TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT PUBLIC HEARINGS AND REGULAR MEETING AGENDA

Transcription

1 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT PUBLIC HEARINGS AND REGULAR MEETING AGENDA September 14, 2015

2 Tomoka Town Center Community Development District 2300 Glades Road, Suite 410W Boca Raton, Florida Phone: (561) Toll-free: (877) Fax: (561) September 10, 2015 Board of Supervisors Tomoka Town Center Community Development District ATTENDEES: Please identify yourself each time you speak to facilitate accurate transcription of meeting minutes. Dear Board Members: Public Hearings and a Regular Meeting of the Tomoka Town Center Community Development District will be held on Monday, September 14, 2015, at 11:00 a.m., at the offices of Consolidated-Tomoka Land Co., 1530 Cornerstone Boulevard, Daytona Beach, Florida The agenda is as follows: 1. Call to Order/Roll Call 2. Administration of Oath of Office to Newly Elected Supervisors (the following to be provided in a separate package) A. Guide to Sunshine Amendment and Code of Ethics for Public Officers and Employees B. Membership, Obligations and Responsibilities C. Financial Disclosure Forms i. Form 1: Statement of Financial Interests ii. iii. Form 1X: Amendment to Form 1, Statement of Financial Interests Form 1F: Final Statement of Financial Interests D. Form 8B Memorandum of Voting Conflict 3. Consideration of Resolution , Canvassing and Certifying the Results of the Landowners Election 4. Consideration of Resolution , Electing Officers of the District 5. Public Hearing to Hear Comments and Objections on the Adoption of the District s Final Budget for Fiscal Year 2014/2015, Pursuant to Florida Law A. Affidavit of Publication B. Consideration of Resolution , Relating to the Annual Appropriations and Adopting the Budget for the Fiscal Year Beginning on the District s Establishment Date of June 3, 2015, and Ending September 30, 2016; Authorizing Budget Amendments; and Providing an Effective Date 6. Public Hearing to Hear Comments and Objections on the Adoption of the District s Final Budget for Fiscal Year 2015/2016, Pursuant to Florida Law A. Affidavit of Publication

3 Board of Supervisors Tomoka Town Center Community Development District September 14, 2015, Public Hearings and Regular Meeting Agenda Page 2 B. Consideration of Resolution , Relating to the Annual Appropriations and Adopting the Budget for the Fiscal Year Beginning October 1, 2015, and Ending September 30, 2016; Authorizing Budget Amendments; and Providing an Effective Date 7. Consideration of Fiscal Year 2015/2016 Funding Agreement 8. Approval of Minutes A. June 15, 2015 Organizational Meeting B. August 3, 2015 Landowners Meeting 9. Other Business 10. Staff Reports A. District Counsel B. Interim District Engineer C. District Manager 11. Board Members Comments/Requests 12. Public Comments 13. Adjournment Should you have any questions or concerns, please do not hesitate to contact me directly at (561) Sincerely, Craig Wrathell District Manager FOR BOARD MEMBERS AND STAFF TO ATTEND BY TELEPHONE: Call-in number: Conference ID:

4 RESOLUTION A RESOLUTION CANVASSING AND CERTIFYING THE RESULTS OF THE LANDOWNERS ELECTION OF SUPERVISORS FOR THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT HELD PURSUANT TO SECTION (2), FLORIDA STATUTES WHEREAS, pursuant to Section (2), Florida Statutes, a landowners meeting is required to be held within 90 days of the District's creation and every two (2) years following the creation of a Community Development District for the purpose of electing Supervisors of the District; and WHEREAS, following proper publication of notice thereof, such landowners meeting was held on August 3, 2015 at which the below recited persons were duly elected by virtue of the votes cast in their respective favor; and WHEREAS, the Board of Supervisors by means of this Resolution desires to canvass the votes, declare, and certify the results of said election; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT; 1. The following persons are found, certified, and declared to have been duly elected as Supervisors of and for the District, having been elected by the votes cast in their favor as shown, to wit: Steven Greathouse Votes 207 Mark Patten Votes 207 Scott Bullock Votes 207 John P. Albright Votes 206 Helal Ismail Votes In accordance with said statute, and by virtue of the number of votes cast for the respective Supervisors, they are declared to have been elected for the following terms of office:

5 Steven Greathouse four (4)-year term SEAT 1 Mark Patten four (4)-year term SEAT 2 Scott Bullock two (2)-year term SEAT 3 John P. Albright two (2)-year term SEAT 4 Helal Ismail two (2)-year term SEAT 5 Resolution. 3. Said terms of office shall commence immediately upon the adoption of this PASSED AND ADOPTED this 14 th day of September, 2015 Chair/Vice Chair Secretary/Assistant Secretary

6 RESOLUTION A RESOLUTION ELECTING THE OFFICERS OF THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT, VOLUSIA COUNTY, FLORIDA WHEREAS, the Board of Supervisors of the Tomoka Town Center Community Development District held their Landowners election for all Board Seats on August 3, 2015; and WHEREAS, the Board of Supervisors of the Tomoka Town Center Community Development District desires to elect the below recited persons to the offices specified. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT: 1. The following persons are elected to the offices shown: Chair Vice Chair Secretary Treasurer Assistant Secretary Assistant Secretary Assistant Secretary Assistant Secretary Craig Wrathell Craig Wrathell Howard McGaffney PASSED AND ADOPTED this 14 th day of September, Secretary/Assistant Secretary Chair/Vice Chair

