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09/21/2020 Agenda
The Quarry Community Development District Board of Supervisors District Staff Stanley T.Omland,Chairman Bob Koncar,District Manager Lloyd Schliep,Vice Chairman Wes Haber,District Counsel Timothy B.Cantwell,Assistant Secretary Albert Lopez,District Engineer William G.Flister,Assistant Secretary Rached Karanouh,Assistant Secretary Meeting Agenda Monday September 21, 2020 @ 1:00 pm VIA ZOOM https://us02web.zoom.us/j/8 1 149422 1 80?pwd=YjBaOmMOSXUvNmgwcGlWK 1 QxTTlvUT09 Meeting ID: 811 4942 2180 Passcode: 804901 Call in number: 1 646 558 8656 1. Call to Order 2. Approval of Agenda 3. Public Comments on Agenda Items 4. District Manager's Report A. Update on Action Items from Meeting Notes B. Approval of the August 17, 2020 Meeting Minutes C. Acceptance of the Financial Report, and Approval of the Check Register and Invoices of August D. Acceptance of the Financial FY2020 Audit Engagement Letter E. Consideration of the Underwriting Agreement with MBC Capital Markets F. Consideration of the 0 & M Methodology Proposal G. Consideration of Lake Maintenance RFP 5. Attorney's Report A. Attorney's Written Report 6. Engineer's Report A. Engineer's Written Report B. Discussion of CPH Project No Q0502.1 andQ0504 7. Business Items A. FEMA Update 8. New Business Items 9. Old Business Items A. Update of CD 101 Book B. Resident Inquiry 10.Action Items 11. Supervisor Requests/Reports A. Chairman's Report: Mr. Omland—Page # Quarry CDD Meeting Agenda September 21, 2020 Page 2 B. Lake& Preserve: Mr. Flister C. Liaison: o QCA o HBCDD—Mr. Flister o HBUA 12. QCA Modification Committee/CDD Easement Requests A. New and Pending Approvals 13. Audience Comments 14.Adjournment Next meeting: Monday October 19, 2020 If you require an agenda package please contact Bob Koncar— bob.koncarra inframark.com ?4npLrEiBiIait PART OF THE USA TODAY NETWORK Published Daily Naples, FL 34110 QUARRY CDD% INFRAMARK 210 N.UNIVERSITY DR,SUITE 702 CORAL SPRINGS,FL 33071-7394 Affidavit of Publication STATE OF WISCONSIN COUNTY OF BROWN Before the undersigned they serve as the authority, personally appeared Vicky Felty who on oath says that she serves as legal clerk of the Naples Daily News,a daily newspaper published at Naples,in Collier County,Florida; distributed in Collier and Lee counties of Florida;that the attached copy of the advertising was published in said newspaper on dates listed Affiant further says that the said Naples Daily News is a newspaper published at Naples,in said Collier County,Florida,and that the said newspaper has heretofore been continuously published in said Collier County,Florida;distributed in Collier and Lee counties of Florida,each day and has been entered as second class mail matter at the post office in Naples, in said Collier County, Florida for a period of one year next preceding the first publication of the attached copy of advertisement and affiant further says that he has neither paid nor promised any person,or corporation any discount, rebate,commission or refund for the purpose of securing this advertisement for publication in the said newspaper 7' 10/07/2019 Subscribe( and sv'orn to before on Nov 20,2019 Notary, State of WL County of Brown !AAA (vlONl")I C)CH Notary Public atate of Wisconsin My commission exp res August 6 2021 Publication Cost $262 50 Ad No'0003800691 Customer No 323087 PO#. NOTICE OF MEETINGS THE QUARRY COMMUNITY DEVELOPMENT DISTRICT The Board of Supervisors of The Quarry Community Devel- opment District will hold their meetings for Fiscal Year 2020 on the third Monday of every month at 1:00 p.m. at The Quarry Beach Club located at 8975 Kayak Drive, Naples, Florida 34120, on the follow- ing dates: October 21,2019 November 18,2019 December 16,2019 January 22,2020(Wednesday) February 19,2020(Wednes- day) March 16,2020 April 20,2020 May 18,2020 June 15,2020 July 20,2020 August 17,2020 September 21,2020 There may be occasions when one or more Supervisors may participate via telephone. Any interested person can at- tend the meeting at the above location and be fully in- formed of the discussions tak- ing place. Meetings may be continued to a date,time and location to be specified on the record at the meetings with- out additional publication of notice. Any person requiring special accommodations at these meetings because of a disabil- ity or physical impairment should contact the District Of- fice at(954) 603-0033 at least 48 hours prior to the meeting. If you are hearing or speech impaired, please contact the Florida Relay Service at 7-1-1, or 800-955-8771 (TTY)/800- 955-8770 (Voice), for aid in contacting the District Office. Each person who decides to appeal any action taken by the Board at these meetings is advised that person will need a record of the proceedings and accordingly, the person may need to ensure a verba- tim record of the proceedings is made, including the testi- mony and evidence upon which such appeal is to be based, Bob Koncar Manager Pub Date:Oct 7,2019 #3800691 Agenda Page 6 Quarry Community Development District ACTION ITEMS/FOLLOW-UP Item Due Date Assigned to Completed Follow up on email quotes: 8/30/2020 Board members In progress below are the quotes from Go Daddy, we will obtain additional quotes for comparison(for six emails): • 6 - 0365 Emails with No Backups or Archiving is $1,103.28 fora 1 year term ($503.28 for email plus one-time $600 fee for migration), every year after would be $503.28. • 6 - 0365 Emails with No Backups Or Archiving is $1,509.84 for a 3 year term ($503.28 per year for email paid upfront but the one-time fee of $600 would be waived). • 6—0365 Emails with Backup* is $1,318 per year plus a one- time $600 fee for the migration. • 6—0365 Emails with Backup* is $1,708.56 for a 3 year term ($569.52 per year for email paid upfront but the one-time fee of $600 migration would be waived). Provide expenditure history 8/30/2020 Inframark Completed for Preserve Maintenance. Finance Team Liability insurance payments, 8/30/2020 Inframark Completed check and follow up. Provide Finance Team new forecast for FY 2020. Accrual analysis for the September meeting. Page 1 Agenda Page 7 Quarry Community Development District ACTION ITEMS/FOLLOW-UP Investigate bond refinancing 8/30/2020 Inframark Completed and report back to Board. Finance Team Send the Board members and 8/30/2020 Bob Koncar Completed Wes access to the Riverwood drop box for their review. w w.dropbox.com Username: bob.koncar(a%inframark.com Password: Riverwood2020 Put RFP for Preserve and Recording Completed Lake Maintenance on the Department September agenda. What was the Par Balance on Finance Team Completed the 2019 bond before the $850,000 principal payment is made? Authorize CPH to begin work 3/1/2021 CPH In process in March on the Stormwater System Annual Report for $8,500 fee. Place the approved policy In process relating to dock removal in the CD 101 Book. Distribute the proposal for a Bob Koncar Completed new methodology study to the Board. Place the matter on the agenda for the September meeting. Provide a definitive response Bob Koncar Completed to the Board at the September meeting about Justin taking a more prominent Take the following items off 8/30/2020 Alison Completed the agenda for future meetings: 10 B and 10 C and item number 11. Page 2 Agenda Page 25 Quarry Community Development District Financial Report August 31, 2020 INFRAMARK THE QUARRY Agenda Page 26 Community Development District Table of Contents FINANCIAL STATEMENTS Balance Sheet-All Funds Page 1 Statement of Revenues, Expenditures and Changes in Fund Balance General Fund Pages 2-3 Debt Service Fund(s) Pages 4-6 