and to hold and apply all such property subject to the terms hereof, it· being expressly understood and agreed that, unless otherwise provided in the Supplemental Indenture relating to a Series the Series Trust Estate established and held hereunder for Bonds of such Series shall secure solely ~uch Bonds and shall be held separate and in trust solely for the benefit of the Holders (as hereinafter defined) of the Bonds of such Series, additional Bonds of sucn Series and other obligations 000016Wl.I'¡Sl -2- -----......+ 16G issued expressly on parity therewith and shall not secure Bonds of any other Series; TO HAVE AND TO HOLD the Series Trust Estate, whether now owned or held or hereafter acquired, unto the Trustee and its successors and assigns forever; IN TRUST NEVERTHELESS, upon the terms and trusts herein set forth (a) for the equal and proportionate benefit and security of all present and future Holders of Bonds of such Series, without preference, priority or distinction as to Lien (as hereinafter defined) or otherwise, of any Bond of such Series over any other Bond of such Series, (b) for enforcement of the payment of such Bonds, in accordance with their terms and the terms of this and the Supplemental Indenture authorizing the issuance of such Bonds, and all other sums payable hereunder, under such Supplemental Indenture or on such Bonds, and (c) for the enforcement of and compliance with the obligations, covenants and conditions of this Ind~nture except as otherwise expressly provided herein, as if all the Bonds at any time Outstanding (as hereinafter defined) had been authenticated, executed and delivered simultaneously with the execution and delivery bf this Indenture, all as herein set forth. AND IT IS HEREBY MUTUALLY COVENÞ~TED AND AGREED (a) that this Indenture creates a continuing Lien equally and ratably to secure the payment in full of the principal of, premium, if any, and interest on all Bonds of a Series which may from time to time be Outstanding hereunder, except as otherwise expressly provided herein, (b) that the Series Trust Estate shall ~mmediately be subject to the Lien of this pledge and assignwc' ~ ~ithout any physical delivery thereof or further act that the Lien of this pledge and assignment shall be ~Yst Lien superior in dignity to all Liens other t1.- u,· :1:... securing state, county, school district and ~Cl¡ ~~xes and shall be valid and binding against al. '. ~:..~~, ·,.:ving any claims of any kind in tort, contract)~herwis~ against the District, irrespective of "/L,_ ~ \.~c sue!:. !)arties have notice thereof, and (d) that such B,::,.;c.,'Ò ~,,,p. t.J be issued, authent icated and del i vered, ,r;, ¡ ::: he.. t r:he Series Trust Estate is to be held, dealt wit~ 3Gd disposed of by the Trustee, upon and subject to the t~rms, covenants, conditions, uses, agreements and trusts set forth in this Indenture, and the District hereby covenants and agrees to and with the Trustee, for the equal and proportionate benefit of the respective Holders from time to time of the Bonds of each respective Series, as follows: 000016Wl.W51 -3- · -.-"^'-.------- 1 6G 1 ARTICLE I DEFINITIONS For all purposes of this Indenture, except as otherwise expressly provided herein or in a Supplemental Indenture or unless the context otherwise requires: The terms defined in this Article have the meanings given to them in this Article and include the plural as well as the singular. All references in this instrument to designated "Articles," "Sections" and other subdivisions are to the designated Articles, Sections and other subdivisions of this instrument as originally executed, The words "herein," "hereof" and "hereunder" and other words of similar import refer to this Indenture as a whole and not to any particular Art~cle, Section or other subdivision, "Accountant" shall mean the independent certified public accountant or independent certified public accounting firm retained by the District to perform duties pursuant to this Indenture. "Accountant's Certificate" shall mean a certificate signed by the Accountant. "Accreted Value" shall mean, as of the date of computation with respect to any Capital Appreciation Bonds, an amount (rounded up to three decimal places) equal to the original principal amount of such Capital Appreciation Bonds at the date of issuance plus the interest accrued on such Bonds from the date of issuance to the date of computation, at the ra~e of interest per annum of such Bonds (or in accordance with a tabie of compound accreted values set forth in such Bonds), compounded semi-annually. A table of Accreted Values for the Capital Appreciation Bonds shall be incorporated in a Supplemental Indenture executed by the District upon issuance of any Capital Appreciation Bonds.' "Act" when used with respect to a Holder shall have the meaning given to such term in Section 11.2. "Acquisition Agreement" shall mean that certain Project Improvement Acquisition Agreement, dated as of 1996, between the District and GB lOa, Inc. and Parcel Z, Inc. jointly· d/b/a 951 Land Holdings Joint Venture. 000016Wl.W51 - 4- -- 16G 1 "Additional Series Project" shall mean any additions, extensions, improvements and betterments to and reconstructions of a Series Project to be financed, in whole or in part, ftom the proceeds of Bonds. "Assessment Proceedings" shall mean, with respect to a Series of Bonds, the proceedings of the District with respect to the establishment, levy and collection of the related Series Assessments. "Authorized Representative" shall mean any person designated in a Statement of the District to perform the act or sign the document in question. "Benefit Special Assessments" shall mean assessments levied and collected by the District pursuant to Section 190.021(2) of the Community Development District Act. "Bond Counsel" shall mean"an attorney or firm of attorneys of nationally recognized standing in the field of law relating to municipal bonds selected by the District. "Bond Registrar" or "Registrar" shall have the meaning given to such term 1n Section 2.5. "Bond Year" shall mean, unless otherwise provided in the Supplemental Indenture authorizing a Series of Bonds, the period commencing on the first day of May in each year and ending on the last day of April of the following year. "Bonds" shall have the meaning stated in the fourth recital of this instrument and more particularly includes any Bond authenticated and delivered hereunder. "Business Day" shall mean anY' day excluding Saturday, Sunday or any other day on which banking institutions in the cities in which the Corporate Trust Office of the Trustee or the principal office of the Paying Agent, if any, are located are authorized or obligated by law or other governmental action to close. "Capital Appreciation Bonds" shall mean Bonds issued hereunder as to which interest is payable only at the maturity or earlier redemption thereof. "'Capitalized Interest" shall mean, with respect to a Series of Bonds, interest due with respect to such Series fori a period not exceeding three years to be funded from the proceeds of such Series. 000016Wl.W51 .- 5- "Certificate," "Statement," "Request," and 16G 1 "Order" of the District shall mean, respectively, a written certificate, statement, request or order signed in the name of the District by an Authorized Representative. "Chairman" shall mean the Chairman of the Governing Body of the District or his or her designee or the person succeeding to his or her principal functions. "Code" shall mean the Internal Revenue Code of 1986, as amended, or any successor thereto, and the regulations promulgated thereunder. "Collection Agreement" sh<¡tll have the meaning given to such~ term in Section 7.9. "Community Development District Act" shall mean the Uniform Community Development District Act of 1980, being Chapter 190, Florida Statutes, as amended. '. "Consulting Engineers" shall mean, with respect to a Series and the related Series Project, Hole, Montes & Associates or any other engineering firm selected by the District having a favorable reputation for skill and experience in performing the duties imposed upon it. "Corporate Trust Office" means the principal office of the Trustee at which at any particular time its trust business shall be principally administered. "Cost" shall mean, with respect to a Series Project or Additional Series Project, all costs, obligations and expenses incurred in connection therewith, including (without intending by such enumeration to exclude any proper item of cost permitted to be incurred under Lhe Act, other applicable provisions of Florida law, or this Indenture, the following items: . (a) All Costs of Issuance. (b) Any interest accruing on such Bonds from their date through the first interest Payment Date received from the proceeds of the Bonds and Capita~ized Interest as may be authorized or provided for by the Supplemental Indenture related to such Series of Bonds. Notwithstanding the deposit of Capitalized Interest into the related Series Interest Account, Capitalized Interest shall also include any amount directed by the District to the Trustee in writing to be withdrawn from the related Series Acquisition and Construction 000016Wl.W51 -6- ...-=-~-. ~1'1- ----__.- .. ~-I - "o/"""~" - ~ ~ ------- ...- -...... - _.-- 16G 1 Account and deposited into such Series Interest Account, provided that such direction includes a certification that such amount represents earnings on amounts on deposit in the related Series Acquisition and Construction Account and that, after such deposit, the amount on deposit in such Series Acquisition and Construction Account, together with earnings thereon will be sufficient to complete the related Series Project which is to be funded from such Series Acquisition and Construction Account. (c) The costs of acquiring, by purchase or condemnation, all of the land, structures, improvements, rights-of-way, franchises, easements, and other interests in property, whether real or personal, tangible or intangible, which themselves constitute the Series Project or Additional Series Project or which are necessary or convenient to acquire a~d construct the Series Project or Additional Series Project. (d) All costs of construction, including, without limitation, all costs incurred for labor and materials, including equipment and fixtures, by contrac~ors, ~ùilders, and materialmen in connection with the acquisition and construction of the Series Project or Additional Series Proj ect .' (e) All legal, architectural, engineering, and consulting fees, as well as all financing charges, taxes, insurance and bond premiums and all other costs and e~penses not specifically referred to in this Indenture that are incurred in connection with the acq\lisition and construction of the Series Project or Additional Series Project, whether or not provided for in the Act. "Costs of Issuance" shall mean, with respect to a Series, all expenses and fees relating to the issuance of such Series, including, without limitation, initial credit and liquidity facility fees and costs, attorneys' fees, underwriting fees and discounts, all fees and expenses (including, without limitation, counsel fees) of the Trustee, the Bond Registrar and the Paying Agent, rating agency fees, fees of financial advisors, engineer's fees, administrative expenses of the District, the costs of preparing audits and engineering and feasibility reports, surveys, and studies, and the costs of printing such Bonds and the preliminary and final disclosure documents. 000016Wl.W51 -7- 16G 1 "Date of Completion" shall mean, with respect to a Series proj ect or A,ddi t ional Series proj ect, (i) the date upon which the Series Project and all components thereof have been acquired or' constructed and are capable of performing the functions for which they were intended, as evidenced by a certificate of the Consulting Engineers filed with the Trustee and the District¡ or (ii) the date on which the District determines, upon the recommendation of or consultation with the Consulting Engineers, that it cannot complete the Series Project in a sound and economical manner within a reasonable period of time as evidenced by a certificate of the Consulting Engineers of the District filed with the Trustee and the District¡ provided that in each case such certificate of the Consulting En~ineers shall set forth the amount of all Costs of such Seri~s Project or Additional Series Project which has theretofore been incurred, but which on the Date of Completion is or will be unpaid or unreimbursed. "Debt Service" shall mean, 'with respect to a Series of Bonds, the principal, interest, and premium, if any, payable with respect to such Bonds. "Depositary" shall mean The Depository Trust Company or any other clearance system selected by the District. "District" shall mean Fiddler's Creek Community Development District, a community development district created and established pursuant to the Community Development District Act, and any successors and assigns. "District Fees" shall mean the fees and user charges permitted under the Community Development District Act to be levied and collected by the District to defray or reimburse the District for the cost of capital infrastructure improvements. "District Land" shall have the meaning gIven to such term in the Acquisition Agreement. "Event of Default" shall have the meaning given to such term in Section 8. "Fiscal Year" shall mean the fiscal year of the District in effect from time to time, which shall initially mean the period commencing on the first day of [October] of any year and ending on the last day of [September] of the following year. "Governing Body" shall mean the Board of Supervisors of the District. 000016Wl.W51 -8- tI!II ,,~.. --- ---- - -- ---- . - -- 16G 1 "Government Obligations" shall mean direct obligations of, and obligations the payment of principal of and interest on which is unconditionally guaranteed by, the United States of America. "Holder" or "Holders" shall mean the Person in whose name a Bond is registered on the books of the District kept for such purpose jn accordance with the terms hereof. "Indenture" shall mean this instrument as originally executed or as it may from time to time be amended and supplemented. "Investment Obligations" shall mean any of the following secuiities. if and to the extent that such securities are legal investments for funds of the District: (i) Government Obli~ations; (ii) Bonds, debentures, notes or other evidences of indebtedness issued by any of the following agencies: Government National Mortgage Association, Federal Land Banks, Federal Home Loan Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Tennessee Valley Authority, United States Postal Service, Farmers Home Administration, Export-Import Bank, Federal Financing Bank and Student Loan Marketing Association; (iii) Bonds, debentures, notes or other evidences of indèbtedness issued by the Federal National Mortgage Association to the extent such obligations are guaranteed by the Government National Mortgage Association; (iv) Repurchase agreements with any bank or trust company, including the Trus:ee or an affiliate thereof, or government bond dealer reporting to the Federal Reserve Bank of New York continuously secured or collateralized by obligations described in subparagraph (i) above, at all times (a) having a market value (exclusive of accrued interest) not less than that of the repurchase agreement, (b) held free and clear of claims by third parties, (c) subject to a perfected first security interest in the collateral in favor of the Trustee and (d) held by the Trustee or its agent, as custodian; (v) Commercial paper, other than that issued by bank holding companies, (a) rated at the date of investment in one of the two highest rating categories of Moody's or S&P, or (b) issued by corporations which at the date of investment have an outstanding, unsecured, 000016Wl.W51 -9- .~------" ~ - - ~.~ 16G 1 uninsured and unguaranteed debt issue rated in one of the three highest rating categories of Moody's or S&P; (vi) the Fidelity Cash Portfolio or the U.S. Treasury Portfolio; and (vii) other investments permitted under applicable Florida law, other than annuity and other guaranteed investment contracts to the extent not includible in the foregoing types of permitted investments. "Lien" means any mortgage, pledge, security interest, deed of trust, assignment, title retention, hypothecation, Lien, charge, claim or other encumbrance on or with respett to, or any preferential arrangement having the practical effeèt of constituting a security interest with respect to the payment of any obligation with or from the proceeds of, any asset or revenue of any kind. "Maintenance Special Assessments" shall mean non- ad valorem special assessments levied and collected purslJ'3.nt to Section 190.021 (3) of the Community Development District Act for benefits with respect to water management and control responsibilities undertaken by the District. "Maximum Annual Debt Service Requirement" shall mean, at any given time of determination, the maximum amount of Debt Service coming due in any current or future Bond Year with regard to the Bonds for which such determination is made; provided, however, that in the case of any Bonds for which a sinking fund has been established, the principal due thereon shall be deemed to mature in each year in which payment is required to be made into such sinking fund in the amount of such payment. With respect to Variable Rate Bonds, the maximum amount of Debt Service shall be determined on the assumption that interest will accrue on such Bonds at a rate per annum equal to the greater of 110% of the average daily rate of interest borne by such Bonds during the Fiscal Year preceding the date of computation and the current rate of interest borne by such Bonds on such date. "Moody's" shall mean Moody's Investors Service, Inc., a corporation organized and existing under the laws of the State of Delaware, and its successors and assigns, and, if such corporation no longer performs the functions of a securities rating agency, "Moody's" will be deemed to refer to any other nationally recognized securities rating agency designated by the District by written notice to the Trustee. 000016W1.W51 -10- ~ .'",..~ ~"""'~4,- '\ ,r',..;,·-.··,t.;,,,,' "1~ f'1·.:·"::.4J....~. 1';'.,::'~"_, :' "';. :~:' ".:,. , .... ......., ..' . . ";:':,.,,'J' ...JI'~J. ..~.~, . . ;'4, 16G 1 "NRM~IR" shall mean Bloomberg MuniCipal Depository, or such other nationally recognized municipal securities information repository approved by the Securities and Exchange Commission as the District may select for the purpose of filing reports, and any state information depository established for the State of Florida. "Outstanding," shall mean, as of a particular date and with respect to a Series of Bonds, all Bonds of such Series theretofore authenticated and delivered under this Indenture I exc.ept: (i) Bonds theretofore cancelled by the TruStee or delivered to the Trustee for cancellation¡ (ii) Bonds (or portions of Bonds) for the payment or redemption of which money, equal to the principal amount or reàemption price thereof, as the case may be, with interest to the date of maturity or redemption date, has been theretofore deposited with the Trustee for the Holders thereof¡ provided that if such Bonds (or portions of Bonds) are to be redeemed, notice of such redemption shall have been given or provision satisfactory to the Trustee shall have been made; (iii) Bonds in lieu of or in substitution for which other Bonds shall have been authenticated and delivered pursuant to this Indenture; and (iv) Bonds paid or deemed to have been paid as provided in this Indenture. In addition, Bonds actually known by the Trustee to be held by or for the D{strict will not be deemed to be Outstanding for the purposes and within the purview of Article IX. "Paying Agent" shall mean any Person authorized by the District to pay the principal of (and premium, if any) or interest on any Bonds on behalf of the District. "Payment Date" shall mean, with respect to a Series of Bonds, the stated maturity of an installment of interest or principal on such Bonds. "Person" shall mean a natural person, firm, trust, association, partnership, joint venture, corporation, trust or any government or political 000016Wl.W51 -11- ... ,J...,. '.,,) ;..~, ~ "'\....,!, J".... ,-', ...',.:~ .~".', _. ...\~., .r" \..., 'Ow··" ~~ \~1· ';. r....~"·~, ", 'r':>~.:,._ 't: "';'r-""""> ,'i"'J ~ /.';:"'t 'l/~\.,,'''It¡,'', "..t.......~~~y.t' "'-..,' ........(".l......r,.' ''',U." ';' ¿~.....\. ~ "....~ , 16G 1 subdivision or any agency, department or instrumentality thereof. "Prepayments" shall mean any Series Assessments, or portions thereof, which are paid to the District prior to the time such Series Assessments become due. ,.! "Property Appraiser" shall mean the Property Appraiser in and for Collier County, Florida, or the Person succeeding to its principal functions. "Rebate Amount" shall mean the amount, if any, required to be rebated to the United States of America pursuant to Section 148(f) of the Code. "Rebate Analyst" shall mean the person selected by the District to calculate the Rebate Amount, which Person shall either be a firm of attorneys or independent certified public accountants with ex~ertise in the calculation of the Rebate Amount. "Record Date" shall mean the 15th day of the calendar month next preceding any Payment Date or, in the case of any proposed redemption of Bonds, the fifth day next preceding the date of mailing of notice of such redemption, or if either of the foregoing days is not a Business Day, then the Business Day immediately preceding such day. "Responsible Officer", when used with respect to the Trustee, means any Managing Director, Vice President, Assistant Vice President, Assistant Secretary, Assistant Treasurer, or trust or other officer of the Corporate Trust and Agency Group of the Trustee in Orlando, Florida, or any successor thereto, regularly engaged in the performance of corporate trust functions. "S&P" shall mean Standard & Poor's Corporation, a corporation organized and existing under the laws of the State of New York, and its successors and its assigns, and, if such corporation no longer performs the functions of a securities rating agency, "S&P" will be deemed to refer to any other nationally recognized securities rating agency designated by the District by written notice to th¿ Trustee. "Series" shall mean all of the Bonds authenticated and delivered on original issuance under and pursuant to a Supplemental Indenture and any Bonds thereafter authenticated and delivered in lieu of or in substitution therefor regardless of variations in maturity, interest rate or other provisions; provided, however, that 000016Wl.W51 -12- 4 ~ " . .,")" '\ '::",. 'L. '..... 4 P ... '~·I,,·df'j.~,;"-, ...... .:.., "¡ q-.... r.,:.., ....~j¥ .,......_/,.,-.. .¿ .... ... ....~è~. :"( :·..(..~...r...\..,......·..~/..::"'.:...".{ :~"..""""~ . 'f;?"TT) .....~... ~ .t'....4..\ ': "t.:;,I \~ '..,4,', ".!.......,¡ . '" .' f, .. :....!...t·.:fI-··~.1/J:-.··, ,.\;,",,,_ .... I\,t.'~"."'~: ...t-'·t"....." .4·'.... \ I />' ~ IÞ .f,...~.,. 16G 1 two or more Series of Bonds may be issued simultaneously under the same Supplemental Indenture if designated as separate Series of Bonds by the District upon original issuance. "Series Accounts" shall mean, with respect to a Series of Bonds, all accounts created pursuant hereto and the Supplemental Indenture relating to such Series, except the Series Rebate Account, and all proceeds deposited or required to be deposited therein. "Series Acquisition and Construction Account" shall have the meaning given to such term in Section 4.2. "Series Assessments" shall mean, with respect to a Series of Bonds; all non-ad valorem special assessments and charges levied and collected by or on behalf of the District pursuant to the Community Development District Act to repay and secure such Series, which may include Benefit Special Assessments, together with any and all amounts received by the District from the sale of tax certificates or otherwise from the collection of delinquent Series Assessments and any applicable interest and penalties collected by or on behalf of the District. "Series Bond Sinking Fund Account" shall have the meaning given to such term in Section 5,4. "Series Cost of Issuance Account" shall have the meaning given to such term in Section 4.5. "Series Interest Account" shall have the meaning given to such term in Section 5.3. "Series Optional Redemptlon Subaccount" shall have the meaning given to such term in Section 5.7. "Series Pledged Funds" shall mean, with respect to a Series of Bonds, all amounts on deposit from time to time in the Series Accounts established in respect of such Series as pledged to secure the repayment of such Bonds; provided, however, that such term shall not include any amounts on deposit in a Series Rebate Account. "Series Pledged Revenues" shall mean, with respect to a Series of Bonds, the Series Assessments, District Fees and other revenues designated in the Supplemental Indenture relating to such Series as pledged to secure the repayment of Bonds. "Series Prepayment Subaccount" shall have the meaning given to such term in Section 5.7. -.. --- - ------- --~....__...__..- - _6 - "'1f .- - ..11. .... m-'-.... --- 16G 1 "Series Project" or "Series Projects" shall mean the planning, acquisition, construction, equipping, installation and/or improvement of capital projects on the District Land for the benefit of the District to be financed with all or a part of the proceeds of a Series of Bonds as shall be described in the Supplemental Indenture relating to such Series. "Series Rebate Account" shall have the meaning given to such term in Section 5.6. "Series Redemption Account" shall have the meaning given to such term in Section 5.7. "Series Reserve Account" shall have the meaning given to such term in Section 5.5. "Series Reserve Account Requirement" shall mean, with respect to a Series of Bonds and, unless otherwise provided in the Supplemental Indenture relating to such Series, as of any date of calculation for a particular Series Reserve Account, an amount equal to the least of: (A) the Maximum Annual Debt Service Requirement for all Outstanding Bonds of such Series, (B) 125% of the average annual Debt Service for all Outstanding Bonds of such Series, or (C) the lesser of (x) the aggregate of 10\ of the proceeds of the Bonds of such Series on original issuance thereof or (y) the principal amount of the Bonds of such Series then outstanding. In computing the Series Reserve Account Requirement in respect of any Variable Rate Bonds, the interest rate on such Bonds shall b~ assumed to be the greater of 110% of the average daily rate of interest borne by such Bonds during the Fiscal Year preceding the date of computation, or such shorter period of time as such Series shall have been Outstanding, and the current rate of interest borne by such Bonds on such date; provided, however, that in no event shall the Series Reserve Account Requirement as adjusted on such date of calculation exceed the lesser of the amounts specified in the immediately preceding sentence. "Series Revenue Account" shall have the meaning glven to such term in Section 5.~. "Series Trust Estate" shall have the meaning given to such term in the recitals hereto, and shall include the Series Pledged Revenues and the Series Pledged Funds. "Supplemental Indenture" shall mean an indenture supplemental hereto authorizing the issuance of a Series of Bonds hereunder and establishing the terms thereof and the 000016Wl.W51 -14 - 16G 1 security ther~for and shall also mean any indenture supplemental hereto entered into for the purpose of amending the terms and provisions hereof with respect to all Bonds in accordance with Article IX. "Taxable Bonds" shall mean Bonds of a Series which are not Tax Exempt Bonds. "Tax Collector" shall mean the Tax Collector in and for Collier County, Florida, or the Person succeeding to its principal functions. "Tax Exempt Bonds" shall mean Bonds of a Series the in~erest on which, in the opinion of Bond Counsel on the date of otigiDal issuance thereof, is excludable from gross income for United States federal income tax purposes. "Trustee" shall mean the Person so designated in the first paragraph of this Indenture, until a successor shall have become appointed pursuant'hereto, and thereafter "Trustee" shall mean such successor Trustee. "Variable Rate Bonds" shall mean Bonds with a variable, adjustable, convertible or other similar interest rate which is not fixed in percentage for the entire term thereof on the date of issue. ARTICLE II THE BONDS Section 2.1 Issuance of Bonds. The aggregate principal amount of Bonds which may be authenticated and delivered under this Indenture is not limited. The District may issue Bonds in one or more Series for the purpose of: (i) paying all or part' of the Cost (including the Costs of Issuance) of a Series Project or Series Projects; (ii) refunding an Outstanjing Series of Bonds or any portion thereof; and (iii) depositing the Series Reserve Account Requirement to the Series Reserve Account for such Series of Bonds. The District may also issue from time to time additional Bonds of a Series, whether or not ranking on a parity with all Bonds of such Series, under and pursuant to the terms of a Supplemental Indenture. Section 2.2 General Terms of Bonds. The terms and conditions listed below, as applicable, of any Series of Bonds shall be established in a Supplemental Indenture: (1) the title of the Bonds of the Series (which shall distinguish such Bonds from Bonds of all other Series) ; 000016Wl.W51 -15- 000016Wl.W51 16G 1 (2) any limit upon the aggregate principal amol1nt of such Bonds which may be authenticateà and delivered under this Indent=ure,- (3) the date or dates on which the principal and premium, if any, of such Bonds are payable; (4) the rate or rates at which such Bonds shall bear interest, if any, or the formula by which interest shall be calculated, the date or dates from which such interest shall accrue, the interest payment dates on which such interest shall be payable and, if other than the Record Date, th~ Record Dates for the determination of Holders thereof to whom interest is payable¡ (5) the place or places where the principal of, and premium, if any, a~d any interest on such Bonds shall be payable,- . (6) the price or prices at which, the period or periods within which and the terms and conditions upon which such Bonds may be redeemed, in whole or in part, at the option of the District, pursuant to any sinking fund or otherwise,- (7) the obligation, if any, of the District to redeem, purchase or repay Bonds pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof and the price or prices at which and the period or periods within which and the terms and conditions upon which such Bonds shall be redeemed, purchased or repaid, in whole or in part, pursuant to such obligation,- (S) if other than denominations of $5,000 and any integral multiple of $5,000 in excess thereof, the denominations in which such Bonds shall be issuable,- (9) if other than the principal amount at stated maturity thereof, the portion of the principal amount of such Bonds which shall be payable upon declaration of acceleration of the maturity thereof,- (lÚ) any Events of Default with respect to such Bonds, if not set forth herein,- and -16- '---"""-~''''II1MWJItIl'Ibì~'..-~ lI1'JirlJi_ 16G 1 (11) any other terms of the Series. All Bonds of a Series issued under this Indenture shall in all respects be equally and ratably entitled to the benefits hereof without preference, priority or distinction on account of actual time or times of authentication and delivery or maturity of such Bonds. All Bonds of a Series shall be substantially identical except as to denomination and except as may otherwise be provided in the applicable Supplemental Indenture. Except as otherwise specified in the applicable Supplemental Indenture, interest on Bonds of a Series shall be paid to the Person in whose name such Bonds are registered at'the close of business on the Record Date, and such interest shall be calculated on the basis of a 360-day year of twelve 3D-day months. Section 2.3 Denomination. Authentication and Datinq of Bonds, Unless otherwise p~ovided in the applicable Supplemental Indenture, the Bonds of each Series shall be issued in book entry form in denominations of $5,000 and any integral multiple of $5,000 in excess thereof. Each Bond shall be dated as of the date of its authentication. At any time and from time to time after the execution and delivery of this Indenture, the District may deliver Bonds of any Series executed by the District to the Trustee for authentication. Except as otherwise provided in this Article II, the Trustee shall authenticate and deliver the Bonds of such Series to or upon the Order of the District upon receipt of: (a) an executed a~d attested original or certified copy of this Indenture¡ (b) an executed and attested original or certified copy of the Supplemental Indenture fixing the amount of and security for the Series of Bonds authorized to be issued thereby and establishing the terms and conditions of such Series of Bonds; (c) a copy, duly certified by an Authorized Representative, of the resolutions of the District theretofore adopted and approved authorizing the execution and delivery of such Supplemental Indenture and the issuance and sale of such Series of Bonds; 000016Wl,WSl _ 1 ..., 16G 1 (d) an opinion of counsel for the District to the effect that this Indenture and the Supplemental Indenture relating ~o such Series of Bonds have been duly and validly authorized, executed and delivered, that the issuance of such Series of Bonds has been duly authorized, and this Indenture and such Supplemental Indenture are valid and binding obligations of the District, enforceable against the District in accordance with their respective terms except as enforcement thereof may be affected by bankruptcy and other similar laws relating to creditor's rights generally or general principles of equity¡ (e) an opinion of Bond Counse 1 for the District to the effect that the Bonds of such Series are valid, binding and enforceable obligations of the District and, if such Series of Bonds are not Taxable Bonds, that interest thereon is excludable from'gross income of the Holders under the federal income tax laws of the United States in effect on the date such Series of Bonds is delivered tc their initial purchasers¡ (f) a Request of the District to the Trustee to authenticate and deliver such Series of Bonds; (g) a Certificate of the District to the effect that, upon the authentication and delivery of such Series of Bonds, and after giving effect to their issuance, there shall exist no Event of Default under the Indenture¡ (h) a copy, duly certified by an Authorized Representative, of the Assessment Proceedings relating to such Seriee¡ (i) a copy, duly certified by an Authorized Representative, of the final judgment validating such Series of Bonds, if required, and a Certificate of the District confirming that no appeal was taken with ~espect thereto or, if taken, the judgment was affirmed; and (j) a certificate, duly executed, from the Consulting Engineers setting forth the Cost of the related Series Project. Section 2.4 Bonds shall be signed Execution and Form of Bonds. The in the name and on behalf of the 000016Wl.W51 -18- 16G 1 District, manually or by facsimile by the ChRirman, and by the Secretary of the District, and the certificate of authentication appearing-on the face of the Bonds shall be signed manually by the Trustee. The official seal of the District shall be imprinted or impressed on the Bonds. Bonds bearing the manual or facsimile signatures of individuals who were at any time Authorized Representatives shall bind the District, notwithstanding that one or more of such individuals shall have ceased for any reason to hold such office or to be so authorized prior to the authentication and delivery of such Bonds or did not hold such office or authorization at the date of such Bonds. No Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Bond a certificate of authentication substantially in the form provided for in the Supplemental Indenture relating to such Bonds executed by the Trustee by manual signature of an authorized signatory of the Trustee, and such certificate upon any Bond shall be conclusive evidence, and the only evidence, that' such Bond has been duly authenticated and delivered hereunder. Section 2.5 Reqistration, Transfer and Exchanqe. The District shall cause books to be kept at the Corporate Trust Office of the Trustee for the registration and for the transfer of the Bonds as provided in this Indenture. The Trustee is hereby appointed "Bond Registrar." Upon surrender for transfer of any Bond at the Corporate Trust Office, the District shall execute and the Trustee shall authenticate and deliver in the name of the transferee a new fully registered Bond or Bonds of the same Series. Notwithstanding the foregoing, so long as the Bonds are issued in book entry form, transfers of Bonds may be made only in accordance with,the rules of the Depositary. All Bonds issued upon any transfer or exchange of Bonds shall be the valid obligations of the District, evidencing the same debt, and,entitled to the same security and benefits under this Indenture, as the Bonds surrendered upon such transfer or exchange. Every Bond presented or surrendered for transfer, exchange or discharge from registration shall (if so required by the District or the Bond Registrar) be duly endorsed, or be accompanied by a written instrument of transfer in form satisfactory to the District and the Bond Registrar duly executed by the Holder thereof or his attorney duly authorized in writing. 000016Wl.W51 -19- 1 6G 1 No service charge shall be made for any registration, discharge from registration, transfer or exchange of Donds, but the Di.strict may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Bonds, other than exchanges under Section 2.6 not involving any transfer. The District shall not be required (i) to issue, transfer or exchange any Bond of any Series during a period beginning at the opening of business 15 days before the day of the first mailing of a notice of redemption of Bonds of such Series under Section 3,3 and ending at the close of business on the day of such or mailing, or (ii) to transfer or exchange a~y Bond' so selected for redemption in whole or in part, or (iii) to transfer any Bond during a period beginning at the opening of business on any Record Date for such Sèries and ending at the close of business on the relevant interest Payment Date there~or. The Holder in whose name any Bond shall be registered shall be deemed the absolute owner thereof for all purposes, and payment of Debt Service shall be made only to or upon the order of such Holder or his attorney or legal representative, All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid. Section 2.6 Temporary Bonds. Pending delivery of definitive Bonds, there may be executed, authenticated, and delivered to the Holders thereof, in lieu of definitive Bonds and subject to the same limitations and conditions except as to identifying numbers, temporary printed, engraved, lithographed or typewritten Bonds in authorized denominations, substantially of the tenor set forth in the Bond form to be set forth in the Supplemental Indentur~ authorizing such Series of Bonds. The District shall cause definitive Bonds to be prepared and to be executed, endoraèd, registered, and delivered to the Trustee, and the Trustee, upon presentation to it of any temporary Bond, shall cancel the same and authenticate and deliver, in exchange therefor, at the place designated by the Holder, without expense to the Holder, definitive Bonds of the same Series in an equal aggregate principal amount. Until so exchanged, the temporary Bonds of any Series shall in all respects be entitled to the same benefits of this Indenture and any Supplemental Indenture as the definitive Bonds of such Series to be issued hereunder. Section 2.7 Mutilated. Defaced, Destroyed, Lost and Stolen Bonds. A mutilated Bond may be surrendered and thereupon the District shall execute and the Trustee 0000161;1.1;51 -20- ..:....-.-....___....-_.Iio... _ ...-...--- --...-.-. ~~.~ --~_.~ ., 16G shall authenticate and deliver in exchange therefor a new Bond of like tenor and face amount, bearing a number not contemporaneously outstanding. If there be delivered to the District aod the Trustee: (i) destruction, evidence to their satisfaction of the loss or theft of any Bondi and (ii) such security or indemnity as may be required by them to save each harmless, then, in the absence of notice to the District or the Trustee that §uch ~ond has been acquired by a bona fide purchaser, the District shall execute and, upon its request, the Trustee shall authenticate and deliver in lieu of any such destroyed, lost or stolen Bond, a new Bond of like tenor and face amount, bearing ~ number not contemporaneously outstanding. . In case any mutilated, destroyed, lost or stolen Bond has become or is about to become due and payable, the District may payor authorize the payment of such Bond instead of issuing a substitute Bond. Every substitute Bond issued pursuant to the provisions hereof in lieu of any destroyed, lost or stolen Bond shall constitute an original additional contractual obligation of the District, whether or not the destroyed, lost or stolen Bond shall at any time be enforceable by any Person, and such substitute Bond shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Bonds issued hereunder. These provisions are exclusive and shall preclude (to the extent lawful) any and all other rights and remedies with respect to the replacement or payment of any mutilated, defaced, destroyed, lost or stolen Bonds. Section 2.8 Cancellation. All Bonds surrendered for payment or exchange shall, if surrendered to the District or any agent of the District, be cancelled and, in the case of delivery to the Bond Registrar, be delivered to the Trustee and, if not already cancelled shall be promptly cancelled by it. The District may at any time deliver to the Trustee for cancellation any Bonds previously authenticated and delivered hereunder, which the District may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly cancelled by the Trustee. No Bonds shall be authenticated in lieu of or in exchange for any Bonds cancelled as provided in this 000016Wl.W51 -21- .. 1 W.~"--~"qf----~-"'·--~- ~--m ~L 'I'f'- '",-. TI'rT-1:l iI~-_ ·~·~:'"-:"'~I·-,-·"I' -, -: AI: ...~.IíIì. ',""·;141-.·. ._-"-"':1T.~.I\t~. ': Section 2.8, except as expressly permitted by this Indenture. All cancelled Bonds shall be disposed or as directed by an Order of the District. The T-rustee shall destroy all cancelled Bonds in accordance with the instructions of the District and shall furnish certificates of such destruction to the District stating the serial numb~;s, dollar value and total number of Bonds destroyed hereunder. 1 6G 1 ARTICLE III REDEMPTION OF BONDS Section 3,1 Redemption Generally. The District may reserve the right to redeem and pay, prior to stated maturity, all or any part of the Bonds of any Series, either by optional redemption, sinking fund or otherwise, by provision therefor in the Supplemental Indenture authorizing the issuance of such Series of Bonds. In case of any redemption at the election of the District of less than all of the Bonds, the Dístrict shall, at least 45 days prior to the date of redemption fixed by the District (unless a shorter notice shall be satisfactory to the Trustee) notify the Trustee of such date of redemption and of the principal amount of Bonds to be redeemed. Unless otherwise provided in the Supplemental Indenture relating to a S~ries of Bonds, if less than all of the Bonds of anyone maturity of a Series are to be redeemed, the particular Bonds of a Series to be redeemed shall be selected by lot in the manner determined by the Trustee and shall be redeemed in inverse order of maturity. The Trustee shall promptly notify the District in writing of the Bonds selected for redemption and, in the. case of any Bond selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redempti~n of Bonds shall relate, in the case of any Bond redeemed or to be redeemed only in part, to the portion of the principal thereof which has been or is to be redeemed, Section 3.2 Bonds Redeemed in Part. Any Bond which is to be redeemed only in part may, at the option of the Holder, (i) be presented for notation thereon by the Trustee of the payment as of the redemption date of the redeemed portion of the face amount thereof, or (ii) be surrendered (with, if the District or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the District and the Trustee duly executed by, the Holder thereof or his attorney duly authorized in writing) and the District shall execute and the Trustee shall authenticate and deliver to 000016Wl.W51 -22- 16G 1 the Holder of s\...:ch Bond "'Ii thout serv iC2 charge, a new Bond or Bonds, of any authorized denomination or denominations as requested by such HoldeF in aggregate face amount equal to the unredeemed portion of the face amount of the Bond so surrendered. Section 3.3 Notice of Redemption; Procedure for Sel~ction. In case the District shall desire to exercise the right to redeem all or any part of the Bonds of a Series in accordance with their terms, it shall fix a date for redemption and shall mail a notice of such redemption at least 30 and not more than 60 days prior to the date fixed for redemption to each Holder as of the Record Date of a Bond to be redeemed as a whole or in part at his address as , the same appear on the registry books of the District. If mailed in the manner herein provided, the notice shall be conclusively presumed to have been duly given, whether or not any such Holder receives such notice. Any defect in or failure to give notice to the Holder of any Bond of a Series designated for ~~demption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Bond of such Series. Each such notice of redemption shall specify the date fixed for redemption, the redemption price, the place where such Bonds are to be surrendered for payment of the redemption price, which shall be the Corporate Trust Office, that payment will be made upon presentation and surrender of such Bonds ~nd all coupons appertaining thereto, if any, that accrued interest, if any, to the redemption date will be paid as specified in said notice, and that on and after said date, interest thereon or on the portions thereof to be redeemed will cease to accrue. In case the redemption is on account of a sinking fund, such notice shall so specify. If less than all the Outstanding Bonds of a Series are to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and sh~ll state that on and after the date fixed fúr redemption, upon surrender of such Bond, a new Bond or Bonds of that Series in the principal amount and stated maturity equal to the unredeemed portion th~reof will be issued, Any notice of redemption to be mailed by the District pursuant to this Section 3.3 may be mailed, upon Order of the District, by the Trustee in the name and at the expense of the District. Any required notice of redemption also shall be sent by mail, postage prepaid, to each NRMSIR at the same time as notice is mailed to Holders but neither the failure 000016Wl,WSl -23- .......--... ---- -----.------...-..~.-- ....------.---_.___.:"..._..n................... ---4 '....'.~~............... 'V...-~ 16G 1 to send nor any defect in the notice so mailed shall affect the validity of the proceedings for the redemption. Section 3.4 Payment of Bonds Called for Redemotion. If notice of redemption has been mailed as provided in Section 3.3, the Bonds or portions of Bonds of a Series with respect to which such notice has been mailed shall become due and payable on the date and at the place or places stated in such notice at the applicable redemption price, together with accrued interest to the redemption date and on and after said date (unless the District shall default in the payment of such Bonds at the applicable redemption price, together with accrued interest, if any, to said date) any interest on the Bonds or portions of Bonqs of any Series so called for redemption shall cease to accrue, and such Bonds and portions of Bonds of any Series shall be deemed not to be Outstanding hereunder and shall not be entitled to any benefit under this Indenture except to receive pa~ent of the redemption price, together with accrued interest, if any, to the date fixed for redemption. On the redemption èate specified in the notice of redemption, the District shall deposit with the Trustee or with one or more paying agents an amount of money, in immediately available funds, sufficient to redeem on the redemption date all the Bonds so called for redemption at the applicable redemption price, together with accrued interest, if any, to the date fixed for redemption. On presentation and surrender of such Bonds at a place of payment specified in said notice, the said Bonds or the specified portions thereof shall be paid and redeemed by the District at the applicable redemption price, together with accrued interest, if any, to the date fixed for redemption. Upon presentation of any Bond redeemed in part only, the District shall execute and the Trustee, upon the Order of the District, shall authenticate and deliver to the Holder thereof, at the expense of the District, a new Bond or Bonds of such Series, of authorized denominations in aggregate principal amount and stated maturity equal to the unredeemed portion of the Bond so presented. ARTICLE IV ACQUISITION AND CONSTRUCTION FUND Section 4.1 Deposit of Funds. The District shall deposit with the Trustee all of the proceeds from the sale of each Series of Bonds (including accrued interest on such Series from the date thereof to the date of their delivery to the purchasers). The Trustee shall thereupon deposit: 000016Wl.W51 -24- 16G 1 (i) the amount received as accrued interest on the Bonds and Capitalized Interest, if any, in the Series Interest Account; (ii) an amount equal to the Series Reserve Account Requirement in the Series Reserve Account; (iii) an amount equal to the Costs of Issuance relating to such Series in the Series Cost of Issuance Account; and (iv) the balance in the Series Acquisition and Construction Account. Section 4.2 Series Acquisition and Construction Account. The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a separate account in respect of such Series (the "Series Acquisition'~nd Construction Account"). The District shall pay to the Trustee, for deposit into such Series Acquisition and Construction Account, as promptly as practicable, the following amounts received by it: (i) the amount set forth in Section 4.1(iv) (i i) payments made to the District from the sale, lease or other disposition of the Series Project or Additional Series Project or any port ion thereof; , (i i i) the balance of insurance proceeds with respect to the loss or destruction of the Series Project or any portion thereof; and (iv) such other amounts as may be provided in a Supplemental Indenture. Moneys on deposit in a Series Acquisition and Construction Account may be invested only in accordance with the provisions or Section 5.9 and the income therefrom shall be credited to such Series Acquisition and Construction Fund. Section 4.3 Payments From Series Acquisition and Construction Account. Moneys on deposit in the Series Acquisition and Construction Account shall be used only to pay the Cost of the Series Project or Additional Series Project upon receipt by the Trustee of a requisition in the form of Exhibit A hereto, signed by an Authorized 000016Wl.W51 -25- 16G 1 Representative and a certificate of the Consulting Engineer, duly executed. Upon receipt of such requisition and accompanying engineer's certificate the Trustee shall withdraw from the Series Acquisition and Construction Account and pay to the Person named in such requisition the amount designated therein. The Trustee shall have no duty to investigate the accuracy or validity of the documents delivered pursuant to this Section 4.3. Disbursements from the Series Acquisition and Construction Account shall be made by check, voucher, order, draft, certificate or warrant signed by a Responsible Officer of the Trustee or by wire transfer to an account specified by the payee. All requisitions and engineer's certificates received by the Trustee pursuant to this Section 4.3 shall be retained in the possessio~ of the Trustee, subject at all reasonable times to the inspe¿tion of the District, the Consulting Engineer, the Holders of any Bonds of the related Series, and the agents and representatives thereof. Section 4.4 DisPosition 'of Balances in the Series Acquisition and Construction Account. Within 90 days after the Date of Completion of a Series Project, the District shall cause to be submitted to the Trustee a completion certificate of the Consulting Engineer stating that the Series Project or Add ,~l Series Project has been completed in accordance ~ '~:p plans and specification therefor. The":' ~ " shall thereupon t.ransfer t.he balance in th·" , '._c: 1 S·::.ies Acquisition and Construction Account not reE' . .J01i _ _' · he payment of any remaining part of the Cost r' ne Se.:- :...::::: proj ect or Additional Series Project l<~ ,_ h:.:: Series Prepayment Subaccount of the Series Red.';..:-l ~ ,')n Acc::J'..lnt, to be used for the purposes set forth for SL<-.::n ~,',::-i es Account in the related Supplemental Indenture such Series of Bonds. Section 4.5 Series Cost of Issuance Accoun~. The District shall establish with the Trustee a separate account in respect of each Series (the ~Series Cost of Issuance Account"). The District shall pay to the Trustee, for deposit into such Series Cost of Issuance Account as promptly as practicable, the amount set forth in Section 4.2(iii). Moneys on deposit in the Series Cost of Issuance Account shall be used only to pay the Costs of Issua~ce relating to such Series upon the Request of the District setting forth in detail the items of cost, together with accompanying invoices. Any amounts remaining in the Series Cost of Issuance Account after payment of all related Costs of Issuance shall be immediately transferred to the related Series Acquisition and Construction Account upon Request of the District. ARTICLE V 000016Wl.W51 -26- 16G 1 ESTABLISHMENT OF SERIES ACCOUNTS AND APPLICATION THEREOF Section 5.1 LimiEed Obliqations. The Bonds of a Series shall be limited and special obligations of the District payable solely from the related Series Trust Estate and shall be a valid claim of the Holders thereof only against such Series Trust Estate. The Bonds shall not constitute a general obligation or indebtedness of the District, the State of Florida, or any political subdivision thereof, within the meaning of the Constitution and laws of Florida. The Bonds shall not constitute either a pledge of the full faith and credit of the District, the State of Florida, or any political subdivision thereof, or a Lien upon any property of the District, the State of Florida, or ahy pol~tical subdivision thereof, other than as provided herein or in the Supplemental Indenture authorizing the issuance of such Bonds. The Bonds shall not, directly or indirectly, obligate the District, the State of Florida, or any political s~bdivision thereof, to levy any form of taxation therefor or to make any appropriations for their payment other than from the Series Pledged Revenues. No Holder or any other Person shall have the right to compel the exercise of any ad valorem taxing power of the District or of any ad valorem taxing power or non-ad valorem special assessment power of any other public authority or governmental body politic to pay the principal of, or interest, and premiu~, if any, on the Bonds. Section 5.2 Series Revenue Account. The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a separate account in respect of such Series (the "Series Revenue Account"). The Dis t rict shall assess, levy, collect or cause to be collected the Series Pledged Revenues with respect to such Series in amounts and at times sufficient to pay, when due, the principal of, premium, if any, and interest on such Series. Promptly upon receipt thereof, the District shall deposit all Series Pledged Revenues collected (except Prepayments designated by the District as such, in writing) into the related Series Revenue Account and all Prepayments into the related Series Prepayment Subaccount of the Series Redemption Account. On the Business Day preceding each Payment Date, the Trustee shall withdraw the proceeds in the Series Revenue Account and shall make the following deposits in the following order of priority: (i) to the related Series Interest Account, an amount which, together with other amounts then on deposit therein (less Capitalized Interest), if any, will equal the amount of 000016Wl.WSl -27- £fa!JIMrWIIIf-- ~1L- II - - - -... ...~ 1--- --- ., -.--- .... 16G 1 interest payable on the Bonds of such Series on such Payment Date; (ii) to the related Series Bond Sinking Fund Account, an amount which, together with other amounts then on deposit therein, if any, will equal the amount of principal payable with respect to the Bonds of such Series on such Payment Date; (iii) to the related Series Reserve Account, an amount which, together with other amounts then on deposit therein, if any, will equal the Series Reserve Account Requirement; and {iv} to the related Series Rebate Account the Rebate Amount, if any, required to be deposited therein pursuant to the related Supplemental Indenture. Unless otherwise paid by the District from other moneys and upon Request of the District, the Trustee shall from time to time withdraw from the Series Revenue Account an amount sufficient to pay, and shall pay, the fees and costs of the Trustee, the Bond Registrar and the Paying Agent, as set forth in such Request. Subject to the provisions of Section 6.7, if the amount on deposit in the Series Interest Account, the Series Bond Sinking Fund Account and the Series Prepayment Subaccount of the Series Redemption Account at any time equals the aggregate amount of interest, principal and redemption price, due and payable on the next Payment Date, then any amounts remaining in the Series Revenue Account may, at the option of the District, be applied to pay the operating and administrative costs and expenses of the District. Ani amounts remaining in the Series Revenue Account after any such application shall be transferred to the Series Optional Redemption Subaccount of the Series Redemption Account, unless otherwise indicated in the related Supplemental Indenture. Section 5.3 Series Interest Account. The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a separate account in respect of such Series (the "Series Interest Account"), the proceeds in which shall be transferred by the Trustee to the Paying Agent and used by the Paying Agent to pay, when due, the interest on the Bonds of such Series, Section 5.4 Series Bond Sinkinq Fund Account. The District shall establish with the Trustee, and maintain 000016Wl.W51 -28- 16G 1 so long as any Bonds of a Series are outstanding, a separate account in respect of such Series (the "Series Bond Sinking Fund Account"), the proceeds in which shall be transferred by the Trustee to the Paying Agent and used by the Paying Agent to pay, when due, the principal amount of the Bonds of such Series. Section 5.5 Series Reserve Account. The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a separate account in respect of such Series (the "Series Reserve Account"), in which shall be maintained at all times an amount equal to the Series Reserve Account Requirement. Moneys on deposit in the Series Reserve Account shall- be, used to make up any deficiencies in the related Series Interest Account and Series Bond Sinking Fund Account, in such order. The Trustee shall promptly transfer any monies on deposit in the Series Reserve Account in excess of the Series Reserve Account Requirement (after any deficiencies in the related Series Interest Account and Series Bond Sinking Fund Account are made up) to the related Series Optional Redemption Subaccount of the Series Redemption Account. Section 5.6 Series Rebate Account. The District shall establish, and maintain so long as any Tax Exempt Bonds of a Series are outstanding, a separate account with respect tC" such Series (the "Series Rebate Account") shall not be subject to the Lien created by this Indenture. The Trustee shall pay to the District, upon Request of the District, the Rebate Amount required to be paid to the United States at the times, in the manner and as calculated in accordance with the related Supplemental Indenture. The District shall cause the Rebate Amount to be calculated by the Rebate Analyst and to deliver such computation to the Trustee as provided in the related Supplemental Indenture prier to the date of any required payment of the Rebate Amount. T~e fees of, and expenses incurred by, the Rebate Analyst in computing the Rebate Amount shall be paid by the District, which amount shall be treated as an administrative and operating expense of the District payable or reimbursable from ~n0 Seri~s Revenue Account in accordance with the last pilragrè:tph Section 5.2. If the Trustee does not have on depos~~ in the Series Rebate Account sufficient amounts to make the payments required by this Section 5.6, the District shall pay, from any legally available source, the amount of any such deficiency to the United States as provided in the last paragraph of Section 5.2. The Trustee shall have no responsibility for the computation of the Rebate Amount. OOOO~6Wl.W51 -29- 1 6G 1 Section 5.7 Series Redemption Account. The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a separate account in respect of such Series (the "Series Redemption Account") which shall consist of a prepayment subaccount (the "Series Prepayment Subaccount") and an optional redemption subaccount (the "Series Optional Redempt ion Subaccount"). The proceeds in the Series Optional Redemption Subaccount shall be withdrawn by the Trustee and used first to make up any deficiencies in the Series Interest Account and the Series Bond Sinking Fund Account, in such order, if there are no funds on deposit in the related Series Reserve Account, and secondly, to redeem the Bonds in accordance with the provisions of Article III and as may be-prqvided in the related Supplemental Indenture. Section 5.8 Payment to District. When no Bonds of a Series remain Outstanding! and after all expenses and charges herein and in th~ related Supplemental Indenture required to be paid have been paid as certified to the Trustee in writing by an Authorized Representative, the Trustee shall pay any balance in the Series Accounts for such Series of Bonds to the District upon Request thereof, free and clear of any Lien and pledge created by this Indenture; provided, however, that if an Event of Default has occurred and is continuing in the payment of the principal, or interest or premium on the Bonds of any other Series, the Trust~e shall pay over and apply any such excess pro rata (based upon the ratio of the aggregate principal amount of such Series to the aggregate principal amount of all Series Outstanding and for which such an Event of Default has occurred and is continuing) to each other Series of Bonds for which such an Event of Default has occurred and is continuing. Section 5.9 Investment of Funds. Unless otherwise provided in the Supplemental Indenture authorizing the issuance of a Ser~es of Bonds, moneys held for the credit of the Series Accounts shall, as nearly as may be practicable, be continuously invested and reinvested by the Trustee in Investment Obligations as directed by a statement of the District confirmed in writing, which Investment Obligations shall mature, or shall be subject to redemption by the holder thereof at the option of such holder, not later than the respective dates on which moneys held for the credit of each such Series Account will be required for the purposes intended. Investment Obligations purchased as an investment of moneys in any Series Account shall be deemed at all times to be a part of such Series Account, and the interest accruing thereon and profit realized from such investment shall be credited as provided 000016Wl.W51 -30- 16G 1 in the following paragraph. Any loss resulting from such investment shall be charged to such Series Account. The Trustee shall sell at the best price obtainable or present for redemption any obligations so purchased whenever it shall be necessary so to do in order to provide moneys to meet any payment or transfer from any such Series Account. The Trustee shall not be liable or responsible for any loss resulting from any such investment or for failure to make an investment (except failure to make an investment in accordance with the Request of the District) or for failure to achieve the maximum possible earnings on investments. Unless provided otherwise in the related. Supplemental Indenture, earnings on investments in a Series Account (other than a Series Reserve Account) shall be used for the purpose ~f such Series Account. Earnings on investments in a Series Reserve Account shall be disposed of as follows: (a) if there shall not have been any deficiency in the Series Reserve Acc9unt as of the most recent date on which amounts on deposit in the Series Reserve Account were valued by the Trustee, and if no withdrawals shall have been made from the Series Reserve Account since such date, then earnings on investments in the Series Reserve Account shall be deposited, as realized, in the Series Revenue Account; (b) if as of the last date on which amounts on deposit in the Series Reserve Account were valued by the Trustee there shall have been a deficiency in the Series Reserve Account, or if after such date withdrawals shall have been made from the Series Reserve Account and shall have created such a deficiency, then earnings on investments in the Series Reserve Account shall be deposited in the Series Reserve Account until the amount on deposit therein equals the Series Reserve Account Requirement and thereafter shall be deposited in the Series Revenue Account. Section 5.10 Trust Funds. All amounts on deposit in a Series Account for the benefit of the related Series of Bonds shall be: (a) used only for the purposes and in the manner herein and in the Supplemental Indenture relating to such Series of Bonds and, pending such application, shall be held by the Trustee ~n trust for the benefit of the Holders of such Series of Bonds; (b) irrevocably pledged to the payment of such Series of Bonds, except for amounts on deposit in the Series Rebate Account; 000016Wl.W51 -31- 16G 1 (c) held and accounted for separately and apart from all other Series Accounts established in respect of other Series of Bonds, and other funds and accounts of the Trustee and the District; and ',( (d) subject to a first Lien in favor of the Holders of such Series of Bonds and any pari passu obligations to issuers of credit or liquidity facilities with respect to such Series of Bonds, which Lien is hereby created, prior and superior to all other Liens now existing or hereafter created, other than Lien for state, school district and municipal taxes and to the Lie~ in favor of the Trustee described in Section 6.7, ARTICLE VI THE TRUSTEE Section 6.1 Responsibilities, Certain Duties and Default, (a) Except during the continuance of an Event of (i) the Trustee undertakes to perform such duties, a~d only such duties, as are specifically set forth in this Indenture, and no implied covenants or obligations shall be read into this Indenture against the Trustee; and (ii) in the absence of bad faith on its part, the Trustee may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Trustee and conforming to the requirements of this Indenture; but in the case of any such certificates or opinions which by any provision hereof are specifically required to be furnished to the Trustee, the Trustee shall be under a duty to examine the same to determine whether or not they conform to the requirements of this Indenture. (b) In case an Event of Default has occurred and is continuing, the Trustee shall exercise such of the rights and powers vested in it by this Indenture, and use the same degree of care and skill in their exercise, as a prudent man would exercise or use under the circumstances in the conduct of his own affairs. 000016Wl.W51 -32- ¡' ÿ~¡ I i h~ .~~ ;;1 , ~ ~~ Î ~~. I ......-. - - - -_6 16G 1 (cJ No provision of this Indenture shall construed to relieve the Trustee from liability for negligent action, its own negligent, failure to act, own wilful misconduct, except that be its own or its (i) this subsection shall not be construed to limit the effect of subsection (a) of this Section 6.1; (ii) the Trustee shall not be liable for any error of judgment made in good faith by a Responsible Officer, unless it shall be proved that the Trustee was negligent in ascertaining the pertinent facts; (iii) the Trustee shall not be liable with respect to any action taken or omitted to be taken by it in good faith in accordance with the direction of the Holders o~ a majority in face amount of the Outstanding Bonds relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee, under this Indenture; and (iv) no provision of this Indenture shall require the Trustee to expend, advance or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it. (d) Whether or not therein expressly so provided, every provision of this Indenture relating to the conduct or affecting the liability of or affording protection to the Trustee shall be subject to the provisions of this Section 6.1. Section 6.2 Notice of Defaults. Within 90 days after the Occurrence of any default hereunder, the Trustee shall give to Holders notice of such default hereunder of which a Responsible Officer has received oral or written notice, unless such default shall have been cured or waived; provided, however, that, except in the case of a default in the payment of the principal or interest on any Bond, the Trustee shall be 000016Wl.W51 -33- 16G 1 protected in withholding such notice if and so long as the board of directors, the executive committee or a trust committee of directors or Responsible Officers of the Trustee in good faith determine that the withholding of such notice is in the interest of the Holders¡ and provided, further, that in the case of any default of the character specified in Section 8.2(g) no such Holders shall be given notice until at least 30 days after the occurrence thereof. For the purpose of this Section 6.2, the term "default" means any event which is, or after the giving of notice or lapse of time or both would become, an Event of Default. Section 6.3 Certain Rights of Trustee. Subject to the provisions of Section 6.1: (a) the Trustee may rely and shall be protected in acting or refraining from acting µpon any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, debenture, note, other evidence of indebtedness or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties¡ (b) any request or direction of the District mentioned herein shall be sufficiently evidenced by a Request or Order and any resolution of the Governing Body may be sufficiently evidenced by a copy thereof certified by an Authorized Representative¡ (c) whenever in the administration of this Indenture the Trustee shall deem it desirable that a matter be proved or established prior to taking, suffering or omitting any action hereunder, the Trustee (unless other evidence be herein specifically prescribed) may, in the absence of bad faith on its part, rely upon a Certificate of the District ¡ (d) the Trustee may consult with counsel and the advice of such counselor any opinion of counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in reliance thereon¡ (e) the Trustee shall be under no obligation to exercise any of the rights or powers vested in it by this Indenture at the request or direction of any of the Holders pursuant to this Indenture, unless such Holders shall have offered to the Trustee security or indemnity deemed satisfactory by the Trustee in its reasonable opinion against the costs, expenses and liabilities which might be 000016Wl.WSl -34- 1 6G 1 incurred by it in compliance with such request or direction; (f) the Trustee shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, debenture, note, other evidence of indebtedness or other paper or document, but the Trustee, in its discretion, may make such further inquiry or investigation into such facts or matters as it may see fit, and, if the Trustee shall determine to make such further inquiry or investigation, it shall be entitled to examine the books, records and premises of the District, personally or by agent or attorney and La attend and'give its opinion at the meetings of the Board of Directors of the District; and (g) the Trustee may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys and the Trustee shall not be responsible for any misconduct or negligence on the part of any agent or attorney appointed with due care by it hereunder. Section 6,4 Not Responsible for Recitals or Issuance of Bonds. The recitals contained herein and in the Bonds, except the Trustee's certificate of authentication, shall b~ taken as the statements of the District, and the Trustee assumes no responsibility for their correctness. The Trustee makes no representations as to the validity or sufficiency of this Indenture or the Bonds. The Trustee shall not be accountable for the use or application by the District of Bonds or the proceeds thereof. Section 6.5 May Hold Bonds. The Trustee or the Bond Registrar or any other agent of the District, in its individual or any other capacjty, may become the owner or pledgee of Bonds may otherwise deal with the District with the same rights it would have if it were not Trustee or Bond Registrar or such other agent. Section 6.6 Money Held in Trust, Money held by the Trustee in trust hereunder need not be segregated from other funds except to the extent required by law. The Trustee shall be under no liability for interest on, or to invest, any money received by it hereunder except as otherwise agreed in writing with the District. 000016Wl.W51 -35- '<:":},~' :,: -J"';_' -'&" ,:..:: ',,':...' " .".\ ...::. " ':' .,: .' :' ...., ",: . .,', ' . . 16G 1 Section 6.7 Compensation and Reimbursement. The District agrees (i) to pay to the Trustee from time to time such compensation, including, without limitation, its annual administrative fee, as shall be agreed upon in writing for all services rendered by it hereunder (which compensation shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust); (ii) except as otherwise expressly provided herein, to reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any provision of this Indenture (including ~he reasonable compensation and the expenses and disbursements of its agents and counsel), except any such expense, disbursement or advance as have been determined to be attributable solely to its negligence or bad faith; and (iii) to indemnify the Trustee and its directors, officers, employees and agents for, and to hold them harmless against, any loss, liability or expense incurred without negligence or bad faith on their part, arising out of or in connection with the acceptance or administration of this trust or their duties and obligations hereunder, including the costs and expenses of defending against or investigating any claim or liability in connection with the exercise or performance of any of their powers or duties hereunder (including the reasonable fees and expenses of their legal counsel) . As security for the performance of the obligations of the District under this Section 6.7, the Trustee shall have a Lien prior to the Bonds as to all property and funds held or collected by the Trustee as such, except with respect to funds held in trust for the benefit of the Holders of Bonds. Section 6.8 Corporate Trustee Required: Eliqibility. The Trustee with respect to each Series of Bonde shall at all timeß be a corporation organized and doing bllsin~ss \lnd~r t,t1,= l.i'\WS of t.Î1,= Unic:,=d gC:rtr.~s or of "'n~' SCa.Cè" ..'iu,h,')ri.zè,i un.:ièr su..:'h 1.H:'" t,') exer.:-i.!ll' c\.')rt:'():'a~e tru3t tx)~~rs, ha\:inq a co¡,~bined capi':31 3~d s~..:::-;)lt.:s :)~ a': ... '1-- ~- - -~--- __A - -, -- ._-~~ --,- _U IJ 16G 1 least $50,000,000, subject to sup~rvision or examination by Federal or State authority, and having an office in the State of Florida. If such corpora~ion publishes reports of condition at least annually, pursuant to law or to the requirements of a Federal or State, supervising or examining authority, ·then for the purposes of this Section 6.8, the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. If at any time the Trustee shall cease to be eligible in accorda~ce with the provisions of this Section 6.8, it shall resign immediately in the manner and with the effect hereinafter specified in this Article VI. Section 6.9 Resiqnation and Removal: Appointment of Successor. (a) No resignation cr removal of the Trustee and no appointment of a successor Trustee pursuant to this Article VI shall become effective un~il the acceptance of appointment by the successor Trustee under Section 6.10. (b) The Trustee may resign at any time by giving written notice thereof to the District. If an instrument of acceptance by a successor Trustee shall not have been delivered to the Trustee within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. (c) The Trustee may be removed (i) at any time by the Holders of a majority in aggregate principal amount of the Outstanding Bonds, or (ii) at any time other than during the existence of an Event of Default, by the Distrj,ct pursuant to a resolution of the Governing Body. (d) I f at any time: (i) the Trustee shall cease to be eligible under Section 6.8 and shall fail to resign after written request therefor by the District or by any such Holder, or (ii) the Trustee shall become incapable of acting or shall be adjudged a bankrupt or insolvent or a receiver of the Trustee or of its property shall be appointed or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, 000016Wl.HSl -37- 16G 1 then, in any such case, (i) the District by a resolut ion of the Governing Board may remove the Trustee, or (ii) any Holder who has been a bona fide Holder of a Bond for at least six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. (e) If the Trustee shall resign, be removed or become incapable of acting, or if a vacancy shall occur in the office of Trustee for any cause, the District, by a resolution of the aoverning Body, shall promptly appoint a successor Trustee, If, wi thin one year after such resignation, removal or incapability, or the occurrence of such vacancy, "the Qistrict shall not have appointed a successor Trustee, then a successor Trustee shall be appointed by Holders of a majority in aggregate principal amount of the Outstanding Bonds delivered to the District and the retiring Trustee, the succes90r Trustee so appointed shall, forthwith upon its acceptance of such appointment, become the successor Trustee and supersede the successor Trustee appointed by the District. If no successor Trustee shall have been so appointed by the District or the Holders and accepted appointment iD the manner hereinafter provided, any Holder who has been a bona fide Holder of a Bond for at least six months may, on behalf of himself and all others similarly situated, petition any court ?f comretent jurisdiction for the appointment of a successor Trustee. (f) The District shall give notice of each reslgnation and each removal of the Trustee and each appointment of a successor Trustee to all Holders. Each notice shall incluqe the name of the successor Trustee anà the address of its Corporate Trust Office. Section 6.10 Acceptance of Appointment by Successor. Every s~¢cessor Trustee appointed hereunder shall execute, acknowledge and deliver to the District and to the retiring Trustee an instrument accepting such appointment, and thereupon the resignation or removal of the retiring Trustee shall become effective and such successor Trustee, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Trustee; but, on request of the District or the successor Trustee, such retiring Trustee shall upon payment of its charges, execute and deliver an instrument transferring to such successor Trustee all the rights, powers and trusts of the retiring Trustee and shall duly assign, transfer and deliver to such successor trustee all property and money held by such retiring Trustee hereunder, subject nevertheless to its OOC016'fil. WSl -38- 16G 1 Lien, if any provided for in Section 6.7. Upon request of any such successor ~rustee, the District shall execute any and all instruments for more fully and certainly vesting in and confirming to such successor Trustee all such rights, powers and trusts. No successor Trustee shall accept its appointment unless at the time of such acceptance such successor Trustee shall be qualified and eligible under this Article VI. Section 6.11 Merqer or Consolidation. Any corporation into which the Trustee may be merged or with which it may be consolidated, or any corporation resulting from any merger or. consolidation to which the Trustee shall be a party, or any corporation succeeding to all or substantially all of the corporate trust business of the Trustee, shall be the successor of the Trustee hereunder, provided such corporation shall be o~herwise qualified and eligible under this Article VI, without the execution or filing of any paper or any further act on the part of any of the parties hereto. In case any Bonds shall have been authenticated, but not delivered, by the Trustee then in office, any successor by merger or consolidation to such authenticating Trustee may adopt such authentication and deliver the Bonds so authenticated with the same effect as if such successor Trustee had itself authenticated such Bonds. ARTICLE VII COVENANTS AND REPRESENTATIONS Section 7.1 Payment of Bonds. The District shall duly and punctually payor cause to be paid, but only from the Series Trust Estate with respect to each Series of Bonds, Debt Service on the dates, at the places, and in the amounts stated herein,. in any Supplemental Indenture, and in the Bonds of such Series, Section 7.2 Further Assurance. At any and all times the District shall, so far as it may be authorized by law, pass, make, do, execute, acknowledge and deliver, all and every such further resolutions, acts, deeds, conveyances, assignments, transfers and assurances as may be necessary or desirable for the better assuring, conveying, granting, assigning and confirming all and singular the rights, moneys, securities and funds hereby pledged or assigned, or intended so to be, or which the District may become, bound to pledge or assign after the date of execution or this Indenture. OOOOJ.6Wl.W51 - 3 9- 16G 1 Section 7.3 Power to Issue Bonds and Create a Lien. The District hereby represents to the Trustee and to the Holders that it is and will be duly authorized urrder all applicable laws to issue the Bonds of each Series, to execute this Indenture, to adopt Supplemental Indentures, and to pledge its moneys, securities and funds in the manner and to the extent provided herein. Except as provided herein, the District hereby represents that such moneys, securities 'and funds of the District are and will be free and clear of any Lien thereon and all action on the part of the District to that end has been and will be duly and validly taken. The Bonds of each Series, this Indenture and any Supplemental Indenture are and will be the valid and legally enforceable obligations of the District, enrorceQble in accordance with their terms except to the extent that enforcement thereof may be subject to bankruptcy and other similar laws affecting creditors' rights generally. The District shall at all times, to the extent permitted by law, defend, pre?erve and protect the pledge and Lien created by this Indenture and all the rights of the Trustee and the Holders hereunder against all claims and demands of all other Persons whomsoever, Section 7.4 Power to Undertake Series Prolects and to Collect Pledqed Revenues. The District has or will have upon the date of issuance of each Series of Bonds, and will have so long as such Bonds are outstanding, good right and lawful power: (a) to '..mdertake the Series Projects, or it will take such action on its part required which it deems reasonable in order to obtain licenses, orders, permits or other authorizations, if any, from any agency or regulatory body having lawful jurisdiction which must be obtained in order to undertake such Series Project; and (b) to fix, levy and collect or cause to be collected the Series Assessments and any and all Series Pledged Revenues. Section 7.5 Sale of Series Prolects. The District covenants that, until such time as there are no Bonds of a Series outstanding, it will not sell, lease or otherwise dispose of or encumber the related Series Project or any part thereof other than as provided herein. The District may, however, from time to time, sell any machinery, fixtures, apparatus, tools, instruments, or other movable property acquired by the District in connection with a Series Project, or any materials used in connection therewith, if the District shall determine that such articles are no longer needed or are no longer useful in connection wittlthe acquisition, construction, operation or maintenance of a Series Project, and the proceeds thereof may be applied to the replacement of the properties so sold or disposed of and, jf not so applied, shall be deposited to the c~edit of the related Series Acquisition 000016Wl. WSl -40- 16G 1 and Construction Account, The District may from time to time sell or lease'~uch other property forming part of a Series Project wh¡ch it may determine is not needed or serves no useful purpose in connection with the maintenance and ope~ation of such Series prqject¡ the proceeds of any such sale shall be disposed of as hereinabove provided for the proceeds of the sale or disposal of movable property. Unless otherwise provided for in the Supplemental Indenture relating to a Series of Bonds, the proceeds of any lease as described above shall be deposited in the related Series Bond Sinking Fund Account, Notwithstanding the foregoing, the District may: (i) dispose of all or any part of a SerieE Project, other than a Series-Project the revenues to be derived from the operation of which are pledged to a Series of Bonds, by gift or dedication thereof to Collier County, Florida or to the State or any agency or instrumentality of either of the foregoing; and/or (ii) impose, declare or grant title to or interests in the Series Project or a portion or portions thereof in order to create ingress and egress rights and public and private utility easements as the District may deem necessary o~ desirable for the development, use and occupancy of the property within the District as permitted by law¡ and/or (iii) impose or declare covenants, conditions and restrictions pertaining to the use, occupancy and opera~ion of the Series Project. SectioI} ?·.6 Series Accounts and Reports. (a) Annual Report. The Trustee shall, within ninety (90) days after the close of each Fiscal Year so long as any Bonds are Outstanding, file with the District a summary with respect to each Series Account of the deposits thereto and disbursements therefrom during such Fiscal Year and the amounts held therein at the end of such Fiscal Year, or at the option of the District, such ~ummary can be made on a monthly basis. (b) No Default Certificate. The District shall file with the Trustee, so long as any Bonds are Outstanding, within ninety (90) days after the close of each Fiscal Year, a certificate of an Authorized Representative stating whether or not, to the knowledge of the signatory, the District is in default with respect to any of the covenants, agreements or c0nditions on its part cont~ined in this Indenture and in any Supplemental Indenture and, if so, the nature of such default and actions taken or to be taken to remedy such default. OOOOlGW1.W51 -41.- ~...--~ .. '- '-- - - 16G 1 , '. (c) Inspect ion. The reports, statements and other documents required to be furnished by the District to the Trustee and by the Trus~ee to the District pursuan~ to any provisions hereof shall be available for inspection by any Holder at the designated corporate trust office of the Trustee upon the giving of at least five (5) days advance written notice to the Trustee. Section 7.7 Arbitraqe and Other Tax Covenants. The District will not take or omit to take any action with respect to the investment of the proceeds of any Tax Exempt Bonds issued under this Indenture which would cause the Tax Exempt Bonds to become "arbitrage bonds" within the meaning of Section 148 of the Code. The District further covenants that it will take all such actions after delivery of any Tax Exempt Bonds as may be required in order for interest on such Tax Exempt Bonds to ~emain excludable from gross income (as defined ' in Section 61 of ~he Code) of the Holders. Without limiting the generality of the foregoing, the District hereby covenants that it will, to the extent not remitted by the,Trustee, remit to the United States the Rebate Amount at the time and place required by this Indenture and any Supplemental Indenture. Section 7.8 Enforcement of Series Assessments. The District will assess, levy, collect or cause to be collected and enforce the payment of Series Assessments which constitute Series Pledged Revenues for the payment of any Series of Bonds in the manner prescribed by this Indenture, any Supplemental Indenture and all resolutions, ordinances or laws thereunto appertaining at times and in amounts as sha 11 be lIecessary in order to pay, wh,o:-n due, the principal of and interest on the Series of Bonds to which such Series Pledged Revenues are pledged; and Lo pay or cause to be paid the proceeds of such Series Assessments as received to the Trustee in accordance with the provisions hereof. Section 7.9 Method of Collection of Series Assessments. Pursuant to the procedures set forth in Section 197.3632, Florida Statutes (1995) and Rule 120-18, Florida Administrative Code, the District will use its best efforts to negotiate and enter into a written agreement (the "Collection Agreement") with the Property Appraiser and the Tax ('ollector regarding the levy, collection and e~forcement of the Series Assessments in accordance with the uniform method, The District will use its best efforts to elect to use the uniform method for levy, collection and enforcement for any non-ad valorem special assessments that are part of the Series Assessments pledged to secure a Series of Bonds so thar. such special assessments are 0000161011.1-151 -42- ~. ~. ---~- -- ,- -- - - - -... - - 16G 1 collected by the Tax Collector on the official tax notice with property taxes under Section 157.3635, Florida Statutes (1995) and Rule 120-18, Florida Administrative Code. If the District is unable to use the uniform method of levy, collection and enforcement, the District covenants that the Series Assessments will be levied and collected by it in any alternative manner prescribed or authorized by law. The District shall use its best efforts to cause the Property Appraiser to include the Maintenance Special Assessments and Benefit Special Assessments which are pledged to the payment of any Series of Bonds in the assessment roll to be delivered to the Tax Collector, and shall cause the Tax Collector to include such assessments in the tax notice issued pursuant to Section 197.322, Florida Statutes (1995). The District shall, promptly following its receipt of each installment of Series Assessments paid to it by the Tax Collector, remit the entire amount so collected to the Trustee for deposit into the related Series Revenue Account. ,The District agrees to give such consents a0d to take such other steps as may be authorized by law and necessary to permit the Trustee, in its discretion, to obtain information from the Tax Collector concerning the amount and date of each payment of Series Assessments to the District. Section 7,10 Delinauent Series Assessments. If the owner of any lot or parcel of land shall be delinquent in the payment of any Series Assessment pledged to a Series of Bonds, then such Series Assessment shall be collected and enforced as to delinquency pursuant to any legally authorized methodology available to the District, including, the uniform collection methodology in Section 197,3632, Florida Statutes (1995), and Rule 120-18, Florida Administrative Code, or the alternative "tax roll" procedure for maintenance and benefit special assessments under Sections 190,021(2) (3), Florida Statutes (1995) so that the sale of tax certificates and tax deeds will be available to enforce against the delinquent levies. The District may also pursuant to Section 197.3631, Florida Statutes (1995), contract with the Tax Collector to collect non-ad valorem special assessments on a separate bill but with enforcement through equity foreclosure in circuit court by the District or its agent at the decision of the District. In the event any of the applicable provisions of Chapter 197, Florida Statutes (1995) are inapplicable, then, upon the delinquency of any non-ad valorem special assessment which is part of the Series Assessment, the District, either on its own behalf or through the actions of the Trustee, may, but is not obligated to, declare the entire unpaid balance of such Series Assessment (including any applicable non-ad valorem special assessments) to be due and payable, ûnd at its own expense, cause any such 000016W1.W51 -43- --'--,-,,---, ...... -..--..-,.--,--- 1 6G 1 delinquent property liens to be foreclosed in the same method now or hereafter provided by law for the foreclosure of mortgages on real estate, or pursuant to the provisions of Chapter 173, Section 190.026, Florida Statutes (1995) and Section 170.10, Florida Statutes (1995) or otherwise as provided by law, The District further covenants to furnish, at its expense, to the Trustee and any Holder of Bonds,of the related Series so requesting, sixty (60) days after the due date of each annual installment, a list of all delinquent Series Assessments, together with a copy of the District's annual audit and a list of foreclosure actions currently in progress and the current status of such delinquent non-ad valorem special assessments that are part of the "~eries Assessments," Section 7.11 Deposit of Proceeds from Sale of Tax Certificates, If any tax certificates relating to delinquent non-ad valorem special assessments which are part of the Series Assessments which,are pledged to a Series of Bonds are sold by the Tax Collector pursuant to the provisions of Section 197,432, Florida Statutes (1995) and Rule 120-13, Florida Administrative Code, or if any such tax certificates are not sold but are later redeemed, the proceeds of such sale or redemption (to the extent that such proceeds relate to the Series Assessments) less any commission and other. charges, fees and costs retained by the Tax Collector, shall, if paid by the Tax Collector to the District, be paid by the Di~trict to the Trustee not later than one Busipess Day following receipt of such proceeds by the District and shall be deposited by the Trustee to the credit of the related Series Revenue Account, or as provided in the Supplemental Indenture relating to a Series of Bonds. Section 7.12 Sale of Tax Deed or Foreclosure of Assessment. If any property shall be offered for sale for the nonpayment of the non-ad valorem special assessments portions of any Series Assessment which is pledged to a Series of Bonds, and no Person or Persons shall purchase such property for an amount equal to the full amount due on such portion of Series Assessment (principal, interest, penalties and costs, plus attorneys' fees, if any), the District may purchase the property for an amount equal to the balance due on such portion of the Series ~ssessment (principal, interest, penalties and costs, plus attorneys' fees, if any), from any legally available funds of the District and the District shall receive in its corporate name title to the property for the benefit of the Holders of the Series of Bonds to which such portion of Series Assessment was pledged. The District, either through its o~n actions, or actions caused to be taken through the Trustee, shall have the power and shall lease or sell such 000016Wl.W51 -44- _;Qd'~'_ _." -_.- - --- - 16G 1 property, and deposit all of the net proceeds of any such lease or sale into the related Series Revenue Account, Not less than ten days prior to the filing of any foreclosure action as hereinafter provided, the District shall cause written notice thereof to be mailed to the Trustee and any designated agents of the Holders of the related Series of Bonds or as provided in the Supplemental Indenture relating to such Series of Bonds. Not less than 30 days prior to the proposed sale of any lot or tract of land acquired by foreclosure by the District, it shall give written notice thereof to the Trustee and any designated agent of the Holders of the related Series of Bonds. The District, either through its own actions, or actions caused to be taken through the Trustee, agrees that it shall be required to take the m~asures provided by law for sale of property acquired by it as trustee for the Holders of the related Series of Bonds within 30 days after the receipt of the request therefor signed by the Trustee or the Holders of at least fifteen percent (15%) in aggregate principal amount of the Outstanding Bonds of such Series. Section 7.13 Other Obliqations Payable from Series Assessments. The District will not issue or incur any obligations payable from the proceeds of Series Assessments or the Series Trust Estate securing a Series of Bonds (other than such relRted Series of Bonds) nor voluntarily create or cauee to be created any debt, Lien, pledge, assignment, encumbrance or other charge upon such Series Assessments other than the Lien of the related Series of Bonds except for fees, commissions, costs, and other charges payable to the Property Appraiser or to the Tax Collector pursuant to Florida law or amounts payable to the Trustee and any issuer of a credit facility or a liquidity facility. Section '7.14 Reassessments. If any Series Assessment shall be either'in whole or in part annulled, vacated or set aside by Lhe judgment of any court, or if the District shall be satisfied that any such Series Assessment is so irregular or defective that it cannot be enforced or collected, or if the District shall have omitted to make such Series Assessment when it might have done so, the District shall either: (i) take all necessary steps to cause a new Series Assessment to be made for the whole or any part of such improvement or against any property benefitted by such improvement; or (ii) in its sole discretion, make up the amount of such Seéies Assessment from legally available moneys, which moneys shall be deposited into the related Series Revenue Account. In case any such subsequent Series Assessment shall also be annulled, the Oiscrict shall obtain and make other Series Assessments until a valid Series Assessment shall be made. 000016\0/1.10151 -45- 16G 1 Section 7.15 Completion and Maintenance of Series Prolects. The District shall complete the acquisition and construction of a Series Project with all- practical dispatch and in a sound and economical manner. So long as any Series Project is owned by the District, the District shall maintain, preserve and keep the same or cause the same to be maintained, preserved and kept, with the appurtenances and every part and parcel thereof, in good repair, working order and condition, and shall from time to time make, or cause to be made, all necessary and proper repairs, replacements and renewals so that at all times the operation thereof may be properly and advantageously conducted. Section,7.16 Continuinq Disclosure. (a) The District shall provide the following information to each NRMSIR: (a) within 180 days after the end of each Fiscal Year of the District and to the 'extent available, the audited financial statements of the District for such Fiscal Year prepared in accordance with generally accepted governmental accounting principles, as modified by applicable State of Florida requirements and governmental accounting standards promulgated by the Governm~nt Accounting Standards Board; (b) within 180 days after the end of each Fiscal Year of the District, financial information and operating data with respect to each Series of Bonds: (i) the balance in all Series Accounts established with respect to such Series; (ii) the assessed value of the District Land, if available; provided, however, that the District may rely upon the records of the Property Appraiser for such information; (iii) the amount of Series Assessments levied on the District Land, as certified by the District to the Tax Collector, during such Fiscal Year; (iv) the amount of Pledged Series Revenues collected during such Fiscal Year; (v) the amount of delinquent Series Assessments during such Fiscal Year, if available; 000016Wl.W51 -46- · ," " '. '". ~ , " _.... ': '. .. ~ , . ~ 'I' ' 1 6G 1 (vi) the dollar amount of tax certificates in respect of Series Assessments during such Year, if available; (vii) a schedule of Debt Service for the remaining term of the Series; (viii) the percentage of the Series Project that has been completed with the proceeds of the Series of Bonds as of such Fiscal Year; and (ix) any materially adverse change or determination in any permit or approval relating to the Series Project. (c) in a timely manner, notice of any of the following events, if material: (i) any princip~l and interest payment delinquency on such Series; Series; (ii) any nonpayment default of such (iii) any unscheduled draws on the Series Reserve Accoun~ reflecting financial difficulties; (iv) any unscheduled draws on any credit enhancement reflecting financial difficulties; (v) any substitution of credit or liquidity providers or their failure to perform¡ (vi) any adverse tax opinions or events affecting the tax-exempt status of the Series; (vi i) any modification to the rights of Holders; (viii) any calls on the Bonds of such series (other than mandatory sinking fund or extraordinary redemption) i (ix) any defeasance of such Series; (x) any release, substitution or sale of any ite~ of the related Series Trust Estate; and (xi) any failure on the part of the District to comply with the requirements of clause (a) or (b) abcve. 000016Wl.W51 -47- 16G 1 ARTICLE VII I EVENTS OF DEFAULT AND REMEDIES Section 8.1 Extension of Interest PaYment. If the time for payment of interest of a Bond of any Series shall be extended, whether or not such extension be by or with the consent of the District, such interest so extended shall not be entitled in case of default hereunder to the benefit or security of this Indenture unless the aggregate principal amount of all Bonds of such Series then Outstanding and of all accrued interest the time for payment of which shall not have been extended shall have previously been paid in full. Section 8,2 Events of Default, Each of the following events is hereby declared an Event of Default with respect to a Series of Bonds: (a) Any payment of D~bt Service on such Series of Bonds shall not be made when due; or (b) The District shall for any reason be rendered incapable of fulfilling its obligations hereunder or under the Supplemental Indenture relating to such Series of Bonds; or (c) The District admits in writing its inability to pay its debts generally as they become due, or files a petition in bankruptcy or makes an assignment for the benefit of its creditors or consents to the appointment of a receiver or trustee for itself or for the whole or any part of a related Series Project; or (d) The District is adjudged insolvent by a court of competent jurisdiction, or is adjudged a bankrupt on a petition in bankruptcy filed against the District, or an order, judgment or decree be entered by any court of competent jurisdiction appointing, without the consent of the District, a receiver or trustee of the District or of the whole or any part of its property and if the aforesaid adjudications, orders, judgments or decrees shall not be vacated or set aside or stayed within 90 days from the date of entry thereof; or (e) The District shall file a petition or answer seeking reorganization or any arrangement under the Federal bankruptcy laws or any other applicable law or statute of the United States of America or any state thereof; or (f) Under the provisions of any other law for the relief or aid of debtors, any courc of competent 000016Wl.WSl -48- 16G 1 jurisdiction shall assume custody or control of the District's assets or any part thereof, and such custody or contLol shall not be terminated within 90-days from the date of assumption of such custody or control; or . . (g) The District shall default in the due and pûnctual performance of any of the covenants, conditiOlls, agreements and provisions contained in the Bonds of such Series or in this Indenture or in the Supplemental Indenture relating to such Series of Bonds on the part of the District to be performed (other than a default in the par~ent of Debt Service on the related Series of Bonds when due, which is an Event of Default under subsection (a) above, and other than a default in the performance of the pbligations under Section 7.16, which is not an Event of Default) and such default shall continue for 30 days after written notice specifying such default and requiring same to be remedied shall have been given to the District by the Trustee or, if trye Trustee is unwilling or unable to act, by Holders of not less than ten per centum (10%) in aggregate principal amount of the Bonds of such Series then Outstanding. Section 8.3 Acceleration of Maturities of Bonds of a Series. Upon the occurrence and continuance of any Event of Default specified in clauses (a) through (f) of Section 8.2 with respect to a Series of Bonds, the Trustee shall, upon writte~ direction of the Holders of not less than fifty-one percent (51%) of the aggregate principal amount of the Bonds of such Series then Outstanding, by a notice in writing to the District, declare the aggregate principal amount of all of the Bonds of such Series then Outstanding (if not then due and payable) to be due and payable immediately and, upo~ such declaration, the same shall become and be immediately due and payable, anything contained in the Bonds of such Se~ies or in this Indenture or in the Supplemental Indenture authorizing such Series to the contrary notwithstanding; provided, however, that if at any time after the aggregate pripcipal amount of the Bonds of any Series then Outstanding shall have been so declared to be due and payable, and before the entry of final judgment or decree in any suit, action or proceeding instituted on account of such default, or before the completion of the enforcement of any other remedy under this Indenture or the related Supplemental Inder!ture, moneys shall have accumulated in the ielated Series Revenue Account sufficient to pay the principal of all matured Bonds of such Series and all arrears of interest, if any, upon all Bonds of such Series then Outs~anding (except the aggregate principal amount of any Bonds of such Series then Outstanding that is only due because of a declaracion under this Section 8.3, and except 000016Wl.W51 -49- 1 6G 1 for the interest accrued on the Bonds of such Series since the last interest Payment Date), and all amounts then þayable by the District hereunder shall have been paid or a- sum sufficient to pay the same shall have been deposited with the Paying Agent, and every other default (other than a default in the payment of the aggregate principal amount of the Bonds of such Series then Outstanding that is due only because of a declaration under this Section 8.3) shall have been remedied, then the Trustee or, if the Trustee is unable or unwilling to act, the Holders of not less than 51% of the aggregabe principal amount of the Bonds of such Series then Outstand~ng not then due except by virtue of a declaration under this Section 8.3, may, by written notice to the District, rescind and annul such declaration and its consequences, -but po such rescission or annulment shall extend to or affect any subsequent default or impair any right consequent thereon. Section 8.4 Enforcement of Remedies. Upon the occurrence and continuance of any Event of Default specified in Section' 8.2 with respect to a Series of Bonds, the Trustee or, if the Trustee is unwilling or unable to act, the Holders of not less than fifty-one percent (51 ~) in aggregate principal amount of the Bonds of such Series then Outstanding may protect and enforce the rights of the Holders of the Bonds of such Series under Florida law, and under this Indenture, the related Supplemental Indenture and the Bonds of such Series, by such proceedings in equity or at law, either for tne specific performance of any covenant or agreement contained herein or in aid or execution of any power herein or in the related Supplemental Indenture granted or for the enforcement of any proper legal or equitable remedy, as the Trustee or the Holders of such Series of Bonds, as the case may be, shall deem most effectual to protect and enforce such rights. Section 8.5 Application of Funds. Any money collected by the Trustee pursuant ~o this Article VIII shall be applied as follows: (a) Unless the aggregate principal amount of all the Bonds of such Series shall have become due and payable or shall have been declared due and payable pursuant to the provisions of Section 8.3, all such moneys shall be applied: First: to the payment of any then-due fees and experwes of the Trusc,ee, including reasonable counsel fees and expenses, to the extent not otherwise paid. 000016;11. WSl -50- 16G 1 ',;:: i' '. .,',.' . Second: to payment to the persons entitled thereto of all installments of interest then due and payable on the Bonds of such Series, in the order in which such installments become due and payable and, if the amount available shall not be sufficient to pay in full any particular installment, then to the payment ratably, according to the amounts due on such installment, to the persons entitled thereto, without any discrimination or preference except as to any difference in the rates of interest specified in the Bonds of such Series; and Third: to the payment to the persons entìtled ~hereto of the unpaid principal of any of the Bonds of such Series which shall have become due, (other than Bonds of such Series called for redemption for the payment of which sufficient moneys ar8 held. pursuant to this Indenture), in the order of their due dates, with interest upon the Bonds of such Series at the rates specified therein from the dates upon which they become due to their payment date, and, if the amount available shall not be sufficient to pay in full the principal of Bonds of such Series due on any particular date, together with such interest, then to the payment first of such interest, ratably according to the amount of such interest due on such date, and then to the payment of such principal, ratably according to the amount of such principal due on such date, to the Holders of the Bonds of such Series entitled thereto without any discrimination or preference except as to any difference in the foregoing rates of interest. (b) I f the aggregate principal amount of all the Bonds of a Series shall have become due and payable in accordance with their terms or shall have been declared due and payable pursuant to the provisions of Section 8.3, all such moneys sh~ll be applied first to the payment of any then-due fees and expenses of the Trustee, including reasonable counsel fees and expenses, to the extent not otherwise paid, and, then to the payment of the whole amount of principal and interest then due and unpaid upon the Bonds of such Series, without preference or priority of principal or of interest or of any installment of interest over any other installment of interest. or of any Bond over any other Bond of such Series. ratably, according to the amounts due respectively for principal and interest, to the persons entitled thereto without any discrimination or 000016Wl.WSl -51- 16G 1 preference except as tb any difference in the respective rates of interest specified in the Bonds of such Series. (c) If the principal of all the Bonds of a Series shall have been declared due and payable pursuant to the provisions of Section 8.3, and if such declaration shall thereafter have been rescinded and annulled pursuant to the provisions of Section 8.3, then, if the aggregate principal amount of all the Bonds of such Series shall later become due or be declared due and payable pursuant to the provisions of Section 8.3, the moneys remaining in and thereafter accruing to the related Series Revenue Account shall be applied in accordance with subsection (b) above. The~provisions of this Section 8.5 are in all respects subject to the provisions of Section 8.1. Whenever moneys are to be applied pursuant to this Section 8.5, such moneys shall þe applied by the Trustee at such times as the Trustee in its sole discretion shall determine, having due regard to the amount of such moneys available for application and the likelihood of additional moneys becoming available for such application. The èeposit of such moneys with the Paying Agent shall constitute proper application by the Trustee, and the Trustee shall incur no liability whatsoever to any Holder or to any other person for ~ny delay in applying any such funds, so long as the Trustee acts with reasonable diligence, having due regard to the circumstances, and ultimately applies such moneys in accordance with such provisions of this Indenture as may be applicable at the time of application. Whenever the Trustee shall exercise such discretion in applying such funds, it shall fix the date upon which such application is to be made and upon such date interest on the amounts of principal to be paid on such date shall cease to accrue. The Trustee shall give such notice as it may deem appropriate of the fixing of any such date, and shall not be required to make payment to any Holder until such Bond shall be surrendered to the Trustee for appropriate endorsement, Section 8.6 Effect of Discontinuance of Proceedinqs. If any proceeding taken by the Trustee or any Holder on account of any default shall have been discontinued or ab.::li1doned for any reason, then the District and the Holder shall be restored to their former positions and rights hereunder, respectively, and all rights and remedies of the Holders shall continue as though no such proceeding had been taken. Section 8.7 Restriction on Individual Hold~I ACj:ions. Except as provided in Section 8.101 no Holder of 000016Wl. WSl - 52- 16G 1 any of the Bonds shall have any right in any manner whatever to affect, disturb or prejudice the security of this Indenture or any Supplemental Indenture, or to enforce any right hereunder or thereunder except in the manner herein or therein provided, and all proceedings at law or in equity shall be instituted and maintained for the benefit of all Holders of the Bonds of such Series. Section 8.8 No Remedy Exclusive. No remedy conferred upon the Trustee or the Holders is intended to be exclusive of any other remedy herein or in any Supplemental Indenture provided, and each such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or thereunder, Section 8.9 Delay Not a Waiver. No delay or omission of the Trustee or any Holder to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed..to be a waiver of any such default or an acquiescence therein; and every power and remedy given to the Trustee and the Holders may be exercised from time to time and as often as may be deemed expedient. Section 8.10 Riqht to Enforce Payment of Bonds. Nothing in this Article VIII shall affect or impair the right of any Holder to enforce the payment of Debt Service on the Bond of which such person is the registered Holder, or the obligation of· the District to pay Debt Service to the Holder at the time and place specified in such Bond. Section 8.11 No Cross Default Amonq Series. The occurrence of an Event of Default hereunder or under any Supplemental Indenture with respect to any Series of Bonds shall net constitute an Event of Default with respect to any other Series of Bonds, unless the event giving rise to the Event of Default also constitutes an Event of Default hereunder or under the Supplemental Indenture with respect to such other Series of BonGs. Section 8.12 Waiver of Past Defaults. Before any judgment or decree for payment of money due has been obtained by the Trustee as provided in this Article VIII, the Holders of not less than a majority in face amount of the Outstanding Bonds may on behalf of the Holders of all the Bonds waive any past default hereunder and its consequences, except a default: (i) in the payment of the principal amount of or interest on any Bond, or 000016Wl.W51 -53- 16G 1 (ii) in respect of a covenant or provision hereof which under Article VII cannot be modified or amended without the consent of not less than all of the Outstanding Holders. , Upon any such waiver, such default shall cease to exis't1~i.knd any Event of Default arising therefrom shall be deemed to have been cured, for every purpose of this Indenture; but no such waiver shall extend to any subsequent or other default or impair any right consequent thereon. ARTICLE IX SUPPLEMENTAL INDENTURES Section 9.1' Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of Bonds of any Series, the District, when authorized by a resolution of the Governing 'Body, anQ the Trustee may at any time and from time to time enter 'into one or more indentures supplemental hereto or amendatory hereof for any of the following purposes: (a) to correct or amplify the description of any property at any time subject to the Lien of this Indenture, or better to assure, convey and confirm unto the Trustee any property subject or required to be subjected to the Lien of this Indenture, or to 3ubject to the Lien of this Indenture additional property; or (b) to add to the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Bonds or of any Series of Bonds, as herein set forth, additional conditións, limitations and restrictions thereafter to be observed; or (c) to crea t e any Se r';.es of Bonds and make such cthe~ provisio~s as provided in Section 2.2; Ot (d) to modify or eliminate the terms and provisions of this Indenture, provided that such modification or elimination shall become effective only when there is no Bond Outstanding of any Series prior to the execution of such supplemental indenture and the Trustee may, in its discretion, decline to enter in any such supplemental indenture which, in its opinion, may not afford adequate protection to the Trustee when the same becomes operative; or 000015Wl.W51 -51- 16G 1 (e) to cure any ambiguity or formal defect or omission or to correct any inconsistent provisions in this Indenture; or (f) to add to the covenants and agreements of the District in this Indenture for the benefit of the Holders of all or any Series of Outstanding Bonds or to surrender any right or power herein conferred upon the District; or (g) to make such changes as may be necessary' in order to reflect amendments to Chapters 170, 190 and 298, Florida Statutes (1995), so long as, in the opinion of counsel to the-District, such changes either: (i) shall not have a m~terial adverse effect on the Holders of each Series of Bonds to which such changes relate; or (ii) if such changes shall have a material adverse effect, tryey nevertheless are required to be made as a result of such amendments. Section 9.2 Supolemental Indentures With Consent of Holders. With the consent of Holders of not less than fifty-one percent (51%) in aggregate principal amount of the Bonds then Outstanding of each Series affected by such supplemental indenture, the District, when authorized by a'resolution of the Governing Body, and the Trustee may from time to time enter into one or more indentures supplemental hereto or amendatory hereof for the purpose of modifying, altering, amending, adding to or rescinding any of t~e provisions of this Indenture or of modifying in any manner the rights of the Holders of the Bonds of each such Series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of all Holders of Bonds then Outstanding affected' thereby:' (a) change the stated maturity of the principal of, or any installment of interest on, any Bond, or reduce the principal amount thereof or the interest thereon or any premium payable upon the redemption thereof, or change any place of payment where, or the coin or currency in which, any Bond, or the interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after- t.,he 'stated maturity thereof (or, in the case of r~demption, on or after the redemption date); OF. 000016Wl.WSl -55- 1 6G 1 (b) reduce the percentage in principal amount of the Outstanding Bonds, the consent of whose Holders is required for any such supplemental indenture, or the consent of whose Holders is required for any waiver provided for in this Indenture of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences; or . . (c) modify or alter the provisions of the proviso to the definition of the term "Outstanding"; or (d) modify any of the provisions of this Section 9,.2 or Section 8.12, except to increase any percentage provided thereby or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Bond.affected thereby; or (e) permit the creation of any Lien ranking prior to or on a parity with the Lien of this Indenturè with respect to any of the Series Trust Estate o~ terminate the Lien of this Indenture on any property at any time subject hereto or deprive ehe Holder of any Bond of the security afforded by the Lien of this Indenture; or (f) modify, in the case of Bonds of any series for which a mandatory sinking fund is provided,: any of the provisions of this Indenture in such manner as to affect the rights of the Holders of such Bonds to the benefits of such sinking fund. The Trustee may in its discretion deter~ine whether or not any Bonds would be affected by any supplemental indenture and any such Jetermination shall be conclusive upon the Holders of all Bonds, whether theretofore or thereafter authenticated and delivered hereunder. The Trustee shall not be liable for any such delermination made in good faith. It shall not be necessary for any Act of Holders under this Section 9.2 to approve the particular form of any proposed supplemental indenture, but it shall be suffiC'ient if such Act shall approve the substance thereof. Section 9.3 Opinion of Bond Counsel With Respect to Supplemental Indenture. In addition to the other requirements herein set forth with respect to Supplemental Indentures, no Supplemental Indenture shall be 000016Wl.W51 -56- 16G 1 effective unless and until there shall have been delivered to the Trustee and the District the opinion of Bond Counsel to the effect that such Supplemental Indenture is permitted pursuant to this Indenture and that such Supplemental Indenture is the valid and binding obligation of the District enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency or general equitable principles. In addition, if such Supplemental Indenture relates to a Series of Tax Exempt Bonds, such opinion shall also state that such Supplemental Indenture will not adversely affect the exclusion from gross income for federal income tax purposes of interest on the related Series of Bonds. SecAtion 9.4 Execution of Supplemental Indentures. In executing, or accepting the additional trusts created by, any supplemental indenture permitted by this Article IX or the modifications thereby of the trusts created by this Indenture, the 7rust~e shall be entitled to receive, and (subject to Section 6.1) shall be fully protected in relying upon, an opinion of Bond Counsel stating that the execution of such supplemental indenture is authorized or permitted by this Indenture. The Trustee may, but shall not be obligated to, enter into any such supplemental indenture which affects the Trustee's own rights, duties or immunities under this Indenture or otherwise. Section 9.5 Effect of Supplemental Indentures. Upon the execution of any supplemental indenture under this Article IX, this Indenture shall be modified in accordance therewith, and such supplemental indenture shall form a part of this Indenture for all purposes; and every Holder of Bonds theretofore or thereafter authenticated and delivered hereunder shall be bound thereby. Section 9.6 Reference in Bonds to Supplemental Indentures. Bonds authenticated and delivered after the execution of any supplemental indenture pursuant to this Article IX shall bear a notation in form approved by the Trustee as to any matter provided for in such supplemental indenture. If the District shall so determine, new Bonds so modified as to conform, in the opinion of the Trustee and the District, to any such supplemental indenture may be prepared and executed by the District and authenticated and delivered by the Trustee in exchange for Outstanding Bonds. ARTICLE X DEFEASANCE Section 10.1 Defeasance and Discharqe of the Lien of this Indenture and Supplemental Indentures. When 000016Wl.W51 -57- 1 6G 1 (a) the District shall deliver to the Trustee for cancellation all Bonds of any Series theretofore authenticated (other than any Bonds of such Series which shall h~v~ been des~royed, lost or stolen or in lieu of or in substitution for which other Bonds shall have been authenticated and delivered) and not theretofore cancelled, or (b) all the Bonds of any Series not theretofore cancelled or delivered to the Trustee for cancellation for whose payment or redemption (under arrangements satisfactory to the Trustee for the giving of notice of redemption) the District shall have deposited with the Trustee, in trust, funds (other than funds repaid by the Trustee to the District in accordance with Section 10.3) sufficient to pay at maturity or upon redemption all of the Bonds of sucn Series (other than any Bonds of such Series which shall have bèen mutilated, destroyed, lost or stolen and in lieu of or in substitution for which other Bonds shall have been authenticated and delivered or which shall have been paid), including principal, and premium, if any, and interest, if any, due or to become due to such date of maturity or redemption date, as the case may be, and if in either case the District shall also payor cause to be paid all other sums payable hereunder by the District, then this Indenture and the Lien in the Series Trust Estate created thereby shall cease to be of further effect with respect to Bonds of such Series, and the Trustee, on demand of the District accompanied' by a Certificate and an opinion of Bond Counsel and at the CGst and expense of the District shall execute proper instruments acknowledging satisfaction of and discharging this Indenture and such Lien with respect to Bonds of such,Series, the District, however, hereby agreeing to reimburse the Trustee for any costs or expenses thereafter reasonably and properly incurred and to compensate the Trustee for any services reasonably and properly rendered by the Trustee in connection with this Indenture or the Bonds. Section 10.2 Moneys Helð in Trust. All moneys and obligations held by an escrow or paying agent or the Trustee pursuant to Section 10.1 shall be held in trust and the principal and interest of said obligations when received, and said moneys, shall be applied to the payment, when due, of the principal, interest and premium, if any, of the Bonds to be paid or to be called for redemption. Section 10.3 Return of Unclaimed Moneys. Any moneys deposited with or paid to the Trustee for payment of the principal of (and' premium, if any) or interest, if any, on Bonds of any Series and not applied but remaining unclaimed by the Holders of Bonds of such Series for three years after the date upon which the principal of, and premium, if any, or interest, if any, on such Bonds, as the 000016Wl,WSl -58- 16G 1 case may be, shall have become due and payable, shall, upon written demand, be repaid to the District by th~ Trustee; and the Holder of any of such Bonds shall thereafter look only to the Distric~'for any payment which such Holder may be entitled to collect, provided, however, that, before being required to make any such repayment, the Trustee may (at the cost of the District) mail to such Holders at their last known address, a notice (in such form as may be deemed appropriate by the ~rustee) that said moneys remain unclaimed and that, 'after a date named therein, any unclaimed balance of said moneys then remaining will be returned to the District (except that with respect to presentation of Bonds for payment and transfer, such term shall mean the Corporate Trust Office of the Trustee. ARTICLE XI MISCELLANEOUS Section 11.1 Immunitv of Supervisors. No recourse shall be had for the payment of the principal of or premium of interest on any of the Bonds or for any claim based thereon or upon any obligation, covenant or agreement in this Indenture contained against any past, present or future officer or supervisor of the District, or any incorporator, officer or supervisor of any successor entity, as such either directly or through the District or any successor entity, under any rule of law or equity, statute or constitution or ~y the enforcement of any assessment or penalty or otherwise, and all such liability of any such incorporator, officer or supervisor as such is hereby expressly waived and released as a condition of and consideration for the execution of this Indenture and the issuance of such Bonds. Section 11.2 . Act of Holders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by Holders may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Holders in person or by an agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee and, where it is hereby expressly required, to the Company. Such instrument or instruments (and the action embodied therein and evidenced ,thereby) are herein someti~es referred to as the "Act" of the Holders signing such instrument or instruments. Proof of execution of any such instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture and (subject to Section I; ..1) conclusive in favor of the Trustee 000016Wl.W51 -59- 16G 1 and the Company. if made ~n the manner provided in this Section 11.2. The fact and date of the execution by any Person of any such inst0ument or writing may be proved by the affidavit of a witness of such execution or by a certificate of a notary public or other officer authorized by law to take acknowledgments of deeds, certifying that the individual signing such instrument or writing acknowledged to him the execution thereof. where such execution is by a signer acting in a capacity other than his individual capacity, such certificate or affidavit shall also constitute sufficient proof of his authority. The fact and date of the execution of any such instrument or writing, or the authority of the Person executing the same, may also be proved in any other manner which the Trustee deems sufficient. Any request, demand, author.ization, direction, notice, consent, waiver or other Act of the Holder of any Bond shall bind every future Holder of the same Bond and the Holder of every Bond issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof in respect of anything done, omitted or suffered to be done by the Trustee or the District in reliance thereon, whether or not notation of such action is made upon such Bond. Section 11.3 Notice to the District and the Trustee. Any notice, demand, direction, request or other instrument authorized or required by this Indenture to be given to or filed with the District or the Trustee shall be deemed to have been sufficiently given or filed for all purposes of this Indenture if and when sent by certified mail, return receipt requested: To the District, addressed to: District Manager Fiddler's Creek Community Development District G.L. Moyer, P.A. 10300 N.W. Eleventh Manor Coral Sprìngs, FL 33071 Attention: James Ward To the Trustee, addressed to: SunTrust Bank, Central Florida, National Association 225 E. Robinson Street, Suite 350 Orlando, FL 32801 Attention: Corporate Trust Department 1)1)1)1)1 ¡:;W1 W<;1 _hf'\- 16G 1 or to such other address as shall be provided to the other party heFeto in writing. , Section 11.4 Notice to the Holders. Any notice, demand, direction, request, or other instrument authorized or required by this Indenture to be mailed to the Holders shall be deemed to have been sufficiently mailed if mailed by first class mail, postage pre-paid, to the Holders at their addresses as they appear at the time of mailing on the registration books maintained by the Bond Registrar. Section 11.5 Effect of Headlines and Table of Contents. The Article and Section headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof, Section 11.6 Successors and Assiqns. All covenants and agreements in this Ind~nture by the District shall bind its successors and assigns, whether so expressed or not. Section 11.7 Separability Clause. In case any provision in this Indenture or in the Bonds shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or imp~ired thereby. Section 11.8 Benefits of Indenture. Nothing in this Indenture or in the Bonds, express or implied, shall give to 'any Person, other than the parties hereto and their successòrs hereunder and the Holders of Bonds, any benefit or any legal or equitable right, remedy or claim under this Indenture. Section 11.9 Governinq Law. The Bonds and this Indenture shall be governed by, and construed in accordance with, the laws of the State of Flor~da. Section 11,10 Leqal Holidavs. In any case where the stated maturity of any Bond shall not be a Business Day, then (notwithstanding any other provision of this Indenture or of the Bonds) payment of the principal amount of and interest on the Bonds need not be made on such date, but may be made on the next succeeding Business Day with the same force and effect as if made on the stated maturity, provided that no interest shall accrue for the period from and after the stated ,maturity. 