Bainebridge Community Development District

Board of Supervisors’ Meeting
February 24, 2022

District Office: 2806 N. Fifth Street Unit 403
St. Augustine, FL 32084

www.bainebridgecdd.org

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
District Office · St. Augustine, Florida · (904) 436-6270
Mailing Address – 3434 Colwell Avenue, Suite 200, Tampa, Florida 33614 www.bainebridgecdd.org

Board of Supervisors	William Huff	Chairman
Samuel Helms III	Vice Chairman Charles Straw	Assistant Secretary Alton Mabb	Assistant Secretary Wally David	Assistant Secretary

District Manager	Lesley Gallagher	Rizzetta & Company, Inc.	
District Counsel	Katie Buchanan	Kutak Rock, LLC	

District Engineer	
Vince Dunn David Taylor	
Dunn & Associates
Dunn & Associates	

All cellular phones must be placed on mute while in the meeting room.

The Audience Comment portion of the agenda is where individuals may make comments on matters that concern the District. Individuals are limited to a total of three (3) minutes to make comments during this time.

Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodations to participate in this meeting/hearing/workshop is asked to advise the District Office at least forty-eight (48) hours before the meeting/hearing/workshop by contacting the District Manager at (904) 436-6270. If you are hearing or speech impaired, please contact the Florida Relay Service by dialing 7-1-1, or 1-800-955-8771 (TTY)
1-800-955-8770 (Voice), who can aid you in contacting the District Office.

A person who decides to appeal any decision made at the meeting/hearing/workshop with respect to any matter considered at the meeting/hearing/workshop is advised that person will need a record of the proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made including the testimony and evidence upon which the appeal is to be based.

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT

District Office · St. Augustine, Florida · (904) 436-6270
Mailing Address – 3434 Colwell Avenue, Suite 200, Tampa, Florida 33614 www.bainebridgecdd.org

Board of Supervisors Bainebridge Community Development District

Dear Board Members:

AGENDA

February 17, 2022

The special meeting of the Bainebridge Community Development District will be held on Thursday, February 24, 2022 at 6:00 p.m. at the Bainebridge Amenity Center, located at 15855 Twin Creek Drive, Jacksonville, Florida 32218. The following is the agenda for this meeting.

CALL TO ORDER/ROLL CALL
PLEDGE OF ALLEGIANCE
AUDIENCE COMMENTS ON AGENDA ITEMS
BUSINESS ADMINISTRATION
Consideration of the Minutes of the Board of Supervisors’ Regular Meeting
held January 20, 2022	Tab 1
Ratification of the Operation and Maintenance Expenditures for
December 2021 and January 2022.	Tab 2
STAFF REPORTS
District Counsel
1.) Consideration of Kutak Rock, LLC Retention and Fee Agreement	Tab 3
District Engineer
Amenity Manager
Field Inspection
1.) Field Service Inspection Report, February 1, 2022	Tab 4
Landscape Manager
District Manager
1.) Charles Aquatics Fountain Report, February 7, 2022	Tab 5
BUSINESS ITEMS
Consideration of Security/Access Control Proposals (Under Separate Cover)
1.) JSO Off Duty Officers 2.) AlpaDog
Consideration of Proposal(s) for Pool Beam Repairs (Under Separate Cover)
AUDIENCE COMMENTS AND SUPERVISOR REQUESTS
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 District Manager
Bainebridge Community Development District

CALL TO ORDER / ROLL CALL

PLEDGE OF ALLEGIANCE

AUDIENCE COMMENTS
ON AGENDA ITEMS

BUSINESS ADMINISTRATION

Tab 1

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
January 20, 2022 Minutes of Meeting
Page 1