Capital Projects Fund(s) Pages 7-8 Trend Report-General Fund Pages 9- 10 Notes to the Financial Statements Page 11 SUPPORTING SCHEDULES Special Assessments-Collection Schedule Page 12 Cash and Investment Report Page 13 Bank Reconciliation Page 14 Reserves-Settlement Page 15 Series 2019(Shoreline Restoration Project) Pages 16- 18 Payment Register by Bank Account Page 19 Agenda Page 27 Quarry Community Development District Financial Statements (Unaudited) August 31, 2020 QUARRY Agenda Page 28 Community Development District Governmental Funds Balance Sheet August 31, 2020 201-SERIES 202-SERIES 203-SERIES 301-SERIES 302-SERIES 2015 DEBT 2018 DEBT 2019 DEBT 2018 CAPITAL 2019 CAPITAL GENERAL SERVICE SERVICE SERVICE PROJECTS PROJECTS ACCOUNT DESCRIPTION FUND FUND FUND FUND FUND FUND TOTAL ASSETS Cash-Checking Account $ 628,763 $ - $ - $ - $ - $ - $ 628,763 Due From Other Funds 2,941 - - - - - 2,941 Investments: Money Market Account 136,114 - - - - - 136,114 Acquisition Fund - - - - 51 51 - Interest Account - - - 558 - - 558 Renewal&Replacement - - - - - 304,669 304,669 Reserve Fund - 464,199 90,122 - - - 554,321 Revenue Fund - 407,076 292,851 88,696 - - 788,623 Prepaid Items 2,163 - - - - - 2,163 TOTAL ASSETS $ 769,981 $ 871,275 $ 382,973 $ 89,254 $ 51 $ 304,669 $ 2,418,203 LIABILITIES Accounts Payable $ 429 $ - $ - $ - $ - $ - $ 429 Accrued Expenses 5,417 - - - - - 5,417 Due To Other Funds - 1,774 461 706 - - 2,941 TOTAL LIABILITIES 5,846 1,774 461 706 - - 8,787 FUND BALANCES Nonspendable: Prepaid Items 2,163 - - - - - 2,163 Restricted for: Debt Service - 869,501 382,512 88,548 - - 1,340,561 Capital Projects - - - - 51 304,669 304,720 Assigned to: Reserves-Settlement 541,573 - - - - - 541,573 Unassigned: 220,399 - - - - - 220,399 TOTAL FUND BALANCES $ 764,135 $ 869,501 $ 382,512 $ 88,548 $ 51 $ 304,669 $ 2,409,416 TOTAL LIABILITIES&FUND BALANCES $ 769,981 $ 871,275 $ 382,973 $ 89,254 $ 51 $ 304,669 $ 2,418,203 Page 1 QUARRY Agenda Page 29 Community Development District General Fund Statement of Revenues,Expenditures and Changes in Fund Balances For the Period Ending August 31,2020 ANNUAL YTD ACTUAL ADOPTED YEAR TO DATE YEAR TO DATE VARIANCE($) AS A%OF AUG-20 ACCOUNT DESCRIPTION BUDGET BUDGET ACTUAL FAV(UNFAV) ADOPTED BUD ACTUAL REVENUES Interest-Investments $ - $ - $ 1,116 $ 1,116 0.00% $ 155 Hurricane Irma FEMA Refund - - 243 243 0.00% - Golf Course Revenue - - 13,345 13,345 0.00% - Interest-Tax Collector - - 1,474 1,474 0.00% - Special Assmnts-Tax Collector 579,497 579,497 578,672 (825) 99.86% - Special Assmnts-Discounts (23,180) (23,180) (21,200) 1,980 91.46% - Settlements 99,000 99,000 0.00% - Other Miscellaneous Revenues - - 70,100 70,100 0.00% 500 TOTAL REVENUES 556,317 556,317 742,750 186,433 133.51% 655 EXPENDITURES Administration FIR-Board of Supervisors 12,000 11,000 7,800 3,200 65.00% 800 FICA Taxes 960 842 597 245 62.19% 61 ProfServ-Arbitrage Rebate 600 - - - 0.00% - ProfServ-Engineering 45,000 41,250 55,616 (14,366) 123.59% 2,600 ProfServ-Legal Services 30,000 27,500 33,737 (6,237) 112.46% 2,532 ProfServ-Legal Litigation 150,000 137,500 68,065 69,435 45.38% 2,550 ProfServ-Mgmt Consulting Sery 70,000 64,163 46,188 17,975 65.98% 5,108 ProfServ-Property Appraiser - - 8,064 (8,064) 0.00% - ProfServ-Special Assessment 5,000 5,000 - 5,000 0.00% - ProfServ-Trustee Fees 12,000 12,000 11,182 818 93.18% - ProfServ-Web Site Maintenance 1,500 1,375 388 987 25.87% - Auditing Services 5,500 5,500 4,900 600 89.09% - Contract-Website Hosting - - 776 (776) 0.00% - Website Compliance - - 1,512 (1,512) 0.00% - Postage and Freight 900 825 600 225 66.67% 30 Insurance-General Liability 7,500 7,500 - 7,500 0.00% - Printing and Binding - - 305 (305) 0.00% 4 Legal Advertising 1,400 1,400 4,257 (2,857) 304.07% 1,064 Miscellaneous Services 2,000 1,837 998 839 49.90% - Misc-Bank Charges 500 462 178 284 35.60% 80 Misc-Assessmnt Collection Cost 20,282 20,282 11,166 9,116 55.05% - Office Supplies 1,000 913 116 797 11.60% - Annual District Filing Fee 175 175 175 - 100.00% - Total Administration 366,317 339,524 256,620 82,904 70.05% 14,829 Field R&M-Irrigation - - 31,213 (31,213) 0.00% - Lake&Preserve Maintenance 140,000 128,337 116,366 11,971 83.12% 13,267 Reserve-Other 50,000 25,000 42,110 (17,110) 84.22% 10,755 Total Field 190,000 153,337 189,689 (36,352) 99.84% 24,022 TOTAL EXPENDITURES 556,317 492,861 446,309 46,552 80.23% 38,851 Page 2 QUARRY Agenda Page 30 Community Development District General Fund Statement of Revenues,Expenditures and Changes in Fund Balances For the Period Ending August 31,2020 ANNUAL YTD ACTUAL ADOPTED YEAR TO DATE YEAR TO DATE VARIANCE($) AS A%OF AUG-20 ACCOUNT DESCRIPTION BUDGET BUDGET ACTUAL FAV(UNFAV) ADOPTED BUD ACTUAL Excess(deficiency)of revenues Over(under)expenditures - 63,456 296,441 232,985 0.00% (38,196) Net change in fund balance $ - $ 63,456 $ 296,441 $ 232,985 0.00% $ (38,196) FUND BALANCE,BEGINNING(OCT 1,2019) 467,694 467,694 467,694 FUND BALANCE,ENDING $ 467,694 $ 531,150 $ 764,135 Page 3 QUARRY Agenda Page 31 Community Development District 201-Series 2015 Debt Service Fund Statement of Revenues,Expenditures and Changes in Fund Balances For the Period Ending August 31,2020 ANNUAL YTD ACTUAL ADOPTED YEAR TO DATE YEAR TO DATE VARIANCE($) AS A% AUG-20 ACCOUNT DESCRIPTION BUDGET BUDGET ACTUAL FAV(UNFAV) ADOPTED BUD ACTUAL REVENUES Interest-Investments $ 100 $ 88 $ 794 $ 706 794.00% $ 4 Special Assmnts-Tax Collector 1,239,460 1,239,460 1,237,687 (1,773) 99.86% - Special Assmnts-Discounts (49,578) (49,578) (45,343) 4,235 91.46% - TOTAL REVENUES 1,189,982 1,189,970 1,193,138 3,168 100.27% 4 EXPENDITURES Administration Misc-Assessmnt Collection Cost 43,381 43,381 23,882 19,499 55.05% - Total Administration 43,381 43,381 23,882 19,499 55.05% - Debt Service Principal Debt Retirement 590,000 590,000 590,000 - 100.00% - Interest Expense 551,449 551,449 563,452 (12,003) 102.18% - Total Debt Service 1,141.449 1,141,449 1.153,452 (12,003) 101.05% - TOTAL EXPENDITURES 1,184,830 1,184,830 1,177,334 7,496 99.37% - Excess(deficiency)of revenues Over(under)expenditures 5,152 5,140 15,804 10,664 n/a 4 OTHER FINANCING SOURCES(USES) Contribution to(Use of)Fund Balance 5,152 - - - 0.00% - TOTAL FINANCING SOURCES(USES) 5,152 - - - 0.00% - Net change in fund balance $ 5,152 $ 5,140 $ 15,804 $ 10,664 n/a $ 4 FUND BALANCE,BEGINNING(OCT 1,2019) 853,697 853,697 853,697 FUND BALANCE,ENDING $ 858,849 $ 858,837 $ 869,501 Page 4 QUARRY Agenda Page 32 Community Development District 202-Series 2018 Debt Service Fund Statement of Revenues,Expenditures and Changes in Fund Balances For the Period Ending August 31,2020 ANNUAL YTD ACTUAL ADOPTED YEAR TO DATE YEAR TO DATE VARIANCE($) AS A% AUG-20 ACCOUNT DESCRIPTION BUDGET BUDGET ACTUAL FAV(UNFAV) ADOPTED BUD ACTUAL REVENUES Interest-Investments $ - $ - $ 171 $ 171 0.00% $ 3 Special Assmnts-Tax Collector 322,804 322,804 321,664 (1,140) 99.65% - Special Assmnts-Discounts (12,912) (12,912) (11,784) 1,128 91.26% - TOTAL REVENUES 309,892 309,892 310,051 159 100.05% 3 EXPENDITURES Administration Misc-Assessmnt Collection Cost 11,298 11,298 6,207 5,091 54.94% - Total Administration 11,298 11,298 6,207 5,091 54.94% - Debt Service Principal Debt Retirement 195,184 195,184 138,794 56,390 71.11% - Principal Prepayments - - 10,000 (10,000) 0.00% - Interest Expense 102,062 102,062 103,248 (1,186) 101.16% - Total Debt Service 297,246 297,246 252,042 45,204 84.79% - TOTAL EXPENDITURES 308,544 308,544 258,249 50,295 83.70% - Excess(deficiency)of revenues Over(under)expenditures 1,348 1,348 51,802 50,454 n/a 3 OTHER FINANCING SOURCES(USES) Contribution to(Use of)Fund Balance 1,348 - - - 0.00% - TOTAL FINANCING SOURCES(USES) 1,348 - - - 