000016Wl.W51 -61- ---_......-.,..-.._-þ..- 111>.- ~__. --, -"'--,- , --~~-''û1f--''''~.L1 -- "'""!'J.f_ 16G 1 IN HITNESS \o1HEREOF, the parties hereto have caused this Indenture to be duly executed as of the day and year first above written. FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT ATTEST: By: Chairman, Board of Supervisors Secretary :SunTrust Bank, Central Florida, National Associ~tion, as Trustee By: Authorized Signatory Attest: Secretary 4' 000016Wl.W51 _f::'') EXHIBI.Lð 16G 1 FORM OF REQUISITION The under~igned, an Authorized Representative of Fiddler's Creek Community Development District (the aDistrict") hereby submits the following requisition for disbursement under and pursuant to the terms of the Indenture from the District to SunTrust Bank, Central Florida, National Association as trustee (the "Trustee"), dated as of December 1, 1996 (the "Indenture"), as amended and supplemented by the First Supplemental Indenture from the District of the Trustee, dated as of December 1, 1996 (the Indenture as amended and supplemented is hereinafter referred to as the :'Indenture") (all capitalized terms used herein shall have the meaning ascribed to such term in the Indenture) (A) Requisition Number: (B) Name of Payee: (C) Amount Payable: (D) ~urpose for which paid or incurred (refer also to specific contract if amount is due and payable pursuant to a contract involving progress payments, or, state Costs of Issuance, if appl icable) : (E) Fund or Series Account from which disbursement to be made: , The undersigned hereby certifies that [obligations in the stated amount set forth above have been incurred by the District, that each disbursement set forth above is a proper charge against the Series Acquisition and Construction Account referenced above, that each disbursement set forth above was incurred in connection with the acquisition and construction of the Series Project and each represents a Cost of the Series Project, and has 000016Wl.W51 16G 1 EXHIBIT A Page 2 not previously been paid] OR [this requisition is for Costs of Issuance payable from the Cost of Issuance Account that has not previously been paid) , The undersigned hereby further certifies that there has not been filed with or served upon the Districc notice of any Lien, right to Lien, or attachment upon, or claim affecting the right to receive payment of, any of t.he moneys payable to the Payee set forth above, which has not been released or will not be released simultaneously wi~h the payment h~reof. The undersigned hereby further certifies that such requisition contains no item representing payment on account of any retained percentage which the District is at the date of such certificate entitled to retain. If this requisition is for a disbursement from other than the Costs of Issuðnce Account or for paJ~ent of capitalized interest, there shall be attached a resolution of the Governing Body of the District approving this requisition or the approving the specific contract with respect to which disbursements pursuant to this requisition are due and payable. Attached hereto are originals of the invoice(s) from the vendor of the property acquired or services rendered with respect to which disbursements is hereby requested. FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT By: Authorized Representative CONSULTING ENGINEER'S APPROVAL FOR NON-COST OF ISSUANCE AND CAPITALIZED INTEREST REQUESTS ONLY If this requisition is for a disbursement from other than Capitalized Interest or Costs of Issuance, the undersigned Consulting Engineer hereby certifies that this disbursement is for a Cost of Series Project and is consistent wi th: (i) the applicable acquisition or 000016Wl.W51 1 Ol1 J. EXHIBIT A. Page 3 constructton contract; (ii) the plans and specifications for the portion of the Series Project with respect to which such disbursement is being made; and, (ii) the report of the consulting E~gineer attached as an Exhibit to the First Supplemental Indenture. as such report shall have been amended or modifiêd on the date hereof. -- Consulting Engineer 000016Wl.W51 ~-.,.,-""--..... -.-.....~ I .. ~ ' .::."') ~ . .! ;) 'rf~t1· .: --- 16G 1 "'17"'1' , .. , ,-, - '-, '. -.. ,- .,' I 'ì' . FIRST SUPPLEMENTAL INDENTURE FIDDLER'S CREEK COMM1nfITY DEV~LOPMENT DISTRICT TO SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, AS TRUSTEE Dated as of December 1, 1996 16G 1 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (the "First Supplemental Indenture"), dated as of December 1, 1996, between FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT, a community development district organized and existing under the laws of the Stat.e of Florida (the "District"), and SmlTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, as trustee, a national bar.king association existing under the laws of the United States (the "Trustee"). RECITALS OF THE DISTRICT The District ha~ entered into a Master Trust Indenture, dated as of December )., J.996 (the "Indenture") with the Trustee for the purpose of issuing the Bonds (as therein defined), in one or more series as may from time to time be authorized by one or more re~olutions of the Board of Supervisors of the District. Pursuant to Resolution No. 96-16, adopted by the Governing Body of the District on August 20, 1996, the District has authorized the issuance, sale and delivery of up to $93,i95,OOO of its Fiddler's Creek Community Development District Specia~ Assessment Revenue Bonds, Series 1996 (the "1996 BonGs") as a Series of Bonds, and has authorized the execution and delivery of this First Supplemental Indenture to secure the issuance of the 1996 Bond$ and to set forth the terms thereof. The District will apply the proceeds of the issuance of the 1996 Bonds' to: (i) finance the Cost of the Series Project as further described in Exhibit A hereto and the Costs of Issuance relating to the 1996 Bonds; (ii) pay Capitalized Interest on the 1996 Bonds; and (iii) fund the 1996 Reserve Account. Pursuant to the Constitution of the State of Florida and Chapter 75 of the Florida Statutes (1995), as amended, the Bonds were validated by judgment of the Circuit Court of the Twentieth Judicial District of the State of Florida in and for Collier County, Florida, rendered on October 14, 1996, the period for appeal having expired and no ap~eal from such final judgement having been taken. NOW, THEREFORE, THIS FIR~T SUPPLEMENTAL INDENTURE WITNESSETH: 000016ZR.W51 1 6G 1 That the District, in consideration of the premises, the acceptance by th? Truste~ of the trusts hereby created, the mutual covenants herein contained, the purchase and acceptance of the 1996 Bonds by the purchaser or purchasers thereof, and other good and valuable consideration, receipt of which is hereby acknowledged, and in order to secure the payment of the principal, premium, if any, and interest. on, all Outstanding 1996 Bonds from time to time, according to their tenor and effect., and such other payments required to be m3.de under the Iodenture or hereunder, and to secure the ObSeDf3.nCe and performance by the District of all the covenants, expressed or implied in the Indenture, this First Supplemental Indenture and the 1996 Bonds, does hereby assign, pledge and grant a security interest to the Trustee, and ~ts successors in the trust under the Indenture, and their successors and assigns forever: All right, title and interest of the District, in. to and under, subject to the terms and conditions of the Indenture élnd the provisions of the 'Indenture pertaining to the application thereof for or to the purposes and on the terms set forth in the Indenture, the revenues derived by the District from the Series Assessments described in Resolution No. 96-14 adopted by the Governing Body of the District (the "1996 Pledged Revenues") and the Series Accounts (except the Series Rebate Account) established pursuant to the Indenture in respect of the 1996 Bonds (the "1996 Pledged Accounts") which shall comprise a part of the Series Trust Estate securing the 1996 Bonds (the "1996 Trust Estate") ; TO HAVE Al¡D TO HOLD the 1996 Trust Estate, whether now owned or held or hereafter acquired, unto the Trustee and its successors and assigns forever; IN TRUST NEVERTHELESS, except as in each such case may otherwise be provided in the Indenture, upon the terms and trusts in the Indenture set forth for the equal and proportionate benefit and security of all present and future Holders of the 1996 Bonds issued or to be issued under and secured by this First Supplemental Indenture, without preference, priority or distinction as to Lien or otherwise, of anyone 1996 Bond over any other 1996 Bond. And the District hereby covenants and agrees to and with the Trustee, for the equal and proportionate benefit of the respective Holders from time to time of the 1996 Bonds, as follows: 000016ZR.W51 -2- 16G 1 Section 1. There shall be an initial series of Bonds ,entitled "Fiddler's Creek Community Development District Special Assessment Revenue Bonds, -Series 1996" (herein called the "1996 Bands"). The Stated Maturity of the 1996 Bonds shall be May 1, 2Q18 and the aggregate principal amount thereof which måY be authenticated and delivered and Outstanding is li~ited to $20,210,000.00. The 1996 Bonds sh~ll bear interest from December 1, 1996 or from the most recent interest Payment Date to which interest has been paid or duly provided for. The 1996 Bonds shall bear interest payable semi-annually on May 1st and November ~st o~ each year, at the rate of 7.50%. The principal and the redemption price of, and interest on, the 1996 Bends shall be payable at the Corporate Trust Office of the Trustee located at 225 E. Robinson Street, Suite 350, Orlando, "Florida, 32801, Attention: Corporate Trust Department. The 1996 Bonds shall initially be represented by a Global Bond, substantially in the form of Exhibit B hereto (tr,e "Olobal Bond"), which shall be issued ,...ithout coupons and registered in the name of the Depositary or its nominee. The Global Bond shall have such appropriate insertions, omissions, su~stitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required to comply with applicable securities laws or the rules of any securities exchange or as may, consistently herewith, be determined by the Authorized Representatives executing such Bonds, as evidenced by their execution thereof. Any portion of the text of the Global Bond müy be set forth on the reverse thereof, with an appropriate reference thereon on the face of su~h Global Bond. So long as the Global Bond is registered in the name of the Depositary or its nominee, the Depositary or its nominee, as the case may be, will be considered the sole owner of the Global Bond for all purposes hereunder and under the 1996-Bonds: Neither the District nor the Trustee will have any responsibility or liability for any aspect of the records relating to or payments made by the Depositary on account of beneficial interests in the Global Bond. Except as provided in this Section, holders will not be entitled to have 1996 Bonds registered in their names. 000016ZR.W51 -3- 16G 1 Notwithstanding the foregoing, nothing herein shall impair, as between the Depositary and its participants, the operation of customary practices governing the exercise of the rights of a holder of any 1996 Bond. Unless and until the Global Bond is exchanged in whole for 1996 Bonds in definitive form, the Global Bond may not be transferred except as a whole by the Depositary to a nominee of the Depositary or by a nominee thereof to the Depositary or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary. Except as provided in this paragraph, the 1996 Bonds will not be issued in definitiv~ form. If at any time the Depositary notifies the District that it is unwilling or unable to continu~ as Depositary for the 1996 Bonds, or if at. any time the Depositary ceases to be a clearing agency registered under t.he Securities Exchange Act of 193~, as amended (or otherwise ceases to be eligible to be a Depositary), or if th¿ Depositary requires the District to deliver 1996 Bonds in definitive form upon the occurrence of an Event of Default, or if the District. elect to discont.inue t.he use of the system of book-ent.ry transfers, the District will execute, and the Trustee, upon receipt of such executed definitive 1996 Bonds, will authenticate and deliver 1996 Bonds in definitive registered form without coupons in an aggregate f~ce amount equal to the aggregate face amount of the Global Bond and otherwise in accordance with terms of this Indenture, in exchange for the Global Bon¿. In any such case, the Trustee shall execute and deliver a supplemental indenture reflecting the issuance of definitive 1996 Bonds. Section 2. The 1996 Bonds may, at the option of the District, be redeemed in whole at any time, or in part on any interest Payment Date from the proceeds deposited in the 1996 Optional Redemption Subaccount, on or after May 1, 2007, by lot in the manner determined by the Trustee, at the redemption prices (expressed as a percentage of the principal amount of the 1996 Bonds) set forth in the following schedule, plus accrued interest thereon to the redemption date: Period Redemption Price May I, 2007 through April 30, 2008 May 1, 2008 and thereafter 101% 100% 000016ZR:W51 -4- 16G 1 The 1996 Bonds shall be redeemed from the proceeds in the 1996 Bond sinking Fund Account, in part by lot in the manner determined by the Trustee, prior to their scheduled maturity, on May 1 in the years and in the amounts set fortn below at a price of par, without premium, plus a~crued interest thereon to the date of redemption: Principal Principal :'Lgn ---1'.:,mo\.1nL ~ ~r.10unt 1999 $450,OOa 2009 955,000 2000 4.85,OGO 2ûlO l,030,OOO 2001 525,000 2011 1,110,000 2002 565,000 2012 1,?OO,OOO 20O} 6Ie,000 2013 1,290,000 2004 660,000 2014 1,395,000 2005 710,000 2015 1,500,000 200£ 765,000 2016 1,620,000 2007 825,000 2017 1,745,000 2008 890,000 2018 l,880,OOO!l Any 1996 Bonds that are purchased by the District .....ith amow1ts held to pay a sinking fund installment will be cancelled and ~~ amount equal to the principal amount so purchased will be applied as a credit against the next Bucceeding sinking fun¿ installment. Sinking fund installments Bet Eorth above shall be recalculated, as the result of the redemption of 1996 Bonds to reamortize the remaining outstanding principal balance of the 1996 Bonds in substantially level installments of principal and interest over the remaining term thereof. The 1996 Bonds shall be redeemed (i) in whole on the earliest possible date to the extent that there are sufficient proceeds deposited in the 1996 Reserve Account to redeem all of the Outstanding 1996 Bonds at the principal amount thereof, without premium, plus accrued interest thereon to the date of redemption, and (ii) in .....hole on any date, or in part on the earliest possible interest Payment Date by lot in the manner determined by the Trustee, at the principal amount thereof, .....ithout pr.emium, together with accrued interest thereon to the date of redemption, to the extent of any money held on deposit in the 1996 Prepayment Subaccount. 11 Maturity. 000016ZR.W51 -5- 16G 1 Notice of redemption of the 1996 Bonds is required to be mailed by the Bond Registrar at least 30 and not more than 60 days prior to the redemption date to each registered holder of 1996 Bonds to be redeemed at the address of such registered Holder recorded on the bond register maintained by the Bond Registrar. On the date designat~d for redemption, notice having been given and money for the payment of the redemption price being held by the Trustee, all as provided in the Indenture, the 1996 Bonds or such portions thereof so called for redemption shall become and be due and payable at the redemption price provided for the redemption of :, 1996 Bonds or such portions thereof on such date'-~r~st on such 1996 Bonds or stich port.ions thereof s\.) (',! . ' :'J:r redemption shall cease to accrUE:, such 199 G= ' r s::ch portions thE:reof so called for redet'nption SÌI . r,c_=,_ ". be entitled to any benefit or security under tr' LndentJ~~ and the holders thereof shall have no right ~ ~ r, respec:- of such 1996 Bonds or such port ions thereof so ',';: l:·cì fer redempt ion except to receive payments of the rede' ,j,J"1: r. ;:¡ri.ce thereof so held by the Trustee. Section 3. Simultaneously with the execution and delivery hereof. the District shall establish with the Trustee each of the Series Accounts and the Series Rebate Account in respect of the 1996 Bonds, to be denominated the "1996 Acquisiti'J!1 and Cons.:.ruct.ion Account," the "1996 Cost of Issuance Account," the "1996 Bond Sinking Fund Account," the "1996 Interest Account," the "1996 Redemption Account," the "1996 Px"epayment Subaccount," the "1996 Optional Redemption Subaccount," the "1996 Reserve Account," the "1996 Revenue Account," and the "1996 Rebate Account". Section 4. The proceeds of the issuance of the 1996 Bonds, $20,252,104.17, shall, as soon as practicable upon the delivery thereof to the Trustee by the District pursuant to the Indenture, be applied as follows: (a) $2,743,685.07, representing accrued interest and Capitalized Interest, shall be déposited in the 1996 Interest Account established in respect of the 1996 Bonds; (b) $455,044.10, representing the Costs of Issuance relating to the 1996 Bonds, shall be deposited in the 1996 Cost of Issuance Account established in respect of the 1996 Bonds¡ (c) $1,953,375,00, representing the Series Reserve Account Requirement for the 1996 Bonds, shall be deposited 000016ZR.W51 -6- 1 6G 1 in the 1996 Reserve Account established ~n respect of the 1996 Bonds; and (d) $15,100,000.00, representing the balance of the proceeds of the issuance of the 1996 Bonds after the deposits described above, shall be deposited in the 1996 Acquisition and Construction Accöunt established in respect of the 1996 Bonds. Section 5. The District covenants and agrees that so long as there are any 1996 Bonds Outstanding, it shall not cause or permit to be caused any Lien against the 1996 Trust Estate other than a Lien in favor of the 1996 Bonds or any Lien arising in favor of the Trustee in connection with ite fees'and expenses under the Indenture¡ provided, ho·wever, t ha t t he 'Cis t:rict reserves the right to issue bonds, notes or other obligations payable trom or secured by the 1996 Trust Estate pledged to the 1996 Bonds, but only so long as such bonds, no~p.s or other obligations are not enti~led t~ a Lien upon the 1996'Trust Estate equal or ?rior to the Lie" of this Supplemental Ir.denture securing the 1996 Bonds. Each bond, note or other obligation issued pursuant co the authority of the preceding sentence shall conspicuously state on the face thereof that such obligation is, and such obligation shall be, subordinaLe and infericr in riCJhc of Lien and payment to the Lien of the Indenture on suell 1996 Trust Estate and the rights and remedies of the holders or such subordinate debt to payment and upon default thereon and under any instrument securing such subordinate debt shall not be subject to action for collection or acceleration thereof except upon the exercise of and subject to the first and prior rights of the Trustee and Holders of the 1996 Bonds to payment and the control of remedies and acceleration granted hereunder and under the Indenture. Section 6. The Indenture, as supplemented and amended by this First Supplemental Indentur~, is in all respects ratified and confirmed, and the Indenture and this First Supplemental Indenture shall be read, taken and construed as one and the same instrument. Section 7. In case any provision in this First Supplemental Indenture or in the Global Bond or the 1996 Bonds shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions (or of any other Series of Bonds) shall not in any way be affected or impaired hereby. 000016ZR.W51 -7- 16G 1 Section 8. Nothing in this Supplemental Indenture, expressed or implied, shall give to any Person, other than the parties hereto and their successors hereunder, and the Holders of the Global Bond and the 1996 Bonds any benefit or any legal or equitable right, remedy or claim under this First Supplemental Indenture. Section 9. This First Supplemental Indenture, the Global Bond and the 1996 Bonds shall be deemed to be a contract made under the laws of the State of Florida and this First Supplemental Indenture and each such Bond for all purposes shaJ.l be governed by and constructed in accordance with the laws of the State of Florida. Section 10. All ter~s used in this First Supplemental Indenture not oth~rwise defined herein that are defined in the Indenture shall have the meanings set forth therein. Section 11. This First Surplemental Indenture may be executed ill any ~umber of counterparts, each of which shall be an original; but such counterparts shall together constitute but one and the same instrument. Section 12. The recitals contained herein and in the Global Bond and the 1996 Bonds, except the certificate of aut.henticat.ion of the Tnlstee thereon, shall be taken as statements of the District, and the Trustee assumes no responsibility for their correctness, The Trustee makes no representations as to the validity or sufficiency of the Indenture or thi~ First Supplemental Indenture or of the Global Bond or the 1996 Bonds and shall not be accountable for the use or application by the District of the Global Bond or the 1996.Bonds or the proceeds thereof. 000016ZR.W51 -8- 16G 1 IN WITNESS WHEREOF, the District and the Trustee have caused this First Supplemental Indenture to be duly executed, and their corporate seals t~be hereunto affixed and attested, as of the day and year first above written. SEAL FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT Attest: Secretary By: Chairman, Board of Supervisors SEAL SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, as Trustee Attest: By: Responsible Officer Secretary . 000016ZR.W51 -9- FORM OF BOND -a tU~ œc9tr.tr.TQ I tIIl'\ff\(\." T I("\{!_ , 7 T T , 1 óG 1 ~ EXHm1T C ""-'H-", W" -.,""~. 'f1 ., 16G 1 FORM OF 1996 GLOBAL BOND [TEXT OF BOND FACE] i .. I: . ¡..~. '.' :1. P),i":/'~' i ¡ , ....JJ,...,;... ',;, No. $ CUSIP , 1996 Unit~d States Of America State of Plorida FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT GLOBAL BOND REPRESENTING T"rlE SP:&~CI.~.L ASS~SSMEN1.' REVENUE BONDS, SERIES 1996 FIDDLER'S CREE^ COMMm~ITY DEVELOPMENT DISTRICT, a community development district duly created, establisheà and existing pursuant to Chapter 190, Florida Statutes (1995), (the "District !I), for value received, hereby promises to pay to CEDE & CO., as nominee for The Depository' Tr.·ust Company, or regi.stered assigns, on 19 ,unless this Global Bond shall have been previously called for redemption and payment of the redemption price shall have been duly made or provided for, but solely from the 1996 Trust Estate pledged for the payment hereof pursuant to the Indenture hereinafter mentioned and not otherwise, upon surrender hereof, the princip~l sum of . ($ and to pay interest on the outstanding principal amount hereof, but solely from said assessments, from the date hereof, at the rate of (___\) per annum, payable initially on , 1996, and thereafter on each , and 000017CF.W51 ~ ':·~\·r~··,· :'. ~,:~:.:; . ::}',:; ".:'" ",-.-:' " ...,~.:.: ,'.': ~ ':,' .;',.,' ~ '. ". ,,' : ':," :,"~' Page 2 16G 1 until payment of such principal amount, or provision therefor, shall have been made at maturity or upon redemption. The principal of and interest on this 1996 Bond and the premium, if any, payable upon redemption, are payable at the corporate trust office of Miami, Florida, or at the principal office of any successor trustee or paying agent appointed under the Indenture hereinafter mentioned. This Global Bond represents bonds comprising the first series of Bonds of the District (hereinafter referred to as the "1996 Bonds"), issued under a Master Trust Indenture, dated as of , 1996, between the District and SunTrust Bank, Cen~ral Florida, National Association, Orla.ndo, Floridi:l, as trustee (the "Trustee"), as amended and supplemented by a First S~pplemental Indenture, dated as of , 1996 (the "Supplemental Indenture"), betweenthe' District".-and the Trustee;' (collectively, the ':Indenture"). The 1996 Bonds are issued for the purpose of (i) financing the cost of acquiring, constructing and equipping the 1996 Project (as defined in the Indenture) and the Costs or Issuance (as defined in the lndenture), (ii) paying Capir..alized L1terest (as defined in the Indenr..ure) on the 1996 Bo~ds, and (iii) funding the 1996 Reserve Account (as defined in the Indenture) . THIS GLOBAL BO~D AND THE 1996 BONDS REPRESENTED HEREBY SHALL NOT, DIRECTLY OR. INDIRECTLY, OBLIGA-:'E T!-:E DISTRICT, THE STATE OF FLORID.I\., OR ANY POLITICAL SUBDIVISION THEREOF, TO LEVY ANY FOP.M OF TAXATIOì, THEREFOR OR TO Hi\KE A..."T'{ APPROPRIATIONS FOR THEIR p;,Yr~ENT OTHER THÞu."J FROM THE 1~96 PLEDGED REVENUES¡ NO OHNER OR ANY OTHER PERSON SHALL HAVE THE RIGHT TO COMPEL THE EXEP.CISE OF ANY AD VALOREM TAXING POWER OF THE DISTRICT OR OF ANY AD VALOREM Tfu~ING POWER OR NON-AD VALOREM SPECIAL ASSESSMENT POWER OF ANY OTHER PUBLIC AUTHORITY OR GOVERNMENTAL BODY POLITIC TO PAY THE PRINCIPAL OF, OR INTEREST, AND PREMIUM, IF ANY, ON THE GLOBAL BOND AND THE 1996 BONDS REPRESENTED HEREBY. All acts, conditions and things required by the Constitution and the laws of the State of Florida, the ordinances and resolutions of the District, and the provisions of the Indenture to happen, exist and be performed prior to the issuance of this Global Bond and the 1996 Bonds and the execution of the Indenture, have happened, exist and have been performed as so required. 000017CF.W51 Page 3 16G 1 This Global Bond and-the 1996 Bonds shall not be valid or become obligatory for any purpose or be entitled to any benefit or security under the Indenture until the Certificate of Authentication endorsed hereon shall have been duly executed by the Trustee. THE TERMS AND CONDITIONS OF THIS GLOBAL BOND ARE CONTINUED ON THE REVERSE HEREOF AND SUCH TERMS AND CONDITIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH HEREIN. IN WITNESS WHEREOF, Fiddler's Creek Community Development Distric~ has caused thi~ Global Bond to be executed in its name and on its behalf by the manual or. facsimile signature of the Chairman of its Board of Supervisors and ics official seal to be impressed or imprinted hereon and attested 0Y the manual or facsimile signature of a member of the Board of Supervisors designated for the purpose, all as of 1996. Attest: FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT By: Secretary By: Chairman, Board of Supervisors [Official Seal] 000017CF.W51 Page 4 16G 1 [FORM OF TRUSTEE'S CERTIFICATE OP AUTHENTICÞ.TION] This Global Bond is the Global Bond described in the within-mentioned Indenture, Tl'Usteè , as Date of Authentic~tiün: By: Respon8ible Officer [REVERSE OF GLOBAL BOND] This Global Bond and the 1996 Bonds represented hereby are issued under a¡,d pursuant to the Constitution and the laws of the State of Florida, particularly Chapter 190, Florida Statutes (1995), and the provisions of the Indenture, executed counterparts of which are on file at the corporate trust office of the Trustee. The terms of the Indenture, including, among others, with respect to the custody and application of the proceeds of the 1996 Bonds, the collection and disposition of revenues and the funds charged with and pledged to the payment of the principal and interest on, the 1996 Bonds, the nature and extent of the security thereby created, the covenants of the District with respect to the levy and collection of the Series Assessments (as defined in the Indenture) relating to the 1996 Bonds, the terms and conditions under which the 1996 Bonds are issued, the rights, duties, obligations and immunities of the District (including, without limitation, the obligation to provide continuing disclosure as set forth in Section 7.16 thereof) and the Trustee under the Indenture and the rights of the holders of the 1996 Bonds, are incorporated herein by reference. Notwithstanding, anything in the Indenture to the contrary, each holder of the 1996 Bonds shall have the right to enforce the provisions of Section 7.16 of the Indenture. By the acceptance of this Global Bond, the holder of this Global Bond and the holders of the 1996 Bonds represented hereby assent to all of the provisions of the Indenture. The 1996 Bonds are equally and ratably secured by the 1996 Trust 000017CF.W51 ·_-_._. ~._,----- - _._.A.... J Page 5 16G 1 Estate, without preference -or priority of one 1996 Bond over another. The Supplemen[al Indenture does not authorize the issuance of any additional Bonds ranking on a parity w~th the 1996 Bonds as to the lien and pledge of the 1996. ~rust Estate. . ", ~~,. . The 1996 Bonds are issuable only as registered bonds without coupons in denominations of $5,000 or any integral multiple of $5,000 in excess thereof. The 1996 Bonds may, at the option of the District, be redeemed in whole at any cime, or in part on any interest Payment Date -from the proceeds deposited in the 1996 Optional Redemption Subaccount., on or after _, by lot in the manner determined by the Trustee, at the redemption prices (expressed as a percentage of the principal amount of the 1996 Bonds) set forth in the following schedule plus accrued interest thereon to the redemption date: Period Redemption Price through through through through and thereafter The 1996 Bonds shall be redeemed from the proceeds in the 1996 Bond Sinking Fund Account in part by lot in the manner determined by the Trustee, prior to their scheduled maturity, at the times and in the amounts set forth below at a price of par, without premium, plus accrued interest thereon to the date of redemption: Year' Principal Amount Year Principal Amount 000017CF.W51 Page 6 16G 1 11 Any 1996 Bonds that are purchased by the District with amounts held Lo pay a sinking fund installment wi.ll be cancelled a~d ~n amount equal to the principal amount so purchased will be applied as a c~edit against the next succeeding sinking fund installment. Sinking fund installmencs set forth above shall be recalculated, as the result of the redemption of 1996 Bonds to reamortize the remaining outstanding principal balance of the 1996 Bonds in substantially level installments of principal and interest over the remaining term thereof. The 1996 Bo;1ds sha 11 be redeeme'd (i) in whole on the earliest possible date to th~ extent that there are sufficient proceeds deposited in the 1996 Reserve Account to redeem all of the Outstanding 19~6 Bonds at the principal amount t~hereof, without premium, plus accrued interest thereon to the date of redemption, and (ii) in whole on any ¿ate, or in part on the earliest possible interest Payment. Date by lot in the mânner det.ermined by the Trustee, at. the principal amount thereof, without premium, plus accrued interest thereon t.o the date of redemption, to the exte:lt of any money held on deposit in the 1996 Optional Redemption Subaccount. Notice of redemption of the 1996 Bonds is required to be mailed by the Bond Registrar at least 30 and not more than 60 days prior to the redemption date to each registered holder of the 1996 Bonds to be redeemed at the address of such registered Holder recorded on the bond register maintained by the Bond Registrar. On the date designated for redemption, notice having been given and money for the payment of the redeuption price being held by the Trustee, all as provided in the Indenture, the 1996 Bonds or such portions thereof so called for redemption shall become and be due and payable at the redemption price provided for the redemption of such 1996 Bonds or such portions thereof on such date, interest on such 1996 Bonds l' Maturi ty. 000017CF.W51 - ..... - _. - - ---~. --- - Page 7 16G 1 or such portions thereof so ca~led for redemption shall cease to accrue, such 1996 Bonds or such portions thereof so called for redemption shall cease to be entitled to any benefit or security under the Indenture and the holders thereof shall have no rights in respect of such 1996 Bonds or such portions thereof so called for redemption except to receive payments of the redemption price thereof so held by the Trustee. The holders of this Global Bond and the 1996 Bonds represented hereby shall have no right to enforce the provisions of the Indenture or to institute action to enforce the covenants therein, or to cake any action with respect to any Everit of Default under th2 Indenture, or to institute, appear in or defend any suit or other proceeding with respect thereto, except as provided in the Indenture. In cercélin events, on the conditions, in the manner and with the effect set forth in the Indenture, the principal of all the 1996 Bonds then Outstanding under the Indenture may cecO:f1.e and may be declared due and payable before the stated maturities thereof, with the interest accrued thereon. Modifications or alterations of the Indenture or of any indenture supplemental thereto may be made only to the extent élnd in the circumstances permitted by the Indenture. Any moneys held by the Trustee in trust for the payment and discharge of any 1996 Bond which remain unclaimed for six years after the date when such 1996 Bond shall have become due and payable, either at its stated maturity or by call for earlier redemption, if such nloneys were held by the Trustee at such'date, or for six (6) years after the date of deposit of such moneys if deposited with the Trustee after the date when such 1996 Bond became due and payable, shall be paid to the District, and thereupon and thereafter no claimant shall have any rights against the Trustee to or in respect of such moneys. This 1996 Bond shall be governed by and construed in accordance with the laws of the State of Florida. It is hereby certified that the following is a true and complete copy of the text of the legal opinion of White & Case, Miami, Florida, regarding the issue of the 1996 000017CF.W51 Page 8 1 6G 1 Bonds, the original of which opinion was manually executed, dated and issued as of the date of delivery of and payment for the 1996 bonds, and a copy of which is on file with the undersigned: (FORM OF BOND COUNSEL OPINION) 000017CF.W51 16G 1 EXHIBIT D PRELTh1lNARY LIMITED OFFE1UNG MEMORANDUM ", NEW ISSUE· FULL D'OOK ENTllY ONLY 1 NOT HA TE.D 16G /n t~ opinion of Bond Couruel, bcued upon an analysis of eÚsling laws. rtgulatiollf, ruhngs and court decisions 01J(.} OH''''''''g, omong other ",ottus. compliance with certain covena/lIs, ¡"tere sl 0" tI,e 1996 Bonds (inell/dlllg any original iHue di.<colI"t properly allocable /0 a holdtr /~rtoj) is c:xcluded from gross income for feJual Income tw: purposes. /n ,he fur/her opinion of Bond Couf'IJel, /I!lUCS/ on the 1996 Bonds is nOl 0 specIfic preference item for pllrpOStS of ,he federal i/ldividllal or corporOle aI/em alive minimum laTes, ollÍlollf:h Bond Couf'IJd observes that sllch in/entH is included in adJusled cllrren' earnings when CalClllo/,nl:: corporate al/ernative minimllm /(.wblc income, Bond Cauf'IJcI is fur,'u:r of ¡he opinion that the 1996 BOllds and ¡he inlcrestthereoll arc cte/l1ptfrom ({ualio/l IInder the lo\..s of/he Slale of Florida. actPI as 10 cslale laxes and la:res imposed by CJlùpler 220, Florida Slallllcs, on /IIlcresl, income or prof:rs 0" d,'bl obhgalionJ owned by corporollOns as defi"ed in Chaplu 220 Bond Co,ms" expresses no opinion regardin¡.: any olher lax corrsi'l"crICCS related :0 ¡he ownership or JI.if'OSÍlion of ~r the cccr;¡ed Or ra6pt of ¡n'uest on the 19% /lo,){ls Su "LEGAL UATrU:S- Ta.t F..remplion .. 520,485,000* FIDDLEI<'S CREEK COMMUNITY DEVELOP¡VIENT DISTRICT Collier Co 1.1 n 1y, Florida Special Asses<;mc[]t Revenue Bonds Scr¡cs 1996 [hteù: Due: ;\1:" I, ¡ ¿ : 0 ..~ .<.1 )'- .." . .. ~§ )'- ,..:: . ~ >'" šõ - '" ; ::: : .~ - '" - CJ e':: i1';: ~::;¡ ÜU - ., õ'" .. " ...c 5:: ~CJ ou _ C ti:J "c 22 ~'" "v 5~ co" 0: ::;¡ .,0' 2° ::c ~, 0 c·- 0" u~ E!: ::;¡OI 'CO> f.: ~ "'0 ~- o~ Eo Q.J';: ~a. 01:; i~ CI'" t:- 05 U.. ~.Q 'E~ -::;¡ ...JQ i:'~ "''' c- .- .. .~ ~ fO c.C o WI,- £~ ,=ï3 It::: ,¡;;o .... The (i~dlcr's C,l:('", ComIIHH1i~y Dt:vd0pn'~111 ¡;~Sin.:t (':...·(,;II(r LfJ\.Jfl:Y, Florida) SpCCÎi\ Assn')rl1t'ni PC\-CtHIC Bonds. Sc.rtC5 !()9t, j~h('" :')1)1) Ol)r~s") wil1 be. iS5lJc.d a.s fully r(~iSltrr..:J ~ccurilic\ in t~~ name (If ("(",I;.: ..\.. Co , as B·)ndhüidcr ;.nd SCCU/!:IC" ¡q)(,)itory norniru:c ofT1lt D:p,I...;,.ry l¡::·.~ Co:npallY, ~Jc:w Yo~~. Nc...... YOf~. ("'[llC") InJI~iJu:d púrc:ìJ.......cS ,,\~!I!-..: n).,~..:: 1;-) h>o.A :::ntry rurm o'1iy Il1rou~:. ~nc l'iHIIC'I1J;I1IS (J~(:1h:J hCf\."I',', : 1,: "¡i,,, ll:mds wii: be isslJ::d in 'jcool1~i:';:::lioli:) of SS,0()O a.nJ in!:~raj n-,ultq'.ks o( ~~.OCÙ in CACCSS thcrc0f. 3:1d ,,,;¡ ,fll\¡JlIy [I(: suld oldy (0 "accrtdl~::J .'\I.l~:"\. . as soch tcnn is ócrmcd in Ché\rl~r 139, Florida Staiul:S, in minHnum it1crc!\ì~nt~ of S I 00,000 or an:v în1c~l.d mullip:c of $5,000 in CX{CS~ 1hrrc',[ ~1I!::rn: on the 1m ßondl il payable on _, 199 ~ and on each M,,· I and N,wtlllbel Ihereaner until maturity", r;"lier ,edemptiun. Principal of anù ,n:",' v: 1"1 Lh~ 1996 [londs will tY-paid b)' l1,~ I'aying Agent (35 def,ned here;l1) h) InC, or IU nominee, and then h)' ¡He 11"",,£1. DTC PartiClp.'I1L1 '" \;,,' 1,,:.,,:,;\.,1 o''';l1ers thereof. SunTruI' lIan\;, Cel1tr;¡lll"rida, Nation.,1 ,\lluc,al"'''. ,,·,11 >or...e 35 Trustee, Regi,trar al1,I ",\I 111,: A~enl for the 1996 U"nJ¡ The 1996 Do!\ds art ):uhjcct 10 cltr20ortJin:H)' rcdClIIPliul1 :.&1\(..1 Iu fII..nlhlory rcÖClllplitdl. ~·;Irh itS ucscrihrtl herrin ultdrr I: r (,lpl:o:1 "SECURITIES Df:lKG OFFnn:n - H<ùrmption Pre\ll\;'""." The 199b LJonùl ale b~il1~ bIlled for lhe pUlpo;e of (I) r'I1:\"e,n~ the COIl ofacquiriog, (""\1,,,,1'":' allù equipping 35lcIsahlc i",p',,, ,''',,":.:, (ii) paying eerlain Cl\11S a>loeiatcd wi.h illuin~ the \9'J6IJonùl, (ill) ,1I,I.in~ a depolit into Ihe 19961(e,nve ^CŒU'H la.s ûeflOed herein) an~ I" ; ."i"k . portion of Ih< i"ICrel\ 10 becol11~ <lIIC on Ihe 1996 Bonùl TilE 1996 BOKOS Aln: BEING OFFERED FOlt SAL.E OKL\' TO ACCI(EDITED 10'\ï:STOHS IN ACCOnO,\;,$'I \\'11'11 AI'PLlCABLE FLOIUD,\ U \\" NO AI'PLlCA TION I!AS BEEN ¡,lADE FOR A RATING \\'ITII lŒ..SI'ECT TO TIlE 1996 D01\U.~. -:()I( IS TIIERE ANY Rf.ASON TO BELIEVE TIIAT TIlE DISTRICT WOULD I!AVE DEEN SUCCESSFUL IN ODTAINING AN 1;\'\'FSf~tE;,\ì GRADE RATING FOR TilE 1996 BONDS !lAD APPLICATION BEEN MADE. PROSI'ECTIV£ INVESTORS SI!OULD DE A\\,,\In: OF CERTAIN RISK FACTORS, ANY ONE OF WI!!CI!, IF' I\IATERIALlZED TO A SUFFICIENT DEGrŒE, COULD DELAY Olt 1'1(~:VE;'\"r PA YMENT OF PRL,;CII'AL OF, ANDIOR I/'.TERESr ON TIlE ]996 BONDS, SEE "RISK FACTORS", "SECL'RlTY FOR TILE 19% BO;,\,$S" AND "SUITAlHLITY FOR I?{V~TMF,Nr" HEREIN FOR A SUI\!1<IAHY OF CERTAIN OF TIIE.SE RISKS, E.ACI! PROSPECTIVE 1!\\1:5TOR IS EXPECTED TO CONDUCT ITS OWN INVESTIGA TION II\TO TI!E DISTRICT, THE SOUrKES OF J'A Yl\IENT A:-''D THE HIS¡":S m ,\N INVF..5ì1vŒNT IN TIlE ]9% BONl)S, A/'.'D TO EVAU)A TE IKDEPENDENTL Y TI!E MElt ITS "ND RISKS ANn C:ONSEQULWTS OF SUC!! AN I NVE.STI\I ENT. THE 1996 DONDS ARE LlMIT!':D OI3L1GATIONS UF TIlE DlSTR!CT PAYABLE SOl.LI.Y OUT or TilE AMOUNr; ¡'1.EDGEr; TIIEREFOR UNDER fì IE INDENTURE. NEITIIER TJ IE l'kOPERTY, Tl IE rULLFAITI I AND CltEDI r. TI n:: TAXING POWER, NOR TI 1': WJ~~'AL VALOREM SPECIAL ASSESSMENT POWER OF TilE DISTRICT, COLLIER COUNTY, FLORIDA, TilE STATE OF FLORIDA. OR M,y () IIIE~ POLITICAL SUI:DIVIS!ON TIIERr:or, IS PLEDGED AS SECURITY FOR THE PAYMENT OF THE ¡ 996 BONDS. NO OWNER OR A~:ì' OlllEF PERSON SHALL EVER HAVE TilE RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER OR TIlE NO~,,^L VALOREM SPECIAL ASSESSMENT POWER OF TIlE DISTRICT OR OTIIER GOVERNMENTAL UODY TO PAY THE PRINCIPAL or PREMIUM. IF ANY, AND INTEIŒST ON TIlE SERIES 1996 nONDS. THE )996 BONDS DO NOT CONSTITUTE AN IN[)EDTE[)~ESS or Till DIS1FUCT. COLLIER COUNTY, FLORIDA, TIlE STATE OF FLORIDA, OR ANY OTIIER POLlTIC^L SUUDIVISION flIEREOF. \\'1lI11~ THI MEANING OF ANY CONSTITUTIONAL OR 5T A TUTORY PROVISION OR LIMIT ^ TION. 1M /996 Bonds or< offered 1I'~n. a, and if iJ:urd 10 and occeplrd by Ih< U"dawrilu, .ubjal 10 Ih< opin;o" 0" arto;n I<gol mallar "Iali") 10 t~jr iJJ1Jon<:e by 1f1,;t< &: CalC. AllUm;, Florida, Bond COI",,<I, a"d cal"", olha condi'ioru. CUlOin leg,,1 "lOtlCfJ ..iI/ b< paJJ<d onfor ,h, DiJlnct bJ H'ood,,,,,rd, Pi", &: Lo",burJ", Nul' I", Florida, and Jar Ih. U"d<rwnla by it' çourud. Crunbug Trrlllr;g JloJ!man LipoJ! ROJ<n & QllillICI. F..~. Tal/aha".., Florida. Jt ;, "puled rhut the 1996 Bondr wi/i be al·ai/obl. Jor ddn'<ry /0 DTC in N.... yo,k, N", York On or about . 1996 This canr pagc CIII1I;¡¡"1 cerl"in ¡,,(armarian for q"i,\; re(errnce onlv, It is nol a l"I1U,,:or)' o( Ihi~ iHur, Invrllors mllll rc." 'hr cntir, limited Offering r.1cnlorandulI1 In oht.ain illrOfllulion ~Sstflii4llù hc rnakini; of In in(ormuJ inv('!illllcn( ùrcÎ~ion. lUilliam R. Houg.h & Co. . Preliminary, subject to chango Dalcd: 16G , FlnnLI<:R'S CHEE.K COMMUNITY DEVELOPMENT DISTRICT COLLIER COUNTY, FLORIDA BOARD OF SUPERVISORS Larry.Mullins "..."...,.,...,.. Cha:nnan Clifford "Chip" Olsen ",.,'....,.. Vice Chairm¡m Q, Cìrady Minor ."",,'.., . . , , ' . . Assistant Secretary Arthur V. Woodward , , , , , , . . . . . . . . Assistant Secretary Paul R icgc1haupt .:"""..:..,..,. Assjc;tant Secretary DISTHlCT MANAGER (J;lry L. Moyer, P,A. Coral Springs, Florida DISTIHCT COUNSEL Woodward, Pires & Lombardo Naples, Florida BOND COUNSEL White & Case Miami, Florida FINANCIAL ADVISOI~ ¡:ishkind & Associates, Jnc, Orlando, Florida DISTRICT ENGI!~EE.RS Hole, Montes & Associates Naples, Florida TRUSTEE SunTrllst ßank, Central Florida, National Association Orlando, Florida 16G 1 HEGAH.nINC USE OF THIS LIMITED OFFIUUNG MEMORANDUM No dc;)ler, broker. salcsm;1n or other person h;1S becn a\lthcrizcd by ,hc District, Collier County thc State of Florid" or lit..: lJllucrw¡ iter (0 gi'/e any ;nfOrl11atÎ0n or to makc allY reprcscnt<ltions '-'!Íler rltar those contained in this Limited Offering MCIIWrilndlJln, <lnd, if given or made, Sl;C)¡ other inform:Jlion 0 rerrescntalions must no( be relied upon as Itaving been aUlhorizcd by any of the foregoing, This l.irnitc( Offering MCflloramiulJ1 does nul t:onstlllltc ;]n offer to sell or the solicil:lIion Of;)11 offcr 10 buy, nor sh;!/ there bc any sale of tiK ¡ i)W) nonus by any p';rson in any jl]risdiction in which it is unlawful for suc! pcrson to makc sneh olTer, s<1licit,dion 01 sale The information set fOrlh hcrcin !J;)S been obtained (rolT thc District, the District Engineer, th:; Slate of Florida, thc Financia! Advisor, the Developer, Dc\'c:Clpcr'~ Counsel, ßond COlln~e! and l)thcr s,)urccs Ih.1I are believed by thc UnJcrwri!er to be reiiable, The Dis. trict, the Dcvcloper, Ihe District Engineer, the Fil];lCial Advisor and (he Underwriter will all, at .:Insing deliver certificates certifying th.it the inforrnatinll eaell supplied does not contain any untrue statement 01 a material fact or om it In s(;\le a material fact necessary to make thc statcmcnts herein, in the light of the circumstances under wlt,,:h they were made, not misleading. The informatioll and cxpressions of opinloll hcrein are subjcct 10 change wilhout notice, and neither the delivery of this Limitcd Offcring rvlcm, nr;1I1 dum nor any sale made Itercunder shall, under any circumstanccs, create any illlplicalion that thelc has bcen no changc with respect 10 lite malleI's described herein since thc date hereof. IN CONNECTION WITII TillS OFFERING, TilE UNDERWRITER MA Y OVERALLU I or~ EFFECT TRANSACTIONS TIIAT STABILIZE OR MAINTAIN TIlE MARKET PRICE OF Tfi[:, I ()<)ó BONDS AT A LEVEL ABOYE TIIAT WIIIC!l MIGIIT OTHERWISE PREVAIL IN TilE OPEN MARKET, SUOI STAI3IL1ZING,IF COMMENCED, MAY ßE DISCONTINUED AT ANY TI\1E, TIlE 1996 BONDS IIA YE NOT lJU:-'N RECìISTERED WITII TilE SECURITIES AND EX. CHANGE COMMISSION UNDER TIlE SECUIUTIES ACT OF 1933, AS AMENDED, NOR I11\S TilE INDENTURE BEI:N QUALIFIED UNDER TilE TRUST INDENTURE ACT OF 19][), AS AMENDED, IN RELlANCf: UPON CERTAIN EXEMPTIONS SET FORTI I IN SUCH ACTS. TilE REGISTRATION, QUALIFICATION OR EXEMPTION OF TIlE ßONDS IN ACCORDANCE \VITII TilE APPLlCAßLE SEClJlUTIES LA W PROVISIONS OF 1'1 IE JURISDICTIONS WHEREIN TIIESE SECURITIES HAVE BEFN REGISTERED, QUALIFIED OR EXEMPTED SIIOULD NOT BE RE. GARDED AS A RECOMMENDkrJON TJIEIŒOF, NEITHER THESE JURISDICTIONS NOR ANY or TIIEIR AGENCIES IIA VE GUARANTEED OI~ PASSED UPON TI IE SAFETY OF THESE !10NDS AS AN INVESllYlENT, UI'ON TIlE PIWBA13IL¡TY Of ANY EARNINGS THEREON OR UPON TilE ACClJl~;\C:Y ()Z ;\DEQlJACY OF TillS LIMITED OFFERING MEMORANDUM. T ABLI~ OF CONTENTS INTRODUCTION. . , . , , , . . . . . . . . . . . . , . , . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , , . . The Issuer .",,'.. . , , , . . . . , , , , . . , , . , , , , . . , , , , , , , , . , , . , , , . , , , . . . . . . . . . . . . Sccurity for (he 19% Bonds ,......,",.,..".".,'".,..,.",."".""""..". Purpose of thc 1996 Bonds ..,..,",..."..."."..""....",.",....,..,....". features of thc 1996 Bonds. . . , , , , , , . , , , , , . ' . . . . , , . . . , , . . , . , , . . . , , , . , . . . , . . . . . , . . Redelllptloll , . . , , ' . . . . . . . , . , . . . . . . , , , , . , . , . . . . . , . , , . , , . . , , , . , , . . . . . , . . . . , , , , , . Denomillatiolls ulld Interest Payment Dates .,......."..""""",.,........,.,... 2 II ,Hanller oj t,faking ['u)lIIt!nr . . . . ., ,.."..,."""..,.....,"',.,' RegiJtrariol/, Transjer (ll1d Exch(lI1ge . , , ' . . ' . , . . . . . . . ' , , , , . . , . . . . , , , , , , , , . . , ' ProÎp.ssionals "."",."..".,..,.".,.,.""""",",.,",.,.,',.,.,."."... T~m\s of the OîfcI illg , . . , , , , , ' , . ' . , , . . . , ' , , . . . , , , . , , , , , . , . . , , , , , , . , . , . , ' , , . , . . AiI/hariiY jor ,he J 9!ió !JOI/{!s . . . ' , . . ' , ' , , , . , . , . , , , . . . , . . . , , ' . . , , , . , . . , . Satisjar.iiol1 oj Co;¡d;tions . ' , . , ' , , . . . . . . . . . . , . . , , , , , , , . . . , , , , , , , ' , , , , . . . , . . . . . . . DÛivery , , , , , ' . , . . . . ' , , , , , . , . , . , ' , . , , . . , . . , . . , . . . , , , , ' . Risk Factors, . . , . . , . . . . . . . . . . , , , ' , . , , , . . , , , . , , , , , . , . , . , , , . . . , , , . M !scellaneo\:s ",.... . . , . ' , , , , . , , . , , , , . , , , , , . , , . , . . , . , . , , . , , , . Additionallnfl)rll\al.ion . , ' , , ' . , . . , . , ' , . ' , . . . , , , , , , . , , , ' . , , ' , . , , , . . TIlE DISTRICT, , , , , . , , , . . . . . . , , , . . . . . . . . . . , . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , .. 3 General ,.."",',... . . . . , ' , . , , . , ' , . . , . , ' . , , . . . . ' , , , . , . . . , , , ' , . , . , . , . , , . 3 Legal Powers and Authority .,..".",."",."",...,."..."..,',.."........ 4 ßOflrd of Supervisors. . . . . . . . . . , . . . . , . . , , . , . . , , ' , , ' , , , . , . , , , , . , . District Managell1cnt and COlIsullanls ...,..,.,......"..".,...,..,"',.,',.,.". 5 SECURITIES BEING OFFEHE) ...".",......,...................,...............,' (, Purpose ,.,.......,. . , . . . . . . . ' . . . . ' . . , . , ' , ' . . . , . . . General . ' , ' . . . . , . . . . . . , ' , , . , ' , . Sources owl (Jses oj FundI . . . . . ' , . . . . . . , , . . ' . , ' , . , , , , . . . In ve s r //I e n r s . . , . . . . . . , , . . . , ' . . . Secl)rity for the 19()(¡ Bund., . , , , , ' , ' . . . , , . , , . . . Pledged Revenues Securillg thc 1996 ßOllds "..",..........."....,',.,"',.,. Frioriry oj Paymcllt ru ()r!ler ()hligatiolls of rhe Disrrict . . . . . , . . , , , ' . 7 Addition(ll Pariry Ohligotiolll . ' ' , . , , , ' . . , . . . ' , . . , , , , ' , , , . , . . , , . . . . ' , ' . , , . 7 1996 Reserve A ccolI/lf , . . . , . , ' , , , , . , , . . , , . . , , , ' . . , , , , ' , , , . . . 8 Flo\\' oj Funds , . . . . . . . . , , , . . , . , ' , . , . . , ' , , , , ' , . . . , , , . . , , , ' 8 Lilllited Oòlig(ltiolls . . . . . . . . . . . , , , . . , , , , , , , , , . , . ' , . . . . , . . , , . , ' . , . , , . , . . <) Redemption Provisions . . . . . . . , , . . , , ' , , , , . , . , , . . , , , , . . , , , . ' , , . . ' . , , . . . . , , , . 10 Oprional Redellllltioll ' . . . , . . . . , , . . . . . . . . . , , , , . . , ' , , , . . . . , ' , , , , , . . . ' . 10 Manclarory RedclI/flt iOIl . . . . . , . . , , , , . , ' , , , , , , . . . . , , . . . . . . , ' , , ' , , . , , , . , , . . 10 Extraordinary M(///(!olUry RedelllPtion . . , , . , ' , . . . . , , ' . . , . ' . , . . . , . . , . . , , , . , , , . , , , ,. 10 RedelllPtion of Portiull of 19% Bonds ."............"""".....,',.,"',.,. 11 Notice oj Redcmptioll . , ' , . , , ' . , . . , . . . , , , , , , . . . . ' , . , , ' , . . , , . , . , , . . ' , . II Failure to Provide Norice oj Redemption . . , , ' , . , , , , , , , , . . . , ' . , , , , , , , . , , , , , . . , , , . \ 1 Effl!ci of Notice oj Redell/fltion . ' . , . . , , . . . . . . . . . . , , , , . , , , , . , . ' , , ' . , ' , , , ' , . . , ' . 11 Book-Entry-Only Syslell1 . , , . . . . . . . , , , , , . . . . . . . . ' , . , , . , ' , . , , , . , , . . II Method of Compul ing IlIlerest; Saturdays, Sundays and Ilolidi1Ys .'"",.",.,.,."...,. I J PLAN OF FINANCE. .. . . . . . . . . . . , . , . , , , . . , . . , , . . . . .. .. . . . . . . . . . . . . . . . . . . . . ... .. . . .. 13 General .."...,... . . . . . . . . . . . . , ' , , , . , , , ' , . , , , , , . , , . , , . , , ' . , , . . , , , . , , ' . 13 The Developer . , , , , . . . . . . . . ' , , , ' , ' , . . . , , . . , . . . . . . , . , , . , ' , , , . , , . . , , . , . . .. I J The Development "... ' , , , ' , ' , , , , . . , , . . , . . , , , , . , ' , , , . , , , , , . . . , , .. 17 'General . . . . ' , . . . . . . , . ' . , . . . . . , , , ' , ' , . , . . , ' . . , ' . . , . . , . , , . , , . , . , . . . , . .. 17 Permilling . , . , . , , , . . . . . . , . , . , , . , , , , , . , , . . , , . . , . . . , , , , , . . , , . . , , . . . , , ' . . , , . , ,. 19 . Ownership of Land Within rhe District. . . . , . . ' . , . . . , , . , . . . , , . . , , , , . , . . , , , . , . . , . ' ,. 19 The 1996 Project , . , ' . .. . . . , ' , . . , , , , ' , , ' . , , . . ' ' , ' , , ' . , , , . . . . ' . , , , . , , , . . , ' , , . ' 19 General ' , , , . , , ' , , , , , , , ' . , ' , ' , , , . . ' . , , . . . . , . . . , . , , . , . . , , . , . , , , . . . , , , . . , . . . " 19 1996 Project fmprovcllleJ1/ Acquisition Agreement ,..",."",..",.,.,.."...,"'" 19 The I 996 Series Assessmcnts . . . , ' , . . . . . . , , . , , . ' , , , , , , , , . , . , ' , , , , ' , , . , . , , , . , . . . ' " 19 General . . ' . , , ' . 19 1 bG 1 .. . ... .. .,. . ... .................. . . . ... ........ .. iii 7. 2 2 J 3 3 3 J J ~ J <1 (¡ 6 7 7 7 ì 16G , ... Co/fcctiulI '" ,..... . . . . . , . . . . , , . . . . . , , , . , . . , , . . , , . , . . . , , ' . 19 MethDdology . , , . , . . , , . , , , , . , , , . . , , ' . , . , , . , , . , . , , , ' , , , , , , , , , . . , , . , , , . . , , . . , 20 Prepayment, , . . , . , . . " .. .. .,........."""."""..."...".".."".".. 21 Collection olld Enforcemcnt Procc(I¡¡l'cs ".".""".."..,...',.",.,.."...... 21 RISK FACTORS.............., ,...,.., ,.......... ................................ 14 LEGAL MAllERS .............,..."..",......................................,' 2S Validaliol1 " . . , , , , , , , , . , , , . . . . , . , . . . . , . . . , , ' , . . . , , , . . , , , . ' , , , , , , , . , , , , . , , , ,. 25 Enforceability of Remedies, ' . , . . , . . . . , , ' . , , , . , , , , . , , . , , , , . , , . , . , , . . ' 26 Litigatiol1 , . . . . , , . . . , , , . . . . . . . . . . , , . ' , , . . , . . , . . , , . , . . , , , , . . . , . 26 Legal Proceedings , . , , ' , , , . , . . . . . . . . . . . . , , . . . . . . . , , ' , , ' , , . , . . , , , , . 26 Disclosure Requircd by Florid" nll1c Sky IZcgl1latiol1s . , , . , , . , , , , , , , , ' . ' , , . . , . . , . , , . . . . 26 TAX MAllEHS..........,..."",...,...",.,.".....·.·...····.··.....·....····· 26 Federal Tax Matters .....,.,.,. . . . , , . . . . . . . . . , , . , , , , . , , , , , , , , , . 26 florida Tax Mallcrs , , . . . . , , . . , . , , . . . . . , . , . , . . . . . . . , , . , , , , , , , , , , , . , , . . , . . ' ,. 27 Originallssuc Discount. . . ... . . . . . . . . . . . , , ' . . . . . . , . . . , , , , ' , , , , . , . ' , . . . , , .. 28 MISCELLANI<:OUS.... ... ,.... . ,..... , , . . . ,..'...... . , , , , , , .......... ............. 28 Suitability For Invcsll1lcl1t , . . . . . . . . . . . , . ' , . , ' , . , , , , , , , , . . 28 Ratings, , , . . . , . . , , , , , . . . . . . . . . . . , , . ' , , , . , , , . , . , , , , , , , . .. 29 Continuing Disclosure, ' . , . , . . . . . . . . . . . , ' , , , . . . . , . , , . , , . , . . . . , . , , , . . . ,. 29 Underwriting. , , . , . , . ' . . . ' , . , , , , . . . . . . . . . . . , , , . , , , , , , . , , . . . . . 31 Accuracy and Complelcncs9 of Limited Offering Mcmor;}ndum , , . . . . , . , , , . , , . . . , , , . . ' , 31 Certificate Concerning Limited Offering MCl1lorandum ...... .......,....",.,. 31 APPENDIX A-FORM Of TilE MASTEI( INDENTURE AND FIRST SUPPLEMENTAL INDENTURE. . . , , . , . , , , . , , . , , . , , , . . . , , . , , . , . , . , , . , ,. :\-1 APPENDIX B-ENGINEERING REPOr,T (INCLUDED IN METHODOLOGY REPORT) , . . , , . , , , , , , . . , , ' . . . , , , . , . . , , , , . . . . , , . ' , , . , . , , , . . , . , , , , , . . . ß-I APPENDIX C-FIDDLER'S CREE:K COMMUNITY DEVELOPMENT DISTRICT BOND FINANCING PROGRAM AND ASSESSMENT METHODOLOGY ,.."..."",.... C-I APPENDIX D-fORM Of OPINION Of DOND COUNSEL, , . , . , , , . , . , . . , . . . , , ., f)-I APPENDIX E-f'ORM OF CONTINUIN(ì DISCLOSURE AGREEMENT. , . . , . . , , , . . . E-] APPENDIX f-GENERAL INFORMATION CONCERNING COLLIER COUNTY f-l iv 16G 1 LIMITED OFFEHING MEMORANDUM Relating to 520,485,000* FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT Collier County, Florida Special AssessmelÚ Revenue Bonds Series 1996 INTRODUCTION This Introdllc1ion is ollly a hrief discussioll of selected topics discussed herein, To mak~ ;Ill 111- forl11eu investmellt decisioll, potellti:1I invt.:st,)·s should review fully the entire Limited Offering ~klnl)- ranuul11, as well as thc doeul11cnìs sUnlmarizeu or described herein, Capitalized terms, if not otherwise defined, have the respec1ivc meanings sel forth for such terms in Appendix A-"Form of Master In- denture flncl First Supplelllcntallndcntnl't'." Thc Issucr Fiddler's Creek COlllmunity Dcvcloplllcnt Districl ("the District") is a community uevelopllH:nt district locateu in thc metropolitan Napks ;¡rC;¡ of Collier County, Florida (the "County"), The District i~ an independent speci:d district alld body politic of thc St;¡lc of Florid;¡ formcd 10 construct, oper;\te, ¡llld mainlain the necess;¡ry infraslructllrc of Fiddkr's Creek, ;¡ planned, residential community consistlllg of approximately 1,38lJ,8 acres ("Fiddler's Creck"). A more complete discussion of the District and ·id· dlcr's Creek is included herein undt.:r the captiolls "TilE nISTIUCT" and "PLAN OF FI- NANCE-The Devt.:\oillllenl," respectively. Security for the 1996 Bonds The District's Special Assessment Revcnuc Bonds, Series 1996 (the" 1996 Bonds") an,: t¡~ in- terest and redemption premium, if ;¡ny, payal)le thercon arc limited obligations of the District (sec "1.;111- ited Ohligf1tio!U'" below) and are p;¡yab\c only from :1I1d arc secured only by the proceeds of specl;d ;1S- sessments (the" 1996 Series Assessments") upon property specially benefited by the 1996 ¡: rojt.:ct (lilt.: "1996 Pleuged Revenucs"), all as more fully described under the caption "SECURITIES BEINC OF- FEIŒD," Purpose of the 1996 Bonds The 1996 Bonds arc being issued for lhe purpose of (i) final\cing the Cost of acquiring. Ci!II- strucling and equipping assessable improvements (the "1996 Projecl"), (ii) paying certain cosls assi!ci- ated with the issuance of the 1996 Bonds, (iii) making a deposit into the 1996 Reserve Account and (iv) paying a portion of the interest to become due on the 1996 Bonds, Features of the 1996 Bonds 1. Rcdemptio/l. The 1996 Bonus are subject 10 optional redemption beginning May I, . to mandatory reuemption begiilning May I, _ and to extraordinary rn;¡ndatory redemption, each as 1\10re fully described under the caption "SECUHITIES llEING OFFERED-Redemption Provisions," · Prctiminas-y, subject to change 16G 1 2. Del/oll/illatiolls (/111/ Jlllerestl'a)'lIIel/t Date.\'. The 1996 BOllds will be isslleù as fully regis- tered bonds in denominations of $5,000 and inlegral multiples of $5,000 in excess thereof, and will ini- tially be sold only to "i1ccredited investors," as such term is defined in Chapter 189, Florida Stalutes, in minimum increments of $\00,000 and integral multiples of $5,000 in excess thcreof (see "MISCEL- LANEOUS--Suitahility For Invcstmcnt") Wh::n issucd, the 1996 [Jollds will be registered in the name of Ceùe & Co., as nominec of The Depository Trust Company, New York, New York ("DTC"), Individual purch<1ses will be made in book-entry-only form through DTC Participanls, all as defined and described under the eapl ion "SECUH ITIES BEING OFFERED-Book-Ent ry-Only Systcm "). Intcr- est on the 1996 £3onds is payable 011 ei1ch May I and November I (ci1ch i1n "Inlercst Paymcnt Date"), commencing May I, 1997, 3. AI11Il/ICf of !Y!llkil/f: Pa)'ment. So long as the 1996 Bonds remain in book-cntry-ollly form, payment of principal, premium, if allY, i1nd illlcrest 011 the 1096 I30nds will be ll1:1iled or delivered by check or draft of, SunTrust £3ank, Central Florida, National ^ssocialion, Orli1l1do, Florida, as Truslee, JZegistrar and Paying ^gent, to Cede & Co., ;\s regislen:d owner of the I ()9ó I!onds, and will be redistrib- uted to the beneficial owners ("Bencfiei;¡1 Owners") by DTC through [)TC Participants (see "SEClJIU- TIES BEING OFFEHED-Bool(-Enlry-Ollly SYSlclll" herein) 4. Registratiol/, Trlll/.\jer (I/(Il:'.\'c/(III~(·, So long as the 1996 Bonds remain in book-entry-only form, transfers of bcneficial owncrshir interests in the 1996 [3onds <He to be accomplishcd by entries madc on lhe books of DTC Participants acting on behalf of 13cncfìcial Owncrs, Bencficial Owners will not receive ccrtificates rcpresenting their bcnelìcial ownership intereSIS in 1996 Bonds, exccpt in lhe event that use of lhe book-entry system for the 1996 Bonds is discontinued (see "SECURITIES BEING OFFERED-Bool(-Entry-Only System" herein), Professionals The following i:; a lisl ofprofcssionals providillg services ill connection with this issue: William IC Ilough &. Co, Naples, Florida-Underwriter; SunTrus! Bank, Central florida, National Association, Orlando, Florida-Trustee, Reg- iSlr"r and Paying ^gent; While & Case, Miami, 'Îorida---I!ond Counsel; Woodward, Pires &. LOll1h,lldo, Naples, ¡:Io.ida-District Counsel; Greenberg Traurig Ilofflllan LipofT ¡Zosen & Quen!cl, P.^-, Tallahassee. Flor- ida-Underwriler's CO\lnsel; Nabors, Giblin & Nickcrson, ("A., Tampa, Florida-Trustec's Counsel; Fishkind & Associates, Orlando, Florida-Financial Advisor; Woodw;¡rd, Pires, Anderson & LOll1bardo--Developer's Counsel; Hole, Monies & ^ssociates, N;¡ples, florida-District Engineer; Gary L. Moyer, P.A., Coral Springs, Florida-Districl Manager. 2 16G 1 Terms of the Offering 1. Authority for the 1996 BOllds. The 1996 Bonds, when, as or if issued, will be issued pursuant to the Constitution and laws of lhe State of florida, particularly Chapter 190 and Section 190,014, Flor- ida Statutes (1995) and other applicahle provisions of law (the "Act"), Resolution No. 96-16, adopt cd by the ßoard of Supervisors on August 20, 1996, respectively (the "Bond Resolution") and a Masler Trust Indenture dated as of I, 1996 (lhe "Master Indenture"), belween lhe District and the Trustee, as amended anl~ supplemented by a First SuppleJ11cnt(l1 Indcnture, dated (IS of 1, 11)')6 (the "Supplemental Indenture"), between the District and the Trustee (Ihe Master Indenture as amended :!nd supplemented by the Supplemental Indenture is hereinafter referred to as the "Indenture"), 2. Satisfactioll of COllditiolls. The 19% Bonus are being ofkred by the Underwriler whcn, as, and if issued by the District and accepted hy lhe Underwriter, subject to the delivery of an apprlJving opinion of nond Counsel and satisfaclion of cert:!inuther conditions. 3. Dc/il'ay. It is expecled that the !<)9{¡ Bonds will be avail;dJIc for delivery to UTC III New York, New York, on or about ¡ ()C){¡. Risk Factors The 1996 Bonds arc subject Il) a signJljc\I1t degree of risk. See the cartion "HlSK FAC'\'OHS," Miscellaneous This Limited Offering Memorandulll speaks only as of its date and the informalion cl)l)uìned herein is subject 10 change, The description of the Indenture and documents authorizing and sccurin~ lhe 1996 Bonds do not purport 10 be comprehensive or definitive, howcver, Bond Counsel and o.llcrs will opine at closing thai said descriptions arc f...lr and accurate statements, IZderences to the Inden\ure and other documents arc qualified in their entirety by reference to lhe forms thereof. Additional Information Prior to delivery of the 1996 [Jomb, copies of lhe doclIl1lents described herein may be o!JLlined by contacting William R, ¡Iough & Co., Attention: William J. Reagan, telephone number (9,\ I) {¡,¡9· 6077, Subsequent to delivery of the 19% BUilds, copies of documents Inay be obtained, after P;¡Ylllg (hc costs of copying, from the Trustee by contacling John rox, 225 East IZobinson Street, Orlando Florid:, 32801. THE DISTRICT General The District is located in the metropolitan Naples area of Collier County, Florid:! and consists 0 approxirnatt:ly 1,389.8 acres, It was established to provide public improvements and to deliver commu nily development systems, facilities and services in the area of the District thereby providing a snlutioi to the County's planning, management and financing needs for delivery of capital infrastruclure withi lhat portion of Collier County encompassed by the District. A site map showing the location of the Dis trict is included in Appel\l!ix B--"Distriet Engincer's Report." 3 1 6G 1 Legal PoV/us and Authority The Dislricl is a community development district organized and existing undcr thc Act. It wa c~\ab!isllcd on July 23, 19%, pllrsu<!nt to Rule 42X 1.00]-1.003, Florida Acll11inistratjv~ Code, of Ih, ¡{ulcs and Regulations of II:e SI;¡IC of Florida Land ;¡Ild Water Adjudicatory Commission. The I\Cl wa' enacted in 19~O to provide a Ilniform mr.:thod for the establishment of independl:nl districts to mz,n;¡g' and finance basic communily development serviccs, incluùing capital infrastructup: rcquired for commu nity developmcnts throughout the State of Flurida, The Act provides legal ;¡\1tl1l>rily for community de vclopmcnt districts (such as thc District) to manage anu financc the acquisitiulI, cOf\str'lction, o[xr;¡tiol and maintenance of lhe major infrastructu(c for community dcvclormcnt. The Act provides thi11 cOI11:nU!\lly development districts IH\Vl: the power \0 ISSUC gencrai ,)bliga tion. revenue, and lion ad v::!ore¡õì spl:cial a:;sessment revenue debt obligations in ;¡ny combination to pa: ;¡II or part of ¡he cost of infrastructure improvements ;¡uthorized under the Ac!. The Act further provide Ihat community developll1enl districts have Ihe power under eerl;¡in conditions 10 levy ,IIHI assess ;¡d va !orem assessments or non-;¡d valorem assessments. jncluJing special assessmcnts, on all taxable real alH tangible personal property within their bounJaries to pay the principal of and inleresl on debt obi igation: issued and to provide for any sinking or olher funds established in connection with any such debt uhliga lioll issues, Pursuant to the Act, such special assessments may be assessed, levied, cullected and enlorce( ill the same manner and time as county property taxes. Among other provisions, the Act gives the Oislricl's Board of Supervisors (the "Board of Super visors") the right (i) to acquire through purchase, gift, devise or otherwise, re,lI or personal property; (ii to csta01ish, acquire, construct or reconstruct, enlarge or extend, cC]uip, operate and maintain (;1) wate supply, sewcr and wastewater managcll1enl systems, (b) a system of drainage and /lood control or an~ combination thereof and to construct and orerate connccting intercept or outlet sewers and sewer main: and pipes and water mains, conduits, or pip'.:lines in, along, and under any street, alley, highwa)', (lr uthe public place or ways, ;¡nd to dispose of any efnuent, residue, or other byproducls of such system, 0 sewer system, (c) district ro;¡ds equal to or exceeding the spccific;¡lions of the County, as \\ell <1' streetli!:.)¡(s, and (d) with the consent of the County, p<1rks and facilities for indoor and ouldoor recre ation<1l, cultural and educational uses; (iii) 10 borrow money and issue debt oh!igations of the District and (iv) to exercise all other powers necessary, convenient, incidental or proper ill conncction with an~ of the powers or duties of the District stated in the Act. The Act does not empower (he District to <1dopt ilnd enforce I¡¡nd use pJ¡¡IIS or z(lning ordinances and the Act does not empower the District to grant buildinc permits, These functions ilre performed b) the County, acting through its Board of County Commissioners and its departl1H:l1ts of government. Board of Supervisors The Act provides for a five-member Board of Supervisors 10 serve as thc governing body of t)¡( District. Members of the Board of Supervisors must be residents of tho State and citizens of the LJnite( States, Initially, the members were designated and appointcd in the formative pelition and the rule est:1b lishing the District. Thereafter the members are electe.d on an at-large basis by thc owners of propert~ within the District. Ownership of land within thc District initially entitles each landowner to cast one (1 vote per acre of land owned by him and located within the District (with fractions thereof rounded up ward to the nearest whole number) for each person to be elected. All members serve \lntil cxpiration 0 their terms and until their successors are chosen and C]ualified, If, during the lcrm of office a vacanc) occurs, lhe remaining members of lhe Board fill the vacancy by an appointment for the remainder of th( unexpired term, After lhe sixth year after lhe initial appointment of members, once the District reache: <1 16G 1 ... 250 qualified electors, the position oflwo Board mcmbers whosc terms ,If!: expiring i~ tilled by tu;dilicd electors of the District, elected by lh~ qualified electors of tile District. t\ qualified elector is a registered votcr who is a resident of the District and the Stale and a citizen of the United States, At rhe election where I1H.:mbers tHe lïrsl e1ccted by qualified electors, lwo "1embers mllst \10.; qual- ified electors and a third rei1HJining member whose term is expiring will be elected by landowners. One of the Board members elected by lhe qllalilïed electors sl:all serve it lwo year and thc othcr a fnur year term, and the remaining [1oard member wI lose term is expiring shall be elected for a fOllr year tcrlll by the landowners and is not required to be a qualified eleclor, TlIere:Jrter, as terms expire, all mcmbers must bt:. qualified electors and will be: elected by qualitied electors anò serve staggered terms. Notwith· standing IIn)l of lhe foregoing, if at any time the Board of Supervisors proposes to exercise ¡IS ncJ v;\!orem taxing power, prior to the exercise of such pow~r, it must call an election at which all members (If ¡he Board of Supervisors will be elt:cted by qualified electors of Ihe Distric!. Elections Sllbsel]uen! tt) SllCh decision will be held in a manner such thõ1t the members will serve ruur year terms with slõ1ggercd c\1irõ1. lion dates in lhe mõ1nner set forth in lhe ^c!. Although currently no stockholder, officer or employee of a Dislricl landowner is a n1<':ll1b<.:r of lhe Board of Supervisors, the ^ct provides that it is not an impermissibk conllict or illterest ul1Lkr I'Îor- ida law governing public officials for such persons to serve as members of Ihe Board of Supervisors. The current members of the Board of Supervisors and their occupations arc as rollows: Larry Mullins, Chairman Clifford "Chip" Olsen, Vice Chairman Q, Grady Minor, Ass!. Secretary Arthur V, Woodward, Ass!. Secretary Paul Riegelhaupt, Ass!. Secrelary Retired developer Re'lltor E.lgineer Ret ireu attorney Retired November 1 r),!x November 1 ()')X November 199X November 20()1) November 2000 'n1e ^ct empowers the Board of Supervisors to adopt administrative rules iJnd regulations with n,:spccl to any projects of the District, and to enforce penalties for the violation of such rules and regul¡¡llons, The Act permits the Board of Supervisors 10 levy taxes under certain conditions, and to Icvy spcciJI as· sessments, and 10 charge, collecl and enforce fees and user charges ror use of District fiJcilitit:s, The ^ct exempts all property oWlled by the District ~rom levy and sale by virtue of an nt.'culion and from judgmenlliells, but does nut limit the righl of any bondholder of the District to pursue any rem- edy for enforcel11enl or any lien or pledgc of the Dislricl in connectioll with such bonds or ohli:;;I¡ions, including the 1996 Bonds. District Management and Consultants The chief adminislrative official of a c, ': III', J<':\l'lopllIent ùistrict is the district manager. The Act provides that lhe district manager has c. _ ,\11(1" I' ¡,ion of the works of Iht: district Jnu is responsible for preserving and maintaining any I' ;Jr"yt.:IIlCllt ,'I ;;,,'ility constructed or erected pursuant to the provisions of the Act, for mainlaining alld "pl:f;iling the: equlPl11ent owned by the district, Jnd for performing such other duties as miJY be prescribed I )' till' hoard of ;;'Ipervisors of the district. Gary L. Moyer, P,^" serves as District Man<I,:cr ul tllc District and also serves inlhis capacity to over forty other special purpose dislricts, including cOI1\nHlllity development dislricts. 111e District tybn- 5 1 6G 1 agel' is a proft.:\siOII;¡J ;ISSOci;ltion [urln..:d l\;¡ILI1 8,1')82 for lhe purpose üfprovlding professioll;iI nl;1I1 gerial services to units of 10c;\1 govcrnment, specifically special purpose uistricts that provide IIIH!crlyi, infraStructure fac¡lilies and services to new community uC'Iclopments, The princip:\1 of the firtll j, Cìa L. Moyer, who beg<1n his devclopment CMeer in 1973 í1fter receiving a B<1chelor of Science Degree frc Pcnn Slate IJniversily and a Master of Businc:;s Administration from Notn: l);¡llIe University, tv Moyer's office is 10c;lled ;¡! 10300 N,W, 11 th M,lIlor, Coral Springs, Florida 3307!. telephone n(l. (95 796-6615, Th.: District 1v1;,nager's typicé:! responsibilities can brieOy bc SUml11éHÎ7,etÌ :1S ovcrseeing d!fecI and coordinating the planning, financing, purchasing, staffing, repOr1inß alld governmental 1¡<1isoll ear.h district. The Oisfrict ~,'I¡¡nager Ìla::; actively been invoived in the preparation anu issuance of ill e cess of $300,000,00() ill bonds in more than Carty separate tr;¡nsactioi1s and is responsible for ¡lic admi islr¡;tion of ¡he hond rlll;ds ;11 th..: district kvel, which includes requisitioning moncys to ray cOl1str:!cli, contracls and the relal<.:d accollnting ;Jnu repOrling that is required by lhe various bond documenls SECURITIES BEING OFFERED Purpose 1. Gel/aI/I. The I ()()6 [3onus arc the first Series of Ilands issued undcr a rcsolution ;¡UlIWI i/i: bonds not 10 exceed ${]J,295,OOO (the "nonJs"), The 1996 Bonds <'Ire being issued in fully rq;:stcr, form in denominations of $5,000 and any inlcgralmultiple of S5,000 in excess lhereof, and will he so only to nccrcdilcd investors in minimum incrcmcnts 01'$100,000 and illtegral multiples of$5,O()() in e eess thereof (see "1\ IISCELLANEülJS--Sllilahility For Invcsll11cnt"), The 1996 [3onds arc tieing, sucd for the purpose or (i) J"11\<1ncing the Cost of acquiring, constructing and equipping lhe 19{)(, I'r"jct (ii) p;¡ying certain costs associated wilh tl,e Issu;¡nce of lhe 1996 Bonds, (iii) m;¡king a dcposlt III:n ¡ 1996 Reservc Accounl alld (iv) paying a portion of the interest to become due on the 1996 Bonds IThe remainder or this page Întention;¡lIy left hlank] 6 16G 1 2. Sc)/uas il/ltl U~'es of Fill/tis. The rrO'::ecds from the sale of the 1996 Bom15 are exp<.:ctcd t( be applied as follows: SOUHCES: 11, :'~ . L;f;i'· :::. :jÜ; :,:1996 Bond Proceeds Accrued Interest TOTAL ESTIMATED SOURCES USES: Deposit to the 1996 Acquisition & Conslnlctioll Accollnt Deposit to the 1996 Interest Account Deposit to the 1996 Reserve Accoullt Deposit to the 1996 Cost of IsslI:1ncc Account II) TOTAL ESTIMATED USES, (I) Includes, among olher things, Underwriter's Discounl, Bond Counsel rees, Financial Advisor, Trustee, Registrar and Paying Agent rees znd priming costs. 3. IlIve,\'tmellts. Moneys held for tl:e credit oflhe founds and Accounts cstablished by thc Indcl ture and held as security for the 1996 Bonds must, as ne<lrly as practic<lble, be continuously inveSlcd <In reinvested in Investment Obligations (see Appendix A-uFoI'm of Master Indenture and First SUI plemental Indenture." for a definition of Invest men! Obligations), The Investment Obligations in whie such moneys are invested must mature, or be subjcCl to redemption by the Trustee at the option of tl' Trustee, no later tÎ1<1n Ihe dales on which su.ch moncys will be needed, Security for the 1996 Bonds 1. Ple¡)ged Revel/ues Securing the 1996 BOlltl.\'. 'nle 1996 Bonds are payable from and secure hy the proceeds of special assessments (the "1996 Pledged Revenues") upon property specially benefitc by the 1996 Project levied and to be collected by thc District pursuant to Chapler ) 90, 197 or 1 ìO, Flo ida Stalutes, as amended (see "PLAN OF FINANCE-The Series Assessments") and by the Funds íH Accounts (except for the Rebate Fund) established by the Indenture (the "1996 Pledged Funds," and, co lectively with the 1996 Pledged Revenues, the "1996 Trust Estate"). 2. Priority of Payment to Other Obiigntiolls of the DÜ'trict. The District has issued no oth obligations secured by or payable from the 1996 Trust Estate; however, the lien in favor of the 1996 S ries Assessments overlaps and is co-equal with the lien in favor of other assessments that could be ir posed by the District, the County or other units of local government having assessment powers within tl District. The lien in favor of the 1996 Series Assessments is also co-equal with the lien in favor, County and municipall<1xes. See "PLAN OF FINANCE-The 1996 Series Assessments-Collt!ctil alld Enforcement Procedures", 3. Adtlitiollal Parity Obligatio TIS. The District has covenanted in the Indenture that so long the) 996 Bonds issued thereunder remain Outstanding (as defined in the Indenture), it will not cause .. 16G 1 permit tI) be caused any lien, charge or chim against the 1996 Trllst ESIJte equal or prior to the 11":11 of the Inden'ure, ~xcept for fees, commi'-:5ions, costs, and other charges payable to the Property Api1raiscr or to the Tax Collector ¡JlIrsuant to rll1rida law. Ilowever, the lien of the I ~¡96 Series Assessments over- laps and is co-equal wit-' ¡he lien of other assessments that may be imposed by the District, the County or other units of locål government having assessment powers wilhin the Dislricl and also to the li..::n of county, school district and municipal taxes (see "PLAN OF FINANCF.- The Series Assess- ments-Collectioll /llld Ellforcemellt Procedures"). 4. 1996 Reserve Accoul1t. The Indenture establishes wilhin the Reserve Account lhe 1 ()()() Re· serve Account. Al the time of delivery of the 1996 Bonds, the 1996 Reserve Account will be funded from the proceeds of the 1996 Gonds in an amount equal to the least of (A) the Maximum Annual Debt Ser· vice Requirement for all Outstanding Oonds ofsllch Series, (13) 125% of the average annual Debt S..::rvic( for all Outstanding Bonds of such Series, or (C) lhe lesser of (x) the aggrcgate of 10% oflhc proceeds 0' the 1996 Bonds Oil original isslIance thereof or (y) the princip:l amolln\ nf the I !)f)6 nonds thcn o\ltsl:lIH' ing (the" I ()CJ6 ¡{eserve Account Rcquircnll:nl"). Moneys held for the credil of the I ()CJ6 Reserve l\eeOlln will be lIsed to make up any deficiencies ¡nthe 1996 Interest Accollnt and lhe !)96 Bond Sinkln~ Fun( Account, in slIch order. S. FlolV of Fund\'. The Indenl\1[e crcales: (i) the 1996 Acquisition and Construction ¡\ccount (ii) lhe 1996 Cost oflssllance Accollnl; (Iii) the 19CJ6 Bonù Sinking Fllnd Accollnl; (iv) the 1996 II¡teres Account; (v) the 1996 Hcdel11ption Accollnt and, within said accollnt. a I !)CJ(, I'repayment Sub:lecoun and a 1996 Optional [{coemption Subaccollnt; (vi) the 1996 Optional !{edemption Subaccollnt; ('-Ii) thl 1996 Reserve Account; (viii) the 1996 !Zevenue Account; and (ix) the I !)<J6 ¡{ebale Accollnt. Proceeds received from the sale of the 1996 Bonds, after deducting Costs of Issu:lncc. :Iccruel interest, capilalized interest, and the 1996 I{cserve Requirement deposited to the ICJ96 !Zeserve ¡\ceounl will be deposited into lhe ¡ 996 Acquisition and Construction Account al1l.1 will be applied to P:\)' tho Costs üf the 9% Projecl, including the acq .lisition of improvements previollsly made by the Oc\·<.:lopcl Any balance remaining in the 1 CJ96 Acqllisition :Inti Construction Account after lhe Date of COlnpktio (as defined in the Indenture), and :lfter relaining the amount, if any, of all remaining unpaid COSIS of tl1 ! 996 Project set forlh in the Engineer's Certificate est:lblishing sllch ();Ile of Completion, will be tran~ ferred to and deposited in the 1996 Prepayment Subaccount and applied to the redemption of 1);)(\ Bond (see "Redemption Provisions-Extraordinary ftfo/l(lntory RedelllptioJl" below), The District will deposit 19% Pledged Revenues with the Trustee immediately upon r..::cci¡ thereof, which amounts (except for Prepayments designateù in writing by the District :IS ',uch) lillist b deposited by the Trustee into 1996 Revenue Account. All Prepaymcllls so design:lted ill writing ;IS suc by the District shall be deposited by the Truslee in lhe 19j6 Prepayment SlIhaccount. On 1he I\II~ine~ Day preceding cach Payment D<Jte, the Trustee will withdraw from the 1<)96 Revenue Account and, frol the amount so wilhdrawn, shall make the following deposits in lhe following order of priority: to the 1996 Interest Account, an amount which, together with other amollnts then llll d( posit therein, will equal the amount of the interest payable ollll1e 1996 ßonds on the ne: Payment Dale; to the 1996 Bond Sinking Fund Account, an amollnt which, together with other Jmoun' lhell on deposit therein, will equal the amount of principal payable \Vilh respect to t~ 1996 ßonds on the next Payment Date; 8 1 6G 1 10 tlte I C) C) 6 Reserve Account, an amount which, together with other amoulils thel deposit therein, will equal the al110unt oflhe 1996 Reserve Account Requirement: ane to the 19% Reb<1te Account, the Rebate Amount, if any, required to be dcposited the pursuant In tIn: Supplclllcnl;llll1dcnt\lre; nnd Unless othcrwise p<1id by the District frolll other moneys and, upon Rcqucst of thc District, Trustee shall, from linlc to limc, withdraw frol11 tlte 1996 Revenue Account an amounl sufficiellt to and shall pay, the fees and cosls of thc l'ms{ce, the Bond Registrar and the Paying Agent. If the ;)111' on deposit in the 19% Interest Account, thc 1996 Bond Sinking [.'und Account and the 1996 Prepayr Subaccount of lhe 1996 l{eclcl1lption Account <1t <1ny time equals the aggregate amount of in{crest, pn pal and redemption price, due and payable on the next Payment Date, then any amounts rema ill ing il 1996 Revenue Account 111<1Y, at the option of thc District, be applied to pay the opernting and :nlll1ini' tive costs and expenscs of the District. Any al1l0Ullts remnining in Ihe 1996 Revenue Account ;)t'tcr such npplication shall he !r<1ns~erred to the 19% Option<1ll~edel11ption Subaccount of the Ic)C)() Rcck tion Account: I f the nmount on depo~;i! in the I fJ'J6 Interesl Account, the 1996 130nd Sinking Fund ¡\cc\)un{ the 1996 Prepayment Subaccount in the 1996 Redemption Account at any time cqtwls the aggre amount of in¡ercst, principal i\nd redemption price, due nnd p<1yable on the next Pnyment Date, tl1(,;n i\mounts remaining in the 1996 Revenue Account may, at the option of the District, be applied to p:t) operating and ndl11inistrative costs and expenses of the District. Any amounts remaining ill the I Revenue Account after any such applicalion shall be transferred to the 1996 Oplionnl Redemp¡ìnn : account of tht;. 19% IZec!cll1pt ion Account. 6. limited ()/¡/i;;{(io/ls. The 19% Bonds shall be limited and special obligations of ¡h<: Di~ payable solely fronl thc 1996 Trust ESI,de ant.! shall be a valid claim of the I [alders thereof oldy ;¡g; the 1996 Trust Estill\.:. The 1996 l30nds shall not constitute a general obligation or indebtcclllcss 0: District, the State of Florid;) or any politic;¡ suhdivisio;l thereof, within the rne<1ning of the COllstilt and laws of Florida. The 1996 ßonds shall not constitute either a pledge of the full faith and credit 0 District, the State of Florida or any political subdivision thereof, or a Lien upon any property of thc trict, the State of Florid<1 or any political subdivision thereof, other thnn ns provided by the Inden The 1996 Bonds sh;¡llnot, directly or indirectly, oblig<1te the District, the State of Florida or any poli subdivision thereof, to levy any form of laxation therefor or to make any appropriations for their men!. No Holder or ;\111' other Person shall have the right to compel the exercise of any ad villorem ing power of the District or of any ad valorcm taxing po'ver or non-ad valorem special asscSSlncnt fJ\ of any other public authority or governmental body politic to pay the principal of, or inlercst, :uld m i u m, i f i\ ny, 0 n I Ii c I c) ')() II 0 n d s . ITht,; rem;¡int.!er of this p<1ge intentionally left bl<1nk] 9 Redemption Provisions 1. Optional Redempliu". The 1996 Bonds may, at the option of the District, be called for demption as a whole, at any time, or in part on any Payment Date, on or after May I, _ (less thar 1996 Bonds to be selected by lot), 3t the redemption prices (expressed as percentages of princ amount) set forth in the fo1!owing table plus accrued interest from the most recent Payment D"te to redemption date, 16G 1 .. ..,:;(~!¡~~fWf~}w:~r~fj~1~fJi;~i~·~~~(~~rf!~:¡~i~:~;j)r\';~J~~:~!f:~¡~!f~~lf~~~~~~;~;~~flY~~~i~~~f~~!i~!!f;¡·..¡. .'. May I, _to April 30, _ % M"y I, _ 10 April 30,_ May I, "ntl lhereafler ;;_/~~;~:'..:"1; ," :.':~';":; ~:::;.:; . ( .'-. ú: 2. M(lIItI(/(ory Redl'/lIp:io/l. The 1996 Bonds l11atllring on May I, _ arc subject to mand3 redemption by lot prior to their scheduled m"turity frol11 1110neys in the 1996 Bond Sinking Fund count at the redemption price of the princip;)1 al110unt thereof, without premiul11, together with accl interest to the date of redemption on l'v1<ty I of the YC;lrs and ill the princip,,1 ¡1I110unts set forth below: Mandatory redcmption amoun/.s set forth above shall be recalculated, as the result of tl rcdemptions 0f 1996 I1onds, to reamorlize the remaining outstanding principal balance of the 1996 Bonds in subst<1nti¿llly level installments of principal and interest over the remaining terr ther~of. 3. EXlraoT!/i¡/(/Tj' /\/If/Jd((ory Redell/plio/l, Tile 1996 Bonds are subject to extraordin¡¡ry l11a( tory redemption prior 10 111"lurity, in whole on ;)ny d;tte or in part on any Payment Da!e, and if in I din inverse order of llIaturity "nu by lot in the m"nner determined by the Trustee, at the redemption p of 100% of the princip;¡ "llIount thereof, without prel11ium, together wilh accrued interest to tile dat redemption, ifand to Ihe exlent I!lM any Olle or llIore oftl.e following shall h"ve occurred: (a) on or after the D¿lle of Completion of' t!le 1996 Project, by application of moneys transfe from the 1996 Acquisition ;)nd Construction Accounl to the 1996 Prep"ymenl Suoaccount in accord:: with the terms of the Indcnlure; or (b) Prepayments shall have been deposited into the 1996 Prep"yment Subaccount; or (c) amounts on deposit in Ihe 1996 Reserve Account, on the date Oil which the amounlon dcp therein together with other moneys available lherefor, are sufficient to pay and redeem all of the I Bonds then Outstandillg, It is anticipated lh;)( upon thc sale of parcels wilhin the] 996 Project Area by the Developer, a portion of the Assessment will be prepaid so that no unit would be required to pay more th"n as scribed below per unit per year toward the amortization of the bonded indebtedness represented by 10 16G 1 assessmenl on Ihal unit remaining aner such prepayment: (i) single family with 100 fl. lot - $1,200; (ii single family with SO ft. - $1,100; (iii) palio unit - $950; (iv) duplex unit - $850; (v) villaquad unit S750; (vi) multif.uni\y unit - $650, Such prepaid portion is expected to equal approximately 55% ofth Assessment. Neverthekss, and notwithstanding its presently expressed intent, the Developer is 1101 re quired eontr<lclu<llly or olherwise to make any prepayment of the 1996 Series Assessments encull1berin any parcel of real properly in lhe Dislrict. In the event the Developer decides'that it is in its best Intere: to prepay a po,tion of lhe Assessmenl, the amount prepaid will be solely at the Developer's discretion, 4. Rede/llfltiof of PortjO/l of 1996 /Jollfh. In case part, bul not all, of any Outstanding 199 Bond is selected for redemption, the Holder thereof must present such 19% Bond to the Paying Agel for payment of the redemption price of the portion so called for redemption, OInd lhe District l11usl eXI cute and the Trustee shall authenticate and deliver 10 or upon the order of such Ilolder, witho\tl cl1<1r¡ therefor, for the unredeemed balance of the principal amount of the 199Ú nond so surrendered, a ne 1996 ßond or the smrendered 1996 Bond with a notation evidencing the redemption. S. Notice of Redell/fltio/l, Notice of redemption must be given by the Registrar nol \css \l101n : nor more than 60 ¡lõIys prior to the date fixed for redemption to the registered Ilolder of each I (¡<J(, BOI to be redeemed, at the address of such registered llnlder on the registration blloks l11<lintained by the I\e istrar. 6. Fllilure (0 1'rovide Notice of Rede!llptioll. Failure to give lIotice by mailing to lhe Ilolder any 1996 Bond desigllated for redemption or to an)' depository or inform;\tion service will not affect t validity of the proceedings of the redelllPtion of any other 1996 130nd 7. l~Jfec( of Nlltice of Rede!llptio/l, On the di1tc desi'jnated for redel11ption of i1ny I ~)()I, lion! lIolice having beell rded and l11aikd in the III<lnner provided in the IlIdenlllle, the 1996 Bonds edlcd I redcmption will be dUl: ó1nd payable at the redel11ption price provickd for the redcmption of' such I () Bonds on such date and, 1110neys for pó1YlJ1enl of the redemption price being, held in a sepamte acclIunl thc Paying Agent in trust for the I (oldcrs of thc 1996 Bonds to be redeel11ed, interest on the 19()() Bon called 1'0. redemrlion will ceilse to accrlle, such 1996 Bonds will cease to be cl11itled to allY bener-It lInl the Indenll1re. :lnd thc Ilolders of slIch 1996 Bonds will have no rights in rcspcct thereof, except lo I ceive payment of the redemption price lhereof, <lnd interest, if an)', accrued thereon 10 the rcdcl11pti dale, and such 19% Bonds will 110 IOllger be deemed to be Outstanding Book-Entry-Only System The following informiltion OIppearing under this heading is based upon illf0rl11õ11ion furt\JShed DTC for inclusion in this Limited Offering Memorandum and neither the District nor the Ulldcrwri have independently verifìed such information or make any rcrrescntation 015 10 the accuracy or thc co pleteness thereof. The procedures utilized ilnd services offered by DTC ilre 01 matter of agreelnent I lwcen DTC and its pilr!icip<lnts, There can be no assurances that the procedures described herein will ways be executcd or that such procedures will not be modified from time lo time. The Depository Trusl Comp<lny ("DTC"), New York, New York, will act as sccurities deposit, for the 1996 Donds. The 1996 Bonds will be issucd as fully-registered bonds in the nilll1e of Cede & I (DTCs partnershir nominee), One fully-registered 1996 Bond will be issued for the Securities In the gregate amount of such issue, and will be deposited with DTC, DTC is a limited-pÜrpose trllst company organized under the New York Banking Law, a "ba ing organization" within the meaning of the New York Banking LilW, a member of [hc Feder;\! I{esc 11 16G 1 Syslelll, ;\ "clearing CorplH';ltluII" \IIitl\!n the nH:aning of the New YOlk Uniform Con1l1H:n:i;d Codl:, ,111l1 ;\ "clearing agency" registered purslIantto the provisions of Section 17 ^ of the Securities Exch<1nge /\ct of 1934, DTC holds securities that its par1icip<1nts ("Participant") deposit wilh DTC. DTC <1150 raC¡IILltcs the seulement al~lOng P<lrticipants of securities tr<lns<lctions, slIch as transfers nnd pledges, in deposited through electronic cOlllpuleri:t,ed book-cnlry cll<1nges in P¡¡rticipants' accounts, thereby elill1innling the need for physical n1{)vemenl or securities certi!ìcates, Direct Participants include securities brokers ;Ind dealers, banks, trllst cOll1panies, cle<lring corporntions, and certain other organizations, [)TC is owncd by a number.of,its Direct Particip<ll\lS and by the Ne\ll York Stock Exchange, Inc. lhe All1erican Stock Ex- change, Inc;:'!lnd lhe National Association of SeclIrities Dealers, Inc, Access to the ()TC SYStt:ll1 IS ;t\so avail¡¡ble to others such as securities brokers ¡¡nd dealers, banks, ¡¡nd trust companies that cle¡¡r l1HlHIgh or maintain a custodial relationship with í\ Direct J>í1rticip;\nt, either directly or indirectly ("lndirecI I'M- licipants"). The IZulcs applicable to DTC <lnd its I'articipants arc on file with the Securities ;1I1d E:\cli;\nge Commission, Purchases of 11)96 l\olllJS under the [)TC system nlust be made by or throllgh Direct l'<II'tlClpdlltS, which will receive ¡¡ credit for the \9% Bonds on DTC's records, The ownership interesl or eacli ;I(tllal purch<lser of each \<)9Ú 110nd ('T\encflcial Owner") is in turn to be recorded on tlie Direct and Indirect Participants' records, Bcneficial O\'.'I\crs will nol receive written confirmation frlJln DTC of their pur- chase, but Benerici;J1 Owners arc expected to receive wrilten eonrirm¡¡lions providing details of tlie Ir:\11S- <lclion, as well as periudic st:,tcll1ellts lJr their holdings, from lhe Direct or Indirect l'artic1):111I 11'1l1lll~h which Ihc Benefici:11 Owncr elltercd Into thc \r¡lns¡¡ctions, Transfers of ownership interests 11\ the I ()<J(¡ Bonds ¡¡re 10 be accolnplished by entries made on the books of Particip<lnts ¡¡cling on beh;]lf of l\ellelicl;¡ Owners, Beneficial Owners will not receive certific<ltes representing lheir ownership interests In I ()<)6 Bonds, except in the evenl th;\( lIse of ¡lie book-entry system for the 1996 Bonds is discontinued. To facilitate sllbseqllent tr¡¡nsfers, ¡¡II 1996 Bonds deposited by Participants with [)TC are regis- tered in the n<ll11e of the DTC's partnership :Iominee, Cede & Co, The deposit of 19<)6 I\onds with IHC and their regislration in the name of Cede &. Co. effect no change in beneficial ownersll1p. DTC h:1S no kJ1l'wlcdge of the <lctllall\enefìcial Owners of the 1996 Bonds; DTCs records reflect only the identity of the [)irecl Participants to whose ¡¡Ccollnts such I <)96 Bonds are credited, which l11ay or l11ay not !n: thc Iknciïci:¡\ Owners. The !';\1ticipal1ls will rell1ain responsible for keeping <lccollnt of their h()ldi,\c:s on behal I' of their Cllstomers. Convcyance ur I)OtII:CS :lIld lJl!\I.:r COl1lllllll\icatiuns by )TC to Direct Particip:1I1ts, by l)ilL'l1 I'ar- ticip¡¡nts to Indirect Participallts, al\d hy Direcl P;lrticipants and Indirecl I'<lrlicipal\ts to Bcncrlcì:¡ ()WI\· CiS will be goverl1ed by arr<lllgcl11ClllS ;lIllong thelll, sllbjecl to ¡¡ny slalutory or reglllalory requirel11cnts ;\S m;\y bc in effect frol11 1¡llIC to til11e Redcm ption not ices w Ii I be sent to Cede & Co, I f less than all of the 1996 Bonds wi Ih i n an I sSlIe ¡¡re bcing rcdeemecl, DTC's practice is to dctal11ine by lot the ¡¡mOllnt of lhe interesl of each Direct Par- ticipant in such issue to be redecmed. Principal and interest paymcnts on the I <)96 Bonds will be made to DTC, DTCs practicc is 10 credit Direct Particip:1Ilts' accounts on p¡¡y¡¡ble date in ¡¡ccordancc with their respective holdings shown on DTCs records IInless DTC has reason to believe thaI il will not receive payment on pay¡¡ble ,];¡te, Payments by Particip<lnts to I3enclieial Owners will be governed by standing instructions and CllSll)nary practices, as is the case with the securilies held for the accounls of cllstomers in bearer form or registered in "street name" and will be the responsibility of such Participant and not of DTC, the Trustee or the Dis- tricl, subject to any Sl¡¡tutory or regulatory requiremenls as may be in effect from time 10 lime, P<lyrncnt of principal and interest to DTC is the responsibility of the District, disb~lrsel1lent of such payments to 12 øll1..1ta~--'" ;- .If'~- ......-'~_jlg~ -~.ji'"""_.....-a:t "",. - '1- I -"..~~ 16G 1 Direct Participants will be Ihe responsibilitj of DTC, and disbursement of such paymcnts 10 thc: Be;lc!í- cial Owners will be thp. responsibility of Direct and In<.lirect Participants, DTC may discontinue providing its services ;IS sccmities derository with respect to the ¡ ')<)6 Bonds at any lime by giving reasol\able notice to the District or thc Ageli:' Unclcr such cireul11s1õ1nccs, in lhe event that a :;uccessor securilies depositolY is not obtained, 1996 Bond ecrtiflc<ltcs arc required to be printe<.l <lnd delivered. The District may decide to disconlinue use of lhc system of book-entry tr<lnsfers through [)TC (or a successor securities depository). In that event, 19% Bond certiflc<ltes will be printed and delivered, Method of Computing Interest; Saturdays, Sundays ançl Holidays Interest paY<lb1c on the 19% lìonds will be c;1\culaled based on <I 360 day year comprised of twc\ve 30-day months, If the date of l11alurity of intcfl:sl on or principal of the \996 Bonds or the date fixed for redemption of 1996 Bonds falls on a day other than a Business Day, then payment of such inter- est or principal and any redemption premium I1ccd n,)l be maileo by thc Paying Agent on such date, but may be mailed 011 thc next succeedil1g Busil1css Day 011 which thc Paying Agcnt is open for bllsincss with the same force and effect as if mailcd on lhe date of maturity or the date fixed for redemption, and no interest will accrue for the period after such maturity date. The Indenture defines "Business Day" as any day excluding Saturday, Sunday or any other day on which banks in the cities in which the corporate lrust office of the Trustec and the principal office of the ['aying Agent arc locatcd arc authorized or obli- galed by law or olher governmental action to close PLAN OF FINANCE General The information appearing below under the caption "TIle Developer" has been furnished by lhe Developer. The information provided hclow under the captions "The Development" <lnd "The 1996 Project" has been provided by 1101e, Montes & Associates, in its capacity as Dislrict Engineer. The in- formation provided below under lhe caption "The 1996 Series Asscssl11cnts-ftfetllOtl%g}''' has been provided by Fishkind & Associates, Inc., in its capaclly as Financial Advisor. Although believed to bc reliable, ncither the District, the Underwriter nor lheir respective counsels have independcnlly vcrified the information provided by such panics The Developer Fiddler's Creek is being developed by \)5' Land Holdings Joint Venture, one of the Gulf Bay group of companies, The Gulf Bay group of companies, he<ldquartered in Naples, Florida, is responsible for all community and lal10 development progr<lms. All entities that comprise the Gulf Bay group 01 companics arc privatp.ly held. The Developer has developed propenies 011 the west coast of Florida through its wholly-owne( subsidiaries as discussed below. St. Tropez was purclwsed as a multifamily site in the Pelican Bay PUD in N<lples, florida, over looking the Gulf of Mexico. This property was developed in 1986 with 52 luxury residcntia units in a 15 story high rise, 16G 1 SI. Maarten followed lÌlc high standard:; :¡tartcd with SI. Tropez and was developed as a 2 J SWr) luxury high-rise condominium with 90 units overlooking the Gulf of Mexico, also in Pelican Gay in 1987. SI. Thomas at Pelic",i Gay, comprising 3'2 luxury low-rise condominiums, was dcveJoped 11\ 1987, SI. Lucia at Pelican (3"y was developed as a 17 story high-rise with 70 luxury units overlooking the Gulf of Mexico, 51. Lucia was developed in \ 988, SI. Lucia Gardens "ngments the Sl. Lllci" high-rise with 16 luxurious low-rise condominillllls built in 1988 and overlooking a scenic lake, Sl. Simone added 36 luxury law-rise unils of Gulf nny residences "tl'elic"n [~ay in 1989, Sl. Nicole continued the domination of the Pelican Bay skyline with a 22 story high-rise built In 1990 and offering 97 luxury residences overlooking the Gulf of Mexico. In carly \990, Gulf Bay beg"n development of Crown Colony in Pelican Bay, comprising morc tl1;\I1 $175 million of existing and envisioned residences within lhis gated community of three high-rise ;111(1 low-rise condominiums designed in the tradition of Palm l3each. Once "gain, the company drew on 115 experience 10 satisfy customers' preference for a Florida resort lifestyle characterizcd by opcn views to- ward lhc Gulf of Mexico, easy comfort, and luxurious appointments, And once again, thc market IC- spollded enthusiaslically, setting a brisk purcha5;: pace that has become a riulf Bay signature, St. Marissa cOlllinucd the Gulf Bay high-rise skyline with an additional 22 stories and 97 luxury units overlooking the GulfofMexico in 1991. St. Marissa is located in the planneci COmn1UI\lty of Crown Colony in Pelican Gay. SI. Vincent's added la the law-rise luxury community program with 26 garden and vilh units III 1991 and locatcd in the plannèd community of Crown Colony in Pelican [3ay. St. Kitts continucd lhe high-rise tradition set by St. Marissa wilh an addilional 22 story high-rise at Crown Colony in Pelican ßay; St. Kitts was built in 1993 and accoml11odates 97 luxury unils, overlooking the Gulf of Mexico, In 1994 Gulf Gay was quick to capitalize on yet anothcr emerging opportunity, with the creation of Waterpark Place, a private communily located on a prime site between lhe Gulf of Mexico and the Pcli- can Bay golf course, Planned for four condominium towers wilh an envisioned total approximate sell- out value of $300 million, Waterpark Place còmpleled its first building, St. Pierre, in January 1994 ;1nd its second tower, SI. Laurent, scheduled for completioi1 in January 1997, St. Pierre, created in 1994 overlooking the Gulf of Mexico, added 105 unils in a 22 story luxury high-rise in the planned community of Waterpark Place at Pelican l3ay. Build-out value al SI. Pierre was approximately $50,000,000. 14 1 6G 1 51. LllIrcn\ clIntil\nCS the Gulf Bay Iraditionof excellence in Pdic:111 lìay \\ jth 22 storics ;II1J !:l7 luxury units twcrlook:ng lhe Gulf ùf Mexico currently under construction :1i1d due for comr!c! IlJlI in January. 11)97. Sell-out will bt~ a[JI1Ioxlrnatcly SSO,OOO,OOQ, SI. LltIrent is located in tile.: pbllned comn111nily of Waterpark Place in Pelican Bay, SI. Raphael is breaking ground and will add an additional 22 stories and 178 luxury units avo· looking the (ìulf of Mexico in Pelican B:1Y in approximate1y Deccmber of 1998, SI. R:1phacl IS being markeled currently with preconstruct ion activities well underway ;¡nd is scheduicd to brc;J!, ground in 19()7 with a completion in the fall of 1998, Planned sell-out in St. Raphael is in exccs". ofSI18,OOO,OOO. St. Barts, St. Margeallx. and SI. Annands Me all high-rise condOl11inillms scheduled for cllnslrlll'> tion in Pelican Iby on properties owned by Gulf Bay. SI. Nevis, ;1 1,!W-rlSC luxury COndOII)III- ium, will also he.: added to conl[Jletc the Gnlf Bay impression willi in thc I'clican 1~;IY Clll11l11l1nJly. At build-out, the CJulf B;¡y group of comp:1nies will have develuped, 11\;llkeled, :1nd construclcd luxury high-risc residences ill N;¡ples with a projected se1l-oll1 approaching one.: billion dolhrs The Brittany. located along prestigious Park Shore Drive in Nap\cs. introduced 127 luxury IIn\IS on the Gulfoi'Mcxico with a sell-out in excess of$115,OOO,OOO. This ekg;lllt building was 1>lli!1 i n I <)<) 5 . The Ocean CllIb is cllm:nt\y planneù :1long thc last undeveloped p;¡rccl nf heach front prl!pclly on Marco IS\;\lld This facility consists of 04 all suite, luxury hO!L.:-cullllol1\iniums and will op' crate dining alld recrcational facilities Completion is expected ill I ()()X The Tarpon IL\y Y;¡chl Club will be developed on prime w:1lerfront pmpL.:rty located on Ih<: Islc of C:1pri in Naples, owned by Gulf B:1Y neM Fiddler's Creek, :1S an :1l11el\lly offering 65 wct slips and :1 250-se:1l, two tier restauranl providing panoramic views or pristille T:1rpon Bay, Dry slips arc pl;:nncd :1S this facility is ùevelopcd in 1998, This elub is planned to serve the bO:1ting 11<:cds of the Fiddler's Creek cOl!llllllnity. The Imperial Lakes PU[) in Northern Collier COllnty is zoned for a mixed use residcntialloll1- l11unity of430 lIllils onlanù thaI fronts two lakL.:s :1nd the Imperial CìolrCluh, This propeny lUII- sis!s of approx ¡mately 71) :1eres, With over a decade of sllccessful real estate development behind it, (¡ulf Bay grollp of COII\pa- nics controls over 3,000 acres of prime Southwest florid a real estate :1nd looks forw:1rd to the f~:tllre to continue its chain of lIn[J:1ralleled success, Not only is the Developer active in planning, permitting, :1nd constructing infrastrllcture within the community but also develops and markels lhe majority of the pll)d. ucts within the individu:11 parcels, thlls enabling it to market a level of quality and achieve absorption unprecedented in the m:1rket place. The executive nf'icers of the managemenl team and their professional experience arc as foll(,\\'s: Aubrey J. Ferrao President I~ ^I~thüny DiN;\I(lo John Ilayes Mark 1', Strain Louis Ludwig CI::t:f ¡:il1,lI\cial Orfìcer 16G 1 v ice Pres ident of Con::;truction and Deve Inrillent '/ ice !'resiJenl of Planning Vice f'rt:sidcnt of Marketing The Gulf Bay group of comp,mies was founded in 1986 by Aubrey 1. Ferrao and is onc of tlit: largest privatcly ownt:d developmcnt com[1anies in Southwest Florida, Aubrey Ferrao, Pff~silh:nt of tht: Gulf nay group of companies, was educated althc University of Delhi and received a Bachelor of Arts degree in Jlistory, Mr. Ferrao came to the United States \0 «)lIl- pletc post graduate studies in Business Aoministration at Illinois Slate University a\ Bloolllington-~or- mal, Illinois. Aflerwards, be began his 18 ye;¡r real estate development career on Marco Island, ¡'lurid;). As a broker in Collier COllnly, he developed a complete unoerstanding of lhe complexities of this rc;lI estate market. Based on these experiellces, he has become one of the major developers in Soulh\~cst Florida, The business philoso[1hy of the Gulf Bay group of companies has allowed Mr. Ferrao 10 ;)chlcve an un['Hecedented sales record and h;)s positioncd Gulf nay as one of the most successful and f¡¡\lcst growing privately ownt:d devclo[1ment conlpanies in the state of Florida, The central tenets of his philos- ophy ¡¡re: ¡¡ntieipate and project the movement of the real estate market; huy prime parcels of land before they reach their investlucnl potential; position ;)no market the properties to dcliver thc highest COIISlr(IC- tion quality and lifestyle <lmenities at the best [1rice. Anthony DiNardo, Chief Financial Officer of the Gulf ßay group of com pan ies, holds a [¡ache Illr of Arts degree in Economics from Ncw York University and a Masters in ßusiness Adminlstratll1/i in Accounting from [he New York University Graduate Schoo! of Business, Additionally, Mr. \)\G;¡rdo maintains a professional status as a state Cert;.lied Public Accountant, statc licensed Re¡¡\ Estate I\rl1ker and Mortgage Broker and ¡¡ 130M! certiflcd Rcal Property Administrator. Prior to working wit¡ (julf Bay, Mr. DiNnrdo held t¡e position of Vice-President of Finance with The Arvida Company of F\urida, Rcal Estate Division, lie has over 2J years of experience in real eslate development. John I ¡ayes is Vice Presidcnt or Construction ,md Development and holds a Florida State (;en- eral Contractor license, Mr. Ilaycs has attendcd lhe University of Minnesola Institute of Technology, School of Architecture, and the Dunwoody Industrial Institute, Mr. Hayes is responsible for ,111 vertical construction within company devclo[imenls, which responsibilities include the high-rise division ;1S \Veil as the COl1lmunity division, Mr lIayes implements Gulf ßay policy of total quality control in all con- slruclion with great attention to a [1roprietary zero defect policy, During his time with Boran Barber Craig Construction Company, Mr. Ilayes s[1cciali7.ed in luxury high-rise construction projects, quality ':ou[rol, and involvemcnt with individual clients, where he inilialty met Mr. Ferrao and lhe Gulll\ay group of companies. Mr. I tayes has been involved in the construction and developmcnt industry fl1r the past 21 years, Mark Strain, as Vice President of Planning, holds a ßachelor of Science degree in Business I\d- ministration from International College and an Associate of Arts degree form Orange Coasl College with undergraduale courses at lhe University of California, !rvine. Mr. Slrain maintains slate general COlltrac- tors licenses in both California and Florida. Mr. Strain is responsible for all planning fllnclions as well as infrastruclure and horizonlal development in all Gulf ßay Communities, with specific area of respon- sibility focusing on the Fiddler's Creek PUD, Prior to his involvement with Gulf ßay, Mr. Slrain com- pletccl a 313 acre community in north Collier County and successfully operated Excel Construction and 16 1 6G 1 lkvelopl11ent CorPli¡;ltiull, l1f which he retail1l:d the rosltlon of President for 13 years This prinleiy held firm was lisled a:; the 23th fastest growing enterprise in Soulhwest Florida in ! 988, Mr. Str:tlI1S involvl:rnent in real estate developrò1ent rrovidcs over 24 years of experience to Gu!f Bay, Louis Ludwig is the Vice Presidel\t of Marketing, Mr. Ludwig has responsibility for all mari-:el- ing functions in all (,lIlr Bay rrojects in general, as well as specilìcally the fiddler's Creek f'UlJ. (jlllf Bay will maintai1 two s;lIes onices for Fiddler's Creek: one $1,500,000 f¡¡cility on lhe property, as well as a planned second sales on-Ice at the M¡¡rriott's Marco Island Resort ¡¡nd GolfCllIb ¡Iolel. This hotel IS one of the five I¡¡rgest and one of the most successflll of the Marriott system, with 752 gulf front fl)UIIlS Mr. Ludwig will be responsible for 15 s¡¡les personnel as well ¡¡S m¡¡rkeling ¡¡Ild public relations 11I1\C- lions. lie previously was illvolveu wilh sa\cs ami marketing for numerous project with the Arvida ('(\111- pany over a 13 year period. Mr. Ludwig holds a st¡¡te of Florida Re¡¡1 Est¡¡te Brokers license ;ìI\d IS ¡¡ st¡¡te Certified Residcntial Broker. lie has rarticipated in training and consulting in n¡¡tional re¡¡1 esL\le courses ¡¡nd undertaken add it ional undergradu¡¡te courses at Rider College in New Jersey. M r. LlIdw I ~. ~ experience in real eslate sp¡¡ns a I b year C<1recr. The Gulf ¡by management team has over 100 ye;¡rs of combined real est¡¡te development e.\pel'i- ence, Gulf Bay gruup of companies has successfully developed properties in the Southwesl Florld<1 m¡¡rketplace for oycr a decadc. To date, this organization has made a financi¡¡1 commitmenl of 1110re 111;111 $2 billion in Collier County, Florida, in existing and envisioned residences, This includes the complell(\I\ of 11 luxury residential high-rise buildings in Naples, Florida, with three ¡¡ddition<1i high-rise b\l¡\dillgs either lJl1der conslr\lcllon or in preconslr\lction s<1les, as well as t!1e development of Fiddler's Creek. a 1389 acre golf cOUlse cOlnl11l1nity wiih a 111;1ril,a, <1 health facility, and rcslaur;1nls to serve ¡¡ con1nlllll:ly of 6,000 residcnts. The Development I. Gel/eml. Fir/dler's Creek is a ll1aster-pl¡¡nned community in Narlcs, Florid¡¡, encompas~;lllg 1389.8 <1cres. Tile 11I;lslcr plan consists of residential density of ¡¡prroxil11¡¡tely 3500 units, In addl!ion, there arc ¡¡rproximalely 33 ¡¡eres of coml11erci¡¡1 prorer1y along the two l11¡¡in arteri¡¡1 roads aec~ssing the site. The zoning classifications for the c0Il1I11erci¡¡1 rropertiés provide for a wide mix of ret¡¡il ;1IHI of- lìce spaee uses. Along tl,e northern border ¡¡dditional non-residential p¡¡rcels will provide for an appro.\l- mately 2,5 ¡¡cre cOI11l11unily ['¡¡cility site (fire departll1ent, sheriffs sunst;¡tion and emergency medic;lI re- ëponse) and an C1rproximalely 3.5 acre site to be used as a county satellite library, Residential development consists of a variety of housing products th¡¡t will be designed in a ¡lex· ¡ble manner to accol11l11odate Ouctuating market trends. Products will be designated for individual par- cels and built Ollt as inner villages wilhillthe overall community of Fiddler's Creek, Fiddler's Creek is presently designcd to be developed with three major land lISCS in mind, These ¡¡re (1) Commcrcial (comprised of approximatcly 33 ¡¡cres ¡¡no approximatcly 344,782 squ¡¡re feet of space), (2) Residcntial (comprised of arrroxim¡¡tely 541,78 acres), and (3) Recre¡¡tional (comprised of approximately 180,7 acres). J7 ~--_._,- ._.~-.