Tranquility 
Community Development District 
Agenda 
May 10, 2023 


May 3, 2023 



Board of Supervisors 

Tranquility 

Community Development District 



Dear Board Members: 



The regular meeting of the Board of Supervisors of Tranquility Community Development 
District will be held Wednesday, May 10, 2023 at 2:00 PM at 5445 S. Washington Ave. 
Floor, Titusville, FL 37780. Following is the advance agenda for the meeting: 




























1. Roll Call 
2. Public Comment Period 
3. Approval of Minutes of the March 8, 2023 Board of Supervisors Meeting 
4. Consideration of Resolution 2023-01 Approving the Fiscal Year 2024 Proposed 
Budget and Setting a Public Hearing 
5. Consideration of Draft Acquisition Agreement 
6. Ratification of Fiscal Year 2022 Audit Agreement with Grau & Assocaites 
7. Staff Reports 
A. Attorney 
B. Engineer 
C. District Manager’s Report 
i. Balance Sheet and Income Statement 
ii. Ratification of Funding Request No. 8-9 
iii. Presentation of Registered Voters- 0 
8. Other Business 
9. Supervisors Requests 
10. Adjournment 






MINUTES OF MEETING 

TRANQUILITY 

COMMUNITY DEVELOPMENT DISTRICT 



The regular meeting of the Board of Supervisors of the Tranquility Community 
Development District was held on Wednesday, March 8, 2023 at 2:00 p.m. at 5445 S. Washington 
Ave., Titusville, Florida. 



Present and constituting a quorum were: 



 William Allen, Jr. Chairman 

 Kenneth Belshe by phone Vice Chairman 

 William Livingston Assistant Secretary 

David Lusby by phone Assistant Secretary 

Clint Smith Assistant Secretary 





Also, present were: 





George Flint District Manager, GMS 

Nika Hosseini District Counsel, Cobb Cole 

David M. Rothman Bryant Miller Olive, PA 

Rodney M. Honeycutt District Engineer, Honeycutt & Associates 









The following is a summary of the discussions and actions taken at the March 8, 2023 
Tranquility Community Development District’s Regular Board of Supervisor’s Meeting. 



FIRST ORDER OF BUSINESS Roll Call 

Mr. Flint called the meeting to order at 2:00 p.m. Three Board members were in attendance 
constituting a quorum. Two Supervisors attended by phone. 



SECOND ORDER OF BUSINESS Public Comment Period 

Mr. Flint stated that there were only Board members and staff in attendance. 






THIRD ORDER OF BUSINESS Approval of Minutes of the August 10, 2022 
Board of Supervisors Meeting 

Mr. Flint presented the minutes of the August 10, 2022 Board of Supervisors meeting. He 
asked the Board for any comments or corrections to those. The Board had no changes. 



On MOTION by Mr. Smith, seconded by Mr. Livingston, with all in 
favor, the Minutes of the August 10, 2022 Board of Supervisors 
meeting, were approved. 



FOURTH ORDER OF BUSINESS Consideration of Fiscal Year 2022 Audit 
Proposal from Grau & Associates 

 Mr. Flint stated that there is a proposal from Grau & Associates to prepare the FY22 audit. 
He noted they did trigger the requirement for an audit in FY22 which ended on September 30th 
and stated that needed to be prepared by June 30th which is the statutory deadline to get that done. 
He wanted to have the meeting today to be able to approve the proposal. 

Mr. Flint noted the agenda packet shows Grau has 297 CDD’s that they prepare audits for. 
He stated that Grau is the most experienced CDD auditing firm in the state out of a handful of 
firms that prepare these types of audits. He noted Grau proposed a fee of $2,800 which is very 
competitive. Mr. Flint stated Grau is well respected and this is a competitive price. 



On MOTION by Mr. Smith, seconded by Mr. Lusby, with all in 
favor, the Fiscal Year 2022 Audit Proposal from Grau & Associates, 
was approved. 



FIFTH ORDER OF BUSINESS Staff Reports 

A. Attorney 


Ms. Hosseini stated nothing new to report to the Board. 



B. Engineer 


Mr. Honeycutt had nothing further to report. 