0.00% - Net change in fund balance $ 1.348 $ 1.348 $ 51.802 $ 50,454 n/a $ 3 FUND BALANCE,BEGINNING(OCT 1,2019) 330,710 330,710 330,710 FUND BALANCE,ENDING $ 332,058 $ 332,058 $ 382,512 Page 5 QUARRY Agenda Page 33 Community Development District 203-Series 2019 Debt Service Fund Statement of Revenues,Expenditures and Changes in Fund Balances For the Period Ending August 31,2020 ANNUAL YTD ACTUAL ADOPTED YEAR TO DATE YEAR TO DATE VARIANCE($) AS A%OF AUG-20 ACCOUNT DESCRIPTION BUDGET BUDGET ACTUAL FAV(UNFAV) ADOPTED BUD ACTUAL REVENUES Interest-Investments $ - $ - $ 1,053 $ 1,053 0.00% $ 1 Special Assmnts-Tax Collector 493,118 493,118 492,419 (699) 99.86% - Special Assmnts-Discounts P (19,725) (19,725) (18,040) 1,685 91.46% - TOTAL REVENUES 473,393 473,393 475,432 2,039 100.43% 1 EXPENDITURES Administration Misc-Assessmnt Collection Cost 17,259 17,259 9,502 7,757 55.06% - Total Administration 17,259 17,259 9,502 7.757 55.06% - Debt Service Principal Debt Retirement 292.227 292,227 292,227 - 100.00% - Interest Expense 163.907 163,907 157,727 6,180 96.23% - Total Debt Service 456,134 456,134 449,954 6,180 98.65% - TOTAL EXPENDITURES 473,393 473,393 459,456 13,937 97.06% - Excess(deficiency)of revenues Over(under)expenditures - - 15,976 15,976 0.00% 1 Net change in fund balance $ - $ - $ 15,976 $ 15,976 0.00% $ 1 FUND BALANCE,BEGINNING(OCT 1,2019) 72,572 72,572 72,572 FUND BALANCE,ENDING $ 72,572 $ 72,572 $ 88,548 Page 6 QUARRY Agenda Page 34 Community Development District 301-Series 2018 Capital Projects Fund Statement of Revenues,Expenditures and Changes in Fund Balances For the Period Ending August 31,2020 ANNUAL YTD ACTUAL ADOPTED YEAR TO DATE YEAR TO DATE VARIANCE($) AS A%OF AUG-20 ACCOUNT DESCRIPTION BUDGET BUDGET ACTUAL FAV(UNFAV) ADOPTED BUD ACTUAL REVENUES Interest-Investments $ - $ - $ - $ - 0.00% $ TOTAL REVENUES - - - - 0.00% EXPENDITURES TOTAL EXPENDITURES - - - - 0.00% Excess(deficiency)of revenues Over(under)expenditures - - - 0.00% Net change in fund balance $ - $ - $ - $ - 0.00% $ FUND BALANCE,BEGINNING(OCT 1,2019) - - 51 FUND BALANCE,ENDING $ - $ - $ 51 Page 7 QUARRY Agenda Page 35 Community Development District 302-Series 2019 Capital Projects Fund Statement of Revenues,Expenditures and Changes in Fund Balances For the Period Ending August 31,2020 ANNUAL YTD ACTUAL ADOPTED YEAR TO DATE YEAR TO DATE VARIANCE($) AS A%OF AUG-20 ACCOUNT DESCRIPTION BUDGET BUDGET ACTUAL FAV(UNFAV) ADOPTED BUD ACTUAL REVENUES Interest-Investments $ - $ - $ 14.771 $ 14,771 0.00% $ 3 TOTAL REVENUES - - 14,771 14,771 0.00% 3 EXPENDITURES Construction In Progress Construction in Progress - - 1.881,941 (1,881,941) 0.00% - Total Construction In Progress - - 1,881,941 (1,881,941) 0.00% - TOTAL EXPENDITURES - - 1,881,941 (1,881,941) 0.00% - Excess(deficiency)of revenues Over(under)expenditures - 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G E N N N CO y 0 U a) m C) CO CO > > .E = o_ R — a`) `a) E n v) co Co` w C 0 CO � E 1- � U = c (j c c c CO CO CO) U 0 In w O o 0 . 0' o o' o o' o 0 0 0 Z *al CDO c, � N c0 O O O O V CD C) O O) N A COCCDCO o "CS CO co u') O O CO 1� CO V' CO N N N co co M co (O CO LC/ Cs, N .s- Ot A- t', Q CO N In M CO O 64 csi O (/3 69 64 6M4 E9 69, Cob�64 - 669 F- DP- CD CD CD 0 4 69 64 O O O 4 69 64 0 CD CD 0 O 609 O 6 CO d O O O d O O Q) S5 C5 CS. _ 664 6M4 S 64 C = 64 < CO 0 w V) CI) U a a) 0 C Z aa)) CO a) C cn N E C N N •- R C o m 0 O U J d N Q. f- O N C N 0 a) O _ cn � U CD O a) O Q = U C CDQ N N O .= <a U a) 'vl Q C C N IX N 0) .a CC m a) .� = � rn o m E � "2 o O IX p > N , w _I 2 a $ cpi c > a ,,�, a) CO O E M 2) c a�i (0 a�i 0) CO w o Q .m > = m < N N w coco 'y C a l.L U 3 O N t j O 2 2 2 CO y C OI .751 ZO h m c c 0 Cr) O c Q a a a o_ U s a J LL CC 2' W O_ L� > w 0 Agenda Page 39 Quarry Community Development District Supporting Schedules August 31, 2020 QUARRY Agenda Page 40 Community Development District All Funds Non-Ad Valorem Special Assessments-Collier County Tax Collector (Monthly Collection Distributions) For the Fiscal Year Ending September 30, 2020 ALLOCATION BY FUND Discount/ Gross Series 2015 Series 2018 Series 2019 Date Net Amount (Penalties) Collection Amount General Debt Service Debt Service Debt Service Received Received Amount Cost Received Fund Fund Fund Fund Assessments Levied FY 2019 $ 2,634,211 $ 579,501 $ 1,239,461 $ 322,125 $ 493,125 Allocation% 100.00% 22.00% 47.05% 12.23% 18.72% Real Estate-Installment 10/31/19 $ 11,639 $ 658 $ 238 $ 12,535 $ 2,758 $ 5,898 $ 1,533 $ 2,347 11/18/19 243,364 10,347 4,967 258,677 56,906 121,714 31,632 48,424 11/29/19 581,543 24,726 11,868 618,137 135,984 290,848 75,589 115,715 12/13/19 636 20 13 669 147 315 82 125 12/27/19 1,546 49 32 1,626 358 765 199 304 01/22/20 5,701 180 116 5,997 1,319 2,822 733 1,123 03/23/20 809 - 17 825 182 388 101 154 04/28/20 7,317 - 149 7,466 1,642 3,513 913 1,398 Real Estate-Current 12/13/19 1,313,019 55,676 26,796 1,395,491 306,995 656,613 170,648 261,236 12/27/19 65,435 2,065 1,335 68,836 15,143 32,389 8,418 12,886 01/22/20 90,694 2,639 1,851 95,184 20,939 44,786 11,640 17,818 02/25/20 58,181 1,073 1,187 60,442 13,297 28,440 7,391 11,315 03/23/20 26,036 133 531 26,700 5,874 12,563 3,265 4,998 04/28/20 40,828 - 833 41,661 9,165 19,603 5,095 7,799 05/27/20 21,077 (626) 430 20,880 4,594 9,825 2,553 3,909 06/05/20 6,680 (199) 136 6,618 1,456 3,114 809 1,239 Real Estate-Delinquent 06/17/20 12,584 (374) 257 12,467 2,743 5,866 1,525 2,334 Tax Collector Refund due to NSF check(s) 07/06/20 (3,769) - - (3,769) (829) (1,774) (461) (706) TOTAL $2,483,319 $ 96,366 $ 50,757 $ 2,630,442 578,672 1,237,687 321,664 492,419 %COLLECTED 99.86% 99.86% 99.86% 99.86% 99.86% TOTAL OUTSTANDING $ 3,769 $ 829 $ 1,774 $ 461 $ 706 Report Date: 8/3/2020 Page 12 QUARRY Agenda Page 41 Community Development District Cash &Investment Report August 31, 2020 ACCOUNT NAME BANK NAME YIELD BALANCE OPERATING FUND Operating-Checking Account Hancock Whitney 0.00% $ 628,763 Subtotal 628,763 Public Funds MMA Variance Account BankUnited 0.30% 136,114 Subtotal 136,114 DEBT SERVICE AND CAPITAL PROJECT FUNDS Series 2015 Reserve Acct U.S. Bank 0.01% 464,199 Series 2015 Revenue Fund U.S. Bank 0.01% 407,076 Series 2018 Reserve Acct U.S. Bank 0.01% 90,122 Series 2018 Revenue Acct U.S. Bank 0.01% 292,851 Series 2019 Interest Acct Hancock Whitney 0.01% 558 Series 2019 Revenue Fund Hancock Whitney 0.01% 88,696 Series 2018 Acquisition&Construction Acct U.S. Bank 0.01% 51 Series 2019 Capital Renewal&Replacement Acct Hancock Whitney 0.01% 304,669 Subtotal 1,648,223 Total $ 2,413,100 Report Date: 9/2/2020 Page 13 Quarry CDD Agenda Page 42 Bank Reconciliation Bank Account No. 3489 Hancock&Whitney Bank General Fund Statement No. 08-20 Statement Date 8/31/2020 G/L Balance(LCY) 628,763.45 Statement Balance 662,261.69 G/L Balance 628,763.45 Outstanding Deposits 0.00 Positive Adjustments 0.00 Subtotal 662,261.69 Subtotal 628,763.45 Outstanding Checks 33,498.24 Negative Adjustments 0.00 Differences 0.00 Ending G/L Balance 628,763.45 Ending Balance 628,763.45 Difference 0.00 Posting Document Document Cleared Date Type No. Description Amount Amount Difference Outstanding Checks 8/27/2020 Payment 8139 INFRAMARK LLC 5,118.60 0.00 5,118.60 8/27/2020 Payment 8140 HOPPING GREEN&SAMS 2,531.50 0.00 2,531.50 8/27/2020 Payment 8141 NAPLES DAILY NEWS 1,064.00 0.00 1,064.00 8/27/2020 Payment 8142 PENINSULA IMPROVEMENT CORP. 16,172.00 0.00 16,172.00 8/27/2020 Payment 8143 FEDEX 23.34 0.00 23.34 8/27/2020 Payment 8144 SSS DOWN TO EARTH 7,850.00 0.00 7,850.00 8/27/2020 Payment 8135 TIMOTHY B.CANTWELL 184.70 0.00 184.70 8/27/2020 Payment 8136 LLOYD SCHLIEP 184.70 0.00 184.70 8/27/2020 Payment 8137 RACHED KARANOUH 184.70 0.00 184.70 8/27/2020 Payment 8138 STANLEY 9.OMLAND 184.70 0.00 184.70 Total Outstanding Checks 33,498.24 33,498.24 Page 14 m a) 0) a) 0 to m 0- md a C a) 0) Q Y Y Y Y Y Y Y Y Y Y U U U U U U a"J a"i a" v a"i a" v v v v v 0 0 0 o 0 0 0 0 0 a 0 0 O a 0- a 0- a 0- d 0- d LL 0- LL aJ aJ CD aJ CD aJ a) (1J a) aJ CD aJ o .0 .0 .0 .0 .0 .0 CCCCCC IL WWWWWW WWWWWW C O 000000 C L C C L -C C C C C C C rp V1 V1 V1 V1 V1 V1 V1 V1 V) V1 V) V1 O aJ aJ aJ aJ aJ aJ 4-4 N N N N Vf N VI VI VI VI N VI V) U L L C L L L a1 C C C CO CC LL d 0_ a LL d a a a a a a v ea On 00 eu OD OD 00 C00 C C C C C C C c C C C C v =a =a a =a -a =a =a =a =a a =a =a O a1 C0 Ca CO fa C CO CD CD C OD 00 00 00 00 OD 00 00 OD 00 0.0 00 V) aJ aJ 0) aJ CJ CDaJ aJ aJ aJ aJ CD O O O 0 0 0 O O O O O O O a-. 