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Home My WebLink About2023 06.16 SVCFD 1 Cityof Apache Junction Arizona City Council Chambers 300 E Superstition Blvd Apache Junction,AZ 85119 Special Meeting Agenda apachejunctionaz.gov Superstition Vistas Community Ph:(480)982-8002 Facilities District No. 1 Tuesday,June 6,2023 6:00 PM City Council Chambers A. Call to Order B. Roll Call C. Agenda Items 1. 23-264 Approval of minutes of regular meeting held on May 16, 2023. Sponsors: Leslie DeReche Attachments: Minutes 051623 D. Public Hearing Public hearings required by applicable law shall be conducted by the board and any person shall be given the opportunity to speak.All remarks shall be addressed to the board as a whole and not to any member thereof. Such remarks shall be limited to five(5)minutes unless additional time is granted by the board chairmember. This time limitation shall not apply to applicants and their agents appearing before the board. 2. 23-263 Presentation, discussion, and consideration of Resolution No. 2023-003 SVCFD No. 1, approving the proposed District budget for Fiscal Year 2023/24 and ordering a hearing on and calling for public testimony on the District budget. Sponsors: Leslie DeReche Attachments: Resolution 2023-003 SVCFD No. 1 3. 23-303 Presentation, discussion, and public hearing of the proposed District budget for FY 2023/24. Sponsors: Leslie DeReche Attachments: Resolution 2023-003 SVCFD No. 1 4. 23-262 Presentation, discussion, and consideration of Resolution No. 2023-004 SVCFD No.1, adopting the District budget for Fiscal Year 2023/24 and ordering a tax levy. Sponsors: Leslie DeReche Attachments: Resolution 2023-004 SVCFD No, 1 City of Apache Junction,Arizona Page 1 Printed on 6/1/2023 Superstition Vistas Community Special Meeting Agenda June 6,2V23 Facilities District No.1 5. 23-294. Presentation, discussion, and public hearing nf the final assessment for the Superstition Vistas Community Facilities District No.1, Assessment District No.1. Sponsors: Lma|imDmRmohm Attachments: pprovir 6. 23-295 PnnnentaUon, discussion, and consideration of Resolution No. 2023-005 SVCFD No. 1, a resolution of the district board of Superstition Vistas Community Facilities District No. 1 approving the final assessment for Assessment District No. 1, determining that the work has been completed in accordance with the approved plans and apeoifioatiuno, and ordering the collection of the a00000moni in Assessment District No. 1. Sponsors: Lmn|ieDeRoohe Attachments: 7' 23-296 Presentation, discussion and consideration uf Resolution No. 2023-006SVCFD No.1. a resolution uf the district board ofSuperstition Vistas Community Facilities District No.1. authorizing the issuance of the District's Assessment District No.1 Special Assessment Bonds, Series 2O23; approving the form and authorizing the execution and delivery of related documents; awarding the bonds toapurchaser; appointing a registrar, transfer agent and paying agent for the bonds; authorizing the taking of other actions securing the payment ofand relating to the bonds; and adopting written policies and procedures for tax-advantaged obligations and procedures for compliance with continuing disclosure undertakings. Smumuns: Loo|imDmReohe Attachments: E. District Manager Report F. District Director Report G. District Treasurer Report City vr Apache Junction,Arizona Page Printed oouv12oxx Superstition Vistas Community Special Meeting Agenda June 6,2023 Facilities District No.1 H. Adjournment Copies of this agenda and additional information on any of the items listed above may be obtained from the office of the city clerk/district clerk, 300 E Superstition Blvd,Apache Junction,AZ 85119, Monday through Thursday, 7:00a to 6:00p, excluding holidays. The City of Apache Junction invites and welcomes people of all abilities to use our programs, sites and facilities. Specific requests may be made by contacting the Human Resources Office at(480)474-2617 or TDD(480)983-0095. Members of this board will attend either in person or by telephone, video or internet conferencing. City of Apache Junction,Arizona Page 3 Printed on 61112023 City of Apache Junction, Arizona 300 E Superstition Boulevard Agenda Item Cover Sheet Apache Junction,AZ 85119 Agenda Item No. 1. File ID: 23-264 Sponsor: Leslie DeReche Agenda Date:6/6/2023 Index: In Control: Superstition Vistas Community Facilit Approval of minutes of regular meeting held on May 16, 2023. City of Apache Junction,Arizona Page 1 Printed on 6/1/2023 Cityof Apache Junction, Ari City Council Chambers paczona 300 E Superstition Blvd Apache Junction,AZ 85119 Meeting Minutes apachejunctionaz.gov Superstition Vistas Community Ph:(480)982-8002 Facilities District No. 1 Tuesday,May 16,2023 5:30 PM City Council Chambers A. Call to Order Vice Chair Schroeder called the meeting to order at 5:37 p.m. B. Roll Call Present 7-Chairperson Wilson-appearing telephonically Vice Chair Schroeder Boardmember Heck Boardmember Johnson Boardmember Nesser Boardmember Cross Boardmember Soller Staff in attendance Bryant Powell, District Manager Matt Busy,Assistant District Manager Joel Stern, District Legal Counsel Leslie DeReche, District Treasurer Evie McKinney, Deputy District Clerk Rudy Esquivias, District Development Services Director Sidney Urias, District Planning Manager Michael Morris, District Principal Engineer Kimberly Heldt, District Purchasing Administrator Eli Richardson, District Management Analyst Rob Wisler, District Management Analyst C. Agenda Items 1. 23-205 Consideration and approval of minutes of meeting of May 17, 2022. Boardmemeber Heck moved,seconded by Boardmember Cross. Yes 7- Chairperson Wilson,Vice Chair Schroeder,Boardmember Heck,Boardmember Johnson,Board member Nesser,Boardmember Cross,andBoardmember Soller No 0 D. Public Hearing Vice Chair Schroeder called on Deputy District Clerk McKinney to read the items on the public hearing agenda. 2. 23- 07 Presentation and discussion on the feasibility report for a proposed project to City of Apache Junction,Arizona Page 1 Superstition Vistas Community Meeting Minutes May 16,2023 Facilities District No. 1 be financed by the issuance of the Superstition Vistas Community Facilities District No.1 Assessment District No.1 Special Assessment Bonds. Leslie DeReche introduced Zach Sakas, of Greenburg Trauig, LLP, outside counsel for the Superstition Vistas Community Facilities District. Mr. Sakas explained to the board the feasibility report and Resolutions No. 2023-001 SVCFD No. 1 and 2023-002 SVCFD No. 1. 3. 23-206 Presentation, discussion and consideration of Resolution No. 2023-001 SVCFD No. 1, a resolution of the district board of Superstition Vistas Community Facilities District No. 1 relating to approval of the feasibility report for the acquisition and financing of certain improvements benefiting the district; approving the prior giving of notice of hearing relating to the feasibility report; declaring the district board's intention to acquire the improvements described in the feasibility report; forming an assessment district; determining that special assessment bonds may be issued to finance the costs and expenses of the improvements; declaring the improvements to be of more than local or ordinary public benefit and that the costs of the improvements will be assessed upon Assessment District No.1; and ordering the public infrastructure projects performed. Vice Chair Schroeder called for a motion. Boardmember Soller moved,seconded by Boardmember Nesser that Resolution No.2023-001 SVCFD No 1. be approved. Yes 7- Chairperson Wilson,Vice Chair Schroeder,Boardmember Heck,Boardmember Johnson,Board member Nesser,Boardmember Cross,andBoardmember Soller No 0 4. 2 -206 Presentation, discussion and consideration of Resolution No. 2023-002 SVCFD No. 1, a resolution of the district board of Superstition Vistas Community Facilities District No. 1 approving the levying of an assessment diagram for Assessment District No. 1 within the district. Vice Chair Schroeder called for a motion. Boardmember Heck moved,seconded by Boardmemeber Nesser that Resolution 2023-002 SVCFD No. 1 be approved. Yes 7- Chairperson Wilson,Vice Chair Schroeder,Boardmember Heck,Boardmember Johnson,Board member Nesser,Boardmember Cross,andBoardmember Soller No 0 E. District Manager Report F. District Director Report - Presentation and discussion of the following items: G. District Treasurer Report - Presentation and discussion H. Adjournment Vice Chair Schroeder adjourned the meeting at 5:49 p.m..Next meeting scheduled for June 6, 2023. ACCEPTED THIS DAY OF 2023, BY THE CHAIR PERSON AND DISTRICT BOARD OF THE SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 , (CITY OF APACHE JUNCTION, ARIZONA). City of Apache Junction,Arizona Page 2 Superstition Vistas Community Meeting Minutes May 16,2023 Facilities District No. 1 SIGNED AND ATTESTED TO THIS DAY OF 2023. WALTER"CHIP"WILSON Chairperson ATTEST: JENNIFER PENA District Clerk SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 MINUTES CERTIFICATION I hereby certify that the foregoing minutes are a true and correct copy of the minutes of the regular meeting of Superstition Vistas Community Facilities District No. 1 of the City of Apache Junction, Arizona, held on the 16th day of May, 2023. 1 further certify that the meeting was duly called and held and that a quorum was present. Dated this day of 2023. JENNIFER PENA District Clerk City of Apache Junction,Arizona Page 3 City of Apache Junction, Arizona 300 E Superstition Boulevard Agenda Item Cover Sheet Apache Junction,AZ 85119 Agenda Item No.2. File ID: 23-263 Sponsor: Leslie DeReche Agenda Date:6/6/2023 Index: In Control: Superstition Vistas Community Facilit Presentation, discussion, and consideration of Resolution No. 2023-003 SVCFD No. 1, approving the proposed District budget for Fiscal Year 2023/24 and ordering a hearing on and calling for public testimony on the District budget. City of Apache Junction,Arizona Page 1 Printed on 6/1/2023 RESOLUTION NO. 2023-003 SVCFD NO. 1 A RESOLUTION OF THE DISTRICT BOARD OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 APPROVING A PROPOSED DISTRICT BUDGET FOR FY 2023/24 AND ORDERING A HEARING ON SUCH BUDGET AS APPROVED WHEREAS, pursuant to Arizona Revised Statutes ("A.R. S . ") § 48-716, the Treasurer of Superstition Vistas Community Facilities District No. 1 (the "District") prepared and submitted to the Board of Directors of the District (the "District Board") for approval a proposed District budget for fiscal year ("FY") 2023/24 (the "Proposed Budget") ; and WHEREAS, the Proposed Budget sets forth the annual statements and estimates of the operation and maintenance expenses, together with the debt service payment, of the District for FY 2023/24, as required by A.R. S . § 48-723 (C) ; and WHEREAS, pursuant to A.R. S . § 48-723 (C) , the District Board filed the Proposed Budget with the clerk of the City of Apache Junction, Arizona, who serves as the clerk of the District, prior to May 18, 2023 . NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, AS FOLLOWS : SECTION 1 Approval of the Proposed Budget The Proposed Budget submitted to the District Board and attached as Exhibit A hereto is hereby approved and a hearing on the Proposed Budget is hereby ordered as required by law. SECTION 2 Notice of Hearing Publication of the notice of the public hearing on the Proposed Budget in the form attached hereto as Exhibit B, which was published in accordance with the provisions of A.R. S . § 48-716, is hereby ratified, approved and adopted. SECTION 3 Effective Date This resolution is effective immediately. RESOLUTION NO. 2023-003 SVCFD NO. 1 PAGE 1 OF 2 PASSED AND ADOPTED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, THIS DAY OF JUNE, 2023 . SIGNED AND ATTESTED TO THIS DAY OF JUNE, 2023 . WALTER "CHIP" WILSON Chairman, Board of Directors ATTEST : JENNIFER PENA District Clerk APPROVED AS TO FORM: RICHARD JOEL STERN District Counsel ATTACHMENTS : Exhibit A — Proposed Budget FY 2023/24 Exhibit B — Notice of Hearing RESOLUTION NO. 2023-003 SVCFD NO. 1 PAGE 2 OF 2 EXHIBIT A SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 PROPOSED BUDGET FY 2023/24 SOURCES BEGINNING FUND BALANCE - REVENUES Developer Contribution $ 50, 000 0&M Property Tax - Gen. Ob. Bond Property Tax - Special Assessments (including from capitalized interest) 150, 000 Contingency (Additional land patented and is taxable, and assessment prepayments) 120, 000 TOTAL REVENUES $ 320, 000 OTHER FINANCING SOURCES Gen. Ob. Bond Proceeds $ 500, 000 Sp. Assessment Bond Proceeds 2, 000, 000 Contingency (Adjustments to final assessed valuation or bond repayment schedule) 4, 000, 000 TOTAL OTHER FINANCING SOURCES $6, 500, 000 TOTAL SOURCES $6, 820, 000 USES EXPENSES - DEBT SERVICE Gen. Ob. Bond Principal - Gen. Ob. Bond Interest - Sp. Assmt. Bond Principal - Sp. Assmt. Bond Interest $ 145, 000 Bank Fees 5, 000 TOTAL EXPENSES - DEBT SERVICE $ 150, 000 EXPENSES - CAPITAL Gen. Ob Bond Acquisition of Public Infrastructure $ 400, 000 Sp. Assmt. Bond Acquisition of Public Infrastructure 1, 500, 000 Bond Costs of Issuance 550, 000 Appraisal Fees 10, 000 District Engineer Fees 40, 000 Contingency for Additional Acquisition of Public Infrastructure 4, 000, 000 TOTAL EXPENSES - CAPITAL $6, 500, 000 RESOLUTION NO. 2023-003 SVCFD NO. 1 EXHIBIT A PAGE 1 OF 2 EXPENSES - OPERATIONS Administration $ 116, 000 Legal 5, 000 Insurance 29, 000 Contingency 20, 000 TOTAL EXPENSES - OPERATIONS $ 170, 000 TOTAL USES $6_,_8 2 0__,0 00 SOURCES MORE/ (LESS) THAN USES - ENDING FUND BALANCE - RESOLUTION NO. 2023-003 SVCFD NO. 1 EXHIBIT A PAGE 2 OF 2 EXHIBIT B SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT No. 1 NOTICE OF HEARING REQUIRED By A.R.S. §§ 48-716 AND 48-723 (C) ON THE PROPOSED BUDGET FOR FY 2023/24 OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT No. 1 Pursuant to Arizona Revised Statutes ("A.R. S . ") §§ 48- 716 and 48-723 (C) , notice is hereby given that a public hearing on the Proposed Budget of the Superstition Vistas Community Facilities District No. 1 for FY 2023/24 will be held by the District Board on June 6, 2023, at 5 : 30 p.m. in the Apache Junction Council Chambers located at 300 E. Superstition Boulevard, Apache Junction, Arizona. A copy of the Proposed Budget is on file with the Clerk of the City of Apache Junction, Arizona/District Clerk of Superstition Vistas Community Facilities District No. 1, at the City of Apache Junction located at 300 E. Superstition Boulevard, Building C, Apache Junction, Arizona 85119, telephone number (480) 982-8002 . This notice also constitutes notice of the filing of the estimate as required by A.R. S . § 48-723 (C) . DATED this day of May, 2023 . Isl District Clerk District Clerk Superstition Vistas Community Facilities District No. 1 RESOLUTION NO. 2023-003 SVCFD NO. 1 EXHIBIT B City of Apache Junction, Arizona 300 E Superstition Boulevard Agenda Item Cover Sheet Apache Junction,AZ 85119 Agenda Item No. 3. File ID: 23-308 Sponsor: Leslie DeReche Agenda Date:6/6/2023 Index: In Control: Superstition Vistas Community Facilit Presentation, discussion, and public hearing of the proposed District budget for FY 2023/24. City of Apache Junction,Arizona Page 1 Printed on 6/1/2023 RESOLUTION NO. 2023-003 SVCFD NO. 1 A RESOLUTION OF THE DISTRICT BOARD OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 APPROVING A PROPOSED DISTRICT BUDGET FOR FY 2023/24 AND ORDERING A HEARING ON SUCH BUDGET AS APPROVED WHEREAS, pursuant to Arizona Revised Statutes ("A.R. S . ") § 48-716, the Treasurer of Superstition Vistas Community Facilities District No. 1 (the "District") prepared and submitted to the Board of Directors of the District (the "District Board") for approval a proposed District budget for fiscal year ("FY") 2023/24 (the "Proposed Budget") ; and WHEREAS, the Proposed Budget sets forth the annual statements and estimates of the operation and maintenance expenses, together with the debt service payment, of the District for FY 2023/24, as required by A.R. S . § 48-723 (C) ; and WHEREAS, pursuant to A.R. S . § 48-723 (C) , the District Board filed the Proposed Budget with the clerk of the City of Apache Junction, Arizona, who serves as the clerk of the District, prior to May 18, 2023 . NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, AS FOLLOWS : SECTION 1 Approval of the Proposed Budget The Proposed Budget submitted to the District Board and attached as Exhibit A hereto is hereby approved and a hearing on the Proposed Budget is hereby ordered as required by law. SECTION 2 Notice of Hearing Publication of the notice of the public hearing on the Proposed Budget in the form attached hereto as Exhibit B, which was published in accordance with the provisions of A.R. S . § 48-716, is hereby ratified, approved and adopted. SECTION 3 Effective Date This resolution is effective immediately. RESOLUTION NO. 2023-003 SVCFD NO. 1 PAGE 1 OF 2 PASSED AND ADOPTED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, THIS DAY OF JUNE, 2023 . SIGNED AND ATTESTED TO THIS DAY OF JUNE, 2023 . WALTER "CHIP" WILSON Chairman, Board of Directors ATTEST : JENNIFER PENA District Clerk APPROVED AS TO FORM: RICHARD JOEL STERN District Counsel ATTACHMENTS : Exhibit A — Proposed Budget FY 2023/24 Exhibit B — Notice of Hearing RESOLUTION NO. 2023-003 SVCFD NO. 1 PAGE 2 OF 2 EXHIBIT A SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 PROPOSED BUDGET FY 2023/24 SOURCES BEGINNING FUND BALANCE - REVENUES Developer Contribution $ 50, 000 0&M Property Tax - Gen. Ob. Bond Property Tax - Special Assessments (including from capitalized interest) 150, 000 Contingency (Additional land patented and is taxable, and assessment prepayments) 120, 000 TOTAL REVENUES $ 320, 000 OTHER FINANCING SOURCES Gen. Ob. Bond Proceeds $ 500, 000 Sp. Assessment Bond Proceeds 2, 000, 000 Contingency (Adjustments to final assessed valuation or bond repayment schedule) 4, 000, 000 TOTAL OTHER FINANCING SOURCES $6, 500, 000 TOTAL SOURCES $6, 820, 000 USES EXPENSES - DEBT SERVICE Gen. Ob. Bond Principal - Gen. Ob. Bond Interest - Sp. Assmt. Bond Principal - Sp. Assmt. Bond Interest $ 145, 000 Bank Fees 5, 000 TOTAL EXPENSES - DEBT SERVICE $ 150, 000 EXPENSES - CAPITAL Gen. Ob Bond Acquisition of Public Infrastructure $ 400, 000 Sp. Assmt. Bond Acquisition of Public Infrastructure 1, 500, 000 Bond Costs of Issuance 550, 000 Appraisal Fees 10, 000 District Engineer Fees 40, 000 Contingency for Additional Acquisition of Public Infrastructure 4, 000, 000 TOTAL EXPENSES - CAPITAL $6, 500, 000 RESOLUTION NO. 2023-003 SVCFD NO. 1 EXHIBIT A PAGE 1 OF 2 EXPENSES - OPERATIONS Administration $ 116, 000 Legal 5, 000 Insurance 29, 000 Contingency 20, 000 TOTAL EXPENSES - OPERATIONS $ 170, 000 TOTAL USES $6_,_8 2 0__,0 00 SOURCES MORE/ (LESS) THAN USES - ENDING FUND BALANCE - RESOLUTION NO. 2023-003 SVCFD NO. 1 EXHIBIT A PAGE 2 OF 2 EXHIBIT B SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT No. 1 NOTICE OF HEARING REQUIRED By A.R.S. §§ 48-716 AND 48-723 (C) ON THE PROPOSED BUDGET FOR FY 2023/24 OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT No. 1 Pursuant to Arizona Revised Statutes ("A.R. S . ") §§ 48- 716 and 48-723 (C) , notice is hereby given that a public hearing on the Proposed Budget of the Superstition Vistas Community Facilities District No. 1 for FY 2023/24 will be held by the District Board on June 6, 2023, at 5 : 30 p.m. in the Apache Junction Council Chambers located at 300 E. Superstition Boulevard, Apache Junction, Arizona. A copy of the Proposed Budget is on file with the Clerk of the City of Apache Junction, Arizona/District Clerk of Superstition Vistas Community Facilities District No. 1, at the City of Apache Junction located at 300 E. Superstition Boulevard, Building C, Apache Junction, Arizona 85119, telephone number (480) 982-8002 . This notice also constitutes notice of the filing of the estimate as required by A.R. S . § 48-723 (C) . DATED this day of May, 2023 . Isl District Clerk District Clerk Superstition Vistas Community Facilities District No. 1 RESOLUTION NO. 2023-003 SVCFD NO. 1 EXHIBIT B City of Apache Junction, Arizona 300 E Superstition Boulevard Agenda Item Cover Sheet Apache Junction,AZ 85119 Agenda Item No.4. File ID: 23-262 Sponsor: Leslie DeReche Agenda Date:6/6/2023 Index: In Control: Superstition Vistas Community Facilit Presentation, discussion, and consideration of Resolution No. 2023-004 SVCFD No.1, adopting the District budget for Fiscal Year 2023/24 and ordering a tax levy. City of Apache Junction,Arizona Page 1 Printed on 6/1/2023 RESOLUTION NO. 2023-004 SVCFD NO. 1 A RESOLUTION OF THE DISTRICT BOARD OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 ADOPTING THE DISTRICT BUDGET FOR FY 2023/24 AND LEVYING A TAX WHEREAS, pursuant to Arizona Revised Statutes ("A.R. S . ") § 48-716, the Treasurer of Superstition Vistas Community Facilities District No. 1 (the "District") prepared and submitted to the Board of Directors of the District (the "District Board") for approval a proposed District budget for fiscal year ("FY") 2023/24 (the "Proposed Budget") ; and WHEREAS, the Proposed Budget sets forth the annual statements and estimates of the operation and maintenance expenses of the District for FY 2023/24, as required by A.R. S . § 48-723 (C) ; and WHEREAS, on June 6, 2023, the District Board adopted Resolution No . 2023-003 SVCFD NO. 1, approving the Proposed Budget and ordering a hearing on the Proposed Budget as required by law; and WHEREAS, as required by A.R. S . §§ 48-716 and 48-723 (C) , notice of the public hearing on the Proposed Budget and of the filing of the estimate, in the form attached hereto as Exhibit A, was published not less than ten days prior to the date hereof in a newspaper of general circulation in the District and was mailed to the clerk of the City of Apache Junction, Arizona; and WHEREAS, a public hearing was held on the date hereof. NOW, THEREFORE, BE IT RESOLVED BY THE DISTRICT BOARD OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, AS FOLLOWS : SECTION 1 Adoption of Proposed Budget The Proposed Budget in the form attached hereto as Exhibit B is hereby approved and adopted as the final District budget for FY 2023/24 . RESOLUTION NO. 2023-004 SVCFD NO. 1 PAGE 1 OF 2 SECTION 2 Tax Levy A tax levy (the "Tax Levy") in the form attached hereto as Exhibit C is hereby ordered, approved and adopted, and the District Clerk is hereby directed to deliver certified copies of the Tax Levy to the Pinal County (Arizona) Board of Supervisors, to the Arizona Department of Revenue, and to any entity acting as trustee for any District bonds . SECTION 3 Effective Date This Resolution is effective immediately. PASSED AND ADOPTED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, THIS DAY OF JUNE, 2023 . SIGNED AND ATTESTED TO THIS DAY OF JUNE, 2023 . WALTER "CHIP" WILSON Chairman, Board of Directors ATTEST : JENNIFER PENA District Clerk APPROVED AS TO FORM: RICHARD JOEL STERN District Counsel ATTACHMENTS : Exhibit A — Notice of Hearing Exhibit B — Adopted Budget FY 2023/24 Exhibit C — Tax Levy RESOLUTION NO. 2023-004 SVCFD NO. 1 PAGE 2 OF 2 EXHIBIT A SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT No. 1 NOTICE OF HEARING REQUIRED By A.R.S. §§ 48-716 AND 48-723 (C) ON THE PROPOSED BUDGET FOR FY 2023/24 OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT No. 1 Pursuant to Arizona Revised Statutes ("A.R. S . ") §§ 48- 716 and 48-723 (C) , notice is hereby given that a public hearing on the Proposed Budget of the Superstition Vistas Community Facilities District No. 1 for FY 2023/24 will be held by the District Board on June 6, 2023, at 5 : 30 p.m. in the Apache Junction Council Chambers located at 300 E. Superstition Boulevard, Apache Junction, Arizona. A copy of the Proposed Budget is on file with the Clerk of the City of Apache Junction, Arizona/District Clerk of Superstition Vistas Community Facilities District No. 1, at the City of Apache Junction located at 300 E. Superstition Boulevard, Building C, Apache Junction, Arizona 85119, telephone number (480) 982-8002 . This notice also constitutes notice of the filing of the estimate as required by A.R. S . § 48-723 (C) . DATED this day of May, 2023 . Isl District Clerk District Clerk Superstition Vistas Community Facilities District No. 1 RESOLUTION NO. 2023-004 SVCFD NO. 1 EXHIBIT A EXHIBIT B SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 ADOPTED BUDGET FY 2 0 2 3/2 4 SOURCES BEGINNING FUND BALANCE - REVENUES Developer Contribution $ 50, 000 0&M Property Tax - Gen. Ob. Bond Property Tax - Special Assessments 150, 000 (including from capitalized interest) Contingency (Additional land patented and is taxable, and assessment prepayments) 120, 000 TOTAL REVENUES $ 320, 000 OTHER FINANCING SOURCES Gen. Ob. Bond Proceeds $ 500, 000 Sp. Assessment Bond Proceeds 2, 000, 000 Contingency (Adjustments to final assessed valuation or bond repayment schedule) 4, 000, 000 TOTAL OTHER FINANCING SOURCES $6, 500, 000 TOTAL SOURCES $6, 820, 000 USES EXPENSES - DEBT SERVICE Gen. Ob. Bond Principal - Gen. Ob. Bond Interest - Sp. Assmt. Bond Principal - Sp. Assmt. Bond Interest $ 145, 000 Bank Fees 5, 000 TOTAL EXPENSES - DEBT SERVICE $ 150, 000 EXPENSES - CAPITAL Gen. Ob Bond Acquisition of Public Infrastructure $ 400, 000 Sp. Assmt. Bond Acquisition of Public Infrastructure 1, 500, 000 Bond Costs of Issuance 550, 000 Appraisal Fees 10, 000 District Engineer Fees 40, 000 Contingency for Additional Acquisition of Public Infrastructure 4, 000, 000 TOTAL EXPENSES - CAPITAL $6, 500, 000 RESOLUTION NO. 2023-004 SVCFD NO. 1 EXHIBIT B PAGE 1 OF 2 EXPENSES - OPERATIONS Administration $ 116, 000 Legal 5, 000 Insurance 29, 000 Contingency 20, 000 TOTAL EXPENSES - OPERATIONS $ 170, 000 TOTAL USES $6_,_8 2 0__,0 00 SOURCES MORE/ (LESS) THAN USES - ENDING FUND BALANCE - RESOLUTION NO. 2023-004 SVCFD NO. 1 EXHIBIT B PAGE 2 OF 2 EXHIBIT C SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT No. 1 TAx LEVY PURSUANT To RESOLUTION No. 2023-004 SVCFD No. 1 passed on June 6, 2023 by the Board of Directors of Superstition Vistas Community Facilities District No. 1 (the "District") , it is hereby ordered levying an ad valorem tax on the net assessed limited property value of all taxable property within the District for FY 2023/24, such tax levy to be apportioned as follows : (i) at a rate equal to $0 . 30 per $100 . 00 of net assessed limited property value for the purpose of operation and maintenance expenses of the District; provided, however, that such rate shall not exceed $0 . 30 per $100 . 00 of net assessed limited property value, and (ii) at a rate equal to $3 . 30 per $100 . 00 of net assessed limited property value for the purpose of paying the principal of and interest on general obligation bond indebtedness to be incurred during FY 2023/24 . A map of the District is attached hereto as Appendix A. DATED: June 6, 2023 . Chairman, District Board Superstition Vistas Community Facilities District No. 1 ATTEST: District Clerk Superstition Vistas Community Facilities District No. 1 RESOLUTION NO. 2023-004 SVCFD NO. 1 EXHIBIT C APPENDIX A U . .AV U �. ----------------------- 01)NO� 1 1,375 AUK "DARNER AVENUE AY AVENUE J 3 0 .. . 0 2000 r Ho , I in.=2000 ft. SUPERSTITION VISTAS NOT D NO.I BOUNDARY EXHIBIT R CONSTRUCTION DATE 03 i" ' SHEET 1 OF 1 OR RECORDING JOB NO. 205166 DESIGN CW CHECK Oki DRAWN CW H I# .*7,a wt i�<*.2 +3' 't�+�?�a�°�,•;-tY�svrra�rst-x8raac�,tkt��aa*�r tr:i�;�c.r �e^aaaf.�:. : RESOLUTION NO. 2023-004 SVCFD NO. 1 EXHIBIT C — APPENDIX A City of Apache Junction, Arizona 300 E Superstition Boulevard Agenda Item Cover Sheet Apache Junction,AZ 85119 Agenda Item No. 5. File ID: 23-294 Sponsor: Leslie DeReche Agenda Date:6/6/2023 Index: In Control: Superstition Vistas Community Facilit Presentation, discussion, and public hearing of the final assessment for the Superstition Vistas Community Facilities District No.1, Assessment District No.1. City of Apache Junction,Arizona Page 1 Printed on 6/1/2023 RESOLUTION NO. 2023-005 SVCFD NO. 1 RESOLUTION OF THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 APPROVING THE ASSESSMENT AND THE PROCEEDINGS HERETOFORE HAD AND TAKEN FOR THE SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 ASSESSMENT DISTRICT NO. 1, DETERMINING THE WORK HAS BEEN COMPLETED IN ACCORDANCE WITH THE PLANS AND SPECIFICATIONS; AND ORDERING THE COLLECTION OF THE AMOUNT ASSESSED. WHEREAS, the Board of Directors of the Superstition Vistas Community Facilities District No . 1 (the "District") initiated (i) the establishment of Assessment District No. 1 (the "Assessment District No. i") , (ii) the acquisition and/or construction of certain public infrastructure and public infrastructure purposes (the "Project") as described in Resolution No. 2023-001 SVCFD No. 1 (the "Resolution of Intention") adopted by the District on May 16, 2023, (iii) the financing of said Project, a Debt Service Reserve and Incidental Expenses (each as defined in the Resolution of Intention) with the District' s special assessment bonds, and (iv) ordered the design, acquisition and construction of such Project as contemplated by the Resolution of Intention; and WHEREAS, pursuant to the Waiver (as such term, and any other capitalized term used and not otherwise defined herein, is defined in the Resolution of Intention) , the owners of all of the real property within the Assessment District No. 1 consented to the inclusion of all of the real property in the Assessment District No. 1, subject to later deletions of real property relating to non-developable and publicly owned land and other modifications, and acknowledged the levy of an assessment, as provided by law, in an amount not to exceed $2, 000, 000 for the purpose of financing the Project, the Debt Service Reserve and Incidental Expenses; and WHEREAS, an assessment in the amount of $2, 000, 000 was prepared, which resulted in a total assessment certified to bond in the amount of $2, 000, 000 (the "Assessment") and a warrant has been prepared as provided by law and the District' s Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023, in an amount not to exceed $2, 000, 000, have been or shall be issued and sold; and RESOLUTION NO. 2023-005 SVCFD NO. 1 PAGE 1 OF 3 WHEREAS, the District Engineer has reported to the Board of Directors that all work relating to the Project has been completed in accordance with the approved plans and specifications; and WHEREAS, a hearing was set for the consideration of the Assessment and notice of such hearing on the Assessment has been given to all persons owning real property in the Assessment District No. 1 as the names appear upon the tax roll and such hearing has been held; and WHEREAS, no objections to the District Engineer' s determination that all work relating to the Project has been completed in accordance with the plans and specifications have been filed or presented at the hearing; and WHEREAS, the District Engineer has caused to be prepared an estimate of all costs anticipated to be incurred in connection with the acquisition and construction of the Project, including the Debt Service Reserve and the Incidental Expenses related thereto; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, AS FOLLOWS : SECTION 1 The work relating to the Project as described in the Resolution of Intention has been completed in accordance with the plans and specifications and is hereby accepted as complete . SECTION 2 Any and all objections to the Assessment, the legality of the Assessment and the legality of all proceedings related to the Assessment District No. 1 are hereby overruled. The Assessment for the Assessment District No. 1 in the amount of $2, 000, 000 as so made is hereby fully and finally confirmed and approved. SECTION 3 All acts of the District Clerk, the District Engineer, the Superintendent of Streets and any person acting for such officials in setting the date for the hearing on the Assessment and causing notice thereof to be mailed is hereby ratified and confirmed. SECTION 4 The Superintendent of Streets is hereby directed to request the District Treasurer to collect the Assessment that has been levied against the real property in the Assessment District No. 1 for an amount not greater than the grand total of costs set forth in the Assessment. RESOLUTION NO. 2023-005 SVCFD NO. 1 PAGE 2 OF 3 SECTION 5 With respect to any Assessment that special assessment bonds are issued against, the District Treasurer shall cause the Assessment to be billed and collected in installment payments sufficient to pay the amounts due on any bonds that are secured by such Assessment . The Assessment shall be collected and, if necessary, foreclosed in accordance with Arizona Revised Statutes § 48-601, et seq. , as amended, and in accordance with the Waiver. SECTION 6 All acts of the District Manager, the District Clerk, the District Treasurer, the District Engineer and the Superintendent of Streets, and any person acting for such officials in furtherance of this resolution or in the collection of the Assessment, are hereby approved, ratified and confirmed. PASSED AND ADOPTED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, THIS DAY OF JUNE, 2023 . SIGNED AND ATTESTED TO THIS DAY OF JUNE, 2023 . WALTER "CHIP" WILSON Chairman, Board of Directors ATTEST : JENNIFER PENA District Clerk APPROVED AS TO FORM: RICHARD JOEL STERN District Counsel RESOLUTION NO. 2023-005 SVCFD NO. 1 PAGE 3 OF 3 City of Apache Junction, Arizona 300 E Superstition Boulevard Agenda Item Cover Sheet Apache Junction,AZ 85119 Agenda Item No.6. File ID: 23-295 Sponsor: Leslie DeReche Agenda Date:6/6/2023 Index: In Control: Superstition Vistas Community Facilit Presentation, discussion, and consideration of Resolution No. 2023-005 SVCFD No. 1, a resolution of the district board of Superstition Vistas Community Facilities District No. 1 approving the final assessment for Assessment District No. 1, determining that the work has been completed in accordance with the approved plans and specifications, and ordering the collection of the assessment in Assessment District No. 1. City of Apache Junction,Arizona Page 1 Printed on 6/1/2023 RESOLUTION NO. 2023-005 SVCFD NO. 1 RESOLUTION OF THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 APPROVING THE ASSESSMENT AND THE PROCEEDINGS HERETOFORE HAD AND TAKEN FOR THE SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 ASSESSMENT DISTRICT NO. 1, DETERMINING THE WORK HAS BEEN COMPLETED IN ACCORDANCE WITH THE PLANS AND SPECIFICATIONS; AND ORDERING THE COLLECTION OF THE AMOUNT ASSESSED. WHEREAS, the Board of Directors of the Superstition Vistas Community Facilities District No . 1 (the "District") initiated (i) the establishment of Assessment District No. 1 (the "Assessment District No. i") , (ii) the acquisition and/or construction of certain public infrastructure and public infrastructure purposes (the "Project") as described in Resolution No. 2023-001 SVCFD No. 1 (the "Resolution of Intention") adopted by the District on May 16, 2023, (iii) the financing of said Project, a Debt Service Reserve and Incidental Expenses (each as defined in the Resolution of Intention) with the District' s special assessment bonds, and (iv) ordered the design, acquisition and construction of such Project as contemplated by the Resolution of Intention; and WHEREAS, pursuant to the Waiver (as such term, and any other capitalized term used and not otherwise defined herein, is defined in the Resolution of Intention) , the owners of all of the real property within the Assessment District No. 1 consented to the inclusion of all of the real property in the Assessment District No. 1, subject to later deletions of real property relating to non-developable and publicly owned land and other modifications, and acknowledged the levy of an assessment, as provided by law, in an amount not to exceed $2, 000, 000 for the purpose of financing the Project, the Debt Service Reserve and Incidental Expenses; and WHEREAS, an assessment in the amount of $2, 000, 000 was prepared, which resulted in a total assessment certified to bond in the amount of $2, 000, 000 (the "Assessment") and a warrant has been prepared as provided by law and the District' s Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023, in an amount not to exceed $2, 000, 000, have been or shall be issued and sold; and RESOLUTION NO. 2023-005 SVCFD NO. 1 PAGE 1 OF 3 WHEREAS, the District Engineer has reported to the Board of Directors that all work relating to the Project has been completed in accordance with the approved plans and specifications; and WHEREAS, a hearing was set for the consideration of the Assessment and notice of such hearing on the Assessment has been given to all persons owning real property in the Assessment District No. 1 as the names appear upon the tax roll and such hearing has been held; and WHEREAS, no objections to the District Engineer' s determination that all work relating to the Project has been completed in accordance with the plans and specifications have been filed or presented at the hearing; and WHEREAS, the District Engineer has caused to be prepared an estimate of all costs anticipated to be incurred in connection with the acquisition and construction of the Project, including the Debt Service Reserve and the Incidental Expenses related thereto; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, AS FOLLOWS : SECTION 1 The work relating to the Project as described in the Resolution of Intention has been completed in accordance with the plans and specifications and is hereby accepted as complete . SECTION 2 Any and all objections to the Assessment, the legality of the Assessment and the legality of all proceedings related to the Assessment District No. 1 are hereby overruled. The Assessment for the Assessment District No. 1 in the amount of $2, 000, 000 as so made is hereby fully and finally confirmed and approved. SECTION 3 All acts of the District Clerk, the District Engineer, the Superintendent of Streets and any person acting for such officials in setting the date for the hearing on the Assessment and causing notice thereof to be mailed is hereby ratified and confirmed. SECTION 4 The Superintendent of Streets is hereby directed to request the District Treasurer to collect the Assessment that has been levied against the real property in the Assessment District No. 1 for an amount not greater than the grand total of costs set forth in the Assessment. RESOLUTION NO. 2023-005 SVCFD NO. 1 PAGE 2 OF 3 SECTION 5 With respect to any Assessment that special assessment bonds are issued against, the District Treasurer shall cause the Assessment to be billed and collected in installment payments sufficient to pay the amounts due on any bonds that are secured by such Assessment . The Assessment shall be collected and, if necessary, foreclosed in accordance with Arizona Revised Statutes § 48-601, et seq. , as amended, and in accordance with the Waiver. SECTION 6 All acts of the District Manager, the District Clerk, the District Treasurer, the District Engineer and the Superintendent of Streets, and any person acting for such officials in furtherance of this resolution or in the collection of the Assessment, are hereby approved, ratified and confirmed. PASSED AND ADOPTED BY THE BOARD OF DIRECTORS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, THIS DAY OF JUNE, 2023 . SIGNED AND ATTESTED TO THIS DAY OF JUNE, 2023 . WALTER "CHIP" WILSON Chairman, Board of Directors ATTEST : JENNIFER PENA District Clerk APPROVED AS TO FORM: RICHARD JOEL STERN District Counsel RESOLUTION NO. 2023-005 SVCFD NO. 1 PAGE 3 OF 3 City of Apache Junction, Arizona 300 E Superstition Boulevard Agenda Item Cover Sheet Apache Junction,AZ 85119 Agenda Item No.7. File ID: 23-296 Sponsor: Leslie DeReche Agenda Date:6/6/2023 Index: In Control: Superstition Vistas Community Facilit Presentation, discussion and consideration of Resolution No. 2023-006 SVCFD No.1, a resolution of the district board of Superstition Vistas Community Facilities District No.1, authorizing the issuance of the District's Assessment District No.1 Special Assessment Bonds, Series 2023; approving the form and authorizing the execution and delivery of related documents; awarding the bonds to a purchaser; appointing a registrar, transfer agent and paying agent for the bonds; authorizing the taking of other actions securing the payment of and relating to the bonds; and adopting written policies and procedures for tax-advantaged obligations and procedures for compliance with continuing disclosure undertakings. City of Apache Junction,Arizona Page 1 Printed on 6/1/2023 RESOLUTION NO. 2023-006 SVCFD NO. 1 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 AUTHORIZING THE ISSUANCE OF ITS ASSESSMENT DISTRICT NO. 1 SPECIAL ASSESSMENT BONDS, SERIES 2023, IN THE AGGREGATE ORIGINAL PRINCIPAL AMOUNT OF NOT TO EXCEED $2, 000, 000; APPROVING THE FORM AND AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND REGISTRAR, TRANSFER AGENT AND PAYING AGENT CONTRACT, A PURCHASE CONTRACT RELATING TO THE BONDS, A CONTINUING DISCLOSURE UNDERTAKING, AND CERTAIN OTHER DOCUMENTS SECURING THE PAYMENT OF OR RELATING TO THE BONDS; RATIFYING AND APPROVING A PRELIMINARY OFFICIAL STATEMENT RELATING TO THE BONDS; APPROVING A FINAL OFFICIAL STATEMENT RELATING TO THE BONDS; AWARDING THE BONDS TO THE PURCHASER THEREOF; APPOINTING A REGISTRAR, TRANSFER AGENT AND PAYING AGENT FOR THE BONDS; AUTHORIZING THE TAKING OF OTHER ACTIONS SECURING THE PAYMENT OF AND RELATING TO THE BONDS; AND ADOPTING WRITTEN POLICIES AND PROCEDURES FOR TAX- ADVANTAGED OBLIGATIONS AND PROCEDURES FOR COMPLIANCE WITH CONTINUING DISCLOSURE UNDERTAKINGS . BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 AS FOLLOWS : SECTION 1 FINDINGS A. Pursuant to Title 48, Chapter 4, Article 6 of the Arizona Revised Statutes, as amended (the "Enabling Act") , the Waiver Agreement (as defined herein) and Resolution No. 2023-001 SVCFD No. 1 adopted on May 16, 2023 (the "Resolution of Intention") , the Board of Directors (the "District Board") of the Superstition Vistas Community Facilities District No. 1 (the "District") has formed Assessment District No. 1 (the "Assessment District No. 1") and declared its intention to: (i) acquire certain public infrastructure and public infrastructure purposes and pay costs and expenses related thereto, including funding capitalized interest and a debt service reserve fund (collectively, the "Project") , (ii) assess the costs and expenses of the Project upon certain benefited real property within the boundaries of the District as described in the Resolution of Intention, (iii) issue the District' s Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 1 OF 26 Bonds, Series 2023 (the "Bonds") , to finance the Project and (iv) order the Project performed as described in the Resolution of Intention. B. Pursuant to the terms and provisions of the Superstition Vistas Community Facilities District No. 1 Waiver and Development Agreement Pertaining to the To Be Formed Assessment District No. 1, dated as of March 27, 2023, and recorded March 28, 2023 with the Pinal County, Arizona, Recorder at Fee No. 2023-021900 (the "Waiver Agreement") , D.R. Horton, Inc. ("Horton") , the owner of all real property to be assessed within the boundaries of Assessment District No . 1, and any other persons who have an interest in the real property to be assessed within the boundaries of Assessment District No. 1 (collectively with Horton, the "Owner") have waived, among other things, certain requirements relating to the notices, protests and hearings relating to, among other things, the formation of the Assessment District No. 1, levying of the Assessments (as defined herein) , and the time period for cash payments . C. The District Board has reviewed a report of the feasibility and benefits of the Project, and such report included a description of certain public infrastructure and public infrastructure purposes to be acquired and all other information useful to understand the Project, a map showing, in general, the location of the Project, an estimate of the cost to acquire, operate and maintain the Project, an estimated schedule for completion of the Project, a map or description of the area to be benefited by the Project, and a plan and expected method for financing the Project, including the nature and timing of the issuance of the Bonds (the "Report") . A public hearing on the Report was held May 16, 2023, as provided by law, and, pursuant to the Enabling Act and the Resolution of Intention, the Report was ratified and approved in all respects . D. Pursuant to and in reliance upon the Waiver Agreement, the District Board adopted Resolution No. 2023-002 SVCFD NO. 1 on May 16, 2023, approving the assessment diagram and the levying of an assessment (the "Assessment" or the "Assessments") against the real property within the boundaries of Assessment District No 1 in the amount of $5, 000 . 00 per lot and recording of the assessment diagram in the Office of the Superintendent of Streets of the District (the "Superintendent") . Pursuant to the Waiver Agreement and other agreements by the Owner, the Owner waived the requirement for notices of cash demands, the opportunity to make cash payments and requested the unpaid Assessments go to bond. RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 2 OF 26 E. Pursuant to the terms and provisions of the Waiver Agreement, the Owner, among other things, approved the : (i) proceedings relating to the Assessment and the Bonds, (ii) Assessment and assessment diagram, (iii) assessment methodology, (iv) method of collection and foreclosure of Assessments and (v) terms of the Bonds . F. The District Board has determined to authorize the issuance of the Bonds described herein to provide funds for the Project and any and all of the public infrastructure purposes provided for in the Enabling Act and the General Plan of the District. G. Pursuant to the Enabling Act, the District has also determined to enter into a Bond Registrar, Transfer Agent and Paying Agent Contract, dated as of June 1, 2023, or such other date as set forth in the hereinafter defined Purchase Contract for the sale of the Bonds (the "Registrar/Paying Agent Contract") , between the District and U. S . Bank Trust Company, National Association, as registrar, transfer agent and paying agent (the "Registrar" and the "Paying Agent" as the case may be) , to process the issuance, registration, transfer and payment of the Bonds . The District Board has determined by this Resolution to authorize the issuance of the Bonds and, in order to provide terms for the authentication and delivery of the Bonds by the Registrar, to authorize the execution and delivery of the Registrar/Paying Agent Contract. H. The following documents are on file with the District Clerk and presented in connection herewith: (i) the proposed form of the Registrar/Paying Agent Contract, (ii) the proposed form of the Purchase Contract relating to the Bonds (the "Purchase Contract") , by and between the District and Hilltop Securities Inc. (the "Underwriter") , (iii) the Preliminary Official Statement relating to the Bonds, dated the date thereof (the "Preliminary Official Statement") , and which, with such completions and changes as may be necessary, will constitute the form of the Official Statement for the Bonds (the "Final Official Statement") , and (iv) the proposed form of Continuing Disclosure Undertaking relating to the Bonds, to be dated the date of delivery thereof (the "Undertaking") . (The documents described in clauses (i) , (ii) and (iv) of this paragraph are hereinafter referred to, collectively, as the "Bond Documents. ") I . The District Board hereby finds and determines that: (i) the amount of the Bonds does not exceed the estimated cost RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 3 OF 26 of the Project plus all costs connected therewith, including the costs of issuance of the Bonds (collectively, the "Costs") , (ii) the Costs are less than or equal to the benefits derived from the Project and (iii) based upon an appraisal completed by Schnepf Ellsworth Appraisal Group, LLC, dated April 27, 2023, the value of each of the assessed parcels comprising the Assessment District No. 1 is at least six (6) times the principal amount of the Bonds allocated to each such assessed parcel . J. Pursuant to the Internal Revenue Code of 1986, as amended (hereinafter referred to as the `Code") , and the regulations promulgated thereunder (hereinafter referred to as the "Regulations") , issuers of obligations, the interest on which is intended to be excludable from the gross income of the owners thereof for federal income tax purposes (hereinafter referred to as "Tax-Exempt Obligations") , are required to establish policies and procedures to ensure compliance with the applicable provisions of the Code and the Regulations, and the District Board has determined that procedures should be adopted in order to ensure that Tax-Exempt Obligations issued by the District comply with the provisions of the Code and the Regulations (hereinafter referred to as the "Tax Compliance Procedures") . K. Pursuant to the Rule 15c2-12 of the Securities and Exchange Commission, as amended (the "Rule") , Participating Underwriters (as defined in the Rule) are required to reasonably determine that issuers have entered into written undertakings to make ongoing disclosure in connection with offerings of obligations to investors subject to the Rule and the District Board has determined that procedures should be adopted in order to document practices and describe various procedures for preparing and disseminating such ongoing disclosure for the benefit of the holders of the obligations of the District and to assist the Participating Underwriters in complying with the Rule and such written undertakings (hereinafter, together with the Tax Compliance Procedures, referred to as the "Procedures") . L. There has also been placed on file with the District Clerk of the District and presented to the District Board the Procedures . SECTION 2 APPROVAL OF ISSUANCE AND SALE OF BONDS; PAYMENT OF BONDS A. The Bonds are hereby authorized to be issued as a series of tax-exempt special assessment bonds of the District to RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 4 OF 26 be designated "Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023. " If the Bonds are issued in a different calendar year, the officers of the District are hereby authorized and directed to change the series designation. The Bonds shall be issued and delivered in an aggregate original principal amount of not to exceed $2, 000, 000, shall be in fully registered form only, shall be dated as of their date of initial issuance, shall bear interest at the rate or rates set forth in the Purchase Contract (not to exceed 10 . 00) from their date and shall mature on July 1 in some or all of the years 2024 through 2047 (or, if the Bonds are issued after July 1, 2023, the final maturity of the Bonds shall be not later than July 1, 2048) . Interest will be payable semiannually, commencing on January 1, 2024 (or on such other date as set forth in the Purchase Contract) and on each succeeding January 1 and July 1 (each such date shall be referred to as an "Interest Payment Date") during the term of the Bonds . As initially issued, the Bonds shall be in the Book-Entry-Only System described herein and in the denomination of $5, 000 of principal each or any $1, 000 integral multiple in excess thereof (or in such other denominations as described in the Purchase Contract) and shall be in fully registered form. If necessary to accommodate a prior redemption of Bonds as set forth in Section 3 hereof, the Bonds may be in denominations of less than $5, 000 in integral multiples of $1, 000 (or in such other denominations as described in the Purchase Contract) . Any costs of issuance in excess of the estimated amount presented in the Report shall be paid by the Owner. B. The principal of and premium, if any, on the Bonds shall be payable upon surrender thereof at the principal corporate trust office of the Paying Agent . Interest due on the Bonds on each Interest Payment Date shall be payable by check mailed, when due, to the persons (the "Bondholders") in whose names the Bonds are registered by the Registrar at the close of business on the fifteenth (15th) day of the calendar month (other than a Saturday, a Sunday, or a legal holiday or equivalent (other than a moratorium) for banking institutions generally in the place of payment or in the city where the principal corporate trust office of the Paying Agent is located (a "Business Day") ) next preceding the applicable Interest Payment Date, or if such day is not a Business Day, the previous Business Day (the "Record Date") . C. In the event that interest is not paid on an Interest Payment Date, the Registrar shall establish a special record RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 5 OF 26 date for the payment of such interest, if and when funds for the payment of such interest have been received. Notice of the special record date and of the scheduled payment date of the past due interest will be sent at least ten (10) days prior to the special record date, to the address of each Bondholder appearing on the Register (as such term is hereafter defined) . D. The Bonds shall have such additional terms and provisions as are set forth in the Purchase Contract and in the form of Bond attached hereto as Exhibit A, which is a part of this Resolution. SECTION 3 PRIOR REDEMPTION A. Special Optional Redemption All Bonds are subject to redemption prior to their stated maturity, in whole or in part, at random, at the option of the District, on any Interest Payment Date, from proceeds received by the District from: (i) if and to the extent on or after the completion of the Project, upon direction given to the Registrar by the District, amounts transferred from the Acquisition Fund (as defined herein) for such purpose, (ii) the prepayment of any Assessment by the owner of any assessed real property, (iii) the proceeds of any foreclosure sale of any assessed real property due to a failure to pay an Assessment installment, to the extent such foreclosure sale proceeds are not used to replenish the Debt Service Reserve to an amount equal to the Reserve Fund Requirement (as defined herein) or (iv) amounts transferred from the Debt Service Reserve in accordance with Section 12 (E) . Such proceeds shall be deposited with the Registrar and the Paying Agent at least two (2) Business Days prior to the date of redemption. The special optional redemption shall be at a redemption price of par plus interest accrued to the date of redemption, without premium. B. Optional Redemption The Bonds shall be subject to call for redemption prior to their stated maturity dates, at the option of the District, on such dates and at such price (the "Redemption Price") as are set forth in the Purchase Contract. C. Mandatory Redemption The Bonds shall be subject to mandatory redemption prior to their stated maturity dates, by lottery, at a Redemption Price of par plus interest accrued to the date of redemption, but without premium, on such dates and in such amounts as are set forth in the Purchase Contract. RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 6 OF 26 Whenever Bonds which are subject to mandatory redemption are purchased, redeemed (other than pursuant to mandatory redemption) or are delivered by the District to the Registrar for cancellation, the principal amount of the Bonds so retired shall satisfy and be credited against any mandatory redemption requirements for the Bonds for such years on a pro rata basis, to the extent practicable; provided, however, that each remaining mandatory redemption payment shall be in an amount of at least $5, 000 of principal . D. Notice of Redemption So long as the Bonds are held under the Book-Entry-Only System described below, notices of redemption will be sent to The Depository Trust Company ("DTC") in the manner required by DTC. If the Book-Entry-Only System is discontinued, notice of redemption of any Bond will be mailed to the registered owner of the Bond or Bonds being redeemed at the address shown on the bond register maintained by the Registrar not more than sixty (60) nor less than thirty (30) days prior to the date set for redemption. Notice of redemption may be sent to any securities depository by mail, facsimile transmission, wire transmission or any other means of transmission of the notice generally accepted by the respective securities depository. Neither the failure of DTC nor any registered owner of Bonds to receive a notice of redemption nor any defect therein will affect the validity of the proceedings for redemption of Bonds as to which proper notice of redemption was given. Notice of any redemption will also be sent to the Municipal Securities Rulemaking Board (the "MSRB") , currently through the MSRB' s Electronic Municipal Market Access system, in the manner required by the MSRB, but no defect in said further notice or record nor any failure to give all or a portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as prescribed above . If moneys for the payment of the Redemption Price and accrued interest are not held in separate accounts by the District or a Paying Agent prior to sending the notice of redemption, such redemption shall be conditional on such moneys being so held on the date set for redemption and if not so held by such date, the redemption shall be cancelled and be of no force and effect. E. Effect of Call for Redemption On the date designated for redemption by notice given as herein provided, the Bonds so RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 7 OF 26 called for redemption shall become and be due and payable at the Redemption Price provided for redemption of such Bonds on such date, and, if moneys for payment of the Redemption Price are held in separate accounts by the Paying Agent, interest on such Bonds or portions of Bonds so called for redemption shall cease to accrue, such Bonds shall cease to be entitled to any benefit or security hereunder and the Bondholders shall have no rights in respect thereof except to receive payment of the Redemption Price thereof and such Bonds shall be deemed paid and no longer outstanding. F. Redemption of Less Than All of a Bond The District may redeem an amount which is included in a Bond in integral multiples of $1, 000 . In that event, the registered Bondholder shall submit the Bond for partial redemption and the Paying Agent shall make such partial payment and the Registrar shall cause to be issued a new Bond in a principal amount which reflects the redemption so made to be authenticated and delivered to the registered Bondholder thereof. SECTION 4 FORM OF BONDS The Bonds shall be in substantially the form of Exhibit A, attached hereto and incorporated by reference herein, with such necessary and appropriate omissions, insertions and variations as are permitted or required hereby or by the Purchase Contract and are approved by those officers executing the Bonds and execution thereof by such officers shall constitute conclusive evidence of such approval . The Bonds may have notations, legends or endorsements required by law, securities exchange rule or usage . Each Bond shall be dated the date of its authentication and registration. SECTION 5 EXECUTION OF BONDS AND OTHER DOCUMENTS A. Execution of Bonds The Bonds shall be executed for and on behalf of the District by the Chairman (or, if the Chairman is not available, then the Vice Chairman or any other member of the District Board) and attested by the District Clerk by their manual or facsimile signatures . If the signatures are affixed or imprinted by facsimile, the Chairman (or, if the Chairman is not available, then the Vice Chairman or any other member of the District Board) and the District Clerk shall execute a certificate adopting as their signatures the facsimile signatures appearing on the Bonds . If an officer whose signature is on a Bond no longer holds that office at the time RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 8 OF 26 the Bond is authenticated and registered, the Bond shall nevertheless be valid. A Bond shall not be valid or binding until authenticated by the manual signature of an authorized officer of the Registrar. The signature shall be conclusive evidence that the Bond has been authenticated and issued under this Resolution. B. Other Documents The District Board hereby approves the form and orders and directs the execution of the Bond Documents, each in substantially the form presented to the District Board. The Chairman is authorized and directed to determine and approve the actual dated date, maturity dates and amounts, interest rates, redemption provisions, and the purchase price to be paid by the Underwriter, and to execute and deliver the Bond Documents