Minutes of Meeting Canopy
Community Development District

The regular meeting of the Board of Supervisors of the Canopy Community Development District was held Tuesday, December 10, 2019 at 11:03 a.m. at offices of Hopping Green & Sams, 119 South Monroe Street, Suite 300, Tallahassee, Florida.

Present and constituting a quorum were:

Tom Asbury Gregg Patterson John "Al" Russell Colleen Castille

Also present were:
Darrin Mossing Lauren Gentry Travis Justice Darrin Mossing, Jr.

FIRST ORDER OF BUSINESS

Chairman
Vice Chairman Assistant Secretary Assistant Secretary

District Manager District Counsel GPI
GMS

Roll Call

Mr. Mossing called the meeting to order at 11:03 p.m. and called the roll.

SECOND ORDER OF BUSINESS	Public Comment Period
There being none , the next item followed.

THIRD ORDER OF BUSINESS	Approval of the Minutes of the November 12,
2019 Meeting
Mr. Mossing stated the minutes were provided in the hard copy of the agenda package but not in the electronic copy and we are asking that you defer consideration until the next meeting.

On MOTION by Mr. Asbury seconded by Mr. Russell with all in favor this item was continued.

FOURTH ORDER OF BUSINESS	Consideration	of	Resolution	2020-01
Approving RFP Documents
Ms. Gentry stated this is similar to what you have seen for your other RFP processes. This resolution asks the board to approve these documents in substantial form,  we have a form  notice that would be published to advertise the project, draft instructions to bidders,  and  evaluation criteria. We are asking you to approve the ad, notice and instructions to bidders in substantial form but once you approve the evaluation criteria, we can't change those. If there are any changes you would  like to make to the evaluation  criteria,  we can get those  made today.  Also I want to note  for the record that just because an affiliate of the developer is expected to be interested in bidding this project, we suggest making  the vice chair the  point of contact for changes to this  package  but it could also be another board member.
Mr. Patterson asked is it very time consuming?
Ms. Gentry stated we aren't ready to advertise yet we are waiting on some finalizing from the project architect to finalize the contract documents, some of the instructions that sort of thing. There may also be some changes to scope. The plan is to make the scope broad and include everything we might want to run through this bid process but include language that makes it clear that we have the authorization to pull out pieces as needed due to our budgetary and planning requirements.
Mr. Patterson stated this is the RFP for construction of the amenity center.
Ms. Gentry stated yes. This is construction of the amenity center. Conn is preparing the plans for that and they will be running the RFP process.
Mr. Asbury stated we have ability to bid the building, bid the pool and then the landscaping and that sort of thing.
Ms. Gentry stated the way we have worded this is that it includes everything that might be related to the amenities that are constructed. It includes all of that now and we will ask everybody to provide pricing for that, but we would reserve the right to pull out pieces if we don't want the winning bid to perform that work. That gives us flexibility as far as when we accomplish things, who accomplishes different pieces of the project and that sort of thing.
Mr. Asbury asked if we pulled out the landscaping and tennis courts if they are less than the $200,000, do we still need to bid that or can we negotiate those with an individual?
Ms. Gentry responded if it is under the bid threshold then there is no requirement to formally bid it, but you do have to be careful. There is some case law that says if it looks like you

are arbitrarily breaking it down into pieces that are actually part of the same work just to get around bidding requirements that is not allowed. If it really is discrete work, it is building the pool and takes a specialized pool contractor to do that or specialized amenity landscaping work and you need a landscaper to do that then you can pull those things out.
Mr. Asbury stated that is what I'm talking about. There are special people who build tennis courts or people who do landscaping or playgrounds and there is a lot of opportunity to deal with a smaller contractor and save as much money for the district as we can.
Ms. Gentry stated you will have flexibility to do that as long as it really is discreet pieces of the work. We will get pricing for it in case one of these bidders is the best choice and it fits within the district's budget.
In the evaluation criteria we have proposed allocating 20 points to personnel, 25 points to experience and available equipment, 20 points to understanding scope of work, 15 points for schedule, 20 points for price, which adds up to 100 points. If the board would like to give different allocations we can do that at this time.
Mr. Russell asked do we have anything built in that it has to be done on a timely basis? They submit their schedule but if they don't comply with their schedule and it affects the other contractor that is waiting for him to get his stuff done, is there any type of penalty assessed against that particular contractor?
Ms. Gentry stated yes and that would be in the contract documents that will be included in the bid package. They are not included in your agenda package they are still under review by Conn, the architect, but we do have a liquidated damages provision that gives a certain amount of damages per day or per week depending on the project. That is something we would consult with the architect on and also Gregg as a point of contact and get some feedback on what might be appropriate and what work might be affected.
Mr. Patterson asked when would the RFP go out and when would we award the contract and when would we start the project?
Ms. Gentry stated I know we were still waiting on some permit reviews. I had an email from Ben from Conn this morning that said there were some reviews that were still taking place. We will consult behind the scenes on the appropriate time to run the bid when it is as complete as possible, but we are not prevented from running it before those are complete because we can always do a change order if needed.