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( § \ / \ e � _ » § M hO— , & # & , k4 , ! \ j ƒ ƒ \ \ ƒ \\\\ \ � \ \ \ \ \ / \ , e » m@P. 2@ : §§ } \ \ ) ) \ \ ( ) \ ( ( § & 2 ■ ■ § ■ ■ 2 / ( 2 , 22 ® | I23 | ! gi ;44 ! ! ! !A § / \ } kkk \ 0V / / k / } } k ) / / k § \ C� Agenda Page 49 cec Berger, Toombs, Elam, Gaines & Frank Certified Public Accountants PL 600 Citrus Avenue Suite 200 Fort Pierce,Florida 34950 772/461-6120//461-1155 FAX: 772/468-9278 August 14, 2020 Quarry Community Development District c/o Inframark Infrastructure Management Services 210 North University Drive, Suite 702 Coral Springs, FL 33071 The Objective and Scope of the Audit of the Financial Statements You have requested that we audit the financial statements of Quarry Community Development District, which comprise governmental activities, a discretely presented component unit and each major fund for the General Fund as of and for the year ended September 30, 2020 which collectively comprise the basic financial statements. We are pleased to confirm our acceptance and our understanding of this audit engagement by means of this letter for the years ending September 30, 2020 and thereafter if mutually agreed upon by Quarry Community Development District and Berger, Toombs, Elam, Gaines & Frank. Our audit will be conducted with the objective of expressing an opinion on the financial statements. The Responsibility of the Auditor We will conduct the audit in accordance with auditing standards generally accepted in the United States of America and "Government Auditing Standards" issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. Because of the inherent limitations of an audit, together with the inherent limitations of internal control, an unavoidable risk that some material misstatements may not be detected exists, even though the audit is properly planned and performed in accordance with generally accepted auditing standards. Also, an audit is not designed to detect errors or fraud that are immaterial to the financial statements. Fort Pierce/Stuart Member AICPA Member AICPA Division for CPA Firms Member FICPA Private Companies practice Section Agenda Page 50 it Berger,Toombs, Elam, —} Gaines& Frank Crrofed PuLlic Ac`uunpnb PI Quarry Community Development District August 14, 2020 Page 2 In making our risk assessments, we consider internal control relevant to Quarry Community Development District's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. However, we will communicate to you in writing concerning any significant deficiencies or material weaknesses in internal control relevant to the audit of the financial statements that we have identified during the audit. We will also communicate to the Board any fraud involving senior management and fraud that causes a material misstatement of the financial statements that becomes known to us during the audit, and any instances of noncompliance with laws and regulations that we become aware of during the audit. The funds that you have told us are maintained by Quarry Community Development District and that are to be included as part of our audit are listed below: 1. General Fund 2. Debt Service Fund 3. Capital Projects Agenda Page 51 ERBerger,Toombs, Elam, -} Gaines& Frank Csnifed PubliCAccoundne Pl Quarry Community Development District August 14, 2020 Page 3 The Responsibilities of Management and Identification of the Applicable Financial Reporting Framework Our audit will be conducted on the basis that management acknowledges and understands that it has responsibility: 1. For the preparation and fair presentations of the financial statements in accordance with accounting principles generally accepted in the United States of America; 2. To evaluate subsequent events through the date the financial statements are issued or available to be issued, and to disclose the date through which subsequent events were evaluated in the financial statements. Management also agrees that it will not evaluate subsequent events earlier than the date of the management representation letter referred to below; 3. For the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; and 4. To provide us with: a. Access to all information of which management is aware that is relevant to the preparation and fair presentation of the financial statements such as records, documentation and other matters; b. Additional information that we may request from management for the purpose of the audit; and c. Unrestricted access to persons within the entity from whom we determine it necessary to obtain audit evidence. As part of our audit process, we will request from management written confirmation concerning representations made to us in connection with the audit, including among other items: 1. That management has fulfilled its responsibilities as set out in the terms of this letter; and 2. That it believes the effects of any uncorrected misstatements aggregated by us during the current engagement and pertaining to the latest period presented are immaterial, both individually and in the aggregate, to the financial statements taken as a whole. Agenda Page 52 r} Berger,Toombs, Elam, -� Gaines& Frank C.uf.1 Public Acwundnn PL Quarry Community Development District January 2, 2020 Page 4 Management is responsible for identifying and ensuring that Quarry Community Development District complies with the laws and regulations applicable to its activities, and for informing us about all known material violations of such laws or regulations. In addition, management is responsible for the design and implementation of programs and controls to prevent and detect fraud, and for informing us about all known or suspected fraud affecting the entity involving management, employees who have significant roles in internal control, and others where the fraud could have a material effect on the financial statements. Management is also responsible for informing us of its knowledge of any allegations of fraud, or suspected fraud affecting the entity received in communications from employees, former employees, analysts, regulators, or others. The Board is responsible for informing us of its views about the risks of fraud within the entity, and its knowledge of any fraud, or suspected fraud affecting the entity. Quarry Community Development District agrees that it will not associate us with any public or private securities offering without first obtaining our consent. Therefore, Quarry Community Development District agrees to contact us before it includes our reports or otherwise makes reference to us, in any public or private securities offering. Because Berger, Toombs, Elam, Gaines & Frank will rely on Quarry Community Development District and its management and Board of Supervisors to discharge the foregoing responsibilities, Quarry Community Development District holds harmless and releases Berger, Toombs, Elam, Gaines & Frank, its partners, and