----_.. -----~ 16G The key clemt'n! \)1' Ihis recreational ct)lj,l11l1ni!y will be the golf eourse and the addition:,1 rlLlC' atiol\al facilities lhat are bt:ing uevcloped. Included facilities will be a "Club Center" which will become the social heart of 1:1e community, The Club Center will provide arcas for tennis, swimming, aerobics, workout areas, and a variety of other functions. Additionally, part of the internal lake system will actll- ally be a continuous "creek" that will allow residents to rent canoes or paddle boals frolll the Club Celller and meander along miles of waterways. l1ike paths will be provided at various locations in the COllllllll- nity ¡¡long with nature tr¡¡ils, The master pl¡¡n rcl1<.:cts several concepts th;¡t set the b¡¡sic groundwork I'm the developl11\:lll "f Fiddler's Creek. Thesc involved tht: full Uliliz;¡tion of the n¡¡tural preservcs surrollnding the south\:rn boundary, the ere¡¡tioll of ¡¡ recr\:ational creek SystcllI of waterways, a golf course thaI works within n:¡lu- ral settings, a Club Center to provide residents with recreational opportunilies to enjoy their COll1l11l1l1lty. the creating of scp¡¡rate villages to provide speci!ìc lifestyles, and a convenient Ill¡¡in entrance, IZe¡¡lizing the illlpmlance of preserving the nall/ral areas and in IJ1eeling ¡he Cllncerns uf the Army Corps of Engineers for issllance of permits, ¡¡ Wildlife Enhancement Plan was developed Ihls plan provides an approximale 250 :1cre buffer between the developed tr¡¡cls of land ¡¡nd the preserves 10 lhe south. Within this buffl:r arl:a, sh¡¡llow foraging pools specially designed to attract n¡¡tive specie, uf waJing birJs will be constructed. With the ¡¡ddition of these buffer waterways and the internal bke ,ys- tems, approximately 210 acrl:S of LIkes will be crl:ateu to mcet the water man¡¡gemenl needs of the dcvcl- opm e n t. A location map, a land use summary of Fiddler '5 Creek and a probable construction coqs Llbk arc incl\JdeJ in Appendix B--"The District Engineer's Report." Fiddler's Creek will be developed in pll¡¡ses in respons~ to market demands. Four phases of 111;1, jor infrastructure constr\Jction ;Ire anticipated, Phased construction is expected through ye¡¡r 2005. ;11 which lill1C Fiddler's Creek is projected 10 be compleled. The expected phasing is ¡¡s follows: ... IfP I, (I,W! & Pro /J II b II! CQ.f!S~ Ph¡¡se I: $1 <'>,830,000 Phase 2: $12,X95,OOO Ph¡¡se 3: $3,479,000 Phase '1: $16,333,000 Phase 5: $3,496,000 .. . i··:,:·H;'iWÆf¢t1f;·)/··:· 1996 1996 1998 2000 2002 .:.,': -------- --~------- Source Enginccr's ({cpoft Cor lhe Fiddler's Crcek Commonily IJevelopmcnt DistricÚ · Based on 1 <)')(, dollars There are several parcels that are surrounded by the land within the Fiddler's Creek Com- munity Development District but that are not a part of the District. Those include (i) the County scwer lift station (,38 acres) in the northwest corner, (ii) the Mass Mutual golf course (24 acres), (iii) the school board site in the lower east quadrant (12 acres), and (iv) the Southern States Utili- ties site in the Jower east q1Iadr,1Jlt (43 acres). 18 1 6G 2. PerlllittillJ;, All permils necessary to begin the 19<J6 Project hilvc been obtained excepl for the FDEP Water and Wastewater permits which are anticipated 10 be isslled in July, 1996. The District Engineer will cer- tify that all permits necessary to complete the 19C)6 Project have either been obtained or, in its expert opinion, will be obtained and that there is no reason to believe that the necessary permits cannot be ob- tained for lhe entire development. 3. OwneT!ihip vi Lane! Within the Di.\(rict. The land within the District is owned by (it) 100, Inc" a Florida corporal ion, as general partner of GB 100, Ltd., a Florida limited partnership, and ('a reel 7., Ine" a Florida corporation, jointly doing business as 95\ Land Iloldings Joint Venttlre, a '·ïmida general partnership. Thc sole shareholder or I)ar- eel 7., Inc, is 1'Ol1lcn Altlcrica, Inc" a New Vmk cmpnl;llion. The 1996 Project 1. General. Proceeds of lhe 1996 Bonus deposited into the Acquisilion and Construction Accollnt will be used to finance, acquire and construct infrilstructllre relating to phase one of the Fiddler's Creek development plan. Construction of the first phase began in February, 1996 and consists of infrastrllcture to support approximately 193 single family lots, ! 75 attached units, 533 mul1i-family units, and 61 COITì- lTìercial units, which infrastructure will be acquired by the District from the Developer. Constructioll of this first phase is expected to be completed in \ 9()7. 1\ more detailed description of Fiddler's CreL:\.; ;\n<l the I CJJ6 Project is included in Appendix B--"The District En~illeer's Report." 2. 1996 Project l/11prove/llel/t Acqui.\'Ílio// A;;rL'ellle//t. Pursuant to a Project Improvement I\cqlli- sit ion Agreement, dated as of I, 1996 (the "Project Improvement ACCjuisition Agreemcnt"), between the Developer and the District, the Devel\)per will agree to construct and equip a portion of the 1996 Project and sell, convey, dedicate or otherwise l1\ake available that portion of the 1996 Project 10 the District for an estimated cost of $ The 1996 Series Assessments The information appearing below 'under tilL: caption "ftlet!lOt!o!OJ;Y" has been provided by Fisilkind & Associ<l[es, Inc., in its c.apacity as Financial Advisor to the District. The information IS in- cluded herein in reliance upon the experCise of such linn <lnd although believed by the Underwriter to be reliable, has not been independently verified by the Underwriter or its counsel. No person other than the Financial Advisor makes <lny representation or wMranty as to the accurilcy or comp1ete;-¡ess of such In- formation. 1. General, Chapter '170, Florida Statutes, as amended, as authorized for use by Chapter j 90, Florida Statutes, as amended, provides that payment of the 1996 Series Assessments is secured by a lien on the real property in the District coequal with all Slate, County, District and municipal taxes, superior in dignity to all other liens, titles and claims on such real property. The District covenants in lhe Inden- ture to assess, levy, collect or CÄl1se to be collected the 1996 Series Assessments and to transfer the pro- ceeds of such 1996 Series AssesSlllenls to the Trustee within one day of receipt thereof by the District. 2. Collectiol/. It is the D.istrict's present intent to use the uniform method for levy, collection, and enforcement of non-ad valorem' assessments set forth in Section 197.3632, Florida Statules, as amended, pursu<lnt to which the District musl certify to the Tax CollectN a non-ad valorem assessment 19 ----- ...-- ..---_._--_. ...--... .,--_._..._-_._.....~--_....._--------,._....-.~--_._'----..~-,-- -- ....- 16G 1 roll by Scplcmbcr 15 of each ycar. Thc Tax Collector will include 01\ the lax notice issued purSU:Jllt \,) Section 197,322, Florida Statutes, as amended, thc dollar amount of the 1996 Serics Assessments so cer- titied. The District furthcr intends to cnsurc that a wriltcn agrccment with thc Tax Collector is entcred into and mainlaincd in accordance with Section 197.3632(2), Florida Statlltes, ;¡S amended, in order to permit thc 1996 Serics Assessmcnts to be billed and collcclcd by thc T;¡x Collector pursuant to Section 197.3632, Florida Statutcs, as amcndcd, Sec "Cnllectilll/ (1/1(1 Enforce/lle/lt PrllCl!dl/res" he low. Thc tcrms of such agrc~mcnts arc typically for onc ycar, automatically rcncwablc for succcssive annllal peri- ods. The Assessmcnt Resolution levying the \996 Scrics Assessments has becn adoptcd and adjll';led by thc Dislrict. The collection mcthod permits up to a 4% discount for early pilyment of assessments ;)nd lhe ilssessmcnt amounts. The Tax Collector ilnd Property Appraiser each charge for billing and colkcling thc 1996 Scries Assessmcnts. 3. Jrfct/lOt!oloRY' Thc capital improvcment program planned by the District will confer special bcncfits 10 all developable land within thc District. Thc capital improvemenl program is bascd UPOI) the proposed dcvelopmcnt program outlined in the table below (for a bre;¡kout of the devc10pmcnt progr;lll1 relating to thc lands bendïted by thc 19% Bonds, see Appendix C-"Fiddlcr's Creel< COl11munity Dc- velopmcnt District Boud Financing Program and Assessmcnt 1\1ethodolo¡.:y"). f\'vllrt'sirlelltl/l} St¡uarrFect Del(Jcllt~¡} Single-family Club Vie v Patio A lIae hed Manor Quad-Villa Multi Family T vial 417 3c)2 401 Com/JIercial S'II/llre Feel (DaD's) Retail 286 Orlïce 27 Clubhouse Jl TOI(d COf/lIl/ere ",I J ,/,J 2K6 27 Jl .1,507 Source: r-ishkind & Associates Assessment Methodology ror I'iddkr's Creek COf1)f1)lIlIlly Dcvclopm..:nt Dislricl The 1996 Series Assessments are allocated and Icvied among the various specially benefited par- cels in thc District on the basis of p~ojected development levels. For purposes of allocation, thc types of special bcncfits provided are divided into two groups: (a) roadway relaled and (b) all other benefits Spe- cial benefits from the roadway improvements will bc allocatcU to land uses, in part, on thc basis of trip gcneration ratcs, Non-ro¡¡dway improvements and thc bcnefit they confer will bc allocated to land within thc District on the basis of development dcnsity and intensity, a!; measured in equivalcnt rcsidentialul1lls A. Allocation of Roadway Special llencfits. The first slep in allocating roadway bene- fits was 10 use the Engineer's Rcport to identify benefits that were clearly roadway related. Ul1ce identified, thc ratio of roadway improvements to nonroadway improvcments was multiplied by thc amount of Bond financing, The product of lhis ca\culalion is thc amount of Bond financing that is allocated to total roadway improvements, The next step was to brcak down the total allocation of roadway related improvemcnls among the various land use catcgorics. For this calculation, lhc volume of trips each type of lal1d '20 16G 1 use category will generate were me,ISlln:u using the Institute of Trafrïc Engineers 5th edllll1l\ of Trip Ge/lerulio/l. Bi\sed on rhis information, each category of land use was assigned a portioll of the total rO<ldway improvement costs on the basis of its trip generation rates and resulting tr;Ülic volume, B. Allocation of All Other Special Benefits. Nonroadway improvements providcd by the District include 1;1I1dscaping, drainage and security, among other things, '111ese costs ¡}fe allu- cated to land withil\ the District on lhe basis of development density and intensity as mC<lslIrcd by equivalent rcsidcnlial units, Thc costs of all nonroadway improvements are allocaled Oil the basis of Ihe sharc of cquivalent residcntial units represented by each particular class of property. See Appendix C-"Fi(lllll:r's Crcc\, COI1lllluuity DevelopI1lent District Bond Financing I'ro- gralll ;wd Asscssl1Icnt Mcthodology." In audition, special benerïts peculiar 10 the parcels from those systcms, facilities and servlccs bcing funded werc dc!crJnincd tu excecd the cost thereof inclnding added value, added ell"}'- ment and added use of thL: par~els slIbjcct In the Series Assessment. 4. Prepaymcnt, PlIrsllant to the tCrJl1S of applicable slale law, the owner of property sllbJcct 10 1996 Series Assessmcnts may [1"y lhc cntire balance of the Assessment remaining due, withoul inle~cst. within thirty days after the I <)<)() Project has been completed and the Board of Supervisors has adortcd a resolution accepting (he I ()<)() Project ;15 provided by Florida Statutes, Section 170,09, as amended 1 he Assessment Resollllions levying the 19')() Series ^ssessrnents provide that the owner of .my prl.'perty subject to the 1996 Series ^ssessments may, after the 30-day period described above, pay lhe rem31t1lng unpaid balance, pills certain intercst to accrue, at any time. The 1996 E10nds will be subject to extraordi- nary mandatory redcmption, in wbole on any date or in part on any Interest Payment Date al a rcdclnp- tion price of 100% of tbc principal all1DlInt of thereof, wilhout premium, 10gdher with accrued inlcre'.l t\> the redemption date, from "mollnls deposited into the Prepayment Subaccount of the 1996 Redcmptlun Account representing stich prepaymcnls (see "SECUHITIES BEING OFFEHED-Hl.'dl.'mplillll I'ro- visions-Extraordillary !tf{///llatory Redcl/lption" herein), 5. Collectiol/ (//1(1 ElljoralllCl/t ['rocetlurcs. The primary SO\lfces of payment for thL' ; <¡')() Bonds arc the 1996 Series Asscssmcnts imposed on lands within the District subject to assessmcnt IHIf)tI- ant to the Assessmcnt Resolutions. To the extent that landowncrs fail to pay such 1996 Series ,\s\ess- menls, delay payments, or arc unable to pay the same, the successful pursuance of collection 0r\.)ced\lfcs available 10 thc District is esscntial to COlltinueu payment of principal of and interest on the 1996 [\nnds. The Act provides for variolls methods of collection of assessments, including delinquent assessmcnts, by referencc to other provisions of the Florida Stalutes. The following is a description of ccrtain statutory provisions of speciJI assessment payment Jnd collection procedures appearing in the Florida Statutcs. but is qualified in its entircty by refcr('!!ce to such statutes. The Dislrict will levy 1996 Series Assessments that will be payable in 20 annual installments. Pursuant to Florida law li1e Districl has held all public hearings and taken all other steps necessary to lISC the uniform method of collecting and cnforcing non-ad valorem assessments by the Tax Collector The District intends annually to take. sllch further actions as are required to effectuate the collections of ¡ 9% Series Assessments lInder the uniform mçlhod of collection provided by Sections 197,3631, 197 :;632 and .197,3635, r-Iorida Stallltes, as amcnded, The dctermination, order, Icvy.and collection of 1996 Series Assessments must be done in com- pliance with procedural requirements and guidelines provided by law. All taxes and non-ad valorem spe- cial assessments shown on the tax notice must be paid in whole, as the Tax Collector cannot accept par- 21 _.u·_. .._.. .._ ~,_. 16G 1 li:1I payments, Failllll: by the Districl, Ih<.: Tax Coll<.:ctor or the Properly Appraiser to comply with ~lIch requirements could result in delays in the collection of, or the complete inability to collect, annual in- stallments of 1996 Series Assessments during any year pursuant to the uniform method. Such delays in the collection of, or complete inability to collect, ;¡nnual installments of 1996 Series Assessments pursu- ant to the uniform l1lelhod could have ;¡ m;¡terial adverse effect on the ability of the District to m;¡ke rull or punctual p;¡yment of debt service on the 1996 I!onds (see "RISK FACTORS" herein), Taxes for each year and non-ad valorem assessments billed by the Tax Collector on the t;¡X ItO- tice are payable during ¡he period commencing November I of such ye;¡r ;¡nd ending March 30 of the following year. If the ;1mounts on lhe tax nolice (including the annual installments of 1996 Series Assess- ments) are paid during the November following the billing or during the succeeding three months, the taxpayer is granted a discount equal to four percellt (4%) in November ¡¡nd decreasing one percent (I ~/o) per month to one percent (1%) in February. All unpaid levies become delinquenl on April I of the ye;1r following the November in which they arc billed. Commencing in April, ;1 one percent (I %) per month pen;¡lty ;¡CCrlles on Ihe unp;¡id t¡¡X r¡oJice. I)<.:I'IY in Ih<.: 11Iailing of tax notices to t;¡xpayers m;¡y result III a delay throughout this process. Collection of lh.:linc¡uent taxes is, In eSSCllce, h;lsed upon the sale by the Tax Collector of ",;IX certific¡ttes" on the assessed parcel and the rel11It1;1nce to the District of the proceeds of such sale, In the event of a delinquency in the payment of taxes or non-ad valorem special ¡¡ssessments, the l;1ndnwl1cr may, prior to the sale of tax certificates, pay delill<uent taxes pins an interest charge of up to eighiecn percent (18%) per annllm on the amount of delinquent t¡¡xes. If the I¡¡ndowner does not act, the T;¡x ('nl- lector is required 10 sell a tax certitïcate to the p<.:rson who pays lhe levies owing and interest and pell:¡' ties thereon and cert;1in cosls, and who ¡¡ccepts the Imllest interest rate (not to exceed 18% per annul11) tu be borne by the certifiede, If there arc no bidders, the COllnty is 10 hold, but not P¡¡y for, tax certifiCillCS with respect to the property, bearing interest ;11 ,he 111;1Xil11um legal r:1te of interest. The County may ,>ell such certitïcalcs to the public at any timc at the principal amount thereof plus interest at the r¡¡te of 11l\1 more than eighteen percent (18%) per :1nnllln and it fee. The demand for such cerlitïcates is dependent upon variol.ls factors which include the interest (¡¡nd the r;1te thereof) which can be earned by owner'hip of such certitïcates and the v¡¡lue of the land which is the subject of such certitïcates (which may be suh- ject to "lax deed" sale ;¡fter 2 years at the demand of Ihe eertific<lte holder) The IInderlying markell1;tll1C of the property in the District should deter1nine the demand for such property and the expect;¡tion of S'IC' cessful collection of delinquent annual installl11C1\ts of I ()f)6 Series Assessments thereon whicÌ1 arc ¡he primary source of p;¡yment of the 1996 Bonds, Any t:1X certificate in the hands of a per~ol1 other than the County may be redeemed and canccled by anyone prior 10 lhe time a tax deed is issued or Ihe property is placed on the list of lands available fl'l sale. The person effecting such redemption 111I1S1 pay the face amollnt of the certificate and interesl al the rale borne by the certific;¡le plus costs ;¡nd olher ch;1rges, Regardless of the interest r¡¡te actually bome hy the certificates, persons redeeming tax sale certificates must pay a minimum interest rate of five perCl'n[ (5%), unless the rate borne by the certificates is zero percent (0%). The proceeds of stich a redemption are paid to the Tax Collector, who transmits to the holder of the tax certificate stich proceeds less service charges, and the certificate is canceled, Redemption of tax certificates held by the County is effected by purchase of such certificates from the County,;¡s described below, The private hold<.:r of a tax certific¡¡te Ihat has no! been redeemed has seven years from the date of issuance of lhe lax certificate in which to act ¡¡gainst the property. After an initial period of two years from April 1 of the year of issuance oflhe tax certificate has passed, during which time action against the land is held in abcy¡¡ncc to ¡¡llow for s¡¡les ¡¡nd redemptions of tax sales certitïcates, stich holders 111;IY apply for a tax deed, The ¡¡pplicant is required 10 pay the T¡¡x Collector all amounts required to redecm 22 16G 1 ;111 othl.:r ()utstandil1g la\ cnlif'!cates covcri:,g Ih,~ 1;1111.1, ;¡ny (Jmillcd {;¡\CS or delinquent t;1:\es. currcnl taxes, if JlIC, ami interest ThueÚt;:r, the propcily I~ ,Hlverliscd for public s;de, In any sllch pnblic sale, the privale holder of the tax certilica:e who is seeKJn¡; a tax deed :-or lioli-homeslead properly is deemed to sublnil a l1\il1ilnum bid equal to the "mount rl:quired to redecn; the ti1X certificate, and charges for cost of sale, redemption of other li1X sales cerlificales on the land, and the amounts paid by such holder ill applying for tti': tav. deed, plus interest thereon. 111 lhe case of homeste.ld property, lhe minimum bid must include, in adJ,llon to the al110unl of money required for the orclling bid on 110n-homestead ploperty, an amoul1t equ;d to one-half of the assessed value of the horneste;ld If there arc no higher bids, the holder receives title to the ¡<lnd, and thl.: amounts pi1id for the certificate ,wd in applying for a ti1:\ deed arc credited toward (he purchase price. If thcrl.: arc other bidders, the 11Idder may entcí ¡he bidding. The highest biJder is i1warded title to lhe lal1d. The portion of proceeds of such sale needed to redeem the tax sale cerlilicate (and all other amounls paid by such person in applyil1g for a ti1X deed) are forwarded to lhe holdcr thcreof or crediled 10 such holder If he or she is the successful bid- der. Excess proceeds <Ire distributçd first to satisfy govcrnmental liem againsl the property ;¡nd tl1CI1 to the former title holder or the property (less service charges), lien holders of record, mortgagees of record, vendees of recorded contracts for d-::eds, other lien holders and persons to whom the land was i1ssessed onlhe lax roll for the year in which tlte li1nd was last assessed, all as their intl.:resls may appear. Irthe County I\()ld~ a tax certificate ;1nd has not succeeded in selling it, Ihe County may apply for a tax deed afler lhe County's ownership of such certificate for l\Vo yeMs. The County pays costs <lnd fees 10 the Tax Collector but not any amount to redeem other outstanding cert ¡-¡cates covering the land The public bidding on non-homestead property must start i1t a minimum bid equal 10 tltc value of all outsl;lnd- ing ccrtif\caleS, plus omitted years taxes, delinquent taxes, interest and all costs and fees paid by the County. The minimnm bid on homestead property l11ust also include an amount equal to one-half uf the latest dsscssed valuc of thc hOt!1estead. If the'l.: are no bidders, the eoul1ty mi1Y purchase the lal1d fur the opening minimul11 bid. After ninety days, any person or governrncntalunil may purchase lhe land with- -alii further notice or advertising by paying the opcning minimul11 bid to the County. Levies accruil1g aflcr the date of public sale do 110t rcquire rcpetition of this process, but arc addcd to thc required 11111\:1111lm bid. Seven years afler the date of public sale, unsold lands escheat to the county in which they arc Il)clted i111(1 all tax certilicates and liens against thc property will bc canceled and the c\crk will e:\ecute ;¡ t;¡X deed vcsting titlc inth~ [~oard of County Commissioners, with no liahilit)' to tl1e County, As reported for the yei1rs 1991-1995, the following table indicates Ihe amount of Count:-- 1;\\eS and olher non ad valorel1\ special assessmel1ts levied al1d coilecled by the COUl1ty, ;J~II~t~fN æ~l~h"~.t.~'i 1991 1991 1991 199~ /995 (ODD's) (OOD'f) (000 's) (OOO's) \(OOO's) 210,877 S 217.278 S 23'1,75(, S 243.964 S 262,636 199,636 S 209,253 S 226,403 S 231,614 S 253.552 6,)(,0 6 668 7277 7.64Q 8315 205,996 S 215,921 S 233.6110 S 23'},2 54 S 261.867 97 .69~/. 9938% 99.54% (8.07% 99.71% ìl 16G 1 -- Source: Office uf the Collier Cuunt:( Tax C:>iiccl\Jr and Pro¡xny Appraiser. Neilher Ihe Dislricl nor Ihe Underwriler has indepcndenlly invcsli~aled or veri lied the rror~rty data in the table above and neither assumes responsibility for the accuracy or completeness of the infor- mation conlained Iherein. The summary of real property taxes and tax certificates were obtained by the Underwriter from ¡he Collier County Tax Colleclor and Property Appraiser. Neither ¡he Dislrict nor Ihe Underwríler can give any assurance to the holders of Ihe 1996 Bonos (I) that the P¡¡st experience of the County wilh regard to tax or special assessment delinquer1Cles as shown above is applicable in any way to the \ 996 Series Assessments, (2) lhat fulure landowners :lnd taxpayers in the Dislricl will pay such I ()()6 Series Assessments, (3) lhal a market may exist in the 1'111 \Ire for the aforementioned tax certiflcaies in the event of sale of such certiftcales for taxable unÎls within the District, and (4) that eventual sale.of lax cerlifïC:ltes for real property within the Districl, if an)'. wil! be for an amounl sufflcienl to P:lY :lIlIOllnls due under the Indenture to disch;¡rge Ihe Assessment lien :lnt! ;111 olher liens that :1rC cocluallhcrewilh RISK FACTORS In analyzing Ihe 1996 Bonds, prospeclive purchasers should carefully consider Ihe following risk factors, among olhers, that may adv~rsely affect the security for the 1996 Bonds. 111is caplion dot:s not purport to sUl1llllariLe all risks that' m¡]y be associated with purchasing or owning lhe 1996 Bonds and prospective purchasers arc advised to re;¡d this Limited Offering Memorandulll in its entirety for ;¡ l110re complete description of investment cOl\sidcraliol\s relating to the 1996 Bonds. \, The v;¡lue of the entire properly lnat is within the District was appraised on March 15, ()()6 by Arl1lalavage & Associilles, Inc. The estimated fair market value of lhe fee simple intcleSl in the Fidler's Creek property, in the opinion of Armalavagc & Associates, Inc., in Î1S ";¡:, is" condition, based on Ihe assumption that all zoning, permitting, and other regulatory require- ments have ueen satisfied and accomplished is $33,500,000 for the residential and rt:cre- ;¡tiol\al 1'lIld use and $3,900,000 for Ihe commercial land, for a tOlal of S37,400,OOO The value of the property is signifìcant for an investor to determine whelher an owner \\'<'uld likely pay the assessments all a parcel of real property subject 10 the assessmenls ,hal art: the source of repayment of the 19<)6 Bonds. The property that will receive a bcnefll, including ;¡ spcci;¡1 and panicular bcncrlt, from the 1996 Proje..:t has not been separately appraised 2, The 1996 Series Assessments have been levied on all real property in Ihe District, much of which is owned by the Developer. Until further sales and developmcnt of property in Ihe District occurs, raymenl of the 1996 Series Assessments is in large part dependent upon their limely payment by Ihe Developer. In the evcnt of the institution of bankruptcy or similar pro- ceedings wilh respect 10 the Developer, or any other subsequent significant owner of prop- erly within the Dislricl, there could be delays or a diminution in Ihe payment of debt service on the 1996 Bonds as sllch bankruptcy could negatively impact the ability of lhe District to foreclose the Assessment Lien and to sell the encumbered property. In such event, lhe inter- ests of Ihe holders of the 1996 l30nds would be adversely affected, 3, Unpaid 1996 Series Assessments do not constitute a personal indebtedness of the owners of the specially benefited land within the District, but only constitute a lien upon the srccially 24 16G 1 benefited lalld, There is no ,1~SUI .lIlce th<\t the properly owners will be ;¡ble to pay tllc ! ()<)(¡ Series Assessments ()~ that they wi!1 pay such ¡ 996 Series AssessmenlS even thoug:\ íìn:ln- ci:llly able to do so. f-ailurc by owners of the specially benefited land to pay the 19<)6 Series Assessments when due or the illability of tIle District to foreclose the Assessment Licn and ::ellthe encumbered propcriy for all\Ollnts suffïcient to cover delinquent 996 Seric" ,\ssess- ments levied ~gJinst such lalld Ii\ay result in the inability of tile Districlto make full o~ punc- tual payment of debt service on the \ CJCJ6 Bonds, I>: 4, The remedies available to Ihc Trust'.:e and the owners of the 1996 Bonds upon :In c\cnt of def;¡ult under the [ndel',lule ;lIe in l1I"ny respects depenucntupon judicial actions thai arc Df- ten s\:bjectto discretion and dd;¡y, Under cxisting constitutional and stallltory ia\v and judi· cial'decisions, the remedies specilìed by federal, state and local law and in the Indenture i1nd the 199ó Bonds, inc\uuing, without lill1:tiltion, tile ability to enforce specific pcrform,lIlcc of the Contfi1ct :01' f''.Irch;)s(;, Ihe iln¡Jl)sition of the 1 <)96 Serics Assessments ;IIHI the iSsu"ll;,:e of the 130nus In;Jy 1101 be,r;.:adily ;'v;lililble or milY be limited, The various legil opiniol's 10 be uelivered concurrently with the delivery of ¡he 1996 Bonds (including Bond Counscl's ar- proving orinion) will be qualilied, as to the enforce:lbility of the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other similar laws af- fecting lhe rights of crelhtors cni1cteu before or after such delivery i1nd by principles of eq- uity, The inability, either pi1rtially or fully, to enforce remedies available respecting thc 1996 Bonds could l1<1ve a material adverse impact on the inlerest of the owners lhereof. 5, No application for a rating on the lCJl)6 Bonds has beenmi1de, nor is there any reason 10 be- lieve that the Dislrict would have been successful in obt:lining an inveslment gri1de raling for the 1996 Bonds hi1d application been made. 6, Although l11c Engineers believe ,hat ;¡II permits and approvals arc cap:lble of being obt;¡incd, in the event that those peJ'l11its or approvals arc not forthcoming or arc significanlly del;¡yed, the ability of the DevcJoper to develop Fiddler's Creek would be significantly impaired or frustrated, 7, Although the maturity l1/the CJC)6 130nds may be acccler;¡ted in the event of a defi1ult as de- scribed in the Indenture, the assessments that ;¡re the source of rep;¡yment of the 19CJ6 130nds cannot be acceleri1ted and therefore the ab¡lily of the m;¡lurity of the 1996 Bond~ 10 be accel- erated is not [)fi1ctici1lly aVi1ili1ble. LEGAL MATTERS Validation The I3onds, of which the 1996 Bonds are lhe firsl Series, were valid;¡ted by a Final Judgment of the Twentieth Judicial Circuit COllrt in i1nd for Collier County, florida, issued October] 4, 1996, and the pe- riod during which an appeal could be ti1ken from thi1tjudgment expired with no ;¡ppeal h;¡ving been filed. Seclion 75.09, r:lorida Statutes, as ¡ul1ended, provides that a final judgment validating bonds and taxes, assessments or revenues pledged for the payment thereof, from which no appeal is taken or from which an appeal is taken :lnd lhe judgment is affirmed, is forever conclusive as to all mailers adjudicated against a plaintiff and al1 parties affecled thereby, including al\ property owners and taxpayers and ;¡Il others having or claiming any right, title or interest in property to be affected by the issuance of said bonds, certificates or other obligations or to be affecled in any way thereby, and the v;¡lidily of said 25 16G 1 bonds, c\:r1ificales or olhcr obliß;ltions or of allY la\';5, assessments or rcvenues pledged for the paymcnt thereof, or of the pro~eedillgs authorizing thc isswu1ce thereof, including any remedies provided for their collection, sllall never be calied in q:¡estion il1 any court by any person or party The scope of judicì;J! rcyiew, however, focllses ('['I whether: (I) a public body has the authority to incur the obligation; (2) the purpose of the obiigrotion is legal; and (3) the proceedillgs authorizing the obligíttion were proper. ^ final judgment viJlidating bonds Joes not preclude a p;¡rly rrOIl1 challenging (he validity of such bonds 0, cer- tificates on constitutioniJl grounds, Enforceability of Remedies The iemedies available to the holders of i 9% Bonds upon an event of default umler the Ind~nture are in many respects dependent upon judicial actions that arc often subject to discretion and delay, Under existing constitutional ílnd statutory law and judicial decisions, thc remedies specified by the Trust In- den!ure may not be readily available or may be limit\:d The various legal opinions to be delivered con- currently with the delivery of the, 1996 Bonds will be qualified, as to the enforceability of the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency or olher sirnibr laws affecting the rights of creditors, whether enacted ber.He or after such delivery, Litigation According to thc District Counsel, there is no liligation of any naturc IìtJW pending or threatcned with regards to the District reslraining or enjoining the issuance, sale, execution or delivery of the I r)9(¡ Bonds, or in any way contesting or affecting the validity of the 1996 Bonds or any pruceedings of the District taken with respect to the issuance or sale thereof, or the pledge or application of any moncys or security provided for the payment úfthe 1996 Bonds, or lhe existence or powers of the District. Legal Proceedings ^"Iegal mailers related to the aUlhoriz<ition, issuance, sale, and delivery oflhe 1996I3onds will be passed upon by White & Case, Miami, Florida, Bond Counsel. Certain legal mallers will be passed \lpon for the District by its counsel, Woodward, Pires 8.:. Lombardo, Naples, r:\orida, Certain legal matters will be passed upon for the Underwriter by its counsel, Greenberg Traurig ¡Ioffman Lipoff Rosen & Q\lcn!el, [>,^-, TallahaS'Sce, rlorida. Disclosure Required by Florida Blue Sky Regulations Section 517,051, Florida Statutes, and the regulations promulgated thereunder (the "Disclosure ^ct") requires that the District make a full and fair disclosllre Jf any bonds or other debt obligations that it has issued or gU<Irantced and Il1at are or have becn in default as to principal or intcrest at any time aftcr December 31,1975, The District is not and has not since December 3 1,1975 been in default as to princi- pal and interest on its bonds or other debt obligations. TAX MATTERS Federal Tax Matters In the opinion of White & Case, Miami, Florida ("ßond Counsel"), under existing law, regulations, published rulings and judicial decisions, interest on the 1996 ßonds is excludable from gross incomc un- der Section 103 of the Internal Revenue Code of 1986, as amended and in effect on the date of delivery 26 16G 1. of the 1')\)6 130llds (\h<.: "Code") alld will not be trealed as ;11\ item of t<lX preference in compulillt~ :1,,; ;d- ternative minimum t,.x for indivjduais and corporations. Interest on the 1996 Bonds (including any ('rigi- nal issue discount properly allocable to é\ holder thereof) will be inciuded in adjusted current earnings when calcu!ating (he corporate alternative minimum taxable income, however. Interest on the I c)()6 Bonds mllst be incluJt:d in the "adjusled current earnings" of corpor;¡liol1s (other than S co¡poraliol1s. regulated investlucnt comp,l!1ies, real estate investment trusts, and REMICs), and the a!ternative mini- Ii1UIll taxable incOl'\c of such curpo[¡Jlion:> 111USt be illcreased by 75% of the excess of adjuslcd curren I earnings over í\1:ernalivc minimum lax<lt,\t: incol11e (rlclcrmined without regard to this adju'õtmcnr :1I1d prior 10 redllc!ioll fer certain net oper"Iing losses), Reference is made 10 a proposed form of lÏ1c' \(,nd Counsel opinion aliached hereto ;1~ Appendix f) fl)r lhe comp!ete tl:xl thereof. The Code imposes certain rcquirements which l11usl be lIlet subsequent to the issuance of It..: ',"1(, lìonds I1S a condilil)l\ to (he exclusiclI I'm] gross incolllc of the inlerest 011 ,he 1996 Bünds fOf !,,:c.r 11 income tax purposes. The. O¡strict wi!1 covell ant not to take any action nor fail to tak.e UlY a.::,,' .,,'h respect to the 1996 Bonus that w~uld result in the 103s of the exclusion from gross income fOf :,.:C:rJl income tax purposes of interest on the 1996 Bonds pursuant to Section 103 of the Code:, Failure: ;" _ 'm, ply with certain of such requirel11ents could cause interest on the 1996 Bonds to ~ included in ;:" " come retroaclive to tl\e date of issuance of the I ')')6 Bonds, In rend'2rillg the opilliun, Bond Counsel will rely upon certificates of lhc DistrICt wIth r~r<~;' _ c'!' tain material facts relaling to the property financed wilh the proceeds of the 19<)6 [kmds and the: ,:::'. ':.1, tion of the proceeds of the 1996 Bonds. Although [3ond COllnsel will render an opinion that interest on the 1996 Bonds is exclut.bbk ~:'H1ì federal gross income and exempt from certain Stale of Florida taxes, thc accrual or receipt of illl.:rc< 1111 the 1996 Bonds lIIay otherwise affect a r3ondholder's federal income t;¡X or stale tax consequcn(,-" "ill depend upon ;¡ Bondholder's particular [/IX status and such Bondholder's other items of income or lkdllC' lioll, Taxpayers who may be affected by such other tax consequences include, without lirnitalion. l'ill,II1' cial institutions, cert;¡in insllranc~ companies, S corporations, certain forcign corporations. individual recipients of Social Security or railro;:d retirement benefits, and taxpayers who may be dcemed to have incurred (or continllcd) indebtedness to purchase or carry the 1996 ßonds, Bond Counscl expresses no opinion regarding any other such tax consequences. Prospectivc purchasers of lhe 1996 Bends should consult their lax ;¡dvisors with regard 10 the tax consequences of owning the 1996 Bonds, including whether any lìondholder that purc!}ascs the 1996 r30nds in the secondary market at a price other than par may have [1otential sale or exthange consequences on a conversion of the 1996 Bonds from one Interest Rale mode 10 anolher, even if Ihe Bondholder e\ccts to retain its 1996 r30nds upon any such convcr~i()n Florida Tax Matters [t is also the opinion of Bond Counsel that, under existing law, lhe 1996 Bonds and the interest thereon are exempt from taxation .under the laws of the Stale of rlorida, except as to estate taxe.' and taxes on interest, income or profits on debt obI igat ions owned by "corporations", as defined by Ch;¡pter 220, Florida Statutes, as amended, including organizalions, associations, legal entities and artificial rer- sons described therein. 27 Original Issue Discount 16G 1 In the opinion of Bond Counsel, under existing law, the original issue diSi:ount in the sellmg rrl':C: of each 1996 Bond, to Ihe extent properly alloc.lble to cach owner of a 1996 ßond, is excluded :rl)rTI gross income for federal income tax purposes to the ~me extent that any interest payable on such 1996 Oond is or would be excluded from gross ilKome for federal income tax purposes. The original Issue discount is the excess of Ihe stated redemption price at maturity of such 1996 130nd over the initial offer- ing price to the public, excluding underwriters Of other intermediaries, at which price a subst;¡ntial amount of such 1996 Bonds were sold (the "isslle price"), Under Section 12K8 of the Code, original issue discoullt 011 tax-exempt honds accrues on a COI11- pound interest basis. The amount of original issuc discount that accrues 10 í1n o\/ner of a 1996 Bond dur- ing any accrtlí1l period gcncrally cqu:!ls (i) the issue price of such 1996 Bond plus (he amount of origin:!! issue discount accrut:d ill all prie)r .acerll,,1 periods multiplied by (ii) the yield to matllrity of such 1 ()9(¡ Bond (determined on the basis of compollnding at the close of each accrual period and properly adjllsted for the length of e¡¡ch accrual pt:riod), less (iii) any interest pay¡¡ble on such 1996 Bond during such ;1C- crual period, The 31110llnl of original issllc discollnt so accrued in a particular í1ccrual period will be considered to be received r¡¡tably 011 t:ach déJY of the accrual period, and will increase the owner's tax b¡¡sis in such 1996 Bond, The adjusted (¡¡X hasís in <1 1996 Bond will be used to determine taxable gain or loss upon ¡¡ disposition (e,g" upon a sale, exchange, redemption, or payment at m3tllrily) of such 1996 Bond, As describt:d abovt: rcg;\r(llll~ t,l;\-cxt:mpt illlerest, a portiol1 of the origin¡¡1 issue discount that ;1C- crues ill e;1cll YC<1f to <III owner of a 19D6 Bond may result in certain collateral federal incol11e lax const:- C uences. PROSPECTIVE. I'LJRCIIASERS OF TIrE 1996 BONDS ARE ADVISED TO CONSULT THEIR OWN TAX ADVISOrZS J'RIOIZ TO ANY PURCHASE Of TilE 1996 BONDS AS TO '1'1 lEI R IMPACT OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UPON T¡IEIR ACQ'JIS1TION, HOLDING OR DISPOSITION OF TilE 1996 ßONDS, MISCELLANEOUS Suitability For Investment Whi Ie the 1996 Bonds are not subject to registration under the Securilies Act of 1933, as amended (the "Securities Act"), the Underwriter has determined that the 1996 Oonds are not suitable for investment by persons other than, and will offer the 1996 Bonds only to, "accredited investors," as de- fined in Chapter 189, Florida Statures, Prospective investors in the 1996 Bonds should have such knowl- edge and experience in financial and business mailers to be capable of evaluating the merits and risks of an investment in he 1996 Bonds and should have the ability to bear the economic risks of such prospec- tive invcstmc=nt, including a complete loss of such invest,· Each prospective invc=stor will be given ílcces, '" ...! ~"ditional information, including the ben- efit of a site visit of lhe Districl and the opportunit, .. :, 'il: ~stluns of representatives of the Developer, 16G 1 3S such investor deems nc(;e~sary in order to make an i:lforli1cd decision with respect to the purchase or the 1996 Bonds. Prospective inv::::;tor5 arc encouraged Lo request such additional information, visit the District and ask such questions, Such r<.:quests should be directed to: \Villiam 1. Reagan, William R, Hough & Co., 792 13road Avenue South, Naples, Florida 34102-7326, Ratings No application for a raling on lhe 1996 130nds has been made, Nor is there any reason to believe that the District would have been successful in obtaining an investment grade raling for the 1996 Bonds had application been made, Continuing Disclosure The Securities and Exchange Commission (the "Commission") has promulgated amendmcnts to Rule 15c2-12 (the "Rule") under the Securilies and Exchange Act of 1934, as amended, which prohibit underwriters from purchasing or selling municip::d securities unless such underwriters have reason:1bly determined that the "issuer" and any "obiigated persons" with respect thereto, have undertaken to provide continuing disclosure wilh respect to its securities, subject to certain exemptions, In the Indenture the District has co"enanted and will covcnant, for the benefit of thc Holders or thc 1996 Bonds, including Bcneficia! Owners thereof, to deliver to a nationally recognizcd municipal securi- ties ínformation repository ("NRMSIR") and to the appropriate Florida information dcpository, if any, (a) certain financial information and operati'.lg data relating to the District ("Annual Information"), within 180 days after the end of .the District's fiscal year, in each year commencing with the Fiscal Ycar ending September 30,1997 (b) (I) the balance in all Accounts established for the 1996 Bonds, (2) the assessed value of the District Land, if available; provided, however, that the District may rely upon the records of the Property Appraiser for such information, (3) the amount of assessments levied on the Dis- trict Land for the 1996 Bonds, as certifIed by the District to the Tax Collector, during such Fiscal Year, (4) the amount of Pledged Series Revenues collected during such Fiscal Year, (5) the amount of delin- quent assessments relating to the 1996 Bonds, if available, (6) the dollar amount of tax certifir:ates in re- spect of the 1996 Bonds during such Year, if available, (7) a schedulc of Debt Service for the remaining term of the 1996 Bonds, (8) the percentage of the \ 996 Project that has been completed with the proceeds of the 1996 130nds as of such Fisc~llýea!, and (9) any materially adverse change or determination in any permit or approval relating to lhel996 ProjCC1; and (c) thc occurrence of any of the following cvents with respect to the 1996 13onds, ifmalerial: (I) Principal and interest paymcnt delinqucncies; (2) Non-payment related defaults; (3) Unscheduled draws on debt service reserves reflecling financial difficulties; (4) Unscheduled draws on any credit enhancements securing any 1996 Bonds, if any, reflecting financial difficulties; ')0 (5) Substitution of credit or liquidily providcrs, or their failure to perrorm; 16G 1 (6) Adverse tax opinions or events affecting (he tax-exempt status of the 1996 £3onds; (7) Modilïcation to rights of £3ondholders; ~:., . '..~ '. . j; (8)'k.~JetT;piions of the 1996 £3onds other than pursuant to a mandatory sinking fund redemption or extråordinary redemption; (9) Any defeasance the 1996 £3onds; (10) Any release, substitution, or sale or any itcm of the Series 1996 Trusl Estate; (II) Any rating change on the 1996 Bonds. (12) Any failure of the part of the District 10 comply with the requirements of (a) or (b), above. The District is also required to provide, in a limely manner, to the Municipal Securities Rulemaking Board (the "MSR£3") and to the appropriate Florida information depository, if any, written notice of the failure of the District or any "obligated person" 10 provide the financial information described above, on or before lhe date described above, The District from time 10 time may choJse to provide notice of the occurrence of certain olher events, in addition to those listed above, if, in its judgment, any such other event is material with respccl to the 1996 I3onds, but the District does not undertake to commit to provide any such notice of the occllr- rence of any material event except those lisled above, The obligations of the District described above will remain in effecl, subject to the following para- graph, so long as the 1996 Bonds arc outstanding in accordance with their terms, The purpose of the District's undertaking is to conform to the requirements of the Rule and nol to create new contractu,,1 or other rights for the original purchaser.> of the 1996 I3onds, any registered owner or benelïcial owner of the 1996 I3onds, any municipal securities broker or dealer, any potential purch;Jser of the 1996 £3onds, the Securities and Exchange Commission or any other pcrson, The sole remedy in the event of any actual or alleged failure by the District to comply with the Rule shall be an action for lhe specilïc performance of the District's obligations and not for money damages in any amount. Any f¡¡¡lure by the District to comply with any provision of such undertaking shall not constitute an event of default with respect to the 996 I3onds. In addition, thc District, as an independent special district under the laws of Florida, is required 10 file certain information, including audited annuallïnaneial statements, with the Department of Commu- nity Affairs of Florida, and to maintain records open to the public for examination and copying under stale public records laws, In addition, copies of audited annual financial statements and certain other reports and information are required by the Indenture to be filed wilh the Trustee. Public records of lhe 30 16G 1 District may bc examined upon rcasonabk null(C during normal business hours at its offices ;Jt 10300 N.W, Eleventh Manor, Coral Springs, Florid:! 33071, phone (954) 769-6615, and thc District will furnish copies of any public records of Ihe Dislricl to "ny I !older or person claiming a beneficial ownership in- lerest in the 1996 11onds, upon wriltcn request of such I(older or person specifying the particular records 10 be copied ;:¡nd payn\enl of lhe Dislrict's reasOllable copying charges Ihcn in effect and mailing or other delivery costs. The Developer will also, at closing, ;Igrcc to bc subject 10 certain colltinuing disclosure, Scc Ap- pendix E-"Form of Continuing Disclosure ¡\~I'CCl1lenl." Underwriting The UnJcrwriter will, pursuant to;1 I\ulld I'\\lchase ^greel1lent tu be entered illlo wilh the DI,:ricl. agree, subject 10 the satisf"uion oÎ cerlain CUlldilIUI1S, to "rr¡¡llge for tile subscriplion and purch:!st: {,III,,: 1996 ßonds from lhe District in a lil1lited ufkrlllg tral1saction on __ _,1996 or such later date as lhe District and lhe Underwrite~ nwy "gree (Iht: "Closillg Date") ¡¡I "11 issue price of 100% less ullder- writing diSCOllnt of $ , See "SECLJIUTIES BEING OFFERED-Purposc--So/lrcl'\' 1I1It! Uses of Fw/(h." The Undervv'riler will he elllillcd 10 he released and discharged from its obligations tlll- dcr thc 1996 130nd Pllrchase ^greement In cellain circumstances prior to p;1ymCl1t to the District. 1l1e Undcrwriter illtends 10 offt:r the 19% Bonds to "accrcdited investors" at lhe offering prices set forth on the cover p"ge of lhis Limited Offering t\.1emorandum, which may subsequently changc WltlH)lIt any requircmenl of prior notice. The Underwriter may offer and sell the 19'06 Bonds to certain dealers (including Jealcrs depositing the 1996 Bnnds into investment trusts) ¡¡t prices lower than the public oller, ing price, The Financi¡¡! ^dvisor, Fishkind 8_ ^ssociates, will nol participate in the Underwritint'. al- though it will be deliverillg" certificate at closing of the 1996 ßonJs. Accuracy and Completeness of Limited Offering Memorandum ^ny statements IHade in this Limltnl Ullcring Mcmor;:¡ndum involving matters of opinion or nf estimates, whether or nol so expressly stated, art: set forth as such and not as representations I)f facl, and no represenlation is made thai "ny'Of Ihe estimates will be realized, Neither lhis Limited Offering Memo- randum nor any slatement Ihat may have been nl;lde verbally or in wriling is to be construed as a contr;\I.:1 with the holders of the 1996 Bonds, The information and expression of opinion herein arc subject to change wilhout notice and neither the delivcry of this Limited Offering Memorandum nor any sale m¡¡de hereunder is to create, under "ny circurnslances, any iluplication that there has been no change in the aff¡¡irs of the District from Ihe d;¡te hereof. However, ccrtain parties to the tral\saction will, at the closing of thc 1996 ßonds, deliver certifl- cales certifying from the dale of the Limited Offering Memorandum to l11e date of closing of Ihe 1 ()<)6 ßonds that lhere has been no material adverse change in the information provided, This Limited Offering Memorandum is subm¡ued in connection with thc s"le of the securities re- ferred to herein and may not he reproduced or used, as a whole or in part, for any other purpose. The ap- pendices hereof are integral parts of this Limited Offering Memorandum and must be read in Iheir en- tirety together with all foregoing statemenls, 31 1 6G 1 Certificate Concerning Limited Offering Memorandum We, the undersigned Chairman and Sccretary of the fiddler's Creek Community Dcvelopmcnt District, DO HEREBY CERTIFY that (i) we have reviewed this Limited Offering Memorandum :ll1d th:lt to the best of the knowledge and f.<:licf of each of liS the statements herein arc true and correct; (Ii) nothing has come to the attention of e.ither of us that would lead either of us to believe that the Limited Offering Memorandum contains an unttue statement of a material fact or omits to state a material f:lct tlwt should be included herein for th~ purpose for which the Limited Offering Memorandum is intended to be used, or that is necessary to make the stalements contained hcrein, in light of thc circumstances U1\- der which they were madc, not mis\c:lding, IN WITNESS WIIEHEOF, we havl: hercunto set our hands :lnd thc SC:l\ of thc District this d:lY of , 19%. FIDDI.FH'S CJŒEK C<Jì\If\llINIT'r' DEVEI.OI'¡\IENT DISTHICI By: Chairman By: ~'ccretary 16G 1 W&C Draft. 9/09/96 11/18/96 MASTER TRUST I~IDENTURE FIDDLER'S CREEK .COMMUNITY DEVELOPMENT DISTRICT TO SffiITRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, AS TRUSTEE Dated as of , 1996 R F. D L r N 1:: . H:; 1 (1 G \·/1 . W 5 1 ) , TABLE OF CONTENTS 1 6G 1 This Table of Contents is incorporated herein for ease of reference only as shall not be deemed a part of the Master Trust Indenture. ARTICLE I - DEFINITION~ .' ARTICLE II - THE S'ection 2,1 Section 2.2 Section 2.3 Section 2.4 Section 2.5 Section 2,6 Section 2.7 Section 2,8 BONDS Issuance of Bonds General Terms of Bonds Denomination, Authentication and Dating of Bonds Execution and Form of Bonds Registration, Transfer and Exchange Temporary Bonds . Hutilated, Defaced, Destroyed. Lost and Stolen Bonds Cancellation ARTICLE III - REDEHPTION OF BONDS ACQUISITION AND CONSTRUCTION ?UND 4,1 Deposit of Funds 4,2 Series Acquisition and Construction Account Pa~nents From Series AcquisitIon and Construction ^ccou~t Disposition of Ba:ances if, the Series Acquisition and Construction Account Series Cost of Issuanc~ Account Sect ion '] , 1 Section ],2 Section ].3 Section ],4 ARTICLE IV - Section Section Section '1,] Section '1 , 4 Section 4,5 Redemption Generally Bonds Redeemed in Part Notice of Redemption; ?rocedure for Selection . Payment of Bonds Called for Redemption AFn'ICLE V - ESTl\BLISIJr"1CNT OF SEIUES ACCOU!\-:S ,:.-.:.]0 APPLICATION Section 5.1 Section 5./. Section S,j Section 5,'1 Section 5,'.) S e c t ion '). r; S (; c t ion ~;.' / R~:PL 1 ~I': \!'.> 1 (I G\'ll \.¡~) I } THEfn:OF Limited Ohligations Series Revenue Account Series Interest Accou~: Series Bond Sinking FL~d ~ccount .c;cl'ies Reserve Account Series Rebate Account .';';]'I<3S Redemption l\ccc_:',~: ( 1 ) 4 15 IS 15 17 18 19 20 20 21 2::: 22 22 23 --, ; ., -' :::: .j ~: t¡ ':~ S >~ ~j 2C 21) ~ ~ Í) :-: ~. , ' ..' )iJ 2EJ :-'1\ :) 'ì Sect.ion 5,8 Sect.ion 5.9 Sect.ion 5.10 Payment. to District. Investment of Funds Trust. Funds 1 6G 1 Paqc 30 30 31 ARTICLE VI - THE TRUSTEE 32 Section 6.1 Certain Duties and Responsibilities. 32 Section 6.2 Notice of Defaults. 33 Section 6.3 Certain Rights of Trustee. 3~ Section 6.4 Not Responsible for Recitals or Issuance of Bonds. 35 Section 6.5 May Hold Bonds. 35 Section 6.6 Money Held in Trust. 35 Section 6,7 Compensation and Reimbursement. 35 Section 6,8 Corporate Trustee Required: Eligibility. 36 Section 6.9 Resignation and Removal: Appointment of Successor. 37 Section 6.10 Acceptance of Appointment by Successor. 38 Section 6.11 Merger or Consolidation. 38 ARTICLE VI I - COVENANTS AND REPRESENTATIONS 39 Section '1.1 Payment of Bonds 39 S e c t ion 7. 2 l" U j't her {, s sur a n c e J Cì Section 7,] Power to Issue Bonds and Create a Lien ]'1 Power to Undertake Series Projects and to Collect Pledged Eevenues ·10 Sale of Series Projects . ~O SeriesÞ.ccounls and Reports 41 Arbitrage and Other Tax Covenants ~l Enforcement of Series Assessments 42 Method of Collection of Series Þ.ssessments . 42 Delinquent Series Assessments 43 Deposit of Proceeds from Sale of Tax Certificates ~4 Sale of Tax Deed or Foreclosure of Assessment 44 Other Obligations Payable from Series Assessments 45 l{casse~';::;¡~f~nts t~:=.. Completlun and Maintenance of Series Projects, 45 ContirìlllIì'! Disclosure, :,'; Sect', ion 'J . ,1 Section 'J .5 Section 'J , G Section 7,7 Section 7 . 8 Section 7.9 Section 'J . 10 I Section '} 11 Section 'J . 12 Section 7. t J Sect iUll 1 14 Section 'J 1 (:, Sect: ior1 I. 1 (¡ '17 47 tJ H ARTICLE VI I] Section Secti.on Section - EVENTS OF DEF!\ULT {,ND REr-1EDI ES U.l Extension of Interest Payment t~.:'-: I':vcr1ts of I)cfa\llt H. j !\(Jceler-i1L LOJì of McJturities of nOI1t!é> of ;¡ ~3c~I'ies R :~ [) I. I ¡, f' \.: c) 1 (] C, ;.; 1 ',-I', ¡ ) ,\ ') ( 1 1 ) Section 8.1 Section 8.5 Section 8.6 Section 8,7 Section 8.B Section B.9 Section 8.10 Section 8.11 Section 8.12 1 bG 1 D ~~ Enforcement of Remedies , Application of Funds Effect of Discontinuance of Proceedings Restriction on Individual Holder Actions No Remedy Exclusive . Delay Not a Waiver Right to Enforce Payment of Bonds No Cross Default Among Series Waiver of Past Defaults. 50 50 52 52 52 53 53 53 53 ARTICLE IX - SUPPLEMENTAL INDENTURES 51 Section 9,1 Supplemental Indentures Without Consent of Holders 51 Section 9,2 Supplemental Indentures With Consent of Holders 5S Section 9,3 Opinion of Bond Counsel With Respect to Supplemental Indenture 56 Section '),4 Execution of Supplemental Indentures. 57 Section 9,5 Effect of Supplemental Indentures, 57 Section 9.G Reference in Bonds to Supplemental Indentures, 5'7 ARTICLE X ' D¡':FE^~;M¡CE Section 10.1 Defr::a"ance and Discharge of t.he Lie ¡, eft his I n den t u rea n d S~pplemental Indentures . Section 10.2 to'\onéYs Held in Trust Section 10.3 Return of Unclaimed Moneys 51 5'1 58 58 ART I CLE X I - MISCELLANEOUS 59 Section 11,1 Immunity of Supervisors 5~ S e c t i, 0 n 1 1 . 2 ,!\,c t. 0 E Ho 1 d e r s 5 ~¡ Section II,J Notice \:.0 the District and \:.he T nl " tee 6 () Section 11.4 Notice to the Holders, r;c Section) 1,', Effect of I!eadll.nes and Table of Conl.ents. 61 Section 1).6 Successors and Assigns. 61 Section 11,'7 Separability Clause, Gì Section 11,8 BenefiLéi of Indenture, 61 Sectiol1 11 'J C;ov~rning Law. G: Sectiol1 11.10 ,eq¿.¡} j()lidays. Gi Exhibit'. ^ RED!. I!·Jlë ',.:., 1 (1 ',I; I \:',! \ ¡'-()II!! or r~equisition ( 1 1 I ) 16G 1 THIS MASTER TRUST INDENTURE, dated as of , 1996, by and between FIDDLER'S CREEK COMz.1UNITY DEVELOPMENT DISTRICT, a community development district organized and existing under the laws of the State of Florida (the "District") ( and SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, as trustee, a national banking association existing under the laws of the United States (the "Trustee"), RECITALS OF THE DISTRICT The District is a community development district duly organized, established and existing under the Community Development District Act (as hereinafter defined), for the purpose, among other things, of financing and managing the acquisition, construction, maintenance, and operation of the inFrastructure within the boundaries of the District, The District has the powel' and authority under the Community Development District Act to issue special assessment bonds and revenue bonds to finance the cost of acquiring and constructing assessable improvements and to levy and collect lienable special assessments, and non- lienable user charges and ~ees therefor, The District has determined that the planning, acquisition, construction, equipping, installation and/or imp~ovement of the Series ProJects (as h~r~inafter defined) are and will be necessary and desil'able in serving the District's goal of properly managing the acquisition, construction, and operation of portions of the infrastructure within the District Land (as hereinafter defined) , The Distl'ict' has dull' authorized the creation, execution and delivcl'y h'om time to time of its bonds of substantially the tenor herCU1after provided (the "Bonds") issuable in one or more se_'les; and, to secure the Bonds and to provide (01' their authentication and delivery by the Trustee, the District has duly authorized the execution anò del i ve r y 0 f t h i ~3 I n den t u r e . All chi I1<]s have been done v/hich are necessary to make the Bonds, when issued, e>:(~cuted and delivered by the District and authenticat.ed and delivered by the l'nlstee hereunder, the valid obliljations of l.he District, and to make this 1I1dent\Jr(~ al1<! t.he nonds a valid agl'eef11(>llt by the )ist~l-icr. in dCCO!'f!è1IH;f> \.Jith th.: tenns I:hé:'reof. l!fï)l.l!Ü: 1,1'>1 (1(,\-11 t:'.)) 16G 1 NOW, THEREFORE, THIS INDENTURE \lITNESSETH: GRANTING CLAUSES That. t.he District, in order to secure the payment of the p£iocipal of, premium, if any, and interest on the Bonds of a Series (as hereinafter defined) issued hereunder according to t.heir tenor, purport and effect and to secure the performance and observance by the District of all of the covenants expressed or implied herein, in the Supplemental Indenture:'(as hereinafter defined) authorizing the issuance of such Bònds and in such Bonds contained and in order to declare the terms and conditions upon which such Bonds and any coupons of interest appertaining thereto are issued, authenticated, delivered, secured and accepted by all persons who shall from time to time become holders thereof, and for a~d in consideration of the mutual covenants herein contained, of the acceptance by the Trustee of the Trust created hereby, and the purchase and acceptance of such Bonds by the holders or obligees thereof, the District, does hereby assign, pledge and grant a security interest in the following (herein called the 1\ S e r i esT r us t Est ate 1\) tot he T l' U s tee, and its s u c c e s so r s in trust, ëlnd their successors and assigns forever: All of right, title and interest of the District ln, to and under all of the Series Pledged Revenues (as hereinafter definedi, the Series Pledged Funds (as hereinëlfler defined) and ëlny and all property of every kind or desct' ipt ion '..:hi ch may f. rom time to c ime herea f tel' be sold, transferred, conveyed, assigned, hypothecated, endorsed, deposited, pledged, mortgaged, granted or delivered to, or deposited with, the Trustee as security for such Bonds issued pursuant to this Indenture and such Supplemental Indenture by the District or ...¡hich pursuant to any of the provisions hereof or of such Supplemental Indenture may come into the possession or control of the Trustee or of a lawfully appointed receiver, The Trustee is hereby aut.horizcd to receive any and all s u c h pro pel' t y a s a Iì d for see u r i t Y for the p a ym en t 0 f s u c h Series of Bonds and the interest and premium, if any, thereon, and to hold and apply all such property subject tG the terms hereof, it beiI1cj expressly understood and agreed t hat, un 1 c s sot he l' w i s e p nJV 1 de din the Sup p 1 erne n tal I n den t u l' ere 1 éll: i r1 'J t: 0 a S e 1- i est he S e l' i esT r us t Est ate established and held )lereunrJe1' for Bonds of such Se1-ies shall secure solely s\lch Bo¡¡d~, and shall be held separate ar.rl in t.ru:.¡l_ sulely fOl t:he beneht:: of the Holders (as hereinaftel' deLiìcd) of t:hf: Bonds of such ~;eries, addit.Lol1al. BOlìrj<; (JÍ S\ic)¡ :;cl'ies and ol.her úblic¡arions í· ~~)L II-JE ~';:I 1 l l t. ',': 1 ','J' I I ) ,(, 16G 1 issued expressly on parity therewith and shall not secure Bonds of any other Series; TO HAVE AND TO HOLD the Series Trust Estate, whether now owned or held or hereafter acquired, unto the Trustee and its successors and assigns forever; IN TRUST NEVERTHELESS, upon the terms and trusts herein set forth (a) for the equal and proportionate benefit and security of all present and future Holders of Bonds of such Series, without preference, priority or distinction as to Lien (as hereinafter defined) or otherwise, of any Bond of such Series over any other Bond of such Series, (b) for en forcement of the payment of such Bonds, in accordance with their terms and the terms of this and the Supplemen ta), I nde n t u re author i zing the issuance 0 ( such Bonds, and all other sums payable hereunder, under such Supplemental Indenture or on such Bonds, and (c) for the enforcement of and complian~e with the obligations, covenants and conditions of this Indenture except as otherwise expressly 'provideti herein, as if all the Bonds at any time Outstanding (as hereinafter defined) had been authenticated, executed and delivered simultaneously with the execution and delivery of this Indenture, all as hereir: set. fon:h. AND IT IS ~¡ERE8Y MUTUALLY COVENANTED AND AGREED ( a ) l hat. t h i~; 1 n den t u l' e c r '~ ate sac 0 n tin u i n 9 Lie n e qua 11 y and ratably t.o secure the payment in full of the principal of, premlum, if any,' and interest on all Bonds of a Series which may from time to time be Outstanding hereunder, except as otherwise expressly provided herein, (b) that the Series Trust Estate shall immediately be subject to the Lien of this pledge and assignment without any physical delivery thereof or further act, (c) that the Lien of thi~; pledge and assignment shall be a first Lien and shall be valid and binding against all parties having any claims of any kind in tort, contra~t or otherwise against the District, irrespective of whether such parties have notice thereof, and (d) that such Bonds are to be issued, authenticated and delivered, and that the Se~ies Trust Estate is to be held, dealt with, and disposed of by the Trustee, upon and subJect to the terms, covenants, condit: ions, uses, agreements and trusts set forth in this indenture; and UiF' District: herehy covenants and aqr'ees to arid '."i.U~ the T'ust.e¡~, foc Lh~~ equill and Pl'0PO:":londte benefit of r.he n~spective IIL)lders from tJnl'.~ to tÙII;:~ or t:tH~ Bonds of each l-e~pective (~f=lics, .as follows: H r: ,¡ L 1 N E . ".; '> 1 (1', \.; I vi S ! I - J - I~RTICLE I DEFINITIONS 1 bG 1 For all purposes of this Indenture, except as otherwise expressly prov~dect herein or in a Supplemental Indenture or unless the context otherwise requires: '¡- The terms defined in this Article have the meanings given to them in this Article and include the plural as well as the singular. All references in this instrument to designated "Articles," "Sections" and other subdivisions are to the designated Articles, Sections and other subdivisions of this instrument as originally executed. The words "herein," "hereof" and "hereunder" and other words of similar import refer to this Indenture as a whole and not to any particular Article, Section or other subdivision, "Accountant" shall mean the independent certified public accountant or' independent certified public accounting firm retained Gy the District to perform duties pursuant to this Indenture, "Accountant's ,Certificate" shall mean a certificate signed by the Accountant. "Accreted'Value." shall me.an, as of the date of computation with respec~ to any Capital Appreciation Bonds, an amount (rounded up to three decimal places) equal to the original principal amount of such Capital Appreciation Gonds at the (13te of· issuance rlus the int~rest accr-ued on such Bonds f1'om ltF~' date of i.s~·;uanre to tht~ dê¡te of cOfT1putat'ioi1, at the ra,te of int:erest per (1n¡1'.Jfn of such Bond~:; (or in acc8HL1ncé '.... it hat able of compound acc re led val 1..1 '2 sse t for I: h ins u c 11 ß 0 n è s), com pOll n d e d S e líl i ' ¿¡ n n u '" 1 1 Y , A table of ~ccr~L~d Valu~s for the Capital Appreciation Bonòs shAll he incor[Jorated in a Supplemental Inèenture exec~ted by lhe District upon issuance of any Capita] Appreciation f3<,'nds, "¡\ct" '¡!hen used with respect to a I!olde~' ~;hclll have the meaninçJ gi.ven to SIJc)l cerm in Sec;:ion 11.2. "Addi.r.ional Series Project" sÌ\clll fi1éan ëli1'y' aJdi.tloI1S, e>:LC¡ìSiün~,;, improvements and betterments to and n~constnlC! jon~j of é! Se't'j,i~s Project to be fii1¿¡nc,~d, In '..... h ole () !.' i n pal L, [ l' o;n r, he pro c e e d S 0 f Bon d s . H ~= [) J. 1 II!ò '.';', \ (1 I; 1-1 I W r, I } - '\ - 16G 1 "Acquisition Agreement" shall mean that certain Project &e¥e±e~ Improvement Acquisition Agreement, dated as of , 1996, between the District and "l\ssessm'ent Proceedings" shall mean, wi th respect to a Series of Bonds, the proceedings of the District with respect to the establishment, levy and collection of the related Series Assessments. "Authorized Representative" shall mean any person designated in a Statement of the District to perform the act or sign the document in question. "Benefit Special Assessments" shall mean assessments levied .and çollected by the District pursuant to Section 190.021(2) of the Community Development District Act. "Bond Counsel" shall mean an attorney or firm of attorneys of nationally recognized standing in the field of law relatir\éJ to municipal bonds selected by the District, "¡~()nd Registrar-" or "Registrar" shall have the meaning given to such term In Section 2.5. "Bond Yea 1''' sha 11 mean, .unless ot he 1',,1 i se prov ided 10 the Supplemental Indercure authorizing a Series of Bonds, the period commencing on the first day of May 10 each year and ending on the last day of April of the following year. "Bonds" shall have the meaning stated in the fourth recital of this instrument and more particularly includes any boric! autÌièílticùted and delivered hereunder. "business Day" shall mean any day excl'..Jding Saturday, c;\J¡1c1:1Y or any other day on which banki!1<] institutions 1.1'1 the cities in ...¡hich the Corporate Trust Office of Uw Tru~.,tee or the principal oftice of the Paying .l>.gent, if any, are located ale authorized or obligated by 1 a ',I or ot he l' 'Jove rnmen ta 1 ar.:t ion to close, "Cèìpital Appr-eciation Donds" shall rnean Bonds issucd hCt'CIl:ì:1Cl' as to which interest is payable only at the matut-j Ly Cl' i'~ðllier redemption t,hereû[. " Cap 1 t: éì 1 i zed I n t c n~ s t" s Ì1 êI 1 J me ¿¡ n, ....1 i t il res p e ::: t to d.'; e )' i t: !,; D ~ Don d s, i n t ere s t due wit h res F' c c t LOS u c h Se r i es for ,! !)c~' icd not.: exceed i n9 ene---'t0a~ lh~~~~i-~a_r:~ LO be· fundr:d fl'()¡¡~ Lhe [noceeds of such Series. R jè D L [ I~ 1-: \.: '; I (~ G ,:: \.J') 1 ) - s - 16G 1 "Certificate," "Statement,'" "Request," and "Order" of the District shall mean, respectively, a written certificate, statement, request or order signed in the name of the District by an Authorized Representative. "Chairman" shall mean the Chairman of the Governing Body of the District or his or her designee or the person succeeding to his or her principal functions. "Code" shall mean the Internal Revenue Code of 1986, as amended, or any successor thereto, and the regulations promulgated thereunder. "Collection Agreement" shall have the meanlng given to such term in Section 7.9. "Community Development District Act" shall mean the Uniform Community Development District Act of 1980, being Chapter 190, Florida Statutes, as amended. "Consulting Engineers" shall mean, with respect: to a Series and the related Series Project, Hole, Montes &. Associates or any other engineering firm selected by the Dist.rict having a favor,able reputation for skill and exper,ience in performi!íg the duties imposed upon it. "Corporate Trust Office" means the principal office of the Trustee at which at any particular time its trust business shall be p:incipally administered, "Cost" shall mean, with respect to a Series Project or Additional Ser:ies Project, all costs, obligations and expenses incurred in connection therewith, including (\o¡ithout intending by such enumeration to exclud.~ any proper ll,em of cost permitled to be incurred under thc Act, other applicable provisions of Florida law, or this Indenture, the fol lowing items: ( a ) 111 1 Co S t S 0 f I s sua n c e . (b) Any interest accruing on such Bonds 110m tlwi!' daLe through the first ir~terest f'dYI11CI\I. Date n~cclverl from the proc;::eùr5 of l!)f~ f3,')ndr, dnù Capita 1 i zed Intere~3t as r.-,ay he ètllth()J'lzcd or, provided for by the Su~)plementi11 ¡1J(jCI1I,\j1"_~ rclatE:d to such Series 0: E3Ql\ds. ric'tWll hr;tandlnCJ the deposit of Cap\.t3J izcd lIIU~!i~~;L inro the related Series Ir~Len~st f\("('<Y.Jrll _ (·dJ~iLali~'.ed InteresI, shall dlso inc~urjc elllY é1lrlUUIIL chrecLed by the flSLric¡, :::.r) the T!IJ~;t,-·, '[1 \o.'!·iril1'.J co be withdt-¿¡'.m ~!-orn chI: It'Lll,'d (;r'l i.(>~; ;\cquisition and COI1¡<:,-uctlon lu:nl.Tt/E \';':"1 11-,.:1,;',11 " ' 16G 1 Account and deposited into such Series Interest Account, provided that such direction includes a certification that such amount represents earnings on amounts on deposit in the related Series Acquisition and Construction Account and that, after such deposit, tne amount on deposit in such Series Acquisition and Construction Account, together with earnings thereon will be sufficient to complete the related Series Project which is to be funded from such Series Acquisition and Construction Account. (cl The ¿osts of acquiring, by purchase or condemnation, all of the land, structures, improvements, rights-of-way, franchises, easements, and other interests in property, whether real or personal, tangible or intangible, which themselves constitute the Series Project or Additional Series Project or which are necessary or convenient to acquire and construct the Series Project or Additional Series Project. (dl All costs of construction, including, without limitation, all costs incurred for labor and materials, including equipment and fixtures, by contractol'S, builders, and materialmen in connection with the acquisition and construction of the Series Project or Additional Series Project, (e) 1\11 legal, architectural, engineering, and consulting fees, as well as all financing charges, taxes, insurance and bond premiums and all other costs and expenses not specifically referred to in this Indenture that are incurred in connection with the a~quisition and construction of the Series Project or Additional Series Project, whether or not provided for in the Act. "Costs of Is.suance" shall mean, with respect to a Series, all expense~; and fees relating to the issuance of such Series, including, without limitation, initial credit and liquidity facility fees and costs, attorneys' fees, underwriting fees and discounts, all fees and expenses (including, \-iÍthout limitation, counsel fees) of the Trustee, the Bond Registrar and the Paying Agent, rating agency fees, fees of financial advisors, engineer's fees, administrative expenses of the District, the costs of preparing- audits and engineering and feasibility reports, surveys, and sl:udie,~, and tb~~ l:()S',:,~; of printing such Bonds and the prelirninal'l' éJnd finé\l di~;'.:los\ll·e documents. HE 0 L r N I:; . \-15 1 (1 (, \-1 1 \./ '» } '/, 1 6G 1 "Date of Completion" shall mean, with respect to a Series Project or Additional Series Project, (i) the date upon which the Series Project and all components thereof have be¿n acquired or constructed and are capable of performing the functions for which they were intended, as evidenced by a certificate of the Consulting Engineers filed with the Trustee and the District; or (ii) the date on which the District determines, upon the recommendation of or consultation with the Consulting Engineers, that it cannot complete the Series Project in a sound and economical manner within a reasonable period of time as evidenced by .a certificate of the Consulting Engineers of the District filed with the Trustee and the District; provided that in each case such certificate of the Consulting Engineers shall set forth the amount of all Costs of such Series Project or Additional Series Project which has theretofore been incu~red, but which on the Date of Completion is or will be unpaid or unreimbursed. "Debt Service" shall mean, ·....ith respect to a Series of Bonds, the principal, interest, and premium, if any, payable \oli th respect to such Bonds. "Depositary" shall mean The Depository Tn.l3t Company or any other clearance system selected by the District. "Distl'ict" sha~_l mean Fiddler's Creek Community Development District, a community development district created and established puriuant to the Community ~~ Development District Act, and any successors and assigns. "District Fees" shall mean the fees and user charges permitted under the Community Development District Act to be levied and coll~tted by the District to defray or reimburse the District for the cost of capital infrastructure irnprovement,s. "District Land" shall have the meanlng given to such term in the l\cquisition Agreement. "Event of Défault'" shall have the meaning glven to such term in Sectlon ¡), "Fi'3cal Year" shall mean the fiscal year of the District in effect trom time to ,time, which shall initially mean the perlod commencing on the first day of [October] of any year and ending on the last day of [September) of the follo\o/ing year, "(;OVf:¡¡1inq l3ody" shall mean the Board of SLlpervis<)'~; of Lh'~ [)j~tl'ict. EE[)LJ~i':.\·,',1 (].,I·:I ~,:.,:, - g , 16G 1 "Government Obligations" shall mean direct obligations of, and obligations the payment of principal of and interest on which is unconditionally guaranteed by, the United States of America. "Holder" or "Holders" shall mean the Person in whose name a Bond is registered on the books of the Di~~~tct kept for such purpose in accordance with the terms hereof,'>" "Indenture" shal'l mean this instrument as originally executed or as it may from time to time be amended and supplemented. "Investment Obligations" shall mean any of the following securities, if and to the extent that such securities are legal investments for funds of the District: (i) Government Obligations; (ii) Bonds, deb~ntures, notes or other evidences of indebtedness. issued by any of the following agencies: Government National Mortgage Association, Federal Land Banks, Federal Home Loan Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Tennessee Vall~y Authority, United States Postal Service, Farmers Homp~dministration, Export-Import Bank, Federal Financing Bank and Student Loan Marketing Association; (i-ii)- Bonds, debentures, notes or other evidences oE~lridebtedness issued by the Federal National Mortgage Association to the extent such obligations are guaranteed by the Government National Mortgage Association; (iv) Repurchase agreements with any bank or trust company, including,the Trustee or an affiliate thereof, or government bond dealer reporting to the Federal Reserve Bank of New York continuously secured or collateralized by ~bligations described in subparagraph (i) above, at all times (a) having a market value (exclusive oE accrued interest) not less than that of the repurchase agreement, (b) held free and clear of claims by third parties, (c) subject to a perfected first security interest in the collateral in favor of the Trustee and (d) held by the Trustee or it~ agent, as custodian; (v) Commercial paper, other than that issued by bank holding companies, (a) rated at the date of investment in one of the two highest rating categories of Moody's or S&P, or (b) issued by corporations v/hich at the òate of j,nv~stment have an outstanding, unsecured, R lè j) L I N I:: I-J ') 1 (1 G 1-11 \oj r, 1) 9 - ~ '\ : :. ". . ''''';.:.'': '. I ., . " ,-. '" ,.' :' '- " " " 1 6G 1 uninsured and unguaranteed debt issue'rated in one of the three highest rating categories of Moody'-s or S&p¡ (vi) the Fidelity Cash Portfolio or the U.S. Treasury Portfolio; and . (vii) other investments permitted under applicable Florida law, other than annuity and other guaranteed investment contracts to the extent not includible in the foregoing types of permitted investments. "Lien" means any mortgage, pledge, security interest, deed of trust, assignment, title retention, hypothecation, Lien, charge, claim or other encumbrance on or with respect to, or any preferential arrangement having the practical effect of constituting a security interest with respect to the payment ot any obligation with or from the proceeds of, any asset or revenue of any kind. "Maintenance Special Assessments" shall mean non- ad valorem special assessments levied and collected pursuant to Section 190.021(3) of the Community Development District Act for benefits with respect to water management and control respo~sibilities undertaken by the District. "t-1aximum Annual Debt Service Requ i rement" sha 11 mean, at any..:gillen,t.ime,.of, det.erminat.ion, t.he maximum amount of Del)t Service coming due in any current or fut.ure Bond Year with regard to the Bonds for which such determination is made; provided, however, that. in the case of any Bonds, for which a 'sinking fund has been establ ished, t.he principal due thereon shall be deemed to mature in each year in which payment is required to be made into such sinking fund in. the amount of such payment, Wi th respect to Variable Rate Bonds, the maximum amount of Debt Service shall be determined on the assumption that interest will accrue on such Bonds at a rate per annum equal to the greater of 110% of the average daily rate of interest borne by such Bonds during the Fiscal Year preceding the date of computation and the current rate of interest borne by such Bonds on such date, "Moody's" shall mean Moody"s Investors Service, Inc., a corporation organized and existing under the laws of the State of Delawa~e, and its successors and assigns, and, if such corporat.ion no longer performs the Eunctions oE a securities rating agency, "Moody's" will be deemed to refer to any other nat.ional1y recognized securities rating agency designated by the District by wrItten notice to the Trustee. 16G 1 "NRMSIR" shall mean Bloomberg Municipal Depository, or such other nationally recognized municipal securities information repository approved by the Securities and Exchange Commission as the District may select for the purpose of filing reports, and any state information depository established for the State of Florida. "Outstanding," shall mean, as of a particular date and with respect to a Series of Bonds, all Bonds of such Series theretofore authenticated and delivered under this Indenture, except: (i) Bonds theretofore cancelled by the Trustee or delivered to the Trustee for cancellation; (ii) Bonds (or portions of Bonds) for the payment or redemption of which money, equal to the principal amount or redemption price thereof, as the case may be, with interest to the date of maturity or redemption date, has been theretofore deposited with the Trustee for the Holders thereof; provided that if such Bonds (or portions of Bonds) are to be redeemed, notice of such redempt.ion shall have been given or provision satisfactory to the Tr~ptee shall have been made; (iii) Bonds :i.n lieu of or in substitution for which other Bonds shall have been authenticated and delivered pursuarit_tö this Indenture; and (iv) Bonds paid or deemed to have been paid as provided in this Indenture. In addition, Bonds actually known by the Trustee to be held by or for the District will not be deemed to ue Outstanding for the purposes and within the purview of Article IX. "Paying Agent" shall mean any Person authorized by the District to pay the principal of (and premium, if any) or intel-est on any Bonds on behalf of the District. "Payment Date" shall mean, with respect to a Series of E3onds, the stalcd maturity of an installment of interest or principal on such Bonds. " Per~; 0 n" s haIl me d n a n a t u r alp c r son, f i nn , Ll'lJSL, a~3socjclt iUI1, pal'lIler~;hip, joint. venture, COt-por-alion, l:rll:,L or any govenlment or political HE!) I.[ I~ rò . \'15 1 (1 G \'11 . '..; ') 1 ) - 1 1 - 16G 1 subdivision or any agency, department'or instrumentality thereof. "Prepayments" shall mean any Series Assessments, or portions thereof, which are paid to the District prior to the time such Series Assessments become due. "Property Appraiser" shall mean the Property Appraiser in and for Collier County, Florida, or the Person succeeding to its principal functions. "Rebate Amount" shall mean the amount, if any, required to be rebated to the United States of America pursuant to Section 148(f) of the Code. "Rebate Analyst" shall mean the person selected by the District to calculate the Rebate Amount, which Person shall either be a firm of attorneys or independent certified public accountants wi~h expertise in the calculation of the Rebate Amount. "I~ecord Date" shall mean the 15th day of the calendar month next preceding any Payment Date or, in the case of any proposed redemption of Bonds, the fifth day next preceding the date of mailing of notice of such redemptiol1, or if either of the foregoing days is not a Business Day, then the Business Day"immediately preceding such day, "Responsible 'Officer", 'when 'used with respect to the Trustee, means any Managing Director, Vice President, Assistant Vice President, Assistant Secretary, Assistant Treasurer, or trust or other officer of the Corporate Trust and Agency Group of the Trustee in Orlando, Florida, or any successor thereto, regularly engaged in the performance of corporate trust functions. "S&P" sha¡l mean .standard Sc Poor's Corporation, a corporation organized and existing under the laws of the State of New York, and its successors and its assigns, and, if such corporation no longer performs the functions of a securities !'<lling agency, "S&P" will be deemed to refer to any other nationally recognized securities rating agency designated by rhe District by written notice to the Trustee, "~;e!'}es" shall mean all of the Bonds aut hen tic a t:f~ d and del i ve red 0 n 0 l' i gin a lis sua nee un d era n d pursuant t:o ¿¡ S\Jpplemental Indenture and any Bonds thereaftc!' alJU\enticated and delivered in lieu of or in substit:\JtlUI I;¡erefor regardles~~ of variatjon~; jl1 ¡n¿¡turity, intere!;t: r'''ll.~' or' other provisions; provided, hOI.-IP'¡er, that REDLINf:.I-I')\ ()I,·....1 \.:,.1) - 1 2 - 1 6G 1 two or more Series of Bonds may be issued simultaneously under the same Supplemental Indenture if àesianated as separate Series of Bonds by the District upon~original issuance. "Series Accounts" shall mean, with respect to a Series of Bonds, all ðccounts created pursuant hereto and the Supplemental Indenture relating to such Series, except the Series Rebate Account, nnd all proceeds deposited or required to be deposited therein. "Series Acquisition and Construction Account" shall have the meaning given to such term in Section 4.2, "Series Assessments" shall mean, with respect to a Series of Bonds, . a 11 non- ad valorem special assessments and charges levied and collected by or on behalf of the District pursuant to the Community Development District Act to repay and secure such Series, which may include Benefit Special Assessments, together with any and all amounts received by the District from the sale of tax certificates or otherwise from the collection.of delinquent Series Assessments and any applicable interest and penalties collected by or on behalf of the District. "Series Bond Sinking Fund Account" shall have the meaning given tp such term in Section 5.4. "Series Cost of .issuance Account" shall have the meaning given to such term in Section 4.5. "Series Interest Account" shall have the meanlng given to such term in Section 5,3. "Series Optional Redemption Subaccount" shall have the meaning given to such term in Section 5.7, "Series Pledged Funds" shall mean, with respect to a Series of Bonds, all amounts on deposit from time to time in the Series Accounts established in respect of such Series as pledged to secure the repayment of such Bonds; provided, however, Ll1éIt such term shall not include any amounts on deposit in a Series Rebate Account, "Series Pled(Jed Revenues" shall mean, \r/ith respect to a Sel'ies of Bonds, the Series Assessments, District fees and other revenues designated in the Slip P 1 e In en tal r n den t U 1- e 1- C 1 é.I tin 9 to S u c h S e r i e s as!? 1 e d g e d to secure the H::pa)'ll1cnt: of Bonds. "S~rj(:s :)ll~[J¿¡YI1\Cl1t', Subaccount" shall h<l...",: tile In e a n 1. n 9 9 i v e 11 l ,) ~j t J( .. } I t. e nl\ inS c c t ion 5. 7 . R E [) L HI E . W S 1 (1 G ~,' I . \·1 '> 1 ) 13 - - ~ 16G 1 ~Series Project~ or ~Series'Projects~ shall mean the planning, acquisition, construction, equipping, installation and/or improvement of capital projects on the District Land for the benefit of the District to be financed with all or a part of the proceeds of a Series of Bonds as shall be described in the Supplemental Indenture relating to such Series. ~Series Rebate Account" shall have the rneaning give~'to such term in Section 5.6. ~Serjes Redemption Account" shall have the meaning given to such term in Section 5.7. ~Series Reserve Account~ shall have the meaning g 1 ve n to 5 U ç h t e nil . inS e c t ion S. 5 . ~Series Reserve Account Reqtlirement~ shall mean, with respect to a Series of Bonds and, unless otherwise provided in the Supplelnental Indenture relating to such Series, as of any date of calculation for a particular Series Reserve Account, an amount equal to the least of: (A) the Maximum Annual Debt Service Requirement for all Outstanding Bonds of such Series, (B) 125\ or the average annual Debt Ser~lce for all Outstanding Bonds of such Series, or (C) the lesser of t-fie(x) the aggregate of 10%- of the proceeds of the Bonds 0f such Series on original issuance thereof or (y) the principal amount of the Bonds of such Series then outstanding. ~n computing the Series Reserve Account Requirement in respect of any Variable Rate Bonds, the interest rate on such Bonds shall be-assumed to be the greater of 110\ of the average daily rate of interest borne hy such Bonds during the Fiscal Year preceding the date of computation, or such shorter period of time as such Series shall have been Outstanding, and the current rate of interest borne by such Bonds on such date; provided, however, that. in no event shall the Series Reserve Account Requirement as adjusted on such date of calculation exceed the lesser of the' amounts specified in the immediately preceding sentence. "Serie~3 l<evenue Account~ shall have the meanlng given to such term in Section 5,2, "SpJ'ics Trust Estate" shall have the meaning ~¡ i ve n to S II C h t e r rn i nth ere c ita 1 s he r e to, and S hall include the Series Pledged Revenues and the Series Pledged Funds. "~;llp¡Jl'2rnental Indcntlll-e" shall mean an indenture sllpplel11f~l1l.dl }"'!'CI'O authorizing the issuance of ë1 Series of Bonds hen.'11l1d(J:' (jnd estal,)lishing the terms ther-eoE and the ¡'.C~I)LrIW \'151 \ \',\';1 \'I'd) -1'1 - 16G 1 security therefor and, shall also mean'any indenture supplemental hereto entered into for the purpose of amending the terms and provisions hereof with respect to all Bonds in accordance with Article IX. "Taxable Bonds" shall mean Bonds of a Series which are not Tax Exempt Bonds. "Tax Collector" shall mean the Tax collector in and for Collier County, Florida, or the Person succeeding to its principal functions, "Tax Exempt Bonds" shall mean Bonds of a Series the interest on whicl}, in the opinion of Bond Counsel on the date of original issuance thereof, is excludable from gross income for United States federal income tax purposes. "Trustee" sha 11 mean t he Person so designat.ed in the first paragraph of this Indenture, until a successor shall have become appointed pursuant hereto, and thereafter "Trustee" shall mean such successor Trustee, "Variable Rate Bonds" shall mean Bonds with a variable, adjustable, convertible or other similar interest rat e w h i chi s not f i y,e d i Jì P E: r c e n tag e for the en t ire t e r m thereat on the date cf Issue, J\.RTICLE II THE BONDS Section 2.1 Issuance of Bonds. The aggregate principal amount of Bonds which may be authenticated and delivered under this Indenture is not limited. The District may issue Bonds in one or more Series for the purpose of: (i) paying all or part of the Cost (including the Costs of Issuance) of a Series Project or Series Projects; (ii) refunding an Outstanding Series of Bonds or any portion thereof; and (iii) depositing the Series Reserve Account Requirement to the Series Reserve Account for such Series of Bonds. The District may also issue from time to time additional Bonds of a Series, Nhether or not ranking on a parity with all Bonds of such Series, under and pursuant to the terms of a Supplemental Indenture. Section 2,2 General Terms of Bonds. The terms and conditions listed below, as applicable. of any Series of Bonds shall be established in a Supplemental Indenture: (1) the title of the Bonds of the Series (which shall distinguish such Bonds from Bonds of all other Series); P:èDL I lIE, ~I'j 1 (I (.~11 . ~I'j 1 ) , \ ~, - 16G 1 (2) any,limit upon thê aggregate principal amount of such Bonds which may be authenticated and delivered under this Indenture; (3) the date or dates on which the principal and premium, if any, of such Bonds are payable; (4) the rate or rates at which such Bonds shall bear interest, if any, or the formula by which interest shall be calculated, the date or dates from which such interest shall accrue, the interest payment dates on which such interest shall be payable ,and the record dates for the determination of Holders thereof to whom interest is payable; (5) the place or places where the principal of, and premium, if. any, and any interest on such Bonds shall be payable; (6) the price or prices at which, the period or periods within which and the terms and conditions upon which such Bonds may be redeemed, in whole or in part, at the optian of the District, pursuant to any sinking fund or otherwise; (7) the ob~igation, if. any, of the District to redeem, purchase or repay Bonds pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof and the price or prices at which and the period or periods within which and the terms and conditions upon which such Bonds shall be redeemed, purchased or repaid, in whole or in part, pursuant to such obligation; (8) if other than denominations of $5,000 and any integral multiple of $5,000 in excess thereof, the denominations in which such Bonds shall be issuable; (9) if other than the ~rincipal amount at stated maturity thereof. the ~ortion of the principal amount of such Bonds which shall be payable upon declaration of acceleration of the maturity thereof; (10) any Events of Default \-/ith respect to such Bonds,' if not set fort:h h~n~in; ùnd H EO!. [lH: . \': 51 (1 G ~Il ,1-151 ) - 1 G - 1 bG 1 (11) any other terms of the Series. All Bonds of a Series issued under this Indenture shall in all respects be equally and ratably entitled to the benefits hereof without preference, priority or distinction on account of actual time or times of authentication and delivery or maturity of such Bonds. All Bonds of a Series shall be substantially identical except as to denomination and except as may otherwise be provided in the applicable Supplemental Indenture. Section 2.3 Denomination. Authentication and Datinq of Bonds. Unless otherwise provided in the applicable Supplemental Indenture, the Bonds of each Series shall be issued in book entry form in d~nomination5 of $5,000 and any integral multiple of $5,000 in excess thereof. Each Bond shall be dated as of the date of its authentication. At any time and from time to time after the execution and delivery of this Indenture, the Dislrict may deliver Bonòs of 2.ny Series executed by the District to the Trustee for authentication. Except as otherwise provided in this Article II, the Trustee shall authenticate and deliver ,the Bonds of such Series to or upon the Order of the District upon receipt of: (a) an executed and attested original or certified copy üf this Indenture; (b) an executed and attested original or certified copy of the supplemental Indenture fixing the amount of and security for the Series of Bonds authorized to be issued thereby and establishing the terms and conditions of such Series of Bonds; (c) a copy, duly certified by an l\uthorized Representative, of the resolutions of the District theretofore adopted and approved authorizing the execution and delivery of such Supplemental Indenture and the issuance and sale of sllch Series of Bonds; (d) an opinion of counsel for the District to the effect that this Indenture and the Supplemental Indenture relating to such Set-ies of Bond~> have been duly and validly authorized, e:-:éCU ted and del i vered, that the issuance of: such Series of Bonds has been duly authorized. and thj~, Indenture and such Supplemental Indenture dt'e villid and bindin9 obligation~; of the P. 1:: D L I In: . \.: ~ I (1 [,,: I . \~ 'J 1 ) - 1 '/ - 1 óG 1 District, enforceable against the District in accordance with their respective terms except as enforcement thereof may be affected by bankruptcy and other similar laws relating to creditor's rights generally or general principles of equity; (e) an opinion of Bond Counsel for the District to the effect that the Bonds of such series are valid, binding and enforceable obligations of the District and, if such Series of Bonds are not Taxable Bonds, that interest thereon is excludable from gross income of the Holders under the federal income tax laws of the United States in effect on the date such Series of Bonds is delivered to their initial purchase~s; If} a Request of the District t.o the Trustee to authentic<ite and deliver such Series of Bends; (g) a Certificate of the District to the effect that, upon the authentication and delivery of such Series of Bonds, and after giving effect. to thei~ issuance, there shall exist no Event of Default under the Indenture; (h) a c00Y, duly certified by an Authorized Representative, 'of the Assessment Proceedings relating to such Series; (i) a copy, duly certified by an Authorized Representative; of the final judgment validating such Series of Bonds, if required, and a Certificate of the District confirming that no appeal was taken with respect there~o or, if taken, the judgment was affirmed; and (j) a certificate, duly executed, from the Consulting Engineers setting forth the Cost or the related Series Project. Section 2,4 Execution and Form of Bonds. The Bonds shall be signed 1n the name and on behalf of the District, manually or by facsimile by the C!1airman, and by the Secretary of the District, and the certificate of authentication appearing on the face of th'2 Bonds shall be signed manually by the Tnlstee, The o[ficlal seal of the District shall be imprinted or impressed on the Bonds, Bon d s be a r i n 9 the man u a 1 0 l' f a c s i mil e s i 9 n a t u :' e S 0 f individuals who were at cll1Y time Author-izc(: P.'2f)l'·2sentatives shall bind the District. notwithstanding t:!õìè:. one 01- more ? S D , 1 H ¡': ' \·15 ) (1 G I~) . H <; 1 ) - 1 B ' 16G 1 of such individuals shall have ceased' for any reason to hold such office or to be so authorized prior to the authentication a~d delivery of such Bonds or did not hold such office or authorization at the date of such Bonds. No Bond shall be entitled to any benefit under this Inde~ture or be valid or obligatory for any purpose unless there app~ars on such. Bond a certificate of authentication substa~tially in the form provided for in the Supplemental Indenture relating to such Bonds executed by the Trustee by manual signature of an authorized signatory of the Trustee, and such certificate upon any Bond shall be conclusive evidence, and the only evidence, that such Bond has been duly authenticated and delivered hereunder. Section 2.5 'Reqistration. Transfer and Exchanqe. The DistTict shall cause books to be kept at the Corporate Trust Office of the Trustee for the registration and for the transfer of the Bonds as provided in this Indenture. The Trustee is hereby appointed "Bond Registrar." Upon surrender for transfer of any Bond at the Corporate Trust Office, the District shall execute and the Trust~e shall autllenticate and deliver in the name of the transferee a new fully registered Bond or Bonds of the same Series, Notwithstanding the foregoing. so long as the Bonds ar.e. issued in book entry form, transfers of Bonds mëìY be made only in <'Iccordance with the rules of the Depositary. All ßonds issued upon any transfer or exchange of Bonds shall be the valid obligations of the District, evidencing the same debt, and entitled to the sarnt~ security and be n e fit sun del' t his I n den t IJ r e, as the B 0 ¡¡ d S S \J l' r end ere d upon such transfct- or exchange. Every Bond presented or surrendered for transfer, exchange or ciischan]ê from registration shall (if so required by the District or the Bond Regist.rar) be duly endorsed, or be accompanied by a wr':'tten instrument of transfer in form satisfactory to the District and the ßond Reg i s t l' a l' d u 1 y r~ ;.: c cut e d b'y the Hal de r the l' e 0 for his attorney duly authorized in writing. No ~,eI',,'iCt~ charge shall be made fo!' any l-egistration, clischanJc from registration, t!"i1n~;t,el' ur exchange of Bonds, hut the District may requir-e [Jê1yment of a sum sufficient to covel- any tax or other governmental charge that may be imposed in connection ..oJitÌ1 any transEet" or excha nge 0 f iL)I\cls, ot he r t ha n e xcha nge s u ode r S'2C t ion 2 . G not i n v 0 I v j rVJ d!1 Y t I' a n sEe r. liEDL I U~: . '·is 1 (I (,\, I ',-;'.1) - 1'J - ...-_...~-- --- .-...--------.- -~_..._------~_._.- . 16G 1 The District shall not be required (i) to issue, transfer or exchange any Bond of any Series during a period beginning at the openjng of business 15 days before the day of the first mailing of a notice of redemption of Bonds of such Series under Section 3.3 and ending at the close of business on the day of such or mailing, or (ii) to transfer or exchange any Bond so selected for redemption in whole or in part, or (iii) to transfer any Bond during a period beginning at the opening of business on any Record Date for such Series and ending at the close' of business on the relevant interest Payment Date therefor. The Holder in whose name any Bond shall be registered shall be deemed the absolute owner thereof for all purposes, and payment of Debt Service shall be made only to or upon the order of such Holder or his attorney or legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid. Section ?,G Tel1lQ9rarv Bonds. Pending delivery of definitive Bonds, there may be executed, authenticated, and delivered to the Holdel's thereat::, in lieu of definitive Bonds and subject to the same limitations and conditions except as to identifying numbers, temporary printed, engraved, lithographed or typewritten Bonds in authorized denominations. substantial]y of the tenor set forth in the Dond form to be set forth in the Supplemental Indenture aur.horizing such Series of Bonds'.' The District shall cause definitive Bonds to be prepared and to be executed, encJürsed, registered, and delivered to'"tl1e Trustee, and the Trustee, upon presentation to it of any temporary Bond, shall cancel the same and authenticate and deliver, in exchanqe therefor, at the place designated by the Holder, '.-lithout expense to the Holder, definitive Bonds of the same Series in an equal aggregdte principal amount. Until su exchangeù, tÌìc tempol-ary Bonds of any Series shall in all respects be entitled to the same be~efits of this Indenture and any S1Jppleri\en~.3.l Indênt\.\re as the definitive Bonds of such Series to be issued hereunder. Section 2.7 Mutilated, Defaced. Destroyed, Lost and Stolell Bonds. A mutilated Bond may be surrendered and thereupon the District shall execute and the Trustee shall authenticate and deliver in exchange therefor a ne\oJ Bond of like tenor and face amount, bearing a number not con l empor'a neouS 1 y au t 5 t and i ng , <,:i)!. I lJ:è \,15 I (ll>W 1 W'd) ).0 " 16G 1 If there be delivered to thè District and the Trustee: (i) destruction, evidence to their satisfaction of the loss or theft of any Bond; and (ii) such security or indemnity as may be re~uired by them to save each harmless, then, in the absence of notice to the District or the Trustee that such Bond has been acquired by a bona fide purchaser, the District shall execute and, upon its request, the Trustee shall authenticate and deliver in lieu of any such destroyed, lost or stolen Bond, a new Bond of like tenor and face amount, bearing a number not contemporaneously 6utstanding. In case any mutilated, destroyed, lost or stolen Bond has become or is about to become due and payable, the District may payor authorize the payment of such Bond instead of issuing a substitute Bond, Every substituce Bond issued pursuant to the provisions hereof in lieu of any destroyed. lost or stolen Bond shall constitute an original additional contractual obligation of the District, whether or not the destroyed, losL or stolen Bond shall at any time be enforceable by an)' 'I' ' Person, <:lnd such substitut~ Bond shall be entitled to all the benefits of this Inde.H:.ure equally and proportionately witl~'any and all other Bonds issued here~nder. These provisions are exclusive and shall preclude (to the extent la~ful) any and all other rights and remedies with respect to the replacement or payment of any mutilated, defaced, d~stroyed, lost or $tolen Bonds. Section 2.8 Cancellation. All Bonds surrendered for payment or exchange shall, if surrendered to the District or any agent of the District, be cancelled and, in the case of delivery to the Bond Registrar, be delivered to the Trustee and, if not already cancelled shall be promptly cancelled by it, The District may at any time deli vel' to the Tnlst:ee for cancellation any Bonds pl'eviously aut,henticated and delivered hel'eunder, which the Disll'ict may have acquired in any manner whatsoever, and all i30nds so delivered shall be promptly cancelled by the Tt'ustee. No Bonds shall be authenticated in lieu of or in exchange for any Bonds cancelled as provided in this Sec~ion 2.8, except as expressly permitted by this Indenture. All cancelled Bonds shall be disposed or as d i L e c L è d h Y C1 n 0 n\ e r ('J f L he 0 i s ll' i r.: t . The T r u s tee s hall òest}~()y <111 cancelled Donds in accordance \-¡ith the P.::DL 1 !::-: \'1'.> \ (\ 6\'11 . \'/',; \) - 2 1 - · 16G 1 instructions of the District and shall furnish certificates of such destruction to the District stating the serial numbers, dollar value and total number of Bonds destroyed hereunder. ARTICLE III REDEMPTION OF BONDS Section 3.1 Redemption Generally. The District may reserve the right to redeem and pay, prior to stated maturity, all or any part of the Bonds of any Series, either by optional redemption, sinking fund or otherwise, by provi9ion therefor in the Supplemental Indenture authorizing the issuance of such Series of Bonds. In case of any redemption at the election of the District of less than all of the Bonds, the District shall. at least 4S days prior to the date of redemption fixed by the District (unless a shorter notice shall be satisfactor.y to the Trustee) notify the Trustee of such date of redemption and of the principal amount of Bonds to be redeemed. Unless otherwise provided in the Supplemental Indenture relating to a,Series of Bonds, if less than all of the Bonds of anyone maturity of a Series are to be redeemed, the particular Bonds of a Series to be redeemed shall be selected by lot in the manner determined by the Trustee. The Trustee shall promptly notify the District ~n writing of.the~2~ds selected for redemption and, in the case of any Bon~selected for partial redemption, the p~incipal amount. thereof to be redeemed. For all purposes of this Indentu~e, unless i~e context otherwise requires, all provisions relating to the redemption of Bonds shall relate, in the case of any Bond redeemed or to be redeemed only in part, to the portion of the principal thereof which has been or is to be redeemed. Section ],2 Bonds Redeemed in Part. Any B)nd which is to be redeemed only in part may, at the option of the Holder, (i) be presented for notation thereon by the Trustee of the payment as of the redemption date of the redeemed portion of the face amount thereof, or (ii) be sun,-endered (with, if the District or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the District and the Trustee duly executed by, the Holder thereof or his attorney duly authorized in writing) and the District shall execute and the Trustee shall authenticate and deliver to the Holder of such Bond without service charge, a new Bond or Bonds, of any authol'ized denomination or denominations as requested by such Holder in aggregate face amount equal to the unredeemed por-lion of t.he face amount· of the Bond so surrendered. R í:: 0 L I I~": ',~" 1 (1 G 1-11 . 1-15 1 ) - /. ;~ - 16G 1 Section 3.3 . Notice of Redemption; Procedure ror Selection. In case the District shall desire to exercise the right to redeem all or any part of the Bonds of a Series in accordance with their terms, it shall fix a date for redemption and shall mail a notice of such redemption at least 30 and not more than 60 days prior to the date fixed for redemption ~o each Holder of a Bond to be redeemed as a whole or in part at his address as the same appear on the registry books of the District. If mailed in the manner herein provided, the notice shall be conclusively presumed to have been duly given, whether or not any such Holder receives such notice. Any defect in the notice to the Holder of any Bond of a Series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption at any other Bond of such Series: Each such notice of redemption shall specify the date fixed for redemption, the redemption price, the place where such Bonds are to be surrendered for payment of the redemption price, which shall be the Corporate Trust Office, that payment will be made upon presentation and surrender of such Bonds and all coupons appertaining thereto, if any, that accrued interest, if any. to the redemption dat;e·will be paid as specified in said notice, and that on and after said date, interest thereon or on the portions ther20f to be redeemed will cease to accrue. In 'case the' re~mp.t:i:()n is"on--account of a sinking fund, such notice shallso"~pecify. If less than all the Outstanding Bonds-of a,...Serit:!g- are 'to,";be'-- redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that on and after the date fixed for redemption, upon surrender of such Bond, a new Bond or Bonds of that Series in the principal amount and stated maturity equal to the unredeemed portion thereof will be issued. Any notlce of redemption to be mailed by the District pursuant to this Section 3.3 may be mailed, upon Order of the Distl"ict. by the Trustee in the name and at the expense of the District, Any required notice of redemption also shall be sent by mail, postage prepaid, to each NRMSIR at the same time as notice is mailed to Holders but neithe~' the failure to send nor any defect i,n the notice so mailed sh<ìll affect the validity of the proceedings for the redemptlon. Section ],<,\ I'.ªyment of Bonds CalLQ_cL.for R~der!}PJ~_iºn, If notice of redemption has becn ;Õlòiìed as [H'OV ided in :;ecL lon 3,:1, t he Bonds or pO::-'':' i.on~', '.)[ :50nrh uf <1 Serie~; wit,h n~spect, to which such nOLic·~ hc1~ !y'-?n mòlled P E ) L 1 N r:: W:, 1 (1 (, \" 1 W:' J ) - 7. J 16G 1 shall become due and payable on the date and at the place or places stated in such notice at the applicable redemption price, together with accrued interest to the redemption date and on and after said date (unless the District shall default in the payment of such Bonds at the applicable redemption price, together with accrued interest, if any, to said date) any interest on the Bonds or;:P'~~~~ons of Bonds of any Series so called f,?r redemption shalB~bease to accrue, and such Bonds and portlons of Bonds of any Series shall be deemed not to be Outstanding hereunder and shall not be entitled to any benefit under this Indenture except to receive payment of the redemption price, together with accrued inter~st, if any, to the datc fixed for redemption. On the redemption datc specified in the notice of redemption, the District shall deposit with the Trustee or with one or more paying agents an amount of money, in immediately available funds, sufficient to redeem on the redemption date 'all the Bonds so called for redemption at the applicable redemption price, together with accrued interest, if any, to the date fixed for redemption. Or. presentat.ion and surrender of such Bonds at a place of payment specified in said notice, the said Bonds or the specified portion; thereof shall be paid and redeemed by the District at the applicable redemption price, together "lith ac::crued. interest, if any, to the date fixed for redemption. .. Upon pres~ntatj.on of ,any Bond,~~edeemed in part only, the District shall execute and the Trustee, upon the Order of the District, shall ,authenticate and deliver to the Holder thereof, at the expense of the District, a new Bond or Bonds of such Series, of authorized denominations in aggregate principal amount and' stated maturity equal to the unredeemed pcrtion of the Bond so presented. ARTICLE IV ACQUISITION AND CONSTRUCTION FUND Section 4.1 Deposit of Funds. The District shall deposit with the Trustee all of the proceeds from the sale of each Series of Bonds (including accrued interest on such Series from the date thereof to the date of their delivery to the purchasers). The Trustee shall thereupon deposit: Ii) the amount received as accrued interest on the Bonds and Capitalized Interest, if any, 111 the Series Interest Account; (ii) an amount equal to the Series ¡{cserve Account Hequil'ement in the Series Reserve ACC:OIJllt; R E: 0 L I N E . W 5 1 (1 G III \~ 5 1 ) - 21 - 1 bG 1 (iii) an amount equal to the Costs of Issuance relating to such Series in the Series Cost of Issuance Account; and (iv)' the balance in the Series Acquisition and Construction Account. Section 4'.2 Series Acquisition anQ çonst.ru<:,;tion Account. The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a separat.e account in respect of such Series (the "Series Acquisition and Construction Account"). The District shall pay to the Trustee, for deposit into such Series Acquisition and Construction Account, as promptly as practicable, the following amounts received by it: (i\ the amount set forth in Section 4.1 (i v) (ii) paÌ~ents made to the District from the sale, lease or other disposition of the Series Project or Additional Series Project or any portion thereof; (iii) the balance of insurance proceeds with respect to the loss or destruction of the Series'project or, any 'portion~~hereof; and (.iv) such other amounts as may be provided in a Supplemental Indenture. Moneys on deposit in a Series Acquisition and Construction Account may be invested only in accordance with the provisions of Section 5.9 and the income therefrom shall be credited to such Series Acquisition and Construction Fund, Section 1.3 Payments From Series Acquisition and Construction Account, Moneys on deposit in the Series Acquisition and Construction Account shall be used only to pay the Cost of the Series Project or Additional Series Project upon receipt by the Trustee of a requisition in tIle form of Exhibit A hereto, signed by an Authorized Representative and a c~rti[icate of the Consulting Engineel', duly executed, Upon receipt of such rc(!uisition and accompanying engineer's certificate the Trustee shall withdraw from the Series Acquisition and Construction Account and pay to the Person named in such requisition the amount: designat:ed therein, The Trustee shall have no duty tu invesLigdLe the accuracy or validity of the d()Cdmel1:~::; del ivered pursunnt to \~his Section 1.3, DisbI.l1-!;(,1"2nt~; from In-: [) L I lit: ' ;,¡ S 1 () (, I'll . 1-1 '; 1 ) ')r- - I~ ~) - - ..- -- , ,,'-'," '. ." -'. '.," - .". ._, --~ 16G 1 tl1e Series Acquisition and Construction Account shall be made by check, voucher, order, draft, certificate or warrant signed by a Responsible Officer of the Trustee or by wire transfer to an acèount specified by the payee. All rcquiÐitio~s and enginÞ-er's certificates received by the Trustee pursuant to this Section 4.3 shall be retained in the possession of the Trustee, subject at all reasonable times to the inspection of the District, the Consulting Engineer, the Holders of any Bonds of the related Series, and the agents and representatives thereof. Section 4.4 Disposition of Balances in the Series Acquisition and Con_ê.1.ruction Account· Within 90 days after the Date of completion of a Series Project, the District shall cause to be submitted to the Trustee a completion certifi~ate of the Consulting Engineer stating that the Series Project or Additional Series Project has been completed in accordance with the plans and specification therefor. The Trustee shall thereupon transfer the balanèe in the related Series Acquisition and Construction Account not reserved for the payment of any remaining part of the Cost of the Series Project or Additional Series Project to the Series Prepayment Subaccount of the Series Redemption Account, to be used for the purposes set forth for such Series Account in the related Supplemental Indenture such Series of Bonds, Section 4.5 Series Cost of Issuance Account. The District shall establish with the Trustee a separate ,account in respect of each Series (the ~Series Cost of Issuance Account"). The District shall pay to the Trustee, for deposit into such Series Cost of Issuance Account as [H'omptly as practicable. the amount set forth in Section 4,2 (iii), Moneys on deposit in the Series Cost of: Issu3nce Account shall be used only to pay the Costs of Issuance relating to such Sèries upon the Request of the District setting forth in detail the items of cost, together with accompanying invoice~. Any amounts remaining in the Series Cost of Issuance Account after payment of all related Costs of Issuance shall be immediately transferred to the related Series Acquisition and ConstructiGn Account upon Request of the District, ARTICLE V ESTA!3L I SIIMENT OF SERI ES ACCOUNTS AND APPLI CAT I ON THE[ŒOr Section 5,1 Limited Obliqations, The Bonds of ¿¡ Series shall be limited and special obligatiolls of the Dist:rict payable solely from the related Series TruSL ¡':st:aLe and shall be a valid claim of the Holders thereof ()iìly against such Series Trust Estate. The l3ond~; shall not constitute éI gr~neral obligation or indebtedness of the ',J :_~ T) If" r. "" (, 1 (, í, \., , \.¡ c, , , - Î. (, - 16G 1 District, the State of Florida, or any political subdivision thereof, within the meaning of the Constitution and laws of Florida. .The Bonds shall not constitute either a pledge of the full faith and credit of the District, the State of Florida, or any political subdivision thereof, or a Lien upon any property of the District, the State of Florida, or any polit'ical subdivision thereof, other than as provided herein or in the Supplemental Indenture authorizing the issuance of such Bonds. The Bonds shall not, directly or indirectly, obligate the District, the State of Florida, or any political subdivision thereof, to Jevy any form of taxation therefor or to make any appropriations for their payment other than from the Series Pledged Revenues, No Holder or any other Person shall have the righe to compel t11~ exercise of any ad valorem taxing power of the District or of. any ad valorem taxing power or non-ad valorem speciaJ assessment power of any other public authority or governmental body politic to pay the principal of, or interese, and premium, if any, on the Bonds. Section 5.2 Series Revenue Account. The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a separate account in respect of such Series (the "Series Revenue Account"). The Dist r ict shall assess, levy, collect or cause to be collected the Series Pledged Revenues with respect to ~uch Series in amounts and at rimes sufficient eo pay, when due, the principal of, ,-.-- premium, if any, and interest on such Series. -I~ -'!:£t>mptlY upon receipt thereof, the District shall deposit all Series Pledged Revenues collected (except Prepayments designated by the District as such, in writing) into the related Series Revenue Account and all Prepayments into the related Series Prepayment Subaccount of the Series Redemption Account, On the Business Day preceding each Payment Date, the Trustee shall withdraw the proceeds in the Series Revenue Account and shall make the following deposits in the following order of priority: (i) to the related Series Interest llccount, an amount which, together with other clrnollnts then on deposit therein (less Capitalized Intcrest), if any, will equal the amollnt of il1terest payable on the Bonds of such Series on ~;uch Payment Date; (ii) to the related Series Bond Sinking Fund Account, an amount which, together with other amounts then on deposit therein, if any, 'v.'i 11 equal the amount of principal payable with 1'f~~; pec t to t he Bonds 0 f such Se 1- i e s on such Pa~/l11ent Date; 10-: D L [ I" ¡~ , W') 1 (1 t, '..I 1 H,) 1 ) ;>'1 16G 1 (iii) to the related Series Reserve Account, an amount which, together with other amounts then on deposit therein, if any, will equal the Series Reserve Account Requirement; and (iv) to the related Series Rebate Account the Rebate Amount, if any, required to be deposited therein pursuant to the related Supplemental Indenture. Unless otherwise paid by the District from other moneys and upon Request of the District, the Trustee shall from time to time withdraw from the Series Revenue Account an amount suffi~ient to pay, and shall pay, the fees and costs of the Trugtee, the Bond Registrar and the Paying Agent, as set forth in such Request. Subject to the provisions of Section G.7, if the amount on deposit in the Series Interest Account, the Series Bond Sinking Fund Account and the Series Prepayment Subaccount of the Series Redemption Account at any time equals the aggregate amount of interest, principal and redemption price, due and payable on the next Payment Date, then any amounts remaining in the Series Revenue Account may, at the option of the District, be applied to pay the operating and administrative costs and expenses of the District. Any amounts remaining in the Series Revenue Account after any such applicatio~~shall be transferred to the Series Opt iona 1 Redemp.t....i.on, Subacc,:)unt of the Ser ie s Redempt ion Account, unless,o.therwisp. indicated in the related supplemental Indenture, Section 5,] Series Interest Account. The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a separate account in respect of such Series (the "Series Interest Account"), the proceeds in which shall be transferred by the Trustee to the Paying Agent and used by the Paying Agent to pay, when due, the interest on the Bonds of such Series. Section 5,4 Series Bond Sinkinq Fund Account, The District shall est<lblish with the. Trustee, and maintain so long as any Bonds of a Series are outstanding, a sepa rate account inn, spect of such Series (t he "Series Bond Sinking Fund Account"), the proceeds 1n It/hich shall be transferred by the Trustee to the Paying Agent and used by the Paying Agent to pay, when due, the principal amount of the Bonds of such Series. Sect i()n 5. ~j ~,Ç.r ies Reserve ACCOU;ìt. The District shall cst.¿ÜJ1:,;!ì with the T1'ustee, and maintain so long dO, any of the Bonds of a Series are outs::.anòing, a RED L I N E . 1'15 I (1 G IH ' 1-15 1 ) -28- 16G 1 separate account in respect of such Séries (the "Series Reserve Account"), in which shall be maintained at all times an amount equal to the Series Reserve Account Requirement. Moneys on deposit in the Series Reserve Account shall be used to make up any deficiencies in the related Series Interest Account and Series Bond Sinking Pund Account, in such order. The Trustee shall promptly transfer any monies on deposit in the Series Reserve Account in excess of the Series Reserve Account Requirement (after any d~ficiencies in the related Series Interest Account and Series Bond Sinking Fund Account are made up) to the related Series Optional Redemption Subaccou^t of the Series Redemption Account. Section 5.6 Serie....ê_,E_cbate Account. The District shall est~blish, and maintain so long as any Tax Exempt Bonds of a Series are outstanding, a separate account with respect to such Series (the "Series Rebate Account") shall not be subject ~o the Lien created by this Indenture. The Trustee shall pay to the District, upon Request of the District, the Rebate Amount required to be paid to the United States at the times, in the manner and as calculated in accordance with the related Supplemental Indenture. The District shall cause the Rebate Amount to be calculated by the Rebate Analyst and to deliver such computation to thc Trustee as provided in the related Supplemental Indenture prior to the date of any required payment of the Reb¿:¡.t,..c AmO\.',nt. The fees of, and expenses incurred by, the Rebate Analyst in computing the Rebate ,Amount_shall be pa~d~by the District, which amount shall be treated as an administrative and operating expense of the District payable or reimbursable from the Series Revenue Account in accordance with the last paragraph Section 5.2. If the Trustee does not have on deposit in the Series Rebate Account sufficient amounts to make the payments required by this Section 5.6, the District shall pay, from any legally available source, the amount of any duch deficiency to the United States as p,.