Mr. Asbury stated they turned the plans into the building department and the building department reviewed the plans. I think the goal is to get this out as quick as possible. I would like to see people swimming before the end of the summer. Can a contractor bid on one piece of the package?
Ms. Gentry stated I would have to look at the bid documents to see if we allowed for that.
Is that something the board would like to do?
Mr. Asbury stated say a contractor bids the pool and not the building. We have the right to pull pieces out, but do they have the right to bid on pieces of the contract. We can say no we really want one person to manage the whole project or no, we are willing to let you build the building and we want this guy to do the pool.
Ms. Gentry stated I would have to check on that.
Mr. Mossing asked based on the preliminary design is there going to be any conflict with having four different contractors working at the same time?
Mr. Patterson stated you have to have someone in charge of the whole thing.
Ms. Gentry stated Conn has expressed that they would be providing construction administration services for the amenity center construction. They would be running all the work out there and making sure it is proceeding according to the plans and the contract documents for us. They can coordinate the work. As far as whether we could award multiple contracts out of this single RFP process I would have to check on that.
Mr. Asbury stated I understand what you are saying. The developer of the subdivision could also help make sure that everything gets done. I think they could coordinate it together.
Ms. Gentry stated we would have Conn consulting in conjunction with the developer.
Mr. Asbury stated if somebody bids $500,000 on the pool and somebody else we like bids
$400,000 on the pool it would be nice to be able to go with the $400,000 bid.
Mr. Russell stated I agree with Gregg, you have to have one person overseeing the others. Mr. Patterson stated if you have a pool contractor and his equipment is blocking the construction of another critical part of the building and there is no coordination, he is worried about
the pool not the building.
Ms. Gentry stated we will look into that. Nothing is preventing us from bidding this out and pulling it out if you don't like the pricing and we can go through whatever process we need to, to get someone else.

On MOTION by Ms. Castille seconded by Mr. Patterson with all in favor Resolution 2020-01 approving the RFP documents for amenity center construction was approved.

FIFTH ORDER OF BUSINESS	Consideration of Work Authorization for
Amenity Center Construction Management Services
Ms. Gentry stated we received Conn's pricing after the agenda packages went out. There is a work authorization no. 2 as a handout and the cover letter from Conn offering to provide the RFP management services as well as their pricing, which is a lump sum of $4,500 for the RFP process and they provide some hourly prices as well for anything extra that might come up. They are coordinating with our office in regard to the bidding documents and contract. They are reviewing that and making sure it is consistent with how the project needs to run for their plans. They are hosting a pre-bid meeting for all the interested contracting parties, they are collecting the responses from the bidders, handling any questions that come up through the process, hosting the bid opening meeting and preparing a summary tabulation and recommendation for the board based on the bids.
Ms. Castille asked is it a separate contract for them to manage the actual construction?
Ms. Gentry responded it is. We are going back and forth with them. Their view is that was included in the first work authorization we had with them when they executed the master contract. If we need an additional authorization for that we will bring it back in January, but they are not doing that part of it quite yet.
Mr. Asbury asked they are saying in doing the plans and that sort of thing that is in that
price?
Ms. Gentry responded I would have to go back. There were emails circulated just this
morning before I came in here because we asked for construction administration and they said we have already given pricing for that under work authorization no. 1. We need to clarify whether that falls under their hourly pricing or in a lump sum. If it is hourly pricing that will exceed $5,000 we need to bring it back to the board and get a work authorization. You will see that in January if we do need additional approval for that. This is just for the RFP services for anything included in the bid. There is a lump sum of $4,500 that covers items 1 - 5 and if additional things come up through the process they would use the hourly pricing at no. 2 under fees.

Mr. Patterson asked will they notify us when the $4,500 has been spent on their end?
Ms. Gentry stated my understanding is it is $4,500  lump sum for the whole  process,  it is  not like you are paying  hourly  costs for everything  they  are doing  until you get to $45,000.  That is the lump sum for the whole thing. You only get to hourly if you add tasks that are not included under these items 1 - 5. This is subject to their master agreement, which does require if they are going to charge us extra fees that we haven't authorized they have to get that in writing from us.
Mr. Asbury stated I want to talk to them. Can we approve this and give me the authority to either accept or negotiate?
Ms. Gentry stated we can approve it with a not to exceed amount of $4,500 and if we can negotiate it down then that is fine.