employees from all claims, liabilities, losses and costs arising in circumstances where there has been a known misrepresentation by a member of Quarry Community Development District's management, which has caused, in any respect, Berger, Toombs, Elam, Gaines & Frank's breach of contract or negligence. This provision shall survive the termination of this arrangement for services. Records and Assistance If circumstances arise relating to the condition of the Quarry Community Development District's records, the availability of appropriate audit evidence, or indications of a significant risk of material misstatement of the financial statements, because of error, fraudulent financial reporting, or misappropriation of assets, which, in our professional judgment, prevent us from completing the audit or forming an opinion, we retain the unilateral right to take any course of action permitted by professional standards, including: declining to express an opinion, issuing a report, or withdrawing from engagement. During the course of our engagement, we may accumulate records containing data that should be reflected in the Quarry Community Development District's books and records. The District will determine that all such data, if necessary, will be so reflected. Accordingly, the District will not expect us to maintain copies of such records in our possession. Agenda Page 53 Ea Berger,Toombs, Elam, }r Gaines& Frank CNfed Pudic ACWunhnb PL Quarry Community Development District August 14, 2020 Page 5 The assistance to be supplied, including the preparation of schedules and analyses of accounts, will be discussed and coordinated with an Inframark accountant. The timely and accurate completion of this work is an essential condition to our completion of the audit and issuance of our audit report. Other Relevant Information In accordance with Government Auditing Standards, a copy of our most recent peer review report has been provided to you, for your information. Fees, Costs, and Access to Workpapers Our fees for the services described above are based upon the value of the services performed and the time required by the individuals assigned to the engagement, plus direct expenses. Invoices for fees will be submitted in sufficient detail to demonstrate compliance with the terms of this engagement. Billings are due upon submission. Our fee for the services described in this letter for the year ending September 30, 2020 will not exceed $4,900, unless the scope of the engagement is changed, the assistance which Quarry Community Development District has agreed to furnish is not provided, or unexpected conditions are encountered, in which case, we will discuss the situation with you before proceeding. All other provisions of this letter will survive any fee adjustment. The annual renewals must be mutually agreed and approved by the Board of Supervisors. In the event we are requested or authorized by Quarry Community Development District or are required by government regulation, subpoena, or other legal process to produce our documents or our personnel as witnesses with respect to our engagement for Quarry Community Development District, Quarry Community Development District will, so long as we are not a party to the proceeding in which the information is sought, reimburse us for our professional time and expenses, as well as the fees and expenses of our counsel, incurred in responding to such requests. The audit documentation for this engagement is the property of Berger, Toombs, Elam, Gaines, & Frank and constitutes confidential information. However, you acknowledge and grant your assent that representatives of the cognizant or oversight agency or their designee, other government audit staffs, and the U.S. Government Accountability Office shall have access to the audit documentation upon their request and that we shall maintain the audit documentation for a period of at least three years after the date of the report, or for a longer period if we are requested to do so by the cognizant or oversight agency. Access to requested documentation will be provided under the supervision of Berger, Toombs, Elam, Gaines, & Frank audit personnel and at a location designated by our Firm. Agenda Page 54 at Berger,Toombs, Elam, %off// Gaines& Frank CLlufni PuNic Accuundnb Pt Quarry Community Development District August 14, 2020 Page 6 • Information Security—Miscellaneous Terms Berger, Toombs, Elam, Gaines & Frank is committed to the safe and confidential treatment of Quarry Community Development District's proprietary information. Berger, Toombs, Elam, Gaines & Frank is required to maintain the confidential treatment of client information in accordance with relevant industry professional standards which govern the provision of services described herein. Quarry Community Development District agrees that it will not provide Berger, Toombs, Elam, Gaines & Frank with any unencrypted electronic confidential or proprietary information, and the parties agree to utilize commercially reasonable measures to maintain the confidentiality of Quarry Community Development District's information, including the use of collaborate sites to ensure the safe transfer of data between the parties. If any term or provision of this arrangement letter is determined to be invalid or unenforceable, such term or provision will be deemed stricken and all other terms and provisions will remain in full force and effect. Reporting We will issue a written report upon completion of our audit of Quarry Community Development District's financial statements. Our report will be addressed to the Board of Quarry Community Development District. We cannot provide assurance that an unmodified opinion will be expressed. Circumstances may arise in which it is necessary for us to modify our opinion, add an emphasis- of-matter or other-matter paragraph(s), or withdraw from the engagement. In addition to our report on Quarry Community Development District's financial statements, we will also issue the following types of reports: • Reports on internal control and compliance with laws, regulations, and the provisions of contracts or grant agreements. We will report on any internal control findings and/or noncompliance which could have a material effect on the financial statements; • Management letter required by the Auditor General, State of Florida; and • Attestation reports required by the Auditor General, State of Florida. This letter constitutes the complete and exclusive statement of agreement between Berger, Toombs, Elam, Gaines & Frank and Quarry Community Development District, superseding all proposals, oral or written, and all other communication, with respect to the terms of the engagement between the parties. Agenda Page 55 $$C Berger,Toombs, Elam, -� Gaines& Frank Cemfied Public Accuunena PL Quarry Community Development District August 14, 2020 Page 7 Please sign and return the attached copy of this letter to indicate your acknowledgement of, and agreement with, the arrangements for our audit of the financial statements including our respective responsibilities. VJ JA9OJ Berger, Toombs, Elam, Gaines & Frank J. W. GAINES, CPA Confirmed on behalf of the addressee: LBRIrAgenda Page 56 BAG G ETT Judson B. Baggett I 6815 Dairy Road MBA, CPA, CVA, Partner Zephyrhills, FL 33542 RE UTI N�AN N Marci Reutimann ,> (813) 788-2155 &ASSOCIATES, CPAS. PA CPA, Partner g (813) 782-8606 Report on the Firm's System of Quality Control To the Partners October 30, 2019 Berger, Toombs, Elam, Gaines& Frank, CPAs, PL and the Peer Review Committee of the Florida Institute of Certified Public Accountants We have reviewed the system of quality control for