Cypress Park Estates Community Development District Landowners’ and Board of Supervisors Meeting Agenda November 17, 2026 November 10, 2026 Board of Supervisors Cypress Park Estates Community Development District Dear Board Members: A meeting of the Board of Supervisors of the Cypress Park Estates Community Development District will be held Tuesday, November 17, 2026 at 10:10 AM at the Lake Alfred Public Library – 245 N Seminole Ave, Lake Alfred, FL 33850. Zoom Link: https://us06web.zoom.us/j/82368304013 Call-In Information: 1-646-876-9923 Meeting ID: 823 6830 4013 Landowners’ Meeting 1. Determination of Number of Voting Units Represented 2. Call to Order 3. Election of Chairman for the Purpose of Conducting the Landowners’ Meeting 4. Nominations for the Position of Supervisor 5. Casting of Ballots 6. Ballot Tabulation 7. Landowners’ Questions and Comments 8. Adjournment Board of Supervisors Meeting 1. Roll Call 2. Public Comment Period (Public Comments are limited to three (3) minutes each) 3. Organizational Matters A. Administration of Oath to Newly Elected Board Members i. Kelly Mercado – General Election, Seat #4 ii. Landowner Seat #5 B. Consideration of Resolution 2027-01 Canvassing and Certifying the Results of the Landowners’ Election C. Acceptance of Resignation from Steve Rosser – Seat #3 D. Appointment of Individual to Fill Board Vacancy in Seat #3 E. Administration of Oath to Newly Appointed Individual F. Election of Officers G. Consideration of Resolution 2027-02 Electing Officers 4. Approval of Minutes of the September 22, 2026 Board of Supervisors Meeting 5. Consideration of Agreement with PayGov.US for Electronic Payment Processing 6. Staff Reports A. Attorney B. Engineer C. Field Manager’s Report D. District Manager’s Report i. Approval of Check Register ii. Balance Sheet & Income Statement 7. Other Business 8. Supervisors Requests and Audience Comments 9. Adjournment Landowners' Meeting INSTRUCTIONS RELATING TO LANDOWNERS’ MEETING OF THE CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT FOR THE ELECTION OF SUPERVISORS DATE: November 17, 2026 TIME: 10:00AM LOCATION: Lake Alfred Public Library – 245 N. Seminole Ave, Lake Alfred, FL 33850 Pursuant to Chapter 190, Florida Statutes, and after a Community Development District (“District”) has been established and the landowners have held their initial election, there shall be a subsequent landowners’ meeting for the purpose of electing members of the Board of Supervisors (“Board”) every two (2) years until the District qualifies to have its board members elected by the qualified electors of the District. The following instructions on how all landowners may participate in the election are intended to comply with Section 190.006(2)(b), Florida Statutes. A landowner may vote in person at the landowners’ meeting, or the landowner may nominate a proxy holder to vote at the meeting in place of the landowner. Whether in person or by proxy, each landowner shall be entitled to cast one (1) vote per acre of land owned by him or her and located within the District, for each position on the Board that is open for election for the upcoming term. A fraction of an acre shall be treated as one (1) acre, entitling the landowner to one vote with respect thereto. For purposes of determining voting interests, platted lots shall be counted individually and rounded up to the nearest whole acre. Moreover, please that a particular parcel of real property is entitled to only one (1) vote for each eligible acre of land or fraction thereof; therefore, two or more people who own real property in common, that is one (1) acre or less, are together entitled to only one (1) vote for that real property. At the landowners’ meeting, the first step is to elect a chair for the meeting, who may be any person present at the meeting. The landowners shall also elect a secretary for the meeting who may be any person present at the meeting. The secretary shall be responsible for the minutes of the meeting. The chair shall conduct the nominations and the voting. If the chair is a landowner or proxy holder of a landowner, he or she may nominate candidates and make and second motions. Candidates must be nominated and then shall be elected by a vote of the landowners. Nominees may be elected only to a position on the Board that is open for election for the upcoming term. This year, one (1) seat on the Board will be up for election by landowners. The candidate receiving the highest number of votes shall be elected for a term of four (4) years. The term of office for the successful candidate shall commence upon election. A proxy is available upon request. To be valid, each proxy must be signed by one (1) of the legal owners of the property for which the vote is cast and must contain the typed or printed name of the individual who signed the proxy; the street address, legal description of the property or tax parcel identification number; and the number of authorized votes. If the proxy authorizes more than one vote, each property must be listed and the number of acres of each property must be included. The signature on a proxy does not need to be notarized LANDOWNER PROXY CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT LANDOWNERS’ MEETING KNOW ALL MEN BY THESE PRESENTS, that the undersigned, the fee simple owner of the lands described herein, hereby constitutes and appoints ________________________ (“Proxy Holder”) for and on behalf of the undersigned, to vote as proxy at the meeting of the landowners of the District to be held at the Lake Alfred Public Library- 245 N. Seminole Ave, Lake Alfred, FL 33850 on November 17, 2026, at 10:00 a.m., and at any adjournments thereof, according to the number of acres of unplatted land and/or platted lots owned by the undersigned landowner that the undersigned would be entitled to vote if then personally present, upon any question, proposition, or resolution or any other matter or thing that may be considered at said meeting including, but not limited to, the election of members of the Board of