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8 RESOLUTION THE ANNUAL APPROPRIATION RESOLUTION OF THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT ( DISTRICT ) RELATING TO THE ANNUAL APPROPRIATIONS AND ADOPTING THE BUDGET FOR FISCAL YEAR 2014/2015 BEGINNING ON THE DISTRICT S ESTABLISHMENT DATE OF JUNE 3, 2015, AND ENDING SEPTEMBER 30, 2015; AUTHORIZING BUDGET AMENDMENTS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the District Manager has, prior to the fifteenth (15 th ) day in June, 2015, submitted to the Board of Supervisors ( Board ) a proposed budget for the next ensuing budget year along with an explanatory and complete financial plan for each fund of the District, pursuant to the provisions of Section (2)(a), Florida Statutes; and WHEREAS, at least sixty (60) days prior to the adoption of the proposed annual budget ( Proposed Budget ), the District filed a copy of the Proposed Budget with the local governing authorities having jurisdiction over the area included in the District pursuant to the provisions of Section (2)(b), Florida Statutes; and WHEREAS, the Board set September 14, 2015, as the date for a public hearing thereon and caused notice of such public hearing to be given by publication pursuant to Section (2)(a), Florida Statutes; and WHEREAS, the District Manager posted the Proposed Budget on the District s website at least two days before the public hearing (or if the District does not yet have its own website, the District Manager timely transmitted the Proposed Budget to the manager or administrator of Volusia County, Florida for posting on its website); and WHEREAS, Section (2)(a), Florida Statutes, requires that, prior to October 1 st of each year, the District Board, by passage of the Annual Appropriation Resolution, shall adopt a budget for the ensuing fiscal year and appropriate such sums of money as the Board deems necessary to defray all expenditures of the District during the ensuing fiscal year; and WHEREAS, the District Manager has prepared a Proposed Budget, whereby the budget shall project the cash receipts and disbursements anticipated during a given time period, including reserves for contingencies for emergency or other unanticipated expenditures during the fiscal year. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT

9 SECTION 1. BUDGET a. The Board of Supervisors has reviewed the Proposed Budget, a copy of which is on file with the office of the District Manager and at the District s Records Office, and hereby approves certain amendments thereto, as shown in Section 2 below. b. The Proposed Budget, attached hereto as Exhibit A, as amended by the Board, is hereby adopted in accordance with the provisions of Section (2)(a), Florida Statutes, and incorporated herein by reference; provided, however, that the comparative figures contained in the adopted budget may be subsequently revised as deemed necessary by the District Manager to reflect actual revenues and expenditures. c. The adopted budget, as amended, shall be maintained in the office of the District Manager and at the District s Records Office and identified as The Budget for the Tomoka Town Center Community Development District for the Fiscal Year Ending September 30, 2015, as adopted by the Board of Supervisors on September 14, d. The final adopted budget shall be posted by the District Manager on the District s official website within thirty (30) days after adoption. If the District does not yet have its own website, the District Manager is directed to transmit the final adopted budget to the manager or administrator of The Volusia County, Florida for posting on its website. SECTION 2. APPROPRIATIONS There is hereby appropriated out of the revenues of the Tomoka Town Center Community Development District, for the fiscal year beginning on the District s date of establishment of June 3, 2015, and ending September 30, 2015, the sum of $42,375 to be raised by the levy of assessments and otherwise, which sum is deemed by the Board of Supervisors to be necessary to defray all expenditures of the District during said budget year, to be divided and appropriated in the following fashion: TOTAL GENERAL FUND $42,575 TOTAL ALL FUNDS $42,375 SECTION 3. BUDGET AMENDMENTS Pursuant to Section , Florida Statutes, the District at any time within the fiscal year or within 60 days following the end of the fiscal year may amend its budget for that fiscal year as follows:

10 a. The Board may authorize an increase or decrease in line item appropriations within a fund by motion recorded in the minutes if the total appropriations of the fund do not increase. b. The District Manager or Treasurer may authorize an increase or decrease in line item appropriations within a fund if the total appropriations of the fund do not increase and if the aggregate change in the original appropriation item does not exceed $10,000 or 10% of the original appropriation. c. By resolution, the Board may increase any appropriation item and/or fund to reflect receipt of any additional unbudgeted monies and make the corresponding change to appropriations or the unappropriated balance. d. Any other budget amendments shall be adopted by resolution and consistent with Florida law. The District Manager or Treasurer must establish administrative procedures to ensure that any budget amendments are in compliance with this Section 3 and Section , Florida Statutes, among other applicable laws. Among other procedures, the District Manager or Treasurer must ensure that any amendments to budget(s) under subparagraphs c. and d. above are posted on the District s website within 5 days after adoption. If the District does not yet have its own website, the District's Secretary is directed to transmit such amendments to the manager or administrator of Volusia County, Florida for posting on its website. SECTION 4. EFFECTIVE DATE. immediately upon adoption. This Resolution shall take effect PASSED AND ADOPTED THIS 14 th DAY OF SEPTEMBER, ATTEST: TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT Secretary By: Its:

11 Exhibit A: Fiscal Year 2014/2015 Budget

12 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT PROPOSED BUDGET FISCAL YEAR 2015 PREPARED JUNE 16, 2015

13 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT TABLE OF CONTENTS Description Page Number(s) General Fund Budget 1 Definitions of General Fund Expenditures 2