the accounting and auditing practice of Berger,Toombs; Elam, Gaines & Frank, CPAs, PL, (the firm), in effect for the year ended May 31, 2019. Our peer review was conducted in accordance with the Standards for Performing and Reporting on Peer Reviews established by the Peer Review Board of the American Institute of Certified Public Accountants(Standards). A summary of the nature, objectives, scope, limitations of, and the procedures performed in a System Review as described in the Standards may be found at aicpa.org/prsummary. The summary also includes an explanation of how engagements identified as not performed or reported in conformity with applicable professional standards, if any, are evaluated by a peer reviewer to determine a peer review rating. Firm's Responsibility The firm is responsible for designing a system of quality control and complying with it to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. The firm is also responsible for evaluating actions to promptly remediate engagements deemed as not performed or reported in conformity with professional standards, when appropriate, and for remediating weaknesses in its system of quality control, if any. Peer Reviewer's Responsibility Our responsibility is to express an opinion on the design of the system of quality control, and the firm's compliance therewith based on our review. Required Selections and Considerations Engagements selected for review included engagements performed under Government Auditing Standards, including a compliance audit under the Single Audit Act. As a part of our peer review, we considered reviews by regulatory entities as communicated by the firm, if applicable, in determining the nature and extent of our procedures. Opinion In our opinion, the system of quality control for the accounting and auditing practice of Berger, Toombs, Elam, Gaines & Frank, CPAs, PL, in effect for the year ended May 31, 2019, has been suitably designed and complied with to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. Firms can receive a rating of pass, pass with deficiency(ies), or fail. Berger, Toombs, Elam, Gaines & Frank, CPAs, PL has received a peer review rating of pass. is .x Po .D.�, , DuinciLaso , C_ePs PA BAGG T,REUTI:.IANN& ASS CIA'I ha,CPAs.PA Member American Institute of Certified Public Accountants (AICPA)and Florida Institute of Certified Public Accountants (FICPA) National Association of Certified Valuation Analysts(NACVA) Agenda Page 57 ADDENDUM TO ENGAGEMENT LETTER BETWEEN BERGER,TOOMBS, ELAM, GAINES AND FRANK AND QUARRY COMMUNITY DEVELOPMENT DISTRICT (DATED AUGUST 14, 2020) Public Records. Auditor shall, pursuant to and in accordance with Section 119.0701, Florida Statutes, comply with the public records laws of the State of Florida, and specifically shall: a. Keep and maintain public records required by the District to perform the services or work set forth in this Agreement; and b. Upon the request of the District's custodian of public records, provide the District with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law; and c. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the Agreement if the Auditor does not transfer the records to the District; and d. Upon completion of the Agreement, transfer, at no cost to the District, all public records in possession of the Auditor or keep and maintain public records required by the District to perform the service or work provided for in this Agreement. If the Auditor transfers all public records to the District upon completion of the Agreement, the Auditor shall destroy any duplicate public records that are exempt or confidential and exempt from public disclosure requirements. If the Auditor keeps and maintains public records upon completion of the Agreement, the Auditor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the District, upon request from the District's custodian of public records, in a format that is compatible with the information technology systems of the District. Auditor acknowledges that any requests to inspect or copy public records relating to this Agreement must be made directly to the District pursuant to Section 119.0701(3), Florida Statutes. If notified by the District of a public records request for records not in the possession of the District but in possession of the Auditor, the Auditor shall provide such records to the District or allow the records to be inspected or copied within a reasonable time. Auditor acknowledges that should Auditor fail to provide the public records to the District within a reasonable time, Auditor may be subject to penalties pursuant to Section 119.10, Florida Statutes. Agenda Page 58 IF THE AUDITOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE AUDITOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT/CONTRACT, THE AUDITOR MAY CONTACT THE CUSTODIAN OF PUBLIC RECORDS FOR THE DISTRICT AT: INFRAMARK INFRASTRUCTURE MANAGEMENT SERVICES 210 NORTH UNIVERSITY DRIVE, SUITE 702 CORAL SPRINGS, FL 33071 TELEPHONE: 954-603-0033 EMAIL: Auditor: J.W. Gaines District: Quarry CDD By: r By: Title: Director Title: Date: August 14, 2020 Date: Agenda Page 60 M BS CAPITAL MARKETS , LLC UNDERWRITING AGREEMENT TIIE QUARRY COMMUNITY DEVELOPMENT DISTRICT September 21,2020 Board of Supervisors The Quarry Community Development District Dear Supervisors: MBS Capital Markets, LLC(the "Underwriter")oilers to enter into this agreement(the "Agreement") with The Quarry Community Development District(the"District")which,upon your acceptance of this offer,will be binding the District and the Underwriter. This agreement relates to the proposed issuance of the District's Special Assessment Refunding Bonds(the"Bonds")for the purpose of the potential refunding of the District's outstanding Series 2015 Bonds, Series 2018 Bonds and Series 2019 Bonds (the"Prior Bonds"). The Underwriter intends to serve as the Underwriter,not as municipal advisor in connection with the issuance of the Bonds. 1. Scope of Services: The scope of services to be provided in a non-fiduciary capacity by the Underwriter for this transaction will include those listed below. o Advice regarding the structure, timing, terms, and other similar matters concerning the particular of municipal securities described above. o Preparation of rating strategies and presentations related to the issue being underwritten. o Preparations for and assistance with investor"road shows,"if any.and investor discussions related to the issue being underwritten. a Advice regarding retail order periods and institutional marketing if the District decides to engage in a negotiated sale. o Assistance in the preparation of the Preliminary Official Statement, if any, and the final Official Statement. o Assistance with the closing of the issue, including negotiation and discussion with respect to all documents,certificates,and opinions needed for the closing. o Coordination with respect to obtaining CUSIP numbers and the registration with the Depository Trust Company. o Preparation of post-sale reports for the issue,if any. o Structuring of refunding escrow cash flow requirements, but not the recommendation of and brokerage of particular municipal escrow investments. Member: FINRA/SIPC 3414 W.BAY TO BAY BLVD.,UNIT ii3, 152 LINCOLN AVENUE 1005 BRADFORD WAY TAMPA,FLORIDA 33629 WINTER PARK,FLORIDA 32789 KINGSTON,TENNESSEE 37763 PHONE:813.281.2700 PHONE:407.622.0130 PHONE:865.717.0303 Agenda Page 61 M./ M B S CAPITAL MARKETS, LLC 12 2. Fees: No fees will be incurred with the execution of this Agreement. The underwriting fee for the sale or placement of the Bonds is 1.25%of the principal amount of the Bonds.The Underwriter will be responsible for its own out-of-pocket expenses with the exception of underwriter's or disclosure counsel which fee will be paid from the proceeds of the Bonds. The Underwriter will be responsible for any fees pertaining to obtaining an investment grade rating for the Bonds. Such rating fees will be paid from proceeds of the Bonds contingent upon the successful sale and delivery or placement of the Bonds. 