1
2	MINUTES OF MEETING
3
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.
7
BAINEBRIDGE
COMMUNITY DEVELOPMENT DISTRICT
10
The regular meeting of the Board of Supervisors of Bainebridge Community Development
District was held on Thursday, January 20, 2022 at 6:00 p.m. at the Bainebridge Amenity Center,
located at 15855 Twin Creek Drive, Jacksonville, Florida 32218.
14
15	Present and constituting a quorum:
16
William Huff II	Board Supervisor, Chairman (via speaker phone)
Samuel Helms	Board Supervisor, Vice Chairman
Charles Straw	Board Supervisor, Assistant Secretary
Alton Mabb	Board Supervisor, Assistant Secretary
Wally David	Board Supervisor, Assistant Secretary
22
23	Also present were:
24
Lesley Gallagher	District Manager, Rizzetta & Company, Inc.
Katie Buchanan	District Counsel, Kutak Rock, LLC (via speaker phone)
Tony Shiver	Representative, First Coast CMS (via speaker phone)
Chris Ernst	Account Representative, BrightView Landscaping
29
30	Audience members present.
31
32
33 FIRST ORDER OF BUSINESS	Call to Order
34
35 Ms. Gallagher called the meeting to order at 6:00 p.m. and read the roll call.
36
37	SECOND ORDER OF BUSINESS	Pledge of Allegiance	
38			
39	Mr. Mabb led the pledge of allegiance.		
40			
41	THIRD ORDER OF BUSINESS	Audience Comments on Agenda Items	
42			
43	No audience comments on agenda items.		
44			
45	The Board moved to agenda item 5D.		
46			

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
January 20, 2022 Minutes of Meeting
Page 2

47 FOURTH ORDER OF BUSINESS	Staff Reports
48
D.	Landscape Manager
1.) BrightView Landscape Report, November 11, 2021
Mr. Ernst reviewed the landscape report found under Tab 6 of the agenda and was
available to answer questions. Mr. Mabb had a question about preparing plants for freeze.
Mr. Ernest noted most plants were frost tolerant for limited exposure.
54
55 The Board moved back to agenda item 4A.
56
FIFTH ORDER OF BUSINESS	Consideration of the Minutes of the Board of
Supervisors Regular Meeting held on
November 18, 2021
60
On a motion by Mr. Mabb, seconded by Mr. Straw, with all in favor, the Board approved the Minutes of the Board of Supervisors Regular Meeting held on November 18, 2021 for Bainebridge Community Development District.
61
SIXTH ORDER OF BUSINESS	Ratification of the Operation and
Maintenance Expenditures for October 2021
and November 2021

On a motion by Mr. David, seconded by Mr. Straw, with all in favor, the Board ratified the Operation and Maintenance Expenditures for October 2021 in the amount of $22,938.77 and November 2021 in the amount of $25,489.63 for Bainebridge Community Development District.

65

66
67 SEVENTH ORDER OF BUSINESS	Staff Reports
68
A.	District Counsel
1.)	Memorandum Regarding Wastewater and Stormwater Needs Analysis
Ms. Buchanan reviewed memorandum regarding wastewater and stormwater needs
analysis.
73
B.	District Engineer
1.)	Consideration of Proposal for Wastewater and Stormwater Analysis

On a motion by Mr. Helms, seconded by Mr. Straw, with all in favor, the Board approved proposal from Dunn & Associates for Wastewater and Stormwater Analysis Report at a not to exceed cost of $10,000.00 for Bainebridge Community Development District.

76

77
C.	Amenity Report
1.) First Coast CMS Field Report, January 6, 2022
2.) Discussion Regarding Recent Activity at Amenity Facility
3.) Consideration of Proposal for Security and Access Control (Under Separate Cover)

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
January 20, 2022 Minutes of Meeting
Page 3

Mr. Shiver reviewed the Amenity Manager Report found under Tab 5 of the agenda and
noted that there appears to be a beam issue on the opposite side of the pool that had
previously been repaired and he is working on obtaining proposals for repair. He also
noted the marquee sign is not repairable and presented replacement options (Exhibit A).

On a motion by Mr. Straw, seconded by Mr. David, with all in favor, the Board approved the 72x48 Marquee Sign at a cost not to exceed $1,700.00 for Bainebridge Community Development District.

86

87
Mr. Shiver then reviewed recent concerns regarding activity at the amenity center and
parking area and the Board briefly reviewed options for off duty deputies, cameras with
monitoring and new access system. The Board tabled these items and directed staff to
schedule a special meeting for February 24 at 6:00 p.m. and advertise to allow a portion
of the meeting to be closed to further discuss the District’s security plans.
93
F.	District Manager
1.) Charles Aquatics Pond Report, December 14, 2021
2.) Discussion Regarding Pond Access
Ms. Gallagher updated the Board that she is reviewing easement requests from the CDD
to the homeowners dating back to 2015 with District Counsel and will continue to work with
the HOA to gain access to ponds 12 & 13.