14 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT GENERAL FUND BUDGET FISCAL YEAR 2015 DRAFT Budget REVENUES FY 2015 Landowner contribution 88,075 Total revenues 88,075 EXPENDITURES Professional & administrative Management/accounting/recording 48,000 Legal 12,000 Engineering 1,500 Audit* 5,500 Arbitrage rebate calculation* 1,200 Dissemination agent 1,000 Trustee* 7,500 Telephone 200 Postage 500 Printing & binding 500 Legal advertising 4,000 Annual special district fee 175 Insurance 5,500 Contingencies/bank charges 500 Total expenditures 88,075 Net increase/(decrease) of fund balance - Fund balance - beginning (unaudited) - Fund balance - ending (projected) $ - *Applicable in fiscal year subsequent to issuance of bonds. 1

15 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT DEFINITIONS OF GENERAL FUND EXPENDITURES EXPENDITURES Professional & administrative Management/accounting/recording $ 48,000 Wrathell, Hunt and Associates, LLC (WHA), specializes in managing community development districts by combining the knowledge, skills and experience of a team of professionals to ensure compliance with all of the District's governmental requirements. WHA develops financing programs, administers the issuance of tax exempt bond financings, operates and maintains the assets of the community. Legal 12,000 General counsel and legal representation, which includes issues relating to public finance, public bidding, rulemaking, open meetings, public records, real property dedications, conveyances and contracts. Engineering 1,500 The District's Engineer will provide construction and consulting services, to assist the District in crafting sustainable solutions to address the long term interests of the community while recognizing the needs of government, the environment and maintenance of the District's facilities. Audit* 5,500 Statutorily required for the District to undertake an independent examination of its books, records and accounting procedures. Arbitrage rebate calculation* 1,200 To ensure the District's compliance with all tax regulations, annual computations are necessary to calculate the arbitrage rebate liability. Dissemination agent 1,000 The District must annually disseminate financial information in order to comply with the requirements of Rule 15c2-12 under the Securities Exchange Act of Wrathell, Hunt & Associates serves as dissemination agent. Trustee* 7,500 Annual fee for the service provided by trustee, paying agent and registrar. Telephone 200 Telephone and fax machine. Postage 500 Mailing of agenda packages, overnight deliveries, correspondence, etc. Printing & binding 500 Letterhead, envelopes, copies, agenda packages, etc. Legal advertising 4,000 The District advertises for monthly meetings, special meetings, public hearings, public bids, etc. Annual special district fee 175 Annual fee paid to the Florida Department of Economic Opportunity. Insurance 5,500 The District will obtain public officials and general liability insurance. Contingencies/bank charges 500 Bank charges and other miscellaneous expenses incurred during the year. Total expenditures $ 88,075 2

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17 RESOLUTION THE ANNUAL APPROPRIATION RESOLUTION OF THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT ( DISTRICT ) RELATING TO THE ANNUAL APPROPRIATIONS AND ADOPTING THE BUDGET FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2015, AND ENDING SEPTEMBER 30, 2016; AUTHORIZING BUDGET AMENDMENTS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the District Manager has, prior to the fifteenth (15 th ) day in June, 2015, submitted to the Board of Supervisors ( Board ) a proposed budget for the next ensuing budget year along with an explanatory and complete financial plan for each fund of the District, pursuant to the provisions of Section (2)(a), Florida Statutes; and WHEREAS, at least sixty (60) days prior to the adoption of the proposed annual budget ( Proposed Budget ), the District filed a copy of the Proposed Budget with the local governing authorities having jurisdiction over the area included in the District pursuant to the provisions of Section (2)(b), Florida Statutes; and WHEREAS, the Board set September 14, 2015, as the date for a public hearing thereon and caused notice of such public hearing to be given by publication pursuant to Section (2)(a), Florida Statutes; and WHEREAS, the District Manager posted the Proposed Budget on the District s website at least two days before the public hearing (or if the District does not yet have its own website, the District Manager timely transmitted the Proposed Budget to the manager or administrator of Volusia County, Florida for posting on its website); and WHEREAS, Section (2)(a), Florida Statutes, requires that, prior to October 1 st of each year, the District Board, by passage of the Annual Appropriation Resolution, shall adopt a budget for the ensuing fiscal year and appropriate such sums of money as the Board deems necessary to defray all expenditures of the District during the ensuing fiscal year; and WHEREAS, the District Manager has prepared a Proposed Budget, whereby the budget shall project the cash receipts and disbursements anticipated during a given time period, including reserves for contingencies for emergency or other unanticipated expenditures during the fiscal year. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT SECTION 1. BUDGET a. The Board of Supervisors has reviewed the Proposed Budget, a copy of which is on file with the office of the District Manager and at the District s Records Office, and hereby approves certain amendments thereto, as shown in Section 2 below.