-ovided in the last paragraph of Section 5,2, The Trustee shall have no responsibility for the computation of the Rebate Amount, Seclion 5.7 Series RedemptiorL...j\ccount, The District shall establish with the Trustee, and maintain so long as any of the Bonds of a Series are outstanding, a ~;eparate account in respect of such Series (the "Series Hedemption Account") which shall consist or a prepayment subaccount (the "Ser ies Prepayment Subaccount") and an optional redemption subaccount (the "Series Optional Redempt ion Subaccount"). The proceeds in the Se r ies Opt iona 1 H.edel11pt ion Subaccoun t sha 11 be "I it hd r¿¡wn by the Trustee and used first to make u;: .:ìI1Y c;-::;f: i.ci·~nc:ies in the Series Interest Account and the S2ries 30nd Si.nking Fund HE()LIt~E,~Sl {lGW1.W)1} -7.9- 16G 1 Account, in such order, if there are no funds on deposit in the related Series Reserve Account, and secondly, to redeem the Bonds in accordance with the provisions of Article III and as may be provided in the related Supplemental Indenture. , , Section 5.8 payment to District. When no Bond~ of a Series remain Outstanding, and after all exp~nses and charges herein and in the related Supplemental Indenture required to be paid have been paid as certified to the Trustee in writing by an Authorized Representative, the Trustee shall pay any balance in the Series Accounts for such Series of Bonds to the District upon Request thereof, free and clear of any Lien and pledge created by this Indenture; provided, however, that if an Event of Default has occurr~d and is continuing in the payment of the principal, or interest or premium on the Bonds of any other Series, the Trustee shall pay over and apply any such excess pro rata (based upon the ratio of the aggregate prirlcipal amount of such Series to the aggregate principal amount of all Series Outstanding and for which such an Event of Default has occurred and is continuing) to each other Series of Bonds for ,....[,ich such an Event of Default has occurred and is continuing. Sect ion 5.9 I nvestment of Funds. Unless otherwise provided in the Supplemental Indenturé authorizing the issuance of a Series of Bonds, moneys held for the credit of the Series Accounts shall. as nearly as may be practicable, be continuously, invested and reinvested by the Trustee in Investment Obligat~ons as directed by a statement of the District confirmed in writing, which Investment Obligations shall mature, or shall be subject to redemption by the holder thereof at the option of such holder, not later than the respective dates on which moneys held for the credit of each such Series Account will be required for the purposes intended. Investment Obligations purchased as an investment of moneys in any Series Account shall be deemed at all times to be a part of such Series Account, and the interest accruing thereon and profit realized frorn such investment shall Qe credited as provided in the following paragraph, l\ny loss resulting from such investment shall be charged to such Series l\ccount. The Trustee shall ,3ell at the best price obtai::êlble or present for redemption any obligations so purchased whenever it shall be necessary so to do in order to provide moneys to meet any paYlTlenl~ or transfer [rom any such Se1'ies l\ccount, The Trustee shall not be liable or responsible for any loss resulting fn)!l\ any such investment or for fòilurc to make an investment: (except fai lure to make an i:;',¡estment, in accordance with the Rec¡uesL: Oi. the Districi..) 01." [01- failure to achieve thc maximum pO~jsible earnings 0:-, j::v(~si::rnent:s, I' r: n L I N E . I' 5 1 (I í, \'1 I \.; '; 1 ) - 30· 16G 1 Unless provided otherwise in the related Supplemental Indenture, earnings on investments in a Series Account (other than a Series Reserve Account) shall be used for the purpose of such Series Account. Earnings on investments in a Series Reserve Account shall be disposed of as follows: (a) if t.here shall not have been any deficiency in the Series Reserve Account as of the most. recent date on which amounts on deposit in t.he Series Reserve Account were valued by t.he Trustee, and if no withdrawals shall have been made from the Series Reserve Account since such date, then earnings on investments in the Series Reserve Account. shall be deposited, as realized, in the Series Revenue Account; (b) if as of the last date on which amounts on deposit in the Series Reserve Account were valued by the Trustee there shall have been a deficiency in the Series Reserve Account, or if after such date withdrawals shall have been made from the Series Reserve Account and shall have created such a deficiency, then earnings on investments in the Series Reserve Account shall be deposited in the Series Reserve Account until the amount. cn deposit thereirl equals the Series Reserve Account Requirement and thereafter shall be deposited in the Series Revenue r...ccount. Section 5.10 Trust Fund$, , All amounts on òeposit in ä Series Accnunt (or the benefit of thc l'elated Series of Bonds shall be: (03) used only for the Pell'poses and in the manner herein and in the Supplemental Indenture relat.ing to such Series of Bonds and, pending such application, shall be held by the Trustee 1n trust for the benefit of the Holders of such Se:-ies of Bonds; (b) irrevocahly pledged to the payment of such Series of Bonds, except for amounts on deposit in the Series Rebate Account; (c) held and accounted for separately and apart from all other Series Accounts established in respect of other Seri~s of Bonds, and other funds and accounts of the Trustee and the District; anù (d) subject to a first Lien in fa Val' of thc Holders of such Series of E30nùs and any pari passu obligations to issuers of credit or liquidity [acilit.ies v/ith respect t.o such Series o( f30nds, which Lien is hel'eby created, prior And :;upeJiht' to all other Liens no'.-: c:<ist:in': or lH:rJ!, 1 t-lE. I'IS J (1 GI'II . HC, J ) - 3 1 - 16G 1 hereafter created, and, to the Lien in favor of the Trustee described in Section 6.7. ARTICLE VI THE TRUSTEE Section 6.1 Responsibilities. Certain Duties and (a) Except during the continuance of an Event of Default, (i) the Trustee undertakes to perform such duties, and only such duties, as are specifically set forth in this Indenture, and no implied ¿ovenants or obligations shall be read into this Indenture against the Trustee; and ., (ii) in the absence of bad faith on its part, the Trustee may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Trustee and conforming to the requirements of this Indenture¡ but in the case of any such certificates or opinions which by any provision h~Leof are specifically required to be furnished to the Trustee, the Trustee shall be under a duty to examine the Game to determine whether or not they conform to the requirements of this Indenture. (bì In case an E::vent of Default has occurred and 15 continuing, tì;e Trustee shall exercise such of the rights and powers vested in it by this Indenture, ~nd usc the same c1cgree of care and skill in their exercise, as a prUdCT!t man would ex~rcise OT' use under the circumstances in the conduct of his own affairs. (c) No provision of this Indcnture shall construed to relieve the Trustee from liability for negligent action, its own negl1gent failure to act, own wilful misconduct, excepc that be its own or its ( i ) t his subsect ion sha 11 not he con s t rue d t 0 1 i m i t the e f fee t 0 i s u 'f) ~j e r: r l. 0 n ( a ) of this Section 6.1¡ (ii) the Trustee shall nOL be liz¡ble tor â,ny error of judgment made in good faith by a I(cspon~>ible OEf:icc¡', IJnless it. Shë1l1 ¡]f' ;·,~'(J·/..d R ¡:: [) L I N E , \01 5 1 (I (, \. I . 115 1 ) - 32- 16G 1 that the Trustee was negligent 1n ascertaining the pertinent facts; (iii) the Trustee shall not be liable with respect to any action taken or omitted to be taken by it in good faith in accordance with the direction of the Holders of a majority in face amount of the Outstanding Bonds relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee, under this Indenture; and (iy) no provision of this Indenture shall require the Trustee to expend, advance or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it, Id) Whether or not therein expressly so provided, every provision of this Indenture relating to the conduct or affecting the liability of or affording protection to the Trustee shall be subject to the 'provisions of this Section 6.1. Section 6.2 Notice of Defaults, Within 90 days after the occurrence of any default hereunder, the Trustee shall give to Holders notice of such default hereunder of which a Responsible Officel- has received oral or v¡ritten notice, unless such default shall have been cured or waived; prcvided, however, that, except in the case of a default in the payment of the principal or interest on any Bond, the Trustee shall be protected in withholding such notice if and so long as the: board of di rectors, the executive committee or a trust committee of directors or Responsible Officers of the Trustee in good faith d"~t:er.ïnjne that the v,ithholding of such notice is in lhe interest of the Holclel-s; and pt-ovided, [urLtlcl-, chat U1 the case of any default at the characLel' specified i.n Se~ct:ion 8.2(g) no such Holders shall be givel! noticc until at least: 30 days aftcl- the occurrenc(' thereof. , For the purpus~ of this Sect ion 6.2, the term "default" I1lfò:af1S any cvenL v/hich is, or after the giving of nOL ic;.-; e)l' J iJpS(~ uf L llOe nt' both 'would become, an Event: ot De f ;¡ \; It. I'r;!'I.Jrn:.\·:'..1 (I'\'II \-,"-,}) - 3 3 - 16G 1 Section 6.3 Certain Riqhts of Trustee. Subject to the provisions of Section 6.1: (a) the Trustee may rely and shall be protected in acting or refraining from acting upon any resolution, certifir.ate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, debenture, note, other evidence of indebtedness or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties; (b) any request or direction of the District mentioned herein shall be sufficiently evidenced by a Request or Order and any resolution of the Governing Body may be sufficiently evidenced by a copy thereof certified by an Authorized Representative; (c) whenever in the administration of this Indenture the Trustee shall deem it desirable that a matter be proved or established prior to taking, suffering or omitting any action hereunder, the Trustee (unless other evidence be herein specifically prescribed) may. in the absence of bad faith on its part, rely upon a Certificate of the District; (d) the Trustee may consult with counsel and the advice of such counsel or:..., any opinion of counsel shall be full and complete authorization and protection in respect of any action taken, suffered.or, omi~ted by it hereunder in good faith and in reliance thereon; (e) the Trustee shall be under no obligation to exercise any of the rights or powers vested in it by this Indenture at the request or direction of any of the Holders pursuant to this Indenture, unless such Holders shall have offered to the T~-ustee security or indemnity deemed satisfactory by the Trustee in its l'easonable opinion against the costs, expenses and liabilities which might be incurred by it in compliance with such request or direction; ( f) t he Trustee sha 11 not be bound to make any investigation into the facts or matters stated in any l-esolution, certifi.cate, statement, instrumenc, opinion, repor'L, Ilotice. request. direction, consent, order, bond, debent ur-e, note. ot he r ev idence of indebtedne ss or othe 1- paper or document, but the Trustee, in its discretion, may Tn a k e s u c h f U l' the l' i n qui r y 0 l' i n v est i gat ion in t 0 S u c b f act s or matters as it:. may see fit. and, if the Trustee shall dete1ïnin~ Lo n\dKt..: ~juch further' inquiry or inv'3stigati0:':. it:. shall be entit.led t.o (~xami.ne the books, records and ¡U::DLIHE.H51 (lCHJ .1-1'oJ) - 3·1 - 16G 1 premises of the District, personally or by agent or attorney and to attend and give its opinion at the meetings of the Board of Directors of the District; and (g) the Trustee may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys and the Trustee shall not be responsible for any misconduct or negligence on the part of any agent or attorney appointed with due care by it hereunder. Section 6.4 Not Responsible for Recitals or Issuance of Bonds. The recitals contained herein and in the Bonds, except the Trustee's certificate of authentication, shall be taken as the stateme~ts of the District, and the Trustee assumes no responsibility for their correctness, The Trustee makes no representations as to the validity or sufficiency of this Indenture or the Bonds. The Trustee shall not be accountable for the use or application by the District of Bonds or the proceeds thereof. Section 6,5 May Hold Bonds. The Trustee or the Bond Registrar or any other agent of the District, in its individual or any other capacity, may become the owner or pledgee of Bonds may otherwise deal with the District with the same rights it would have if it were not Trustee or Bond Registrar or such other agent, Sect ion 6,-6 Money Held in Trust. Money held by the Trustee in trust hereunder need not be segregated from other funds except to the extent required by law. The Trustee shall be under no liability for interest on, or to invest, any money received by it hereunder except as otherwise agreed in writing with the District, Sect ion 6,7 Como~Ð"S-ªt:. i0n -ªn~imbur:~ent, The District agrees (i) to pay to the Trustee from time to time sur:h compensation, including, "'/ithout limitation, its annual ê.dministrative fee, as .shall be agreeò upon in writing for all services reròde red by it he rèunde:' (which compensat ion shall not b'2 limi.ted by any provision of la"'l in regard to the C0I!1P(~11S¿1I', ion of a trustee of an express t.rust) (ii) exce~)t as other',.¡ise expressly provid'2d her'ein, to rei::0urse the Trustee upon ir.s n~quest. [or- al~ I'ea::;ontlble expenses, f) e t"'\ ~ T ~ I ¡,.. U ¡,; 1 (', ;, t.-..'"J \., \) , ) -1~;- 16G 1 disbursements and advances incurred or made by the Trustee in accordance with any provision of this Indenture (including the reasonable compensation and the expenses and disbursements of its agents and counsel), except any such expense, disbursement or advance as have been determined to be attributable solely to its negligence or bad faith; and (iii) to indemnify the Trustee and its directors, officers, employees and agents for, and to hold them harmless against, any loss, liability aT expense incurred without negligence or bad faith on their part, arising out of or in connection with the acceptance or administration of this trust or their duties and obligations hereunder, including the costs and expenses of defending against or investigating any claim or liability in connection with the exercise or performance of any of their powers or duties hereunder (including the reasonable fees and expenses of their legal counsel) . As security for the performance of the obligations of the District under this Section 6.7, the Trustee shall have a Lien prior to the Bonds as to all property and funds held or collected by the Trustee as such, except with respect to funds held in-trust for the benefit of the Holders of Bonds. Section 6,8 Corporate Trustee Required: Eliqibility, The Trustee with respect to each Series of Bonds shall at all times be a corporation organized and doing business under the laws of the United States or of any State, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, suhject to super~ision or examination by Federal or State authority, and having an office in the State of Florida, If such corporation puhlishes reports of condition at least a nnua 11 y, pursuant to la\v or to t.he requirements of a Federal or State, supervising or examini.ng authority, tìv:n Ear the purposes of this Section 6.8, the combined capital and 5tH-plus of such corporation shall be deemed to be JLS cornbined capi.tal and suq)lus as s~t forth ifl its most r~cent report of condition so published. If at any time the Trustee shall cease to be eligible in accordance \-iith the provisions of this Section G .8, it shall resign immediately in the manlier and ""ith the effect hereinaftcr specified in this Article VI, R::: D L J P F. 1-/ S I (I b \-J I . 1-, S 1 ) 3 G .. 16G 1 Section 6.9 Resiqnation and Removal: ~ppointment of Successor. (a) No resignation or removal of the Trustee and no appointment of a successor Trustee pursuant to this Article VI shall become effective until the acceptance'of appointment by the successor Trustee under Section 6.10. , I" . , ( ~ ~ :. 'i~):t.!:., ~i, (b) The Trustee may resign at any time by giving written notice thereof to the District. If an instrument of acceptance by a successor Trustee shall not have been delivered to the Trustee within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a s~ccessor Trustee. (c) The Trustee may be removed (i) at any time by the Holders of a majority in aggregate principal amount of the Outstanding Bonds, or (ii) at any time other than during the existence of an Event of Default, by the District pursuant co a resolution of the Governing Body. (d) I fat any time: (i) the Trustee shall cease to be eligible under Section 6.8 and shall fail to resign after wrltten request therefor by the District or by any such Holder, or (iir' the Trustee shall :become incapable of acting or shall be adjudged a bankrupt or insolvent or a receiver of the Trustee or of its property shall be appointed or any public officer shall take cha~ge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then, 1n any such case, (i) the District by a resolut ion ot the Governing Board may remove the Trustee, or (ii) any Holder who has been a bona fide Holder of a Bond for at least six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Tl-ustee and the appointment of a successor Trustee, (e) 1ft he Trustee sha 11 res 19n, be removed or become incapable of acting, or if a vacancy shall occur in the office of Trustee for any cause, the District, by a resolution of the Governing Body, shall promptly appoi.nt a successor Trustee, If, .,.¡ithin one year after such resignation, l~emovòL or incapabi,lity, or the ÚCCllrt'CnCè oL such vacancy. thè !)i~3lrict shall not have appointed a p r.Dt, T tn·~ T.., =-) , (, f; hi 1 \-! Ii 1 } - ] ., - 16G 1 successor Trustee, then a successor Trustee shall be appointed by Holders of a majority in aggregate principal amount of the Outstanding Bonds delivered to the District and the retiring Trustee, the successor Trustee so appointed shall, forthwith upon its acceptance of such appointment, become the successor Trustee and supersede the successor Trustee appointed by the District. If no successor Trustee shall have been so appointed by the District or the Holders and accepted appointment in the manner hereinafter provided, any Holder who has been a bona fide Holder of a Bond for at least six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the appointment of a successor Trustee. (f) The District shall give notice of each resignation and each removal of the Trustee and each appointment of a successor Trustee to all Holders. Each notice shall include the name of the successor Trustee and the address of its Corporate Trust Office. Section 6,10 Acceptance of Appointment by Successor. Every successor Trustee appointed hereunder shall execute, acknowledge and deliver to the District and to the retiring Trustee an instrument accepting such appointment, and thereupo~ the resignation or removal of the retiring Trustee shall become effective and such successor Trustee, without any further act, deed or conveyance, shall become vested with all the rights, powers;'~rusts and duties of the retiring Trustee; but, on request of the District or the successor Trustee, such retiring Trustee shall upon payment of its charges, execute and deliver an instrument transferring to such successor Trustee all the rights, powers and trusts of the retiring Trustee and shall duly assign, transfer and deliver to such successor trustee all property and money held by such retiring Trustee hereunder, subject nevertheless to its Lien, if any provided for in Section 6.7. Upon request of any such successor Trustee, the District shall execute any and all instruments for more fully and certainly vesting in and confirming to such successor ·rrustee all such rights, powers and trusts. No successor Trustee shall accept its appointment unJcss at the time of such acceptance such successor Trustee shall be qu~lified and eligible under this ^rticl~ V I . Secti on G, 11 ~"G.r,g~.r_Qr Co!,!sol id~l~Lç2!1.. l\ny corpor,;¡tion intQ v,hieh the Tnlstee may be mer']f'd 01' with which it may be 'consolidated, or any corporation re~;ult.inc¡ [rom any rnel'tlel" 01" consolidation to which the Trusu~e !-;hall P ¡.: I ) I. !l-i F. ',I 'j I (](i HI. 't! '; \ ) 11\, 1 6G 1 be a party, or any corporation succeeding to all or substantially all of the corporate trust business of the Trustee, shall be the successor of the Trustee hereunder, provided such corporation shall be otherwise qualified and eligible under this Article VI, without the execution or filing of any paper or any further act on the part of any of the parties hereto. In case any Bonds shall have been authentlcated, but not delivered, by the Trustee then in office, any successor by merger or consolidation to such authenticating Trustee may adopt such authentication and deliver the Bonds so authenticated with the same effect as if such successor Trustee had itself authenticated such Bonds. ARTICLE VII COVENANTS AND REPRESENTATIONS Section 7.1 Payment of Bonds. The District shall duly and punctually payor cause to be paid, but only from the Series Trust Estate with respect to each Series of Bonds, Debt Service on the dates, at the places, and in the amounts stated herein, in any Supplemental Indenture, and in the Bonds of such Series. Section 7,2 Further Assurance. At any and all times the District shall, so far as it may be authorized by law, pass, make, do, execute, acknowledge and deliver, all and every such further resolutions, acts, deeds, conveyances, assignments, transfers and assurances as may be necessary or desirable for the better assuring, conveying, granting, assigning and confirming all and singular the rights, moneys, securities and funds hereby pledged or assigned, or intended so to be, or which the District may become bound to pledge or assign after the date of execution of this Indenture. Section 7,) Power to Issue Bonds anq Crea~~ ¡¡ Lien. The District hereby represents to the Trustee and ::'0 the Holders that it is and will be duly authorized under all applicable laws to issue the Bonds of each Series, to execute this Indenture, to adopt Supplemental Indentures, and to pledge its moneys, securities and funds in the manner and to the extent provided herein, Except as provided herein, the District hereby represents that such moneys, securities and funds of the District are and wlll be free and clear of any Lien thereon and all action on the: part of the District to that end has been and will be duly dnd validly taken The Bonds of each Series, this Indenture and any Supplemental Indenture are and wi 11 h': the valid and lpgally enforceable obligations or the lJ1 s l r ict, en forceable in accor.dance wit h l he i 1.' It: rrns f~:';'_'.~p: u) Uf~ extent that enforcement thereof may be ~;uhject. :..-, , I,~ !': ) I. lIE. \'1 ~ I (I G \-11 . W S 1 ) - \ ') - 1 6G 1 rbankruptcy and other similar laws affecting creditors' rights generally. The District shall at all times, to the extent permitted by law, defend, preserve and protect the pledge and Lien created by this Indenture and all the rights of the Trustee and the Holders hereunder against all claims and demands of all other Persons whomsoever. Section 7.4 Power to Undertake Series Proiects and to Collect Pledged Revenues. The District has or will have upon the date of issuance of each Series of Bonds, and will have so long as such Bonds are outstanding, good right and lawful power: (a) to undertake the Series proj ects, or it will take such action on its part required which it deems reasonable in ~rder to obtain licenses, orders, permits or other authorizations, if any, from any agency or regulatory body having lawful jurisdiction which must be obtained in order to undertake such Series Project; and (b) to fix, levy and collect or cause to be collected the Series Assessments and any and all Series Pledged Revenues. Section 7.5 Sale of Series Proiects. The District covenants that, until such time as there are no Bonds of a Series outstanding, it will not sell, lease or otherwise dispose of or encumber the related Series Project or any part thereof other than as provided herein. The District may, however, from time to time, sell any machinery, fixtures, appara·t::us, tools, instruments, or other movable property acquired by the District in connection with a Series Project, or any materials used in connection therewith, if::the:~District·...:S.hall determine that such articles are no longer needed or are no longer useful in connection with the acquisition, construction, operation or maintenance of a Series Project, and the proceeds thereof may be applied to the replacement of the properties so sold or disposed of and, if not so applied, shall be deposited to the credit of the related Series Acquisition and Construction Account. The District may from time to time sell or lease such other prope_-ty forming part of a Series Project which it may determine is not needed or serves no useful purpose in connection with the maintenance and operation of such Series Project; the proceeds of any such sale shall be Jisposed of as hereinabove provided for the proceeds of the s~le or disposal of movable property. Un I e s S Ci l: her w i s cpr 0 v ide d for i nth e Sup pIe III e n r. a 1 r n d C n t: 1I r e relaLirl<] l'.o a Series of Bonds, the proceed~; of al.)' lease as rlCSCt lbed abo'/e shall be deposite.j in the relat'.:::d Set'ies Bond SinkirlrJ fund Þ.c:count, Not\o/ithstdnding the torc'::Joing, thp. District may: (i) Jispose of allot dny part of d Series P~'OléCI', or.he,- than d SeLie:,; i'r'ojp-cl. tiH~ revenue~; to be de!-l·./i_·d L:·orn the operation of whir;}) are pledged to a Series ()~ Bond:;, hy REf),[lw.,·¡r,¡ (1,;1,1 I·¡<;)! - '1 a - -- " 1 6G 1 gift or dedication thereof to Collier'County, Florida or to the State or any agency or instrumentality of either of the ~oregoing; and/or (iil impose, declare or grant title to or interests in the Series Project or a portion or portions thereof in order to create ingress and egress rights and public and private utility easements as the District may deem necessary or desirable for the development, use and occupancy of the property within the District as permitted by law; and/or (iii) impose or declare covenants, conditions and restrictions pertaining to the use, occupancy and operation of the Series Project. Section 7.6 Series Accounts and Reports. (a) Annual Report. The Trustee shall, within nlnety (90) days after the close of each Fiscal Year so long as any Bonds are Outstanding, file with the District a summary with respect to each Series Account of the deposits thereto and disbursements therefrom during such Fiscal Year and the amounts held therein at the end of such Fiscal Year, or at the option of the District, such summary can be made on a monthly basis. (bl No Default,Certificate, The District shall file with the Trustee, so long as any Bonds are Outstandin<j', wit-hin ninety (90) days after the close of each Fiscal Year, a certificate of an Authorized Representative stating whether or , not" to the knowledge.-of. thes igna tory , the District is in default with respect to any of the covenants, agreements or conditions on its part contained in this Indenture and in any Supplemental Indenture and, if so, the nature of such default and actions taken or to be taken to r~~edy such default. ('.:) Insvect:ion, The r.eports, statements and other documents required to be furnished by the Discrict La the Trustee and by the Trustee to the District pursuant to any provisions hereof shalT he available [or inspection by any Holder at the designated corporate trust office of the Tnlst:ee upon the giving of at l"~dsr fivp. (5) day:; d d v ¿¡ '1 C e ..... l' i U: e ;1 11 0 tic eta the T ' \! :j ;: e e . See t:i 0/1 -;, I Arbi t raqe ~nd_º.1h,~:1._l22S. Cov~na n '[;z , The ¡Ji. s t l' i c t 'd ill not: t: a k e 0 r- 0 m i t tot êl k e a 1: y act ion wit h res pee t Lot he i 11 ve s t: rn ~ n t 0 f the pro c e e cJ s 0 [ ¿, 11 Y T ¿¡ x Ex e m p t: Bonds is~;u(~d undcr thi 5 Indenture which "'iOulci cause the Tin: EX'3n\pt: B()11d~j to become "arbitrage bonds" "';1t::':11l the rneani.11r¡ of Seetio!! IlJfj of t:lle Code, The District r\~-t:hel- coven<ìnl~; REO L 1 /11-: . Wi I (J (,\.J J . ¡.¡ S I ) - tJ 1 ,. 16G 1 that it will take all such actions after delivery of any Tax Exempt Bonds as may be required in order for interest on such Tax Exempt Bonds .to remain excludable from gross income (as defined in Seçtion 61 of the Code) of the Holdèrs. Without limiting the generality cf the foregoing, the District hereby covenants that it will, to the extent not remitted by the Trustee, remit to the United States the Rebate Amount at the time and place required by this Indenture and any Supplemental Indenture. Section 7.8 Enforcement of Series Assessments. The District will assess, levy, collect or cause to be collected and enforce the payment of Series Assessments which constitute Series Pledged Revenues for the payment of any Series of Bonds in the manner prescribed by this Indenture, any Supplemental Indenture and all resolutions, ordinances or laws thereunto appertaining at times and in amounts as shall be necessary in order to pay, when due, the principal of and interest on the Series of Bonds to which such Series Pledged Revenues are pledged; and to pay or cause to be paid the proceeds of such Series Assessments as received to the Trustee in accordance with the provisions hereof, Section 7.9 Method of Collection of Series Assessments, Pursuant to the procedures set forth in Section 197.3632, Florida Statutes (1995) and Rule 12D-18, Florida Administrative Code, the District will use its best efforts to negotiate and enter into a written agreement (the 11 Collect ion Agreement ") wi,th: the-.Propert y Appra iser and the Tax Collector regarding the levy, collection and enforcement of the Series Assessments in accordance with the uniform method. The District will use its best efforts to elect to use the uniform method for levy, collection and enforcement for any non-ad valorem special assessments Lhat are part of the Sedes Þ.ssessments pledqed 1',0 secure a S e r i e sot i3 0 n d s sot h ê1 t sue h s p e cia] ass e ssm r:: ! 1 t: ~3 2 ~- e collected by the Tax Collector on the official tax notice with property taxes under Section 157.3635, Florida Statutes (1995) and Rule 120-18, Florida f,drninistrative eode. If the District is unable to use the uniform method of levy, collection and enforcement, the District covenants that the Series Assessments will be levied and collected by it in any alternative manner' prescribed 01- autho1-ized by law, The [)istrict shall use its best efforts to cause the Property Appraiser to include the Maintenance :~peciéll Assessments and Benefit Special Assessments \.¡hic}¡ arc pledged to the payment of any Series of Bonds in the assessment roll to be delivered to the T¿u: Collector. and shaJ 1 Ci1\1st? the Tax Collector to include such as~;essmen::s in the tax notice issued pursuant to Sect:i.un 19'1,:;22, FloricJt1 Statutes (1995). The District shcl1 1. fno;~~tly HEOLJlIE \-1',1 (1()\~1 \'151) - ·1 7. - 1 6G 1 following its receipt of each installment of Series Assessments paid to it by. the Tax Collector, remit the entire amount so collected to the Trustee for deposit into the related Series Revenue Account. The District agrees to give such consents and to take such Dther steps as may be authorized by law and necessary to permit the Trustee, in its discretion, to obtain information from the Tax Collector concerning the amount and date of each payment of Series Assessments to the District. Section 7.10 Delinquent Series Assessments. If the owner of any lot or parcel of land shall be delinquent in the payment of any Series Assessment pledged to a Series of Bonds, then such Series'Assessment shall be collected and enforced as to delinquency pursuant to any legally authorized methodol~gy available to the District, including, the uniform collection methodology in Section 197.3632, Florida Statutes (1995), and Rule 120-18, Florida Administrative Code, or the alternative "tax roll" procedure for maintenance and benefit special assessments under Sections 190,021(2) (3), Florida Statutes (1995) so that the sale of tax certificates and tax deeds will be available to enforce against the delinquent levies. The District may also pursuant to Section 197.3631, Florida Statutes (1995), contract with the Tax Collector to collect non-ad valorem special assessments on a separate bill but v/ith E:nforcement through equity foreclosure in circuit court by the Districc o~ i~s agent at the decision of the Distrjct, In the event any of the applicable provis1ons of Chapter 197, Florida Statutes (1995) ar~ inápplicable, then, upon the delinquency of any non-ad valorem special assessment which is part of the Series Assessment, the District, either 0[1 its own behalf or through the actions of the Trustee, may, but is not obligated to, declare the entire unpaid balance of such Series Assessment (including any applicable non-ad valorem special assessments) to be due and payable, and at its own expense, cause any such delinquent prope~ty liens to be foreclosed in the same method now or hereafter provided by law for the foreclosure of mortgages 011 real estate, or pursuant to the provisions of Chapter 173, Seccio!1 190.026, Florida Statutes (1995) and Section 170.10, Florida Statutes (1995) or otherwise as provided by law, The District further covenants to furnish, at its expense, to the Trustee and any Holder of Bonds of the related Series so requesting, sixty (GO) days after the due date of each annual installment, a lisc of all delinquent SCI:ies Assessments, together with d copy of the District's annuëll audit and a list of foreclosure actions c\lrrently in progress and the current status of 5lJch delinquent lion-ad valorem special assessment~; that are pal·t of the ":~t!li,:s I\ssessrncnts." REOLIN!';. H'j 1 (1 Gi': 1. ',~~, I) - 4 :1 - 16G 1 Section 7.11 Deposit of Proceeds from Sale of Tax Certificates. If any tax certificates relating to delinquent non-ad valorem special assessments which are part of the Series Àssessments which are pledged to a Series of Bonds are ~old by the Tax Collector pursuant to the provisions of Section 197.432, Florida Statutes (1995) and Rule 120-13, Florida Administrative Code, or if any such tax certificates are not s'old but are later redeemed, the proceeds of such sale or redemption (to ~he extent that such proceeds relate to·the Series Assessments) less any commission and other ch~rges, fees and costs retained by the Tax Collector, shall, if paid by the Tax Collector to the District, be paid by the District to the Trustee not later than one Business Day following receipt of such proceeds by the Di~trict and shall be deposited by the Trustee to the credit of the related Series Revenue Account, or as provided in the Supplemental Indenture relating to a Series of aonds. Section 7.12 Sale of Tax Deed or Foreclosure of ^ssessm~nt, If any property shall be offered tor sale for the nonpayment of the non-ad valorem special assessments portions of any Series Assessment which is pledged to a Series of Bonds, and no Person or Persons shall purchase such propel"ly EoI' an amount equal to the full amount due on such portion of Series Assessment (pr{ncipal, interest, penalties and COSLS, plus attorneys' fees, if any), the Dist.rlcl may purchase the property for an amount equal to thl':' balance due on such portion of the Series Assessment (principal, interest, penalties and costs, plus attorneys' fees, if any), from any legally available funds of the District and the District shall receive in its corporate name title to the property for the benefit of the Holders o E the S e ri e s 0 f [30 n d s tow hie h sue h po r t ion 0 f S e ~- i e s Assessment wa~5 pledged, The District, either thl'ouqh ir,s own actions, or actions caused to be taken through the Trustee, shall have the power and shall lease or sell such property, and deposit all of the nel proceeds of any such lease or sale into the related Series Revenue Account. Not less than ten days prior to the filing of any foreclosure action as hereinafter provided. the District shall cause written notice thereof to be mailed tö th~ Trustee and any designated agents of the Holders of the related Sel'ies of Bonds or as prov ided in the Supplemental Indentu rc l'e la t i 1\<] to such Series of Bonds, Not less than 30 days prior to the Pl'oposed sa 1 c of any lot or tract of land acqu it'cd by foreclosure by the District, it shall give written notice thereof to the Trustee and any designated agent. of the Holders of the related Sel-ies of Bonds. The District, eil:her throlJ<)h its 0'.0/11 actions, or actions caused to b·~ taken ll\t'ou('J1\ the Tnl~~Leè, agrees that it shall Ì).: ~'l~ql111L:l: to l(,ke tlH' Il\l~il~JllJ'l~~; pt-ovided by law for sale of [J!'(I!)(,r!.y ¡n:)I,INE. 1-15 t (I (.\~l \-/,', I) - tl tl - 1 6G 1 acquired by it as trustee for the Holders of the related Series of Bonds within 30 days after the receipt of the request therefor signed by the Trustee or the Holders of at least fifteen percent (15\) in aggregate principal amount of the Outstanding Bonds of such Series. Section 7.13 Other Obliqations Payable from Series Assessments. The District will not issue or incur any obligations payable from the proceeds of Series Assessments or the Series Trust Estate securing a Series of Bonds (other than such related Series of Bonds) nor voluntarily create or cause to be created any debt, Lien, pledge, assignment, encumbrance or other charge upon such Ser.ies Assessments ot.her than the Lien of the related Series of Bonds except for fees, commissions, costs, and other charges payable to the Property Appraiser or to the Tax Collector pursuant to Florida law at· amounts payable t.o t.he Trustee and any ìssuer of ê. credit facilit.y or a liquidity facility. Section 7,14 Reassessment.s, If any Series Assessment. shall be either in whole or in part annulled, vacated or set aside by the judgment. of any court, or if t.he District shall be satisfied that. any such Series Assessment is so irregular or defect.ive t.hat. it cannot be enforced or collected, or if the District. shall have omitted to make such Seri~s Assessment when it. might have done so, t.he Dist:.rict shall eit.her: (i) take all necessary steps to cause a new Series Assessment. to be made for the whole or any part of such improvement. or against any property benefitted by such improvement; or (ii) in its sole discretion, make up the amount of such Series Assessment from legally available moneys, which moneys shall be deposit.ed jnto the relat.ed Series Revenue Account.. In case any such subsequent Series Assessment. shall als~ be annulled, the District shall obtain and make ot.her Series Assessments until a valid Series AS'3e~jsm~nt shall be made, Section 7.15 Completion and Maintenance of Series Pl·oiects. The District. shall complet.e t.he acquisition and construction of a Series Project with all practical dispat.ch a.nd in a sound and economical manner, So long as any Seri('~j Project is owned by t.he Dist.rict., the District shall maint.ain, preserve and keep t.he same or cause the same La be maintained, presel'ved and kept, with the appurtenances and eve~y part and parcel thereof, in good repair, working order and condition, and shall from time to time make, or cause to be made, all necessary and proper repairs, replacements and rene"'/als so that at all limes the operar ion' thcreof l11cìY be pr0pcrly a:,d advantageously conducted, R ¡':!J L I I H: . 1-: ') 1 (1 r; W 1 . 1-1 S 1) -15- 16G 1 Section 7.16 Continuinq Disclosure. (a) The District shall provide the following information to each NRMSIR: (a) within 180 days after the end of each Fiscal Year of the District and to the extent available, the audited financial statements of the District for such Fiscal Year prepar~d in accordance with generally accepted governmental accounting principles, as modified by applicable State of Florida requirements and governmental accounting standards promulgated by the Government Accounting Standards Board; (b) within 180 days after the end of each Fiscal Year of the District, financial information and operating data'with respect to each Series of Bonds: (i) the balance in all Series Accounts established with respect to such Series; (ii) the assessed value of the District Land, if available; provided, however, that the District may rely upon the records of the Property Appraiser for such information; (iii) the amount of Series Assessments levied on the District Land, as certified by the District to the Tax Ccllector, during such Fiscal Year; {iv} the amount of Pledged Series Revenues collected during such Fiscal Year; (v) the amount of delinquent Series Assessments during such Fiscal Year, if available; (vi) the dollar amount of tax certificates 1n respect of Series Assessments during such Year, if available; (vii) rema 1 n 1 ng t: e nn () f a schedule of Debt Service for the the Series; (Vlll) the percentage of the Series Project thdl has been completed "'/ith the proceeds of the Series of Bonds as of such Fiscal Year; and {ixl any materially adverse change or det.ermination in any permit or approval relating to t.he Series P'oject RED L [ HE. H 5 ! (1 6 \'11 \~ 'J 1 ) - 4 G - 166 1 (c) in a time 1 y manner, notice of any of the following events, if material: (i) any principal and interest payment delinquency on such Series; (ii) any nonpayment default of such Series; (iii) any unscheduled draws on the Series Reserve Account reflecting financial difficulties; (iv) any unscheduled draws o~ any credit enhance~ent reflecting financial difficulties; (v) any substitution of c~edit or liquidity providers or their failure to perform; (vi) any adverse tax opinions or events affecting the tax-exempt status of the Series; (v i i) any modification to the rights of Holders; (viii) any calls on the Bonds of such . series (other than manjatory sinking fund or extraordinary redemptìon); (ix) any defeasance of such Series; (x) any release, substitution or sale of any item of the related Series Trust Estate; (xi) Series; and any change in the rating of the (xii) any failure on the part of the District to comply with the requirements of clause (a) or (b) above, ARTICLE VII I EVENTS OF DEFAULT AND REMEDIES Sect ion 8.1 Extension of Interest Payrr-,ent. I r the time for payment of interest of ~ Bond of any Series shall be extended, whether or not such extension be by or with the consent of the District, such interest so extended shall not he entitled in case of default hereunder to the benefit or security of this Indenture unless the ag9t-e'Jê1tP pl'i IIC ipa 1 amount of a 11 Bonds of such Series then Outstanding and of all accrued interest the tirn(~ fo~- REDLINE.\'ISl (16Hl.HS1) -47- 16G 1 payment of which sha-ll not have be~n extended shall have previously been paid,in full. Section 8.2 'Events of Default. Each of the following events is hereby declared an Event of Default with respect to a Series of Bonds: (a) Any payment of Debt Service on such Series of Bonds shall not be made when due; or (b) The,Oistrict shall for any reason be rendered incapable of fulfilling its obligations hereunder or under the Supplementa~. Indenture relating to such Series of Bonds; or (c)' The District admits in writing its inability to pay its debts generally as they become due, or files a petition in bankruptcy or makes an assignment for the benefit of its creditors or consents to the appointment of a receiver or trustee for itself or for the whole or any part of a related Series Project; or (d) The District is adjudged insolvent by a court of competent jurisdiction, or is adjudged a bankrupt on a petition in bankruptcy filed against the District, or an order, judgment or decree be entered by any court of competent jurisdiction apµointing, without the consent of the District, a receiver or trustee of the District or of the whole or any part of its property and if the aforesaid adjudications, orders, judgments or decrees shall not be vacated or set aside or stayed within 90 days from the date of entry thereof; or (e) The District shall file a petition or answer seeking reorganization or any arrangement under the Federal bankruptcy laws or any other applicable law or statute of the United States of Amecica or any state thereof; or (f) Under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or.çontrol of the District's assets or any part thereof, and such custody or control shall not be terminated within 90 days from the date of assumption of such custody or control; or (g) The District shall default in the due and punctual performance of any of the covenants, conditions, agreements and provisions contained in the Bonds of such Series or in this Indenture or in the Supplemental Indenture I:elating to suci¡ Sel-iè~; ()[ Bonds 0:1 the part of (',he District to be performed {other than a REDl.TNE,HSl (1¡;\·ll.~151) - '1 ß - 16G 1 default in the payment of Debt Servic~ on the related Series of Bonds when due, which is an Event of Default under subsection (a) above, and other than a default in the performance of the obligations under Section 7.16, which is not an Event of Default} and such default shall continue for 30 days after written notice specifying such default and requiring same to be remedied shall have been given to the District by the Trustee or, if the Trustee is unwilling or unable to act, by Holders of not less than ten per centum (10%) in aggregate principal amount of the Bonds of such Series then Outstanding. Section 8,3 Acceleration of Maturities of Bonds of a Series. Upon the occurrence and continuance of any Event of Defaul~ specified in clauses (a) through (f) of Section 8.2 with respect to a Series of Bonds, the Trustee shall, upon written direction of the Holders of not less than fifty-one percent (51%) of the aggregate principal amount of the Bonds of such Series then Outstanding, by a notice in writing to the District, declare the aggregate principal amount of all of the Bonds of such Series then Outstanding (if not then due and payable) to be due and payable immediately and, upon such declaration, the same shall become and be immediately due and payable, anything contained in the Bonds of such Series or in this Indentur~ or in the Supplemental Indenture authorizing such Series to the cOltrary notwithstanding; provided, however, that if at any time after the aggregate principal amount of the Bonds of any Series then Outstanding shall have been~so declared to be due and payable, and before the entry of final judgment or decree in any suit, action or proceeding instituted on account of such default, or before the completion of the enforcement of any other n'~medy under this Indenture or the related Supplemental Indenture, moneys shall have accumulated in the related Series Revenue Account sufficient to pay the principal of all matured Bonds of such Series and all arrears of interest, if any, upon all Bonds of such Series then Outstanding (except the aggregate principal amount of any Bonds of such Series then Outstanding that is only due because of a declaratior¡ under this Section 8.3, and except for the interest accrued on the Bonds of such Series since the last interest Payment Date), and all amounts then payable by the Dist¡-ict hereunder shall have been paid or a sum sufficient to pay the same shall have been deposited \,o,'ith the Paying ^gent, and every other default (other than a default in the payment of the aggregate principzl! amount of: the Bonds of: such Series then Outstanding that is due only because of a declaration under this Section 8,]) shall have been ¡-emedí.ed, thcn the Tr-ustee or, if the Trustee is unable or unwi 11 ir19 La act, the Holders of not less than 51% of the a9~Jn:Cate principal amount of the Bonds of ~;\Jch REO!,¡ N[·:. 1-151 (161-11. ¡'IS 1) - '19 - 1 6G 1 series then Outstanding not then due except by virtue of a declaration under this Section 8.3, may, by written notice to the District, rescind and annul such declaration and its consequences, but no such rescission or annulment shall extend to or affect any subsequent default or impair any right consequent thereon. Section 8.4 Enforcement of Remedies. Upon the occurrence and continuance of any Event of Default specified in Section 8.2 with respect to a Series of Bonds, the Trustee or, if the Trustee ~s unwilling or unable to act, the Holders of not less than fifty-one percent (51 %) in aggregate principal amount of the Bonds of such Series then Outstanding may protect and enforce the rights of the Holders of the BonQs of such Series under Florida law, and under this Indenture, the related Supplemental Indenture and the Bonds of such Series, by such proceedings in equity or at law, either for the specific performance of any covenant or agreement contained herein or in aid or execution of any power herein or in the related Supplemental Indenture granted or for the enforcement of any proper legal or equitable remedy, as the Trustee or the Holders of such Series of Bonds, as the case may be, shall deem most effectual to protect and enforce such rights, Section 8.S Application of Funds. Any money collected by the Trustee pursuant to this Article VIII shall be applied as follows: (a) Unless the_aggregate principal amount of all the Bonds of such Series. shall have become due and payable or shall have been declared due and payable pursuant to the provisions of Section 8,3, all such moneys shall be applied: First: to the payment of any then-due fees and expenses of the Trustee, including reasonable counsel fees and expenses, to the extent not otherwise paid. ,<;ccond: to payrnen':: to the persons entitled the )' ( ~ l, 0 0 ( a 11 ins tal 1 rn e n t s 0 fin t ere :~ t the n due and p¿¡yable on the Bonds of su'ch SE:r-ies, in the order in ..../hich such installments become due and péJyaIJ1(~ and, if the amount available shall not be suff icienL to pay in Eull any paru,cular insldl1mcflL, then to the payment racably, according to the amounts due on such installment, to the pet'sons entitled thereto, wit:hout any di,,(.'¡·ill1ination or. preference excep;: as to any d i rr .; I ,e: I ) C e i nth era t e s 0 fin:. ere 5::' S P e c i [ i e d 1/1 the J\()¡1ds of such Series; anò ¡~ !:: [) L I N E . W'} 1 (1 (, .: \ 1-1 ''¡ ) - SO- 16G 1 Third: to the payment to the persons entitled thereto of the unpaid principal of any of the Bonds of such Series which shall have become due (other than Bonds of such Series called for redemption for the payment of which sufficient moneys are held pursuant to this Indenture). in the order of their due dates, with interest upon the Bonds of such Series at the rates specified therein from the dates upon which they become due to their payment date, and, if the amount available shall not be sufficient to pay in full the principal of Bonds of such Series due on any particular date. together with such interest, then to the payment first of such interest" ratably according to the amount of such interest due on such date, and then to the payment of such principal. ratably according to the amount of such principal due on such date, to the Holders of the Bonds of such Series entitled thereto without any discrimination or preference except as to any difference in the foregoing rates of interest. (b) If the aggregate principal amount of all the Bonds of a Series shall have become due and payable in accordance with their terms or shall have been declared due and payable pursuant La the provisions of Sectioll 8.3, all such moneys shall be applied first to the payment of any then - due fees and expenses of the Trustee, inc 1 ud ing reasonable counsel fees and expenses, to the extent not at he rwi se pa id, and, . then to the payment of the whole amount of principal and interest then due and unpaid upon the Bonds of such Series, without preference or priority of principal or of interest or of any installment of interest over any other installment of interest, or of any Bond ~ver any other Bond of such Series, ratably, according to the amounts due respectively for princical and interpsr, to the persons entitled t·hereto without any discrimination 0:::: preference except as to any difference in the respective rates of interest specified in the Bonds of such Sel-ies, (c) If the principal of all the Bonds of êl Series shall have been declared due and payable pu:·suc1nt. to the provisions of Section 8,], and if such declala~ion shall then:afLc¡- have been rescinded and annulle(: :J\ll'SlIè:nt to the provisioJ\s of Section 8.3, then, if the ¿¡(!c;:'cqatc principal amount of <111 the Bonds of such Series ::;:1<111 }<1tC¡- become due or be declared due and payahl('~ pu:-s\lêlnl to the P¡'ovj~;jons ot Section 8,3, the moneys remêllnl:~lJ in ê.1d r her e a f t(,~ r a C c IU J !1 '1 r. 0 the r e 1 i1 t e d S e r j e s R (' ve n \1' ' .\ c ( , .., u ; 1t shall OC appl ied In accordance with sub~;ect,lon (1)1 ,d),)...·,.: REO!.I Nt: \-IS I (1&1-11 \-1', I) - 51- 16G 1 The provisions of this Section 8.5 are in all respects subject to the provisions of Section 8.1. Whenever moneys are to be applied pursuant to this Section 8.5, such moneys shall be applied by the Trustee at such times as the Trustee in its sole discretion shall determine, having due regard to the amount of such moneys available for application and the likelihood of additional moneys becoming available for such application. The deposit of such moneys with the Paying Agent shall constitute proper application by the Trustee, and the Trustee shall incur no liability whatsoever to any Holder or to any other person for any delay in applying any such funds, so long as the Trustee acts with reasonable diligence, having due regard to the circumstances, and ultimately applies such moneys in accordance with such provisions of this Indenture as may be applicable at the time of application. Whenever the Trustee shall exercise such discretion in applying such funds, it shall fix the date upon which such application is to be made and upon such date interest on the amounts of principal to be paid on such date shall cease to accrue. The Trustee shall give such notice as it may deem appropriate of the fixing of any such date, and shall not be required to make payment to any Holder until such Bond shall be surrendered to the Trustee for appropriate endorsement. Section 8,6 f.ffect of Discontinuance of Proceedinqs. I f any proceeding taken by the Trustee or any Holder on account of any default shall have been discontinued or abandoned for any reason, then the District anò thc Holder shall be restored to their former positions and rights hereunder, respectively, and all rights and remedies of the Holders shall continue as though no such proceeding had been taken, Section 8,7 Restriction on IncJj-':':....lfh!?l Holder Actions. Except as provided in Section 8.10, no Holder of any of the Bonds shall have any right in any manner whatever to affect, disturb or prejudicc the security of this Indenture or any Supplemental Indenture, or to enforce any right hereunder 61' thereunder except in the manner herein or therein provided, and all proceedings at law or tn equity shall he instituted and maintaineò [or the henefit of all Holders of the Bonds of such S~rlt:~;, Section 8,H No Remedy Exclusive. No remedy conferred upon the Trustee or the Holders is inu~nded to be exclusive of any other remedy herein or in any Supplemental Indentu1'e provided, and each such remedy shall bn cumulative and shall be in addition to every Or.ik:' rl~!I\edy ~I 1 v c n her C lJ n del' () r the 1- e 1I n del' ' RED L II: E . 1-15 t (I 6 W I ~I ':' I ) -52- 16G 1 Section 8.9 Delav Not a Waiver. No delay or omission of the Trustee or any Holder to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein; and every power and remedy given to the Trustee and the Holders may be exercised from time to time and as often as may be deemed expedient. Section 8.10 RiGht to Enforce Payment of Bonds. Nothing in this Article VIII shall affect or impair the right of any Holder to enforce the payment of Debt Service on the Bond of which such person is the registered Holder, or the obligation of the District to pay Debt Service to the Holder at the time and place specified in such Bond. Section 8,11 No Cross Default Amonq Series. The occurrence of an Event of Default hereunder or under any Supplemental Indenture with respect to any Series of Bonds shall not constitute an Event of Default with respect to any other Series of Bonds, unless the event giving rise to the Event of Default also constitutes an Event of Default hereunder or under the Supplemental Indenture with respect to such other Series of Bonds. Section 8,12 Waiver of Past Defaults, Before any judgment or decree for payment of money due has been obtainèd by the Trustee as provided in this Article VIII, the Holders of not less than a majority in face amount of the Dutstanding Bonds may on behalf of the Holders of all the Bonds waive any past default hereunder and its consequences, except a default: (i) in the payment of the principal amount of or interest on any Bond, or (ii) ill respect of a covenant or provision hereof which unier Article VII cannot be modified or amended' without the consent of not less than all of the Outstanding Holders, Upon any such Wëìlver, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured, for every purpose of this Indenture; but no such waiver shall extend to any subsequent or ot hel- de f au It or impai l' any right consequen t thereon. RED L 1 N E . \.; 5 1 (1 G ',11 . ~15 1 ) - 5 3 - 16G 1 ARTICLE IX SUPPLEMENTAL INDENTURES Section 9.1 Supplemental Indentures Without C~nsent of Holders. Without the consent of the Holders of Bonds ot any Series, the District, when authorized by a resolution of the Governing Body, and the Trustee may at any time and from time to time enter into one or more indentures supplemental hereto or amendatory hereof for aDY of the following purposes: (a) to correct or amplify the description of any property at any time subject to the Lien of this Indenture, or better to assure, convey and conf~rm unto the Trustee any property subject or required to be subjected to the Lien of this Indenture, or to subject to the Lien of this Indenture additional property; or (b) to add to the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Bonds or of any Series of Bonds, as herein set forth, additional conditions, limitations and restrictions thereafter to be observed; or (c) to create any Series of Bonds and make such other provisions as provided in Section 2.2; or (d) to modify or eliminate the terms and provisions of this Indenture, proviàed that such modification or elimination shall become effective only when there is no Bonà Outstanding of any Series prior to the execution of such supplemental indenture and the Truscee may, in its discretion, decline to enter in any such supplemental indenture which, in its opinion, may not afford adequate protection to the Trustee when the same becomes ope~ative; or (e) to cure any ambiguity or :"orrnal defect or omission or to correct any inconsistent provisions in this Indenture; or ( f) to add tot he covenan t s ê. ::d <1g reemen t s of the District in this Indenture ;:':')!- the benefit of the Holders of all or any Series of Ou t st: andi ng Bonds or to su rrende l' a~:'/ 1'ight or pO'.'/el' herein confer-red upon the [)!s'~:'ict; or p. =: () L I I H:: , ¡.¡ S 1 (1 6 \, 1 . \./ S 1 ) - 5t, - 16G 1 ~·~:_·n({;r·¡ . ..' ....u¡,.....~, L t J "',;.',1· ',~:fr: "/' (g) to make such changes as may be necessary in order to reflect amendments to Chapters 170, 190 and 298, Florida Statutes (1995) I so long as, in the opinion of counsel to the District, such changes either: (i) shall not have a material adverse effect on the Holders of each Series of Bonds to which such changes relate; or (ii) if such changes shall have a material adverse effect, they nevertheless are required to be made as a result of such amendments. Section 9.2 ~upplemental Indentures With Consent of Holders, Vlith the consent of Holders of not'. less than fifty-one percent (51~) in aggregate principal amount of the Bonds th~n Outstanding of each Series dffected by such supplemental indenture, the District, when authorized by a resolution of the Governing Body, and the Trustee may from time to time ~nter into one or more indentures supplemental hereto or amendatory hereof for the purpose of modifying, altering, amending, adding to or rescinding any of the provisions of this Indenture or of modifying in any manner the rights of the Holders of the Bonds of each such Series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of all Holders of Bonds then Outstanding affected thereby: (a) change the stated maturity of the principal of, or any installment,of~interest on, any Bond, or reduce the principal amount thereof or the interest thereon or any premium payable upon the redemption thereof, or change any place of paympnt where, or the coin or currency in which, any Bond, or the interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the stated maturity thereof (or, in the case of redemption, on or after the redemption date); or (b) reduce the percentage in þrincipal amount of the Outstanding Bonds, the consent of whose Holders is required for any such supplemental indenture, or the consent of whose Holders is required for any waiver provided for in this Indenture of compliance with certain provisions of this Indenture or certain defaults herellndel' and their consequences; or P. S D L r IJ!c ','; S 1 (1 G ¡'/l \./ 'J 1 ) -55- 16G 1 (c) modify or alter the provisions of the proviso to the definition of the term "Outstanding"; or (d) modify any of the provisions of this Section 9.2 or Section 8.12, except to increase any percentage provided thereby or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Bond affected thereby; or (c) permit the creation of any Lien ranking prior to or on a parity with the Lien of this Indenture with respect to any of the Series Trust Estate or' terminate the Lien of this Indenture on any property at any time subject hereto or deprive the Holder of any Bond of the security afforded by the Lien of this Indenture; or (f) modify, in the case of Bonds of any series for which a mandatory sinking fund is provided, any of the provisions of this Indenture in such manner as to affect the rights of the Holders of sllch Bonds to the benefits of such sinking fund, The Trustee may in its discretion determine whether or not any Bonds ~ould be affected by any supplemental indenture and any such determination shall be conclusive upon the Holders of-all Bonds, whether theretofore or thereafter authenticated and delivered hereunder, The Trustee shall not be liable for any such determination mAde in good faith. It shall not be necessary for any Act of Holders under this Section 9,2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such Act shall approve the substance thereof. Section 9,3 Opinion of Bond Counsel \r¡ith Respect to Supplemental Indenture. In addition to the other requil-ements herein set forth. with resp:=ct to Supplemental Indentures, no Supplemental Inde:ìtul-e shall be effective unless and until there shall have been delivered to the Trustee and the District the opinion 0: Bond Counsel to the eEfect that such Supplemental Indenture is permitteò pursuant to tllis Indenture and that such Supplemental Inden ture is l: he va I id and binding obI iga t ion 0 f the District enEorceable in accordance with its c:=rms, except as the enforce¿¡bi1 ity thereof may be limited ';)y bankruptcy, insolvency Ol~ <jenel-al equitable principles. :::n addition. iE sllch SupplcmCnL<'i\ Indenture relat.es to a S.:::!"i'~s oE Taz REDLIHE.W51 (lGH1.W>l) - SG - 16G 1 Exempt Bonds, such opinion shall also'state that such Supplemental Indenture will not adversely affect the exclusion from gross income for federal income tax purposes of interest on the related Series of Bonds. Section 9.4 Execution of Supplemental Indentures. In executing, or accepting the additional trusts created by, any supplemental indenture permitted by this Article IX or the modifications thereby of the trusts created by this Indenture, the Trustee shall be entitled to receive, and (subject to Section 6.1) shall be fully protected in relying upon, an opinion of Bond Counsel stating that the execution of such supplemental indenture is authorized or permitted by this Indenture. The Trustee may, but shall not ,be obligated to, enter into any such supplemental indenture which affects the Trustee's own rights, duties or immunities under this Indenture or otherwise. Section 9,5 Effect of Supplemental Indentures. Upon the execution of any supplemental indenture under this Article IX, this Indenture shall be modified in accordance therewith, and such supplemental indenture shall form a part of this Indenture for all purposes; and every Holder of Bonds theretotore or thereafter authenticated and delivered hereunder shall be bound thereby, Section 9,6 ~eference in Bonds to SU9.Qlerncntal Indenture~,. Bonds a~lthenticated and delivered after the execut~on of any supplemental indenture pursuant to this Article IX shall bear a notation in form approved by the Trustee as to any matter provided for in such supplemental indenture, If the District shall so determine, new Bonds so modified as to conform, in the opinion of the Trustee and the District, t.o any such supplemental indenture may be prepared and executed j)y the District and authenticated and delivered by the Trustee in excha.nge for Outstanding Bonds. ARTICLE X DEFEASANCE SecLion 10,1 Defeasaflce and Disctlª-r~t.~?l. the l~is¿[Lo.f-.Ulis,_l.Eç~.l~ntun~ iJnd Supplemental Indentures, When (a) the District shall deliver to the Trustee [01' cancellation all Bonds of any Series theretofore authenticated (other than any Bonds of such Series which shall have been destl'oyed, lost or stolen or in 1 ieu of or in substitution fOl- which other Bonds shall have been authenticated and delivered) and not theretofore cancelled, O!' (b) rJ.ll t.he Bonds of: any Series not there::ofol'...' cancelled or delivered to the Trustee for cancellation Ear It/;)()~;e payment. or ]-eclemption (under arrnngemei1~~; ¡~ ~: 0 L I N E , Wj 1 (1 6 \'1, . 1-1'; l ) - 5 -,- 1 6G 1 satisfactory to the Trustee for the giving of notice of redemption) the District shall have deposited with the Trustee, in trust, funds (other than funds repaid by the Trustee to the District in accordance with Section 10.3) sufficient to pay at maturity or upon redemption all of the Bonds of such Series (other than any Bonds of such Series whichi:\6hall have been mutilated, destroyed, lost or stolen and in lieu of or in s~bstitution for which other Bonds shall have been authenticated and delivered or which shall have been paid), including principal and premium, if any, and interest, if any, due or to become due to such date of maturity or redemption date, as the case may be, and if in either case the District shall also payor cause to be paid all other sums payable hereunder by the District, then this Indenture and the Lien in the Series Trust Estate created thereby shall cease to be of further effect with respect to Bonds of such Series, and the Trustee, on demand of the District accompanied by a Certificate and an opinion of Bond Counsel and at the cost and expense of the District shall execute proper instruments acknowledging satisfaction of and discharging this Indenture and such Lien with respect to Bonds of such Series, the District, however, hereby agreeing to reimburse the Trustee for any costs or expenses thereafter reasonably and properly incurred and to compensate tile Trustee for any services reasonably and properly rendered by the Trustee in connection with this Indenture or the Bonds. Section 10.2 Moneys Held in Trust. All moneys and obligations held by an escrow or paying agent or the Trustee pursuant to Section 10,1 shall be held in trust and the principal and interest of said obligations when received, and said moneys, shall be applied to the payment, when due, of tt~e prillcipal, interest and premium, if ¿-¡ny, of the Bonds to be paJd or to be called for redemption. Section 10.j Felllt"n of Unclaimed MqD..i'o.YS, Any moneys deposited with 01' paid to the Trustee for payment. of the principal of (and premillm, if any) or intere3t, if any, on Bonds of any ::;etj e::; and not applied but remaining unclaimed by the Holders of Bonds of such Series for three years after the date Ulxm which the principal 0[, and [Jl:emium, it any, or lnterest, if any, on such Bonds, as the case may be, sha 1 1 have become due and payable, sha 11. upon written demand, be rep¡lid to the District by Ltw Trustp.t:; and the Holder' u[ .IllY of, SIWJ¡ Bonds shall thCt'catLcl' look only La the Dist.l'ict. for any payment which such Holder rnòy be entitled to collf~c1., pu)v1ded, however, tllùt, bcfot'e being required \0 I1\dkf~ éJllY ~.>uch t"epayment, the TnlsL'~e may (dC the cost: or tht~ DisLrict:) mòi] to such Holders dt', their last known addr(~~;s, d not ice (in such Eorm as may be d(:(~n1f~d ¡¡ppropriate by 1.I\(~ TI \lst.ce) that: said money" re1t1iJill R E ) I. I N E. H 5 1 (1 G ~Il . \~ " 1 ) - 50- 16G unclaimed and that, after a date named therein, any unclaimed balance of said moneys then remaining will be returned to the District (except that with respect to presentation of Bonds for payment and transfer, such term shall mean the Corporate Trust Office of the Trustee. ARTICLE XI MISCELLANEOUS Section 11.1 Immunitv of Supervisors. No recourse shall be had for the payment of the principal of or premium of interest on any of the Bonds or for any claim based thereon or upon any obligation, covenant or agreement in this Indenture contained against any past, present or future officer or 9upervisor of the District, or any incorporator, officer or supervisor of any successor entity, as such either directly or through the District or any successor entity, under any rule of law or equity, statute or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such incorporator, officer or supervisor as such is hereby expressly waived and released as a condition of and consideration for the execution of this Indenture and the issuance of such Bonds, Section 11.2 . Act of Holders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by Holders may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Holders in person or by an agent'duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee and, where it is hereby expressly required, to the Company. Such instrument or instruments (and the action embodied therein and evidenced thereby) are herein sometimes referred to as the "Act" of the Ho~ders signing such instrument or instruments, Proof of execution of any such instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture and (subject to Section 6.)) conclusive in favor of the Trustee and the Company, If made in the 'manner provided in this Section 11.2, The fact and date of the execution by any Person of any such instrument or ',¡riLing may be proved by the affidavit of a witness of such execution or by d certificate of a notary public or other officer authorized by law to take acknowledgments of deeds, certifying that t.he lndividual signing such instrument or \,¡riting acknowled<Jed to him the ex('cut ion thereof, ¡-¡here such P. E í) LT II E , \.; ':, 1 (161-11. W S 1 ) - 59- 16G 1 execution ~s by a signer acting in a capacity other than his individual capacity, such certificate or affidavit shall also constitute sufficient proof of his authority. The fact and date of the execution of any such instrument or writing, or the authority of the Person executing the same, may also be proved in any other manner which the Trustee deems sufficient. Any request, demand, authorization, direction, notice, consent, waiver or other Act of the Holder of any Bond shall bind every future Holder of the same Bond and the Holder of every Bond issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof in respect of anything done, omitted or suffered to be done by the Trustee or the District in reliance thereon, whether or not notation of such action is made upon such Bond. Section 11.3 Notice to the District and the Trustee. Any notice, demand, direction, request or other instrument authorized or required by this Indenture to be given to or filed with the District or the Trustee shall be deemed to have been sufficiently given or filed for all purposes of this Indenture if and when sent by certified mail, return receipt requested: To the District, addressed to: District Manager Fiddler's Creek Community Developme:ìt: District District Manager To the Trustee, addressed to: SunTrust Bank, Central Florida, National Association ---~----_. Attention: Corporate Trust Department or to such other address as shall be provid,~:: 1'." the other party hereto in writing, Sect ion 11. '1 Notice to the Hold·~~-~>. :\ny notice, demand, direction, request, or other inst.rument authorized or required by this Indentur'e to ':J~ mai led to the liolders shall be deerr.ed to have been SUf~lcicntly mailed if rn¡¡i led by first class mr1Ìl. p05l:,-:~:'~ ,)~',>-[)aid, to the ¡¡older~; at their addresses as they appe,l!,' at '.:.Ih:: time f~ E D L 1 Nt.. ¡,¡ r:, J (1 (, I~! Wi 1 ) . (, 0 - 16G 1 of mailing on the registration books maintained by the Bond Registrar. Section 11.5 Effect of Headlines and Table of Contents. The Article and Section headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof. Section 11.6 Successors and Assigns. All covenants and agreements in this Indenture by the District shall bind its successors and assigns, whether so expressed or not. Section 11.7 Separability Clause. In case any provision in this Indenture or in the Bonds shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Section 11,8 Benefits of Indenture. Nothing in this Indenture or in the Bonds, express or implied, shall give to any Person, other than the parties hereto and their successors hereunder and the Holders of Bonds, any benefit or any legal or equitable right, remedy or claim under this Indenture. Section 11,9 Governinq Law. The Bonds and this Indenture shall be governed by, and construed in accordance with, the laws of che State of Florida. Sect ion 11,10 Leqal Hol idays, In any case where the stated maturity of any Bond shall not be a Business Day, then (notwithstanding any other provision of this Indenture or of the Bonds) payment of the principal amount of and interest on the Bonds need not be made on such date, but may be made on thé next succeeding Business Day with the same force and effect as if made on the stated maturity, provided that no interest 3hall accrue for the period from and after the stated maturity. RED L I tI!~ , H:, I (I G ¡.¡ I \'1') I ) - 61 - 16G 1 IN WITNESS vmEREOF, the parties hereto have caused this Indenture to be duly executed as of the day and year first above written. FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT ATTEST: By: Chairman, Board of supervisors Secretary SunTrust Bank, Central Florida, National Association, as Trustee By: Authorized Signatory Attest: Secretary REDLINE,WSl (16\H.W51J -62- EXHIBIT A 16G 1 FORM OF REQUISITION The undersigned, an Authorized Representative of Fidd¡er's Creek Community Development District (the "DistrIct") hereby submits the following requisition for disbursement under and pursuant to the terms of the Indenture from the District to SunTrust Bank, Central Florida, National Association as trustee (the "Trustee"), dated as of , 1996 (the "Indenture"), as amended and supplemented by the First Supplemental Indenture from the District of the Trustee, datep as of 1996 (the Indenture as amended and supplemented is hereinafter referred to as the "Indenture") (all capitalized terms used herein shall have the meaning ascribed to such term in the Indenture) (A) Requisition Number: (B) Name of Payee: (C) Amount Payahle: (D) Purpose for which paid or incurred (refer also to specific contract if amount is due and payable pursuant to a ~ontract involving progress payments, or, state Costs of Issuance, if applicable): IE) Fund or Series Account from which disbursement to be made: The undersigned hereby certifies that [obligations in the stated amount set forth above have been ~ncurred by the District, that each disbursement set forth above is a proper chargc against the Series Acquisition and Construction Account referenced above, that each disbursement set forth above was incurred in connect.ion \ lit h the a c CJ u i sit ion cl n rl r: () n " t:1' u c t ion 0 f the S e r i e s Pro j e c t: élnd each represents a Cost of the Series Project, and has IlEDLIHI::.W51 (16Wl.H"l) 16G 1 EXHIBIT 1\ Page 2 not previously been paid] OR [this requisition is for Costs of Issuance payable from the Cost of Issuance Account that has not previously been paid] . The undersigned hereby further certifies that ther~ has not been filed with or served upon the District notice of any Lien, right to Lien, or attachment upon, or claim affecting the right to receive payment of, any of the moneys payable to the Payee set forth above, which has not been released or will not be released simultaneously with the payment hereof. The undersigned here'>':' such requisition contains no account of any retained perL' the date of such certificate . '!1 i:her certifies that .. )E'Plcsenting payment on ;...')(iE: ..1 j -I) the District is at 'I.LltlecJ o,() retain. If this requisitior ' '-; for a t' i.sbursement from other than the Costs of Issua:,."~ .I\C';0unt or for payment of capitalized interest, there SI¡¿ l1 be attached a resolution of the Governing Body of the Ui~:r:ct approving this requisition or the approving the ~µecific contract with respect to which disbursements pursuant to this requisition are due and payable. Attached hereto are originals of the invoice{s) from the vendor of the property acquired or services rendered with respect to which disbursements is hereby requested, FIDDLER'S CREEK COr·jl-1UNITY DEVELOPMENT DISTRICT By: Authorized Representativ= CONSULTING ENGINEER'S APPROVAL FOR NON-COST OF ISSUANCE AND CAPITALIZED INTEREST REQUESTS ONLY If thi~ requisition is for a disbursement from other than Capitalized Interest or Costs of Issuance, the ~ndersigned Consulting Engineer hereby certifies that this disbursement is for a Cost of Series Project and is ,:::onsistent 'v/it.h: (i) the applicable acquisition 01- H ED L Hi E . \'/5 1 (1 G \oJ 1 . w 5 1 ) 16G 1 EXHIBIT A Page 3 construction contract; (ii) the plans and specifications for the portion of the Series Project with respect 'to which such disbursement is being made; and, (ii) the report of the Consulting Engineer. attached as an Exhibit to the First Supplemental Indenture, as such report shall have been amended or modified on the date hereof. Consulting Engineer fŒDLINE.W51 (16Wl,W5l) 16~ 1 EXHIBIT A Page 4 -----------------.. COMPARISON OF HEADERS - - - - -- - - - - -- -- - - -- -HEADER 1- Header Discontinued -HEADER 2- Header Discontinued -HEADER 3- Header Discontinued -HEADER 4- Header Discontinued -HEADER 5- Header Discontinued -HEADER 6- Page -HEADER 7- Header Discontinued -HEADER 8- Header Discontinued -HEADER 9- Header Discontinued -HEADER 10- Header Discontinued -HEADER 11- Header Discontinued -HEADER 12- Header Discontinued -HEADER 13- EXHIBIT A Page II ------------------ COMPARISON OF FOOTERS ------------------ REOLINE.W51 (16W¡WSl) 1 OlJ .1 EXHIBIT A Page 5 -FOOTER 1- ~~9I~C 4.~9þm !f/1B/96 11:55am 000016W1. ~~Sl -FOOTER 2- Footer Discontinued -FOOTER 3- Footer Discontinued -FOOTER 4- -tí- -FOOTER S- un -FOOTER 6- Footer Discontinued -FOOTER 7- Footer Discontinued -FOOTER 8- - tI - -FOOTER 9- Footer Discontinued -FOOTER 10- Footer Discontinued REOLINE.W51 (lGWl.W511 W&:C DRAFT 919/96 11/18/96 . f :~.~·:~h\ ~. : ¡"l"'" FI~ST SUPPLEMENTAL INDENTURE FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT TO SUNTRUST BANK, CENTRAL FLORIDA, , ..._~."-' ., -NATIONAL .ASSOCIATION, . AS TRUSTEE Dated as of , 1996 16G 1 16G 1 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (the "First Supplemental Indenture") I dated as of , 1996, betwe~n FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT, a community development district organized and existing under the laws of the State of Florida (the "District"), and SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, as trustee, a national banking association existing under the laws of the United States (the "Trustee"). RECITALS OF THE DISTRICT The District has entered into a Master Trust Indenture, dated as of , 1996 (the "Indenture") with the Trustee for the purpose of issuing the Bonds (as therein defined), in one or more series as may from time to time be authorized by one or more resolutions of the Board of Supervisors of the District. Pursuant to Resolution No. 96-+-+ ~, adopted by the Governing Body of the District on Auquet 20, 1995"..;.öthe,.District has authorized the issuance, sale and qel i Y~-9.t_~~_"--.:.~__~ILto $93,295 1000 of its Fiddler's Creek,"Cqmmunity Development District Special Assessment RèveI1·ü"ê~önds-/SeYîes 1996 (the'''1996 Bonds") as a Series of BO¡1'ds·,-and has authorized the execution and delivery of . 'th±-S'·~~i~r.st-Suppìer.ìc:ntal Indenture to secure -the 'issuance of the 1996 Bonds and to set forth the terms thereof. The District will apply the proceeds of the issuance of the 1996 Bonds to: (i) finance the Cost of the Series Project as further described in Exhibit A hereto and the Costs of Issuance relating to the 1996 Bonds; (ii) pay Capitalized Interest on the 1996 Bonds; and (iii) fund the 1996 Reserve Account. Pursuant to the Constitution of the State of Florida and Chapter 75 of the Florida Statutes (1995), as amended, the Bond~ were validated by jGdgment of the Circuit Court of the Twentieth Judicial District of the State of Florida in and for Collier County, Florida, rendered on October 14, 1996, the period for appeal having expired and no appeal from such final judgement having been taken. REDLINE,W51 (16ZR,W51) 16G 1 NOW, THEREFORE, THIS FIRST SUPPLEMENTAL INDENTURE WITNESSETH: That the District, in consideration of the premises, the acceptance by the Trustee of the trusts hereby created, the mutual covenants herein contained, the purchase and acceptance of the 1996 Bonds by the purchaser or purchasers thereof, and other good and valuable consideration, receipt of which is hereby acknowledged, and in order to secure the payment of the principal, premium, if any, and interest on, all Outstanding 1996 Bonds from time to time, according to their tenor and effect, and such other payments required to be made under the Indenture or hereunder, and to secure the observance and performance by the District of all the covenants, expressed or implied in the Indenture, this First Supplemental Indenture and the 1996 Bonds, does hereby assign, pledge and grant a security interest to the Trustee, and its successors in the trust under the Indenture, and their successors and assigns forever: All right, title and interest of the District, in, to and under, subject to the terms and conditions of the Indenture and the provisions of the Indenture pertaining to the application thereof for or to the purposes and on the terms set forth in the, In..denture, the revenues derived by the District from the Series Assessments described in Resolution -No. 96 -+-+ li..~=:lopted by,the Governing Body of the _Di s t ric l _.( the ,-~' 19 9.8.:.2.1.e.dg.e<LRevenues") and the Ser i es Accounts (except the SeLies_,Rebate-Account) established . .pursuant ,to_thed.Inderu:ure...:J.n_respe..c.t._Df the 1996 Bonds (t he "1996 Pledged Accounts"') which shé1llcomprise a part of the Series Trust Estate securing the 1996 Bonds (the "1996 Trust Estate"); TO HAVE AND TO HOLD the 1996 Trust Estate, whether now owned or held or hereafter acquired, unto the Trustee and its successors and assigns forever; IN TRUST NEVERTHELESS, except as in each such case may otherwise be provided in the Indenture, upon the terms and trusts in the Indenture set forth for the equal and proportionate benefit and security of all present and future Holders of the 1996 Bonds issued or to be issued under and secured by this First Supplemental Indenture, without preference, priority or distinction as to Lien or otherwise, of anyone 1996 Bond over any other 1996 Bond, And the District hereby covenants and agrees to and with the Trustee, for the equal and proportionate benefit REDLINE,W51 (16ZR,W5l) - 2 - 16G of the respective Holders from time to time of the 1996 Bonds, as follows: Section 1. There shall be an initial series of Bonds entitled "Fiddler's Creek Community Development District Special Assessment Revenue Bonds, Series 1996" (herein called the "1996 Bonds"). The Stated Maturity of the 1996 Bonds Shall be and the aggregate principal amount thereof which may be authenticated and delivered and Outstanding is limited to $ The 1996 Bonds shall bear interest from or from the most re.cent interest Payment Date to which interest has been paid or duly provided for. The 1996 Bonds shall bear interest payable semi-annually on and of each year, at the rate of \. The principal and the redemption price of, and interest on, the 1996 Bonds shall be payable at the Corporate Trust Office of the Trustee located at The 1996 Bonds shall.ini t ia llybC:. _'epresented by a Global Bond, substantially in the form of Exhibit B hereto (t he "Globa 1 Bond"), which sha 11 be-:',~lssued without coupons 'and -r-egist'ered"in theTiamf.'oft·he 'Depositary "Or its nominee . The Global Bond sha-llhave"-'such-'appropriate inser~ions;0missions,substitut~ohi!an~ othe~'variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required to comply with applicable securities laws or the rules of any securities exchange or as may, consistently herewith, be determined by the Authorized Representatives executing such Bonds, as evidenced by their execution thereof. Any portion of the text of the Global Bond may be set forth on the reverse thereof, with an appropriate reference thereon on the face of such Global Bond. So long as the Global Bond is registered in the name of the Depositary or its nomlnee, the Depositary or its nominee, as the case may be, will be considered the sole owner of the Global Bond for all purposes hereunder and under the 1996 Bonds, Neither the District nor the Trustee will have any responsibility or liability for any aspect of the records relating to or payments made by the Depositary on account of beneficial interests in the Global Bond. REDLINE,WSl (16ZR.WSl) - 3 - -----··~iII " . - - -,'-.' , .. n ,"--,', '. .~. .' , " . '. . --- ---~, 1 6G 1 Except as provided in this Section, holders will not be entitled to have 1996 Bonds registered in their names. Notwithstanding the foregoing, nothing herein shall impair, as between the Depositary and its participants, the operation of customary practices governing the exercise of the rights of a holder of any 1996 Bond. Unless and until the Global Bond is exchanged in whole for 1996 Bonds in definitive form, the Global Bond may not be transferred except as a whole by the Depositary to a nominee of the Depositary or by a nominee thereof to the Depositary or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary, Except as provided in this paragraph, the 1996 Bonds will not be issued in definitive form. If at any time the Depositary notifies the District that it is unwilling or unable to continue as Depositary for the 1996 Bonds, or if at any time the Depositary ceases to be a clearing agency registered under the Securities Exchange Act of 1934, as amended (or otherwise ceases to be eligible to be a Depositary), or if the Depositary requires the District to deliver 1996 Bonds in definitive form upon the occurrence of an Event of Default, t}le District will execute, and the Trustee, upon receipt of such executed definitive 1996 Bonds, will authenticate and deliver 1996 Bonds in~- definitive registered form without coupons in 'an aggregate_ face amount equal to the aggregate face amount of the ..- Global Bond and otherwise in accordance with terms of this' Indenture, in exchange for the Global Bond, In any such -- case, the Trustee shall execute and deliver a supplemental indenture reflecting the issuance of definitive 1996 Bends. Section 2. The 1996 Bonds may, at the option of the District, be redeemed in whole at any time, or in part on any interest Payment Date from the proceeds deposited in the 1996 Optional Redemption Subaccount, on or after , ____, by lot in the manner determined by the Trustee, at the redemption prices (expressed as a percentage of the principal amount of the 1996 Bonds) set forth in the following schedule, plus accrued interest thereon to the redemption date: Period Redempt.ion Price through through through --- REDLINE,¡'¡Sl (16ZR,WSl) - <] - _' ..4.. 16G 1 through and thereafter The 1996 Bonds shall be redeemed from the proceeds in the 1996 Bond Sinking Fund Account, in part by lot in the manner determined by the Trustee, prior to their scheduled maturity, at the times and in the amounts set forth below at a price of par, without premium, plus accrued interest thereon to the date of redemption: Year Principal Amount Year Principal Amount l' ~~y 1996 Bonds that are purchased by the District with amounts held to pay a sinking fund installment will be cancelled and an amount equal to the principal amount so pG~~R¿~éd will be applied as 'å,credit against the next succeeding sinking fund installment. Sinking fund installments set forth above shall be recalculated, as the result of the redemption of 1996 Bonds to reamortize the remaining outstanding principal balance of the 1996 Bonds in substantially level installments of principal and . interest over the re~aining term th~reof. The 1996 Bonds shall be redeemed (i) in whole on the earliest possible dac~ to the extent that there are sufficient proceeds de~Jsited in the 1996 Reserve Account to redeem all of the Outstanding 1996 Bonds at the principal amount thereof, without premium, plus accrued interest thereon to the date of redemption, and (ii) in whole on any date, or in part on the earliest possible interest Payment Date by lot in the manner determined by the Trustee, at the principal amount thereof, without l' Maturity, REDLINE.1o/51 (16 ZR, ~151) -5- 16G 1 premium, together with accrued interest thereon to the date of redemption, to the extent of any money held on deposit in the 1996 Prepayment Subaccount. Notice of redemption of the 1996 Bonds is required to be mailed by the Bond Registrar at least 30 and not more than$O'days prior to the redemption date to each registered holder of 1996 Bonds to be redeemed at the address of such registered Holder recorded on the bond register maintained by the Bond Registrar. On the date designated for redemption, notice having been given and money for the payment of the redemption price being held by the Trustee, all as provided in the Indenture, the 1996 Bonds or such portions thereof so called for redemption shall become and b~ due and payable at the redemption price provided for the redemption of such 1996 Bonds or such portions thereof on such date, interest on such 1996 Bonds or such portions thereof so called for redemption shall cease to accrue, such 1996 Bonds or such portions thereof so called for redemption shall cease to be entitled to any benefit or security under the Indenture and the holders thereof shall have no rights in respect of such 1996 Bonds or such portions thereof so called for redemption except to receive payments of the redemption price thereof so held by the Trustee, . Section-"'~~'-o· Simu}~an(.>øusly with the execution and delivery her..(¡¡O.~,.....,the,-.Dist:.cict shall establish with the Trustee each .~. the.. Serie;,;. Accounts and the Series Rebate .Þ.ccount in:yc:::spE:ct:··of t..:b~996 Bonds, to be denominated the "1996 Acquisition and Construction Account," the "1996 Cost of Issuance Account," the "1996 Bond Sinking Fund Account," the "1996 Interest Account," the "1996 Redemption Account," the "1996 Prepayment Subaccount," the "1996 Optional Redemption Subaccount," the "1996 Reserve Account," the "1996 Revenue Account," and the "1996 Rebate Account". Section 4. The proceeds of the issuance of the 1996 Bonds, $ , shall, as soon as practicahle upon the delivery thereof to the Trustee by the District pursuant to the Indenture, be applied as follows: (a) $ ,_, representing Capi ta 1 i zed Interest, shall be deposited in the Series Interest Account established in respect of the 1996 Bonds¡ lb) S , representing the Costs of Issuance relating to the 1996 Bonds, shall be deposited in the REDLINE.W51 (16ZR,WSl) -6- 1 6G 1 Series Cost of Issuance Account estabiished in respect of the 1996 Bonds¡ (c) $ , representing the Series Reserve Account Requirement for the 1996 Bonds, shall be deposited in the Series Reserve Account established in respect of the 1996 Bonds; and (d) $ , representing the balance of the proceeds of the issuance of the 1996 Bonds after the deposits described above, shall be deposited in the Series Acquisition and Construction Account established in respect of the 1996 Bonds. Section 5. The District covenants and aqrees that so 10nq as there are any 1996 Bonds Outstandinq, it sh~11 not cause or permit to be caused ~ny Lien aqainst the 1996 Trust Estate other than a Lien in favor of the 1996 Bonds ;r ~~ Lien ariainq in favor of the Trustee in connection with its fees and expenses Uflder the Indenture: provided, however, that the District reserves the riqht to issue bondsL notes or other ob1iqations payable from or secured by the 1996 Trust Estate Eledqed to the 1996 Bonds, but £DIy so lonq as such:bonds, notes or other obliqations are n~t entitl..ed to aLien upon the ·1996 Trust Estate equal or I;Irior ,~o..the Lien o~!t-hie-,-SuP'01r~e~allndenture aec~inq _ ..,tl1e 19~.§. B~~.9f!.:" Ea~È..I.--!l2tÐ..2.r other oblLCLills>n iS8~~ pure~~ to the ~~~ority of~þ..!:.prccedinq sent.ence. shall ,-=.£.$>.nBPicuous1y sta~~~~.....t.hereof .!-_hat such £þliqaJ:ion i·.9 ~.r:È~~h .obliqa~on ahall be, sl,èordi_n_ate and inferior_in rj.9'ht C?i Li'!:n ~~ pavmem~ to the Lie~ the ~n~~~tur~~~ 1996 T£~t Estat! and the r~qhta ~nq ~!!!edi~~z of tll~~~!!.. of B~C~ sub~inate deb.!: to payment ~d uJ4>.!l ~~u1 t_ tJl..areon and ~nder any' in8 trument secl.lrin-Q such eubordinat~~e~t shall not þe subiect to action f~ S9l1ectio:1_or acce~e~ion the~of except upon the exercise of and Bub;ect to the first and prior riQhte of the Trustee and Holders of th2 1996 Bonde to payment and the control of Lemedies and acceleration qranted hereunder and under the Indenture. Section 5~. The Indenture, as supplemented and amended by this First Supplemental Indenture, is in all respects ratified and confirmed, and the Indenture and this First Supplemental Indenture shall be read, taken and construed as one and the same instrument. Section ~ 1. In case any provision in this First Supplemental Indenture or in the Global Bond or the 1996 REDLINE.W51 (16ZR.WSl) - 7 - 16G Bonds shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions (or of any other Series of Bonds) shall not in any way be affected or impaired hereby. Section ~~. Nothing in this Supplemental Indenture, expressed or implied, shall give to any Person, other than the parties hereto and their successors hereunder, and the Holders of the Global Bond and the 1996 Bonds any benefit or any legal or equitable right, remedy or claim under this First Supplemental Indenture. Section 8~. This First Supplemental Indenture, the Global Bond and the 1996 Bonds shall be deemed to be a contract made under the laws of the State of Florida and this First Suppleme'otal Indenture and each such Bond for all purposes shall be governed by and constructed in accordance with the laws of the State of Florida. Section 9 10, All terms used in this First Supplemental In~nture not otherwise defined herein that are defined in the Indenture shall have the meanings set forth therein, Section ~ 11. This First Supplemental Indenture may be executed in any number of counterparts, each of which shall be an original; but such counterpar.ts' shall together constitute but one and the same instrument. Section ~ 11. The recitals contained herein and in the Global Bond and the 1996 Bonds, except the certificate of authentication of the Trustee thereon, shall be taken as statements of the District, and the Trustee assumes no responsibility for their correctness. The Trustee makes no representations as tq the validity or sufficiency of th~ Indenture or this First Supplemental Indenture or of the Global Bond or the 1996 Bonds and shall not be accountable for the use or application by the District of the Global Bond or the 1996 Bonds or the proceeds thereof. REDLINE,WSl (16ZR.WS1) - 8- 16G 1 IN WITNESS WHEREOF, the District'and the Trustee have caused this Firat Supplemental Indenture to be duly executed, and their corporate seals to be hereunto affixed and attested, as of the day and year first above written. SEÞ.L FIDDLER'S CREEK CO~~UNITY DEVELOPMENT DISTRICT Attest: Secretary By: Chairman, Board of Supervisors SEAL SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION, as Trustee Attest: Secretary By: Responsible Officer HEOLINE.W51 (16ZR,W51) -9- 16G 1 - - - - - - - - - - - - - - - - - - COMPAHISON OF FOOTNOTES ------------------ - FOOTNOTE 1- Maturity. ------------------ COMPARISON OF HEADERS ------------------ -HEADER 1- Header Discontinued -HEADER 2- Header Discontinued' -HEADER 3- Header Discontinued -HEADER 4- Header Discontinued -HEADER 5- Header Discontinued ------------------ COMPARISJN OF FOOTERS ------------------ -FOOTER 1- 09/09/96 S.OGpm· 11/18/96 11:41am 000016ZR.W51 -FOOTER 2- Footer Discontinued -FOOTER 3- Pooter Discontinued -FOOTER 4- Footer Discontinued -FOOTER 5- -u- REDLINE.W51 (16ZR.W51) -10- 16G 1 EXHIBIT B FORM OF 1996 GLOBAL BOND [TEXT OF BOND FACE) No. $ CUSIP , 1996 United States Of America State of I<'larida FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT GLOBAL BOND REPRESENTING THE SPECIAL ASSESSMENT REVENUE BONDS, SERIES 19-9.6~--- - ..---. . .... - .,~- _:..:.:. . .... .. - ..... FIDDLER'S CREEK COMMUNITY DEVELOPMENT, DISTRICT,:,.a-:-:;;::, community development district duly created, established and existing pursuant to Chapter 190, Florida Statutes (1995), (the "District"), for value received, hereby promises to pay to CEDE & CO., as nominee for The Depository Trust Company, or registered assigns, on 19 , unless this Global Bond shall have been previously called for redemption and payment of the redemption price shall have been duly made or provided for, but solely from th~ 1996 Trust Estate pledged for the payment hereof pursuant to the Indenture hereinafter mentioned and not .otherwise, upon surrender hereof,' the principal sum of ($ and to pay interest on the outstanding principal amount hereof, but solely from said assessments, from the date hereof, at the rate of (___%) per annum, payable initially on , 1996, and thereafter on each , and 000017CF,WSl 1 6G 1 EXHIBIT B Page 2 until payment of such principal amount, or provision therefor, shall have' been made at maturi~y or upon redemption. The principal of and interest on this 1996 Bond and the premiu~, if any, payable upon redemption, are payable at the corporate trust office of , Miami, Florida, or at the principal office of any successor trustee or paying agent appointed under the Indenture hereinafter mentioned. This Global Bond represents bonds comprising the first series of Bonds of the District (hereinafter referred to as, the ~1996 Bonds~) I issued under a Master Trust Indenture, dated as of , 1996, between the District and SunTrust Bank, Central Florida, National Association, Orlando, Florida, as trustee (the ~Trustee"), as amended and supplemented by a First Supplemental Indenture, dated as of , 1996 (the ~Supplemental Indenture~), between the District and the Trustee, (co~lectively, the "Indenture~), The 1996 Bonds are issued for the purpose of (i) financing the cost of acquiring, constructing and ,equipping the 1996 Project (as defined in the Indenture) and the Costs of Issuance (as defined in the Indenture), .(~i)paying_Capitalized_Interest (as defined in the Indenture) on_the 1996 Bonds, and (iii) funding the 1996 Reserve Account (as defined in the Indenture). THIS GLOBAL BOND AND' THE 1996 BONDS REPRESENTED HEREBY SHALL NOT, DIRECTLY OR INDIRECTLY, OBLIGATE THE DISTRICT, THE STATE OF FLORIDA, OR ANY POLITICAL SUBDIVISION THEREOF, TO LEVY ANY FORM OF TAXATION THEREFOR OR TO MAKE ANY APPROPRIATIONS FOR THEIR PAYMENT OTHER THAN FROM THE 199G PLEDGED REVENUES; NO OWNER OR ANY OTHER PERSON SHALL HAVE THE RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREI'1 TAXING POWER OF THE DISTRICT OR OF ANY AD VALOREM TAXING POWER OR NON-AD VALOREM SPECIAL ASSESSMENT POWER OF ANY OTHER PUBLIC AUTHORITY OR GOVERNMENTAL BODY POLITIC TO PAY THE PRINCIPAL OF, OR INTEREST, AND PREMIUM, IF ANY, ON THE GLOBAL BOND AND TilE 1996 BONDS REPRESENTED HEREBY. All acts, conditions and things required by the Constitution and the laws of the State of Florida, the ordinances and resolutions of the District, and the provisions of the Indenture to happen, exist and be performed prior ro the issuance of this Global Bond and the 000017CF.WSl EXHI1I~~ 1 Page 3 1996 Bonds and the execution of the Indenture, have happened, exist and have been performed as so required. This Global Bond and the 1996 Bonds shall not be valid or become obligatory for any purpose or be entitleq to any benefit or security under the Indenture until the Certificate of Authentication endorsed hereon shall have been duly executed by the Trustee. THE TERMS AND CONDITIONS OF THIS GLOBAL BOND ARE CONTINUED ON THE REVERSE HEREOF AND SUCH TERMS AND CONDITIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH HEREIN, IN WITNESS WHEREOF, Fiddler's Creek Community Development District has caused this Global Bond to be executed in its name and on its behalf by the manual or facsimile signature of the Chairman of its Board of Supervisors and its official seal to be impressed or imprinted hereon and attested by the manual or facsimile signature of a member of the Board of Supervisors de~ignated for the purpose, all as of 1996. ;~ést: FIDDLER'S,'èREEK CÖMMÜNITY' DEVELOPMENT DISTRICT " "- -- -- ..~ .1 ~ 1..·._:..\ -- . ...- .__..~ ..-..-..-.. -.... ~....",.:................_..~ By: Secretary By: Chairman, Board of Supervisors (Official Seal] 000017CF.W51 · .. .... ~ i> . j ,:...' . - -. ~ t , .' .:"\fr \...¡ .' , -'\. ..:.~,; ".. ", .;~..". "j..i....,·1'~.... ,../...;: '·....I;:~~:..~:.r .;7:_, .,," .~>...'.'... ... ·j..r~·\~......\~··..... ~. í . 1'. , '1, 16G 1 EXHIBIT B Page 4 [FORM OF TRUSTEE'S CERTIFICATE OF AUTHENTICATION} This Global Bond is the Global Bond described in the within-mentioned Indenture. , as Trustee Date of Authentication: By: Responsible Officer [REVERSE OF GLOBAL BOND] This Global Bond and the 1996 Bonds represented hereby are issued under and pursuant to the Constitution and the laws of the State of Florirla, particularly Chapter 190, Florida Statutes (1995), ~nd the provisions of the Indenture, executed counterparts of which are on file at the corporate tTust office of the Trustee. The terms of ,the."lndenture, :including, among others; wi th respect to the custody and application of the proceeds' of the 1996 Bonds, t-he 'oollection:andðisposit'ion 'of:re~v.enues· and t-he funds charged with and pledged to the payment of the principal and interest on, the 1996 Bonds, the nature and extent of the security thereby created, the covenants of the District with respect to the levy and collection of the Series Assessments (as defined in the Indenture) relating to the 1996 Bonds, the terms and conditions under which the 1996 Bonds are issued, the rights, duties, obligations and immunities of the District (including, without limitation, the obligation to provide continuing disclosure as set forth in Section 7.16 thereof) and the Trustee under the Indenture and the rights of the holders of the 1996 Bonds, are incorporated herein by reference. Notwithstanding, anything in the Indenture to the contrary, each holder of the 1996 Bonds shall have the right to enforce the provisions of Section 7,16 of the Indenture. By the acceptance of this Global Bond, the holder of this Global Bond and the holders of the 1996 Bonds represented hereby assent to all of the provisions nf the Indenture. The 1996 000017CF.W51 16G 1 EXHIBIT B Page 5 Bonds are equally and ratably secured by the 1996 Trust Estate, without preference or priority of one 1996 Bond over another. The Supplemental Indenture does not authorize the issuance of any additional Bonds ranking on a parity with the 1996 Bonds as to the lien and pledge of the 1996 Trust Estate. The 1996 Bonds are issuable only as registered bonds without coupons in denominations of $5,000 or any integral multiple of $5,000 in excess thereof. The 1996 Bonds may, at the option of the District, be redeemed in whole at any time, or in part on any interest Payment Date from the proceeds deposited in the 1996 Optional Redemption Subaccount, on or after , by lot in the manner determined by the Trustee, at the redemption prices (expressed as a percentage of the principal amount of the 1996 Bonds) set forth in the following schedule plus accrued interest therev.1 to the redemption date: Period - .. - - ~- RedemPtion Price through through through through and thereafter -- --..........._~...~ The 1996 Bonds shall be redeemed from the proceeds in the 1996 Bond Sinking Fund Account in part by lot in the manner determined by the Trustee, prior to their schedu~ed maturity, at the times and in the amounts set forth below at a price of par, without premium, plus accrued interest thereon to the date of redemption: 1:ear: Principal Amount Year Principal Amount --~ - - -------.---- ~_._.- ~----~--,-- ----.--------.,. -- --- ---_._-- --------- ------ ---" ~---~-_.- --- 000017CF.W51 16G 1 EXHIBIT B Page 6 .)":.......:!~ '. ;:d~~,,'· 1/ Any 1996 Bonds that are purchased by the District with amounts held to pay a sinking fund installment will be cancelled and an amount equal to the principal amount so purchased will be applied as a credit against the next succeeding sinking fund installment. Sinking fund installments set forth above shall be recalculated, as the result of the redemption of 1996 Bonds to reamortize the remaining outstanding principal balance of the 1996 Bonds in substantially level installments of principal and interest over the remaining term thereof. The 1996 Bonds shall be redeemed (i) in whole on the eax'liest possible date to the extent that there are _~sufficient,proceeds deposited in the 1996 Reserve Account to redeem all of the Outstanding 1996 Bonds at the ,::-:,::-prinr::ipai ,amount thereof, without premium, plus accrued "ro:-':-"interest· t:hereon to the date of redemption, anè. (i i) in --whole on any date, or in part on the earliest possible .,int,e:cest-. pa·yment Date by lot in the manner determined by the Trustee, at the principal amount thereof, without premium, plus accrued interest thereon to the date of redemption, to the extent of any money held on deposit in the 1996 Optional Redemption Subaccount. Notice of redemption of the 1996 Bonds is required to be mailed by the Bond Registrar at least 30 and not more than 60 days prior to the redemption date to each registered holder of the 1996 Bonds to be redeemed at the address of such registered Holder recorded on the bond register maintained by the Bond Registrar. On the date designated for redemption,' notice having been given and mon~y for the payment of the redemption price being held by the Trustee, all as provided in the Indenture, the 1996 Bonds or such portiohs thereof so called for redemption 11 Maturity. 000017CF,W51 ._ _____~~............A.4' - -".:..&III! -" -- - -.- -... - --,-- .-.-....... 16G EXHIBIT B' Page 7 shall become and be due and payable at the redemption price provided for the redemption of such 1996 Bonds or such portions thereof on such date, interest on such 1996 Bonds or such portions thereof so called for redemption shall cease to accrue, such 1996 Bonds or such portions thereof so called for redemption shall cease to be entitled to any benefit or security under the Indenture and the holders thereof shall have no rights in respect of such 1996 Bonds or such portions thereof so called for redemption except to receive payments of the redemption price thereof so held by the Trustee. The holders of this Global Bond and the 1996 Bonds ~epresented hereby shall hav~ no right to enforce the provisions of the Indenture or to institute action to enforce the covenants therein, or to take any action with respect to any Event of Default under 'the Indenture, or to institute, appear in or defend any suit or other proceeding ~'ith respect thereto, except as provided in the Indenture. In certain events, on the conditions, in the manner and with the effect set fo~th in the Indenture, the çrincipal of all th~ 1996 Bonds then Outstanding under the Indenture may become and may be declared due and payable before the stated maturities thereof, with the interest accrued thereon. Modifications or alterations of the Indenture or of any indenture supplemental ehereto may be made only to the extent and in the circumstances permitted by the Indenture. Any moneys held by the Trustee in trust for the p,lyment and discharge of any 1996 Bond ...¡hich rema~n unclaimed for six years after the date when such 1996 Bond shall have become due and payable, either' at it3 stated maturity or by call for earlier redemption, if such moneys w{!re held by the Trustee at such date, or for six (6) years .af tcr the da te of depos i t of such moneys if deposi t.ed with the Trust.ee aft.er the date when such 1996 Bond became due and payable, shall be paid to the District, and thereupon a~d t.hereafter no claimant shall have any rights against tte Trustee to or in respect of such moneys. This 1996 Bond shall be governed by and construed in accordance with the laws of the St.at.e of Florida. OOlJ017CF.W51 .L bu 1 EXHIBIT B Page 8 It is hereby certified that the following is a true and complete copy of the text of the legal opinion of White & Case, Miami, Florida, regarding the issue of the 1996 aond.,~J:~þe original of which opinion was manually executed, dat'e'd~t'id issued as of the date of delivery of and payment Eor the 1996 bonds, and a copy of which is on file with the undersigned: [FORM OF BOND COUNSEL OPINION] O:>0017CF.W51 16G 1 ASSESSMENT METHODOLOGY FOR FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT Updated October 25, 1996 1.0 Introduction 1 .1 Purpose This report provides a methodology determine the amount of community development district debt to be allocated to properties within the Fiddler's Creek Community Development District. The report is designed to be used by the District during the course of its assessment hearings under Chapter 190, F.S, 1.2 Background As described in the report by Hole, Montes & Associates, Inc., District Engineer, the Fiddler's Creek Community Development District includes 1,389.8 acres. The developer plans envision all of the property developed into a master planned, fully amentized community offering a maximum of 6,000 residential units, The essence of the assessment methodology is a four step process. First, the District Engineer determines the costs for all improvements needed for the buildout of the community. Second, the District Engineer divides these costs into those which are roadway related (including street lighting and other appurtenances and improvements) and those improvements which are not related to the roadways. Third, the costs for providing roadways are divided amonq the benefiting properties on the basis of the volume of trips that eac ¡J< ,0'(;1 is Pi ûjected to generate once it is developed. Finally, the costs Il)r ;,~i nther improvements are divided among the benefited proper1ic ',: (l;':..1tiunship to their development potential measured on the basis ¡f ';qUivé" rd (!welling units (ERUs). 16G 1 2.0 Assessment Methodology 2.1 Overview The District Engineer has developed a master improvement program to support the full development of land in the District. Including inflation, thesp. costs total $65,331,000. Based on these estimated costs, the size of the bond issues needed to generate funds to pay for these construction costs were determined to total $93,295,000. Initially, none of the land in the District is subdivided or platted. The parcels and their land uses are what the developer plans to provide to the market, however, this is hypothetical until platting occurs. So, initially, when bonds are issued to support infrastructure in the District, the debt will be spread evenly across all of the land in the District on an acreage basis, As actual development and platting occurs, the precise land use for each platted parcel will be determined. At that time a more precise allocation of debt to the platted parcels can be accomplished. The methodology for making these allocations is outlined below. The numerical examples provided are based upon the developer's current land use plans. Should these change over time, the allocations to individual parcels will also change. However, to assure that there will always be sufficient develooment potential remaining in the undivided property to assure paymer.l of debt service after any plat. the following test will be applied at each plat. The test is that the debt per acre remaining on the unplatted land is never allowed to increase above its initial level. Thus, if the initial debt level is $100 per acre, every time a plat is presented the debt on the land remaining after the plat must remain below $100, If not, then to approve the plat the District will require a density reduction payment to that the $100 per acre is not breached, Thus, the debt allocation methodology provided below is really a process by which the District can allocate debt to particular parcels of land at the time of platting, The procedures also assure that debt will not buildup on undeveloped properties creating potential assessment problems. 2 16G 1 2.2 Development Program Table 1 outlines the expected development program for the land comprising the District. The program anticipates a mixture of predominately residential uses as well as extensive amenities. Table 2 provides the estimated absorption schedule for the project. 2.3 Cons.truction Cost Estimates The District Engineer has estimated the costs of all improvements $65,331,000, Table 3 provides the breakdown by type of expense. These are broken into five phases, Each phase is estimated to last two year. However, this timing may change depending upon the actual pace of sales, 2.4 Bond Sizings To generate the funding needed for the proposed construction program, the District plans to issue revenue bonds. Five series of bonds are projected, one for each development phase (see Table 4), The bond size exceeds the construction estimates for a variety of reasons. Most importantly, the sizing includes the provision for up to 24 months of capitalized interest. This allows for the completion of the improvements prior to assessing properties for their payment. The bond structure is anticipated to be a 20 year term bond with level annual debt service. The interest rate is anticipated not to exceed 8.75%. 2.5 Estimates For Trips and EDUs Table 5 provides an illustration of how the allocation methodology is designed to work, This illustration is based upon the latest land use plan described above, As noted previouslv. debt related to roadways is allocated among the benefiting parcels on the basis of the volume of trips which eact) is projected to generate when fully developed. Since the roadways and related improvements were specifically designed to accommodate the traffic generated by the proposed land use plan. this allocation procedure is quite reasonable. It directly allocates debt to specific properties based upon the benefit that each one receives from the development of the District's roadway system. 3 16G 1 The portion of debt incurred to fund the remaining. non road related, improvement in the District is allocated to benefiting properties on the basis of development intensity and density. These are measure on the basis of ERUs. For each residential parcel the ERU depend upon the inverse of the density for each type of product. Single-family detached "A" units are the base and are set at 1 ERU per unit. All other residential properties are measured as the inverse of their densities compared to the Single-family "A" unit base. Non residential land uses are assigned an ERU based upon a standard of 1,000 square feet of build out space. These allocations for ERUs are based on the principal that all of the non roadway infrastructure will benefit each acre of land developed in the District equally, This is reasonable in light of the benefits which derive from stormwater management, security, landscaping and the like. There is no basis to distinguish the benefits one acre receives from these services compared to any other dE:veloped acrE:. All benefit equally, so all must stlare in the costs equally. 2,6 Debt Allocation In Table 6 debt is allocated to each parcel of land depending upon their share of total trips and total ERUs projected for the District at buildout. The allocations are the procuct of the calculations in Tables 4 and 5. 2.7 Tax Roll The tax roll for the District will allocate the costs for the infrastructure initially on an equal acreage basis across all land in the District. As land is subdivided and platted. each platted parcel will receive a new allocation based upon its specific land use, However, until there is a plat, the ultimate land use cannot be determined, nor can the ultimate debt allocated to that parcel. 16G 1 I~>·.. ·I;~f;{ "",' i'R :1:.;¡. Density .unI1s. EB.U Biisidentla' Units De/ached Single-family A 2.5 143 1,00 . Single-family B 2,8 212 1.00 Single-family C 5.0 62 1.00 Club View 5,5 392 1,00 Patio 6,5 401 1.00 Attached Manor 6,0 282 0.50 Quad-Villa 8.0 702 0.50 Multi Family 12,0 U1-3 0,50 10tal Residential 3,507 C..QJJlmer.çja.lSQuare Feet (QQ~} Retail 8,3 286 0.30 OHice 6.4 27 0,39 Club House 5.4 .31 0.46 T:>tal Commercial 344 10/25/96 'FISHKIND & ASSOCIATES, INC. PagE ~;. ¡I f;'~Tffi~:~; ,·,·.·,··;Jf, ,- ," ...~. ~f;;~)h1~ ,'- "::.:.::..;.. ;/"i.:,.;1:'~;; ~ ,. {':th1~ . .;. ~."';- "~:" {I~~ "::::~:;~f ; g~~rt:·:\;~ç: .,. "';:-'.:;": ··t:>;i~i~{-;;; '. !;~f:~;~:~' ""', .:>':::".:v ,. {-. .~:. '~<.: ',''; -:.. .;..... ",. ... ...."..... ;.':-"~' y;.;..";::::::; ::;¡ /':;:::~';:::'~'::);:::; 1\1 .,..., '·I;C~~i;;.J ),r;µ,[~rg ."..~ J~"'I~' .UI '...,"'.......'...J: ',......~ "0 liii ;luH,' n: ,~».: ~~~'O ';@. W{;:tc.n ~~\þ,~j~¡ ~ ~ ~ ~ ~ /<:::" O__OQJO .... ON 04 .... M"'" ... .... 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Ii'!. ~ a. l[), Cût'--'-"-,.-ONO<.D.- V},-(f)(f)V},.-V}NNV)- I.h V} V} fR ~ l[)NlfìCûC")OQ l() 1', ill ill '<t a) ~ (Y) cû cû r--- (') <i.J ,.-~ (\J~C") T- ('.1 N a) (\J CDC")O'? critÒ...- Cû(f)(\J N (T) ~ ill '<t CD 000 000 000 '<tOO <.DNa) <.D.-.- C")'<t'<t r---r---r--- 000 000 CûC")C").-<.Dr---C") 0000000 000.-000 0000000 NONO'<tOCû (J)C\Jt'--a)a)C\J0 ~c;j~~~~~ r--- r... r--- t'-- t'-- t'-- t'-- 0000000 0000000 16G 1 t'-- <.D If) o o '<t o .- V} o o '<t C") A, '<t N <.D V) .- CD N C") l[) <.D r--- t'--_ 0) V} C") a) '<t cû l[) cû o (J) V} \() (J) (D r--- N -' <t: I- o I- Q) en ro Cl.. o 2 Cf) w I- « o o Cf) (f) « <>6 o 2 2 :r: Cf) LL <.D $ ~ o 16G 1 ENGINEEH'S REPORT FOR TIlE FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT J'REPARED FOR nOARD OF SUPERVISORS fIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT ENGINEERS: [IOU:, MONTES & ASSOCIATES 715 IOn: STREET SOUTH NAPLES, FLORTDA )4102 FINANCIAL ADVISOR: FISHKIND AND ASSOCIATES 2<12<1 RESEARCH PARKWAY, SlIITE 275 ORLANDO, FLORfDA 32826 JULY, 1996 16G 1 TABLE Of CONTENTS SECTION P AGE NO, I, INTRODUCTION 2, DISTRICT BOUNDARY AND PROPERTIES SERVED 5 ], PROPOSED DISTRICT INfRASTRUCTURE 10 4, OPINION Of PROßAI1LE CONSTRUCTION COSTS 15 5. PERMITS 26 I~I1LES TABLE I - I.AND USE SUMMA:<. Y ] TABLE 2 - SUMMARY Of OPINION Of PROBABLE COSTS FOR THE DISTn.ICT fNfRASTRUCTURE [6 TABLE] - DESCRIPTION OF DISTRICT INfRASTRUCTURE COMPONENTS AND OPINION or PROBABLE COSTS 17 EXll.LJ1,nS EXUTßIT. ì - LOCATION MM> 2 EXHIßIT 2 - DISTRICT DOUNI):\R Y I\ND PROPERTŒS SER VFD 6 EXHIDITJ - PUD ZONING AND ClJiZRENT CONSTRUCTION 7 APPENDIX "A" 27 16G 1 I. INTRODUCTION 1.1 Description of thc Fiddler's Creek Community Fiddler's Creek is a proposed 1,389,77 acre residential community located in Naples, Florida within Collier County, r:1orida (See Location Map-Exhibit 1). The community will be fully amenitized and will offer a maximum of 6,000 residential units including single-family detached, patio and zero lot line, duplexes, single- family attached and townhouse, and multi-family dwellings; commercial areas; two ] 8-hole golf courses; a stonnwater l11:Jnagernent system; wetland preserves; full utility infrastructure; landscaped roadways; gated entries; and landscaped perimeter berms. A land use summary is shown in Table]. A Community Development District (herein called the "District") is proposed for Fiddler's Creek to constnJct, operate, and maintain the necessary :r1fr;:stl1lcturc [0 service the community. The commtlliity will be dcvelop{:d in phases in response to market demllnds, Five phases of 11lajor inÎrastnJC!ure construclion are anticipatcd Construction of Phas~ : began in December ì 995 and consists of infrastructure to support approximatcly 1,\ 00 residential unit~, exotic removai, and excavation of a portion of Fiddler's Creek which wil! be a marsh buffer and spreader sWélle system. Phases of subsequent construction will contirlllc thll)Ugh year 2003 whcn the community is expected to bc completed. The ~xrected phasing is (I~ follows: -l="'EXPECTED YEAR --1 P!U,SE OF COMPLETION -~ -- -- ----- 1997 ---- '------ 2 1998 - --- 3 1998 4 2002 5 2003 N.T.5, /0 ":' ....."> /9 - 'f) .r..J r- C c, r) <t J ~ .'1 o )) ') ~I o « o a::: .. <5' "Þ 'ì.-'ì.