Bainebridge Community Development District

Bainebridge Community Development District Board of Supervisors Meeting July 19, 2018 District Office: 2806 N. Fifth Street Unit 403 St. Augustine, FL 32084 www.bainebridgecdd.org

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT AGENDA July 19, 2018 at 6:00 p.m. 15855 Twin Creek Drive, Jacksonville, Florida 32257 District Board of Supervisors Paul McLemore Chairman William Huff II Vice Chairman Danielle Mayoros Assistant Secretary Sarah Morris Assistant Secretary Chris Chlupp Assistant Secretary District Manager Lesley Gallagher Rizzetta & Company, Inc., lgallagher@rizzetta.com District Counsel Katie Buchanan Hopping Green & Sams, P.A. District Engineer Vince Dunn Dunn & Associates All Cellular phones and pagers must be turned off while in the meeting room. The District Agenda is comprised of five different sections: The meeting will begin promptly at 6:00 p.m. with the first section which is called Audience Comments on Agenda Items. The Audience Comment portion of the agenda is where individuals may comment on matters that concern the District. Each individual is limited to three (3) minutes for such comment. The Board of Supervisors or Staff is not obligated to provide a response until sufficient time for research or action is warranted. IF THE COMMENT CONCERNS A MAINTENANCE RELATED ITEM, THE ITEM WILL NEED TO BE ADDRESSED BY THE DISTRICT MANAGER OUTSIDE THE CONTEXT OF THIS MEETING. The second section is called Business Administration. The Business Administration section contains items that require the review and approval of the District Board of Supervisors as a normal course of business. The third section is called Staff Reports. This section allows the District Manager, Engineer, and Attorney to update the Board of Supervisors on any pending issues that are being researched for Board action. The fourth section is called Business Items. The business items section contains items for approval by the District Board of Supervisors that may require discussion, motion and votes on an item-by-item basis. If any member of the audience would like to speak on one of the business items, they will need to register with the District Manager prior to the presentation of that agenda item. Occasionally, certain items for decision within this section are required by Florida Statute to be held as a Public Hearing. During the Public Hearing portion of the agenda item, each member of the public will be permitted to provide one comment on the issue, prior to the Board of Supervisors discussion, motion and vote. Agendas can be reviewed by contacting the Manager s office at (904) 436-6270 at least seven days in advance of the scheduled meeting. Requests to place items on the agenda must be submitted in writing with an explanation to the District Manager at least fourteen (14) days prior to the date of the meeting. The final section is called Supervisor Requests and Audience Comments. This is the section in which the Supervisors may request Staff to prepare certain items in an effort to meet residential needs and provides members of the audience the opportunity to comment on matters of concern to them that were not addressed during the meeting. Public workshops sessions may be advertised and held in an effort to provide informational services. These sessions allow staff or consultants to discuss a policy or business matter in a more informal manner and allow for lengthy presentations prior to scheduling the item for approval. Typically no motions or votes are made during these sessions. Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodations to participate in this meeting is asked to advise the District Office at (904) 436-6270, at least 48 hours before the meeting. If you are hearing or speech impaired, please contact the Florida Relay Service at 1 (800) 955-8770, who can aid you in contacting the District Office. Any person who decides to appeal any decision made by the Board with respect to any matter considered at the meeting is advised that this same person will need a record of the proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made, including the testimony and evidence upon which the appeal is to be based.

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT DISTRICT OFFICE 2806 N. FIFTH STREET UNIT 403 ST AUGUSTINE, FL 32084 www.bainebridgecdd.org Board of Supervisors Bainebridge Community Development District Dear Board Members: AGENDA July 12, 2018 The regular meeting of the Bainebridge Community Development District will be held on Thursday, July 19, 2018 at 6:00 p.m. at the Bainebridge Amenity Center, located at 15855 Twin Creek Drive, Jacksonville, Florida 32218. Following is the final agenda for the meeting. 1. CALL TO ORDER/ROLL CALL 2. AUDIENCE COMMENTS ON AGENDA ITEMS 3. BUSINESS ADMINISTRATION A. Consideration of the Minutes of the Board of Supervisors Regular Meeting held April 19, 2018 Tab 1 B. Ratification of the Operation and Maintenance Expenditures for March 2018, April 2018 and May 2018.Tab 2 4. STAFF REPORTS A. District Counsel B. District Engineer 1.) Consideration of Conservation Area Tree Removal Proposals Tab 3 C. Amenity Report 1.) First Coast CMS Report, July 5, 2018 Tab 4 2.) Discussion Regarding Amenity Center Rental Policies and Amenity Center Hours of Operation 3.) Consideration of Implementation of E-Blast System D Field Inspection Report 1.) Field Inspection Service Report, April 23, 2018..Tab 5 E. Landscape Report 1.) Brightview Landscape Report, June 2018.. Tab 6 2.) Consideration of Landscape Enhancement Proposals (Under Separate Cover) F. District Manager 1.) Update on the Number of Registered Voters...Tab 7 2.) Charles Aquatics Pond Report, June 29, 2018.... Tab 8 5. BUSINESS ITEMS A. Discussion Regarding Amenity Center Security 1.) Consideration of Installation of Additional Security Cameras B. Acceptance of the Arbitrage Rebate Calculation Series 2007 for Period Ending April 30, 2018...Tab 9 C. Ratification of A/C Replacement Proposal Approval.....Tab 10 D. Public Hearing on Fiscal Year 2018/2019 Budget 1.) Consideration of Resolution 2018-05, Approving the Fiscal Year 2018/2019 Budget... Tab 11 2.) Consideration of Resolution 2018-06, Imposing Special Assessments and Certifying the Assessment Roll...Tab 12 6. AUDIENCE COMMENTS AND SUPERVISOR REQUESTS 7. ADJOURNMENT I look forward to seeing you at the meeting. In the meantime, if you have any questions, please do not hesitate to contact me at (904) 436-6270. Very truly yours, Lesley Gallagher Lesley Gallagher Bainebridge Community Development District