18 b. The Proposed Budget, attached hereto as Exhibit A, as amended by the Board, is hereby adopted in accordance with the provisions of Section (2)(a), Florida Statutes, and incorporated herein by reference; provided, however, that the comparative figures contained in the adopted budget may be subsequently revised as deemed necessary by the District Manager to reflect actual revenues and expenditures. c. The adopted budget, as amended, shall be maintained in the office of the District Manager and at the District s Records Office and identified as The Budget for the Tomoka Town Center Community Development District for the Fiscal Year Ending September 30, 2016, as adopted by the Board of Supervisors on September 14, d. The final adopted budget shall be posted by the District Manager on the District s official website within thirty (30) days after adoption. If the District does not yet have its own website, the District Manager is directed to transmit the final adopted budget to the manager or administrator of The Volusia County, Florida for posting on its website. SECTION 2. APPROPRIATIONS There is hereby appropriated out of the revenues of the Tomoka Town Center Community Development District, for the fiscal year beginning October 1, 2015, and ending September 30, 2016, the sum of $88,575 to be raised by the levy of assessments and otherwise, which sum is deemed by the Board of Supervisors to be necessary to defray all expenditures of the District during said budget year, to be divided and appropriated in the following fashion: TOTAL GENERAL FUND $88,575 TOTAL ALL FUNDS $88,575 SECTION 3. BUDGET AMENDMENTS Pursuant to Section , Florida Statutes, the District at any time within the fiscal year or within 60 days following the end of the fiscal year may amend its budget for that fiscal year as follows: a. The Board may authorize an increase or decrease in line item appropriations within a fund by motion recorded in the minutes if the total appropriations of the fund do not increase. b. The District Manager or Treasurer may authorize an increase or decrease in line item appropriations within a fund if the total appropriations of the fund do not increase and if the aggregate change in the original appropriation item does not exceed $10,000 or 10% of the original appropriation.

19 c. By resolution, the Board may increase any appropriation item and/or fund to reflect receipt of any additional unbudgeted monies and make the corresponding change to appropriations or the unappropriated balance. d. Any other budget amendments shall be adopted by resolution and consistent with Florida law. The District Manager or Treasurer must establish administrative procedures to ensure that any budget amendments are in compliance with this Section 3 and Section , Florida Statutes, among other applicable laws. Among other procedures, the District Manager or Treasurer must ensure that any amendments to budget(s) under subparagraphs c. and d. above are posted on the District s website within 5 days after adoption. If the District does not yet have its own website, the District's Secretary is directed to transmit such amendments to the manager or administrator of Volusia County, Florida for posting on its website. SECTION 4. EFFECTIVE DATE. This Resolution shall take effect immediately upon adoption. PASSED AND ADOPTED THIS 14 th DAY OF SEPTEMBER, ATTEST: TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT Secretary By: Its:

20 Exhibit A: Fiscal Year 2015/2016 Budget

21 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT PROPOSED BUDGET FISCAL YEAR 2016 PREPARED JUNE 16, 2015

22 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT TABLE OF CONTENTS Description Page Number(s) General Fund Budget 1 Definitions of General Fund Expenditures 2

23 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT GENERAL FUND BUDGET FISCAL YEAR 2016 Fiscal Year 2015 Proposed Budget FY 2015 Projected Through 9/30/2015 Proposed Budget FY 2016 REVENUES Landowner contribution $ 42,375 $ 42,375 $ 88,575 Total revenues 42,375 42,375 88,575 EXPENDITURES Professional & administrative Management/accounting/recording 16,000 16,000 48,000 Legal 12,000 12,000 12,000 Engineering 2,500 2,500 1,500 Audit* - - 5,500 Arbitrage rebate calculation* - - 1,200 Dissemination agent* - - 1,000 Trustee* - - 7,500 Telephone Postage Printing & binding Legal advertising 4,500 4,500 4,500 Annual special district fee Insurance 5,500 5,500 5,500 Contingencies/bank charges Total expenditures 42,375 42,375 88,575 Net increase/(decrease) of fund balance Fund balance - beginning (unaudited) Fund balance - ending (projected) $ - $ - $ - *Applicable in fiscal year subsequent to issuance of bonds. 1

24 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT DEFINITIONS OF GENERAL FUND EXPENDITURES EXPENDITURES Professional & administrative Management/accounting/recording $ 48,000 Wrathell, Hunt and Associates, LLC (WHA), specializes in managing community development districts by combining the knowledge, skills and experience of a team of professionals to ensure compliance with all of the District's governmental requirements. WHA develops financing programs, administers the issuance of tax exempt bond financings, operates and maintains the assets of the community. Legal 12,000 General counsel and legal representation, which includes issues relating to public finance, public bidding, rulemaking, open meetings, public records, real property dedications, conveyances and contracts. Engineering 1,500 The District's Engineer will provide construction and consulting services, to assist the District in crafting sustainable solutions to address the long term interests of the community while recognizing the needs of government, the environment and maintenance of the District's facilities. Audit* 5,500 Statutorily required for the District to undertake an independent examination of its books, records and accounting procedures. Arbitrage rebate calculation* 1,200 To ensure the District's compliance with all tax regulations, annual computations are necessary to calculate the arbitrage rebate liability. Dissemination agent* 1,000 The District must annually disseminate financial information in order to comply with the requirements of Rule 15c2-12 under the Securities Exchange Act of Wrathell, Hunt & Associates serves as dissemination agent. Trustee* 7,500 Annual fee for the service provided by trustee, paying agent and registrar. Telephone 200 Telephone and fax machine. Postage 500 Mailing of agenda packages, overnight deliveries, correspondence, etc. Printing & binding 500 Letterhead, envelopes, copies, agenda packages, etc. Legal advertising 4,500 The District advertises for monthly meetings, special meetings, public hearings, public bids, etc. Annual special district fee 175 Annual fee paid to the Florida Department of Economic Opportunity. Insurance 5,500 The District will obtain public officials and general liability insurance. Contingencies/bank charges 500 Bank charges and other miscellaneous expenses incurred during the year. Total expenditures $ 88,575 2