Supervisors. Said Proxy Holder may vote in accordance with his or her discretion on all matters not known or determined at the time of solicitation of this proxy, which may legally be considered at said meeting. Any proxy heretofore given by the undersigned for said meeting is hereby revoked. This proxy is to continue in full force and effect from the date hereof until the conclusion of the landowners’ meeting and any adjournment or adjournments thereof but may be revoked at any time by written notice of such revocation presented at the landowners’ meeting prior to the Proxy Holder’s exercising the voting rights conferred herein. _________________________________ Printed Name of Legal Owner Signature of Legal Owner Date __________________________________________ Parcel Description Acreage Authorized Votes [Insert above the street address of each parcel, the legal description of each parcel, or the tax identification number of each parcel. If more space is needed, identification of parcels owned may be incorporated by reference to an attachment hereto.] Total Number of Authorized Votes: ______________ NOTES: Pursuant to Section 190.006(2)(b), Florida Statutes, a fraction of an acre is treated as one (1) acre entitling the landowner to one vote with respect thereto. Moreover, two (2) or more persons who own real property in common that is one acre or less are together entitled to only one vote for that real property. If the fee simple landowner is not an individual, and is instead a corporation, limited liability company, limited partnership or other entity, evidence that the individual signing on behalf of the entity has the authority to do so should be attached hereto (e.g., bylaws, corporate resolution, etc.). Board of Supervisors Meeting RESOLUTION 2027-01 A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT CANVASSING AND CERTIFYING THE RESULTS OF THE LANDOWNERS’ ELECTION OF SUPERVISORS HELD PURSUANT TO SECTION 190.006(2), FLORIDA STATUTES, AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Cypress Park Estates Community Development District (“District”) is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated entirely within the City of Haines City, Florida; and WHEREAS, pursuant to Section 190.006(2), Florida Statutes, a landowners meeting is required to be held within ninety (90) days of the District’s creation and every two (2) years following the creation of the District for the purpose of electing supervisors of the District; and WHEREAS, such landowners meeting was held at which the below recited persons were duly elected by virtue of the votes cast in their favor; and WHEREAS, the Board of Supervisors of the District, by means of this Resolution, desires to canvas the votes and declare and certify the results of said election. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT: 1. ELECTION RESULTS. The following person is found, certified, and declared to have been duly elected as a Supervisor of and for the District, having been elected by the votes cast in their favor as shown: Seat Number Supervisor Number of Votes 5 ____________ 2. TERMS. In accordance with Section 190.006(2), Florida Statutes, and by virtue of the number of votes cast for the Supervisor, the above-named person is declared to have been elected for the following term of office: Seat Number Supervisor Term Term Expiration 5 4-year November 2030 3. EFFECTIVE DATE. This Resolution shall become effective immediately upon its adoption. PASSED AND ADOPTED this 17th day of November 2026. ATTEST: _________________________________ Secretary/Assistant Secretary CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT ________________________________________ Chairperson/Vice Chairperson, Board of Supervisors RESOLUTION 2027-02 A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT ELECTING THE OFFICERS OF THE CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Cypress Park Estates Community Development District (“District”), is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated in Polk County, Florida; and WHEREAS, the Board of Supervisors of the District (“Board”) desires to elect the Officers of the District. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT: SECTION 1. The following persons are elected to the offices shown: Chairperson Vice Chairperson Secretary Assistant Secretary Assistant Secretary Assistant Secretary SECTION 2. This Resolution shall become effective immediately upon its adoption. PASSED AND ADOPTED this 17th day of November 2026. ATTEST: _________________________________ Secretary/Assistant Secretary CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT Chairperson/Vice Chairperson, Board of Supervisors MINUTES OF MEETING CYPRESS PARK ESTATES COMMUNITY DEVELOPMENT DISTRICT The regular meeting of the Board of Supervisors of the Cypress Park Estates Community Development District was held Tuesday, September 22, 2026, at 10:00 a.m. at the Lake Alfred Public Library, 245 N. Seminole Ave., Lake Alfred, Florida. Present and constituting a quorum: Alan Metzger Vice Chairman McKinzie Terrill Assistant Secretary Maria Perez Assistant Secretary Henry Chirinos Assistant Secretary Also present were: Jill Burns District Manager, GMS Christine Wells District Manager, GMS Grace Rinaldi District Counsel, Kilinski Van Wyk Rey Malave by Zoom District Engineer, Dewberry Marshall Tindall Field Manager GMS FIRST ORDER OF BUSINESS Roll Call Ms. Wells called the meeting to order at 10:01 a.m. Four Supervisors were in attendance constituting a quorum. SECOND ORDER OF BUSINESS Public Comment Period Ms. Wells opened the public comment period. Resident mentioned he was there to learn more and voiced concerns regarding speeding in the community and maintenance concerns that were HOA responsibility. THIRD ORDER OF BUSINESS Approval of the Minutes of the July 28, 2026 Board of Supervisors Meeting Ms. Wells presented the minutes from the July 28, 2026, Board of Supervisors meeting and asked for any questions, comments, or corrections. On MOTION by Mr. Metzger, seconded