CALL TO ORDER / ROLL CALL

AUDIENCE COMMENTS ON AGENDA ITEMS

BUSINESS ADMINISTRATION

Tab 1

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT April 19, 2018 Minutes of Meeting Page 1 MINUTES OF MEETING Each person who decides to appeal any decision made by the Board with respect to any matter considered at the meeting is advised that the person may need to ensure that a verbatim record of the proceedings is made, including the testimony and evidence upon which such appeal is to be based. BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT The regular meeting of the Board of Supervisors of Bainebridge Community Development District was held on Thursday, April 19, 2018 at 6:00 p.m. at the Bainebridge Amenity Center located at 15855 Twin Creek Drive, Jacksonville, FL. 32218. The following was the agenda for the meeting. Present and constituting a quorum: Paul McLemore William Huff II Sarah Morris Chris Chlupp Board Supervisor, Chairman Board Supervisor, Vice Chairman Board Supervisor, Assistant Secretary Board Supervisor, Assistant Secretary Also present were: Lesley Gallagher Melissa Dobbins Justin Croom Katie Buchanan Michelle Kim David Taylor Tony Shiver Rose Trulove Scott Dalton District Manager, Rizzetta & Company, Inc. Regional Manager, Rizzetta & Company, Inc. District Manager, Rizzetta & Company, Inc. District Counsel, Hopping Green & Sams Associate, Hopping Green & Sams District Engineer, Dunn & Associates President, First Coast CMS (Via Speakerphone) Representative, First Coast CMS Branch Manager, Brightview Landscape Audience members present. FIRST ORDER OF BUSINESS Call to Order Mr. McLemore called the meeting to order at 6:04 p.m. and read the roll call. SECOND ORDER OF BUSINESS Audience Comments on Agenda Items There were no audience comments on agenda items.

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT April 19, 2018 Minutes of Meeting Page 2 THIRD ORDER OF BUSINESS Consideration of the Minutes of the Audit Committee Meeting held February 15, 2018 On a motion by Mr. Chlupp, seconded by Mr. Huff, with all in favor, the Board approved the minutes of the Audit Committee held February 15, 2018 for Bainebridge Community Development District. FOURTH ORDER OF BUSINESS Consideration of the Minutes of the Board of Supervisors Regular Meeting held February 15, 2018 On a motion by Mr. Chlupp, seconded by Mr. Huff, with all in favor, the Board approved the minutes of the Board of Supervisors held February 15, 2018 for Bainebridge Community Development District. FIFTH ORDER OF BUSINESS Ratification of the Operation and Maintenance Expenditures for January 2018 and February 2018 On a motion by Mr. Chlupp, seconded by Mr. Huff, with all in favor, the Board ratified the Operation and Maintenance Expenditures for January 2018 in the amount of $20,541.00 and February 2018 in the amount of $29,321.55 for Bainebridge Community Development District. SIXTH ORDER OF BUSINESS Staff Reports A. District Counsel Ms. Buchanan updated the Board that there has been no movement with the adjacent land project that she is aware of. B. District Engineer 1.) Acceptance of 2018 Annual Engineer Report dated April 4, 2018 and Discussion Regarding Repair Memorandum Mr. Taylor updated the Board that a representative of St Johns River Water Management Division had met him on property to review the downed trees in the creek and trees on fourteen (14) different properties in the conservation easement that had been approved for removal. He will have a proposal for removal at the July 19, 2018 meeting. On a motion by Ms. Morris, seconded by Mr. Huff, with all in favor, the Board accepted the 2018 Annual Engineer Report dated April 4, 2018 for Bainebridge Community Development District. C. Amenity Report 1.) Mr. Shiver reviewed his report found under Tab 6 of the agenda. 2.) Discussion Regarding Part Time Seasonal Security Mr. Shiver requested adding seasonal security to cover Fridays from Memorial Day weekend through Labor Day weekend including the holidays at a cost not to exceed $460.00 monthly.

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT April 19, 2018 Minutes of Meeting Page 3 On a motion by Mr. Chlupp, seconded by Mr. Huff, with all in favor, the Board approved seasonal security to cover Fridays from Memorial Day weekend through Labor Day weekend including the holidays at a cost not to exceed $460.00 monthly for Bainebridge Community Development District. D. Landscape Report 1.) Brightview Landscape Report, March 2018 Mr. Dalton was introduced as the new point of contact for Brightview Landscape and he reviewed the report found under Tab 7 of the agenda. E. District Manager 1.) Charles Aquatics Pond Report, February 27, 2018 Ms. Gallagher reviewed the pond report found under Tab 8 of the agenda and announced that the qualification period for the General Election will run from noon June 18, 2018 through noon June 22, 2018 and any interested candidates should qualify through the Duval County Supervisor of Elections Office. Ms. Gallagher also noted that she had received an update from the Engineer for the Florida Department of Transportation project that work along the Bainebridge entrance may now begin as early as July 2018. Ms. Gallagher noted the next District meeting is scheduled for July 19, 2018 at 6:00 p.m. SEVENTH ORDER OF BUSINESS Consideration of the McDirmit Davis Audit Engagement Letter for 2018 On a motion by Mr. Chlupp, seconded by Mr. Huff, with all in favor, the Board approved the Engagement Letter with McDirmit Davis for the 2018 Audit for Bainebridge Community Development District. EIGHTH ORDER OF BUSINESS Consideration of Amenity Room & Pool Furniture Proposals On a motion by Mr. Chlupp, seconded by Ms. Morris, with all in favor, the Board approved the proposal for twenty (20) chaise lounge chairs from Horizon Casual at a cost of $3,025.00 for Bainebridge Community Development District. On a motion by Mr. Huff, seconded by Ms. Morris, with all in favor, the Board approved the purchase of five (5) folding tables and twenty (20) folding chairs for the amenity room at a cost of $729.92 for Bainebridge Community Development District.