25 TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT FISCAL YEAR 2015/2016 FUNDING AGREEMENT This Tomoka Town Center Community Development District Fiscal Year 2015/2016 Funding Agreement (the Agreement ) is made and entered into as of the day of, 2015 by and between the Tomoka Town Center Community Development District, a local unit of special-purpose government, established pursuant to Chapter 190, Florida Statutes (the District ), and Indigo Development, LLC (the Landowner ). Recitals WHEREAS, the District was established pursuant to Chapter 190, Florida Statutes, for the purpose of planning, financing, constructing, operating and/or maintaining District infrastructure; and WHEREAS, the District, pursuant to Chapter 190, Florida Statutes, is authorized to levy such taxes, special assessments, fees and other charges as may be necessary in furtherance of the District's activities and services; and WHEREAS, the Landowner presently owns real property within the District, which will benefit from the timely construction and acquisition of the District's facilities, activities and services and from the continued operations of the District; and WHEREAS, the District is adopting its general fund budget for the Fiscal Year 2015/2016, which concludes on September 30, 2016; and WHEREAS, this general fund budget, which both parties recognize may be amended from time to time in the sole discretion of the District, is attached hereto and incorporated herein by reference as Exhibit A ; and WHEREAS, the District will need a funding mechanism to enable it to proceed with its operations and services during the Fiscal Year 2015/2016 as described in Exhibit A (the 2015/2016 Fiscal Year Budget ); and WHEREAS, the Landowner desires to provide such funds as are necessary to allow the District to proceed with its operations for Fiscal Year 2015/2016 as described in Exhibit A and as may be amended from time to time by the District, subject to the terms and conditions hereof. NOW, THEREFORE, based upon good and valuable consideration and the mutual covenants of the parties, the receipt of which and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. The Landowner agrees to make available to the District the monies necessary for the operation of the District as called for in the budget attached hereto as Exhibit A (and as Exhibit A may be amended from time to time), within thirty (30) days of Landowner s receipt of written request for funds related thereto by the District. The funds shall be placed in the District's general checking account. Amendments to the District s 2015/2016 Fiscal Year Budget as shown on Exhibit A adopted by the District at a duly noticed meeting shall have the 1

26 effect of amending this Agreement without further action of the parties; provided, notwithstanding anything herein to the contrary, any increase in any line item in the 2015/2016 Fiscal Year Budget or the overall costs reflected in the 2015/2016 Fiscal Year Budget from that shown on Exhibit A will not contractually bind Landowner without Landowner s prior written consent, which consent shall not be unreasonably withheld upon a showing by the District to the Landowner of a need for any increase and written notice to the Landowner describing proposed changes to the 2015/2016 Fiscal Year Budget. Funds provided hereunder shall be placed in the District s general checking account. These payments are made by the Landowner in lieu of taxes, fees or assessments that might otherwise be levied or imposed by the District. 2. The District hereby finds that the activities, operation and services set out in the 2015/2016 Fiscal Year Budget attached as Exhibit A, as same may be amended, provide a special and peculiar benefit to the property within the District (the Property ), which benefit is initially allocated on an equal developable acreage basis. Therefore, in the event the Landowner fails to make any payment due from Landowner hereunder, the District in its sole discretion, may certify amounts due hereunder as non ad valorem assessment on all of the Property in the District on an equal developable acreage basis (the O&M Assessments ) for collection, either through the Uniform Method of Collection set forth in Chapter 197 or under any method of direct bill and collection authorized by Florida law. Such O&M Assessments, if imposed, may be certified on the next available tax roll of the Volusia County property appraiser. The obligations of Landowner hereunder shall be without recourse to the Landowner and permitted assignees of the Landowner hereunder and the sole remedy of the District to collect and enforce collection of any unpaid amounts due from Landowner hereunder shall be through the levy and collection of the O&M Assessments on all of the Property in the District on an equal developable acreage basis. 3. This instrument shall constitute the final and complete expression of the agreement between the parties relating to the subject matter of this Agreement. Amendments to and waivers of the provisions contained in this Agreement may be made only by an instrument in writing that is executed by both of the parties hereto. 4. The execution of this Agreement has been duly authorized by the appropriate body or official of all parties hereto, each party has complied with all the requirements of law and each party has full power and authority to comply with the terms and provisions of this instrument. 5. This Agreement may be assigned, in whole or in part, by either party only upon the written consent of the other, which consent shall not be unreasonably withheld provided, however, without consent of the District (a) the Landowner may assign, in whole or in part, its rights and obligations hereunder to any affiliate or subsidiary of Landowner; and (b) the Landowner or any affiliate or subsidiary of Landowner which becomes an assignee of Landowner s rights and obligations hereunder may assign, in whole or in part, its rights and obligations hereunder to any party that acquires title to all or any portion of the Property owned by Landowner as of the date hereof. The applicable assignor shall be released of its obligations hereunder upon such assignment. Written notice of such assignment and a copy of the assignment shall be promptly provided to the District by the applicable assignor. 2