in substantially the form presented to this District Board with such necessary and appropriate omissions, insertions and variations as are permitted or required hereby and are approved by those officers executing such agreements on behalf of the District. Execution of the documents by the Chairman, any member of the District Board, the District Manager or the District Treasurer shall be conclusive evidence of such approval . The District Clerk is authorized and directed to attest such signatures . Where applicable, any of the foregoing officers may affix their signatures by manual, mechanical or photographic means . SECTION 6 MUTILATED, LOST OR DESTROYED BONDS In case any Bond becomes mutilated or destroyed or lost, the Registrar shall cause to be executed and delivered a new Bond of like date and tenor in exchange and substitution for and upon the cancellation of such mutilated Bond or in lieu of and in substitution for such Bond destroyed or lost, upon the registered Bondholder' s paying the reasonable expenses and charges of the District and the Registrar in connection therewith and, in the case of the Bond destroyed or lost, filing with the District Clerk and the Registrar by the registered Bondholder evidence satisfactory to the District and the Registrar that such Bond was destroyed or lost, and furnishing the District and the Registrar with a sufficient indemnity bond pursuant to A.R. S . § 47-8405, as amended. RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 9 OF 26 SECTION 7 ACCEPTANCE OF PROPOSAL The Bonds are hereby sold to the Underwriter in accordance with the terms of the Purchase Contract . The Underwriter has agreed to sell the Bonds in a public offering. The actual terms of the Bonds and the Purchase Contract shall be reviewed and approved by the Chairman of the District Board (which approval shall be deemed conclusive by the execution and delivery of the Purchase Contract by the Chairman, any member of the District Board, or the District Treasurer) . The District Treasurer is hereby authorized and directed to cause the Bonds to be delivered to or upon the order of the Underwriter upon receipt of payment therefor and satisfaction of the other conditions for delivery thereof in accordance with the terms of the sale and to indicate how such proceeds shall be deposited in the funds described in Section 8 hereof. SECTION 8 FUNDS AND ACCOUNTS A. The District Treasurer shall create the following funds and accounts which shall be held separate and apart from other funds and accounts of the District and used only as provided herein: W Bond Fund, which shall include: (a) Principal Account; (b) Interest Account; and (c) Prepayment Account. (ii) Acquisition Fund. (iii) Issuance and Expenses Fund. (iv) Debt Service Reserve . B. The money deposited to the various funds and accounts created hereby, together with all investments thereof and investment income therefrom, shall be held in trust by the District and applied solely as herein provided. SECTION 9 DEPOSITS TO AND APPLICATION OF BOND FUND A. At the applicable times set forth below, the District shall immediately deposit, or shall cause to be immediately RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 10 OF 26 deposited, to the Bond Fund to the credit of the applicable accounts : 1 . to the Principal and Interest Accounts, as applicable, upon receipt, all amounts collected by or remitted to the District from the collections of the installments of principal and interest, respectively, on the Assessments; 2 . to the Prepayment Account, upon receipt, all amounts remitted to the District as prepayments of the Assessments; 3 . to the Prepayment Account, upon receipt, all amounts remitted to the District as proceeds from any foreclosure sale of any assessed real property and not used to replenish the Debt Service Reserve to an amount equal to the Reserve Fund Requirement; 4 . to the Prepayment Account, amounts transferred from the Acquisition Fund to the extent hereinafter provided; 5 . to the Principal and Interest Accounts, as the case may be, amounts transferred from the Debt Service Reserve as hereinafter provided pursuant to Section 12 (B) , (D) and (F) ; 6 . to the Prepayment Account, any amounts transferred from the Debt Service Reserve as hereinafter provided pursuant to Section 12 (E) ; and 7 . such other funds as the District shall, from time to time, at its option deem advisable . B. The Principal, Interest and Prepayment Accounts of the Bond Fund shall be applied solely to pay principal of (including any mandatory redemption amount then due) , interest on and the Redemption Price with respect to the Bonds, respectively. SECTION 10 ACQUISITION FUND A. The District shall deposit to the Acquisition Fund Bond proceeds in the amount provided in the District' s Certificate Relating to Federal Tax Matters relating to the Bonds (the "Tax Certificate") . B. The date of completion of the Project (the "Completion Date") shall be evidenced to the District by a certificate signed by Horton stating that: RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 11 OF 26 1 . The Project has been completed in accordance with the plans and specifications therefor (such certification can rely upon the opinion of an inspector or consultant retained by Horton) and all labor, services, materials and supplies used in the Project have been paid for and acknowledgments of such payments have been obtained from all contractors and suppliers; and 2 . All other facilities necessary in connection with the Project have been constructed, acquired and installed in accordance with the plans and specifications therefor (such certification can rely upon the opinion of an inspector or consultant retained by Horton) , and all costs of acquisition of the Project have been paid. C. Notwithstanding the foregoing, such certificate shall state that it is given without prejudice to any rights against third parties which exist at the date of such certificate or which may subsequently come into being. Within ten (10) days following the Completion Date, the District shall transfer any balance in the Acquisition Fund (except moneys retained for expenses not yet due and payable) into the Prepayment Account in the Bond Fund for application to the redemption of Bonds . D. Notwithstanding anything contained in this Section 10, on June 1, 2026 (or such later date as described in the District' s Tax Certificate) , any amounts remaining in the Acquisition Fund shall be transferred to the Prepayment Account of the Bond Fund and applied to the redemption of Bonds . SECTION 11 ISSUANCE AND EXPENSES FUND The money deposited to the Issuance and Expenses Fund, together with all investments thereof and investment income therefrom, shall be held in trust by the District . The District shall deposit Bond proceeds to the Issuance and Expenses Fund in the amounts provided in the Tax Certificate . Upon a request for disbursement, amounts on deposit in the Issuance and Expenses Fund shall be applied to pay all costs of the issuance and sale of the Bonds identified in a request signed by any of the Chairman of the District Board, the District Manager or the District Treasurer. On November 1, 2023 (or such other date as described in the District' s Tax Certificate) , the District shall transfer any moneys in the Issuance and Expenses Fund to the Prepayment Account of the Bond Fund and direct the application of such transferred moneys to the redemption of Bonds . RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 12 OF 26 SECTION 12 DEBT SERVICE RESERVE A. The District shall deposit Bond proceeds to the Debt Service Reserve in the amount of the lesser of: (i) ten percent (100) of the principal amount of the Bonds, (ii) one hundred percent (1000) of the maximum annual debt service on the Bonds or (iii) one hundred twenty-five percent (1250) of the average annual debt service on the Bonds, or such amount as required by the Code, to obtain or maintain the exclusion of interest from gross income for federal income tax purposes for the Bonds, pursuant to an opinion of Bond Counsel (as defined herein) (the "Reserve Fund Requirement") , as provided in the District' s Tax Certificate . B. On, or, if either day is not a Business Day, before December 30, 2023, and June 29, 2024, and each year thereafter, the District shall, to the extent the moneys in the Debt Service Reserve exceed the Reserve Fund Requirement, transfer from the Debt Service Reserve to the Principal and Interest Accounts of the Bond Fund the difference between the amount in the Bond Fund on such date and the amount necessary to pay the principal of and interest, respectively, on the Bonds on the next succeeding January 1 or July 1, as the case may be. C. If, after a Debt Service Reserve withdrawal, the Debt Service Reserve is less than the Reserve Fund Requirement, the District shall reimburse the Debt Service Reserve, to the extent moneys are realized, from either: (i) the proceeds from the sale of delinquent Assessments, which sales are conducted in the manner described in A.R. S . §§ 48-601 through 48-607, inclusive, as amended from time to time, provided, however, A.R. S . § 48-607 is revised to require the sales proceeds to be deposited to the Debt Service Reserve and neither the District nor the City of Apache Junction, Arizona (the "City") , shall be required under any circumstances to purchase, or make any payment for the purchase of the delinquent Assessment and corresponding assessed parcel or lot; or (ii) excess amounts from installment payments on the Assessments, if any, provided, however, only to the extent that such excess portion of such installment payments is not required for the payment of principal of and interest on the Bonds . D. Any investment profits realized from the investment of moneys in the Debt Service Reserve shall remain in and be part of the Debt Service Reserve; provided, however, if moneys in the Debt Service Reserve are in excess of the Reserve Fund RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 13 OF 26 Requirement, such excess amount attributed to investment earnings shall be transferred to the Interest Account of the Bond Fund and applied from time to time pursuant to Section 9 hereof. E. If the amount held in the Debt Service Reserve together with the amount held in the Bond Fund is sufficient to pay the principal amount of all Bonds outstanding on an Interest Payment Date, together with the interest accrued on such Bonds as of such Interest Payment Date and any premium, the moneys shall be transferred to the Prepayment Account of the Bond Fund and thereafter used to redeem all Bonds as of such Interest Payment Date . F. On, or, if either day is not a Business Day, before December 30, 2023, and June 29, 2024, and each year thereafter, the District shall, to the extent the moneys in either the Principal Account or Interest Account are insufficient to pay the principal of or interest on the next succeeding Interest Payment Date after any transfer required pursuant to Section 12 (B) hereof, transfer from the Debt Service Reserve to the Principal and Interest Accounts of the Bond Fund the difference between the amount in the Bond Fund on such date and the amount necessary to pay the principal of and interest, respectively, on the Bonds on the next succeeding Interest Payment Date, as the case may be . SECTION 13 INVESTMENT OF AND SECURITY FOR FUNDS Money held for the credit of any fund or account herein created shall be invested pursuant to A.R. S . § 35-323 . SECTION 14 REGISTRAR AND PAYING AGENT Pursuant to the Registrar/Paying Agent Contract, the Registrar will maintain an office or agency where Bonds may be presented for registration of transfer and the Paying Agent will maintain an office or agency where Bonds may be presented for payment . The District may appoint one or more co-registrars or one or more additional paying agents . The Registrar and the Paying Agent may make reasonable rules and set reasonable requirements for their respective functions with respect to the Bondholders . U. S . Bank Trust Company, National Association, Phoenix, Arizona, will act as the initial Registrar and the initial Paying Agent with respect to the Bonds . The District may change the Registrar RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 14 OF 26 or the Paying Agent without notice to or consent of the Bondholders and the District may act in any such capacity. Each Paying Agent will be required to agree in writing that the Paying Agent will hold in trust for the benefit of the Bondholders all moneys held by the Paying Agent for the payment of principal of and interest and any premium on the Bonds . The Registrar may appoint an authenticating agent acceptable to the District to authenticate Bonds . An authenticating agent may authenticate Bonds whenever the Registrar may do so . Each reference herein to authentication by the Registrar includes authentication by an authenticating agent acting on behalf and in the name of the Registrar and subject to the Registrar' s direction. The Registrar shall keep a register of the Bonds (the "Register") , the registered Bondholders and of transfer of the Bonds . When Bonds are presented to the Registrar or a co-Registrar with a request to register transfer, the Registrar will register the transfer on the Register if its requirements for transfer are met and will authenticate and deliver one or more Bonds registered in the name of the transferee of the same principal amount, maturity and rate of interest as the surrendered Bonds . Bonds presented to the Registrar for transfer after the close of business on the Record Date and before the close of business on the next subsequent Interest Payment Date will be registered in the name of the transferee but the interest payment will be made to the registered Bondholders shown on the Register maintained by the Registrar as of the close of business on the Record Date . The Registrar may but need not register the transfer of a Bond which has been selected for redemption and need not register the transfer of any Bond for a period of fifteen (15) days before a selection of Bonds to be redeemed; if the transfer of any Bond which has been called or selected for call for redemption in whole or in part is registered, any notice of redemption which has been given to the transferor will be binding upon the transferee and a copy of the notice of redemption will be delivered to the transferee along with the Bond or Bonds . The Registrar shall authenticate Bonds for original issue up to $2, 000, 000 in aggregate original principal amount upon the written request of the District Treasurer or other authorized District officer. The aggregate principal amount of Bonds outstanding at any time may not exceed that amount except for RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 15 OF 26 replacement Bonds as to which the requirements of the Registrar and the District are met. The amounts which are segregated by the District or deposited with the Paying Agent to pay the principal of, premium, if any, or interest on any Bonds becoming due on any due date shall be held in trust for the benefit of the owner of such Bonds . Amounts so segregated or deposited and held in trust shall constitute a separate trust fund for the benefit of the owner of such Bonds entitled to such principal or interest, as the case may be . Amounts held by the District or Paying Agent for the payment of the principal of, premium, if any, or interest on the Bonds need not be segregated from other funds, except to the extent required by law. The District may at any time direct any Paying Agent to pay to the District all money held by such Paying Agent, such amounts to be held by the District upon the same trusts as those upon which such money was held by such Paying Agent, and, upon such payment by any Paying Agent to the District, such Paying Agent shall be released from all further liability with respect to such money. In the event any check for payment of interest on a Bond is returned to any Paying Agent unendorsed or is not presented for payment within two (2) years from its payment date or any Bond is not presented for payment of principal at maturity or redemption date, if amounts sufficient to pay such interest or principal due upon such Bond shall have been made available to such Paying Agent for the benefit of the Bondholder thereof, it shall be the duty of such Paying Agent to hold such funds or invest the same in Government Obligations (as defined herein) , without liability for interest thereon, for the benefit of the owner of such Bond who shall thereafter be restricted exclusively to such funds for any claim of whatever nature relating to such Bond or amounts due thereunder. Such obligation of the Paying Agent to hold such funds shall continue for two (2) years and six (6) months following the date on which such interest or principal payment became due, whether at maturity or stated maturity, or at the redemption date, or otherwise, at which time such Paying Agent shall surrender such unclaimed funds so held to the District, whereupon any claim of whatever nature by the owner of such Bond arising under such Bond shall be made upon the District. So long as the Bonds are administered under DTCs Book-Entry- Only System and DTC is the securities depository for the Bonds RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 16 OF 26 described herein, interest payments and principal payments that are part of periodic principal and interest payments shall be paid to Cede & Co . or its registered assigns in same-day funds no later than the time of payment established by DTC on each interest or principal payment date (or in accordance with then existing arrangements between the District and DTC) . The District will enter or has previously entered into an agreement (the "Letter of Representations") with DTC in connection with the issuance of its bonds and, while the Letter of Representations is in effect, the procedures established therein shall apply to the Bonds . If the Book-Entry-Only System is discontinued, the Register maintained by the Registrar will show the registered Bondholders . While the Bonds are subject to the Book-Entry-Only System, the Bonds shall be registered in the name of Cede & Co . , or its registered assigns . The Bonds will be administered by the Registrar in a manner which assures against double issuance and provides a system of transfer of ownership on the books of the Registrar in the manner set forth in the Bonds . If the Book-Entry-Only System is discontinued, interest on the Bonds will be payable on each Interest Payment Date by check mailed to the Bondholder thereof at the Bondholder' s address all as shown on the registration books maintained by the Registrar as of the close of business of the Registrar on the Record Date . If the Book-Entry-Only System is discontinued, principal of the Bonds will be payable, when due, only upon presentation and surrender of the Bond at the designated corporate trust office of the Paying Agent. Notwithstanding any other provision of this Resolution, payment of principal of and interest on any Bond that is held by a securities depository or Bonds subject to a Book-Entry-Only System may be paid by the Paying Agent by wire transfer in "same day funds . " SECTION 15 OTHER ACTIONS NECESSARY The Chairman (or any other member of the District Board in the event the Chairman is absent or unable to take the desired action) , the District Manager, the District Clerk, the District Treasurer and the officers of the District shall take all action necessary or reasonably required to carry out, give effect to and consummate the transactions contemplated by the Bond Documents and the Final Official Statement, including, without limitation, the execution and delivery of the closing and other RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 17 OF 26 documents required to be delivered in connection with the sale and delivery of the Bonds . SECTION 16 DISTRIBUTION OF DISCLOSURE DOCUMENTS The Preliminary Official Statement may be deemed final for all purposes of the Rule, its distribution by the Underwriter is hereby authorized and approved, and the District Manager or any member of the District Board is hereby authorized and directed to complete, execute and deliver the Final Official Statement in substantially the form of the Preliminary Official Statement presented at the meeting at which this Resolution was adopted, with such completions and changes as may be acceptable to such District Manager or member of the District Board, and the distribution and use of the Final Official Statement by the Underwriter is hereby approved. SECTION 17 ASSESSMENT LEVY AND PROCEDURES A. An Assessment in the amount of not to exceed $5, 000 . 00 has been levied and recorded in the office of the Superintendent against each lot comprising the subdivided parcels of real property in the Assessment District No. 1 and described in the Resolution of Intention. B. For each year while any Bond is outstanding, the District Board shall semiannually cause to be collected such portion of the Assessment, sufficient, together with any moneys from any sources in the Enabling Act, to pay principal of and interest on the Bonds when due . Moneys received from the collection of the Assessment when collected constitute funds to pay principal of and interest on the Bonds when due and shall be kept separately from other funds in the Bond Fund of the District. The amounts due pursuant to the Assessment and unpaid are and shall be a first lien on the property so assessed in the Assessment District No. 1, subject only to general property taxes and prior special assessments and shall be collected as prescribed by A.R. S . §§ 48-599 and 48-600, as amended, as nearly as practicable or such other procedures as the District Board may prescribe . Notwithstanding the foregoing, the Assessments may be collected by the Pinal County Treasurer in a similar manner and together with the collection of real property taxes, should the District Treasurer so direct. In the event of nonpayment of amounts due pursuant to the Assessment, the procedures for collection of delinquent amounts and sale of delinquent property prescribed by A.R. S . §§ 48-601 through 48- 607, inclusive, as amended, apply, as nearly as practicable, RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 18 OF 26 except that neither the District nor the City is required to purchase the delinquent land at the sale if there is no other purchaser. C. Pursuant to A.R. S . § 48-721, the provisions and procedures pertaining to the prepayment of Assessments, the payment of Assessments, and the reallocation and modification of Assessments among the assessed parcels as development occurs, as set forth in this Resolution, are hereby approved and adopted. D. If any Assessment shall be either in whole or in part annulled, vacated or set aside by the judgment of any court, or if the District shall be satisfied that any such Assessment is so irregular or defective that the same cannot be enforced or collected, or if the District shall have omitted to make such Assessment when it might have done so, the District shall either (i) take all necessary steps to cause a new Assessment to be made for the whole or any part of a Project or against any property benefited by said Project, or (ii) in its sole discretion, request the Owner to make up the amount of such Assessment, which moneys shall be deposited into the Bond Fund, as applicable . In case such second Assessment shall be annulled, the District shall obtain and make other Assessments until a valid Assessment shall be made . SECTION 18 NO OBLIGATION OF CITY Nothing contained in this Resolution, the Bond Documents or any other instrument shall be construed as obligating the City or the State of Arizona (the "State") or any political subdivision of either (other than the District) or as incurring a charge upon the general credit of the City and the State nor shall the breach of any agreement contained herein, the Bond Documents or any other instrument or documents executed in connection therewith impose any charge upon the general credit of the City and the State . SECTION 19 REPEAL OF RESOLUTION After any of the Bonds are delivered by the District to the Underwriter upon receipt of payment therefor, this Resolution shall be and remain irrepealable until the Bonds and the interest thereon shall have been fully paid, canceled and discharged. SECTION 20 SEVERABILITY RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 19 OF 26 If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Resolution. SECTION 21 RATIFICATION OF PRIOR ACTS All acts of the District Chairman, the District Engineer, the District Treasurer, the District Manager, the Superintendent, and any person acting for such official in furtherance of this Resolution are hereby ratified and confirmed, including the splitting of certain parcels within the District in compliance with A.R. S . § 48-272 . SECTION 22 COMPLIANCE WITH FEDERAL LAW A. The District recognizes that the purchasers of the Bonds will have accepted them on, and paid therefore a price which reflects, the understanding that interest thereon is excludable from gross income of the Bondholder thereof for federal income tax purposes under laws in force at the time the Bonds shall have been delivered. In consideration of retaining the exclusion of interest income on the Bonds from gross income for federal income tax purposes, to the extent possible under State law, the District covenants for the benefit of the Bondholders from time to time of the Bonds that it will not take any action or omit to take any action with respect to the Bonds, the proceeds thereof, any other funds of the District or any facilities financed with the proceeds of the Bonds if such action or omission (i) would cause the interest on the Bonds to lose its exclusion from gross income for federal income tax purposes under Section 103 of the Code, or (ii) would cause interest on the Bonds to lose its exclusion from alternative minimum taxable income as defined in Section 55 (b) (2) of the Code . The foregoing covenant shall remain in full force and effect notwithstanding the payment in full or defeasance of the Bonds until the date on which all obligations of the District in fulfilling the above covenant under the Code have been met . B. The District authorizes the creation of a fund which is hereinafter referred to as the "Rebate Fund" . The District will comply with the rebate requirement set forth in the District' s Tax Certificate . RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 20 OF 26 C. With respect to the Bonds herein authorized to be sold, the District or a partner of Greenberg Traurig, LLP, bond counsel to the District ("Bond Counsel") , is authorized to execute and file on behalf of the District information reporting returns and to file or deliver such other information as may be required by Section 149 (e) of the Code . D. The District will comply with such requirements and will take any such actions as in the opinion of Bond Counsel are necessary to prevent interest income on the Bonds from becoming subject to inclusion in gross income for federal income tax purposes . The Chairman, any member of the District Board, the District Manager or the District Treasurer is each hereby authorized to make certain truthful certifications, representations, agreements and elections as required by law to assure the purchasers and Owners of the Bonds that the proceeds of the Bonds will not be used in a manner which would or might result in the Bonds being "arbitrage bonds" under Section 148 of the Code or the regulations of the United States Treasury Department currently in effect or proposed. The certifications, representations and agreements of the District may be made by executing and delivering certificates and agreements required by the District' s Bond Counsel . The certificates and agreements shall constitute an agreement of the District to follow covenants and requirements set forth therein which may require the District to take certain actions (including the payment of certain amounts to the United States Treasury) or which may prohibit certain actions (including the establishment of certain funds or limiting the term of and yield on investments made with moneys relating to the Bonds) under certain conditions . E. The District further recognizes that Section 149 (a) of the Code requires the Bonds to be issued and to remain in fully registered form in order for interest thereon to be excludable from gross income for purpose of federal income taxation under laws in force at the time the Bonds are delivered. In this connection, the District agrees that it will not take any action to permit the Bonds to be issued in, or converted into, bearer or coupon form if such action would cause interest on the Bonds to be included in gross income for federal income tax purposes . F. The District Board hereby authorizes the District Treasurer, or his designee, to represent and act for the District in all matters pertaining to the District' s tax-exempt bonds, as may be necessary to comply, on a continuing basis, with the Internal Revenue Service, the Securities Exchange RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 21 OF 26 Commission and other governmental entities' requests, reporting requirements and post-issuance compliance policies and matters . G. The Procedures are hereby adopted to establish policies and procedures related to the purposes set forth in Section 1 hereto. The right to use discretion as necessary and appropriate to make exceptions or request additional provisions with respect to the Procedures as may be determined is hereby reserved. The right to change the Procedures from time to time, without notice, is also reserved. SECTION 24 FEDERAL TAX LAW COVENANTS A. As will be provided in more detail in the District' s Tax Certificate, there shall not be any investment or other use of the proceeds of the Bonds which would cause such bonds to be "arbitrage bonds" as that term is defined in Section 148 (or any successor provision thereto) of the Code and the Regulations, or "private activity bonds" as that term is defined in Section 141 (or any successor provision thereto) of the Code, and the requirements of such Sections of the Code and the Regulations shall be complied with throughout the term of the Bonds . Particularly, the District shall be the owner of the facilities financed with the proceeds of the sale of the Bonds (the "Facilities") for federal income tax purposes . Except as otherwise advised in an opinion signed by Bond Counsel, the District shall not enter into (i) any management or service contract with any entity other than a governmental entity for the operation of any portion of the Facilities unless the management or service contract complies with the requirements of such authority as may control at the time or (ii) any lease or other arrangement with any entity other than a governmental entity that gives such entity special legal entitlements with respect to any portion of the Facilities . Also, the payment of principal of and interest on the Bonds shall not be guaranteed (in whole or in part) by the United States or any agency or instrumentality of the United States . The proceeds of the Bonds, or amounts treated as proceeds of the Bonds, shall not be invested (directly or indirectly) in federally insured deposits or accounts, except to the extent such proceeds (i) may be so invested for an initial temporary period until needed for the purpose for which the Bonds are being issued, (ii) may be so used in making investments of a bona fide debt service fund or (iii) may be invested in obligations issued by the United States Treasury. In consideration of the purchase and acceptance of the Bonds by the owners thereof from time to time and of retaining such exclusion and as authorized by Title 35, Chapter RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 22 OF 26 3, Article 7, Arizona Revised Statutes, the appropriate officials of the District are hereby directed to take all action required to retain such exclusion and to refrain from taking any action prohibited by the Code which would adversely affect in any respect such exclusion. B. The procedures required by any arbitrage rebate provision or separate agreement executed in connection with the issuance of the Bonds (initially those in the Tax Certificate) shall be complied with for so long as compliance is necessary in order to maintain the exclusion from gross income for federal income tax purposes of interest on the Bonds . However, as the District Board hereby represents and warrants that (A) the District has general taxing powers, (B) the Bonds are not "private activity bonds" within the meaning of the Code, (C) 95 percent or more of the "net proceeds" of the Bonds shall be used for local governmental activities of the District, and (D) the aggregate face amount of all tax-exempt bonds or obligations (other than private activity bonds within the meaning of the Code) issued by the District during the 2023 calendar year is not reasonably expected to exceed $5, 000, 000, there is presently an exception to the need for any such procedures . SECTION 24 QUALIFIED TAX-EXEMPT OBLIGATIONS DESIGNATION The Bonds are designated as "qualified tax-exempt obligations" within the meaning of and pursuant to the provisions of Section 265 (b) of the Code as the District Board hereby represents and warrants that the reasonably anticipated amount of "qualified tax-exempt obligations" (other than private activity bonds within the meaning of the Code) which will be issued by the District during the 2023 calendar year will not exceed $10, 000, 000 . SECTION 25 DEFEASANCE Any Bond shall be deemed to be no longer outstanding when payment of the principal of such Bond, plus interest thereon to the maturity thereof (whether such maturity be by reason of the stated maturity thereof or call for redemption, if notice of such call has been given or waived or irrevocable arrangements therefor satisfactory to the Registrar have been made) shall have been provided for by depositing for such payment from funds of the District under the terms provided in this Section (1) money sufficient to make such payment or (2) money and direct or indirect obligations of the United States of America (as approved by the District' s Bond Counsel) ("Government RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 23 OF 26 Obligations") certified by an independent accountant of national reputation to mature as to principal and interest in such amounts and at such times as shall, without further investment or reinvestment of either the principal amount thereof or the interest earnings therefrom be sufficient to make such payment, provided that all necessary and proper fees, compensation, and expenses of the Registrar and the Paying Agent pertaining to the Bonds with respect to which such deposit is made shall have been paid or the payment thereof provided for to the satisfaction of the Registrar. Any such deposit shall be made either with the Paying Agent or, if notice of such deposit is given to the Registrar and the Paying Agent, with a state or nationally chartered bank with a minimum combined capital and surplus of $50, 000, 000, as escrow agent, with irrevocable instructions to transfer the amounts so deposited and investment income therefrom to the Registrar or the Paying Agent in the amounts and at the times required to pay principal of and interest on the Bonds with respect to which such deposit is made at the maturity thereof and of such interest or the stated maturity, as the case may be. In the event such deposit is made with respect to some but not all of the Bonds then outstanding, the outstanding Bonds shall be selected in the same manner as provided in Section 3 for the selection of Bonds to be redeemed. Notwithstanding anything herein to the contrary however, no such deposit shall have the effect hereinabove described (1) if made during the existence of default hereunder unless made with respect to all of the Bonds then outstanding and (2) unless there shall be delivered to the Registrar an opinion of counsel to the effect that such deposit shall not adversely affect any exemption from federal income taxation of interest on any Bond. Any money and Government Obligations deposited with the Paying Agent for such purpose shall be held by the Paying Agent in a segregated account in trust for the Owners of the Bonds with respect to which such deposit is made and together with any investment income therefrom, shall be disbursed solely to pay the principal of and interest on the Bonds when due . No money or Government Obligations so deposited pursuant to this Section shall be invested or reinvested unless in Government Obligations and unless such money not invested, such Government Obligations not reinvested, and such new investments are together certified by an independent accountant of national reputation to be of such amounts, maturities, and interest payment dates and to bear such interest as will, without further investment or reinvestment of either the principal amount thereof or the interest earnings therefrom, be sufficient to make such payment . At such times as a Bond shall be deemed to be paid hereunder, as RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 24 OF 26 aforesaid, it shall no longer be secured by or entitled to the benefits of this Resolution, except for purposes of any such payment from such money or Government Obligations . SECTION 26 RESOLUTION A CONTRACT This Resolution shall constitute a contract between the District and the registered owners of the Bonds and shall not be repealed or amended in any manner which would impair, impede or lessen the rights of the registered owners of the Bonds then outstanding. SECTION 27 EFFECTIVE DATE This Resolution shall be effective immediately. [Signature Page to Follow] RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 25 OF 26 PASSED AND ADOPTED BY THE BOARD OF DIRECTORS OF THE SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1, THIS DAY OF JUNE, 2023 . SIGNED AND ATTESTED TO THIS DAY OF JUNE, 2023 . WALTER "CHIP" WILSON Chairman, Board of Directors ATTEST: JENNIFER PENA District Clerk APPROVED AS TO FORM: RICHARD JOEL STERN District Counsel CERTIFICATE I hereby certify that the above and foregoing resolution was duly passed by the Board of Directors of the Superstition Vistas Community Facilities District No . 1 at a regular meeting held on June 6, 2023, and that a quorum was present thereat and that the vote thereon was ayes and nays; did not vote or were absent. District Clerk RESOLUTION NO. 2023-006 SVCFD NO. 1 PAGE 26 OF 26 EXHIBIT A [FORM OF BOND] REGISTERED REGISTERED No. R- $ UNLESS THIS BOND IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY ("DTC") TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY BOND ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC) , ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. UNITED STATES OF AMERICA STATE OF ARIZONA SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 (APACHE JUNCTION, ARIZONA) ASSESSMENT DISTRICT NO. 1 SPECIAL ASSESSMENT BOND, SERIES 2023 (BANK QUALIFIED) Interest Rate Maturity Date Original Issue Date CUSIP No. July 1, 20 2023 REGISTERED OWNER: CEDE & Co. PRINCIPAL AMOUNT: AND N01100 DOLLARS Superstition Vistas Community Facilities District No. 1 (the "Issuer") , a community facilities district formed by the City of Apache Junction, Arizona, and duly organized and validly existing, pursuant to the laws of the State of Arizona, for value received, hereby promises to pay or cause the Paying Agent to pay to the "Registered Owner" specified above or registered assigns (the "Holder") , on the "Maturity Date" specified above, the "Principal Amount" specified above and to pay interest (calculated on the basis of a 360-day year of twelve 30-day months) on the unpaid portion thereof from the "Original Issue Date" specified above, or from the most recent "Interest Payment Date" (as defined herein) to which interest has been paid or duly provided for, until RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 1 OF 9 paid or the payment thereof is duly provided for at maturity, semiannually on each January 1 and July 1, commencing 1, 20 (each an "Interest Payment Date") , at the per annum "Interest Rate" specified above. Principal, interest and any premium are payable in lawful money of the United States of America. As provided in the Issuer' s Resolution No. 2023-006 SVCFD NO. 1, adopted by the Board of Directors of the Issuer on June 6, 2023 (the "Bond Resolution") , the interest, principal and Redemption Price (as such term and all other terms used herein and not defined are defined in the Bond Resolution) payable on the Bonds shall be paid to CEDE & Co. or its registered assigns in same-day funds no later than the time established by DTC on the date due (or in accordance with then existing arrangements between the Issuer and DTC) . Payments will be made to the Registered Owner on the registration books maintained by the Registrar at the close of business of the Registrar on the fifteenth (15th) day of the calendar month (other than a Saturday, a Sunday, or a legal holiday or equivalent (other than a moratorium) for banking institutions generally in the place of payment or in the city where the principal corporate trust office of the Paying Agent is located (a "business day") ) next preceding the applicable Interest Payment Date, or if such day is not a business day, the previous business day. Neither the full faith and credit nor the general taxing power of the Issuer, the City of Apache Junction, Arizona, Pinal County, Arizona or the State of Arizona or any political subdivision thereof is pledged to the payment of the Bonds . Unless the Certificate of Authentication hereon has been executed by the Registrar, by manual signature, this Bond shall not be entitled to any benefit under the Bond Resolution or be valid or obligatory for any purpose. This Bond is one of a duly authorized issue of assessment revenue bonds of the Issuer having the designation specified in its title (herein referred to as the "Bonds") , issued in one series, with the limitations described herein, pursuant to the Bond Resolution and to which Bond Resolution reference is hereby made for a description, among other things, of the amounts thereby pledged and assigned, the nature and extent of the lien and security, the limited liability of the Issuer, the respective rights thereunder of the Registered Owner of the Bonds, the Paying Agent and the Issuer, and the terms upon which the Bonds are, and are to be, authenticated and delivered and by this reference to the terms of which each Holder of this Bond hereby consents . All Bonds RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 2 OF 9 issued pursuant to the Bond Resolution are equally and ratably secured by the amounts thereby pledged and assigned. Pursuant to the Bond Resolution, the Board of Directors of the Issuer authorized the issuance and sale of not to exceed $2, 000, 000 in aggregate original principal amount of the Bonds for the purpose of financing the costs of acquiring certain public infrastructure, including particularly the acquisition by the Issuer of the improvements and public infrastructure purposes (the "Improvements") described in Resolution No. 2023-001 SVCFD NO. 1 which was adopted by the Board of Directors of the Issuer on May 16, 2023 . The Bonds are limited obligations of the Issuer payable only out of the special fund to be collected from a special assessment (the "Assessment") levied only against the lots or parcels of land fronting on or benefited by the Improvements (the "Assessed Property") and from amounts held by the Issuer in a debt service reserve fund (the "Debt Service Reserve") . The Assessed Property represents approximately 400 residential lots over approximately 57 . 36 acres of land within the boundaries of the Issuer. Said special fund is set apart in accordance with the laws of the State of Arizona and pursuant to the Bond Resolution for the payment of the Bonds and can be used for no other purpose. The Debt Service Reserve shall initially be funded in an amount equal to the Reserve Fund Requirement, and amounts may be transferred from the Debt Service Reserve from time to time in accordance with the Bond Resolution . Any amount held in the Debt Service Reserve in excess of the Reserve Fund Requirement may be transferred to the Bond Fund and used to make payment of principal and interest on the Bonds either at stated maturity or prior redemption. Investment earnings on the Debt Service Reserve, to the extent not needed to return the Debt Service Reserve to the Reserve Fund Requirement, to pay debt service on the Bonds, or to pay rebate to the United States, will be deposited into the Bond Fund. The Bonds are issuable as fully registered bonds only in the denominations of $5, 000 of principal each or any $1, 000 multiple in excess thereof. If necessary to accommodate a prior redemption of Bonds, the Bonds may be in denominations of less than $5, 000 in integral multiples of $1, 000 . RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 3 OF 9 Notwithstanding any provisions hereof or of the Bond Resolution, however, the obligation of the Issuer to make money available to pay this Bond may be defeased by the deposit of money and/or certain direct or indirect Government Obligations sufficient for such purpose as described in the Bond Resolution. The Bonds are subject to special optional redemption prior to maturity, in whole or in part, on any Interest Payment Date upon payment of the applicable Redemption Price which shall consist of the principal amount of the Bonds so redeemed, without premium, plus accrued interest, if any, on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date without premium from proceeds received by the Issuer from: (i) if and to the extent on or after the completion of the Project, upon direction given to the Registrar by the Issuer, amounts transferred from the Acquisition Fund for such purpose; (ii) the prepayment of any Assessment by the owner of any Assessed Property; (iii) the proceeds of any foreclosure sale of any Assessed Property due to a failure to pay an Assessment installment, to the extent such foreclosure sale proceeds are not used to replenish the Debt Service Reserve to an amount equal to the Reserve Fund Requirement; or (iv) from amounts transferred from the Debt Service Reserve, if and to the extent the amount held in the Debt Service Reserve, together with the amount held in the Bond Fund, is sufficient to pay the Redemption Price of all Bonds outstanding on the applicable redemption date . The Bonds maturing on or after July 1, 20 are subject to optional redemption on or after July 1, 20 , at the option of the Issuer, in whole on any date or, from time to time, in part on any Interest Payment Date as randomly determined by the Registrar within the applicable maturity upon not more than sixty (60) and not less than thirty (30) days' prior notice, upon payment of the applicable Redemption Price which will consist of the principal amount of the Bonds so redeemed plus accrued interest, if any, on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date, without premium. If less than all of the Bonds of a maturity are to be redeemed, the Bonds to be redeemed shall be selected by such random method as DTC, in its sole discretion, deems fair and appropriate, so long as the book- entry-only system is in effect. The Bonds maturing on July 1 of the years will be subject to mandatory sinking fund redemption, as randomly determined by the Registrar within the applicable maturity, on the following redemption dates and in the following amounts upon payment of the Redemption Price, which will consist of the RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 4 OF 9 principal amount of the Bonds so redeemed plus accrued interest on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date but without premium: Redemption Principal Date (July 1) Amount (maturity) Whenever Bonds are redeemed (other than pursuant to mandatory redemption) or are delivered to the Registrar for cancellation, the principal amount of the Bonds of such maturity so retired shall satisfy and be credited against the mandatory redemption requirements for such maturity on a pro rata basis, to the extent practicable; provided, however, that each remaining mandatory payment shall be in an amount which is an authorized denomination. Notice of redemption shall be mailed not less than thirty (30) nor more than sixty (60) days prior to the date fixed for redemption to each Holder of Bonds to be redeemed, at the address appearing in the Register. Bonds may be redeemed in integral multiples of $1, 000. Bonds (or portions thereof) for whose redemption and payment provision is made in accordance with the Bond Resolution shall thereupon cease to be entitled to the benefits of the Bond Resolution and shall cease to bear interest from and after the date fixed for redemption. If less than all the outstanding Bonds are to be redeemed, the particular Bonds of a maturity to be redeemed shall be determined by DTC pursuant to its procedures . The Bonds shall initially be issued as a single fully- registered bond for each maturity and so long as the ownership of the Bonds is maintained in the book-entry-only system by DTC or a nominee thereof, this Bond may be transferred in whole but not in part only to DTC or a nominee thereof or to a successor to DTC or its nominee. Neither the Issuer nor the Paying Agent will have any responsibility or obligation to any Direct Participant, Indirect RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 5 OF 9 Participant or any Beneficial Owner or any other person not shown on the registration books of the Registrar as being a Holder with respect to: (1) the Bonds; (2) the accuracy of any records maintained by DTC or any Direct Participant or Indirect Participant; (3) the timely or ultimate payment by DTC or any Direct Participant or Indirect Participant of any amount due to any Beneficial Owner in respect of the principal or Redemption Price of or interest on the Bonds; (4) the delivery by any Direct Participant or Indirect Participant of any notice to any Beneficial Owner which is required or permitted under the terms of the Bond Resolution to be given to the Holders; (5) the selection of the Beneficial Owner to receive payment in the event of any partial redemption of the Bonds; or (6) any consent given or other action taken by DTC as the Holder. No covenant or agreement contained in the Bonds or in the Bond Resolution shall be deemed to be the covenant or agreement of any elected or appointed official, officer, agent, servant or employee of the Issuer in his or her individual capacity or of any officer, director, agent, servant or employee of the Registrar or the Paying Agent in his or her individual capacity, and neither the members of the Board of Directors of the Issuer nor any official executing the Bonds, including any officer or employee of the Registrar or the Paying Agent, shall be liable personally on the Bonds or be subject to any personal liability or accountability by reason of the issuance thereof. The Issuer, the Registrar, the Paying Agent, and any agent of any of them may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided and for all other purposes, whether or not this Bond be overdue, and none of the Issuer, the Registrar, the Paying Agent, and any such agent shall be affected by notice to the contrary. It is hereby certified, covenanted, and represented that all acts, conditions, and things required to be performed, exist, and be done precedent to or in the issuance of this Bond have been performed, exist, and have been done, in regular and due time, form, and manner, as required by law, and that the Assessments from which said Bonds are to be paid are first liens on the Assessed Property, subject only to the lien for general taxes and prior special assessments . In case any provision in this Bond or any application thereof shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions and applications shall not in any way be affected or RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 6 OF 9 impaired thereby. This Bond shall be construed in accordance with and governed by the laws of the State of Arizona and the federal laws of the United States of America . RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 7 OF 9 IN WITNESS WHEREOF, the Issuer has caused this Bond to be duly executed by the Chairman of its Board of Directors and attested by its District Clerk, which signatures may be manual or by facsimile signatures . SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 By Chairman, Board of Directors ATTEST: District Clerk Date: 2023 . RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 8 OF 9 - - - - - -- - - - -- - - - - - - -- - - - -- -- - - - - -- - - - -- -- - - - - -- - - - -- -- - - - - -- - - - -- -- - - - - -- - - - -- CERTIFICATE OF AUTHENTICATION This Bond is one of the Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023, described in the Bond Resolution mentioned herein . U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Registrar By Authorized Representative Date: 2023 . - - - - - -- - - - -- - - - - - - -- - - - -- -- - - - - --- - - -- -- - - - - -- - - - -- -- - - - - -- - - - -- -- - - - - -- - - - -- RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 9 OF 9 The following abbreviations, when used in the inscription on the face of the within bond, shall be construed as though they were written out in full according to applicable laws or regulations : TEN COM as tenants in common UNIF GIFT/TRANS MIN ACT TEN ENT as tenants by the entireties (Cult.) JT TEN as joint tenants with right of Custodian for (Minor) survivorship and not as tenants in common Under Uniform Gifts/Transfers to Minors Act of (State) Additional abbreviations may also be used though not in the above list. ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print or typewrite name, address, and zip code of transferee: ) (Print or typewrite Social Security or other identifying number of transferee: ) the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints (Print or typewrite name of attorney) . attorney, to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. DATED: Signature guarantee should be made by a NOTICE: The signature(s) on this assignment must guarantor institution participating in the correspond with the name(s) of the Registered Owner(s) Securities Transfer Agents Medallion Program appearing on the face of the within Bond in every or in such other guarantee program acceptable particular. to the Registrar. ALL FEES AND TRANSFER COSTS SHALL BE PAID BY THE TRANSFEROR RESOLUTION NO. 2023-006 SVCFD NO. 1 EXHIBIT A PAGE 10 OF 9 SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 WRITTEN POLICIES AND PROCEDURES FOR TAX-ADVANTAGED OBLIGATIONS IMPLEMENTED June 6,2023 Superstition Vistas Community Facilities District No. 1 (the "District") may in the future issue tax- exempt obligations (including, without limitation, bonds, notes, loans, leases and certificates) (together, "tax-advantaged obligations")that are subject to certain requirements under the Internal Revenue Code of 1986, as amended(the"Code"). The District has established the policies and procedures contained herein (the "Procedures") in order to ensure that the District complies with the requirements of the Code that are applicable to its tax- advantaged obligations. The Procedures, coupled with requirements contained in the arbitrage and tax certificate or other operative documents (the "Tax Certificate") executed at the time of issuance of the tax-advantaged obligations, are intended to constitute written procedures for ongoing compliance with the federal tax requirements applicable to the tax-advantaged obligations and for timely identification and remediation of violations of such requirements. A. GENERAL MATTERS. 1. Responsible Officer. The District Treasurer of the District will have overall responsibility for ensuring that the ongoing requirements described in the Procedures are met with respect to tax-advantaged obligations(the"Responsible Officer"). 2. Establishment of Procedures. The Procedures will be included with other written procedures of the District. 3. Identify Additional Responsible Employ. The Responsible Officer shall identify any additional persons who will be responsible for each section of the Procedures, notify the current holder of that office of the responsibilities, and provide that person a copy of the Procedures. (For each section of the Procedures, this may be the Responsible Officer or another person who is assigned the particular responsibility.) a. Upon employee or officer transitions, new personnel should be advised of responsibilities under the Procedures and ensure they understand the importance of the Procedures. b. If employee or officer positions are restructured or eliminated, responsibilities should be reassigned as necessary to ensure that all Procedures have been. appropriately assigned. 4. Training Required. The Responsible Officer and other responsible persons shall receive appropriate training that includes the review of and familiarity with the contents of the Procedures, review of the requirements contained in the Code applicable to each tax- 685626142 advantaged obligation, identification of all tax-advantaged obligations that must be monitored, identification of all facilities (or portions thereof) financed with proceeds of tax-advantaged obligations, familiarity with the requirements contained in the Tax Certificate or other operative documents contained in the transcript, and familiarity with the procedures that must be taken in order to correct noncompliance with the requirements of the Code in a timely manner. 5. Periodic Review. The Responsible Officer or other responsible person shall periodically review compliance with the Procedures and with the terms of the Tax Certificate to determine whether any violations have occurred so that such violations can be timely remedied through the "remedial action"regulations or the Voluntary Closing Agreement Program available through the Internal Revenue Service ("IRS") (or successor guidance). Such periodic review shall occur at least annually. 6. Change in Terms. If any changes to the terms of the tax-advantaged obligations are contemplated, bond counsel should be consulted. Such modifications could jeopardize the status of tax-advantaged obligations. B. IRS INFORMATION RETURN FILING. The Responsible Officer will confirm that bond counsel has filed the applicable information reports (such as Form 8038-G) for such issue with the IRS on a timely basis, and maintain copies of such form including evidence of timely filing as part of the transcript of the issue. The Responsible Officer shall file the IRS Form 8038-T relating to the payment of rebate or yield reduction payments in a timely manner as discussed in Section F.12. below. The Responsible Officer shall also monitor the extent to which the District is eligible to receive a refund of prior rebate payments and provide for the timely filing for such refunds using an IRS Form 8038-R. C. USE OF PROCEEDS. The Responsible Officer or other responsible person shall: I. Consistent Accounting Procedures. Maintain or confirm maintenance of clear and consistent accounting procedures for tracking the investment and expenditures of proceeds,including investment earnings on proceeds. 2. Reimbursement Allocations at Closing. At or shortly after closing of an issue,ensure that any allocations for reimbursement expenditures comply with the Tax Certificate. 3. Timely Expenditure of Proceeds. Monitor that sale proceeds and investment earnings on sale proceeds of tax-advantaged obligations are spent in a timely fashion consistent with the requirements of the Tax Certificate. 4. Requisitions. Utilize or confirm the utilization of requisitions to draw down proceeds, and ensure that each requisition contains (or has attached to it) detailed information in order to establish when and how proceeds were spent; review requisitions carefully before submission to ensure proper use of proceeds to minimize the need for reallocations. 