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT April 19, 2018 Minutes of Meeting Page 4 NINTH ORDER OF BUSINESS Discussion Regarding Amenity Policies Ms. Gallagher and Mr. Shiver reviewed the additionally proposed changes to the amenity policies found under Tab 11 of the agenda. Discussion ensued. The Board approved removing the thirty (30) day cap verbiage and noted suspensions would be effective until removed by the Board or at the recommendation of the Amenity Manager. On a motion by Ms. Morris, seconded by Mr. Huff, with all in favor, the Board accepted the amended policies subject to changes as discussed for Bainebridge Community Development District. TENTH ORDER OF BUSINESS Consideration of Resolution 2018-03, Approving the Proposed Budget or Fiscal Year 2018-2019 Ms. Gallagher reviewed the proposed budget listed as Exhibit A under Tab 12 of the agenda. On a motion by Mr. Chlupp, seconded by Ms. Morris, with all in favor, the Board approved the proposed budget for Fiscal Year 2018-2019 for Bainebridge Community Development District. On a motion by Mr. Huff, seconded by Mr. Chlupp, with all in favor, the Board approved Resolution 2018-03 and set the Public Hearing for July 19, 2018 at 6:00 p.m. at the Bainebridge Amenity Center for Bainebridge Community Development District. ELEVENTH ORDER OF BUSINESS Acceptance of Financial Report for Period Ending September 30, 2017 On a motion by Mr. Chlupp, seconded by Mr. Huff, with all in favor, the Board accepted the financial report for period ending September 30, 2017 for Bainebridge Community Development District. TWELFTH ORDER OF BUSINESS Audience Comments and Supervisor Requests Audience members has questions about trash and algae in the ponds. An audience member had questions about street lightning at the entrance of the community. An audience member has a question about suspension procedures. An audience member had a question regarding proposed budget amounts. An audience member had a question about a community clean-up day.

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT April 19, 2018 Minutes of Meeting Page 5 No supervisor requests. THIRTEENTH ORDER OF BUSINESS Adjournment On a motion by Mr. Chlupp, seconded by Mr. Huff, with all in favor, the Board adjourned the meeting at 6:55 p.m. for Bainebridge Community Development District.

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT April 19, 2018 Minutes of Meeting Page 6 Secretary/Assistant Secretary Chairman/Vice Chairman

Tab 2

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT DISTRICT OFFICE 2806 N. FIFTH STREET UNIT 403 ST. AUGUSTINE, FLORIDA 32084 Operation and Maintenance Expenditures March 2018 Presented For Board Approval Attached please find the check register listing the Operation and Maintenance expenditures paid from March 1, 2018 through March 31, 2018. This does not include expenditures previously approved by the Board. The total items being presented: $35,591.37 Approval of Expenditures: Chairperson Vice Chairperson Assistant Secretary

Bainebridge Community Development District Paid Operation & Maintenance Expenditures March 1, 2018 Through March 31, 2018 Vendor Name Check Number Invoice Number Invoice Description Invoice Amount Alicia Andrews 002775 ARDR031718A. Rental Deposit Refund - A. Andrews $ 150.00 Andrews American Electrical Contracting, 002763 W17535 Troubleshoot And Repair Sign Not $ 867.11 Inc. Lighting Up BrightView Landscape Services, 002776 5651011 Landscape Maintenance 03/18 $ 1,911.00 Inc. Charles Aquatics, Inc. 002777 32312 Monthly Aquatic Management-16 ponds $ 450.00 03/18 Charles Aquatics, Inc. 002777 32506 Monthly Aquatic Management- 4 Ponds $ 215.00 03/18 Comcast 002764 8495 74 120 2010538 02/18 Amenity Cable/Phone/Internet 02/18 $ 314.10 Danielle Pulliam 002780 ARDR031018D.P Rental Deposit Refund - D. Pulliam $ 150.00 ulliam Denise Nickens 002773 ARDR030418D. Rental Deposit Refund - D. Nickens $ 150.00 Nickens Dunn & Associates, Inc. 002781 18-194 Engineering Services 02/18 $ 1,235.91 First Coast Contract Maintenance 002765 3584 Monthly Pool, Janitorial & Maintenance $ 3,955.00 Service LLC 03/18 First Coast Contract Maintenance 002772 3658 Reimbursement for Purchases $ 326.41 Service LLC First Coast Contract Maintenance 002772 3663 Reimbursement for Purchases $ 1,893.65 Service LLC Hopping Green & Sams Attys. 002767 98756 General Legal Services 01/18 $ 2,953.95 JEA 002768 4849510511 15855 Twin Creek Dr/15700 Bainbridge $ 1,140.94 02/18 Dr 02/18 Parry's Pools, Inc 002774 101 Final Payment For Pool Repair $ 14,500.00 Poolsure (Aquasol Commercial 002779 131295577040 Water Management 03/18 $ 624.00 Chemicals, Inc.) Rachel Gray 002778 ARDR031818R. Rental Deposit Refund - R. Gray $ 150.00 Gray Republic Services of Florida 002769 0687-000877208 Amenity Trash Removal 03/18 $ 158.47 Rizzetta & Company, Inc. 002770 INV0000030627 District Management Fees 03/18 $ 4,195.83 Rizzetta Technology Services, LLC Warrenrina Henderson 002766 ARDR022418W. Henerson 002771 INV0000003096 Website Hosting Services 03/18 $ 100.00 Rental Deposit Refund - W. Henderson $ 150.00 Report Total $ 35,591.37

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT DISTRICT OFFICE 2806 N. FIFTH STREET UNIT 403 ST. AUGUSTINE, FLORIDA 32084 Operation and Maintenance Expenditures April 2018 Presented For Board Approval Attached please find the check register listing the Operation and Maintenance expenditures paid from April 1, 2018 through April 30, 2018. This does not include expenditures previously approved by the Board. The total items being presented: $24,295.05 Approval of Expenditures: Chairperson Vice Chairperson Assistant Secretary