27 6. A default by either party under this Agreement shall entitle the other to all remedies available at law or in equity, which shall include, but not be limited to, the right of damages, injunctive relief and specific performance and specifically include the ability of the District to enforce any and all payment obligations under this Agreement through the imposition and enforcement of a contractual or other lien on property owned by the Landowner. 7. This Agreement is solely for the benefit of the formal parties herein and no right or cause of action shall accrue upon or by reason hereof, to or for the benefit of any third party not a formal party hereto. Nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or corporation other than the parties hereto any right, remedy or claim under or by reason of this Agreement or any provisions or conditions hereof; and all of the provisions, representations, covenants and conditions herein contained shall inure to the sole benefit of and shall be binding upon the parties hereto and their respective representatives, successors and assigns. 8. In the event that either party is required to enforce this Agreement by court proceedings or otherwise, then the parties agree that the prevailing party shall be entitled to recover from the other all costs incurred, including reasonable attorney's fees and costs for trial, alternate dispute resolution, or appellate proceedings. 9. This Agreement and the provisions contained herein shall be construed, interpreted and controlled according to the laws of the State of Florida. 10. This Agreement has been negotiated fully between the parties as an arm's length transaction. The parties participated fully in the preparation of this Agreement with the assistance of their respective counsel. In the case of a dispute concerning the interpretation of any provision of this Agreement, the parties are each deemed to have drafted, chosen and selected the language, and the doubtful language will not be interpreted or construed against any party. 11. The rights and obligations created by this Agreement shall be binding upon and inure to the benefit of Landowner and District, their heirs, executors, receivers, trustees, successors and assigns. 12. Whenever used the singular number shall include the plural, the plural the singular; the use of any gender shall include all genders, as the context requires; and the disjunctive shall be construed as the conjunctive, the conjunctive as the disjunctive, as the context requires. 13. This Agreement may be executed in any number of counterparts, each of which when executed and delivered shall be an original; however, all such counterparts together shall constitute, but one and the same instrument. Signature and acknowledgment pages, if any, may be executed by facsimile, which shall be good as an original, and may be detached from the counterparts and attached to a single copy of this document to physically form one document. 3

28 14. The Agreement shall be effective after execution by both parties hereto and shall remain in effect until September 30, IN WITNESS WHEREOF, the parties hereto execute this Agreement and further agree that it shall take effect as of the date first above written. Attest: Secretary/Assistant Secretary STATE OF FLORIDA } COUNTY OF } TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT By: Chair/Vice Chair day of, 2015 The foregoing instrument was acknowledged before me this day of, 2015, by, as Chair/Vice Chair of the Board of Supervisors of the TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT, who is personally known and/or produced as identification. STATE OF FLORIDA } COUNTY OF } Notary Public Commission Expires: The foregoing instrument was acknowledged before me this day of, 2015, by, as Secretary/Assistant Secretary of the TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT. He or she is personally known to me or has produced as identification. [SEAL] Notary Public Commission Expires: 4

29 Indigo Development, LLC, a Florida limited liability company Witnesses: Print Name By: Print Name: Title: day of, 2015 Print Name STATE OF } COUNTY OF } The foregoing instrument was acknowledged before me this day of, 2015, by, as of Indigo Development, LLC, a Florida limited liability company. He or she is personally known to me or has produced as identification. Notary Public Commission Expires: 5

30 EXHIBIT A 6

31 MINUTES OF MEETING TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT An Organizational Meeting of the Tomoka Town Center Community Development District was held on Monday, June 15, 2015, at 11:00 a.m., at the offices of Consolidated- Tomoka Land Co., 1530 Cornerstone Boulevard, Daytona Beach, Florida Present at the meeting were: Steven R. Greathouse Chair Mark E. Patten Vice Chair John P. Albright Assistant Secretary Jeff Robbins Assistant Secretary Helal Ismail Assistant Secretary Also present were: Craig Wrathell District Manager Mark Watts District Counsel Parker Mynchenberg District Engineer Therese Thornton Hill FIRST ORDER OF BUSINESS Call to Order/Roll Call Mr. Wrathell called the meeting to order at 11:03 a.m., and noted that this is the organizational meeting of the Tomoka Town Center Community Development District. SECOND ORDER OF BUSINESS Public Comments This item was not addressed. GENERAL DISTRICT ITEMS THIRD ORDER OF BUSINESS Administration of Oath of Office to Initial Board of Supervisors (the following to also be provided in a separate package) Mr. Wrathell, a Notary of the State of Florida and duly authorized, administered the Oath of Office to Mr. Greathouse, Mr. Patten, Mr. Albright, Mr. Robbins and Mr. Ismail. Mr. Wrathell provided and briefly explained the following items: 1

32 TOMOKA TOWN CENTER CDD June 15, A. Guide to Sunshine Amendment and Code of Ethics for Public Officers and Employees B. Membership, Obligations and Responsibilities C. Financial Disclosure Forms i. Form 1: Statement of Financial Interests ii. Form 1X: Amendment to Form 1, Statement of Financial Interests iii. Form 1F: Final Statement of Financial Interests D. Form 8B: Memorandum of Voting Conflict FOURTH ORDER OF BUSINESS Consideration of Resolution , Electing the Officers of the District Chair Vice Chair Secretary Treasurer Assistant Secretaries Mr. Wrathell presented Resolution for the Board s consideration. He explained the role of each officer and requested nominations. Mr. Albright nominated the following slate of officers: Steven Greathouse Chair Mark Patten Vice Chair Craig Wrathell Secretary Craig Wrathell Treasurer John P. Albright Assistant Secretary Jeff Robbins Assistant Secretary Helal Ismail Assistant Secretary Howard McGaffney Assistant Secretary No other nominations were made. On MOTION by Mr. Greathouse and seconded by Mr. Patten, with all in favor, Resolution , Electing the Officers of the District, as nominated, was adopted. 2