by Mr. Terrill, with all in favor, the Minutes of the July 28, 2026, Board of Supervisors Meeting, were approved FOURTH ORDER OF BUSINESS Consideration of Fiscal Year 2026 Audit Engagement Letter with Grau Ms. Wells stated this covers the District’s financial statement audit for the year ending September 30, 2026. The proposal fee is NTE $4,700 and corresponds to the FY2027 annual audit budget. On MOTION by Mr. Metzger, seconded by Mr. Terrill, with all in favor, the Fiscal Year 2026 Audit Engagement Letter with Grau, was approved. FIFTH ORDER OF BUSINESS Presentation of Arbitrage Report for Series 2022 Ms. Wells stated the arbitrage report is on page 24 of the agenda package. The report shows net rebatable arbitrage of -123,197.55 and concludes no rebate liability existed this time. Ms. Burns noted this report is required under the trust indenture for the bonds. There are certain tax obligations if the District earns more interest than they pay on the bonds. On MOTION by Ms. Perez, seconded by Mr. Chirinos, with all in favor, Accepting the Arbitrage Report for Series 2022, was approved. SIXTH ORDER OF BUSINESS Consideration of Resolution 2026-13 Appointing Christine Wells as Assistant Secretary Ms. Wells stated this resolution would appoint her as Assistant Secretary which would become effective immediately upon adoption. It would give her the ability to attest signatures and conduct business for the District. On MOTION by Mr. Terrill, seconded by Mr. Metzger, with all in favor, Resolution 2026-13 Appointing Christine Wells as Assistant Secretary, was approved. SEVENTH ORDER OF BUSINESS Consideration of Reserve Study Proposals A. Reserve Advisors B. Capital Reserve Advisors Ms. Wells stated this will be the District’s first reserve study. The proposal from Reserve Advisors was $7,150 and the proposal from Capital Reserve Advisors was $3,250. It is very much apples to apples. The FY2027 reserve study budget is $6,500. On MOTION by Mr. Metzger, seconded by Mr. Terrill, with all in favor, the Reserve Study Proposal from Capital Reserve Advisors, was approved. EIGHTH ORDER OF BUSINESS Items Requested by Supervisor Metzger A. Discussion Regarding Taking Over Maintenance of Bice Grove Road – requested Supervisor Metzger i. Consideration of Bice Grove Road Additional Services Proposal Mr. Metzger stated he liked the idea of the District doing the maintenance on Bice Grove Road but doesn’t like the price of $5,000. It is not in this year’s budget. He suggested the Board include it in the fiscal year 2028 budget discussions. B. Discussion Regarding the Fiscal Year 2026 Reserve Transfer – requested Supervisor Metzger Mr. Metzger stated he would like to increase the FY2026 reserve transfer from $57,603 up to $75,000 which is the same amount the Board did in the previous fiscal year. He would like to transfer an additional $17,397 from the General Fund to the Capital Reserve Fund. On MOTION by Mr. Terrill seconded by Mr. Metzger with all in favor, to Increase the FY26 Reserve Transfer to $75,000, was approved. C. Discussion Regarding Mailed Notice to All Homeowners for Landowner Election – requested Supervisor Metzger Mr. Metzger noted email only and putting it in the agenda online is not going to be sufficient to generate the interest that he would like the community to have in the landowner election. He is proposing that they mail all the documentation to each homeowner concerning the rules, regulations, date, time, everything for the landowner election in November. He suggested the CDD send the notice and the HOA fund it. He proposed the HOA be formally advised of the cost so they can vote to go ahead and pay for it which is needed prior to mailing. Ms. Rinaldi stated it could be approved subject to payment by the HOA. On MOTION by Mr. Metzger, seconded by Mr. Terrill, with all in favor, to Direct Staff to Send a Notice Regarding the Upcoming Landowners Election that Includes the Instructions and the Proxy Subject to Confirmation from the HOA that they will pay the Cost - NTE $1,500, was approved. NINTH ORDER OF BUSINESS Staff Reports A. Attorney Ms. Rinaldi reminded the Board to complete their ethics training by the end of the year. B. Engineer i. Consideration of Dewberry Work Authorization for Fiscal Year 2027 Services Mr. Malave presented the Dewberry FY27 work authorization. On MOTION by Mr. Metzger, seconded by Mr. Chirinos, with all in favor, the Dewberry Work Authorization for FY2027 Services, was approved. C. Field Manager’s Report i. Janitorial Maintenance Items – Clean Star Services a) Consideration of Increase for Fiscal Year 2027 Mr. Tindall reviewed the Field Management Report on page 76 of the agenda package. Mr. Tindall reported a small increase of $25 per month for base service from $475 to $500 per month. b) Consideration of Additional Services Proposal c) Presentation of Recommended Services Summary Breakdown for 2027 d) Janitorial Map of Waste Can Locations a) Consideration of Massey Termite Protection Renewal b) Consideration of Basic Pest Control Renewal for Amenity Center c) Presentation of Recommended Treatments for Parks a) Consideration of Fiscal Year 2027 Renewal ii. Consideration of Proposal from Resort Pools for Pool and Fountain Maintenance Increase iii. Pest Control Items – Massey iv. Landscape Maintenance Items – Prince & Sons Mr. Tindall noted some recommended additional services included that were budgeted for accordingly. The summary chart is on page 86 of the agenda package. Mr. Tindall stated the recommended annual janitorial services total would be $14,740 and the budget is $16,000. Mr. Tindall noted the map of waste can locations is on page 88 of the agenda package. Mr. Tindall noted the pool maintenance increase went from $1,975 to $2,025 per month which was budgeted for. The vendor also provides service on the fountain at the front entrance with an increase from $150 to $155 monthly. Mr. Tindall reported no increase for the core services. There is a termite proposal an annual once a year check. The bait stations are along the