C. District Manager’s Report 
i. Approval of Check Register 
ii. Balance Sheet and Income Statement 


Mr. Flint stated that the unaudited financial were through January 31st. He noted that there 
was no action necessary. He offered to answer any questions on the financials. 



iii. Ratification of Funding Requests #3 – #7 


Mr. Flint presented funding requests #3 through #7 and noted that they have been 
transmitted to the developer under the funding agreement. Mr. Flint asked the Board to ratify those 
funding requests. 



On MOTION by Mr. Livingston, seconded by Mr. Smith, with all in 
favor, Funding Requests #3 – #7, were ratified. 



SIXTH ORDER OF BUSINESS Other Business 

Mr. Flint stated that was all that was on the agenda. 

Mr. Livingston stated that the Board had not met for a while and questioned if the bonds 
were ever validated. Mr. Flint noted that the bonds were validated and went through the assessment 
hearing process on Phases 1, 2, and 3. He noted the entire CIP was validated. 

Mr. Flint noted that they are waiting on the developer to move forward with the financing. 
He stated all of the necessary steps were taken to issue the bonds. 



SEVENTH ORDER OF BUSINESS Supervisors Requests and Audience 
Comments 

There being none, the next item followed. 



EIGHTH ORDER OF BUSINESS Adjournment 



On MOTION by Mr. Allen, seconded by Mr. Smith, with all in favor, 
the meeting was adjourned at 2:06 p.m. 







________________________ _____________________________ 

Secretary/Assistant Secretary Chairman/Vice Chairman 


RESOLUTION 2023-01 



A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE 
TRANQUILITY COMMUNITY DEVELOPMENT DISTRICT 
APPROVING A PROPOSED BUDGET FOR FISCAL YEAR 2024 AND 
SETTING A PUBLIC HEARING THEREON PURSUANT TO FLORIDA 
LAW; ADDRESSING TRANSMITTAL, POSTING AND PUBLICATION 
REQUIREMENTS; ADDRESSING SEVERABILITY; AND PROVIDING 
AN EFFECTIVE DATE. 



WHEREAS, the District Manager has heretofore prepared and submitted to the Board of 
Supervisors (“Board”) of the Tranquility Community Development District (“District”) a 
proposed budget (“Proposed Budget”) for the fiscal year ending September 30, 2024 (“Fiscal 
Year 2023”); and 



WHEREAS, the Board has considered the Proposed Budget and desires to set the required 
public hearing thereon. 



NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF 
SUPERVISORS OF TRANQUILITY COMMUNITY DEVELOPMENT 
DISTRICT: 



1. PROPOSED BUDGET APPROVED. The Proposed Budget prepared by the 
District Manager for Fiscal Year 2024 attached hereto as Exhibit A is hereby approved as the basis 
for conducting a public hearing to adopt said Proposed Budget. 




2. SETTING A PUBLIC HEARING. A public hearing on said approved Proposed 
Budget is hereby declared and set for the following date, hour and location: 




DATE: August 9, 2023 



HOUR: 2:00 PM 



LOCATION: 5445 S. Washington Ave. 

 Titusville, FL 32780 







3. TRANSMITTAL OF PROPOSED BUDGET TO LOCAL GENERALPURPOSE 
GOVERNMENTS. The District Manager is hereby directed to submit a copy of the 
Proposed Budget to the City of Titusville, Brevard County at least 60 days prior to the hearing set 
above. 




4. POSTING OF PROPOSED BUDGET. In accordance with Section 189.016, 
Florida Statutes, the District’s Secretary is further directed to post the approved Proposed Budget 



on the District’s website at least two days before the budget hearing date as set forth in Section 2 
and shall remain on the website for at least 45 days. 




5. PUBLICATION OF NOTICE. Notice of this public hearing shall be published 
in the manner prescribed in Florida law. 




6. SEVERABILITY. The invalidity or unenforceability of any one or more 
provisions of this Resolution shall not affect the validity or enforceability of the remaining portions 
of this Resolution, or any part thereof. 




7. EFFECTIVE DATE. This Resolution shall take effect immediately upon 
adoption. 




PASSED AND ADOPTED THIS ______ DAY OF ____________ 2023. 