On MOTION by Mr. Patterson seconded by Mr. Russell with all in favor work authorization no. 2 for amenity center construction management services in an amount not to exceed $4,500 with Conn was approved subject to the chairman's signoff on the final amount.

SIXTH ORDER OF BUSINESS	Consideration of Change Orders 4 & 5 for
Dove Pond Regional Stormwater Project
Mr. Mossing stated these are two change orders that were approved in substantial form previously.
Ms. Gentry stated change order no. 5 we saw in the last few months. The board approved it in substantial form subject to RS&H signing off on it. I think Abe had some questions about whether the number of days accounted for the total timeline. I don't know if we ever got confirmation of that but both change orders appear to have been signed by RS&H.
Mr. Justice stated  I will try  to verify  that they answered  all of Abe's questions.  From what I have seen RS&H and everybody has signed off on these.
Ms. Castille stated I thought we were done with RS&H.
Mr. Asbury sated we are but they are still lead. We dealt with them on their money it didn't mean that they didn't have to finish their responsibility to close out the contract. We agreed this is all we are going to pay to finish the job and that is what they are doing, finishing the job. One of these is lowering the bid by $13,000.
Mr. Patterson stated one is an increase of $300,000. Help me understand what that was
for.

Mr. Asbury stated it was additional work that had  to be done.  In the process  of trying to  get the dam built there were some questions about the underdrain in the spillway and I think that went to Moore Bass.
Mr. Justice stated it did. There were things that as they got into the construction process they needed clarification and an additional redundancy was added to the spillway and I know it was specifically related to materials and piping in the spillway and even the thickness of the concrete.
Mr. Asbury stated engineers reengineer things to make things even better than they are at our expense. This is all related to the dam. I think they had something else, this granite stone they had another kind of rip rap down there and then decided it needed to be granite. When they negotiated with Blueprint and the county it was going to be about a $3 million project so each person would pay a third and when they got through it went up by $1.5 million and Blueprint said we are not paying any more, the county said we are not paying any more so the only person left standing was the developer.
Ms. Gentry stated it is my understanding we are still waiting for the final certifications from RS&H to officially close out the project. As a reminder to the board throughout this process you have reserved your rights to impose liquidated damages if it is appropriate. We are not asking you to make any decisions about that at this time. Hopefully, by January we have the final close­ out documents from RS&H and we will bring that back to you then. If the board is inclined to ratify both change orders I ask that it be subject to your engineer confirming the date issue and seeing if we need any additional change orders for that and clarifying that we are not waiving any rights to impose liquidated damages.
Mr. Mossing asked Travis will you check the math on change order no. 5? It looks like it should be $18,000 or $19,000 versus $13,000.
Mr. Justice stated yes.
Mr. Mossing stated we are holding $42,000 for the final payment of the settlement agreement with RS&H based upon getting the certifications.

On MOTION by Ms. Castille seconded by Mr. Patterson with all in favor change orders 4 & 5 were ratified subject to the engineer confirming the date issue, checking to see additional change orders  are needed and clarifying that the district is not waiving any rights to impose liquidated damages.

SEVENTH ORDER OF BUSINESS	Consideration of Reimbursement Agreement
between Canopy Community Development District & Ox Bottom Mortgage Holdings, LLC
Ms. Gentry stated originally this was intended to be provided under separate cover. There are certain sidewalks and trails within the district that are potentially reimbursable by the city under a development agreement that the city has with the developer. There are a few different ways we can handle this, either the district can seek reimbursement directly from the city if we have already acquired anything that is reimbursable or the developer could reimburse the district directly and then seek reimbursement on their own from the city. Right now we need to have authorization for the engineer to provide estimates of how much of the work that the district has already acquired is spent on sidewalks or multi-use trails that would be covered under that reimbursement agreement. Currently I think the only ones would be in Unit 1, we completed some acquisitions for those earlier in the year and there may also be a change order needed for the contract for Units 4 & 5 infrastructure to the extent that those included any sidewalks or trails that might be reimbursable.
All we are asking for today  is authorization  for the engineer  to come  up with an estimate of what costs the district has paid that might be reimbursable and authorization for staff to work behind the scenes to get an appropriate agreement in place just so there isn ' t double compensation so if the district acquired something and paid the developer for it and the developer later gets reimbursed by the city just to make sure there is not double compensation.
Mr. Asbury stated did we reimburse the developer for Unit  1  for all of that?  We didn't  have enough money to reimburse.
Mr. Mossing stated the reimbursement was $893,000 and the backup was almost $4 million.
Ms. Gentry stated it was just portions of the relevant contracts.
Mr. Asbury stated my point being that I don' t want to go through a lot because Unit 1 was
$4 million and we only were able to pay as a district $800,000 of it.