perimeter of the building. Mr. Tindall stated the budget accommodates the pool building and playgrounds at $1,500. Everything altogether it would be $2,280 and the budget is $1,500. The Board decided to go with everything at $2,280. Mr. Tindall reported Prince & Sons held their price on landscaping assuming the Board is willing to approve the fuel surcharge. They will extend that through the end of the year. Mr. b) Presentation of Recommended Additional Services c) Consideration of Proposal for Landscape Replacements Metzger suggested holding off on the $5k, not comfortable with doing the extra mowing since the city does it as their responsibility. Mr. Tindall stated palm trimming is written up as an extra service. The proposed service covers 51 palm trees, with trimming typically occurring twice annually, once in the fall and once in spring or summer. It is forecasted every year but is forecasted as an extra service and has to be approved on an as needed basis. He suggested doing a NTE to include it and have it done automatically. Mr. Metzger noted the HOA is contracting Prince & Sons to trim the trees in the area between the sidewalk and the roads which will be twice a year service. Mr. Tindall stated the community is due for mulch. It is not a built-in service. It is just done under the landscape replacement budget. There is $35k for mulch for two applications per year. On MOTION by Mr. Metzger, seconded by Mr. Terrill, with all in favor, Everything under Item C Except Bice Grove Road Maintenance, was approved. D. District Manager’s Report i. Approval of Check Register ii. Balance Sheet & Income Statement Ms. Wells presented the check register totaling $59,171.74. If the Board doesn’t have any questions regarding the check register, she is looking for a motion to approve. On MOTION by Mr. Metzger, seconded by Ms. Perez, with all in favor, the Check Register, was approved. Ms. Wells noted the financial statements are included in the agenda package for review. Mr. Metzger asked if it’s true that the last financials that they have show the District $91k to the good as of the end of August. Ms. Wells stated that is right. TENTH ORDER OF BUSINESS Other Business There being no comments, the next item followed. ELEVENTH ORDER OF BUSINESS Supervisors' Requests and Audience Comments Mr. Metzger requested researching a right-hand turn lane on Bice Grove Rd. onto East Johnson Ave. He asked what the cancellation of the security contract cost the CDD. Ms. Burns stated they have not received the final invoice yet. Ms. Wells opened the public comment period. Resident spoke about landscape company blowing the sidewalks and blowing grass clippings. People blocking the sidewalks. Ms. Burns stated it’s a traffic enforcement issue – reach out to the police dept. Mr. Metzger stated he will ask the HOA to send a notice to residents. TWELFTH ORDER OF BUSINESS Adjournment Ms. Burns asked for a motion to adjourn. On MOTION by Mr. Metzger, seconded by Ms. Perez, with all in favor, the meeting was adjourned at 10:55 a.m. Secretary/Assistant Secretary Chairman/Vice Chairman PayGOV.US, LLC. 7915 S. Emerson Ave B199 Indianapolis, IN 46237 PAYMENT PROCESSING SERVICES AGREEMENT THIS PAYMENT PROCESSING SERVICES AGREEMENT (this “Agreement”) is made and entered into effective November 17, 2026 (the “Effective Date”), by and between PayGOV.US, LLC, a Indiana limited liability company (“PGV”), with its principal address at 7915 S. Emerson Ave B199, Indianapolis, IN 46237, and the Cypress Park Estates Community Development District, a local unit of special-purpose government established under Chapter 190, Florida Statutes (the “District”), with its principal address at c/o Governmental Management Services – CF, 219 East Livingston Street, Orlando, Florida 32801. 1. Services. PGV has designed and developed a payment processing system and internet processing services for governmental entities to enhance the collection of payments and other obligations on a 24/7 basis. PGV will provide the District with online payment acceptance, inperson and telephone payment acceptance (if requested by the District), and the related processing, settlement, and reporting services described in this Agreement (collectively, the “Services”), so that the District may accept payment by credit card, charge card, bank debit card, and electronic funds transfer, including by a method for accepting payment online, as required by section 215.322(5), Florida Statutes, as amended by chapter 2026-169, Laws of Florida, effective January 1, 2027. A person wanting to pay an obligation owed to the District may do so by logging on to the designated website link, or through any other payment channel the District elects to offer under this Agreement, at no cost to the District. PGV will also provide, upon the District’s request, cardswipe or other point-of-sale equipment for onsite payments at no cost to the District. The equipment remains PGV’s property, and PGV is responsible for installing, maintaining, updating, and replacing it. Upon expiration or termination of this Agreement, the District will make the equipment available for retrieval by PGV at PGV’s expense, and the District is not responsible for ordinary wear and tear. 2. Convenience Fees. PGV will assess the person making the payment (and not the District) a convenience fee equal to 3% of the transaction amount for all POS, online, mobile, or over-thephone (in office) credit card, charge card, and debit card transactions. A minimum flat convenience fee of $1.00 will apply to any such transaction under $33.00. E-Check (ACH) transactions will be charged a flat fee of $1.00 per transaction to the person making the payment, and not to the District. Before the payer submits any transaction, PGV must clearly disclose the amount of the convenience fee and that it is charged by PGV and not by the District, and must allow the payer to cancel the transaction without charge. The convenience fee is billed separately from the amount owed to the District and is paid directly to and retained by PGV as PGV’s sole compensation for the Services. The convenience fee is not an assessment, rate, fee, rental, or other charge imposed by the District, is not revenue of the District, and will not be received or retained by the District or its district manager. PGV is solely responsible for ensuring that the convenience fee, as assessed and disclosed, complies with applicable law and all applicable card network rules. PGV may not increase the convenience fee or impose any new or additional fee, on the District or on payers, without a written amendment to this Agreement approved by the District’s Board of Supervisors and signed by both parties. 