ATTEST: TRANQUILITY COMMUNITY 

DEVELOPMENT DISTRICT 





_____________________________ By:___________________________ 

Secretary / Assistant Secretary Its:____________________________ 





Exhibit A: Fiscal Year 2024 Proposed Budget 




Exhibit A 

Fiscal Year 2024 Proposed Budget 




























proposed budget to be provided 
under separate cover 


ACQUISITION AGREEMENT 



This Acquisition Agreement (the "Agreement") is made and entered into this ____ day of 
_______________, 2023 (the "Effective Date"), by and between: 



TRANQUILITY COMMUNITY DEVELOPMENT DISTRICT, a local unit of 
special-purpose government established pursuant to Chapter 190, Florida Statutes, 
being situated in the City of Titusville, Florida, and whose mailing address is c/o 
Governmental Management Services - Central Florida, LLC, 219 East Livingston 
Street, Orlando, Florida 32801 (the "District"); and 



SUNBELT TITUSVILLE INVESTMENTS, LLC, a limited liability company, 
the primary developer of lands within the boundaries of the District, whose primary 
address is 1645 Village Center Cir., Suite 170, Las Vegas, Nevada 89134 (the 
"Developer"). 



RECITALS 



WHEREAS, the District was established by Ordinance No. 4-2022 enacted by the City 
Council of the City of Titusville, on February 22, 2022 for the purpose of planning, financing, 
constructing, installing, operating, acquiring and/or maintaining certain infrastructure within and 
without the boundaries of the premises to be governed by the District as more fully described in 
the Improvement Plan (as defined below); and 



WHEREAS, the District has adopted an improvement plan for the planning, design, 
acquisition, construction, and installation of various infrastructure improvements and facilities 
within and without the boundaries of the District as described in the Engineer's Report prepared 
by Honeycutt & Associates and dated March 23, 2022 (the "Improvement Plan") and attached 
hereto as Exhibit "A"; and 



WHEREAS, the District desires to acquire from the Developer and the Developer desires 
to convey, or cause to be conveyed, to the District, on the terms and conditions set forth herein, in 
one or more conveyances, (i) the Public Improvements constructed and/or installed by the 
Developer, (ii) fee simple or easement rights in and/or under the District Land to the roadways, 
storm water management, sanitary sewer and water distribution systems, and other elements of the 
Public Improvements and to allow for the construction, installation, operation and maintenance of 
the Public Improvements thereon (collectively, the "District Lands"), and (iii) all designs, plans 
and specifications relating to the Public Improvements, prepared by, or on behalf of, the 
Developer, (collectively, the "Plans"). 



NOW, THEREFORE, in consideration of the mutual covenants herein contained, and for 
Ten and no/100ths Dollars ($10.00) from the District to the Developer and other good and 
valuable consideration between the parties, the receipt and sufficiency of which are hereby 
acknowledged by the parties, and subject to the terms and conditions hereof, the parties agree as 
follows: 




1. INCORPORATION OF RECITALS. The recitals stated above are true and 
correct and by this reference are incorporated by reference as a material part of this Agreement. 



2. DISTRICT FUNDING AGREEMENTS AND COMPLETION OF PUBLIC 
IMPROVEMENTS. Subject to the approval of the Board of Supervisors of the District, the 
District shall accept funding from the District Funding Agreements and shall dedicate the proceeds 
to pay for the costs to plan, finance, construct, install, operate, acquire and/or maintain the Public 
Improvements, including, but not limited to, all administrative, legal, warranty, engineering, 
permitting and other related soft costs, whether pursuant to existing contracts, change orders, 
contracts assigned by the Developer to the District, or future contracts signed by or on behalf of 
the District (collectively, the "Public Improvement Costs"). This obligation shall survive the 
closing on the conveyance by the Developer to the District of the Public Improvements or in the 
real property interest, including easements within which the Public Improvements are constructed 
or installed. 