33 TOMOKA TOWN CENTER CDD June 15, ORGANIZATIONAL MATTERS FIFTH ORDER OF BUSINESS Consideration of the Following Organizational Matters: A. Resolution , Appointing District Manager: Wrathell, Hunt & Associates, LLC Mr. Wrathell presented Resolution for the Board s consideration. He reviewed the Wrathell, Hunt and Associates, LLC, agreement for management services and proposed fee schedule. On MOTION by Mr. Albright and seconded by Mr. Greathouse, with all in favor, Resolution , Appointing Wrathell, Hunt and Associates, LLC, as District Manager, was adopted. B. Resolution , Appointing District Counsel: Cobb Cole Mr. Wrathell presented Resolution for the Board s consideration. He advised that Cobb Cole s engagement letter, including the firm s hourly rates, was an exhibit to the resolution. On MOTION by Mr. Albright and seconded by Mr. Patten, with all in favor, Resolution , Appointing Cobb Cole as District Counsel, was adopted. C. Resolution , Appointing Interim District Engineer: Parker Mynchenberg & Associates, Inc. Mr. Wrathell presented Resolution for the Board s consideration. He explained that the Consultant s Competitive Negotiation Act (CCNA) requires the District to go out to bid if the annual amount of $25,000 is exceeded. A Request for Qualifications (RFQ), which is a qualification based process, will be used, rather than a price based process. Mr. Wrathell indicated that an engagement letter was provided by Mr. Mynchenberg, of Parker Mynchenberg & Associates, Inc., along with an hourly rate schedule. 3

34 TOMOKA TOWN CENTER CDD June 15, On MOTION by Mr. Patten and seconded by Mr. Albright, with all in favor, Resolution , Appointing Parker Mynchenberg & Associates, Inc., as Interim District Engineer, was adopted. D. Board Members Compensation: Florida Statutes (8) Mr. Wrathell stated that, per Chapter 190, the Board has the option to receive compensation up to $500 per meeting. On MOTION by Mr. Albright and seconded by Mr. Greathouse, with all in favor, Board Members compensation was approved. E. Resolution , Appointing Registered Agent, Designating Registered Office, and Office of Record Mr. Wrathell presented Resolution for the Board s consideration and read the title into the record: A RESOLUTION DESIGNATING THE REGISTERED AGENT; DESIGNATING THE OFFICE OR LOCATION OF THE REGISTERED OFFICE; AND DESIGNATING THE OFFICES OR LOCATION AS THE OFFICE OF RECORD FOR THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT Mr. Wrathell stated that the resolution designates District Counsel as the registered agent, registered office and office of record. On MOTION by Mr. Albright and seconded by Mr. Greathouse, with all in favor, Resolution , Designating Mr. Mark Watts as Registered Agent and the offices of Cobb Cole as Registered Office and Office of Record, was adopted. F. Resolution , Setting Forth the Policy of the District with Regard to the Support and Legal Defense of the Board of Supervisors and District Staff Mr. Wrathell presented Resolution for the Board s consideration and read the title into the record: 152 4

35 TOMOKA TOWN CENTER CDD June 15, A RESOLUTION SETTING FORTH THE POLICY OF THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT BOARD OF SUPERVISORS WITH REGARD TO THE SUPPORT AND LEGAL DEFENSE OF THE BOARD OF SUPERVISORS AND DISTRICT STAFF Mr. Wrathell advised that, later in the meeting, the Board will authorize Staff to secure general liability and directors and officers liability insurance to protect against frivolous lawsuits, which ties in with this resolution. He stated that, if Board Members are dutifully performing their functions, they will be protected. On MOTION by Mr. Patten and seconded by Mr. Greathouse, with all in favor, Resolution , Setting Forth the Policy of the District with Regard to the Support and Legal Defense of the Board of Supervisors and District Staff, was adopted. G. Resolution , Approving Florida Statewide Mutual Aid Agreement Mr. Wrathell presented Resolution for the Board s consideration. He stated that the District, as a governmental entity, has the ability to participate in the Florida Statewide Mutual Aid Program. If a natural disaster were to occur, the District, as a governmental entity, may request assistance from other governmental entities. Mr. Wrathell noted that the assistance is not free and must be reimbursed. On MOTION by Mr. Albright and seconded by Mr. Patten, with all in favor, Resolution , Approving the Florida Statewide Mutual Aid Agreement, was adopted. H. Consideration of Resolution , Designating a Date, Time and Location for a Landowner s Meeting; Providing for Publication; Providing for an Effective Date Mr. Wrathell presented Resolution for the Board s consideration. He explained that a new District is required to hold a landowner s meeting within 90 days of establishment. Board Members are not required to attend. Mr. Wrathell advised that the meeting must be properly advertised and suggested choosing a date at least 45 days from today. Mr. Watts indicated that Mr. Greathouse, or anyone with a proxy to cast votes, on behalf of the landowner, may attend. He stated that the landowner is entitled to one vote per acre and 5