- .?J I [) W I- -< « --.:.._~ .: ·..c'. ~ ~ ,'. "-_r----'LJ ) ,/ r¡ iJ ( J ,/ .J ( .J ,/ ~ ..4l1~ ,Ii cg lit{ 01 .Átauco tfJCð ~J' ~ .~/ }'''1~1 ~ ....... . "1-tt1 1'J? "11(,) VlCINTT' MAP N. 1.5 77 .....'" "b< /J /0' "~ ~ /,9 , ) ) .- I=IDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT HOLE MONTES & ASSOCIATES E~ER5-PLAHN€RS·8ORV~YOAS LOCA TION MAP c.III(c"m ~: f'NCUtC" w.r.C. 93 CA'....... n ; J€r. ~ JRf JIJ [>f.!( ; DtHO! !if96 7\:; Io-h St,..t S., Nop''', fL 3J9J9 - Phon. : (9<1) 262-<617 16G 1 TABLE 1 LAND USE SUMMARY (~70"~Ià~.~:~r~[;~~'-i:m{r~-;,T-'"i-r:;:.-.-- '-·-::·';7:·~z.1CkW-- '~'-'-'-"[/r~. J''j.9ð ~ ~'f"\<'""'¡:""";~'r ";''',/.,1-0':'''' ...;.,. Cn ,:~,.·,~.-æt~ J~~,;~~~l:~~~4_.'" ·i\~;~::(~~::}~:~:~':-~·I:~~:·': ~,.:~. ~i:~.'J;i :·~·~1·~: : . '.~' :':_"'~ ~~ ;;. :;....:.,~::~: J ' L.:'L~_._..:",,,,:.i..{lli.,_...~:..;~,.:... ...1"._,..., ___ _,_~.:......:6_____,_,__.iS1 __ _, "~_..__J ~~ RESIDENTIAL 541.78 39.0 COMMEltCIAL , 33,62 2.4 PARKS 13,67 10 fe'S GOLF COURSEJCLUD/ MAINTENANCE I t 1,60 102 CLUB CENTER 11.00 ° S COMMUNITY fACILITY 6,03 0,'1 RIGHT-Ofo-WA Y 82,08 5.9 PRESER VE 243 37 17 :; f- -- LAKES 152.81 110 --- -------- ,- FIDDLER'S CREEK 82,55 :; l) - M1SC. (Open/Easements) 8\.26 5 <) --, - -----, TOTAr, 1,389,77 1000 - ...J 3 16G 1 1.2 Purpose alld Scope of the Report The purpose of this report to provide a description of the Fiddler's Creek community and the District which will serve the community; the capital improvemcnts to be const!l.Jcted and financed by the District; and an apportionment of the costs for the capitaJ improvements, and their operation and maintenance The fInancing and assessment methodology will be developed by the District's flnanci;-¡\ advisor. " 16G 1 2. DISTInCT BOUNDARIES AND PROPERTIES SERVED 2.1 District Boundaries Exhibit 2 delineates the proposed boundaries of the District The District is surrolJl1ded by residential, preserve, agricultural, public and undeveloped land uses including !,J,S. 41 to the north; Imperial Wilderness Mobile Home Park and agricultural uses to the east', state preserve lands to the south; State Road 951, POrl-l\u-Prince and Woodlake Mobile Home Parks to the west; and undeveloped and public lands to the northwest 2.2 Description of Properties Served The District is located in Sections II, 14, 15,22,23 and 2'1, Township 51 Soulh, Range 26 East, Collier County, Florida, The Districl boundaries arc under thc ownership of95\ Land Holdings Joint Venture The eXisting land within the District consists of fallow agricultural fields, wellands, ,ìnd forested open space, The terrain is flat with elevations ranging from I to Ô feet NGVD Ground water ;s generally located at or above the surface \,,) O:1C Îootbc\ow natural grade dmlng the- rainy season. During the dry sea SOl) wilter table elevations may drop 2 to 3 feet The cl1lirc property within the District is zoned "Planned Unit Devdopr11cnt"(PUD) and is depicted as such on Exhibit 3 5 ~~ "- 2/ "') , , ,,'" /5. / j) d E Q --... :J () ~ cO 01 I "Ì // ",tx ",C) ~/ 1 '0 ~'--'" wa::1X ....... ~W:f. .......--.... -I Z ,~. 00.( uV)t- u..~~ o~~ ,,¿, 00 ocu 4: g~ Z :J o U ~'~ x. :.d r'J 'F) --, ---.- ._-- iF) /' V1 iD :r X ~, // ....J « ld ~~ t (-'" ,~) w (/) a:: :J o u t.... -I o C> o I") t: Z :J (/) lLJ a:: 0,..., It- If)~ Cl. Oq: u a::t- 4:0 :i~ . ' .-.' ". 16G 1 <9/ ,,<>.> .....^:> ¡S. 2:.it~:,ò ":" '. ... .'_. . .-..--'-' · ,~~.. '. -. --'- -.. . ." ...... .....~. ..' -. - .. d..H,~..__ '~'._"'-~ · .-........... .'_. · -'.,--- ...... _. ~'.. þ.- .-.... -'... · . .::~ ~:'~'~ <-.}~~,; >.:.::~ -. N " -.' v <'I' rt '" ('\'-...';" ,,'^ ç ¿,-" ,H . ~ ill a: ü C/) à: ~ o Q' u.. o 0(: o::Z <{:J 00 mu ..J 0:: Ow 0::] I-I uO (/)u ISG OVOtJ 31VlS ~ ,.-) rJ) /' FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT ,.....j ~ H\hI C'4.:CII((D ... : ..T.C. _rt: .ø o..rt : ~1II()o. HOLE MOl-fTE3 & A330CIA TES ENQiNEEA8-PI-AHNER:S- :lUHVEY0R8 DtSTR\CT BOUNDARY AND PROPERTIf:S SE~~VFf) flU. 3 DHI -) 715 I~" Strut S,. ~opl... n.. 1~']9 .. ,,""". : (HI} 161-4611 1 6G 1 1 2.3 Existing Infrastructure The District is located within the Collier County Water-Sewer District which w111 prov1de water, wastewatcr and irrigation water services to the project. The Collier County ,Board of County Commissioners serve as Ex-Officio governing board of the Collier County \Vater-Sewer District Potable water for the rroject witl be rrovided by connection to and extension of existing County Water-Scwcr District water mains. There are existing water mains located a10ng U S4\ to the north, St(\te Road 95\ to the west, and existing Championslup Drive and Marriott Club Drive within the District. The mains range frol11 8 to 12 inches in diameter. Potable water witl be provided by the Collier County Regional W3ter Systcm, Wastewater from the community witl be collected within the site and transportcd by forc~ main to Master Pump Station 3.16 of the Collier County Water-Sewer District Thc wastewater is thcn pumped via force maif\ to the South County Regional Wastewater Treatment facility, Irrigation water scrvice will ultimately be provided by the County Water-Sewer District a,:> reclaimed watcr becomes available from the South County Regional Wastewater Treatment Facility and from the proposed stOí1l1water irrigation utility Until thc County Water-Sewcr District is able to provide adequate reclé\imed watcr froíT1lhe South County l"tegional Wastewater Treatment Faci!ity (<\l1d , If,ncccss(\ry in the future, to supp1cmentlhe service), on-site 8 16G 1 irrigation water storage and pumping facilities wilt also be provided by the District. The District is located within the McIlvane Bay watershed, Existing runoff from the District flows overland to state preserve lands to the south. The preserve lands discharge into Mcllvane Bay which is a tidal system, The District is adjacent to two major roadway arterials including U.S.41 to the north and State Road 9S I to the west. The District will havc three major connections to these arterials The District is located within the franchise areas of Florida Power and Light, and Sprint United Telephonc Service Cable service is available from a number of qualified suppliers, These utilities are expected to provide electrical power, telephone service, and television cable to the District. In summary, al1 utilities afe available to the property or will be during the development of the infrastructure C) 1 óG 1 3. PHOi)OSED DISTRICf INFRASTRUCfURE 3.1 Summary of the proposed District infrastructure The District infrastructure will generally consist of the following: · Roadways · Utililies · Earthwork ~nd Clearing · Stormwatcr Management · Roadway Lighting · Landscaping · Security · Wctland Mitigation and Monitoring · Off-Site Improvements 3.2 Roadways The roadways within th~ District will consist of2-lane 1IlHliv(kd ;¡nd 4-1ane divided sections The roadways will serve the various land uses within the District and will connect to existing public roadways which bordcr the District The roadways will be constructcd within plattcd rights-of -way It is currently estimatcd that I J miles of roadway will be constructed The roadways will be constructed of stabilized subgrade, limerock base, asphalt paving, curbing, sidew~lks, b'¡kc paths,signage, and striping.. The roadways will also include landscaping and street lighting which arc described in subsequent sections, 1:he roadways will be designcd and constructed in accordance with appropriate Collier County and PUD Standards 10 16G 1 3.3 Utilitics The utilities within the District will consist of potable water. wastewater and irrigation systems which will be designed and constmcted in accordance with appropriate Collier County Water-Sewer District and Florida Department of Environmental Protection standards. It is anticipated these facilities will be conveyed by the District to the Collier County Water-Sewer District by the District for ownership, operation, and maintenance after completion of construction The potable water facilities will include' distribution mains with required valving, fire hydrants and water services to individual lots and development tracts Conncctions to the existing County system will bc made at State Road 95 \ lO the wesl, U SA1 to the north, and to thc cxisting watcr Illain along Championship Drive within the project. 11 is currcntly estimated that 52,500 lineal fcet of water main will be constnlcted The wastewater facilities will include gravity collection mains with inclividuallot sewer services, collection system pump stations, and force mains to connect to the existing Collier County system at Master Pump Station 3. ¡ 6 which is located in the northwestern extremity of the #.. . I developmcnt It is currently estiinated that 17.000 lilleal feet ot'gravity collection syslclll, t\2,OOO lineal feet of force main, and 12 pumping stations will be constructed. The irrigatiol\ system will include irrigation water storage lakes in which waleI' from on-sitc lakes and/or reclaimed water can be stored', an irrigation 11 16G 1 pumping facility; and irrigation transmission/distribution mains with services for lots and development parcels. Initially on-site lakes will be used as an irrigátion source until reclaimed water-stormwater becomes available, The irrigation pumping facility will deliver irrigation water to users withinlhe District It is estimated that 55,000 lineal feet of irrigation transmission/distribution main will be constructed 3.4 Earthworl< and Clearing Stonnwater management lakes within the District will be excavated and the material will be used for fill of roadways, p~rimeter berms, golf course construction and development tracts It is necessary to fill these componenls to provid(~ minimum flOished elevations for typical storm events and £1ood protection The lakes will be excavaled in accordance with the size and depth requirements of Collier County, South Florida Water Management District and the Oellona Seulemcnt Agreement. Approximalely 270 acres of lakes will be excavated resulting in 6,2 million cubic yards of fill which \vill be used to complete roadways, benns, development tracts and the golf course 3.5 StorrHw:1ter Mall:1gclllcllt The District stormwater management system will consisl of excavated slormwater managcment lakes, drainage pipes, calch basins, swales, bem1s and water control structures. S\:' ¡~"'?ter runolT from the areas within the District will bc collected and 11,\',;:lJrled to lhc stormwaler management lakes for water quality tr.· , . _'fll! "Y:l:cr quantilY storage. The 12 "~""-, :_:"f~-I"~:,·.,· .-- ,"~r-"~"------.";' ~".-, -. 'I,,' - . '-. .Ï1.~'-"" ,,~.;:,..~,,:, ,.,.. ',',~,. .\ \1'" '.' . "..~~~ '!1-.).. 16G 1 stormwater will discharge from water control structures to spreader swales which will discharge into preserve areas to the south. The stormwater management system will be designed in accordance with South Florida Water Management District standards for water quality treatment, water quantity storage and nood protection. 3.6 Hoadway Lighting Street lighting will be constructed along the roadways within the District. Lighting poles will be spaced approximately every 200 feet along the 4-lanc sections and every 150 feet along the 2-lanc sections. It is currently estimated that 300 poles will be installed Single or double luminaries will be installed as required 3.7 Landscaping Landscaping will be provided for the roadways, perimeier berms, and District entrances The landscaping will consist of sod, annual nov.-ers, shrubs, ground cover, ¡¡lIoral plants, (lnd trees, Existing native vegetation will be worked into the landscape plan where possible 3.8 Security Security for the Distnct will be provided with guardhouses at the main entrances, perimeter berms, walls and fences, and elcctroruc security The manned guardhouses will control acœss to and through the District, The: community will be further secured by a combination of perimeter benns. walls, and fences. These facilities will all be landscaped 10 blend into the environment. Special facililies stich as remOle security C3meras and sensors 1 '6G 1 may be utilized in the most exclusive areas to alert District security personnel to unaulhorized entry, 3.9 Wetland Mitigation and Monitoring The Weiland mitigation wilhin the District will consist of the construction and planting of aqualic littoral zones, remova\ of exotic plant species and enhancement of wetland hydropcriods within the wClland preserves and wildlife management area, 3.10 Off-Site Improvements Off-sitc improvements will include the construction of turning lanes, and signalization at Stale Road 951 to the WCSl and U S '1\ 10 the north, \t1 1 '6G 1 4. OPINION OF PROBABLE CONSTRUCTION COSTS Table 2 presents a summary of the totals of probable costs for the District infrastructure. A portion of the infrastructure will be financed by the Developer with the remaining infrastructure to be financed by the District. Table 3 provid~s opinions of probable costs for the individual components of the District infrastructure for roadways; utilities (water, wastewater, and irrigation); earthwork and clearing; stormwater management; roadway lighting; landscaping; security; wetland mitigation and monitoring', and off-site improvements. The sub-total cost in each category includes an opinion of COSl with a 15 percent contingency. The Phase I cost is in 1996 dollars. 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'2 0.. s::. ëõ u J> õ OJ -1 l- I- <t: .c "e - :J 0 0 LO (/) - 16G 1 --- -0 ~ c o U ------- (") W -1 CO « t- UI 0:: :J ¡.- (/)u \-:J (/)0:: 01- U I..f) ~~ CÜLL <t:Z roo 00 fîu u_ y OW w za: ou Z(/) 0...0:: OW ~ o o LL ¡.- Z W Z o 0- ~ o U 19 Z ~ o ¡.- z o ~ 06 z o ¡.- <{ (') ¡.- ~ o z <{ ..J ¡.- W S ;¡n¡ ~ ~~ ~ :; ....'11 o o o - ro ~ or- CD o or- ~ o o o <0 N ~ o o o ~ (") <0 V, o o o o ('1 ~ o o o <D (") I/) V1 ë () E () o C ro .c:: c W ~ :2 ~ ~ c ë ro Cl. ~ o _J o o o CD -q- 0r- (/) 0- C ~ g C o ¿ '0 C ro 16G 1 o o o o o o Q) <0 .- V) o o o o N N or- (0 o .- V) 0r- (/) o o o <0 N (/) o o o o o o Q) N (/) :}¡ ~ o 0 0 o 0 0 o 0 0 '<J '" OJ ~ ~\I ~ V) ,,.') \ V) 8,\- g,¡ g ~ ~\\ s¡ \ a\ ~ II - g ~'S g o 0 0 <0 N co -.r N CD ...- l1) ...- (/) c.I) o o o CD (") (/) V1 () o è () (j) (9 z n: o r- Z o ¿ -. z o f- ~ (9 t:: ¿ o z 5 r- UJ ~ (j) ..J ~ f- a r- ro Õ r- .0 :J (j) ro o c r:. o () r- -" ,,' <0 - w 0 0 0 0 I- 0 0 0 0:: 0, 0 0 ::J Z r- 0 r- W <0 ...- r- l- V> V> V> (f) U z r- ::J 0 (f) 0:: 0.... 0 I- ~ 0 0 0 0 0 0 0 0 0 .......... 0 (f) a 0 0 0 0 -0 <t u If) If) If) 0 w cr <0 <0 N 0> ....... ---1 CJ) ...- ...- V> C LL V> V> l!) 0 OJ Z I- U <t - z OJ 0 W 0 ~ 0 0 0 0 0 n cr: 0 u w W D- > -1 LL ~ 0 co 0 W 0:: W <{ Z 0:: 0.... f- a u ~ 0 0 0 0 0 0 0 0 0 z CJ) w 0 0 o. 0, - I- ev 0 0 ...- ...- D- o:: '" 11 r- r- ,t ...- 0 w CJ) ro N N V> C"1 .c. U) U) U) -' I Q.. I 0 LL 0 LL ~- - 0 (() LL ~ z . fir llJ ¿ IU > 0 n: I/) Q.. ev ¿ (.) è: UJ ev l- ev ({) (.) ev ({) c (.) ro IL ~ C (.) ru ~ lL e ë c 0 Q> llJ ë .c. J¡ ({) III ro (.) ~ Õ ev ...J u ·n ~ ~ ~: (J) '" ~- .0 ~ 1- ~ n: (() ::J 0 0 .n (/) :J (/) ~ I,· 1 6G 1 0 Q 0 0 C> 0 0 0 0 0 0 0 o. 0 ° r- If) N r- 0> C"1 C"1 r- IX) If) C"1 N \I) II) <0 II) V> II) V> 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 ..- ..- r- r- ..- IX) V> V> II) V> ~... fir -...- .- .-- -~ 16G 1 5. PERMITS , The fo!lowing pennits are required prior to the start of infrastructure construction: · State of Florida Department of Community Affairs Development of Regional Impact approval and Preliminar¡ Development approval. · Collier County zoning approval. · Dredge and Fill by the United States Army Corps of Engineers, · Florida Department of Environmental Protection (fDEP) Water and Wastewater. · South florida Water Management District Surface Water Management and Water Use. . Environmenlal Protection Agency NPDES . Local development orders (Collier County) All of the permits necessary to begin Phase I have been obtained except for the FDEP Water and Wastewater permits which are anticipatcd to be issued in July 1996. :'The District Engineer:",ill certify t!1at all'permits necessary 10 complete Phase I havè either been obtained or, in its professional opinion, will be obtained and that there is no reason to believe that the nccess;1IY permits cannot be obtained for the entire development. 26 APPENDIX "Au ENGINEER'S REPORT FOR TUE FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT PHASE 1 PREPARED FOR: BOARD OF SUPERVISORS FIDDLI<:R'S CREEK COMM1JNITY DEVELOPMENT DISTRICT ENGINEERS: IIOLE, MONTES & ASSOCIATES, me. 715 10TII STREET SOUTU NAPLES, FLORIDA 34102 FINANCIAL ADVISOR: FISlIKIND AND ASSOCIATES 2424 RESEARCn PARKWAY, SUITE 275 ORLANDO, FLORIDA 32826 JULY, 1996 27 16G i~.~:~ ~(;" "!, I i·~t ,..~r',··H I" 01;;'.,'_ I~.;\...!r , f . ,.,. :t" : K\ . t··~{,..,¡;~..., to· ~ ~-"~', ....~ ~~ti,·, ~ 16G 1 1. :INTRODUCTION This report supplements the original District Engineer's report for Fiddler's Creek Community Development District by providing a description of thc Phase 1 improvements, The original Engineer's report includes a description and opinion of costs for the infrastructure necessary to completc thc entire Fiddler's Creek project. The following supplemental rcport describes the infrastructure and opinion of costs necessary to complete Ph"s.e ] ofthc project. 2. TTIE PIIASI<: I PROJECT 2.1 The location of Phase 1 is shown on Exhibit 1. ,The infrastructure construction within Phase I began in Novcmber 1995, Phase 1 is described in the original Engineer's Report and will be funded by the District through a bond anticipation note Phase 1 will generally consist of the fol1owing: · Roadways · Utilities e Earthwork and Clearing · Stormwater Management · Roadway Lighting · Landscaping e Recreation, Parks and Security · Wetland Mitigation and Monitoring, · OfT~site Improvements. ". .' A detailed description of each infrastructure category is shown in the original Engineer's Report. "Iv,... _ 71 S'''pll9?)\9) I J1''''C\'I'f''.~..Jí, <.I..c 28 I \ U) f- Z c"" "''') / ............ b/ // ......\>. ,\) 5'/ ........ CREEK W (/) 16G 1 0::: ":) 0 0 ~ <9/ I ,,~ 0 '-' 0 .....") y,¡ I:: z ::) (/) W l 0::: ( ~~ a.. 0< ü ~~ f'/ --.......~ ,!~. <t' hH~i;~~ :lj'1!'i: ¡.; 'r''' III';"'l: '".' 1~t't" i ~1~;! r L<;6 OVO~ 31'115 COMMUNITY DEVELOPMENT - r) ()'I ~ tl......J::!OLE MONTES '" ASSOCIATES ~ ~~EHOHEEA8-P\..^"""En&-&unvEYOA& 71S 10th $Jr..' S.. ""pi... rL .H93t - I'hon. : (,..) 261-.617 ;:) ~ ~ -$' $~ I-......~ \....: ;:- 0' -:), .... l- V) '" If) 0::: W Z 0:::0 w- 3~ o~ o::::f ~8~ O~: ~::)b oOz (DU- ~- E o 0. ~ N ..... a) <D ()'I , I n N ¡ ...... CD X t.J N ..... r) ,/ VI t: CD I X l.o.J ,/ ...J ;5 cr. ,/ N ,...., FIDDLER'S ,/ ~ PUD ZONING AND CURRENT CONSTRUCTION 29 0::: ,..... W"'- Ow 3~ I :JD.. ~-- WZ 0:::0 o:::F :::>0 0:::> ~~ ~8 I' DISTI Q1(0<]) IN : ,W.T.C, _IN: JRf' )ò.rt: 6/96 16G 1 2.2 Opinion of Costs An opinion of costs for Phase \ is given in Tabl~ 1. The costs shown are based upon the Developer's contracts with the infrastructure contractors and the Engineer's opinion of costs The total cost for Phase 1 is estimated to be $ \ 9,369,000, A portion of the infrastructure will be financed by the Developer with the remaining infrastructure to be fll1anced by the District. 2.3' Penllit$ The following permits arc required prior to the start of i nfrast ruclll re construction'. . Slate of Florida Department of Community Affairs Development of Regional Impact approval and Preliminary Development approval . Dredge and fill by the United States Corps of Engineers . Florida Dcpartment of Environmental Protection (FOE1» Water and Wastewater . SO~llh Florida Water Management District Surface Water Management and Water Use . Environmental Protection Agency NPDES e Local development orders (Collier County) ).' ~ '¡ ,. All of the permits necessary to begin Phase \ have been obtained except for the fDEP Water and Wastewater permits which are a£,ticipated to be issued in ,July \ 996. The District Engineer will certify that all permits necessary to comp\cle Phase 1 have either been obtained or, in its expert opinion, will.b~ obt~ined and that there is, nO.reason to believe that the necessary permits cannot be obtained for the ent ire development. l\I1Io._'15\WI'I1993'93 I )2lw1C\"PI"".lix .Joe 30 16G ] TABLE! OPINION Of. PROBABLE COSTS FIDDLER'S CREEK CDD INFRASmUCTURE PHASE 1 Work Item Cost --------- -_. ... Roadway Utilities Earthwork & Clearing Stormwater Management Roadway Lighting Landscaping Recreation, Parks & Security Wetland Mitigation & Monitoring Off-Site Improvcments $4,406,000 2,548,000 6,730,000 887,000 398,000 3,340,000 581,000 168,000 311,000 TOTAL $19,369,000 \11Yn.. _ 71 )\"1'\19')3\93 I )1\'''o:\ol'l",,,d'' ùoc J 1 16G 1 APPENDIX D rOR~1 OF BOND COUNSEL (H'I~I()N (SUBJCCT TO CH^NGE f'[<.IOf<. Tn (,/,0\11'0;(,) (Dilte of Closing) Boaró of Sllpervisors Fiddler"s Creek Commllnity DevelopIHCI1I Dislrtc! Col1ier County, Honda Rc: 1) , F¡ddkr'., Cr~d; Clmmunll\' P\'\~'ll'pf1lt'l1l District (Collier Cl)lInly. Flurid..,) Serle., A <,ses~ fnt:n ( I<t::vt::n lie: Bongs, SCrtCLl 4'it;. Ladies and Cienllèrnen. WI:; havc ~t::rvC(t as bond COllnsd 111 conn~ctiOI1 Wit)) 1111: 1'~lJ;IOCI' (J r Hltllet " Crc.ck Community Dcvdopll1CI11 Dislnél (Cnllier County, Fit\! \11£1, Ihl' "I)"I:1CI" \. ,I community tkvelopment distrtct crtalcd and eXisting ptll'-lhll1t II) 11\,· Iln1(011l1 Community J)t;vt::!llpmenl Oistricl Act of 1980. Chapter lÿ(l. \:IM\lI,', SI¡IIII!t·\, ,I' amemlc< (Ihe .. Act"), of its $ Special ASSèSS11\èl1l 1<<,\ l'nlle~ Jh)l\ch. Selll'\ 11)96 (the "B()nds"), The Bonus an: heing is~uco unot;;r (ino PUf\U;Int to thc ('llllsIitution ~nd Jaws of the State of Florida. a Master Trusl Yndentur¿, d~lll"d .\\ of OOOODN6F.W51 16G 1 WHITE &. CASE Page 2 I 996$thc : "MaSler Indenture") wd .d First Supp1t:ll1enlaJ II1,kI111Ir(', dalL'u as (I( '1:" ,1996 ([he "Supplemental Indenture") (colleclIvl:l\, lh~ ~1i1s[er Il1d~nlun' (\s amended and supplemented by the Supplementallnc.lenluTc I~ h.:rCII1.ïl:I..'r r~ened 10 (\!; the "Indenture"), from the District to SuntruSl Bank, CcnlTa) FhHlda. Nalion¡¡\ As~ociation. as !IlJslee (the "Trustee") arid a resolulIon adllpll.:d hy 1111' BI)ard \II Supervisors of the District On August '20, ]<)96 (the "lIorl<l }{C,,'IIII\lI\"} Thl' n(III(1\ Me issued in an aggregate principal amount of $ '\1' 1IIl' 1)"1$0.1\,, (II (II p~ying (hc costs associated with thc Jssua.nce o( the UorHh. (1:1 1111.1Ilt'JI\f Ih,' l'l)\1 01 acquiring, constllJcring, maintaining and opeTaung a~~~s~tt':: 111\1)(1\\(~l1h:nl\ (!Ill' "Pamittcd Scries ProJ~el\"), (iii) p;'\ying a portior. of Ih~ 1Tllelc,1 1,1 hCLi'I1lC dill' 011 Ilw Bonds; and (:v) making a ueposil into the 19<j() Re(,ervc ACL(\III\: :"1 Ihe h~IH"111 nt till 13onds, TI1C Bnlllh and lht:: Intt:res¡ and rcdCmplll)n pn::rnIUn1\, !: .I,:\'. p.I\',l1k 111,'1('(111. an.: payable Irol11 and st:L:urt:ó by the proceeds o( S)t:LI;1i ;1"<''' ",'111' ";)1)11 :)rl1('I'II, spe.cia.Jly bClle,'llleù by lht: Permjr[c{\ SCrlCS PrujeCLS, \'vL' 11;1" ~ \,II\III1<'¡ tIll' 1.1\-1, 1111' ßolld Re(,()lulIon. Iht: lndenlure, all Opll1l01\ o( VV(\l\dw;l!d, Plle\.\ 1'1I1'I',lrr!I1, "LIp!.:'. l;]orida, a.~ counsel lu [he DistrIct. JS [0 lhe due t:~I¡bl1~hll1t'11' .\11.1 '. ;11,,: l'~1,1l'11l':l: 111 the Di(,triet, and \udl ct:nitìcd proceeding., and olher dllCIII!1t'I1I\ ,\\IIIJ')lh ,ìlltl 111,111t~1\ :\s we ha\'l~ deemed nt:ccssary to rcnder ¡hi\ npln10n \:nk\', :1:,' (1'1)(1'\1 IIHJIl':.JIL", oth~rwi(,e. all tt;rms 1101 othe(\Ylsè (L~ïned herein shall h:lv(' II" "J. .111111:' '!<'I'lliwd 1<> such lèrm\ in lilt: Indenture. TI1~ Bonds r~Clle Ihal 11t:1!he;:r the ßonds nor tlk In;crnl :\1\(1 1\ll';ollllll1. I( .1It). payable (hereon shall cnnst1!ute;: a genl:ral obligation or GLULI"I Ill1k·J,I:'dnL"\' lit' the.: District, the StalL of Florid,). or ¡Iny polílí<.:a1 subuivlsiùlI tIKI,,'i ""11111~ Ii1\' 't1e;\lIII\¡'. of the Constlttrtloll and l:.Jws uf lhe;: Slall: of florida. The 8')1\':'- ,11'.1 Ilk 11111·1,~.,1 (Inti rr~mi\lm. if ~J)Y, payablc Iherel)J) d¡,) nOl constitute eilht"r :I pkdr,' "I 111l' IIJII 1.11;11 ~Hld credit of [he Dís!nel, Ihe SUite ul r:Jorida, or any polillG.I ~dhdl\ "" III I ;'"';Vl1. "I " liell lIpon allY IHt)r~r!y u( (he District, thc State 01 Fl,)r(LJ. IH ,11.\ ")illl",, ~'Ibdl\'siol\ thcreot, other II1:1n ;as pruvide.d íll the Indcnlure :JuthMllIII¡: III': 1 "" ,I III <.' "t' ¡lit: Bonds. No Owner Or any othe;:r person sl1:ù1 ever !lave ¡he rir..IH III Cl1ll'Pl': Itll' l"I..'IL'I"O: l\i :\11":0- ad va!orClìì taxing power or lh~ D1strÌ<.:1 ur nun-au valorcm ")<," I.d ;'S,>,'\<;1\1I'1\I 1")Wl'l of any other pllblle aU(}\l)(\lY nr bnvernmental budy polllic !O P~', ,""hI Sli'":C (Ir (0 P:I} any other amounts rcqulrcd to he p:l\d pursuant ll\ the Indt'ntllrl' ,If II\,~ Ik,nds kalller, rkbr se rvice and al)y .othcr :lmoul\lS n::q u i red to be paid j1u r ~lI;lnl '" i hI' 1;""'llll1l t' or tIll' Bonds, shall b~ páyahk sokly (rum, (lnd shall bc seeurl,1 ,ok., 1>, II", IQq(, P\ed¡':t~c\ R~venue;:s, IOgether witll the 199() PI~dgl:d runds I.:O)JP!I'>III~ :11\ 1'1\t I'ril<" ES1~tt' pl~dged to the;: Bonds, aJl as provided in lhe Bonds and in Iht' IIHkl1ll1rl' OOOODN6F',wSl 16G 1 ~ WHITE &. CASE Page 3 Bonds in the aggregate, principal amounl nOt II' e "Ct~ecl ~(n. '2l)~ ,(X)() were '/::lIidãlcd by final judgmenl of the Circuil Court tor Collin Call Ill)'. Florio:!. rendered on October 14, 199b (the "Validation Judgmcn:"). the apP(':\J period I~')r which Validation Judgl1\~n' has expircd with no appe.aJ havinr- tlan t:\I-:t..'i\. Ce:rUiin agre:tmtnl:i. r~q\lir~me;:nts and prn<:t;:durt..''> UIIII~lIi\~d \lr [('ll'lll:d III in lhe Indcnttlr~ the: Bond Resolution, th~ Tax Cenif¡clIlc and other lc.:lc.:vMI\ (\1".:Ull1\:nl<¡ mdY he:: çhanged and çertain ,KtÎ()()') (inr.:lu(lIng. without lim1t';\II)f). cI<'''~;h:lr\C,' ,)[ II\\" Bonds) rnay he taken or omilted und~r lhe circumstances :11)(1 SUblecl I,) {II(" II~rtnS .anc1 con(\ilÌ(ms sel forth in slIch docul11ents. No opinion IS exprcssed 1)('1(111 ;\'> to .\ny ßund (lr th~ intcr~,sl ther~on if an)' sllch cl1l\nge occlIr) tH ,\\:tHII\ 1'> 1,11..'11 \lr IlIlIllIcd 1I¡)On Ilh" ;¡d....ice or approval of cOllllsel other than ollrsel...cs. Th~ opinIons c:x.pn::s~c.d hereilì arc speed'l: to Iht' PI(\f','\e.:d ~"'I!HI "\Uallll.' rdcrrt::d lO hereio, aod arc h;¡scd UµÚI) tilL facts k.JìO'I,,) h) liS ~¡)d ,I', ,lILli, ~I~ t\( t:xi,>tin!-= bws. r¢gulations. rulings lI!ìd COllrl decisions <\nd <..:t,\<:r cèruin 111,JII,'(, np\ JlIè('I) (1ó(\ft:sse(1 by sll<.;h i\uthur)tie:;s art;: t:xpre:s<;\y I1mll~d In, ;¡lìd '<ê ,Ii)::'" nl~l, ......,\h respcct t'J. the: laws of the:; SLale of fhlrida and the federal 11\(\1lì1(' t:", \;"\'~ I) tl1;' 1"\lled Stale.:' of ^lI1crica as currently in forct: ant; dft:<..:t. Any .::i·"J!I~è II: ,IPP),,;)ll:(' law or ;111:> Inaccuracy of any of the facts or otht:r assllmptitln~ up<.ln .....!lIl·h "",' h.1\t· rcllu1, lI\ay adversely ~ffccl such o¡.>ilìions. Such opinions may aI-II ht' al','('lt'd by ,1,(II('I1S taken or omitlcd or CVCIHS ucc.:urr;ng arl~r the dale hefco1. We 11:\',0.: (\tIl U"'denakc:n II' do;:t~r\1)inc. or to inform any pt:rst1n, whelher any slIeh ð":(10nS .ÎII: l:\kèl1 (\r t\mitte:u or even!.., do occur. Our engagt:mt:nt with respect to :lìc f10lìds h,ìs t't'nClll\kd ..... Ith their i~,sllanct., and we disdaim any ubligation to updatc (hiS kiter. We: h.l\ I~ .I"ullìed thv g~nltÍnl:nt::)s of all documcnts and signatures prc)t::!ìlr;:d III II'> I whèther ;,\ 11T1!:,ln.ils or copies) and the: dll~ and kgal execution therèof h:v. ¡jnl1 \'í\lidll\ ;1¡!t\II1'-\, è\ny partie\ olher Ihan the AUlhority, Wr;; havr;; nut IJnderl;Ü.~l.'n to q'llfy 1¡,kP<.:IHk'llly <lnd have a:;<;ull1c..c!. the accuracy uf the fac.:t\lal !l\aller~ rt!prcscnt.:.:o, warr:lfìll'. I1f ¡:cfuf¡r:.d 111 the d;)cumcnts. and of the legal con<..:hlslon~ C¡)nlaln~d 111 11\(' opil\l.ìl1'\, re'-(,"r red III In Iht' sc~contl paragraph hereof. Funheflnorc:, we: have:: ii~Òlllllcd «()nplla:KC: with all covenants and agreClnè1'ìIS contained In the: I:\ond Ré~lIiullllll' 1I\del\llllè' :\n<1 Ta~ CeniCicate, includilìg, (without limitation) l,:O\iel\an~s a!ld ;-¡g.reèl\h'I\1S LtlrnplianL:c Will) wl)ich IS ncc~ssary to (1~S\lfr;; that fllture actions, omisSlnns {II <:\ l'lI" '" 111 nOl cause 1f,lereS[ on Ihe Bonds to bt: in(.:llldeu In gfl)SS IlìCûll1e f0r klkr..1 1I\"";;'l' I;",. purposes VI'e: ClI} atte:oti¡)(ì to lht;: facl thai thc righls and ubligat'\'II\ ul1(h-r :h(' Ih.1I;(\S, the- [\on" Rc:s<.lhl/ions, the Indenture and the Tax Cenif1c.:alt:, n<J~' Iw 'ilbll'CI 1(' hiln\;ruplr..:y, insolvenr..:y. reorganilati()lì. arrangcmcnl. Ira\ldulenl CO[""y;)."I'.·, In,)r,\tor:llrll ;tr1d other OOOODN61".WSl 16G 1 WHITE & CASE Page 4 laws relatin¡; 1O ur affecting creditors' rights, to lhe al'pIIC<llil1n uf C411l1~b\c: Jllnliplcs, to the ex.ercise of judicial discretiun in appropriate cases and (0 thl~ lInl1~ll()n" on legal remedies against Disiricts in the State of Florida We expres<, nn 1I()lnI(ln with respcU to an~ indemnification, contribution. choice: of law, chota ul tOfllll! Of W;'¡IV~T provisÏ<"Jns contained in the foregoing documents. Finally, excepl ¡IS may be l'.'(prt':ssly be set forth in art opinion dehvered hy us 10 [he underwriler.' of the Hone!.,> Oil Ihe ¡blt' hereof (upon which only they may rdy), (I) we have nOI heen engaged UT III1del13kcII 10 review the accuracy.' completeness or sufr¡ci~n..::y of lhc Llll1llèd ()Ifcnng Memorandum, dated , 1996, or other offering n);\lerl;)1 relatIng ", the f\one!s anó we express 110 opinion re;!;\ling therC:lo. 3nd (':') y.,c h;Ivl' 11l.)\ l\ê'cn ...,g.at:\·c! Of undCflakcn to re\Jicl.\: the compliance wIth [he I;,¡I.I.,... <II' lh~ S¡alc l) Flolld,1 IH ¡Ill' Uniled SlaleS wilh regClfd 10 Ihe sak or ÙiSI;)b\lllon 01 the' ß(lnd') ;H)(\ we l'\:'rn,') 11<' opinion r~I;'¡l1l1g Lhèr~ll>. Ba...~d upon í\nd sl\o)ec\ \l1 lhe fl\Tq~.l)ing, and :0 rcll;tncc: tl1c:relHl, .\' 1~ 'ht: (LI!l' herel)r, we are or Ih~ oplnllJn lhill 1. The District has becn duly cs(ablislKd and v.11ldly l',(ISIS a<, :I "(\111111111111\ devc1opl11en( dlSlricl under (he Acl. 2, The OJ'~(ricl ha~ IlIe rlghl (lod power lJl)l.!t:r I:ìt' ,-\~1 \(' ;\lllhorl!c, n,ll'\ltt' ;\11\1 deliver Ihe Indentllre, and Ihe Indentll(c has b~n duly and 1;\wt'\lII~ ;1II1})0111<:(1. n.l'lïltnl .)nd (Ielivered by the DiSlncl, 1~ In ful] forœ and effect .dnd 1<' \.;)))(1 ;)I,d ¡III(jflg UPOI) the Di\uiCl ~nd enforœahle In aççordance with il., term.. Thè I nelenllllt' cr,'dlt', Ilw valid pled~e which it pllrporl.·) \l) cre;\tl;: of Ihe ! c)96 Tr,')1 r:.S[;IIt: III Ihe: rn.lnr,.,! ;11\(1 I" the ex.lenl provilk.d in the Inden\llre, J, The Hl1nd~ art: the valid, binding, '>1~L'1íI1 I,hhb'.;llltlll' 01 1111' 1>ISIf\f; t-nforceable in ~ee,)rdal\ee wilh Il\e\r ,crms and with Ih( ((rms 01 Ih~ Indenlure ;,\11(1 tift: tl1lilled 10 Ihe bencti-Is of the Act as amcl1dt:.d to the date hereoC. <Inti lilt' U\IIHh h.1v\· been chtly and validly alltho(il~ aile! issucò in accordance with law ...nd ¡he IlIdenluft' 4. The Bonds and íl¡(erest Ih~rcun arc t:~empt from la"':I\lnn under till' laws 01 thc St:\h~ of Florida, cxcept as 10 est<lte taxes and '-'¡xc" ì¡np(!...~d hy C'h,1)lèr ~:\J FIClrid:'l $t3lules, on ¡,HCfeS[. income or profits 011 deb! obllg¡ltlt1f1:- I1IA ncd h curpuriltlOOS, as detin~d ill <;;\ld Chapler 220. OOOODI'I6f.w51 WHITE & CASE 16G 1 Pé\ge 5 S. The interest un the Bonds (including any ~n~inal I'ISlIC discount properly allocablc: 10 a holdâ1hcrcol) (a) is ex.eluded from gross' income forjrcckral trH:l.lme lilX p\lrpo~s under Section 103 of'the Code and (b) is nOI an itern or l1\X ~m:fercncc for purposes of the federal altemative minimum tax imposed nl1 IndivIduals and corporations allhough we observe that interest on th<: BOl1ds 1<' Included In adjllsled current earnings when calculating corporate alternative I1l1nimuiI\ ';\>;ahll~ InCIHTle Thl' opinion sel forlh in clause (a) above is subjccl 10 Ihe ~ondltlnn Ihal the IltI:ud ()I Supervisors comply wilh a1\ r~uircmenls of the Code Ihal 11\ II SI hI.: \;\lI\IIl~d SlIh\t'I I' 11'11 I to the issuance: of Ihe Bonds in order thai interest thereon be (I,r cuntinlle'\ In Ill') excluued fwm gross incolne for hxkral income ta... purpfl'~'" 1',I,lult: II' ~'(lrnf11\' .....ïli·, ccnaii1 of slIch rcquircnlcnls could cau<,c the intc::re'ltl1O tilt: IIlllld:. III LIt: :'\1 indlldcd II, g.ross income retroactivc tl) ¡he date '01' 1SSUöOl.:e ()I Iht: [\"Ihh Tht [)I"r,\! 11", coyt:ní\nted to comply wIlli all ~lIch requlT~menl~. Ownt:r~h1) "r thl" 11(11',1... 111.1\ r(.·,,"· In col1-a¡~ral federal l<tx consequences to certain f3xp:!)'cr<; \\'(' .·~pIC" n.. \'!,II1I'" r~garding 'Iuch federal tax cons~QucncL~ ariS1t1g with rnp.'cl II' ,tit' !\llnd... ~ ~~. .dv ~oilrs. OOOODN6f.WSl 16G 1 CONTINUING DISCLOSURE AGREEMENT THIS CONTINUING DISCLOSURE AGREEMENT (the "Disclosure Agreement") is executed by and between Fiddler's Creek Communily Development District (the "Issuer") and 951 Land Holdings Joint Venture, a Florida joint venture (the "Developer"), in connection with the issuance of the Issuer's $ riddlcr's Creek Community Development District (Collicr County, Florida) Special Assessment Revenue Bonds, Series 1996 (the "Bonds"). The Bonds arc being issued pursuant to a Master Trust Indenture and a First Supplemental Trust Indenture (collectively, the "Indenture"), each dated as of _ 1, 1996, between the Issuer and SunTrust Bank, Central Florida, National Association (the "Trustee"), Capitalized terms not defined herein shall have the meaninß ascribed thereto in the Indenture, ror good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Issuer and the Developer agree as follows: SECTION 1. PUI~POSI~ OF DISCLOSURE AGREEMENT. This Disclosure Agreement is being executed and delivcn.:d in order to comply with the requiremcnts of Rule 15c2- 12 promulgated under the Securities Exchange Act of 1934 (the "Rule"), and is for the benefit of the holders and beneficial owners of the Bonds. ,"~' ,SECTION 2.' Al'POINTMI~NT OF DISSEMINATION AGENT. The Issuer and the De\'eloper hereby appoint the Issucr as the dissemination agent (the "Dissemination Aßent") hefl~\lnJer. Thelssucr hereby accepts its appointment as Dissemination Agent and all of thc obligatior.s anJ responsibilities related tnereto as described herein, The Issuer may, upon the giving .of ten (10) days wriuc!.\\ noticc to the Developer, appoint anothcr Person:to serYc as Dissemination Agent hereundcr. Any such Person appointed by the Issuer as Disscmination Agent hcreunder shall acknowledge its dutics set forth herein by a written acceptance delivered to the Issucr and the Dev'c\oper. SECTION 3. PI~OVISION OF DEVELOPER'S ANNUAL INFORMATION. So long as the Developer is the owner of the Project Lands (as defined in this Section 3) or the Developer is actively engnged in the development of thc Project Lands, the Developer shall provide the following infonnation to the Dissemination Agent on or before Octobcr I of each year (unless othervvise speciCically provideJ herein), commcncing October 1, 1997, and thc Disseminatin Agent shall, within fifteen (15) days of its receipt thereof, provide'sllch information to all ofthc nationally recognized mllnicip<1¡ securities information repositories described in Section 8 hereby (the "NI~MSRs"), and \0 an)' stIle inforl11<1lion depository that is established within thc State of Florid;! (the "SID"). (A) if the Developer is required to file its audited fmancial statements with the Securities and r:\changc COl11mission (the "SEC"), the Developer shall provide its audited financial statements for the ll1os1 reccnt fiscal year for which audited financial statements have been completed, wilhin ten (10) llllsiness Days after filing the same with the SEC; moll/llfH, .t..1I 16G 1 (13) additional information relating to the Developer or the Development, as fol\ows: I.',; \J_' " .~.I.~ ': 1. For all Project Lands: a. Single family lots (I) Estimation of total number of lots expected to be included within the Development upon ful! build-out (2) Number of lots sold/parcels (closed) to persons or entities in the business of building or developing homes (hereinafter referred to as "Builders") (3) Number of lots sold (closed) to persons or entities that arc not Builders (hereinafter referred to as "Non-Builders") (4) Number of homes (whether or not occupied) for which certificates of completion or certificates of occupancy have been issued (hereinafter referred to as "Completed Homes) (5) Number of Completed Homes owned by Non-Builders (Ú) Number of Completed Homes for sale by Builders (based upon survey af Builders active within the Development) h. tv1ultl-familyUnits (1) Estimation ,of total number 'of units expected to be included within the Development upon full build-out (2) Number of acres sold (closed) to Builders (3) Number of units sold to Non-Builders (4) Number of units for which certiftcates of completion or certificates of occupancy have been issued (bereinafter referred to as "Completed Units") which arc occupied; (5) Number of Completed Units for sale by Builders (based upon survey of builders active within the Development) (6) Number of Completed Units for sale by Non-Builders L ('nmmercial Space (I) i:stimation or lotal numbers of acres or commercial (tl1al is, nOI1 n:sidential) land expected to be included w¡lhin tlH \)cvclopmcntupon full build-out en Acreage of commercial land sold (closed) by tht I kvdoper 2 mil III 1/% .lran 16G 1 (3) Acreage of commercial land under agreement (sold but 110t closed) for sale by the Developer 2, Materialiy adverse changes or determinations in permits/approvals for the Development that necessitate changes in the Developer's land use plan, For purposes of this Disclosure Agreement, Ú1e tenn "Project Lands" means the lands within the District that are benefitted by thc Series 1996 Project and are subject to the Lien of the Series Assessments, SECfION 4. 1'1~()VISIONS OF ISSUER'S ANNUAL INfORMATION. The Issuer shall provide the following information to the Dissemination Agent on or before October I of each year, commencing Octobcr 1, 1997 and the Dissemination Agent shall, within fifteen (15) days or its receipt thereof, providc such information to aliaI' the NRMSlRs and to the SID: (A) audited financial statemcnts of the Issucr for thc most reccnt fiscal year for which audited financial statements have been completed, prepared in accordance with Generally Accepted Governmental ^ccounting Princip\cs, as modified by applicable State of Florida requirements and Ihe governmental accounting standards promulgaled by the Governmenl ^ccounting Standards Iloard; (\I1d (B) additional,financialil¡formation.and.operatiog:data relating to the Issuer anu the Dcvelorment, as follows: ha\;\I1ces in all Funds and Accounts established for the ßonds under thc Indenture. ') assessed valuc of Project Lands; provided, however, that the Issucr may rely upon the records of the County Property Apprais(~r for slIch information, ~ .1. the amount of Series Ass"~ssments to be levied on the Project Lands, as certified by thc Issuer to the Tax Collector for the immediatc.:ly pr~ced i ng ca \endar year. ,t the nmount of revenllcscollected in respect of Series Assessm~t\ls levied on the Project Lands for the immediately preceding calcnd;ir yeí1f, ~. the amount or delinquent Series Assessments (i,c" number of singlc- family units/multi-I:lmily units/commercial acrcs/utility acres/golf acres/church acr~s and dollar amount) in respèct of Series flh 11/11/')(, ,Inn ~ ,1 16G 1 Assessmcnts levied on the Project Lands for the immediately precedinß c,1lendar year. 6. the dollar amount of tax certificates sold in respect of Series Assessments levied on the Project Lands for the immediately precedin~ calendar year. 7. debt service schedule for the remaining term of the Bonds. g, percen:age of infrastructure improvcmcnts that have been completed with procecds of the Bonds. (), Matcrially adverse changes or determinations in permits/approvals n.:lating to the Series 1996 Project. SECTION 5. DEVELOPEn'S OBLIGA TIONTO REPORT SIGNIFICANT E.VENTS. So long as the Developer is the owner of at Icast 25% of the Project Lands or the Developer is actively engaged in the development of the Project Lands, the Developer shall provide to the Dissemination Agent, on a timely basis, notice of any release, substitution, or sale of all or substantially a\1 of the Project Lands not in the ordinary course of business (provided that the parties acknowledge and agree that the Develop'.:r is in the business of selling the Project Lancl~; and, accordingly, sales of\css than 100 acres orland in the aggregate to the same person in any year will be presumed to be in the ordinary course of business).· .The Dissemination Agent shall promptly provide. notice of the foregoing event to the NRMSIR. or the Municipal Securities Ru\cm3king Board (the "MSRB"), and to the SID. The Developer may flOm time to time, in its' discretion, choose to provide notice 01 the occurrence of certain olher events to the Dissemination Agent, in addition to the forcgoing., if in the judgment of the Developer, stich other events are material with respect to the Bonds, bul th( Developer specifically does not undertake to commit to provide any such additional notice of tlH occurrence of any material event except those events listed above. In the event the Develope provides such other notice to the Dissemination Agent, thc Dissemination Agent shall protnptl~ provide stich notice to the NRMSlRs or the MSRB and to the SID as provided above, Th, Dissemination Agent shall promptly provide notice of the foregoing event to the NRMSI Rs or th MSRB and to the SID. SECTION 6. ISSUlm.'S OBLIGATION TO REPORT SIGNIFICANT EVENTS. Th Issuer shall provide to the Dissemination Agent, on a timcly basis, notice of any of thc followin events, if such evcnt is material tinder applicable federal secmities laws, and the Disseminalio /\gent shall promptly provide such notice to the NRMSlRs or the MSRB and to the SID: (a) principal and interest payment delinquencies on the Bomls; 4 f\llll/llf)(. III ~fI (B) " ...; (C) ~: ì.'::;~~~;~ ~. . (·.,":~Þ~"" (D) (E) (F) 16G 1 the occurrence of any Event of Default under the lndenture (other than as described in (a) above); unscheduled draws on the debt service reserve fund rel1ecting financial difficulties; unscheduled draws on credit enhancemcnt reflecting financial difficultie~; substitution of credit or liquidity providers, or their failure to perform; I ;¡,dverse tax opinions or events affecting the tax-exempl sIal us of the Bonds; (G) modifications to rights of Bondholders; (H) calls on the Bonds (other than mandatory sinking fund or extraordinary rcdemption); (I) defeasance of the Bonds; (J) release, substitution, or sale of property directly securing repayment of the Bonds to the extent described in Section 5 hercof; (K) rating changes:2 (L),.....notice of any failure on the part of the Issuer to mcet thc requircments of Section 4 hereof. The Issuer may from time to time, in its discretion, choose to provide notice of thc occurrence of certain other events, in addition to those listed in this Section 6, if, in the judgment of the Issuer, such other events arc material with respect to the Bonds, but lhe Issuer does not specifically undertake to commit to providt any additional notice of the occurrence of any materia1 event except those events listed above, Whenever the Issuer obtains knowledgc of the occurrence of a signi licant event described in this Section 6, the Issuer shall as soon as possible detcrmine if s\1ch cvent is matcrial under the applicable federal securitics laws, Drovidcd, that any evcnt under clauses (D), (E). (r), (K), or (I.) above will always be dcemed to he material. IUrOn thc initia1 issuance of the Bonds, there will not be any credit enhancement or liquidity i'<ll:ilily in efrect with respect to thc Bonòs, 2The Bonds wi 11 not be rated whcn issucd, fIl.1 IIIINe. .Iron :) 16G 1 SECTION 7. ADDITIONAL DUTIES OF DISSEMINATION AGENT. (a) Upon providing any of the information required in Sections 3 and 4 hercof to the NRMSIRs, the MSH.ß, or'the SID, as the case may be, the Dissemination Agent shall promptly provide the Developer and the Issuer with writtcn notice selling forth a brief description of the information provided, the date such infon11ation was provided, and to whom such information was provided. (B) If the Dissemination Agent has not received the applicable annual infonnation describcd in Scctions 3 and 4 hcreQf from the Developer and the Issucr, rcspeelively, on or prior to June IS, of any year, the Dissemination Agcnt shall notify the Developer or the Issuer, as applicable, to determine when such information is expected to be provided to the Disscmination Agent. (C) Each ycar thc Dissemination Agent shall detcrmine, prior to the date upon which ii is requircd to provide the annual information to thc NRMSIRs and the SID pursuant to S'~ctions :.\ and 4 hcn:of, the name and address of each NRMSIR and SID, SI<:CTION 8. NIH\'1SIHs. As of the date ol'this Disclosure Agreement, the NRMSIRs lo which the Disscmination Agent shall provide the information describcd in Section 3,4, 5, ,l!1d () ahove, to the extent required, shall be the following organi~'\tions, thcir successors anå assigns' (a) (B) (/hlllllfJ6 ¡J,.U 1~1()()ll1berg Municipal Repository 1'. () Box 840 I'rinceton, New Jcr:;ey O~S42-0840 I'hoi\e: ()09/279-3200 Fax'. mO/279-5962 Th0l11S011 Municipal Scrvices ^ttn: Municipal Disclosure )<)5 I ludson Street, Third Floor New York, New York 10004 P\¡one: BOO/689-8466 Fax: 2l2/<J89-20n (C) Disclusurc, Inc, 5\ (I \ I{¡vcr IZoad I kthesda, Maryland 20816 Atl]: Documcnt Acquisilions/Municipal Securities P\¡())C 301/951-1450 (Issucr-related questions) ~OI/638-g24\ (for purchase ofdocu1nenls) hl:\ ~01!7\X-232() (I)) Moody's Nl{MSm 6 16G 1 Public finance Information Ccnter 99 Church Strcet Ncw York, New York 10007 Phonc: 800/339-6306 Fax: 2\2/553-1460 (E) Kcnny Information Systcms, Inc. 65 Broadway, 16th floor New York, New York 10006 Phone: 2\2/770-4595 fax: 212-797-7994 (F) R,R. DonnelJy financial Municipal Securities Disclosurc Archive 559 Main Street Hudson, MA 01749 Phone: 800/580-3670 Fax: 508-562-1969 (G) Any NRMSIRs that are established subsequent to the dat~ of this Disclosure Agreement and approved by the Securities and Exchange Commission;, SECTION 9. NO EVENT OF DEFAULT; REMEDY FOR BREACH. This Disclosure ^gr~ement shall be solely for the benefit of the Holders and bcneficial 0\·1.'11I;rs from time to time of l he Bonùs,Nol-wilhstanding.an.;¥ other: pro:vision- in,the, Indenture. to' the cont fary ,..faiwre of the Developer, the Issuer or tbe Dissernination Agent to comply with the provisions of this Disclosure Agreement shall not be considered an Event of Default under the Indenture or any related bone document. The exclusive remedy for any breach of this Disclosure Agreement by any party heretc shall be limited, to the 1;xtent permitted by law, to a right of holders and beneficial owners, or t1( Trustec, to institute and maintain, or to cause to be instituted and maintalt1cd, such proceedings a~ may be authorized at law or in equity to obtain the specific performance by the Developer or the Issuer, as the case may bc, of it:; obligations undcr this Disclosure Agreement. The Trustee ma~ exercise any such rights and, if requested to do so by the holders of at \cast 51 % in aggregatl principal amount of the Bonds then outstanding, subject to the same conditions, limitations ani procedures that would appiy under Section 6.3 of the Indenture if l,he breach were an event 0 Default under the Indenture, the Trustee sh3il exercise such rights. Any holder or beneficial ownc may exercise any such right. Holders and beneficial owners shall not be entitled to institute 0 maintain any such proceedings individually that assert a hreach of this Disclosure Agreement th, is based on the alleged inadequacy of any pel1inent filing that has been made. SECTION 10. INCORPORATION BY Rr~FERIï:NCE. Any or al1 of tb information requircd herein to bc disclosed may be incorporated by reference to documcnt incluùing oflicial statements or debt issues of the Developer (or related public cntities), or the issuI 7 rnlll/llf)(. ,raft - - - - ~.:I ."....,...J[~ 16G 1 of the Developer (or related public entities), or the Issuer, which have bene submitted to each of the NRMSIRs, the SSRß, the SEC, or the SID. If the document incorporated by reference is a final official statement, it 'must be available from the MSRJ;3, Such party shall clearly identify each documeI1t incorporated by rcference. ','" . 1 ,; SEctION 11. DISCHARGE; SUCCESSOR DISSEMINATION AGENTS. 111c Developer and the Issuer may discharge the Dissemination Agent at any time and for any reason upon ten (10) days prior written notice, with or without appointing a successor dissemination agent. Any successor Dissemination Agent shall acknowledge its duties set forth herein by a written acceptance delivered to the Issuer and the Developer, If at any time during which this Disclosure Agreement is in effect there is no acting Dissemination Agent, the Dcveloper and the Issuer shall provide the required information described herein direçtly to the NRMSIRs, the MSRI3, and the SID in the manner and at the times in which it presently is required to provide such information to the Dissemination Agent. SECTION 12. TEIUvIlNATION. The òbligations of the parties under this Disclosure Agreement shall ter;11inatc upon (a) the defeasance, prior redemption or payment in full of all of the I3onds, (13) the termination of the continuing disclosure requirements of the Rule by legislative, judicial, or administration action, (C) in the case of the dissemination Agent, upon receipt of notice of discharge as provided in Section II hereof, or (D) in the case of the Developer, whcn the Develøper no longer is (i) the owner of :it least 25% of the Project Lands or (ii) actively engaged in the development of the Project Lands, SECTION 13. AMENDMENTS. Notwithstanding any other provision of this Disclosure Agreement, theJssuer and the Developer may amend ,this Disclosure .Agreement, and may waive any provision, if such amendment or waiver is supported by an opinion of counscl familiar with federal securities laws, to the effcct that such amendment or waiver would not, in and of itself, cause the undertakings hercin to violate the Rule, if such amendment or waiver had becn effective on the datc hereof but taking into account any subsequent amendment or official interpretation of the Itule, SECTION 14. ADDITIONAL INFORMATION. Nothing in this D:sc!osun: Agreement shall be decmed to prevent any pal1y hereto from disseminating any other information, u:;ing the means of dissemination sct Corth in this Disclosure Agreement or any other means of communication, or including any other information in its annual information dcsc~ibcd hercin or notice of occurrence of a significant cvcnt described herein, in addition to that which'is requircd by this Disclosure Agreement. I f any paït)' chooses to include any infonnation in its annual infonnat ion or notice of occurrence of a si[;njfìc;~nt event in addition to that which is specifically required by this Disclosure Agreement, such party.shall have no obligation under this Disclosure Agreement to update such information or include it in ils future annual information or notice of occtln'cnce of a significant event. 1-\ f\1d III 11')(, <I..an 16G 1 SECfION 15. OnLlGATED PERSONS. Ifany person. other than the Issucr or the Developer, becomes an Obligatcd Person (as defined in the Rule) relating to the Bonds. thc Issuer and the Developer shall use their best efforts to require such Obligated Person to comply with all provisions of the Rule applicable to such Obligated Person. SECfION 16. NOTICES. Any notices required to be given under this Disclosure Agreement shall be given to the following addrcsses and telephone numbers (and such notices shall also be given to the Trustee at the address for notices to the Trustee set forth in the Indenturc): (a) As to thc Issuer: fiddler's Creçk Community Developmcnt District 10300 N,W. II th Manor Coral Springs. florida 33071 Attention: District Manager With a copy thercof to District Counsel as follows: Woodward, Pires & Lombardo ~WI Laure! Oak Drive, Suitc 640 Naples, [:'.lorida 34 I 08 (b) As to the Developer: 951 Land·lloldings Joint Vcnture 400 I Tamiami Trail, North Suite 33940 Naples, Florida 33940 (c) As to the Disscmination Agcnt: Fiddier)s Creek Community Devclopment District I0300N,W.llthManor Coral Springs; Flotida 33071 ^tt~nlinn: District Manager Wilh a copy thelenI' to Special Counsel as follows: WOl)dward, Pires & Lombardo HO I Laure! Oak Drive, Suite (}40 Narks, F\o~ida 34 lOX () IIhlllllrJ6.lraft 16G 1 SECTION 17. INDEMNlfìlCATION OF DISSEMINATION AGENT. The Developer and the Issuer each further agree to indemnify and save the Dissemination Agent haJmless, to the extent allowed by law, against any liabilities which it may incur in the exercise and performance of its powers and duties hereunder, and whieh are not due to its negligence or misconduct. SECTION IH. SOURCE,S OF PAYMENTS; EXTENT OF COVENANTS; NO PERSONAL LIABILITY. 'The Issuer shall be required to use only Maintenance Assessment Revenues (as defined below) to pay any costs and expenses to be incurred in the performance of this Disclosure Agreement by it or the Dissemination Agent, and the performance of its obligations hereunder shall be subject to the availability of Maintenance Assessment Revenues for that purpose. 'n1is Disclosure Agreement does not and shall not constitute a gcneral obligation of the Issuer. All covenants, stipulations, obligations, and agreements of the Issuer contained in this Disclosurc Agreement are and shall be deemed to be covenants, stipulalions, obligations, and agreements of the Issuer to the full extent authorized by law and the Florida Constitution. No covenant, stipulation, obligation, or agreement of the Issuer contained in this Agreement shall be deemed to be a covenant, stipulation, obligation, or agreement of any present or future officer, agent, or employee of thc Issucr in other than that person's offIcial capacity. For purposes of this Section 18, "Maintcnance Assessment Revenues" means the proceeds of "special asscssments" levicd and collected by the Issuer under Section 190.022 of the Act for maintenance purposes or "maintenancc spccial assessments" levicd and collected by the Is~,uer under Section 190.021 (3)..of the Act. SECTION 19. ASSIGNMENT. The Issuer and the Developer each may assign lhcir respective obligations under this Disclosure Agreement only in connection with the assignment of its respective obligations under and in accordance with the provisions of any contractual commitment or other arrangement to support payment of all or any part of the Bonds; provided tha: neither the Issuer nor the Dcveloper shall assigll its obligations under this Disclosure Agreemenl ~t) long as it remains an Obligated I~trson with respect to the Bonds and except to the assignee of its obligations under any such contractual commitment or other arrangement to support payment of the Bonds. The Issuer amI the Developer each IllaY assign its respective obligations under any stich contractual commitment or other arrangement, without remaining primarily liable for the perfonnance of those obligations, only if the assignce of the Issuer or the Dcveloper, as the case may be, assumes the assignor's obligations under this Disclosure Agreement. Any assignment by the Issuer or the Developer of its obligations under this Disclosure Agreement shall not be effective unless and until the assignee shall have expressly assumed in writing, for the benefit of the holders and beneficial owners from time to time of the Bonds, the obliga:ions of the Issuer or the Developcr, as the case may be, under this Disclosure Agreement or enters into a new agreemcnt for purposes of the Rule that is substantially similar to lhe undertaking of the Issuer or the Developer, as the case may be, under this Dísclosure Agreement. I f the Developer sells, assigns, or otherwise transfers, directly or indirectly, all of its interests with respect to the Project Lands or the Development, other than in the ordinary course of its business, the Developer shall makc it a condition to such salt.:, assignment, or transfer that thc buyer, assigncc, or transferee assumc all of thc Developcr's obligations hereunder In enol 11111'>(, oJr.fl 16G 1 SECfION 20. BENEfICIARIES. This Disclosure Agreement shall inure solely to the benefit of the Issuer, the Developer, the Trustee, and the holders and beneficial owners from time to time of the ßonds, and any official, employee, or agent thereof acting for and on its behalf, and shall not create any rights in any other person or entity. SECTION 21. SEVERAlHLITY. In case any section c: provision of this Disclosure Agreement, or any covenant, stipulation, obligation, agreement, act or action, or part thereof made, assumed, èntered into, or taken thereunder or any application thereof, is for any reason held to be illegal or invalid, such illegality or invalidity shall not affect the remainder thereof or any other section or provision thereof or any other covenant, stipulation, obligation, agreement, act or action, or part thereof made, assumed, entered into, or taken thereunder (except to the extent that such remainder or section or provision or other covcnant, stipulation, obligation, agrecmcnt, act or action, or a part thereof is wholly dependent for its operation on the provision determined to be invalid), which shall be construed and enforced as if such illegal or invalid portion werc not contained therein, nor shall such illegality or invalidity of any application thereof affect any legal and valid application thereof, and each such section, provision, covenant, stipulation, obligation. agreement, act or action, or a part thcrcof shall be dcemed to be effective, operative, made, entered into, or taken in the manner and to the full extent permitted by law. SECfION 22. COUNTERPARTS. This Disclosure Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one . and the same instrument. SECfION 23. GOVERNING LAW. This Disclosure Agreement slwll be deemcd to be an agreement made under the laws of the State of Florida and for all purposes shall be governed by and construed in accordance with the laws of the State of Florida. IN WITNESS WHEREOF, the parties hereto have each caused this Disclosure Agrcem::nt to be executed by their duly authorized officers and appointed officials and their scals to be hereunder affixed and attested as of the _ day of __, 1996. fIDD'..ER'S CREEK COMMUNITY DEVELOPMENT DISTRICf (SEAL) ATI1~ST: Sccret;¡ry By: Chai rm;:ln By: mdl/l1rJ(, ,Ir.f, 11 16G 1 951 LAND HOLDINGS JOINT VENTURE A TrEST: . '¡', '":1"' :: ~. ~\~ ~.I: . : . "~"':-J ,tv-· \ ~ :t11~1~W(] ßy Gß 100, Inc., General Partner of GB lOa, Ltd, a Florida Limitcd Partncrship By: Authorized Officer 13y: Authorized Officer A TrEST: By Parcel Z, Inc., n Florida corporation By: Authorized Officer By: ^ulhorized Officer (: u~,,\lvlrri,I\(,ddlcr\conldi ,c1.IC' \ ) 11101 11111')(0 .lrlll APPENDIX F GENERAL INFORMATION RELATING TO COLLlER COUNTY, FLORIDA General Information --..-,., 1 6G 1 Collier County is located on the southwest coast of the Florida peninsula directly west of the Miami-Fort Lauderdale area The City of Naples, in the western part of the County, is the largest incorporatcd city in the County. The 1990 U. S, Census ranked Naples as the fastest growing 'metropolitan area in the United States with a 76,9% growth rate from 1980 to 1990. The County contains approximately 1,994 square miles, It is the largest county in the State in terms ofland area. Population Collier County has experienced rapid population growth in recent decades The following table presents historical and projected population growth for the County for the period of 1960 to 2020 1960 1970 1980 í 9?, 5 1988 1990 1991 1992 J993 1994 1995 2000 2010 2020 County Population 15,753 38,040 85,971 I 15,22 i 134,401 jS2,099 if:61 ,600 t':.~ 8,514 74,664 I 80,540 I\;:(.~ 97,400 II t.[l~O, I 00 9403,100 . 578,200 ---- Average . Annual Percentage Increase ] 4.3 9,2 8.5 6.1 5 J 6.4 6.0 4 3 3.6 3.4 9.3 5.5 4 5 3 7 POPULATION TRENDS State Population 4,951,560 6,791,418 9,746,961 ì \,287,932 1:!,4 I 7,606 13,152,700 13,195,952 13,424,416 13,608,627 13,878,905 N/A 15,988,000 J 8,089,200 19,901,400 Average Annual Percentage Increase 7.9 3.7 4.4 3,2 3.3 3,0 2.0 2.0 1.0 1.0 N/A 2.2 1.3 11 United States Population 179,323, I 75 203,302,031 226,504,825 237,971,000 245,807,000 250,4 10,000 251,304,000 257,713,182 N/A N/A N/A 268,266,000 282,575,000 294,364,000 Percentage Increase 1.8 1.3 1.1 1.0 1.1 1.0 1.0 3.0 N/A N/A N/A 0,7 0,5 0.4 Bureau of Census; University of Florida. College of Business Administration, Bureau of Economic and Business Research, Division of Population Studies Source: 16G 1 Most of the growth of Collier County has been due to migration. This change has gradually raised the median age of the County, The majority of the population is over the age of 15, with the age category 15-44 comprising over 37% of the overall population. COLLIER COUNTY EMPLOYMENT BY MAJOR INDUSTRY (Unaudited) The following table shows the average monthly employment by major industry category located in the County for the year 1994, Cat egQ.Ci Services Retail Trade Agriculture, Forestry and Fishing Construction Local Government Finance, Insurance & Real E,.;tate Manufacturing Transportation, Communication & Public Utilities Wholesale Trade Mining TOTAL Employee Count 23,115 18,298 11,697 6,924 6,289 4,670 2,195 1,913 1,790 54 78,397 Source: Florida Dcpar1mcnt of Labor & Employment Security, Bureau of Labor Market Information Year \983 1984 1985 1986 1987 1988 1989 1990 1991 1992 i'h93 ~94 16G 1 COLLIER COUNTY UNEMPLOYMENT (1983-1994) Labor Employment Unemployment County State of Force Unemployment Florida Rate Unemployment Rate 41,210 35,817 5,393 13,1 8,6 44,098 41,132 2,966 6.7 6.3 48,370 44,707 3,663 7.6 6.0 54,22\ 50,950 3,271 6.0 5.7 63,413 60,3 29 3,084 49 5.3 69,815 66,842 2,973 4.3 5,0 72,034 68,794 3,240 4.5 5,6 78,307 74,082 4,225 5.6 5.9 76,591 70,679 5,912 77 7.3 77,219 70,023 7,196 93 8.2 78,640 72, 100 6,540 8.3 7,0 80,129 73,704 6,425 8.0 6.6 Source Department of Labor, Bureau of Labor Statistics; and Division of Employment Security, Department of Commerce, State of Florida. . . .-.-.-- .... . 16G 1 Building Permits Issued in Collier County By Structure Type (19B9-1994) STR U cruRE ~~2§.2ji~tM' Akiª ~~tW¡;{? j.cià~9ni;1~~;Ütl~A~~j¿~·:'3¡f!~~i,¡~bdi¡j'l\m))2 1:1mirt~" . 'jU:'t::"<,M';;I'J;, 5 1iJIi4~.~..,,~4~~ 205 114 2 24 267 riÏQt.(f.l::h1iQ!E! 12 fœ ,~.. '[-., ~~'t¡,v 356 ~t.~lti,'1 ~"!"~~"i~1; '1'.:':1'\' . ·'·7D~k:ifJt;.·tJ. 24 I'ii.,,¡ffifj ..,~!,.:«Wi ~1\sèJsoótJ!f;~;1 1 i~4iil~FiiiiiN)i 2,085 äI;rOTAI.5.:>,L 3,095 . Figur( ,.t:ft:rs to tIlt: nUlI/vt:r of structures al/d /lot tile tolal/lulllbt:r of iiI/its SOliru: Coilier COIJI/ty Building Relliew and Pr.nrliHil/g Deparll/(lIt, November, 1995 13 1 3 3 4. 76 69 4û 63 6<J 90 7 3 29 41 6 4 2 1 2 SO 34 17 21 24 .l36 251 176 161 16S 1 9 0 1 0 295 145 215 17S 221 50 22 20 25 25 5 4 1 3 7 2,062 1.576 1,762 1,676 1,916 3,014 2,122 2,239 2,158 2,471 ß uildi ng Permits Issued By Planning Community (1989-1994) r¿¡989 1990 . 1991 .1991 1993 1994 .. , , ,. I'LANt-.'lNl. COMMUNITY S tv! S M S M S M S M 5 M :,l'J.PTÚt. Najl/d,': 434 788 386 i,S93 364 849 447 1,288 381 835 5(J7 1,167 ~~trIl7 tv apTe.$ 162 634 81 153 71 58 95 71 Tl 26 132 104 ~¡!'ip!ám. YfI t~¿ 316 905 310 692 286 488 3]8 358 211 124 ]48 166 ~llS ~l"apI t.S','.; 111 235 J02 186 53 JJ6 57 84 72 90 69 JJ8 "Þ~·.·"·· .," ' . ..' -.. .-~.~~.; ~~ytll..NílP!~.{;: 159 808 ¡JJ 382 ]82 20 179 147 131 117 194 139 ~;' ... ~B!frc.g ~H~!Hth 297 136 ]93 jJ.4 107 2 121 2 152 100 193 158 ·ßfiŸ~lfa~P'3!m 17 19 12 0 8 0 8 0 9 0 19 36 ~ß~ta.lE.sæ~tk 520 162 76] 29 525 7 499 32 348 12 329 0 I W:Q1;ksç:r~i{;;' 0 2 2 0 1 0 5 0 9 0 0 0 . ." . - ...~.. .... '.. ,'. .'.-,. ...... ,m4.;l/lllloJü¡IHHY 63 161 151 )7 43 14 130 20 45 1&0 43 0 ff.#,.,g çyprt.$$V;: 6 8 7 ¡ 7 4 0 3 0 1 0 2 0 "j'~¥~¡'~·.·'.t~(:·· 2,085 4,458 2,] J 6 3,743 J,644 1,554 1,762 2,002 1,436 1,464 1,636 1,888 s= Si..ngl~- ~f= Multi· Fam iJ}' hmüy Nott:: Multi-Fa'/lily CAtegory refers to 1111 it 5, al/d IIot 5tnlctur~5 SOUTa: Collit:r COU/lty Bllildillg R~Jicl¡> alld Pt:nl/ith'IIg Dt:Jlnrllllt:llt, Not/ember, 1995 "?:~º~ C) ...._ -;b¡t::~ ~ ~ ~ " ~ " () '. ~ Q ~ ~ ~():::t:: ..""~" ~::::. ..., ~ ;; º () ... () :: ~ Q....-i) , ~ ~ ~ ~ Q:;~b¡ ..," ~ :: " ¡:;::.; t ~ ~' ~ ~-~~~ -:-........~ -~§" ~ -::::~ 1- ~. §: ".'- i ~ 'Ot')e Q.. ~ ~ Q.. ~ g' ~ ~ ~ -. ~ ê· Q 0;; "" 1\ t 1\ ~ .... 'C " ~ ~ I:i.. .... 'C Co: ~ " ~ ~ g Ã ~ .: ~ ~ '" -'" - 'C '0 .... <> .... ... <> <> "0 "0 '" C> <> <> .. .. .. .. Co C. <> C> . .. , .. '. þ' " .. CO C. <> <> . , , <> <> c. Co <> .. .... <> .. , .. . <> .. .. '" .. .. .. .. .., .. .. ..... .. .. ... .... o C. <> <> ::I 0( n .......::1 ....- '0 0 .....,:J ? 0 .... .., 'O....¡ '00 -bE :t .. õ ., [ '.:;:.. ~ ~. -- ~~ , a t, 2 ... p: r ;l ~ (':) :z 0 > :0 8 ~ ." () ~ t'" ~ 0 ti È; ~ ...¡ ~ pj -. c ~",~ "f .. ... ... M ~ - ~ 0 ... ~. u C) ~ '0 ~ ~ 00 ~ go c::::. ~ ~ ,.' ~~ ~ ~ ., ; ,. a ë .- . .~'".. - ... ~..~. .:....'>:. S? ~ N N '<> ;'" ..... N W \0 00 '"., t; ;,þ. 0 0 c::::. \Ø .... ,', .... . ,- ,. ,. ......'1. ....; I ~ N ~ 0\ \þ :(") 00 .,J N N .,J Ç>o ? .:..., \þ 'P g- o. 0 :.> c::::. <:> 0 0 QO ::I / .- . <:>;-: .. .. '0 .,J ... .:.. .... ~ 00 u. Õ\ 'ÿ .,;:¡ '<'I .... '0 00. 01 - N c::::. .... .... N ,.... : ~ ... ... .. 00 N ¿. \þ () ~ <0 UI QO $II \..I t)" .... --:: .. =-, ~ v ..... 0 ~ ~ -..ø ::r . . 0 IrQ ..." 0 .... 00 .... <::> .... ~ .... UI .... '0 .... œ i..o \þ 10 "'> "" ~ 1-. "- .... ~. <::> , . - ., . :¡... ~ :;"~: :.,,;t . ... .. ?I ~ 0 ? \Þ(") óo ÚI '00_ 0. 0 ~g ."- tJ\ ... <:> -~~..t , \þ' ., - ... .~. " , ..' 0 ., ..' .. ..... go .:.. .. <::> \Ø UI .... ..... ". j.. ë:; :... ~ '0 ~ ~_: 'D ~ !"> r"'. .'),1 ~ C) " I'· ~~ z.;.; '¡j ~;<- -¡:~L:~:~ .~. ~~. .;:;.~ ",,' J"!':: ~ U. 0 ? ~~ "'- b UI <::> ~':'B' .... N N ~ ;!~ 11 ;,~ ~.: :;; I" $; ,:'=~ :rF~. :,.. ,< ,r" }';"~ " .".," ....,.. .... :ø .... " :,,,,,.~¡:. c::::. N UI ... .........;... s- Ù ÜI "" ~:7 ~ N N N <.....~.-~. "0 <::> ,.J , i ,...·:""!.t\ 1 ~ ,. .." .. -'~ : ,¡, .h ·9~ , ... ~~ ....... c:.;, c. ....~ .'. ~.;() <:) <:) :.... ö.: ~ b ra,.tif ';'" ~ ~ <:> ...... \Ø:'C .. -+> .' '. U,IICI .. ,. -~. ~t.:( !'. ./ : - .:0 ... .... 00 UI ... .... -"- Ù iø \Ø 'C \.00 N ~ '.0 ~ "- N .... ~ :þ..'; , ... .... ~. :;/:!$- '.' ~..,: .. ... ',., ~ 0- ~ ~ ~;~ eo. !¿ ~ 0.. ... ''" ... õ c '" :;- IfQ c: ::I - '" 11 o - - - o c: v: :3 (JQ c 2 .... v: ;:J ~ ~ ;:J .... o « ,-. .... ~ -..: C I .... '-= ~ .ç;. '-' ~ 16G 1 . COLLIER COUNTY Housing Unit Projections (1990-2020) ¡'";100i1'11'" ~'*1OQr:;ì't ;:It.oonh,%: ~~.\t4 ~201.0:¡"f. ii!L:t.d1t1 ..~,.~, w~..a¡- 1Æ~::Wïr ~_MW. 15,769 24,637 33,()36 '-2,484 S3,D22 8,698 11,500 15,418' 19,845 24,75{} 8,179 9,561 12,820 16,486 20,574 11,777 13,382 1',~ 23,.015 28,798 I 12,107 14,904 19,9&5 25,100 32,075 1~2 13,048 17,496 22,499 28,080 1,977 3,4.36 4,608 5,926 7,395 uno 3,439 4,612 5,931 7,.w2 I 3,014 3,745 5,021 6,458 8,060 121 14.2 190 244 3M 426 507 681 875 1,092 4,911 6,024 8,077 10,381 12,963 . 78,66,1,:Yt ;104,3,25 13~;8ß!L J?9,nO;~~;515 pLANNING COMM UNITY North Naplçs South Naples Centrrll Naples fAst Naples Marco Island Goldm Gat/! Urban Estatls Rural Estatt:i Royal faknpal/TI Big Cypress Corkscrnv ImmoLlla H/ll n úµ:?ifi:Úff.iifi4T p tIi Is;". - Incorporated Areas City of Naplt:s Evagladls City .... IncDrf¡'o'råtUTotals' f.:l9.?9.,%< ~iim?j;: ({2@j fJ.:wP~X;;,1~û..19~L 15,312 16,124 16,814 17,624 18,374 192 206 212 217 223 . .... 15,5D4t~16,330 17,a85~ ':J.7,841 J.8,597· . í::OUN'JX¿MO£;TOTA.LS< '94,16SF ,120,655:; 156,975' -197,751 243,112 Note: Housing ullit projectiolls lVere gl,!erated by dividillg high rallge population projectiolls by person per total du.ellillg ullitfiguresfro1ll tl,,1990 Cl1/SIlS as detenllilled by ill·house population estimates. Figures based UpOI! MardI, 1994. data Source: Collier COlIl!ty Comprellt1lsiv.e :Iarill i"g Sect1ol!, Mard" 1995 . 16G 1 COLLIER COUNTY Dwelling Un.it Counts (1990-1995) By Ccrtifiéates of Occupancy .....~ -w"¡piifi:ITT;(:' *fu:m~:, ~Jlm.1¡:j, -1..~199~.a J:ž,$.lm; ;if:~~ ~.~ ~SE" g~.F.:"mll:j-~ 3Ð,8Q9 32,£8'8 ~,613 36,111 37,911 39,710 '-'f"''' "~'.J:,,""" ~.... ~'iX[UW'>:' 3,209 3,415 3,497 3,505 3,.'iS 1 3,657 . "_'" __~~,ð.'t' f1Wtfð_~F '.'...¡':o¡± 3-4,191 37,982 40,564 42,200 43,678 .t5,U6 ..... .,.,.........~..r....~ =N.~.~~JJ~~!i'f; 10,452 10,660 10,856 10,99() 11,098 11,20& mm3zvr;tLSr~f4r 78,661 84, 9-15 89,530 91,816 96,238 99, 731 Nort.: 1995Jigun.s through NOl'cmba 30,1995 only. Historical Increase in Dwelling Units by Certificates of Occupancy ~."~{... ~~!tß:.9V ',1991-91 It9þ.9J.~ H").94. ¡'1994-95" .è1~9':. ·,æt . ibi.';;'¿. ~#~~r.åhilly t'~ 2,079 1,125 ],708 1,590 ],880 NA ~~I.éXf:h:.::;:~' 206 82 4 46 92 NA :tW M ùJttyårii.ft1 ~',~. 3,79] 2.582' ],636 1,,08 2,056 NA fI.~i M 011 De' H GiDe ':., 208 ]96 134 108 128 NA ~þ;.;1'OT AL!';:(::¡> 6,284 4,585 3,>182 3,222 >1,156 NA Nolt: Tnt dwdling unit counl5 provicúd abOyt an tabulaudfrom April 1- MarcJ1 31 for tach ytar to ctJrrcspond wiIh tllt CtllSUS (April 1, 1990) Da1afor 1995-96 cowmn )'o'Íll bt araj/ab~ in March, 1996. I-Ustorical Trend of DweIling Unit Counts (1990-1995) 4,000 3,500 ... c 3,000 ;:¡ cJ) 2,500 c 2,000 (.J ~ 1,500 1,000 500 o M.bllt fl..... ...:. '" '" .. '" ...; '" '" V) '" .... '" '" Census Year Source: Collier COllnt)' Compre.htnJil'e PlLlnning StClÌon Building Revi~ alld Pa-mUting Dq¡ar1men/ \' ,. . 1 óG 1 COLLIER COUNTY Housing Occupancy Status (1990-1995) 66% 34% Housing Vacancy Status (1990-1994) 71990: :}¿i1Q41'l'~ ;¡:19Q?~f !~QiQ3t tJ;1OCM:~'Pê'i;¿ént ;.'''':.~.~.~..,..;:.: .:.~.....';f' «it: ,Ui!,u~ .. .,~:1~..:~: ;¡«'!o';(~~':' 't..v..............-·. . . . r,;W~ã1:·.¡Ori:.l. ·';'!;F::W¡t¡1~W,~;~.·. . ";M.: 3 062 3 254 3,395 3,501 3 655 9.~% t.J"~....-.~:!.::;.........,.....,.1:1""':.;.:'~:':4:}f~,f(.~ " I Eö¡¡'>~ :~'rit%W,t::''';;:j!;+:¡:f':ß<i!\' ,'... ":'''ª 3 641 3,877 4 04S 4 171 4,354 11.200/. """.!a'.1_...:~ALM¡¡i'¡¡.1i'i·. .",,-,~. , " ª~l9.fº~ª'îöii#:Fµ..U.~.&¡¡ 21,588 24..096 25,134 25,923 27,059 69.60% Oï~<¡¡ ',",'"'''''''''' ..... ..·'x..".. . ".,. ,323 9 48 1 527 1,594 4 100L .~,~1UiH,Ç,~tDiAi¡Ùih. '; ,,"Y 1 1,41 1, 1 , . TU !LJt.<Vß.:§1A::w~rQf.¡gtgçr§þ;; 1,447 1,558 1,625 1,676 1,750 4.50% F~'4{'!Mt~'I,i.;:f:Wönêt('. 401 415 433 447 4ó6 1.20% "#W"'it4~"~~~t-~-:-..~wn.....,.-.·.·. rp.tt~y#.ª¥n!i#ª;'· ., j 32,462 34,619 36,113 37,245 38,878 Source: US Bureau of tht Census, 1990 Comprehensive Planning Section, (1991-95) estimates based upon 1990 ratios The c<1tegory o( "Held (or OCC<1siona..! Use" is defined by lhe Census Bur'Uu ¡as ·V¡aca.nt Units used (or a weekend or other occ;¡sion.a..l use throughout the yeu:". This utegory comprisu 69.6% of;ùl vacU\t units U\d is indic;¡tive o( the large number o( second homes in Collier County. 16G 1 Agriculture Agriculture is a dominant factor in the economy of the County, Rainfall averages about 52 inches annually with most of the precipitation occurring during the late spring and summer, The high yearly rainfall and year-round mild temperature enable agriculture to be a productive sector of the County economy. As of December 1995, there were approximately 302,704 acres in agricultural production, The County is Florida's largest producer of vegetables, including tomatoes, cucumbers and peppers as major crops, Approximately 36,534 acres are devoted to citrus production in the County, Over 238,680 acres are utilized for cattle pasture land and range land. Tourism Tourism is a major factor in the economy of Collier County. Visitors to the County enjoy its Gulf of Mexico beaches, golf, tennis and other attractions. Everglades National Park, the United States' only subtropical National Park, located near Naples, comprises a substantial pOr1ion of the County. Collier-Semin01e Park and Corkscrew Swamp are also located close by. Salt water fishing in the Gulf of Mexico, as well as fresh water fishing, makes the many lakes ar,d waterways popular vacation spots, The County is regarded as one of the largest shelling areas in the United States, Transportation The County is served by U.S, Highway 4\ (the Tamiami Trail) and the Everglades Parkway, which links Naples to the east coast of Florida and intersects U.S, Highway 27, providing access to the Sunshine State Parkway, An extension of Interstate Highway 75, down the west coast of Florida from Tampa to the Naples area and connecting to the Everglades Parkway has been completed. Upon completion of a construction project to expand Everglades Parkway to four lanes, it will become part of the Interstate Highway System and 1-75 will run from Naples to Miami, Greyhound Bus Lines connects the County to all points within the State. Freight forwarders provide interstate connections. Air service is available at the Naples Airport owned by the City of Naples and covers an area of approximately 650 acres, The airport has two lighted 5,000 feet hard surfaced runways, each 150 feet wide. Commuter airlines offer regu1arly scheduled flights to Miami and Tampa Air service at the Southwest Regional Airport near Ft. Myers, 35 miles north of Naples, reaches many major cities. Educational System The County school system serves approximately 24,428 students in over 33 schools, The public schools provide a varied adult education program and a special program for pre-school children. There are several private and parochial schools in the r"""." "11'".,;",, rl:>"O'r>< rrnn' '..;"r1f'r0"rtpn ,hrr\lloh the tVllè:lfth !'r~rlp. Ediso!1 Community r - -- - --- -- -- 16G 1 Junior College's main campus, in Ft. Myers with a branch campus III Naples, otTers technical training as well as college preparation for students, Medical Faci\ities Naples Community Hospital, a non-profit, private corporation provides health services to the residents of the County. ]t has approximately 1,300 professional and support personnel and an additional 1,650 auxiliary members, The hospital current1y has 381 beds, 24-hour emergency room service, and a 20-bed psychiatric facility. ]n addition to the traditional hospital services and facilities, Naples Community Hospital provides the following specialized services and facilities: Physical Therapy Department, Intensive Care Unit, Special Care Wing (includes Intensive Care Unit, Cardiac Care Unit and Progressive Intensive Care Area), E1ectro-diagnostic Laboratory (EEG-EMG-ENG), Nuclear Medicine, Neurovascular Radiology and X-Ray Diagnostics, Special Procedures and Computerized Tomographic (CT) Scanning. The Collier County Health Department operates in every community in the County under the direction of a licensed physician and with a staff of trained specialists, including public health workers, nurses, sanitarians and clinical psychologists FINANCIAL AND ECONOMIC DATA ( 1983-1992) Fiscal Population(IJ Percent Per Bank Yea.r Increase Capita Deposits Income(2) (OOO'sf) 1983 ] 05,000 5.5% 15,239 723,147 !984 110,000 49 16,226 852,150 1985 115,900 5.2 17,504 923,281 1986 122,000 5.3 18,708 I, 100,892 1987 \ 27,700 4.7 21,032 1,323,150 1988 135)00 59 23,098 1,505,433 1989 \43,700 62 25,108 1,868,752 1(1)() 152,100 5.8 25,978 2,072,199 !991 161,600 6 :; N/A 2,193,416 1992 168,514 4 3 N/A 2,292,952 19S1J ] 74,664 40 N/A N/A 1995 197,400 60 N/A N/A ------..- N/A = Data not currently available 16G 1 Sources: (1) 1996 Florida Statistical Abstract, University of Florida (1983-1991 revised 1992) 1996 provided by the Bureau of Economics and Business Research, (2)JI~96,.!.lorida Statistical Abst(açt, University of Florida (1938-90 revised during Lt~6). Excluding 1991 and 1992 (3) Florida Bankers Association (4) Florida Department of Labor, Bureau of Labor Statistics; and Division of Employment Security. Department of Commerce, State of Florida expressed as a percentage. 16G 1 E.XHIBIT E UMITEl.1 OFFERING MEMORANDUM "'. 16G 1 LIMITED OFFERING MEMORANDUM NEW ISSUE · F1JLL BOOK ENTR Y ONLY NOT RATED In Ihl opinion of Bond Courutl, bastd upon an anafyJÍ.J of aisling laws, rtgulalioru. rulings and courl dlcisiolU and a.s.suming, among olh" mailers, compliancl wi/h clrlain covlnants. InllrtslOn Ihl 1996 Bonds (including alfJ original u.rut ducounl prop"ly allocabll to a holdtr Ihtrlof) U acludtd from gross Incoml for fldtral incoml lax purposls. In Ihe furthI' opinion of Bond Counstl, inltrlst on thl 1996 Bonds is not a sp,cific preftrencI illm far purpost.J of the ftdaa/lndividual or corporall a/urnall'l't mlnúnum laxtS, auhough Bond Counsll oburvlS Ihal such inltrlSI is includtd in adjll.Jttd curren I tarnings whln calculaling corporal' aUtrnati'l't minúnwn laxabll Inco,",. Bond Counstl is furlhtr of Ihl opinion Ihallh, 1996 Bonds and Ih, intlrnl thtrton art almpt from laxa/lon undtr tht laws of thl Slatl of Florida, aClpt as 10 estall taxIS and ta.us Impoud by Chapla 220, Florida Statutu, on inltrest, incomt or profils on dlbl obligatiolU oWMd by corporalions as drfintd In Chaptlr 220. Bond Counul txpruJls no opinion ugarding any olhtr lax Con.rlqUtnCts rtlaltd 10 Iht ownership or disposition oj. or tht accrutd or uctipt of interul on the 1996 Bonds, Su "LEGÆL MA.7TERS- Tax Extmption" $20,210,000 FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT Collier County, Florida Special Assessment -Revenue Bonds Series 1996 Dated: December 1 1996 Due: May 1, 2018 The Fiddler'. Creek Community Development Dialricl (Collier CounEY, Florid.) Speci.1 As""...,.,.,r.! Revenue Bond., Serie. 1996 (1110 "1m Bond,") will be is~ued IS fully rerillered securilie. in lIIe nome or Cede &. Co., as Bondh01der ond v.:urili.. depo.itory nominee orTho De,?osilory TNII Compony, New York, New York ("OTC"), Individual purch.... will b. made in !x:>ok entry fOnTI only lllrouen mc PU1icip.n" (r1etineJ herein). 'The 1996 Bonds will be iuued in denomin&lioruof $S,()()() and in!~lIro! multiples or $5,000 in exceSS lIIe!'Cof, onJ will iniliany be sold only 10 "ac':rcdiced inveslors," IS wch 'enn it def,ned in Chapler 119, Florid. St.atute&, in minimum inc:remcl1U of \ IOO.tX\O or any inte¡rol muhipl~ or $5 ,000 in exec.. .hereor. Inler..1 on lIIe 1996 Bond. is payable on May I, 1997, Ind on nch May J and No"..nber llllere.tlcr unlil maJurity or eul;er redcmp!ion. Priocip.1 of and inler...1 on lIIe !996 Bonds will be plid by lIIe Payinc Aeent (os defined herein) 10 mc, or its nominee, and LÞen by DTC IIIrouch DTC Panicipant110 lIIe benelid.1 owners lIIereor. 5unTf11s1 B.onk. Cenlral Florid.. NOI;On&1 AlJoc:alion, wili ION: OS l' f1J11ee, Registrar cn<1 P.yint Aeent for lIIe 1996 Bonds. The 1996 Bouds are subjrct to exlr.lf)rciWary redew¡>Ôou aud 10 w:wdalory rfdewpól)u. e:IoCh ;u d~ribcd beråu uudcr the C:lp60Q "SECl.'RITI£..S BEING OFfERED - Redeo,upljou Provi~ioll.S.n The 1996 Bond. arc being i.:.u.d for lIIe purpo", of (i) Can.neine III. COli "r a~quirinr, ccn.SlrJ<:linJ and equippinC .s$Cs...bl. improvements, (ii) payinr een.oin cos'.s ...ocia'ed wi-,h iuuine the 1996 Bond., (;jj) makinc. ckposil inlo the 1996 Rcoervc ACCOOnl (as dd",,,d herein) and (i..) payinr a pcnion of lIIe in'cre.t to beoomc duo on III. 1996 Bonds, MATURITY SCllEDULE S20,210,000 7.50% Tenn Bond. Maturi"'r M.y 1,2011 II Yiehl 7.50',; THE. 1996 BONDS ARE BEING OFITRED FOR SALE ONLY TO ACCREDITED INVESTORS IN ACCORDA.'\CE WITII APrUCABLE FLORIDA LAW. NO Arl'LlCATlON liAS BEEN MADE FOR A RATING W1T1l RESPECT TO TIlE 1m BO:\'DS, NOR IS THERE ANY REASON TO :l£l.1EVE THAT TUE DISTRICT WOULD HA YE nEE~ SUCCESSflJL IN OßTAI/l.l:\'G A.'\ INYFSTMENT GRADE RATING FOR TilE 1996 BONDS HAD ArrLlCATION DEEN MADE. rROSrECTlYE INYE~IORS SHOULD BE AWARE OF CERTAIN RISK ~''''CTORS, ANY ONE OF WIIICH,lf MATERIALIZED TO A SurnCIE.Vf DEGREE, COUL) DELAY OR PREVENT PA Yi\lENT Of PRINCIPAL Of, AND/OR IN1EREST ON TilE 1996 BONDS. SEE "RISK fACTORS", 'SECURITY FOR TilE 1996 BONDS" AND "SUITABILITY fOR INVESTMENT" HEREIN FOR A ~l'otARY OF CERTAIN OF I'll ESE RISKS. EACII rROSPECTIYE INVESTOR IS EXPECTED TO CO"'DUCT ITS OWN INVEST1GATlO~ I/I.'TO TIlE DISTRICT, TtlE SOURCES OF PAYMENT AND TilE RISKS OF AN I/I.'VESTME/I.'T IN TIlE 19~ BONDS. A:\'D TO EV ALVA TE INDErENDENTL Y TilE MERITS AND RISKS A/I.'D CONSEQUENCES OF SUCH AN INVESTMENT. THE 1996 BONDS ARE LIMITED OBLIGATIONS OF THE DISTRICT PAYABLE SOLELY OUT OF THE MIOU?-<ïS PLEDGED THEREFOR UNDER THE INDENTURE, NEITHER THE PROPERTY, THE FULL FAITH AND CREDIT, THE TA-XING POWER., NOR TilE NON·AD VALOREM SPECIAL ASSESSMENT POWER OF THE DISTRICT, COLLIER COUNTY, FLORIDA. THE 16G 1 STATE OF FLORIDA, OR ANY OTHER POLITICAL SUBDIVISION THEREOF. IS PLEDGED AS SECURITY FOR THE PA YMEl'IT OF THE 1996 BONDS. NO OWNER OR ANY OTHER PERSON SHALL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER OR THE NON·AD VALOREM SPECtAl. ASSESSMEr-rr POWER OF THE DlSTR1cr OR OTHER GOV'ERNMEm"Al. BODY TO PAY THE PRINCIPAl. OF. PREMIUM-, IF ANY. AND INTEREST ONTHESER.ŒS 1996 BONDS. THE 1996 BONDS DO NOT CONSTITUTE AN INDEBTEDNESS OF THE DISTRIcr. COLLIER. COUr-rrY, FLORIDA. THE STATE OF FLORIDA. OR ANY OTHER POLITICAl. SUBDIVISION THEREOF, WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STAnrfORY PROVISION OR LIMITATION, 1M 1996 Bonds are o.1Jtred wit.". as and IflsslUd,., and acc.pud by IA# U"¿#rwTÍur, subJ#c/,., IA# opl"lon 0f'I UrI4Út Úldl malUn nl4lUt1 ,., lA#lr Isnusnc" by While & Cau, Miami. Florida. Bond Cowud. aM cerlalll olAer condlllOlU. ûnal" ú,aJ malUn wfll be p4SJed "".fer 1M Dlsmc, by Woodward. Pires 4. Lo",Z,drdO. Napús. Florida. aM for lAe UnderwTÍler by lu cowud. Gremberr Trauril HoJ!mt1fl Upoff lføsm & Qumul. P.A.. TdlloJrassu, Floridd. Ills upul.d lAa, me 1996 Bonds will be avallablefor delivery'" DTC I" New Yort, N.w Yori: 0" or abouI D.ce",btr 11. J 996, 1ài.s COTer pace cootaios ce/taW iuronuaÛ04 ror qukk rereraKe ouly.1I is DOt a S\WIwary or this Issue. IDuston must read the "'ÛA Limited OlTeri..aa Meworaüduw to obtalA i.oronuaûoa essential to the malåa& Dr a.a i.oronued iøTestw....t decisioa. WILLIAM R. HOUGH & CO. D.t~: November 27. I 'J96 16G 1 FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICf COLLIER COUNTY, FLORIDA BOARD OF SUPERVISORS Larry Mullins ................... Chainnan Clifford "Chip" Olsen ............. Vice Chainnan Q. Grady Minor ......,........... Assistant Secretary Arthur V. Woodward. . . . . . . . . . . . . . Assistant Secretary Paul Riegelhaupt ................. Assistant Secretary , DISTRICf MANAGER Gary L. Moyer, P.A. Coral Springs, Florida DISTRICf COUNSEL Woodward, Pires & Lombardo Naples, Florida BOND COUNSEL Whi te & Case Miami, Florida FINANCIAL ADVISOR Fishkind & Associates, Jnc. Orlando, Florida DISTIUCT ENGINEERS Hole, Montes & Associates Naples, Florida TRUSTEE SunTrust Bank, Central Florida, National Association Orlando, Florida 16G 1 REGARDING USE OF THIS LrMITED OFFERING MEMORANDUM No dealer, broker, salesman or other person has been authorized by the District, Collier County, the State of Florida or the Undel'\vriter to give any information or to make any representations other than those contained ¡nthis Limited Offering Memorandum, and, if given or made, such other information or representations must not be relied upon as having been authorized by any of the foregoing. This Limited Offering Memorandum does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the 1996 Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information set forth herein has been obtained from the District, the District Engineer, the State of Florida, the Financial Advisor, the Developer, Developer's Counsel, Bond Counsel and other sources that are believed by the Underwriter to be reliable. The Dis- trict, the Developer, the District Engi'neer, the Financial Advisor and the Underwriter will all, at closing, deliver certificates certifying that the information each supplied does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements herein, in the light of the circumstances under which they were made, not misleading. The .i!1formation and expressions of opinion herein are subject to change without notice, and neither the delivery of this Limited Offering Memoran- dum nor any sale made hereunder shan, under any circumstances, create any implication that there has been no change with respect to the matters described herein since the date hereof. IN CONNECTION WIlli THIS Or-FERlNG, THE UNDERWRITER MA Y OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MArNTArN THE MARKET PRICE OF THE 1996 BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZ[NG, IF COMMENCED, MAYBE DISCONTINUED AT ANY TIME, THE 1996 BONDS 1:1 A VE NOT BEEN REGISTERED WITH THE SECURITIES AND EX- CHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR HAS THE INDENTURE BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, IN RELIANCE UPON CERTAIN EXEMPTIONS SET FORTH IN SUCH ACTS. THE REGISTRATION, QUALIFICATION OR EXEMPTION OF THE BONDS IN ACCORDANCS WITH THE APPLICABLE SECURITIES LA W PROVISIONS OF THE JURISDICTIONS WHEREIN THESE SECURITIES HAVE BEEN REGISTERED, QUALIFIED OR EXEMPTED SHOULD NOT BE RE- GARDED AS A RECOMMENDATION THEREOF. NEITHER THESE JUR1SDICTIONS NOR ANY OF THEIR AGENCIES 1M VE GUARANTEED OR PASSED UPON THE SAFETY OF THESE BONDS AS AN fNVESTMENT, UPON THE PROBABILITY OF ANY EARNINGS THEREON OR Uí'ON THE ACCURACY OR ADEQUACY OF THIS LIMITED OFrERfNG MEMORANDUM. TABLE OF CONTENTS INTRODUCTION .................................................................. 1 The Issuer ......,.....,',.,.,..,..,..""..................,..................., 1 Security for the 1996 Bonds ',..,.,",....,"",.............,....................., 1 Purpose of the 1996 Bonds .".....,",..,',.,..."............,......,............. I Features of the 1996 Bonds. , . . . , . . . . . , , . , , . , . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., ] Redernption , . . , , . . , . . , , , . . . . . , , . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , .. I DenominatioTlS and Interest Payment Dates ......,.................,..,.,.......... 2 16G Manner of Making Payment .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ,. 2 Registration, Transfer and Exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., 2 Professionals ...............................:.................................... 2 Terms of the Offering ............................................................, 3 Authority for the 1996 Bonds ..................................................,. 3 Satisfaction of Conditions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 3 Deliyery . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , .' 3 Risk Factors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 3 Miscellaneous .,................................................................. 3 Additional Information .........,........."....................................," 3 THE DISTRIC1' . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 3 General ..,....................................................................,' 3 Legal Powers and Authority ,.......,..,..........................................,. 4 Board of Supervisors .:..,... '.' ,.........,.,.,..................................". 4 District Management and Consultants ....",.......................................,. 5 SECURITIES BEING OFFERED ..................................................... 6 Purpose ......,......,....,..........".......................................,' 6 General. . . . . . . , . . . . . . . , . . . . . . , . . , . . . . . . . . , , . . . \" . . . . . . . . . .'. , . . . . . , . . . . . . . . . .. 6 Sources and Uses of Funds . . . . . . , , , , , . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., 7 1n¡¡estments .......' , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . " 7 Security for the 1996 Bonds ......,.........................,.....................,' 7 Pledged Revenues Securing the 1996 Bonds .,...........................,..,.....,' 7 Priority of Payment to Other Obligations of the District. . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., 7 Additional Parity Obligations. . . , . . . . . . . . . . . . . . . . . . . . . . . . . , . , . . . , . . . . , . . . . . . . . , .. 7 1996 ReJerve Account, , . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . , . . . . . .. 8 Flow of Funds . . . . . , . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , ., 8 Limited Obligations ..,.,..................,......................,..........., 9 Redemption Provisions . . . . . . , . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., 10 Optional Redemption .........................................,...........,... 10 lvlandatory Redemption. . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., 10 Extraordinary Mandatory Redemption. , , . . , , . , . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . ,. 10 Redemption of Portion of 1 996 Bonds .............................,........,...,. 1 ¡ Notice of Redelnption ............,..,.,....................................,.. 11 Deject i,., Notice of Redemption .....................,........................... ¡ 1 Effect of Notice of Redemption . . , . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ,. 11 Book-Entry-Only System ...".........."..,.,................,...,............., 1\ Method of Computing Interest; Saturdays, Sundays and Holidays ........................, 13 PLAN OF FINANCE ............................................................... 13 General ................,....................................................,. 13 The Developer. . , , . . . . , . , . . . . , , , . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . .. 13 The Development .....,.....,...........,......................................, 17 General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ,. 17 Permilling . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. ¡ 9 Ownership of Land Within the District. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . " ¡ 9 The 1996 Project . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .' 19 General . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 19 1996 Project Improyement Acquisition Agreement ................................,' 19 The 1996 Series Assessment~ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 19 General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., 19 · , 16G 1 Collec/ion .................................................................. 19 Methodology. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . .. 20 Prepayment . . . . . . . . . . . . . . . . . ;-. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 2 I Collection and Enforcement Procedures .......................................... 21 RISK FACTORS .................................................................. 24 LEGAL MA TIERS.. . . . . . . . . . . . . . . . . . . . . . . . . . ............. . . . .... . ..... .. . . . ...... 25 Validation ..................................................................... 25 Enforceability of Remedies. . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 26 Litigation . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 26 Legal Proceedings ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 26 Disclosure Required by Florida Blue Sky Regulations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., 26 TAX MA TIERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 26 Federal Tax Matters .....................,....................................,.. 26 Florida Tax Matters . . :. , , . , . . : . . . . , . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . ' . . . . . . ., 27 Original Issue Discount, . . . . , . , . . , , . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 28 MISCELLANEOUS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 28 Suitability For Investment. . . . . . . . . , , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., 28 Ratings. . . . . . . . . . . . , . . . . . . . . . , , . . . . . . . . . . . . . . . . . . . ..'. . . . . . . . . . . . . . . . . . . . . . . . . . ., 29 Continuing Disclosure. , . . . . , . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 29 Underwriting ... , , . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .' 31 Accuracy and Completeness of Limited Offering Memorandum. . . . . . . . . . . . , . . . . . . . , . . . . ., 3] Certificate Concerning Limited Offering Memorandum ................................, 31 APPENDIX A-FORM OF THE MASTER INDENTURE AND FIRST SUPPLEMENTAL INDENllJRE . . . . . . . . .. .. . . .. .. .. . .. . . . .. . . . . .. .. . . . . . . . .. A-I APPENDIX B-ENGINEERING REPORT (INCLUDED IN METHODOLOGY REPORT) . . . . . . . . . . . . . '. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . B-1 APPENDIX C-FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT BOND FINANCING PROGRAM AND ASSESSMENT METHODOLOGY ..............;.. C-l APPENDIX D-FORM OF OPINION OF BOND COUNSEL. . . . . . . . . . . . . . . . . . . . . .. 0-1 APPENDIX E-FOIUÆ OF CONTINUING DISCLOSURE AGREEMENT. . . . . . . . . . . . . E- ¡ APPENDIX F-GENERAL INFORlv1ATION CONCERNING COLLIER COUNTY..... F-l 16G 1 LIMITED OFFERJNG MEMORANDUM Relating to $20,210,000 FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICf Collier County, Florida Special Assessment Revenue Bonds Series 1996 INTRODUCTION This Introduction is only a brief discussion of selected topics discussed herein. To make an in- formed investment decision, potential investors should review fully the entire Limited Offering Memo- randum, as well as the documents summarized or described herein, Capitalized terms, if not othe!'\vise defined, have the respective meanings set forth for such terms in Appendix A-"Form of Master In- denture and First Supplemental Indenture." The Issuer Fiddler's Creek Community Development District ("the District") is a community development district located in the metropolitan Naples area of Collier County, Florida (the "County"), The District is an independent special district and body politic of the State of Florida formed to construct, op~rate, and maintain the ne<:essary infrastructure of Fiddler's Creek, a planned, residential community consisting of approximately 1,389,8 acres ("Fiddler's Creek"), A more complete discllssion of the District and Fid- dler's Creek is included herein under the captions "THE DISTRICT" and ~~PLAN OF FI- NANCE-The Development," respectively, Security ror the 1996 Bonds The District's Special Assessment Revenue Bonds, Series 1996 (the" I 996 Bonds") and the in- terest and redemption prem ¡um, if any, payable thereon are limited obligations of the District (see "Lim- ited Obligations" below) and are payable only from and are secured only by the proceeds of speci;¡! ;¡s- sessments (the "1996 Series Assessments") upon property specially benefited by the 1996 P ;oject (the "1996 Pledged Revcnues"), al! as more fully described under the caption "SECURITIES BEING OF- FERED." Purposo of the 1996 Bond5 The 1996 Bonds are being issued for the purpose of (i) financing the Cost of acquiring, con- structing and equipping assessable improvements (the "1996 Project"), (i i) paying certain costs associ- ated with the issuance of the 1996 Bonds, (iii) making a deposit into the 1996 Reserve Account and (iv) paying a portion of the interest to become due on the 1996 Bonds. Features of the 1996 Bonds 1. Redemption. The 1996 I30nds are subject to optional redemption beginning May 1,2007 , 10 mandatory redemption beginning M;¡y I, 1999 and to extraordinary mandatory redemption, each as more fully described under the caption "SECURITIES BEING OFFERED-Redemption Provisions." <, ~ -~-- --. - -- .. --- 16G 1 2. Denominations and Interest Payment Dates. The 1996 Bonds will be issued as fully regis- tered bonds in denominations of $5,000 and integral multiples of $5,000 in excess thereof, and will ini- tially be sold only to "accredited investors," as such term is defined in Chapter 189, Florida Statutes, in minimum increments of S I 00,000 and integral multiples of $5,000 in excess thereof (see "MISCEL- LANEOUS--Suitability For Investment"). When issued, the 1996 Bonds will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"). Individual purchases will be made in book-entry-only form through DTC Participants, all as defined and described under the caption "SECURITIES BEING OFFERED-Book-Entry-Only System"). Inter- est on the 1996 Bonds is payable on each May I and November I (each an "Interest Payment Date"), commencing May I, 1997. 3. Manner of Making Payment. So long as the 1996 Bonds remain in book-entry-only form, payment of principal, premium, if any, and interest on the 1996 Bonds will be mailed or delivered by check or draft of, SunTrust Bank, ~entral Florida, Nationa! Association, Orlando, Florida, as Trustee, Registrar and Paying Agent, to Cede & Co" as registered owner of the 1996 Bonds, and will be redistrib- uted to the beneficial owners ("Beneficial Owners") by DTC through DTC Participants (see "SECURI- . TIES BEING OFFERED-Book-Entry-Only System" herein). 4. Registration, Transfer af/{I Exchange. So long as th~ '1996 Bonds remain in book-entry-only form, transfers of beneficial ownership interests in the 1996 Bonds are to be accomplished by entries made on th<:: books of DTC Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their beneficial ownership interests in 1996 Bonds. except in the event that use of the book-entry system for the 1996 Bonds is discontinued (see "SECURITIES BEING OFFERED-Book-Entry-Only System" hert:i'.I), Professional~ The following is a list of professionals providing services in connection with this issue: Wiliiam R, Hough & Co., Naples, Florida-Underwriter; SunTrust Bank, Central Florida, National Association, Orlando, Florida- Truotee, Reg- istrar and Pôying Agent; White & Case, Miami, rJoridå-,ßond Counsel; Woodward. Pires & Lombardo, Naples, Florida-District Counsel; Greenberg Traurig Hoffman Lipoff Rosen & Quentel, P.A., Tallahassee, Flor- ida-Underwriters Counsel; Nabors, Giblin ~ Nickerson, P.A.. Tampa, Florida- Trustee's Counsel; . Fishkind & Associates. Orlando, Florida-Financial Advisor; Woodward, Pires & Lombardo-Developer's Counsel; Hole, Montes & Associates, Naples, Florida-District Engineer; Gary L. Moyer, P.A., Coral Springs. Florida-District Manager. 1 bG 1 Terms of the Offering 1. Authority for the 1996 Bonds, The 1996 Bonds, when, as or if issued, will be issued pursuant to the Constitution and laws of the State õf Florida, particularly Chapter 190 and Section 190.014, Flor- ida Statutes (1995) and other applicable provisions of law (the "Act"), Resolution No. 96-16, adopted by the Board of Supervisors on August 20, 1996, respectively (the "Bond Resolution") and a Master Trust Indenturc datcd as of December I, 1996 (the "Master Indenturc"), between the District and thc Trustee, as amende&åndsupplemented by a First Supplemental Indenture, dated as of December I, 1996 (the "Supplemental Indenturc"), between the District and the Trustee (the Master Indenture as amended and supplemented by the Supplemental Indenture is hereinafter referred to as the "Indenture"). 2. Satisfaction of Conditions. The 1996 Bonds arc being offered by the Underwriter when, as, and if issued by thc District and accepted by the Underwriter, subject to the delivery of an approving opinion of Bond Counsel and satisfaction of certain other conditions. 3. Delivery. It is expected that the 1996 Bonds will be available for delivery to DTC in New York, New York, on or about December II, 1996. Risk Factors 111c 1996 Bonds are subject to a significant degree of risk. See the caption "RISK FACTORS." Miscellaneous This Limited Offering Memorandum speaks only as of its date and the information contained herein is subject to change. The description of the Indenture and documents authorizing and securing the 1996 Bonds do not purport to be comprehensive or definitive, however, Bond Counsel and others will opine at closing that said descriptions are fair ?nd accurate statements. References to the Inåenture and other documents arc qualified in their entirety by reference to the forms thereof, Additional Information Prior to åelivery of the 1996 Bonds, copies of the documents described herein may be obtained by contacting WilHam R, Hough & Co" Attention: William J. Reagan, telephone number (941) 649- 6077. Subsequent to delivery of the 1996 Bonds, copies of documents may be obtained, after paying the costs of copying, from the Trustee by contacting John Fox, 225 East Robinson Street, Orlando Florida 3280 I. THE DISTRICT General The District is located in the metropolitan Naples area of Collier County, Florida and consists of approximately 1,389.8 acres, It was established to provide public improvements and to deliver commu- nity development systems, facilities and services in the area of the District thereby providing a solution to the County's planning, management and financing needs for delivery of capital infrastructure within that portion of Collier County encompassed by the District. A site map showing the location of the Dis- trict is included in Appendix ß..-"District Engineer's Report." J 16G 1 Legal Powers and Authority The District is a community development district organized and existing under the Act. It was established on July 23, 199(\, pursuant to Rule 42X 1.001-1.003, Florida Administrative Code, of the Rules and Regulations of the State of Florida Land and Water Adjudicatory Commission. The Act was enacted in 1980 to provide a uniform method for the establishment of independent districts to manage and finance basic community development services, including capital infrastructure required for commu- nity developments throughout the State of Fld'rida. The Act provides legal authority for community de- velopment districts (such as the District) to manage and finance the acquisition, construction, operation and maintenance of the major infrastructure for community development. The Act provides that community development districts have the power to issue general obliga- tion, revenue, and non ad valorem special assessment revenue debt obligations in any combination to pay all or part of the cost of infrastructure improvements authorized under the Act. The Act further provides that community developmeAnt districts have the power under certain conditions to levy and assess ad va- lorem assessments or non-ad valorem assessments, including special assessments, on all taxable real and tangible personal property within their boundaries to pay the principal of and interest on debt obligations issued and to provide for any sinking or other funds established in connection with any such debt obliga- tion ¡ssues. Pursuant to the Act, such special assessments may be -assessed, levied, collected and enforced in the same manner and time as county property taxes. Among other provisions, the Act gives the District's Board of Supervisors (the "Board of Super- visors") the right (i) to acquire through purchase, gift, devis~ or otherwise, real or personal property; (ii) to establish, acguire, construct or reconstruct, en1arge or extend, equip, operate and maintain (a) water supply, sewer and wastewater management systems, (b) a system of drainage and flood control or any combination thereof and to const.ruct and operate connecting intercept or outlet sewers and sewer mains and pipes and water mains, conduits, or pipelir.es in, along, and under any street, alley, highway, or otner public place or ways, and to dispose of any effluent, residue, or other byproducts of such system, or sewer system, (c) district roads equal to or exceeding the specifications of the County, as well as streetlights, and (d) with the consent of the County, parks and facilities for indoor and outdoor recre- &tior.3I, cultural and educational uses; (iii) to borrow money and issue debt obligations of the District; and (iv) to exercise all other powers necessary, conveni~r.t, incidental or proper in connection with :tny of the powers or duties of ¡he District stated in the Act. The Act does not empower the District to adopt and enforce land use plans or zoning ordinances, and the Act does not empower the District to grant building permits. These functions are performed by the County, acting through its Board of County Comm issioners and its departments of government. ùoard of Supervisors The Act provides for a five-member Board of Supervisors to serve as the governing body of the District. Members of the Board of Supervisors must be residents of the State and citizens of the United States. Initially, the members were designated and appointed in the fonnative petition and the rule estab- lishing the District. Thereafter the members are elected on an at-large basis by the owners of property within the District. Ownership of land within the District initially entitles each landowner to cast one (I) vote per acre of land owned by him and located within the District (with fractions thereof rounded up- ward to the nearest whole number) for each person to be elected. All members serve until expiration of their tenns and until their successors are chosen and qualified. If, during the term of office a vacancy occurs, the remaining members of the Board fill the vacancy by an appointment for the remainder of the unexpired term, After the sixth year after the initial appointment of members, once the District reaches 4 16G 1 250 qualified electors, the posi'tion of two Board members whose terms are expiring is filled by qualified electors of the District, elected by the qual i fied electors of the District. A qual i fied elector is a regislered voter who is a resident of the District and the State and a citizen of the United States. At the election where members are first elected by qualified electors, two members must be qual- ified electors and a third remaining member whose term is expiring will be elected by landowners. One of the Board members elected by the qualified electors shall serve a two year and the other a four year term, and the remaining Board member whose term is expiring shall be elected for a four year term by the landowners and is not required to be a qualified elector. Thereafter, as terms expire, all members must be qualified electors and will be elected by qualified electors and serve staggered terms. Notwith- standing any of the foregoing, if at any time the Board of Supervisors proposes to exercise its ad valorem taxing power, prior to the exercise of such power, it must call an election at which all members of the Board of Supervisors will be elected by qualified electors of the District. Elections subsequent to such decision will be held in a milnner sucr that the members will serve four year terms with staggered expira- tion dates in the manner set forth in the Act. Although currently no stockholder, officer or employee of a District landowner is a member of the Board of Supervisors, the Act provides that it is not an impe~issible conflict of interest under Flor- ida law governing public officials for such persons to serve as members of the Board of Supervisors, The current members of the Board of Superv isors and their occupations are as follows: Larry Mullins, Chairman Clifford "Chip" Olsen, Vice Chairman Q. Grady Minor, Asst. Secretary Arthur V, Woodward, Ass!. Secretary Paul Riegelhaupt, Asst. Secretary Retired developer Real:or Engineer Retired attorney Retired November 1998 November 1998 November 1998 November 2000 November 2000 The Act empowers the Board of Supervisors to adopt administrative rules and regulations with respect to any projects of the District, and to enforce penalties for the violation of such rules and regulations, The Act permits the Board of Supervisors to levy taxes under certain conditions, and to levy special as- sessments, and to charge, collect and enforce fees and user charges for use of District facilities. The Act ex'::mpts all property owned by the District frúm levy and sale by virtue of an execution and from judgment liens, but does not lim it the right of any bondholder of the District to pursue any rem- edy for enforcement of any lien or pledge of the District in connection with such bonds or obligations, including the 1996 Bonds, District Management and Consultants The chief administrative official of a community development district is the district manager. The Act provides that the district manager has charge and supervision of the works of the district and is responsible for preserving and maintaining any improvement or facility constructed or erected pursuant to the provisions of the Act, for maintaining and operating the equipment owned by the district, and for perform ing such other duties as may be prescribed by the board of supervisors of the district. Gary L. Moyer, P,A" serves as District Manager of the District and also serves in this capacity to over forty other special purpose districts, including community development districts. The District Man- 5 16G 1 j ager is a professional association formed March 8, 1982 for the purpose of providing professional mana- gerial services to units of local government, specifically special purpose districts that provide underlying infrastructure facilities and services to new community developments. The principal of the firm is Gary L. Moyer, who began his development career in 1973 after recdving a Bachelor of Science Degree from Penn State University and a Master of Business Administration from Notre Dame University. Mr. Moyer's office is located at 10300 N.W. I \th Manor, Coral Springs, Florida 33071, telephone no. (954) 796-66 15. The District Manager's typical responsibilities can briefly be summarized as overseeing directly and coordinating the planning, financing, purchasing, staffing, reporting and governmental liaison for each district. The District Manager has actively been involved in the preparation and issuance of in ex- cess of $300,000,000 in bonds in more than forty separate transactions and is responsible for the admin- istration of the bond funds at the district level, which includes requisitioning moneys to pay construction contracts and the related accounting ~nd reporting that is required by the various bond documents. SECURITIES BEING OFFERED Purpose 1. General. The 19% Bonds are the first Series of Bonds issu::d under a resolution authorizing bonds not to exceed $93,295,000 (the "Bonds"), The 1996 Bonds are being issued in fully registered form in denominations of $5,000 and any integral multiple of S5,OOO in excess thereof, and will he sold only to accredited investors in minimum increments of S I 00,000 and integral mu1tiples of $5,000 in ex- cess thereof (see "MISCELLANEOUS--Suitability For Investment"). The 1996 Bonds arc being is- sued for the purpose of (i) financing the Cost cJ acquiring, cùnstructing and equipping the 1996 Project, (ii) paying certain costs associated with the issuance of the 1996 Bonds, (iii) making a deposit into the 1996 Reserve Account and (iv) paying a portion of the interest to become due on the 1996 Bonds. [The rernainda of this page intentionally left blank] 6 16G 2. Sources and US8$ of FUflds. The proceeds from the sale of the 1996 Bonds are expected to be applied as follows: SOURCES: 1996 Bond Proceeds $20.210.000.00 42,104.17 $20.252.104,17 Accrued Interest TOTAL ESTIMATED SOURCES USES: Deposit to the 1996 Acquisition & Construction Account $15, I 00,000.00 Deposit to the 1996 Interest Account (let"'''' &c caplraliud intmst) 2,743,685.07 Deposit to the 1996 Reserve Accoun' 1,953.375.00 Deposit to the 1996 Cost of Issuance Account (I) 455.044.10 TOTAL ESTIMATED USES $20,252,104,17 (I) Includes, &mong olher lhings, Underwrilc/'s D!scount, Bond Counsc! fees, Financial Advisor, T::uste::, Rcgistrar and Paying Agent fees and printing ~OSIS. 3. Investmc",ts. Moneys held for the credit of the Series 1996 Funds and Accounts established by the Indemure and held as security for the 1996 Bonds must, as nearly as practicable, be continuously invested and reinvested in Investment Obligations (see Appendix A-"Form of Muter Indenture and First Supplemental Inden~lJre." for a definition of Investment Obligations). The Investment Obliga- tions in which sllch moneys are invested must mature. or be subject to red~mption by the Trustee at the option of the Trustee, no later than the dates on which such moneys wi\! be needed. Security for the 1996 Bonds 1. Pledged Revenues Securing tile 1996 Bonds. The 1996 Bonds are payable from and secured by the proceeds of special assessments (the "1996 Pledged Revenues) upon property specially benefited by the 1996 Project levied and to be collected by the Distric( pursuant to Chapter 190, 197 or 170. Flor- id.1 Statutes, as amended (see "PLAN OF FINANCE-The Series Assessments") and by the Series 1996 Funds and Accounts (except for the Rebate Fund) established by the Indenture (the -)996 Pkdged Funds," and, collectively with the 1996 Pledged Revenues, the" 1996 Trust Estate). 2. Priority of Payment to Otller Obligations of tire District. The District bas issued no otba obligations secured by or payable from the 1996 Trust Estate; however, the lien in bvOf' oftbc 1996 $c- ries Assessments overlaps and is co-equal with the lien in favor of other assessments that coaJd be im- posed by the District, the County or other units of local government having assessment powen within the District. The lien in favor of the 1996 Series Assessments is also co-equal with the lien in f~'''oc of County and municipal taxes. See "PLAN OF FINANCE-The 1996 Series Assasmuts-CollftdÃoII and Enforcement Procedures". 3. Additional Parity Obligations. The District has covenanted in the Indenture that so long as the 1996 Bonds issued thereunder remain Outstanding (as defined in the Indenture), it will not cause or 7 16G 1 permit to be caused any lien, charge or claim against the 1996 Trust Estate equal or prior to the lien of the Indenture, except for fees, commissions, costs, and other charges payable to the Property Appraiser or to the Tax Collector pursuant to Florida law. However, the lien of the 1996 Series Assessments over- laps and is co-equal with the lien of other assessments that may be imposed by the District, the County or other units of local government having assessment powers within the District and also to the lien of county, school district and municipal taxes (see "PLAN OF FINANCE-The Series Assess- menb--CoUectlon and Enforcement Procedures"), , , '. 4. 1996 Reserve Accoullt. The Indenture establishes the 1996 Reserve Account. At the time of delivery of the 1996 Bonds, the 1996 Reserve Account will be funded from the proceeds of the 1996 Bonds in an amount equal to the least of (A) the Maximum Annual Debt Service Requirement for all Outstanding Bonds of such Series, (B) 125% of the average annual Debt Service for all Out~tanding Bonds of such Series, or (C) the lesser of (x) the aggregate of 10% of the proceeds of the 1996 Bonds on original issuance thereof oriy) the p~incipal amount of the 1996 Bonds then outstanding (the "1996 Re- serve Account Requiremc::nt"), Moneys held for the credit of the 1996 Reserve Account will be used to make up any deficiencies in the 1996 Interest Account and the I 996 Bond Sinking Fund Account, in such order. 5. Flow of Funds. The Indenture creates: (i) the 1996 Acquisition and Construction Account; (ii) the 1996 Cost of IS5uance Account; (iii) the 1996 Bond Sinking Fund Account; (iv) the 1996 Intt:rest Account; (v) the 1996 Rc::demption Account and, within said account, the 1996 Prepayment Subaccount and the 1996 Optional Redemption Subaccount; (vi) the 1996 Reserve Account; (vii) the 1996 Revenue Account; and (viii) the 1996 Rebatt: Account. Proceeds received from the sale of the 1996 Bonds, after deducting Costs of Issuançe, accrued interest, capitalized interest, and the 1996 Re~·..erve Requirement deposited to the 1996 Reser..e Account, will be deposited into the 1996 Acquisition and Construction Account and will be applied to pay th~ Costs of the 1996 Project, including the: acquisition of improvements previously made by the Developer. Any balan,;e remaining in the 1996 Açquisition and Construction Account after the: Date of Compktion (as defined in the Indenture), and after retaining the amount. if any, of all remaining unpaid Costs of the 1996 Project set forth in the Engineer's Certificate establishing such Date of Completion, will be trans- ferred to and deposited in the 1996 Prepayment Subaccount and applied to the redemption of 1996 Bonds (see "Redemption Provisions-Extraordinary Jrfandatory R~d~mption" below). The District will deposit 1996 Pledged Revenues with the Trustee promptly upon receipt thereof, which amounts (except for Prepayments designated in writing by the District as such) must be deposiled by the Trustee into 1996 Revenue Account. All Prepayments so designated in writing as such by the District shall be deposited by the Trustee in the 1996 Prepayment Subaccount. On the Business Day pre- ceding each Payment Date, the Trustee will withdraw from the 1996 Revenue Account and, from the amount so withdrawn, shall make the following deposits in the following order of priority: to the 1996 Interest Account, an amount which, together with other amounts then on de- posit therein, will equal the amount of the interest payable on the 1996 Bonds on such Payment Date; . to the 1996 Bond Sinking Fund Account, an amount which, together with other amounts then on deposit therein, will equal the amount of principal payable with respect to the 1996 Bonds on such Payment DaÚ:; Q 16G 1 . to the 1996 Reserve Account, an amount which, together with other amounts then on deposit therein, will equal the amount of the 1996 Reserve Account Requirement; and to the 1996 Rebate Account, the Rebate Amount, if any, required to be deposited therein pursuant to the Supplemental Indenture. Unless otherwise paid by the District from other moneys and, upon Request of the District, the Trustee shall, from time to time, withdraw from the 1996 Revenue Account an amount sufficient to pay, and shall pay, the fees and costs of the Trustee, the nond Registrar and the Paying Agent. If the amount on deposit in the 1996 Interest Account, the 1996 Bond Sinking Fund Account and the 1996 Prepayment Subaccount of the 1996 Redemption Account at any time equals the aggregate amount of interest, princi- pal and redemption price, due and payable on the next Payment Date, then any amounts remaining in the 1996 Revenue Account may, at the option of thc District, be applied to pay the operating and administra- tive costs and expenses of1he Distri~t. Any amounts remaining in the 1996 Revenue Account afh:r any such application shall be transferred to the ¡ 996 Optional Redemption Subaccount of the 1996 Redemp- tion Account. 6. Limited ObligatioJ/s. The 1996 Bonds shal1 be limited and special obligations of the District payable solely from the ¡ 996 Trust Estate and shall be a valid ciåim of the Holders thereof only against the 1996 Trust Estate. The ¡ 996 Bonds shall not constitute a general obligation or indebtedness of the District, the State of Florida or any political subdivision thereof, within the meaning of the Constitution and laws of Florida. The 1996 Bonds shall not constitute either a pledge of the full faith and credit of the District, the State of Florida or any political subdivision thereof, or a Lien upon any property of the Dis- trict, the State of Florida or any political subdivision thereof, other than as píOvided by the Indenture. The ¡ 996 Bonds shall not, directly or indirectly, obligate the District, the State of Florida or any political subdivision thereof, to levy any form of taxati'Jn therefor or to make any appropriations for their pay- ment. No Holder or any other Person shall have the right to compel the exercise of any ad valorem tax- ing power of the District or of any ad valorem taxing power or non-ad valorem special assessment power of any other public authority or governmental body politic to pay the principal of, or interest, and pre- mium, if any, on the 1996 Bonds, Redemption Provisions 1. Optional Redemptiol/. The 1996 Bonds may, at the option of the District, be called for re- demption as a whole, at any time, or in part on any Payment Date, on or after May 1,2007 (less than all 1996 nonds to be selecled by lot), at the redemption price~ (expressed as percentages of principal amount) set forth in the following table plus accrued interest from the most recent Payment Date to the redemption date, ': ::. " : .. . ..;,.. .. 'J' ,x. ""':d..,; ',' ,:d' ',' ":" ';. " 'J ^ m[lOn :.l;er(u~$':i>';;::i,:,¡~;;'~:W(.,,:¡'/:t% . *'~Mrl!.r.'~:r"':' ~¡,:.,:,:¡:¡;;....:,«.:,:,:!,wf" "<:;;;: ,+ ' ,:X{t.iÚþÇ..fJ.t !li!ir:W(H'\Ù/;:'AY~:"'"'' . May 1,2007 to April 30, 2008 May 1,2008 and thereafter 2. Mal/datory Redemptiol/. The 1996 Bonds maturing on May I, 1999 are subject to mandatory redemption by lot prior to their scheduled maturity from moneys in the 1996 Bond Sinking Fund Ac- count at the redemption price of the principal amount thereof, without premium, together with accrued interest to the date of redemption on May 1 of the years and in the principal amounts set forth below: 9 16G 1 '}, ','''' ,'; . 'w', ,,' ""/"';Y'13;Z'1Z:'1f1«m.~/ø.w,':";:///1'(-'''I7//.7o////W';Ø'/tV¿ßKW/¡-iØt:Yf7/1'Æ~:«:·<;~~ø?".?:'ffrd:¡~Ji«A"I.-:>.::æ::r~ i "'. '., --: _,,:;,7; ·,;,..',/;'·,.}f; ~;('/~'.4 >{~~"::r,).if¥"~"(:~"f;;':.f..';'U;:..,t:.?')¥7~/~...',~;f;:'1;i{Z,,~:~ø?'. !!..{~!.~; I" ........·y¡'Wr.1lZ J t : , .. - .. ( .. ,I" ',..~... 1-...;,. . I~.../.,/ ~)o..,\~U,,(:~z>x/..1 ....<..:... (þk ~ç~<t,,:?"<I;,/j~~""~E. "'...............,.- 4- .?~~J 1 * ," ,?;'r:.:',' .' ,,~"~:~ ~~>, ~~',,: ~,:.-~); ~,:".'~~ :~,./:,,«~..,> '::,,} ",,\,~~.:''''~:f'}''/.~<''('~ I...~,,, ,s>...' ",.~ ð-,~.. /. . ,} ~ :" .",/..."~I.., ,.