Turnbull Creek
St. Johns County, Florida

SOURCES  AND USES OF FUNDS

Dated: 2/2/2018

Sources:
Bond Proceeds:

Par Amount	$
Original Issue Discount

Series 2018

2,870,000

$

Uses:
Project Fund	$

2,870,000

2,363,047

Other Fund Deposits :

Delivery Date Expenses:

Reserve  Fund at 50% of MADS	$
Interest to 11/1/2018
$

Cost of Issuance	$

210,450
 	86100
296,550

153,003

Underwriter	 	57 400
$	210,403

$	2,870,000

Bond Statistics: Average Coupon MADS
Maturity # Units
Proceeds Per Unit (Net)

4.00%
$	420,900
5/1/2045
959
$	2,464

439
467
2,993

$

Annual Debt Service Per Unit (Net) Gross Annual Assessments*
Par Amount Per Unit

* Gross up for early payment discount (4%) and collections costs (2%)

COD:
Project Location: Project Details:

Dated Date:

Project Funds: Maturity:   Series 2018 Par:

Turnbull Creek Community Development District St Johns County, Florida
Deferred Maintenance Financing 1-Feb-18
$	2,363,047
May 1, 2045
$	2,870,000

Summary of Current Debt Outstanding
Series	Assessment Area	# Units	Maturity	Par Outstanding	Gross Annual OS*
Series 2015Al/2015A2	Phase	I &	II	724	May 1, 2035  $	12,355,000	$	1,050,254	
Series 2016	Phase	Ill		215	May 1, 2037	4,046,000	304,792	
Series 2015B-1/2015B-2	All			955	May 1, 2045	1,225,000	84,116	
Series 2018		All				959		May 1, 2045  $	2,870,000		$122,128/$447,766	

Series 2018 Bonds - (2018 - 2037)
			Series 	2015A-1/ 	2015A-		
	2 DS Per Unit* (2018 - Series 2015B-1 DS Per		Series 2016 OS Per	Series 2018A-1 DS Per
Unit* (2018 - 2037)	Total Annual DS Per
Unit*  (2018 -2037)		
Product-Type	# Units			2035)		Unit* (2018 - 2045)		Unit* (2018 · 2037)				
Phase I & II						
SFl		16	$	-	$	88	$	-	$	127	$	215	
SF2		1	682	88	-	127	898	
SF3		723	1,452	88	-	127	1,667	
Phase Ill						
SFl		4		88		127	215	
SF2		1		88	678	127	894	
SF3		1		88	696	127	911	
SF4		1		88	714	127	929	
SF5		212		88	1,428	127	1,643	
Total		959	$	1,050,254	$	84,116	$	304,792	$	122,128	$	1,561,291	

Series 2018 Bonds • (2038 -2045)
Series 2015A-1/2015A-	

Product-Type	
# Units		2 OS Per Unit* (2018 - Series 2015B-1 DS Per
2035)	Unit* (2038 - 2045)	Series 2016 OS Per
Unit* (2018 · 2037)	Series 2018A-1 DS Per
Unit* (2038 • 2045)	Total Annual OS Per
Unit* (2038 -2045)		
Phase I & II						
SFl		16	$	-	$	88	$	-	$	467	$	555	
SF2		1	.	88	.	467	555	
SF3		723		88	.	467	555	
Phase Ill						
SFl		4		88	-	467	555	
SF2		1		88	-	467	555	
SF3		1		88		467	555	
SF4		1		88		467	555	
SF5		212		88		467	555	
Total		959	$	$	84,116	$	$	1147,766	$	531,882	

Gross up for early payment discount (4%) and collections costs (2%)

2

Disclaimer
MBS Capital Markets, LLC ("MBS") is providing the information contained in this document for discussion purposes only in  anticipation  of serving as underwriter to the District. The primary role of MBS, as an underwriter, is to purchase securities, for resale to investors, in an  arm's­ length  commercial  transaction  between  the  District  and  MBS.  MBS  has  financial   and   other  interests  that  differ  from   those  of  the District. MBS is not acting as a municipal advisor, financial advisor or fiduciary to the District or any other person or entity. The information provided is not intended to be and should not be construed as "advice" within  the  meaning of Section  158  of  the  Securities  Exchange Act of 1934. The District should  consult with  its own  financial  and/or municipal,  legal, accounting, tax and  other advisors,  as applicable, to  the  extent it deems appropriate.

AGREEMENT FOR UNDERWRITING SERVICES TURNBULL CREEK COMMUNITY DEVELOPMENT DISTRICT

November 14, 2017

Board of Supervisors
Turnbull Creek Community Development District

Dear Supervisors:

MBS Capital Markets, LLC (the "Underwriter") offers to enter into this agreement (the "Agreement") with the Turnbull Creek Community Development District (the "District") which, upon your acceptance of this offer, will be binding upon the District and the Underwriter. The District is proposing to issue one or more series of bonds (the "Bonds") to acquire and/or construct certain public infrastructure improvements including its Series 2018 Bonds to acquire and/or construct the initial phase of public infrastructure for the District that may include, without limitation , roads, water, sewer and storm water management improvements. This Agreement will cover the engagement for the Series 2018 Bonds and will be supplemented for future bond issuances.

Scope of Services: The scope of services to be provided in a non-fiduciary capacity by the Underwriter for this transaction will include those listed below.

Advice regarding the structure, tlmmg, terms, and other similar matters concerning the particular of municipal securities described above.
Preparation of rating strategies and presentations related to the issue being underwritten.
Preparations for and assistance with investor "road shows," if any, and investor discussions related to the issue being underwritten.
Advice regarding retail order periods and institutional marketing if the District decides to engage in a negotiated sale.
Assistance in the preparation of the Preliminary Official Statement, if any, and the Final Official Statement.
Assistance with the closing of the issue, including negotiation and discussion with respect to all documents, certificates, and opinions needed for the closing .