EIGHTH ORDER OF BUSINESS	Consideration of Resolution 2022-01, Update
to Prompt Payment Policy

On a motion by Mr. David, seconded by Mr. Helms, with all in favor, the Board adopted Resolution 2022-01, Update to Prompt Payment Policy for Bainebridge Community Development District.

03

04
105 NINTH ORDER OF BUSINESS	Consideration of Resolution 2022-02,
06	Conducting General Election

On a motion by Mr. David, seconded by Mr. Straw, with all in favor, the Board adopted Resolution 2022-02, Regarding the General Election for Bainebridge Community Development District.

07

08
09 TENTH ORDER OF BUSINESS	Consideration Proposals for
110	Repair/Replacement Fitness Equipment
11	(Under Separate Cover)
12
The Board reviewed a repair proposal from FitnessPro in the amount of $1,469.42 and treadmill
replacement proposal in the amount of $2,999.99 from First Place Fitness and $3,955.00 from
115 FitnessPro (Exhibit B).
16

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
January 20, 2022 Minutes of Meeting
Page 4

On a motion by Mr. Straw, seconded by Mr. David, with all in favor, the Board approved First Place Fitness treadmill proposal in the amount of $2,999.99 for Bainebridge Community Development District.

17
ELEVENTH ORDER OF BUSINESS	Supervisor Requests and Audience
Comments
20
21 No supervisors comments.
22

An audience member requested that access

to the grill be available on

Mondays. The Board

authorized and requested gate closest to the grill provide access. The pool will remain closed on
Mondays.
26
27 Audience members requested the Board consider an additional basketball goal or separate court.
28

29 TWELFTH ORDER OF BUSINESS

On a motion by Mr. Straw, seconded by Mr. Helms, with all in favor, the Board adjourned the meeting at 7:32 p.m. for Bainebridge Community Development District.

30

Adjournment

31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56

 	
Chairman/Vice Chairman

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
January 20, 2022 Minutes of Meeting
Page 5

57		
58		
59		
60		
61		
62		
63		
64	 		
65	Secretary/Assistant Secretary	
66		

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Item: MS024848S

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MEDICAL COMPLEX	Bainebridge Estates
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Exhibit B

First Place Fitness Equipment, Inc.
10290 Philips Hwy
Unit 1
Jacksonville, FL 32256

Name I Address
Bainebridge COD 15855 Twin Creek Dr Jacksonville, FL 32218

Ship To

Bainebridge CDD 15855 Twin Creek Dr Jacksonville, FL 32218

Estimate

Date	Estimate#	
l/14/2022	E-46296	

P.O. No.:	lrerms:	I	I Rep	TS!
Item	Description	Qty	Rate	Total
CT800	CT800 Treadmill
The CT800 is designed to stand up to the rigors of frequent running. Other design
e		4,999.99	4,999.99T	
Discount			-2,275.00	-2,275.00	
FREIGHT-IN-C	Freight in		125.00	125.00T	
Install	Install		150.00	150.00T	

To Approve this Estimate Please Sign & Email To ApprovcdEstimates@lpfe.com Signature:

Subtotal	$2,999.99
Sales Tax (7.5%)	$225.00
Total	$3,224.99

QUOTE #32531

1400 Village Square Boulevard
#3-293
Tallahassee, FL 32312
(850) 523-8882 tel

Bainbridge Estates 15855 Twin Creek Dr. Jacksonville, FL 32218 Tony Shiver
(904) 537-9034

CUSTOMER

Bainbridge Estates Bainbridge Estates CDD C/O Rizzetta
2806 N 5th St Suite 403
St. Augustine, FL 32084

BILL TO

DATE CREATED	TYPE	ASSIGNED TO

Follow up repairs: January Fitness Center Preventative Maintenance
2. Row cable twisted and broken on Cal Gym laVmid row model# CG-9504 sn-1115-15-00025 unit will need a new row cable,
unit out of order.
3	The Gold's Gym chin/dip/knee raise and the Body Gear ab bench are not commercial units and should be removed from
the room.***
4. The True ps900 sn-12-TPS900437G has a bad safety key & lanyard and the back light on the display is out causing it difficult to be seen. Unit should be put out of order until these parts are replaced.