3. Settlement and Reporting. The Services include timely and accurate transaction processing, next business day reconciliation, and transfer by ACH of the full amount of each payment, without deduction or offset for any convenience fee or other charge, from PGV to the District’s designated depository account within [two (2)] business days after the transaction is authorized. All payments PGV receives for obligations owed to the District are the property of the District and are held by PGV in trust for the District. PGV must provide the District and its district manager with online access to transaction-level reporting and a monthly statement identifying, for each transaction, the date, payer, amount paid to the District, convenience fee charged, and any refund, return, or chargeback. PGV may not debit the District’s account except to reverse an E-Check transaction that is returned or charged back through the ACH network, and then only after written notice to the District identifying the transaction. At the District’s written direction, PGV will process refunds to payers of amounts paid to the District (for example, returned rental deposits), and the District will fund the refunded amount. PGV may not charge the District for processing a refund. 4. Card and Account Verification. Section 215.322(5)(a), Florida Statutes, requires the District to verify both the validity of any credit card, charge card, bank debit card, or electronic funds transfer used and the existence of appropriate credit with respect to the person using the card or transfer. PGV will perform that verification on the District’s behalf before authorizing each transaction and will not authorize any transaction that fails verification. 5. No Cost to District; Independent Contractor; Confidentiality. PGV will provide the Services to the District during the term of this Agreement, beginning on the Effective Date. PGV agrees the District is not responsible for any compensation for the Services, and the District will not pay any setup, equipment, monthly, minimum, transaction, chargeback, or other fees, or any associated operational costs or local, state, or federal taxes, on behalf of PGV. Nothing in this Agreement requires the District to accept payments exclusively through PGV or to process any minimum volume. PGV accepts and agrees to perform all Services as an independent contractor and not as an employee, agent, or partner of the District, except for the limited authorizations in Section 14. PGV and the District each agree (i) to hold the other party’s confidential information in strict confidence; and (ii) not to disclose such information to any third parties without the prior written consent of the disclosing party or as required by law or regulation. PGV acknowledges that the District is subject to Chapter 119, Florida Statutes, and that the District’s obligations under this Section extend only to information that is confidential or exempt from public disclosure under applicable law. Cardholder, bank-account, and other personal information of payers that PGV receives in performing the Services is confidential information of the District. 6. Indemnification; Chargebacks and Returns. PGV will defend, indemnify, and hold harmless the District and its supervisors, officers, staff, district manager, agents, and employees from and against any credit card transaction disputes, chargebacks, claims, losses, damages, and other expenses, including attorneys’ fees and litigation expenses (including at trial and on appeal), suffered or incurred due to PGV’s negligence or willful misconduct, any security incident involving payer information in the possession or control of PGV or its processors or subcontractors, PGV’s violation of law or card network rules, or PGV’s failure to perform any of its obligations under this Agreement. The District agrees to reasonably assist PGV, to the extent permitted by law, with (i) any efforts necessary to facilitate collection of funds from any cardholder to include reinstatement of the obligation owed to the District; and (ii) providing cardholder information pertinent to any inquiry or dispute regarding payment made to the District through the Services. Returned or charged-back ACH (aka E-Check) transactions are excluded from PGV’s indemnification of chargebacks under this Section, and the District will reconcile those transactions, including returns and chargeback transactions, but this exclusion does not limit PGV’s obligations for its negligence, willful misconduct, or failure to perform. This Section survives expiration or termination of this Agreement. 7. Standards of Performance; Compliance with Laws; Governing Law. PGV represents that it is qualified to perform the Services, and that all work will be accomplished in a professional and workmanlike manner. PGV agrees to observe and comply with all federal, state, and local laws, and all applicable card network and NACHA operating rules, in performing the Services, including section 215.322, Florida Statutes, the Payment Card Industry Data Security Standard (“PCI DSS”), and the accessibility requirements of Title II of the Americans with Disabilities Act applicable to the online payment website. This Agreement is governed by the laws of the State of Florida. Venue for any action arising under this Agreement lies exclusively in the state courts located in Polk County, Florida. 