3. CONVEYANCE OF PUBLIC IMPROVEMENTS, PLANS AND 
EASEMENTS. In accordance with the terms and conditions of this Agreement, including 
specifically the terms of payment set forth in Section 5 of this Agreement, the Developer shall, at 
the Closing (as hereinafter defined), in one or more conveyances, convey or cause to be conveyed 
to the District, and the District hereby agrees to purchase and accept, by dedication, deed, bill of 
sale or other appropriate form of conveyance satisfactory to the District and its counsel, (a) any 
and all of Developer's right, title and interest in and to the (i) Public Improvements in their then 
state of completion (ii) Plans, and (b) any necessary deeds or easements, in each case free and clear 
of all liens and encumbrances. One or more closing (the "Closing") of the aforementioned 
conveyances shall occur upon certification of the Public Improvements as complete by the District 
Engineer. Prior to the date of any Closing, the Developer shall provide the District with copies of 
a survey of the lands within the District and the Plans. Not less than ten (10) days prior to any 
Closing, the Developer shall provide either a commitment for title insurance, an attorney's opinion 
of title or other evidence of good, marketable and insurable title relating to the Easements which 
is satisfactory to the District. The parties acknowledge that, in connection with the conveyance of 
the Easements to the District, the Developer will execute all required documents, as appropriate, 
under this Section 3 and also Sections 4 and 9 hereof. 



By approval and execution of this Agreement, the District authorizes and ratifies the 
preparation and execution by the proper official(s) of the District of all documents necessary to 
effectuate the conveyances contemplated by this Agreement. 



4. CLOSING DOCUMENTS. At each Closing, the Developer shall deliver, or cause 
to be delivered, to the District the following: 



A. Deeds or easements in recordable form or bills of sale in a form acceptable to the 
District; 



B. Public Disclosure Act Affidavit pursuant to Section 286.23, Florida Statutes; 



C. Sworn Statement Under Section 287.133(3)(a), Florida Statutes; 




D. Such other instruments as the title insurance company shall reasonably require in 
order to issue its title policy to the District. 



5. PAYMENT FOR PUBLIC IMPROVEMENTS AND PLANS. After receipt by 
the District of funds from proceeds of the District Funding Agreements and in accordance with the 
terms of this Agreement, and provided there are sufficient proceeds available, the District agrees 
to pay the Developer at once or more Closing, for all the Developer's rights or interest in the Public 
Improvements and Plans, including payment of any and all reimbursements(s) to the Developer by 
the District for preparation of the Plans prior to assignment as follows: 



5.1 Payment for Public Improvements. Upon certification by the District Engineer 
and the Developer in accordance with Section 7 of this Agreement with respect to any portion of 
the Public Improvements to be conveyed, the District shall pay the Developer such certified 
amount from available funds. 



5.2 No Additional Payment Obligation. Except as deferred obligations for payment 
of the purchase price not otherwise paid by the District as provided for in Section 8 hereof, nothing 
in this Agreement shall obligate the District to make additional payments in the event that there 
are not sufficient funds available to the District from the proceeds of the District Funding 
Agreements, to pay for the Public Improvements or Plans. Any and all payments made by the 
District as herein set forth shall fully satisfy the District's obligation to the Developer and the 
Developer shall convey all Public Improvements and Plans as contemplated by this Agreement 
without any additional payment therefor. 



6. CONDITION OF PUBLIC IMPROVEMENTS; WARRANTY. At the time of 
conveyance by the Developer of the Developer's rights or interest in all or any portion of the Public 
Improvements as provided in Section 3 above, the portion of the Public Improvements being 
conveyed shall be in good condition, reasonably free from defects, as determined by the District's 
Engineer; and the Developer shall assign to the District any and all warranties from its contractors, 
guaranteeing to the District and to any government entity to which the Public Improvements may 
be conveyed by the District, that said Public Improvements shall be free from defects in materials, 
equipment or construction for a period of one (1) year from the date of completion of the Public 
Improvements or any portion thereof. 



7. CERTIFICATIONS. Before any payment by the District for the Public 
Improvements, including payment of any deferred obligations as provided for in Section 8 of this 
Agreement, the District shall be provided with a certificate (or certificates), signed by the District's 
Engineer and a certificate (or certificates) (collectively, the "Certifications") signed by the 
Developer certifying that: (a) the amount to be paid to the Developer for any portion of the Public 
Improvements does not exceed the lower of (i) the actual cost paid or to be paid by the Developer 
for said Public Improvements (based upon representations of the Developer) or (ii) the fair market 
value of such Public Improvements; (b) that said Public Improvements for which payment is to be 
made are part of the Improvement Plan; (c) that said Public Improvements conveyed or to be 
conveyed to the District have been installed or constructed in substantial conformity with the plans 
and specifications and in conformance with applicable rules, regulations, ordinances, laws and all 


permits and approvals governing the installation or construction of the same; (d) that all currently 
required approvals and permits for acquisition, construction, reconstruction, installation and 
equipping of the Public Improvements or any portion thereof have been obtained or can reasonably 
be expected to be obtained from all applicable regulatory bodies; and (e) that the Developer has 
paid all contractors, subcontractors and materialmen that have provided services or materials in 
connection with such Public Improvements. The Developer shall also certify to the District that 
each payment to be received pursuant to this Agreement does not constitute a loan of the proceeds 
of the District Funding Agreements to the Developer. 