ü.;.;".:%/,~ :¡:ßÆ""..:;",,,,,,,,,,,,s,ùJifr'~~$/fd,,,;w,,«,,..,,,>B,...m/f~b'uu,,,,,,,,,,JodW''' @d))k".. ,^""""iÞ",,¿ 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 $450,000 485,000 525,000 565,000 610,000 660,000 710,000 765,000 825,000 890,000 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 S '955,000 1,030,000 1,110,000 1,200,000 1,290,000 1,395,000 1,500,000 ! ,620,000 1,745,000 1,880,000 ~ Mandatory redemption amounts set forth above shall be recalculated, as the result of the redemptions of 1996 Bonds, to reamortize the remaining outstanding principal balance of the 1996 Bonds in substantially level installments of principal and interest over the remaining term thereo f. " 3. Extraordinary Mandatory Redemptio/l. The 1996 Bonds are subject to extraordinary manda- tori redemptipn prior to maturity, in whole on any date or in part on any Payment Date, and if in part, in inverse order of maturity and by Jot in the manner detenninèd by the Trustee, at the r::demption pric~ of 100% of L'ìe principal amount thereof, without prem ¡urn, together with accrued interest to the date of re- demption, if and to the extent that anyone or more of the following shall have occurred: (a) on or after the Date of Completion of the 1996 Project, by appiication of moneys transferred from the 1996 Acquisition and Con:.truction Account to the 1996 Prepayment Subaccount in accordance with the tenns of the Indenture; or (b) Prepayments shall 'have been deposited into the 1996 Prepayment Subaccount; or (c) amounts on deposit in the 1996 Reserve Account, on the date on which the amount 00 deposit ther~in together with other moneys available therefor, are sufficient to pay and redeem all of the 1996 Bonds then Outstanding, It is anticipated that upon the sale of parcels within the 1996 Project Area by the Developer, that a portion of the Assessment will be prepaid so that no unit would be required to pay more than as de- srribed below per unit per year toward the amortization of the bonded indebtedness represented by the as~essment on that unit remaining after such prepayment: (i) single family with 100 ft. lot - SI,200; (ii) single family with 50 ft. - $ 1,100; (iii) patio unit - S950; (iv) duplex unit - S850; (v) villaquad unit - 1750; (vi) multifamily unit - $650. Such prepaid portion is expected to equal approximately 55% of the Ass~ssment. Nevertheless, and notwithstanding its presently expressed intent, the Developer is not re- quired contractually or otherwise to make any prepayment of the 1996 Series Assessments encumbering any parcel of real property in the District. In the event the Developer decides that it is in its best interest to prepay a portion of the Assessment, the amount prepaid will be solely at the Developer's discretion. 4. R~d~mption of Portion of 1996 Bonds. In case part, but not all, of any Outstanding 1996 Bond is selected for redemption, the Holder thereof must present such 1996 Bond to the Paying Agent for payment of the redemption price of the portion so called for redemption, and the District must exe- cute and the Trustee shall authenticate and deliver to or upon the order of such Holder, without charge 1 bG 1 therefor, for the unredeemed balance of the principal amount of the 1996 Bond so surrendered, a new 1996 Bond or the surrendered 1996 Bond with a notation evidencing the redemption, at the op'tion of the Holder. 5. Notic~ oj Redemption. Notice of redemption must be given by the Registrar not less than 30 nor more than 60 days prior to the date fixed for redemption to the registered Holder of each 1996 Bond to be redeemed, at the address of such registered Holder on the registration books maintained by the Reg- istrar. 6. Deject ill Notice of Redemption. Any defect in notice by mailing to the Holder of any 1996 Bond designated for redemption or to any depository or information service will not affect the validity of the proceedings of the n:dem ption of any other 1996 Bond. 7. EfJect oj Notic~ of Redemption. On the date designated for redemption of any 1996 Bonds, notice having been filed and mailed 'in the manner provided in the Indenture, the 1996 Bonds ca1!ed for redemption will be riue and payable at the redemption price provided for the redemption of such 1996 Bonds on such date and, moneys for payment of the redemption price being held in a separate account by the Paying Agent in trust for the Holders of the 1996 Bonds to be redeemed, interest on the 1996 BO:lds called for redemption will c.ase to accrur., sllch 1996 Bonds will'éease to be entitled to any benefit u!1der the Indenture, and the Holders of such 1996 Bonds will have no rights in respect thereof, except to re- ceive payment of the redemption price thereof, and interest, if any, accrued thereon to the !'edemption date, and such 1996 Bonds wiI! no longer be deemed to be Outstanding. Book-Entry-Only System The following information appearing under this heading is based upon information furnished by DTC for inclusion in this Limited Offering Memorandum and neither the District nor the Under,witer have: independently verified such information or make any representation as to the accuracy or the com- pleteness thereof. The procedures utilized and services offered by DTC are a matter of agreement be- tween DTC and its participants, There can be no assurances that the procedures described herein will al- ways be executed or that such procedures will not be modified from time to time, The Depository Trust Company ("DTC"), New York, New York, will act as securitie~ depository for the 1996 Bonds. The 1996 Bonds will be issued as fully-registered bonds in the name of Cede & Co, (DTC's partnership nominee), One fully-registered j 996 Bont! will be issued for the Securities in the ag- gregate amount of such issue, and will be deposited with DTC. DTC is a limited-purpose trust company organized under the New York Banking Law, a "bank- ing organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "dearing agency" registered pursuant to the provisions of Section 17 A of the Securities Exchange Act of 1934. DTC holds securities that its participants ("Participant") deposit with DTC. DTC also facilitates the settlement among Participants of securities transaction~, such as transfers and pledges, in deposited through electronic computerized book-entry changes in Participants' accounts, thereby eliminating the n~ed for physical movement of securities certificates, Direct Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is owned by a number of its Direct Participants and by the New York Stock Exchange, Inc. the American Stock Ex- change, Inc., and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as securities brokers and dealers, banks, and trust companies that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Par- 16G 1 ticipants"). The Rules applicable to DTC and it~ Participants are on file with the Securities and Exchange Commission. Purchases of 1996 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the 1996 Bonds on DTC's records. The ownership interest of each actual purchaser of each 1996 Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their pur- chase, but Beneficial Owners are expected to receive written confirmations providing details of the trans- action, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transactions. Transfers of ownership interests in the 1996 Bonds are to be accompl ¡shed by entries made on the books of Participants acting on behal f of Beneficial Owner$. Beneficial Owners will not receivc certificates representing their ownership interests in 1996 Bonds, except in the event that use of the book-entry system ferthe 1996 Bonds is discontinued. To facilitate subsequent transfers, all 1996 Bonds deposited by Participants with DTC are regis- tered in th: name of the DTC"s partnership nominee, Cede & Co, The deposit of 1996 Bonds with DTC and their registration in thc name of Ccde & Co. effect no change in beneficial ownership, DTC hils no knowledge of the actual Beneticial O\lmers of the 1996 Bonds; [?:fC's records reflect only the identiry of the Direct Participânts ta whose accounts such 1996 Bonds are credited, which mayor may not be th~ Beneficial Owners, The Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices ~nct other communications by DTC to Direct Participants. by Direct Pu- ticipants to Indirect Participants, anci by Direct Participants and Indirect Participants to Beneficial Own- ers will be governed by arrangements among them, subject to any statutory or regulatory requirement", as may be in effect from time to time, Redemption notices will be sent to Cede & Co, Ifless than all of the 1996130nds within an issue are being redeemed, DTC's practice is to deîermine by lot the amount of the interest of each Direct Par- tici pant in such issue to bl:: redeemed. Principal and interest payments on the 1996 Bonds will be made to DTC. DTC' s practice is to credit Direct Participants' accounts on payable date in accordance with their respective holdings shown on DTC's records unless DTC has reason to believe that it will not receive payment on payable date. Payments by Participants to Beneficial Owners will be govçrned by standing instructions and customary practices, as is the case with the securities held for the accounts of customers in bearer form or registered in "street name" and will be the responsibiliry of such Participant and not ofDTC, the Trustee or the Dis- trict, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to DTC is the responsibility of the District, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Benefi- cial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the 1996 Bonds at any time by giving reasonable notice to the District or the Agent. Under such circumstances, in the event that a successor securities depository is not obtained, 1996 Bond certi ficates are required to be printed and delivered, The District may decide to discontinue use of the system of book-entry transfers through DTC (or a successor securities depository), In that event, 1996 Bond certificates will be printed and delivered, 12 16G 1 Method of Computing Interest; Saturdays, Sundays and Holidays Interest payable on the 1996 Bonds will be calculated based on a 360 day year comprised of twelve 30-day months. If the date of maturity of interest on or principal of the I 996-Bonds or the date fixed for redemption of 1996 Bonds falls on a day other than a Business Day, then payment of such inter- est or principal and any redemption premium need not be mailed by the Paying Agent on such date, but may be mailed on the next succeeding Business Day on which the Paying Agent is open for business with the sam'e force and effect as if mailed on the date of maturity or the date fixed for redemption, and no interest will acc;-ue for the period after such maturity date. The Indenture defines "Business Day" as any day excluding Saturday, Sunday or any other day on which banks in the cities in which the corporate trust office of the Trustee and the principal office of the Paying Agent are located are authorized or obli- gated by Jawor other govemmental action to close, PLAN OF FINANCE General The information appearing below under the caption "The Developer" has bcen furnished by the Developer. The information p.ovidcd below under the captions' "The De\'clopment" and "The 1996 Project" has been provided by Hole, Montes & Associates, in its capacity as District Engineer. The in- formation provided below under the caption "The 1996 Series Asscssments-/HeJl1odology" has been provided by Fishkind & Associates, Inc., in its capacity as Financial Advisor. Although believed to be reliable, neither the District, the Underwriter nor their respective counsels have independently verified the information provided by such parties. The Developer Fiddler's Creek is being developed by 951 Land Holdings Joint Venture, one of the Gulf Bay group of compani~s. The Gulf Bay group of companies, headquartered in Naples, Florida, is responsible for all community and [and development programs. All entities that comprise the Gulf Bay group of companies are privately held, The Developer has developed properties on the west coast of Florida through its wholly-owned subsidiaries as discussed below. 51. Tropez was purchased as a multifamily site in the Peiican Bay PUD in Naples, Florida, over- looking the Gulf of Mexico, This property was developed in 1986 with 52 luxury residential units in a 15 story high rise, 51. Maarten followed the high standards started with 51. Tropez and was developed as a 21 story luxury high-rise condominium with 90 units overlooking the Gulf of Mexico, also in Pelican Bay in 1987. SI. Thomas at Pelican Bay, comprising 32 luxury low-rise condominiums, was developed In 1987. 51. Lucia at Pelican Bay was developed as a 17 story high-rise with 70 luxury units overlooking the Gulf of Mexico. 51. Lucia was developed in 1988. 13 · St. Lucia Gardens augments the S1. Lucia high-rise with 16 luxurious low-rise condominiums built in 1988 and overlooking a scenic lake. · St. Simone added 36 luxury low-rise units of Gulf Bay residences at Pelican Bay in 1989. · St. Nicole continued the domination of the Pelican Bay skyline with a 22 story high-rise built in 1990 and offering 97 luxury residences overlooking the Gulf of Mexico. In early 1990. Gulf Bay began development of Crown Colony in Pelican Bay, comprising more than $175 million of existing and envisioned residences within this gated community of three high-rise and low-rise condominiums designed in the tradition of Palm Beach. Once again, the company drew on its exocrience to satisfy customers' preference for a Florida re$ort lifestyle characterized by open vi~ws to- w~rd the Gulf of Mexico,A eas)' comfort, and luxurious appointments. And once again, the marker re- $ponded ~nthus¡astic3I1y, s~lt¡ng a brisk purchase pace that has become a Gulf Bay signature. S1. Marissa continued the Gulf Bay high-rise skyline with an additional 22 stories and 97 luxury units overlooking the Gulf of Mexico in 1991. St. Marissa is located in the planned community of Crown Colony in Pelican Bay, · St. Vincent's added to the low-rise luxury community program with 26 garden and villa units in 1991 and located ill the planned community of Crown Colony in Pelican Bay. S1. Kitt~ continued the high-rise trad¡tion set by St. Marissa with an additional 22 story high-rise at Crown Colony in Pelican Bay. St. Kitts was built in 1993 and accommodates 97 luxury units, overlooking the Gulf of Mexico, In 1994 Gulf Bay was quick to capitalize on yet another emerging opportunity, with the creation of Waterpark Place. a private community located on a prime site between the Gulf of Mexico and the Peli- can Bay golf course, Planned for four condominium towers with an envisioned total approximate sell- out value of $300 million, Waterpark Place completed its first building, St. Pierre, in January 1994 and its second tower. St. Laurent, scheduled for completion in January 1997. St. Pierre, created in 1994 overlooking the Gulf of Mexico, added 105 units in a 22 story luxury high-rise in the planned community of Waterpark Place at Pelican Bay. Build-out value at S1. Pierre was approximately $50,000,000. St. Laurent continues .the Gulf Bay tradition of excellence in Pelican Bay with 22 stories and 107 luxury units overlooking the Gulf of Mexico currently under construction and due for completion in January, 1997, Sell-out will be approximately $50,000,000. St. Laurent is located in the planned community of Waterpark Place in Pelican Bay. · St. Raphael is breaking ground and will add an additional 22 stories and 178 luxury units over- looking the Gulf of Mexico in Pelican Bay in approximately December of 1998. S1. Raphael is being marketed currently with preconstruct ion activities well underway and is scheduled to break 14 1 6G 1 ground in 1997 with a completion in the fall of 1998. Planned sell-out in 51. Raphael is in excess of S 118,000,000. S1. Barts, St. Margeaux, and St. Annands are all high-rise condominiums scheduled for construc- tion in Pelican Bay on properties owned by Gulf Bay. St. Nevis, a low-rise luxury condomin- ium, will also be added to complete the Gulf Bay impression within the Pelican Bay Community. At build-out. the Gulf Bay group of companies will have developed, marketed, and constructed luxury high-rise residences in Naples with a projected sell-out approaching one billion dollars. The Briuany, located along prestigious Park Shore Drive in Naples, introduced 127 luxury units on the Gulf of Mexico with a sell-out in excess of S 115,000,000. This elegant building was built in 1995. . The Ocean Club is currently planned along the last undeveloped parcel of beach front property on Marco Island. This facility consists of 104 all suite, luxury hotel-condominiums and will op- erate dining and recrt~ational facilit¡es. Completion is expected in 1998. The Tarpon Bay Yacht Club will be developed on prime waterfront property located on the Isle of Capri in Naples, own~d by Gulf Bay near Fiddler's Creek, as an amenity offering 6S wet slips and a 250-seat, two tier restaurant providing panoramic views of pristine Tarpon Bay. Drj slips are planned as this facility is developed in 1998. This club is planned to serve the boating needs ofth~ Fiddler's Creek community. The Imperial Lakes PUD in Northern Collier County is zoned for a mixed use residential com- munity of 430 units on land that fro(\ts two lakes and the Imperial Golf Club. This property con- sists of approximately 79 acres, With over a decade of successful real estate development behind it. Gulf Bay group of compa- nies controls over 3,000 acres of prime Southwest Florida real estate and looks forward to the future to continue its chain of unparalleled success. Not only is the Developer active in planning, penniuing, and constructing infrastructure within the community but also develops and markets the majority of the prod- ucts within the individual parcels, thus enabling it to market a level of quality and achieve absorption unprecedented in the market place. The executive officers of the management team and their professional experience are as follows: Aubrey J. Ferrao Anthony DiNardo John Hayes Mark P. Strain Louis Ludwig President Chief Financial Officer Vice President of Construction and Development Vice President of Planning Vice President of Marketing The Gulf Bay group of companies was founded in 1986 by Aubrey J. Ferrao and is one of the largest privately owned development companies in Southwest Florida. 16G Aubrey Ferrao, President of the Gulf Bay group of companies, was educated at the University of Delhi and received a Bachelor of Arts degree in History. Mr. Ferrao came to the United States to com- plete post graduate studies in Business Administration at Illinois State University at Bloomington-Nor- mal, Illinois. Afterwards, he began his 18 year real estate development career on Marco Island, Florida. As a broker in Collier County, he developed a complete understanding of the complexities of this real estate market. Based on these experiences, he has become one of the major developers in Southwest Florida. The business philosophy of the Gulf Bay group of companies has allowed Mr. Ferrao to achieve an unprecedented sales record and has positioned Gulf Bay as one of the most successful and fastest growing privately owned development companies in the state of Florida. The central tenets of his philos- ophy are: anticipate and project the movement of the real estate market; buy prime parcels of land before they reach their investment potential; position and market the properties to deliver the highest construc- tion quality and lifestyle amenities at the best price, Anthony DiNardo, Chief Financial Officer of the Gu1f Bay group of companies, holds a Bachelor of Arts degree in Economics from New York University and a Masters in Busii1ess Administration in Ac':Ouoting from the New York University Graduate School of BU5iness. Additionally, Mr. DiN<lrdo maintains a professional status as a state Certified Public Accountant, slate licensed Real Estate Broker and Mortgage Broker and a ROM I certified Real Property AdrilÍnistrator, Prior to working with Gulf Bay, Mr. DiNardo held the position of Vic.;:-President of Finance with The Arvida Company of Florida, Real Estate Division. He has over 23 years of experience in n:al estate development. John Hayes is Vice President of Construction and Development and holds a Florida State Gc:n- cr31 Contractor license. Mr. Hayes h<ls attendd the University of Minnesota Institute of Technology, School of Archit~cture, and the Dunwoody Indu3triallnstitute. Mr. Haye$ is responsible for all vertical construction within company developments, which responsib¡lities include the high-rise division as well as the community division. Mr, Hayes implements Gulf Bay policy of total quality control in all coo- strur.ticn with great attention to a proprietary zero defect pel icy. During his time with Boran Barber Craig Construction Company, Mr. Hayes specialized in luxury high-rise construction projects, quality cootrol, and involvement with individual clients, where he initially met Mr. Ferrao and the Gulf Bay group of companies, Mr. Hayes has been involved in the construction and development industry for the past 21 years, Mark Strain, as Vice President of Planning, holds a Bacr.elor of Science degree in Business Ad- ministration from International College and an Associate of Arts degree form Orange Coast College with undergraduate courses at the University of California, Irvine. Mr. Strain maintains state general contrac- tors licenses in both California and Florida. Mr. Strain is responsible for all planning functions as well as infrastructure and horizontal development in all Gulf Bay Communities, with specific area of respon- sibility focusing on the Fiddler's Creek PUD, Prior to his involvement with Gulf Bay, Mr. Strain com- pleted a 313 acre community in north Collier County and successfully operated Excel Construction and Development Corporation, of which he retained the position of President for 13 years. This privately held firm was listed as the 28th fastest growing enterprise in Southwest Florida in 1988. Mr, Strain's involvement in real estate development provides over 24 years of experience to Gulf Bay. Louis Ludwig is the Vice President of Marketing. Mr. Ludwig has responsibility for all market- ing functions in all Gulf Bay projects in general, as well as specifically the Fiddler's Creek PUD. Gulf Bay will maintain two sales offices for Fiddler's Creek: one $1,500,000 facility on the property, as wel! as a planned second sales office at the Marriott's Marco Island Resort and Golf Club Hotel. This hotel is 16G 1 one of the five largest and one of the most successful of the Marriott system, with 752 gulf front rooms. Mr. Ludwig will be responsible for I S sales personnel as well as marketing and public relations func- tions. He previously was involved with sales and marketing for numerous project with the Arvida Com- pany over a 13 year period. Mr. Ludwig holds a state of Florida Real Estate Brokers license and is a state Certified Residential Broker. He has participated in training and consulting in national real estate courses and undertaken additional undergraduate courses at Rider College in New Jersey. Mr. Ludwig's experience in real estate spans a 16 year career. The Gulf Bay managèment team has over 100 years of combined real estate development experi- cnce. Gulf Bay group of comp~nies has successfu!ly developed properties in the SO'Jthwest Florida marketplar:c for over a decade. To date, this organization has made a financial commitment of more than $2 billion in Collier County, Florida, ìn existing and envisioned residences. This includes the completion of 11 luxury r~sìdential high-rise buildings in Naples, Florida, with three additional high-rise buildings either und::r construction or in preconstruction sales, as well as the development of Fiddler's Cr~...k, a 1389 acre golf course community with a marina, a health facility, ànd restaurants to serve a commuí1ity of 6,000 residents, The Development 1. General, Fiddler's Creek is a master-planned community in Naples, florida, encompassing 1389.8 acres. The master plan consists of residential density of approximately 3500 units. In addition, there are approximately 33 aeres of commercial property along the two main arterial roads accessing the site. The zoning classifications for the commercial properties provide for a wide mix of retail and of- fice space uses. Along the northern border additional non-residential parcels will provide for an approxi- mately 2.5 acre community facility site (fire department, sheriffs substation and emergency medical re- sponse) and an approximately 3,5 acre site to be used as a county satellite library, Residential development consists of a variety of housing products that will be designeei in a flex- ible manner to accommodate fluctuating market trends. Products will be designated for individual par- cels and built out as inner villages within the overall communit;' of Fiddler's Creek. Fiddler's Creek is presently designed to be developed with three major land uses in mind. These Me (I) Commercial (comprised of approximately 33 acres and approximately 344,782 square feet of space), (2) Residential (comprised of approximately 541.78 acres), and (3) Recreational (comprised of approximately 180.7 acres), The key element of this recreational community will be the golf course and the additional recre- ational facilities that are being developed. Included facilities will be a "Club Center" which will become the social heart of the community. The Club Center will provide areas for tennis, swimming, aerobics, workout areas, and a variety of other functions. Additionally, part of the internal lake system will actu- ally be a continuous "creek" that will allow residents to rent canoes or paddle boats from the Club Center and meander along miles of waterways, Bike paths will be provided at various locations in the commu- nity along with nature trails. 16G The master plan reflects several concepts that set the basic groundwork for the development of Fiddler's Creek. These involved the full utilization of the natural preserves surrounding the southern boundary, the creation of a recreational creek system of waterways, a golf course that works within natu- ral settings, a Club Center to provide residents with recreational opportunities to enjoy their community, the creating of separate villages to provide specific lifestyles, and a convenient main entrance. Realizing the importance of preserving the natural areas and in meeting the concerns of the Army Corps ,of Engineers for issuance of permits, a Wildlife Enhancement Plan was developed. This plan provides an approximate 250 acre buffer between the developed tracts of land and the preserves to the south. Within this buffer area, shallow foraging po01s specially designed to attract native species of wading birds will be co[\structed, With the addition of these buffer waterways and the internal lake sys- tems, approximately 210 acres of lakes will be created to meet the water management needs of the devel- opment. A location map, a land us.:: summary of FIddler's Creek and a probable construction costs table are included in Appendix B--uThe District Engineer's Report." Fiddler's Creek will be developed in phases in response to market demands. Four phases of ma- jor infrastructure construction are anticipated, Phased construction is expected through year 2005, al which time Fiddler's Creck is projected to be completed, The expected phasing is as follows: H!}t4kt:/f&~i~tRði·.~iJþ,~:gº!.ìi;t{$#tWM-:dkf@t;1,a;%!:øi*giiXtqtMiM:JiAfV¥~;ik Phase 1: $19,830,000 1996 Phase 2: $12,895,000 1996 Phase 3: ~3,479,OOO 1998 Phase 4: $ 16,333,000 2000 Phase 5: $3,496,000 2002 Source: Engineer's Report for the Fiddler's Creek Community Development DistricJ -Based on 1996 dollars There are several parcels that are surrounded by the land within the Fiddler's Cre~k Com- munity Development District but that are not a part of the District. Those include (i) the County sewer lift station (.38 acres) in the northwest comer, (ii) tht.. Mass Mutual golf course (24 acres), (iii) the school board site in the lower east quadrant (12 acres), and (iv) the Southern States Utili- ties site in the lower east quadrant (43 acres). 2. Permitting. All permits necessary to begin the 1996 Project have been obtained except for the FDEP Water and Wastewater permits which are anticipated to be issued in July, 1996. The District Engineer will cer- tify that all penn its necessary to complete the 1996 Project have either been obtained or, in its expert opinion, will be obtained and that there is no reason to believe that the necessary permits cannot be ob- tained for the entire development. 3, Ownership of Land Withi" the District. 1 Q 16G ] The land within the District is owned by GB 100, Inc" a Florida corporation, as general partner of GB 100, Ltd., a Florida limited partnership, and Parcel Z, Inc., a Florida corporation, jointly doing business as 9S I Land Holdings Joint Venture, a Florida general partnership. The sole shareholder of Par- cel Z, Inc. is Tomen America, Inc" a New York corporation. The 1996 Project 1. General. Proceeds of the 1996 Bonds deposited into the Acquisition and Construction Account will be used to finance, acquire and construct infrastructure relating to phase one of the Fiddler's Creek development plan. Construction of the first phase began in February, 1996 and consists of infrastructure to support approximately 193 single family lots, 17S attached units. S33 mlllti-f3mily units. and 61 com- mercial units, which infrastructure will be acquired by the District from the Developer. Construction of this first phase is expected to be completed in 1997, A more detailed description of Fiddler's Creek and the 1996 Project is included in Appendix B--"The District Engineer's Report." 2. 1996 Project Improvement ACql:isitioll Agrunzent. Pursuant to a Project Improvement Acqui- sition Agreement. dated as of December 1\, 1996 (the "Project Improvement Acquisition Agreement"), between the Developer and the District, the Developer will agree to construct and equip a portion of the 1996 Project and sell, convey, dedicate or otherwise make avaifáble that portion of the 1996 Project to the Di~trict for an estimated cost of $ The 1996 Ger¡es Assessments The information appeù.ring below under the caption "Methodology" has been provided by Fishkind & Associates, Ine" in its rapacity as Financial Advisor to the District. The information is in- cluded herein in reliance upon the expertise of :'lIch firm and although believed by the Underwriter to be reliable. has not been independenlly verified by th~ Underwriter or its counsel. No person other than the Financial Advisor makes any represenlZtion or warranty as to the accuracy or completeness of such in- formation, 1. General. Chapter 170, Florida Statutes, as amended, as authorized for use by Chapter 190, Florida Statutes, as amended, provides that payment of the 1996 Series Assessments is secured by a lien on the real property in the District coequal with all State, County, District and municipal taxes, superior in dignity to all other liens, titles and c1aims on such real property. The District covenants in the Inden- ture to assess, levy, collect or cause to be collected the 1996 Series Assessments and to transfer the pro- ceeds of such 1996 Series Assessments to the Trustee within one day of receipt thereof by the District. 2. Collectioll. It is the District's present intent to use the uniform method for levy, collection, and enforcement of non-ad valorem assessments set forth in Section 197,3632, Florida Statutes, as amended, pursuant to which the District must certify to the Tax Collector a non-ad valorem assessment roll by September 15 of each year. The Tax Collector will include on the tax notice issued pursuant to Section 197.322, Florida Statutes, as amended, the dollar amount of the 1996 Series Assessments so cer- ti fied, The District further intends that a written agreement with the Tax Collector is entered into and maintained in accordance with Section 197.3632(2), Florida Statutes. as amended. in order to permit the 1996 Series Assessments to be billed and collected by the Tax Collector pursuant to Section 197.3632, Florida Statutes, as amended, See "Collection and Enforcement Procedures" below. The terms of such agreements are typically for one year, automatically renewable for successive annual period~. The Assessment Resolution levying the 1996 Series Assessments has been adopted and adjusted by the District. The collection method permits up to a 4% discount for early payment of assessments and In 16G 1 the assessment amounts. The Tax Collector and Property Appraiser each charge for billing and collecting the 1996 Series Assessments. 3. Methodology. The capital improvement program planned by the District will confer special benefits to all developable land within the District. The capital improvement program is based upon the proposed development program outlined in the table below (for a breakout of the development program relating to the lands benefited by the 1996 Bonds, see Appendix C-"Fiddler's Creek Community De- velopment District Bond Financing Program and Assessment Methodology"). Detached Single-family Club View Patio AI/O':hed Manor QU2.d-Villa Multi Farnily To(ol 417 _ 392 401 Commercial Square Feel (ODD's) Retail 286 Office 27 Clubhouse J.l Toto! Commercial 34./ 286 27 ..ll 3,507 ---- Sourcc: fbhkind &. AssocialCS AS5C5smc:r>t Mt:lhodology for Fiddkr's Creek Community Developmö:nl District The \ 996 Series Assessments are allocated and levied among the various specially benefited par- t;c\s in the District on the. basis of projected de v-elopmeni levels. For purposes of allocation, the types of special b¢nefics provided are diyid~d into two groups: (a) roadway related and (b) all other benefits. Spe- cial benefit~ from the roadway improvements will be allocated to land uses, in pllrt, on the basis of trip generatiop rates. Non-roadway improvements and the benefit they confer will be allocated to land within the District on the basis of development density and intensity, as measured in equivalent residential units A. Allocation of Roadway Special Benefits. The first step in aiíocating roadway bene- fits was to use the Engineer's Report to identify benefits that were clearly roadway rehted. Once identified, the ratio of roadway improvements to nonroadway improvements was multiplied by the amount of Bond financing, The product of this calculation is the amount of Bond financing that is allocated to total roadway improvements. The next step was to break down the total allocation of roadway related improvements among the various land use categories. For this calculation, the volume of trips each type of land use category will generate were measured using the Institute of Traffic Engineers 5th edition of Trip Genera/ion, Based on this information, each category of land use was assigned a portion of the total roadway improvement costs on the basis of its trip generation rates and r~sulting traffic volume. B. Allocation of All Other Special Benefits. Nonroadway improvements provided by the District include landscaping, drainage and security, among other things. These costs are allo- cated to land within the District on the basis of development density and intensity as measured by equivalent residential units. The costs of all non roadway improvements are allocated on the basis of the share of equivalent residential units represented by each particular class of property, 20 16G 1 See Appendix C-"Fiddler's Creek Community Development District Bond Financing Pro- gram and Assessment Methodology." In addition, special benefits peculiar to the parcels from those systems, facilities and services being funded were determined to exceed the cost thereof including added value, added enjoy- ment and added use of the parcels subject to the Series Assessment. 4. Prepayment. Pursuant to the terms of applicable state law, the owner of property subject to 1996 Series Asses$ments may pay the entire balance of the Assessment remaining due, without interest, within thirty days after the 1996 Project has been completed and the Board of Supervisors has ndopted a resolution accer>ting the 1996 Project as provided by Florida Statutes, Section 170,09, as amended. The Assessment Resolutions levying the 1996 Series Assessments provide that the owner of any property suhject to the 1996 Se:ries Assessments may, after the 30-day period described above, pay the reml\ining unpaid balance, plus certai¡:¡ intere:>t to accrue, at any time. The 1996 Bonds will be subject to extraordi· nary mandatory redemption, in whole on any date or in part on any Interest Payment Date at a redemp- tion price of 100% of the principal amount of thereof, without premium, together with accrued interest to the redemption date, from 2rnounts deposited into the 1996 Prepayment Subaccount of the 1996 Re- demption Account representing such prepayments (see "SECURITIES BEING OF- FERED-Redemption Provisions-Extraordinary Mandatory Redemption" herein). 5. Collection amI Ellforcemellt Procedures. The primary sources of payment for the ! 996 Bonds are the 1996 Series AS5essments imposed on lands within the District subject to assessment pursu- ant to the Assessment Resolutions. To the extent ¡hat landowners fail to pay such 1996 Series Assess- ments, delay payments, or are ur.able to pay the same, the successflJ! pursuance of collection procedures available to the District is essen:ial to continued payment of principal of and interest on the 1996 Bonds, The Act provides for various methods of collection of assessments, including delinquent assessments, by reference to other provisions of the Florida Statutes. The following is a description of certain statutory provisions of special assessment payment and collection procedures appearing in the Florida Statutes, but is qualified in its entirety by reference to such statutes, Th~ District will levy 1996 Series Assessments that will be payable in 20 annual installments, Pursuant to Florida law the District has held all public hearings and taken all other steps necessary to use the uniform method of collecting and enforcing non-ad valorem assessments by the Tax Collector. The District intends annually to take such further actions as are required to effectuate the collections of 1996 Series Assessments under the uniform method of collection provided by Sections 197.3631, 197.3632 and 197,3635, Florida Statutes, as amended, The determination, order, levy and colleClion of 1996 Series Assessments must be done in com- pliance with procedural requirements and guidelines provided by law. All taxes and non-ad valorem spe- cial assessments shown on the tax notice must be paid in whole, as the Tax Collector cannot accept par- tial payments, Failure by the District, the Tax Collector or the Property Appraiser to comply with such requirements could result in delays in the collection of, or the complete inability to collect, annual in- stallments of 1996 Series Assessments during any year pursuant to the uniform method. Such delays in the collection of, or complete inability to collect, annual installments of 1996 Series Assessments pursu- ant to the uniform method could have a material adverse effect on the ability of the District to make full or punctual payment of debt service on the 1996 Bonds (see "RISK FACTORS" herein). Taxes for each year and non-ad valorem assessments billed by the Tax Collector on the tax no- tice are payable during the period commencing November 1 of such year and ending March 30 of the following year. If the amounts on the tax notice (including the annual installments of 1996 Series Assess- 21 16G 1 ments) are paid during the November following the billing or during the succeeding three months, the taxpayer is granted a discount equal to four percent (4%) in November and decreasing one percent (I %) per month to one percent (1%) in February, All unpaid levies become delinquent on April I of the year following the November in which they are billed, Commencing in April, a one percent (1%) per month penalty accrues on the unpaid ta:( notice. Delay in the mailing of tax notices to taxpayers may result in a delay throughout this process. Collection of delinquent taxes is, in c:;sence, based upon the sale by the Tax Collector of "ta:( certi flcates" on the assessed parce 1 and tÍ1e remittance to the District of the proceeds of such sale. In the event of a ddinquency in the payment of taxes or non-ad valorem special assessments, the landowner may. prior to the sale of tax certificates, pay delinquent taxes plus an interest charg:: of up to cighteen percent (18%) per annum on the amount of delinquent taxes. If the landowner does not act, the Tax Col- lector is required to sell a tax certificate to the person who pays the levies owing and interest and penal- ties ¡hereon and certain cos1s, and wl~o accepts the lowest interest rate (not to exc~ed 18% per annum) to be borne by the certificate, If there are no bidders, the County is to hold, but not pay for, tax. certificates with respect to the property, bearing interest at the maximum legal rate of interest. The County may sell such certificates to the public at any time at the princip11 amount thereof plus interest at the rate of not more than eighteen percent (18%) per annum and a fee, The defT:1and for such certificates is depenàent upon various factors which include the interest (and the rate thereof) which can be earnp.d by ownership of such ccrtificates and the value of the land which is the subject of such certificates (which may be sub- ject to "tax deed" sale aft.::r 2 years at the demand of the certificate holder). The underlying market value of the property in the District should determine the demand for such property and the expectation of suc- cessful collection of delinquent annual installments of 1996 Series Assessments thereon which are the primary source of payment of the 1996 Bonds. Any tax certificate in the hands of a person other than the County may be redeemed and canceled by anyone prior to the time a tax deed is issued or the property is placed on the list of lands available for sale, The person effecting such redemption must pay the face amount of the certificate and interest at the rate borne by the certificate plus costs and other charges, Regardless of the interest rate actually born'; by the certificates, persons redeeming tax sale certificates must pay a minimum interest rate of five percent (5%), unless the rate borne by the certificates is zero percent (0%), The proceeds of such a redemption are paid to the Tax Collector, who transmits to the holder of the tax certificate such proceeds less service charges, and the certificate is canceled, Redemption of tax certificates held by the County is effected by purchase of such certificates from the County, as described below, The private holder of a tax certificate that has not been redeemed has seven years from the datc of issuance of the tax certificate in which to act against the property. After an initial period of two years trom April I of the year of issuance of the tax certificate has passed, during which time action against the land is held in abeyance to allow for sales and redemptions of tax sales certificates, such holders may apply for a tax deed. The applicant is required to pay the Tax Co1\ector all amounts required to redeem all other outstanding tax certificates covering the land, any omitted taxes or delinquent taxes, current taxes, jf due, and interest. Thereafter, the property is advertised for public sale. In any such public sale, the private holder of the tax certificate who is seeking a tax deed for non-homestead property is deemed to subm it a minimum bid equal to the amount required to redeem the tax certificate, and charges for cost of sale, redemption of other tax sales certificates on the land, and the amounts paid by such holder in applying for the tax deed, plus interest thereon. In the case of homestead property, the minimum bid musl include, in addition to the amount of money required for the opening bid on non-homestead property, an amounl equal to one-half of the assessed value of the homestead. If there are no higher bids, the holder receives title to the land, and the amounts paid for the certificate ar.d 16G ] in applying for a tax deed are credited toward the purchase price. If there are other bidders, the holder may enter the bidding. The highest bidder is awarded title to the land. The portion of proceeds of such sale needed to rede.:m the tax sale certificate (and all other amounts paid by such person in applying for a tax deed) are forwarded to the holder thereof or credited to such holder if he or she is the successful bid- der. Excess proceeds are distributed first to satisfy governmental liens against the property and then to the former title holder of the property (less service charges), lien holders of record, mortgagees of record, vendees of recorded contracts for deeds, other lien holders and persons to whom the land was assessed on the tax roll for the year in which the land was last assessed, all as their interests may appear. If the County holds a tax certificate and has not succeeded in sellir.g it, the County may apply for a tax deed after the County's ownership of such ceríificate for t....o years. The County pays costs and fees to the Tax Collector but not any amount to redeem other outstanding certificates covering the land, The public bidding on non-homestead property must start at a minimum bid equal to the value of all outstand- ir.g certificates, plus omitt~d years .taxes, delinquent taxes, interest and all costs and fees paid by the County, The minimum bid on homestead property must also include an amount equal to one-half of the latest assessed value of the homestead. If there are no bidders, the County may purchase the land for the opening minimum bid, Aftei' nioety days, an:; person or governmental unit may purchase the land with- out further notice or advertising by paying the opening minimum bid to the County. Levies accruing after the date of public sale do not require repetition of this process, but are added to the rcquirt:d minimum bid. Seven years after the date of public salp., unsold lands escheat to the county in which they are located and all tax certificates and liens against the property will be canceled and the clerk will execute a tax deed vesting title in the Board of County Commissioners, with no liability to the County. As reported for the years 1991-1995, the following table indicates the amount of County taxes and other non ad valorem special assessments levied and collected by the County. ., m, . .. .. , ,.. ... ...... ¡'£ "'19.9' ~., '" ..," 19'2' ,.. .,,' ".'..........:.~.:.:::.?,~,~.:...<,·.:.;;I.;.~.:.~:¡.!<~:t.I.~.,.t:'.~.¡.·.\:.,.l,\:'.'.¡.J.¡,'.::[.::;,'(:,;:,~.:::,¡:,::.'.0:',··.~,:o.~.:·.·.:.~:f::.~:~,.j..r,:.~.;...:.,.t,:.l.,.~:t:¡.t:¡.,'¡.~:',:.:.t.¡.'.k:~.'.:.~,:;.'.t:[:'.:.¡:~,~.":z.::.'.'.':'.~.~,':~:"',r.\.:,~D..:,,i.~.i,·.:<,~.·.;.:.~.t.',f.~:.~:.':;:~.'...':;:\:,.;.i.;.,,:...[.::.. I~~~ ;;,,;;;; 243,;~ S "2~;::36 S 199,636 6360 S 205,996 S 209,253 6668 S 215,921 S 226,403 7 277 S 233,680 S 231,614 7 64Q. S 239,254 S 253,552 83\ 5 S 261,867 .. ,.,;-:.:'.'.'. _ii' ,-",;-:-:.:.;.;..-;..'" ;..:.:.;.._-.:....,..;-:.:.: ,.'... 97.69% 9938% 99,54% 98.07% 99.71% ..., Source:: Office: of the: Collie:r County Tax Collector and Prope:rty Apprnise:r. Neither the District nor the Underwriter has independently investigated or verified the property data in the table above and neither assumes responsibility for the accuracy or completeness of the infor- mation contained therein, The summary of real property taxes and tax certificates were obtained by the Underwriter from the Collier County Tax Collector and Property Appraiser. "11 ...___"" .A. ._------_.._--_._----~ 1 6G Neither the District nor the Underwriter can give any assurance to the holders of the 1996 Bonds (I) that the past experience of the County with regard to tax or special assessment delinquencies as shown above is applicable in any way to the 1996 Series Assessments, (2) that future landowners and taxpayers in the District witt pay such 1996 Series Assessments, (3) that a market may exist in the future for the aforementioned tax certificates in the event of sale of such certificates for taxable units within the District, and (4) that eventual sale of tax certiticates for real property within the District, if any, will be for an amount sufficient to pay amounts due under the Indenture to discharge the Assessment lien and all other ¡¡ens that are coequal therewith, RISK FACTORS In analyzing the 1996 BonJs, prospective purchasers should carefully consider the following risk: factors, among others, thatAmay adver$ely affect the security for the 1996 Bonds. This caption docs not purport to summarize all risks that may be associated with purchasing or owning the 1996 Bonds and prospective purchasers are advised to read this Lirn ited Offaing Memorandum in its entirety for a more complete description of investment consid~rations re]¡;.ting to the 1996 Bonds. \. The value of the entire property that is within the District was appraised on March 15, 1996 by Armalavag: & Associates, {nc, The estimated fair market value of the fee simple ¡Ole-rest in the Fidler's Creek pr0perty, in the opinion of Arma]avage & Associates, Inc" in its ":¡s is" condition, based on the assumption that all zoning, permitting, and other regulatory require- ments have been sat is tied and accomplished is $33,500,000 for the residential and recre- ational land use and $3,900,000 for the commercial land, for a total of $]7,400,000, The value of the property is significant for an investor to determine whether an owner would likely pay the assessments on a parcel of real property subject to the assessments that arc the source of repayment of the \ 996 Bonds. The property that will receive a benefit, including a special and particu lar benefit, from the 1996 Project has not been separately appraised. 2. The 1996 Series Assessments have been levied on all real property in the District, much of which is owned by the Developer. Until further sales and development of property in the District occurs, payment of the 1996 Series Assessments is in large part dependent upon their timely payment by the Developer, In the event of the institution of bankruptcy or similar pro· ceedings with respect to the Developer, or any other subsequent significant owner of prop' erty within the District, there could be delays or a diminution in the payment of debt service on the 199G Bonds as sltch bankruptcy could negatively impact the ability of the District tc foreclose the Assessment Lien and to sell the encumbered property. In such event, the inter, ests of the h01ders of the 1996 Bonds would be adversely affected. 3. Unpaid 1996 Series Assessments do not constitute a personal indebtedness of the owners o' the specially benefited land within the District, but only constitute a lien upon the speciall; benefited land. There is no assurance that the property owners will be,able to pay the 199( Series Assessments or that they will pay such 1996 Series Assessments even though tinan cially able to do so. Failure by owners of the specially benefited land to pay the 1996 Serie Assessments when due or the inability of the District to foreclose the Assessment Lien an< sell the encumbered property for amounts sufficient to cover delinquent 1996 Series Assess ments levied against such land may result in the inability of the District to make full or pune tual payment of debt service on the 1996 Bonds. 16G 4. The remedies available to the Trustee and the owners of the 1996 Bonds upon an event of default under the Indenture are in many respects dependent upon judicial actions that are of- ten subject to discretion and delay: Under existing constitutional and statutory law and judi- cial decisions, the remedies specified by federal, state and local law and in the Indenture and the 1996 Bonds, including, without limitation, the ability to enforce specific performance of the Contract for Purchase, the imposition of the 1996 Series Assessments and the issuance of the Bonds may not be readily available or may be limited. The various legal opinions to be delivered concurrently with the delivery of the 1996 Bonds (including Bond Counsel's ap- proving opinion) will be qualified, as to the enforceability of the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other similar laws af- fecting the rights of creditors enacted before or after such delivery and by principles of eq- uity. The inability, 'either partially or fully, to enforce remedies available respecting the 199ó Bonds could have. a material adverse impact on the interest of the owners ther\:of. S. No application for a rating on the 1996 Bonds has beer. made, nor is there any reason to be- I¡eve that the District would have been successful in obtaining an investment grade rating for the 1996 Bonds had application been made, 6. Although the Engineers believe that all permits and åpprovals are capable of being obtained, in the event that those permits or approvals are not forthcoming or are signiticantly ddayed, the ability of the Developer to develop Fiddler's Creek would be significantly impaired or frustrated, 7. Although the maturity of the 1996 Bonds may be accelerated in the event of a default ao¡ de· scribed in the !ndenture, the assessments that are the source of repayment of the 1996 Bonds cannot be accelerat-::d and tÌ1erefort" the ability of the maturity of the 1996 nonds to be accel- erated is not practically available. LEGAL MATTERS Validation The Bonds, of which the 1996 Bonds are the tirst Series, were validated by a Final Judgment of the Twentieth Judicial Circuit Court in and for Collier County, Florida, issued October 14, 1996, and the pe- riod during which an appeal could be taken from that judgment expired with no appeal having been filed, Section 75,09, Florida Statutes, as amended, provides that a final judgment validating bonds and taxes, assessments or revenues pledged for the payment thereof, from which no appeal is taken or from which an appeal is taken and the judgment is affirmed, is forever conclusive as to all matters adjudicated against a plaintiff and all parties affected thereby, including all property owners and taxpayers and all others having or claiming any right, title or interest in property to be affected by the issuance of said bonds, certiticates or other obligations or to be affected in any way thereby, and the validity of said bonds, certificates or other obligations or of any taxes, assessments or revenues pledged for the payment thereof, or of the proceedings authorizing the issuance thereof, including any remedies provided for their collection, shall never be called in question in any court by any person or party. The scope of judicial review, however, focuses on whether: (I) a public body has the authority to incur the obligation; (2) the purpose of the obligation is legal; and (3) the proceedings authorizing the obligation were proper. A final judgment validating bonds does not preclude a party from challenging the validity of such bonds or cer- tificates on constitutional grounds, 25 1 6G Enforceability of Remedies The remedies available to the holders of 1996 Bonds upon an event of default under the Indenture are in many respects dependent üpon judicial actions that are often subject to discretion and delay. Under existing constitutional and statutory law and judicial decisions, the remedies specified by the Trust In- denture may not be readily available or may be limited. The various legal opinions to be delivered con- currently with thl': delivery of the 1996 Bonds will be qualified, as to the enforceability of the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other similar laws affecting the rights of creditors, whether enacted before or after such delivery. Litigation According to the District Counsel, there is no litigation of any nature now pending or threatened with regards to the D¡strict restraining or enjoining the issuance, sale, execution or delivery of the 1996 Bonds, or in any way contèsting or ,affecting the validity of the 1996 Bonds or any proceedings of the District taken with respect to the issuance or sale thereof, or the pledge or application of allY moneys or security provided for the payment of the 1996 Bonds, or the existence or powers of the District. Legal Proceedings AJllegal matters related to the authorization, issuance, sale, and delivery of the 1996 Bonds wiil be passed upon by White & Case, Miami, Florida, Bond Counsel. Certain legal matters will be passed upon for the District by its counsel, Woodward, Pires & Lombardo, Naples, Florida. Certain legal matters will be passed upon for the Underwriter by its counsel, Greenberg Traurig Hoffman Lipoff Rosen & Quentel, P.A., Tal\¡ihas:;ee, Florida. Disclosure Required by Florida Blue Sky Regulations Section 517.051, Fiorida Statut~s, and the regulations promulgated thereunder (the "Disclosure Act") requires that the District make a full and fair disclosure of any bonds or other debt obligations that it has issued or guaranteed and that are or have been in default as to principal or interest at any time after December 31, 1975. The District is not and has not since December 31, 1975 been in default as to princi- pal and interest on its bonds or other debt obligations, TAX MATTERS Federal Tax Matters In the opinion of White & Case, Miami, Florida ("Bond Counsel"), under existing law, regulations, pubJished rulings and judicial decisions, interest on the 1996 Bonds is excludable from gross income un- der Section 10J of the Internal Revenue Code of 1986, as amended and in effect on the date of delivery of the 1996 Bonds (the "Code") and will not be treated as an item of tax preference in computing the al- ternative minimum tax for individuals and corporations, Interest on the 1996 Bonds (including any origi- nal issue discount properly allocable to a holder thereof) will be included in adjusted current earnings when calculating the corporate alternative minimum taxable income, however. Interest on the 1996 Bonds must be included in the "adjusted current earnings" of corporations (other than S corporations, regulated investment companies, real estate investment trusts, and REMICs), and the alternative mini- mum taxable income of such corporations must be increased by 75% of the excess of adjusted current earnings over alternative minimum taxable income (determined without regard to this adjustment and 16G prior to reduction for certain net operating losses), Reference is made to a proposed form of the Bond Counsel opinion attached hereto as Appendix D for the complete text thereof. The Code imposes certain requirements which must be met subsequent to the issuance of the 1996 Bonds as a condition to the exclusion from gross income of the interest on the 1996 Bonds for federal income tax purposes. The District will covenant to take all action as may be required for the exclusion from gross income for federal income tax purposes of interest on the 1996 Bonds pursuant to Section 103 of the Code. Failure to take such action could cause interest on the 1996 Bonds to be included in gross income retroactive to the date of issuance of the 1996 Bonds, In renderingthe opinion, Bond Counsel will rely upon certificates of the District with respect to cer- tain material facts relating to the property financed with the proceeds of the 1996 Bonds and the applica- tion of the proceeds of the 1-996 Bon~s. Allhough Bond Counsel will render an opinion that interest on the J 996 Bonds is excludable from federal gross income and exemrt from certain Slate of Florida taxes, whether the accrual or receipt of interest on the J 996 Bonds may otherwise affect a Bondholder':: ·federal income tax or state tax conse- quences will depend upon a Bor.dholder's particular tax status and such Bondholder's other items of ¡n- come or deduction. Taxpayers who may be affected by such other tax consequences include, without limitation, IÏnancial institutions, certain insurance companies, S corporatiom, certain foreign COrpora- tions, individual recipients of Social Security or railroad retirement b~nefits, and taxpayers who may be deemed to hav~ incurred (or continued) indebtedness to purchase or carry the J 996 Bonds, Bond Coun- sel expresses no opinion regarding any other such tax consequences. Prospective purchasers of the ¡ 996 Bonds should consult their tax advisors with regard to the tax consequences of owning the 1996 Bonds, including whether any Bondholder that purchi!ses the 1996 Bonds in the secondary market at a price other than par. Florida Tax Matters It is also the opinion of Bond Counsel that, under existing law, the 1996 Bonds and the interest thereon are exempt from taxation under the laws of the State of Florida, except as to estate taxes and taxes on interest, income or profits on debt obI igations owned by "corporations", as defined by Chapter 220, Florida Statutes, as amended, including organizations, as~ociations, IegaJ entities and artificial per- sons described therein. Original Issue Discount In the opinion of Bond Counsel, under existing law, the original issue discount in the selling price of each J 996 Bond, to the extent properly allocable to each owner of a 1996 Bond, is excluded from gross income for federal income tax purposes to the same extent that any interest payable on such J 996 Bond is or would be excluded from gross income for federal income tax purposes. The original issue discount is the excess of the stated redemption price at maturity of such 1996 Bond over the initial offer- ing price to the public, excluding underwriters or other intermediaries, at which price a substantial amount of such 1996 Bonds were sold (the "issue price"). 27 16G Under Section 1288 of the Code, original issue discount on tax-exempt bonds accrues on a com- pound interest basis. The amount of original issue discount that accrues to an owner of a 1996 Bond dur- ing any accrual period generally equals (i) the issue price of such 1996 Bond plus the amount of original- issue discount accrued in all prior accrual periods multiplied by (ii) the yield to maturity of such 1996 Bond (detennined on the basis of compounding at the close of each accrual period and properly adjusted for the length or each accrual period), less (iii) any interest payable on such 1996 Bond during such ac- crual period../... ~ , ...., The amount of original issue discount so accrued ir a particular accrual period will be considered to be received ratably on each day of the accrual period, and will increase the owner's tax basis in such 1996 Bond. Th~ adjusted tax basis in a 1996 Bond will be used to determine taxable gain or loss upon a disposition (e.g., upon a sale, exchange, redemption, or payment at maturity) of such 1996 Bond, As described above regarding tax-exempt interest, a portion of the original issue discount that ac- crues in each year to all owner of a 1996 Bond may result in certain collateral federal income tax conse- quences, PROSPECTIVE PURCHASERS OF THE 1996 BONDS ARE ADVISED TO CONSULT THEIR ûWN TAX AOVISORS PRIOR TO ANY PURCHASE OF THE 1996 BONDS AS TO THEIR IMPACT OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UPON THEIR ACQUISITION, HOLDfNG OR DISPOSITION OF THE 1996 BONDS. MISCELLANEOUS Suitability For Investment While the 1996 Bonds are not subject to registration under the Securities Act of 1933, as amended (the "Securities Act"), the Underwriter has detennined that the 1996 Bonds are not suitable for investment by persons other than, and will offer the 1996 Bonds only to, "accredited investors," as de- fined in Chapter 189, Florida Statutes. Prospective investors in the 1996 Bonds should have sl'ch knowl- edge and experience in financial and business matters to be capable of evaluating the merits and risks of an investment in the 1996 Bonds and should have the ability to bear the economic risks of such prospec- tive investment, including a complete loss of such investment. Each prospective investor will be given access to such additional infonnation, including the ben- efit of a site visit of the District and the opportunity to ask questions of representatives of the Developer, as such investor deems necessary in order to make an informed decision with respect to the purchase of the 1996 Bonds. Prospective investors are encouraged to request such additional information, visit the District and ask such questions. Such requests should be directed to: William J. Reagan, William R. Hough & Co., 792 Broad Avenue South, Naples, Florida 34102-7326. Ratings No application for a rating on the 1996 Bonds has been made. Nor is there any reason to believe that the District would have been successful in obtaining an investment grade rating for the 1996 Bonds had application been made, ..,q Continuing Disclosure 16G 1 The Securities and Exchange Commission (the "Commission") has promulgated amendments to Rule ISc2-12 (the "Rule") under the Securities and Exchange Act of 1934. as amended, which prohibit underwriters from purchasing or selling municipal securities unless such underwriters have reasonably detennined that the "issuer" and any "obligated persons" with respect thereto. have undertaken to provide continuing disclosure with respect to its securities. subject to certain exemptions. In the Indenture the District has covenanted and will covenant. for the benefit of the Holders of the 1996 Bonds, including Beneficial Owners thereof, to deliver to a nationally recognized municipal securi- ties infonnation repository ("NRMS!R") and to the appropriate Florida information depository. if any, (a) certain finan'.:Íal infonnation and operating data relating to the District ("Annual (nfonnation"), within 1 gO days after the ene! of the District's fiscal year, in each year commencing with the Fiscal Year ending September 30, 199f (b) (I) ~he balance in all Accounts established for the 1996 Bonds, (2) the assessed value of the District Land, if available; provided, however, that the District may rely upon the records of the Property Appraiser for such information, (3) the amount of assessments levied on the Dis- trict Land for the 1996 Bond:;, as ceriified by the District to the Tax Collector, during such Fiscal Year, (4) the amount of Pledged Series Revenues collected during such· Fiscal Year, (5) the amount of delin- quent assessments relaling to the 1996 Bonds, if available, (6) the dollar amount of tax certificates in re- sp~ct of the 1996 Bonds during slJch Year, if avai lable, (7) a schedu1e of Debt Service for the remaining term of the 1996 Bonds, (8) the percentage of the 1996 Project that has been completed with the proceeds of the 199ó Bonds as of such Fiscal Year, and (9) any materially adverse change or detennination in any permit or approval relating to the 1996 Project; and (c) the occurrence of any of the following events with resp~ct to the 1996 Bonds, if material: (I) Principal and interest payment delinquencies; (2) Non-payment related defaults; (3) Unscheduled draws on debt service reserves ret1ecting financial difficulties; (4) Unscheduled draws on any credit enhancements securing any 1996 Bonds, ¡fany, reflecting financial difficulties; (5) Substitution of credit or liquidity providers, or their failure to perfonn; (6) Adverse tax opinions or events affecting the tax-exempt status of the 1996 Bonds; (7) Modification to rights of Bondholders; (8) Redemptions of the 1996 Bonds other than pursuant to a mandatory sinking fund redemption or extraordinary redemption; (9) Any defeasance the 1996 Bonds; 29 (10) Any release. substitution, or sale of any item of the Series 1996 Trust Estate; 1 6G 1 (11) Any rating change on the 1996 Bonds, (12) Any failure of the part of the District to comply with the requirements of (a) or (b). above. The District is also required to provide, in a timely manner, to the Municipal S~curities Rulemaking Board (îhe "MSRB") and to the appropriate Florida information depository. if any, written notice of the failure of the District or any "obligated person" to provide the financial information described above, on or before the datr; described above, The District from tim~ to time may choose to provide notice of the occun'ence of certain other events, in addition to those I ¡sted above, if, in its judgment, any such other event is material with respect to the 1996 Bond:., but the District does not undertake to commit to provide any such notice of the OCcur- rence of 4J1Y material event except ¡hose listed abo...·e, The obligations of the District described above wi] remain in effect, subject to th~ following para- graph, so long as the 1996 Bonds are outstanding in accordance with their terms. The purpose of the District'> undertaking is to conform to the requirements of the Rule and not to cr~ate new contractual or other rights for the original purchasers of the 1996 Bonds, any registered owner or beneficial owner of the) 996 Bonds, any municipal securities broker or dealer, any potential purchaser cf thr. 1996 Bond!;, the Securities and Exchange Commission or an)' other person. The sole remedy in lhc event of any actual or Illleged failure by the District to comply with the Rule shall be an action for the specific performance of the District's obligations and not for money damages in any amount. Any failure by the District to comply with any provision of such undertaking shall not constitute an event of default with respect to the) 996 Bonds, In addition, the District, as an independent special district under the laws of Florida, is required to file certain information, including audited annual financial statements, with the Department of Commu- nity Affairs of Florida, and to maintain records open to the public for examination and copying under state public records laws. In addition, copies of audited annual financial statements and certain other reports and information are required by the Indenture to be filed with the Trustee. Public records of the Di:;trict nuy be examined upon reasonable notice during normal business hours at its offices at 10300 N, W. Eleventh Manor, Coral Springs, Florida 33071, phone (954) 769-6615, and the District will furnish cepies of any public records of the District to any Holder or person claiming a beneficial ownership in- terest in the 1996 Bonds, upon written request of such Holder or person specifying the particular records to be copied and payment of the District's reasonable copying charges then in effect and mailing or other delivery costs. The Developer will also, at closing, agree to be subject to certain continuing disclosure. See Ap- pendix E-"Form of Continuing Disclosure Agreement." 30 Underwriting 1 6G The Underwriter will, pursuant to a Bond Purchase Agreement to be entered into with the District, - agree, subject to the satisfaction of certain conditions, to arrange for the subscription and purchase of the 1996 Bonds from the District in a limited offering transaction on December II, 1996 or such later date as the District and the Underwriter may agree (the "Closing Date") at an issue price of 100% less under- writing discount of $303,150,00. See "SECURITIES BEING OFFERED-Purpose--Sourca and Uus of Funds.» The Underwriter will be entitled to be released and discharged from its obligations un- der ¡he 1996 Bond Purchase Agreement in certain circumstances prior to payment to the District. The Underwriter intends to offer the 1996 Bonds to "accredited investors" at the offering prices set forth or. the cover pag~ of this Limited Oìfering Memorandum, which may subsequently change without any requirement of prior notice, The Underwriter molY offer and sell the 1996 Bonds to certain dealers (including dealers depositin~ the ì 996 Bùnds into investment trusts:) at prices lower than the public offer- ing price. The Financial Advisor, Fishkind & Associates, will not participate in the Under.vriting. al- though it will be deliverillg a certificale at closing of the 1996 Bonds, Accuracy and Completeness of Umited Offering Memorandum Any statements m<1de in this Limited Offering Memorandum involving matters of opinion or of estimates, whether or not so expressly stateú, are set forth as such and not as representations of fact, 2nd no representation is made that allY of the estimates will be realized, Neither this Limited Offering Memo- randum nor any statement that may have been made verbally or in writing is to be construed as a cor.tract with the holders of the 1996 Bonds, The information and expression of opinion herein are subject to change without notice and neither the delivery of this Limited Offering Memorandum nor any sale made hereunder is to create, under any circumstances, any implication that there has been no change in the affairs of the District from the date hereof, However, certain parties to the transaction will, at the closing of the 1996 Bonds, deliver certifi- cates certifying from the date of the Limited Offering Memorandum to the date of closing of the 1996 Bonds that there has been no material adverse change in the information provided. This Limited Offering Memorandum is submitted in connection with the sale of the securities re- ferred to herein and may not be reproduced or used, as a whole or in part, for any other purpose. The ap- pendices hereof are integral parts of this Limited Offering Memorandum and must be read in their en- tirety together with all foregoing statements. Certificate Concerning limited Offering Memorandum We, the undersigned Chainnan and Secretary of the Fiddler's Creek Community Development District, DO HEREBY CERTIFY that (i) we have reviewed this Limited Offering Memorandum and that to the best of the knowledge and belief of each of us the statements herein are true and correct; (ii) nothing has come to the attention of either of us that would lead either of us to believe that the Lim ited Offering Memorandum contains an untrue statement of a material fact or omits to state a material fact that should be included herein for the purpose for which the Limited Offering Memorandum is intended to be used, or that is necessary to make the statements contained herein, in light of the circumstances un- der which they were made, not misleading. ) I 16G 1 IN WITNESs WHEREOF, we have hereunto set our hands and the seal of the District this 11 th day of December, 1996, By: Chair By: -L¿JÅr-4/1.44/ ~~ ycretary 32 CONTINUING DISCLOSURE AGREEMENT . " 16G 1 EXHIBIT F 16G 1 CONTINUING DISCLOSURE AGREEMENT THIS CONTINUING DISCLOSURE AGREEMENT (the "Disclosure Agreement") is executed by and between Fiddler's Creek Community Development District (the "Issuer") and 951 Land Holdings Joint Venture, a Florida joint venture (the "Developer"), in connection with the issuance of the Issuer's $ Fiddler's Creek Community Development District (Collier County, Florida) Special Assessment Revenue Bonds, Series 1996 (the "Bonds"). The Bonds are being issued pursuant to a Master Trust Indenture and a First Supplemental Trust Indenture (collectively, the "Indenture"), each dated as of _ I, 1996, between the Issuer and SunTrust Bank, Central Florida, National Association (the "Trustee"). Capitalized terms not defined herein shall have the meaning ascribed thereto in the Indenture. For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Issuer and the Developer agree as follows: SECTION 1. PURPOSE OF DISCLOSURE AGREEMENT. This Disclosure Agreement is being executed and åelivered in order to comply with the requirements of Rule 15c2-12 promulgated urader the Securities Exchange Act of 1934 (the "Rule"), and is for the benefit of the holders and beneficial owners of the Bonds. SECTION 2. APPOINTMENT OF DISSEMINATION AGENT. The Issuer and the Developer hereby appoint the Issuer as the dissemination agent (the "Di5semination Agent") hercl1nd~r. The Issuer hereby 2Cc.:eptS ils appointment as Dissemination Agent and all of the obligations and responsibiìities related thereto as described herein. The Issuer may, upon the giving of ten (10) days written notice to' the Developer, appoint another Person to serve as Dissemination Agent hereunder. Any such Person appointed by the Issuer as Dissemination Agent hereunder shall acknowledge its duties set forth herein by a written acceptance delivered to the Issuer ill1d the Developer. SECTION 3. PROVISION OF DEVELOPER'S ANNUAL INFORMATION. So long as the Developer is the owner of the PrQject Land~ (as defined in this Section 3) or the Developer is actively engaged in the development of the Project Lands, the Developer shall provide the following information to the Dissemination Agent on or before October 1 of each year (unless otherwise specifically provided herein), commencing October 1, 1997, and the Dissemination Agent shaH, within fifteen (15) days of its receipt thereof, provide such information to all of the nationally recognized municipal securities information repositories described in Section 8 hereby (the "NRMSIRs"), and to any state information depository that is established within the State of Florida (the "SID"). (A) if the Developer is required to file its audited financial statements with the Securities and Exchange Commission (the "SEC"), the Developer shaH provide its audited financial statements for the most recent fiscal year for which audited financial statements have been completed, within tcn (10) Business Days after filing the same with the SEC; ffhl 1/11/96 draft follows: ffial1l1lf96 draft 16G 1 (B) additional information relating to the Developer or the Development, as 1. For all Project Lands: a, Single Family lots (1) Estimation of total number of lots expected to be included within the Development upon full build-out (2) ,Number of lots sold/parcels (closed) to per$OI1S or entities in the business of building or developing homes (heœinafter referred to as "Builders") (3) Number of lots sold (closed) to persons or entities that are not Builders (hereinafter referred to as "Non-Builders") (4) Number of homes (whether or not occupied) for which certificates of completion or certificates of occupancy have been issued (hereinafter referred to as "Completed Homes) (5) Number of Completed Homes owned by Non-Builders (6) ~urnber of Completed Homes for sale by Builders (hased upon survey of Builders active within the Development) b. Multi-Family Units (I) Estimation of total number of units expected to be included within the Development upon full build-out (2) Number of acres sold (closed) to Builders (3) Number of units sold to Non-Builders (4) Number of units for which certificates of completion or certificates of occupancy have been issued (hereinafter referred to as "Completed Units") which are occupied; (5) Number of Completed Units for sale by Builders (based upon survey of builders active within the Development) (6) Number of Completed Units for sale by Non-Builders c. Commercial Space (1) Estimation of total numbers of acres of commercial (that is, non residential) land expected to be included within the Development upon full build-out (2) Acreage of commercial land sold (closed) by the Developer 2 16G 1 (3) 'Acreage of commercial land under agreement (sold but not cJosed) for sale by the Developer 2. Materially adverse changes or determinations in permits/approvals for the Development that necessitate changes in the Developer's land use plan. For purposes of this Disclosure Agreement, the term ·Project Lands· means the lands within the Disrrict that are benefitted by the Series 1996 Project and are subject to the Lien of the Series Assessments. SECTION 4. PROVISIONS OF ISSUER'S ANNUAL INFORMATION. The Issuer shall provide the following information to the Dissemination Agent on or before October 1 of each year, commencing October J, 1997 and the Dissemination Agent shalì, within fifteen (15) days of its receipt thereof, provid~ such information to all of the NRMSIRs and to the SID: (A) audited financial statements of the Issuer for the most recent fiscal ye2.f for which audited financial st.atement<; have been completed, prepared in accordance with Generally Accepted Governmental Accounting Principles, as modified by applicable State of Florida requirements and the governmental accounting standards promulgated by the Government Accounting Standards Board; and (B) additional financial Information and operating data relating to the Issuer and the DeveJopment, as folJows: fTbl1ll1/~6 draft 1. balances in all Funds and Accounts est.ablished for the Bonds under the Indenture. 2. assessed value of Project Lands; provided, however, that the Issuer may rely upon the records of the County Property Ap;>raiser for such in formation. 3. the amount of Series Assessments to be levied on the Project Lands, as certified by the Issuer to the Tax Collector for the immediately preceding calendar year. 4, the amount of revenues collected in respect of Series Assessments levied on the Project Lands for the immediately preceding calendar year. 5. the amount of delinquent Series Assessments (i.e.. number of single-family units/multi-family units/commercial acres/utility acres/golf acres/church acres and dollar amount) in respect of 3 16G Series Asséssments levied on the Project Lands for the immediately preceding calendar year. 6. the dollar amount of tax certificates sold in respect of Series Assessments levied on the Project Lands for the immediately preceding calendar year. 7. debt service schedule for the remaining term of the Bonds. 8. percentage of infrastructure improvements that have been complett'.d with proceeds of the Bonds. 9. M~terially adverse changes or determinations in permits/approvals relating to the Series 1996 Project. SECTION 5. DEVELOPER'S OBLIGATION TO REPORT SIGNIFICANT EVENTS. So long as the Deveioper is the owner of at least 25 % of the Project Lands or the Developer is a.ctively engaged ill the development of the Project Lands, the Developer shail provide to the Dissemil1=ltion Agent, on a timely basis, notice of any relea'>C, substitution, or sale of all or substantia.lly all of the Project Lands not in the ordinary course of business (provided that the partie$ acknowledge and agree [hat the Developer is in the business of selling the Project Lands. and, accordingiy, sales of less t~2J1 100 acres of1and in the aggregate to the same person in any year wi1l be presumed to b~ in I,.Íle ordinary course of business). The Di3scmination Agent shall promptly provide notice of the foregoing event to the NRMSIR, or the Municipal Securities Rulemaking Board (the -MSRB"), and to the SID. The Developer may from time to time, in its' discretion, choose to provide notice of the occurrence of certain other events to the Dissemination Agent, in addition to the foregoing, if, in the judgment of the Developer, such other events are material with respect to the Bonds, but the Developer specifically does not undertake to commit to provid~ any such additional notice of the occurrence of any material event except those events listed above. In the event the Developer provides such other notice to the Dissemination Agent, the Dissemination Agent shall promptly provide such notice to the NRMSIRs or the MSRB and to the SID as provided above. The Dissemination Agent shall promptly provide notice of the foregoing event to the NRMSIRs or the MSRB and to the SID. SECTION 6. ISSUER'S OBLIGATION TO REPORT SIGNIFICANT EVENTS. The Issuer shall provide to the Dissemination Agent, on a timely basis, notice of any of the following events, if such everH is material under applicable federal securities laws, and the Dissemination Agent shall promptly provide such notice to the NRMSIRs or the MSRB and to the SID: (a) principal and interest payment delinquencies on the Bonds; f'fh1l/1I/96 dran 4 · " (; ':;~, '~I: :, ~I. " ~.~~Lq, .j' '.j...:- (D) ,.,\,'\..; .. . ~ . , \ . ""~'. ~/.t·· (G) (H) (I) (1) (K) (L) 1 bG 1 un the:. occ.um:nc.=. Qf aA'I &«:n1. Q{ \')cf::l.u}t undI:t. ~ lodPnt1\te (IJtÐa tluo. J..S o~noec j III (a .aoove : (C) unscheduled draws .on the debt service reserve fund reflecting financial difficulties; unscheduled draws on credit enhancement reflecting financial difficulties; (E) substitution of credit or liquidity providers, or their failure to perform; I (F) adverse tax cpinions or eveilts affecting the ~\X-exempt status of the Bonds; mo<.1ificati~ns to rights of Bondholders; calls on îhe Bonds (other than mandatory sinkjng fund or extraordinary redemption); defeasance of the Bonds; releasc, substitution, or saJe of property directly securing repayment of the Bond~ to thê ex lent described in Section 5 hereof; ra.ing changes:2 notice of any failure on the part of the Issuer to meet the requirements of Section 4 hereof. The Issuer may from time to time, in its discretion, choose to provide notice of the occurrence of certa.in other events, in addition to those listed in this Section 6, if, in the judgment of the Issuer, such other events are material with respect to the Bonds, bur the Issuer does not specifically undertake to commit to provide any additional notice of the occurrence of any material event except those events listed above. Whenever the Issuer obtains knowledge of the occurrence of a significant event described in this Section 6, the Issuer shall as soon as possible determine if such event is material under the applicable federal securities laws, provided, that any event under clauses (D), (E), (F), (K), or (L) above will always be deemed to be material. lUpon the initial issuance of the Bonds, there will not be any credit enhancement or liquidity facility in effect with respect to the Bonds. 2The Bonds will not be rated when issued. fib 11111196 draft 5 16G SECTION 7. ADDITIONAL DUTIES OF DISSEMINATION AGENT. (a) Upon providing any of the information required in Sections 3 and 4 hereof to the NRMSIRs, the MSRB, or the SID, as the case may be, the Dissemination Agent shall promptly provide the Developer and the Issuer with written notice setting forth a brief description of the information provided, the date such information was provided, and to whom such informatiun was provided. (B) If r.he Dissemination Agent has not received the applicable annl4\] information described in Sections 3 and 4 hereof from the Developer and the Issuer, respectively, on or prior to June 15, of any year, the Dissemination Agent shall notify the Developer or the Issuer, as applicable, to determine when such information is expe.cted to be provided to the Dissemination t1gent. (C) Each year the Dissemination Agent shaH determine, prior to the date upon which it is required to provide the annual information to the NRMSIRs and the SID pursuant Ie Sections 3 and 4 hereof, the name and address of each NRMSIR and SID. SECTION 8. NRMSTRs. As of the date of this Disclosure Agreement, the NRMSIR~ to which the Dissemination Agent shall provide th~ information described in Section 3, 4, 5, an( 6 above, to the extent required, shall be the following organizations, their successors anc assigns: (a) I3100mbcrg Municipal Repository P. O. Box 840 Princeton, New Jersey 08542-0840 Phone: 609/279-3200 Fax.: 690/279-5962 (B) Thomson Municipal Servi:" \ Altn: Municipal Discloç, : 395 Hudson Street, Thi"; Ii, ,I New York, New Yor" .' ;í')~ Phone: 8oo/689-846f) Fax: 212/Q~·).2ü78 (C) Disclosure, Inc. 5161 River Road Bethesda, Maryland 20816 Attn: Document Acquisitions/Munieipal Securities Phone: 301/951-1450 (Issuer-related questions) 301/638-8241 (for purchase of documents) Fax: 301/718-2329 flblllll196 draft 6 16G 1 (D) Moody's NRMSIR Public Finance Information Center 99 Church Street New York, New York 10007 Phone: 800/339-6306 Fax: 212/553-1460 (E) Kenny Information Systems, Inc. 65 Broadway, 16th Floor New York, New York 10006 Phone: 212/770-4595 Fax: 212-797-7994 (F) R.R. Donnelly Financial Municipal Securities Disclosure Archive 559 Main Street Hudson, MA 01749 Phone: 800/580-3670 Fax: 508-562-1969 (G) Any NRMSIRs that are established subsequent to the date of this Disclosure Agreement and approved by the S!Xurities and Exchange Commission. SECTION 9. NO EVENT OF DEFAULT; REMEDY FOR BREACH. This Disclosure Agreement shall be solely for tne benefit of the Holders and beneficial owners fror.l time to time of the Bonds. Notwithstanding any other provision in the Indenture to the contrary, failure of the Developer, the Issuer or the Dissemination Agent to comply with the provisions of this Disclosure Agreement shall nct be considered an Event. of Default under the Indenture or any related bond document. The exclusive remedy for any breach of this Disclosure Agreement by any party hereto shall be limited, to the extent permitted by law, to a right of holders and beneficial owners, or the Trustee, to institute and maintain, or to cause to be in£tituted and maintained, such procet'.dings as may be authorized at law or in equity to obta.in the specific performance by the Developer or the Issuer, as the case may be, of its obligations under this Disclosure Agreement. The Trustee may exercise any such rights and, if requested to do so by the holders of at least 51 % in aggregate principal amount of the Bonds then outstanding, subject to the same conditions, limitations and procedures that would apply under Section 6.3 of the Indenture if the breach were an event of Default under the Indenture, the Trustee shall exercise such rights. Any holder or beneficial owner may exercise any such right. Holders and beneficial owners shall not be entitled to institute or maintain any such proceedings individually that assert a breach of this Disclosure Agreement that is based on the alleged inadequacy of any pertinent filing that has been made. SECTION 10. INCORPÖRA TION BY REFERENCE. Any or all of the information required herein to be disclosed may be incorporated by reference to documents. Rkl III 1196 draft 7 16G 1 ¡ I' í ~ ¡!. ,f, including official statements or debt issues of the Developer (or related public entities), or the issues of the Developer (or related public entities), or the Issuer, which have bene submitted to each of the NRMSIRs, the SSRB, the SEC, or the SID. If the document incorporated by reference is a final official statement, it must be available from the MSRB. Such party shall clearly identify each document incorporated by reference. SECTION 11. DISCHARGE; SUCCESSOR DISSEMINATION AGENTS. The Developer and the Issuer may discharge the Dissemination Agent at any time and for any reason upon ten (10) days prior written notice, with or without appointing a successor dissemination agent. Any successor Dissemination Agent shall acknowledge its duties set forth herein by a written acceplance delivered to the Issuer and the Developer. If at any time during which this Disclosure Agreement is in effect there is no acting Dissemination Agent, the Developer and the Issuer shall provide the required information described herein directly to the N"RMSIRs, the MSRB, and the SID in the manner and at the times in which it presently is required to provide such in formation to the Dissemination Agent. SECTION 12. TERMINA TION. The obligations of the parties under this Disclosure Agreement shaH terminate upon (a) the defeasance, prior redemption or payment in fulJ of all of the Bonds, (B) the termination of the continuing disclosure requirements of the Rule by legislative, judicial, or administration action, (C) in the case of the dissemination Agent, upon receipt of notice of discharge as providea in Seetion 11 hereof, or (0) in the case of the Deve!oper, when the Develop~r no longer is (i) the owner or at least 25 % of the Project Lar.d.~ or (ii) actively engaged in the development of the Project Lands. SECTION 13. AMENDMENTS. Notwithstanding any other provision of this Disclosure Agreement, the Issuer and the DeveJoper may amend this Disclosure Agrf".emem, and may waive any provision, if such amendment or waiver is supported by an opinion of cou.nsel familiar with federal securities laws, to ¡he effect that such amendment or waiver would not, in and of il~elf, cause the undertakings herein to violate the Rule, if such am~ndment or waiver had been effective on the date hereof but t.1kir.g into account any subsequent amendment or official interpretation of the Rule, . SECTION 14. ADDITIONAL ~"FORl\rIATION. Nothing in this Disclosure Agre~mcnt shall be deemed to prevent any party hereto from disseminating any other information, using the means of dissemination set forth in this Disclosure Agreement or any other means of communication, or including any other information in its annual information described herein or notice of occurrence of a significant event described herein, in addition to that which is required by this Disclosure Agreement. If any party chooses to include any information in its annual information or notice of OCcurrence of a significant event in addition to that which is specifically required by this Disclosure Agreement, such party shall have no obligation under this Disclosure Agreement to update such information or include it in its future annual information or notice of occurrence of a significant event. fl'lall 111 1% draft 8 16G 1 SECTION 15. OÐLIGA TED PERSONS. If any person, other than the Issuer or the Developer, becomes an Obligated Person (as defined in the Rule) relating to the Bonds, the Issuer and the Developer shall use their best efforts to require such Obligated Person to comply with all provisions of the Rule applicable to such Obligated Person. SECTION 16. NOTICES. Any notices required to be given under this Disclosure Agreement shall be given to the following addresses and telephone numbers (and such notices shall also be given to the Trustee at the address for notices to the Trustee set forth in the Indenture): (a) As to the Issuer: Fiddler's Creek Community Development District 10300 N. W. 1 I th Manor Coral Springs, Florida 33071 Attention: District Manager With a copy thereof to District Counsel as follows: . ,. Woodward, Pires & Lombardo 801 Laurel Oz.k Drive, Suite 640 Naples, Florida 34108 I ! ' (b) As to the Developer: 95! land Holdings Joint Venture 4001 Tamiami Trail, North Suite 33940 Naples, Florida 33940 (c) As to the Dissemination Agent: Fiddler's Creek Community Development District 10300 N.W. 11th Manor Coral Springs, Florida 33071 Attention: District Manager With a copy thereof to Special Counsel as follows: Woodward, Pires & Lombardo 801 Laurel Oak Drive, Suite 640 Naples, Florida 34108 nhll/ll/96 draft 9 j' . II; ;' III 16G 1 SECTION 17. INDEMNIFICATION OF DISSEMINATION AGENT. The Developer and the Issuer each further agree to indemnify and save the Dissemination Agent harmless, to the extent allowed by law, against any liabilities which it may incur in the exercise and performance of its powers and duties hereunder, and which are not due to its negligence or misconduct. SECTION 18. SOURCES OF PAYMENTS; EXTENT OF COVENANTS; NO PERSONAL LIABILITY. The Issuer shaH be required to use only Maintenance Assessment Revenues (as defined below) to pay any costs and expenses to be incurred in the performance of this Disclosure Agreement by it or the Dissemination Agent, and the performance of its obligations hereunder shaJI be subject to the availability of Maintenance Assessment Revenues for that purpose. This Disclosure Agreement does not and shall not constitute a general obligation of the Issuer. All co-.:enants, stipulations, obligations, and agreements of the Issuer contained in this Disclosure Agreement are and shall be deemed to be covenants, stipulations, obligations, and agreements of the Issuer to the full extent authorized by law and the Florida Constitution. No covenant, stipulation, obligation, or agreement of the Issuer contained in this Agreement shall be deemed to be a covenant, stipulation, obligation, or agreement of any present or future officer, agent, or employee of the Issuer in other than that person's official capacity, For purposes of this Section 18, "Maintenance Assessment Revenues" means the procee.ds of "special assessments" levied and co!le-.-Cted by the Issuer under Seclion 190.022 of the Act for maintenance purposes or "maintenanœ sjkcial assessments" levied and collected by the Issuer under Section 190.021 (3) of the Act. SECTION 19. ASSIGNJ\-fENT. The Issuer and the Developer each may assign their respective obligations under this Disclosure Agreement only in connection with the assignment of its respective obligations under and in accordance with the provisions of any contractual commitment or other arrangement to support payment of all or any part of the Bonds; provided that neither the Issuer nor the Developer shall assign its obligations under this Disclosure Agreement so long (IS it remains an Obligated Person with respect to the Bonds and except to the assignee of its obligations under any such contractual commitment or other arrangement to support payment of the ßonds. The Issuer and the Developer each may assign its respective obligations under any such contractual commitment or ether arrangement, without remaining primarily liable for the performance of those obligations, only if the assignee of the Issuer or the Developer, a~ the case may be, assumes the assignor's obligations under this Disclosure Agreement. Any assignment by the Issuer or the Developer of its obligations under this Disclosure Agreement shall not be effective unless and until the assignee shall have expressly assumed in writing, for the benefit of the holders and beneficial owners from time to time of the Bonds, the obligations of the Issuer or the Developer, as the case may be, under this Disclosure Agreement or enters into a new agreement for purposes of the Rule that is substantially similar to the undertaking of the Issuer or the Developer, as the case may be, under this Disclosure Agreement. If the Developer sells, assigns, or otherwise transfers, directly or indirectly, all of its interests with respect to the Project Lands or the Development, other than in the ordinary course of its business, the Developer shall make it a condition to such sale, lJhll/II'" draft 10 1 6G ] assignment, or transfer that the buyer, assignee, or transferee assume all of the Developer's ob ligations hereunder. SECTION 20. BENEFlCIARIES. This Disclosure Agreement shall inure solely to the benefit of the Issuer, the Developer, the Trustee, and the holders and beneficial owners from time to time of the Bonds, and any official, employee, or agent thereof acting for and on its behalf, and shall not create any rights in any other person or entity. ;.. SECTION 21. SEVERABILITY. In case any section or proVIsion of this Disclosure Agreement, or any covenant, stipulation, obligation, agreement, act or action, or part thereof made, assumed, entered into, or taken thereunder or any application thereof, is for any reason held to be illegal or invalid, such illegality or invalidity shall not affect the remainder thereof or any other section or provision thereof or any other covenant, stipulation, obligation, agreement, act or action, or part 'thereof made, assumed, entered into, or taken thereunder (except to the extent that such remainder or section or provision or other covenant, stipulation, obligation, agreement, act or action, or a part thereof is wholly dependent for its operation on the provision determined to be invalid), which shall be construed and enforced as if such illegal or invalid portion were not contained therein, nor shall such illegality or invalidity of any application thereof affect any legal and valid application thereof, and each such section. provision, covenant, stipulation, obligation, agreement, act or action, or a part thereof shall be deemed to be effective, operative, made, entered into, or taken in the manner and to the fuJl extent permitted hy law. I, . " SECTION 22. COUNTERPARTS. This Disclosure Agreement may be executed in sevel(lj counterparts, each of which shall be an original and all of which shall constitute but one and the same instru·ment. SECTION 23. GOVERNL"lG LAW. This Disclosure Agreement shall be deemed to be an agreement made under the laws of the State of Florida and for all purposes shall be governed by and construed in aécordance with the laws of the State of Florida. IN WITNF...sS WHEREOF, the parties hereto have each caused this Disclosure Agreement to be executed by their duly authorized office.rs and appointed officials and their seals to be hereunder affixed and attested as of the _ day of _, 1996. FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT (SEAL) ATTEST: By: By: Secretary Chairman rThll/11l9ó dral't 11 A TrEST: By: Authorized Officer A TIEST: By: Authorized Officer (:...en\barriaN'~ix2,o¡r flIal1111/% draft 16G 1 951 LAND HOlDINGS JOINT VENTURE By GB 100, Inc., General Partner of GB 100, Ud, a Florida limited Partnership By: Authorized Officer By Parcel Z, Inc., a Florida corporation By: Authorized Officer 12 I !; t ì ..( I" Th1PROVEMENT ACQUISITION AGREEMENT 16G 1 EXHlBIT q 16G 1 PROJECT IMPROVEMENT ACQUISITION AGREEMENT THIS AßREEMENT made and entered into as of the day of " ".' :;';' i..~'l':'~l" 1996 ' .,. ....., f.£..(" I , by and between GB 100, LTD., a Florida Limited Partnership (by its General Partner GB 100, INC., a !'lorida corporation) and PARCEL Z, INC., jointly d/b/a 951 LAND HOLDINGS JOINT VENTURE, a Florida general partnership, (hereinafter referred to as "DEVELOPER" and "OWNER")¡ and the FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT, (hereinafter sometimes referred to as "DISTRICT" or "ISSUER"). WITNESSETH WHEREAS, Developer, is tre sQle developer of certain aggregate ~ ~. 1,\ :I¡ lands outlined. on t,he attached Exhibit 11 A " which are owned by ~¡: ~ Developer¡ and ;,1; ~:,:,~ WHEREAS, the Issuer is a local unit of special purpose government organized and existing in accordance with the Uniform Community Development District Act, Chapter 190, Florida statutes, as amended (Act), and created by Rule 42X-1~OOl through 42X-1.00J, Florida Administrative Code (F.A.C.) of the Florida Land and Water Adjudicatory Commission, which became effective August 13, 1996, at the Petition of the Developer; and WHEREAS, the Issuer was created for the purpose of delivering certain community development services and facilities within its jurisdiction, such services and facilities to include, among other things, water management facilities, roadways, water, sewer, irrigation, landscaping, drainage, security, lighting and sidewalk (thereinafter referred to as "Public Facilities"); and 011120/96 11{ n ~'!: 16G 1 WHEREAS, the Issuer believes that it is necessary and desirable, and in the best interests of the Issuer and its proposed inhabitants, to provide the Public Facilities identified in Resolution Nos. 96- , 96- , and 96- (hereinafter sometimes cOllectively referred to as "Assessment Resolutions") and the Plans and Specifications therefor which have been approved and adopted by the Issuer¡ and WHEREAS, the Developer and Owner has dcquired land for and Developer has constructed a portion of these Public Facilities all as more particularly described in Exhibit "B" attached hereto (such improvements to be collectively referred to as the "Transferred Improvements): and WHEREAS, the DGveloper and Owners intend to provide land upon which the Distric~ intends to construct the remaining portion of the Public Facilities all as more particularly described in Exhibi t "C" attached hereto (such improvements to be collec'ti vely referred to as the IIFuture IJTlprovernents")¡ and WHERE~G, the Issuer desires to acquire from the Developer dnd Owner and the Developer and Owner desire to agree to convey to the Issuer, on the terms and conditions set forth herein, all of the Developer's and Owner's right, title and interest in and to the Transferred Improvements and for the Developer and Owner to convey unencumbered title to or easements over or other interests in the lands upon which the Transferred Improvements are located and upon which the Future Improvements are to be constructed by the Issuer; and TI 1 6G 1 WHEREAS, in order to ope:cate and maintain the Transferred Improvements and to construct or have constructed, operate and maintain the Future Improvements, the Issuer will require the Developer and the Owner to convey to the Issuer all of Developer's j. and Owner IS right, title and interest in and to the Transferred ~ ~. Improvements and for the Developer and Owner to convey unencumbered I ~ :! the lands upon which the Future Improvements are constructed by ti tle to or easements ,over or other interest in f: t, ,'; the Issuer; to assign to the Issuer all reservations made to the Developer and O~n~r of Conservation Areas, Maintenance Tracts, Drainage Easements, Ingress and Egress Easements, and Buffer Easements, L;:Ü:e Na intenance Easements, Water Management Lake Easements and Rights-of-Way identified on 'y existing Plats "D" attached ï I ·f of Land as well as those identified on Exhibit hereto and made a part hereof; to assign to Issuer all dedications of subgrade', base and other drainage structure(s) or a improvements lying within certain roadways and rights-of~way ident.:if ied on exist ing Plats of land and Exhibit II E" wi thin 'the ~<'f ~ District; and to agree to dedicate to the Issuer all Easements, I;, Trac ts . Rights - of -Wa y . structures. and improvements that slall constitute or be necessary to construct, operate and maintain the District; and public facilities in all future Plats of lands lying within the WHEREAS, the Issuer proposes to issue its $93,295,000.00 Fiddler's Creek Community Development District Special Assessment Revenue Bonds, in one or more series ("Bonds"), to finance the cost 01'1120 I'M .., 16G 1 of (i) acquiring the Developer's and Owner's rights, title and interest in and to the Transferred Improvements and the aforesaid interests of the Developer and Owner in land upon which the Transferred Improvements are located and upon which the Future Improvements are to be constructed and (ii) construction by the Issuer of the Future Improvements. NOW THEREFORE, in.consideration of the premises and the mutual covenants and promises contained herein, and for TEN ($10.00) DOLLARS and other good and valuable consideration, the receipt of which is hereby acknowledged, and subject to the terms and conditions hereof, the parties agree as follows: 1. Convevance....Q.! Transferred ¡iDproveme!lt:L~n<tJ.DterE1sts il} Q~rt~dn Land~. The Developer and Owners shall convey to the Issuer, on the Closing Date (as hereinafter defined) all of their right, title and interest in and to the Transferred Improvements and the Developer and Owner shàll convey unencumbered easements in, on, bslow, or over, or other interests in the lands upon which the Transferred Improvements have been constructed. The conveyance (the "Conveyance!!) shall be by (i) Bill of Sale; (li) Special Warranty Deed; (iii) Grant of Easement; (iv) Reservations; and (v) Assigr.rnent of Dedications (a these documents is attached hereto as Exhibits "F", contained in Collier County, Florida, Ordinance No. 89-32, as amended) . 2. Agreement to Dedicate and Convey. On the Closing Date, the Developer and Owner shall execute and deliver to the Issuer, in Assignment of form of each of "G", and "Hit or M170/0;:, 16G 1 recordable form, an agreement, pursuant to and consistent with the Fiddler's Creek Planned Unit Development Ordinance ("PUD") , to dedicate a~d an Assignment of Reservations to Issuer of all easements, tracts, rights-of-way, structures, and improvements that shall constitute or be necessary to enable the District to construct, operate and maintain the Future Improvements on unplatted lands within the District (a form of which is attached hereto and made part hereof as Exhibit" "or is contained in Collier County, Florida Ordinance No. 89-32, as amended). 3. Title Certificate. At Closing, the Developer and Owner sha 11, at their expense, provide the Issuer with an opinion of title from an attorney licen~;ed to practice law in the State of Florida ("Opinion"); and tNithin thirty (30) days after closing with a Title Certificate ("Certificate"), with the Issuer as the named insured in an amount equal to the value of the Transferred Improvements; both such Opinion and Certificate shall be to the effect that the Developer's and Owners' right, title and interest in lands which,are subject to the conveyance and in the unplatted lands within the District which are to be the subject matter of the ~greement to Dedicate and Convey are free and clear of all liens, encumbrances, defects and exceptions, except for (i) those which can and shall be discharged by Developer and/or Owners on or before the Closing Date; (ii) those tNhich will not have a material adverse effect, as determined in the sole discretion of the Issuer, upon the ownership, construction, operation, or maintenance of the Transferred Improvements and Future Improvements; and (iii) Oð/20/96 5 16G 1 outstanding oil, gas and mineral rights of record, if any: the encumbränc$$ described in (i) I (ii) and (iii) shall collectively be ,. . r~\~:, ~_ :>. ..,.,.. I "~ .,! referred'to as "Acceptable Encumbrances". 4. Plans and 8~ecitications. At least five (5) days prior to the Closing Date, the Developer shall provide the Issuer with three (3) sets of any. and all plans and specifications applicable to the Transferred Improvements and the Future Improvements, and immediately thereafter shall deliver to District three (3) sets of the certified record drawings of the Transferred Improvements. '" J . EÞgineer certification. On each Closing Date, the Developer and Owner shall provide the Issuer with a certificate, signed by the Project Engineer certifying that (i) the amount to be paid to the Developer for the actual cost of constructing or installing such Transferred Improvements is less th~n or equal to the actual cost of constructing or installing such Transferred Improvements; (ii) such Transferred Improvements are part of the public facilities for the property within the boundaries of the District; (iii) the Transferred 1mprovements h~ve been installed or constructed by the Developer in conformity with the approved plans and specifications therefore and in conformance with all applicable rules, regulations, laws, ordinances and all permits and approvals; (iv) the actual cost of the Transferred Improvements is as described in Exhibit "_"; (v) the permits necessary to construct the Transferred Improvements and the Future Improvements have been obtained or, (in the case of the Future Improvements) if not Oð/20/96 6 1 6G 1 obtained, that the Engineer knows of no reason to believe that such permits cannot be obtained in a timely fashion and that those permits that have been obtained are capable of being assigned to Issuer; and (vi) the approximate cost of the Future Improvements is as set forth in Exhibit" " 6. Warranty. On the Closing Date, the Developer shall provide Issuer with ,a Warranty guaranteeing said Transferred Improvements against defects of materials, equipment or construction for a period of one (1) year from the date of the Conveyance, a form of such warranty is attached hereto and made a pë\rt hereof as Exhibit II " 7. Further ~ssv.rances, The Developer and Owner, at any and all times, shall, when requested by Issuer or Issuer I s agents, make, do, execnte, è!.cknm,¡ledge and deliver all and every other further acts, deeds, documents, conveyances, assignmen~s, transfers and assurances bS may be necessary or desirable by Issuer for the better assuring, conveying, granting, assigning and confi~1ning of any and all of the rights in t~e Transf~rred Improvements easements and interests in land which are intended or required to be acquired and constructed by the District pursuant to the Assessment Resolut:ions, including execution of any documents necessary to convey water, sewer and irrigation utility facilities to the Collier County Water-Sewer District; and to join in and consent to any and all acts necessary to i3sue the Bonds. Notwithstanding the foregoing, neither the underlying fee title nor subsurface oil, gas or mineral rights will be transferred or conveyed by Developer and 081l 0196 7 16G 1 Owners to District and none of the consideration being paid by the District hereunder relates to the cost of value of land. 8. i>avment tor Transferred Improvements and Lands for FuturE ~tJ1proVe1ll.ent8. From available proceeds of the Notes and ir accordance with the terms of Resolution Nos. and ("Note Legislationll), the Issuer shall pay to the Developer a~ 1:otal payment for (i) acquis i tion of all of the Developer I s anc Owner's right, title and interest in the Transferred Improvement! ëlnd interests of Developer and Owner in the lands relating to thf Transferred Improvements; and (ii) the Developer and Owner grant te t.he Issuer of an Assignment of Reservations, Assignment 0] Dedications and the Agreement to Dedicate/Convey, the sum of the following: $ , representing the actual cost of thE Transferred Improvements described in Exhibit" 1\ a~ certified by the Project Engineer in the Certificate requirec in Section 5 of this Agreement. 9. Closinq. The parties agree, that the Closing shall bE held at the offices of Woodward, Pires & Lombardo, P.A., 8U1 Laure) O.~k Drive, suite 640, Naples, Florida 34108. The Closing shalJ o¡;:cur after the Bonds have been issued and no more than 10 days after satisfaction of each of the conditions set forth hereir (1:he IIClosingll). At said Closing, and each closing thereafter, if appropriate, the Developer and Owner shall deliver to the Issuer the followin~ documents, each fully executed, witnessed, and acknowledged a~ n:quired by Issuer: (i) the Bill(s) of Sale to the Transferre< Inlprovements; (ii) the Assignment(s) of It'eservation¡ (iii) thE Assignment(s) of Dedications; (iv) the Agreement(s) tc 16G 1 Dedicate/Convey; (v) the Title opinion and Title Certificate as required by Section 3 hereof; (vi) the Warranty required by Section 6 hereof; (vii) a Closing Affidavit; (viii) a Closing Statement; and (ix) Grants of Easements. 10. f.uture Construction. The Issuer, Developer and Owners hereby agree that the Issuer shall publicly bid and contract tc construct the Future Improvements within the District boundaries tc the dollar limit and extent as outl ined on Exhibit II "or acquire t~e Future Improvements after construction of same by the D~veloper; it being understood and agreed that such Future Improvements sha 11 b.~ bui 1 t in accordance with th¿ plans and specifications heretofore filed with the Issup~, subject to such m,:>dif icat,ions as may be hereafter approv,~d by the Issuer I the D,~veloper and as may be required by the PUQ or the PDA as they may ~~ amended from time to time. The Developer agrees to act as Construction Consultant for the Issuer in connection with the construction of the Future Improvements if the Issuer so elects under such terms and conditions as are from time to time aqreed upon by the parties. 11. Waivers. Any failure by any party to this Agreement to comply with any of its obligations, agreements, or covenants may be waived in writing by either party, provided that in the written opinion of Bond Counsel such waiver and failure to comply will not (i) impair the legality, validity, or enforceability of any Special Assessments or the Bonds or any document issued or executed in conjunction therewith (ii) or have an adverse effect on the Federal Income Tax status of the interest on the Bonds or (iii) be 08/20/96 9 16G 1 materially adverse to the holders of the Bonds. 12. Amendment. This Agreement cannot be amended or terminated orally but only by writing executed by all parties. No Amendment shall be permitted or become effective unless there is obtained an opinion of Bond counsel that such Amendment will not (i) impair the legality, validity, or enforceability of any Special Ass~ssments or the Bonds or any document issued or executed in conjunction therewith (i1) or have an adverse effect on the Federal Income Tax status of the interest on the Bonds or (iii) be materially adverse to the holders of the Bonds. 13. ~i.çabls _ La.... This Agreement is made and shall be construed under the laws of the state of Florida. Any litigation ai.ising out of this Agreement shall be in the court of appropriate jurisdiction in Collier County, Florida. 14. Third Party Beneficiaries. The Trustee for the Bonds, for the benefit of the original purchaser and subsequent holders of the Bonds is hereby declared to be a third-party beneficiary hereof and of the instruments described herein and shall be entitled to enforce the same. 15. Specific Performance. In the event of a Developer and/or Ow~er default under this Agreement, the parties agree that there is tht~ absence of adequate remedies at law ¡therefore, the Issuer shall have, in addition to such rights and remedies as provided by thu general application of law, the right to obtain specif ic performance of the Developer and Owner I s obligations hereunder 08/211/96 10 16G 1 without being required to show any actual damage or to post anì bond or other security, and if required to litigate to enforce it5 , >,~ ··..j,II'·" .'~ ,'.., ¡ rights,;,,~".l1all be entitled to receive its costs, expenses anè ·,'¡~~'¡J~l;,,:'J.:i;' ..."'tt.t~¡Ç...I'J.... attorneys fees from the defaulting parties. 16. Survival. Notwithstanding anything to the contrary herein contained, the representations, covenants and warranties of 1:he Developer and Owner shall survive the closing of the transactions contemplated hereby and the obligations, duties, rights and conditions herein shall be binding upon their respective successors, assigns and grantees. IN WITNESS WHEREOF, the parties hereto have executed this ~greement as of the date first above written. Signed, sealed and delivered in our presence: 951 LAND HOLDINGS JOINT VENTURE, a Florida General partnership By: GB 100, LTD., a Florida Limited Partnorship Witness By: GB 100, INC., a Florida corporation Witness By: Aubrey J. Ferrao, President PARCEL Z, INC. Witness By: T. Sano, President Witness oanO¡96 11 16G 1 ATTEST: FIDDLER'S CREEK COMMUNITY DEVELOPKEHT DISTRICT By: , Secretary STATE OF FLORIDÞ. COUNTY OF COLLIER I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared , and , Chairman and Secretary of the Fiddler's Creek Community Development District, a unit of special purpose government organized and existing under the laws of the state of Florida, to me known to be the persons described in and who executed the foregoing instrument and acknowledged before me that they executed the same. WITNESS my hand and offi:ial seal in the County and State last aforesaid this _____ day of , 1996. NOTARY PUBLIC ( SF.AL) Printed Name Commission No. My Commission Expires: 08/20/96 12 1 6G 1 STATB OJ' COUNTY OF I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared Aubrey J. Ferrao, as President of GB 100, Inc., a Florida corporation, to me known to be the person (s) descr ibed in and who executed the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and state last aforesaid this day of , 1996. NOTARY PUBLIC (SEAL) Printed Name Commission No. My Commission Expires: 3TATE OF NEW YORK COUNTY OF NEW YORK I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared T. Sana, as President of Parcel Z, Inc., a Florida corporation, to me known to be the person (s) described in and who executed the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and state last aforesaid this day of , 1995. NOTARY PUBLIC (SEAL) Printed Name Commission No. My Commission Expires: Ga/20/96 13 16G 1 EXHIBIT A LEGAL DESCRIPTION 011/20/96 14 16G 1 EXHIBIT B LIST OF OWNERS Oð/20/96 15 16G 1 EXHIBIT C TRANSFERRED IMPROVEMENTS ~ -:,.t~~ .i.tj..... ',; ".; n:'I~"'; ,'~ \~.l··t '~', ··".;ct..J.X .,' 08/20/96 16 16G 1 EXHIBIT D 08/20/96 17 1 6G EXHIBIT RECORD PLATS IN THE DISTRICT ,. '1 M/20/96 18 16G 1 EXHIBIT E PROPOSED FUTURB PLATTED AREA 08/20/96 19 16G EXHIBIT G BILL OF SALE, ABSOLUTE KNOW ALL MEN BY THESE PRESENTS, That , a Florida corporation, (hereinafter referred to as "Developer" and "Owner"), party of the first part, for and in consideration of the sum of TEN and NO/lOa ($10.00) DOLLARS, lawful money of the United States, to be paid by Fiddler's Creek Community Development District, party of the second part, the receipt whereof is hereby acknowledged, have granted, bargained, sold, transferred and delivered, and by these presents do grðnt, bargain, sell, transfer and deliver unto the said party of the second part, its successors and assigns, the following goods and chattels: Improvements described in Schedule 1 attached hereto (Transferred Improvements and Future Improvements), together with appurtenant easement rights for the operation, installation and maintenance of said facilities. TO HAVE AND TO HOLD the same unto the said party of the second part, its successors and assigns forever. AND the party of the first part do, for themselves and their successors and assigns, covenant to and with the said party of the second part, its successors and assigns, that they are the lawful Owners of the said goods and chattels; that they are free and clear from all encumbrances; that they have good right, title and authority to sell and convey the same aforesaid, and that they will warrant and defend the sale and conveyance of the said property, goods, and chattels hereby made, unto the said party of the second 16G 1 part, its successors and a~signs against the lawful claims and demands of all persons who.soever. :~~.i.~;~'fNESS WHEREOF, Parties of the first part have hereunto set t~èt~~~~nds and seals the day and year first above written. Signed, sealed and delivered in our presence: FIDDLER S S CREU COHKUNITY DEVELOPMENT DISTRICT Witness By: 951 LAND HOLDINGS, a Florida General partnership, by its general partner GB 100, Inc. Witness GB 100, INC. witness By: PARCEL Z, INC. Witness By: ATTEST: , Secretary . t'I__,.,,,,n~ .." 16G 1 STATE OF FLORIDA COUNTY OF COLLIER I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared , and , Chairman and Secretary of the Fiddler's Creek community Development District, a unit of special purpose government organized and existing under the laws of the State of Florida, to me known to be the persons described in and who executed the foregoing instrument and acknowledged before me that they executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTARY PUBLIC ( SEAL) Printed Name Commission No. My Commission Expires: STATE OF FLORIDA COUNTY OF COLLIER I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared , 'as President of , a Florida corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTARY PUBLIC ( SEAL) Printed Name Commission No. My commission Expires: 08/20/96 22 16G 1 STATZ OP PLO~IDA COUNTY OF COLLIER I HEREB¥ CERTIF¥ that on this qualified to take acknowledgments, , as day before me, an officer duly personally appeared of , a Florida corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTAR¥ PUBLIC ( SEAL) Printed Name Commission No. My Commission Expires: fl.fI'"".... ''''1 16G l' A. . . . 