8. Data Security; Security Incidents. PGV must maintain PCI DSS compliance throughout the term of this Agreement and must provide the District, upon request, a copy of PGV’s current PCI DSS attestation of compliance and that of each processor PGV uses. PGV must use reasonable administrative, technical, and physical safeguards, consistent with industry best practices, to protect cardholder, bank-account, and other personal information of payers, including encryption of that information in transit and at rest. PGV must promptly notify the District in writing if PGV or any of its processors ceases to be PCI DSS compliant. PGV may not access, use, disclose, sell, or share payer information for any purpose other than performing the Services or as required by law, and may not use it for marketing. PGV may retain payer information only as long as necessary to perform the Services, to comply with card network rules, or to comply with Section 2 of Exhibit A (Public Records), and then must securely destroy it. If PGV discovers or is notified of any actual or reasonably suspected breach of security (as defined in section 501.171(1), Florida Statutes and any successor statute) or other unauthorized access to payer information in the possession or control of PGV or its processors or subcontractors, PGV must (i) notify the District in writing within 48 hours after discovery or notice; (ii) take all action reasonably necessary to contain, investigate, and remediate it; (iii) cooperate with the District and any law enforcement or regulatory authority, including preserving relevant evidence; (iv) provide the District a written incident report describing the nature and scope of the incident, the information affected, and the remedial actions taken; and (v) to the extent the incident is attributable to the acts or omissions of PGV or its processors or subcontractors, bear the cost of any notices required by law, including under section 501.171, Florida Statutes, and provide credit monitoring services for not less than 12 months to affected individuals, at PGV’s sole expense. This Section survives expiration or termination of this Agreement. 9. Insurance. PGV must maintain, at its own expense throughout the term of this Agreement, (i) commercial general liability insurance with limits of not less than $[1,000,000] per occurrence and $[2,000,000] in the aggregate; (ii) cyber liability (network security and privacy) insurance, including coverage for breach response costs, with limits of not less than $1,000,000 per claim; and (iii) crime insurance covering employee dishonesty and computer and funds transfer fraud with limits of not less than $1,000,000. PGV must name the District as an additional insured on the commercial general liability policy and must provide the District a certificate of insurance upon execution of this Agreement and upon request. 10. Assignment; Subcontractors. PGV may not assign this Agreement or subcontract the Services without the District’s prior written consent, except that PGV may use iStream Financial Services, Inc. (“iStream”) as described in Section 14 and the card processors PGV identifies to the District in writing before the Effective Date. PGV remains responsible for the acts and omissions of its subcontractors and processors as if they were PGV’s own. 11. District Required Provisions; Order of Precedence. Exhibit A (District Required Provisions) is incorporated into and made a part of this Agreement. If this Agreement conflicts with any application, enrollment form, or other document submitted under this Agreement, or with any terms of service, privacy policy, or other terms posted on PGV’s website or presented in any click-through or similar form, Exhibit A controls first and this Agreement controls next. No clickthrough, online, or other terms not attached to this Agreement bind the District, even if accepted by the district manager or another District agent in the course of using the Services. 12. Miscellaneous. Notices under this Agreement must be in writing and delivered by hand, by nationally recognized overnight courier, or by certified mail to the party’s address stated in the preamble (or another address given by written notice), with a copy of any notice to the District sent to the District’s district manager and District counsel. This Agreement, including its exhibits, is the entire agreement of the parties on its subject matter and supersedes all prior agreements and understandings on that subject matter. This Agreement may be amended only by a writing signed by both parties. If any provision of this Agreement is held unenforceable, the remaining provisions remain in effect. In any action to enforce this Agreement, the prevailing party is entitled to recover its reasonable attorneys’ fees and costs, including those incurred on appeal. The District’s failure to enforce any provision of this Agreement is not a waiver of that provision. This Agreement has been negotiated by both parties and will not be construed against either party as the drafter. This Agreement may be signed in counterparts and by electronic signature, each of which is an original and all of which together are one instrument. 13. Term and Termination. The initial term of this Agreement begins on the Effective Date and ends on the next September 30 (the end of the District’s fiscal year). This Agreement will automatically renew for successive one-year terms beginning each October 1 unless terminated as provided in this Section. The District may terminate this Agreement at any time, with or without cause, on 30 days’ written notice to PGV, and immediately upon written notice if PGV breaches this Agreement. PGV may terminate this Agreement only on 90 days’ written notice to the District. On expiration or termination, PGV must complete and settle all transactions initiated before the effective date of termination, remit to the District all funds due, reasonably cooperate in transitioning the Services to any successor provider, and comply with Section 2 of Exhibit A (Public Records). Sections 3, 5, 6, 8, and 12 and Exhibit A survive expiration or termination of this Agreement. 