SERVICE NOTES

Jan 12,2022	Maintenance

QTY	DESCRIPTION	UNIT PRICE	AMOUNT	
1.00	Parts for Repair: TSF UP8515 Low Row Cable (CG-9504)
2. Row cable twisted and broken on Cal Gym laVmid row model# CG-9504 sn-1115- 15-00025 unit will need a new row cable, unit out of order.	$100.00	$100.00

----
$152.50	
1.00	------··  - -
Commercial Labor: Install cable on Cal-Gym and parts on True Treadmill. Test for function. ESTIMATE 1.5 hours	$152.50		
1.00	Shipping and Handling Estimate: True parts	$40.00	$40.00	
1.00	Parts for Repair: TF 9PST905 board, uppertps900 dgh7t-1g
4. The True ps900 sn-12-TPS900437G has a bad safety key & lanyard and the back
light on the display is out causing it difficult to be seen. Unit should be put out of order until these parts are replaced.	$1,013.20	$1,013.20	
1.00	Parts for Repair: TF 9PS0002B key, safety commercial htha004
4. The True ps900 sn-12-TPS900437G has a bad safety key & lanyard and the back light on the display is out causing it difficult to be seen. Unit should be put out of order until these parts are replaced.	$33.72	$33.72	
1.00	Shipping and Handling Estimate: TSF cable	$30.00	$30.00	
1.00	Parts for Repair: TSF Cable UP8513 Lat Cable (CG-9504)
2. Row cable twisted and broken on Cal Gym laVmid row model# CG-9504 sn-1115- 15-00025 unit will need a new row cable, unit out oforder.	$100.00	$100.00	
	
SUBTOTAL	$1,469.42	
	(0.0%) TAX	$0.00	
	TOTAL	$1,469.42	

....Rease note that a 20% restocking fee plus shipping, if applicable, will be charged on all approved quotes that are canceled after the approval has been given. -
Rease confirm acceptance of quote and acknoNledgerrent of reslocking fee by signing and dating beloN.

Allways Improving LLC dba Fitness Pro
1400 Village Square Blvd #3-293
Tallahassee, FL 32312
(850) 523-8882
tracy@wearefitnesspro.com www.wearefitnesspro.com

Quote

1400 Village Square 13·293 Tollahouee, fl 32312
8.S0-523-8882

Accounts Payable Bainbridge Estates Bainebridge COD 2806 North Fifth Street Unit 403
St. Augustine, FL 32084

Bainbridge Estates 15855 Twin Creek Dr. Jacksonville, FL 32218 Tony Shiver
(904) 537-9034

8557	01/13/2022
PLEASE DETACH TOP PORTION AND RETURN WITH YOUR PAYMENT.

TrueTPS900	1
TRUE PS900 Commercial Treadmill with 7" Window LCD Console	3,680.00	3,680.00T	
Shipping/Delivery/Installation
Shipping/Delivery/Installation	275.00	275.00T	
*******************************************	SUBTOTAL	3,955.00	
	TAX (0)	0.00	
50% payment of total invoice is due at time of	TOTAL	$3,955.00	
approval. Equipment will be ordered upon receipt of		
payment. Final payment is due at time of		
installation.		
* Please note that a 30% restocking fee plus		
shipping, if applicable, will be charged on all		
equipment orders canceled after approval for		
purchase has been given.		
Contact: Bruce Miller 407.461.1506		
bruce@wearefitnesspro.com		

Accepted By	Accepted Date

All quotes valid for 30 days. Additional delivery fees may apply - check with your sales rep for details.

Tab 2

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT

DISTRICT OFFICE · ST. AUGUSTINE, FLORIDA 32084
MAILING ADDRESS · 3434 COLWELL AVENUE, SUITE 200 · TAMPA, FLORIDA 33614 WWW.BAINEBRIDGECDD.ORG

Operation and Maintenance Expenditures December 2021
Presented For Board Approval

Attached please find the check register listing the Operation and Maintenance expenditures paid from December 1, 2021 through December 31, 2021. This does not include expenditures previously approved by the Board.