3. Termination: Both the District and the Underwriter will have the right to terminate this Agreement without cause upon written notice to the non-terminating party. 4. Purchase Contract: At or before such time as the District gives its final authorization for the Bonds,the Underwriter and its counsel,if any,will deliver to the District a purchase or placement contract setting forth its rights and duties in connection with such purchase or placement as well as detailing the terms of the Bonds. 5. Notice of Meetings: The District shall provide timely notice to the Underwriter for all regular and special meetings of the District. The District will provide,in writing,to the Underwriter,at least one week prior to any meeting, except in the case of an emergency meeting for which the notice time shall be the same as that required by law for the meeting itself,of matters and items for which it desires the Underwriter's input. 6. Disclosures Concerning the Underwriter's Role Required by MSRB Rule G-17. The Municipal Securities Rulemaking Board's Rule G-17 requires underwriters to make certain disclosures to issuers in connection with the issuance of municipal securities. Those disclosures are attached hereto as"Exhibit A."By execution of this Agreement you are acknowledging receipt of the same. Tampa,FL Winter Park,FL Kingston,TN Agenda Page 62 rP4// MBS CAPITAL MARKETS , LLC , 13 This Agreement shall be effective upon your acceptance hereof'and shall uumain effective until such time as the Agreement has been terminated in accordance with Section 3 hereof By execution of this Agreement, you are acknowledging receipt of the MSRB Rule G-17 required disclosures attached hereto as Exhibit A. Sincerely, MBS Capital Markets,LLC Brett Sealy Managing Partner Approved and Accepted By: Title: Date: Tampa,FL Winter Park,FL Kingston,TN Agenda Page 63 MBS CAPITAL MARKETS , LLC EXHIBIT A Disclosures Concerning the Underwriter's Role (i) Municipal Securities Rulemaking Board Rule G-17 requires an underwriter to deal fairly at all times with both municipal issuers and investors; (ii) The Underwriter's primary role is to purchase securities with a view to distribution in an arm's- length commercial transaction with the District and it has financial and other interests that differ from those of the District: (iii) Unlike a municipal advisor. the Underwriter does not have a fiduciary duty to the District under the federal securities laws and is. therefore. not required by federal law to act in the best interests of the District without regard to its own financial or other interests: (iv) The Underwriter has a duty to purchase securities from the District at a fair and reasonable price. but must balance that duty with its duty to sell municipal securities to investors at prices that are fair and reasonable; and (v) The Underwriter will review the official statement for the District's securities in accordance with, and as part of. its responsibilities to investors under the federal securities laws. as applied to the facts and circumstances of the transaction. Disclosure Concerning the Underwriter's Compensation Underwriter's compensation that is contingent on the closing of a transaction or the size of a transaction presents a conflict of interest, because it may cause the Underwriter to recommend a transaction that it is unnecessary or to recommend that the size of the transaction be larger than is necessary. Conflicts of interest Payments to or from Third Parties. There are no undisclosed payments. values,or credits to be received by the Underwriter in connection with its underwriting of this new issue from parties other than the District, and there are no undisclosed payments to be made by the Underwriter in connection with this new issue to parties other than the District(in either case including payments. values.or credits that relate directly or indirectly to collateral transactions integrally related to the issue being underwritten). In addition, there are no third-party arrangements for the marketing of the District's securities. Profit-Sharing with Investors. There are no arrangements between the Underwriter and an investor purchasing new issue securities from the Underwriter (including purchases that are contingent upon the Tampa,FL Winter Park,FL Kingston,TN Agenda Page 64 M B S CAPITAL MARKETS , L. L.0 delivery by the District to the Underwriter of the securities) according to which profits realized from the resale by such investor of the securities are directly or indirectly split or otherwise shared with the Underwriter. Credit Default Swaps. There will be no issuance or purchase by the Underwriter of credit default swaps For which the reference is the District for which the Underwriter is serving as underwriter. or an obligation of that District. Retail Order Periods. For new issues in which there is a retail order period. the Underwriter will honor such agreement to provide the retail order period. No allocation of securities in a manner that is inconsistent with any District's requirements will be made without the District's consent. In addition. when the Underwriter has agreed to underwrite a transaction with a retail order period, it will take reasonable measures to ensure that retail clients are Kona tide. Dealer Payments to District Personnel. Reimbursements, if any. made to personnel of the District will be made in compliance with MSRB Rule(1-20. on gifts. gratuities, and non-cash compensation, and Rule G-17, in connection with certain payments made to. and expenses reimbursed for. District personnel during the municipal bond issuance process. Tampa,FL Winter Park,FL Kingston,TN Agenda Page 66 0 / 1/ 11 Planning—Execution—Results Real Estate Econometrics, Inc. PROPOSAL TO: Mr. Stanley Omland Chairman Quarry Community Development District FROM: G. Russell Weyer President Real Estate Econometrics, Inc. SUBJECT: Quarry Community Development District Operations & Maintenance Master Assessment Methodology Report DATE: August 17, 2020 VIA: Email to Mr. Robert Koncar, District Manager: bob.koncarinframark.com Background The Board of Supervisors ("Board") of the Quarry Community Development District ("District") is requesting a proposal to prepare an updated Operations & Maintenance ("O&M") assessment methodology report to determine the special and peculiar benefits and resulting proportionate special benefit assessments that ultimately flow to all properties within the District that benefit from the District's operations and maintenance efforts. The District encompasses approximately 959+/- acres in Collier County, Florida and is responsible for stormwater management within its jurisdiction. The District also provides many administrative services related to the day-to-day functioning of the District. Real Estate Econometrics, Inc. ("REEI") is a full-service fiscal, financial and economic consulting firm ("Consultant") headquartered in Naples, Florida that provides services for community development and improvement districts, government entities and private land developers. Agenda Page 67 Real Estate Econometrics, Inc. REEI is well versed in the development of the various assessment methodology reports having generated over 50 reports for community development districts, fire