36 TOMOKA TOWN CENTER CDD June 15, the Board will be duly elected by the landowner, rather than being appointed, as in the initial petition. The Board agreed to hold the Landowner s Meeting on Monday, August 3, 2015 at 11:00 a.m., at this location. On MOTION by Mr. Greathouse and seconded by Mr. Albright, with all in favor, Resolution , Designating Monday, August 3, 2015 at 11:00 a.m, at this location, for a Landowner s Meeting and directing Staff to advertise, accordingly, was adopted. I. Resolution , Providing for the Public s Opportunity to Be Heard; Designating Public Comment Periods; Designating a Procedure to Identify Individuals Seeking to Be Heard; Addressing Public Decorum; Addressing Exceptions; And Providing for Severability and an Effective Date Mr. Watts presented Resolution for the Board s consideration. He advised that this resolution is to comply with statutory requirements for the public to be heard. Mr. Watts explained that these are public meetings and, if a member of the public wants to participate, ask questions or make comments, this resolution provides a framework for how that portion of the meeting may be conducted. On MOTION by Mr. Albright and seconded by Mr. Greathouse, with all in favor, Resolution , Providing for the Public s Opportunity to Be Heard; Designating Public Comment Periods; Designating a Procedure to Identify Individuals Seeking to Be Heard; Addressing Public Decorum; Addressing Exceptions; And Providing for Severability and an Effective Date, was adopted. J. Publication of Notices of Rule Development and Rulemaking Relating to Rules of Procedure i. Notice of Rule Development ii. Notice of Rulemaking iii. Rules of Procedure Mr. Watts stated that, as a public agency, the District has Chapter 120 ruling authority. These items provide a framework for development of those rules. The Rules of Procedure 6

37 TOMOKA TOWN CENTER CDD June 15, address voting and how meetings and workshops will be conducted. Mr. Watts recommended adoption of the documents. Mr. Wrathell suggested holding a Public Hearing on the same date as a regular Board meeting. This item was deferred. K. Regular Meeting Schedule/Location for Remainder of Fiscal Year 2015 This item was deferred. L. Authorization of Request for Qualifications (RFQ) for District Engineering Services Mr. Wrathell stated that, once construction begins, annual engineering fees may exceed $25,000; therefore, he typically recommends the RFQ process. On MOTION by Mr. Albright and seconded by Mr. Greathouse, with all in favor, authorization for Staff to advertise a Request for Qualifications for District Engineering Services, was approved. M. Interlocal Agreement By and Between Volusia County and the Tomoka Town Center Community Development District Mr. Watts presented an interlocal agreement between Volusia County and the District. He advised that an initial draft was sent to the county, approximately one-and-a-half months ago, assuming that the District would be formed. Last week, Volusia County voted to proceed with the incentives; therefore, comments on the draft agreement were anticipated to be received today or tomorrow. Mr. Watts indicated that the agreement will be finalized and scheduled for the June 3, 2015 Volusia County council meeting. Mr. Watts noted that the most current version was being presented for approval, in substantial form, subject to revisions that will not materially change the agreement, and asked the Board to authorize the Chair to execute, once the agreement is in final form. On MOTION by Mr. Patten and seconded by Mr. Albright, with all in favor, the Interlocal Agreement By and Between Volusia County and the Tomoka Town Center Community Development District, in substantial form, and authorization for the Chair to execute, once the agreement is in final form, were approved. 7

38 TOMOKA TOWN CENTER CDD June 15, N. Infrastructure Maintenance Agreement By and Between the Tomoka Town Center Community Development District and Tomoka Town Center Homeowner s Association, Inc. Mr. Watts advised that he received an from Ms. Marie Hartman indicating that she and the City Manager were reviewing the most recent versions of the Infrastructure Maintenance Agreement, including the changes that were discussed last week. Mr. Watts requested approval of the agreement, in substantial form, and authorization for the Chair to execute, in final form. On MOTION by Mr. Albright and seconded by Mr. Patten, with all in favor, the Infrastructure Maintenance Agreement By and Between the Tomoka Town Center Community Development District and Tomoka Town Center Homeowner s Association, Inc., in substantial form, and authorization for the Chair to execute, in final form, were approved. BUDGETARY MATTERS SIXTH ORDER OF BUSINESS Consideration of the Following Budgetary Matters: A. Resolution , Approving the District s Proposed Budget for Fiscal Year 2014/2015 and Setting a Public Hearing Thereon Pursuant to Florida Law; Addressing Transmittal, Posting and Publication Requirements; and Providing An Effective Date Mr. Wrathell presented Resolution for the Board s consideration and read the title into the record: A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE TOMOKA TOWN CENTER COMMUNITY DEVELOPMENT DISTRICT APPROVING A PROPOSED BUDGET FOR FISCAL YEAR 2014/2015 AND SETTING A PUBLIC HEARING THEREON PURSUANT TO FLORIDA LAW, ADDRESSING TRANSMITTAL, POSTING AND PUBLICATION REQUIREMENTS; AND PROVIDING AN EFFECTIVE DATE Mr. Wrathell stated that the Public Hearing to adopt the final budget must be held at least 60 days from today. He explained that the fiscal year for the proposed budget began on the creation date of the District and ends on September 30, Mr. Wrathell referred to Page 1, under Revenues, and pointed out that the budget is developer funded. 8