1 óG 1 EXHIBIT H ASSIGNMENT OF RESERVATIONS THIS INDENTURE made this day of , 1996, between GB 100, Ltd., a Florida Limited Partnership (by its General Partner GB 100, Inc., a Florida corporation), and Parcel Z, inc., a Florida corporation, jointly d/b/a 951 Land Holdings Joint Venture, a Florida general partnership (hereinafter referred to as "Developer" and "Owner"), and Fiddler I s Creek Community Development District (hereinafter referred to as "DISTRICT"). WITNESSETH WHEREAS, Developer and Owners, in consideration of ONE ($1.00) DOLLAR and other good and valuable consideration to them paid by District, the receipt and sufficiency of which is hereby acknowledged, do hereby grant, convey, assign, transfer, and set over unto the District, its legal representatives, successors, and assigns, for the purpose of providing certain public facilities, including but not limited to water management facilities, roadways, water, sewer, irrigation, landscaping, drainage, security features, lighting and sidewalks, all rights and privileges that Developer and Owners have or may have under the laws of the state of Florida, or otherwise, and all right, title and interest of Developer and Owners in, to, and under each of the reservations of conservation areas, maintenance buffer easements, lake maintenance easements, water management tracts, dra inage easements, ingress and egress easements, and li~e easemeryts and rights-of-way identified and set forth on those certain Plats specified in Schedule 2 attached M!:>r)!91, ?I'; 16G 1 hereto and made a part hereof, all located in Collier County, state of Florida (The Reservations). TO HAVE AND TO HOLD said reservations unto the District, its legal representatives, its successors and assigns to and for its own or their uses forever with the right of substitution and subrogation of the District in and to all covenants and warranties heretofore given or made in respect to said Reservations or a part thereof to the extent said covenants and warranties are assignable or can be enforced, at the District's expense, for the District's benefit. Developer and Owners do for themselves and their legal representatives, successors and assigns, covenant to and with the District, its legal representatives, successors and assigns that they are the lawful owners of the Reservations; that the Reservations are free from all encumbrances except as specified herein; and that they have good right to assign the Reservations, and that they will warrant and defend the Assignment of Reservations unto the District, its legal representatives, successors and assigns against the lawful claims and demands of all persons whatsoever. IN WITNESS WHEREOF, Developer and Owners, have caused this Instrument to be executed by its duly authorized agents, and its Corporate Seals affixed hereto. 08/20/96 26 Signed, sealed and delivered in our presence: . witness witness witness Witness , .. I ' 08/20/96 16G 1 951 LAND HOLDINGS, a Florida General partnership By: GB 100, LTD., a Florida Limited partnership By: GB 100, INC., a Florida corporation By: Aubrey J. Ferrao, President PARCEL Z, INC. By: T. Sano, President 27 16G 1 ATTEST: FIDDLER' S CREEK COMMUNITY DEVELOPKENT DISTRICT By: , Secretary STATB OF FLORIDA COUNTY OF COLLIER I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared , and , Chairman and Secretary of the Fiddler's Creek Community Development District, a unit of special purpose government organized and existing under the laws of the state of Florida, to me known to be the persons described in and who executed the foregoing instrument and acknowledged before me that they executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTARY PUBLIC (SEAL) Printed Name Commission No. My Commission Expires: Oð/20/96 28 16G 1 8TATB OJ' COUNTY OJ' I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared Aubrey J. Ferrao, as President of GB 100, Inc., a Florida corporation, to me known to be the person (s) described in and who executed the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTARY PUBLIC ( SEAL) Printed Name commission No. My Commission Expires: STATE OF NEW YORK COUNTY OF NEW YORK I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared T. Sano, as President of Parcel 2, Inc., a Florida corporation, to me known tc be the person (s) descr ibed in and 'Ñho executed the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and state last aforesaid this day of , 1996. NOTARY PUBLIC Printed Name commission No. My Commission Expires: ( SEA.L) 16G 1 ACCEPTANCE OF ASSIGNMENT THE ABOVE ASSIGNMENT is hereby accepted this day of , 199__ by the Fiddler's Creek Community Development District. Signed, sealed and delivered in our presence FIDDLER' S CREEK COMMUNITY DEVELOPMENT DISTRICT Attest: By: ,Secretary STATE OF FLORIDA COUNTY OF COLLIER I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared , and , Chairman and Secretary of the Fiddler's Creek Community Development District, a unit of special purpose government organized and existing under the laws of the State of Florida, to me known to be the persons described in and who executed the foregoing instrument and acknowledged before me that they executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTARY PUBLIC ( SEAL) Printed Name Commission No. My Commission Expires: 011120/9(, 30 SCHEDULE 2 RECORDED PL~TS IN THB DISTRICT " 03/20/96 31 16G 1 16G 1 EXHIBIT ASSIGNMENT OF DEDICATION THIS INDENTURE made this 1996, between day of a Florida corporation (hereinafter referred to as "Developer" and "Owner"); and Fiddler's Creek Community Development District (hereinafter collectively sometimes referred to as "DISTRICT"). WITNESSETH Developer and Owner, in consideration of ONE ($1.00) DOLLAR and other good and vð,luable consideration to them paid by the District, the receipt ~nd sufficiency of which is hereby acknowledged, do h~reby grant, convey, assign, transfer, and set over unto the District, its legal representatives, successors and assigns, for the purpose of providing certain public facilities, including but not limited to water management facilities, roadways, water, sewer, irrigation, landscaping, drainage, security, lighting and sidewalks, within the District, all rights and privileges that Developer and Owners have or may have under the laws of the State of Florida or otherwise, and all right, title and interest of Owners in, to, and under, each of the Dedications; as such Dedications relate to or concern the subgrade, base and other drainage structures and improvements lying within those portions of roadway or rights-of-way specified and set forth in the attached Schedule 3, all of which in turn are identified on certain Plats or proposed plats in Collier County, State of Florida (The Oðt20/96 32 '--""', - -~- -" -~~- -- ,- ~- - ~-.. -....-- -.. - ~ , 16G 1 Dedications). TO HAVE AND TO HOLD said Dedications unto the District, its legal representatives, successors, and assigns to and for its or their uses forever with the right of substitution and subrogation of the District in and to all covenants and warranties heretofore given or made in respect of said Dedications or any part thereof, to the extent said covenants and warranties are assignable or can be enforced, at the District's expense, for the District's benefit. Developer and Owners do for themselves and their legal representatives, successors, and assigns, covenant to and with the District, its legal repres~ntativ~s, successors, and assigns, that they are the lawful Owners of th~ Dedications; that the Dedications are free from all encumbrances except as specified herein; that they h~ve good right to assign the Dedications, and that they will warrant and defend the assignment of the Dedications, unto t,he Districtl its legal representatives, successors, and assigns, against the lawful claims and demands of all persons whoms.)ever. Oß/20/96 33 ...----------.--------- . ,~~;·t.:" .. -L'<.. .j · t~:· ~~, ,.:': c.. .. .- '" ......".. "1.-":;... , ~~i- .' \ .;-- .,," "~<; '~..' ~.;~ ~.. . '",.',10 'y; ¿, , '/,' , . ,~' .... .' ""...., ~~ . . iI",....., ~"-':... !. , . ..- .' · ~ ". '.. :; ~~' t.:~t .~':~j 3',.; ,~~ ~ ~ ,t;~ \j '.. · '",,:... t';,_ :> .,\,. 'f ~.~~~ :l:: ,~'.' '~ 'j", ...4Ii:" ~'~I :«('. . :~#( "~~I;' '~1~, ~.:" .~~. ~.'-.;~ ".,' '~:~i~~' ë..y' ,,,' '.~ .iI '4ii.,-~ '!'f~ #";;.-' 'j>,:: 'l;:... ~~.....~. ~(f '·'it:. 1~1· "11-4 .,'j. . :l;~- ',',' t .'. 0&.- ...,,: .. ......h "J", . . '~:."! " ,. ~. ~'.~:,.:I;,. i·h 1',,/. i:'..'·l ~~~.~ (~.~. '\·f ,. I ...,;;.~ ~::~..~' ~'~'t ,. . I' .~ .' , , 1 6G 1 IN WITNESS WHEREOF, Developer and Owners have caused this instrument to be executed by their duly authorized agents, and its corporate seals affixed hereto. signed, sealed and delivered in our presence: witness Witness witness witness A'l'TEST: , Secre1:ary 08/20/96 FIDDLER' S CREEK COHKUNITY DEVELOPMENT DISTRICT By: 951 LAND HOLDINGS, a Florida General partnership, by its General Partner GB 100, INC. GB 100, INC. By: PARCEL Z, INC. By: 34 - , - ,', .. ,'.',. . ' . " '_ . " . ,., "':'., I . _' ( I,,: 16G ] STATB OF FLORIDA COUNTY OF COLLIER I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared , and , Chairman and Secretary of the Fiddler's Creek Community Development District, a unit of special purpose government organized and existing under the laws of the State of Florida, to me known to be the persons described in and who executed the foregoing instrument and acknowledged before me that they executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTARY PUBLIC Printed Name Commission No. My Commission Expires: ( SEAL) STATE OF FLORIDA COUNTY OF COLLIER I HEREBY CERTIFY that on this day before me, an officer duly qualifi~d to take acknowledgments, personally appeared ,'as President of , a Florida corporation, to me known to be the person{s) described in and who executed the foregoing instrument and acknowledged before me that he executp-d the same. WITNESS my hand and officÍðl seal in the Coun'ty and State last aforesaid this day of , 1996. NOTARY PUBLIC ( SßAL) Printed Name Cotamission No. My commission Expires: Oð/20/96 35 · ". ~ . . - . . '. ~ :', : ':, : .,' . , ' , " . '.' ' .' I " ~ ' , - . ' ", .'. 16G 1 STATZ O~ ~LORIDA COUNTY OF COLLIER I HER~BY CERTIFY that on this day before me, an officer duly qualifl.~ ~~'take acknowledgments, personally appeared - ·~:i:¡~~r!,r4j. , as , a Florolda corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTARY PUBLIC ( SEAL) Printed Name commission No. My Commission Expires: a8/20/96 36 ~:. . ,. . , . ~ , , '. . ,I' . .",' , '. . -.: '. ....'. ".,. '" " ." . ". . . 16G 1 SCHEDULE 3 RECORDED PLATS IN THB FIDDLER'S CREE~ COMMUNITY DEVELOPMENT DISTRICT .. Oð120/96 37 · J ~ ~. . '. .)0. . . ' . .. ,_. , ' ~ ~ -. .. . 16G 1 SCHEDULB 3-B PROPOSED PLATS IN THE FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT œ/20/% 38 /';.:\ ~~ ::;/ ::. .~;~; ,'~:.:~.' ,; '..~ ",'\.'~ji.";\ J y'.-t..~·.,.:. -"j " ..;', ': ,;: :.- ". '.> ,,' ~'~ \ ';.' ;,;"...1 =. -/~ "I..... ~ 16G 1 SCHEDULB " PROPOSED TAXING DISTRICT Oð/20/96 39 ~,,' t~~; .. . 1 ~ '1 __ ',-:"..;. i~· J.y ..-' "".. .. ... t t' .... :... 'f . ,:..' . ~' ....' ~ ~ , _".' ~ '?t ~...;'¡. .. 11." /...... t. -L í . I:"" . '. .'..&- :". Þ.1 ... ...-, .. ... < _ .' ..~..., f\ .', .' '-. \ - ",¡ I .-.- I 16G 1 EXHIBIT J ~GREEKENT TO ASSIGN RESERVATIONS AND PEDIC~TE THIS AGREEMENT made this day of 1996, between a Florida corporation (hereinafter referred to as II Developer" and "Owner"); and Fiddler I s Creek Community Development District (hereinafter sometimes referred to as "DISTRICT"). WITNESSETH WHEREAS, the District is a local unit of special purpose government organized and existing in accordance with the Uniform Community Development District Act, Chapter 190, Florida Statutes, as amended (Act), and created by Rule No. 42X-l.001 through 42X-1.003, Florida Administrative Code (F.A.C.) by the Florida Land and Water Adjudicatory commission, which became effective the 13th day of August, 1996, at the Petition of 951 Land Holdings Joint Venture; and WHEREAS, the Developer, Owne ; d'lei the District have entered into an Improvement Acquisi t ir. :'.gLr:~ement that provides, inter ~, for the execution and del_ \!~,''.l by ti'l: Developer and Owners tc the District of an Agreement, j!,. recordable form, to dedicate t< the District all easements, tracts, rignts-of-way, structures, anc improvements that shall constitute or be necessary to construct, operate, and maintain certain public facilities, including but no1 limited to water management facilities, roadways, water, sewer irrigation, landscaping, drainage, security, lighting ani 08120/96 40 ;. 'I' . . -. -". . '. \ , I .~. , . ~ ~ . ,~ .. . - . . ... ' 16G 1 sidewalks, on previously unplatted lands within the District. NOW THEREFORE, in consideration of the mutual covenants and .. ..' I ,;J; promise$;c.:ontained herein, and for TEN ($10.00) DOLLARS and other í.'id··j~,.:;h· good ah~valuable consideration, the receipt of which is hereby acknowledged, and subject to the terms and conditions hereof, the parties agree as tollows: 1. Do~ication.. Developer and Owners agree for themselves, their legal representatives, successors, and assigns, that upon thE filing of any plat for all or any portion of those certain lands described in the attached Schedule 4 to dedicate to the District any and all easements, tracts, rights-of-way, structures, anè improvements that shall constitute or be necessary, in the opinior of the District, to construct, operate, and maintain certain public facilities within the District, including but not limited to, watel management facilities, roadways, water, sewer, irrigation, landscaping, drainage, lighting, sidewalks, and security features, upon such lands. The form of such dedication shall bl substantially as set forth in the attached Exhibit 2. Assignment of Reservations. Developer and Owners agre( for themselves, their legal representatives, successors ant assigns, that upon the filing of any Plat for all or any portion 01 those certain lands described in the attached Schedule ~ to assigJ to the District all of their rights and privileges that it now ha: or may hereafter acquire or which it may have under the laws of th, state of Florida or otherwise, and all right, title and interest 0 Developer and Owners in and to and under each of the reservation OðnO/96 41 ....'1' - - ~ 1 bG 1 of conservation tracts, maintenance buffer easements, lake maintenance easements, water management tracts, drainage easements, ingress and egress easements, and like easements and rights-of-way, identified and set forth in Schedule 1 attached hereto and made 2 part hereof. J. Acceptance. The District agrees that upon ( . \ 1.1 presentation by Developer and Owners of their proposed plat meetin~ all requirements of state and local law respecting property withjr the land described in the attached Exhibit and containing th£ Dp-dications and Reservations required by Paragraphs 1 and 2 above, and (ii) the District determining, in its sole discretion, that thE same will be sufficient for the construction by the District of a1: such public facjlities, including, but not limited to wate) management facilities, roadways, water, sewer, irrigation landscaping, drainage, lighting, security, and sidewalks, withil the areas to be platted in conformance with the District's plans specifications, standards, and requirements, and (iii) presentatioJ of 'wri tten approval of such plat (s) by appropriate governmenta agencies, the District shall accept such Dedication and Assignmen' of Reservations by acknowledgment, approval and/or endorsement t, be executed on the face of such proposed Plat, provided, however that the making and preparation of any plat shall be at the sol, expense of Developer and Owners. The form of such acceptance shal be sUbstantially as set forth in Chapter 177 of the Florid Statutes. 4. Recording. The Developer and Owners shall cause thi û8/20/% 42 JJI ~ - -- ,- 16G 1 Agreement to be recorded in the Public Records of Collier County, Florida. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. Signed, sealed and delivered in our presence: FIDDLER · S CREEK COMMUNITY DEVELOPMENT DISTRICT By: Witness 951 LAND HOLDINGS, a Florida General partnership, by its General Partner GB 100, INC. Witness .GB 100, INC. By: Witness PARCEL z, INC. Witness By: ATTEST: , SE:cretary Oð/20/96 43 _.1'0!:'.__... .~r ~. .(.:::. . '.;~ ---~----_._-_.. · ,.... ' . £ ",,, .,'... _. '. t .. ' ......_ ~ . . . I ~ ~ 16G 1 STATE OF YLORIDA COUNTY OF COLLIER I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared , and , Chairman and Secretary of the Fiddler's Creek community Development District, a unit of special purpose government organized and existing under the laws of the State of Florida, to me known to be the persons described in and who executed the foregoing instrument and acknowledged before me that they executed the same. WITNESS my hand and official seal in the County and State last aforesajd this day of _____ , 1996. NOT.\RY PUBLIC ( SE..\L) Printed Name commission No. My commission Expires: ST~TE OF FLORIDA COUNTY OP COLLIER I HEREBY CERTIfY that on this day before me, an officer duly qualified to take acknowledgrnentG, personally appeare.d ,as President of r a Florida corporation, to me known to be the person(s) described in and who e~ecuted the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and State last aforesaid this _____ day of , 1996. NOTARY PUBLIC ( SEAL) Printed Name Commission No., My Commission Expires: 08120/96 44 t ¡," \ . .... ~. ~ ... . ~...' .' . ~ .' #' ': ",. ~: 1· . .... , ".. ':.-: 'j' 16G STATB O~ ~LORIDA COUNTY O~ COLLIER I HEREBY CERTIFY that on this qualified to take acknowledgments, , as day before me, an officer duly personally appeared of , a Florida corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he executed the same. WITNESS my hand and official seal in the County and State last aforesaid this day of , 1996. NOTARY PUBLIC (SEAL) Printed Name commission No. My commission Expires: 08/20/96 45 : ..... t; ,,'. , ,,,.:....: '~;.. ." ~. - . J . i, -.,. - .. . "1. . . . . '. . . 16G ] EXHIBIT TO AGREEMENT TO ASSIGN RESERVATIONS AND TO DEDICATE ~ I, t. 'fi; 1 ,r ~ . : .... r. ,» .1 .....~!,~\ "../". ·4..}f4·,~ '~/~~·A' .;'\~ , .,'/ :;I¡'r~:'j"\'" f I '.¡""~'J \ ' 06/20196 46 -~--'---'~'-"'----' .--. ."'_-'-~ -' 1 bG 1 Form ot Acceptance ot Dedication The Fiddler's Creek community Development District, a Community Development District established by Rule 42X-1.001 - 42X- 1.003, Florida Administrative Code (F.A.C.) by the Florida Land and Water Adjudicatory Commission, which became effective on the 13th day of August, 1996, hereby accepts the dedications of set forth upon the wi thin plat, but does not accept any other- right-of-way or improvement 0therwise dedicated to the public. The recording in the office of the county Clerk of Collier County, Florida, of the within plat shall terminate, with respect to th~ lands embraced thereby, all obligations of dedication set forth in that certain Agreement to Dedicate dated the day of , 199____, and recorded in O.R. Book , Pages of the Public Recoràs of Collier County, Florida. Dated this day of , 1996. FIDDLER' B CREEK COMMUNITY DE'VELOPMENT DISTRICT Attest: By: , Secretary 08/20/% 47 r~.~~ ,,' ___~'." ....;. "', ~ :.', .', .:,~....... ..'.: ..-,' _. '. : .,. ~,. J. ..... j. . '. .~~..: ...."....~. . ", .<'.- ,', . J ,~~'., ,~ - .... , ,'~ . . :' ., y. " ~. '. , . ..,' ;:: ,'; '. '. : ',...",' . ~ . .j -. '. ~ . '" ,. . ' . : r . ..:. ~ I, :"_'" :~ ",."", ": '",'µ ..~ '~. \., " "''''~.. . " ," '".. ..': l_I....s~ 1 6G 1 EXHIBIT J WARRANTY POR TRANSFERRED IMPROVEMENTS _, a Florida corporation (hereinafter referred to as "Developer" and "Owner") warrants to the FIDDLER'S CREEK COMMUNITY DEVELOPMENT DISTRICT (hereinafter referred to as "DISTRICT") that the Transferred Improvemßnts as described in Exhibit to the Improvement Acquisition Agreement dated the day of 1996, are free from any defect, '¡Jhether patent or latent, in design, manufacture, construction, installation, workmanship, and mater:.i.als. Developer agrees to indemnify and hold the District harmless from any and all claim, loss, cost, damage, or other expense whatsoever, including attorney's fees, that the District may suffer as a result of the failure of the Transferred Improvements to be as warranted. This warranty shaJl expire twelve (1/.) months from the date of the conveyance and transfer to D.lstr iet. In the event any defect, malfunction, or failure, not caused by the District I s misuse or damage, occurs during the warranty period, Developer will promptly correct the defect, malfunction. or failure without any expense, cost, or charge to the District. Such correction will consist of repair to the defective item to make it operational as intended, or if such item cannot be repaired or it is not commercially practicable to do so, then at Developer I s option, the item may be replaced. If, after ten (10) days' written notice, Developer fails to proceed promptly to comply with the Oð/20/96 4 8 · ' , ' , " ':,';, .~';...:,:':,.:....<:: ,.,,:,!: .; -"-'.'.., >: .,.-".~:.. ',: ',~~' "','- :',,~ '-;<,>':~ 16G terms of this warranty, the District may have the defect, malfunction, or failure corrected or the item replaced and Developer shall be liable for all costs, fees and expenses incurred therein. The warranty set forth here in is curnulati ve and shall not exclude or affect the operation of any other warranty or guaranty provided by law. Nothing here shall relieve Developer of the responsibility to third parties for negligence or for any defect in design, manufacture, construction, installation, workmanship, and materials as otherwise provided by law. IN WITNESS WHEREOf. Developer has caused this instrument to be executed by its duly author:"zed agents, and its corporate seal affixed hereto. Signed, sealed and delivered in our prasence , a Florida corporation By: witness , President Witness FIDDLER I S CREEK COMMUNITY DEVELOPMENT DISTRICT Attest: By: ,Secretary Oð/20/96 49 ~.. - B II: CCCStCÞCle ..... D - ... - . - . -', " , ',' .' -. -n'- ,'--," ~, . ~ 16G 1 EXHIBIT H DTC AGREEMENT : ~Y~:OI~ 9G-LZ-II: 3SYJ , 3.L I IDi : Áa 11 BJ 16G Blanket Issuer Letter of Representations rr 0 be Cømptl~ Þ{ 1&......) '---IN_d't.-n¡ , : ~'.. ,,; '.; ~ I ~ , , ''¡:, {II., ,4 I. 10Iu) Anention: Undc,.,.,.;tin~ D~p"rtOlen{ - E!1~bllity T'h« [)cpo~ry Tnut C..omp~.ny 55 W4i~r Street¡ 50th Floor NIrW Yar1c, NY 10Q.( 1· 0099 tidies and C«ntJemen: Thu t.tar ~ts forth Our understandJn,; with AS~ to all issues tùle "SecuritiesR) that (uuer Iball request be made e)j~b\e (or dapos;it by The Depository Trust Comp;u¡y (RDTC"'). To iruhJcc: DTC to ~pt th~ S~~ a¡ dlgiÞu: (or ~ at DTC. an.d to a.ct In aooordana: v.-tt.h DTC's fh¡Jc¡ with respect to the ~cw1ties. Issuer represenu lo DTC tha.t lssuor will exwnpl)' with t1l<: requirements s~tM in DTC's OperatiorW Azn.A~ements. u they may be &:Mr.d.t:d (rom timc (Q (1m!:: ti.e!!: Scl--.«dul. A rQl\l&lfU $I;&t'm~l\I\ Ih¡t DTC b.:1\&'-C, ~ra(cly ~bc: DTe. ~ IT'''~ of c1T~ book entT\/ CT1M(U\ or ~riÓé1 cbmIbllld Û\~ ere. u.d ~n rc~ m.au..... V to ry tN.Iy yO\! n: . IbNr() !r- (~~I~ I\e.:::-el\lçd And ^œep<.e..i (''~ -":o\nv .. Till. I THE D£'POSrrORY TRUST COMPA.NY IS~Mdlc:s:s) By, ICxyI cs",..." 124p f r I\orw:: ""'" br!f ) '. .! ", "'. ", " . ,-~ " : ~. :. . .', : 16G 1 EXHTÐTT ! TAX CERTIFICATE -u OZI: cœstctc19 +- ~ WVÞC:Ol: 96-L6-II: 3S'VJ , aL I H.\i:)'9 11 , 1-. ~ '..:. . < . . . . t,. Þ' '. ;... . . ~ . ~ ' . . -" . . .", 16G (DRAFT 11/26/96] Tax Certificate The Fiddler's Creek Community Development District (Collier County, Florida), a community development district organized and existing under the laws of the State of Florida (the "District") hereby makes the following representations of facts and expectations and covenants to comply with this Tax Certificate ("Tax Certificate") in connection with the District's $20,210,000.00 aggregate principal amount of Fiddler's Creek Community Development District (ColJier County, Florida) Special Assessment Revenue Bonds, Series 1996 (the "1996 Bonds"). These representations and covenants are in furtherance of the covenants contained in Section 7.7 of the Master Trust Indenture, dated as of December 1, 1996 (the "Indenture"), by and between the District and Suntrust Bank, Central Florida, National Association, as trustee a national banking associatio~ existing under the laws of the United States (the "Trustee") and Section 5 of the First Supplemental Indenture, dated as of December 1, 1996 (the "First Supplemental Indent'lre"), by and between the District and the Trustee, ARTICLE I. IN GENERAL 1.1. The District. The District is a community development district duly created, established and existing pursuant to the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes (1995), as amended (the "Act"), for the purpose, among other things, of financing and managing the acquisition, construction, maintenance and operation of the Permitted Series Projects, as defined herein. The Act was enacted to provide a uniform method for the establishment of independent districts to manage and finance basic community services, including capital infrastructure required for community developments throughout the State of Florida. The Act provides legal authority for community development districts (such as the District) to manage and finance the acquisition, construction, maintenance and operation of the major infrastructure for community development. The Act provides that community development districts have the power to issue general obligation, revenue and non ad valorem special assessment revenue debt obligations in 11/26/96 7: 02pm OOOODFFY.WSl j , :>t:~,:,.·,,· ,', ~~~~ ~I" ,'~.~ :';-~'~"~' _':"':'~";: ,"~~:,,~ ';"':'>~\':;.'~ ~:~.:,::';';':"'''>'~::~:~').;'_'-'':',.';.. 16G any combination ~o pay all or part of the cost of infrastructure improvem~nts authorized under the Act. The Act further pr-ovides that community development districts have the power under certain conditions to levy and assess ad valorem assessments or non-ad valorem assessments, including special assessments, on all taxable real and tangible personal property within their boundaries to pay the principal of, and interest on, debt obligations issued and to provide for any sinking or other funds established in connection with any such debt obligation issues. Pursuant to the Act, such special assessments may be assessed, levied, collected and enforced in the same manner and time as county property taxes. Among other provisions, the Act gives the District's Governing Body (as defined herein) the right (i) to acquire through purchase, gift, devise or otherwise, real or personal property; (ii) to estahlish, acquire, construct or reconstruct, enlarge or extend, equip, operate and maintain (a) water supply, sewer and wastewatir management systems, (b) a system of drainage and flood control or any combination thereof and to construct and operate connecting intercept or outlet sewers and sewer mains and pipes and water mains, conduits, or pipelines in, along, and under any street, alley, highway, or other public place or ways, and to dispose of any effluent, residue or other byproducts of such system, or sewer system, (c) district roads equal to or exceeding the specifications of the County, as well as streetlights, and (d) with the consent of the County, parks and facilities for indoor and outdoor recreational, cultural and educational uses; (iii) to borrow money and issue debt obligations of the District; and (iv) to exercise all other powers necessary, convenient, incidental or proper in connection with any of the powers or duties of the District stated in the Act. The Act does not empower the District to adopt and enforce land use plans or zoning ordinances, and the Act does not empower the District to grant building permits. These functions are performed by the County, acting through its Board of County Commissioners and its departments of government. The Act exempts all property owned by the District from levy and sale by virtue of an execution and from judgment liens, but does not limit the right of any bondholder of the District to pursue any remedy for enforcement of any lien or pledge of the District in 11/26/96 7: 02pm OOOODFFY.WSl -2- 16G 1 connection with such bonds or obligations, including the 1996 Bonds. 1.2. Governing Body. The Act prov1ces for a five- member board of supervisors to serve as a governing body of the District. The District is governed by a board of supervisors (the "Governing Body") whose current members are listed in Exhibit A hereto. The Act empowers the Governing Body to adopt administrative rules and regulations with respect to any projects of the District, and to enforce penalties for the violation of such rules and regulations. The Act permits the Governing Body to levy taxes under certain conditions, and to levy special assessments, and to charge, collect and enforce fees and user charges for us~ of District facilities. 1.3. Issuance of the 1996 Bonds. Pursuant to Resolution No. 96-16, adopted by the Governing Body on August 20, 1996, the District pas authorized the issuance, sale and delivery of the 1996 Bonds ~s a Series of "Bonds" pursuant to the First Supplemental Indenture. Pursuant to the Constitution of the State of Florida and Chapter 75 of the Florida Statutes (1995), as amended, the bonds were validated by judgment of the Circuit Court of the Twentieth Judicial District of the State of Florida in and for Collier County, Florida, rendered on October 14, 1996, the period for appeal having expired and no appeal from such final judgment having been taken. The District certifies that the earnings of the District will not inure to the benefit of any private person and upon dissolution the assets of the District will revert to the State of Florida or a governmental entity thereof. 1.4. The 1996 Bonds. The 1996 Bonds are the first Series of "Bonds" issued under a resolution authorizing "Bonds" not to exceed $93,295,000. The 1996 Bonds are being issued in fully registered form in denominations of $5,000 and integral multiples of $5,000 in excess thereof, and will initially be sold only to "accredited investors," as such term is defined in Chapter 189, Florida Statutes, in minimum increments of $100,000 or any integral multiple of $5,000 in excess thereof. 1.5. Limited Obligations. The 1996 Bonds shall be limited and special obligations of the District payable solely from the 1996 Trust Estate and shall be a valid claim of the Holders thereof only against the 1996 Trust Estate. The 1996 Bonds shall not constitute a general obligation or indebtedness of the District, the State of 11/26/96 7:02pm OOOODFFY.W51 -3- ~... - ~----1 rw ----.. -.- ìla -.-, 16G 1 Florida or any political subdivision thereof, within the meaning of the Constitution and laws of Florida. The 1996 Bonds shall not constitute either a pledge of the full faith and credit of the District, the State of Florida, or any political subdivision thereof, or a Lien upon any property of the District, the State of Florida, or any political subdivision thereof, other than as provided in the Indenture or in the First Supplemental Indenture authorizing the issuance of the 1996 Bonds. The 1996 Bonds shall not, directly or indirectly, obligate the District, the State of Florida, or any political subdivision thereof, to levy any form of taxation therefor or to make any appropriations for their payment. No Holder of the 1996 Bonds or any other persons shall have the right to compel the exercise-of any ad valorem taxing power of the District or of any ad valorem taxing power or non-ad valorem special assessment power of any other public authority or governmental body politic to pay the principal of, or interest, and premium, if any on th~. 1996 Bonds. 1.6. Delivery of the 1996 Bonds. On the date hereof, in exchange for receipt of good funds, the District is delivering the 1996 Bonds to William R. Hough & Co. (the "Underwriter"), for resale to the general public. The DiBtrict has covenanted in Section 7.7 of the Indenture that it will take all such actions after delivery of any Tax-Exempt Bonds as may be required in order for interest on such Tax-Exempt Bonds to remain excludable from income (as defined in Section 61 of the Code) of the Holders. 1.7. The 1996 Series Assessments. The 1996 Bonds and the interest and redemption premiums, if any, payable thereon, are payable from and secured by the proceeds (the "1996 Pledged Revenues") of special assessments (the "1996 Series Assessments") upon real property located within the District specially benefited by the construction, maintenance and operation of the District, levied and to be collected by the District pursuant to Chapter 170, Florida Statutes, as amended, and by the Funds and Accounts (except for the 1996 Rebate Fund) established by the Indenture (the "1996 Pledged Funds," and collectively with the 1996 Pledged Revenues, the "1996 Trust Estate"). The District has covenanted in the Indenture to use its best efforts to negotiate and enter into a written agreement with the Property Appraiser of the Tax Collector regarding the levy, collection and enforcement of the 1996 Series Assessments in accordance with uniform methods and to transfer the proceeds of such 1996 Series Assessments to the Trustee for deposit into the 1996 Revenue Account. The 1996 Series 11/26/96 7: 02pm OOOODFFY.WSl -4- ---~--..-..---... "'._,------------,-- '. I "." '., '. :-" '., .': . , '" - , . : '.. ", '. ' . , . 16G 1 Assessments are allocated and levied among the various benefited parcels in the District on tke basis of projected developmental levels. The District has issued no other obligations secured by or payable from the 1996 Trust Estate; however, the lien in favor of other assessments overlaps and is co-equal with the lien in favor of other assessments that could be imposed by the District, the County or other units of local government having assessment powers within the District. The lien in favor of the assessments is also co-equal with the lien in favor of County and municipal taxes. The District covenants in Section 5 of the Supplemental Indenture that so long as there are any 1996 Bonds Outstanding, it shall not cause or permit to be caused any Lien against the 1996 Trust Estate other than a Lien in favor of the 1996 Bonds or any Lien arising in favor of the Trustee in connection with its fees and expenses under the Indenture. 1.8. Purpose of Tax Certificate,. The District is delivering this Tax Certificate to White & Case, as bond counsel, with the understanding that White & Case will rely in part upon this Tax Certificate in rendering its opinion that interest on the 1996 Bonds (including any original issue discount properly allocable to a holder thereof) (i) is excluded from gross income for federal income tax purposes under Section 103 of the Code, (ii) is not a specific preference item for purposes of the federal individual or corporate alternative minimum taxes (although such interest is included in adjusted current earnings when calculating corporate alternative minimum taxable income) and (iii) is exempt from taxation under the laws of the State of Florida, except as to estate taxes and taxes imposed by Chapter 220 ,Florida Statues, on interest, income or profits on debt obligations owned by corporations as defined in Chapter 220. 1.9. Purpose of Financing. Tl.e 1996 Bonds are being issued and delivered pursuant to the Indenture for the purpose of (i) paying certain costs associated with the issuance of the 1996 Bonds, (ii) financing the cost of acquiring, constructing and equipping the Permitted Series Projects, (iii) paying a portion of the interest to become due on the 1996 Bonds, and (iv) making a deposit into the 1996 Reserve Account. 1.10. The Series Projects. The proceeds of the 1996 Bonds (less amounts in any reasonably required reserve fund and expended for issuance costs) and earnings thereon, are being used to finance the cost of the Permitted Series 11 / 2 6 / 96 7: 02 pm OOOODFFY.WSl -5- , . "- ' ~". . . ': '.,..' . ' ,... " . ~ -: " .,'. .. -, : , " I'~, ':; 16G 1 Projects. The Series Projects will constitute the construction, maintenance and operation of a proposed 1,389.77 acre residential community located in Naples, Florida within Collier County, Florida. The community will be fully amenitized and will offer a maximum of 6,000 residential units including single-family detached, patio and zero lot line, duplexes, single-family att3ched and townhouse, and multi-family dwellingsj commercial areaSj two 18-hole golf courses; a stormwater management system; wetland preserves; full utility infrastructure; landscaped roadways; gated entries; landscaped perimeter berms; and security. The District will acquire, construct, operate and maintain the necessary infrastructure to service the Series Projects. The Series Projects will be developed in phases in response, to market demands. Five phases of major infrastructure construction are anticipated. Phase I began in December 1995 and consisted of infrastructure to support approximately 1,100 residential units, exotic removal and excavation of a portion of the Dist~ict which will be a marsh buffer and spreader swale system. Phases of subsequent construction will continue through year 2003 when the community is expected to be completed. Pursuant to the Project Improvement Acquisition Agreement, dated , 1996, betwef~n the District and the Developer (as defined in Exhibit E hereto), the Developer will agree to construct and equip a portion of the Series Projects. 1.11. Single Issue. The 1996 Bonds are being issued on the Closing Date, and were sold to the Underwriter on November 27, 1996 (the "Sale Date"), pursuant to the same plan of financing, and are expected to be paid out of substantially the same source of funds. No other variable yield governmental obligations which are expected to be paid out of substantially the same source of funds as the 1996 Bonds have been or will be issued within the 31-day period beginning 15 days before the Closing Date pursuant to the same plan of financing as the 1996 Bonds. No fixed yield governmental obligations which are expected to be paid out of substantially the same source of funds as the 1996 Bonds have been or will be sold within the 31-day period beginning 15 days before the Closing Date pursuant to the same plan of financing as the 1996 Bonds. 1.12. Definitions. Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Indenture. Unless the context otherwise requires, the following capitalized terms have the following meanings: 11/26/% 7: 02pr.1 COOODFFY.WSl -6- :-. .:;", ; ",'.'. -.:';". .. : , ;;. t', ,'" 1 , '.,' '. :. .; ',". :'.','..' . ", . 16G "Adjusted Gross Proceeds" means Gross Proceeds, adjusted as set forth in Treasury Regulations Section 1.148-7 (c) (3). Thus, Adjusted Gross Proceeds generally means Gross Proceeds, less the sum of amounts held in Bona Fide Debt Service Funds. "Available Construction Proceeds" means the amount equal to the issue price (within the meaning of Code Sections 1273 and 1274), increased by earnings on the issue price, earnings on amounts in any reasonably required reserve or replacement fund not funded from the issue, and earnings on all of the foregoing earnings, and reduced by the amount of the issue price in any reasonably required reserve or replacement fund and the ~ssuance costs financed by the issue. "Bona Fide Debt Service Funds" means those funds and accounts (or portions of those funds and accounts) identified in Section 3.5 of th~s Tax Certificate. "Bond Year" means the period beginning on the Closing Date and ending on [April 30, 1997] (or on a different date selected by the District in accordance with Treasury Regulations Section 1.148-1(b)} and each successive one-year period thereafter. The last Bond Year will end on the last day on which any Bond is outstanding for federal tax purposes. "Closing Date" means the date of this Tax Certificate. "Code" means the Internal Revenue Code of 1986 (including amendments thereto). "Governmental Unit" means any State, or political subdivision of a State, but excludes the United States and its agencies or instrumentalities. "Gross Proceeds" has the meaning used in Section 1.148-1(b} of the Treasury Regulations, and generally means any proceeds derived from or relating to the 1996 Bonds, including Sale Proceeds, Investment Proceeds, and other amounts expected to be used to pay debt service on the 1996 Bonds. "Investment Proceeds" has the meaning used in Section 1.148-1(b) of the Treasury Regulations, and generally means earnings actually or constructively 11/26/96 7: 02pm OOOODIi'Ii'Y.W51 -7- ....¡- ---'. --- ""-~ " _.. 16G 1 received from investing and reinvesting Sale Proceeds and from investing and reinvesting such earnings. "Investment Property" means any security, within the meaning of Section 165 (g) (2) (A) or (8) of the Code, any obligation, any annuity contract, or any investment-type property, but does not include any Tax-Exempt Bond unless such obligation is a "specified private activity bond" within the meaning of Section 57(a)(5)(C) of the Code. "Net Sale Proceeds" means Sale Proceeds, minus the portion of Sale Proceeds invested in a reasonably required reserve or replacement fund under Code Section í48(d), and as part of the "minor portion" as described in Code Section 148(e). "Nongovernmental Person" means any person or entity other than a Governmenta1 Unit. "Nonpurpose Investment" means any Investment Property that is not acquired to carry out the governmental purpose of an issue. "Opinion of Counsel" means a written opinion of nationally recognized bond counsel, delivered to the Trustee, to the effect that the exclusion from gross income for federal income tax purposes of interest on the 1996 Bonds will not be adversely affected. "Permitted Series Projects" means those Series Projects identified in Section 5.1 of this Tax Certificate. "Preliminary Expenditures" means architectural, engineering, surveying, soil testing, costs of issuing the 1996 Bonds, and similar costs paid with respect to the Permitted Series Projects in an aggregate amount not exceeding $4,042,000.00 (20% of the issue price of the 1996 Bonds). However, Preliminary Expenditures do not include land acquisition, site preparation or similar costs incident to the commencement of construction. "Rebate Requirement" means the amount of rebatable arbitrage computed as of the last day of any Bond Year pursuant to Section 1.148-3 of the Treasury Regulations. 11/26/96 7: 02pm OOOODFFY.WSl -8- -.---- ...-----.---. r-'---- .._~- - ... -- :, -'1' ,-" -~ "". ,:_. ~-. -.. "--t1(--~ 16G ] "Revenues" means generally all rents, receipts, installment payments and other income derived by the District or the Trustee under the Lease, and any _ income or revenue derived from the investment of any money in any fund or account established pursuant to the Indenture. "Sale Proceeds" means the amount of $2Ú,210,OOO.OO (~, the principal amount of the 1996 Bonds) . "Tax-Exempt Bonds" means any obligation the interest on which is excluded from gross income for federal income tax purposes pursuant to Section 103 of the Code-or Section 103 of the Internal Revenue Code of 1954, as amended, and Title XIII of the Tax Reform Act of 1986, as amended, as well as stock in a regulated investment company to the extent at least 95\ of income to the stockholders is treated as interest that is excludable from gross income under Section 103 of the Code, "Treasury Regulations" means the regulations promulgated under the Code. 1.13. Reliance on Other Parties. With respect to certain matters contained in this Tax Certificate, the District specifically relies upon the certifications of the Underwriter outlined in the Underwriter's Certificate attached hereto as Exhibit B and other Exhibits hereto. The District is not aware of any facts or circumstances that would cause it to question the accuracy or reasonableness of any representation made in this Tax Certificate or in the Exhibits hereto. ARTICLE II. GENERAL TAX LIMITATIONS 2.1. Information Reporting. The District will cause a properly completed and executed IRS Form 8038-G to be filed with respect to the 1996 Bonds no later than February 15, 1997.!I 2.2. Federal Guarantee. The District will not directly or indirectly use or permit the use of any 1996 !I 15th day of the 2nd calendar month after the close of the calendar quarter in which the 1996 Bonds are issued. 11/26/96 7: 02pm OOOODFFY.WSl -9- --- ~ ,- --- -- IJI1j .~ iT- 11_ .. .- ,- Wll "11 '-' 16G Bond proceeds or any other funds of the District or any related party or take or omit to take any action that would cause the 1996 Boñds to be obligations that are "federally guaranteed" within the meaning of Section 149(b) of the Code. In furtherance of this covenant, the District will not allow the payment of principal or interest with respect to the 1996 Bonds to be guaranteed (directly or indirectly) in whole or in part by the United States or any agency or instrumentality thereof, Except as provided in the next sentence, the District will not use 5% or more of the proceeds of the 1996 Bonås to make or finance loans the payment of principal or lnterest with respect to which is guaranteed in whole or in part by the United States or any agency or in~trumentality thereof, nor will the District invest 5% or more of the proceeds in federally insured deposits or accounts. The preceding sentence shall not apply (i) to investments of proceeds held in the Debt Service Funds, (ii) to investments in obligations issued by the United States Department of Treasury, or (iii) to investments during the temporary periods described in this Tax Certificate relating to the 1996 Cost of Issuance Account and the 1996 Acquisition and Construction Account. 2.3. Expenditure of Gross Proceeds. For purposes of this Tax Certificate, Gross Proceeds will be treated as spent when they are used to pay (i) capital expenditures, (ii) costs of issuing the 1996 Bonds, (iii) interest on the 1996 Bonds through the later of three years after the Closing Date or one year after the Permitted Series proj ects are placed in service, (i v) ini t ial operat ing expenses directly associated with the Permitted Series Projects (in aggregate amount not exceeding 5% of the Sale Proceeds), or (v) other miscellaneous expenditures described in Treasury Regulations Section 1.148- 6 (d) (3) (ii). On August 20, 1996, the Governing Body of the District authorized the issuance of the 1996 Bonds to finance costs of the Permitted Series Projects. Absent an Opinion of Counsel, all expenditures of Gross Proceeds will be made in respect of (a) Preliminary Expenditures, (b) capital expenditures reimbursed in respect of payments made by the District on or after the date which is sixty days prior to date on which the above-described authorization occurred, (c) costs of issuing the 1996 Bonds or (d) other payments made by the District in conformance herewith on or after the Closing Date. In connection with all expenditures of Gross Proceeds described in (b), the reimbursement allocation will be made no later than the later of 18 months after the Closing Date or the date on which the Permitted Series Projects are placed in service, 11/26/96 7: 02pm OOOODFFY.WSl -10- · ' ' , ' '" , ' . > . , . .' " 16G 1 but in no event later than three years after the date of expenditure. 2.4. Governmental Bond Status. Absent an Opinion of Counsel, the District will not loan more than 5% of the proceeds of the 1996 Bonds to one or more Nongovernmental Persons. Absent an Opinion of Counsel, the Dis~rict will not allow more than 10% of Sale Proceeds and Investment Proceeds of the 1996 Bonds or of the Permitted Series Projects to be used directly or indirectly by any Nongovernmental Person in any trade or business, other than as a member of the general public. For purposes of the preceding sentence, "10%-" is reduced to "5%" for nongovernmental use of any facilities financed from proceeds of the 1996 Bonds which are disproportionate to or not related to the governmental purposes of the 1996 Bonds. Absent an Opinion of Counsel, for purposes of this Section, a Nongovernmental Person will be treated as "using" proceeds of the 1996 Bonds to the ex~ent the Nongovernmental Person (i) borrows proceeds of the 1996 Bonds, or (ii) uses the Permitted Series Projects (~, as owner, les!¡ee, service provider, operator or manager) . 2.5. Change in Use. The District reasonably expects to use all proceeds of the 1996 Bonds and all facilities that are financed from proceeds of the 1996 Bonds as set forth in Section 2.3 of this Tax Certificate for the entire stated term to maturity of the 1996 Bonds. Absent an opinion of Counsel, the District in fact will use all proceeds of the 1996 Bonds and each facility financed from proceeds of the 1996 Bonds as set forth in Section 2.3 of this Tax Certificate. 2.6. No Refunding. The proceeds of the 1996 Bonds (less any amounts in any reasonably required reserve fund and expended for issuance costs) and earnings thereon, will be used to acquire, construct and equip the Permitted Series Projects and to pay costs associated with the issuance of the 1996 Bonds. No principal, interest or premium on any governmental obligation, other than the 1996 Bonds, will be paid directly or indirectly from proceeds of the 1996 Bonds. 11/26/96 7: 02pm OOOODFFY.W51 -11- .. .- --- 111 -.-- 16G 1 2.7. Useful Life. The remaining weighted average . reasonably expected economic life of facilities comprising the Permitted Serie~ Projects is at least 25 years. ARTICLE III. ARBITRAGE 3.1. Reasonable Expectations. This Article III states the District's reasonable expectations with respect to the amounts and uses of proceeds of the 1996 Bonds and certain other moneys. 3.2. Offering Price. The District is delivering the 1996 Bonds to the Underwriter on the date hereof in exchange for pa~nent of the Sale Proceeds, less the Underwriter's discount of $303,150.00. Based upon the representations of the Underwriter, the 1996 Bonds have been reoffered to the public (excluding any bond house, broker or other intermediary) at the.prices set forth on Schedule I of Exhibit B hereto. Based upon the representations of the Underwriter, the initial offering prices were reasonable under customary standards in the applicable tax-exempt market. 3.3. Sale Proceeds, The District will deposit or will cause to be deposited the Sale Proceeds ($20,210,000.00), less the Underwriter's discount ($303,150.00) plus accrued interest of $42,104.17, to the following funds and accounts in the following amounts: 1996 Acquisition and Construction Account 1996 Cost of Issuance Accountll 1996 Interest Account 1996 Reserve Account $15,100,000.00 $ 455,044.10 $ 2,743,685.07 $ 1, 9 5 3 , 3 7 5 . 0 0 ~I 3.4. Funds and Accounts. The Indenture establishes the following Series Accounts for the purposes of, and subject to the restrictions set forth in, the Indenture and this Tax Certificate: 1996 Acquisition and Construction Account Y Includes, among other things, Underwriter's discount, bond counsel fees, financial advisor, trustee, registrar and paying agent fees and printing costs. ~I 1996 Reserve Account Requirement. 11/26/96 7:02pm OOOODFFY.W51 -12- : l' '1" ,- . '. , '. , . '. . '.' , ,,:. . '. ", ' ~,': ': '.~ ' . -;' . \ '.',. " ", . : ," ," I, ", .", . , ' ' 16G 1 1996 Bond Sinking Fund Account 1996 Cost of Issuance Account 1996 Interest Account 1996 Rebate Account 1996 Redemption Account 1996 Prepayment Subaccount 1996 Optional Redemption Subaccount 1996 Reserve Account 1996 Revenue Account Neither the District nor any other person benefiting from the issuance of the 1996 Bonds expects to use any Series Account other than the 1996 Interest Account, the 1996 Bond Sinking Fund Account, the 1996 Reserve Account ë:lnd the 1996 Redemption Ac~ount or any accounts therein, directly or indirectly, to pay principal of or interest on the 1996 Bonds. No Series Account, however established, other than the 1996 Trust Ebtate, or any accounts therein, is pledged as security for the 1996 Bonds such that there is a reasonable assurance that amounts held in such other Series Account will be available if n2eded to pay debt service on the 1996 Bonds. 3.5. Bona Fide Debt Service Funds. The 1996 Interest Account, the 1996 Bond Sinking Fund Account and the 1996 Redemption Account and any accounts therein will be used primarily to achieve a proper matching of revenues and debt service within each Bond Year (the "Bona Fide Debt Service Funds"). The Bona Fide Debt Service Funds in the aggregate will be depleted at least once a year except for a reasonable carryover amount not to exceed the greater of the previous Bond Year's earnings on such Funds or 1/12th of the previous Bond Year's debt service on the 1996 Bonds. Amounts contributed to the Bona Fide Debt Service Funds will be spent within thirteen months after the date of such contribution, and any amounts received from the investment or reinvestment of moneys held in such Funds will be expended within one year after the date of accumulation thereof in such Funds. Amounts in the Bona Fide Debt Service Funds shall be invested without regard to yield. 3.6. Three-Year Temporary Period. The Sale Proceeds in the amount of $15,100,000.00 and $455,044.10 will be deposited in the 1996 Acquisition and Construction Account and the 1996 Cost of Issuance Account, respectively, for the purpose of paying costs of the Permitted Series Projects or Additional Series Projects and costs of issuing the 1996 Bonds. The District reasonably expects that at least 85% of the Net Sale Proceeds will be spent to pay 11/26/96 7: 02pm OOOODFFY.WSl -13- ~ . , . . , ' '. ' ", , ' " " 1 " .. ,', . ' , " ~ " I .;", ' ~ : r 16G 1 costs of issuing the 1996 Bonds and costs of the Permitted Series Projects or Additional Series Projects before December 11, 1999.~1 The District heretofore has incurred or within six months hereafter will incur a substantial binding obligation to one or more unrelated parties involving an expenditure of not less than 5% of Net Sale Proceeds~ Completion of the Permitted Series Projects and all9cations of Net Sale Proceeds to the costs of issuing the-i~9~¡Bonds and costs of the Permitted Series Projects or Additional Series Projects will proceed with due diligence. Amounts deposited into the 1996 Acquisition and Construction Account and the 1996 Cost of Issuance Account, and Investment Proceeds earned thereon, will be invested without regar~ to yield through December 10, 1999.~ 3.7. 1996 Acquisition and Construction Account. The 1996 Acquisition and Construction Account shall be established with respect to the 1996 Bonds. The Trustee ~s required to keep the 1996 Acquisition and Construction Account separate from all other funds and moneys held by i~. The District shall pay to the Trustee for deposit into the 1996 Acquisi:::.ion and Construction Account: (i) all of the proceeds from the sale of the 1996 Bonds decreased by amounts distributed from such proceeds into the 1996 Interest Account, the 199E Reserve Account and the 1996 Cost of Issuance l\ccount; (i i) payments made to the District from the sale, lease or other disposition of the Series Project or Additional Series Projects or any portion thereof; (iii) the balance of insurance proceeds with respect to the 10s3 or destruction of the Series Projects or dny portion thereof; and (ivl such other amounts as may be provided in the First Supplemental Indenture. Moneys on deposit in the 1996 Acquisition and Construction Account may be invested only in accordance with the provisions of Section 5.9 of the Indenture and the income therefrom Fhall be credited to such 1996 Acquisition and Construction Account. Such moneys on deposit in the 1996 Acquisition and Construction Account shall be used only to pay the Cost of the Permitted Series Project or Additional Series Projects in accordance with Section 4.3 of the Indenture. Any amounts remaining in the 1996 Acquisition and Construction Account after the Date of Completion, and after retaining the amount, if any, of all remaining unpaid Costs of the Permitted Series Project set forth in the ~I Three years from the date of issuance. ~I Three years from the date of issuance. 11/26/96 7:02pm OOOODFFY.WSl -14- -.........r'J - - - ~ 16G ] certificate of the Consulting Engineers establishing such Date of Completion, shall be transferred to the 1996 Prepayment Subaccount of the 1996 Redemption Account and applied to the redemption of the 1996 Bonds. 3.8. 1996 Bond Sinking Fund Account. The 1996 Bond Sinking Fund Account shall be established with respect to the 1996 Bonds. The Trustee is required to keep the 1996 Bond Sinking Fund Account separate from all other funds and moneys held by it. The proceeds in the 1996 Bond Sinking Fund Account shall be transferred by the Trustee to the Paying Agent and used by the Paying Agent to pay, when due, the principal amount of the 1996 Bonds. 3.9. 1996 Cos~ of Issuance Account. The 1996 Cost of Issuance Account shall be established with respect to the 1996 Bonds. The Trustee is required to keep the 1996 Cost of Issuance Account separate from all other funds and moneys held by it. The Trustee shall deposit an amount equal to the Costs of Issuance relating to the 1996 Bonds in the 1996 Cost of Issuance Account. Moneys on deposit irl the 1996 Cost of Issuë.nce Account shall be used only to pay the Costs of Issuance relating to the 1996 Bonds upon the Request of the District setting forth in detail the items of cost, together ·....i th a.ccompa:1ying invoices. Any amounts remaining in the 1996 Cost of Issuance Account after payment of all related Costs of Issuance shall be immediately transferred to the 1996 Acquisition and Construction Account upon Request of the District. 3.10. 1996 Intere6~ Account. The 1996 Interest Account shall be established with respect to the 1996 Bonds. The Trustee is required to keep the 1996 Interest Account separate from all other funds and moneys held by it. The Trustee shall deposit the amount received as accrued interest on the 1996 Bonds and Capitalized Interest, if any, in the 1996 Interest Account. The proceeds of the 1996 Interest Accour.t shall be transferred by the Trustee to the Paying Agent and used by the Paying Agent to pay, when due, the interest on the 1996 Bonds. 3.11. 1996 Rebate Account. The 1996 Rebate Account shall be established with respect to the 1996 Bonds. The Trustee is required to keep the 1996 Rebate Account separate from all other funds and moneys held by it and such 1996 Rebate Account shall not be subject to the Lien created by the Indenture. The District has covenanted in Section 7.7 of the Indenture not to take or omit to take any action with respect to the investment of the proceeds 11/26/96 7:02pm OOOODFFY.WSl -15- ~,-_. ~.~..- -'..-- --- ~ -,--.- - .__.r_..... _."'_ "'_ ~- ~ -....,...,..r~.. ........".... ~~.._....-, ~~ ~._- ~ ~ -..~- of the 1996 Bonds in a manner which would cause the 1996 Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code. The amount required to be held in the 1996 Rebate Account at any point in time is determined pursuant to the requirements of the Code, including particularly Section 148(f) of the Code and the Treasury Regulations applicable thereto. Moneys in the 1996 Rebate Account are neither pledged to nor expected to be used to pay debt service in respect of the 1996 Bonds. Sale Proceeds and Investment Proceeds held in the 1996 Rebate Account shall be invested as set forth in Section 4.3 of this Tax Certificate. All other amounts in the 1996 Rebate Account will be invested without regard to yield. 3.12. 1996 Reqemption Account. The 1996 Redemption Account shall be established with respect to the 1996 Bonds. The Trustee is required to keep the 1996 Redemption Account separate from all other funds and moneys held by it. The 1996 Redemption Accou~t shall consist of the 1996 Prepayment Subaccount and the 1996 Optional Redemption Subaccount. Moneys on deposit in the 1996 Optional Redemption Subaccount first shall be used by the Trustee to make up any deficiencies in the 1996 Interest Account and the 1996 Bond Sinking Fund Account, in such order, if there are no funds on deposit in the 1996 Reserve Account, and then, to redeem the 1996 Honds in accordance with the Indenture and the First Supplemental Indenture. 3.13. 1996 Reserve Account. The 1996 Reserve Account shall be established with respect to the 1996 Bonds. The Trustee is required to keep the 1996 Reserve Account separate from all other funds and moneys held by it and to maintain in such account at all times an amount equal to the 1996 Reserve Account Requirement, which is less than or equal to 10% of the bond proceeds. The District has covenanted in Section 7.7 of the Indenture not to take or omit to take any action with respect to the investment of the proceeds of the 1996 Bond3 in a manner which would cause the 1996 Bonds to De "arbitrage bonds" within the meaning of Section 148 of the Code. Moneys on deposit in the 1996 Reserve Account shall be used to make up any deficiencies in the 1996 Interest Account and 1996 Bond Sinking Fund Account, in such order. Thereafter, the Trustee shall promptly transfer any monies in deposit in the 1996 Reserve Account in excess of the 1996 Reserve Account Requirement to the 1996 Optional Redemption Subaccount of the 1996 Redemption Account. 11/26/96 7: 02pm OOOODFFY.WSl -16- ~--_.._-_.. -_..__._--~ -~- -'--11 . ---- - .:.. 16G 3.14. 1996 Revenue Account. The 1996 Revenue Account shall be established with respect to the 1996 Bonds. The Trustee is required to keep a separate account in respect of the 1996 Bonds, and to deposit all 1996 Pledged Revenues collected (except Prepayments) into the 1996 Revenue Account. All Prepayments shall be deposited into the 1996 Prepayment Subaccount of the 1996 Redemption Account. On the Business Day preceding each Payment Date, the Trustee shall withdraw the proceeds in the 1996 Revenue Account and make the following deposits in the following order of priori ty: (i) to the 1996 Interest Account, an amount such that the total deposit in the 1996 Interest Account (less Capitalized Interest) will equal the interest payable on the 1996 Bond;:; on such Payment Date; (ii) to the 1996 Bond Sinking Fund Account, an amount such that the total deposit in the 1996 Bond Sinking Fund Account will equal the principal payable with respect to the 1996 Bonds on such Payment Date; (iii) to the 1996 Reserve Account, an amount such that the total deposit in the 19,96 Reserve Account will equal the 1996 Reserve Account Requirement; and (iv) to the 1996 Rebate Account, the Rebate Amount, if any, required to be deposited therein pursuant to the First Supplemental Indenture. In accordance with the provisions of Section 5.2 of the Indenture, the Trustee shall from time to time withdraw from the 1996 Revenue Account an amount sufficient to pay, and shall pay, the fees and costs of the Trustee, the Bond Registrar and the Paying Agent. If the amount on deposit in the 1996 Interest Account, the 1996 Bond Sinking Fund Account and the 1996 Prepayment Subaccount of the 1996 Redemption Account at any time equals the aggregate amount of interest, principal and redemption price, due and payable on the next Payment Date, then any amounts remaining in the 1996 Revenue Account may, at the opticn of the District, be applied to pay the operating and administrative costs and expenses of the District. Any amounts remaining in the 1996 Revenue Account after any such application shall be transferred to the 1996 Optional Redemption Subaccount of the 1996 Redemption Account, unless otherwise indicated in the First Supplemental Indenture. 3.15. Investment of Funãs. Subject to the provisions of Section 5.9 of the Indenture, moneys held for the credit of the Series Accounts shall, as nearly as m~y be practicable, be continuously invested and reinvested by the Trustee in Investment Obligations, which Investment Obligations shall mature or shall be subject to redemption 11/26/96 7:02pm OOOODFFY.W51 -17- - --- - ...- ""-- ..~ ... 16G 1 by the holder thereof at the option of such holder, not later than the respective dates on which moneys held for the credit of such Series Accounts will be required for the purposes intended. Investment Obligations purchased as an investment of moneys in any Series Account shall be deemed at all times to be a part of such Series Account, and the interest accruing thereon and profit realized from such investment shall be credited to such Series Account. 3.16. Investment Proceeds. All earnings on Investments in a Series Account (other than the 1996 Reserve Account) shall be used for the purpose of such Series Account. Earnings on investments in the 1996 Reserve Accoupt shall be deposited in the 1996 Revenue Account, unless as of the most recent date of which amounts on deposit in the 1996 Reserve Account were valued by the Trustee, there shall have been a deficiency in the 1996 Reserve Account, or if since such date withdrawals shall have been made from the 1996 Reserve.Account and shall have created such a deficiency, in which case, earnings on deposit in the 1996 Reserve Account shall be deposited in the 1996 Reserve Account until the amount on deposit therein equals the 1996 Reserve Account Requirement, and thereafter shall be deposited in the 1996 Revenue Account. 3.17. Yield Restriction. Absent an Opinion of Counsel, if (A) after December 10, 1999,~ the sum of (i) all unspent Sale Proceeds of the 1996 Bonds, and (ii) all Investment Proceeds with respect thereto remaining unspent after a one-year period beginning on the date of receipt of such Investment Proceeds, plus (B) any amounts held in Bona Fide Debt Service Funds ,and remaining unexpended after 13 months from the date of 'accumulation in any such funds, at any time in the aggregate exceeds $100,000, the excess will be invested either (i) in Investment Property with a yield not exceeding the yield on the 1996 Bonds, (ii) in assecs that are not treated as Investment Property (~, Tax- Exempt Bonds), or (iii) in assets ttat satisfy the requirements for qualified yield reduction payments set forth in Treasury Regulations Section 1.148-5(c), subject to the limitation set forth in Section 1.148-10(b) (1) (ii). 3.18. Yield. For purposes of this Tax Certificate, yield is calculated as set forth in Section 148(h) of the Code aùd Treasury Regulations Sections 1.148-4 and 1.148-5. Thus, yield on che 1996 Bands or yield on 'Investment ---- --- ~ Three years from the date of issuance. 11/26/96 7: 02pm OOOODFFY.W51 -18- I·~··,- ...,....". _. - --. -- -. -. --.. --. ~ ..'-... --- ~ ---. ~_...~--- ~ ,-~..,..~"." -. ,-- - 1.L ---- - .-... - .~-. 16G 1 Property generally means that discount rate which, when used in computing the present value of all unconditionally payable payments representing principal, interest, and with respect to the yield on the 1996 Bonds, the cost of qualified guarantees paid and to be paid, with respect to the 1996 Bonds and the positive and negative adjustments with respect to any qualified hedging transaction produces an amount equal to the issue price of the 1996 Bonds or the purchase price of the Investment Property, as appropriate. The issue price of the 1996 Bonds is $20,210,000.00, which represents the price at which the 1996 Bonds were sold to the ultimate purchaser(s) I as represented by the Underwriter in Exhibit B hereto. The yield on the 1996 Bonds is _f. 3.19. No Replacement Proceeds. Neither the District nor any related person will use any proceeds of the 1996 Bonds directly or indirectly to replace funds of the District or any related party which are or will be used directly or indirectly to acquire Investment Property reasonably expected to produce a yield that is materially higher than the yield on the 1996 Bonds. The weighted average maturity of the 1996 Bonds (~, years) is not longer than 120% of the remaining average useful life of the facilities comJrising the Permitted Series Projects. 3.20. No Overissuance. Taking into account anticipated investment earnings, proceeds from the sale of the 1996 Bonds do not exceed the amount necessary to fin2nce the Permitted Series Projects and pay the costs of issuance of the 1996 Bonds. 3.21. No Abusive Arbitrage Device. The 1996 Bonds are not and will not be part of a transaction or series of transactions that attempts to circumvent the provisions of Section 148 of the Code, or any Successor thereto, and the regulations promulgated thereunder or under any predecessor thereto, (a) enabling the District or any related person to exploit the difference between tax-exempt and taxable interest rates to gain a material financial advantage, and (b) increasing the burden on the market for tax-exempt obligations in any manner, including, without limitation, by selling bonds that would not otherwise be sold, or selling more bonds, or issuing bonds sooner, or allowing bonds to remain outstanding longer, than otherwise would be necessary. 11/26/96 7: 02pm OOOODF¡.'ì'. WSl -19- -- ~ ~ ~ -"" - ~ , . . . " ,v ", "'. . , , .'. , '. '¡~ 16G 1 3.22. No Expected Sale. The District has covenanted in Section 7.5 of the Indenture that, until such time as there are no 1996 Bonds outstanding, it will not sell, lease or otherwise dispose of or encumber the Permitted Series Projects or any part thereof other than as provided in the Indenture. ... . ,:' 3.23. No Qualified Hedges. No contract has been, and (ab$ént.an Opinion of Counsel) no contract will be entered into'åuch that failure to take the contract into account would distort the yield on the 1996 Bonds or otherwise would fail clearly to reflect the economic substance of the transaction. ARTICLE IV. REBATE 4.1. Undertakings. The District has covenanted to comply with certain requirements of ~he Code. The District acknowledges that the United States Department of the Treasury has issued regulations with respect to certain of these undertakings, including the proper method for computing whether any Rebate Amount is due the federal government under Section 148(f) of the Code. (Treas. Reg. Sections 1.148-1 through 1.148-11, 1.150-1 and 1.150-2.) The District further acknowledges that the United States Department of Treasury may yet issue additional regulations with respect to certain other of these undertakings. The District Covenants that they will undertake to determine what is required with respect to the rebate provisions contained in Section 148(f) of the Code and said regulations from time to time and will comply with any requirements that may apply to the 1996 Bonds. Except to the extent inconsistent with any requirements of the Code or future regulations, the District will undertake the methodology described in this Tax Certificate. 4.2. Recordkeeping. The District shall maintain or cause to be maintained detailed records with respect to each Nonpurpose Investment attributable to Gross Proceeds, including: (a) purchase date¡ (b) purchase price; (c) information establishing fair market value on the date such investment became a Nonpurpose Investment; (d) any accrued interest paj..d; (e) face amount; (f) coupon rate; (g) periodicity of interest payments; (h) disposition price; (i) any accrued interest received; and (j) disposition date. Such detailed recordkeeping is required to facilitate the calculation of the Rebate Requirement. 11/26/96 7: 02pm ~ OOOODFFY.W51 -20- ..- 111-1--- - -- 'lJ 16G 1 4.3. Rebate Requirement Calculation and Payment. (a) The District will prepare or will cause to be prepared an annual calculation of the Rebate Requirement consistent with the rules described in this Section 4.3. The District will complete the annual calculation of the Rebate R~quirement within 55 days after the close of each Bond Year and within 55 days after the first date on which there are no outstanding 1996 Bonds. (b) For purposes of calculating the Rebate Requirement (i) the aggregate amount earned with respect to a Nonpurpose Investment shall be determined by assuming that the Nonpurpose Investment was acquired for an amount equal to its fair market value (determined as provided in Section 1.148-5(d) (6) of the Treasury Regulations, as applicable) at the time it becomes a Nonpurpose Investment, and (ii) the aggregate amount earned with respect to any Nonpurpose Investment shall include any unrealized gain or loss with respect to the Nonpurpose Investment (based on the assumed purchase price at fair market value and adjusted to take into account amounts received with respect to the Nonpurpose Investment and earned original issue discount or premium) on the first date when there are no outstanding 1996 Bonds or when the investment ceases to be a Nonpurpose Investment. (c) The District shall pay to the United States Department of the Treasury not later than 60 days after the end of the fifth Bond Year and each succeeding fifth Bond Year, an amount equal to 90% and, not later than 60 days after the first date when there are no outstanding 1996 Bonds, an amount equal to 100% of the Rebate Requirement (determined as of the end of the immediately preceding Bond Year), all as set forth in Section 1.148-3 of the TreasJry Regulations, (d) Each payment required to be made pursuant hereto shall be filed with the Internal Revenue Service Center, Philadelphia, Pennsylvania 19255, on or before the date such payment is due, and shall be accompanied by Form 803~T. The District shall retain records of the calculations required by this Section 4.3 until six years after the retirement of the last of the 1996 Bonds. 11/26/96 7:02pm COOUDFFY.WSl -21- - - ,- - .- ...".-. L 16G 1 4.4. Exceptions from Rebate Requirement. (a) Bona Fide Debt Service Funds Exemption. Bona Fide Debt Service Funds may be exempted from the Rebate Requirement. (b) Construction Bond Exception. The Available Construction Proceeds of the 1996 Bonds may be exempt from the Rebate Requirement pursuant to this section. In determining the amount of Available Construction Proceeds (i) ~s of the first thrèe dates set forth below, there shall be included the total amount of investment earnings on amounts held in the 1996 Acquisition and Construction Account reasonably expected as of the Closing Date and (ii) as of the fourth da~e set forth below, there shall be included the total amount of investment earnings on amounts held in the 1996 Acquisition and Construction Account actually received or accrued as of such date. To that end, the District reasonably expects the ~nvestment earnings during the two year period to be $' See Section 1.12 of this Tax Certificate, defining "Available Construction Proceeds." The District expects that at least 75% of the Available Construction Proceeds will be expended for construction expenditures with respect to property that is or will be owned by the District. In this regard, construction costs include costs for reconstruction and rehabilitation, but do n'ot include costs of acquisition of interests in land or other existing real property. The portions of Available Construction Proceeds required to be spent at ··the end of each 6-month period are as follows: End of first 6 months End of first year End of first 18 months End of second year 10%- 45%- 75%- 100%- The requirement that 100% of the Available Construction Proceeds be expended within 2 years of the Closing Date will be met if at least 96% of the Available Construction Proceeds is spent by such time and the remainder constitutes a "reasonable retainage" as required or permitted by contracts wi~h the District's contractors, and such remainder is spent within 3 years of the Closing Date. In determining Available Construction Proceeds as of any date, there shall be included the amount of investment earnings reasonably expected after such date, together with 11/26/96 7:02pm OOOODFFY.WSl -22- ~-~"""'\,.~ ....~-IWII;....'III.JIl-...''''6~ ~ ~- ----.---rrt- IUA ~ --"_~....~ t. ...~--- -..--...---........---...----- - 16G 1 investment earnings actually received or accrued as of such date. 4.5. Investments and Dispositions. (a) General Rule. No Investment Property may be acquired with Gross Proceeds for an amount (including transaction costs, except as otherwise provided in Section 1.148-5{e) of the Treasury Regulations) in excess of the fair market value of such Investment Property. No Investment Property may be sold or otherwise disposed of for an amount (including transaction costs, except as otherwise provided in Section 1.148-5(e) of the Treasury Regulations) less than the fair market value of the Investment Property. (b) Fair Market Value. In general, the fair market value of any Investment Property is the price a willing buyer would pay to a willing,seller to acquire the Investment Property, with no amount paid artificially to reduce or increase the yield on such Investment Property. This Section 4.5 describes various safe harbors for determining fair market value. With an Opinion of Counsel, other methods may be used to establish fair market value, Qrovided, howe~, that s~ch methods comply with the requirements of Section 1,148-5 (d) (6) of the Treasury Regulations. (c) Arm's-lenqth Purchases and Sale~. If Investment Property is acquired pursuant to an arm's-length transaction without regard to any amount paid to reduce the yield on the Investment Property, the fair market value of the Investment Property shall be the amount paid for the Investment Property (without increase for transaction costs, except as otherwise provided in Section 1.148-5(e) of the Treasury Regulations). If Investment Property is sold or otherwise disposed of in an arm's-length transaction without regard to any reduction in the disposition price to reduce the Rebate Requirement, the fair market value of the Investment Property shall be the amount realized from the sale or other disposition of the Investment Property (without reduction for transaction costs, except as otherwise provided in Section 1.148-5(e) of the Treasury Regulations) . (d) SLGS. obligation is acquired directly to the United (as in the case of the If a United States Treasury directly from or disposed of States Department of the Treasury United States Treasury Securities _ 11/26/96 7:02pm OOOODFFY.WSl -23- .'.---.---.,- - ----,- , ,. ., ~ .. .' ,'. .;. " , , . " .' - , ,:" .' . . '. :::.' ':. .. '. ".:.;: l'" ,'~ 16G 1 State and Local Government Series), such acquisition or disposition shall be treated as establishing a market for the obligation and as establìshing the fair market value of the obligation. (e) Investment Contracts. The purchase price of any Investment Property acquired pursuant to an investment contract (within the meaning of Section 1.148-5(d) (6) (iii) of the Treasury Regulations) shall be determined as provided in this Section 4.5(e). No investment contract shall be acquired with Gross Proceeds unless the requirements of this Section 4.5(e) are satisfied. With respect to any investment contract, the District will obtain from the provider of the investment contract, broker thereof or other party, such information, certification or representation as will enable the District to determine that the requirements of this Section 4.5(e) are satisfied. The purchase price of an investment contract will be considered to be fair market value if: (1) the District has made (or has had made on its behalf) a bona fide solicitation for the investment contract; the solicitation must have specified the material terms of the investment contract, including the collateral security requirements for the investment contract, if any, and, unless the moneys invested pursuant to such investment contract will be held in the 1996 Reserve Account or in Bona Fide Debt Service Funds, the District's reasonably expected drawdown schedule for the moneys to be invested; (2) at least three bids meeting the qualification requirements of the bid solicitation (as set forth in (1) above) have been received from different reasonably competitive providers of investment contracts that have no material financial int~rest in the 1996 Bonds; (3) the investment contract has a yield at least equal to the highest yielding of the qualifying bids received from the bidders that have no material financial interest in the 1996 Bonds; if the investment contract is not the highest-yielding of the qualifying bids, the District must have significant non-tax reasons, such as creditworthiness of the bidder, for failure to purchase the highest-yielding investment contract offered; (4) the yield on the investment contract takes into account as a significant factor the reasonably expected drawdown schedule for the funds to be invested 11/26/96 7:02pm OOOODFFY.WSl -24- ~ ¡ .' . , : '. '. . ' -' " - . , " :', - ( " ~ , , '. ' . " . :', ": " í,:' 16G therein, unless such moneys will be held in the 1996 Reserve Account or in Bona Fide Debt Service Funds; (5) the collateral security requirements for the investment contract, if any, are reasonable, based on all the facts and circumstances; (6) the provider of the investment contract certifies as to all administrative costs to be paid on behalf of the District, including any fees paid as broker commissions in connection with the investment contract; and (7) the yield on the investment contract is no less than the~yield available from the provider thereof at the time such investment contract was entered into on reasonably comparable investment contracts offered to other per~ons, if any, from a source of funds other than gross proceeds of an issue of tax-exempt obligations. (f) Deemed Acquisition or Sale. The fair market value of any Investment Property not directly purchased with Gross Proceeds for which there is an established securities market generally is the price at which a willing buyer would purchase Inve¡;tment Property from a willing seller in a bona fide, ann's length transaction. (g) Certificates of Deposit. The purchase price of a certificate of deposit issued by a commercial bank that has a fixed interest rate, a fixed principal payment schedule, a fixed maturity and a substantial penalty for early withdrawal, will be considered to be fair market value if: (1) the yield on the certificate of deposit is not less than the yield on reasonably comparable direct obligations of the United States; and (2) the yield on the certificate of deposit is not less than the highest published yield of the provider thereof which is currently available on comparable certificates of deposit offered to the public. (h) Broker Compensation. For purposes of computing the yield on arlY Investment Property which has been acquired through a broker or other intermediary obtaining bids for such Investment Property, any compensation whi.ch is received by such broker or other int~rmediary, whether payable by or on behalf of the obligor or obligee under such Investment Property, shall be 11/26/96 7; 02pm OOOODFFY.WSl -25- - - - - - ~..... I 16G 1 treated as set forth in Treasury Regulations Section 1.148-5(e). Any broker or other intermediary compensation with respect to an investment-contract that exceeds 0.05% of the amount reasonably expected to be invested per year will be treated as additional earnings to the District. 4.6. Segregation of Proceeds. Tn order to perform the calculations required by the Code, it is necessary to track separately all of the Gross Proceeds. To that end, the District shall cause to be established separate accounts or subaccounts, or shall cause the Trustee to take such other accounting measures as are necessary in order to account fully for all Gross Proceeds. 4.7. Filing Requirements. The District will file or cause to be filed such reports or other documents with the Internal Revenue Service as are required by the Code. 4.8. Survival of Defeasance. Nqtwithstanding any provision in this Tax Certificate or the Indenture to the contrary, the obligation to remit the Rebate Requirement, if any, to the United States Department of the Treasury and to comply with all other requirements contained in this Tax Certificate shall survive defeasance of the 1996 Bonds. 4.9. Rebate Calculations. The District hereby undertakes to satisfy its obligation to perform the rebate calculations that may be required to be made from time to time with respect to the 1996 Bonds in the manner set forth in Exhibit C hereto. ARTICLE V. REPRESENTATIONS AND WARRANTIES The District mak~s the following repr~sentations a,d warranties to Bond Counsel regarding the 1996 Bonds: 5.1. InfraBtructur~ to be Financed. The proceeds of the 1996 Bonds (less amounts in any reasonably required reserve fund and expended for issuance costs) and earnings thereon, will be used to finance the acquisition, construction, maintenance and operation of the Series Projects. The Series Projects infrastructure permitted to be financed by the 1996 Bonds (the "Permitted Series Projects") will consist only of the following: (a) Roadways (the roadways will serve the various land uses within the District and will connect to existing public roadways which border the District) i 11/26/96 7:02pm OOOODFFY.WSl -26- 16G ] (b) Utilities (the utilities within the District will consist of potable water (including distribution mains with required valving and fire hydrants), wastewater (including gravity collection mains, collection system pump stations and force mains) and irrigation (including irrigation water storage lakes, an irr~gation pumping facility and irrigation transmission/distribution mains) systems. It is anticipated that these facilities will be conveyed by the District to the Collier County Water-Sewer District for ownership, operation and maintenance after completion of construction. Further, the District is located within the franchise areas of Florida Power and Light and Sprint United Telephone Service. Cable Service is available from a number of qualified suppliers. These utilities are expected to provide electrical power, telephone service and television cable to the District, but no portion of the provision of such services will be financed by the 1996 Bonds (other than for the provision of street lighting) ; (c) Earthwork and clearing (stormwater management lakes within the District will be excavated and some of the material will ~e used for fill of roadways and other sites owned by the District, while other fill will be stockpiled on the properties excavated and removed without cost to the District); (d) Stormwater management (the stormwater management system will consist of excavated stormwater management lakes, drainage pipes, catch basin, swales, berms and water control structures); (e) Roadway lighting (street lighting will be constructed along the roadways within the District); (f) Landscaping (landscaping will be provided for the roadways, common areas and other sites owned by the District) i (g) Wetland mitigation and monitoring (wetland mitigation within the District will consist of the construction and planting of aquatic littoral zones, removal of exotic plant species and enhancement of wetland hydroperiods within the wetland preserves and wildlife management area, but only at sites owned by the District); 11/26/96 7: 02pm OOOOOFFY.WSl -27- 1 6G 1 (h) Off-site roadway improvements (the construction of turning lanes and signalization at State Road 951 to the west and U.S. 41 to the north) ¡and (i) Security (security for the District will be provided with guardhouses, manned by contracted personnel at the main entrances, perimeter berms, walls and fences and electronic security) . The proceeds of the 1996 Bonds will also be used to pay for technical services submitted in connection with the construction of the Permitted Series Projects, such as architectural fees, civil engineering and design fees, legal expense~ and permitting. The cost of the Permitted SeriEs Proj ects inc·,ludes éln allocat ion for the payment by the Developer of expenses incurred with respect to the provision of technical services (architectural, engineering, permitting and legal costs) directly r.elated to the Permitted Series Projects. Such expenses are reasonable in amount and represent a proportion of the cost of the Permitted Series Projects that is equal to or less than the proportion that the expenses for such technical services represent to the total cost incurred by the Developer for the 1mprovements made by it generally within the District. 5.2. Repayment of the 1996 Bonds. Repayments of the 1996 Bonds will be secured solely by the 1996 Trust Estate. No other credit or source of repayment of the 1996 Bonds, such as developer guarantees, is expected. There are no agreements or arrangements whereby a Nongovernmental Person is obligated to pay all amounts necessary to repay the 1996 Bonds. 5.3. Nongovernmental Persons. The financing of th0. Permitted Series Projects do not satisfy or discharge a primary and unconditional legal obligation of any Nongovernmental Person. 5.4. Use by General Public. The Permitted Series Projects are available for Use by the general public and not limited to serving a single or a small identifiable group of persons. All members of the general public will be granted access to the District. 5.5. District Ownership. The Permitted Series Projects will be owned by the District and will not be subject to any agreement or merger with any Nongovernmental Person giving such Nongovernmental Person rights as to the 11/26/96 7:02pm OOOODFFY.WS1 -28- ~......._. ,'---.. --_.__..~-- - 16G 1 use of such Permitted Series Projects, except as set forth in Exhibit D hereto. 5.6. Assessments. The 1996 Series Assessments are imposed to pay the capital cost of the Permitted Series Projects through repayment of the 1996 Bonds and are levied on all residents benefiting from the Permitted Series Projects in an amount proportionate to the benefit accruing to the assessed property. Further, all individuals benefiting from the financed Permitted Series Projects are eligible or required to make deferred payments of the 1996 Series Assessments on éUl equal basis such that all required and optional payments of the 1996 Series Assessments are uniform in application. There will be no mandatcry, non- uniform requirement that the 2996 Series Assessments be prepaid as the benefited parcels are sold. 5.7. ESBential Goverrunent&l Function. The 1996 Series Assessments are imposed for one or more specific essential governmental function and not for any function which is not customarily performed by State and local governments with general taxing powers. 5.8. Payments. The c~st of the Permitted Series Projects are reasonable, and not in excess of the fair market value of such Permitted Series Projects and do not exceed the direct cost incurred by the Developer in constructing such Permitted Series Projects. 5.9. Temporary Use by Developers. The District and the Developer reasonably expect on the issue date that (i) the Developer will proceed with all reasonable speed to develop and sell the property comprised of Phase I of the Permitted Series Projects to members of the general public and the District has covenanted in the Project Improvement Acquisition Agreement to do so with due diligence, (ii) that the property comprised of Phase I of the Permitted Series Projects will be sold to members of the general public and the District within 3 years of the issue date, and (iii) the 1996 Bonds are not required to be retired in connection with the Developer's sale of property to members of the general public and the District. 5.10. Management Contracts. The District only will enter into contracts with respect to the Permitted Series Projects in connection with the maintenance of the lakes, street lighting, landscaping and sêcurity. Such contract will comply with the management contract guidelines 11/26/96 7: 02pm OOOODFFY.WSl -29- -- - - Tn -~ 16G 1 provided in Revenue Procedure 93-19, as set fo~th in Exhibit D hereto. 5.11. Engineer's Certificate. The District has obtained a certificate from the District engineer as to certain,matters relating to the Permitted Series Projects and :'the 'Proj ect Improvement Acquisition Agreement a form of which is attached as Exhibit E hereto. ARTICLE VI. OTHER MATTERS 6.1. Expectations. The undersign\~d are authorized representatives of the District, and are acting for and on beþalf of the District in executing this Tax Certificate. In acCordance with Treasury Regulation Section 1.148-2(b), the best of the knowledge and belief of the undersigned, there are no other facts, estimates or circumstances that would materially change the expectations as set forth herein, and said expectations are reasonable. 6.2. Amendments. Notwithstanding any other provision of this Tax Certificate, the District may amend this Tax Certificate and thereby alter any actions allowed or required by this Tax Certificate if such amendment is supported by an Opinion of Counsel that such amendment will not adversely affect the exclusion of interest on the 1996 Bonds from gross income for federal income tax purposes. Dated: By [Title] By [Title] 11/26/96 7; 02pm OOOODFFY.WS1 -30- a.ì- j""-- - -- -------- ~'----- --.'~-.- - -, ~ISIII ....-..-'1>0__ ijL 16G 1 EXHIBIT A Members of the Governinq Body Larry Mullins . Chairman Clifford "Chip" Olsen Vice Chairman Q. Grady Minor Assistant Secretary Arthur V. Woodward Assistant Secretary Paul Riegelhaupt Assistant Secretary 11/26/96 7:02pm OOOODFFY.W51 A-l --~ -~-_._-'--_.__..-._-~- "-.-_.~-------_.~~----~-- ~~ ---.-- 16G 1 EXHIBIT B CERTIFICATE OF THE-UNDERWRITER William R. Hough & Co. (the "Underwriter"), has served as the underwriter with respect to the issuance of $20,210,000.00 aggregate principal amount of Fiddler's Creek Community Development District Special Assessment Revenue Bonds, Series 1996 (the "1996 Bonds"), by the Fiddler's Creek Community Development District (the "District"). The Underwriter hereby certifies and represents the following: A. Tax-Certificate. On behalf of the Underwriter, the undersigned has read the attached Tax Certificate with respect to the 1996 Bonds. Without representing directly. or implicitly that the Underwriter has undertaken any legal analysis, independent investigation or due diligence obligation, or is responsible for any matters in the Tax Certificate, the undersigned represents that it has no specific actual knowledge of any facts contained in such Tax Certificate which has led the undersigned to believe that any representations of the Disl:rict set forth in such Tax Certificate is false. B. Isaue Price. 1. As of November 27, 1996 (the "Sale Date"), the Underwriter has offered or reasonably expected to offer all of the 1996 Bonds to the general public (excluding bond houses, brokers, or similar persons acting in the capacity of underwriter or wholesalers) in a bona fide public offering at the prices shown on the attached Schedule I. 2. The prices shown on the attached Schedule I represent fair market prices of the 1996 Bonds as of the Sale Date. 11/26/96 7: 02pm OOOODFFY.WSl B-1 ~~.'""---...- - ....... ~~,,.....,- ___~-rm __......1'!........:"I '"'-.----~..""'!"~.M..,........,..,.,___ _ ~':"'"1f ~ .,., .---- 16G 1 3. As of the date of this certificate, all of the 1996 Bonds have been offered to the general public in a bona fide offering at the prices shown on the attached Schedule I, and at least 10% of each maturity of the 1996 Bonds actually has been sold to the general public at such prices. . Dated: December 11, 1996 By [Ti.tle] 11/26/96 7:02pm OOOODFFY.W51 B-2 "'I - Maturity Date ( ) SCHEDULE I PrincipaL -Amount $ 11/7.6/% 7: 02pm OOOODFFY.W51 B-3 __!ìl"..,...._._.~.~_._._"""".. M ~""~ -~_.._.__._~I.,... __. 11\,.- Price 100\ - ----. Ii 16G 1 ...., --.---.... -'''III''~"",,-.......... .,~: .J .~_ '- ,: , . ,.' : ',' " .' '.., . ,'.: Y, ',....;.......'.... 16G 1 EXHIBIT C CERTIFICATE OF THE ISSUER CONCERNING REBATE On behalf of Fiddler's Creek Community DevelOpment District (the "Issuer"), the undersigned hereby certifies, represents and warrants with respect to the Fiddler's Creek Community Development District Special Assessment Revenue Bonds, Series 1996 (the "1996 Bonds"), being issued on the date hereof, that the Issuer has decided not, at this time, to designate a party responsible for performing rebate calculations that may be required to be made from time to time with respect to the 1996 Bonds and as a result undertakes and assumes full responsibility for rebate compliance and acknowledges that bond counsel has no such responsibility (unl~ss later engaged in writing for such purpose) Dated: By [Title] 11/26/96 7:02pm OOOODFFY.WSl C-1 , . ' ,,' i ':' ','. " '~ . " . -; - , , . ~ " ~ , , ' ; .' " . ' " ~ 166 1 EXHIBIT D MANAGEMENT CONTRACT GUIDELINE~ 11/26/96 7:02pm OOOODFFY.W51 C-2 · ~.' 11/26/96 1:02pm OOOODFFY.WSl EXHIBIT E FORM OF ENGINEER'S CERTIFICATE C-3 '~-- 166 1 .~...¡ t .....,.~ '.~ ~. :,,'. -. :,,' ...._' ' . ,', . ',r . \,- ..'" ',",' ::> ",~:', ~_.'" . 166 1 Fiddler's Creek Community Development District October 23, 1996 Gulf Bay Communities 400 1 TamIamI Trail North Suite 350 Naples, Fl. 33940 Attention: Subl~ct: Anthony Dj Nardo Fiddler'. Creek Community Development DI.trict Fund Reque.t Dear Mr. Oi Nardo The current funùing requIrement for the FIddler's Creek Community Development DistrIct Is necessar to pay the fcHoWing. Pay R~que.t 14 g~\loytr. P....". November Management Fees $2.750,00 Waooward. ~~I (( lombardo. P~. Hchnburse NapJes Daily News (Bond VaHdat1on1:: Notice) $222.50 n.hklnd &: Anoctate.. Inc, 9/96 Service $487.29 NAples Daily New. Fiscal Year '97 Meeting Notice Total Requeet: $70.62 $3.1530.41 FIDDLER'S CREEK COMMUNI1Y DEVELOPMENT DISTRICT 10300 N.W. 11th Manor Coral Springs, Fl. 33071 EncIQS(x1Is a copy of all backup requIred to support this request. AccordIngly, It would be appropriate for Gulf Bay Communities to fund these Items at your earUest convenience. Thank you for your attention to this matter and If you have any questions. please let me know, In the meantime, I remaIn, Yours sincerely. Randy White DIrector of Accounting ,:~...'.. "',' v~'..' ",¿ ,..,..., .,::" '" ':, .. .,., ,: ':..,.. 16G '1 Fiddler's Creek Community Development District November 07. 1996 Gulf Bay Communities 400 1 Tamlami Trail North Sui te 350 Naples. Fl. 33940 Attention: Subiutt Anthony DI Nardo Fiddler', Cr~ek Comm....nity Development District Fund Request Dt:':Rr ML Di Nardo TIle current funding requIrement for the F'lddlcr~ Creek CommunIty DcveJüprnent DIstrict is ner:e&ia ~o pay tile followIng, ßJ,¡,Mn:1.8<IJ' ~~t lQ/Z8 MecUng All Supervisors Attend~d 5 @ $200 ID.1Um..Inç~~I~.n.LDtstrlct Invoice 1114 10/96 Long Distance Fa.xes ~~~õL..,cmentPt,.bict InvoIce NOí..J0244 9/96 Postage/Coptes/Books/Tapes/Envelopes ~~.r.d.2~-A~ Statement n. Acr.t# 8712-000M 9¡5-~/30 RepresenUng CDD Statement 1t2 Acct# 8745-00010. 9/3-9/30 Bond Valir1at1on ~;;:LlWJLN~ !nv0lce #; 1322418 10/28 Meeting NOUce Pay Request .~ $1.000.00 $6.50 $176.:~~ $3.159,51 $955.:{4 $137.74 Total Request: $5,435.44 FIDDLEH'S CREEK COMMUNl1Y DEVELOPMENT DISTRICT 10300 N.W, ] I th Manor Coral SprIngs. Fl. 3307] Enclosed is a copy of all backup required to support thIs request. Accordingly, It would be appropriate for Gulf Bay Communities to fund these items at your eC\rUest convenience. Thank you for your attention to this matter and If you have any questions, please let me know. In the meanUme, I remain, Yours sincerely. Randy White Director of Accounting .1 - ~--- 'WI 16G 1 Golkn Gate Beaufíftcatíon Advisory Commítta Minutes - Special Meeting of February 25, 79pfECEIVED 1. Meeting called to order at 4:45 p.m. MAR 1 7 1997 2. Location - Golden Gate Community Center Board of County Comi s s i¡ 3, Attendance - Present: Cheryle Newman, Bonner Bacon, Sabina Musci (5:35' members; Steve Fabiano and Val Prince, Transportation Administrative Services; MikE McGee, McGee & Associates; Jacqueline Silano, secretary. Absent: MarjoriE Skinner, member. 4. The purpose of this meeting was to make preparations for the presentation to Ü~( Board of County Commissioners regarding the landscape maintenance of Golder Gate Parkway and the funding of future projects. During the discussion the (ollowing points were made: A The primary goal is for the Golden Gate M.S.T.U. to join with the County ir the construction of median landscape improvements of C.R. 951 and Sant, Barbara Boulev3rd to be accomplished over the next five years. This woul( be possible by entering into a SO/50 partnership with the County rtnd b) having the County take over the landscape maintenance of the Parkway Assuming this takes place, the Beautification Advisory Committee would offer their administrative services in overseeing the design, instdllation "me maintenance of the improvements. Upon completion of the project, th{ M.S.T.U. tax dollars would return to the communit,! to improve interna roadways, B, If the primary goal is not granted, a request will be made to include thE complete installation and maintenance of C.R. 951 from the canal to Greer Boulevard and Santa Barbara Boulevard from the canal to Green Boulevare in the Collier Streetscape Master Plan under the five year plan. Copies of Mr. McGee's Evaluation Report on the Collier County Streetscape Mastel Plan were distributed and discussed. Page 14 specifically refers to Golden Gate ane points out that the master plan does not include C.R. 951 and Santa Barbarë Boulevard in either its five or fifteen year plan. 5. Additional Discussion: A. The committee was advised that Golden Gate Boulevard will be expanded t( four lanes and is slated for construction next year. This group will get ir lvlllrlC : ,.....¡th !:'o1i <11~"\'·' civ:~- group to advise them to immediately petition th: commissioners to include the landscaping and mainteMiAx:~e median vrP" '/ .;' Date: 1 ~ /6" 91 Item' /&. G; . Morris Hancock ConatMttnt /lttc"K1. Itrrl oF ......-- / V fl.,,,,...,..,,"... _ - Copies To: ,- - ->. '- -- -..-..,..... ... " - ~ ~ -. ~ , ~ -~ ~ .. . :' , : ',' '. :' , ; . , .' ," , . . ", .:; ~: , ~. " . ". '...' '~ ..:.,"". ,; , ; :>:..,. ':'.." 16G 1 in the construction costs. This will prove to be far less expensive during new construction phase than later on. B. The committee will be seeking the support of various civic groups regarding their petition to the Board. Cheryle will obtain letters of support from them, C. It was noted that the landscape maintenance of Immokalee Road costs approximately $85,000 per mile whereas two and one-half miles of Golden Gate Parkway cost $90,000 under the supervision of the Beautification Advisory Committee. D. The County has plans to extend the affluent water pipeline along Vanderbill Beach Road; this would be an excellent source of irrigation for both thE Parkway and the community park. E. The consensus was that the most reasonable and fair way to fund thest projects was to incre.a:;.e the gasoline tax. F. The Committee agreed that they would not support the planned ioadwa~ improvement at the interchange of 1-75 and C.R.951 as it cannot bt ð.ppreciated by the speeding passersby. They felt the funds would be mar! wisely spent on the community's arterial roads (C.R. 9S 1 and Santa Barbar¡ Boulevard) to benefit the community and local commerce. G. A letter of response regarding the Collier Streetscape Master Plan will be sen to Board of County Commissioners Chairman Hancock. It will request ¡hi Committee's wishes to have input into the plan and ask when the Committe1 can come before the Board to do so. H. Mike McGee will have the final master plan ready for the March ] HI meeting. Copies will be provided to the Commissioners prior to th, Committee's presentation. As there was no further business to discuss, the meeting was adjourned at 6:25 p.m. The next meeting will be held at 4:00 p.m. on Tuesday, March 11, 1997 at the Golden Gat Community Center. 2 , .' MEMORANDUM 16G 1 RECEIVEI FEB 2 6 1997 Board of County Commi~ TO: Board of County Commissioners Judith Kraycik, Secretary l~~ Real Property Management Department FROM: DATE: February 25, 1997 RE: Golden Gate Estates Land Trust Committee Minutes - --, Pursuant to Ordinance No. 87-48, enclosed please find the approved minutes of the Golden G~te Estates Land Trust Committee from the January 27, 1997 meeting. !f you have any questions or comments, please advise. Korr 1$ Hancock Conlt.a.nt1no ~/ Klc · K 1. ---=-=v wrl Misc. Corres: Date: 4/ If; 'Q7 /(p Q, Iteml# Copies To: '." '.', .' :.", .,,": ..'. ,'.. . . :. '.. --, , " ' , " ,.' : ~~" ,<::.~-:, . . 't ~. ". " "" . ., ,..' ,I ," ;";'·:1" ,"..... .:'-,' '/', '. '.,' ":'. '.., '. ,', ',' _ :.,',,' .~. ',' ,'~ :::; ,,', APPROVED GOLDEN GATE ESTATES LAND TRUST COMM EE MONDAY, JANUARY 27, 1997 GOLDEN GATE ESTATES BRANCH LIBRARY M. Joann Sandy Stephen Greenberg Charles 'Skip' Van Gelder L. Jeanne Jourdan Sandra Taylor Judith Kraycik Mike Wittenberg Kurt Peterson - Vice- Chairman - Member - Member - Member - Director, Real Property Management Department - Secretary, Real Property Management Departme~t - Golden Gate Estates Area Civic Association - Comrr,unity Oriented Police Officer DISTRIBUTION: ~*...".......~....****. .~*.**...*****.-**+*...*****...****~*****~****..******~**.**........*~~*. Copy of jetter, dated January 17, 1997, to Frank Kovarik, Chief, Big CorkscrÐ' Island Fire and Rescue District, f/'Om Sandra Taylor regarding a grant applied for t the District to reimburse tho Golden Gate Estates land Trust for the fundin píOvided for new radio eqUipment. Copy of a letter, dated January 20, 1997, from Frank Kovarik to Sandra Taylc clarifying the pursuit of grant moneys for the new radio equipment. I. CALL TO ORDER The meeting was called to order at 7:00 P.M. by Joann Sandy, Vice-Chairman. Thl Committee members, County staff and members of the audience introduced themselves The Committee members added a presentation by Mr. Wittenberg to the agenda. II. APPROVAL OF MINUTES, December 9,1996 Skip made a motion to approve the minutes as drafted. Steve seconded the motion anc the minutes were so approved, m. TREASURER'S REPORT Sandy reported the ending cash balance as of December 31, 1996, was $273,642.91 and the available cash balance was $263,642.91. Sandy mentioned that EMS ha~ claimed about $3,000 of the allocated $10,000 within the last few weeks. Skip made é motion to approve the Treasurer's report. Steve seconded the motion and the report wa~ so approved. A EMS Medic #12, Agreement for $10,000 IV. PROJECT UPDATES (CURRENT AGREEMENTS) Sandy reported the grand opening is scheduled for February 7, 1997 and 2:00 P.N She said Committee members will be receiving invitations and she is recommendin they attend. B. Sunmark Lease Agreement (Mr. Jay Krinsky, President) Sandy stated the Lease Agreement is on hold. She said Mr. Krinsky is attemptin to re-zone his property. Therefore, he does not wish to enter ¡nto the Agreamer until this issue is resolved. However, he is agreeable to the terms of the lease se forth by this Committee, Sandy added the 'letter of no objection' has been receive, from Avatar but the Agreement still must be approved by the Board of Count- Commissioners. Joann inquired 'Nhether the Agreement must be signed b' Sunmark prior to presentation to the Board. Sandy answered yes. V. NEW BUSINESS Joann gave the floor to Mr. Mike Witte:nberg who requested to speak to the Committee Mr, Wittenberg introduced himself and Mr, Kurt Peterson, He stated he is an employe! of the Sheriffs Office and a representative of the Golden Gate Estates Area Civil Association. This evening his presentation will concern both of these positions. He sa;( he will present several ideas which have been proposed that would improve conditions ir Golden Gate Estates, The first of these ideas is to provide shovels for the patrol cars in the area. The intende< use for these shovels would be to aide in controlling brush fires in the Estates area. The price of the shovels is about $10 a piece and a hardware store in the Estates has offere< to sell them to the Sheriffs Office at cost. This idea was proposed to the Sheriff's OffiCE but was rejected because equipment cannot be provided to cars in specific areas and i' would be too costly to supply shovels for every patrol car in the County. Therefore, he i~ requesting this Committee purchase the shovels for the thirty-five cars assigned to thE Estates at a maximum expenditure of $350. Sandy asked if the deputies stay in the Estates when they are assigned to the Estates. Mr. Wittenberg responded thai substations are a relatively permanent assignment. He added that this request shoulc meet the criteria for fund expenditures as stipulated in the 1983 Agreement as it is ê public safety issue. Mr, Wittenberg stated this concludes his presentation of the firs! item on his list of ideas for possible GAC Land Trust Committee participation. Steve commented that he sees this item as being a big help in controlling brush fires at ê relatively low cost. Joann asked how many deputies are assigned to the Estates and the distribution of these officers. Mr. Wittenberg explained placement of officers is basically divided between east and west of C, R. 951. ;,:'! ,', '. ': . >.. c' ::' ",', ::~:, ><,' , ,> '" '" <. >: "';':,:':,:::::: :,.:;.; 16G His second request concerns the Community Oriented Police officers wit' the G e Gate District. The project is for a bicycle type patrol which has worked oth( jurisdictions. Mr. Wittenberg foresees using this in the park and school areas as well é bike path and canal areas where it is difficult to patrol by car. The proposal is for two I these specially equipped bicycles, one for each COP officer, at a cost of $1,138 per bik, Sandy esked if th~re ar9 enough officers to patrol on bikes and in cars. Mr, Wittenbel responded the Community Oriented Policing Officers are grant positions and are not I be on normal patrol functions. They are to be assigned special activities, Joann askt= how many hours they WOUld be on patrol. He an'3wered they work forty-three hour WOI weGks but he couid not accurately estimate how much of that time wou!å be spent c b:ke patrol. It would depend on necessity and availabi!ity. Sandy asked if bicycles hm ever been used in Collier Couniy He responded they have 'been used bui the bicyclE were obtained through confiscation or were found and were not properly equipped f! this function. Steve inquiisd ahout the use of A TVs. Mr, Wittenberg answered that i many of the areas t.hat are being addressed it is i/legal to drive an A TV. Therefore, th Sheriffs Office would be in a position of violating the state law that the)' are trying I enforce, Steve asked if the bicycles would be used solely at the Golden Gal Substation. Mr. Wittenberg said yos. JOéJnn asked if they would be used in the Estate only, Mr. \iVittenberg responded he courd not guarantee the bicycles would not bs use in Golden Gate City, Howeveí, the City encompasses only a small area, therefore, th primary use would be in the Estates, He added that the Committee may wish to fun oni}' a portion of the purchase price. Joann said she believes the Trust Fund may b used for Golden Gate Estates projects only. Sandy said it is stated that the funds ma be used to benefit Collier County citizens as well as Golden Gate Estates. Mr. Wittenberg next presented an idea which was formulated as a result of a list of goal of the Golden Gate Estates Area Civic Association. The goals are to resolve currer problems in the Estates, One of these problems is litter, especially or. the mai thoroughfares at school bus stops, Another problem, also at the bus stops, ;s bjcycI theft. A third problem is that children quite often wait for the bus in the roadway. Mi Wittenberg's idea is to address these three problems by constructing concrete slab large enough to accommodate a bike rack, a bench, and a trash container. These area would be placed at the bus stops near the bike path, He said he foresees this as ' shared project not exclusively funded by the Golden Gate Estates Land Trust Fund. Hr said the Waste Management contract is currently being negotiated. The pick-up of thl waste containers should become part of that contract. He also said the County Roal Department made an offer that they would pour a slab anytime a bike rack would bl installed, He added this offer was made by George Archibald who has resignee Therefore, the new Transportation Director would need to be contacted. Also, Wast! Management will be approached to donate some of the trash containers. Mr, Wittenber! suggested that if this Committee could establish a criteria for funding a portion of thi: project, possibly the residents in the area who would utilize the facility could match th( Committee's contribution, He said this would apply to approximately 100 intersections He added he is not expecting a decision this evening from this Committee. He mere I: '~ wishes to know if this Committee is interested in working with other grou ~g~ ¡j.,)!¥J;9,¡" possibly other, projects, Sandy suggested Mr. Wittenberg contact the ~{fice of Ca.ø1ta Projects concerning the Golden Gate Boulevard four-Ianing project which ~bikE paths. She also suggested he contact the Bike Path Coordinator concerning gran money that may be available. Mr. Wittenberg said before he proceeds on this project hE would like to confiim which organizations would be involved. Steve asked if thE Transportation Department would purchase the concrete as we!! as pour the slab. Mr Wittenberg said yes, however, the slabs they offered to pour were smaller and would nc accommodate more than a bike rack. He said this will be a complicated project that wi probably take several years to complete. Steve asked the cost of the bike racKs. MI VViltenberg answered they are approximately $200 each, The last project concerns boat ramps in the Estates. The idea is to further develop th areas around some of the boat ramps which are used by the public by installing tras containers and benches as well as marking the areas. He forese\3s this as being combined effort with other agencies, He also asked if the Trust Fund O'NnS land thé would be suitable for suerl use. He said he believes this Committee provided sam funding for the Max Hasse Community Park. Therefore, he is assuming tho Trust Fun may be used fer recreational projects. Joann asked how many boat ramps exist in th Estates. Skip answered there are about a dozen. Sandy said she does not know if thE are public, Skip answered they are not. Mr. Wittenberg said these boat ramps wer funded with public money with the understanding that they could be utilized by tr public, Sandy said she does not think that Parks and Recreation are utilizing any bo; ramps in the Estates at this time, She suggested that Mr. Wittenberg contact the Par~ and Recreation Department who could check the inventory of the Golden Gate Tru Fund to see if there are any suitable locations for this purpose. She said there are a fa lots located on canals, Mr. Wittenberg stated this project could be somewh; controversial as some residents may object to having a public boat ramp near the property. Joann asked Mr. Wittenberg when the Golden Gate Estates Area Civic Associatic meets. He replied they meet the third Wednesd~y of every month at 7:30 P.M. at t~ Golden Gate Community Center, He stated there is also a Golden Gate City Civ Association which may also participate in these projects. He stated he is attempting encourage all of the organizations to work together to accomplish these projects. Joann stated she is encouraged to hear some new ideas and working jointly with oth organizations would be helpful, The Committee discussed the proposed projects ar Sandy said to keep in mind that the Trust Fund may be used to buy equipment. SI added that she has a concern about the bike rack slabs. She suggested Mr. Wittenber when he has obtained partial funding, approach this Committee once again to contribu fund for this project rather than actually purchase any bicycle racks. Steve asked ,., Wittenberg if the deputies want to carry the shovels. He responded the deputies WOL be told to carry them. There would have to be some training involved. Steve stated he in favor of this item. He stated he personally knows what a big help it would be, Ste ~~'-- · , , '~ . " : ... :'" .., I " :,' " :, ,( . '~ "'~". . " :." , --1'6G made a motion to expend a maximum of $350 for the purchase of shove fJr' ~h~"'~~?r) cars in Golden Gate Estates, Skip seconded the motion and it waG so a roved. i mentioned the failure of the Sheriffs Office to uphold the terms of t ¡ou Agreement the Committee had entered into them with. He continued that, to hi knowledge, the Sheriffs Office Multipurpose Training Facility is not yet available fc public use as was stated in the Agreement. Mr. Wittenberg offered to inquire abOl public access to the facility, Joann expressed her frustration with the situation and sh would like to know the status of public ac-.cess to the facility. Skip seconded the moHo to allocate up to $350 for the pun:.hase of shovels for the patrol cars in the Estates. All i favor. Mr. Wittenberg stated he will obtain the exact prices prior to the next meetin£ Sandy asked him to submit this information to her. Sandy asked the Committee if they wish to address the purd1ase of the bicycles. Joan suggested this item be put on hold. Skip agreed he would like to table the item. Sand asked rt Mr. Wittenberg should return at a later date to discuss this proposal. Skip saj he would like more information concerning the uses of the bicycles in the Estates areé Mr. Vv'ittenberg stated he wi;1 return with that information at the next meeting, The Committee agreed it is too soon to make a decision regarding the bike rack slabs c the boat ramp improvements, Mr. Wittenberg asked if he should provide additionc information about these items at the next meeting. Joann expressed her support for th, bike rack project, however she feels hEr should retum at such time he can provide figure for the needed items. Mr. Wittenberg asked if he should retum with informatiol conceming the interest of other organizations in this project or should he not return unt he has a specific dollar request. Joann stated she likes the idea of exchangin! information between the organizations. VI. 1997 ADVISORY BOARD REVIEW Sandy stated she provided the members with a letter signed by Matt Hud:;on to thl Board of County Commissioners which states the activities of this Committee for the pas year. It will be preser .ted to the Board in March, 19~7. Matt will be required to attend thE Board meeting, however, it is open to any member who would like to speak to the Board Sandy said she will provide the exact date at the next Committee meeting. VII. NEXT MEETING DATE Joann stated the next meeting is set for February 24, 1997 at 7:00 P.M. at the Library. VIII. ADJOURNMENT Steve made a motion to adjourn at 7:55 P.M. Skip seconded the motion and the meetinc ~ was adjourned. ,II. ~ . ~ . . ,,' . . .. of ~ I' ." "'j ¡.. J . "'. J ..... '.. . r '. ~ '. ,. ~ . .' COLLIER COUN1Y PUBLIC HEALTH UNIT ADVISORY BOARD RF~~~G MAR 1 ~ i9 Mœting Minutes -February 24, 1997 Board of County ~om MEMBEIt.~ PRESENT: Dr. Denise HeineDJaDD., , Anne Campbell, and Pat Meyers STAFF PRESENT: Dr. Cbarle~ Kcnigsberg, Roger Evans, Dr. Allb~n Nln and Susan Cr.t!g COUNTY LIAISON: Tom Olliff ABSENT: Jim PenczykowskJ, Charles Rhoades, and Mary Lee M09tgome~ The meeting wa. called to order at 4:05 pm. Attendance was taken. The minutes for tb January 27, 1997 meeting were not reviewed due to lack of board members present. TbJ will be tabled for discussion at the March 24th meeting. OLD BUSINESS New Board Member Update Dr. Heinemann asked Tom If there were any other appUcants for the vacant postuons on dJ board. T om mated that the positions have been re-adverttsed. There bas been only 011 response. Mary Lee Montgomery ba. reapplied for her postuon. Roger suggested that J)¡ Heinemann or an Advisory Board Member c:on1ad Romero Monalkh In the Coon1 Attorney's oftlce for a possible suggested member to the board. Advisory Board Member Focus This Item was tabled for the next meeting In March. NEW BUSINESS Roger introduced Dr. Charles Konigsberg, the new Health Department Director, to tt Advisory Board. Dr. Konigsberg spoke briefly and stated that s1nœ District. no Iongi exist, we are now working closer with Tallahassee. Dr. RIck Hunter Is Dr. KooIgsberg' supervisor. The County Health Departments In Southwest Florida bave formed a group 1 meet once a month, the Southwest Alliance of County Health Departments (SW ACHD Anne CampbeU asked how the new Department of Health Is doing. Roger and D Konigsberg spoke briefly about the Depar1Jnebts rtatuJ. Dr. HeIDemann asked Roger If I couJd provide a time table of happenings throughout the year. The Advisory Board wouI like to be aware of when the budget Information, etc. .. due. A copy of Dr. KooIgsberg curriculum vitae was dts1ribuæd to the Advisory Board members. Mise. Corres: HorriS ~ ~9It~à. - <J ~\\Ø\.'" ~ ~~\' ~,_ 1__/2_ 1 Date: 4 /5 ~ ~:'I ( I ItemH J0 Gr . "'^""":!""o-" T"o ,- . - #"~ . ........ .'...,. " t . ': -.. . Y I . , ( -' ,¡I ~. -:'. ~ . .." t ..-'" , '11 1"..i .A-'. . .~.J": r.,-<.' ">"' .'1t ..," --...¡,,:.'.':...:f) '""...'" ~)- 'i..',-:." /';/ i ..~; \' '..J.,:.~~' ,,:.t.:. -::¡'./,'Y ~""":,,.'-:,,~.:'" ":f'..:~,. .....,. 't.~" .. "'_~ "" . ~. ',~' ,... , ... ... '-- _ ,........ ,;~' 16G 1 Open Mflt!t2q-PubHc ^I)JlIØWK~ of MaUD,g. Tom dJsœI.t briefly. A pre;. ~ oeodI done ad Hat to Pubic ~ omt fQr I~ We ~ to place ~ .tgD In the wlncJøw of fhe meet!ag room ~ 11M u.z. ctdte, m:. of ¡he ~tm¡ and that thb 11 a publk: meedng. Other Dr. NiI1 diJauøed the Emerging Dbeue CoaJIdcm .be bu '.mod. She dlmibate lDf'orn~ related to her DeWIy for"" group. ThII.. a cIu. projed for bel' .. part aI UI coune wUII the Public Health Leadenblp 1DIdt1d81bat .IM .. atœadIDg. AnDe CampINß IDOtIoDecI to ~ Mar] Lee M~ for IIDCJCb« term on d AcMsory Board npn--,tlng DU1rk14. A vote wu Dba aDd pused by aD preseat. The me...-C1ng a~ a-d at 4:oW pm. NEXT MEETING The De~ mt>..~nllJ ICbeduIed for Moaday, MardI U, 1m at 4:00 pm. It will be held the AdmJnIJ1ntIoo Board room (202) of BaßdIng H at the GcwernnMUt Cea1et-. R~ Submitted by Marty "ÜJIJes Recording Secretary 2 ,.: \', r:"·-.:~{'~. ~ .. .'.: ., .: r ;, .'_ .1, '.' . ....... ,I, .: .' . . .,":. . "..:<. MEETING NOTICE þ --;<j~ 16G RECEIVEr MAR 1 8 1997 Board of County Co~m¡ss MEMORANDUM TO: Anne Campbell Dr. Denise Heinemann ~1aïy I..ee Montgomery Patricia Meyers Jim Penczykowski Charles Rhoades Dr. Charles Konigsberg Roger Evans Tom Olliff y 'f F FROM: Marty Kniebes Staff Assistant RE: Next Advisory Board Meeting Please mark your calendars for the next Public Health Advisory Board meeting which will be held on Monday, March 24th, 1997. The meeting wiIJ begin at 4: 00 pm and it will be held in the Administration Board Room (202), Building H, at the Government Center. If you hav~ any agenda items or can not attend, plesse call me at 774-8210. Thank you. MK ,iorr 11 >1anccx:1t r:onltant1nt .....'