Bainebridge Community Development District Paid Operation & Maintenance Expenditures April 1, 2018 Through April 30, 2018 Vendor Name Check Number Invoice Number Invoice Description Invoice Amount Adrian Frazier 002784 ARDR032418A.F Rental Deposit Refund - A.Frazier $ 150.00 razier Alicia Andrews 002804 ARDR042118A. Andrews Rental Deposit Refund - A. Andrews $ 150.00 BrightView Landscape Services, Inc. 002793 5688848 Landscape Maintenance 04/18 $ 1,911.00 Charles Aquatics, Inc. 002795 32579 Monthly Aquatic Management - 20 $ 665.00 Ponds 04/18 Christopher P. Chlupp 002805 CC041918 Board Of Supervisors Meeting - $ 200.00 04/19/18 Comcast 002783 8495 74 120 Amenity Cable/Phone/Internet 03/18 $ 314.10 2010538 03/18 Concrete Advantage dba HG 002799 11169 Pour Back And Finish Concrete $ 2,245.00 Concrete, LLC Concrete Advantage dba HG 002799 11181 Remove And Replace 4' Concrete $ 300.00 Concrete, LLC Sidewalk Section Courtney Brinson 002794 ARDR041418C. Rental Deposit Refund - C. Brinson $ 50.00 Brinson Financial News & Daily Record 002792 18-02804D Legal Advertising 04/18 $ 86.38 First Coast Contract Maintenance 002796 3628 Monthly Pool, Janitorial & Maintenance $ 3,955.00 Service LLC 04/18 First Coast Contract Maintenance 002789 3703 Reimbursement for Purchases $ 708.86 Service LLC First Coast Contract Maintenance 002789 3709 Reimbursement for Purchases $ 251.62 Service LLC Fitness Pro 002790 16291 Quarterly Preventative Maintenance $ 150.00 04/18 Fitness Pro 002797 16354 Gym Equipment Repairs $ 467.00 Florida Department of Revenue 002798 65-8016515152-1 Sales and Use Tax 02/18 $ 13.08 Sales and Use Florida Department of Revenue 002798 65-8016515152-1 Sales and Use Tax 03/18 $ 22.89 Sales and Use Florida Foundation Repair LLC 002803 14762 Engineering Services And Permit Fees $ 310.00 DBA Ram Jack Foundation Repair Florida Foundation Repair LLC 002803 14889 Install Helical Pile $ 1,650.00 DBA Ram Jack Foundation Repair Hopping Green & Sams Attys. 002800 99530 General Legal Services 02/18 $ 3,019.31 JEA 002791 4849510511 03/18 Karen Lester 002801 ARDR041518K. Lester Mary J Mitchell 002808 ARDR042218M. Mitchell 15855 Twin Creek Dr/15700 Bainbridge $ 1,048.03 Dr 03/18 Rental Deposit Refund - K. Lester $ 150.00 Rental Deposit Refund - M. Mitchell $ 150.00

Bainebridge Community Development District Paid Operation & Maintenance Expenditures April 1, 2018 Through April 30, 2018 Vendor Name Check Number Invoice Number Invoice Description Invoice Amount Paul Harvey McLemore III 002807 PM041918 Board Of Supervisors Meeting - $ 200.00 04/19/18 Poolsure (Aquasol Commercial 002802 131295577477 Water Management 04/18 $ 624.00 Chemicals, Inc.) Regina Byrd 002782 ARDR032518R. Rental Deposit Refund - R. Byrd $ 150.00 Byrd Republic Services of Florida 002785 0687-000883777 Amenity Trash Removal 04/18 $ 157.95 Rizzetta & Company, Inc. 002786 INV0000031202 District Management Fees 04/18 $ 4,695.83 Rizzetta Technology Services, LLC 002787 INV0000003184 Website Hosting Services 04/18 $ 100.00 Sarah Morris 002809 SM041918 Board Of Supervisors Meeting - 04/19/18 William R. Huff II 002806 WH041918 Board Of Supervisors Meeting - 04/19/18 $ $ 200.00 200.00 Report Total $ 24,295.05

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT DISTRICT OFFICE 2806 N. FIFTH STREET UNIT 403 ST. AUGUSTINE, FLORIDA 32084 Operation and Maintenance Expenditures May 2018 Presented For Board Approval Attached please find the check register listing the Operation and Maintenance expenditures paid from May 1, 2018 through May 31, 2018. This does not include expenditures previously approved by the Board. The total items being presented: $34,412.45 Approval of Expenditures: Chairperson Vice Chairperson Assistant Secretary

Bainebridge Community Development District Paid Operation & Maintenance Expenditures May 1, 2018 Through May 31, 2018 Vendor Name Check Number Invoice Number Invoice Description Invoice Amount 002819 4593 Restriping Of Parking Lot $ 300.00 ACME Striping & Signing, Inc American Electrical Contracting, Inc. 002824 W18697 Tennis Court Lights Tripping Breaker $ 816.95 BrightView Landscape Services, Inc. 002810 5726655 Remove And Install Plants $ 1,799.13 BrightView Landscape Services, Inc. 5726676 Natural Mulch Installed $ 1,350.00 BrightView Landscape Services, Inc. 002817 5749505 Installed Pop Up Spray Head $ 34.85 BrightView Landscape Services, Inc. 002825 5733644 Landscape Maintenance 05/18 $ 1,911.00 Certified Painting and Construction, In002821 0411181 Preperation And Painting Of Pool Feature $ 4,075.00 Charles Aquatics, Inc. 002826 32807 Quarterly Fountain Maintenance 05/18 $ 125.00 Charles Aquatics, Inc. 32834 Monthly Aquatic Management - 20 $ 665.00 Ponds 05/18 Comcast 002811 8495 74 120 Amenity Cable/Phone/Internet 04/18 $ 313.95 2010538 04/18 Dayna Harris 002830 ARDR051918D. Rental Deposit Refund - D. Harris $ 150.00 Harris Dunn & Associates, Inc. 002827 18-242 Engineering Services 03/18 $ 2,280.68 Duval County Health Department 002828 16-BID-3764407 Renewal Pool Permit 16-60-01329 $ 325.00 18/19 Financial News & Daily Record 002833 18-04294D Legal Advertising 05/18 $ 71.56 First Coast Contract Maintenance Serv002812 3687 Monthly Pool, Janitorial & $ 3,955.00 Maintenance 05/18 First Coast Contract Maintenance Serv002829 3749 Reimbursement for Purchases $ 2,146.36 Florida Department of Revenue 002834 65-8016515152-1 Sales and Use Tax 04/18 $ 35.97 Sales and Use Florida Pump Service, Inc. 002822 65466 Repair To 10 Pump $ 2,190.00 Hopping Green & Sams Attys. 002823 100078 General Legal Services 03/18 $ 1,670.34 Horizon Casual, Inc. 002813 1235 Pool Furniture $ 3,025.00 JEA 002818 4849510511 15855 Twin Creek Dr/15700 $ 1,393.80 04/18 Bainbridge Dr 04/18 LLS Tax Solutions, Inc 002835 001465 Arbitrage Rabate Calculation Series $ 500.00 2007 PE 04/30/18 Maysha Shelton 002832 ARDR051318M. Shelton Rental Deposit Refund - M. Shelton $ 150.00