The total items being presented: $22,245.35

Approval of Expenditures:

 	 Chairperson

 	 Vice Chairperson

 	 Assistant Secretary

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
Paid Operation & Maintenance Expenditures
December 1, 2021 Through December 31, 2021

Vendor Name	Check Number Invoice Number	Invoice Description	Invoice Amount

	Board of Supervisors Meeting		
Alton Mabb Jr.	003637	AM111821	11/18/21	$	200.00	
Bent Construction, LLC	003646	19026.003	Signage Modification 12/21	$	9,603.00	
BrightView Landscape Services, Inc.	003643	7644536	Landscape Maintenance 12/21	$	3,002.00	
Candice Hooker	003648	120521	Rental Deposit Refund 12/21 Monthly Aquatic Management - 20	$	150.00	
Charles Aquatics, Inc.	003647	43955	Ponds 12/21	$	665.00	
Charles Aquatics, Inc.	003647	44121	Fountain Lights Lenses Install 12/21 Board of Supervisors Meeting	$	75.00	
Charles Straw	003641	CS111821	11/18/21	$	200.00	
Comcast	2021-12-01	8495741202010530	Amenity Cable/Phone/Internet 12/21 Quarterly Preventative Maintenance	$	324.27	
Fitness Pro	003644	26332	11/21
15855 Twin Creek Dr/15700	$	150.00	
JEA
NewAgeTutors LLC DBA	2021-12-02	4849510511 11/21	Bainbridge Dr 11/21	$	1,678.44	
VGlobalTech NewAgeTutors LLC DBA	003645	3332	Audits Quarterly ADA & WCAG 12/21	$	400.00	
VGlobalTech	003645	3348	Website ADA Compliance 12/21	$	250.00	

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
Paid Operation & Maintenance Expenditures
December 1, 2021 Through December 31, 2021

Vendor Name	Check Number Invoice Number	Invoice Description	Invoice Amount

Republic Services of Florida	2021-12-03	0687-001182119	Waste Disposal Services 12/21	$	175.47	
Rizzetta & Company, Inc.	003638	INV0000063071	District Management Services 12/21	$	4,622.17	
Rizzetta Technology Services, LLC	003639	INV0000008213	Website Hosting Services 12/21 Board of Supervisors Meeting	$	100.00	
Samuel Lincoln Helms III	003640	SH111821	11/18/21
Board of Supervisors Meeting	$	200.00	
Walter David	003634	WD111821	11/18/21	$	200.00	
Wayne, Stephanie	003642	112021	Rental Deposit Refund 11/21 Board of Supervisors Meeting	$	50.00	
William R. Huff II	003636	WH111821	11/18/21	$	200.00	

Report Total				
$	22,245.35	

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT

DISTRICT OFFICE · ST. AUGUSTINE, FLORIDA 32084
MAILING ADDRESS · 3434 COLWELL AVENUE, SUITE 200 · TAMPA, FLORIDA 33614 WWW.BAINEBRIDGECDD.ORG

Operation and Maintenance Expenditures January 2022
Presented For Board Approval

Attached please find the check register listing the Operation and Maintenance expenditures paid from January 1, 2022 through January 31, 2022. This does not include expenditures previously approved by the Board.

The total items being presented: $25,084.87

Approval of Expenditures:

 	 Chairperson

 	 Vice Chairperson

 	 Assistant Secretary

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
Paid Operation & Maintenance Expenditures
January 1, 2022 Through January 31, 2022

Vendor Name	Check Number Invoice Number	Invoice Description	Invoice Amount

	Board of Supervisors Meeting		
Alton Mabb Jr.	003665	AM012022	01/20/22	$	200.00	
American Electrical Contracting, Inc.	003649	W46661	Electrical Repairs 09/21	$	584.00	
BrightView Landscape Services, Inc.	003655	7682914	Landscape Maintenance 01/22 Monthly Aquatic Management - 20	$	3,002.00	
Charles Aquatics, Inc.	003656	44195	Ponds 01/22
Install Clear Lenses on Pond 1	$	665.00	
Charles Aquatics, Inc.	003656	44358	Fountain 01/22
Board of Supervisors Meeting	$	75.00	
Charles Straw	003668	CS012022	01/20/22	$	200.00	
Comcast	2022-01-01	8495741202010530	Amenity Cable/Phone/Internet 01/22	$	341.15	
Dunn & Associates, Inc.	003657	22-114	Engineering Services 01/22	$	407.06	
Financial News & Daily Record First Coast Contract Maintenance	003650	Ad #21-08831D 12/30/21	Legal Advertising 12/21 Monthly Pool, Janitorial &	$	96.50	
Service LLC
First Coast Contract Maintenance	003658	6245	Maintenance 01/22	$	4,154.95	
Service LLC	003658	6364	Reimbursable Expenses 01/22 Quarterly Preventative Maintenance	$	449.90	
Fitness Pro	003663	26570	01/22	$	150.00	