8. DEFERRED OBLIGATIONS FOR PAYMENT. Payment by the District for 
any or all of the Public Improvements and Plans conveyed, or caused to be conveyed, by the 
Developer to the District, shall be made solely from the proceeds of the District Funding 
Agreements available for that purpose; provided however, if such proceeds or other moneys are 
not available, the District's obligation to pay to the Developer any unpaid amount for the Public 
Improvements and Plans so conveyed, and the District's obligation to reimburse the Developer for 
performance or payment under the Plans, shall be deferred and be paid, if ever, solely from funds 
available from future bond issues or other legally available funds made available to the District for 
this purpose, to pay for the Public Improvements and Plans, all in accordance with the provisions 
of Fla. Stat. §190. 



9. REPRESENTATIONS AND WARRANTIES OF THE DEVELOPER. The 
Developer represents and warrants to the District as follows, which representations and warranties 
shall be deemed made by the Developer to the District as of the Effective Date, and as of the date 
of Closing, and the Developer acknowledge that, but for such representations and warranties, the 
District would not execute this Agreement: 



(a) This Agreement, and the consummation of the transactions described 
herein, and all agreements, instruments and documents herein provided to be executed or to be 
caused to be executed by the Developer have been or shall be, duly authorized, executed and 
delivered by, and, upon delivery thereof, shall be binding upon and enforceable against the 
Developer in accordance with their respective terms. 



(b) The Developer has the legal right, power and authority to enter into this 
Agreement and to perform all of its obligations hereunder, and the execution and delivery of this 
Agreement and the performance by the Developer of its obligations hereunder shall not conflict 
with or result in a breach of any law or regulation, or order, judgment, writ, injunction or decree 
of any court or governmental instrumentality or any agreement or instrument to which the 
Developer is a party or by which the Developer is bound or to which the Developer or any portion 
of the Easements are subject. 



(c) The Developer holds record fee simple absolute title to the land within the 
District. 



(d) The Developer is not a foreign person and is not in any manner controlled 
by a foreign person within the meaning of Section 1445 of the Internal Revenue Code of 1986, as 
amended. 




(e) To the best knowledge of the Developer, the Developer has not received 
any notice of violation of any applicable law pertaining to the land within the District or any 
portion thereof, nor does the Developer have knowledge of any such violation. 



(f) To the best of knowledge of the Developer, there are no pending actions, 
suits, claims, or legal proceedings affecting the land within the District or any portion thereof, at 
law or in equity, before any court or governmental agency. 



(g) The Developer further covenants, represents, and warrants, as of the 
Effective Date hereof and the date of Closing, that (i) it will take no action prior to recording the 
Easements affecting the title to the Easements, (ii) the Developer has collected and remitted all 
taxes and filed all applicable tax returns in connection with the use and operation of the Easements 
and are current in the payment of all such taxes, except for the current year's real estate taxes, (iii) 
there are no actions or proceedings now pending in any state or Federal court or other governmental 
body of which the Developer is a party, including, but not limited to, proceedings in bankruptcy, 
receivership or insolvency, which would adversely affect the title to the Easements or the ability 
of the Developer to close on the conveyance of the Easements to the District, and (iv) there are no 
parties in possession of or with any rights to possession of any portion of the land within the 
District to be conveyed to the District other than the Developer. 



10. INDEMNIFICATION. 



(a) The Developer agrees to indemnify and hold harmless the District from and 
against any and all costs, liabilities, claims, obligations, expenses, losses, damages, judgments or 
other injuries (including, but not limited to, reasonable attorneys' fees, costs and expenses of 
litigation and appeals) (collectively, "Damages") arising out of and to the extent attributable to the 
negligent acts, errors, or omissions, or willful misconduct of the Developer, its agents, contractors 
or employees in the performance of its obligations under this Agreement. The covenants and 
representations relating to this indemnification provision shall survive the term of this Agreement 
and continue in full force and effect. 