Bainebridge Community Development District Paid Operation & Maintenance Expenditures May 1, 2018 Through May 31, 2018 Vendor Name Check Number Invoice Number Invoice Description Invoice Amount Poolsure (Aquasol Commercial Chem 002831 131295578030 Water Management 05/18 $ 624.00 Regina Byrd 002820 ARDR050518R. Rental Deposit Refund - R. Byrd $ 50.00 Byrd Republic Services of Florida 002814 0687-000890182 Amenity Trash Removal 05/18 $ 158.03 Rizzetta & Company, Inc. 002815 INV0000031926 District Management Fees 05/18 $ 4,195.83 Rizzetta Technology Services, LLC 002816 INV0000003273 Website Hosting Services 05/18 $ 100.00 Report Total $ 34,412.45

STAFF REPORTS

District Counsel

District Engineer

Tab 3

Consideration of Conservation Area Tree Removal Proposals

July 2, 2018 Dunn & Associates, Inc 8375 Dix Ellis Trail #102 Jacksonville, Fl 32256 Re: Bainbridge Sub. The following is a written contract for tree work to be performed at the above referenced property upon your approval. Removals, grind stumps we can get to *it will take 7-8 days to complete 6 man Crew Dumping Fees *total price to be determined $4900.00 per day $ 450.00 per load Total Estimate $ If you would like us to complete the above described work, please sign below, Returning the original to our office and keeping a copy for your personal records. We appreciate the opportunity to bid on this work and we are looking forward to serving you in the near future. Although we will take all necessary precautions to prevent damage, we are not responsible for breakage in driveways, asphalt, and sidewalks. It is the homeowner s responsibility to notify company of any underground plumbing / sprinkler system. & electrical lines that may be present in the work area. If we are not notified, any damage will be at the homeowner s expense. Thank you for your time and consideration, Bennet G. Geiger President Acceptance of Above Described Work: Signed: Date: PAYMENT IS DUE UPON COMPLETION OF WORK

Shaw's Land Clearing, LLC 2762 W. Beaver Street Jacksonville, FL 32254 (904) 387-1804 (904) 388-9277 Fax Bill To Dunn & Associates, Inc. David C Todd 8375 Dixie Ellis Trail Suite 102 Jacksonville, FL. 32256 Date 5/16/2018 Estimate Estimate # 6791 Rep P.O. No. Terms Customer # Job Location Bern Due on Completion 707-2089 Bainbridge Description We propose to provide all equipment and labor to perform the following: Provide professional tree crew with climber, skid steer with operator, mini excavator with operator, and a claw truck with operator to remove all storm damaged trees throughout a 4.5 acre wooded area, hauling all debris off site. (This includes any leaning or uprooted trees as well as fallen trees) Daily Rate of $4450.00 per day for Estimated 5-7 days All stumps will be left cut as low as possible Provide (2) loads of fill dirt and pipe, to place in small creek to create bridge for hauling $3800.00 Buy, deliver, and lay (6) pallets of St. Augustine sod. Also, regrade and fix the yard that will be $4250.00 used throughout the job as an access point. NOTE: andy additional sod will be bought, delivered and layed for $350 per pallet Payment of services due when rendered. Interest of 1.5% per month is charged on balance over 30 days. Customer agrees to pay all court costs and attorney fees. Shaw's Land Clearing shall not be responsible for damage to any private or accompanying sub-surface or any route reasonably necessary to perform these services. Signature

Amenity Report

Tab 4

Bainebridge Estates Community Development District Field Report July 2018 First Coast CMS LLC 07/05/2018

July 2018 - Bainebridge Community Development District Swimming Pool At this time, there are no issues with the pool equipment. Parry Pools has installed the spheres to the activity feature but have not been permanently mounted. We are working on a date for this and should be able to update the board at the meeting. Common Area and Events The pool deck chairs have arrived but the order was messed up by Horizon Casual. They shipped the wrong style chairs. The new chairs are scheduled to arrive mid-july. The incorrect chairs will be collected and sent back to Horizon The A/C unit failed during the last week of June. Bowman A/C was the lowest bid and the A/C was replaced. All of the windows on the exterior of the building was resealed with 30 years Silicone Sealant. American Electrical Contracting replaced the timer on the tennis court and the master timer in the electrical room. I have asked Sunbelt Gated Access to provide a proposal to add card access to the bathrooms. We have had recent vandalism and it has happened several times in the past. With card readers, we can leave the bathrooms unlocked during the day while staff is present, lock them to require card access afterhours, and lock them completely when the facility is closed. We also recommend that the Board adopt a policy that prohibits reservations on the weekends May through September. There are many reason for this recommendation. The parking on the weekends is a huge problem when there are reservations taking up the majority of spaces. 2

Discussion Regarding Amenity Center Rental Policies and Amenity Center Hours of Operation

Consideration of Implementation of E-Blast System

Field Inspection Report

Tab 5

BaineBridge FIELD INSPECTION REPORT April.23rd, 2018 Rizzetta & Company L. Scott Green Field Services Manager