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT
Paid Operation & Maintenance Expenditures
January 1, 2022 Through January 31, 2022

Vendor Name	Check Number Invoice Number	Invoice Description	Invoice Amount

		65-8016515152-1 Sales			
Florida Department of Revenue	003660	and Use Tax 12/21	Sales And Use Tax - 12/21	$	19.53	
			15855 Twin Creek Dr/15700		
JEA	2022-01-02	4849510511 12/21	Bainbridge Dr 12/21	$	1,638.09	
Kimberly Cobb	003651	121521	Rental Deposit Refund 12/21	$	150.00	
Kimberly Smothers	003654	121821	Rental Deposit Refund 12/21	$	150.00	
Kutak Rock LLP NewAgeTutors LLC DBA	003652	2977850	Legal Services 11/21	$	1,454.17	
VGlobalTech	003659	3465	Website ADA Compliance 01/22	$	250.00	
Republic Services of Florida	2022-01-03	0687-001189860	Waste Disposal Services 01/22	$	175.35	
Rizzetta & Company, Inc.	003653	INV0000064516	District Management Fees 01/22	$	5,322.17	
			Annual Dissemination Agent Fee FY		
Rizzetta & Company, Inc.	003666	INV0000064799	21/22
Board of Supervisors Meeting	$	5,000.00	
Samuel Lincoln Helms III	003667	SH012022	01/20/22
Board of Supervisors Meeting	$	200.00	
Walter David	003662	WD012022	01/20/22	$	200.00	
			Board of Supervisors Meeting		
William R. Huff II	003664	WH012022	01/20/22	$	200.00	
Report Total				$	25,084.87	

STAFF REPORTS

District Counsel

Tab 3

RETENTION AND FEE AGREEMENT

PARTIES

THIS RETENTION AND FEE AGREEMENT (“Agreement”) is made and entered into by and between the following parties:

Bainebridge Community Development District (“Client”) c/o Rizzetta & Company
3434 Colwell Avenue, Suite 200
Tampa, FL 33614 and
Kutak Rock LLP (“Kutak Rock”)
P.O. Box 10230 Tallahassee, Florida 32302

SCOPE OF SERVICES

In consideration of the mutual undertakings and agreements contained herein, the parties agree as follows:

The Client agrees to employ and retain Kutak Rock as its attorney and legal representative for general advice, counseling and representation of Client and its Board of Supervisors.

Kutak Rock accepts such employment and agrees to serve as attorney for and provide legal representation to the Client in connection with those matters referenced above. No other legal representation is contemplated by this Agreement. Any additional legal services to be provided under the terms of this Agreement shall be agreed to by Client and Kutak Rock in writing. Unless set forth in a separate agreement to which Client consents in writing, Kutak Rock does not represent individual members of the Client’s Board of Supervisors.

CLIENT FILES

The files and work product materials (“Client File”) of the Client generated or received by Kutak Rock will be maintained confidentially to the extent permitted by law and in accordance with the Florida Bar rules. At the conclusion of the representation, the Client File will be stored by Kutak Rock for a minimum of five (5) years. After the five (5) year storage period, the Client hereby acknowledges and consents that Kutak Rock may confidentially destroy or shred the Client File. Notwithstanding the prior sentence, if the Client provides Kutak Rock with a written request for the return of the Client File before the end of the five (5) year storage period, then Kutak Rock will return the Client File to Client at Client’s expense.

1

FEES

The Client agrees to compensate Kutak Rock for services rendered in connection with any matters covered by this Agreement on an hourly rate basis plus actual expenses incurred by Kutak Rock in accordance with the attached Expense Reimbursement Policy (Attachment A, incorporated herein by reference). Time will be billed in increments of one-tenth (1/10) of an hour. Certain work related to issuance of bonds and bond anticipation notes may be performed under a flat fee to be separately established prior to or at the time of bond or note issuance.