(b) (i) The District shall give the Developer prompt written notice of any 
claims for Damages made by third parties ("Third Party Claims"), setting forth therein in 
reasonable detail the basis for such Third Party Claim, and the Developer shall have the right 
(unless (1) the Developer is also a party to such proceeding and the District determines in good 
faith that joint representation would be inappropriate, or (2) the Developer fails to provide 
reasonable assurance to the District of its financial capacity to defend such proceeding and provide 
indemnification with respect to such proceeding) to undertake the defense thereof by 
representatives chosen by it, provided that failure to provide such prompt notice shall not affect 
the Developer's obligations hereunder, except to the extent that the Developer is actually 
prejudiced by such failure; and provided further, that the District will reasonably cooperate with 
the Developer in defending such Third Party Claim. 



(ii) If the Developer, within a reasonable time after written notice of any 
such Third Party Claim is received by Developer, fails to defend the District against such Third 


Party Claim, the District shall (upon further written notice to the Developer) have the right to 
undertake the defense, compromise or settlement of such Third Party Claim on behalf of and for 
the account and risk of the Developer subject to the right of the Developer to assume the defense 
of such Third Party Claim at any time prior to settlement, compromise or final determination 
thereof. 



(iii) Any provision in this Section 10(b) to the contrary notwithstanding, 
(1) if there is a reasonable probability that a Third Party Claim may materially and adversely affect 
the District other than as a result of money damages or other money payments, the District shall 
have the right to defend, compromise or settle such Third Party Claim; provided however, that if 
such Third Party Claim is settled without the Developer's consent, the District shall be deemed to 
have waived all rights hereunder against the Developer for money damages arising out of such 
Third Party Claim; and (2) the Developer shall not, without the written consent of the District, 
settle or compromise any Third Party Claim or consent to the entry of any judgment which does 
not include as an unconditional term thereof the giving by the claimant or the plaintiff to the 
District a release from all liability in respect to such Third Party Claim. 



11. SUCCESSORS. The rights and obligations created by this Agreement shall be 
binding upon and inure to the benefit of Developer and District, their heirs, executors, receivers, 
trustees, successors and assigns. 



12. CONSTRUCTION OF TERMS. Whenever used, the singular number shall 
include the plural, the plural the singular; the use of any gender shall include all genders, as the 
context requires; and the disjunctive shall be construed as the conjunctive, the conjunctive as the 
disjunctive, as the context requires. 



13. ENTIRE AGREEMENT. This Agreement contains the entire understanding 
between District and Developer and each agrees that no representation was made by or on behalf 
of the other that is not contained in this Agreement, and that in entering into this Agreement neither 
party relied upon any representation not herein contained. 



14. CAPTIONS. The captions for each section of this Agreement are for convenience 
and reference only and in no way define, describe, extend, or limit the scope of intent of this 
Agreement, or the intent of any provision hereof. 



15. SEVERABILITY. If any provision of this Agreement, the deletion of which 
would not adversely affect the receipt of any material benefit by any party hereunder or 
substantially increase the burden of any party hereto, shall be held to be invalid or unenforceable 
to any extent, the same shall not affect in any respect whatsoever the validity or enforceability of 
the remainder of this Agreement. 



16. EXECUTION OF DOCUMENTS. Each party covenants and agrees that it will 
at any time and from time to time do such acts and execute, acknowledge and deliver, or cause to 
be executed, acknowledged and delivered, such documents reasonably requested by the parties 
necessary to carry out fully and effectuate the transaction herein contemplated and to convey good 
and marketable title for all conveyances subject to this Agreement. 




17. COUNTERPARTS. This Agreement may be executed in any number of 
counterparts, each of which when executed and delivered shall be an original; however, all such 
counterparts together shall constitute, but one and the same instrument. Signature and 
acknowledgment pages, if any, may be executed by facsimile, which shall be good as an original, 
and may be detached from the counterparts and attached to a single copy of this document to 
physically form one document. 



18. AUTHORITY. The execution of this Agreement has been duly authorized by the 
appropriate body or official of all parties hereto, each party has complied with all the requirements 
of law, and each party has full power and authority to comply with the terms and provisions of this 
Agreement. 