4890 WEST KENNEDY BLVD. SUITE 940
TAMPA, FLORIDA 33609
PHONE: 813.281.2700

152 LINCOLN AVENUE WINTER PARK, FLORIDA 32789
PHONE: 407.622.0130

8583 STRAWBERRY LANE
LONGMONT, COLORADO 80503
PHONE: 303 .652.0205

1005 BRADFORD WAY
KINGSTON, TENNESSEE 37763
PHONE: 865.717.0303

Coordination with respect to obtaining CUSIP numbers and the registration with the Depository Trust Company.
Preparation of post-sale reports for the issue , if any.
Structuring	of	refunding	escrow	cash	flow	requirements,	but	not the recommendation of and brokerage of particular municipal escrow inve stments.

Fees: The Underwriter will be responsible for its own out-of-pocket expenses other than the fees and disbursements of underwriter's or disclosure counsel which fees shall be paid from the proceeds of the Bonds. Any fees payable to the Underwriter will be contingent upon the successful sale and delivery or placement of the Bonds. The underwriting fee for the sale or placement of the Bonds will be 2% of the par amount of Bonds issued .

Termination: Both the District and the Underwriter will have the right to terminate this Agreement without cause upon 90 days written notice to the non-terminating party.

Purchase Contract: At or before such time as the District gives its final authorization for the Bonds, the Underwriter and its counsel will deliver to the District a purchase or placement contract (the "Purchase Contract") detailing the terms of the Bonds.

Notice of Meetings: The District shall provide timely notice to the Underwriter for all regular and special meetings of the District. The District will provide, in writing, to the Underwriter, at least one week prior to any meeting, except in the case of an emergency meeting for which the notice time shall be the same as that required by law for the meeting itself, of matters and items for which it desires the Underwriter's input.

Disclosures Concerning the Underwriter's Role Required by MSRB Rule G-17. The Municipal Securities Rulemaking Board's Rule G-17 requires underwriters to make certain disclosures to issuers in connection with the issuance of municipal securities. Those disclosures are attached hereto as "Exhibit A." By execution of this Agreement, you are acknowledging receipt of the same.

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This Agreement shall be effective upon your acceptance hereof and shall remain effective  until such time as the Agreement has been terminated in accordance with Section 3 hereof.

By execution of this Agreement, you are acknowledging receipt  of  the  MSRl3  Rule  G-17 required d is closures attached hereto as Exh i bi t A.

Sincerely,

MBS Cap ital Markets, LLC

Approved and Accepted By:	 	  Title:	 	
Date:	 	

Tam pa, Fl Winter Park, fl Longmont , CO Kingston, TN

EXHIBIT A

Disclosures Concerning the Underwriter's Role

Municipal Securities Rulemaking Board Rule G-17 requires an underwriter to deal fairly at all times with both municipal issuers and investors;

The Underwriter's primary role is to purchase securities with a view to distribution in an arm's­ length commercial transaction with the District and it has financial and other interests that differ from those of the District;

Unlike a municipal advisor, the Underwriter does not have a fiduciary duty to the District under the federal securities laws and is, therefore, not required by federal law to act in the best interests of the District without regard to its own financial or other interests;

The Underwriter has a duty to purchase securities from the District at a fair and reasonable price, but must balance that duty with its duty to sell municipal securities to investors at prices that are fair and reasonable; and

The Underwriter will review the official statement for the District's securities in accordance with, and as part of, its responsibilities to investors under the federal securities laws, as applied to the facts and circumstances of the transaction.

Disclosure Concerning the Underwriter's Compensation

Underwriter's compensation that is contingent on the closing of a transaction or the size of a transaction presents a conflict of interest , because it may cause the Underwriter to recommend a transaction that it is unnecessary or to recommend that the size of the transaction be larger than is necessary.

Conflicts of Interest

Payments to or from Third Parties. There are no undisclosed payments, values, or credits to be received by the Underwriter in connection with its underwriting of this new issue from parties other than the District, and there are no undisclosed payments to be made by the Underwriter in connection with this new issue to parties other than

the District (in either case including payments, values, or credits that relate directly or indirectly to collateral transactions integrally related to the issue being underwritten). In addition, there are no third­ party arrangements for the marketing of the District' s securities.

Profit-Sharing with Investors. There are no arrangements between the Underwriter and an investor purchasing new issue securities from the Underwriter (including purchases that are contingent upon the delivery by the District to the Underwriter of the securities) according to which profits realized from the

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resale by such investor of the securities are directly or indirectly split or otherwise shared with the Underwriter.

Credit Default Swaps. There will be no issuance or purchase by the Underwriter of credit  default swaps for which the reference is the District for which the Underwriter is serving as underwriter, or an obligation of that District.

Retail Order Periods. For new issues in which there is a retail order period, the Underwriter will honor such agreement to provide the retail order period. No allocation of securities in a manner that is inconsistent with a District's requirements will be made without the District's  consent.  In addition, when the Underwriter has agreed to underwrite a transaction with a retail order period, it will take reasonable measures to ensure that retail clients are bona fide.

Dealer Payments to District Personnel. Reimbursements, if any, made to personnel of the District will be made in compliance with MSRB Rule G-20, on gifts, gratuities, and non-cash compensation, and Rule G-17, in connection with certain payments made to, and expenses reimbursed for, District personnel during the municipal bond issuance process.

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