14. ACH (E-Check) Processing through iStream. PGV has engaged iStream as a third-party payment processor to facilitate the processing of the District’s E-Check payments through the ACH network. Subject to this Section, the District authorizes PGV, as the originator and merchant of record, to submit and sign the application for ACH processing services on behalf of the District to iStream. The District also authorizes PGV to execute and deliver to iStream any required documents on behalf of the District for the purpose of boarding and performing required due diligence of the District under the regulatory framework governing iStream as a third-party payment processor, and to make related procedural changes on behalf of the District to the processing account at iStream as reasonably necessary during the processing relationship. PGV must provide the District’s district manager a copy of each application and other document PGV signs on the District’s behalf before submitting it, and written notice of any procedural change within five business days after making it. PGV may not, without the District’s prior written approval, (i) agree on the District’s behalf to any fee, reserve, guaranty, indemnity, or other financial obligation of the District; (ii) change the District’s designated depository account; or (iii) bind the District to any terms inconsistent with this Agreement. These authorizations are limited to the ACH processing services described in this Section and terminate automatically upon expiration or termination of this Agreement. The District acknowledges and agrees that, as of the Effective Date, iStream is entitled to rely on the authorizations in this Section until the District provides written notice to PGV of their revocation or modification. As between the District and PGV, PGV is responsible for the acts and omissions of iStream as if they were PGV’s own, and PGV’s obligations under Sections 6 and 8 apply to iStream’s acts and omissions. Nothing in this Section makes iStream a third-party beneficiary of this Agreement, waives the District’s sovereign immunity, or causes the District to assume any risk or liability for the acts or omissions of PGV or iStream. IN WITNESS WHEREOF, the parties have executed this Agreement to be effective as of the Effective Date. DISTRICT: CYPRESS PARK ESATES COMMUNITY DEVELOPMENT DISTRICT By: ____________________________________ Name: __________________________________ Title: Chairperson / Vice Chairperson, Board of Supervisors Date: __________________________________ ATTEST: ________________________________________ Secretary / Assistant Secretary PGV: PAYGOV.US, LLC, a Indiana limited liability company By: ____________________________________ Name: __________________________________ Title: _________________________________ Date: __________________________________ Exhibit A: District Required Provisions EXHIBIT A DISTRICT REQUIRED PROVISIONS 1. Sovereign Immunity; No Third-Party Beneficiaries. Nothing in this Agreement waives or limits the District’s sovereign immunity or the limits of liability in section 768.28, Florida Statutes, or any other statute or law, and nothing in this Agreement is a consent by the District to be sued by third parties in any matter arising out of this Agreement. This Agreement is solely for the benefit of the District and PGV, and no right or cause of action accrues to or for the benefit of any third party. 2. Public Records. PGV understands and agrees that all documents of any kind provided to the District in connection with this Agreement may be public records, and, to the extent PGV is acting on behalf of the District as a contractor within the meaning of section 119.0701, Florida Statutes, PGV must comply with Florida’s public records laws, including Chapter 119, Florida Statutes. Specifically, PGV must: (a) keep and maintain public records required by the District to perform the Services; (b) upon request from the District’s custodian of public records, provide the District with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law; (c) ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the term of this Agreement and following its completion if PGV does not transfer the records to the District; and (d) upon completion of this Agreement, transfer to the District, at no cost, all public records in PGV’s possession or keep and maintain public records required by the District to perform the Services. If PGV transfers all public records to the District upon completion of this Agreement, PGV must destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If PGV keeps and maintains public records upon completion of this Agreement, PGV must meet all applicable requirements for retaining public records. All records stored electronically must be provided to the District, upon request from the District’s custodian of public records, in a format that is compatible with the information technology systems of the District. The District may unilaterally terminate this Agreement if PGV refuses to allow public access to public records as required by law. IF PGV HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PGV’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (407) 841-5524, RECORDREQUEST@GMSCFL.COM, AND 219 EAST LIVINGSTON STREET, ORLANDO, FLORIDA 32801. 3. Records and Audit. PGV must keep accurate records of all transactions processed for the District for the longer of five years after the transaction or the period required by the records retention schedules adopted by the Florida Department of State, and must make those records available to the District, its district manager, and its auditors upon reasonable request. 