Landscape The following are action items for Bright View complete. Please refer to the item # in your response listing action already taken or anticipated time of completion. Red text indicates deficient from previous report. Bold Red text indicates deficient for more than a month. Green text indicates a proposal has been requested. Blue indicates irrigation. 1 1. Reference Pic (1) Located at the front of BaineBridge in the median landscape beds have up lighting that is broken and buried in landscape beds. Ask contractor to inspect up lighting and submit proposal to repair and or replace up light in center median. 2 2.Reference Pic (2) Landscape beds at the front of BaineBridge that have annuals are inundated with weeds that need to be removed. Ask contractor to remove weeds and submit date as to when annuals will be rotated and what type of annual will be installed. 2

BaineBridge 2. Reference Pic (3) Also located in the median is tree ring without a tree that has been missing for some time now. Ask contractor to submit proposal to replace tree and or sod over tree ring if board decides not to replace tree. 3 4 3. Reference Pic (4) New plant material (Loropetalum) has been installed at front of amenities center where construction was being completed. Ask contractor to monitor new plant material and make any all necessary adjustments to Fert/Chem and irrigation to promote healthy plant material. 4. Ask contractor to ensure all landscape beds at the amenities center are weed free at all times as it is a focal point of the community. 5 5. Reference Pic (5) Another photo of new plant material (Loropetalum) on left hand side of amenities center. Ask contractor to monitor this new plant material. 3

BaineBridge 6 6. Reference Pic (6) Another photo of plant material that has been installed at amenities center where construction was being done. 7. Reference Pic (7) Located at the amenities inside pool area landscape beds have void of plant material that needs to be replaced from where repairs where completed on pool. Ask contractor to submit proposal to install new plant material in these landscape beds. 7 8. Plant material at the front of amenities center also needs to be trimmed and landscape beds treated with herbicide for weed control. 8 9. Landscape beds in pool area also need to be weeded and treated with Herbicide for weed control. 10. Reference Pic (8) Located inside pool area at amenities center Ornamental grasses have weeds growing up through them that needs to be pulled by hand and removed. 4

BaineBridge 11.Reference Pic (9) Located to left hand side of pool patch of turf is brown due to water and chemicals from pool when pool was drained. Ask contractor to monitor this patch of turf and make any and all necessary adjustments to Fert/Chem to promote healthier turf in this area and or submit proposal to replace turf in this area if said turf dies. 9 10 12. Reference Pic (10) Located behind tennis courts there is a irrigation head that is leaning and needs to be straightened out so that it can supply adequate water were it should. Ask contractor to straighten irrigation head. 13. Reference Pic (11) Located around amenities center and tennis courts there are several low tree limps that need to be trimmed and lifted. Ask contractor to trim limps and submit date as to when this action item can and will be completed. 11 5

Landscape Report

Tab 6

Bainbridge Landscape Report June 2018 - Completed an irrigation audit of the entire site on 6/2018 and are in process of completing July s inspection. - All irrigated turf was treated for turf weeds and summer fertilizer application was completed. - All landscape beds and mulch areas were treated with an herbicide to remove any weeds. - Landscape renderings are being worked on for submittal of pool area enhancement - Due to DOT roadwork still ongoing - Removed all sucker growth on all tree forms through-out the property. - Summer annuals are scheduled to be installed - Removed volunteer growth through the landscape beds. - Trimmed all shrubbery on property for a clean neat appearance. - Provided complete service of mowing, edging, string trimming and blowing. Scott Dalton Senior Branch Manager

Consideration of Landscape Enhancement Proposals (Under Separate Cover)

District Manager

Tab 7

Tab 8

` 6869 Phillips Parkway Drive S Jacksonville, FL 32256 Fax: 904-807-9158 Phone: 904-997-0044 Toll Free: 866-990-0044 Service Report Date: June 29, 2018 Aquatic Tech: Jim Charles Client: Bainebridge CDD Contact: Lesley Gallagher Waterways: Sixteen ponds Comments: Partly sunny and 78 F and calm winds. Note: Turf grass was extremely wet with standing water throughout the neighborhood. I could not access the ponds without damaging the turf. I will treat as soon as it dries out.

Pond 1: The pond was in good condition. Inspected fish barrier. Fountain was running at time of visit. Pond 2: The pond was in good condition. Water level is normal. Inspected fish barrier. Pond 3: This pond was in good condition. Water level is normal. Inspected fish barrier.

Pond 4: This pond was in good condition. Water level is normal. Inspected fish barrier. Pond 5: This pond was in fair to good condition. Water level is normal. Checked fish barrier. Pond 6: This pond was in good condition. Water level is normal.

Pond 7: This pond was in good condition. Water level is normal. Checked fish barrier. Pond 8: This pond was in good condition. Water level is normal. No pond film here this month. Pond 9: This pond was in poor condition. Water level is normal. I will treat this pond as soon as turf grass is dry enough to get my equipment to the pond.

Pond 10: Pond was in fair to good condition. Water level is normal. Inspected fish barrier. Pond 11: This pond was in good condition. Water level is normal. Pond 12: Pond was in good condition. Water level is normal. Checked fish barrier.

Pond 14: Pond was in fair condition. Water level is normal. This will be treated also as soon as possible. Pond 15: Pond was in good condition. Water level is normal. Checked fish barriers. Pond 16: Pond continues to improve in condition. Water level is normal. Checked fish barrier.

Pond 17: Pond was in good condition. Cattails have almost completely decayed. Pond 18: Pond was in good condition. Water level is normal. Pond 20: Pond was in fair to poor condition. Water level is normal. This pond is to be treated soon also when we dry out a bit.