·(1. '\\1,." , ~ v' / V ~ '.< ~"1'" .:. ~;..'fI.' ..'~ i ~: '.., . "..' J ...' .:" ~.. . ~~\ ~~,.~.... . . .~ ." , þ , '. ~. ~; ;._ ~..~.+':... "'..', ¿ " ~ p ~ '. ..... )0'.. ..'.,J'" . .. . ,." .....- . .,¡:. ,,' 4 ~ , , 'v . I , ..... >. .. 4. . - :'. ".. ,.... \ '. 1.. ~~"'."''''. "... .. ~-. ........,.....-- -I, ....' ..~" I.."....·. ......, AGENDA Board of Countl [onmi -' COLLIER COUNTY PLANNING CO~l\lISSION WILL MEET AT 8:30 A.M.,IHURS6>A~ MARCH 20, 1997 IN THE BOARD OF COUNTY COMMISSIONERS MEETING ROOt-. ADMINISTRATION BUILDING, COUNTY GOVER.N1\ŒNT CENTER, EAST NAPLE: FLORIDA: S . t, I sc,,) RECEIVED MAR 1 3 1991 6 NOTE: ANY PERSON WI-IO DECIDED TO APPEAL A DECISION OF TH: BOARD WILL NEED A RECORD OF THE PROCEEDING PERTAl1'-ITN THERETO, AATI THEREfORE MAY NEED TO ENSURE THA T VERBATIM RECORD OF THE PROCEEDINGS IS MADE, Wl-rIC RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPC WHICH TIŒ APPEAL IS TO BE BASED, ALL MA TERlAL USED IN PRESENT A TIONS BEFORE THE CCJ \VILL BECOlvfE A PERMANENT PART OF THE RECORD, THE: MATERIALS WILL BE AVAILABLE FOR PRESENTATION TO TI BOARD OF COUNTY COMMISSIONERS. 1, ROLL CALL BY CLERK 2. ADDENDA TO THE AGENDA 3, APPROVAL OF MINUTES: February 7,1997 4. PLANNING COMMISSION ABSENCES: 5, BCC REPORT 6. C~SREPORT 7. ADVERTISED PUBLIC HEA.RD\GS: A. Petition No, BD-97-6, Ralph G, Ridenour requesting a 3.5 foot boat dock exten to allow for a 23,5 foot boat dock for property located at 1751 Ludlow Road, fur described as Lots 2 & 3, Block 408, Marco Beach Unit 13. (Coordinator: Bryan Milk) B. Petition No.PDI-97-1, Michael 1. Landy of Butler Engineering. Inc.) represer Heron Park Partners, Ltd" requesting modification/amendment to the Davi( Gallman Estate PUD Master Plan for relocation of the entrance roadway (to ' with Calusa Drive) and for reduction of the typical entrance road section width 100 feet to 60 feet. (Coordinator: Ron Nino) Mise. Corres: Norr1s Hancock Constlntine ",c·Kt. atrr, 1 Oate:~ {(p,G., ltemlt \/r Copies To: . , I .' " ' , . ~ ~ . , . . ... . ". .. , ' , '"': '. , ., ' , ' " . ' :,' -"... . ' " "" "'-t 16G ] C. Recommendation to forward the proposed 1996-1997 Collier County, Florid Growth Management Plan Amendments in acccrdance with the Adopted Eva1l1atio and Appraisal Report and/or in accordance with Board of County Commiss¡one directed amendments for transmittal to the Department of Community Affairs. 8, OLD BUtJINESS 9. NEW BUSINESS 10. DISCUSSION OF ADDENDA 11. ADJOURN 3-20-97 CCPC AGENDNmd ...... ~, '., ''ì i ." '. "-- ~.__ ·...f~,l ,~ r¡ ~, ' r 2 .'. : J ~ ..' . ~ . .. , _ ~. . " I'. \" '. '. Februa~J 7, 1997 TRANSCRIPT OF THE MEETING OF THE 16G COLLIER COtnJTY P~~ING COMMISSION Naples, Florid~, February 7, 1997 \ LET IT BE REMEMBERED, that the Collier County Planning Commission in and for the County of Collier, having conducted busi herein, met on this date at 8:29 a.m. in REGULAR SESSION in Building "F" of the Government Complex, East Naples, Florida, witt following members present: CHAIRMAN: Michael A. Davis Richard Nelson Michael J. Bruet Fred Thomas Michael Pedone Donald J. York Edward J. Oates Gary Wrage ABSENT: Russell A. Budd ALSO PRESENT: Marjorie M. Student, Assistant County Attorne Ron Nino, Planning Services ~ Page 1 .-- ;~,,:'~7':~":. r:~~,,." '..~4. J,.. 4~~'" -~"':; ","'. '~~¡~ .....·;..~I...,:..J· :~~' .J:." '. ~,,-., '........,: ': ':; '.~ .;,:.:~. :, \,' :. .~.....: AGENDA aLLIER COUNTY PLANNING COMMISSI~N WILL MEET AT 8:30 A.M., FRIDAY, FEBRJ.~, IJ ~ THE BOARD OF COUNTY COMMISSIONERS MEETING ROOM, ADMINISTRATION BUILDINC :OUNTY GOVERNMENT CENTER, EAST NAPLES, FLORIDA: NOTE: ANY PERSON WHO DECIDED TO APPEAL A DECISION OF TIllS BOARD WILL NEED A RECORD OF TIŒ PROCEEDINGS PERTAINING THERETO, AND THEREFORE MAY NEED TO ENSURE THAT A VERBATIM: RECORD OF 11Œ PROCEEDINGS IS MADE: WH1CH RECORD INCLUDES TIŒ TESTIMON'Y AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. ALL MATERIAL USED IN PRESENTATIONS BEFORE 1HE CCPC WILL BECOME A PERMANENT PART OF THE RECORD. TIlESE MATERIALS wn.L BE AVAILABLE FOR PRESENTATION TO TIIE BOARD OF COUNTY CO~L\nSSIONERS. 1. ROLL CALL BY CLERK 2. ADDENDA TO TIlE AGENDA 3. APPROVAL OF MINUTES: Decrn11xr 19, 1996 and January 2, 1997 4, PLANNING COMMISSION ABSENCES: 5, BCC REPORT 6, CHAIRMAN'S REPORT 7. ADVERTISED PUBLIC HEARINGS: A. Petition No. V-96-28, John Grissom of Diamond Pool Construction, Inc., representing Landr Communities, reqm:sting a 1.194 foot variance from the required 5 feet rear setback to 3.06 fee! property located at 3810 Groton Court, further described as Lot 189, Queens Park at Lago V Phase 7, in Section 18, Township 50 South, Range 26 East, Collier County, Florida. (Coordin Susan Murray) Continued From January 2, 1997 B. Petition No. BD-96-25, Miles L. Scofield representing Richard K. Harwick requesting a 14 boat dock extension to allow for a 34 foot boat dock and boat lift facility for property located a Bay View Avenue, further descnòed as Lot 35, Block B, Connors Vanderbilt Beach Estates, U Section 29, Township 48 South, Range 25 East. (Coordinator: Ross Gochenaur) C. Petition No. PSP-96-I7, Centex Homes requesting Preliminary Subdivision Plat appro~ Autumn Woods, Unit 1 and 2, located north of the intersection of Goodlette Frank Road (C.R and Pine ridge Road (C.R 896), in Sections 3 and 10, Township 49 South, Range 25 East, ( County, Florida, consisting of245 acres, more or less. (Coordinator: Ron Nino) 1 ------ "1- . . ----~'--~---~r- .-, '.,--.' - -r.. ~,. .'1-¡-:........-,.:11_.}. - D. Petition No. PDi-96-3, John P. Asher, P.E.. ofCœstal Engineering Consultants. Inc., reprt:ser1 Earl L. and Shirley A. Frye, requesting an insubstantial change detennination to the R3d.io SqI POO Master Plan by revising the layout oft.he rœd and tracts for property located on the south, corner of Radio Road (C.R. 856) and Donna Street, in Section 1. Township 50 South. Rang! East., Collier County, Florida. (Coordinator: Susan Murray) E. 16G Petition No. V-96-30, Joel E. Metts, TCprCS01ting Francis A. Oakes, Jr., requesting a 15 variance to the required side setbar.k of 15 feet to -0- fo:t for property Jocm.d at 2205 D Boulevard. Section 2, TO\'Ir.ship 50 South. Rnnge 25 East., Collier County, Florida. (Cooråin; Chahram Badamtchian) F. Petition No. V-96-31, DMiel Tct1ow, Jr., requesting a 7.25 foot variance ûom the required side setback of7.5 feet to 0.25 feet. for proptrty located at S371 Dixie Drive, further descnòed as L Block 4. Naples Manor Unit 1. (Coordinator. Susan Murray) G. Petition No. V-97-1, Craig R. Woodward of Woodward. Pires & Lombardo, P .A., reprcse1 Evelyn BrC\ver and Vivian Wolfe, requesting a 3.15 foot after-the-fact variance £Tom the require foot front yard setback to 26.85 feet for property located at 467 Kendall Drive, further describ< Lot 10, Block 594, Marco Beach Unit #23, in Section 7. Township 52 South, Range 26 East., C( County, Florida, (Coordinator: Chahram Badamtchian) . H, Petition No. POO-86-9(4), Bruce J. Siciliano, AICP, of Agnoli, Barber & Brundage, representing Ronto Developments Naples, Inc., requesting an amendment to the Heritage GI PUD, for the purpose of reducing the side setback to 5 feet for one story garages in conjunction coach homes, for property located on the south side of InunokaIee Road (C.R. 846), approxim one mile west of C.R. 951, in Section 28, Township 48 South, Range 26 East, Collier COI Florida, consisting of 251.46Cicres. (Coordinator: Ron Nino) I. , Petition No. CU-96-25, Agnoli, Barber & Brundage, Inc., representing Community Congregat United Church of Christ, requesting Conditional Use "7" and "11" of the "A" zoning distric ch: 'rch expansion and accessory uses and a child care center, for property located at 15300 Tan Trail North, in Section 9, Township 48 South, Range 25 East, Collier County, Florida, consistiJ 5 acres, more or less. (Coordinator: Ron Nino) 8. OLD BUSINESS 9, NEW BUSINESS 10. DISCUSSION OF ADDENDA !l. ADJOURN 2-7-97 ccpe AGENDA/md "-16 ....~~_.....~ '..........~ 2 --------...-.-... t ~:ç '''-''~ ..... :...." .~I"· :~...; . -1". to ..; "', ":;: .;' -.;/, ~. ;. .:: ),:; .~. I~: I. :', '~> "'.: "': ;: r; .~~" :. '.~ '."' : \ :'-,.',;' ~,~ ',;', .:'.~..' ,':,;'. (' -:." :':' .:~ .).'~¡ v 16G 1· February 7, 1997 CHAIRl1A.N DÞ.YIS: Call the February 7 meeting of the Jllier County Pl~~ing Cormnission to order and begin by calling the ~ll. Mr. Nelson? MR. NELSON: Here. CHAIRMAN DAVIS: Mr. Budd called me and is excused. Þ'æ. ruct .? MR. BRUET: Present. CHAIRMAN DAVIS: Mr. Thomas? :MR.. THOMAS: Here. C~~IRMAN DAVIS: Mr. Davis, here. Mr. York? MR. YORK: Here. C¥~IRMAN DAVIS: Mr. Oates? MR. OATES: Here. CHAIRMAN DAVIS: Mr. Pedone? MR. PEDONE: Here. CHAIRMAN DAVIS: Mr. Wrage? MR. WRAGE: Here. CHAIRMAN DAVIS: Anyone have any addenda to the agenda? Approval of minutes, we had two sets. MR. THOMAS: I think we have two -- two reports. We ~ly have two reports to the agenda now, old business and new usiness. CHAIRK~ DAVIS: Well, we've got -- Under old business ~d new business I the county at':orney's representative has a couple of hings to talk to us about, and we have under the Bce report some pdate on the density by Ms. Cacchione. On the approval of the minutes MR. YORK: I move for approval of the minutes of eceInber 19. MR. PEDONE: Second. CHAI~~ DAVIS: Any discussion on the motion? All those in favor signify by saying aye. MR. YORK: Same motion on January 2. MR. BRUET: I second, ~Œ. Chairman. CHAIRMAN DAVIS: Moved and seconded by Mr. York and Mr. ruet. All those in favor signify by saying aye. Opposed? (No response) C}~IRMAN DAVIS: Carries unanimously. Any absences planned? MR. BRUET: Mr. Chairman, I will not be able to attend he February 20 meeting. I'll be out of town on business. CHAIRMAN DAVIS: Okay. Under BCC report Barbara acchione is here today to update us on some recent density iscussions the Board of County Commissioners have had. MS. CACCHIONE: Good morning. For the record my name is arbara Cacchione of your comprehensive planning staff. The Board of ounty Commissioners approved as part of their evaluation and ppraisal report a requirement to review the density in the county and o look at possibilities of modifications. So the first step was to resent the information on the existing framework of the county's Page 2 February 7, 1997 iensity situation. ;1~ar1 as provided :he board. MR. THOMAS: Is that this package MS. CACCHIO~m: What I'd like to -- ~,ffi. THOMAS: Is that this pê1ckage here? MS. CACCHIONE: Yes, it is. vmat I'd like to do is just take a few minutes ~~d r~view that information with you briefly. First off, when the pl~1 was adopted in 1989, the first thing that we did was to look at the existing zoning that didn't meet that plan in terms of the density or where the commercial location should be. The first ID~p series that you have is -- is the ll-by-l7 maps that are coloreà in blue and red. Þ~d basically the blue area shows you all the improved property that is at a higher density than the current plan would allow for. And th. red identifies the exceptions and exemptions that were granted from zoning reevaluation, and they also retained density or intensity higher than the current plan allows, and that',s about 1,300 acres. MR. THOMAS: I want to make sure I understand. The blue 16G 1 We presented that to the board in the executive for you as well as the maps that we provided to is MS. CACCHIONE: Property that -- MR. THOMAS: developed -- developed land wi~h density over than what is allowed now? MS. CACCHIONE: That's correct. MR. THOMAS: And the red is other exceptions that were made? MS. CACCHIONE: And that also represents density higher than the plan would provide -- - MR. THOMAS: Okay. MS. CACCHIONE: or commercial in locations that aren't permitted. MR. THOMAS: Okay. MS. CACCHIONE: That -- During zoning reevaluation, the results of that were we -- we looked at reducing density by about 6,400 units and about 200 acres of commercial, less than Wi acre of industrial, and 600 acres of travel trailer. That effort took about two and a half years. Secondly, the next issue is to identify for you the planned unit developments, and those are found on your Map 1 in your ¡:.acket and also on the map behind me. What this identifies is all t) planned unit developments that have been approved in the county in terms of zoning potential. There's approximately 114,000 dwelling units approved in planned unit developments -- MR. THOMAS: 114,OOO? MS. CACCHIONE: -- of which 32 percent or 37,000 units are on the ground. So about 37 percent of those dwelling units have actually been constructed to date. In terms of commercial, 15 million square feet of commercial have been approved in PUDs. Approximately 4 million is constructed in the PUDs. And 4.4 million square feet of industrial has been approved, and approximately 172,000 square feet has been Page 3 II 16G 1 February 7, 1997 onRtructed. HR. THOMAS: You said four point what? MS. CACCHIONE: 4.4. BR. TH02-'JAS: Million? MS. ~~CCHIONE: Million. HR. THOMAS: Industrial that's been approved? HS. CACCHIONE: Right, in planned tù"1.it developments '~ly. I'm not speaking about just your straight zoning :la.ssifications. Of that there are approximately 22 that are in -- Of the )UDs there are 22 that are developments of regional impact which have l different status under the law. About half the units are in PUDs, md about half the commercial acreages are in the PUDs. MR. THOMAS: As opposed to DRIs? MS. CACCHIONE: Right. That's correct. MR. THOMAS: Okay. MS. CACCHIONE: So half of those units are in !evelopments of regional impact. MR. THOMAS: Okay. MS. CACCHIONE: In terms of the agricultural acreage, I rant to call your attention to Map 3. MR. THOMAS: We're talking just about coastal now; 'içrht? He're talking about just the coastal county? MS. CACCHIONE: Yes, until we get to the buildout malysis. MR. THOMAS: Okay. CHAIRMAN DAVIS: In terms of the agricultural acreage, ~p 3 identifies for you the agricultural zoning that is still zoned tgrièÚltural within the county's urban area. The red line identifies :hE~ urban boundary, and there's approxi~4tely 18,800 acres of Lgricultural zoning within that area. What we did then was to look at the base densities that :he plan would allow for that agricultural acreage. We did not look It any density bonuses, and we assumed basically 3 units per acre west If Airport, 4 units per acre east of Airport, and there's a portion :alled residential fringe that we allocated 1.5 units to, and that lppears on page 3 of that executive swnmary. That would total lpproximately 60,600 units on the agricultural acreage that could )ccur under the current comprehensive plan. MR. THOMAS: But they're not within PUDs? MS. CACCHIONE: They are zoned agricultural. MR. THOMAS: Okay. MS. CACCHIONE: The next thing that we looked at is the )otential buildout of the urban area, North Golden Gate Estates north ¡f Alligator Alley or I-75 and also the Immokalee area. Page 4 .llustrates what the potential buildout of that area would be in term~ )f dwelling units. And we've kept everything in dwelling units ~cause with population you can get a number of different population ~stimates based on your person-per-household and occupancy rates. We ~stimated a buildout estimate of 332,900 in terms of the buildout ~stimate of the urban area, the Immokalee area, and North Golden Gate Page 4 February 7, 1997 ~states . MR. YORK: Barbara, is -- of those dwelling units, isn't :he national average like something 2.3 persons per dwelling unit? MS. CACCHIONE: It -- It really varies for our county. [t's 2.49 but that's a -- ~~, THOMAS: Countywide, 2.49? MS. CACCHIOrŒ: Yeah. That's a little high for the lrb~~ area. The -- The coastal urban area is probably at a little Less than 2. The IITmokalee area is probably 3.5. So that's kind of ~here you get your -- your average of 2.49 based on the '90 census. Þffi. YORK: Which would equate to somewhere around 700,000 people. MS. CACCHIONE: Well, then you have to also factor that by the occupancy rate, and in our county our occupancy rate is about 67 percent. We have a very high vacancy rate of 32 percent because two-thirds of those units are what we call held for occasional use, ~hich is basically your units along Gulf Shore and in that area. rwo-thirds of those are occupied for six months or less, so that ~epresents why we have what appears to be a very high vacancy rate 1n the county. MR. THOMAS: But why would we call that a high vacancy ~ate if it can't go to an alternate use? For examp¡e, you've got yOU] ~inter residents that have -- get us here that they're only living four, five months out of the year. That can't-go to anybody else. Nhy is that included as part of the vacancy rate? MS. CACCHIONE: It -- it --- If they're occupied less than six months a year, according to the census they are held for Jccasional use and go into that category of vacant units. That is rhat- is the census categorization. MR. THOMAS: Okay. But that does not have anything to jo with any financing of new developments? MS. CACCHIONE: Oh, no. MR. THOMAS: Okay. MS. CACCHIONE: Basically what I've done here is try to keep it in dwelling units so we're talking apples to apples and not ~arying the population estimates. MR. THOMAS: Okay. MS. CACCHIONE: Finally, the last map series that you have are those four colored maps I -- I provided for you. It does not include 951 and Marco, those two last maps. We weren't able to get all -- everything all done very quickly. But what it shows you __ and that's on the board there kind of put toqether. Can y'all see this map pretty good? This identifies for you in a (, J. .,;- - (~oded scheme all the dens i ty ranges in the county and -' ë, :..,;:~-;:<;rcial areas and indus trial areas as well as institutional ~J', ~~e color variation is the density variation. The very lig' L :·c~.i.U'... >-; 0 to 2 units per acre. The next shade of yellow represc'~~~ 0 to 4. The orange shade represents 0 to 6. And the bro......';., ~,2, The ~lue represents institutional-type uses like schoYL~. The ~urple color represents th industrial acreage. And the -- and tLe .::-ed represents the commercial 16G 1 s< Page 5 "',,1"1 "of "'..,~,¡.:. .' " . , ' " ,...":.,~';"..:. ':" '...'.. .'~':,.:-.~~ ~:"'>'_:¡':~'r'\~,:~,:.:..'...·.;:-;.. .:, ':~J ~.: 16G l' I February 7, 1997 If you look at this map, you can see in terms of zoning Ie county has zoned a major portion of the urban are~, and the major 'pe o~ ãcnsity range that we see is ô~out 0 to 4 units per acre. Now, what you'll also see in your packet is three lbIes, élnd what I've done with the PUDs is take all the PUDs that are .der 4 units per acre, and those are listed in Table 3. I've lentified for you all the PUDs that are at -- approved at a density :eater than 4 units per acre, and those are in Table 4. Table 5 !presents all the PUDs that have built out and their density ranges, ~ when you -- when you get a chance, you might want to go through anå )ok at those various tables. MR. THOMAS: The white areas are the agriculturally )ned land right now? MS. CACCHIONE: That's correct, Mr. Thomas. The board -- There were a number of alternatives that le board looked at, and they -- they asked us to look at a couple of lings. And last Tuesday we went back to them with a recommendation lieh was to look at the agricultural property in terms of a density : 1.5 units per acre, not the buildout potential, and to look at our lildout road system and to evaluate whether keeping that agricultural :reage atl unit per 5 acres impacted the road system. And what the ¡ard approved was for the MPO to allocate 13,000 out of their budget I hire David Plummer to assess that transportation 'impact of keeping le agricultural acreage at 1 unit per 5 acres. That would basically .ve us a first look at where we are today and in terms of the .timate road plan. That's what the Board of County Commissioners !emed to be concerned about, is their ultimate road plan and how ,at type of road plan it was, whether it included fly-overs and ght-lanc roadways and those types of things and how it fit with what .ey would like to see wi th the area built out. We suggested a time frame of about 45 days in terms of ming back to the board. I think the MPO will hear that the end of bruary in terms of approving the request for the funding, and then will take the consultant 30 days from that time frame to prepare at information. So that is kind of where we are today. MR. THOMAS: I have a question. MS. CACCHIONE: I know that was rather quick. If you ve any questions, I'd be happy to answer them. CHAIRMAN DAVIS: Mr. Thomas. MR. THOMAS: I -- I'm going to ask a question I think n York is kind of chomping at the bit to ask too. And that is, the ojection of buildout to thirty-two -- 332,000 units, what kind of a mE! frame are we talking on that? MS. CACCHIONE: We didn't attach any time frames to it cause that's difficult to predict based -- excuse me -- based on the owth rate. In the '80s we've been growing at a growth rate of about percent, and now we're looking at a growth rate of approximately 4 rcent, and so we have started to grow just a little bit slower. I ink our population projections based on our new methodology which is ve years at the higher range and the next years at the medi~~ range about 398,000 people in the year 2020. So when you look at this Page 6 .t ¡. :-' ¡-;..4:/. .A1''',' #_~ ;W,.~ ~.,:#:.~;;'.."..~ I:' :.....- :~.;#.~ ~~~: ~,,~;:. ......,,) ....~ ..~_-: \-'W: : ~.~~., ...,\".-7' ......-:..... '..",.. . ..... ._......... ".... ... '..~ ~. Februa~~ 7, 1997 16G 1. )\.Üldout, you're probably looking at something very far range and to ~he. future, and it all depends on how quickly we grow. ~nlat I've also provided for you is a listing of building ~ermits so that you can see the last five years we've been looking at permitting about a million square feet of commercial a year and about 4,000 dwelling units. So that gives you an indication over at least the last five years what pace that's been occurring at. CP~I~~ DAVIS: Þ~y other questions? Okay. Thank you very much. MS. CACCHIONŒ~: Sure. CHAIRMAN DAVIS: Okay. ~his is something that's going to be an ongoing discussion, so it's going to be important for us to s~ay abreast of it. MR. THOMAS: I just want you fellows to remember, as we get near 7,000 -- 700,000 people -- that's what I projected that out when I did my arithmetic -- New York city will be at about 16 millior MR. OATES: What about Los Angeles, Fred? MR. THOMAS: I'm just trying to let y'all know, unless you find a way to stop growth. CHAIRMAN DAVIS: Moving along, under chairman's report -- MR. NELSON: I'm not going to forget. CHAIRMAN DAVIS: -- I've been advised that we, once again, have a conflict of our meeting day on June 19. MR. OATES: I've got to go to a funeral on that day anyway. CHAIRMAN DAVIS: But the room is available the following day, June 20. Apparently the board has budget meetings all day on tnat Thursday. What I -- Would anyone care to make a motion to mOVE our -- MR. THOMAS: To satisfy Mr. Oates' calendar, I would make a motion that we move our meeting from Thursday to Friday MR. YORK: I'll second. MR. THOMAS: -- the -- the -- the -- the -- you know, the second meeting in June. CHAIRMAN DAVIS: All right. That will be from the regularly scheduled day of 6-19 to 6-20. MR. YORK: 6-20. CHAIRMAN DAVIS: Any discussion on that motion? Now, let's see. The motion was by Mr. Thomas, seconded by Mr. York. MR. YORK: Even though it kills my golf game. CHAIRMAN DAVIS: All those in favor signify by saying aye. Opposed? (No response) CHAIRMAN DAVIS: That is done. Our first advertised public hearing, petition V-96-28. Ms. Murray. MS. MURRAY: Good morning. MS. STUDENT: Mr. Chairman CHAIRMAN DAVIS: Yes? Page 7 I '....I.::;J·:/~....I,..',,:.~./,.~ ~'·,-k::.'. ,.:.:·I';,',/:.:~:,,~,~: ,:'.>:~'t' '_':':1~~"'''' ;t~".: ',',N ,'.. .~: ~': ÅI~~~';:·';~·:~(·~.~· 16G 1 February 7, 1997 MS. STUD~~: -- let's not forget to swear the -- CHAIRMAN DAVIS: I'm sorry. Thank you. And I'd ask the ourt reporter -- Everyone that's going to speak and give testimony on his petition, pleò.se stand so that you can be sworn by the court ·eporter. (The speay.ers were sworn.) MS. MURRAY: Good Inor:ning. MR. THOMAS: That was only three people. MR. YORK: Mr. Cha.irman, before we get started, I -- [ -- I'd like to state that I did have a small conversa short :onversation with Mr. Jeppesen regarding this item. CHAIRMAN DAVIS: Okay. Anyone else? Thank you. Please. MS. MURRAY: I'm Susan Murray with planning services. rhis petition was continued, as you remember, from the January 2, 1997, meeting. So I'll just give a very brief synopsis of staff's analysis and recommendation. As you remember, the applicant was requesting a l.94-foot dimensional variance from the required 5-foot rear-yard setback requirement to allow an existing pool walkway and screen enclosure to remain at 3.06 feet from the rear property line. The need from the variance resulted from a scaling error by the applicant's pool contractor of 6.94 feet. At the time of application :~or permit approval, the pool was shown lying 10 feet from the rear property line. When the pool wa completed, it ended up 3.06 feet from the rear property line. There are no special conditions related to the land, building, or structure. The applicant could remove that portion of tnepool which violates the setback requirement and still retain access to the pool for use and maintenance.' The requested variance will confer a special privilege to the applicant which is denied to other property owners within the same zoning district. And for these reasons staff recommends the planning commission forward this varianc request to the Board of Zoning Adjustment and Appeals with the recommendation for denial. , I also wanted to let you know that I received two -- two letters in opposition, one from a Realtor home-care company claiming to be the representative of the property owners on either side of the subject property, and that was Lot 188 which is to the right side of the subject property which is currently developed and that -- Lot 19C was the second one, and that's to the left which is currently undeveloped, but the representative claimed that the current propert} owners were getting ready to build. I also wanted to highlight a note on the staff report, information that you requested at our last meeting, and that is that 'certificate of occupancy was issued for the dwelling unit and pool 0] November 4, 1996. The structure is occupied. And I spoke to a. Mr. Mike Jeppesen of Landmark Communities on January 2, and he revealed that Landmark Communities is no longer the owner of the subject property, but they were at the time of application. MR. THOMAS: Now, what we would require, then, is for Page 8 ';'*;-. ~4{~J ;;~. . "-, I'~ .. ":i. ~ :'~~:~~: ~-,: '> :.,j.::~<' :~ \ :'.::" ", .'.,!"" / ,>,(.<~': ::~ ..'<:, >' ~> ~..';'''':\~";~ !.~,:;_~~.:..... '~, ~" February 7, 1997 16G them to cut their screen enclosure and ru~ it diagonally across that corner of the pool that's affected? 1015. MURRAY: That's correct. CHAIRMAN DAVIS: Any other q~estions of staff? ~m. BRUET: Do we know how they obtained a CO with this MS. MURRAY: Yeah. I pulled the notes -- l1R. BRUET: -- issue? MS. MURRAY: -- from the building department, and what happened was they agreed to issue the CO, provided that the applican had at least applied for the variance. And when I -- when I spoke t the building official, he said that was a common practice. MR. BRUET: As long as he applied for the variance. MS. MURRAY: As long as he applied for the variance. CHAIRMAN DAVIS: Any other questions of Ms. Murray? Would the petitioner like to make a presentation? If you would, please, state your name, and spell your last name for the court reporter. THE COURT REPORTER: Sir, have you been sworn? MR. GRISSOM: Yes. MR. THOMAS: He was one that was sworn. MR. GRISSOM: My name is John Grissom. I'm the owner of Diamond Pool Construction. Where do I start? This -- I've been building pools in Collier County for five years. I have never made setback error until this time. And the reason that they issued the CO, I believe, was because I did apply for the variance, and at thaI time it was thought that because of my record it would probably havl been granted. So I talked to Ed perico, I believe it was, that day arid'-he suggested that this was the route that I take to get these people in their home. ' It -- It doesn't seem like it would inconvenience these people maybe to cut this off, but it -- it really does. When you -- you couldn't walk around the swimming pool that -- if -- if we cut this off. I'm not giving my customer what I sold them if -- if I have to do this. So that's -- that's why I applied for the variance. Cutting it off doesn't bother me at all. I can -- I can that but then I -- ethically I -- I've done something wrong to my customer, I believe, if -- if that turns out the way it has to be because I sold them what they have right now in error. I realize that, but that's what happened. CHAIRMAN DAVIS: Any questions of Mr. Grissom? Thank you, Mr. Grissom. MR. NELSON: Yes. Yes. CHAIRMAN DAVIS: I'm sorry. Mr. Nelson. MR. NELSON: Mr. Grissom, can you tell us how the error occurred? MR. GRISSOM: I -- I scaled the drawing with a ruler, a tape measure in the county in a hurry to permit that day. I shoul< have done it. I -- I do this all the time. I -- I do a lot of zerc lot-line stuff where our work is on the property line, and I just I a mistake. I was -- I was rushed. I was rushing myself and I was Page 9 ~..... .- - ,.- aMä, J - ----~---.:I I~..fu..··~ . ;"1iJ-' .--. ; ".-", -.._':: ".1. '.: ·",-'11' -',,'--~. ~ 16G Febl~ary 7, 1997 I made a misLake. MR. NELSON: And -- and then you said that the owners cannot walk arcund the pool if it's cut off at that corner. How mucì room will there be at that corner? MR. GRISSOM: Well, there -- there won't be any. There'll be a screen track right next to the water. There's only 2 feet of deck tnere right now so -- and we're -- we ~eed -- 1.94 of _. of it would have to be cut off. CHAIRMAN DAVIS: Anyone else? Thank you, Mr. Grissom. MR. GRISSOM: Thank you. MR. THOMAS: Miss Reporter, I've been keeping -- I keep count on the number of people sworn in, and it's three. This is the third one. THE COURT REPORTER: Okay. CHAIRMAN DAVIS: He's our watch -- He's our watchdog. THE COURT REPORTER: Usually I ask them to be sure. MR. ASSAAD: Good morning. For the record I'm Wafaa Assaad. I'm president of Landmark Communities, the owner and developer of Units 7 and 8 of Queen's Park. I want to thank you ve~ much for extending the public hearing from last time and apologize f( us not being here. We're also a bystander of the mishap. We happen to be the owner of the land, developed the subdivision, contracted t( sell the house to Mrs. Hammond, and after we built the house. And t] house sits very properly on the property. We met all of the setback~ We complied with everything. They elected to have a pool. So our partner and vice president of Landmark and also our builder, Mr. Jeppesen, contracted with our pool contractor to go get the pool permit. At that time this is what happened with the permit. He measured it or scaled it off the surveying drawings. He did not go out to the field and actually survey it. Everything or all the mistakes that happened happened in -- you know, just in good faith. There was no malice or intent. If you're familiar with the property, you find that this particular lot sits at the top of the cul-de-sac, and when YùU -- wh( you're in a cul-de-sac, it's not like having a whole bunch of lots it a row where everybody is obstructed by the view to the right or to t] left. In this particular event, every parcel of land has its open view at the different angles. So we went out to the site last week ju~t trying to see how bad the problem is and what could be a possib cure, and in looking at the property, we couldn't find that it's severely or any significantly affects the view for the neighbors because everybody looks away from the subject property at the different angle on the lake. We also found out that in spite of the fact that the remaining setbacks are a little over 3 feet, this is only measured t, the platted property line. That does not represent the distance between the screen enclosure and the water edge of the lake. Typically lakes have access easements, you know, areas to get around them, maintenance easement. So when looking at the property of the site, we found out that it doesn't look abnormal, although we know i Page 10 '~'~'3. f;'~'~.;' {.) .: ;..;, , ;,!:'-:' -':, :» _':.~. :;,-1. .:', ;.~ ~ ;-:,>,~ <¿'; ;" ~:. :', ,1~-::- :, :'.. ~ :, ~.~ . >:.~ -',; ~ ~ ,:.; ~ :...: , . ~,:.'~~: 'ï " -" .... ~ "".. .. February 7, 1997 16G is, It doesn't look significantly different although we know that there is a violation of the setback. I don't know how to go about it other than saying it's a ve~-y honest mistake. There's a lot of people that will be hurt if this variance is denied. The lady that bought the house closed, livI in it, will not get the full benefit of the pool because there's onl: 2 feet of deck around that corner of the pool. And if we clip 1.96 it, that will not help anybody. It doesn't do anything for the community or the neighborhood. So I wish there is a penalty or something that we can do in all fairness to correct our mistake that doesn't hurt anybody. Nobody stands to benefit from denying the variance. And I understand also that variances are the only tool th you have available to you to look at mishaps like this. So in using this approach to the problem, we were guided by the county, used whatever tools we had available to us, and simply don't know what tc do about it. It's a small mistake. The cure of denying the varianc seems to be a very harsh way of correcting it. So we're already cognizant of the mistake and would like to correct it reasonably or something that doesn't hurt anybody. CHAIRMAN DAVIS: Thank you, Mr. Assaad. MR. ASSAAD: Thank you very much for your consideration. CHAIRMAN DAVIS: Questions? Mr. York. MR. YORK: A question of staff. CHAIRMAN DAVIS: Okay. MR. YORK: If -- if -- if the -- If the applicant, in effect, cut that corner off and the homeowner at that point in time decided that they wanted to put a -- a -- a royal palm on that corr, c~uld,they, in fact, plant a big tree there? MS. MURR.A Y : Mmm - hITk'1l . ... ~ CHAIRMAN DAVIS: Any -- Any other questions of -- Thank you, Mr. Assaad. MR. ASSAAD: Thank you. CHAIRMAN DAVIS: Anyone else to speak on this petition today? Seeing none, I'll close the public hearing. Mr. Thomas. MR. THOMAS: Yeah. I -- Understanding the situation, I felt the same way I feel today. I don't see where it's causing an harm in the community. I -- I know staff couldn't recommend for approval, but I think we should recommend approval of -- of this, I so -- do so in the motion. MR. OATES: Second. CHAIRMAN DAVIS: Moved by Mr. Thomas, seconded by Mr. Oates. Is there a discussion on the motion? Mr. Nelson. MR. NELSON: Only a quick comment. I -- I also agree, and I'm __ I'm glad Mr. Assaad and the pool developer came in thi~ today. I think it was important to find out exactly what happene( but I still think it might be a hazard to cut that corner off. PI walking around the pool will attempt to jump across that portion that's not there rather than go back all the way around the other and I -- and so I -- I -- I support this. CHAIRMAN DAVIS: Yeah. I -- I, likewise -- For me it Page 11 ~:~~;::~:¡.,';; ;:~,~}.~;." ~.\,;,:.".;:.".'-':,~:;..,~::)<~ ;~:':;,:,: ~;,,:: 'r.';·,. :, ,:"';':':'~¡. :"';"'~:~~:,;-'~{.~~;~.~.:~ February 7, t9~G Y.)ils ùown to the safety concern and -- and ~x. Assaad's testimony r.hat, you know, there's -- there's no effect here, negati.ve effect. r..nyone else? All those in favor signify by saying aye. Opposed? (No response) CHAIRMAN DAVIS: Carries unanimously. Next up is Petition BD-96-25. will all those who are here today to testify on this petition please stand and be sworn by the court reporter. MR. THOMAS: We just have two then. (The speakers were sworn.) CP~IRMAN DAVIS: Thank you. MR. GOCHENAUR: Ross Gochenaur from planning services. MR. THOHAS: Say -- Say your name one more time. MR. GOCHD~AUR: Ross Gochenaur. MR. THOMAS: Gokenia? (phonetic) MR. GOCHENAUR: Gokenower. (phoDetic) MR. THOMAS: Gokenower, Okay. MR. GOCHENAUR: Yes, sir. Okay. The petitioner is requesting an extens -- a 14-foot extension to an existing 20-foot boat dock and lift facility at 164 Bayview Avenue. That's in Co~~ors Vanderbilt Beach. The tota projection of the facility would be into Vanderbilt Lagoon to a total of 34 feet. Vanderbilt Lagoon is a very broad waterway, roughly 2,80 by about 450 feet. There would be no hazard to navigation. The facility would accommodate a 22Tfoot and a 26-foot pleasure craft. The properties on either side have -- each -- each property each -- east and west has a 20-foot boat docking facility. There would be no impediment of vision from'either property. We've received no letters of objection from adjacent property owners on thj subject. The In addition to the boat docks on either side, there are also two facilities to the east that extend about 30 feet into the lagoo -- excuse me -- the lagoon. And there are also condo~ to the south that have facilities extending about 75 feet. The environmental staff has no objection to the facility, and staff reconunend -- recommends that the petition be approved. CHAIRMAN DAVIS: Thank you. Any questions of staff? Mr. Nelson. MR. NELSON: As I read the report, it was somewhat confusing over whether this extension is to reach adequate water depths or whether it's simply to put in the second boat lift. l1R. GOCHENAUR: My impression would -- would have been that this would be to reach adequate water depth. The water depth al the seawall is approximately 2.4 feet, and at the end of the project! facility would be approximately 6.4 mean low. So my impression, although it wasn't -- MR. THOMAS: That's the mean low; right? MR. GOCHENAUR: - - s ta ted MR. THOMAS: Mean low? Page 12 - ...... v-.-....-.-....__ ----------- February 7, 1997 16G 1 MR. GOCHENAUR: Yes, sir. MR. THOMAS: Okay. CHAI~AN DAVIS: Any other questions of staff? Mr. Scofield, would you like to say anything? This one seems pretty easy. Unless MR. SCOFIELD: Not -- not -- CHAIRMAN DAVIS: Does anyone have a question of Mr. Scofield? pl~ase. MR. SCOFIELD: answer them. MR. NELSON: Well, would he confirm that we are -- we're out -- we're doing this to achieve adequate water? MR. SCOFIELD: Rocky Scofield representing petitioner. No, this is -- this is for a second -- if -- I don't know if you get the drawings -- MR. NELSON: We do. MR. SCOFIELD: -- within your packets. Okay. MR. THOMAS: Mnu11- hrnm . MR. SCOFIELD: He has a boat lift there. He's putting an additional boat on the outside. That's what this -- this petition's for, for an additional boat. MR. NELSON: Yes. Okay. CHAIRMAN DAVIS: Any other questions? Anyone else to speak on this petition? Close the public hearing. MR. YORK: Mr. Chairman, I recommend we approve BD-96-25. MR. THOMAS: Second. - ,- MR. OATES: Second. CHAIRMAN DAVIS: Moved by Mr. York, seconded by Mr. Thomas. Any discussion on the motion? MR. NELSON: I have, Mr. Chairman. CHAIRMAN DAVIS: Mr. Nelson. MR. NELSON: In this case since it isn't for adequate water, it seems to me we're getting into a precedent that's a litt confusing to me. In other words, now simply because there are oth boat docks that extend out farther than 20 feet, which is what is allowed, we're -- we're looking at this that maybe it's okay, and and what's to stop everybody along -~ ~rom putting a second one ot from their boat dock? I have a problem with this. I don't think :::an support it. CHAIRMAN DAVIS: Okay. I think -- I think that what can prevent them from doing that in the future is change our Land Development Code accordingly because from what I read in the staf: report the petitioner's met all the criteria and, therefore, is entitled to the extension. And I think as we sometimes see, we m not necessarily like the result, and if we don't, it's a situatio going back and changing the rules rather than denying one person ability to __ to do something that they're allowed to do under th rules. MR. NELSON: If you have questions, I'll be glad to I guess I wasn't -- I wasn't sure that they Page 13 ~~"]"'II-~."...,.~, - -~- .." - - - -- .- -.-- _.- _k- - ----. -..- -.. ..__._..",......_..Â 16G February 7, 1997 w~re allowed to do this under the rules. I know they're allowed to apply for an exception, but I didn't know that the rules allowed CHAI~~ DAVIS: Well, I deterrnin -- I based that determination on the positive staff's recommendation for recommendation of approval. Mr. Thomas. MR. THOMAS: Understanding a couple of things, based on what the staff reported indicated, that you had multiple boat docks t, either side, tàey -- you had a condo association down there the end 0 the waterway, there are no objections from either neighbors on either side or anybody within 300 feet of this petition. To me it sounds like that they have an atmosphere there that this is consistent with, and we -- no need to deny it. MR. BRUET: Mr. Chairman, I'm familiar with the area. If it gives anyone any comfort factor here, I -- I don't see any conflict with boating or anything like that. CHAIRMAN DAVIS: Mmm-hrnm. Any other discussion on the motion? All those in favor signify by saying aye. Opposed? MR. NELSON: Opposed. Nay. CHAIRMAN DAVIS: Mr. Nelson opposed. Petition PSP-96-17. MR. OATES: Mr. Chairman, originally this property belonged to my wife's family, has been sold, but they still have a mortgage on the property, and at the advice of the county attorney, I am recusing myself from this dis,.:ussion. CHAIRMAN DAVIS: Okay. Thank you, Mr. Oates. MR. BRUET: Mr. Chairman, I'm in a similar situation with-my colleague, Mr. Oates, and will recuse myself in this particular agenda item. CHAIP~ DAVIS: Okay. Thank you, Mr. Bruet. That's !1R. THOMAS: We still have enough left, don't we? Cr~IRMAN DAVIS: We still have six, so we're -- we're in good shape acting on this motion. MR. THOMAS: You've got to swear in. CHAIRMAN DAVIS: Yeah. And I would now ask all those people who would like to speak on this petition day to -- today to please rise so that the court reporter can swear you in. Even if you think you might want to speak, stand up and raise your right hand. MR. THOMAS: Okay. What have we got here? Okay. We hav€. five. (The speakers were sworn.) CHAIRMAN DAVIS: Thank you. Mr. Nino. MR. NINO: Yes. Ron Nino, planning services. PSP-96-- CHAIRMAN DAVIS: I -- I'm sorry, Mr. Nino. I have to interrupt you. I'd like to declare that I've had brief telephone contact with Mr. Wegwert, Miss Cawley, and a brief conversation MR. THOMAS: I need -- I need to make some statements __ CHAIRMAN DAVIS: I'm sorry. Mr. Thomas. MR. THOMAS: -- here. I need to make a couple of those Page 14 ""', . ~"",-,,,,-. .. .- - - .................-;~ .-~..- -- .~~ --.- -.... -~ ~, .~ ,"-:'j;........."....\... ..,;,:...,.~".. ;.., ~ \:t'. ".~.....·",·_tl.(,1~"· ~..,':_. ....~.....: ___11-..'_ '~'. . " " . ~ . ¡ -. . . . " February 7, 1997 16G )0. I've talked to several members in support of the petitioner and member of the school board. }ffi. PEDONE: And I also have spoke to Mr. Wegwert on :lis. CHAIRMAN DAVIS: MR. NINO: This CHAIRMAN DAVIS: t: 's jus t a PSP. MR. NINO: Preliminary subdivision plats, as you all J10W, is the next step in the development permitting process following lpproval of a rezoning action. Autumn Woods is a portion -- the south )ortion of the PUD known as the 300-acre Goodlette-Frank PUD. The lorth end is now -- north end above Orange Blossom is -- is under ievelopment by the Calusa Bay condominium project. The -- We think -- basically think that the petition is :onsistent with sound planning practices. It's consistent with the PUD master plan which is an essential relationship. And there are a :ouple of issues, however, that remain to be dis~ussed. I handed out to you two amendments -- recommended amendments with the stipulations that are contained within the resolution of adoption. Relative to Stipulation No. C, the 30-foot access road and easement, that generated primarily as a result of our concern that.we're able to access a stormwater management facility. MR. THOMAS: Excuse me. I'm sorry. You say you passed out that MR. NINO: Yes. MP.. THOMAS: today? MR. NINO: Two Lheets of paper. - CHÞ.IRMAN DAVIS: These two sheets. MR. THOMAS: I'm -- but aren't one of them supposed to be dealing with a 30-foot easement? MR. NINO: Yes. No, no, no. Your resolution in your staff report. MR. THOMAS: Oh, okay. MR. NINO: The two sheets represent amendments to the stipulations in the resolution in your staff report. MR. THOMAS: Okay. MR. NINO: The 30-foot easement ~estion was generated by Mr. Boldt in order to provide acc -- maintenance access to the county stormwater management facility that runs along the east side / che Goodlette-Frank PUD and extends down to pine Ridge Road. Since then, discussion between Mr. Boldt's office and the -- and the developers resulted in an amended stipulation which would read as -- which would read as follows: RThe developer will provide the county stormwater management department with access to the Gordon River extension canal for purposes of __R and add the word 'the county' R__ constructing an access ramp in the canal's bank 50 that aquatic plant control maintenance equipment can be safely launched into the canal. The dimensions, location, and access to the ramp shall be as approved by the county stormwater management director ar provided during Phase 1 of unit 1.R Okay. isn't a DRI, is it? No, but you know us; we're thorough. your -- The Page 15 .,... . t..}?- :J' '.A-....~.~ ~..' ~...,~ ' ...'''.~~ :¡,~~.......>,'~...~ ;;"~.,,.t:-' '~/:" ~~"":~'~1' ~ ,wi,,,; ,,~. ,..... ('",": t .......Jo.\ " "I' '.:......¡:\"....,.I';: February 7, 1997 16( So, in other words, we have adequate guarantees that the county will be able to get to its stormwater management facility by using the internal road system and then the determination we made where that final link will be between the internal road system and th access management facility. Since then, the applicant has also taken up discussions with Mr. Simns of the Collier County School Board. I guess there was some confusion there. The access -- we -- We anticipated that the access for the county stormwater management facility could be coupled with a concern that the board of education has always had in this area, that they're able to get traffic -- students residing north of Pine Ridge Road into the school without having to go all the way to Pine Ridge Road. Apparently -- Apparently the school board, in terms of vehicular access, feel that that access needs to be substantially south of the south end of the -- of the proposed Autumn Woods. It needs to be much closer to -- to Pine Ridge Road because of the __ the -- because of the way the facilities are currently on the middle school site. So the long and short of that is we can eliminate Condition No. C. We can also eliminate Condition No. E and replace it -- I should say we need to replace Condition No. ~ with the handou that I give you -- gave you. And we can replace Condition No. E to the fOllowing: "If impacts are proposed to jurisdictional wetlands, then permits or letters of exemption from the U.S. Army Corps of Engineers and the South Florida Water Management District shall be presented prior -- prior to approval of the final plat in which the impacts are proposed." -The concern -- The concern here was that no development could occur until these assurances were received. No approvals could proceed. And that's not really the intent of that action. Our -- Ou concern is that prior to any construction that these approvals are presented to the county. So, therefore, we have no problem with that amendment, and our environmental staff is responsible in part for generating this -- this change. MS. STUDENT: Mr. Chair. MR. NINO: There's only one other outstanding issue that -- that -- that I personally feel strongly about, and I think Mr Si~~s will -- will agree as well. In the original PUD, there was a discussion of routing students lying north of Pine Ridge Road to the north end of the school site. The PUD, I'm ashamed to say, dealt wit the matter very poorly, As a matter of fact, the stipulation in the PUD is -- when you think about it, is absurd and redundant, and I compliment Barbara Cawley for -- for -- for managing to accomplish that condition. It basically said if a street is public in Autumn Woods, it can be used to access the school. Well, just think about that statement. It's public. It's available to anybody. But there -- In my opinion, there was always an underlying intent that students living north of Pine Ridge Road could access the school property from the north end, and I feel strongly that -- that at least a foot path be provided along the south end of Page 16 ~¡,~''(._;)''''J;~.;_:~. ~~ ~~~..'\!::. ~ _~:' ...:;1.·...-::;;.,·"".. ~.{ ;",,':". .._ '., \ (:..) ~ ," . ';"{....,,. ..i· t.,...",: . ''-'"''J ~ "1''11 ..' \1~'" .'"?'~'. ....( -;...,;'1..·...1 ~ ("".. ~""","'''',.... 1''1-, '."f~.' . .... . ,.. '.." . . ," '. . "~ ~(. ~ . ..~ .,:... ~/ ~. . , . r; ... .... FebruarJ 7, 1997 16G this development. NOvi, here's the proposed development. Here's the pine Ridge Middle School. And I'm suggesting that there's always beE an underlying intent to acquire -- allow students to come from this subdivision to the pine Ridge Middle School. (indicating) And, furthermore, your plan -- the -- the res -- the resolution includes three plans. One of those plans is a sidewalk plan. This petitioner has been allowed to deviate from the normal requirements of today's subdivision regulations which require sidewalks on both streets. They've been allowed an alternative plan and my analysis of the plan shows that there's no connection to the sidewalk plan that serves this project. There's no -- no continuatil of that sidewalk to the north end of the school, and -- and -- and ~ recommendation is that that plan that is to become part of -- part 0 the PSP show a pedestrian system that extends all the way to the nor end of the school system. MR. THOMAS: While -- while he's still -- while you're still there, Mr. Nino -- while you're still there, please -- MR. NINO: Yeah. MR. THOMAS: -- on that -- on that aerial that you have there, can you give us an approximate location of where the southern boundary of this property is? MR. NINO: The southern boundary is right here. MR. THOMAS: Right adjacent to the school? MR. NINO: Yes. Yes, it is. MR. THOMAS: So that -- so that if we were to provide a vehicular access to the school property from off of Goodlette-Frank Road -- MR. NINO: Well, we're -- we're suggesting to you that a vehicular access route is not desirable. It's not -- it -- it won't do any good for the school board because the -- perhaps Mr. Simms ca address that issue, but apparently the configuration of buildings or. the site really dictate a more southerly location for a vehicular access route. MR. THOMAS: Well, we should have a pedestrian access route there. 11R. NINO: But we should have a pedestrian access route there. MR. THOMAS: Okay. MR. SIMMS: Mr. Chairman, Members of the Commission, my name is Jim Simms. I'm the executive director for support services for Collier County schools. To get to your question, Mr. Thomas, yes, the school does bound the -- share a boundary with the development. The northe: half of our property, this area in here, if you will, is almost exclusively athletic fields. We have a retention pond, a retention pond, retention ponds here, a track in here, a softball/baseball fi. over here, and soccer fields in the middle. From a practical point view, it makes no sense to us to have some sort of vehicular access through this. We don't want to have to build a road, and would not build a road, through our athletic complex. On the other hand, we need and continue to seek some other means of access to Pine Ridge Page 17 .: . , ~' .,. ~ ,', ~ ~ . I I' . ".. ~'''''.''''', ~. '.' . , "., . . . . 16G" 1 February 7, 1997 idle School. We have one access now, as you know, from pine Ridge ld. That's -- There are tentative safety problems with that. And continue to search for another means. Our preferred means would be jirect route from our -- from the school property directly west into )dlette. with respect to pedestrian access, we do need pedestrian cess and would like to have that. What we do not want to do is to ve to bus a student who might live here to pine Ridge Middle School. ndicating) Our criteria for bussing students is that if they live eater than 2 miles walking distance from the school, then we will s them. Less than that we require them to walk, or their parents n get them there, however they choose. We also have a problem over here in pine Ridge because do not -- we have determined that is not appropriate to ask udents to cross Goodlette. So the -- the walking route for students r'e is down through -- to -- east to pine Ridge Road and across -- ne Ridge Road and crossing that way. We really do need some sort of ans for these students over here to cross Goodlette safely, a ossing point, a stoplight, a traffic light, or what have you. And, milarly, we -- we want to have the students in this area to be able walk to school as well other than having to go to Goodlette, walk 1 the way down to pine Ridge, all the way over to .the entrance to .e school, then walk back up to the school which is -- in some cases 11 be greater than 2 miles and we would have-to bus. That's what :'re trying to avoid. I would also -- Since I have the mike, we want to Iphasize t~at there are athletic fields here and that we are talking .th county parks and recreation about the installation of lights and lkiñg this a full-time-use county facility, if you will. We want to \phasize that the residents who -- who elect to purchase here should ! informed that that is an athletic complex. It is used during the :hool day, and it probably very likely will be used in a joint-use Jreement with county on weekends, at night with lights. Sir? MR. THOMAS: Question: If -- if -- I'm having a real ~oblem understanding why there's a fight on this. We've got a school lat serves the kids in this particular ~roperty. We're going to have irks and recreation to run structured programs there after school Lke we do in other locations. The kids have to be able to get there, ; there should be some -- some access -- this -- directly south for .1€~ residentials up here by -- by -- by some kind of road network I =an MR. SIMMS: pedestrian access. MR. THOMAS: -- pedestrian access. Now, who is esponsible for putting a sidewalk down Goodlette Road if we provide Jr an access coming off this way, pedestrian access? MR. SIMMS: I would assume the county, sir. MR. NINO: I believe -- I believe there is a sidewalk on oodlette-Frank. MR. SIMMS: There -- There is a -- a sidewalk on the ast side of Goodlette-Frank now. MR. THOMAS: Okay. So that all they have to do is -- Page 18 I' ."..,IÞ: ' '. ,~4 . ò 1 J ':::. ; " ¿ "' ~.»- :'''' \. ~'" .. J ,', " < ~ .. ~ ,"', ..~ I ... . ~ .~ J. ... ( . ~" . ,.,. _ ~ .' " r ' ,- - ,,\ J ~., ~ - ..' . . I -. ) " . ' , ' .' .... . ~~. '",A ,.,.." V {.,¿,.t;" ..\.;r.. ..~ -l '. ..f ~.'/ ~ , ".. \.. \ . .';..." "'.- - , _.. .. ~ .. ~ ,~... ..' "" ". .IIt, -;'. It "I.. ..." ~ " \ .. '''. . .,.... . .. ,. > February 7, 1997 16( ~ould come out of the pine Ridge subdivision, come across Goodlette ind come down. MR. NINO: (Nodded head.) MR. THOMAS: Okay. Thank you. CHAIRMAN DAVIS: Is there any more questions of Mr. Nino? MR. NELSON: No. I have a question of Mr. Simms. CHAI~~ DAVIS: Okay. I -- I -- I -- I really feel like Mr. Simms is kind of out of sequence here, but go ahead, Mr. Nelson. MR. NELSON: All right. You saw the plans for the sidewalk and bicycle path for this development. MR. SIMMS: Yes, sir. MR. NELSON: Do you have -- Because of what you said about the athletic fields and you don't want to just dump people an1~here, do you have a suggestion about where one or two connections should be from that bicycle path to the school grounds? MR. SIMMS: I can tell you about one option that we have discussed with the North Naples Methodist Church. This is their property in here, as I'm sure you know. They have come to us and offered an easement, if you will, to -- to link Goodlette to -- along the southern end of their property so that we could ,have access to th school grounds that way. MR. PEDONE: Then if you -- If you're getting an easement from the Methodist church, why did you need one for pedestrian traffic from the Centex group? 'MR. SIMMS: I'm not sure that we do. We met yesterday -- the day before yesterday with the residents -- excuse mE wit~ the members of the Methodist church and the developer, and that was when I first learned of interest on the 'part of the church to assist us in providing some sorts -- some sort of pedestrian access. MR. NINO: Let me address what appears to be a discussion that doesn't need to be taking place, because the church: buying this property and are offering the easement, which is the sam~ thing that staff is saying you ought to impose upon this development When we looked at this plan, we saw future unit. Quite frankly, we weren't aware that that south -- southwe~t corner was, in fact, sold to a church. CHAIRMAN DAVIS: So all -- for all intensive MR. NINO: So-- CHAIRMAN DAVIS: purposes, the PSP before us MR. NINO: But-- CHAIRMAN DAVIS: today is -- is really for other than the church property. MR. NINO: Apparent -- Yeah. Apparently that is -- that -- that -- yes, that is the case. However, I'd have you appreciate that we have no legal way of going to the church if they acquired this property -- are not asking us for anything. We have I legal way of requiring them to reserve a pedestrian access to the school property. David -- Their representative had indicated that they Page 19 '_ \ " .. ~, . }.' " . + ~ I . .... ~ .' .....,.. t . 16G February 7, 1997 ~ere going to be here and -- and put that commitment on the record. ~d I suggest to you if that's the case, then we don't need to be jiscussing this anymore. CHAIRMAN DAVIS: That's kind of what I thought. MR. THOMAS: Wait a minute. Wait a minute. Wait a ninute. Wait a minute. Wait a minute. I still have a problem still have a problem with providing pedestrian access from this private community to the public schools straight below it; okay? That -- that -- That's one of my concerns. Now, as it relates to bringing the kids from off of Goodlette Road in, that's up to the school board to negotiate with thE property owner adjacent to them or the school board -- anybody -- if there's a property -- if the property that does not belong to the school separates it from Goodlette Road to its direct west, then they need to acquire that easement. That has nothing to do with this grou¡ in here; okay? MR. NINO: But-- MR. THO~~S: But I do have a CODcern that this gated, community would force the school board to bus kids from down in this corner when they can actually walk less than 100 -- 200 -- 100 yards to the school -- schoolhouse. MR. NINO: Commissioner Thomas, I haven't changed that aspect. Their -- Their sidewalk system needs to extend, in my opinion, to the school board's property. Their internal sidewalk system. MR. THOMAS: Okay. CHAIRMAN DAVIS: Miss Student. MS. STUDENT: I need to make a comment for the record in term13 'of exactions and the parameters on them, that you can only exact property from a property owner to the extent of the impacts of that particular development. So I would say that if this pedestrian acces~ goes beyond that, we may run into diffil -- diff -- excuse me, legal difficulties in trying to exact it for the develop -- from the developer if it is to serve children who live beyond this particular development. MR. THOMAS: No. All I'm talking about -- All I'm talking about is bringing the kids from tilat development down and not require bussing. CHAIRMAN DAVIS: MR. THOMAS: And because that provides in that community. MR. YORK: Well, is this a closed, gated community that's proposed? CHAIRMAN DAVIS: I think we're probably to a point where the petitioner may be able to put this -- clear some of these issues up for us. Mr. Means, were you sworn? MR. MEANS: Yes, I was. MR. THOMAS: Yes. CHAIRMAN DAVIS: Thank you. MR. THOMAS: I counted them all, all five of them. I Mr. York. it seems to me that would be a plus additional recreational facilities for the folk Page 20 II '" "... , .. ',' I ., , '. . \ . . ¡,.. ",' ~ .. . . _...... , \~ J. '..,\' .. ... _- I ., ...4' /, ".' 1'..-' . .. ~ ¡ _ . \' . ... / r ¡ " '1+ \. ..t v -.... .. '\'. ''''. . ,. \"','.,.....'.. ¡ ,.....~. :"¡:. ......- " '... ~ 1,' ' .. - ...:,.........':...~__ :..,~::.:"';'...:....,..~- '1, 16 February 7, 1997 MR. MEANS: For the record my name is Steve Means. I'm a principal engineer with wilson, Miller representing the petitioner in this matter. You've had quite a lot of discussion here. I think the -- the PSP location and -- and the typical infrastructure that's associated with this is -- is very evident. So unless th~re's some particular qu~stions on -- on the engineering portions of this, I'll dispense with that and really get down to the -- to the meat of the - of the issue here. Just a couple of housekeeping items here. The one stipulation that was provided to you regarding the stormwater management access from John Boldt, our legal counsel looked at that this morning and wanted to add just a little bit of clarifying language in there that I don't think you'll have an opposition to, b1 let -- let me go ahead and -- and -- and read it into the record so \ can discuss it. Starting from that stipulation, "The developer will provide the county stormwater management department with .access to -, and then I'd like to add this particular sentence here, "-- the streets of the development and a 1S-foot easement from a cul-de-sac for access to --" and then, "-- the Gordon River extension canal." ~ld what that does is that clarifies, then, th~ route to which this access path will take, through the streets, and then at t) end of one of the cul-de-sacs that are adjacent to the canal's water management or the -- the -- the county's water management area. So that -- that very -- that clarifies it. And I've got it written herl and will give it to Mr. Nino for the record. MR. THOMAS: Not a problem. And that replaces Stip~lation C, if I remember correctly. MR. MEANS: Yes, it does. With that, unless you have any engineering-type questions, I'm going to turn the mike over to counsel, Don pickworth to really address the -- the -- the issue on the -- on the pedes tria access. CHAIRMAN DAVIS: Any-- MR. THOMAS: He has to be sworn in. pickworth has to be sworn in. CHAIRMAN DAVIS: Any further questions of Mr. Means? Thank you, Mr. Means. Mr. pickworth. MS. STUDENT: Mr. Chairman, if he's going to just preven~ -- present legal argument, that's been ruled not to be competent, substantial evidence. So I don't think there's any need swear Mr. pickworth since he's going to be presenting legal argument I assume. MR. THOMAS: He may share his own -- MR. PICKWORTH: That -- that -- That's correct. I -- I -- I'm not -- I'm not going to testify to any facts. If that -- that becomes necessary, obviously the people who have direct knowle< of the facts are here to testify. My -- My only point here was, beyond the clarification Page 21 ~/ ."-\' ..'! " . ~ .' : ~ _.. ~ I . .',... - .,' _ _ ' ~ .. 4- ¥', »; -'. '; 16G February 7, 1997 1at Mr. Means read, I understand Stipulation C of that resolution in )ur staff report is now eliminated if that's the long and short of 1at Mr. Nino is saying, and -- and I hope that the discussion has rogressed to the point where Stipulation D is being eliminated and -- it is my understanding the school board is in agreement with that ~d -- you know, if that be the case, then I -- I need make no further rgument. Otherwise, obviously Stipulation D -- MR. THOMAS: I -- I don't think I understand that. MR. PICKWORTH: Okay. We, for the reasons that have een stated, do not -- I mean, obviously the -- the -- the project 1S private, gated community. You know, the suggestion that a ubI ie-access sidewalk would be provided through the community for ccess to the school is certainly beyond the PUD. It raises, you now, substantial issues that -- that are of -- of major concern to o private property owners who obviously are going to be assuming a considerable liability exposure in an instance like this and that ro -- that is obviously, from the standpoint of a property owner, a ajor concern. That is not to say th2t -- and -- and we recognize he -- the -- the sense it makes to -- to have an arrangement with the chool people with regard to the ability of -- of -- of students iving within the subdivision to -- to access out to a sidewalk system ,rovided for the school, and that's -- that's really. kind of an issue ·utside the PSP. MR. THOMAS: I have a question. MS. STUDENT: I -- I need to reiterate too that this ,lanning commission does not have the legal authority to vary anything n a PUD document. Only the Board of County Commissioners can do hat, and I need to strongly advise you of that. -MR. THOMAS: What -- what -- Somebody is going to have .0 explain this to me -- MS. STUDENT: Would you -- MR. THOMAS: -- okay? MS. STUDENT: -- clarify -- MR. THOMAS: We've got a gated community MR. PICKWORTH: Right. MR. THOMAS: okay, that's going to have residences in :hem MR. PICKWORTH: Right. MR. THOMAS: okay? MR. PICKWORTH: Mmm-hmm. MR. THOMAS: Now, I am suggesting that the sidewalk plan :hat I see here provides no pedestrian access to the south border of :his property; okay? MR. PICKWORTH: Mmm- hmm . Righ t . MR. THOMAS: Okay. MR. PICKWORTH': Mmm-hmm. MR. THOMAS: And I am suggesting that it's in the best Lnterest of the public, including the folks that live in this -- only :he folks that live in this development, to have a direct access soutl to the school property line, not onto the school property line, just to the school property line, and it be the school's responsibility to Page 22 February 7, 1 Jþ G hook up the sidewalk at that location. It should not be the public'~ responsibility, because they want a gated community, to have to bus the kids from down here up to the only access that you have in that gated community to get to the school immediately south of that. Now if there's a legal problem with that, I need to know about it. MS. STUDENT: Well, would you explain from -- This was not presented to me until now, but it appears as though there may be conflict with the PUD, and that's what I need to have cleared up by staff and Mr. pickworth for the record, because it's quite clear legally that the planning commission -- if something is prohibited b the PUD, you cannot vary that in a PSP process, and we need to have testimony from Mr. Nino and legal argument from Mr. Pickworth as to exactly what the nature of that conflict might be. MR. PICKWORTH: Well-- MS. STUDENT: Or there is Then you can determine whether or not. MR. PICKWORTH: I -- I think the only issue left is -- is the idea of the community itself providing internal access to the -- to the school property to the south. And I -- I -- MR. THOMAS: Why don't you state it this way MR. PICKWORTH: Yeah. MR. THOMAS: providing internal access to its south property line. MR. PICKWORTH: If it -- MR. THOMAS: Forget about the school -- talking about -- MR. PICKWORTH: Right. ~ffi. THOMAS: -- the school. - MR. PICKWORTH: Yeah. If it's MR. THOMAS: Does it -- MR. PICKWORTH: If it's -- if it's MR. THo~ms: provide internal access MR. PICKWORTH: if it -- MR. THOMAS: to the south property line. MR. PICKWORTH: -- if it's -- CHAIRMAN DAVIS: Wait. Slow down, please. MR. PICKWORTH: I think that, you know, obviously if -- if -- if they desire to do that, then I -- I think that's an interné matter for them to look at based on the desires of the community itself. I mean, the -- the responsibility of a school system and -- and the responsibility of -- of this access is going to fall on the the people who live within that subdivision. Now, I -- I guess, yo, know, I'm a little concerned with -- with -- with requiring as a government requirement that -- that that responsibility be taken there. CHAIRMAN DAVIS: Thank you, Mr. pickworth. Mr. York. MR. YORK: Well, my -- Let me see if I've got this right. My understanding is that this is going to be a private, gatl community and -- and this -- if we put that access -- that public access through there, it violates the integrity of the intention of in fact, there is one. with my assistance if there is one Page 23 ......l UIIIJIIMI'!M. --......... - frÐØ - ___0 UIi5'1f ____0- - ~--- .. 16G February 7, 1997 he private, gated community. And -- and, you know, that -- those and owners have property rights, and I don't know how we can force hem to, nor should we. MS. STUDENT: I -- I would have -- because you -- egally you cannot exact something from a property owner unless it's elated to the impacts of that particular development. I would not ave a problem ~ith an access for children from that development, but f it's going to be for other neighborhoods, 1 think we have a legal ,roblem. MR. THOMAS: Well-- CHAIRMAN DAVIS: Well, wait, wait, wait, wait. MR. THOMAS: Let me explain to Miss Student something. CHAIRMAN DAVIS: Now, wait a minute here. Wait a linute. We've got two separate issues here. We've got the first ,ssue of people other than the ones that live in the community -- MR. THOMAS: I'm not talking about that. CHAIRMAN DAVIS: -- accessing the school. MR. THOMAS: I'm not talking CHAIRMAN DAVIS: vve-- MR. THOMAS: about that. That's dead. That's gone lway. CHAIRMAN DAVIS: And we've heard that there ar~ people lere -- I think people here from the church that want to put on the ~ecord -- MR. NINO: I don't know if there are. CHAIRMAN DAVIS: Okay. MH. THOMAS: Yeah. But --'but -- but that's not a ~estion. That's not the question at this point. The question at :nis point has nothing to do with access off Goodlette Road -- )edestrian. We're talking about the kids from that gated community :he kids from that gated community being able to get to the school. ~hat's all we're talking about. CHAIRMAN DAVIS: And I think if we sit here and are a Little quieter, we'll find that when Miss Cawley comes up to speak to :he planning and zoning part of this, that -- that maybe they'll -- :hey're going to tell us whether they want to provide that or they Jon't. Then we can base our decision on that. MS. CAWLEY: Good morning. MR. NINO: Mr. Chairman, just let me -- for the record Let me indicate that this -- this is not an exaction. This is not :ontrary to the PUD. MR. THOMAS: And it is -- MR. NINO: And -- and -- and ME. THOMAS: -.- an impaction of this. MR. NINO: -- and requiring interface between private, ;¡ated communities and -- and -- and -- and facilities -- Let me give you an analogy. Let's say there is a shopping ,:enter on the corner. ne would tie the -- this community into that shopping center rather than make -- require that traffic to go out to -- to an arterial road system. There's no difference here. These -- You have the authority to require these improvements under the subdivision regulations. Page 24 __,_".-.....--~.........JW¡." ------~- 16G 1 February 7, 1997 You __ Your hands are tied only if the PUD speaks directly to the issue and preempts the opportunity to cause regulation from any other Land Development Code piece of material. MR. PEDONE: Mr. Nino, if you have a gated community and a shopping center next to it, you would require that community to havI an access road from their gated community into the shopping center -- MR. NINO: In -- in -- MR. PEDONE: -- so that anyone who uses that shopping center can bypass the gate and come into that community? MR. THOMAS: No. MR. NINO: I'm not sure I understood that. MR. PEDONE: If you're having a vehicular access from a gated community -- MR. NINO: -- to a shopping center -- MR. PEDONE: -- to a shopping center and you're re~~iring that and it's a gated community, then you, in effect, are letting the people who use that shopping center have the ability to enter into the gated community without going through the front gate. MR. NINO: No. The -- the -- the -- The gated community would be required to have some kind of rrechanized control. MR. PEDONE: And who would pay MR. NINO: The-- MR. PEDO~~: -- to put up that MR. NINO: The gated -- MR. PEDONE: -- that you would force this gated community to put up another gate and man it? MR. NINO: If that was -- iï that's -- If that was their wish, they'd have to do that. If they wanted that level of control, they- would need some kind of .:i mechanized system to control that. MR. PEDONE: So, in other words, they could put a mechanized gate to allow only the children who live in Autumn Woods get into the school? MR. NINO: Exactly. CHAIRMAN DAVIS: Miss Cawley. MS. CAWLEY: Yes. Good morning, Commissioners. My name is Barbara Cawley, and I'm with wilson, Miller. I think we have tw issues that we're talking about here today. One is the -- the lega issue surrounding what is in the PUD and the discussions that were when we __ when we originally went through this before. I mean, we we've gone through this conversation before. And the second issue how do the kids have access to the pine Ridge Middle School. And] think there's a solution to both of these things. There is language, direct language, in the PUD that was discussed when we went through the planning commission and we got unanimous approval and when we went through the Board of County Commissioners and we got a unanimous approval that pedestrian access __ and it's __ it's Section 5.6(G), and I'll read that into record. "If roadways within the southern tract of the project bet, Orange Blossom Drive and the southern property boundary are public accommodation will be made to allow pedestrian access to the schoo property subject to approval of the school board." Page 25 ... t . ( _, " :'. : ' ." ' . ' . . -' . r' .. ...~ \.: .... . 16G February 7, 1997 Only if it's public in the PUD, very specific, would pedestrian access be permitted between this property and the property to the south. It's not questionable. There's no spirit of -- of anything here. It's very, very specific. This was discussed. There was a concern about liability. There was a concern about the -- the integrity of the private community and how -- how to put this gate up between a school now to stop some kids and not other kids from going in, from having kids who are on one side of the wall from -- you ~DOW who -- being kidnapped or something and who has the liability of that for these kids going through there. The second question -- and I -- I think it's a legitimate question -- if there's a 2-mile distance between the perso on one side of the wall and the school, but in fact, that is not goin to be the case, particularly if the -- if the church grants this access easement. All the kids do is walk out onto Goodlette Road, gc down a little ways, and take the access easement through the church into the school property. There's no 2 miles. There's no bussing question here. It's a -- it's -- They will follow the same route the the people in pine Ridge Road follow. It will be a safe, legal, legitimate access. And there -- there -- there won't be -- no integrity of the PUD compromised, and there will be no integrity of the -- the -- the private community compromised. So these kids are taken care of, the -- the school board is taken care of, and Centex J taken care of, and the citizens who buy in there are taken care of. So there really isn't a problem here that I think we're tDJing to solve. I -- I think it's going to be solved by the -- the church, and -- and they are interested in providing this access, and I -- I don't know what we're talking about here really. ~ - CHA!RMAN DAVIS: Mr. Thomas. Þffi. THOMAS: You -- You want me to believe that middle-schoo I-age kids who live in anyone of these three cul-de-sac! dm.¡n here, when you make the arrangement with the church and have an access coming right off -- off of here off of the nice sidewalk are going to leave from here, walk up whatever here, come down here to g{ to the school down here or to the ball fields down here on this property? MS. CAv~EY: Yes. They have MR. THOMAS: You want me to believe that? MS. CAWLEY: They -- there will be a -- There will be something between them and the school, a wall of some type so they can't just walk to the south but -- I mean, they're children. Is it problem for children to walk these days? I mean, I don't understand the problem. MR. THOMAS: Do you -- No. Do you believe that the kids down here with anything less than a 20-foot wall -- you understand? Are going to go from here -- MS. CAWLEY: Well-- MR. THOMAS: -- all the way up here and come back? MS. CAw~EY: But I don't think that's a POD issue, you know. Really, I mean, if they want to jump the wall, I guess that's something that they -- you know, that that's -- that's an issue for Page 26 February 7, ~~~ their parents and for the -- you :nu,', tht:: :-.,·curity of the project, but I don't think that's a plann~.<; cornmiss1cn issue, and I don't think it's a requirement that can L~ made und~r the PUD that we have adopted here. That's the question. And we talked about this before and it was -- and it was very clea~ what the answer was, and it was put in the PUD. And so the deviation fOl that is what I'm concerned about, is -- is violating the integrity of our -- of our PUD process that we have here. MS. STUDENT: And -- and I might add, in another context, we have a judicial decision that says the planning cornmissi, can't go beyond the terms of a PUD right in this circuit. MR. NINO: I would, again, say for the record that this issue does not -- is not addressed in the PUD. This is -- this We're talking about their sidewalk system extending to the boundarie of their development to serve a public -- that that -- that interacts with a public facility. That is not MS. CAWLEY: I do not agree with that. MR. NINO: The -- the -- The right-of-way issue that's in the PUD was meant to cover people who lived external to this development. CHAIRMAN DAVIS: Okay. Thank you. MR. PEDONE: Mr. Davis. CHAIRMAN DAVIS: Yeah. You first, Mike, and then Rich. MR. PEDONE: I notice on the conceptual pedestrian walkway exhibit that there is no real way for this sidewalk to acces the school ground without going through private property, a homeowner's property; is that true? MR. NINO: Yeah. And -- and that -- and that's -- tnac's the point. If -- if -- children -- Kids are going to do what Commissioner Thomas says they're going to do. They're going to trespass, and that's going to make a lot of people engry MR. THOMAS: This does not make sense. MR. NINO: -- and we're saying -- what -- vfuat this staff person is saying is provide a lO-foot easement between th~ properties so those homeowners realizing -- will have the choice of either buying next to a sidewalk or not buying next to a sidewalk. MR. PEDONE: But now don't we have the problem, then, of making sure that there's some sort of a mechanical gate? MR. NINO: That's their -- That's their problem. MR. PEDONE: No. MR. NINO: That's their problem. ~ffi. PEDONE: No, I don't think so. I -- You're telling them it's their problem to put up the gate but it's not their probl( to provide the -- that they have to provide the access. I think you're putting undue pressure upon the community after it's turned over to maintain an access that they didn't want in the first place Children -- Children are going to do things no matter what you do. They're going to try to climb that wall, but it's up the parents or the security-area people to stop it. I don't think that's our job, to make sure kids don't climb the wall. MR. NINO: I think -- Page 27 ~-,-"::""-.-.-._---------.- -.-, ·... '~~:, ': \:~":" ....,... '; ..,' ~,."..'..... ¡ .J .~- ~ ,,,,~ .......,.' . ," 'j ~ ~'.... ~; /. ~I ..-: :'_~ " 166 ~ February 7, 1997 CHAIRMAN DAVIS: Mr. -- MR. NINO: -- it's your job -- CHAIRMAN DAVIS: Mr. Nelson. MR. NINO: I think it's your job to require improvements hrough the subdivision regulations. The sub -- I'd remind yv~ the ubdivision regulations would have you provide stub-out streets so hat the next development can connect to -- to the -- to the one urrently under development. MS. CAWLEY: That's not going to work. MR. PEDONE: Unless it was a gated community. MR. NINO: I would remind you of the Moon Lake, Foxfire ituation where the Briarwood -- Briarwood -- where we required a tub-out street between Maplewood and Briarwood so that -- alternative 'ays of getting out to the arterial road system, and if they insist on ,eing a gated community, then they have to internally work out those nternal connections to other developments. CHAIRMAN DAVIS: Okay. Your -- Your point has been well lade, Mr. Nino, and I think we'll -- and certainly the opportunity is .here in the subdivision regulations. I don't think we disagree with .hat. It will be up to us to make the decision MS. CAWLEY: Can -- can I make CHAIRMAN DAVIS: of whether or not -- MS. CAv~EY: one one-- CHAIRMAN DAVIS: we want to. MS. CAWLEY: one CHAIRMAN DAVIS: Mr. Nelson MS. CAWLEY: I'm sorry. CHAIP~ DAVIS: -- you were next. -MR. NELSON: I just wanted to say that I agree with Mr. lino and Mr. Thomas, that -- What I've heard is that we've got an )bvious problem of kids seeing a school 10 feet away -- and don't .orry about the numbers. This is an example -- and they can't get to Lt. They have to walk 1,000 feet to get to a place that's 10 feet iway. And -- and you're arguing that the reason we're not going to de Lt is that the original PUD said we didn't have to. So that :hat -- that's the way I hear, incidentally, that that's the reason ve're not going to do it. And yet it's so logical -- I live in a Iated community. We have a gate. Wherever people need to actually ~roce~d out, other than the front gate, we have a gate, and it has to )e armed, you know, with a card system or whatever so that people can ;0 through it. This access to the south of the school just seems like ~ perfectly obvious thing to provide, and I have no reason why it's ~ot being provided. MS. STUDENT: You -- you cannot -- CHAI~~ DAVIS: Miss Student. MS. STUDENT: -- and I've looked at the PUD, and I think there's a good argu -- argument that the petitioner makes. You do not ~ave the legal authority to go against a PUD because you legally don't ~ave it. It's a void act. If you want to change something, then haVE them come in and amend the PUD, and then it can be fixed but this :ommission -- we have a judicial ruling in this circuit that you, thi~ Page 28 -.--.........--.... - .- . - -.~-_..._. _. ----.- ~--------- -~._~_._.- - ~"-I.Ø:I""" --_.....,..........-~...--.......a -- - . , --- --, r -------1i""a:r 1 1:1 February 7, .~- 19f76G commission, cannot go beyond the confines of the PUD. That's the law gentlemen. MR. THOMAS: Can I ask you a question, Miss Student -- Student? MS. STUDENT: Yes. MR. THOMAS: The The language in D -- in in in D that __ that's part of the stipulation package that was provided to us, that lanqùage, if we were -- I'm just asking you from a -- from a legal standpoint. If we were to add, after the words "Pine Ridge Middle School,· "for the residents of this gated community," okay, an all we're saying is providing an access to the south property line fc the residents of this gated community whose residents would have an impaction, an impaction -- MS. STUDENT: There -- There are two legal issues here, and you're addressing a legal issue about the exaction, and that wouldn't be an exaction, to require access for the kids that live in that PUD. CHAIRMAN DAVIS: That's all that's -- MS. STUDENT: That's one issue. The other CHAIRMAN DAVIS: That's all we're talking about. MR. THOMAS: That's all I'm talking about. MS. STUDENT: Okay. But we have -- . MR. THOMAS: I'm not talking about anything else. MS. STUDENT: But we have another issue here with paragraph G of the PUD -- I believe it's paragraph G -- that states, "If the roadways within the southern tract of the project (between Orange Blossom Drive and the southern property boundary) a public, accommodation will be made to allow pedestrian access to the s~ho~l' property subject to the approval of the school board." Now, it doesn't say pedestrian -- whether that means everybody or the pedestrian children within that -- MR. THOMAS: I agree. MS. S~JDENT: -- community. We don't know that. I don't know that we have before us any evidence -- Now, maybe Mr. Nil remembers from the discussion because he said that that pedestrian access did not contemplate people within the community. Th~t only 1 a larger aspect to it. But yet we have the petitioner here telling that, no, that isn't their understandinq of what it meant. And a P' document is consensual between the petitioner and the local government, and I think if -- the board has to weigh the evidence h between what the county staff submits and what this petitioner subrn as to the meaning of the PUD document because it's -- it does say "pedestrian," and that could mean everybody, or it could mean pedestrians within the PUD, and I suppose that's a factual finding need to make. CHAIRMAN DAVIS: There's -- There's two separate issues here, and I think we all understand that. Is there a representati~ from the church here today -- MS. CAWLEY: I don't believe so. CHAIRMAN DAVIS: -- to speak to their intent? MS. CAWLEY: No, I don't believe so. Page 29 ··'........-;;..d;{\.J,;.:"\þ·.~::.(' .":-~~'''~'_~'''~ :,',;,',. ·:,f.::. )....~ ¡f' ··/J~·t·~.·",~ ~~.:";~ :r....·..../~."':';".,l.~~~ t:..; t,..i'l" ~ .. 1'. - ... ~ -f' .. .,. . .. ~ - ~. .. _ It ,.. . -..... - . '. «; 'P '\.- , '"1..;, )t\,......"',~ ¡'" .,~... ¡,. ~ /.......'~. .. .....,.. ........ . . ", . ;-, .: .,:..-:.... : ,,'.... . Off' - 'J " ·,~.'."..",.;1.... :.(õ" 16G February 7, 1997 CHAIRMAN DAVIS: Well, sadly then, in my opinion MR. RUEMLER: I can -- CHAIRMAN DAVIS: -- we'll just have to rely on the optimism of Mr. Simms from the school board. MS. CAWL~!: We do have someone from Centex who MR. THOMAS: Centex -- He needs to be sworn in. MR. RUEMLER: I was sworn in. MS. CAWLEY: He was sworn in. MR. RUEMLER: I was sworn in. MR. THOMAS: Oh, yeah. That's right. I'm sorry. MR. RUEMLER: My name is Tim Ruemler, and I'm the division president of Centex Homes, and I'm the person that sold th, property to the church. I was in all the negotiations with the church, and from Day 1 the church has always wanted a sidewalk acce: to the -- the school property on the southern boundary. We met wit] them two days ago with Mr. Simms. The -- The church is in total agreement that they will supply a. lO-foot, IS-foot easement, whatevI will be required to have this sidewalk, and that's the discussions from Day 1 with the church. I'm sorry that they're not here this morning. I spoke to David wilkison yesterday. I thought he was go to be here, but he obviously had something else he had to do. The -- the -- The real issue from my opinion is ,how far a child has to walk to gain access to school property, and it is we under 2 miles if they go out our main entrance to Goodlette and dow the sidewalk on Goodlette and then across this -- this future easem on the southern boundary line. So, I mean, the -- in my opinion, there really isn't an issue because it's well under 2 miles. They' middle-school-age children. They're going to be biking typically. I --~ r don't see it being an unreasonable circumstance for the scha children to access the school property by going down Goodlette Road CHAIRMAN DAVIS: And, sir, if I could ask you a question. At a point in time where the -- you sold your units and and you're on to the next one and -- and it's -- it's a commn..'1ity where people are living in a gated community and that there is a preponderance of middle school children, is there anything to preve the master association from putting that access point in in the future -- MR. RUEMLER: No. CHAIRMAN DAVIS: if -- if a majority of the residents want to do that? MR. RUEMLER: Right. If the majority of the residents wanted -- wanted to do that, there would -- they could do -- CHAIRMAN DAVIS: And that's simply creating some sort of controlled exit from their gated community which is going to exit t this future acc -- public access point that we're talking about¡ correct? MR. RUEMLER: Whatever the homeowners' association at that point in time decided. It -- it -- It would be whatever acce~ means that they were able to work out with the -- the residents. CHAIRMAN DAVIS: Yeah. All right. Thank you. MR. RUEMLER: I think the biggest issue is the actual Page 30 _;~... _.A' "',,~._.~, ..:.~ .". .... ~.- ,", ". -A ,",,;.. ~,' ....-~ . :~', _, . \", ..,...,.... ~... .... ~ ,.;; ,,,. . . . . ,.. ." February 7, 199¡ control of that access point from a public school and a private community. I mean, that -- that's the whole issue that we're oppo: to of -- of the co~~unity being burdened with the maintenance responsibility and security responsibility for only the access for school kids in Autumn Woods. CHAIRMAN DAVIS: Mmm-hmm. Okay. 'Any other questions? MS. STUDENT: I just need to make one recommendation as part of your motion because you've heard testimony on both sides. need you to make a finding based on the testimony you heard from M Nino and Miss Cawley as to -- again, depending on what your motion but if it's for -- as -- as -- with the modification but including pedestrian access, I need you to make a finding that pedestrian ei includes or doesn't include -- it's either everybody or just the neighbors based upon -- or not the neighbors, excuse me, but the residents of that PUD, and I need you to make that -- CHAIRMAN DAVIS: Yeah. MS. STUDENT: -- as part of the recommendation. CHAIRMAN DAVIS: That's fine. I -- I think we're really on past that but -- MS. STUDENT: Okay. CHAIRMAN DAVIS: Yes, sir? MS. STUDENT: Just in case. MR. PICKWORTH: Just one last comment, Mr. Davis, just in furtherance to the question you just asked. .We will -- We wilJ ensure that the homeowners' association documents provide provisi< which will allow the association directors to provide that access it's, you know, the desires of the association. It won't be done way that a minority of people can block it from happening if that what- the community wants to happen. CHAIRMAN DAVIS: I1myn-hmm. Thanks. 'Anyone -- Mr. Simms, did you have something to add? MR. SI11MS: Yes, sir. I just wanted to support what what Tim said. We did meet with the church two days ago, and the express a great interest in working with us to provide an easemen an access to the school, and we are enthusiastic about that and w work with them on that. And he is also correct in that we believe by -- by providing access at that point it woulè be less than 2 miles for children who live in -- in Autumn Woods; and, therefore, they cou walk to school. CHAIRMAN DAVIS: So the -- the -- the bussing concern you had before is -- is now gone? MR. SIMMS: That would -- That would go away if the church would allow us to provide some sort of access at that poir Yes, sir. CHAIRMAN DAVIS: Okay. 'And you feel -- you feel good about your discussions with the church people that that's -- MR. SIMMS: Oh, absolutely. There's no doubt in my mind about their commitment, resolve to -- to do that, and as I said, enthused about that, and that will help us solve our problem. CHAIRMAN DAVIS: Okay. Great. Thank you. Pag.:! 31 ;.~'.,;,+ .. ..~~-' ,,:,~,-.~ ,'. ,''''- ~ "'~I -:'\,:.:,\~ '~"..._~.~.~:, :f' ¡,,' ~ ...:' .~..' ",'. ~~ .~J : ~~~.. ," . ~". ,~"~.",ll";'~'~'J~~~~··:~; ,','.Ii-,' ,.... 4...... . ...' .".. , .' , . .' _' - ," ... 'I, / "J¡. J " . . ¡ f.,; , ~ " .:¡',. I" . ":" ". ,.. 1,...,.._ ..," , -.... . '. .,', ~ '", .... ~ .. \" . ~ . ",,'" ,;'. .,' t" 1 bG 1 February 7, 1997 MR. SIMMS: Yes, sir. Thank you. CHAIRMAN DAVIS: Mr. Thomas. MR. THOMAS: I would like the -- the rest of the :ommissioners to consider adding language on Item D. Put a comma lfter "school" and add the language "for the residents of this òubdivision," "for the residents of this subdivision." CHAIRMAN DAVIS: We can probably consider that with -- Ii th our -- part -- MR. THOMAS: Yes. CHAIRMAN DAVIS: of the motion. Is there anyone else :0 speak on this petition today? Close the public hearing. MR. THOMAS: I would make a motion that we approve the )SP with all the staff stipulations with the following modifications: :hanging C to the one that was agreed to by the petitioner with the _anguage that Mr. pickworth finally added. CHAIRMAN DAVIS: Mr, Means added? MR. THOMAS: Mr. pickworth -- CHAIRMAN DAVIS: Oh, I'm sorry. MR. THOMAS: finally added. CHAIRMAN DAVIS: Okay. MR. THOMAS: and adding the language to D --, lfter "pine Ridge Middle School," put a comma, "for the residents of :his subdivision." And the reason for that is because this ievelopment of these many units is going to provide a substantial 1umber of kids to the Pine Ridge Middle School, and they shouldn't be Ln the pack of putting those fo -- kids totally out of -- making those cids go that far out of the way to get to the middle school or the cesulting ball fields which should be seen as an adjunct to or support :0 that residential community. That's my motion. CHAIRMAN DAVIS: And -- and also would your motion, Mr. rhomas, include on Item E that it be replaced with the letter MR. THOMAS: Oh, yes. I forgot that one. Yeah. CHAIRMAN DAVIS: Okay. MR. THOMAS: With -- with the letter that they agreed :0. CHAIRMAN DAVIS: Is there a second to Mr. Thomas's notion? MR. NELSON: I'll second that. CHAIRMAN DAVIS: Second by Mr. Nelson. Does -- Any jiscussion on the motion? I'll -- In a way of discussion, I'm not going to support :he motion -- MR. YORK: Nor am I. CHAIRMAN DAVIS: -- because I think I -- for me the iccess point is up to the people that live there. MR. YORK: Exactly. CHAIRMAN DAVIS: I think it's important that it's put in :0 where a -- if à majority of the people that live there want that iccess point to the school, they can have that access point to the ;chool, but I I don't -- I don't think it's -- it's up to us today Page 32 --- "'~________A______._____._._,_ __._._ __....___._._ ~~. (. ~¡} ':;"'~:~' '::~. ,~' .<~';:.::' .~;:,'" :; :~:~.:'.: ,:,' ~. -;':.:.:":~' ..'.,':.,? -;\~~ ; :':~'~':~~ '.' ": ",:', 'f· ~~ ~, '. /,',; .~.~: ,'~!.;:. ):.:: ~-.: ,~:. ~'.~F/~ ~:J~~~,r'~~ . .1:' " ... February 7, 199} 6G to require it. MR. THOMAS: Okay. I'm going to tell you what my feeling is. MR. YORK: Let's call the question. MR. THOMAS: No, no. MR. PEDONE: I -- I -- MR. THOMÞ.S: I -- I -- I want to deal with this access -- your question about the access point. CrlAIRMAN DAVIS: Okay. Go ahead, Mr. Thomas. MR. THOt1AS: Okay. If, in fact -- If, in fact, those properties down there on the bottom where going -- that are going to feel the brunt of any problems created by the kids within their subdivision not wanting to walk all the way out here around the -- the pond to get to the school, okay, these folks down here could be in the problem, especially if they bought their properties first. They could be in a major problem. And the rest of the folks may say, ~No. We don't want them to corne through." And these folks right across the bottom will have to suffer kids trying to get through the yards, trying to walk through the houses, \lhatever, trying to get over to that school rather than walk up the -- the -- the walkway. It just doesn't make sense to me for a gated community to be so unfriendly to their children to make them go around like that. It.just doesn't makE sense. CHAIRMAN DAVIS: Mr. Pedone. MR. PEDONE: Yeah. Mr. Davis, I -- my feeling is that if the school board has decided that 2 miles is the cut-off point, what's the difference if the kids are walking a mile? I don't know how many miles any of us walked when we were kids, but I know it was more- than 2 and -- MR. YORK: Uphill all the way. MR. PEDONE: Uphill, barefoot in the snow. But I -- I see no problem with kids walking to school. A gated community has a purpose, and that's to keep it secure, and I think by opening up othe: areas against the wishes of the homeowners is -- is contrary to the intent of the gated community. So I would support you, Mr. Davis. I would be voting against it. CHAIRMAN DAVIS: Any more discussion on the motion? All those in favor of the motion signify by saying aye. MR. THOMAS: Aye. MR. NELSON: Aye. CHAIRMAN DAVIS: All those opposed? MR. YORK: Aye. MR. WRAGE: Aye. MR. PEDONE: Aye. CHAIRMAN DAVIS: Aye. You were opposed, Mr. Wrage? MR. WRAGE: (Nodding head) CHAIRMAN DAVIS: So it was 4-2 against Mr. Thomas's motion. Is there another motion? MR. YORK: Yes. I'll make a motion that we forward Page 33 -."- .....~"""...-. ~- ~_.- . -' "" - ~ .... --~ - ~ ~ -~""'._--""~"'-- '#.. ·~\~'....-r,. ;~ : '... .,...." ¡. ~ ~.; ..........~. '1-...,: ... ).":..~.",,i"......... . "~...''.': ,~M~.~~./..\::.,. ~~'~I .<:"'-.: ;.:t'-...fJ:., ·'~:''''~~.~~'r.cr: .,., . I~·"''' f.-Á ·".ø r~ ~·~t r...· ...,.. ·.·_~"v ,,~.....) 4.···· J\}..~,..-......... ',.'j,~.:.. ~J ,.... .f~~. ¡1....t,,~, ...f; . tJ:~ ':,.''';'" ~J.:~:t~ljj;~~r;{j;;·'·· ~\.:.:: ' ht~/~/::? ::j ;}if;· [, ~J~·:,:;.~;::';::·!Æ~·~;Jj{jYf;!5:f 16G 1 February 7, 1997 PSP-96-17 with the recommendation for approval. CHAIRMAN DAVIS: No. We approve. MR. YORK: We -- We approve then, and we keep in the proposed -- as presented for C and -- and the other one but delete totally Item D. CHAIRMAN D~VIS: Your motion, Mr. York, is to amend Item C and E as was discussed here today MR. YORK: Correct. CHAIRMAN DAVIS: and delete Item D in its entirety? MR. YORK: Correct. CHAIRMAN DAVIS: Is there a second to that motion? MR. PEDONE: I'll second that. CHAIRMAN DAVIS: Discussion on that motion? All those in favor signify by saying aye. MR. WRJI.GE: Aye. MR . PEDONE: Aye. CHAIRMAN DAVIS: Aye. MR. YORK: Aye. CHAIRMAN DAVIS: Opposed? MR. THOMAS: No . MR. NELSON: No. CHAIRMAN DAVIS: 4-2 with Messrs Thomas and Nelson in opposition, and Mr. Oates and Mr. Bruet abstaining. 'That motion passes. Moving right along -- MR. YORK: Barbara, here's your stuff. CHAIRMAN DAVIS: -- Petition PDI-96-3. will all those people speaking on this petition please rise so that the court repo~ter can swear you in. (The speakers were sworn.) CHAIRMAN DAVIS: This -- This appeared to me, upon review, you can probably move through this pretty quickly, can't you? MS. MURRAY: Yes. If -- If it helps you, you may -- you should have received two different maps in your packet. If y~u pull them side by side, it will probably be real easy to figure out what's going on. CHAIRMAN DAVIS: It struck me as a great idea and a great change. MR. THOMAS: Does anybody want to speak against it? MR. PEDONE: No . CHAIRMAN DAVIS: Does any -- everybody feel pretty comfortable with this one? MR. BRUET: Yeah. UNIDENTIFIED VOICE: It's great. MR. BRUET: Let's close the public hearing. CHAIRMAN DAVIS: And there's no one to speak -- wants to speak on this issue. Close the public hearing. What's your pleasure? MR. BRUET: Mr. Chairman, I recommend we move forward with approval for PDI-96-3, Radio Square PUD master plan as recommended by staff. MR. YORK: Second. Page 34 '/,:. ."t. :'. ", ~,-.':. " ,.; ",:: ' .~'~" '.'~ ".~:":,:,.~~',:;,""""~"~:::,:,,:"~';~,: ': '~:~,::~"...,.. ~ ::.'; ;". <. :.:'<. .~,.<:' .': ~ ,-- .....,. .,.- - -"!... ";''ri .....,. .....:, ~ ....... ~.)i -- '....... '<r-O r..:; ~ ~ ~ --.. ....... - -.- .~... ~ ~ .- '4l1li 1 bl1 1 .. CHAIRMAN DAVIS: Motion by Mr. Bruet, 3econded by Mr. York. Discussion? MR. THOl1AS: That's a motion to recommend approval? CHAIRMAN DAVIS: Yes. All those in favor signify by saying aye. Opposed? (No response) CHAIRMAN DAVIS: Carries unanimously. Petition V-96-30. Mr. Badamtchian. THE COUR~ REPORTER: Mr. Chairman, do I need to swear them in? CHAIRMAN DAVIS: Yes. I'm sorry. I -- I fell asleep on you again. I promise not to -- THE COURT REPORTER: I wasn't sure if it was all of them or not. CHAIRMAN DAVIS: Please rise and raise your right hand. (The speakers were sworn.) MR. BADAMTCHIAN: Good morning, Commissioners. This variance is for Oakes' Produce Market on Davis Boulevard. They have an existing building sitting on the property line -- on the side property line. Parts of this building is dilapidated, and they have to tear it down and rebuild it, and they are r~questing to rebu~ld on the same exact building line. So the variance is a -- from the 15-foot side-yard -- required side-yard to O. As part of this variance, they are also going to improve the parking lot and relandscape the place and close one of the existing accesses to the side. CHAIRMAN DAVIS: This is a real win situation for the community then. - -MR. BADAMTCHIAN: For for the community. CHAIRMAN DAVIS: Yes. MR. BADAMTCHIAN: And we are hoping that Mr. Oakes is going to do something about the sign that they have, which is not a very good looking one. CHAIRMAN DAVIS: I'm not going to comment. MR. BRUET: We've been reminded though. CHAIRMAN DAVIS: Mr. -- Mr. Oakes, did -- did you want to say any -- MR. BADAMTCHIAN: This is Mr. Metts. CHAIRMAN DAVIS: I'm sorry. Mr. Metts. MR. METTS: My name is Joel Metts, and I'm representing the petitioner. Just to bring out some points there, Mr. Chahram said the building we're tearing down would not probably stand a very good hurricane if somebody -- it's dilapidated, looking at it and put a contractor on it and feels somebody just stuck it up there. The new building we want to put up will be up to the code and -- a~d -- and proper and the -- MR. THOMAS: Sir. excuse me. MR. METTS: We feel we're -- MR. THOMAS: Excuse me, sir. Excuse me. If you will just talk to us about the sign, we can move on, I believe. MR. METTS: Well, I have no authority to talk to you Page 35 _.-----~._....- 16Gl February 7, 1997 about the sign because I haven't spoken to Mr. Oakes about it and the first time I've heard about it, but I will mention it to him. CHAIRMAN DAVIS: I -- I think -- I think -- I -- I get the perception that this board is pretty favorable for what you've brought to us today. Is there anyone who has any questions of Mr. Metts? Anyone else to speak on this issue? Close the public hearing. MR. BRUET: Mr. Chairman -- MR. OATES: Mr. Chairman, I move we recommend to the Board of Zoning Appeals Petition V-96-30 for a rec for the recommendation of approval. MR. THOMAS: Second. CHAIRMAN DAVIS: Moved by Mr. Oates, seconded by Mr. Thomas. And Mr. Badamtchian -- I'm sorry. Just a moment. All those in favor signify by saying aye. Opposed? (No response) CHAIRMAN DAVIS: Now that it's carried unanimously, Mr. Badamtchian, I think it's -- it's important that the BCC recognize that we recognize that the landscaping improvements, the closing of an access and -- and that this is really a complete upgrade to the property are key in our recommendation of recommending approval of the variance to them. MR. BADAMTCHIAN: Yes, sir. I will let them know. CHAIRMAN DAVIS: Because it seems that sometimes recently things like that have gotten overlooked. Next on the agenda here, V-96-31. - MR. BRUET: This appears like a slam dunk also, Mr. Chairman. CHAIRMAN DAVIS: Yeah. I put a note on -- I put a note on the front of the application. It was built in 1958. MR. BRUET: ' 58 . CHAIRMAN DAVIS: And -- Let's see. We haven't founded a problem in almost 20 years -- m~IDENTIFIED VOICE: 40. CHAIRMAN DAVIS: Or 40 years. I'm sorry. Any questions -- MR. THOMAS: Anybody-- MS. STUDENT: If anybody's g01ng to testify, they need to be sworn in. CHAIRMAN DAVIS: I'm sorry. Anyone -- Anyone that potentially might testify on this issue, if you'd please stand and raise your right hand so the clerk can swear you. (The speakers were sworn.) CHAIRMAN DAVIS: Are - - Are you Mr. And Mrs. Tetlow? MRS. TETLOW: Yes, we are. MR. THOMAS: Okay. CHAIRMAN DAVIS: You're -- You're in favor of this? MRS. TETLOW: Yes. MR. THOMAS: Can I ask a question of staff? Page 36 .Fe.tJrUé1.ry " ;.;;; J I 16G 1 1 MS. MURRAY: Yes. MR. THOMAS: Can I ask a question of staff? CHAIRMAN DAVIS: Mr. Thomas. MR. THOMAS: Did you get any letters of opposition to this? MS. MURRAY: No. I -- I do have a comment though. CHAIRMAN DAVIS: Please, Miss Murray. MS. MURRAY: You'll note there was two resolutions There should have been two resolutions given to you in your packet. The difference between the two is one comment. And I -- I had originally drafted the resolution, and -- and Miss Student would not sign off on it, but I -- I still would like to bring it to your attention because I believe it should be a stipulation in the approval of this, and that is that should the subject structure -- MR. OATES: Excuse me, but who wouldn't sign off on it? MS. MURRAY: Miss Student. CHAIRMAN DAVIS: Miss Student. MR. OATES: Oh. MS. STUDENT: There's case law about that~ It's illegal to put that in there unless you have -- I'll let Mrs. Murray go on but -- MS. MURRAY: It simply says that should the subject structure be destroyed, moved, or replaced as defined in the LDC, that a structure may only be reconstructed on the subject property in conformance with the setback requirements and other applicable land-use regulations at the time. I do understand a -- a variance runs with the land. In this case I would only offer tbat .25 feet is a pretty severe setback when you're not in a neighborhood that has zero lot line type of development. I -- I also have a concern that there's a potential of the existing roof hanging over into the neighboring property, and maintenance required on the subject structure would more than likely require encroachment into the neighboring property. We -- I have seen variances conditioned before. I mean, you are conditioning a vari -- The other stipulations are technically a condition to a variance, and I would just offer my -- my opinion on that. CHAIRMAN D~VIS: Okay. Thank you. Miss Student -- MS. STUDENT: Well-- CHAIRMAN DAVIS: -- did you want to clarify that? MS. STUDENT: -- planning may have one opinion, but the law is that if there's a provision in our code governing variances that allows us to do that, we may do that. And, in fact, we may wish to amend our land code to state that -- and under certain circumstances they do not run with the land. And it would be an expressed provision too, not just a provision that says you can put conditions on there. We've researched the issue. So that may be something we wish to consider in a land code. And absent a provision like that and the reason I didn't sign that resolution is because in my legal opinion I don't feel that we have the authority to do it that Page 37 way other than amendment to our code. CHAIRMAN DAVIS: Can a -- Can a petitioner voluntarily do it? MS. STUDENT: Yes, they can, if -- if they waive that then -- they waive that argument. CHAIRMAN DAVIS: Mmm-hmm. Okay. Mr. Thomas. MR. THOMAS: I thought we had something in the in the code that said if more than 50 percent of the building was destroyed, they lose -- loose -- lost the right to the variance. MS. STUDENT: I don't recall any such provision. MS. MURRAY: Well, the variance will actually remedy the nonconforming status of the structure, so technically __ CHAIRMAN DAVIS: Yeah. MS. MURRAY: they could always and forever have that .25 yard -- side-yard setback. MR. THO~~S: Educate me. What am I talking about when we talk about all that stuff down on -- when we're doing our Land Development Code and all that stuff down on 41 __ MR. NINO: Well, Susan -- MR. THOMAS: -- with more than half the building MR. NINO: Susan answered your question correctly. The variance goes with the land and, therefore, supersedes the provision in our code that says whenever a nonconforming structure is destroyed by 50 percent. Then the irony of this would be -- you know, the irony of this is if you were to take -- literally take Miss Student's position, we'd be better off turning this down because if it's gone for 40 years without a problem, we'd be better off to turning it down and hope -- and maybe some day when it burns down, it would be constructed in a conforming manner. I mean, that seems like a harsh position to take. MS. STUDENT: Mr. Chairman, I just need to state something. We may have some things that are illogical because the way our code is written. The remedy is not to ignore the code but to amend the code. That's all I'm saying. We have to abide by the law that we have, and we don't have authority to go beyond that. And it may be in some circumstances illogical, and indeed that's why we do amend our land code. And my point is just being that if this occurs in a logical situation and even if it's nct, it's something we should consider at times, and our code needs to be amended in the variance section to provide for that. And until it is, it's my opinion that we can't vary it in a resolution unless, you know, the property owner doesn't have a problem with it. CHAIRM1~ DAVIS: I would make the observation that our code is probably weak there, and Mr. Nino might want to make a note that as we go through our Land Development Code amendment process that we at least take a look at such a modification because the planner has brought to us today a good idea to -- to save some problems in the future. Mr. Tetlow, if you could come forward to the microphone, I'd like to ask you a question, or Mrs. Tetlow, whichever one wants to be famous today. February 7, 1997 1 6G l' Page 38 -:"I ~ ._J. .... ." ~ ..... ..:.Jt -,rS: -'07' ,.... -- ~ .,.,., February 7, 1997 16G 1 ~ MR. TETLOW: We'll talk together. CHAIRMAN DAVIS: If you could state your name for the record. MR. TETLOW: Yes. I'm Daniel Tetlow, Jr. CHAIRMAN DAVIS: Mr. -- Mr. Tet -- I'm sorry. Go ahead, Mrs. Tetlow. MRS. TETI·OW: I'm virginia T-=tlow. CHAIRMAN DAVIS: Thank you. The -- The concern here is -- is in the future that -- that -- that if the structure was completely destroyed that accor -- Do you understand the idea of what we're talking about here today, that this variance goes with the land. so in the future you could put a whole new building up there with this same variance. Would -- would you -- would -- be all in favor of volun -- voluntarily stating for the record that -- that if the existing structure is destroyed, that the -- the new structure would -- would be built in -- in compliance with the code as it existed then? MR. TETLOW: Yes. Yes. MR. THOMAS: Today. CHAIRMAN DAVIS: No, not today. It would be -- because then -- That structure has been there 40 years. It's probably going to be there another 40 years. MR. TETLOW: Oh, yeah. It will be there. It's in good shape. CHAIRMAN DAVIS: So your response to -- to that to that would be yes? MR. TETLOW: Yeah. Yes. CHAIRMAN DAVIS: Okay. Thank you. Thank you very much. Did --.:: Did you have anything you wanted to say? MR. TETLOW: No. CHAIRMAN DAVIS: Thank you, ~rr. And Mrs. Tetlow. Any other questions? Anyone else to speak on this petition? MR. YORK: I just have a comment. I -- I -- I don't know if that -- if this is good practice to call a petitioner up here and ask them if they would concede that. I -- CHAIRMAN DAVIS: No. I-- MR. YORK: I think I have to go a10ng with -- with the county attorneys. We should leave that alone, and -- and -- and if -- if it needs to be fixed, we should fix the code and not -- CHAIRMAN DAVIS: I'll close the public hearing. MR. OATES: I concur with -- I.concur with Mr. York. CHAIP~ DAVIS: I agree too, but I think their ability to come forward and express how they'll deal with the property in the future is important. MR. OATES: Well, my concern is -- MR. THOMAS: Can I make a motion? CHAIRMAN DAVIS: Because it -- it in in no way was it intended as a threat or holding it over their head to to-- MR. THOMAS: Can I make a motion? CI~IRMAN DAVIS: -- us to vote either positively or .., .~ .J . :.....~ .;.tõ, Page 39 ..... 166 1 February 7, 1997 negatively on it. MR. YORK: My -- my -- My comment to that is that some attorneys would say it was coercion and I -- MR. THOl'...AS: Can I make a motion, please? CHAIRMAN D~VIS: Make a motion. MR. THOMAS: I would make a motion that we recommend for approval V-96-31, noting only two stipulations -- two conditions, and that's the two that were provided by the county attorney, Stipulation 1 and 3. That's my motion. MR. BRUET: Second. MR. YORK: I'll second. CHAIRMA.N DAVIS: Moved my Mr. Thomas, seconded by Mr. York. All those in favor signify by saying aye. Opposed? (No response) CHAI~~ DAVIS: Carries unanimously. Petition V-97-1. Mr. Badarntchian and all those that are g~ing to testify, if you could raise your right hand and be sworn by the clerk. MR. THOMAS: We've got two. (The speakers were sworn.) MR. BhDAMTCHIAN: Good morning, Commissioners. Chahram Badamtchian from planning services. This is an after-the-fact variance for a house built in 1980. It is for sale now, and the encroachment only was discovered when a survey was ordered by the buyer, and they are requesting this variance in order to remove the violation so they can close on the house. The variance is for 3.15 feet from the required front-yard of 30 to 26.85. Staff recommends a~prbval of this variance. The building permit was issued, and the building was inspected and CO'd in 1980. CHAIRMAN DAVIS: Any questions by the petitioner or staff? Are you going to make a motion? MR. THOMAS: I'm ready. CHAIRMAN DAVIS: Close the public hearing. Mr. Thomas. MR. THOMAS: I'll make a motion that we recommend for approval V-97-1 with all staff stipulations. MR. OATES: Second. CHAIRMAN DAVIS: Moved and -- moved by Mr. Thomas, seconded by Mr. Oates. All those in favor signify by saying aye. Opposed? (No response) CHAIRMAN DAVIS: Carries unanimously. petition PUD 86-9(4). Mr. Nino. MR. NINO: Ron Nino, planning services. MR. THOMAS: Swear in. CHAIRMAN DAVIS: All those that are going to speak on this issue today, please stand and raise your right hand and be sworn by the clerk. (The speakers were sworn.) CHAIRMAN DAVIS: Mr. Nino. Page 40 ~ ~ ~ ~ ~ r: t I " - r ¡' C 1,:.;:.'( ~·.7~. :-~ - I . , , , ---- February 7, 1997 16G 1 MR. NINO: This petition asks you to amend the Heritage Greens PUD to accommodate a change in the development standards as they would apply to the relationship between one-story garages. It's very straightforward. Page No. 2 of your staff report illustrates the effect of the change. This developer has the particular housing plan that they're marketing and -- and -- that has one-story garages in front of the principal buildings and feel that those buildings could be closer to the lot line than the principal building. Staff doesn't have a problem with that. We -- We have many PUDs in which the minimum space between accessory structures is 10 feet, and they're awfully nice comnmni ties. (Mr. Thomas exited the board room during Mr. Nino's presentation. ) CHAIRMAN DAVIS: Any questions of staff or the petitioner? Close the public hearing. MR. BRUET: Mr. Chairman, I recommend we approve Petition PUD-86-9(4) -- MR. YORK: I second. MR. BRUET: -- in accordance with staff's stipulations. CHAIRMAN DAVIS: All those in favor signify by ~aying aye. ~-":.~ Opposed? (No response) CHAIRMAN DAVIS: Let the record reflect that Mr. Thomas was absent for that one vote. Mr. York seconded. And last, CU-96-25. Mr. Nino. - MR. NINO: Ron Nino for the record. MR. OATES: Are we going to swear them? CHAIRMAN DAVIS: I'm sorry. You know, Fred was gone. I thought I was going to get away with it. (Mr. Thomas entered the board room.) CHAIRMAN DAVIS: All those -- all -- All those people that are going to testify on this issue today, please stand and raise your right hand to be sworn by -- and if you think you might, stand up. (The speakers were sworn.) CHAIRMAN DAVIS: Thank you, Mr. Nino. You know, you're really earning your pay, haven't you, today, Mr. Nino? MR. NINO: Well, Susan caught up to me though. She had three petitions. CF.AIRMAN DAVIS: Okay. MR. NINO: Ron Nino, for the record. This petition requests approval of a conditional use for church expansion. I'm sure you all know the Community Congregational united Church of Christ is an existing facility on the North Trail immediately south of Sabal Nursery, and they have a need to expand the church sanctuary and institute a day-care center and provide for some additional administrative space. And a review by staff reveals that any the change as conditioned in the resolution recommending adoption would -:-r..)-~ ~ . . ~ Page 41 " .-.--"_......1___.--""---...-.---·-... ~_______..___._..._~__.._._________ 16G 1 February 7, 1997 ensure that this expansion when it takes place would be consistent with all of the provisions of the Land Development Code, and we recommend your approval subject to the conditions noted in our draft resolution of adoption. I don't know that the petitioner has any objection to theIn. If they do, why, they will note them for the record. CHAIRMAN DAVIS: or anything received? MR. NINO: There were no letters of objection. CHAIRMAN DAVIS: And is there anyone here to object to this petition today? Was that -- Was there an affirmative response from the petitioner as far as the staff stipulations? UNIDENTIFIED VOICE: Yes. CHAIRMAN DA'IIS: Any questions from this board for the county staff or the petitioner? Close the public hearing. MR. YORK: Hr. Chairman, I would forwarded with the recommendation for MR. THOMAS: I second it since I fact. CHAIRMAN DAVIS: Moved by Mr. York, seconded by.Mr. Thomas. All those in favor signify by saying aye. Opposed? (No response) CHAIRMAN DAVIS: Carries unanimously. MR. OATES: Mr. Chairman, I don't have the finding of fact, Mike. The package did not get to me and -- I got one, but they didn..... t' put that in. CHAIRMAN DAVIS: Mr. Nino, do you have 'an additional finding of fact for Mr. Oates? MR. YORK: Ron, we need the finding of facts. MR. NINO: Yes. MR. YORK: Yeah. We're one short. MR. NINO: Extra one? Oh, my goodness. MR. YORK: Yeah. We're one short. CHAIRMAN DAVIS: Miss Student, under old business I thir¡k you wanted to tell us briefly about one thing under old business to do with our Naples Bath and Tennis Club vote and under new business, some -- some advice on ex parte communication. MS. STUDENT: That's correct. As you recall, on June 6 of last year, we had a hearing where the planning commission reviewed pursuant to the provisions of the PUD document a -- for -- a site development plan for a hotel facility in Naples Bath and Tennis and the -- one of the objectors filed suit against the planning commission in circuit court, and we received a ruling two days ago from the Court essentially stating that because of two provisions of the PUD document that were not even argued before this board, that the board was precluded from approving the hotel because the hotel was not included in construction plans in 1985. And I just wanted to report to the board on that. Mr. Nino, no -- were there any letters move that CU-96-25 be approval. signed my findings of T"'I..._....... A'" February 7, 1997 16G 1 And we have a couple of options, the first of which we've discussed in our office and I've also discussed with the attorneys for the petitioner, that being a -- preparing jointly with them a motion for rehearing and reconsideration by the Court. Of concern to me is the fact that -- I'm not going to comment on the case very much because it is in litigation. But of concern to me is the fact that two PUD sections which the judge relied upon for his ruling were not argued. No one presented any argument and there was no testimony on these particular provisions, and that's a particular concern to me. So I can't predict what will happen, but I wanted to give the board an update on that case. And it's my understanding at this point too that the petitioner is going to pursue an appeal to the Second District Court of Appeal. CHAIRMAN DAVIS: Okay. And we appreciate you on a continuing basis keeping us updated on the progress of that. MS. STUDENT: I certainly will be glad to do so. MR. BRUET: Are you looking for our support, or do you just MS. STUDENT: No. I just wanted to MR. BRUET: -- move forward on your own? MS. STUDENT: I just want to give you all a report on -- on the case and what had happened, particularly since it was the planning commission itself that was sued, and you had final order of authority pursuant to the PUD on that. CHAIRMAN DAVIS: And on -- under new business for ex parte communication. MS. STUDENT: Yes. There was an amendment last year in tne-legislature, and the law recently became effective that one could have ex parte communications and there would be no prejudicial taint to it. It is the opinion of our office -- and I've consulted with my colleagues by way of a land-use continuing legal education seminar last week and was part of the panel where we discussed Schneider, and ex parte comes into that -- of this new provision in the law, and it's the collective wisdom of the land-use attorneys in the stat~ that were there that this law is unconstitutional or possibly unconstitutional __ I can make a argument -- because th~ legislature by a legislative fiat has stated that the ex parte communication is not prejudicial, and that's usually up to the courts to decide, depending on the particular facts or circumstances of the case. There's also another problem, a state constitutional law problem with the bill that went through the legislature because it wa~ tucked in, if you will, a bill that dealt with some aspects of public' finance law, and we have a requirement of our state constitution that legislation must have a single subject, and it -- it -- it violates that provision as well. So we are going to continue on as we have both for this board and our Board of County Commissioners to follow the resolution that we adopted in June 1995 governing the ex parte communication. So I just wanted to give you an update on that as well. CHAIRMAN DAVIS: Okay. Thank you. Page 43 16G 1 February 7, 1997 Anybody have anything else? We are adjourned. ***** There being no further business for the good of the County, the meeting was adjourned by order of the Chair at 10:23 a.m. COLLIER COUNTY PLANNING COMMISSION MICHAEL A. DAVIS, CHAIRMAN TRANSCRIPT PREPARED ON BEHALF OF DONOVAN COURT'REPORTING BY: Christine E. Whitfield, RPR Page 44