5. Final Allocation. Ensure that a final allocation of proceeds (including investment earnings) to qualifying expenditures is made if proceeds are to be allocated to project expenditures on a basis other than "direct tracing" (direct tracing means treating the proceeds as spent as shown in the accounting records for draws and project expenditures). An allocation other than on the basis of "direct tracing" is often made to reduce the private business use of bond proceeds that would otherwise result from"direct tracing"of proceeds to project expenditures. This allocation must be made within 18 months after the later of the date the expenditure was made or the date the project was placed in service, but not later than five years and 60 days after the date the tax-advantaged obligations are issued(or 60 days after the issue is retired, if earlier). Bond counsel can assist with the final allocation of proceeds to project costs. Maintain a copy of the final allocation in the records for the tax-advantaged obligation. 6. Maintenance and Retention of Records Relating to Proceeds. Maintain or confirm the maintenance of careful records of all project and other costs(e.g., costs of issuance, credit enhancement and capitalized interest) and uses (e.g., deposits to a reserve fund)for which proceeds were spent or used. These records should be maintained separately for each issue of tax-advantaged obligations for the period indicated under Section G.below. D. MONITORING PRIVATE BUSINESS USE. The Responsible Officer or other responsible person shall: 1. Identify Financed Facilities. Identify or"map" which outstanding issues financed which facilities and in what amounts. 2. Review of Contracts with Private Persons. Review all of the following contracts or arrangements with non-governmental persons or organizations or the federal government (collectively referred to as"private persons") with respect to the financed facilities which could result in private business use of the facilities: a. Sales of financed facilities; b. Leases of financed facilities; C. Management or service contracts relating to financed facilities; d. Research contracts under which a private person sponsors research in financed facilities; and e. Any other contracts involving"special legal entitlements"(such as naming rights or exclusive provider arrangements) granted to a private person with respect to financed facilities. 3. Bond Counsel Review of New Contracts or Amendments. Before amending an existing agreement with a private person or entering into any new lease, management, service, or research agreement with a private person, consult bond counsel to review such amendment or agreement to determine whether it results in private business use. 3 4. Establish Procedures to Ensure Proper Use and Ownership. Establish procedures to ensure that financed facilities are not used for private use without written approval of the Responsible Officer or other responsible person. 5. Analyze Use. Analyze any private business use of financed facilities and, for each issue of tax-advantaged obligations, determine whether the 10 percent limit on private business use (5 percent in the case of "unrelated or disproportionate" private business use) is exceeded, and contact bond counsel or other tax advisors if either of these limits appears to be exceeded. 6. Remediation if Limits Exceeded. If it appears that private business use limits are exceeded, immediately consult with bond counsel to determine if a remedial action is required with respect to nonqualified tax-advantaged obligations of the issue or if the IRS should be contacted under its Voluntary Closing Agreement Program. If tax-advantaged obligations are required to be redeemed or defeased in order to comply with remedial action rules, such redemption or defeasance must occur within 90 days of the date a deliberate action is taken that results in a violation of the private business use limits. 7. Maintenance and Retention of Records Relating to Private Use. Retain copies of all of the above contracts or arrangements (or, if no written contract exists, detailed records of the contracts or arrangements)with private persons for the period indicated under Section G. below. E. LOAN OF BOND PROCEEDS. Consult bond counsel if a loan of proceeds of tax-advantaged obligations is contemplated. If proceeds of tax-advantaged obligations are permitted under the Code to be loaned to other entities and are in fact so loaned, require that the entities receiving a loan of proceeds institute policies and procedures similar to the Procedures to ensure that the proceeds of the loan and the facilities financed with proceeds of the loan comply with the limitations provided in the Code. Require the recipients of such loans to annually report to the District ongoing compliance with the Procedures and the requirements of the Code. F. ARBITRAGE AND REBATE COMPLIANCE. The Responsible Officer or other responsible person shall: 1. Review Tax Certificate. Review each Tax Certificate to understand the specific requirements that are applicable to each tax-advantaged obligation issue. 2. Arbitrage Yield. Record the arbitrage yield of the issue, as shown on IRS Form 8038-G or other applicable form. If the tax-advantaged obligations are variable rate, yield must be determined on an ongoing basis over the life of the tax-advantaged obligations as described in the Tax Certificate. 3. Temporary Periods. Review the Tax Certificate to determine the"temporary periods"for each issue, which are the periods during which proceeds of tax-advantaged obligations may be invested without yield restriction. 4 4. Post-Temporary Period Investments. Ensure that any investment of proceeds after applicable temporary periods is at a yield that does not exceed the applicable yield,unless yield reduction payments can be made pursuant to the Tax Certificate. 5. Monitor Temporary Period Compliance. Monitor that proceeds (including investment earnings) are expended promptly after the tax-advantaged obligations are issued in accordance with the expectations for satisfaction of three-year or five-year temporary periods for investment of proceeds and to avoid"hedge bond" status. 6. Monitor Yield Restriction Limitations. Identify situations in which compliance with applicable yield restrictions depends upon later investments (e.g., the purchase of 0 percent State and Local Government Securities from the U.S. Treasury for an advance refunding escrow). Monitor and verify that these purchases are made as contemplated. 7. Establish Fair Market Value of Investments. Ensure that investments acquired with proceeds satisfy IRS regulatory safe harbors for establishing fair market value (e.g., through the use of bidding procedures), and maintaining records to demonstrate satisfaction of such safe harbors. Consult the Tax Certificate for a description of applicable rules. 8. Credit Enhancement, hedging and Sinking Funds. Consult with bond counsel before engaging in credit enhancement or hedging transactions relating to an issue, and before creating separate funds that are reasonably expected to be used to pay debt service. Maintain copies of all contracts and certificates relating to credit enhancement and hedging transactions that are entered into relating to an issue. 9. Grants/Donations to Governmental Entities. Before beginning a capital campaign or grant application that may result in gifts that are restricted to financed projects (or, in the absence of such a campaign, upon the receipt of such restricted gifts), consult bond counsel to determine whether replacement proceeds may result that are required to be yield restricted. 10. Bona Fide Debt Service Fund. Even after all proceeds of a given issue have been spent, ensure that debt service funds, if any, meet the requirements of a "bona fide debt service fund,"i.e., one used primarily to achieve a proper matching of revenues with debt service that is depleted at least once each bond year, except for a reasonable carryover amount not to exceed the greater of. (i) the earnings on the fund for the immediately preceding bond year; or (ii) one-twelfth of the debt service on the issue for the immediately preceding bond year. To the extent that a debt service fund qualifies as a bona fide debt service fund for a given bond year, the investment of amounts held in that fund is not subject to yield restriction for that year. 11. Debt Service Reserve Funds. Ensure that amounts invested in reasonably required debt service reserve funds, if any, do not exceed the least of. (i) 1.0 percent of the stated principal amount of the tax-advantaged obligations (or the sale proceeds of the issue if the issue has original issue discount or original issue premium that exceeds 2 percent of the stated principal amount of the issue plus, in the case of premium, reasonable 5 underwriter's compensation); (ii)maximum annual debt service on the issue; or (iii) 125%of average annual debt service on the issue. 12. Rebate and Yield Reduction Payment Compliance. Review the arbitrage rebate covenants contained in the Tax Certificate. Subject to certain rebate exceptions described below, investment earnings on proceeds at a yield in excess of the yield (i.e., positive arbitrage) generally must be rebated to the U.S. Treasury, even if a temporary period exception from yield restriction allowed the earning of positive arbitrage. a. Ensure that rebate and yield reduction payment calculations will be timely performed and payment of such amounts, if any, will be timely made. Such payments are generally due 60 days after the fifth anniversary of the date of issue, then in succeeding installments every five years. The final rebate payment for an issue is due 60 days after retirement of the last obligation of the issue. The District should hire a rebate consultant if necessary. b. Review the rebate section of the Tax Certificate to determine whether the "small issuer"rebate exception applies to the issue. C. If the 6-month, 18-month, or 24-month spending exceptions from the rebate requirement (as described in the Tax Certificate) may apply to the tax- advantaged obligations, ensure that the spending of proceeds is monitored prior to semiannual spending dates for the applicable exception. d. Make rebate and yield reduction payments and file Form 8038-T in a timely manner. e. Even after all other proceeds of a given issue have been spent, ensure compliance with rebate requirements for any debt service reserve fund and any debt service fund that is not exempt from the rebate requirement (see the Arbitrage Rebate covenants contained in the Tax Certificate). 13. Maintenance and Retention of Arbitrage and Rebate Records. Maintain records of investments and expenditures of proceeds,rebate exception analyses,rebate calculations, Forms 8038-T, and rebate and yield reduction payments, and any other records relevant to compliance with the arbitrage restrictions for the period indicated in Section G.below. G. RECORD RETENTION. The Responsible Officer or other responsible person shall ensure that for each issue of obligations, the transcript and all records and documents described in these Procedures will be maintained while any of the obligations are outstanding and during the three- year period following the final maturity or redemption of that issue, or if the obligations are refunded(or re-refunded), while any of the refunding obligations are outstanding and during the three-year period following the final maturity or redemption of the refunding obligations. To the extent applicable, the Responsible Officer or other responsible person shall ensure that such transcript, records and documents will be maintained for a longer period if required by Arizona law. 6 ATTACHMENT I TO WRITTEN PROCEDURES REMEDIAL ACTION PROCEDURES Capitalized tenns used herein but not defined have the meaning assigned thereto in Section 5 below and in the Written Policies and Procedures for Tax-Advantaged Obligations to which these Remedial Action Procedures are attached. This attachment describes written procedures that may be required to be taken by, or on behalf of, an issuer of tax-advantaged obligations ("Obligations"). 1. Background. The maintenance of the tax status of the Obligations (e.g., as tax-exempt obligations under federal tax law) depends on the compliance with the requirements set forth in the Internal Revenue Code of 1986, as amended(the"Code"). The purpose of this attachment is to set forth written procedures to be used in the event that any deliberate actions are taken that are not in compliance with the tax requirements of the Code (each, a `Deliberate Action') with respect to the Obligations, the proceeds thereof, or the property financed or ref nanced by the Obligations (the "Financed Property'). 2. Consultation with bond counsel. If a Deliberate Action is taken with respect to the Obligations and the Financed Property subsequent to the issuance or execution and delivery of the Obligations, then the District must consult with Greenberg Traurig, LLP or other nationally recognized bond counsel ("bond counsel") regarding permissible Remedial Actions that may be taken to remediate the effect of any such Deliberate Action upon the federal tax status of the Obligations. Note that Remedial Actions or corrective actions other than those described in this attachment may be available with respect to the Obligations and the Financed Property, including Remedial Actions or corrective actions that may be permitted by the Commissioner through the Voluntary Closing Agreement Program (VCAP)provided by the Internal Revenue Service from time to time. 3. Conditions to Availability of Remedial Actions. None of the Remedial Actions described in this attachment are available to remediate the effect of any Deliberate Action with respect to the Obligations and the Financed Property unless the following conditions have been satisfied and unless bond counsel advises otherwise: (a) The District reasonably expected on the date the Obligations were originally issued or executed and delivered that the Obligations would meet neither the Private Business Tests nor the Private Loan Financing Test of Section 141 of the Code and the Treasury Regulations thereunder for the entire term of the Obligations (such expectations may be based on the representations and expectations of the applicable conduit borrower,if there is one); (b) The weighted average maturity of the Obligations did not, as of such date,exceed 120 percent of the Average Economic Life of the Financed Property; (c) Unless otherwise excepted under the Treasury Regulations,the District delivers a certificate, instrument, or other written records satisfactory to bond counsel demonstrating that the terms of the arrangement pursuant to which the Deliberate Action is taken is bona fide and arm's-length, and that the non-exempt Person using either the Financed Property or the proceeds 7 of the Obligations as a result of the relevant Deliberate Action will pay fair market value for the use thereof, (d) Any disposition must be made at fair market value and any Disposition Proceeds actually or constructively received by the District as a result of the Deliberate Action must be treated as gross proceeds of the Obligations and may not be invested in obligations bearing a yield in excess of the yield on the Obligations subsequent to the date of the Deliberate Action; and (e) Proceeds of the Obligations affected by the Remedial Action must have been allocated to expenditures for the Financed Property or other allowable governmental purposes before the date on which the Deliberate Action occurs (except to the extent that redemption or defeasance, if permitted,is undertaken, as further described in Section 4(A)below). 4. Types of Remedial Action. Subject to the conditions described above, and only if the District obtains an opinion of bond counsel prior to taking any of the actions below to the effect that such actions will not affect the federal tax status of the Obligations, the following types of Remedial Actions may be available to remediate a Deliberate Action subsequent to the issuance of the Obligations: (a) Redemption or Defeasance of Obligations. (i) If the Deliberate Action causing either the Private Business Use Test or the Private Loan Financing Test to be satisfied consists of a fair market value disposition of any portion of the Financed Property exclusively for cash, then the District may allocate the Disposition Proceeds to the redemption of Nonqualified Obligations pro rata across all of the then-outstanding maturities of the Obligations at the earliest call date of such maturities of the Obligations after the taking of the Deliberate Action. If any of the maturities of the Obligations outstanding at the time of the taking of the Deliberate Action are not callable within 90 days of the date of the Deliberate Action, the District may (subject generally to the limitations described in(iv)below) allocate the Disposition Proceeds to the establishment of a Defeasance Escrow for any such maturities of the Obligations within 90 days of the taking of such Deliberate Action. (ii) If the Deliberate Action consists of a fair market value disposition of any portion of the Financed Property for other than exclusively cash, then the District may use any funds (other than proceeds of the Obligations or proceeds of any obligation the interest on which is excludable from the gross income of the registered owners thereof for federal income tax purposes) for the redemption of all Nonqualified Obligations within 90 days of the date that such Deliberate Action was taken. In the event that insufficient maturities of the Obligations are callable by the date which is within 90 days after the date of the Deliberate Action, then such funds may be used for the establishment of a Defeasance Escrow within 90 days of the date of the Deliberate Action for all of the maturities of the Nonqualified Obligations not callable within 90 days of the date of the Deliberate Action. (iii) Prior to a Deliberate Action taking place, the District may declare its official intent to redeem or defease all of the bonds that would become nonqualified 8 bonds in the event of a subsequent Deliberate Action that would cause the private business tests or the private loan financing test to be met and the District proceeds to redeem or defease such bonds prior to that Deliberate Action. The District must declare its official intent on or before the date on which it redeems or defeases such bonds, and the declaration of intent must identify the Financed Property or loan with respect to which this anticipatory remedial action is being taken and describe the Deliberate Action that potentially may result in the private business tests being met (for example, sale of Financed Property to a nongovernmental buyer). Rules similar to those in section 1.150- 2(e) of the Regulations (regarding official intent for reimbursement bonds) apply to declarations of intent under this paragraph (iii), including regarding any deviations in the descriptions of the project or loan and deliberate action and the reasonableness of the official intent. (iv) If a Defeasance Escrow is established for any maturities of Nonqualified Obligations that are not callable within 90 days of the date of the Deliberate Action, written notice must be provided to the Commissioner of Internal Revenue Service at the times and places as may be specified by applicable regulations,rulings, or other guidance issued by the Department of the Treasury or the Internal Revenue Service. Note that the ability to create a Defeasance Escrow applies only if the Obligations to be defeased and redeemed all mature or are callable within ten and one-half(10.5) years of the date the Obligations are originally issued or executed and delivered. If the Obligations are not callable within ten and one-half years, and none of the other remedial actions described below are applicable, the remainder of this attachment is for general information only, and bond counsel must be contacted to discuss other available options. (b) Alternative Use of Disposition Proceeds. Use of any Disposition Proceeds in accordance with the following requirements may be treated as a Remedial Action with respect to the Obligations: (i) the Deliberate Action consists of a disposition of all or any portion of the Financed Property for not less than the fair market value thereof for cash; (ii) the District reasonably expects to expend the Disposition Proceeds resulting from the Deliberate Action within two years of the date of the Deliberate Action; (iii) the Disposition Proceeds are treated as Proceeds of the Obligations for purposes of Section 141 of the Code and the Regulations thereunder, and the use of the Disposition Proceeds in the manner in which such Disposition Proceeds are in fact so used would not cause the Disposition Proceeds to satisfy the Private Activity Bond Tests; (iv) no action is taken after the date of the Deliberate Action to cause the Private Activity Bond Tests to be satisfied with respect to the Obligations, the Financed Property, or the Disposition Proceeds (other than any such use that may be permitted in accordance with the Treasury Regulations); 9 (v) Disposition Proceeds used in a manner that satisfies the Private Activity Bond Tests or that are not expended within two years of the date of the Deliberate Action must be used to redeem or defease Nonqualified Obligations in accordance with the requirements set forth in Section 4(a)hereof; and (c) Alternative Use of Financed Property. The District may be considered to have taken sufficient Remedial Actions to cause the Obligations to continue their applicable treatment under federal tax law if, subsequent to taking any Deliberate Action with respect to all or any portion of the Financed Property: (i) the portion of the Financed Property subject to the Deliberate Action is used for a purpose that would be permitted for qualified tax-exempt obligations; (ii) the disposition of the portion of the Financed Property subject to the Deliberate Action is not financed by a person acquiring the Financed Property with proceeds of any obligation the interest on which is exempt from the gross income of the registered owners thereof under Section 103 of the Code for purposes of federal income taxation or an obligation described in Sections 54A-54F, 54AA, or 6431 of the Code; and (iii) any Disposition Proceeds other than those arising from an agreement to provide services (including Disposition Proceeds arising from an installment sale) resulting from the Deliberate Action are used to pay the debt service on the Obligations on the next available payment date or, within 90 days of receipt thereof, are deposited into an escrow that is restricted as to the investment thereof to the yield on the Obligations to pay debt service on the Obligations on the next available payment date. Absent an opinion of bond counsel, no Remedial Actions are available to remediate the satisfaction of the Private Security or Payment Test regarding the same with respect to the Obligations. Nothing herein is intended to prohibit Remedial Actions not described herein that may become available subsequent to the date the Obligations are originally issued or executed and delivered to remediate the effect of a Deliberate Action taken with respect to the Obligations, the proceeds thereof or the Financed Property. 5. Additional Defined Terms. For purposes of this attachment, the following terms have the following meanings: "Commissioner"means the Commissioner of Internal Revenue, including any successor person or body. "Defeasance Escrow" means an irrevocable escrow established to redeem obligations on their earliest call date in an amount that, together with investment earnings thereon, is sufficient to pay the entire principal of, and interest and call premium on,obligations from the date the escrow is established to the earliest call date. A Defeasance Escrow may not be invested in any investment under which the obligor is a user of the proceeds of the obligations, and may not be invested in higher yielding investments unless the District makes rebate payments to the United States at the same time and in the same manner as arbitrage rebate payments are required to be paid. 10 "Deliberate Action" means any action, occurrence, or omission by the District (or, if applicable, by a conduit borrower) that is within the control of the District (or, if applicable, by such conduit borrower) that causes either (1) the Private Business Use Test to be satisfied with respect to the Obligations or the Financed Property (without regard to the Private Security or Payment Test), or(2) the Private Loan Financing Test to be satisfied with respect to the Obligations or the proceeds thereof. An action, occurrence, or omission is not a Deliberate Action if(1)the action, occurrence, or omission would be treated as an involuntary or compulsory conversion under Section 1033 of the Code, or(2) the action, occurrence, or omission is in response to a regulatory directive made by the government of the United States. "Disposition Proceeds"means any amounts (including property, such as an agreement to provide services) derived from the sale, exchange, or other disposition of property (other than Investments) financed with the proceeds of the Obligations. "Nonqualified Obligations" means that portion of the Obligations outstanding at the time of a Deliberate Action in an amount that, if the outstanding Obligations were issued or executed and delivered on the date on which the Deliberate Action occurs, the outstanding Obligations would not satisfy the Private Business Use Test or the Private Loan Financing Test, as applicable. For this purpose,the amount of private business use is the greatest percentage of private business use in any one-year period commencing with the Deliberate Action. "Private Activity Bond Tests" means, collectively, the Private Business Use Test, the Private Security or Payment Test, and the Private Loan Financing Test. "Private Business Tests" means the Private Business Use Test and the Private Security or Payment Test. "Private Business Use Test"has the meaning set forth in Section 141(b)(1) of the Code. "Private Loan Financing Test"has the meaning set forth in Section 141(c) of the Code. "Private Security or Payment Test"has the meaning set forth in Section 141(b)(2)of the Code. "Remedial Action" means any of the applicable actions described in Section 4 hereof, or such other actions as may be prescribed from time to time by the Department of the Treasury or the Internal Revenue Service,which generally have the effect of rectifying noncompliance by the District with certain provisions of Section 141 of the Code and the Regulations thereunder and are undertaken by the District to maintain the federal tax status of the Obligations. 6. Change in Law. This attachment is based on law in effect as of this date. Statutory or regulatory changes, including but not limited to clarifying Treasury Regulations,may affect the matters set forth in this attachment. 11 SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 PROCEDURES FOR COMPLIANCE WITH CONTINUING DISCLOSURE UNDERTAKINGS IMPLEMENTED June 6,2023 These Procedures for Compliance with Continuing Disclosure Undertakings (these "Procedures") set forth procedures of Superstition Vistas Community Facilities District No. 1 (the "District") to assist in compliance with the continuing disclosure undertakings ("Continuing Disclosure Undertakings") entered into by the District in connection with the offering of obligations of the District subject to the continuing disclosure requirements of Rule 1.5c2-12 (the "Rule") promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934. These Procedures document practices and describe various procedures for preparing and disseminating annual financial information and reporting "listed events" for the benefit of the holders of the District's obligations and to assist Participating Underwriters (within the meaning of the Rule) in complying with the Rule. Compliance with pertinent law is an ongoing process; necessary during the entire term of any obligations issued by the District, and is an integral component of the District's debt management. Implementation of these Procedures will require ongoing monitoring and consultation with bond/disclosure counsel and the District's accountants and advisors. General Policies and Procedures 1. The District Treasurer of the District (the "Compliance Officer") will be responsible for monitoring post-issuance compliance. 2. The Compliance Officer will coordinate procedures for record retention and review of such records. 3. All documents and other records relating to obligations issued by the District shall be maintained by or at the direction of the Compliance Officer. 4. The Compliance Officer will review post-issuance compliance procedures and systems on a periodic basis,but not less than annually. 5. The Compliance Officer will review the annual information required to be filed pursuant to each Continuing Disclosure Undertaking. 6. The Compliance Officer will train at least one other employee of the District with respect to the matters contained in these Procedures to facilitate compliance with the Continuing Disclosure Undertakings in the event the Compliance Officer is no longer employed by the District. Continuing Disclosure In order to monitor compliance by the District with its Continuing Disclosure Undertakings, the Compliance Officer will take the actions listed below, if and as required by such Continuing Disclosure Undertakings. The Compliance Officer may coordinate with staff, and may engage a dissemination agent, counsel, and/or other professionals to assist in discharging the Compliance Officer's duties under these Procedures as the Compliance Officer deems necessary. A. Compilation of Currently Effective Continuing Disclosure Undertakings The Compliance Officer shall compile and maintain a set of all currently effective Continuing Disclosure Undertakings of the District. Such agreements are included in the transcript of proceedings for the District's respective obligation issue. Continuing Disclosure Undertakings are "Currently Effective" for purposes of these Procedures (and hence shall be included in the set of Currently Effective Continuing Disclosure Undertakings) for so long as the obligations to which they relate are outstanding. As obligations are completely repaid or redeemed, the Compliance Officer shall remove the related Continuing Disclosure Undertakings from the set of Currently Effective Continuing Disclosure Undertakings. B. Compilation of Currently Effective Financial Obligations The Compliance Officer shall compile and maintain a list of all currently effective Financial Obligations of the District. "Financial Obligations" means, for purposes of the Rule, a (i) debt obligation, (ii)derivative instrument entered into in connection with or pledged as security or a source of payment for, and existing or planned debt obligation, or (iii) a guarantee of(i) or (ii). For purposes of the Rule, Financial Obligation shall not include municipal securities of the District as to which a final official statement has been provided to the Municipal Securities Rulemaking Board consistent with the Rule and as to which a continuing disclosure undertaking has been executed and delivered by the District consistent with the Rule. Such list shall include key terms of each Financial Obligation, such as date of incurrence, principal amount, maturity, amortization, interest rate, default rates, security and source of payment and key covenants. C. Annual Review and Annual Reporting Requirements The Compliance Officer shall ensure that all necessary financial statements, financial information and operating data is filed in the manner and by the filing dates set forth in the Currently Effective Continuing Disclosure Undertakings. The Compliance Officer shall review the set of Currently Effective Continuing Disclosure Undertakings annually,prior to each annual filing,keeping in mind: • The financial information and operating data required to be reported under a particular Continuing Disclosure Undertaking may differ from the financial information and operating data required to be reported under another Continuing Disclosure Undertaking; and • The timing requirements for reporting under a particular Continuing Disclosure Undertaking may differ from the timing requirements for filing under another Continuing Disclosure Undertaking. D. Calendar; EMMA Notification System The Compliance Officer shall keep a calendar of all pertinent filing dates required under the District's Currently Effective Continuing Disclosure Undertakings. The Compliance Officer shall also subscribe to notification services made available through the Electronic Municipal Market Access system of the Municipal Securities Rulemaking Board. 13 E. Annual Review of Prior Filings As part of the annual review process, the Compliance Officer shall also review prior filings made within the past five years subsequent to the last such review of prior filings. If the Compliance Officer discovers any late or missing filings, the Compliance Officer(after discussing the circumstances with the District's dissemination agent, counsel or other agents as necessary)shall file the missing information. F. Monitoring of Listed Events The Compliance Officer shall monitor the occurrence of any of the following events and/or other events set forth in the Currently Effective Continuing Disclosure Undertakings and shall provide notice of the same in the required manner and by the relevant reporting deadline (generally within 10 days of the occurrence): I. Principal and interest payment delinquencies; 2. Non-payment related defaults,if material; 3. Unscheduled draws on debt service reserves reflecting financial difficulties; 4. Unscheduled draws on credit enhancements reflecting financial difficulties; 5. Substitution of credit or liquidity providers, or their failure to perform; 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the District's obligations, or other material events affecting the tax status of the District's obligations; 7. Modification to rights of holders of the District's obligations,if material; 8. Calls of the District's obligations, if material,and tender offers; 9. Defeasances of the District's obligations; 10. Release, substitution or sale of property securing repayment of the District's obligations, if material; 11. Rating changes; 12. Bankruptcy,insolvency,receivership or similar event of the District; 13. The consummation of a merger, consolidation, or acquisition involving the District or the sale of all or substantially all of the assets of the District, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms,if material; 14. Appointment of a successor or additional trustee or the change of name of a trustee, if material; 15. Incurrence of a Financial Obligation of the District, if material, or agreement to covenants, events of default,remedies,priority rights, or other similar terms of a Financial Obligation of the District,any of which affect security holders, if material; and 16. Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the District, any of which reflect financial difficulties. The list of Currently Effective Financial Obligations compiled pursuant to B. above will assist in making determinations with respect to Listed Events 15 and 16. G. Review of Official Statements The Compliance Officer shall review drafts of any offering document for a new offering of obligations, with assistance from its dissemination agent, counsel or other agents of the District as 14 necessary, and shall determine that the offering document accurately and completely describes the District's continuing disclosure compliance history within the five years prior to the date of the respective Official Statement. This compliance review is not meant to limit the District's other reviews of or diligence procedures relating to its offering documents. H. Record Retention The Compliance Officer shall retain documentation evidencing the District's annual reviews and its reviews of offering documents in connection with new offerings as set forth above. This District shall retain this documentation, for each Continuing Disclosure Undertaking, for the period that the related obligations are outstanding. I. Annual Review Checklist The Compliance Officer may use and retain the Annual Review Checklist below to assist in implementing these Procedures. CONTINUING DISCLOSURE ANNUAL REVIEW CHECKLIST 1. Fiscal Year Ending: 2. Compliance Officer: 3. Checklist Completion Date: 4. Obligations for which there are Currently Effective Continuing Disclosure Undertakings -Attach Agreements: $ , dated ,20 $ , dated ,20 $ , dated ,20 $ , dated ,20 $ , dated ,20 $ , dated 120 $ , , dated 120 5. Have any new Obligations subject to Continuing Disclosure Been Issued this Year? No Yes(Add Agreement to Currently Effective Continuing Disclosure Undertakings) If Yes, did the Compliance Officer review the Offering Document's Description of the District's Continuing Disclosure Compliance History within the Prior 5 Years? 15 Circle: Y/N (If N,review and discuss any issues with counsel.) 6. Have any Obligations subject to Continuing Disclosure Been Completely Paid or Redeemed this Year? No Yes(Remove Agreement from Currently Effective Continuing Disclosure Undertakings) 7. (a) Has the Compliance Officer Reviewed the Annual Continuing Disclosure Filing to Ensure that all Necessary Financial Statements, Financial Information and Operating Data is Included? Yes No(Compliance Officer must review the Annual Continuing Disclosure Filing) (b) For purposes of this review,please keep in mind: Checked? Different Continuing Disclosure Undertakings may require different information to be Y/N file(so check each one). Different Continuing Disclosure Undertakings may have different filing timing Y/N requirements(so check each one). 8. Have any of the Following Listed Events Occurred this Year? Event Circle 1. Principal and interest payment delinquencies. Y/N 2. Non-payment related defaults,if material. Y/N 3. Unscheduled draws on debt service reserves reflecting financial difficulties. Y/N 4. Unscheduled draws on credit enhancements reflecting financial difficulties. Y/N 5. Substitution of credit or liquidity providers,or their failure to perform. Y/N 6. Adverse tax opinions,the issuance by the Internal Revenue Service of proposed Y/N or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the District's obligations, or other material events affecting the tax status of the District's obligations. 7. Modification to rights of holders of the District's obligations, if material. Y/N 8. Calls of the District's obligations,if material,and tender offers. Y/N 9. Defeasances of the District's obligations. Y/N 10. Release, substitution or sale of property securing repayment of the District's Y/N obligations,if material. 11. Rating changes. Y/N 12. Bankruptcy,insolvency,receivership or similar event of the District. Y/N 16 13. The consummation of a merger, consolidation, or acquisition involving the District Y/N or the sale of all or substantially all of the assets of the District, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material. 14. Appointment of a successor or additional trustee or the change of name of a trustee, Y/N if material. 1.5. Incurrence of a Financial Obligation of the District, if material, or agreement to Y/N covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the District, any of which affect security holders, if material. 1.6. Default, event of acceleration, termination event, modification of terms, or other Y l N similar events under the terms of a Financial Obligation of the District, any of which reflect financial difficulties. 9. If any such Event Occurred,was Proper Notice Provided? Yes No (Call your dissemination agent or counsel immediately to discuss) N/A 10. Has the District Retained a Dissemination Agent? Yes: Name/Contact: No 17 SPB Draft 5/17/23 $[PAR] SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 (APACHE JUNCTION,ARIZONA) ASSESSMENT DISTRICT NO. 1 SPECIAL ASSESSMENT BONDS, SERIES 2023 (BANK QUALIFIED) PURCHASE CONTRACT [Pricing Date] Superstition Vistas Community Facilities District No. 1 c/o City of Apache Junction, Arizona 300 E. Superstition Boulevard Apache Junction, Arizona 85119 The undersigned, on behalf of Hilltop Securities Inc. (the "Underwriter"), offers to enter into the following purchase contract (this "Contract") with Superstition Vistas Community Facilities District No. 1 (the "Issuer"), which, upon the Issuer's written acceptance of such offer, will be binding upon the Issuer and upon the Underwriter. Such offer is made subject to the Issuer's written acceptance hereof on or before 11:59 p.m., Arizona Time, on the date indicated above, and, if not so accepted, shall be subject to withdrawal by the Underwriter upon notice delivered to the Issuer at any time prior to the acceptance hereof by the Issuer. Terms not otherwise defined in this Contract shall have the same meanings set forth in the Official Statement and the Bond Resolution(each as defined herein). In addition to acceptance of this Contract by the Issuer as provided herein, the obligations of the Underwriter under this Contract shall be conditioned on the execution and delivery of the Indemnity Letter, dated the date hereof(the "Indemnity Letter"), by D.R. Horton, Inc. ("D.R. Horton") attached as the Attachment hereto. Inasmuch as this purchase and sale represents a negotiated transaction, the Issuer acknowledges and agrees that: (i) the primary role of the Underwriter, as an underwriter, is to purchase securities, for resale to investors,in an arm's-length commercial transaction between the Issuer and the Underwriter and that the Underwriter has financial and other interests that differ from those of the Issuer; (ii) the Underwriter is not acting as a municipal advisor,financial advisor, or fiduciary to the Issuer and has not assumed any advisory or fiduciary responsibility to the Issuer with respect to the transaction contemplated hereby and the discussions, undertakings and procedures leading thereto (irrespective of whether the Underwriter has provided other services or is currently providing other services to the Issuer on other matters); (iii) the only obligations the Underwriter has to the Issuer with respect to the transaction contemplated hereby expressly are set forth in this Contract; and (iv) the Issuer has consulted its own legal, accounting, tax and other advisors, as applicable, to the extent it deems appropriate. The Underwriter has provided to the Error!Unknown document property name. Issuer prior disclosures under Rule G-17 of the Municipal Securities Rulemaking Board (the "MSRB"), which have been received by the Issuer. 1. Purchase and Sale of the Bonds. (c) Subject to the terms and conditions and in reliance upon the representations, warranties, covenants and agreements set forth herein, the Underwriter hereby agrees to purchase from the Issuer, and the Issuer hereby agrees to sell and deliver to the Underwriter, all, but not less than all, of the Issuer's Superstition Vistas Community Facilities District No. 1 (Apache Junction,Arizona)Assessment District No. 1 Special Assessment Bonds, Series 2023 (the "Bonds"). (a) The principal amount, maturities, redemption provisions and interest rates per annum effecting yields with respect to the Bonds are set forth in the Schedule attached hereto. The Bonds shall be as described in and shall be issued and secured under and pursuant to the provisions of,the resolution adopted by the Board of Directors of the Issuer(the "District Board") on [June 6, 2023] (the "Bond Resolution"). (b) The purchase price for the Bonds shall be $ representing the principal amount of the Bonds, less underwriting compensation of$ 2. Public Offering. The Underwriter agrees to make a bona fide public offering of all of the Bonds at a price not to exceed the public offering price (or not less than the yield) set forth on the inside front cover page of the Official Statement(as defined herein) and may subsequently change such offering price(or yield)without any requirement of prior notice. Subject to the issue price rules, the Underwriter may offer and sell the Bonds to certain dealers (including dealers depositing Bonds into investment trusts) and others at prices lower than the public offering prices (or higher than the yields)set forth on Schedule attached hereto and stated on the inside front cover page of the Official Statement. 3. Establishment of Issue Price. (a) The Underwriter agrees to assist the Issuer in establishing the issue price of the Bonds and shall execute and deliver to the Issuer on the Closing Date(as defined herein) an "issue price" or similar certificate, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit A, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Underwriter, the Issuer and Greenberg Traurig, LLP ("Bond Counsel"), to accurately reflect, as applicable, the sales price or prices or the initial offering price or prices to the public of the Bonds. All actions to be taken by the Issuer under this section to establish the issue price of the Bonds may be taken on behalf of the Issuer by the Issuer's municipal advisor and any notice or report to be provided to the Issuer may be provided to the Issuer's municipal advisor. (b) [Except as otherwise set forth in Schedule 11 attached hereto,]the Issuer will treat the first price at which 10% of each maturity of the Bonds (the "10% test") is sold to the public as the issue price of that maturity. At or promptly after the execution of this Contract, the Underwriter shall report to the Issuer the price or prices at which it has sold to the public each maturity of Bonds. [If at that time the 10%test has not been satisfied as - 2 - Error!Unknown document property name. to any maturity of the Bonds, the Underwriter agrees to promptly report to the Issuer the prices at which it sells the unsold Bonds of that maturity to the public. That reporting obligation shall continue,whether or not the Closing Date has occurred, until either(i)the Underwriter has sold all Bonds of that maturity or(ii) the 10%test has been satisfied as to the Bonds of that maturity, provided that, the Underwriter's reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Issuer or Bond Counsel.] For purposes of this Section, if Bonds mature on the same date but have different interest rates, each separate CUSIP number within that maturity will be treated as a separate maturity of the Bonds. (c) [The Underwriter confirms that it has offered the Bonds to the public on or before the date of this Contract at the offering price or prices (the "initial offering price"), or at the corresponding yield or yields, set forth in Schedule II attached hereto, except as otherwise set forth therein. Schedule II also sets forth, as of the date of this Contract, the maturities, if any, of the Bonds for which the 10%test has not been satisfied and for which the Issuer and the Underwriter agree that the restrictions set forth in the next sentence shall apply, which will allow the Issuer to treat the initial offering price to the public of each such maturity as of the sale date as the issue price of that maturity(the"hold-the-offering- price rule"). So long as the hold-the-offering-price rule remains applicable to any maturity of the Bonds, the Underwriter will neither offer nor sell unsold Bonds of that maturity to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following: (i) The close of the fifth(5th) business date after the sale date; or (ii) The date on which the Underwriter has sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. The Underwriter will advise the Issuer promptly after the close of the fifth (5th) business day after the sale date whether it has sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public.] (d) [The Underwriter confirms that: (i) any selling group agreement and any third-party distribution agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer who is a member of the selling group and each broker-dealer that is a party to such third- party distribution agreement, as applicable: A. (i) to report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing Date has occurred,until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter that the 10% test has been satisfied as to the Bonds of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or - 3 - Error!Unknown document property name. otherwise upon request of the Underwriter, and(ii)to comply with the hold- the-offering-price rule, if applicable, if and for so long as directed by the Underwriter, B. to promptly notify the Underwriter of any sales of Bonds that, to its knowledge, are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such term being used as defined below), and C. to acknowledge that, unless otherwise advised by the dealer or broker-dealer,the Underwriter shall assume that each order submitted by the dealer or broker-dealer is a sale to the public. (ii) any selling group agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer that is a party to a third-party distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker-dealer that is a party to such third-party distribution agreement to (A) report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing Date has occurred,until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter or the dealer that the 10%test has been satisfied as to the Bonds of that maturity,provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Underwriter or the dealer, and (B) comply with the hold-the-offering-price rule, if applicable, if and for so long as directed by the Underwriter or the dealer and as set forth in the related pricing wires.] (e) [The Issuer acknowledges that, in making the representations set forth in this section, the Underwriter will rely on (i) in the event a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Bonds, as set forth in a selling group agreement and the related pricing wires, and (ii)in the event that a third-party distribution agreement was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Bonds, as set forth in the third-party distribution agreement and the related pricing wires. The Issuer further acknowledges that the Underwriter shall not be liable for the failure of any dealer who is a member of a selling group, or of any broker-dealer that is a party to a third-party distribution agreement, to comply with its corresponding agreement to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Bonds.] - 4 - Error!Unknown document property name. (f) The Underwriter acknowledges that sales of any Bonds to any person that is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such term being used as defined below) shall not constitute sales to the public for purposes of this section. Further, for purposes of this section: (i) "public" means any person other than an underwriter or a related Party, (ii) "underwriter" means (A) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member of a selling group or a parry to a third-party distribution agreement participating in the initial sale of the Bonds to the public), (iii) a purchaser of any of the Bonds is a"related party"to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (i) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii)more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or(iii) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and (iv) ["sale date" means the date of execution of this Contract by all parties.] 3. The Official Statement. (a) The Issuer has caused the Preliminary Official Statement, dated , 2023 (the "Preliminary Official Statement"), relating to the Bonds to be prepared for use in connection with the public offering, sale and distribution of the Bonds by the Underwriter. The Issuer hereby deems the Preliminary Official Statement final as of its date for all purposes of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended and supplemented (the "Rule"), except for the omission of such information which is dependent upon the final pricing of the Bonds for completion, all as permitted to be excluded by the Rule. (b) The Issuer hereby authorizes the preparation of the Official Statement, to be dated of even date herewith (the "Official Statement"), of the Issuer relating to the Bonds and the use of the information therein contained to be used by the Underwriter in connection with the public offering and the sale of the Bonds. WHILE THE UNDERWRITER HAS PARTICIPATED AND WILL PARTICIPATE WITH THE ISSUER IN THE PREPARATION AND ASSEMBLAGE OF THE PRELIMINARY OFFICIAL STATEMENT AND THE OFFICIAL - 5 - Error!Unknown document property name. STATEMENT, RESPECTIVELY, THE ISSUER IS PRIMARILY RESPONSIBLE FOR THE CONTENT OF THE PRELIMINARY OFFICIAL STATEMENT AND THE OFFICIAL STATEMENT. The Issuer consents to the use by the Underwriter prior to the date hereof of the Preliminary Official Statement in connection with the public offering of the Bonds. The Issuer shall provide, or cause to be provided, to the Underwriter as soon as practicable after the date of the Issuer's acceptance of this Contract (but, in any event, not later than within seven business days after the Issuer's acceptance of this Contract and in sufficient time to accompany any confirmation that requests payment from any customer)copies(including electronic copies) of the Official. Statement which is complete as of the date of its delivery to the Underwriter in such quantity as the Underwriter shall request in order for the Underwriter to comply with paragraph (b)(4) of the Rule and the rules of the MSRB. (c) If, after the date of this Contract to and including the date the Underwriter is no longer required to provide the Official Statement to potential customers who request the same pursuant to the Rule(the earlier of(i) 90 days from the"end of the underwriting period"(as defined in the Rule) and (ii) the time when the Official Statement is available to any person from the MSRB,but in no case less than 25 days after the "end of the underwriting period" for the Bonds), the Issuer becomes aware of any fact or event which might or would cause the Official Statement, as then supplemented or amended, to contain any untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading,or if it is necessary to amend or supplement the Official Statement to comply with law, the Issuer shall notify the Underwriter (and provide the Underwriter with such information as it may from time to time request),and if,in the opinion of the Underwriter,such fact or event requires preparation and publication of a supplement or amendment to the Official Statement, the Issuer shall forthwith prepare and furnish, at the Issuer's own expense (in a form and manner approved by the Underwriter), a reasonable number of copies of either amendments or supplements to the Official Statement so that the statements in the Official Statement, as so amended and supplemented, shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading or so that the Official Statement shall comply with law. If such notification shall be subsequent to the Closing Date, the Issuer shall furnish such legal opinions, certificates, instruments and other documents as the Underwriter may deem necessary to evidence the truth and accuracy of such supplement or amendment to the Official Statement. (d) Unless otherwise notified in writing by the Underwriter, the Issuer can assume that the "end of the underwriting period" for purposes of the Rule is the Closing Date. 4. Representations, Warranties, and Covenants of the Issuer. The undersigned, on behalf of the Issuer, hereby represents and warrants to, and the Issuer hereby covenants with, as applicable, the Underwriter that: (a) The Issuer is a community facilities district of the State of Arizona (the "State"), duly created, organized and existing under the laws of the State, specifically Title 48, Chapter 4, Article 6, Arizona Revised Statutes (the "Act") and has full legal right, power and authority under the Act, and at the Closing Date shall have full legal right, power and authority under the Act and the Bond Resolution (i) to adopt, enter into, execute and deliver, as applicable, this Contract, the Bond Resolution, the Bond Registrar, Transfer Agent and Paying Agent - 6 - Error!Unknown document property name. Contract, to be dated as of [June] 1, 2023 (the "Paying Agent/Registrar Agreement"), by and between the Issuer and U.S. Bank Trust Company, National Association, as paying agent and registrar (the "Paying Agent/Registrar"), a written undertaking by the Issuer to provide certain. continuing disclosure for the benefit of certain beneficial owners of the Bonds as required under paragraph (b)(5) of the Rule in form and substance satisfactory to the Underwriter which shall be substantially in the form set forth in the Official Statement with such changes as may be agreed in writing by the Underwriter (the "Undertaking"), the District Development, Financing Participation,Waiver and Intergovernmental Agreement,dated as of February 22,2022,(the"CFD Development Agreement"),by and among the City of Apache Junction, Arizona(the"City"), the Issuer and D.R. Horton, the Superstition Vistas Community Facilities District No. 1 Waiver and Development Agreement Pertaining to the To Be Formed Assessment District No. 1, dated as of March 27, 2023 (the "Waiver Agreement" and, together with the CFD Development Agreement, the "Development Agreement"), by and between the Issuer and D.R. Horton, the Blanket Issuer Letter of Representations (the"DTC Letter"),by and between the Issuer and The Depository Trust Company ("DTC") and all documents required hereunder and thereunder to be executed and delivered by the Issuer (this Contract, the Bond Resolution, the Paying Agent/Registrar Agreement, the Undertaking, the Development Agreement, the DTC Letter and the other documents referred to in this clause (i), collectively, the "Issuer Documents"); (ii) to sell, issue and deliver the Bonds to the Underwriter as provided herein; (iii) to carry out and consummate the transactions contemplated by the Issuer Documents and the Official Statement;and(iv)to approve, execute and authorize the use and distribution of the Official Statement(including, as applicable, the Preliminary Official Statement), and the Issuer has complied, and shall on the Closing Date be in compliance in all respects, with the terms of the Act and the Issuer Documents as they pertain to such transactions; (b) By all necessary official action of the Issuer prior to or concurrently with the acceptance hereof, the Issuer has duly authorized all necessary action to be taken by it for (i) the adoption of the Bond Resolution and the sale and issuance of the Bonds; (ii) the approval, execution and delivery of,and the performance by the Issuer of the obligations on its part contained in, the Bonds and the Issuer Documents; and(iii) the consummation by it of all other transactions contemplated by the Preliminary Official Statement and the Issuer Documents and any and all such other agreements and documents as may be required to be executed, delivered and/or received by the Issuer in order to carry out, give effect to, and consummate the transactions contemplated herein and in the Official Statement; (c) The Bond Resolution (i) authorizes the authorization, execution, delivery and issuance, as applicable, of the Issuer Documents and the Bonds as well as the approval, execution and authorization of the use and distribution of the Official Statement (including, as applicable, the Preliminary Official Statement) and the selling of the Bonds to the Underwriter; (ii) has been duly and validly adopted by the Issuer; and(iii) is in full force and effect; (d) The Issuer Documents shall constitute legal, valid and binding obligations of the Issuer, enforceable in accordance with their respective terms, subject to Creditors' Rights Laws; the Bonds, when issued, delivered and paid for, in accordance with the Bond Resolution and this Contract, shall constitute legal, valid and binding obligations of the Issuer entitled to the benefits of the Bond Resolution and enforceable in accordance with their terms, subject to Creditors' Rights Laws and upon the issuance, authentication and delivery of the Bonds as - 7 - Error!Unknown document property name. aforesaid and the Bond Resolution shall provide, for the benefit of the registered owners, from time to time, of the Bonds, the legally valid and binding pledge of and lien it purports to create as set forth therein; (e) The Issuer is not in breach of or default in any respect under any applicable constitutional provision,statute or administrative rule or regulation of the State or the United States or any applicable judgment or decree or any loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the Issuer is a party or to which the Issuer is or any of its property or assets are otherwise subject, and no event has occurred and is continuing which constitutes or with the passage of time or the giving of notice, or both, would constitute a default or event of default by the Issuer under any of the foregoing and the execution and delivery of the Bonds and the Issuer Documents and the adoption of the Bond Resolution and compliance with the provisions on the Issuer's part contained therein shall not conflict with or constitute a breach of or default under any constitutional provision, statute, administrative rule or regulation, judgment,decree,loan agreement,indenture,bond,note,resolution,agreement or other instrument to which the Issuer is a party or to which the Issuer is or to which any of its property or assets are otherwise subject nor shall any such execution, delivery, adoption or compliance result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the Issuer to be pledged to secure the Bonds or under the terms of any such statute, rule or regulation or instrument, except as provided by the Bond Resolution; (f) All authorizations, approvals, licenses,permits, consents and orders of any governmental authority, legislative body, board, agency or commission having jurisdiction of the matters which are required for the due authorization of, which would constitute a condition precedent to or the absence of which would materially adversely affect the due performance by the Issuer of its obligations under the Issuer Documents and the Bonds have been duly obtained,except for such approvals, consents and orders as may be required under the "blue sky"or securities laws of any jurisdiction in connection with the offering and sale of the Bonds; (g) The Bonds and the Issuer Documents conform to the descriptions thereof contained in the Official Statement, and the proceeds of the sale of the Bonds will be applied generally as described in the Official Statement; (h) There is no legislation, action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, government agency, public board or body, pending or overtly threatened against the Issuer, affecting the existence of the Issuer or the titles of its officers to their respective offices, or affecting or seeking to prohibit, restrain or enjoin the sale, issuance or delivery of the Bonds or the levy or collection of the Special Assessments (as defined in the Official Statement) from which principal of and interest on the Bonds are to be paid pursuant to the Bond Resolution or in any way contesting or affecting the validity or enforceability of the Bonds or the Issuer Documents, or contesting the exclusion from gross income of interest on the Bonds for federal or State income tax purposes, or contesting in any way the completeness or accuracy of the Preliminary Official. Statement or, when finalized, the Official Statement or any supplement or amendment thereto, or contesting the powers of the Issuer or any authority for the issuance of the Bonds, the adoption of the Bond Resolution or the execution and delivery of the Issuer Documents, nor is there any basis therefor, wherein an unfavorable decision, ruling or - 8 - Error!Unknown document property name. finding would materially, adversely affect the validity or enforceability of the Bonds or the Issuer Documents; (i) The Preliminary Official Statement did not and, as of the date hereof, does not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; 0) At the time of the Issuer's acceptance hereof and (unless the Official Statement is amended or supplemented pursuant to Section 3(c) of this Contract) at all times subsequent thereto during the period up to and including the Closing Date, the Official Statement shall not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; (k) If the Official Statement is supplemented or amended pursuant to Section 3(c) of this Contract, at the time of each supplement or amendment thereto and (unless subsequently again supplemented or amended pursuant to such paragraph) at all times subsequent thereto during the period up to and including the Closing Date, the Official Statement, as so supplemented or amended, shall not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which made, not misleading; (1) The Issuer shall apply, or cause to be applied, the proceeds from the sale of the Bonds as provided in and subject to all of the terms and provisions of the Bond Resolution and shall not take or omit to take any action which action or omission will adversely affect the exclusion from gross income for federal or State income tax purposes of the interest on the Bonds; (m) The Issuer shall furnish such information and execute such instruments and take such action in cooperation with the Underwriter as the Underwriter may reasonably request (i) to (A) qualify the Bonds for offer and sale under the "blue sky" or other securities laws and regulations of such states and other jurisdictions in the United States as the Underwriter may designate and (B) determine the eligibility of the Bonds for investment under the laws of such states and other jurisdictions; and(ii)to continue such qualifications in effect so long as required for the distribution of the Bonds(provided,however,that the Issuer shall not be required to qualify as a foreign corporation or to file any general or special consents to service of process under the laws of any jurisdiction) and shall advise the Underwriter immediately of receipt by the Issuer of any notification with respect to the suspension of the qualification of the Bonds for sale in any jurisdiction or the initiation or threat of any proceeding for that purpose; (n) The financial information regarding the Issuer in the Preliminary Official Statement fairly presents, and in the Official Statement shall fairly present, the financial position and results of the Issuer as of the dates and for the periods therein set forth,and,prior to the Closing Date, there shall be no adverse change of a material nature in such financial position, results of operations or condition, financial or otherwise, of the Issuer; - 9 - Error!Unknown document property name. (o) The Issuer is not a party to any litigation or other proceeding pending or overtly threatened which,if decided adversely to the Issuer,would have a materially adverse effect on the financial condition of the Issuer, and except as disclosed in the Official Statement,the Issuer is not a party to any contract or agreement or subject to any restriction, the performance of or compliance with which may have a material adverse effect on the financial condition, operations or prospects of the Issuer or ability of the Issuer to materially comply with all the requirements set forth in the Official Statement, the Issuer Documents and the Bonds; (p) Prior to the Closing Date,the Issuer shall not offer or issue any bonds,notes or other obligations for borrowed money or incur any material liabilities, direct or contingent, payable from or secured by any of the revenues or assets which will secure the Bonds without the prior approval of the Underwriter; (q) The Issuer has fully submitted the information required, if any,with respect to previous issuances of bonds, securities and lease-purchase agreements of the Issuer pursuant to Section 35-501(B), Arizona Revised Statutes, and will file the information relating to the Bonds required to be submitted pursuant thereto within sixty (60) days of the Closing Date, and, except as otherwise indicated in the Official Statement, the Issuer has been and is in full compliance with the terms of all continuing disclosure undertakings previously executed by the Issuer pursuant to the Rule, if any; and (r) The officers and officials of the Issuer executing the Official Statement,the Issuer Documents and the Bonds and the officers and officials of the Issuer listed on the certificate of the Issuer to be delivered on the Closing Date have been or will have been duly appointed and are or will be qualified to serve as such officers and officials of the Issuer, and any certificate signed by any officer or official of the Issuer authorized to do so in connection with the transactions contemplated by this Contract shall be deemed a representation and warranty by the Issuer to the Underwriter as to the statements made therein. 