Pond 22: Pond is gradually improving. Algae continues to grow on the decaying vegetation. This will gradually clear up. Please contact Charles Aquatics with questions or comments, Jim Charles

BUSINESS ITEMS

Discussion Regarding Amenity Center Security

Consideration of Installation of Additional Security Cameras

Tab 9

Specializing In Tax - Exempt Bond Services LLS Tax Solutions 2172 W. Nine Mile Rd. #352 Pensacola, FL 32534 Telephone: 850-754-0311 Email: liscott@llstax.com May 23, 2018 Ms. Shandra Torres Bainebridge Community Development District c/o Rizzetta & Company, Inc. 12750 Citrus Park Lane, Suite 115 Tampa, Florida 33625 Dear Ms. Torres: $8,240,000 Bainebridge Community Development District (City of Jacksonville, Florida) Special Assessment Bonds, Series 2007 Attached you will find our arbitrage rebate report for the above-referenced issue for the year ended April 30, 2018 ( Computation Period ). This report indicates that there is no cumulative rebate liability as of April 30, 2018. The next annual arbitrage rebate report date is April 30, 2019. If you have any questions or comments, please do not hesitate to contact me at (850) 754-0311 or by email at liscott@llstax.com. Sincerely, Linda L. Scott Linda L. Scott, CPA cc: Mr. James Audette, US Bank, Orlando, FL

Bainebridge Community Development District $8,240,000 Bainebridge Community Development District (City of Jacksonville, Florida) Special Assessment Bonds, Series 2007 For the period ended April 30, 2018

Specializing In Tax - Exempt Bond Services LLS Tax Solutions 2172 W. Nine Mile Rd. #352 Pensacola, FL 32534 Telephone: 850-754-0311 Email: liscott@llstax.com May 23, 2018 Bainebridge Community Development District c/o Rizzetta & Company, Inc. 12750 Citrus Park Lane, Suite 115 Tampa, Florida 33625 Re: $8,240,000 Bainebridge Community Development District (City of Jacksonville, Florida) Special Assessment Bonds, Series 2007 ( Bonds ) Bainebridge Community Development District ( Client ) has requested that we prepare certain computations related to the above-described Bonds for the period ended April 30, 2018 ( Computation Period ). The scope of our engagement consisted of the preparation of computations to determine the Rebatable Arbitrage for the Bonds for the Computation Period as described in Section 148(f) of the Internal Revenue Code of 1986, as amended ( Code ), and this report is not to be used for any other purpose. In order to prepare these computations, we were provided by the Client with and have relied upon certain closing documents for the Bonds and investment earnings information on the proceeds of the Bonds during the Computation Period. The attached schedule is based upon the aforementioned information provided to us. The assumptions and computational methods we used in the preparation of the schedule are described in the Summary of Notes, Assumptions, Definitions and Source Information. A brief description of the schedule is also attached. The results of our computations indicate a negative Cumulative Rebatable Arbitrage of $(2,124,624.32) at April 30, 2018. As such, no amount must be on deposit in the Rebate Fund. As specified in the Form 8038G, the calculations have been performed based upon a Bond Yield of 5.532575%. Accordingly, we have not recomputed the Bond Yield. The scope of our engagement was limited to the preparation of a mathematically accurate Rebatable Arbitrage for the Bonds for the Computation Period based on the information provided to us. The Rebatable Arbitrage has been determined as described in the Code, and regulations promulgated thereunder ( Regulations ). We have no obligation to update this report because of events occurring, or information coming to our attention, subsequent to the date of this report. LLS Tax Solutions Inc.

SUMMARY OF NOTES, ASSUMPTIONS, DEFINITIONS, SOURCE INFORMATION, AND DESCRIPTION OF SCHEDULE Bainebridge Community Development District May 23, 2018 $8,240,000 Special Assessment Bonds, Series 2007 For the period ended April 30, 2018 NOTES AND ASSUMPTIONS 1. The issue date of the Bonds is May 3, 2007. 2. The end of the first Bond Year for the Bonds is April 30, 2008. 3. Computations of yield are based upon a 30-day month, a 360-day year and semiannual compounding. 4. We have assumed that the only funds and accounts relating to the Bonds that are subject to rebate under Section 148(f) of the Code are shown in the attached schedule. 5. For investment cash flow purposes, all payments and receipts are assumed to be paid or received, respectively, as shown in the attached schedule. In determining the Rebatable Arbitrage for the Bonds, we have relied on information provided by you without independent verification, and we can therefore express no opinion as to the completeness or suitability of such information for such purposes. In addition, we have undertaken no responsibility to review the tax exempt status of interest on the Bonds. 6. We have assumed that the purchase and sale prices of all investments as represented to us are at fair market value, exclusive of brokerage commissions, administrative expenses, or similar expenses, and representative of arms length transactions that did not artificially reduce the Rebatable Arbitrage for the Bonds, and that no prohibited payments occurred and no imputed receipts are required with respect to the Bonds. 7. Ninety percent (90%) of the Rebatable Arbitrage as of the next computation date ( Next Computation Date ) is due to the United States Treasury not later than 60 days thereafter ( Next Payment Date ). (An issuer may select any date as a computation date, as long as the first computation date is not later than five years after the issue date, and each subsequent computation date is no more than five years after the previous computation date.) No other payment of rebate is required prior to the Next Payment Date. The Rebatable Arbitrage as of the Next Computation Date will not be the Rebatable Arbitrage reflected herein, but will be based on future computations that will include the period ending on the Next Computation Date. If all of the Bonds are retired prior to what would have been the Next Computation Date, one hundred percent (100%) of the unpaid Rebatable Arbitrage computed as of the date of retirement will be due to the United States Treasury not later than 60 days thereafter. 8. For purposes of determining what constitutes an issue under Section 148(f) of the Code, we have assumed that the Bonds constitute a single issue and are not required to be aggregated with any other bonds. - 2 -

SUMMARY OF NOTES, ASSUMPTIONS, DEFINITIONS, SOURCE INFORMATION, AND DESCRIPTION OF SCHEDULE Bainebridge Community Development District May 23, 2018 $8,240,000 Special Assessment Bonds, Series 2007 For the period ended April 30, 2018 DEFINITIONS 1. Bond Year: Each one-year period that ends on the day selected by the Client. The first and last Bond Years may be shorter periods. 2. Bond Yield: The yield that, when used in computing the present value (at the issue date of the Bonds) of all scheduled payments of principal and interest to be paid over the life of the Bonds, produces an amount equal to the Issue Price. 3. Allowable Earnings: The amount that would have been earned if all nonpurpose investments were invested at a rate equal to the Bond Yield, which amount is determined under a future value method described in the Regulations. 4. Computation Date Credit: A credit allowed by the Regulations as a reduction to the Rebatable Arbitrage on certain prescribed dates. 5. Rebatable Arbitrage: The excess of actual earnings over Allowable Earnings and Computation Date Credits. 6. Issue Price: Generally, the initial offering price at which a substantial portion of the Bonds is sold to the public. For this purpose, 10% is a substantial portion. - 4 -