4. E-Verify. PGV must comply with section 448.095, Florida Statutes. PGV represents and warrants that it is registered with and uses the E-Verify system to verify the work authorization status of all new employees of PGV. PGV may not subcontract any portion of the Services unless the subcontractor registers with and uses the E-Verify system and provides PGV an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. PGV must maintain a copy of each affidavit for the duration of this Agreement and provide it to the District upon request. If the District has a good faith belief that PGV has knowingly violated section 448.09(1), Florida Statutes, the District will terminate this Agreement as required by section 448.095(5)(c), Florida Statutes, and PGV will be liable for any additional costs incurred by the District as a result of the termination. If the District has a good faith belief that a subcontractor knowingly violated section 448.095(5), Florida Statutes, but PGV otherwise complied, the District will promptly notify PGV, and PGV must immediately terminate its contract with the subcontractor. PGV represents that no public agency has terminated a contract with PGV under section 448.095(5)(c), Florida Statutes, within the year immediately preceding the Effective Date. 5. Scrutinized Companies. PGV certifies that it is not on the Scrutinized Companies or Other Entities that Boycott Israel List created under section 215.4725, Florida Statutes, and is not participating in a boycott of Israel. PGV further certifies that it is not on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in Iran Terrorism Sectors List, or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List created under section 215.473, Florida Statutes, and is not engaged in business operations in Cuba or Syria. Under section 287.135, Florida Statutes, the District may terminate this Agreement at its option if PGV is found to have submitted a false certification, has been placed on any of those lists, is participating in a boycott of Israel, or has been engaged in business operations in Cuba or Syria. 6. Foreign Countries of Concern; Access to Personal Identifying Information. PGV acknowledges that this Agreement gives PGV access to individuals’ personal identifying information. PGV represents that (a) it is not owned by the government of a foreign country of concern; (b) the government of a foreign country of concern does not have a controlling interest in PGV; and (c) PGV is not organized under the laws of, and does not have its principal place of business in, a foreign country of concern, as those terms are defined in section 287.138, Florida Statutes. Before the District executes this Agreement, and before each renewal or extension of this Agreement, PGV must provide the District the affidavit required by section 287.138(4), Florida Statutes, on the form prescribed by the Florida Department of Management Services (currently Form PUR 1355, adopted by Rule 60A-1.020, Florida Administrative Code), together with the affidavit attached as Exhibit 1. 7. Anti-Human Trafficking. PGV certifies that neither it nor its principals use coercion for labor or services as defined in section 787.06, Florida Statutes. Before the District executes this Agreement, and before each renewal or extension of this Agreement, PGV must provide the District the affidavit required by section 787.06(14), Florida Statutes, signed by an officer or representative of PGV under penalty of perjury, in the form attached as Exhibit 1. 8. Foreign Source Disclosure. To the extent section 286.101(3), Florida Statutes, applies to this Agreement, PGV must disclose to the District any current or prior interest of, any contract with, or any grant or gift received from a foreign country of concern as required by that section. EXHIBIT 1 CONTRACTOR AFFIDAVIT STATE OF ____________________ COUNTY OF __________________ Before me, the undersigned authority, by means of [ ] physical presence or [ ] online notarization, personally appeared ______________________ (“Affiant”), who, being first duly sworn, deposes and says: 1. Affiant is the ______________________ [title] of PayGOV.US, LLC (“PGV”), is an officer or representative of PGV, and is authorized to make this affidavit on PGV’s behalf. This affidavit is given in connection with the Payment Processing Services Agreement between PGV and the ________________________ Community Development District (the “District”). 2. Anti-Human Trafficking. PGV does not use coercion for labor or services as defined in section 787.06, Florida Statutes. 3. Foreign Countries of Concern. PGV is not owned by the government of a foreign country of concern; the government of a foreign country of concern does not have a controlling interest in PGV; and PGV is not organized under the laws of, and does not have its principal place of business in, a foreign country of concern, as those terms are defined in section 287.138, Florida Statutes. 4. Scrutinized Companies. PGV is not on the Scrutinized Companies or Other Entities that Boycott Israel List, the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in Iran Terrorism Sectors List, or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List; is not participating in a boycott of Israel; and is not engaged in business operations in Cuba or Syria. 5. E-Verify. PGV is registered with and uses the E-Verify system to verify the work authorization status of all new employees, as required by section 448.095, Florida Statutes. PGV’s E-Verify company identification number is ______________. Under penalties of perjury, I declare that I have read the foregoing affidavit and that the facts stated in it are true. ________________________________________ Signature of Affiant Printed Name: ___________________________ Title: _________________________________ Sworn to (or affirmed) and subscribed before me by means of [ ] physical presence or [ ] online notarization this ____ day of ______________, 20__, by ______________________, who is [ ] personally known to me or [ ] has produced ______________________ as identification. ________________________________________ Notary Public, State of ________________ Print Name: ____________________________ My Commission Expires: _________________ This item will be provided under separate cover