Attorneys and staff, if applicable, who perform work for Client will be billed at their regular hourly rates, as may be adjusted from time to time. The regular hourly rates of those initially expected to handle the bulk of Client’s work are as follows:

Katie S. Buchanan	$305	
Associates	$250 - $285	
Paralegals	$140	

Kutak Rock’s regular hourly billing rates are reevaluated annually and are subject to change not more than once in a calendar year. Client agrees to Kutak Rock’s annual rate increases to the extent hourly rates are not increased beyond $15/hour.

To the extent practicable and consistent with the requirements of sound legal representation, Kutak Rock will attempt to reduce Client’s bills by assigning each task to the person best able to perform it at the lowest rate, so long as he or she has the requisite knowledge and experience.

Upon consent of Client, Kutak Rock may subcontract for legal services in the event that Client requires legal services for which Kutak Rock does not have adequate capabilities.

Kutak Rock will include costs and expenses (including interest charges on past due statements) on its billing statements for Client reimbursement in accordance with the attached Expense Reimbursement Policy.

BILLING AND PAYMENT

The Client agrees to pay Kutak Rock’s monthly billings for fees and expenses incurred within thirty (30) days following receipt of an invoice, or the time permitted by Florida law, whichever is greater. Kutak Rock shall not be obligated to perform further legal services under this Agreement if any such billing statement remains unpaid longer than thirty (30) days after submittal to and receipt by Client. Non-payment of billing statements shall be a basis for Kutak Rock to immediately withdraw from the representation without regard to remaining actions necessitating attention by Kutak Rock as part of the representation.

DEFAULT; VENUE

2

In any legal proceeding to collect outstanding balances due under this Agreement, the prevailing party shall be entitled to recover reasonable attorneys’ fees in addition to costs and outstanding balances due under this Agreement. Venue of any such action shall be exclusive in the state courts of the Second Judicial Circuit in and for Leon County, Florida.

CONFLICTS

It is important to disclose that Kutak Rock represents a number of special districts, trustees (“Trustees”), bondholders, developers, builders, and other entities throughout Florida and the United States of America relating to community development districts, special districts, local governments and land development. Kutak Rock or its attorneys may also have represented the entity which petitioned for the formation of the Client. Kutak Rock understands that Client may enter into an agreement with a Trustee in connection with the issuance of bonds, and that Client may request that Kutak Rock simultaneously represent Client in connection with the issuance of bonds, while Kutak Rock is also representing such Trustee on unrelated matters. By accepting this Agreement Client agrees that (1) Client was provided with an explanation of the implications of the common representation(s) and the advantages and risks involved; (2) Kutak Rock will be able to provide competent and diligent representation of Client, regardless of Kutak Rock’s other representations, and (3) there is not a substantial risk that Kutak Rock’s representation of Client would be materially limited by Kutak Rock’s responsibilities to another client, a former client or a third person or by a personal interest. Acceptance of this Agreement will constitute Client’s waiver of any “conflict” with Kutak Rock’s representation of various special districts, Trustees, bondholders, developers, builders, and other entities relating to community development districts, special districts, local governments and land development.

ACKNOWLEDGMENT

Client acknowledges that the Kutak Rock cannot make any promises to Client as to the outcome of any legal dispute or guarantee that Client will prevail in any legal dispute.

TERMINATION

Either party may terminate this Agreement upon providing prior written notice to the other party at its regular place of business. All fees due and payable in accordance with this Agreement shall accrue and become payable pursuant to the terms of this Agreement through the date of termination.

EXECUTION OF AGREEMENT

This Agreement shall be deemed fully executed upon its signing by Kutak Rock and the Client. The contract formed between Kutak Rock and the Client shall be the operational contract between the parties.

ENTIRE CONTRACT

3

This Agreement constitutes the entire agreement between the parties.

Accepted and Agreed to:

BAINEBRIDGE COMMUNITY DEVELOPMENT DISTRICT

By: 	

KUTAK ROCK LLP

By: 	

Its:		Its:  	

Date:		Date: 	

4

ATTACHMENT A

KUTAK ROCK LLP
CDD EXPENSE REIMBURSEMENT POLICY

The following is Kutak Rock’s expense reimbursement policy for community development district representation. This policy applies unless a different arrangement has been negotiated based on the unique circumstances of a particular client or matter.