19. AMENDMENTS AND WAIVERS. This Agreement may not be amended, 
modified, altered, or changed in any respect whatsoever except by a further agreement in writing 
duly executed by the parties hereto. No failure by District or Developer to insist upon the strict 
performance of any covenant, duty, agreement, or condition of this Agreement or to exercise any 
right or remedy upon a breach thereof shall constitute a waiver of any such breach or of such or 
any other covenant, agreement, term, or condition. Either party hereto, by notice, may, but shall 
be under no obligation to, waive any of its rights or any conditions to its obligations hereunder. 
No waiver shall affect or alter this Agreement but each and every covenant, agreement, term, and 
condition of this Agreement shall continue in full force and effect with respect to any other thenexisting 
or subsequent breach thereof. 



20. APPLICABLE LAW. This Agreement is made and shall be construed under the 
laws of the State of Florida. Any suit to enforce the terms of this Agreement shall be brought in 
the Eighteenth Judicial Circuit, in and for Brevard County, Florida. 



21. SPECIFIC PERFORMANCE. In the event of the Developer's default under this 
Agreement, the parties agree as to the absence of adequate remedies at law; therefore, the District 
shall have, in addition to such rights and remedies as provided by general application of law, the 
right to obtain specific performance of the Developer's obligations hereunder. 



22. REMEDIES. A default by either party under the Agreement shall entitle the other 
to all remedies available at law or in equity, which shall include but not be limited to the right of 
damages, injunctive relief and specific performance and specifically include the ability of the 
District to enforce any and all payment obligations under this Agreement through the imposition 
and enforcement of a contractual or other lien on property owned by the Developer. 



23. COSTS AND FEES. In the event that either party is required to enforce this 
Agreement by court proceedings or otherwise, then the parties agree that the prevailing party shall 
be entitled to recover from the other all costs incurred, including reasonable attorney's fees and 
costs for trial, alternate dispute resolution, or appellate proceedings. 



24. NO THIRD-PARTY BENEFICIARIES. This Agreement is solely for the 
benefit of the formal parties herein and no right or cause of action shall accrue upon or by reason 


hereof, to or for the benefit of any third party not a formal party hereto. Nothing in this Agreement 
expressed or implied is intended or shall be construed to confer upon any person or corporation 
other than the parties hereto any right, remedy or claim under or by reason of this Agreement or 
any provisions or conditions hereof; and all of the provisions, representations, covenants and 
conditions herein contained shall inure to the sole benefit of and shall be binding upon the parties 
hereto and their respective representatives, successors and assigns. 



25. ARM'S LENGTH TRANSACTION. This Agreement has been negotiated fully 
between the parties in an arm's length transaction. The parties participated fully in the preparation 
of this Agreement with the assistance of their respective counsel. In the case of a dispute 
concerning the interpretation of any provision of this Agreement, the parties are deemed to have 
drafted, chosen and selected the language, and the doubtful language will not be interpreted or 
construed against any party. 



26. ASSIGNMENT. This Agreement, or any monies to become due hereunder, may 
be assigned by the Developer, provided that the Developer first obtains the prior written approval 
of the District, which approval shall not unreasonably be withheld or delayed. The District shall 
not assign this Agreement or any of the rights or obligations of the District hereunder. 



27. FURTHER ASSURANCES. At any and all times, the Developer and District 
shall, so far as either may be authorized by law, make, do, execute, acknowledge and deliver, all 
and every other further acts, deeds, conveyances, assignments, transfers and assurances as may be 
necessary or desirable, as determined by the District, for the better assuring, conveying, granting, 
assigning and confirming, as applicable, of any and all rights or interests in the Public 
Improvements and Plans which are intended or required to be acquired by or conveyed to or by 
the District as contemplated by the Indenture and this Agreement, including the conveyance, 
assignment or transfer to other government agencies of such portions of, or interests in, the Public 
Improvements and Plans as authorized, directed or required by applicable laws or regulations, 
conditions of development orders, or agreements entered into by the District. 