Ms. Gentry stated it would only be to the extent that the district had paid for those sidewalks. Just making sure it is not double compensation.
Mr. Justice stated from what I'm hearing it is just verification of what was paid, look at the exhibits and that dollar amount and make a comparison. My effort would be a few hours and shouldn't be much.
Ms. Gentry stated we will forward you the paperwork. As part of that process we got all the invoices we were reimbursing that have descriptions attached of what work was being reimbursed.
Mr. Asbury stated Crestline wasn't even reimbursed. The only place the city is going to reimburse is for Crestline and I suspect we look at it and we will see that Crestline wasn't even part of the reimbursement.
Ms. Gentry stated if that is the case, we don't have to jump through any hoops for reimbursement, but we just need to know. If it turns out that we do need a little agreement in place to make sure there is not double compensation it would be very short, and we would bring it back before the board for ratification.
Mr. Asbury asked are we giving cart blanche to Travis?
Mr. Justice stated if you want to put a not to exceed of $1,000 you can do that and that will cover the time.
Mr. Asbury stated I don't think it is necessary. The amount of money we reimbursed was a small portion of the overall amount.
Mr. Mossing stated the sidewalks are $250,000 and the city is willing to reimburse somebody for it, the question is who paid those funds.

On MOTION by Ms. Castille seconded by Mr. Patterson with all in favor the engineer was authorized to investigate what sidewalks and trails may have been acquired by the district in an amount not to exceed $750 and district counsel was authorized to work with staff to get an appropriate agreement in place if necessary.

EIGHTH ORDER OF BUSINESS	Discussion	of	Landscape	Maintenance
Request for Proposals
Mr. Mossing stated our office is working to put together a form, maintenance map, that makes the district manager's recommendation, confirming the areas to be maintained, the

quantities of landscaping to be maintained and an estimate of the frequency for which those areas and units would be maintained in order to prepare the key document that is provided to potential contractors to bid landscape maintenance. It would be basically comparing apples to apples, all bidders would be providing a bid based on those same areas, units and frequency. They would input their unit prices for purposes of calculating their bids. We are developing that document and that is in progress.

NINTH ORDER OF BUSINESS
Attorney

Staff Reports

There being none, the next item followed.

Engineer
1.	Discussion of Welaunee Construction Schedule
Mr. Justice stated I have been working on updates to the schedule for the bidding of the Welaunee Boulevard portion, showing that timeframe, approval from the city and ultimately when construction is anticipated to be complete. The times in this schedule are an estimate we would like to accelerate as much as possible but based on direction from Jennifer this is the schedule we have.
Ms. Gentry stated as part of the interlocal agreement Blueprint requires us to submit this schedule to them and there are several different milestones we have to hit. They have to review our plans and issue a permit and all that before we can bid Welaunee so part of that process is giving them this schedule.
Mr. Asbury asked this is from where to where?
Mr. Justice stated the end of the construction of the existing Welaunee Boulevard all the way through the proposed roundabout at Dempsey Mayo but not too much further beyond that. We anticipate trying to get that pushed through permitting starting end of January beginning of February.
Mr. Asbury stated the key is we have to get that permitted as quick as possible  because it  has to be built by the first of August. It has to be built during the summer.

Mr. Justice stated I hope we beat the date at the end of January to have all the environmental management permits from the city. We are working with them on some roundabout issues currently and I want to get everything turned around before Christmas.
Ms. Gentry stated all we are looking for here is a motion to accept the schedule in substantial form, authorize us to convey that to the Blueprint and hopefully satisfy what they have been asking for.

On MOTION by Ms. Castille seconded by Mr. Patterson with all in favor the schedule was accepted in substantial form and staff was authorized to convey it to Blueprint.

Manager
1.	Approval of Check Register and Requisition Summary

On MOTION by Mr. Asbury seconded by Ms. Castille with all in favor the check register and requisition summary were approved.

11.	Balance Sheet and Income Statement
A copy of the balance sheet and income statement were included in the agenda package.

TENTH ORDER OF BUSINESS	Other Business
There being none, the next item followed.

ELEVENTH ORDER OF BUSINESS
There being none,

Supervisors Requests

On MOTION by Mr. Patterson seconded by Ms. Castille with all in favor the meetin g_ a ·d	d at 12:06 p.m.

ChairmanNice Chairman