All expenses are billed monthly. Billings ordinarily reflect expenses for the most recent month, except where there are delays in receiving bills from third party vendors.

Photocopying and Printing. In-house photocopying and printing are charged at $0.25 per page (black & white) and $0.50 per page (color). Outside copying is billed as a pass-through of the outside vendor's charges.

Postage. Postage is billed at actual cost.

Overnight Delivery. Overnight delivery is billed at actual cost.

Local Messenger Service. Local messenger service is billed at 44.5 cents per mile pursuant to Section 112.061, Florida Statutes. Should the State increase the mileage allowance specified in Section 112.061, Florida Statutes, Kutak Rock shall, without further action, be entitled to reimbursement at the increased rate.

Computerized Legal Research. Charges for computerized legal research are billed at an amount approximating actual cost.

Travel. Travel (including air fare, rental cars, taxicabs, hotel, meals, tips, etc.) is billed at actual cost. Where air travel is required, coach class is used wherever feasible. Out-of-town mileage is billed at 44.5 cents per mile pursuant to Section 112.061, Florida Statutes. Should the State increase the mileage allowance specified in Section 112.061, Florida Statutes, Kutak Rock shall, without further action, be entitled to reimbursement at the increased rate. Reasonable travel- related expenses for meals, lodging, gratuities, taxi fares, tolls, and parking fees shall also be reimbursed.

Consultants. Unless prior arrangements are made, consultants are ordinarily employed directly by the client. Where consulting or testifying experts are employed by the firm, their charges are passed through with no mark-up. The client is responsible for notifying the firm of any particular billing arrangements or procedures which the client requires of the consulting or testifying experts.

Other Expenses. Other outside expenses, such as court reporters, agency copies, conference calls, etc. are billed at actual cost.

5

District Engineer

Amenity Report

Field Inspection

Tab 4

BAINEBRIDGE
FIELD INSPECTION REPORT

February 1, 2021 Rizzetta & Company
Jason Liggett- Field Services Manager

Bainebridge Dr., Rachel Creek, Clubhouse

General Updates, Recent & Upcoming Maintenance Events

Biweekly mowing starts in the month of November.

The following are action items for Brightview to 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. Black, bold and underlined text represents updates or questions for the BOS.

Remove the weeds and vines in the rose on the outbound side of Bainbridge drive at the entrance monument.

Rake the magnolia leaf drop at the entrance to Bainbridge cdd and dispose of offsite.

Treat the ant mounds at the entrance to Bainbridge CDD. Once eradicated rake down mounds.

Remove the low hanging moss from the crape myrtles in the center island at the main entrance to Bainbridge CDD

Treat the bed weeds at the first lift station on Bainbridge Drive. Make sure soft edging is being performed.(Pic 5)

 	5	

Treat the crack and crevice weeds at the common area just past Twin Creek Drive.

Brightview to trim the palms at the entrance to the clubhouse. Provide the district with a date on when this will be done.(Pic 7)

 	7	

Improve the soft edging throughout the clubhouse. Make sure lines are nice and crisp.

Remove the 2 flax lilies in the crape myrtle bed on the west side of the clubhouse.

Diagnose and treat the Podocarpus on the west side of the clubhouse. What does BrightView think is causing this?(Pic 10 Next Page)

2

Bainebridge Dr., Rachel Creek, Clubhouse

10

3

Landscape Report

District Manager

Tab 5

 	6869 Philips Parkway Drive South, Jacksonville, FL 32256	 Fax: 904-807-9158	Phone: 904-997-0044

Service Report
Date: February 7, 2022	Fountain Tech: Tom Hair

Client: Bainebridge CDD
Contact: Lesley Gallagher

Pond 1 Fountain: Quarterly maintenance service has been performed on the fountain in Pond 1. I cleaned the float, intake screen, nozzle and the lights. Fountain lights were checked for blown bulbs. The timers, voltage, amperage, and mooring lines were checked on the fountain. All electrical readings were good. The fountain is running as it should be.

Replaced 1 light bulb

Please contact our office with any further questions or comments.

BUSINESS ITEMS

Consideration of Security/ Access Control Proposals (Under Separate Cover)

Consideration of Proposal(s) for Pool Beam Repairs
(Under Separate Cover)

AUDIENCE COMMENTS AND SUPERVISOR REQUESTS

ADJOURNMENT