5. Closing. (a)At 8:00 a.m.,Arizona Time,on[Closing Date],or at such other time or on such other date as shall have been mutually agreed upon by the Issuer and the Underwriter (the "Closing Date"), the Issuer shall, subject to the terms and conditions hereof, deliver the Bonds to the Underwriter duly executed and authenticated, together with the other documents hereinafter mentioned, and the Underwriter shall, subject to the terms and conditions hereof, accept such delivery and pay the purchase price of the Bonds as set forth in Section 1 of this Contract by a certified or bank cashier's check or checks or wire transfer payable in immediately available funds to the order of the Issuer. Payment for the Bonds as aforesaid shall be made at the offices of Bond Counsel or such other place as shall have been mutually agreed upon by the Issuer and the Underwriter. (b) Delivery of the Bonds shall be made through the facilities of DTC in New York City, New York, or, if by the means of a "Fast Automated Securities Transfer," with the Paying Agent/Registrar. The Bonds shall be printed or lithographed, shall be prepared and delivered as fully registered bonds, one Bond for the full amount maturing on each maturity date, and shall be registered in the name of"Cede&Co."and shall be made available to the Underwriter at least one (1)business day before the Closing Date for purposes of inspection. - 10 - Error!Unknown document property name. 6. Closing Conditions. The Underwriter has entered into this Contract in reliance upon the representations, warranties, covenants and agreements of the Issuer contained herein and of D.R. Horton contained in the Indemnity Letter and to be contained in the documents and instruments to be delivered on the Closing Date and upon the performance by the Issuer of its obligations hereunder and by D.R. Horton of its obligations pursuant to the Indemnity Letter,both as of the date hereof and on the Closing Date. Accordingly, the Underwriter's obligations under this Contract to purchase, to accept delivery of and to pay for the Bonds shall be conditioned upon the performance by the Issuer of its obligations to be performed hereunder and by D.R. Horton of its obligations pursuant to the Indemnity Letter and under such documents and instruments on or prior to the Closing Date and shall also be subject to the following additional conditions, including the delivery by the Issuer of such documents as are enumerated herein, in form and substance reasonably satisfactory to the Underwriter: (a) The representations and warranties of the Issuer contained herein and of D.R. Horton contained in the Indemnity Letter shall be true, complete and correct on the date hereof and on and as of the Closing Date, as if made on the Closing Date; (b) The Issuer shall have performed and complied with all covenants and agreements required by this Contract to be performed or complied with by it prior to or on the Closing Date; (c) On the Closing Date,(i) the Issuer Documents and the Bonds shall be in full force and effect in the form heretofore approved by the Underwriter and shall not have been amended, modified or supplemented and the Official Statement shall not have been supplemented or amended, except in any such case as may have been agreed to by the Underwriter; and (ii) all actions of the Issuer required to be taken by the Issuer shall be performed in order for Bond Counsel and Counsel to the Underwriter (as defined herein)to deliver their respective opinions referred to hereinafter; (d) On the Closing Date, all official action of the Issuer relating to the Issuer Documents and the Bonds shall be in full force and effect and shall not have been amended, modified or supplemented; (e) Prior to or on the Closing Date, the Bond Resolution shall have been duly executed and delivered by the Issuer and the Issuer shall have duly executed and delivered, and the Paying Agent/Registrar shall have duly authenticated, the Bonds; (f) Prior to or on the Closing Date,no "event of default"shall have occurred or be existing under this Contract, nor shall any event have occurred which, with the passage of time or the giving of notice, or both, shall constitute an event of default under this Contract; (g) Prior to or on the Closing Date,there shall not have occurred any change or any development involving a prospective change in the condition, financial or otherwise, or in the revenues or operations of the Issuer or D.R. Horton, from that set forth in the Official Statement that in the judgment of the Underwriter, is material and adverse and that makes it, in the judgment of the Underwriter, impracticable to market the Bonds on the terms and in the manner contemplated in the Official Statement; - 11 - Error!Unknown document property name. (h) Prior to or on the Closing Date, the Issuer shall not have failed to pay principal or interest when due on any of its outstanding obligations for borrowed money; (i) Prior to or on the Closing Date, all steps to be taken and all instruments and other documents to be executed and all other legal matters in connection with the transactions contemplated by this Contract shall be reasonably satisfactory in Legal form and effect to the Underwriter; and 0) Prior to or on the Closing Date, the Underwriter shall have received an electronic copy of the transcript of all proceedings of the Issuer relating to the authorization and issuance of the Bonds, certified, as necessary,by appropriate officials of the Issuer, including,but not limited to, the following documents: (i) An unqualified approving opinion of Bond Counsel, as to the Bonds, dated the Closing Date, addressed to the Issuer and substantially in the form included in the Official Statement; (ii) The supplemental opinion of Bond Counsel, as Bond Counsel and Counsel to the Issuer, dated the Closing Date, addressed to the Underwriter and substantially in the form attached hereto as Exhibit B; (iii) The opinion of Fennemore Craig P.C., Counsel to D.R. Horton, dated the Closing Date, addressed to the Underwriter and the Issuer and substantially in the form attached hereto as Exhibit Cl- (iv) The opinion of Squire Patton Boggs (US)LLP, Counsel to the Underwriter, dated the Closing Date, addressed to the Underwriter and substantially in the form attached hereto as Exhibit D; (v) A consent of Schnepf Ellsworth Appraisal Group, LLC, dated the Closing Date, addressed to the Underwriter and substantially in the form attached hereto as Exhibit E, (vi) A certificate from D.R. Horton, dated the Closing Date, signed by an authorized official of D.R. Horton and in form and substance satisfactory to the Issuer and the Underwriter,to the effect that the representations and warranties contained in the Indemnity Letter and in the documents executed by D.R. Horton in connection with the issuance of the Bonds are true and correct in all material respects as of the Closing Date; (vii) A certificate or certificates of the Issuer, dated the Closing Date, signed by an authorized official or officials of the Issuer and in form and substance satisfactory to the Underwriter, in which such official states that: (I) the representations and warranties contained herein are true and correct in all material respects on and as of the Closing Date with the same effect as if made on the Closing Date; (11) except as described in the Official Statement, no litigation is pending or overtly threatened before any judicial, quasi-judicial or administrative forum - 12 - Error!Unknown document property name. (A) to restrain or enjoin the issuance or delivery of the Bonds, the application of the proceeds thereof or the performance by the Issuer of the provisions of the Issuer Documents or the levy and collection of the Special.Assessments for payment of the Bonds; (B) in any way contesting or affecting the authority for, or the validity of, this Contract or the application of the proceeds of the Bonds or (C) in any way contesting the existence or powers of the Issuer; (III) no authority or proceedings for the issuance of the Bonds has been repealed, revoked or rescinded and no petition or petitions to revoke or alter the authorization to issue the Bonds has been filed with or received by any of the signors; (IV) the Issuer has complied with all the agreements and covenants and satisfied all the conditions on its part to be performed or satisfied prior to or on the Closing Date; and (V) the Preliminary Official Statement, as of its date and as of the date hereof, and the Official Statement, as of its date and as of the Closing Date,are true,correct and complete in all material respects and do not include any untrue statement of a material fact or omit to state any material fact necessary to make such statements, in light of the circumstances under which such statements were made, not misleading, and no event has occurred since the respective dates of the Preliminary Official Statement and the Official Statement which should be disclosed therein which it is necessary to disclose therein in order to make the statements and information therein not misleading, provided that, as to information related to DTC and its book-entry only system, the Issuer relies solely on the information so provided by DTC; (viii) A specimen of the Bonds; (ix) A certified copy of the Bond Resolution; (x) A counterpart original of the Official Statement manually executed on behalf of the Issuer by the Chairman of the District Board; (xi) A non-arbitrage certificate of the Issuer, in form and substance satisfactory to Bond Counsel; (xii) The filing copy of the Information Return Form 8038-G (IRS) and of the Report of Bond and Security Issuance pursuant to Section 35-501(B), Arizona Revised Statutes; (xiii) An executed copy of each of the Issuer Documents; and (xiv) Such additional opinions, letters, certificates, instruments and other documents as the Underwriter may reasonably deem necessary to satisfy conditions to the issuance of the Bonds required by the Bond Resolution, to evidence the truth and accuracy on the Closing Date, or prior to such date, of the representations and warranties of the Issuer and D.R. Horton and the due performance or satisfaction by the Issuer and D.R. Horton of all agreements and covenants then to be performed and all conditions then to be satisfied by the Issuer and D.R. Horton. - 13 - Error!Unknown document property name. All of the opinions, letters, certificates, instruments and other documents mentioned above or elsewhere in this Contract shall be deemed to be in compliance with the provisions hereof if, but only if, they are in form and substance satisfactory to the Underwriter. If the Issuer and D.R. Horton shall be unable to satisfy the conditions to the obligations of the Underwriter to purchase,to accept delivery of and to pay for the Bonds contained in this Contract, or if the obligations of the Underwriter to purchase, to accept delivery of and to pay for the Bonds shall be terminated for any reason permitted by this Contract,this Contract shall. terminate and neither the Underwriter nor the Issuer shall be under any further obligation hereunder, except that the respective obligations of the Issuer and the Underwriter set forth in. Section 8(c) hereof shall continue in full force and effect. 7. Termination. The Underwriter shall have the right to cancel its obligation to purchase the Bonds and to terminate this Contract by written notice to the Issuer if, at any time after the execution of this Contract to and including the Closing Date, in the Underwriter's sole and reasonable judgment, any of the following events shall occur: (a) the market price or marketability of the Bonds, or the ability of the Underwriter to enforce contracts for the sale of the Bonds, shall be materially adversely affected by any of the following events: (i) legislation shall have been enacted by the Congress of the United States or the legislature of the State or shall have been favorably reported out of committee of either body or be pending in committee of either body, or shall have been recommended to the Congress for passage by the President of the United States or a member of the President's Cabinet, or a decision shall have been rendered by a court of the United States or the State or the Tax Court of the United States, or a ruling, resolution, regulation or temporary regulation, release or announcement shall have been made or shall have been proposed to be made by the Treasury Department of the United States or the Internal Revenue Service, or other federal or state authority with appropriate jurisdiction, with respect to federal or state taxation upon interest received on obligations of the general character of the Bonds; or (ii) there shall have occurred (a) an outbreak or escalation of hostilities or the declaration by the United States of a national emergency or war, (b) any other calamity or crisis in the financial markets of the United States or elsewhere or the escalation of such calamity or crisis, (c)the sovereign debt rating of the United States is downgraded by any major credit rating agency or a payment default occurs on United States Treasury obligations, or(d) a default with respect to the debt obligations of, or the institution of proceedings under any federal bankruptcy laws by or against, any state of the United States or any city, county or other political subdivision located in the United States having a population of over 500,000; or (iii) a general suspension of trading on the New York Stock Exchange or other major exchange shall be in force,or minimum or maximum prices for trading shall have been fixed and be in force, or maximum ranges for prices for securities shall have been required and be in force on any such exchange, whether by virtue of determination by that exchange or by order of the Securities and Exchange Commission ("SEC") or any other governmental authority having jurisdiction; or - 14 - Error!Unknown document property name. (iv) legislation shall have been enacted by the Congress of the United States or shall have been favorably reported out of committee or be pending in committee, or shall have been recommended to the Congress for passage by the President of the United States or a member of the President's Cabinet, or a decision by a court of the United States shall be rendered, or a ruling, regulation, proposed regulation or statement by or on behalf of the SEC or other governmental agency having jurisdiction of the subject matter shall be made, to the effect that any obligations of the general character of the Bonds or the Bond Resolution, or any comparable securities of the Issuer, are not exempt from the registration, qualification or other requirements of the Securities Act of 1933,. as amended, or the Trust Indenture Act of 1939, as amended, or otherwise, or would be in violation of any provision of the federal securities laws; or (v) except as disclosed in or contemplated by the Official Statement, any material adverse change in the affairs of the Issuer or D.R. Horton shall have occurred; or (vi) any rating on bonds of the Issuer is reduced or withdrawn or placed on credit watch with negative outlook by any major credit rating agency; or (b) any event or circumstance shall exist that either makes untrue or incorrect in any material respect any statement or information in the Official Statement (other than any statement provided by the Underwriter) or is not reflected in the Official Statement but should be reflected therein in order to make the statements therein, in the light of the circumstances under which they were made, not misleading and, in either such event, the Issuer refuses to permit the Official Statement to be supplemented to supply such statement or information,or the effect of the Official Statement as so supplemented is to materially adversely affect the market price or marketability of the Bonds or the ability of the Underwriter to enforce contracts for the sale of the Bonds; or (c) a general banking moratorium shall have been declared by federal or State authorities having jurisdiction and be in force; or (d) a material disruption in securities settlement,payment or clearance services affecting the Bonds shall have occurred; or (e) any new restriction on transactions in securities materially affecting the market for securities (including the imposition of any limitation on interest rates) or the extension of credit by,or a change to the net capital requirements of,underwriters shall have been established by the New York Stock Exchange, the SEC, any other federal or State agency or the Congress of the United States, or by Executive Order; or (f) a decision by a court of the United States shall be rendered, or a stop order, release,regulation or no-action letter by or on behalf of the SEC or any other governmental agency having jurisdiction of the subject matter shall have been issued or made, to the effect that the issuance, offering or sale of the Bonds, including the underlying obligations as contemplated by this Contract or by the Official Statement, or any document relating to the issuance, offering or sale of the Bonds, is or would be in violation of any provision of the federal securities laws at the Closing Date, including the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Trust Indenture Act of 1939, as amended. - 15 - Error!Unknown document property name. 8. Expenses. (a) The Underwriter shall be under no obligation to pay, and the Issuer shall pay or cause to be paid from the proceeds of the sale of the Bonds, the expenses incident to the performance of the Issuer's obligations hereunder, including but not limited to: (1) the cost of printing, engraving or typewriting and mailing or delivering the definitive Bonds, the Preliminary Official Statement, the Official. Statement and the Issuer Documents in reasonable quantities and all other documents (other than as set forth in the next succeeding paragraph) prepared in connection with the transactions contemplated hereby; (2) the fees and disbursements of the Paying Agent/Registrar in connection with the issuance of the Bonds; (3) the fees and disbursements of Bond Counsel in connection with the issuance of the Bonds; (4) the fees and disbursements of any other experts or consultants retained by the Issuer in connection with the transactions contemplated hereby; and(5)reasonable miscellaneous, normally occurring, "out-of- pocket"expenses (including,but not limited to, meals, transportation and lodging) incurred by the Underwriter in connection with the sale and issuance of the Bonds. The Issuer acknowledges that it has had an opportunity, in consultation with such advisors as it may deem appropriate, if any, to evaluate and consider the fees and expenses being incurred as part of the issuance of the Bonds. (b) The Underwriter shall pay: (i) the cost of preparation and printing of this Contract; (ii)the fees and disbursements of Counsel to the Underwriter; (iii) all advertising expenses in connection with the public offering of the Bonds; and (iv) all other expenses incurred by the Underwriter in connection with the public offering of the Bonds. (c) If this Contract shall be terminated by the Underwriter because of any failure or refusal on the part of the Issuer to comply with the terms or to fulfill any of the conditions of this Contract, or if for any reason the Issuer shall be unable to perform its obligations under this Contract,the Issuer will reimburse the Underwriter for all"out-of-pocket"expenses(including the fees and disbursements of Counsel to the Underwriter) reasonably incurred by the Underwriter in connection with this Contract or the offering contemplated hereunder. 9. (a) Notices. Any notice or other communication to be given to the Issuer under this Contract may be given by delivering the same to the address set forth on the first page of this Contract, and any notice or other communication to be given to the Underwriter pursuant to this Contract may be given by delivering the same in writing to Hilltop Securities Inc., 4455 E. Camelback Rd., Suite E280, Phoenix, Arizona 85018, Attention: Janelle Gold. (b) Parties in Interest. This Contract as heretofore specified shall constitute the entire agreement between us and is made solely for the benefit of the Issuer and the Underwriter (including successors or assigns of the Underwriter),and no other person shall acquire or have any right hereunder or by virtue hereof. This Contract may not be assigned by the Issuer. All of the Issuer's representations, warranties, covenants and agreements contained in this Contract shall remain operative and in full force and effect, regardless of(i) any investigations made by or on behalf of the Underwriter; (ii) delivery of and payment for the Bonds pursuant to this Contract and (iii) any termination of this Contract. (c) Effectiveness. This Contract shall become effective upon the acceptance hereof by the Issuer and shall be valid and enforceable at the time of such acceptance. - 16 - Error!Unknown document property name. (d) Choice of Law. This Contract shall be governed by and construed in accordance with the law of the State. (e) Severability. If any provision of this Contract shall be held or deemed to be or shall, in fact, be invalid, inoperative or unenforceable as applied in any particular case in any jurisdiction or jurisdictions, or in all jurisdictions because it conflicts with any provisions of any Constitution, statute, rule of public policy, or any other reason, such circumstances shall not have the effect of rendering the provision in question invalid, inoperative or unenforceable in any other case or circumstance, or of rendering any other provision or provisions of this Contract invalid, inoperative or unenforceable to any extent whatever. (f) Business Day. For purposes of this Contract,"business day"means any day on which the New York Stock Exchange is open for trading. (g) Section Headings. Section headings have been inserted in this Contract as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Contract and will not be used in the interpretation of any provisions of this Contract. (h) Counterparts. This Contract may be executed in several counterparts each of which shall be regarded as an original (with the same effect as if the signatures thereto and hereto were upon the same document)and all of which shall constitute one and the same document. 10. Notice Concerning Cancellation of Contracts. As required by the provisions of Section 38-511, Arizona Revised Statutes, as amended, notice is hereby given that the State, its political subdivisions (including the Issuer) or any department or agency of either may, within three (3) years after its execution, cancel any contract, without penalty or further obligation, made by the State, its political subdivisions or any of the departments or agencies of either if any person significantly involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the State, its political subdivisions or any of the departments or agencies of either is, at any time while the contract or any extension of the contract is in effect, an employee or agent of any other party to the contract in any capacity or a consultant to any other party of the contract with respect to the subject matter of the contract. The cancellation shall be effective when written notice from the Governor or the chief executive officer or governing body of the political subdivision is received by all other parties to the contract unless the notice specifies a later time. The State, its political subdivisions or any department or agency of either may recoup any fee or commission paid or due to any person significantly involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the State, its political subdivisions or any department or agency of either, from any other party to the contract arising as the result of the contract. This Section 10 is not intended to expand or enlarge the rights of the Issuer hereunder except as required by Section 38-511, Arizona Revised Statutes. Each of the parties hereto hereby certifies that it is not presently aware of any violation of Section 38-511, Arizona Revised Statutes, which would adversely affect the enforceability of this Contract and covenants that it shall take no action which would result in a violation of Section 38-511, Arizona Revised Statutes. - 17 - Error!Unknown document property name. 11. Electronic Signature. The electronic signature of a party to this Contract shall be as valid as an original signature of such party and shall be effective to bind such party to this Contract. For purposes hereof: (i) "electronic signature" means a manually signed original signature that is then transmitted by electronic means; and (ii) "transmitted by electronic means" means sent in the form of a facsimile or sent via the internet as a portable document format("pdf') or other replicating image attached to an electronic mail or internet message. - 18 - Error!Unknown document property name. SPB Draft 5/17/23 If you agree with the foregoing, please sign the enclosed counterpart of this Contract and return it to the Underwriter. This Contract shall become a binding agreement between you and the Underwriter when at least the counterpart of this letter shall have been signed by or on behalf of each of the parties hereto. Very truly yours, HILLTOP SECURITIES INC. By: Printed Name: Title: ACCEPTED AT M., M.S.T. ON , 2023 SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. I By Bryant Powell, District Manager [Signature Page to Purchase Contract—Superstition Vistas Community Facilities District No. 1 (Apache Junction,Arizona),Assessment District No. I Special Assessment Bonds, Series 2023] Error!Unknown document property name. SCHEDULE $[PAR] SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 (APACHE JUNCTION,ARIZONA) ASSESSMENT DISTRICT NO. 1. SPECIAL ASSESSMENT BONDS, SERIES 2023 Aggregate Principal Amount: $[PAR] Interest Payment Dates: January 1, 2024, and each July 1 and January 1 thereafter Maturity Schedule: Maturity Date Principal Per Annum (July 1) Amount Interest Rate Yield $ Redemption Provisions: Special Optional Redemption. The Bonds will be redeemed at the option of the District in whole or in part on any Interest Payment Date, upon not more than sixty (60) nor less than thirty (30) days' prior notice, upon payment of the applicable redemption price which will consist of the principal amount of the Bonds so redeemed, plus interest, if any, on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date without premium (i) if and to the extent on or after the completion of the Public Infrastructure (as defined in the Official Statement) amounts are transferred from the Acquisition Fund (as defined in the Bond Resolution) for such purpose, (ii) from the prepayment of any Special Assessment by the owner of any Assessed Lot(as defined in the Official Statement), (iii) from the proceeds from the sale of any delinquent Special Assessments, to the extent such proceeds are not used to replenish the Reserve Fund to an amount equal to the Reserve Fund Requirement (each term as defined in the Official Statement) and (iv) from amounts transferred from the Reserve Fund, if and to the extent the amount held in the Reserve Fund, together with the amount held in the Bond Fund (as defined herein), is sufficient to pay the principal amount of all Bonds outstanding on an Interest Payment Date,together with the accrued interest on such Bonds as of such Interest Payment Date. Page 1 of Schedule Error!Unknown document property name. [Optional Redemption. The Bonds maturing on or after July 1, 20_, will be redeemable, on or after July 1, 20_, at the option of the District, in whole on any date or, in part on any Interest Payment Date, upon not more than sixty (60) nor less than thirty (30) days' prior notice,upon payment of the applicable redemption price which will consist of the principal amount of the Bonds so redeemed plus interest, if any, on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date without premium. Mandatory Redemption. The Bonds maturing in the following years will be redeemed on the following redemption dates and in the following (sinking fund) amounts upon not more than sixty(60)nor less than thirty(30)days' prior notice,upon payment of the applicable redemption price which will consist of the principal amount of the Bonds so redeemed plus interest, if any, on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date without premium:] Redemption Date Principal (July 1) Amount Bonds Maturing in 20_ * * Maturity Bonds Maturing in 20 * *Maturity Whenever Bonds are redeemed (other than pursuant to mandatory redemption) or delivered to the Paying Agent/Registrar for cancellation,the principal amount of the Bonds of such maturity so retired shall satisfy and be credited against the mandatory redemption requirements for such maturity on a pro-rata basis, to the extent practicable; provided, however that each remaining mandatory payment shall be in an amount which is an authorized denomination. Page 2 of Schedule Error!Unknown document property name. EXHIBIT A FORM OF ISSUE PRICE CERTIFICATE Hilltop Securities Inc. ("Hilltop"), as Underwriter for the Superstition Vistas Community Facilities District No. 1 (Apache Junction,Arizona)Assessment District No. 1 Special Assessment Bonds, Series 2023 (the"Bonds"),based on its knowledge regarding the sale of the Bonds,certifies as of this date as follows: (1) Issue Price. [If the issue price is determined using only the general rule (actual sales of at least 10%) in Regulations § 1.1.48-1(f)(2)(i): (A) As of the date of this certificate, for each Maturity of the Bonds, the first price at which at least 10% of such Maturity of the Bonds was sold to the Public is the respective price at the respective yield listed in Schedule A attached hereto (the "Sale Price" as applicable to respective Maturities). The aggregate of the Sale Prices of each Maturity of the Bonds is $[ ] (the "Issue Price").] [If the issue price is determined using a combination of actual sales (Regulations § 1.148-1(f)(2)(i)) and hold-the-offering-price (Regulations § 1148-1(f)(2)(ii): (A) As of the date of this certificate, for each Maturity listed on Schedule A as the "General Rule Maturities," the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule A attached hereto (the "Sale Price" as applicable to each Maturity of the General Rule Maturities). (B) On or before the Sale Date, Hilltop offered the Maturities listed on Schedule A as the"Hold-the-Offering-Price Maturities"to the Public for purchase at the respective initial offering prices listed in Schedule A attached hereto (the "Initial Offering Prices" as applicable to each Maturity of the Hold-the-Offering-Price Maturities). A copy of the pricing wire or equivalent communication for the Bonds is attached to this certificate as Schedule B. (C) As set forth in the Purchase Contract, dated [Pricing Date],between Hilltop and the Issuer (as defined herein), Hilltop has agreed in writing that, (i) for each Maturity of the Hold-the-Offering-Price Maturities, it would neither offer nor sell any portion of such Maturity to any person at a price that is higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the "hold-the-offering-price rule"), and (ii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any third-party distribution agreement shall contain the agreement of each broker-dealer who is a party to the third-party distribution agreement, to comply with the hold-the-offering-price rule. Pursuant to such agreement,Hilltop has not offered or sold any Maturity of the Hold-the-Offering- Price Maturities at a price that is higher than the respective Initial Offering Price for that Maturity of the Bonds during the Holding Period. Exhibit A-1 Error!Unknown document property name. (D) The aggregate of the Sale Prices of the General Rule Maturities and the Initial Offering Prices of the Hold-the-Offering-Price Maturities is $[ ] for the Bonds (the "Issue Price").] [If the issue price is determined using only the hold-the-offering-price rule in Regulations § 1.1.48-1(f)(2)(ii): (A) Hilltop offered, on or before the Sale Date, each Maturity of the Bonds to the Public for purchase at the respective initial offering prices listed in Schedule A attached hereto (the "Initial Offering Prices"). A copy of the pricing wire or equivalent communication for the Bonds is attached to this certificate as Schedule A. The aggregate of the Initial Offering Prices of each Maturity is $[ ] (the "Issue Price"). (B) As set forth in the Purchase Contract, dated [Pricing Date],between Hilltop and the Issuer,Hilltop has agreed in writing that, (i)for each Maturity of the Bond,it would neither offer nor sell any portion of such Maturity to any person at a price that is higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the "hold-the- offering-price rule"), and (ii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any third-party distribution agreement shall contain the agreement of each broker-dealer who is a party to the third-party distribution agreement, to comply with the hold-the-offering-price rule. Pursuant to such agreement, Hilltop has not offered or sold any Maturity of the Bond at a price that is higher than the respective Initial Offering Price for that Maturity of the Bond during the Holding Period.] [(B),(E), or(C)] Definitions. [NOTE: If issue price is determined using only the general rule(actual sales of 10%), delete the definitions of"Holding Period"and"Sale Date."] ["Holding Period" means, for each Hold-the-Offering-Price Maturity of the Bonds, the period starting on the Sale Date and ending on the earlier of(i) the close of the fifth business day after the Sale Date ([DATE]), or (ii) the date on which Hilltop has sold at least 10% of such Maturity of the Bonds to the Public at a price that is no higher than the Initial Offering Price for such Maturity.] "Issuer"means Superstition Vistas Community Facilities District No. 1. "Maturity" means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities. "Public"means any person (including an individual, trust, estate,partnership, association, company, or corporation)other than an Underwriter or a related party to an Underwriter. The term "related party"for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. ["Sale Date"means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Issue is [Pricing Date].] Exhibit A-2 Error!Unknown document property name. "Underwriter" means (i) any person that agrees pursuant to a written contract with the Issuer(or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public,and(ii)any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a third-parry distribution agreement participating in the initial sale of the Bonds to the Public). All capitalized terms not defined in this certificate have the meaning set forth in Issuer's Certificate Relating to Federal Tax Matters dated the date hereof. The signer is an officer of Hilltop and duly authorized to execute and deliver this Certificate of Hilltop. The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents Hilltop's interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Certificate Relating to Federal Tax Matters of the Issuer and with respect to compliance with the federal income tax rules affecting the Bonds, and by Greenberg Traurig, LLP, as bond counsel, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. Dated: [Closing Date] HILLTOP SECURITIES INC. By: Title: Exhibit A-3 Error!Unknown document property name. SCHEDULE A Actual Sales Information as of Closing Date General Rule Maturities Maturity Date Principal Interest Jul 1 Amount Rate Yield Price Issue Price [Hold-the-Offering-Price Maturities] Maturity Date Principal Interest Jul 1 Amount Rate Yield Price Issue Price [Yield and Price assume redemption on July 1, 20_, the earliest optional redemption date.] Exhibit A-4 Error!Unknown document property name. SCHEDULE B [Actual Sales for Undersold Maturities as of the Closing Date [PRICING WIRE OR EQUIVALENT COMMUNICATION] (Attached) Exhibit A-5 Error!Unknown document property name. EXHIBIT B FORM OF SUPPLEMENTAL OPINION OF BOND COUNSEL [GREENBERG TRAURIG, LLP] [Closing Date] Hilltop Securities Inc. 4455 East Camelback Road, Suite E280 Phoenix, Arizona 85016 Re: Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023 WE HAVE ACTED as Bond Counsel to Superstition Vistas Community Facilities District No. 1 (the "Issuer") in connection with the issuance this date by the Issuer of bonds designated its Superstition Vistas Community Facilities District No. 1 (Apache Junction,Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023, in the principal amount of $[PAR] (the "Bonds") and otherwise as special counsel to the Issuer including for purposes relating to execution and delivery of the "Waiver Agreement" and the "CFD Development Agreement" as such terms are defined in the hereinafter described Purchase Contract. The Bonds are issued pursuant to the resolution adopted by the Board of Directors of the Issuer on [June 6, 2023] (the "Resolution"), are the subject of an Official Statement, dated [Pricing Date] (the "Official Statement"), and are the subject of a Purchase Contract, dated [Pricing Date] (the "Purchase Contract"), by and between the Issuer and Hilltop Securities Inc. (the "Underwriter"), a Bond Registrar,Transfer Agent and Paying Agent Contract,dated as of[June] 1,2023 (the"Bond Registrar Contract"), by and between the Issuer and U.S. Bank Trust Company, National Association, as registrar, the Blanket Issuer Letter of Representations, by and between the Issuer and The Depository Trust Company (the "DTC Letter"), and a Continuing Disclosure Undertaking, dated the date hereof(the "Undertaking" and, collectively with the Bond Registrar Contract, the Waiver Agreement, the CFD Development Agreement, the DTC Letter and the Purchase Contract, the "District Documents"), from the Issuer. You may rely on our opinion as Bond Counsel, dated of even date herewith, with regard to the Bonds as if addressed to you. IN OUR CAPACITY as Bond Counsel, and as special counsel as described hereinabove to the Issuer, we have examined and relied upon: (i) A certified copy of the Resolution (which authorized, among other matters, execution and delivery of the Purchase Contract); (ii) An executed copy of the Bond Registrar Contract; (iii) An executed copy of the Official Statement; Exhibit B-1 Error!Unknown document property name. Hilltop Securities Inc. Page 2 (iv) An executed copy of the Purchase Contract; (v) An executed copy of the Waiver Agreement; (vi) An executed copy of the CFD Development Agreement; (vii) An executed copy of the Undertaking; (viii) An executed copy of the DTC Letter; (ix) Such other agreements, certificates (including particularly, but not by way of limitation, representations of D.R. Horton, Inc. ("D.R. Horton"), provided in the Waiver Agreement and the CFD Development Agreement), opinions (including particularly, but not by way of limitation, an opinion of Fennemore Craig, P.C., counsel to D.R. Horton), letters and other documents, including all documents delivered or distributed at the closing of the sale of the Bonds, as we have deemed necessary or appropriate in rendering the opinions set forth herein; and (x) Such provisions of the Constitution and laws of the State of Arizona and the United States of America as we believe necessary to enable us to render the opinions set forth herein. IN OUR EXAMINATION, we have assumed the authenticity of all documents submitted to us as originals, the conformity to original copies of all documents submitted to us as certified or photostatic copies, the authenticity of the originals of such latter documents and the accuracy of the statements contained in such certificates. In connection with our representation of the Issuer in the capacities described above,we have also participated in conferences from time to time with representatives of the Issuer,the Underwriter,the City of Apache Junction,Arizona,the Registrar/Paying Agent and D.R. Horton relating to the Official Statement and the District Documents. We are of the opinion, based upon the foregoing and subject to the reliance hereinabove indicated and the qualifications hereinafter set forth, that under applicable law of the State of Arizona and federal law of the United States of America in force and effect on the date hereof: 1. The Issuer is duly organized and validly existing as a community facilities district for purposes set forth in Section 48-708(B), Arizona Revised Statutes, as amended, pursuant to the Constitution and laws of the State of Arizona and has all requisite power and authority thereunder (a) to adopt the Resolution, (b) to authorize, execute, deliver and issue, as applicable, the District Documents and the Bonds, (c) to approve, execute and authorize the use and distribution of the Official Statement (including, as applicable, the Preliminary Official Statement, dated [ , 2023] (the "Preliminary Official Statement"), with respect to the Bonds) and (d) to carry out and consummate the transactions contemplated by the Official Statement, the Resolution, the District Documents and the Bonds (including performing the applicable obligations thereunder). Exhibit B-2 Error!Unknown document property name. Hilltop Securities Inc. Page 3 2. Adoption of the Resolution;authorization,execution,delivery and issuance, as applicable, of, and the due performance of the obligations of the Issuer under, the District Documents and the Bonds and the approval,execution and authorization of the use and distribution of the Official Statement (including, as applicable, the Preliminary Official Statement) by the Issuer under the circumstances contemplated thereby do not and will not in any material respect conflict with or constitute on the part of the Issuer a breach of or default under any agreement or other instrument to which the Issuer is a party or of any existing law, ordinance, administrative regulation, court order or consent decree to which the Issuer is subject. 3. No consent of any other party, and no consent, license, approval or authorization of, exemption by or registration with any governmental body, authority, bureau or agency (other than those that have been obtained or will be obtained prior to the delivery of the Bonds), is required in connection with the adoption by the Issuer of the Resolution or the authorization, execution, delivery, issuance and performance, as applicable, by the Issuer of the District Documents and the Bonds and the consummation of the transactions contemplated by the Official Statement. 4. The Issuer has duly (a) adopted the Resolution, (b) authorized (i) the authorization, execution, delivery and issuance, as applicable of, and the performance of its obligations under,the District Documents and the Bonds and(ii) the taking of the actions required on the part of the Issuer to carry out, give effect to and consummate the transactions contemplated by the Official Statement,the Resolution,the District Documents and the Bonds and(c)levied the special assessments from which the Bonds are payable. The liens with respect to such special assessments have been perfected pursuant to applicable law and as described in the Official Statement. The Issuer has complied with all applicable provisions of law and has taken all actions required to be taken by it to the date hereof in connection with the transactions contemplated by the aforesaid documents. 5. The District Documents and the Resolution have been duly authorized, adopted, executed and delivered, as applicable, by the Issuer and, assuming due and valid authorization, execution and delivery by the other party or parties thereto, the District Documents constitute legal, valid and binding obligations of the Issuer enforceable in accordance with their terms. 6. Based solely upon a search of the available records of the Superior Court in and for the State of Arizona, County of Pinal and United States District Court for the District of Arizona for the five-year period ending , 2023, and upon inquiry of Issuer officials, there is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, governmental agency, public board or body, pending or overtly threatened against or affecting the Issuer, and there is no basis therefor, (a) which in any way questions the powers of the Issuer referred to hereinabove or the validity of the proceedings taken by the Issuer in connection with the sale and issuance of the Bonds, (b)wherein an unfavorable decision,ruling or finding would adversely affect the transactions contemplated by the Official Statement, the Resolution, the District Documents or the Bonds or would in any way adversely affect the validity or enforceability of the Resolution,the District Documents or the Bonds(or of any other instrument required or contemplated for use in consummating the transactions contemplated thereby or by the Purchase Contract or by the Official Statement) or(c) contesting in any way the completeness or Exhibit B-3 Error!Unknown document property name. Hilltop Securities Inc. Page 4 accuracy of the Preliminary Official Statement or the Official Statement. Further, there are no lawsuits pending or overtly threatened against the Issuer which question the right of the Issuer to levy, receive and pledge special assessments or taxes, nor lawsuits pending or overtly threatened against the Issuer which, if decided adversely to the Issuer,would,individually or in the aggregate, have a material adverse effect on the financial condition of the Issuer or impair the ability of the Issuer to materially comply with all the requirements set forth in the Official Statement, the Resolution, the District Documents or the Bonds. 7. The information contained in the Preliminary Official Statement and the Official Statement in the tax caption on the cover thereof,under the headings"INTRODUCTION," "THE BONDS," "SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS," "LITIGATION," "QUALIFIED TAX-EXEMPT OBLIGATIONS," "TAX EXEMPTION," "CONTINUING DISCLOSURE" (except as it relates to compliance with prior continuing disclosure obligations of the Issuer) and "RELATIONSHIPS AMONG PARTIES" (solely as it relates to Bond Counsel) therein and in APPENDIX B - "FORM OF APPROVING LEGAL OPINION OF BOND COUNSEL,"APPENDIX D - "FORM OF CONTINUING DISCLOSURE UNDERTAKING," and APPENDIX F - "CERTAIN STATUTORY PROVISIONS APPLICABLE TO THE FORECLOSURE PROCESS" insofar as such information purports to summarize certain provisions of federal or state law or of the Bonds, fairly summarizes the information which it purports to summarize. Furthermore,based solely on our participation in the transaction as Bond Counsel, nothing has come to our attention that would lead us to believe that the information and statements in the Preliminary Official Statement, as of its date and as of the date of sale of the Bonds, and the Official Statement, as of its date and as of the date hereof, contained or contain any untrue statement of a material fact or omitted or omit, respectively, to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that, no view is expressed as to the financial statements of the Issuer, any other financial, forecast, technical or statistical data, and any information in the Preliminary Official Statement or the Official Statement respecting The Depository Trust Company. 8. It is not necessary in connection with the sale and issuance of the Bonds to the public to register the Bonds under the Securities Act of 1933, as amended, or to qualify the Resolution under the Trust Indenture Act of 1939, as amended. Our opinions expressed in paragraph 5 hereof are qualified to the extent that the enforceability of the District Documents are dependent upon the due authorization, execution and delivery of(and authority to perform lawfully)the District Documents by the other parties thereto and to the extent that the enforceability of the District Documents may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights and the exercise of judicial discretion in accordance with general principles of equity, including possible refusal by a particular court to grant certain equitable remedies such as specific performance with respect to the enforcement of any provision of such documents. We express no opinion as to the enforceability of any provisions of the District Documents (i) restricting access to legal or equitable remedies, (ii)purporting to establish evidentiary standards or waiving or otherwise affecting any rights to notice, demand or exhaustion of collateral, (iii) relating to self-help, subrogation, indemnification, delay or omission to enforce rights or remedies, severability or Exhibit B-4 Error!Unknown document property name. Hilltop Securities Inc. Page 5 marshalling of assets or (iv)purporting to grant to the owners of the Bonds or to any party to the District Documents (other than the Issuer)any rights or remedies not specifically set forth therein. This opinion is furnished by us as Bond Counsel. No attorney-client relationship has existed or exists between our firm and the addressee in connection with the Bonds or by virtue of this opinion. This opinion is solely for the addressee's benefit and, except as specifically stated herein, is not to be used, circulated, quoted or otherwise referred to or relied upon for any other purpose or by any other person. This opinion speaks only as of its date, and no republication is intended upon the sale, assignment, conveyance or transfer of the Bonds by the Underwriter. Respectfully submitted, Exhibit B-5 Error!Unknown document property name. EXHIBIT C FORM OF OPINION OF COUNSEL TO D.R. HORTON, INC. [LETTERHEAD OF FENNEMORE CRAIG, P.C.] [Closing Date] Hilltop Securities Inc. as Underwriter 4455 East Camelback Road, Suite E280 Phoenix, Arizona 85016 Superstition Vistas Community Facilities District No. I c/o City of Apache Junction, Arizona 300 E. Superstition Boulevard Apache Junction, Arizona 85119 Re: $[PAR] Superstition Vistas Community Facilities District No. I (Apache Junction, Arizona) Assessment District No. I Special Assessment Bonds, Series 2023 (the "Bonds") Ladies and Gentlemen: We have acted as counsel to D.R. Horton, Inc., a Delaware corporation (the "Owner"),particularly in connection with the transactions provided for by the documents referred to herein (collectively, the "Transaction"), in connection with the establishment of Assessment District No. I ("SAD I") and the levy of assessments (the "Assessment") against the assessed parcels in SAD 1 and the sale and issuance of the Bonds sold pursuant to a Purchase Contract, dated [Pricing Date] (the "Purchase Contract"), by and between Hilltop Securities Inc. (the "Underwriter"), and Superstition Vistas Community Facilities District No. I (the "District"). Any capitalized term used herein and not defined shall have the meaning assigned to it in the Purchase Contract. As such counsel, we have reviewed the following documents, each of which is dated as of the date hereof unless otherwise indicated(collectively, the "Documents"): 1. Superstition Vistas Community Facilities District No. I Waiver and Development Agreement Pertaining to the To Be Formed Assessment District No. 1, recorded on [March 28j 2023, as [Instrument No. 2023-021900], in the Official Records of the Pinal County Recorder, by and among, inter alia, the District and the Owner (the "Waiver and Development Agreement"). Exhibit C-I Error!Unknown document property name. 2. District Development, Financing Participation, Waiver and Intergovernmental Agreement, dated as of February 22, 2022, by and among the City of Apache Junction, Arizona, the District and the Owner(the "CFD Development Agreement"). 3. Preliminary Official Statement, dated [_, 2023] (the "Preliminary Official Statement") and the Official Statement, dated [Pricing Date] (the "Official Statement"), executed by the District. 4. Indemnity Letter, dated as of [Pricing Date] by the Owner to the Underwriter and the District (the "Indemnity Letter" and, together with the Waiver and Development Agreement and the CFD Development Agreement,the"Owner Bond Documents"). 5. Amended and Restated Certificate of Incorporation of D.R. Horton, Inc., filed with the Delaware Secretary of State, Division of Corporations, on March 18, 1992, as amended by Certificate of Amendment of Amended and Restated Certificate of Incorporation, as amended, filed with the Delaware Secretary of S, Division of Corporations, on January 31, 2006 (collectively, the "Owner Certificate of Formation". 6. D. R.Horton, Inc.Amended and Restated Bylaws dated November 2,2017. 7. Certificate of Good Standing of Owner, dated 2023, issued by the Delaware Secretary of State. 8. Certificate of Good Standing of Owner, dated , 2023, issued by the Arizona Corporation Commission. 