28. NOTICES. All notices, requests, consents and other communications under this 
Agreement ("Notices") shall be in writing and shall be (a) personally delivered, (b) transmitted by 
United States or Canadian postage prepaid mail, registered or certified mail, return receipt 
requested, or (c) transmitted by reputable overnight carrier service, to the parties, as follows: 







A. If to the District: Tranquility Community 
Development District 

c/o Governmental Management Services - 
Central Florida, LLC 

219 East Livingston Street 

Orlando, Florida 32801 

Attn: District Manager 






With a copy to: Cobb Cole 

231 N. Woodland Blvd. 

DeLand, Florida 32720 

Attn: Mark A. Watts, Esq. 



B. If to the Developer: Sunbelt Titusville 

Investments, LLC 

1645 Village Center Cir., Suite 170 

Las Vegas, Nevada 89134 



Except as otherwise provided in this Agreement, any Notice shall be deemed received only 
upon actual delivery at the address set forth above. Notices delivered after 5:00 p.m. (at the place 
of delivery) or on a non-business day, shall be deemed received on the next business day. If any 
time for giving Notice contained in this Agreement would otherwise expire on a non-business day, 
the Notice period shall be extended to the next succeeding business day. Saturdays, Sundays and 
legal holidays recognized by the United States government shall not be regarded as business days. 
Counsel for the District and counsel for the Developer may deliver Notice on behalf of the District 
and the Developer. Any party or other person to whom Notices are to be sent or copied may notify 
the other parties and addressees of any change in name or address to which Notices shall be sent 
by providing the same on five (5) days written notice to the parties and addressees set forth herein. 



29. SURVIVAL. Notwithstanding any provision in this Agreement to the contrary, 
the rights and obligations of the parties hereto shall survive the Closing. 









[SIGNATURES ON FOLLOWING PAGE] 












IN WITNESS WHEREOF, the parties hereto execute this Agreement and further agree 
that it shall take effect as of the Effective Date first above written. 





Attest: TRANQUILITY COMMUNITY 
DEVELOPMENT DISTRICT 





______________________________ By:_______________________________ 

Secretary/Assistant Secretary Chair/Vice-Chair 



Date: ____________________ 







STATE OF FLORIDA 

COUNTY OF _____________ 



The foregoing instrument was acknowledged before me by means of ☐ physical presence 
or ☐ online notarization this ____ day of ________________, 2023, by 
_________________________, as Chair/Vice-Chair of the Board of Supervisors for 
TRANQUILITY COMMUNITY DEVELOPMENT DISTRICT, who is personally known and/or 
produced ______________________ as identification and who being duly sworn, deposes and 
says that the aforementioned is true and correct to his or her best knowledge. 



____________________________________ 

Signature of Notary Public, State of Florida 

[SEAL] Print Name: _________________________ 

Commission No: _____________________ 

Commission Expires: __________________ 








SUNBELT TITUSVILLE INVESTMENTS, 
LLC, a limited liability company 

WITNESSES: 



___________________________ By: ________________________________ 

Sign Name Print Name: _________________________ 

___________________________ Its: ________________________________ 

Print Name 



___________________________ Date: _______________________ 

Sign Name 

___________________________ 

Print Name 







STATE OF FLORIDA 

COUNTY OF _________________ 



The foregoing instrument was acknowledged before me by means of ☐ physical presence 
or ☐ online notarization this ____ day of ______________, 2023, by 
_________________________, as ________________________ of Sunbelt Titusville 
Investments, LLC, a limited liability company who is personally known to me or has produced 
___________________ as identification and who being duly sworn, deposes and says that the 
aforementioned is true and correct to the best of his or her knowledge. 







____________________________________ 

Signature of Notary Public, State of Florida 

[SEAL] Print Name: _________________________ 

Commission No: _____________________ 

Commission Expires: __________________ 






Exhibit "A" 

Engineer's Report 






April 17, 2023 



Ms. Brittany Brookes, Recording Secretary 

219 East Livingston Street 

Orlando, Florida 32801 





RE: Tranquility Community Development District 

Dear Ms. Brookes: 



I am writing in response to your request of April 3, 2023 for the number of registered voters within the 
afore-mentioned communities. 



Please be advised our records indicate the number of registered voters as of April 15, 2023 are as 
follows: 



Tranquility Community Development District 0 





If you need any additional information, or have any questions, please feel free to contact me at 
321.290.8683. 



Kind regards, 



A picture containing letter
Description automatically generated
Tim Bobanic 







TB/dy