SUMMARY OF NOTES, ASSUMPTIONS, DEFINITIONS, SOURCE INFORMATION, AND DESCRIPTION OF SCHEDULE Bainebridge Community Development District May 23, 2018 $8,240,000 Special Assessment Bonds, Series 2007 For the period ended April 30, 2018 SOURCE INFORMATION Bonds Closing Date Bond Yield Investments Principal and Interest Receipt Amounts and Dates Investment Dates and Purchase Prices Source Arbitrage Certificate Form 8038G Source Trust Statements Trust Statements - 5 -

SUMMARY OF NOTES, ASSUMPTIONS, DEFINITIONS, SOURCE INFORMATION, AND DESCRIPTION OF SCHEDULE Bainebridge Community Development District May 23, 2018 $8,240,000 Special Assessment Bonds, Series 2007 For the period ended April 30, 2018 DESCRIPTION OF SCHEDULE SCHEDULE 1 - REBATABLE ARBITRAGE CALCULATION Schedule 1 sets forth the amount of interest receipts and gains/losses on sales of investments and the calculation of the Rebatable Arbitrage. - 6 -

$8,240,000 BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT (CITY OF JACKSONVILLE, FLORIDA) SPECIAL ASSESSMENT BONDS, SERIES 2007 SCHEDULE 1 - REBATABLE ARBITRAGE CALCULATION 5 / 3 / 2007 ISSUE DATE 5 / 1 / 2017 BEGINNING OF COMPUTATION PERIOD 4 / 30 / 2018 COMPUTATION DATE INVESTMENT EARNINGS OTHER FUTURE VALUE VALUE AT ON DEPOSITS AT BOND YIELD ALLOWABLE DATE FUND/ACCOUNT COMPUTATION DATE INVESTMENTS (WITHDRAWALS) 5.532575% EARNINGS 5 / 1 / 2017 BEGINNING BALANCE 0.00 135,249.56 142,814.19 7,564.63 5 / 1 / 2017 DEBT SERVICE RESERVE FUND 0.00 (508.21) (536.63) (28.42) 5 / 1 / 2017 DEBT SERVICE RESERVE FUND 69.03 0.00 0.00 0.00 6 / 1 / 2017 DEBT SERVICE RESERVE FUND 73.40 0.00 0.00 0.00 7 / 3 / 2017 DEBT SERVICE RESERVE FUND 84.78 0.00 0.00 0.00 8 / 1 / 2017 DEBT SERVICE RESERVE FUND 98.62 0.00 0.00 0.00 9 / 1 / 2017 DEBT SERVICE RESERVE FUND 99.27 0.00 0.00 0.00 10 / 2 / 2017 DEBT SERVICE RESERVE FUND 97.32 0.00 0.00 0.00 11 / 1 / 2017 DEBT SERVICE RESERVE FUND 0.00 (3,938.58) (4,046.92) (108.34) 11 / 1 / 2017 DEBT SERVICE RESERVE FUND 104.08 0.00 0.00 0.00 12 / 1 / 2017 DEBT SERVICE RESERVE FUND 103.81 0.00 0.00 0.00 1 / 2 / 2018 DEBT SERVICE RESERVE FUND 121.52 0.00 0.00 0.00 2 / 1 / 2018 DEBT SERVICE RESERVE FUND 134.54 0.00 0.00 0.00 3 / 1 / 2018 DEBT SERVICE RESERVE FUND 124.35 0.00 0.00 0.00 4 / 2 / 2018 DEBT SERVICE RESERVE FUND 156.58 0.00 0.00 0.00 4 / 30 / 2018 INTEREST ACCRUAL 165.37 0.00 0.00 0.00 132,235.44 1,432.67 130,802.77 138,230.64 7,427.87 ACTUAL EARNINGS 1,432.67 ALLOWABLE EARNINGS 7,427.87 REBATABLE ARBITRAGE (5,995.20) FUTURE VALUE OF 4/30/2017 REBATABLE ARBITRAGE (2,116,929.12) COMPUTATION DATE CREDIT (1,700.00) CUMULATIVE REBATABLE ARBITRAGE (2,124,624.32) Page 1

Tab 10

Public Hearing on Fiscal Year 2018/2019 Budget

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RESOLUTION 2018-05 THE ANNUAL APPROPRIATION RESOLUTION OF THE BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT ( DISTRICT ) RELATING TO THE ANNUAL APPROPRIATIONS AND ADOPTING THE BUDGET FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2018, AND ENDING SEPTEMBER 30, 2019; AUTHORIZING BUDGET AMENDMENTS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the District Manager has, prior to the fifteenth (15 th ) day in June, 2018, submitted to the Board of Supervisors ( Board ) of the Bainebridge Community Development District ( District ) proposed budget ( Proposed Budget ) for the fiscal year beginning October 1, 2018 and ending September 30, 2019 ( Fiscal Year 2018/2019 ) along with an explanatory and complete financial plan for each fund of the District, pursuant to the provisions of Section 190.008(2)(a), Florida Statutes; and WHEREAS, at least sixty (60) days prior to the adoption of the 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 190.008(2)(b), Florida Statutes; and WHEREAS, the Board set a public hearing thereon and caused notice of such public hearing to be given by publication pursuant to Section 190.008(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; and WHEREAS, Section 190.008(2)(a), Florida Statutes, requires that, prior to October 1 st of each year, the 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 THE BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT: SECTION 1. BUDGET a. The Board has reviewed the Proposed Budget, a copy of which is on file with the office of the District Manager and at the District s Local Records Office, and hereby approves certain amendments thereto, as shown in Section 2 below. 1