9. Officer's Certificate, dated , 2023. 10. Closing Certificate of Owner, dated [Closing Date] (the "Owner Closing Certificate"). 11. Written Consent of the Owner, effective 2023,which, inter alia, authorizes and approves the execution and delivery by designated Owner of certain waivers, certificates,agreements, indemnities and other documents and instruments on behalf of the Owner, including the Owner Bond Documents and Closing Certificate, and the taking of other actions by the Owner relating to the establishment of SAD I and the levy of the Assessment and the issuance and sale of the Bonds, in a principal amount not to exceed $[PAR], and the related transactions contemplated thereby, and ratifies and approves actions previously taken by or at the request of the said officers in connection with the foregoing; a copy of which is enclosed herewith. The documents listed in items 5 through 10 are sometimes hereinafter referred to collectively as the "Owner Organizational Documents." We have relied upon the above- referenced certificates of public officials and of the Owner with respect to the accuracy of material or factual matters contained in such certificates, which were not independently established. Exhibit C-2 Error!Unknown document property name. In rendering this opinion, we have assumed that: (a) (i) Each of the other parties to the Owner Bond Documents (the"Other Parties") is duly formed and validly existing under the laws of its state of organization; (ii) the execution, delivery and performance of the Owner Bond Documents by each of the applicable Other Parties has been duly authorized by all corporate, limited liability company, or partnership action required of such Other Party,and the Owner Bond Documents have been duly executed and delivered by each of the applicable Other Parties; (iii) each of the Other Parties has obtained all necessary governmental consents, authorizations, approvals, permits or certificates that are required as a condition to the execution and delivery of the Owner Bond Documents by such Other Party and to the consummation of the Transaction; (iv) the Owner Bond Documents constitute legal,valid,binding and enforceable obligations of each of the Other Parties under federal law,the laws of the State of Arizona, and the laws of any other applicable jurisdiction; (v) except for the Owner Bond Documents, there are no other documents or agreements between any of the Other Parties and others that would expand or otherwise modify the obligations of the parties under the Owner Bond Documents; (vi) each of the Other Parties has the power and authority under applicable laws and regulations to enter into and perform the Transaction and has complied in all material respects with all applicable laws and regulations with respect thereto; and (vii) each of the Other Parties will at all times during the term of the Owner Bond Documents act in good faith and only in a manner that under the circumstances is commercially reasonable. (b) The Owner Bond Documents accurately and completely describe and contain the parties' mutual intent, understanding and business purposes, and there are no oral or written statements, agreements, understandings or negotiations, nor any usage of trade or counsel of prior dealing among the Other Parties that directly or indirectly modify, define, amend, supplement, or vary or purport to modify, define, amend, supplement or vary any of the terms of the Owner Bond Documents or any of the parties' rights or obligations thereunder by waiver or otherwise, and there are no facts or events (such as fraud or duress) that have occurred in connection with the execution, acknowledgment and delivery of the Owner Bond Documents that would impair their enforceability. (c) No fraud, misrepresentation, unilateral mistake or concealment has occurred in connection with the Owner Bond Documents, the Owner Closing Certificate or any aspect of the Transaction. (d) The opinion recipients have complied with any requirement of good faith,fair dealing, and conscionability and have acted in good faith and without notice of any defense against enforcement of any rights created by, or any adverse claim to any property transferred as a part of or contemplated by,the Owner Bond Documents or any aspect of the Transaction. (e) The parties' representations and warranties contained in the Owner Bond Documents are truthful and accurate. (f) The Owner Bond Documents to the extent required to be executed, ratified, notarized, filed, recorded or indexed to be effective (and any UCC-1 or other financing statements required to perfect same)have been or will be timely and properly executed,ratified,notarized, filed, recorded or indexed in the appropriate governmental offices and the filing party will timely file any Exhibit C-3 Error!Unknown document property name. and all necessary continuation statements, and that all fees, charges, and taxes due and owing as of this date have been paid. (g) No interest, fees, charges or other benefits or compensation in the nature of interest will be collected with respect to the Transaction that are not clearly specified in the Owner Bond Documents and that are not permitted by applicable law. (h) At the time any of the Other Parties seeks to enforce its rights under the Owner Bond Documents, such Other Party will not be in breach thereof,the document will still be in force, and no applicable statute of limitations will have expired. (i) Each of the Other Parties will diligently and timely pursue its rights and remedies under the Owner Bond Documents in a commercially reasonable manner and in accordance with the law, and the required standards of good faith and fair dealing. 0) All consents, approvals, licenses or authorizations by, and all notifications of and filings with, any court, governmental body or other person required to be obtained or made in connection with the Owner Bond Documents and the Transaction have been so obtained or made; provided, however, that the foregoing does not limit the opinions expressed herein as they relate to the Owner. (k) Without investigation the completeness, genuineness and authenticity of any document submitted to us as an original,the conformity to the original of any document submitted to us as a copy,the authenticity of the original of such latter documents,the conformity to the executed document of any document submitted to us as the form to be executed, the genuineness of all signatures, and the legal competency and capacity of natural persons. We have assumed without investigation that any certificate, representation (oral or otherwise), telegram, telex, telecopy, email or other document on which we have relied,whether or not given or dated earlier than the date hereof, is authentic and remains accurate insofar as relevant to this opinion from such earlier date through and including the date hereof, and we are not aware of any facts inconsistent with this assumption. (1) The Owner holds the requisite title and rights to any real or personal property involved in the Transactions or otherwise purported to be owned by it. (m) The Owner has paid all income taxes, fines,jeopardy or fraud assessments, and interest due from each of them,respectively,payable to the State of Arizona. (n) All reports and other documents prepared by third parry consultants relating to the Transaction or any of the property within the District are true and accurate. (o) The result of the application of Arizona law as specified in the Owner Bond Documents will not be contrary to a fundamental policy of the law of any other state with which the parties may have material or relevant contact in connection with the Transaction and as to which there is a materially greater interest in determining an issue of choice of law. Exhibit C-4 Error!Unknown document property name. Based on the foregoing, and subject to the limitations, qualifications and assumptions set forth herein, it is our opinion that: 1. The Owner is a corporation duly incorporated and validly existing under the laws of the State of Delaware and qualified to do business in the State of Arizona. 2. The Owner has the requisite corporate power and corporate authority under the laws of the State of Delaware: (i)to carry out the terms and conditions applicable to it under the Owner Bond Documents; (ii) to own and operate its properties and assets as described in the Preliminary Official Statement and the Official Statement, and(iii)to carry out its business as such business is currently being conducted as described in the Preliminary Official Statement and the Official Statement. 3. The execution, delivery and performance of the Owner Bond Documents by the Owner and the carrying out, giving effect to and consummation of the Transaction contemplated thereby have been duly authorized by all necessary corporate action on the part of the Owner, and the Owner Bond Documents have been duly executed and delivered by or on behalf of the Owner. 4. The Owner Bond Documents constitute valid and binding obligations of the Owner. 5. The execution and delivery of the Owner Bond Documents by Owner, and the consummation of the Transaction by Owner thereunder, do not and will not violate the Owner Organizational Documents. 6. To our actual knowledge, the execution and delivery of the Owner Bond Documents by the Owner will not cause a breach or default of(i) any material contract,indenture, instrument or other agreement to which the Owner is a party or by which it or its properties are bound, or (ii) the laws of the State of Arizona or any court order by which the Owner or its properties are bound. 7. To our actual knowledge, no consent, approval, authorization, or other action by, or filing with, any federal, State, or local governmental authority is required in connection with the execution and delivery by the Owner of the Owner Bond Documents, or the consummation of the Transaction contemplated thereby by Owner, and, to our actual knowledge, the Owner has obtained all consents, approvals and authorizations, and has made all filings, required by applicable federal, State and/or local governmental authorities as of the date hereof in order to own and operate its properties and assets as described in the Official Statement and to carry out its business as such business is currently being conducted as described in the Official Statement. 8. We have no actual knowledge that the Owner is in violation of any provision of, or in default under, the Owner Organizational Documents or any other agreement or instrument, the violation of which or default under which would materially and adversely affect the execution, delivery and/or performance of the agreements and obligations of the Owner under the Owner Bond Documents. 9. We have no actual knowledge of any federal, State, or local legal or governmental actions, proceedings, inquiries or investigations pending or overtly threatened by any governmental authority against Owner or to which the Owner is a party or of which any property Exhibit C-5 Error!Unknown document property name. of the Owner is subject, which would materially and adversely affect (i) the execution, delivery and/or performance of the agreements and obligations of the Owner under the Owner Bond Documents, or (ii) the financial condition or operations of the Owner as described in the Official Statement. 10. To our actual knowledge, the information contained in the Preliminary Official Statement and the Official Statement under the headings "INTRODUCTION" (as to the Owner and the Project), "THE PUBLIC INFRASTRUCTURE", "THE OTHER INFRASTRUCTURE", "LAND DEVELOPMENT" and "RISK FACTORS", and in Appendix C — "EXECUTIVE SUMMARY OF APPRAISAL" and in Appendix G—"SUMMARY OF ASLD DOCUMENTS", taken as a whole and to the extent applicable to Owner, does not contain any untrue statement of material fact or omit to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which such statements were made, not misleading. In connection with our review of the Preliminary Official Statement and the Official Statement, we have not undertaken to independently determine the accuracy, completeness or fairness of the statements contained therein, except as and to the extent provided in this paragraph, and the knowledge available to us is such that we are unable to assume, and do not assume, any responsibility for the accuracy, completeness or fairness of such information. However, on the basis of such review, we have acquired no actual knowledge that the information contained in the Preliminary Official Statement and the Official Statement(except for the financial information and notes thereto and the schedules and other financial or statistical data included therein or in any appendix thereto, as to which we express no opinion) contains any untrue statement of a material fact or omits to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. The opinions expressed in this letter are subject to the following qualifications, limitations and exceptions; (i) Our opinions are limited by the internal laws of the State of Arizona (notwithstanding Arizona choice-of-law rules), the corporate laws of the State of Delaware, and applicable federal law. Accordingly, we express no opinion as to the possible impact upon the matters of the laws, orders or judgments of any jurisdiction other than the local laws of the State of Arizona (notwithstanding Arizona choice-of-law rules), the corporate laws of the State of Delaware, and applicable federallaw. (ii) We express no opinion concerning the legal validity and sufficiency of the acts of any of the Other Parties. (iii) The opinions herein are based upon and limited to the laws and facts now in effect, and we assume no obligation to update,revise or supplement the opinion. (iv) Our opinion is limited to the matters set forth herein and to the date hereof. No opinion may be inferred or implied beyond the matters expressly stated herein. Our opinion is applicable only to the addressees of this opinion and will not be applicable to any other person. Further,nothing in this letter is intended to and shall not be deemed to undertake or assume any responsibility or obligation to file or record any documents, file any continuation statements, Exhibit C-6 Error!Unknown document property name. prepare or file any amendments or modifications, or take any other steps or actions whatsoever after the date of this letter. (v) The enforceability of the Owner Bond Documents is subject to: (1) Bankruptcy, insolvency, fraudulent transfer or conveyance, reorganization, arrangement, receivership, conservatorship, moratorium and other similar laws now or hereafter enacted affecting the enforcement of creditors' and property rights generally. (2) The doctrines of waiver, estoppel, election of remedies or commercial reasonableness, the implied covenant of good faith and fair dealing, or by the application of other equitable principles, whether remedies are sought in equity or at law. (3) The qualification that certain waivers,procedures,remedies, indemnities, consents to jurisdiction and other provisions of the Owner Bond Documents may be unenforceable under or limited by the law of the State of Arizona; provided, however, such possible unenforceability or limitations will not render the Owner Bond Documents invalid as a whole or substantially prevent the practical realization of the principal benefits intended by the Owner Bond Documents, except for the economic consequences of any procedural delay, and except that the application of the principles of guaranty and suretyship to the Owner Bond Documents may, under certain circumstances, prevent the practical realization of the benefits intended by the Owner Bond Documents against the Owner through a release or discharge of Owner. (vi) We express no opinion as to the enforceability of any indemnity provision with respect to any claims or other matters that result from the negligence or misconduct of any indemnitee or the failure of any indemnitee to act in a commercially reasonable manner. (vii) We express no opinion as to the enforceability of any indemnity or contribution provision with respect to any claims or other matters relating to or arising under federal or state securities laws, as they may be held to violate public policy. (viii) We express no opinion as to the compliance of the Owner Bond Documents or the offer and sale of the Bonds with any securities law or regulation. (ix) Any opinion as to the enforceability of the Owner Bond Documents is limited to enforceability as between the original parties thereto. (x) We express no opinion as to the effect on enforceability of the Owner Bond Documents of any covenants that might be implied under the doctrine of good faith and fair dealing. The phrase "to our actual knowledge", or words of similar import, means the actual knowledge of the Fennemore Craig attorneys that have provided substantive attention to the matters related to the Transaction and the Documents on behalf of the Owner, without consulting any federal, state or local government, commission, bureau, agency, court or licensing authority, except as listed above. The phrase "consummation of the Transaction" means the closing of the Transaction and the performance of obligations to be performed prior to the closing of the Exhibit C-7 Error!Unknown document property name. Transaction, but does not include performance of obligations or compliance with terms and conditions of the Owner Bond Documents after the closing of the Transaction. We are furnishing this letter of opinion to you solely for your benefit and may be relied on by you only for the purpose contemplated in the Transaction. Our opinion is not to be reproduced or filed publicly, or used or relied on by, or quoted or delivered to any other person or entity, or used or relied upon for any purpose other than the purpose contemplated in the Transaction without, in each instance, our prior written consent. Very truly yours, FENNEMORE CRAIG P.C. Exhibit C-8 Error!Unknown document property name. EXHIBIT D FORM OF OPINION OF COUNSEL TO UNDERWRITER [LETTERHEAD OF SQUIRE PATTON BOGGS (US) LLP] [Closing Date] Hilltop Securities Inc. 4455 East Camelback Road, Suite E280 Phoenix, Arizona 85016 Ladies and Gentlemen: We have acted as counsel to you (the "Underwriter") in connection with your purchase from Superstition Vistas Community Facilities District No. 1 (the "Issuer") of its $[PAR] Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023 (the "Bonds"), dated as of the date of this letter,pursuant to the Purchase Contract, dated [Pricing Date] (the"Purchase Contract"),between you and the Issuer. This letter is provided pursuant to Section [60)(iv)] of the Purchase Contract in connection with your purchase of the Bonds. Capitalized terms not otherwise defined in this letter are used as defined in the Purchase Contract. In accordance with the terms of our engagement, certain of our lawyers reviewed (a) the Preliminary Official Statement dated [June ], 2023 (the "Preliminary Official Statement"), and (b) the Official Statement dated [Pricing Date] (the "Official Statement") relating to the Bonds, and participated in discussions with your representatives,representatives of the Issuer, the City of Apache Junction, Arizona, Fennemore Craig P.C., as counsel to D.R. Horton, Inc., Greenberg Traurig, LLP, as Bond Counsel, and others, regarding the Preliminary Official Statement and the Official Statement, the information contained therein, and related matters. The purpose of our professional engagement in that regard was not to establish or to confirm factual matters set forth in the Preliminary Official Statement or the Official Statement, and we have not undertaken to verify independently any of those factual matters. Many of the determinations required to be made in the preparation of the Preliminary Official Statement and the Official Statement involve matters of a non-legal nature. Subject to the foregoing, on the basis of the information gained by our lawyers involved in the review and discussions referred to above,we confirm to you that nothing came to the attention of those lawyers that caused them to believe that (1) the Preliminary Official Statement, as of its date and as of the date of the Purchase Contract, contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, or (2) the Official Statement, as of its date and as of this date, contained or contains any untrue statement of a material fact or omitted or omits to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading;provided, however, that Exhibit D-1 Error!Unknown document property name. we do not assume any responsibility for the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement or the Official Statement, and we do not express any belief with respect to financial, technical, statistical, accounting or demographic data or forecasts, or any information about the book-entry system and The Depository Trust Company, or the information under the headings "QUALIFIED TAX-EXEMPT OBLIGATIONS," "TAX EXEMPTION," in Appendix B — "FORM OF LEGAL OPINION OF BOND COUNSEL," Appendix C — "EXECUTIVE SUMMARY OF APPRAISAL," Appendix F — "CERTAIN STATUTORY PROVISIONS RELATED TO THE FORECLOSURE PROCESS," or Appendix G—"SUMMARY OF ASLD DOCUMENTS" contained in the Preliminary Official. Statement or the Official Statement. In addition to the review and discussions referred to above, we have also examined an executed counterpart of the Purchase Contract and such other proceedings,documents,matters and law as we deem necessary to render the opinions set forth below. Based on that examination and subject to the limitations stated below,we are of the opinion that under existing law: 1. The Bonds are exempt from registration under the Securities Act of 1933, as amended, and the Bond Resolution is exempt from qualification under the Trust Indenture Act of 1939, as amended. 2. The Undertaking satisfies the requirement of paragraph (b)(5) of Rule 15c2-12 prescribed under the Securities Exchange Act of 1934, as amended (the "Rule"), that you obtain an undertaking for the benefit of the holders, including beneficial owners, of the Bonds to provide certain annual financial information and event notices at the time and in the manner required by the Rule. The legal opinions stated immediately above are based on an analysis of existing laws, regulations, rulings and court decisions and cover certain matters not directly addressed by such authorities. In rendering all such opinions, we assume, without independent verification, and rely upon (i) the accuracy of the factual matters represented, warranted or certified in the proceedings and documents we have examined and(ii) the due and legal authorization, execution and delivery of those documents by and the valid,binding and enforceable nature of those documents upon the parties thereto. This letter is being furnished only to you for your use solely in connection with the transaction described herein and may not be relied upon by anyone else or for any other purpose without our prior written consent. No statements of belief or opinions other than those expressly stated herein shall be implied or inferred as a result of anything contained in or omitted from this letter. The statements of belief and opinions expressed in this letter are stated only as of the time of its delivery and we disclaim any obligation to revise or supplement this letter thereafter. Our engagement in connection with the original issuance and delivery of the Bonds is concluded upon delivery of this letter. Respectfully submitted, Exhibit D-2 Error!Unknown document property name. EXHIBIT E FORM OF CONSENT OF SCHNEPF ELLSWORTH APPRAISAL GROUP LLC CONSENT OF SCHNEPF ELLSWORTH APPRAISAL GROUP LLC Schnepf Ellsworth Appraisal Group LLC hereby consents to the inclusion in the Preliminary Official Statement and the Official Statement related to the sale of Superstition.Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023 of the executive summary relating to the Appraisal prepared by Schnepf Ellsworth Appraisal Group LLC and addressed to City of Apache Junction, Arizona/Superstition. Vistas Community Facilities District No. 1, dated April 27, 2023 (the "Appraisal"), and further represents and warrants that, as of the date of the Preliminary Official Statement and as of[Pricing Date], and, as of the date of the Official Statement and as of the date hereof, the executive summary of the Appraisal is true and correct in all respects and does not include any untrue statement of a material fact or omit to state any material fact necessary to make such statements, in light of the circumstances under which such statements were made, not misleading, and, to the best of our knowledge, as of the date of the Preliminary Official Statement and as of[Pricing Date], and as of the date of the Official Statement and as of the date hereof, no event affecting the Appraisal has occurred which it is necessary to disclose therein in order to make the statements and information therein not misleading. SCHNEPF ELLSWORTH APPRAISAL GROUP LLC By........................................................................... Dated: [Closing Date] Exhibit E-1 Error!Unknown document property name. ATTACHMENT INDEMNITY LETTER FOR NOT TO EXCEED $[PAR] SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 (APACHE JUNCTION, ARIZONA) ASSESSMENT DISTRICT NO. I. SPECIAL ASSESSMENT BONDS, SERIES 2023 [Pricing Date] Hilltop Securities Inc. 4455 East Camelback Road, Suite E280 Phoenix, Arizona 85016 Superstition Vistas Community Facilities District No. 1 c/o City of Apache Junction, Arizona 300 E. Superstition Boulevard Apache Junction, Arizona 85119 Attention: District Treasurer Re: Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023 Ladies and Gentlemen: This Indemnity Letter is delivered by D.R. Horton, Inc., a corporation organized and existing pursuant to the laws of the State of Delaware (the "Developer"), in order to induce Hilltop Securities Inc. (the "Underwriter") and Superstition Vistas Community Facilities District No. 1 (the"District"),to enter into the Purchase Contract, dated even date herewith(the "Purchase Contract"), related to the sale by the District and purchase by the Underwriter of the captioned Bonds (the "Bonds"). Capitalized terms used but not defined herein have the meanings assigned to them in the Purchase Contract. l. In consideration of the execution and delivery of the Purchase Contract, the Developer represents and warrants to the Underwriter and the District that: (a) The Developer is corporation organized and existing under the laws of the State of Delaware and qualified to do business in Arizona. (b) As of the date of the Preliminary Official Statement, the information in the Preliminary Official Statement under the headings "INTRODUCTION" (but only as to those portions that discuss the Developer or "Horton," the District, Radiance, the Project, the Public Attachment-1 Error!Unknown document property name. Hilltop Securities Inc. Superstition Vistas Community Facilities District No. I Page 2 Infrastructure, the Special Assessments and the Assessed Lots, each as defined therein, and as to those portions cross-referenced to "LAND DEVELOPMENT" and "THE PUBLIC INFRASTRUCTURE"), "THE PUBLIC INFRASTRUCTURE", "THE OTHER INFRASTRUCTURE", "LAND DEVELOPMENT"and"RISK FACTORS"and in Appendix C - "EXECUTIVE SUMMARY OF APPRAISAL" and Appendix G — "SUMMARY OF ASLD DOCUMENTS,"taken as a whole, is true and correct in all material respects for the purposes for which its use is or was authorized, and such information does not include any untrue statement of a material fact or omit to state any material fact necessary to make the statements made therein in light of the circumstances under which they are or were made, not misleading. (c) Neither the execution or delivery of this Indemnity Letter, the Waiver Agreement or the CFD Development Agreement (collectively, the "Developer Documents") nor the consummation of any of the transactions therein contemplated, nor the fulfillment of, or compliance with, the terms thereof, contravenes the organizational documents of the Developer or conflicts with or results in a breach by the Developer of any of the terms, conditions or provisions of,or constitute a default by the Developer under,any bond,debenture,note,mortgage, indenture,agreement or other instrument to which the Developer is a party or by which it is bound or to which any of the property or assets of the Developer is subject, or any law or any order, rule or regulation applicable to the Developer of any court, federal or state regulatory body, administrative agency or other governmental body having jurisdiction over the Developer or any of its properties or operations, or will result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the Developer under the terms of any such restriction, bond, debenture, note, mortgage, indenture, agreement, instrument, law, order, rule or regulation, in each case which would materially affect the business, properties, assets, liabilities or conditions (financial or otherwise) of the Developer taken as a whole. (d) There is no action, suit, proceeding or investigation at law or in equity before or by any court or governmental agency or body pending or, to the best knowledge of the Developer,threatened against the Developer wherein an adverse decision,ruling or finding would (i)result in any material adverse change in the condition (financial or otherwise), results of operations, business or prospects of the Developer, or which would materially and adversely affect the properties (taken as a whole) of the Developer, taken as a whole, and which has not been disclosed in the Preliminary Official Statement as of its date, (ii) materially adversely affect the transactions contemplated by the Purchase Contract or the Developer Documents or (iii) adversely affect the validity or enforceability of the Developer Documents against the Developer. (e) The Developer has the full power and authority to execute and deliver the Developer Documents and perform its obligations thereunder and engage in the transactions contemplated by the Purchase Contract and the Developer Documents, and the Developer Documents have been duly authorized by the Developer and when executed will constitute a valid,binding and enforceable obligation of the Developer except as enforcement thereof may be limited by bankruptcy, insolvency or other laws affecting enforcement of creditors' rights and Attachment-2 Error!Unknown document property name. Hilltop Securities Inc. Superstition Vistas Community Facilities District No. 1 Page 3 general principles of equity and except as the indemnification provisions hereof may be limited by applicable securities laws or public policy. (f) No consent, approval, authorization or other action by any governmental or regulatory authority that has not been obtained is or will be required for the consummation by the Developer of the transactions contemplated by the Purchase Contract and the Developer Documents;provided that no representation is made as to the compliance of the offer and sale of the Bonds with any securities law or regulation or any consents,approvals,authorizations or other action by the City of Apache Junction, Arizona or the District. 2. To the extent permitted by law, the Developer shall indemnify and hold harmless the Underwriter and each director,trustee,partner,member, officer, official or employee thereof and each person, if any,who controls the Underwriter within the meaning of the Securities Act of 1933,as amended(the Underwriter and any such person being herein called an"Underwriter Indemnified Party") and the District and each director, trustee, partner, member, officer, official or employee thereof and each person, if any, who controls the District within the meaning of the Securities Act of 1933,as amended(the District and any such person being herein called a"District Indemnified Party" and, together with each Underwriter Indemnified Party, the "Indemnified Parties"), for, from and against any and all losses, claims, damages or liabilities, several as to the Underwriter Indemnified Parties, but joint or several as to the District Indemnified Parties, (i) to which any such Indemnified Party may become subject, under any statute or regulation at law or in equity or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of a material fact set forth in the information identified in Section I(b) above in the Official Statement or any amendment or supplement thereto, taken as a whole, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated in such section(s) or which is necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading in any material respect, except such indemnification shall not extend to any other statements in the Official Statement and (ii) with respect to a District Indemnified Party only, to the extent of the aggregate amount paid in any settlement of any litigation commenced or threatened to the extent arising from a claim based upon any such untrue statement or alleged untrue statement or omission or alleged omission if such settlement is effected with the written consent of the Developer(which consent shall not be unreasonably withheld). An Indemnified Party shall, promptly after the receipt of notice of a written threat of the commencement of any action against such Indemnified Party in respect of which indemnification may be sought against the Developer, notify the Developer in writing of the commencement thereof and provide a copy of the written threat received by such Indemnified Party. Failure of the Indemnified Party to give such notice will reduce the liability of the Developer by the amount of damages attributable to the failure of the Indemnified Party to give such notice to the Developer, but the omission to notify the Developer of any such action shall not relieve the Developer from any liability that it may have to such Indemnified Party otherwise than under this Section. In case any such action shall be brought against an Indemnified Party and such Indemnified Party shall notify the Developer of the commencement thereof, the Developer may, or if so requested by such Indemnified Party shall, participate therein or defend the Indemnified Attachment-3 Error!Unknown document property name. Hilltop Securities Inc. Superstition Vistas Community Facilities District No. 1 Page 4 Party therein, with counsel satisfactory to such Indemnified Party and the Developer (it being understood that, except as hereinafter provided, the Developer shall not be liable for the expenses of more than one counsel representing the Indemnified Parties in such action), and after notice from the Developer to such Indemnified Party of an election so to assume the defense thereof, the Developer will not be liable to such Indemnified Party under this Section for any legal or other expenses subsequently incurred by such Indemnified Party in connection with the defense thereof, subject to the Developer's obligations under Section 8.1(a) of the CFD Development Agreement; provided, however, that unless and until the Developer defends any such action at the request of such Indemnified Party, the Developer shall have the right to participate at its own expense in the defense of any such action. If the Developer shall not have employed counsel to defend any such action within a reasonable period of time after receipt of written notice of such action or if an Indemnified Parry shall have reasonably concluded that there may be defenses available to it and/or other Indemnified Parties that are different from or additional to those available to the Developer (in which case the Developer shall not have the right to direct the defense of such action on behalf of such Indemnified Party, which right may be exercised by an Indemnified Party) or to other Indemnified Parties, the legal and other expenses, including the expense of separate counsel, incurred by such Indemnified Party shall be borne by the Developer. 3. All of the representations, warranties, and agreements of the Developer contained in the Developer Documents shall remain operative and in full force and effect, regardless of(i) any investigation made by or on behalf of the Underwriter, any controlling person referred to in Section 2 hereof or the Developer or(ii) delivery of and payment for the Bonds. 4. This Indemnity Letter is solely for the benefit of the Underwriter and the District and its successors or assigns, and, to the extent provided in Section 2 hereof, each Indemnified Party, and no other person shall acquire or have any right under or by virtue hereof. The terms "successors" and "assigns" as used in this Indemnity Letter shall not include any purchaser, as such purchaser, from the Underwriter of the Bonds. 5. The Developer hereby consents to the references made to the Developer in the Official Statement. 6. The electronic signature of this Indemnity Letter shall be as valid as an original signature and shall be effective to bind this Indemnity Letter. For purposes hereof- (i) electronic signature" means a manually signed original signature or a replicated signature furnished by signature procurement software (i.e., "DocuSign") that is then transmitted by electronic means; and(ii) "transmitted by electronic means"means sent in the form of a facsimile or sent via the internet as a portable document format("pdf') or other replicating image attached to an electronic mail or internet message. [Signature Page for Indemnity Letter Follows] Attachment-4 Error!Unknown document property name. Respectfully submitted, D.R. HORTON, INC., a Delaware corporation By: Name: Its: [Signature page for Indemnity Letter] Attachment-5 Error!Unknown document property name. CONTINUING DISCLOSURE UNDERTAKING $[PAR] SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. I (APACHE JUNCTION, ARIZONA) ASSESSMENT DISTRICT NO. I SPECIAL ASSESSMENT BONDS, SERIES 2023 (CUSIP BASE NUMBER This Undertaking is executed and delivered by Superstition Vistas Community Facilities District No. I (the"Issuer"), in connection with the issuance of the captioned municipal securities (the"Securities")for the benefit of the owners of the Securities,being the registered owners thereof or any person which has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any of the Securities (including persons holding the Securities through nominees, depositories or other intermediaries) or is treated as the owner of any Securities for federal income tax purposes. Section 1. Definitions. "Annual Report" shall mean any annual report provided by the Issuer pursuant to, and as described in, Section 2. "Authorizing Document" shall mean the resolution or resolutions authorizing the issuance of the Securities. "Dissemination Agent" shall mean any agent which has executed a dissemination agent agreement with the Issuer and such successors and assigns of such agent. "EMMA" shall mean the Electronic Municipal Market Access system of the Municipal Securities Rulemaking Board. Information regarding submissions to EMMA is available at http://emma.msrb.org. "Financial Obligation" shall mean a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) a guarantee of(i) or(ii). The term Financial Obligation shall not include municipal securities as to which a final official statement has been provided to the Municipal Securities Rulemaking Board consistent with the Rule. "Listed Events" shall mean any of the events listed in Section 3(a). "Notice of Listed Event" shall mean any notice provided by the Issuer pursuant to, and as described in, Section 3. "Rule" shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. Error!Unknown document property name. Section 2. Contents and Provision of Annual Reports. (a) (i) THE ISSUER SHALL, OR SHALL CAUSE THE DISSEMINATION AGENT TO, NOT LATER THAN MARCH I OF EACH YEAR, COMMENCING MARCH 1, 2024, PROVIDE THROUGH EMMA AN ANNUAL REPORT WHICH IS CONSISTENT WITH THE REQUIREMENTS OF SUBSECTION(b) OF THIS SECTION. (ii) IF THE ISSUER IS UNABLE OR FOR ANY OTHER REASON FAILS TO PROVIDE AN ANNUAL REPORT OR ANY PART THEREOF BY THE DATE REQUIRED INSUBSECTION(a)(i) OF THIS SECTION, THE ISSUER SHALL, OR SHALL CAUSE THE DISSEMINATION AGENT TO, SEND A NOTICE TO THAT EFFECT NOT LATER THAN SUCH DATE THROUGH EMMA ALONG WITH THE OTHER PARTS, IF ANY, OF THE ANNUAL REPORT. (b) (i) The Annual Reports shall contain or incorporate by reference the following: (A) Information with respect to status of amounts of delinquencies and parcels delinquent (including amount of penalties and interest) and status of foreclosure sales by tax parcel identification number as such matters relate to the "Special Assessments"which are the subject of TABLE 5 of the Official Statement, dated , 2023; provided, however, if there are no such delinquencies nothing need be included in the Annual Report. (B) Current balances in the funds held pursuant to the "Reserve Fund"described in the Official Statement. (C) Audited financial statements for the preceding fiscal year, if any, such statements to be prepared on the basis of generally accepted accounting principles as applied to governmental units. The Issuer does not currently obtain audited financial statements. IF THE FISCAL YEAR OF THE ISSUER CHANGES, THE ISSUER SHALL, OR SHALL CA USE THE DISSEMINA TIONA GENT TO,FILE A NOTICE OF SUCH CHANGE IN THE SAME MANNER AS FOR A NOTICE OF LISTED EVENT. (ii) The Annual Report may be submitted as a single document or as separate documents comprising a package and may incorporate by reference from other documents other information, including final offering documents of debt issues of the Issuer or related public entities which have been submitted to the Municipal Securities Rulemaking Board. If the document incorporated by reference is a final official statement, it must be available from the Municipal Securities Rulemaking Board. The Issuer shall clearly identify each such other document so incorporated by reference. (iii) If audited financial statements are to be included in an Annual Report but are not available in time to satisfy the requirements of Subsection (a)(i) of this Section, unaudited financial statements must be provided at the requisite time as part of the Annual Report and as soon as possible (but not later than thirty (30) days) after such audited - 2 - Error!Unknown document property name. financial statements become available, the audited financial statements shall be provided through EMMA. Section 3. Reporting of Listed Events. (a) This Section shall govern the giving of notices of the occurrence of any of the following events (the"Listed Events") with respect to the Securities: (i) Principal and interest payment delinquencies. (ii) Non-payment related defaults, if material. (iii) Unscheduled draws on debt service reserves reflecting financial difficulties. (iv) Unscheduled draws on credit enhancements reflecting financial difficulties. (v) Substitution of credit or liquidity providers, or their failure to perform. (vi) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability,Notices of Proposed Issue(IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security. (vii) Modifications to rights of security holders, if material. (viii) Bond calls, if material, and tender offers. (ix) Defeasances. (x) Release, substitution or sale of property securing repayment of the securities, if material. (xi) Rating changes. (xii) Bankruptcy, insolvency, receivership or similar events of the obligated person,being if any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person. - 3 - Error!Unknown document property name. (xiii) The consummation of a merger, consolidation or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material. (xiv) Appointment of a successor or additional trustee or the change of the name of the trustee, if material. (xv) Incurrence of a Financial Obligation of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect security holders, if material. (xvi) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the obligated person, any of which reflect financial difficulties. (xvii) Notice of a failure of the obligated person to provide required annual financial information on or before the date specified in Section 2 above, including any non- appropriation to cover applicable costs. (b) Whether events subject to the standard "material" would be material shall be determined under applicable federal securities laws. (c) THE ISSUER SHALL, OR SHALL CAUSE THE DISSEMINATION AGENT TO, PROMPTLY, BUT NOT MORE THAN TEN (10) BUSINESS DAYS THEREAFTER, FILE A NOTICE OF LISTED EVENT OF SUCH OCCURRENCE THROUGH EMMA. Section 4. Termination of Reporting Obligation. The obligations of the Issuer pursuant to this Undertaking shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Securities. THE ISSUER SHALL, OR SHALL CAUSE THE DISSEMINATION AGENT TO, GIVE NOTICE OF SUCH TERMINATION THROUGH EMMA AS SOONAS PRACTICABLE, BUT NOT LATER THAN THE DATE ANANNUAL REPORT WOULD OTHERWISE HAVE BEEN DUE. Section 5. Amendment or Waiver. (a) Notwithstanding any other provision of this Undertaking, the Issuer may amend this Undertaking, and any provision of this Undertaking may be waived,if such amendment or waiver is supported by an opinion of counsel expert in federal securities laws, to the effect that (i) such amendment or waiver is made in connection with a change in circumstances that arises from a change in legal requirements, change in law or change in the identity, nature or status of the Issuer or type of business conducted; (ii) this Undertaking, as amended or affected by such waiver,would have complied with the requirements of the Rule at the time of the primary offering of the Securities, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances and(iii) such amendment or waiver does not materially impair the - 4 - Error!Unknown document property name. interests of the owners of the Securities, as determined either by parties (such as bond counsel) unaffiliated with the Issuer or by an approving vote of the registered owners of the Securities pursuant to the terms of the Authorizing Document at the time of the amendments. (b) The Annual Report containing amended operating data or financial information resulting from such amendment or waiver, if any, shall explain, in narrative form, the reasons for the amendment or waiver and the impact of the change in the type of operating data or financial information being provided. If an amendment or waiver is made specifying the accounting principles to be followed in preparing financial statements, the Annual Report for the year in which the change is made shall present a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. Such comparison shall include a qualitative discussion of the differences in the accounting principles and the impact of the change in the accounting principles on the presentation of the financial information in order to provide information to investors to enable them to evaluate the ability of the Issuer to meet its obligations. To the extent reasonably feasible, such comparison also shall be quantitative. IF THE ACCOUNTING PRINCIPLES OF THE ISSUER CHANGE, THE ISSUER SHALL, OR SHALL CA USE THE DISSEMINATION AGENT TO, FILE A NOTICE OF SUCH CHANGE IN THE SAME MANNER AS FOR A NOTICE OF LISTED EVENT. Section 6. Additional Information. Nothing in this Undertaking shall be deemed to prevent the Issuer from disseminating any other information,using the means of dissemination set forth in this Undertaking or any other means of communication,or including any other information in any Annual Report or Notice of Listed Event, in addition to that which is required by this Undertaking. If the Issuer chooses to include any information in any Annual Report or Notice of Listed Event in addition to that which is specifically required by this Undertaking, the Issuer shall have no obligation under this Undertaking to update such information or include it in any future Annual Report or Notice of Listed Event. Section 7. Default. In the event of a failure of the Issuer to comply with any provision of this Undertaking, any owner of a Security for the benefit of which this Undertaking is being provided may take such actions as may be necessary and appropriate,including seeking mandamus or specific performance by court order, to cause the Issuer to comply with its obligations under this Undertaking. A default under this Undertaking shall not be deemed an event of default for other purposes of the Authorizing Document, and the sole remedy under this Undertaking in the event of any failure of the Issuer to comply with this Undertaking shall be an action to compel performance. Section 8. Dissemination Agent. The Issuer may,from time to time,appoint or engage a Dissemination Agent to assist the Issuer in satisfying the obligations of the Issuer hereunder and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. Section 9. Duties, Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in this Undertaking and the applicable, related agency agreement, and, to the extent permitted by applicable law, the Issuer shall indemnify and save the Dissemination Agent, its officers, directors, employees and - 5 - Error!Unknown document property name. agents, harmless for, from and against any loss, expense and liabilities which the Dissemination Agent may incur arising out of or in the exercise or performance of the powers and duties of the Dissemination Agent pursuant to this Undertaking and the applicable, related agency agreement, including the costs and expenses (including attorneys' fees) of defending against any claim of liability,but excluding liabilities due to the negligence or willful misconduct of the Dissemination Agent. The obligations of the Issuer under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Securities. [Signature page follows.] - 6 - Error!Unknown document property name. Dated: 12023 SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1. By Chairman, Board of Directors [Signature page to Continuing Disclosure Undertaking] Error!Unknown document property name. MAY 17,2023 PRELIMINARY OFFICIAL STATEMENT D&TED.I1.lNE; ,2023 NEW ISSUE-BOOK-ENTRY-ONLY FORM NOT RATED In the opinion of'Greenberg Traurig LLP, Bond Counsel, assuming the accuracy of certain representations and certifications and the continuing compliance with certain tax covenants, under existing statutes, regulations, rulings and court decisions, interest on the Bonds(i) is excludable from gross income for federal income tax purposes and(h)is exempt from income taxation under the laws of the State of Arizona. Further, interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals, but in the case of the federal alternative minimum tax imposed by Section 55(b)(2)of the Internal Revenue Code of 1986, as amended(the "Code'), on applicable corporations(as defined in Section 59(k)of the Code), interest on the Bonds is not excluded from the determination of adjusted financial statement income for tax years beginning after 2022. See "TAX EXEMPTION"herein for a description of certain other federal tax consequences of ownership of the Bonds. The Bonds will be designated as "qualified tax-exempt obligations"for purposes of Section 265(b)(3) of the Code. See "QUALIFIED TAX-EXEMPT OBLIGATIONS"herein. $2,000,000* SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 (APACHE JUNCTION,ARIZONA) ASSESSMENT DISTRICT NO.1 SPECIAL ASSESSMENT BONDS,SERIES 2023 (BANK QUALIFIED) DATED: Date of Initial Delivery DUE: July 1,as shown on inside front cover page The Superstition Vistas Community Facilities District No.1(Apache Junction,Arizona)Assessment District No.1 Special Assessment Bonds,Series 2023(the"Bonds"),will be issued in the form of fully registered bonds,registered in the name of Cede&Co.as nominee of The Depository Trust Company, New York,New York("DTC"),and will be available to ultimate purchasers under the book-entry-only system maintained by DTC in minimum denominations of$5,000 of principal amount due on a specified maturity date or$1,000 integral multiples in excess thereof. Interest on the Bonds will be paid semiannually on January 1 and July 1 of each year,commencing January 1,2024*. Payments of principal and interest will be paid by wire transfer to DTC for subsequent disbursements to DTC participants who will remit such payments to the beneficial owners of the Bonds. See APPENDIX E- "BOOK-ENTRY-ONLY SYSTEM." See Inside Front Cover Page for Maturity Schedule The Bonds are authorized pursuant to Title 48,Chapter 4,Article 6,Arizona Revised Statutes,and will be issued pursuant to a resolution of the Board of Directors of Superstition Vistas Community Facilities District No.1(the"District"),a community facilities district formed within the boundaries of the City of Apache Junction,Arizona(the"City"). The Bonds will be payable solely from and secured by a special,separate fund maintained by the District which fund will contain installments due with respect to certain special assessments levied and assessed by the District on certain single family housing lots within the District in accordance with a method of apportionment based on the benefit received by such lots from public infrastructure acquired with the proceeds of the sale of the Bonds and agreed to by the owners of such lots,each assessment constitutes a first lien on the lot against which it is assessed and levied, subject only to general property taxes and prior special assessments. (THERE ARE SUCH GENERAL PROPERTY TAXES (BUT NOT PRIOR SPECIAL ASSESSMENTS) IN THE CASE OF THE BONDS. SEE "OVERLAPPING, ADDITIONAL OVERLAPPING AND OTHER DEBT AND OTHER OVERLAPPING TAXES"HEREIN.) The lien for such assessments will not be extinguished as a result of enforcement of the lien for general property taxes. Any such lot will be offered for sale for nonpayment of the special assessment levied and assessed by the District on such lot and,if sold,the proceeds thereof deposited in such special fund. The rights and obligations of the District relating to collection and payment of assessments and the enforcement of remedies against delinquent assessments may be subject to bankruptcy, insolvency, reorganization, moratorium, and similar laws affecting creditors'rights and may be subject to judicial discretion in accordance with general principles of equity. See"SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS"and"RISK FACTORS"herein. THE BONDS WILL BE SUBJECT TO SPECIAL OPTIONAL,OPTIONAL AND MANDATORY REDEMPTION BY THE DISTRICT PRIOR TO MATURITY AS DESCRIBED HEREIN UNDER THE HEADING"THE BONDS-REDEMPTION PROVISIONS." PLEASE NOTE THAT, PURSUANT TO SUCH SPECIAL OPTIONAL REDEMPTION UNDER CERTAIN CIRCUMSTANCES, THE BONDS WILL BE SUBJECT TO REDEMPTION IN WHOLE OR IN PART ON ANY INTEREST PAYMENT DATE. Proceeds of the sale of the Bonds will be used(i)to pay a portion of the costs of acquisition of certain public infrastructure, (ii)to pay costs of issuance relating to the Bonds,(iii)to provide for capitalized interest on the Bonds through July 1,2024*, and(iv)to fund a debt service reserve fund for the Bonds. See"SOURCES AND APPLICATIONS OF FUNDS"and"THE PUBLIC INFRASTRUCTURE"herein. PLEASE BE ADVISED THAT AN INVESTMENT IN THE BONDS INVOLVES A SIGNIFICANT DEGREE OF RISK AND IS SPECULATIVE IN NATURE AS DESCRIBED UNDER "RISK FACTORS"AND UNDER OTHER SECTIONS IN THIS OFFICIAL STATEMENT. THIS ISSUE IS NON-RATED AND SHOULD NOT BE DEEMED TO BE INVESTMENT GRADE. THE "RISK FACTORS"SECTION OF THIS OFFICIAL STATEMENT SHOULD BE REVIEWED PRIOR TO MAKING ANY INVESTMENT DECISION IN THE BONDS. NEITHER THE FULL FAITH AND CREDIT NOR THE GENERAL TAXING POWER OF THE DISTRICT, THE CITY, THE STATE OF ARIZONA OR ANY POLITICAL SUBDIVISION THEREOF WILL BE PLEDGED TO THE PAYMENT OF THE BONDS. THE BONDS WILL NOT BE GENERAL OBLIGATIONS OF THE DISTRICT, BUT ARE LIMITED OBLIGATIONS OF THE DISTRICT PAYABLE SOLELY FROM THE ABOVE-DESCRIBED SPECIAL ASSESSMENTS. This cover page contains certain information for general reference only. It is not a summary of the issue of which the Bonds are apart. Investors are advised to read this Official Statement in its entirety to obtain information essential to the making of an informed investment decision with respect to the Bonds. The Bonds are offered when, as and if issued by the District and received by the underwriter identified below(the"Underwriter"), subject to the approving opinion of Greenberg Traurig,LLP,Phoenix,Arizona,Bond Counsel,as to validity and tax exemption. Certain legal matters will be passed upon for the District by its special counsel,Greenberg Traurig,LLP,Phoenix,Arizona,for the Underwriter by its counsel,Squire Patton Boggs(US)LLP,Phoenix, Arizona,and for D.R.Horton Inc.by its counsel,Fennemore Craig P.C.,Phoenix,Arizona. It is expected that the Bonds will be available for delivery through the facilities of DTC on or about June 29,2023*. HilltopSecurities *Preliminary,subject to change. $2,000,000* SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 (APACHE JUNCTION,ARIZONA) ASSESSMENT DISTRICT NO.1 SPECIAL ASSESSMENT BONDS,SERIES 2023 (BANK QUALIFIED) MATURITY SCHEDULE* Maturity Date Interest (July 1) Principal Rate Yield CUSIP No.(a) 2025 $ 40,000 2026 43,000 2027 45,000 2028 48,000 2029 51,000 2030 55,000 2031 58,000 2032 62,000 2033 66,000 2034 70,000 2035 75,000 2036 80,000 2037 85,000 2038 91,000 2039 96,000 2040 103,000 2041 109,000 2042 116,000 2043 124,000 2044 132,000 2045 141,000 2046 150,000 2047 160,000 $ 000 Tenn Bonds @ %Due July 1,20_-Price % $ 000 Term Bonds @ %Due July 1,20_-Price % CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services ("CGS') is managed on behalf of the American Bankers Association by FactSet Research Systems Inc. Copyright©2023 CGS. All rights reserved. CUSIP® data herein is provided by CGS. This data is not intended to create a database and does not serve in anyway as a substitute for the CGS database. CUSIP®numbers are provided for convenience of reference only. None of the District, Bond Counsel, the Financial Advisor, the Underwriter, the Developer(each as defined herein)or their agents or counsel assume responsibility for the accuracy of such numbers. *Preliminary,subject to change. SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 District Board Chip Wilson,Chairman Robert Schroeder,Vice Chairman Darryl Cross,Board Member Peter Heck,Board Member Bambi Johnson,Board Member Tess Nesser,Board Member Bryan Soller,Board Member District Staff Bryant Powell,District Manager Matt Busby,Assistant District Manager Leslie DeReche,District Treasurer Jennifer Pena,District Clerk Richard Joel Stern,District Counsel Greenberg Traurig,LLP,Special District Counsel District Financial Advisor Piper Sandler&Co. Phoenix,Arizona Bond Counsel Greenberg Traurig,LLP Phoenix,Arizona Appraiser Schnepf Ellsworth Appraisal Group LLC Mesa,Arizona Bond ReEistrar and Paving Agent U.S.Bank Trust Company,National Association Phoenix,Arizona THIS OFFICIAL STATEMENT,WHICH INCLUDES THE COVER PAGE,THE INSIDE FRONT COVER PAGE AND THE APPENDICES HERETO,SHOULD BE CONSIDERED IN ITS ENTIRETY,AND NO ONE SUBJECT SHOULD BE CONSIDERED LESS IMPORTANT THAN ANOTHER BY REASON OF LOCATION IN THE TEXT. BRIEF DESCRIPTIONS OF THE BONDS,THE BOND RESOLUTION,THE SECURITY FOR THE BONDS, THE DISTRICT, THE DEVELOPMENT OF LAND WITHIN THE DISTRICT AND OTHER INFORMATION ARE INCLUDED IN THIS OFFICIAL STATEMENT. SUCH DESCRIPTIONS DO NOT PURPORT TO BE COMPREHENSIVE OR DEFINITIVE. ALL REFERENCES HEREIN TO THE BONDS, THE BOND RESOLUTION, THE APPRAISAL AND OTHER DOCUMENTS ARE QUALIFIED IN THEIR ENTIRETY BY REFERENCE TO SUCH DOCUMENTS, COPIES OF WHICH MAY BE OBTAINED FROM HILLTOP SECURITIES INC. (THE "UNDERWRITER"),AT 4455 EAST CAMELBACK ROAD,SUITE E280,PHOENIX,ARIZONA 85018. NO DEALER, BROKER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED BY THE DISTRICT, THE UNDERWRITER OR PIPER SANDLER & CO. (THE "FINANCIAL ADVISOR"), TO GIVE INFORMATION OR TO MAKE ANY REPRESENTATION OTHER THAN THOSE CONTAINED IN THIS OFFICIAL STATEMENT, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE DISTRICT,THE UNDERWRITER OR THE FINANCIAL ADVISOR. THE BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933,AS AMENDED, IN RELIANCE UPON AN EXEMPTION CONTAINED IN SUCH ACT. THE BONDS HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE. THIS OFFICIAL STATEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE BONDS BY ANY PERSON IN ANY JURISDICTION IN WHICH IT IS UNLAWFUL FOR SUCH PERSON TO MAKE SUCH OFFER, SOLICITATION OR SALE. THE UNDERWRITER HAS PROVIDED THE FOLLOWING SENTENCE FOR INCLUSION IN THIS OFFICIAL STATEMENT: THE UNDERWRITER HAS REVIEWED THE INFORMATION IN THIS OFFICIAL STATEMENT IN ACCORDANCE WITH, AND AS PART OF, ITS RESPONSIBILITIES TO INVESTORS UNDER THE FEDERAL, SECURITIES LAWS AS APPLIED TO THE FACTS AND CIRCUMSTANCES OF THIS TRANSACTION, BUT THE UNDERWRITER DOES NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. THE PRESENTATION OF INFORMATION,INCLUDING TABLES OF RECEIPTS FROM TAXES AND OTHER SOURCES, SHOWS RECENT HISTORICAL INFORMATION AND IS NOT INTENDED TO INDICATE FUTURE OR CONTINUING TRENDS IN THE FINANCIAL POSITION OR OTHER AFFAIRS OF THE DISTRICT. ALL INFORMATION, ESTIMATES AND ASSUMPTIONS CONTAINED HEREIN ARE BASED ON PAST EXPERIENCE AND ON THE LATEST INFORMATION AVAILABLE AND ARE BELIEVED TO BE RELIABLE, BUT NO REPRESENTATIONS ARE MADE THAT SUCH INFORMATION, ESTIMATES AND ASSUMPTIONS ARE CORRECT, WILL CONTINUE, WILL BE REALIZED OR WILL BE REPEATED IN THE FUTURE.TO THE EXTENT THAT ANY STATEMENTS MADE IN THIS OFFICIAL STATEMENT INVOLVE MATTERS OF OPINION OR ESTIMATES, WHETHER OR NOT EXPRESSLY STATED TO BE SUCH, THEY ARE MADE AS SUCH AND NOT AS REPRESENTATIONS OF FACT OR CERTAINTY,AND NO REPRESENTATION IS MADE THAT ANY OF THESE STATEMENTS HAVE BEEN OR WILL BE REALIZED.ALL FORECASTS,PROJECTIONS, OPINIONS, ASSUMPTIONS OR ESTIMATES ARE "FORWARD LOOKING STATEMENTS" THAT MUST BE READ WITH AN ABUNDANCE OF CAUTION AND THAT MAY NOT BE REALIZED OR MAY NOT OCCUR IN THE FUTURE. INFORMATION OTHER THAN THAT OBTAINED FROM OFFICIAL RECORDS OF THE DISTRICT HAS BEEN IDENTIFIED BY SOURCE AND HAS NOT BEEN INDEPENDENTLY CONFIRMED OR VERIFIED BY THE DISTRICT, THE FINANCIAL ADVISOR OR THE UNDERWRITER AND ITS ACCURACY CANNOT BE GUARANTEED.THE INFORMATION AND EXPRESSIONS OF OPINION HEREIN ARE SUBJECT TO CHANGE WITHOUT NOTICE, AND NEITHER THE DELIVERY OF THIS OFFICIAL STATEMENT NOR ANY SALE MADE PURSUANT HERETO WILL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE DISTRICT OR ANY OF THE OTHER PARTIES OR MATTERS DESCRIBED HEREIN SINCE THE DATE HEREOF. THE DISTRICT WILL UNDERTAKE TO PROVIDE CONTINUING DISCLOSURE AS DESCRIBED IN THIS OFFICIAL STATEMENT UNDER"CONTINUING DISCLOSURE"AND IN APPENDIX D-"FORM OF CONTINUING DISCLOSURE UNDERTAKING" PURSUANT TO RULE 15C2-12 OF THE SECURITIES AND EXCHANGE COMMISSION. A WIDE VARIETY OF INFORMATION, INCLUDING FINANCIAL INFORMATION, CONCERNING THE DISTRICT IS AVAILABLE FROM PUBLICATIONS AND WEBSITES OF THE DISTRICT, THE CITY OF APACHE JUNCTION, ARIZONA, AND OTHERS. ANY SUCH INFORMATION THAT IS INCONSISTENT WITH THE INFORMATION SET FORTH IN THIS OFFICIAL STATEMENT SHOULD BE DISREGARDED. REFERENCES TO WEBSITE ADDRESSES PRESENTED HEREIN ARE FOR INFORMATIONAL PURPOSES ONLY AND MAY BE IN THE FORM OF A HYPERLINK SOLELY FOR THE READER'S CONVENIENCE. UNLESS SPECIFIED OTHERWISE, SUCH WEBSITES AND THE INFORMATION OR LINKS CONTAINED THEREIN ARE NOT INCORPORATED INTO,AND ARE NOT PART OF, THIS OFFICIAL STATEMENT FOR PURPOSES OF RULE 15C2-12 OF THE SECURITIES AND EXCHANGE COMMISSION. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY ALLOW CONCESSIONS OR DISCOUNTS FROM THE INITIAL PUBLIC OFFERING PRICES TO DEALERS AND OTHERS, AND THE UNDERWRITER MAY OVERALLOT OR ENGAGE IN TRANSACTIONS INTENDED TO STABILIZE THE PRICES OF THE BONDS AT LEVELS ABOVE THOSE WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET IN ORDER TO FACILITATE THEIR DISTRIBUTION. SUCH STABILIZATION,IF COMMENCED,MAY BE DISCONTINUED AT ANY TIME. TABLE OF CONTENTS Page MAP SHOWING LOCATION op SUPERSTITION VISTAS WITHIN METROPOLITAN PHOENIX AREA.................................................(oi) MAP SHOWING LOCATION OF THE DISTRICT AND SUPERSTITION VISTAS IN THE CONTEXT OF THE SURROUNDING AREA..........................................................................................................................................................................................................(v) MAP SHOWING LOCATION or ASSESSMENT DISTRICT NO. /cw THE CONTEXT op THE DISTRICT..............................................(vi/) MAP SHOWING LOCATION or PUBLIC INFRASTRUCTURE/w ASSESSMENT DISTRICT NO./..........................................................(/x) INTRODUCTION.........................................................................................................................................................................................................../ AovoxxmoutArea..................................................................................................................................................................................................../ zuaaomoa...................................................................................................................................................................................................................z Authorizationand Purpose.....................................................................................................................................................................................z GeneralDescription...............................................................................................................................................................................................z Bond Registrar and Paying Agent.--------------------------------------------------------.z ueuoonuvorm,mvn --------------------------------------------------------------z ESTIMATED DEBT SERVICE FOR THE BONDS...................................................................................................................................................5 SECURITY FOR AND SOURCES or PAYMENT op THE BONDS.......................................................................................................................s BondFund and Special Assessments.....................................................................................................................................................................o ReserveFund..........................................................................................................................................................................................................r ForeclosureProcess................................................................................................................................................................................................7 Special Assessment Amounts and Land Values-------------------------------------------------.x OVERLAPPING,ADDITIONAL OVERLAPPING AND OTHER DEBT AND OTHER OVERLAPPING TAXES..............................................9 Introduction...........................................................................................................................................................................................................y axmuos o.ouprina Superior,General Obligation Bonded Indebtedness and Taxes----------------------------m ov*uumuuy Superior,General Obligation Bonded Indebtedness and Maintenance mmonvmuvu Tax or the District................................1z Other xuuitivom Overlapping,Superior,General Obligation Bonded Indebtedness anuTuv a-----------------------.o omcocuurmcommu------------------------------------------------------------o SOURCES AND APPLICATIONS or FUNDS.................................................................—.................................................................................../4 THE PUBLIC INFRASTRUCTURE---------------------------------------------------------o THE OTHER INFRASTRUCTURE'-------------------------_----------------'o LANDDEVELOPMENT............................................................................................................................................................................................./o mGeneral............................................................................................................................................................................................................./o TheDeveloper......................................................................................................................................................................................................n The District.._-------------------------------------------------'m AssessedLots.......................................................................................................................................................................................................m RISKFACTORS...........................................................................................................................................................................................................zo General Risks of Real Estate Investment and Development;Certain Factors Which May Adversely Affect Development;Consequences...20 Concentration^r Ownership;Subsequent Transfer.............................................................................................................................................z/ Failure m Inability m Complete Proposed Development....................................................................................................................................z/ Completion vr the Public Infrastructure and the Other mummucm, -------------------------------------.uz Availabilityor Utilities........................................................................................................................................................................................zz Availability^f Water--------------------------------------------------------------.zz Direct and Overlapping Indebtedness and Taxes................................................................................................................................................zz AppraisedValue...................................................................................................................................................................................................2o Non-Payment vf Assessments..............................................................................................................................................................................zs Bankruptcy and Foreclosure Delays------------------------------------------------------'ua Depletionvr Reserve Fund..................................................................................................................................................................................zw Certificate o/Purchase and Participation and Infrastructure Contract................................................................................................................z* EnvironmentalMatters.........................................................................................................................................................................................zo Amendment oc Documents Referenced...............................................................................................................................................................2o Cancellationur Contracts.....................................................................................................................................................................................zo w^Credit Rating..................................................................................................................................................................................................oo Projections--------------------------------------------------------------------zo Risk vf Internal Revenue Service Audit_--------------------------------------'zo NoDistrict Financial Statements.........................................................................................................................................................................no mw Review nr Filings'--------------------------_--------_---------_zo LITIGATION................................................................................................................................................................................................................zo QUALIFIED TAX-EXEMPT OBLIGATIONS...........................................................................................................................................................u7 TAXEXEMPTION.......................................................................................................................................................................................................z7 u`General.............................................................................................................................................................................................................zm Original Issue Premium and Original Issue Discount.........................................................................................................................................zn Changesin Federal and State Tax Law...............................................................................................................................................................zp Information Reporting and Backup Withholding................................................................................................................................................zv woCREDIT RATING.................................................................................................................................................................................................up FINANCIALSTATEMENTS......................................................................................................................................................................................zp LEGAL M«TTsnx------------------------------------------------------------------zv UNDERWRITING_ ___________________________________________________ CONTINUINGDISCLOSURE....................................................................................................................................................................................m owmvou\L ADVISOR..............................................................................................................................................................................................sn xELAzuxNanIPmAmowsx»uzzma-------------------------------------------------------.ao rowcLunnvuuTxTuMumr-----------------------------------------------------------'s/ APPENDIX INFORMATION REGARDING THE CITY orxrxcue JUNCTION,xmzomx................................................................./+l APPENDIX FORM up APPROVING LEGAL OPINION op BOND COUNSEL..........................................................................................o-/ APPENDIX EXECUTIVE SUMMARY or APPRAISAL................................................................................................................................o-/ APPENDIX FORM ow CONTINUING DISCLOSURE UNDERTAKING......................................................................................................z// APPENDIX SYSTEM...................................................................................................................................................E-/ APPENDIX CERTAIN STATUTORY PROVISIONS APPLICABLE TO THE FORECLOSURE PROCESS...............................................F-I MAP SHOWING LOCATION OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 AND SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO.2 WITHIN METROPOLITAN PHOENIX AREA (ii) r wem sun Cry;.' Y, Fountain Proda {s , r , sconsdili p.x��. ben ix u A efte bra ilk MT, r r*Prow 01w� son Tan SOUTHERN AVE uz �.:. ` •'� fJ �"�.'s I{ a w bd GY {{ m es , ten•5."YI 4 A: E��; 'R��T�T�l�,T�.A�Y�6T5�bX' .anun q SASE1,1NE AVE t# U to ry o-T« L7 APACHE 3UNCTION Ul GUACsfad.M AVE APIZONA l EA # YARC tAND VIA E.#E"T'hiAR .. t PAY AVf CADEKE AT GATEWAY ETeE AT CASTMARk SR 24 AlIGNME T 0 0" (iii) MAP SHOWING LOCATION OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 AND SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO.2 IN THE CONTEXT OF THE SURROUNDING AREA (iv) LITO s I wr x � � J £jag,gig 2 ,,,' Al WA cc 4 .9, tag to S.m-au' 11t I,.aw.�uwk1 'M M su.,x•.xuws i A➢9. =tdYfrxtiYTdks«eJLN }S�ryAY Sla&iYW:s'u€+�L�„d svRa,�2titm FtAti+"»uNm�du Superstition Vistas Community Facilities District No. 1 (v) MAP SHOWING ASSESSMENT DISTRICT NO. 1 IN THE CONTEXT OF THE DISTRICT (vi) The District xn�narr�x4exn..r..�'"w n w i a a � s E 1 'izD NO. i i 9E1EL4FYANT WARNER �NUL w1fyfy�,x'' N NNP� n r Y 1YAfltfA AYBIIE w � t �UU�U I rA"R,;f ,, RAY*ve" .�,...,.....v:..... ...........:...^r" LEft-m s� xss[s eur v sra ex xa i �m r np, lo a Hn I i , (vii) MAP SHOWING LOCATION OF PUBLIC INFRASTRUCTURE IN ASSESSMENT DISTRICT NO. 1 (viii) Assessment District No. 1 KEG MAP E 1.E, i"-1 E(Y 4_ RADIANCE AVENUE t t ax # � t k µ Ay t # f t h t DEL 19.19 s m _» F E 99,1 " * " _ _.,__. w_ 106 L # . " Fr ul rw_ µu� - ! , -------- m # m m " PAR } t +Iw EL 19.1 ## EEL 19. 71 LOTS 9dk LOTS' � HEET - SHEET 3 a " " g _R # " Y AVENUE LEGEND a ;ey 1 ) W 1 WOM IY LK 7 (ix) $2,000,000* SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 (APACHE JUNCTION,ARIZONA) ASSESSMENT DISTRICT NO.1 SPECIAL ASSESSMENT BONDS,SERIES 2023 (BANK QUALIFIED) This Official Statement,which includes the cover page,the inside front cover page and the appendices hereto (this "Official Statement"),provides certain information concerning the issuance of Superstition Vistas Community Facilities District No.1 (Apache Junction,Arizona)Assessment District No.I Special Assessment Bonds,Series 2023 (the"Bonds"),in the aggregate principal amount of$2,000,000*. Copies of any of the documents referenced herein are available upon request to Hilltop Securities Inc. (the"Underwriter")at: 4455 East Camelback Road, Suite E280, Phoenix,Arizona 85018. INTRODUCTION Pursuant to the Community Facilities District Act of 1988,constituting Title 48,Chapter 4,Article 6,Arizona Revised Statutes,as amended(the"Act"),and in response to a petition by D.R.Horton,Inc.,a corporation organized and existing pursuant to the laws of the State of Delaware(the"Developer"or"Horton"),the Mayor and Council(the "City Council")of the City of Apache Junction,Arizona(the"City"),adopted a resolution on October 5,2021,which formed Superstition Vistas Community Facilities District No. 1 (the"District"). See APPENDIX A hereto for certain information about the City. The District consists of approximately 1,375 acres of a larger 2,783-acre project within the City where the Developer was the successful bidder at the public auction conducted by the Arizona State Land Department("ASLD") and pursuant to the terms of the Certificate of Purchase 53-120190 executed November 12,2020,and the Developer is developing a mixed use, master planned community known as Radiance at Superstition Vistas (the "Project" or "Radiance"). The Project is located east of Meridian Road, west of Ironwood Drive, south of Solina (Radiance) Avenue and north of Ray Avenue. Construction on the Project commenced in November 2021, and the first home closings are projected to occur in or about July 2023. Single family residential units represent approximately 700 acres within the Project. Non-residential development comprises approximately 675 acres within the Project and includes churches, government,police and fire stations, schools, civic and commercial uses and common area, and neighborhood open space. See the maps at pages(iii)and(v)with respect to the location of the District. The District is a special purpose,tax levying public improvement district for purposes of the Constitution of Arizona and a municipal corporation for certain purposes of the laws of the State of Arizona(the"State"or"Arizona"). Except as otherwise provided in the Act, the District is considered to be a municipal corporation and political subdivision of the State, separate and apart from the City. The City Council serves, ex officio, as the Board of Directors of the District(the"Board")and the City Manager of the City currently serves as the District Manager. Among other things, the District is intended, pursuant to a development agreement among the City, the Developer and the District, to serve as a financing mechanism for certain public infrastructure necessary for development of the land within the boundaries of the District. See"LAND DEVELOPMENT." Assessment Area On May 16,2023,the Board adopted a resolution approving a feasibility report relating to the financing of a portion of the costs of certain public infrastructure (collectively, the "Public Infrastructure") necessary for development of certain land within the boundaries of the District that is to be acquired by the District and thereafter transferred to the City or other governmental entity, and declaring the District's intent to acquire the Public Infrastructure and to pay the costs thereof. See"THE PUBLIC INFRASTRUCTURE." On May 16,2023,the Board adopted a resolution levying special assessments (the "Special Assessments" and, individually, as the Special Assessments relate to a particular lot,a"Special Assessment")on certain single-family housing lots within the District (collectively,the"Assessed Lots"and, individually, each an"Assessed Lot")based on the benefit to be received by *Preliminary,subject to change 1 each Assessed Lot. The Assessed Lots make up only a small portion of the much larger District and together make up"Assessment District No. L" See"LAND DEVELOPMENT-Assessed Lots." The real property comprising Assessment District No. 1 consists of 400 lots and is approximately 57.36 acres. The Assessed Lots have been finally established by the approval of final plats by the City,and all of the Assessed Lots will be developed by the Developer. See "LAND DEVELOPMENT- Assessed Lots" and, particularly, Table 5 thereunder as well as the map on page(vii)with respect to the location of the area encompassing the Assessed Lots. THE BONDS Authorization and Purpose The Bonds are authorized pursuant to the Act and will be issued,sold and delivered pursuant to a resolution adopted by the Board on June 6*,2023 (the"Bond Resolution"). The Bonds will be issued to provide funds(i)to pay a portion of the costs of the Public Infrastructure,(ii)to pay costs of issuance relating to the Bonds,(iii)to provide for capitalized interest on the Bonds through July 1,2024*,and(iv)to fund a debt service reserve fund for the Bonds(the "Reserve Fund"). See"SOURCES AND APPLICATIONS OF FUNDS." General Description The Bonds will be dated the date of their initial delivery,and will mature and bear interest as set forth on the inside front cover page of this Official Statement. The principal of,redemption price for and interest on the Bonds will be payable when due to Cede&Co.,as nominee of The Depository Trust Company, New York, New York ("DTC"). Interest on the Bonds will be paid semiannually on January I and July 1 of each year, commencing January 1,2024* (each such date being referred to herein as an"Interest Payment Date"). The Bonds will bear interest from the most recent Interest Payment Date to which interest has been paid or duly provided for or,if no interest has been paid,from the date of their initial delivery, calculated on the basis of a 360-day year consisting of twelve 30-day months. The District has chosen the close of business on the fifteenth (15th) day of the calendar month (other than a Saturday, a Sunday, or a legal holiday or equivalent(other than a moratorium)for banking institutions generally in the place of payment or in the city where the principal corporate trust office of the Bond Registrar and Paying Agent(as defined herein)is located(a"Business Day"))next preceding the applicable Interest Payment Date,or if such day is not a Business Day,the previous Business Day,as the"Record Date"for the Bonds. Beneficial ownership interests may be purchased through the facilities of DTC in the book-entry-only form described herein in minimum denominations of$5,000 of principal amount due on a specified maturity date or$1,000 integral multiples in excess thereof. DTC will act as the securities depository of the Bonds for a book-entry-only system(the"Book-Entry-Only System"). See APPENDIX E-`BOOK-ENTRY-ONLY SYSTEM." Bond Registrar and Paying Agent U.S. Bank Trust Company,National Association will serve as the initial bond registrar, transfer agent and paying agent(the"Bond Registrar and Paying Agent")for the Bonds. The District may change the Bond Registrar and Paying Agent without notice to or consent of the owners of the Bonds. Redemption Provisions` Special Optional Redemption. The Bonds will be redeemed at the option of the District in whole or in part on any Interest Payment Date,upon not more than sixty(60)nor less than thirty(30)days'prior notice,upon payment of the applicable redemption price which will consist of the principal amount of the Bonds so redeemed,plus interest, if any,on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date without premium(i)if and to the extent on or after the completion of the Public Infrastructure amounts are transferred from the Acquisition Fund(as defined in the Bond Resolution)for such purpose, (ii) from the prepayment of any Special Preliminary,subject to change. 2 Assessment by the owner of any Assessed Lot,(iii)from the proceeds from the foreclosure sale of any Assessed Lots per the payment of any delinquent Special Assessments, to the extent such proceeds are not used to replenish the Reserve Fund to an amount equal to the Reserve Fund Requirement (as defined herein) and (iv) from amounts transferred from the Reserve Fund,if and to the extent the amount held in the Reserve Fund,together with the amount held in the Bond Fund(as defined herein), is sufficient to pay the principal amount of all Bonds outstanding on an Interest Payment Date,together with the accrued interest on such Bonds as of such Interest Payment Date. Optional Redemption. The Bonds,maturing on or after July 1,20_,will be redeemable,on or after July 1, 20_, at the option of the District in whole on any date or from time to time in part on any Interest Payment Date, upon not more than sixty(60)nor less than thirty(30)days'prior notice,upon payment of the applicable redemption price which will consist of the principal amount of the Bonds so redeemed plus interest, if any, on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date without premium. Mandatory(Sinking Fund)Redemption. The Bonds maturing in the following years will be redeemed on the following redemption dates and in the following(sinking fund) amounts upon not more than sixty(60)nor less than thirty (30) days' prior notice, upon payment of the applicable redemption price which will consist of the principal amount of the Bonds so redeemed plus interest, if any, on the Bonds so redeemed from the most recent Interest Payment Date to the applicable redemption date without premium: Redemption Date Principal (Jule Amount 20 20 $ ,000 20 ,000 20 ,000 20 ,000 20 20 $ ,000 20 ,000 20 ,000 20 ,000 20 ,000 Whenever Bonds are redeemed(other than pursuant to mandatory redemption)or delivered to the Bond Registrar and Paying Agent for cancellation, the principal amount of the Bonds of such maturity so retired shall satisfy and be credited against the mandatory redemption requirements for such maturity on a pro-rata basis,to the extent practicable; provided, however that each remaining mandatory payment shall be in an amount which is an authorized denomination. Notice of'Redemption. So long as the Bonds are held under the Book-Entry-Only System, notices of redemption will be sent to DTC, in the manner required by DTC. If the Book-Entry-Only System is discontinued, notice of redemption of any Bond will be mailed to the registered owner of the Bond or Bonds being redeemed at the address shown on the bond register maintained by the Bond Registrar and Paying Agent not more than sixty(60)nor less than thirty(30)days prior to the date set for redemption. Neither the failure of DTC nor any registered owner of Bonds to receive a notice of redemption nor any defect therein will affect the validity of the proceedings for redemption of Bonds as to which proper notice of redemption was given. Notice of redemption may be sent to any securities depository by mail, facsimile transmission, wire transmission or any other means of transmission of the notice generally accepted by the respective securities depository. Notice of any redemption will also be sent to the Municipal Securities Rulemaking Board(the "MSRB"), currently through the MSRB's Electronic Municipal Market Access system("EMMA"), in the manner required by the MSRB,but no defect in said further notice or record nor any failure to give all or a portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as prescribed above. See APPENDIX E-"BOOK-ENTRY-ONLY SYSTEM." 3 If the money necessary for such redemption is not held by the Bond Registrar and Paying Agent at the time of mailing the notice of redemption, the notice will further state that the redemption is conditional on such money being so held on the date set for redemption, and that if not so held,the redemption will be cancelled and the notice shall be of no force or effect.The notice of redemption shall describe the conditional nature of the redemption. Effect of Redemption. Pursuant to the Bond Resolution, if on the date of redemption of Bonds sufficient moneys for payment of the redemption price and accrued interest are held by the Bond Registrar and Paying Agent, interest on the portion of the Bonds to be redeemed will cease to accrue and such portion of the Bonds will cease to be entitled to any benefit or security under the Bond Resolution except the right to receive payment from the moneys held for such portion of the Bonds by the Bond Registrar and Paying Agent. Redemption of Less Than All of a Bond. The District may redeem an amount which is included in a Bond in integral multiples of$1,000.In that event if the Book-Entry-Only System is discontinued,the registered owner shall submit the Bond for partial redemption and the Bond Registrar and Paying Agent shall make such partial payment and the Bond Registrar and Paying Agent shall cause to be issued a new Bond in a principal amount which reflects the redemption so made to be authenticated and delivered to the registered owner thereof. [Remainder of page intentionally left blank.] 4 ESTIMATED DEBT SERVICE FOR THE BONDS (a) Set forth below are the estimated debt service requirements for the Bonds. Total Estimated Annual Period Ending Debt Service (July 1) Principal Interest(b) Requirements* 2024 $ 130,722 $ 130,722 2025 $ 40,000 130,000 170,000 2026 43,000 127,400 170,400 2027 45,000 124,605 169,605 2028 48,000 121,680 169,680 2029 51,000 118,560 169,560 2030 55,000 115,245 170,245 2031 58,000 111,670 169,670 2032 62,000 107,900 169,900 2033 66,000 103,870 169,870 2034 70,000 99,580 169,580 2035 75,000 95,030 170,030 2036 80,000 90,155 170,155 2037 85,000 84,955 169,955 2038 91,000 79,430 170,430 2039 96,000 73,515 169,51.5 2040 103,000 67,275 170,275 2041 109,000 60,580 169,580 2042 116,000 53,495 169,495 2043 124,000 45,955 169,955 2044 132,000 37,895 169,895 2045 141,000 29,315 170,315 2046 150,000 20,150 170,150 2047 160,000 10,400 170,400 $ 2,000,000 (a) Provided by the Financial Advisor(as defined herein). (b) Interest is estimated at 6.50%per annum.The first interest payment on the Bonds will be due on January 1, 2024*. Thereafter,interest payments will be made semiannually on July 1 and January 1 until maturity or prior redemption. *Preliminary,subject to change. 5 SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS Bond Fund and Special Assessments The Bonds will be payable solely from and secured by a special, separate fund established pursuant to the Bond Resolution and maintained by the District(the"Bond Fund")which will contain the installments collected with respect to the Special Assessments and, initially, a portion of the proceeds of the Bonds representing capitalized interest. (The remaining land in the District does not represent security for the Bonds.) The Bonds will,under certain circumstances,also be payable from amounts available from time to time in the Reserve Fund. The Board has levied the Special Assessments based on the benefit determined by the Board to be received by the corresponding Assessed Lot from the Public Infrastructure. Pursuant to an agreement expected to be entered into between the District and the Treasurer of Pinal County, Arizona (the "Treasurer"), the District may, in each year, determine to have some or all of that year's installment payments collected with respect to the Special Assessments collected by the Treasurer as part of, and pursuant to the procedures for collection of, general property taxes. (See "OVERLAPPING, ADDITIONAL OVERLAPPING AND OTHER DEBT AND OTHER OVERLAPPING TAXES-Introduction.") In the event of nonpayment of a current year installment that is collected by the Treasurer,such installment will no longer be collected under the Foreclosure Process(as defined and described below),but will instead be collected in the same manner as general property taxes. Collection of a delinquent installment by the Treasurer with other delinquent general property taxes may result in a delay in the ultimate collection of such installment.Therefore,it is the intent of the District to collect the remaining installments of that Special Assessment pursuant to the Foreclosure Process. Notwithstanding any such agreement with the Treasurer, the Special Assessments are a first lien on the Assessed Lots subject only to, general property taxes and prior special assessments. (THERE ARE SUCH GENERAL PROPERTY TAXES IN THE CASE OF THE BONDS; HOWEVER, THERE ARE NO PRIOR SPECIAL ASSESSMENTS. SEE "OVERLAPPING, ADDITIONAL OVERLAPPING AND OTHER DEBT AND OTHER OVERLAPPING TAXES.") Failure to pay such general property taxes and subsequent foreclosure of the related lien does not extinguish a Special Assessment. Neither the current owner nor any subsequent owners of the Assessed Lots are obligated to pay the Special Assessments or the Bonds, and the assets of the current owner or any subsequent owners, other than the Assessed Lots, do not secure such payment. The Special Assessments and the Bonds will be secured only by the Assessed Lots. The Special Assessments are not cross-defaulted.Any owner, current or subsequent, could choose to pay one Special Assessment and not another for Assessment Lots it owns. In the event of nonpayment of amounts due with respect to a Special Assessment, the procedures for collection of delinquent assessments and sale of delinquent property prescribed by Sections 48-601 through 48-607, Arizona Revised Statutes(the"Foreclosure Process"),apply,as nearly as practicable,except that neither the District nor the City is required to purchase the Assessed Lots subject to delinquency at the sale even if there is no other purchaser. See"SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS-Foreclosure Process" and"RISK FACTORS-Non-Payment of Assessments." Any Assessed Lot will be offered for sale pursuant to the Foreclosure Process for nonpayment of the Special Assessment on such Assessed Lot and,if sold,the proceeds thereof will be deposited in the Bond Fund or will be used to replenish the Reserve Fund. The rights and obligations of the District relating to collection and payment of the Special Assessments and the enforcement of remedies against delinquent Special Assessments (including the Foreclosure Process) may be subject to bankruptcy, insolvency, reorganization, moratorium, and similar laws affecting creditors' rights and may be subject to judicial discretion in accordance with general principles of equity. NEITHER THE FULL FAITH AND CREDIT NOR THE GENERAL TAXING POWER OF THE DISTRICT, THE CITY, THE STATE OR ANY POLITICAL SUBDIVISION THEREOF WILL BE PLEDGED TO THE PAYMENT OF THE BONDS. THE BONDS WILL NOT BE GENERAL OBLIGATIONS OF THE DISTRICT BUT WILL BE LIMITED OBLIGATIONS OF THE DISTRICT PAYABLE SOLELY FROM THE SPECIAL ASSESSMENTS AND AMOUNTS HELD IN THE RESERVE FUND. 6 Reserve Fund As indicated in"SOURCES AND APPLICATIONS OF FUNDS,"$ of the proceeds of the sale of the Bonds will be deposited in the Reserve Fund. The amount of the Reserve Fund is equal to the lesser of. (i)ten percent(10%)of the principal amount of the Bonds; (ii)the maximum annual debt service on the Bonds; or(iii)one hundred twenty-five percent(125%)of the average annual debt service on the Bonds,or such amount as required by the Internal Revenue Code of 1986, as amended(the "Code"), to obtain or maintain the exclusion of interest from gross income for federal income tax purposes for the Bonds,pursuant to an opinion of Bond Counsel(the"Reserve Fund Requirement"). To the extent income from investments of the Reserve Fund causes the Reserve Fund to exceed the Reserve Fund Requirement, such investment income will be transferred to the Bond Fund and used to pay semiannual interest on the Bonds. If at any time it appears that the collection of installments of the Special Assessments will not raise money sufficient to pay the then forthcoming principal or interest payment on the Bonds,any or all investments in the Reserve Fund may be liquidated and such amounts transferred to the Bond Fund as are necessary to make timely payments of principal of and interest on the Bonds, as applicable. The Reserve Fund will be reimbursed from either: (i)the proceeds from the sale of delinquent Special Assessments pursuant to the Foreclosure Process or(ii)excess amounts from installments on the Special.Assessments,if any,provided,however,only to the extent that such excess portion of such installments is not required for the payment of principal of and interest on the Bonds. If the amount held in the Reserve Fund together with the amount held in the Bond Fund is sufficient to pay the principal amount of all the Bonds outstanding on a redemption date, together with the interest accrued on such Bonds as of such redemption date,the moneys shall be transferred to the Prepayment Account of the Bond Fund and thereafter used to redeem all Bonds on such redemption date. Foreclosure Process The Foreclosure Process is provided by the Bond Resolution(by reference to a waiver agreement applicable to the Assessed Lots)which states that certain sections of the"General Public Improvements and Improvement Bonds Law"of the Arizona Revised Statutes are applicable. APPENDIX F includes portions of certain sections of such law. Generally,a representative of the District is required,within twenty(20)days from the date any installment is due on the Special Assessments, to begin publication of the list of the Special Assessments on which any installment is delinquent. Such representative is also required to append to and publish with the list a notice that unless each delinquent installment, together with the penalty and costs thereon, is paid, the whole amount of the Special Assessment will be declared due, and the corresponding Assessed Lot upon which the Special Assessment is a lien will be sold at public auction at a time and place to be specified in the notice. The notice of the delinquent Special Assessments is required to be published and circulated in the District for a period of ten(10)days in a daily newspaper, or for two(2)weeks in a weekly newspaper so published and circulated. Before the date fixed for the sale or the date to which the sale has been postponed, the representative is required to obtain a record search that shows the names and addresses of all lien claimants on,and other persons with an interest in,the Assessed Lots on which an installment of the Special Assessment is delinquent. At least ten(10)days before the sale date or the date to which the sale has been postponed,the representative is required to email notice of the sale to the owner and to each of the lien claimants and other interested persons. A final sale may not be held unless the representative has mailed such notice. The time of sale shall not be less than five(5)days after the last publication, and the place of sale shall be in or in front of the office of such representative,or in front of the usual place of meeting of the Board. The sale may be postponed. To comply with certain notice requirements, it may be necessary to postpone or continue such sales from time to time until such requirements are satisfied. On the day fixed for the sale,the representative of the District shall,at 10:00 a.m.(Mountain Standard Time), or at a time thereafter to which the sale may be adjourned,begin the sale of the advertised Assessed Lots,commencing at the head of the list and continuing in the numerical order of lots,until all are sold. The sale may be postponed or continued from day to day until all the property is sold. Each Assessed Lot shall be offered for sale separately. The sale amount shall be for the entire amount of the Special Assessment including the delinquent installments. The *Preliminary,subject to change 7 purchaser of the Assessed Lot and then and there pay the amount of the Special Assessment then and there plus, penalties and costs due,including fifty cents(S0.50)to the representative of the District for a certificate of sale. None of the District,the City or owners of land in the District are required to purchase delinquent land at any sale,even if there is no other purchaser. Special Assessment Amounts and Land Values Special Assessment Amounts. The Special Assessments have been levied in amounts based on the benefit to be received by the Assessed Lots from the Public Infrastructure. See Table 5. The amounts of the Special Assessments have been agreed to pursuant to a waiver agreement which are applicable to all of the Assessed Lots and is recorded in the real property records against the Assessed Lots. Appraisal Values. An appraisal,dated April 27,2023(the"Appraisal"),was performed by Schnepf Ellsworth Appraisal Group LLC,Mesa,Arizona(the"Appraiser"),at the request of the District for the purpose of determining, subject to the limitations, terms and conditions thereof, the "market value" of the Assessed Lots as security for the Special Assessments as of the valuation date of March 22,2023. In determining the"market value"of the Assessed Lots, the "sale comparison approach" was applied, through which the Appraiser derives a value indication by comparing the property being appraised to similar properties that have been sold recently,applying appropriate units of comparison and making adjustments,based on the elements of comparison, to the sale prices of the comparable properties. The Executive Summary of Appraisal is included as APPENDIX C. The full text of the appraisal is available from the Underwriter and should be reviewed in its entirety. "Market value"is defined in the Appraisal as follows: The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale,the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: buyer and seller are typically motivated; both parties are well informed or well advised,and acting in what they consider their own best interests; a reasonable time is allowed for exposure in the open market("exposure time"); payment is made in terms of cash in United States dollars or in terms of financial arrangements comparable thereto; and the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. Exposure time is a retrospective opinion based on an analysis of past events assuming a competitive and open market. Exposure time depends on several factors including market conditions and factors of supply and demand. Pricing and competent professional marketing are two very important factors. The estimate of value in the Appraisal assumed that the subject property has been exposed to the market for 9 to 12 months or less at a price not more than ten percent(10%)above the appraised value. The Appraisal provides the"market value"of the Assessed Lots in the form of an"as is"value and an"as if complete"value. "As is"value is the value of specific ownership rights to an identified parcel of real estate as of the effective date of the appraisal, and relates to what physically exists and is legally permissible and excludes all assumptions concerning hypothetical market conditions or possible rezoning. "As if complete" value is the prospective value upon completion of the parcel site improvements. The Appraisal provides that because the completion of such improvements with respect to the Assessed Lots is 95% complete,the"as is"value is less than the"as if complete"value. 8 As indicated in Table 5 herein, each of the Assessed Lots has an overall"as is"lot value to assessment lien ratio of not less than 21 to 1 as of the valuation date of the Appraisal. See"RISK FACTORS-Failure or Inability to Complete Proposed Development" and "-Completion of the Public Infrastructure and the Other Infrastructure." There can be no assurance that the values described in the Executive Summary of Appraisal are accurate or that the assumptions relied upon in the Appraisal were accurate. There can be no assurance that the values determined in the Appraisal are related in any way to future value or the value as of the date of any default under the Bonds. See "RISK FACTORS-Appraised Value." Full Cash Values. The County is working on determining the value of the District and at this time,the full cash value is not available.(Estimated"full cash value"is the total market value as determined by the County Assessor of Pinal County, Arizona (the "Assessor"); in determining full cash value of the Assessed Lots, the property is expected to be initially valued as"Vacant and Agricultural Land"by the Assessor.) OVERLAPPING,ADDITIONAL OVERLAPPING AND OTHER DEBT AND OTHER OVERLAPPING TAXES Introduction The District has no control over the amount of additional indebtedness or other amounts payable from taxes or assessments on all or a portion of the property within the District or the area that encompasses the Assessed Lots which may be issued or levied in the future by other governmental entities or political subdivisions,including but not limited to the City,the County,school districts,certain other special districts or other entities having jurisdiction over all or a portion of the land within the District or such area. To the extent such indebtedness is payable from property taxes, such taxes will have a lien on the property within the District paramount and superior to the lien of the Special Assessments. Under current law, any special assessment lien securing indebtedness issued after the Bonds by any such entity would be subordinate and subject to the lien of the Special Assessments. See"Other Debt of the District" in this section. Currently,there are no prior special assessment liens in the area that encompasses the Assessed Lots. SEE ALSO, "RISK FACTORS- Direct and Overlapping Indebtedness and Taxes" FOR A DISCUSSION ABOUT THE IMPACT OF SUCH LIENS,EVEN IF SUCH LIENS ARE SUBORDINATE LIENS. For tax purposes in Arizona, real property is either valued by the assessor of the county or the Arizona Department of Revenue.Property valued by the Arizona Department of Revenue is referred to as"centrally valued" property and is generally owned by large mine and utility entities. Property valued by the assessor of the county is referred to as "locally assessed" property and generally encompasses residential, agricultural and traditional commercial and industrial property. While locally assessed property in the State has two different values,"limited property value"and"full cash value,"only the limited property value is used as the basis for taxation. The full cash value is maintained and used as the benchmark for determining the taxable value. The limited property value of real property and improvements, including mobile homes, used for all ad valorem property tax purposes (both primary and secondary as hereinafter described)is limited by the Arizona Constitution to the lesser of the full cash value of the property or an amount five percent(5%)greater than the limited property value of the property determined for the prior year. Such limitation on an increase in value does not apply to certain types of property set forth in the Arizona Constitution and the Arizona Revised Statutes. For centrally valued property and personal property(except mobile homes),the full cash value of the property is used as the basis for taxation. All property both real and personal is assigned a classification (defined by property use) and related assessment ratio that is multiplied by the limited property value or full cash value of the property, as applicable, to obtain the limited assessed property value and the full cash assessed value, respectively. The assessment ratio for agricultural and vacant land is currently 15%,the assessment ratio for owner-occupied residential property is currently 10%. Net assessed limited property value(met Assessed Limited Property Value")is determined by excluding the value of property exempt from taxation from limited assessed property value and from full cash assessed value of centrally valued property and combining the resulting two amounts. 9 Taxes levied for the maintenance and operation of counties,cities,towns,school districts,community college districts and the State are primary taxes.These taxes are levied against the assessed valuation of the property(taxable value multiplied by the appropriate assessment ratio). The primary taxes levied by each county, city, town and community college district are constitutionally limited to a maximum increase of two percent(2%)over the prior year's levy plus any taxes on property not subject to taxation in the preceding year (e.g., new construction and property brought into the jurisdiction because of annexation). The two percent(2%) limitation does not apply to primary taxes levied on behalf of school districts. Primary taxes on residential property only are constitutionally limited to one percent(1%)of the limited value of such property. Taxes levied for debt retirement, voter-approved budget overrides and the maintenance and operation of special service districts such as sanitary,fire and road improvement districts are secondary taxes.These taxes are also levied against the assessed valuation of the property as described above. There is no constitutional or statutory limitation on annual levies for voter-approved bond indebtedness or special district assessments. All taxes become a lien upon the property assessed(they are not a personal obligation of the property owner), attaching on the first day of January of each tax year. Generally, a tax lien is not satisfied or removed until the taxes are paid or the property is finally vested in a purchaser under a tax lien sale as hereinafter described. An ad valorem property tax lien is prior and superior to all the liens and encumbrances on the property,except liens and encumbrances held by the State. If the ad valorem property taxes are not paid when due,the Treasurer is required to secure a payment through the sale of the tax lien. Not later than December 31 of each year,the Treasurer must prepare a list of all real property upon which the ad valorem property taxes for prior years were unpaid and delinquent. The property so listed is advertised for sale,and the sale of the tax lien for delinquent ad valorem property taxes must be held by the Treasurer in February of the calendar year immediately following the publication of notice of the tax lien sale. The Treasurer will offer at the sale a tax lien on each delinquent property at a price equal to the amount of taxes,interest and penalties due on the property to the bidder willing to accept the lowest rate of interest on the amount paid by the bidder for the tax lien. If no bidder is willing to accept sixteen percent(16%)per annum or less,the lien is assigned to the State and held for subsequent resale. If a tax lien is sold,the bidder is required to pay in cash at the time of sale a purchase price equal to the amount of taxes, interest and penalties due on the property. If the lien is assigned to the State, the ad valorem property taxes due will remain unpaid until subsequent resale or redemption of the property. Accordingly, delinquent ad valorem property taxes should, if the assessed property has sufficient value to attract bidders at the tax lien sale,be recovered within fifteen(15)months after the end of the calendar year in which such taxes were levied and assessed. The holder of a tax lien is entitled to foreclose the right to redeem the tax lien by judicial sale after the third anniversary of the tax lien sale. Existing,Overlapping,Superior,General Obligation Bonded Indebtedness and Taxes Overlapping,general obligation bonded indebtedness and tax levies for other purposes with respect to land which encompasses the District, the lien for which is paramount and superior to that of the Bonds, is shown below including a breakdown of each overlapping jurisdiction's applicable general obligation bonded debt, Net Assessed Limited Property Value and combined tax rate per $100 of Net Assessed Limited Property Value. (While such indebtedness and tax levies also encompass Assessment District No. 1, comparable information for Assessment District No. 1 based on the Net Assessed Limited Property Value is not yet available. See footnote(a)to Table 1.) The applicable percentage of each jurisdiction's assessed valuation which lies within such area was derived from information obtained from the Assessor. The District has authorized the issuance of up to $400,000,000 principal amount of general obligation bonds at an election held on February 2,2022(the"Election"). The District anticipates its first issuance of general obligation bonds in fiscal year 2023-24. See"Other Additional, Overlapping, Superior, General Obligation Bonded Indebtedness and Taxes"in this section. 10 TABLE I OVERLAPPING GENERAL OBLIGATION BONDED INDEBTEDNESS Portion Applicable to the District(a) Total Tax General Rates Per$100 Net Assessed Obligation Net Assessed Limited Bonded Limited Property Overlapping Jurisdiction Property Value Debt(b) Property Value(c) State of Arizona $ 78,415,651,028 None None Pinal County 3,126,962,457 None $3.8812 (d) Pinal County Community College District 3,126,962,457 $ 58,205,000 2.0580 Central Arizona Water Conservation District 3,126,962,457 None 0.1.400 (d) East Valley Institute of Technology 797,583,121 None 0.0500 Apache Junction Unified School District No.43 504,063,589 13,475,000 4.1843 Superstition Fire&Medical District 489,123,756 2,599,000 3.4850 City of Apache Junction 186,889,095 None 0.0000 Superstition Vistas Community Facilities District No. 1 (e) - None 0.3000 Proportion applicable to Assessment District No. 1 is not available.In future years,proportion applicable to the District will be used instead.For Tax Year 2022,the land within the boundaries of the District was still owned by ASLD and therefore not subject to property taxes and assessed values were not assigned to the District. The County is working on determining the value of the District and at this time, the net assessed limited property value is not available. Because the area that encompasses Assessment District No. 1 only encompasses the area shown on the maps,which is a smaller area than the area of the District,these amounts are greater than what actually overlaps such area.If the assessed value within the District increases at a faster rate than the overlapping jurisdictions, the amount of overlapping debt allocated for payment within the District will increase. Includes total stated principal amount of general obligation bonds outstanding. Does not include outstanding principal amounts of certificates of participation or revenue obligations outstanding for the jurisdictions listed above. Also does not include outstanding principal amounts of bonds of various assessment districts or areas as the obligations of these districts are presently being paid from special assessments against property within the various districts. Does not include authorized but unissued general obligation bonds of such jurisdictions which may be issued in the future. Also does not include the obligation of the Central Arizona Water Conservation District ("CAWCD") to the United States Department of the Interior the("Department of the Interior"),for repayment of certain capital costs for construction of the Central Arizona Project("CAP"), a major reclamation project that has been substantially completed by U.S. Department of the Interior. In April of 2003,the United States and CAWCD agreed to settle litigation over the amount of the construction cost repayment obligation,the amount of the respective obligations for payment of the operation, maintenance and replacement costs and the application of certain revenues and credits against such obligations and costs. Under the agreement,CAWCD's obligation for substantially all of the CAP features that have been constructed so far will be set at$1.646 billion,which amount assumes(but does not mandate)that the United States will acquire a total of 667,724 acre-feet of CAP water for federal purposes. The United States will complete unfinished CAP construction work related to the water supply system and regulatory storage stages of CAP at no additional cost to CAWCD. Of the $1.646 billion repayment obligation, 73%will be interest bearing and the remaining 27%will be non-interest bearing. These percentages have been fixed for the entire 50-year repayment period, which commenced October 1, 1993. CAWCD is a multi-county water conservation district having boundaries coterminous with the exterior boundaries of Arizona's Maricopa, Pima and Pinal Counties. The obligation is evidenced by a master contract between CAWCD and the Department of the Interior. CAWCD was formed for the express purpose of paying administrative costs and expenses of the CAP and to assist in the repayment to the United States' portion of the CAP capital costs. Repayment will be made from a combination of power revenues, subcontract revenues (i.e., agreements with municipal, industrial and agricultural water users for delivery of CAP water) and a tax levy against all taxable property within 11 CAWCD's boundaries. At the date of this Official Statement,the tax levy is limited to 14 cents per$100 of Net Assessed Limited Property value, of which 14 cents is currently being levied. (See Arizona Revised Statutes, Sections 48-3715 and 48-3715.02) There can be no assurance that such levy limit will not be increased or removed at any time during the life of the contract. The combined tax rate includes the tax rate for debt service payments and the tax rate for all other purposes such as maintenance and operation and capital outlay. The County's tax rate includes the$0.1693 tax rate of the Pinal County Flood Control District,the$0.0965 tax rate of the Pinal County Free Library,the $0.0554 tax rate for the contribution to the Pinal County Fire District Assistance and the $3.5600 tax rate of the County. The State does not currently levy ad valorem taxes but the State currently requires each county to levy a "State equalization assistance property tax" to provide equalization assistance to school districts in each county, which is used to offset the cost of State equalization to those school districts. As part of the State budget, the State equalization assistance property tax rate for fiscal year 2022-23 is $0.0000. The net assessed limited property value of the County Flood Control District does not include the personal property assessed valuation within the County.The net assessed limited property value for the CAWCD reflects the assessed valuation located within the County only. The County is mandated to levy a tax annually in support of fire districts in the County. All levies for library districts, hospital districts, fire districts, technology districts, water conservation districts and flood control districts are levied on the net full cash assessed value. Does not include the Bonds. Does not include other special assessment bonds or general obligation bonds expected to be issued by the District in the future. The District initially levied the Operation and Maintenance Tax in fiscal year 2022-23,but the land within the boundaries of the District was still owned by ASLD and therefore not subject to property taxes. The District anticipates levying the Operation and Maintenance Tax and property taxes to pay general obligation bond debt service in fiscal year 2023-24 and to collect revenues from the portion of the land within the District boundaries patented by the Developer and no longer owned by ASLD,including,without limitation,the area encompassing the Assessed Lots. The property tax rate for the District reflected in Table 1 only includes the Operation and Maintenance Tax. As of the date of this Official Statement, the District's property tax for general obligation debt service cannot be determined; provided,however, that pursuant to a development agreement by and among the District, the City and the Developer,the District property tax for general obligation debt service is anticipated to be$3.30 per$1.00 of Net Assessed Limited Property Value after the District issues general obligation bonds,for a total tax rate of $3.60 per$100 of Net Assessed Limited Property Value. The lien for taxes for both debt service and operation and maintenance purposes would be superior and paramount to that for the Special Assessments with respect to the Bonds. See "OVERLAPPING, ADDITIONAL OVERLAPPING AND OTHER DEBT AND OTHER OVERLAPPING TAXES - Other Debt of the District" herein. Source: Pinal County Assessor Department,the various entities,the Pinal County Finance Department and Property Tax Rates and Assessed Values, Arizona Tax Research Association. Overlapping,Superior,General Obligation Bonded Indebtedness and Maintenance and Operations Tax of the District As noted above, pursuant to the election, the District is authorized to incur general obligation bonded indebtedness in an amount not to exceed$400,000,000 in principal amount,of which$400,000,000 remains authorized but unissued, payable from ad valorem taxes levied on all property within the District without limit as to rate or amount. The District anticipates its first issuance of general obligation bonds in fiscal year 2023-24. Authorized but unissued bonds will be issued over time in order to finance, among other things, the costs of public infrastructure within the District, including incidental costs and the costs of issuing bonds. (Additional bonds payable from such source could be authorized by elections in the future.) At the election, the District also authorized the levy and collection of an ad valorem property tax of$0.30 per$100 of Net Assessed Limited Property value for administrative, operational and maintenance costs of the District(the"Operation and Maintenance Tax"). The District initially levied the Operation and Maintenance Tax in fiscal year 2022-23,but the land within the boundaries of the District was still owned by ASLD and therefore not subject to property taxes. The District anticipates levying the Operation and Maintenance Tax in fiscal year 2023-24,and thereafter,and to collect revenues from the portion of the land within the District boundaries patented by the Developer and no longer owned by ASLD,including,without limitation,the area 12 encompassing the Assessed Lots. The lien for taxes for both general obligation bond debt service and operation and maintenance purposes would be superior and paramount to that for the Special Assessments with respect to the Bonds. See"RISK FACTORS-Direct and Overlapping Indebtedness and Taxes." Other Additional,Overlapping,Superior,General Obligation Bonded Indebtedness and Taxes As noted above, the District has no control over the amount of additional debt payable from taxes or tax levies for other purposes on all or a portion of the property within the District that may be issued or levied in the future by other political subdivisions,including but not limited to the City,the County,school districts,certain other special districts or other entities having jurisdiction over all or a portion of the land within the District. To the extent such obligations are payable from general property taxes, such taxes will have a lien on the taxable property within the District superior and paramount to that for the Special Assessments with respect to the Bonds. Additional indebtedness or tax levies for other purposes could be authorized for such overlapping jurisdictions in the future. See "RISK FACTORS-Direct and Overlapping Indebtedness and Taxes." The following jurisdictions which overlap the Assessed Lots have the indicated authorized but unissued general obligation bonded debt available for future issuance; TABLE 2 AUTHORIZED BUT UNISSUED GENERAL OBLIGATION BONDS General Obligation Bonds Overlapping Jurisdiction Authorized but Unissued The District $400,000,000 Other Debt of the District Assessment District No. 1 is the first assessment district within the District.Other series of assessment bonds payable solely from and secured by special,separate funds established and maintained by the District from installments due with respect to certain other special assessments may be issued by the District in the future. The term"special assessments"as used hereinabove refers to the assessments which would be levied and assessed by the District in the related assessment area which could encompass portions of the District,each of which would constitute a first lien on the parcel so levied and assessed,subordinate and subject only to general property taxes and prior special assessments. There can be no assurance that additional amounts of such bonds payable from special assessments will not be issued in the future, increasing the amount of liens on property in the District for such purposes. See "RISK FACTORS-Direct and Overlapping Indebtedness and Taxes." 