districts and county governments. These methodologies determine the first lien status of assessments levied on properties from those various government entities. All REEI assessment methodology reports adhere to the two-tests for lienability requirements of a valid assessment methodology and address both the general and special benefits that are created by the improvements. REEI assessment methodology reports go into great detail in determining the special and peculiar benefits that a property receives from the improvement, thus determining the first lien status of the assessments. REEI apportions the benefits so that no assessment dollar amount exceeds any determination of special and peculiar benefit to the property and that the amount levied on different property owners is fair and reasonable. REEI assessment methodologies are designed to conform to the requirements of the Florida Constitution, Chapters 170 and 197, F.S. and Chapter 2004-461, Laws of Florida with respect Assessments and is consistent with the case law on this subject. REEI has developed a variety of assessment methodologies for the following community development districts, stewardship districts and government districts in Florida: . Ave Maria Stewardship District, Collier County, Florida • Gateway Services Community District, Fort Myers, Florida • Quarry CDD, Lutz, Florida • Concorde Estates CDD, Orlando, Florida • Downtown Doral CDD, City of Doral, Florida • Cypress Shadows CDD, Estero, Florida • Islands at Doral CDD, City of Doral, Florida • Naples Reserve CDD, Naples, Florida • Monterra CDD, Cooper City, Florida • Waterford Estates CDD, Port Charlotte, Florida • Artesia CDD, Naples, Florida • Tuscany Reserve CDD, Bonita Springs, Florida . Tidewater CDD, Bradenton, Florida • Hacienda Lakes CDD, Naples, Florida • Fronterra CDD, Naples, Florida • Seminole Improvement District, West Palm Beach, Florida • Harmony CDD, Harmony, Florida • City Gate CDD, Naples, Florida • Heritage Harbour South CDD, Bradenton, Florida • Fifth Avenue South Business Improvement District, Naples, Florida • City of LaBelle Special Recreational Assessment, LaBelle, Florida • Upper Captiva Fire Department, Upper Captiva, Florida • Paseo CDD, Fort Myers, Florida • Toscana CDD, Englewood, Florida 2 Agenda Page 68 Assignment Plan Assignment 1 — O&M Assessment Methodology Report The Consultant in conjunction with the District Manager will prepare an O&M assessment methodology report for the District. The assessment methodology is a process by which the Consultant will review the Operations & Maintenance budget to ascertain the benefit determination categories. The budget will be reviewed by line item. After allocation, the Consultant will apportion the budget to the various properties within the District that benefit from the O&M budget based upon the benefits that each property receives. The benefitting properties will receive their annual O&M assessment based upon that apportionment. In addition, the Consultant will review the benefits received from the commercial operations outside the gates of the Quarry and Heritage Bay then apportion those benefits to both the Quarry CDD and Heritage Bay CDD. This assignment will be further defined if both CDD Boards agree to move forward with the assessment determination process. Assignment 2 — Meetings and Presentations The Consultant will make presentations and attend meetings at the direction of the Client as needed. Fee Proposal and Billing Arrangements Our fee for these services is as follows: Assignment 1 — O&M Assessment Methodology Report Quarry Community Development District -- $7,500 Commercial Assessment Determination -- $2,500 Assignment 2 — Meetings and Presentations The Consultant will attend meetings and make presentations as needed. Meeting attendance, presentations and travel time will be billed at $500 per meeting. Real Estate Econometrics, Inc. Billing Procedures We begin each engagement with your signed authorization to proceed. Fees for services and expenses will be billed on a monthly basis until the assignment is completed. Agenda Page 69 Authorization to Proceed To authorize us to proceed as outlined above, please sign on the next page and return an executed copy of this agreement. Should you have any questions concerning this proposal, please feel free to give us a call. Disputes and questions concerning our work are rare, but they do sometimes occur. It is our firm's policy to keep our clients satisfied if possible. If you have a question about our work, please bring it to our attention as soon as possible. Should we be unable to resolve a problem, you may cancel this engagement by informing us in writing. We will cease work, and bill only for the work we have successfully completed. Litigation concerning our work is very rare. However, if there should be such an unhappy circumstance, the matter shall be subject to Florida law with the prevailing side to be compensated for reasonable attorney's fees and costs. Authority to Execute Each of the parties hereto covenant to the other that it has the lawful authority to enter into this relationship, that the governing or managing body of each party has approved this relationship and has similarly authorized the execution of this Agreement. In witness whereof, the parties hereto have executed this Agreement, in duplicate, this day of , 2020. Board of Supervisors Quarry Community Development District Signature Chairman, Quarry Community Development District Printed Name: Mr. Stanley Omland, Chairman Signature: President, Real Estate Econometrics, Inc. Printed Name: Mr. G. Russell Weyer 4 Agenda Page 70 Invoice to: Quarry Community Development District Attn: Mr. Robert Koncar C/O I nfra m a rk 5911 Country Lakes Drive Fort Myers, FL 33905 Phone: (M) 904 626-0593 E-Mail: bob.koncar(a�inframark.com 5 Agenda Page 73 QUARRY COMMUNITY DEVELOPMENT DISTRICT DISTRICT COUNSEL REPORT September 21, 2020 MEETING 1. I worked with Inframark, Omland, and Michael Traficante to address request for the deposition of the District's corporate representative concerning lake maintenance and repair. 2. I corresponded with Omland, Inframark, and Brett Sealy with MBS Capital Markets, LLC regarding matters related to proposed refinancing of outstanding debt. Agenda Page 76 Invoice @p1 500 West Fulton Street Sanford,FL 32771 407-322-6841 Bob Koncar July 17, 2020 Quarry CDD Project No: Q0502.1 c/o Inframark Infrastructure Mgmt. Svcs Invoice No: 120993 210 N. University Drive, Suite 702 Coral Springs, FL 33071 Construction Administration-Phase III Change Order#CPH-2 8975 Kayak Dr, Naples FL Professional Services through June 21.2020 Professional Personnel Hours Rate Amount Senior Project Manager 2.00 180.00 360.00 Project Manager 1.50 160.00 240.00 3.50 600.00 Total Labor 600.00 Total this Invoice $600.00 Billings to Date Current Prior Total Labor 600.00 107,997.50 108,597.50 Expense 0.00 390.78 390.78 Unit 0.00 4,387.71 4,387.71 Totals 600.00 112,775.99 113,375.99 Services provided this period include: Phase 3 construction observation. Agenda Page 77 Project Q0502.1 Quarry SDD-Construct Admin Ph3 C/O CPH2 Invoice 120993 Billing Backup Monday,July 20, 2020 CPH, Inc. Invoice 120993 Dated 7/17/2020 4:38:30 PM Professional Personnel Hours Rate Amount Senior Project Manager 113-Satfield, Jeffrey 5/18/2020 2.00 180.00 360.00 conference call Project Manager 19-Lopez,Albert 5/12/2020 .50 160.00 80.00 Payment requisition review 19-Lopez,Albert 5/13/2020 .50 160.00 80.00 Payment requisition review 19-Lopez,Albert 5/14/2020 .50 160.00 80.00 Payment requisition review 3.50 600.00 Total Labor 600.00 Total this Project $600.00 Total this Report $600.00