13 SOURCES AND APPLICATIONS OF FUNDS The sources and applications of funds with respect to the Bonds are as follows: TABLE 3 SOURCES OF FUNDS Par Amount of Bonds $2,000,000.00* TOTAL SOURCES $2,000,000.00* USES OF FUNDS Payment of Costs of Issuance(including Underwriter's Discount) $ Deposit to Reserve Fund Deposit to Bond Fund(representing capitalized interest) Deposit to Acquisition Fund TOTAL USES *Preliminary,subject to change. 14 THE PUBLIC INFRASTRUCTURE The information contained in this section relates to and has been obtained from the Developer and none of the District, the Financial Advisor or the Underwriter or their respective attorneys,agents or consultants assumes any responsibility for the accuracy or completeness thereof. The information included under the heading "RISK FACTORS" as it relates to the information contained under this heading is hereby incorporated under this heading by this reference. The Public Infrastructure is comprised of the construction of a new roadway within the District known as Reverence Road, which cost approximately $2,500,000. The work includes approximately 2,325 lineal feet of two- lane,full street improvements with landscaped median.These improvements include potable water lines,storm drains, dry utilities, concrete curb and gutter, concrete sidewalk, paving, striping, public signage, streetlights, entry monument, landscaping, and irrigation. The roadway consists of two paved driving lanes made up of four and one- half inches (41/2") of asphaltic concrete over eight inches (8") of aggregate base course. Construction of such infrastructure is in the process of completion and acceptance of the Public Infrastructure by the City or other governmental entity is scheduled to occur on or about May 2023. See"LAND DEVELOPMENT-In General." The Public Infrastructure was publicly bid in compliance with the process required by State law and the District; completion bonds have been obtained for all the Public Infrastructure. Contracts have been entered into for construction of the Public Infrastructure. The Public Infrastructure is being constructed and upon completion by the Developer will be acquired by the District and transferred to the City or other governmental entity upon acceptance. Proceeds from the sale of the Bonds will be used by the District to acquire the Public Infrastructure. THE OTHER INFRASTRUCTURE The information contained in this section relates to and has been obtained from the Developer, and none of the District, the Financial Advisor or the Underwriter or their respective attorneys,agents or consultants assumes any responsibility for the accuracy or completeness thereof. The information included under the heading "RISK FACTORS" as it relates to the information contained under this heading is hereby incorporated under this heading by this reference. Certain other infrastructure(collectively,the"Other Infrastructure")is being constructed in connection with the development of the Assessed Lots and the Project and the construction of homes therein as described below. To date,the contract amounts for the Other Infrastructure listed below are in excess of$180,000,000,all of which is being paid by the Developer.The completion of the Other Infrastructure contributes to the values described in the Appraisal. Completion bonds for all of the Other Infrastructure are in place.None of the Other Infrastructure is being financed with proceeds of the sale of the Bonds; some may,however,be the subject of general obligation bonds to be issued by the District in the future. The Other Infrastructure is more particularly described as follows: Ray Avenue—The roadway consists of approximately 6,027 lineal feet of half-street improvements(two lanes each direction with a paved median and bike lane)and five and one-half inches (51/2") of asphaltic concrete over an asphalt base course subgrade of twelve inches (12"),together with vertical curb, storm drain, storm drain manholes, catch basins,water fire hydrants,water valves,sewer,sewer manholes,detached concrete sidewalks,concrete ramps, pavement,pavement striping,traffic signage,dry utilities, street lighting,and landscaping. The public improvements for the half-street of Ray Road,which consists of three lanes and a raised median,is scheduled to be completed on or about May 2023 and are expected to be conveyed to the City on or about July 2023. Meridian Road—The roadway consists of approximately 1,845 lineal feet of half-street improvements(two lanes each direction with a paved median and bike lane)and five and one-half inches(51/2")of asphaltic concrete over an asphalt base course subgrade of twelve inches (12"), and channel improvements approximately one mile long, together with sewer, sewer manholes, water, fire hydrants, water valves, storm drain, detached concrete sidewalks, 15 and landscaping. These improvements are under construction and scheduled to be completed on or about December 2023 and are expected to be conveyed to the City on or about February 2024. Ironwood Drive—The roadway consists of approximately 5280 lineal feet of street improvements with five and one-half inches (5%") of asphaltic concrete over an asphalt base course subgrade of twelve inches (12"), and vertical curb, storm drain, storm drain manholes,box culverts,catch basins,water fire hydrants,water valves, sewer, sewer manholes, detached concrete sidewalks, concrete ramps, pavement,pavement striping, traffic signals, traffic signage, dry utilities, street lighting, and landscaping. These improvements are under construction and will be completed on or about June 2024 and are expected to be conveyed to the City on or about August 2024. Williams Field Lift Station and Force Mains— These improvements include a 7.0 million gallon per day (MGD) lift station with pumps, motors,piping,valves, odor control unit, channel grinder, 30" gravity sewer, sewer manholes and appurtenances and 49,000 lineal feet.These improvements are under construction and scheduled to be completed on or about May 2024 and expected to be conveyed to the City, or other governmental entities, as applicable,on or about July 2024. Water Campus—Phase 1 Superstition Vistas Water Campus includes one(1)3.3 million gallon(MG),200- foot long, 100-foot wide, 23 to 25-foot tall, cast-in-place,buried concrete storage reservoir, a booster pump station that includes four(4)vertical turbine booster pumps and appurtenances,two(2)vertical turbine recirculation pumps and appurtenances,chemical feed system for sodium hypochlorite,one(1)5,000 gallon hydro pneumatic tank,related yard piping mechanical appurtenances, and related site work. These improvements are under construction and scheduled to be completed on or about May 2024 and are expected to be conveyed to the City,or other governmental entities,as applicable,on or about July 2024. Solina (Radiance)Avenue- The roadway consists of approximately 2,300 lineal feet within Phase IA and 4,200 lineal feet within Phase 1B including 83' of right-of-way street improvements with four and one-half inches (4'/z")of asphaltic concrete over an asphalt base course subgrade of eight inches(8"), and vertical curb,storm drain, storm drain manholes, catch basins,water fire hydrants,water valves, sewer, sewer manholes, 6' detached concrete sidewalks,concrete ramps,pavement,pavement striping,traffic signage,dry utilities,street lighting,and landscaping. These improvements are under construction and scheduled to be completed on or about May 2023 and are expected to be conveyed to the City on or about July 2023. LAND DEVELOPMENT The information contained in this section relates to and has been obtained from the Developer, and none of the District, the Financial Advisor or the Underwriter or their respective attorneys,agents or consultants assumes any responsibility for the accuracy or completeness thereof. The information included under the heading "RISK FACTORS" as it relates to the information contained under this heading is hereby incorporated under this heading by this reference. In General The Developer was the successful'bidder at the public auction conducted by ASLD on or about November 4, 2020. Pursuant to the Certificate of Purchase 53-120190 recorded as Instrument No. 2020-137555, Records of Pinal County,Arizona,the Developer holds rights to acquire approximately 2,783 acres within the City,including the land within the boundaries of the District. The Developer entered into a purchase agreement to sell approximately one- half of the land that does not include the land within the boundaries of the District.The land within the boundaries of the District is also known as "Radiance at Superstition Vistas". The Project is zoned to permit both residential and commercial uses and is currently planned at full build-out to include, among other uses, approximately 700 acres of single-family residential units and approximately 675 acres of commercial and other use. (Only the Assessed Lots, and not the remaining area in the District,represent security for the Bonds.) (See maps at pages (iii), (v), (vii) and (ix)for the location of the District and the Assessed Lots.)The major components of the infrastructure necessary for development of the Assessed Lots are described under the headings"THE PUBLIC INFRASTRUCTURE"and"THE OTHER INFRASTRUCTURE." 16 Radiance at Superstition Vistas was annexed by the City and received City Council approval for zoning the Property to the Master Planned Community zoning district, as more particularly described in the MPC Zoning Ordinance and Development Plan Case No. P-21-50-MPC, adopted by the City on or about October 5, 2021, and a Development Agreement for Superstition Vistas,by and between the City and the Developer,dated October 28,2021, and recorded on November 4,2021,as Instrument No.2021-140530,Records of Pinal County,Arizona,as amended (the"Land Development Agreement"),which addresses, among other things,the rights of the Developer to develop the property as provided in and subject to the conditions of the Land Development Agreement. The Land Development Agreement addresses various issues oftentimes made the subject of development agreements in Arizona, such as, among other things, City services, reimbursements to the Developer for certain public infrastructure, the City's processing of plans and permits, and public bidding. The Land Development Agreement also addresses the right to obtain and obligation to provide potable water and the required capital and operations contributions to the City for water, sewer, police and fire services within the District. Police, fire, and sanitation services are provided to the District by the City. The Developer is obligated to assist in the funding of certain capital and operational costs associated with the provision of water,sewer,police,and fire protection within the District. Although the number of acres devoted to each particular land use may ultimately vary from those presented, the development of the District and the Assessed Lots is currently anticipated to include the following land uses: TABLE 4 Approximate Approximate Assessment District Total District District Acres No. I Acres Single Family Residential 700 57.36 Non-Residential(a) 675 0.00 Total 1,375 57.36 (a) Includes churches, police and fire stations, schools, civic and commercial uses and common area, and neighborhood open space. Development of the property within the District and construction of homes and infrastructure is subject to obtaining various development and construction approvals and permits. As a condition to the sale of homes built on the Assessed Lots,the Developer is required to obtain building and any additional pen-nits required for the construction completion of all such homes and certain other infrastructure. Under the Land Development Agreement, the Developer is responsible for the construction of all offsite infrastructure,neighborhood parks,and entry improvements. Some of the offsite infrastructure,neighborhood parks, and entry improvements will be constructed through a Joint Development Agreement with Brookfield Homes Holdings,LLC. The Developer is responsible for subdivision improvements necessary to deliver fully finished single- family lots. Single family and multi-family residences will be constructed by either the Developer, its affiliate, or assignee. The Developer The Developer is a public company formed under the laws of the State of Delaware,whose common stock is traded on the New York Stock Exchange under the symbol"DIU."Founded in 1978 and headquartered in Arlington, Texas, the Developer constructs and sells homes in 33 states and 109 metropolitan markets of the United States generally under the names of D.R.Horton,America's Builder,Emerald Homes,Express Homes and Freedom Homes. The Developer is subject to the informational requirements of the Securities Exchange Act of 1934, as amended(the "Exchange Act"), and in accordance therewith files reports, proxy statements and other information with the Securities and Exchange Commission (the "Commission"). Such reports, proxy statement and other information(collectively,the"Filings")particularly,the Developer's Annual Report on Form 10-K for the fiscal year ended September 30,2022, as filed by the Developer with the Commission on or about November 18,2022, and the Developer's Quarterly Report on Form 10-Q for the fiscal quarter ended December 31,2022,as filed by the Developer with the Commission on or about January 25, 2023, set forth certain data relative to the consolidated results of operations and financial position of the Developer and its subsidiaries,as of such dates. 17 The Commission maintains a website that contains reports, proxy and information statements and other information regarding registrants that file electronically with the Commission,including the Developer. The address of such website is www.sec.gov. In addition,the aforementioned material may also be inspected at the offices of the New York Stock Exchange at 20 Broad Street, New York, NY 10005. All documents subsequently filed by the Developer pursuant to the requirements of the Exchange Act after the date of this Official Statement will be available for inspection in such manner as the Commission prescribes. Copies of the Developer's Annual Report and each of its other quarterly and current reports,including any amendments,are available from the Developer's investor relations website at investor.drhorton.com. The foregoing websites and references to filings are included for reference only,and the information on these websites and on file with the Commission are not a part of this Official Statement and are not incorporated by reference into this Official Statement. No representation is made in this Official Statement as to the accuracy or adequacy of the information contained on such websites. Investors should not rely on the information and financial statements contained on these websites in evaluating whether to buy, hold or sell the Bonds. Some of the statements contained in the annual reports and the quarterly and current reports may be construed as `forward-looking statements"within the meaning of Section 27A of the Securities Act of 1933, Section 21E of'the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on Developer's management's beliefs as well as assumptions made by, and information currently available to, Developer's management. These forward-looking statements typically include the words "anticipate," "believe," "consider;" "continue," "could," "estimate," "expect," `forecast," `goal," "intend," `likely," "may," "outlook," plan," `possible," `potential," `predict," `projection," "seek," "should," "strategy," "target," "will," "would" or other words of similar meaning. Any or all of the forward-looking statements included in the annual reports and the quarterly and current reports may not approximate actual experience, and the expectations derived from them may not be realized,due to risks,uncertainties and other factors.As a result, actual results may differ materially from the expectations or results in the forward-looking statements. The District Utility Services. Wastewater collection and treatment within the District are provided by Superstition Mountains Community Facilities District No. 1 and potable water production and distribution within the District are provided by Water Utilities Community Facilities District(City of Apache Junction,Arizona)(the"Apache Junction Water Company").Electrical service within the District is provided by Salt River Project.Telephone and cable service is provided by Mediacom and Cox Communications. Schools. Elementary School: Desert Vista Elementary School(K-5), 3701 East Broadway Avenue,Apache Junction,Arizona 85119,approximately 6'/z miles northeast of the project.Junior High School:Cactus Canyon Junior High School(6-8),801 West Southern Avenue,Apache Junction,Arizona 85120.High School:Apache Junction High School,(9-12),2525 South Ironwood Drive,Apache Junction,Arizona 851.20.A segment of the District may be zoned for a future elementary school. Assessed Lots The location of the parcels containing the Assessed Lots is shown on the map at page(ix).Final zoning with respect to the Assessed Lots has been obtained and is consistent with the Developer's current development plans for such lots; all such lots are also subject to final plats. While the lot sizes vary, there are typically four sizes/types of lots:40'wide x 110'deep;45'wide x 120'deep;50'wide x 120'deep;and 55'wide x 120'deep,with homes ranging in size from 1,200 to 2,500 square feet and with starting base prices of approximately$365,000 to over$550,000.As of the date hereof,the Developer owns all of the Assessed Lots,as indicated in Table 5. Neither the Developer nor any subsequent owners of any Assessed Lot are obligated to pay the Special Assessments, and the assets of the current owner or any subsequent owners, other than the Assessed Lots, do not secure such payment. The Special Assessments are secured only by the Assessed Lots. The Special Assessments are not cross-defaulted. Any owner, current or subsequent, could choose to pay one Special Assessment and not another for Assessed Lots it owns. 18 TABLE 5(a) Estimated Per Lot Assessment Appraised Value Estimated Value to Per Lot Number of Average Typical Lot Per Per Assessed Lot Appraised Value Assessment Value to Location of Assessed Lot Size(square Assessed —As If Per Assessed Lot— Lien—As If Assessment Assessed Lots(b) Lots Size feet) Lot Completed(c) As Is(c) Completed Lien—As Is Parcel 19.1 71 5,874 45'x 129' $5,000 $119,000 $113,000 23.8-1 22.6-1 Parcel 19.2 105 6,597 50'x 129' $5,000 $121,000 $115,000 24.2-1 23.0-1 Parcel 19.12 106 7,591 60'x 129' $5,000 $125,000 $119,000 25.0-1 23.8-1 Parcel 19.13 118 4,952 40'x 129' $5,000 $115,000 $109,000 23.0-1 21.8-1 TOTAL 400 The Developer is the owner of the Assessed Lots.The Developer is subject to the informational reporting requirements of the Exchange Act,and in accordance therewith the filings with the Commission. Such Filings may be inspected and copied at the public reference facilities maintained by the Commission at 100 F Street,N.E., Washington, D.C. 20549. Copies of the Filings can be obtained from the public reference section of the Commission at prescribed rates. In addition,Filings may also be inspected at the offices of the New York Stock Exchange at 20 Broad Street, New York, New York 10005. The Filings may also be obtained from the Commission's EDGAR database of the Commission at hit None of the District,the Underwriter,the Financial Advisor,Bond Counsel or counsel to the Underwriter or their agents or counsel have examined the information set forth in the Filings for accuracy or completeness,or examined similar information for entities or the parent company that are not subject to same or similar informational reporting requirements.See"Risk Factors—No Review of Filings." The location of these parcels is depicted on the maps at pages(vii)and(ix). See"SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS—Special Assessment Amounts and Land Values" and,particularly, APPENDIX C- "EXECUTIVE SUMMARY OF APPRAISAL." 19 Table 6 reflects the Developer's projection for sale of the Assessed Lots in 2023 through 2024. See"LAND DEVELOPMENT—The District." TABLE 6 Estimated Calendar Single-Family Year Lot Closings 2023 150 2024 250 There can be no assurance that build-out will occur at the rates indicated hereinabove or if any such sales will be consummated. Moreover,as the ownership of the Assessed Lots is subject to change,the development plans may not be continued by the subsequent owner if the Assessed Lots are sold;however development by any subsequent owner will be subject to the policies and requirements of the City. The projections above are also subject to the timely completion of the Public Infrastructure and the Other Infrastructure. The amounts due with respect to the Special Assessments are not personal obligations of the owners of the Assessed Lots;the Bonds will be secured solely by the Special Assessments. See"RISK FACTORS- General Risks of Real Estate Investment and Development; Certain Factors Which May Adversely Affect Development; Consequences,"— "Concentration of Ownership; Subsequent Transfer,""-Failure or Inability to Complete Proposed Development"and"-Completion of the Public Infrastructure and the Other Infrastructure." RISK FACTORS Investment in the Bonds involves a significant degree of risk and is speculative in nature. The relatively high interest rates borne by the Bonds (as compared to prevailing interest rates on bonds that have an investment grade rating) are intended to compensate the investor for such risks. INVESTMENT IN THE BONDS SHOULD BE UNDERTAKEN ONLY BY PERSONS WHOSE FINANCIAL RESOURCES ARE SUFFICIENT TO ENABLE THEM TO ASSUME SUCH RISK. THIS SECTION SETS FORTH A BRIEF SUMMARY OF SOME OF THE PRINCIPAL RISK FACTORS. PROSPECTIVE INVESTORS SHOULD FULLY UNDERSTAND AND EVALUATE THESE RISKS, IN ADDITION TO THE OTHER FACTORS SET FORTH IN THIS OFFICIAL STATEMENT,BEFORE MAKING AN INVESTMENT DECISION. This discussion of risk factors is not, and is not intended to be, exhaustive, and such risk factors are not necessarily presented in the order of their magnitude. General Risks of Real Estate Investment and Development; Certain Factors Which May Adversely Affect Development;Consequences Investments in developing real estate such as undeveloped areas in the District like the Assessed Lots are generally considered to be speculative in nature and to involve a high degree of risk. Owners of land in the District will be subject to the risks generally incident to real estate investments and development including those described herein. Construction of houses on the lots within the District may be affected by changes in the income tax treatment of real property ownership;changes in national,regional and local market and economic conditions;changes in long and short term interest rates; changes in the climate for real estate purchases; changes in demand for or supply of competing properties; unanticipated development costs, market preferences and architectural trends; unforeseen environmental risks and controls;the adverse use of adjacent and neighboring real estate;changes in interest rates and the availability of mortgage funds to buyers of the homes to be built in Radiance,which may render the sale of such homes difficult or unattractive; acts of war, terrorism or other political instability; delays or inability to obtain governmental approvals;pandemics and epidemics;changes in laws;moratorium;force majeure(which may result in. uninsured losses);strikes;labor shortages;energy shortages;material shortages;inflation;adverse weather conditions; subcontractor defaults; and other unknown contingencies and factors beyond the control of the owners of such land. Land development within the District could also be affected adversely by changes in governmental policies,including, 20 but not limited to,governmental policies to restrict or control development. (Any approvals needed in the future for the development must come from the City,over which the District has no control.) The residential development business,particularly with respect to communities such as Radiance,is highly competitive in the Phoenix metropolitan area. The business of merchant builders building in the District will face competition from a number of competitors in the City and other developments throughout the Phoenix metropolitan area,many of which offer or intend to offer lots and parcels in similar communities to a similar target market. Decreased absorption rates associated with future slowdown could adversely affect land values and reduce the ability or desire of the property owners to pay ad valorem property taxes and assessments. In that event, there could be a default in the payment of principal of and interest on the Bonds. THE TIMELY PAYMENT OF THE BONDS DEPENDS UPON THE WILLINGNESS AND ABILITY OF THE OWNER OF THE ASSESSED LOTS AND ANY SUBSEQUENT OWNERS TO PAY THE SPECIAL ASSESSMENTS WHEN DUE. AS NOTED IN TABLE 5, OWNERSHIP OF THE ASSESSED LOTS IS CURRENTLY CONCENTRATED IN ONE ENTITY,THE DEVELOPER. ANY OR ALL OF THE FOREGOING FACTORS COULD REDUCE THE WILLINGNESS AND THE ABILITY OF THE DEVELOPER TO PAY THE SPECIAL ASSESSMENTS ON ANY ONE OR ALL OF THE ASSESSED LOTS IT OWNS AND COULD GREATLY REDUCE THE VALUE OF THE ASSESSED LOTS IN THE EVENT SUCH PROPERTY HAS TO BE FORECLOSED. IN THAT EVENT,THERE COULD BE A DEFAULT IN THE PAYMENT OF THE BONDS. The land encompassing the Assessed Lots is partially developed and, if any or all of the foregoing occurs, the undeveloped portion could continue as such. Vacant land provides less security to the holders of the Bonds should it be necessary for the District to foreclose due to nonpayment of the Special Assessments. An inability to develop the remaining land within such area will likely reduce the potential future diversity of ownership of the Assessed Lots. Development,including the phase of the development plan for the Assessed Lots,requires obtaining a variety of governmental approvals and permits. Such approvals and permits are necessary to initiate construction and to allow the sale and occupancy of homes and to satisfy conditions included in the approvals and permits. There can be no assurance that all or any of these permits and approvals can be obtained or that the conditions to the approvals and permits can be fulfilled. The failure to obtain any of the required approvals or fulfill any one of the conditions could cause materially adverse financial consequences to the present owners of the Assessed Lots. Concentration of Ownership; Subsequent Transfer There can be no assurance that the Developer has the financial capability to complete development within the Project. Because there can be no assurance that the Developer will be able to raise additional capital,nor that bank loans will be available to the Developer sufficient to pay all costs attributable to the Project,the Developer may have to depend on revenues from sales of lots and parcels to generate cash flow and otherwise make funds available to pay all costs associated with the ownership,operation and development of the Project. If the Developer has to depend on sales of lots and parcels to generate cash flow,there can be no assurance that sufficient funds will be available to the Developer to pay all of its obligations and liabilities, including, without limitation, Special Assessments (including those relating to property then owned by the Developer to be applied to pay the Bonds), as such obligations and liabilities become due and payable. See Table 5 with regard to the concentration of ownership of property in, and obligation for payment of Special Assessments of,the Developer. Failure or Inability to Complete Proposed Development The development of Radiance (including that encompassing the Assessed Lots) will be phased so that the Project will not be developed at one time. The funding for each phase development of Radiance will be provided by the Developer and other sources. The availability of funding for the completion of Radiance will depend upon the demand for residential lots or units within Radiance and local,regional and national market and economic conditions. No assurance is given that funding will be obtained for all phases of development of Radiance,or,if obtained,will be in an amount sufficient to complete development of Radiance. If satisfactory funding is unavailable, completion of the development of the balance of Radiance may be delayed or suspended. 21 Public and private on-site and off-site improvements may increase the public and private debt for which the land within the District including the Assessed Lots is security. The burden of additional debt would be placed on the land within the District to complete the necessary improvements. See "RISK FACTORS—Direct and Overlapping Indebtedness and Taxes." Completion of the Public Infrastructure and the Other Infrastructure The construction of infrastructure for development of the land in the District(including in the Assessed Lots) is not yet complete. See"LAND DEVELOPMENT." The cost and time for completion of all of such improvements is uncertain and may be affected by changes like those described herein.If cost overruns result in delay of construction, or if other delays are experienced,the sale of lots and construction of homes may be delayed. Failure or inability to complete proposed development,including development of necessary utilities,could affect adversely development of the land in the District. Availability of Utilities Water and sewer service to the District will be provided by the Apache Junction Water Company and Superstition Mountains Community Facilities District No. 1,respectively,as described under the subheading"LAND DEVELOPMENT-The District." Failure or inability to complete proposed development,including development of necessary utilities, could affect adversely development of the land in the District,including the Assessed Lots. See "RISK FACTORS—Failure or Inability to Complete Proposed Development." Certain utilities are to be developed by the districts pursuant to certain development agreements including as described above. There can be no assurances that such utilities will be financed and developed. Availability of Water [section under review] The Developer's ability to develop the land within the District and to subdivide the real property included within the District is dependent upon the land having a 100-year assured water supply, as determined by the Arizona Department of Water Resources and applicable law. Potable water production and distribution for the Project are provided by the Apache Junction Water Company, [which has been designated as having a 100-year water supply based on the Apache Junction Water Company's available surface and ground water rights].If the Apache Junction Water Company were to lose its 100-year water supply designation,however,the sale of subdivided land within the Project would be halted until the situation could be resolved. Since January 2022, Arizona has operated under a drought contingency plan and has received a reduced allocation of Colorado River water for agricultural purposes through CAP. (See the final paragraph in footnote(b)to Table 1 for a description of CAP.) [The Apache Junction Water Company's water supply comes from a variety of sources which include not only Colorado River water received through an allocation from the CAP but also water from the Salt River Project, reclaimed water/treated effluent, replenished groundwater and groundwater]. Assuming development of the Project proceeds as described under the heading"LAND DEVELOPMENT"herein, the Developer does not anticipate any near-term disruption to the provision of water to the Project that would disrupt development. Notwithstanding the foregoing, the drought conditions in Arizona are subject to change, and although the Developer does not anticipate any near-term disruptions to the provision of water to the Project that would disrupt development, none of the Developer,the District,the Financial Advisor,the Underwriter, or their agents or counsel make any assurances as to future water availability or what impact,if any,the lack of water availability may have on the valuation of the Assessed Lots or the willingness of the owners of the Assessed Lots to pay Assessment installment payments. Direct and Overlapping Indebtedness and Taxes The ability of an owner of an Assessed Lot to pay the Special Assessment could be affected by the existence of other taxes and assessments imposed upon the property. The District and other public entities whose boundaries overlap those of the District could,without the consent of the District and,in certain cases,without the consent of the owners of the land within the District,impose additional ad valorem taxes or assessment liens on the property within the District in order to finance public improvements to be located inside or outside of the District. (The existing public debt relating to the District is set forth in"OVERLAPPING,ADDITIONAL OVERLAPPING AND OTHER DEBT AND OTHER OVERLAPPING TAXES.") The lien created on the property within the District through the levy of ad valorem taxes would be superior and paramount to that for the Special Assessments securing the Bonds. The imposition of additional superior and paramount liens, or subordinate liens in the case of future special assessments, 22 or for that matter for private financing, may reduce the ability or willingness of the landowners to pay the Special Assessments.In that event,there could be a default in the payment of the Bonds. Appraised Value The Appraisal was prepared for the purpose of providing the opinion of the Appraiser of"market value"of the Assessed Lots. See"SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS-Special Assessment Amounts and Land Values-Appraisal Values"and APPENDIX C—"EXECUTIVE SUMMARY OF APPRAISAL." Subject to the limitations,terms and conditions thereof,the Appraisal provides the opinion of the Appraiser of"market value"assuming,among other things, a cash transaction or one involving financing at market terms after a reasonable exposure time and satisfactory completion of master-plan infrastructure pertaining to the subject properties as described therein and summarized in the Executive Summary of Appraisal. Each of the Assessed Lots has an overall"as is"lot value to assessment lien ratio of not less than 21 to I as of the valuation date described in the Appraisal. The "as is" lot value to assessment lien ratio of each individual lot is different though. See "RISK FACTORS-Failure or Inability to Complete Proposed Development"and"-Completion of the Public Infrastructure and the Other Infrastructure." There can be no assurance that the values described in the Appraisal are accurate or that the assumptions relied upon in the Appraisal were accurate. There can be no assurance that the values determined in the Appraisal are related in any way to future value or the value as of the date of any default under the Bonds. No assurance can be given that should any Assessed Lot become delinquent due to unpaid Special Assessments, and be foreclosed upon and sold for the amount of such delinquency, that any bid would be received or, if a bid is received, that such bid would be sufficient to pay such delinquent Special Assessment or would approximate the appraised value. Non-Payment of Assessments As discussed below,payments with respect to the Special Assessments could be insufficient to pay the Bonds due to nonpayment of the amounts levied. In order to pay debt service on the Bonds, it is necessary that the Special Assessments be paid in a timely manner. Should a Special Assessment not be paid on time,the District has established the Reserve Fund in the amount of the Reserve Fund Requirement to pay debt service on the Bonds to the extent other funds are not available therefor. Foreclosure proceedings will be instituted against any property with a delinquent Special Assessment in order to obtain funds to pay debt service on the Bonds. If foreclosure proceedings were ever instituted, any mortgage or deed of trust holder could,but would not be required to,advance the amount of the delinquent Special Assessment to protect its security interest. See"SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS-Foreclosure Process"for provisions which apply if foreclosure is required and which the District is required to follow in the event of delinquency in the payment of a Special Assessment. If amounts are withdrawn from the Reserve Fund to make payments on the Bonds on account of a default in. a Special Assessment,the amount received by the District from the corresponding Assessed Lot, after the deduction of the expenses of sale,will be paid over and credited to the Reserve Fund. Bankruptcy and Foreclosure Delays The payment of the Special Assessments and the ability of the District to foreclose the lien of delinquent, unpaid Special Assessments may be limited by bankruptcy, insolvency or other laws generally affecting creditors' rights or by the laws of Arizona relating to judicial foreclosure. The various legal opinions to be delivered concurrently with the delivery of the Bonds (including Bond Counsel's approving legal opinion) will be qualified, as to the enforceability of the various legal instruments, by bankruptcy,reorganization,insolvency or other similar laws affecting the rights of creditors generally. Although bankruptcy proceedings would not cause the Special Assessments to become extinguished, bankruptcy of a property owner could result in a delay in foreclosure proceedings and could result in the possibility of a delinquent Special Assessment not being paid in full. Such a delay would increase the likelihood of a delay or default in payment of the principal of and interest on the Bonds. 23 Depletion of Reserve Fund Failure of the owners of the Assessed Lots to pay the Special Assessments when due could result in the rapid, total depletion of the Reserve Fund prior to replenishment from the resales of property upon a foreclosure or otherwise or delinquency redemptions after a foreclosure sale,if any. There could be a default in payments of the principal of, and interest on,the Bonds if sufficient amounts are not available in the Reserve Fund. Certificate of Purchase and Participation and Infrastructure Contract On or about November 4, 2020 (the "Auction Date"), the Developer was the successful bidder at ASLD Auction No. 53-120190 for certain land comprising approximately 2,783 acres, including the District land (the "District Land"), located within the planning boundaries of the City of Apache Junction,Pinal County,Arizona(the "Auction Land"). Horton made a down payment to ASLD of approximately ten percent(10%)of the purchase price for the Auction Land and ASLD issued Certificate of Purchase No. 53-1201.90 (the "Certificate of Purchase") to Horton to evidence Horton's right to acquire the Auction Land and obligation to pay the balance of the purchase price with interest over twenty-five (25)years as Horton obtains patents for parcels of the Auction Land. Horton entered into a purchase and sale agreement with Brookfield Homes Holdings,LLC(together with its successors and assigns, `Brookfield"),pursuant to which Horton agreed to sell, and Brookfield agreed to purchase, approximately one-half ('/z) of the Auction Land. None of the Auction Land that is the subject of the purchase and sale agreement with Brookfield is District Land. Horton patented the portion of the Auction Land that is the subject of the Bonds, but Horton has no obligation to pay interest or principal payments with respect to the Auction Land or patent additional Auction Land prior to the maturity date of the Certificate of Purchase,i.e.,November 4,2045.Horton may,in its sole discretion,elect to discontinue development of the District Land or discontinue construction and sales of homes within Assessment District No. 1. Concurrently with the delivery of the Certificate of Purchase,ASLD and Horton entered into the Participation and Infrastructure Contract Regarding ASLD Sale No. 53-120190 (the"Participation Contract"),with respect to the Auction Land and certain adjacent land that is owned by ASLD(the"Retained Property").Pursuant to the conditions described in the Participation Contract, Horton agreed, among other things: (1) to zone and otherwise entitle the Auction Land and Retained Property in accordance with the terms of the Participation Contract, (2) following entitlement, to construct certain improvements for the benefit of the Auction Land and Retained Property, and (3) upon sales by Horton of all or portions of the Auction Land,to pay ASLD a participation payment in accordance with. the terms of the Participation Contract. Among other things,the Participation Contract permitted Horton to cause all or portions of the Auction Property(prior to issuance of patents to Horton)to be included within the boundaries of the District in accordance with A.R.S. Sections 48-701, et seq., and to authorize the District to issue general obligation bonds to provide moneys for public infrastructure purposes, levy ad valorem property taxes for the payment of debt service on the general obligation bonds and operation and maintenance expenses of the District and to levy assessments of the costs of public infrastructure purposes;provided,however,pursuant to A.R.S. Section 37-252, the portion of the Auction Land within the boundaries of the District still owned by ASLD is not subject to taxation until ASLD issues a patent to such Auction Land or until seven(7)years after the Auction Date,whichever occurs first. ASLD can cancel the Certificate of Purchase and terminate the Participation Contract prior to the maturity date of the Certificate of Purchase under the following limited circumstances: (i)Horton's failure to pay a Monetary Obligation (as defined in the Participation Contract), including an Infrastructure Payment (as defined in the Participation Contract),(ii)Horton's failure to complete a Project Entitlement by the applicable Project Milestone(as defined in the Participation Contract),or(iii)Horton's failure to satisfy a Sales Hurdle(as defined in the Participation Contract). After the notice and cure period in the Participation Contract expires, ASLD must give notice within 60 days after the default of its intent to cancel the Certificate of Purchase.Horton has 60 days from the notice date to cure the default. If Horton does not cure the default, ASLD can then make a fonnal order canceling the Certificate of Purchase and Horton has 30 days to appeal. If no appeal is filed, the order becomes final. Upon cancellation of the Certificate of Purchase, the Participation Contract automatically terminates. On Horton's request, the ASLD Commissioner may extend the time for payment. If the Certificate of Purchase is canceled and the Participation Contract is terminated, there is no assurance when or if ASLD will cause the remainder of the Auction Land within the boundaries of the District to be publicly sold at auction or that any developer will bid at any public auction of such land, in which case the portion of the District Land owned by ASLD may not be developed and no homes will be constructed on the portion of the land 24 owned by ASLD until the land is acquired at a public auction by another developer. Furthermore, pursuant to a development agreement between the City,the District and the Developer,in the event of the Developer's default and forfeiture of its interest under the Certificate of Purchase prior to the Developer acquiring all of the land within the District boundaries in accordance with the Certificate of Purchase,the Developer shall, if so directed by ASLD and without any consent or approval required from the City or the District,relinquish and assign to ASLD all right and interest of the Developer with respect to such development agreement and the District. If the Certificate of Purchase is cancelled and the Participation Contract is terminated,none of the District, the Financial Advisor,the Underwriter,the Developer or their agents or counsel are able to estimate or predict whether any development of the Project would continue,the financial impact on the District,the willingness of property owners within the District to pay property taxes or assessment installment payments, or on the valuation of land within the District,including,without limitation,the valuation of the Assessed Lots. See"APPENDIX G—SUMMARY OF ASLD DOCUMENTS—SUMMARY OF CERTAIN PROVISIONS OF CERTIFICATE OF PURCHASE" and "—SUMMARY OF CERTAIN PROVISIONS OF PARTICIPATION CONTRACT." Environmental Matters Radiance, including the Assessed Lots, is subject to risks arising out of environmental, archeological and biological considerations generally associated with the ownership of real estate and the construction of improvements located thereon. Such risks include, in general, potential liability arising as a result of any contamination later discovered on the site and the possibility of a decline in property values resulting from any contamination on the site or from the proximity of the site to other contaminated areas;or discovery of archeological artifacts located on the site or in the vicinity of the site; or discovery of endangered species of animals, plants or other habitat for endangered species. Liability may arise under a variety of federal, state or local laws and regulations,including,but not limited to, the Comprehensive Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act,the Endangered Species Act and the National Historical Preservation Act. Amendment of Documents Referenced The reports,inspections and other documents described in this Official Statement may be modified,updated or amended(as new reports and/or inspections may be obtained),and such modifications may materially and adversely affect the development of the property(e.g.,updating of environmental reports). The development of the Assessed Lots is in the early phases. Circumstances could change as the development process continues and other issues are raised or new developers, homebuilders or owners become involved. Accordingly, the Developer anticipates that there may be significant changes to the agreements and contracts summarized in this Official Statement to address any such issues. Because the existing contracts and agreements are subject to change,the summaries of any contracts or agreements contained herein may not accurately reflect the future conditions relating to the development of the Assessed Lots and the District; however, the Developer does not presently anticipate that any modifications of the current contracts or agreements would materially affect the repayment of the Bonds. Cancellation of Contracts The State,its political subdivisions,including the District,or any department or agency of either may,within three years after its execution, cancel any contract,without penalty or further obligation, if any person significantly involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the State, its political subdivisions, including the District, or any of the departments or agencies of either is, while the contract or any extension thereof is in effect,an employee or agent of any other party to the contract in any capacity or a consultant to any other party of the contract with respect to the subject matter of the contract. Cancellation of contracts entered into by the District may adversely affect the Bonds. No Credit Rating No credit rating for the Bonds has been sought,nor is it anticipated that any such rating will be applied for. There can be no guarantee that there will be a secondary market for the Bonds,or,if a secondary market exists,that 25 such Bonds can be sold for any particular price. Occasionally,because of general market conditions or because of adverse history or economic prospects connected with a particular issue,secondary market trading in connection with a particular issue is suspended or terminated. Additionally,prices of issues for which a market is being made will depend upon the then generally prevailing circumstances. Such prices could be substantially different from the original purchase price. Projections Included in this Official Statement are various projections for lot closings, completion dates, completion costs and other items. The projections are based on assumptions concerning future events and should be viewed with an abundance of caution. Circumstances that may not yet be ascertainable, which the Developer believes to be significant and which the Developer cannot control may also exist. There are usually differences between projections and results because events frequently do not occur as expected,and those differences may be material. There can be no assurances that the various projections set forth in this Official Statement can be achieved. Risk of Internal Revenue Service Audit The Internal Revenue Service(the"Service")has announced a program of auditing tax-exempt bonds which can include those issued by special purpose governmental units, such as the District, for the purpose of determining whether the Service agrees(a)with the determination of Bond Counsel that interest on the Bonds is exempt for federal income tax purposes or (b) that the District is in or remains in compliance with Service regulations and rulings applicable to governmental bonds such as the Bonds. The commencement of an audit of the Bonds could adversely affect the market value and liquidity of the Bonds,regardless of the final outcome.An adverse determination by the Service with respect to the tax-exempt status of interest on the Bonds could be expected to adversely impact the secondary market,if any,for the Bonds,and,if a secondary market exists,would also be expected to adversely impact the price at which the Bonds can be sold. The Bond Resolution does not provide for any adjustment to the interest rates borne by the Bonds in the event of a change in the tax-exempt status of the Bonds. Owners of the Bonds should note that, if the Service audits the Bonds, under current audit procedures the Service will treat the District as the taxpayer during the initial stage of the audit, and the owners of the Bonds will have limited rights to participate in such procedures. There can be no assurance that the District will have revenues available to contest an adverse determination by the Service.No transaction participant,including the District,the Financial Advisor,Bond Counsel, counsel to the Underwriter, or the Underwriter is obligated to pay or reimburse the owner of any of the Bonds for audit or litigation costs in connection with any legal action,by the Service or otherwise,relating to the Bonds. There can be no assurance that an audit by the Service of the Bonds will not be commenced.However, the District has no reason to believe that any such audit will be commenced,or that if commenced,an audit would result in a conclusion of noncompliance with any applicable Service position,regulation or ruling.No rulings have been or will be sought from the Service with respect to any federal tax matters relating to the issuance,purchase,ownership,receipt or accrual of interest upon,or disposition of the Bonds. See also"TAX EXEMPTION"herein. No District Financial Statements The District is not required to prepare financial statements and has not previously prepared financial statements. No Review of Filings As described in "LAND DEVELOPMENT" and in footnote (a) to Table 5, none of the District, the Underwriter,the Financial Advisor,Bond Counsel or counsel to the Underwriter have examined the information set forth in the Filings for accuracy or completeness, or examined similar information for entities or their parent companies that are not subject to same or similar informational requirements. LITIGATION At the time of delivery and payment for the Bonds, appropriate representatives of the District will certify that,except as disclosed herein,there is no action,suit,proceeding,inquiry or investigation,at law or in equity,before or by any court,regulatory agency,public board or body,pending or overtly threatened against the District affecting the existence of the District,or the titles of its officers to their respective offices,or seeking to restrain or to enjoin the 26 sale or delivery of the Bonds,the application of the proceeds thereof in accordance with the Bond Resolution, or the collection or application of any revenues providing for the payment of the Bonds,or in any way contesting or affecting the validity or enforceability of the Bonds,the Bond Resolution,any action of the District contemplated by any of the said documents,or the collection or application of the revenues provided for the payment of the Bonds,or in any way contesting the completeness or accuracy of this Official Statement or any amendment or supplement thereto, or contesting the powers of the District or its authority with respect to the Bonds or any action of the District contemplated by any of said documents. QUALIFIED TAX-EXEMPT OBLIGATIONS The Bonds will be designated as"qualified tax-exempt obligations"for purposes of Section 265(b)(3)(B)of the Code,as the District does not reasonably anticipate that the aggregate amount of qualified tax-exempt obligations that will be issued by or on behalf of the District in calendar year 2023 will exceed$10,000,000. TAX EXEMPTION In General The Code includes requirements which the District must continue to meet after the issuance of the Bonds in. order that the interest on the Bonds be and remain excludable from gross income for federal income tax purposes.The District's failure to meet these requirements may cause the interest on the Bonds to be included in gross income for federal income tax purposes retroactively to the date of issuance of the Bonds. The District has covenanted in the Bond Resolution to take the actions required by the Code in order to maintain the exclusion from gross income for federal income tax purposes of interest on the Bonds. In the opinion of Bond Counsel, assuming the accuracy of certain representations and certifications of the District and continuing compliance by the District with the tax covenants referred to above, under existing statutes, regulations, rulings and court decisions, the interest on the Bonds is excludable from gross income of the holders thereof for federal income tax purposes. Interest on the Bonds will not be an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals,but in the case of the alternative minimum tax imposed by Section 55(b)(2)of the Code on applicable corporations(as defined in Section 59(k)of the Code),interest on the Bonds is not excluded from the determination of adjusted financial statement income for tax years beginning after 2022.Bond Counsel is further of the opinion that the interest on the Bonds is exempt from income taxation under the laws of the State. Bond Counsel will express no opinion as to any other tax consequences regarding the Bonds. Prospective purchasers of the Bonds should consult with their own tax advisors as to the status of interest on the Bonds under the tax laws of any state other than the State. The above opinion on federal tax matters with respect to the Bonds will be based on and will assume the accuracy of certain representations and certifications of the District, and compliance with certain covenants of the District to be contained in the transcript of proceedings and that are intended to evidence and assure the foregoing, including that the Bonds will be and will remain obligations the interest on which is excludable from gross income for federal income tax purposes.Bond Counsel will not independently verify the accuracy of those certifications and representations.Bond Counsel will express no opinion as to any other consequences regarding the Bonds. Except as described above, Bond Counsel will express no opinion regarding the federal income tax consequences resulting from the receipt or accrual of the interest on the Bonds,or the ownership or disposition of the Bonds. Prospective purchasers of Bonds should be aware that the ownership of Bonds may result in other collateral federal tax consequences,including(i)the denial of a deduction for interest on indebtedness incurred or continued to purchase or carry the Bonds, (ii) the reduction of the loss reserve deduction for property and casualty insurance companies by the applicable statutory percentage of certain items, including the interest on the Bonds, (iii) the inclusion of the interest on the Bonds in the earnings of certain foreign corporations doing business in the United States for purposes of a branch profits tax,(iv)the inclusion of the interest on the Bonds in the passive income subject to federal income taxation of certain Subchapter S corporations with Subchapter C earnings and profits at the close of the taxable year, (v) the inclusion of interest on the Bonds in the determination of the taxability of certain Social Security and Railroad Retirement benefits to certain recipients of such benefits,(vi)net gain realized upon the sale or 27 other disposition of property such as the Bond generally must be taken into account when computing the Medicare tax with respect to net investment income or undistributed net investment income, as applicable,imposed on certain high income individuals and specified trusts and estates and (vii) receipt of certain investment income, including interest on the Bonds, is considered when determining qualification limits for obtaining the earned income credit provided by Section 32(a) of the Code. The nature and extent of the other tax consequences described above will depend on the particular tax status and situation of each owner of the Bonds. Prospective purchasers of the Bonds should consult their own tax advisors as to the impact of these other tax consequences. Bond Counsel's opinions are based on existing law, which is subject to change. Such opinions are further based on factual representations made to Bond Counsel as of the date thereof. Bond Counsel assumes no duty to update or supplement its opinions to reflect any facts or circumstances that may thereafter come to Bond Counsel's attention, or to reflect any changes in law that may thereafter occur or become effective. Moreover,Bond Counsel's opinions are not a guarantee of a particular result,and are not binding on the Service or the courts;rather,such opinions represent Bond Counsel's professional judgment based on its review of existing law, and in reliance on the representations and covenants that it deems relevant to such opinion. Original Issue Premium and Original Issue Discount Certain of the Bonds("Discount Bonds")may be offered and sold to the public at an original issue discount ("OID"). OID is the excess of the stated redemption price at maturity(the principal amount)over the"issue price"of a Discount Bond determined under Code Section 1273 or 1274 (i.e., for obligations issued for money in a public offering,the initial offering price to the public(other than to bond houses and brokers)at which a substantial amount of the obligation of the same maturity is sold pursuant to that offering).For federal income tax purposes,OID accrues to the owner of a Discount Bond over the period to maturity based on the constant yield method, compounded semiannually (or over a shorter permitted compounding interval selected by the owner). The portion of OID that accrues during the period of ownership of a Discount Bond(i)is interest excludable from the owner's gross income for federal income tax purposes to the same extent, and subject to the same considerations discussed above,as other interest on the Bonds,and(ii)is added to the owner's tax basis for purposes of detennining gain or loss on the maturity, redemption,prior sale,or other disposition of that Discount Bond. Certain of the Bonds("Premium Bonds")may be offered and sold to the public at a price in excess of their stated redemption price (the principal amount) at maturity (or earlier for certain Premium Bonds callable prior to maturity). That excess constitutes bond premium.For federal income tax purposes,bond premium is amortized over the period to maturity of a Premium Bond,based on the yield to maturity of that Premium Bond(or,in the case of a Premium Bond callable prior to its stated maturity,the amortization period and yield may be required to be determined on the basis of an earlier call date that results in the lowest yield on that Premium Bond),compounded semiannually (or over a shorter permitted compounding interval selected by the owner). No portion of that bond premium is deductible by the owner of a Premium Bond. For purposes of determining the owner's gain or loss on the sale, redemption(including redemption at maturity),or other disposition of a Premium Bond,the owner's tax basis in the Premium Bond is reduced by the amount of bond premium that accrues during the period of ownership.As a result, an owner may realize taxable gain for federal income tax purposes from the sale or other disposition of a Premium Bond for an amount equal to or less than the amount paid by the owner for that Premium Bond. Owners of Discount and Premium Bonds should consult their own tax advisors as to the determination for federal income tax purposes of the amount of OID or bond premium properly accruable or amortizable in any period with respect to the Discount or Premium Bonds and as to other federal tax consequences, and the treatment of OID and bond premium for purposes of state and local taxes on,or based on,income. Changes in Federal and State Tax Law From time to time,there are legislative proposals suggested,debated,introduced or pending in Congress or in the State legislature that,if enacted into law, could alter or amend one or more of the federal tax matters, or state tax matters,respectively,described above including,without limitation,the excludability from gross income of interest on the Bonds,adversely affect the market price or marketability of the Bonds, or otherwise prevent the holders from realizing the full current benefit of the status of the interest thereon. It cannot be predicted whether or in what form any such proposal may be enacted, or whether, if enacted, any such proposal would affect the Bonds. Prospective purchasers of the Bonds should consult their tax advisors as to the impact of any proposed or pending legislation. 28 On August 16,2022,President Biden signed the Inflation Reduction Act of 2022(H.R. 5376)into law.For tax years beginning after 2022, this legislation will impose a minimum tax of 15 percent on the adjusted financial statement income of applicable corporations as defined in Section 59(k)of the Code(which is primarily designed to impose a minimum tax on certain large corporations). For this purpose, adjusted financial statement income is not reduced for interest earned on tax-exempt obligations.Prospective purchasers that could be subject to this minimum tax should consult with their own tax advisors regarding the potential consequences of owning the Bonds. Information Reporting and Backup Withholding Interest paid on tax-exempt bonds such as the Bonds is subject to information reporting to the Service in a manner similar to interest paid on taxable obligations. This reporting requirement does not affect the excludability of interest on the Bonds from gross income for federal income tax purposes. However, in conjunction with that information reporting requirement, the Code subjects certain non-corporate owners of the Bonds, under certain circumstances,to"backup withholding"at the rates set forth in the Code,with respect to payments on the Bonds and proceeds from the sale of the Bonds. Any amount so withheld would be refunded or allowed as a credit against the federal income tax of such owner of the Bonds.This withholding generally applies if the owner of the Bonds(i)fails to furnish the payor such owner's social security number or other taxpayer identification number ("TIN"), (ii) furnished the payor an incorrect TIN, (iii)fails to properly report interest,dividends,or other"reportable payments" as defined in the Code,or(iv)under certain circumstances,fails to provide the payor or such owner's securities broker with a certified statement,signed under penalty of perjury,that the TIN provided is correct and that such owner is not subject to backup withholding.Prospective purchasers of the Bonds may also wish to consult with their tax advisors with respect to the need to furnish certain taxpayer information in order to avoid backup withholding. NO CREDIT RATING The District has not made, and does not contemplate making, application to any rating agency for the assignment of a rating to the Bonds. See"RISK FACTORS-No Credit Rating." FINANCIAL STATEMENTS The District is not required to, nor does it,prepare financial statements. See "RISK FACTORS- No District Financial Statements." LEGAL MATTERS Legal matters incident to the issuance of the Bonds and with regard to the tax-exempt status of the interest thereon are subject to the legal opinion of Greenberg Traurig, LLP, Phoenix, Arizona, Bond Counsel. (See "TAX EXEMPTION"herein.) Signed copies of the opinion,dated and speaking only as of the date of delivery of the Bonds, will be delivered upon the initial delivery of the Bonds in substantially the form of APPENDIX B hereto. Certain legal matters will be passed upon for the District by Greenberg Traurig, LLP, as Special District Counsel, for the Underwriter by its counsel, Squire Patton Boggs(US)LLP,Phoenix,Arizona, and for the Developer by its counsel, Fennemore Craig,P.C.,Phoenix,Arizona. See"RELATIONSHIPS AMONG PARTIES." The various legal opinions to be delivered concurrently with the delivery of the Bonds express the professional judgment of the attorneys rendering the opinions as to the legal issue explicitly addressed therein. By rendering a legal opinion,the opinion giver does not become an insurer or guarantor of that expression of professional judgment, of the transaction opined upon, or of the future performance of parties to the transaction. Nor does the rendering of an opinion guarantee the outcome of any legal dispute that may arise out of the transaction. UNDERWRITING The Bonds will be purchased by the Underwriter at an aggregate purchase price of$ pursuant to a purchase contract (the "Purchase Contract") entered into by and between the District and the Underwriter. If the Bonds are sold to produce the prices or yields shown on the inside front cover page hereof, the Underwriter's 29 compensation will be$ . The Purchase Contract provides that the Underwriter will purchase all of the Bonds so offered if any are purchased. The Underwriter may offer and sell the Bonds to certain dealers(including dealers depositing the Bonds into unit investment trusts) and others at prices higher or yields lower than the public offering prices or yields stated on the inside front cover page hereof. The initial offering prices or yields set forth on the inside front cover page hereof may be changed, from time to time,by the Underwriter without amendment of the Official Statement. CONTINUING DISCLOSURE The District will covenant for the benefit of the owners of the Bonds to provide certain financial information and operating data relating to the District by not later than March 1 of each year commencing March 1, 2024 (the "Annual Reports"), and to provide notices of the occurrence of certain enumerated events (the "Notices of Listed Events"). The Annual Reports and the Notices of Listed Events will be filed by the District in accordance with the rule. The specific nature of the information to be contained in the Annual Reports and in the Notices of Listed Events is set forth in APPENDIX D- "FORM OF CONTINUING DISCLOSURE UNDERTAKING,"which includes the form of continuing disclosure undertaking which will be executed by the District with respect to the Bonds (the "Undertaking"). These covenants will be made in order to assist the Underwriter in complying with the Commission Rule 15c2-12(b)(5)(the"Rule"). A failure by the District to comply with these covenants must be reported in accordance with the Rule and must be considered by any broker, dealer or municipal securities dealer before recommending the purchase or sale of the Bonds in the secondary market. Should the District not comply with such covenants, it has covenanted to provide notice of such fact through EMMA. A failure to provide continuing disclosure may adversely affect the transferability and liquidity of the Bonds and their market price. The District has not previously entered into a continuing disclosure undertaking with regard to the issuance of any bonds. FINANCIAL ADVISOR Piper Sandler&Co. (the"Financial Advisor")has been engaged by the District for the purpose of advising the District as to certain debt service structuring matters specific to the Bonds and on certain matters relative to the District's overall debt financing program. The Financial Advisor has assisted in the assembly and preparation of this Official Statement at the discretion and on behalf of the District. No person is entitled to rely on the Financial Advisor's participation as an assumption of responsibility for,or an expression of opinion of any kind with regard to, the accuracy and completeness of the information contained herein. RELATIONSHIPS AMONG PARTIES Bond Counsel has acted as counsel to the Underwriter and the Financial. Advisor in other transactions underwritten by the Underwriter and as bond counsel in other transactions underwritten by the Underwriter and the Financial Advisor and may do so in the future. Squire Patton Boggs(US)LLP,counsel to the Underwriter,has acted as bond counsel in other transactions underwritten by the Underwriter and the Financial Advisor. Bond Counsel and counsel to the Underwriter,have also acted as bond counsel and/or counsel to the underwriter and the financial advisor with respect to bonds issued by the City and other overlapping political subdivisions. The Underwriter and the Financial Advisor have underwritten or acted as financial advisor with respect to bonds issued by the City and other overlapping political subdivisions. The Underwriter and the Financial Advisor have underwritten or acted as financial advisor on other transactions together and expect to do so in the future. 30 CONCLUDING STATEMENT The summaries or descriptions contained herein and all references to other materials not purporting to be quoted in full are only brief outlines of certain provisions thereof and do not constitute complete statements of such provisions and do not summarize all the pertinent provisions of such documents. All projections, forecasts and other information in this Official Statement involving matters of opinion, whether or not expressly so stated,are intended as such and not as representations of fact. This Official Statement is not to be construed as a contract or agreement between the District and the purchasers or holders of any of the Bonds. The attached APPENDICES A through G are integral parts of this Official Statement and must be read together with all of the foregoing statements. This Official Statement has been approved,executed and delivered by the District. SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 By .............................................................................................. Chairman,District Board 31 APPENDIX A INFORMATION REGARDING THE CITY OF APACHE JUNCTION,ARIZONA The following information is given as background information concerning the City. THE BONDS WILL NOT BEAN OBLIGATION OF THE CITY, The Bonds will be secured and payable only as described under "SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS" herein. The holders of the Bonds will have no right to payment except as described therein. General The City of Apache Junction, Arizona (the "City" or "Apache Junction") is predominantly located in the northwestern portion of Pinal County, Arizona (the "County") (with a small portion of the City's area in Maricopa County, Arizona), and is adjacent to the City of Mesa and the Town of Queen Creek. Founded in 1950 and incorporated in 1978, today the City encompasses an area totaling 45.4 square miles (including the annexation described under"City Annexation and Expected Future Development"herein) and has a 2021 estimated population. of 39,009. The following table contains the respective population statistics for the City,the County and the State. POPULATION STATISTICS City of Apache Pinal State of Junction(a) County Arizona 2022 Estimate(b) 39,251 453,924 7,409,189 2020 Census 38,499 425,264 7,151,502 2010 Census 35,840 375,770 6,392,017 2000 Census 31,814 179,727 5,130,632 1990 Census 18,092 116,379 3,665,339 1980 Census 9,935 90,918 2,716,546 Includes population portions that reside in both Maricopa County and Pinal County. Population estimate as of July 2022 (data released in December 2022) provided by Arizona Office of Economic Opportunity. Source: Except as otherwise noted,the U.S.Census Bureau. Municipal Government and Organization The City operates under the city manager-council form of government. The six members of the City Council and the Mayor are all elected officials. The Mayor serves a two-year term and the members of the City Council staggered four-year terms. Functions of City government and operations are provided by a staff of 298 employees. The City provides police protection to its residents. Water is provided by Arizona Water Company and Apache Junction Water District, electricity by Salt River Project, natural gas by Southwest Gas Corporation and trash and recycle services by Republic Services. Fire protection is provided by the Superstition Fire&Medical District. A-1 Economy The City's major economic sectors are comprised of manufacturing, non-manufacturing, government and commercial activities(including construction and commerce),agriculture and tourism. The following table shows a comparison of the changes in annual average employment levels in the various non-agriculture sectors of the County for calendar years 2019 through 2023. WAGE AND SALARY(NON-FARM)EMPLOYMENT(a) Pinal County,Arizona 2023 (a) 2022 2021 2020 2019 Mining and construction 4,042 4,075 3,750 3,425 3,500 Manufacturing 7,833 6,650 4,650 3,925 3,950 Trade,transportation,and utilities 13,767 13,475 13,200 12,350 11,400 Information 450 450 375 450 600 Financial activities 2,058 2,000 1,825 1,600 1,500 Professional and business services 6,392 6,125 6,125 6,475 6,800 Education and health services 6,725 6,450 6,275 6,450 6,675 Leisure and hospitality 8,167 7,725 7,175 6,125 6,150 Other services 1,875 1,875 1,700 1,575 1,725 Government 19,983 19,250 18,950 19,150 19,925 Total 71,292 68,075 64,025 61,525 62,225 Data is not seasonally adjusted. Data shown is through March 2023 (as of April 1.4,2023). Source: Arizona Office of Economic Opportunity, prepared in cooperation with the U.S. Department of Labor, Bureau of Labor Statistics. The table below illustrates the unemployment rate averages for the City,the County,the State and the United States. UNEMPLOYMENT RATE AVERAGES(a) City of Pinal State of United Year Apache Junction County Arizona States 2023 (b) 3.9% 3.4% 3.3% 3.5% 2022 4.6 3.9 3.8 3.6 2021 5.8 4.9 5.1 5.4 2020 9.5 7.4 7.8 8.1 2019 6.2 5.0 4.8 3.7 Data from Local Area Unemployment Statistics is revised from time to time. Data shown is through March 2023 for the State of Arizona and United States. Source: U.S.Bureau of Labor Statistics and the Arizona Office of Economic Opportunity(as of April 23,2023). A-2 Manufacturing and Non-Manufacturing Employment The following table represents the largest employers in the City and includes a mixture of public sector and private sectors employers. The City's employment base has started to diversify in recent years as the City and region have grown. MAJOR EMPLOYERS(a) Approximate Employer Description Employees Apache Junction Unified School District No.43 Education 356 City of Apache Junction Government 245 Wal-Mart Retail 227 Superstition Fire and Medical District Government 137 Horizon Health&Wellness Healthcare 120 Central Arizona College—Superstition Mountain Campus Education 125 United States Postal Service Government 98 Banner Health Healthcare 85 Fry's Food and Drug Retail 58 Data may not reflect possible recent layoffs or company restructuring. None of the City,the Financial Advisor, the Underwriter or their respective agents, counsels or consultants has examined the information set forth in the table above for accuracy or completeness,nor do they assume responsibility for the same. Source: City of Apache Junction Annual Comprehensive Financial Report for the Fiscal Year Ending June 30,2022. Transportation Industry,business and residents benefit from the transportation network available in and near the City.Rail, air and highway facilities are developed throughout the area. The City is centrally located to several highway and freeway systems,including the major arterial in the area of the 202 Freeway and 24 Freeway.Thirty-four miles to the west is Interstate Highway 10,which joins the cities of Phoenix and Tucson. In addition to I-10,the City has access to US 60 and the recently extended State Route 24. Located approximately 5 miles from the District is the Phoenix-Mesa gateway Airport. The City is a joint powers authority partner in operating the Phoenix-Mesa Gateway Airport(a designated foreign trade zone and military reuse zone)immediately southwest of the City. Phoenix-Mesa Gateway Airport,which opened in March 1994, is a former Air Force base that conducts over 278,000 operations per year serving a variety of corporate, cargo, general aviation and military aircraft. The City of Mesa established the joint powers authority for the operation of Phoenix- Mesa Gateway Airport with the City,the City of Phoenix,the Town of Gilbert,the Town of Queen Creek as well as the Gila River Indian Community. The agreement calls for the City to contribute a portion of the operating costs of the Phoenix-Mesa Gateway Airport.Phoenix-Mesa Gateway Airport also serves as a reliever to Phoenix Sky Harbor International Airport. Phoenix-Mesa Gateway Airport is also developing as an international aerospace center with aircraft manufacturing, maintenance, modification testing and pilot training. More than 25 aviation companies currently operate at the facility. The airport has three runways, all of which are over 10,000 feet long. The adjacent Williams Educational Campus is a training center for aerospace,technical,general and occupational degree programs. Phoenix-Mesa Gateway Airport recently announced a planned expansion for the SkyBridge Arizona project which. will be a first of its kind international air logistics hub that will allow for the shipment of high-value goods directly to Latin America through a bond facility incorporating Mexican customs on sight at Phoenix-Mesa Gateway Airport. The project will be phased over a number of years and has the potential to create a significant economic impact and jobs for the region. The City of Mesa's Falcon Field is located 12 miles from the City and currently has two runways,one 5,100 feet long and the other 3,800 feet long. Chandler Municipal Airport is located 24.5 miles southwest of the City's central business district and has two runways,one 4,400 feet long and the other 4,850 feet long.Phoenix Sky Harbor International Airport,located 29.5 miles from the City,provides local,regional and transcontinental air service. A-3 Education Arizona State University("ASU"),whose main campus is located nearby in the City of Tempe, and is one of the major universities in the Southwest.The University's total enrollment for 2022 exceeded 140,000 students and it has an estimated 5,000 faculty members among all four of its campus locations in Arizona(Main,Downtown,West and Polytechnic). Maricopa County Community College District has facilities at the Mesa and Chandler-Gilbert locations. Mesa Community College is the largest of the ten colleges in the Maricopa County Community College District with two campuses and multiple locations.Mesa Community College has more than 195 decrees and certificates and serves more than 15,000 credit students each year. Chandler-Gilbert Community College has four campuses and more than 70 degree and certificate programs serving more than 13,000 credit students each year. Central Arizona Community College's main campus is located 53 miles from the City and offers comprehensive educational programs in-person and online. Superstition Mountain Campus ("SMC") in Apache Junction offers a wide variety of academic,career training and personal enrichment classes. The Apache Junction Unified School District No. 43 encompasses 217 square miles serving approximately 3,000 students in three elementary schools,one learning center,one junior high school,and one high school.The City is also served by three charter schools. Construction As reflected in the following table, the number of building permits and new housing starts has increased significantly during the period shown. City of Apache Junction Building Permit Activity (number of permits issued) Fiscal Year Ending Residential(a) Commercial Other Total 2022 336 17 766 1,119 2021 312 31 286 629 2020 269 19 303 591 2019 220 14 227 461 Includes single-family and multi-family residences. Source: City of Apache Junction Annual Comprehensive Financial Report for the Fiscal.Year Ending June 30,2022. Tourism The City is close to the Tonto National Forest,the Superstition Mountain range, and desert vistas and lakes leading to Roosevelt Dam. The Tonto National Forest is northeast of the City and it encompasses 2.8 million acres and is the largest of the six national forests in Arizona. A-4 Retail Transaction privilege(sales)tax collections is an indicator of overall economic activity within the City. The following table shows the history of taxable sales activity for the City. TAXABLESALES City of Apache Junction,Arizona ($000s omitted) Calendar Taxable Year Sales(a) 2022 $914,544 2021 803,645 2020 688,624 2019 630,104 Includes retail food sales. Source: City of Apache Junction Annual Comprehensive Financial Report for the Fiscal Year Ending June 30,2022. A-5 APPENDIX B FORM OF APPROVING LEGAL OPINION OF BOND COUNSEL [Closing Date] Board of Directors Superstition Vistas Community Facilities District No. 1 Apache Junction,Arizona Re: Superstition Vistas Community Facilities District No. 1 (Apache Junction,Arizona)Assessment District No. 1. Special Assessment Bonds, Series 2023 We have acted as Bond Counsel in connection with the issuance by Superstition Vistas Community Facilities District No. 1 (hereinafter referred to as the"Issuer")of bonds designated"Superstition Vistas Community Facilities District No. 1 (Apache Junction, Arizona) Assessment District No. 1 Special Assessment Bonds, Series 2023" (hereinafter referred to as the`Bonds"). The Bonds are dated the date hereof,in the principal amount of$2,000,000*, bear interest from the date hereof,payable on January 1,2024*, and each January 1 and July 1 thereafter, at the per annum rates,and maturing on July 1 of each year,in the years and amounts as follows: Principal Interest Year Amount Rate 2025 $ % 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 2047 The Bonds are subject to special optional,optional and mandatory redemption,in the manner and upon the terms and conditions set forth in Resolution No. 2023-006 SVCFD No. 1, adopted by the Board of Directors of the Issuer(the"District Board")on June 6*,2023 (the"Bond Resolution")and issued by the Issuer relative to the public *Preliminary,subject to change B-1 infrastructure purposes (as such term is hereinafter defined) initiated pursuant to Resolution No. 2023-001 SVCFD No. 1,adopted by the District Board on May 16,2023. We have examined,and in rendering the opinions herein have relied upon,original or certified copies of the proceedings had in connection with issuance of the Bonds;certifications made by officers of the Issuer relating,among other things,to the expected use of proceeds of the sale of the Bonds and to certain other facts within the knowledge and control of such officers; representations made on behalf of D. R. Horton, Inc., the developer of land within the boundaries of the Issuer (hereinafter referred to as the "Developer"), by officers thereof as to the plans thereof to develop and sell such land and such other material and matters of law as we deem relevant to the matters discussed hereinbelow. In such examination,we have assumed the authenticity of documents submitted to us as originals,the conformity to original copies of all documents submitted to us as certified or photostatic copies and the accuracy of the statements contained in such certifications and representations. As to any facts material to our opinion,we have, when relevant facts were not independently established, relied upon the aforesaid proceedings, certifications, representations,material and matters. We have also relied upon the Superstition Vistas Community Facilities District No. 1 Waiver and Development Agreement Pertaining To The To Be Formed Assessment District No. 1,dated as of March 27, 2023 (the "Waiver Agreement"), by and between the Issuer and the Developer, with respect to the hereinafter described assessments as well as opinions of counsel to the Developer dated the date hereof as to the enforceability of the Waiver Agreement. We are of the opinion,based upon such examination and subject to the reliances,assumptions and exceptions hereinabove and hereinafter set forth,that,under applicable law of the State of Arizona and federal law of the United States of America in force and effect on the date hereof: 1. The Bonds are valid and legally binding limited obligations of the Issuer,payable from the sources, and enforceable in accordance with the terms and conditions,described therein,except to the extent that the enforceability thereof and such provision of the security therefor may be affected by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights or the exercise of judicial discretion in accordance with general principles of equity. 2.The Bonds are payable only out the funds pledged pursuant to the Bond Resolution,collected from unpaid installments of a special assessment imposed on certain land benefitted by certain"public infrastructure purposes"(as such term is defined in Title 48, Chapter 4, Article 6,Arizona Revised Statutes)and included within the boundaries of the Issuer,which assessment(a)is subject to waiver of certain rights with respect thereto as provided in(i)a District Development,Financing Participation,Waiver and Intergovernmental Agreement,dated as of February 22,2022,(the "CFD Development Agreement"),by and among the City of Apache Junction,Arizona(hereinafter referred to as the "City"),the Issuer and the Developer which are assumed to be enforceable against the Developer,and(ii)the Waiver Agreement(together with the CFD Development Agreement,the"Development Agreement"),and(b)may be subject to reduction to the extent that such public infrastructure purposes are not completed or such land does not actually receive such benefits. The rights and obligations of the Issuer relating to collection of, and payment from, amounts due with respect to such assessment and the enforcement of remedies with regard to delinquent payments of installments of amounts due with respect to such assessment may be subject to bankruptcy,insolvency,reorganization, moratorium and similar laws affecting creditors' rights and may be subject to judicial discretion in accordance with general principles of equity. If any land included within the boundaries of the Issuer is sold for nonpayment of the amounts due with respect to the assessment levied and assessed by the Issuer thereon,and if there is no purchaser for any such land offered for sale, neither the Issuer nor the City (which is the municipality which provided for the formation of the Issuer and within the boundaries of which the Issuer lies)are required to purchase such land,nor shall either under any circumstances do so. 3. Under existing statutes, regulations, rulings and court decisions, subject to the reliance and assumption stated in the last sentence of this paragraph,interest on the Bonds is excludible from the gross income of the owners thereof for federal income tax purposes. Furthermore, interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals. In the case of the alternative minimum tax imposed by Section 55(b)(2) of the Internal Revenue Code of 1986, as amended (the "Code"), on applicable corporations(as defined in Section 59(k)of the Code),interest on the Bonds is not excluded from the determination of adjusted financial statement income for tax years beginning after 2022. (We express no opinion regarding other federal tax consequences resulting from the ownership,receipt or accrual of interest on,or disposition of,the Bonds.) B-2 The Code includes requirements which the Issuer and the Developer must continue to meet after the issuance of the Bonds in order that interest on the Bonds not be included in gross income for federal income tax purposes. The failure of the Issuer or the Developer to meet these requirements may cause interest on the Bonds to be included in gross income for federal income tax purposes retroactive to their date of issuance. Officers of the Issuer and the Developer have either indicated their compliance with, or covenanted to take the actions required by, applicable provisions of the Code in order to maintain the exclusion from gross income for federal income tax purposes of interest on the Bonds. In rendering the opinion expressed hereinabove,we have relied on certifications of officers of the Issuer and the Developer with respect to certain matters necessary for, and have assumed continuing compliance with certain covenants of the Issuer and the Developer included in, respectively, the Bond Resolution and the Development Agreement(which are,as to their enforceability,subject to the same exceptions described in paragraph 1 hereinabove) that must be met after the issuance of the Bonds in order that, interest on the Bonds not be included in gross income for federal tax purposes. 4. The interest on the Bonds is exempt from income taxation under the laws of the State of Arizona. (We express no opinion regarding other State tax consequences resulting from the ownership,receipt or accrual of interest on or disposition of,the Bonds.) This opinion represents our legal judgment based upon our review of the law and the facts we deem relevant to render such opinion and is not a guarantee of a result. This opinion is given as of the date hereof,and we assume no obligations to review or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention or any changes in law that may hereafter occur. Respectfully submitted, B-3 APPENDIX C EXECUTIVE SUMMARY OF APPRAISAL C-1 An Appraisal Report of the Market Value of the fee simple interest Superstition Vistas Community Facilities District No. 1 Assessment District No. 1 400 lots including 71 lots within Parcel 19.1, 105 lots within Parcel 19.2, 106 lots within Parcel 19.12, and 118 lots within Parcel 19.13. These are within Radiance at Superstition Vistas, Phase 1, CFD - Special Assessment District (SAD) No. 1 located between Ray Road on the south, Solina Avenue on the north, Meridian Road on the west and Reverance Road on the east,Apache Junction, Pinal County,AZ D O b AN r f ,£ I £3 4 1 gg yy� wv,NvauE 8 640.: +{ hwx q RADIANCE Ar SUPERSTIT DN VISTAS PHASE t CFO-SPsc A ASRSRSN EN*DISTRICT(SAD)No.i Prepared For: Superstition Vistas Community Facility District 1 300 E. Superstition Boulevard Apache Junction,AZ 85119 Inspection Date: March 22, 2023 Valuation Date: March 22, 2023 `' xYn Prepared by: Real Estate Appraisers/Consultants - P.O. Box 2829, Mesa,Arizona, 85214 Phone 480.497.1113 E-mail larry@schnepfellsworth.com Job # 23-2580a Copy 1 of 1 Copyright 2023 by Schnepf Ellsworth Appraisal Group LLC ©SCHNEPFELLSWORTHAPPRA/SAL GROUP—23 2580A Executive Summary Type of Property: The subject consists of a vacant single-family residential subdivision site Type of Report: Appraisal Report Class: Single-family residential subdivison land Job No.: 23-2580A Job Name: Superstition Vistas Community Facilities District No. 1 Assessment District No. 1 Location: The subject is located at the northeast corner of Meridian and Ray Roads and is a part of the Radiance at Superstition Vistas Development, Apache Junction, Arizona. Legal Description: A full legal description is included within the report. The legal description was obtained from public records. Statement of Ownership: Documents detailing the ownership retained in the addenda. Form of Ownership: Fee Simple Interest Property Rights Appraised: Market Value of the fee simple interest. Intended User/Intended Use (Function) of the Report: The intended users of this report are the Superstition Vistas Community Facilities District No. 1 (Client and Intended User), the financial advisor Piper Sandler & Co., Superstition Vistas Community Facilities District No. 1 and district counsel Greenberg Traurig LLP. (Intended Users). The intended use (function) of this appraisal will be in conjunction with the sale of tax-exempt assessment bonds, the proceeds of which will be used to finance public infrastructure within the Superstition Vistas Community Facilities District No. 1. Improvements Summary: The subject consists of 4 master-platted parcels consisting of 400 planned lots within the final plat for Superstition Vistas Masterplanned Development. ii ©SCHNEPFELLSWORTHAPPRA/SAL GROUP-23 258oA Assessor's Parcel: Assessor parcel numbers are not yet determined for this parcel. Flood Zone Designation: Zone X (with some in Zone A), Panel number 04021CO200E, Effective date December 4, 2007. Site Area: Parcel 19.1,71 lots, 9.57 acres; Parcel 19.2, 105 lots, 15.90 area acres; Parcel 19.12, 106 lots, 18.47 acres; Parcel 19.13, 118 lots, 13.42 acres; Total 400 lots with a lot area 57.36 acres with an average lot size of 6,247 square feet. Zoning: MPC (Master Planned Community), City of Apache Junction Topography: The property is basically level. No soil reports were provided to the appraisers. Easements: Except for zoning restrictions, no other hazards or nuisances were noted which would adversely affect the subject site. The appraisers assume no conditions exist that would adversely affect title. Nuisance and Hazards: No environmental reports were provided to the appraiser. No adverse environmental conditions were noted within this report. No known nuisances, hazards or environmental problems exist. Highest and Best Use: As Is— Single-family residential Marketing Time: 9 to 12 months Unit Type: The most applicable site unit measurement is price per square foot(vacant land) and price per lot. Date of Inspection: March 22, 2023 Date of Valuation: March 22, 2023 iii ©SCHNEPFELLSWORTHAPPRA/SAL GROUP—23 2580A Valuation Conclusions: As is-95% As is-95% Total As if-Complete As if-Complete Complete Complete Parcel Lots Per lot Parcel Value Per lot Parcel Value SV CFD1, AD1 Parcel 19.1 71 $119,000 $8,449,000 $113,000 $8023,000 SV CFD1, AM Parcel 19.2 105 $121,000 $12,705,000 $115,000 $12,075,000 SV CFD1, AD1 Parcel 19.12 106 $125,000 $13,250,000 $119,000 $12,614,000 SV CFD1, AD1 Parcel 19.13 118 $115,000 $13,570,00 1 $109,000' $1 ,862,000 Aggregate Total** 400 $47,974,000 $45,574,000 Average $119,935 $113,935 **Sum of the individual lot totals iv APPENDIX D FORM OF CONTINUING DISCLOSURE UNDERTAKING $2,000,000* SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 (APACHE JUNCTION,ARIZONA) ASSESSMENT DISTRICT NO. I SPECIAL ASSESSMENT BONDS, SERIES 2023 (CUSIP BASE NUMBER ) This Undertaking is executed and delivered by Superstition Vistas Community Facilities District No. 1 (City of Apache Junction,Arizona)(the"Issuer"),in connection with the issuance of the captioned municipal securities(the "Securities")for the benefit of the owners of the Securities,being the registered owners thereof or any person which has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any of the Securities (including persons holding the Securities through nominees, depositories or other intermediaries) or is treated as the owner of any Securities for federal income tax purposes. Section 1.Definitions. "Annual Report"shall mean any annual report provided by the Issuer pursuant to,and as described in, Section 2. "Authorizing Document" shall mean the resolution or resolutions authorizing the issuance of the Securities. "Dissemination Agent"shall mean any agent which has executed a dissemination agent agreement with the Issuer and such successors and assigns of such agent. "EMMA" shall mean the Electronic Municipal.Market Access system of the Municipal Securities Rulemaking Board. Information regarding submissions to EMMA is available at http://emma.msrb.org. "Financial Obligation" shall mean a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or(iii) a guarantee of(i)or(ii). The term Financial Obligation shall not include municipal securities as to which a final official statement has been provided to the Municipal Securities Rulemaking Board consistent with the Rule. "Listed Events"shall mean any of the events listed in Section 3(a). "Notice of Listed Event"shall mean any notice provided by the Issuer pursuant to,and as described in, Section 3. "Rule"shall mean Rule 15c2-12(b)(5)adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934,as the same may be amended from time to time. Section 2. Contents and Provision of Annual Reports. *Preliminary,subject to change. D-1 (a) (i) THE ISSUER SHALL, OR SHALL CAUSE THE DISSEMINATION AGENT TO, NOT LATER THAN MARCH I OF EACH YEAR, COMMENCING MARCH 1,2024,PROVIDE THROUGH EMMA AN ANNUAL REPORT WHICH IS CONSISTENT WITH THE REQUIREMENTS OF SUBSECTION(b) OF THIS SECTION. (b) (i) The Annual Reports shall contain or incorporate by reference the following: (A)Information with respect to status of amounts of delinquencies and parcels delinquent (including amount of penalties and interest)and status of foreclosure sales by tax parcel identification number as such matters relate to the "Special Assessments" which are the subject of TABLE 5 of the Official Statement, dated 2023;provided,however,if there are no such delinquencies nothing need be included in the Annual Report. (B) Current balances in the funds held pursuant to the "Reserve Fund" described in the Official Statement. (C)Audited financial statements for the preceding fiscal year,if any,such statements to be prepared on the basis of generally accepted accounting principles as applied to governmental units. The Issuer does not currently obtain audited financial statements. IF THE FISCAL YEAR OF THE ISSUER CHANGES, THE ISSUER SHALL, OR SHALL CAUSE THE DISSEMINATION AGENT TO, FILE A NOTICE OF SUCH CHANGE IN THE SAME MANNER AS FOR A NOTICE OF LISTED EVENT. (ii)The Annual Report may be submitted as a single document or as separate documents comprising a package and may incorporate by reference from other documents other information, including final offering documents of debt issues of the Issuer or related public entities which have been submitted to the Municipal Securities Rulemaking Board. If the document incorporated by reference is a final official statement,it must be available from the Municipal Securities Rulemaking Board. The Issuer shall clearly identify each such other document so incorporated by reference. (iii)If audited financial statements are to be included in an Annual Report but are not available in time to satisfy the requirements of Subsection (a)(i) of this Section, unaudited financial statements must be provided at the requisite time as part of the Annual Report and as soon as possible(but not later than thirty(30) days)after such audited financial statements become available,the audited financial statements shall be provided through EMMA. Section 3.Reporting of Listed Events. (a) This Section shall govern the giving of notices of the occurrence of any of the following events (the "Listed Events")with respect to the Securities: (i)Principal and interest payment delinquencies. (ii)Non-payment related defaults,if material. (iii)Unscheduled draws on debt service reserves reflecting financial difficulties. (iv)Unscheduled draws on credit enhancements reflecting financial difficulties. (v)Substitution of credit or liquidity providers,or their failure to perform. (vi) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security. D-2 (vii)Modifications to rights of security holders,if material. (viii)Bond calls,if material,and tender offers. (ix)Defeasances. (x)Release,substitution or sale of property securing repayment of the securities,if material. (xi)Rating changes. (xii)Bankruptcy,insolvency,receivership or similar events of the obligated person,being if any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the U.S.Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person. (xiii)The consummation of a merger,consolidation or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions,other than pursuant to its terms,if material. (xiv)Appointment of a successor or additional trustee or the change of the name of the trustee, if material. (xv) Incurrence of a Financial Obligation of the obligated person, if material, or agreement to covenants,events of default,remedies,priority rights,or other similar terms of a Financial Obligation of the obligated person,any of which affect security holders,if material. (xvi)Default,event of acceleration,termination event,modification of terms,or other similar events under the terms of a Financial Obligation of the obligated person,any of which reflect financial difficulties. (xvii)Notice of a failure of the obligated person to provide required annual financial information on or before the date specified in Section 2 above,including any non-appropriation to cover applicable costs. (b)Whether events subject to the standard"material"would be material shall be determined under applicable federal securities laws. (c)THE ISSUER SHALL,OR SHALL CAUSE THE DISSEMINATIONAGENT TO,PROMPTLY,BUT NOT MORE THAN TEN(IO) BUSINESS DAYS THEREAFTER, FILE A NOTICE OF LISTED EVENT OF SUCH OCCURRENCE THROUGH EMMA. Section 4. Termination of Reporting Obligation. The obligations of the Issuer pursuant to this Undertaking shall terminate upon the legal defeasance,prior redemption or payment in full of all of the Securities. THE ISSUER SHALL, OR SHALL CAUSE THE DISSEMINA TION A GENT TO, GIVE NOTICE OF SUCH TERMINATION THROUGH EMMA AS SOON AS PRACTICABLE, BUT NOT LATER THAN THE DATE AN ANNUAL REPORT WOULD OTHERWISE HAVE BEEN DUE. Section 5.Amendment or Waiver. (a)Notwithstanding any other provision of this Undertaking,the Issuer may amend this Undertaking, and any provision of this Undertaking may be waived,if such amendment or waiver is supported by an opinion of counsel. expert in federal securities laws,to the effect that(i)such amendment or waiver is made in connection with a change D-3 in circumstances that arises from a change in legal requirements, change in law or change in the identity, nature or status of the Issuer or type of business conducted;(ii)this Undertaking,as amended or affected by such waiver,would have complied with the requirements of the Rule at the time of the primary offering of the Securities,after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances and (iii)such amendment or waiver does not materially impair the interests of the owners of the Securities,as detennined either by parties (such as bond counsel) unaffiliated with the Issuer or by an approving vote of the registered owners of the Securities pursuant to the teens of the Authorizing Document at the time of the amendments. (b) The Annual Report containing amended operating data or financial information resulting from such amendment or waiver,if any,shall explain,in narrative form,the reasons for the amendment or waiver and the impact of the change in the type of operating data or financial information being provided. If an amendment or waiver is made specifying the accounting principles to be followed in preparing financial statements,the Annual Report for the year in which the change is made shall present a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. Such comparison shall include a qualitative discussion of the differences in the accounting principles and the impact of the change in the accounting principles on the presentation of the financial information in order to provide information to investors to enable them to evaluate the ability of the Issuer to meet its obligations. To the extent reasonably feasible, such comparison also shall be quantitative. IF THE ACCOUNTING PRINCIPLES OF THE ISSUER CHANGE, THE ISSUER SHALL, OR SHALL CAUSE THE DISSEMINA TION A GENT TO, FILE A NOTICE OF SUCH CHANGE IN THE SAME MANNER AS FOR A NOTICE OF LISTED EVENT. Section 6.Additional Information. Nothing in this Undertaking shall be deemed to prevent the Issuer from disseminating any other information,using the means of dissemination set forth in this Undertaking or any other means of communication,or including any other information in any Annual Report or Notice of Listed Event,in addition to that which is required by this Undertaking. If the Issuer chooses to include any information in any Annual Report or Notice of Listed Event in addition to that which is specifically required by this Undertaking,the Issuer shall have no obligation under this Undertaking to update such information or include it in any future Annual Report or Notice of Listed Event. Section 7.Default. In the event of a failure of the Issuer to comply with any provision of this Undertaking, any owner of a Security for the benefit of which this Undertaking is being provided may take such actions as may be necessary and appropriate,including seeking mandamus or specific performance by court order,to cause the Issuer to comply with its obligations under this Undertaking. A default under this Undertaking shall not be deemed an event of default for other purposes of the Authorizing Document, and the sole remedy under this Undertaking in the event of any failure of the Issuer to comply with this Undertaking shall be an action to compel perfonnance. Section 8. Dissemination Agent. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist the Issuer in satisfying the obligations of the Issuer hereunder and may discharge any such Dissemination Agent,with or without appointing a successor Dissemination Agent. Section 9.Duties,Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in this Undertaking and the applicable,related agency agreement,and,to the extent permitted by applicable law, the Issuer shall indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless for, from and against any loss, expense and liabilities which the Dissemination Agent may incur arising out of or in the exercise or performance of the powers and duties of the Dissemination Agent pursuant to this Undertaking and the applicable,related agency agreement,including the costs and expenses(including attorneys'fees)of defending against any claim of liability,but excluding liabilities due to the negligence or willful misconduct of the Dissemination Agent. The obligations of the Issuer under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Securities. D-4 Dated: ,2023 SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. I By Chairman,Board of Directors D-5 APPENDIX E BOOK-ENTRY-ONLY SYSTEM This information concerning DTC and DTC's book-entry system has been obtained from DTC and the District takes no responsibility for the accuracy thereof.The Beneficial Owners(defined below)should confirm this information with DTC or the DTC participants. DTC, the world's largest depository, is a limited-purpose trust company organized under the New York Banking Law, a"banking organization"within the meaning of the New York Banking Law, a member of the Federal Reserve System, a"clearing corporation"within the meaning of the New York Uniforin Commercial Code, and a"clearing agency"registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S.and non-U.S.,equity issues,corporate and municipal debt issues, and money market instruments from over 100 countries that DTC participants ("Direct Participants") deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S.and non-U.S.,securities brokers and dealers,banks,trust companies, clearing corporations and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust& Clearing Corporation("DTCC"). DTCC is the holding company for DTC,National Securities Clearing Corporation and Fixed Income Securities Clearing Corporation,all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants" and together with the Direct Participants, the "Participants"). DTC has Standard&Poor's rating o£ "AA+." The DTC Rules applicable to its Direct Participants and Indirect Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. Purchase of the Bonds under the DTC system must be made by or through Direct Participants,who will receive a credit for the Bonds on DTC's records. The ownership interest of each actual purchaser of each Bond (`Beneficial Owner")is in turn to be recorded on the Direct Participant's and Indirect Participant's records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are,however,expected to receive written confirmations providing details of the transaction,as well as periodic statements of their holdings, from the Direct Participant or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interest in the Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interest in the Bonds,except in the event that use of the book-entry system for the Bonds is discontinued. To facilitate subsequent transfers, all the Bonds deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co., or such other name as may be requested by an. authorized representative of DTC. The deposit of the Bonds with DTC and their registration in the name of Cede& Co., or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Direct Participants and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants,and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of the Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example, Beneficial Owners of the Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative,Beneficial Owners may wish to provide their names and addresses to the Bond Registrar and Paying Agent and request that copies of notices be provided directly to them. E-1 Redemption notices of the Bonds shall be sent to DTC. If less than all of the Bonds are being redeemed,DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede&Co.(nor any other DTC nominee)will consent or vote with respect to the Bonds unless authorized by a Direct Participant in accordance with DTC's Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the Bond Registrar and Paying Agent as soon as possible after the record date. The Omnibus Proxy assigns Cede&Co.'s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date(identified in a listing attached to the Omnibus Proxy). Payment of principal of and interest on the Bonds, and the redemption price of any Bonds will be made to Cede& Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of and information funds and corresponding detail information from the Bond Registrar and Paying Agent, on payable date in accordance with their respective holdings shown on DTC's records. Payments by Direct Participants and Indirect Participants to Beneficial Owners will be governed by standing instructions and customary practices,as is the case with securities held for the accounts of customers in bearer form or registered in"street name" and will be the responsibility of such Direct Participants and Indirect Participants and not of DTC (or its nominee) or the Bond Registrar and Paying Agent, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal of and interest on the Bonds, and the redemption price of any Bonds will be made to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC)is the responsibility of the District or the Bond Registrar and Paying Agent, disbursement of such payments to Direct Participants will be the responsibility of Direct Participants and Indirect Participants. DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to the Bond Registrar and Paying Agent. Under such circumstances, in the event that a successor depository is not obtained,physical Bonds are required to be printed and delivered. The District may decide to discontinue use of the system of book-entry transfers through DTC(or a successor securities depository). In that event,physical Bonds will be printed and delivered. The information in this section concerning DTC and DTC's book-entry system has been obtained from sources that the District believes to be reliable,but the District takes no responsibility for the accuracy thereof. E-2 APPENDIX F CERTAIN STATUTORY PROVISIONS APPLICABLE TO THE FORECLOSURE PROCESS The following constitutes a summary of the"Foreclosure Process,"specifically portions of certain sections of the General Public Improvements and Improvement Bonds Law, Title 48, Chapter 4,Article 2, Arizona Revised Statutes, as amended (the "Act"), deemed applicable to the Bonds pursuant to the Bond Resolution. The summaries do not purport to be complete and reference is hereby made to the full text of each section and the Bond Resolution. Section 48-601. List of delinquent installments; publication of notice; sale of delinquent property The representative of the District(the"Superintendent")shall,within 20 days from the date of the delinquency,begin the publication of the list of the assessments on which any installment is delinquent. The Superintendent shall append to and publish with the list, a notice that unless each delinquent installment,together with the penalty and cost thereon,is paid,the whole amount of the assessment will be declared due by him, and the property upon which the assessment is a lien will be sold at public auction at a time and place to be specified in the notice. The publication shall be published and circulated in the District for a period of 10 days in a daily newspaper, or for two weeks in a weekly newspaper so published and circulated. Before the date fixed for the sale or before the date to which the sale has been postponed, the Superintendent shall obtain a record search that shows the names and addresses of record of all lien claimants on, and other persons with an interest in, all lots or parcels on which an installment of the assessment is delinquent. At least 10 days before the sale date or the date to which the sale has been postponed,the Superintendent shall serve by first-class mail a notice of the date and place of the sale or postponed sale to the owner and to each of the lien claimants and other interested persons. A final sale may not be held unless the Superintendent has provided notice by mail to all lien claimants discovered in the search of records. The time of sale shall not be less than five days after the last publication,and the place of the sale shall be in or in front of the office of the Superintendent, or in front of the usual place of meeting of the City Council. The sale may be postponed. Section 48-602.Payment after delinquency and before sale At any time prior to the sale of any lot assessed, any person may pay the delinquent installment on the lot together with the penalty and costs then due,including the cost of advertising, whereupon the Superintendent shall note on his records the date of payment,the name of the person by or for whom it is paid and the amount paid. Section 48-603.Sale procedure On the day fixed for the sale,the Superintendent shall, at 10 o'clock a.m., or at any time thereafter to which the sale may be adjourned,begin the sale of the property advertised,commencing at the head of the list and continuing in the numerical order of lots, until all are sold. The Superintendent may postpone or continue the sale from day to day until all the property is sold. Each lot separately assessed shall be offered for sale separately. The sale shall be for the entire assessment including the delinquent installments,and the person who will take the least quantity of F-1 land and then and there pay the amount of the assessment,penalty and costs due,including 50 cents to the Superintendent for a certificate of sale,shall become the purchaser. The Superintendent shall record the date of the payment and mark the installment of principal or interest paid. In the event the owner does not pay the balance due on the installment or principal or interest, and the property is sold for the full amount of the assessment, the Superintendent shall refund to the owner all money received by him from the owner by way of partial payments. Section 48-604.Certificate of sale;lien After making the sale,the Superintendent shall execute,in duplicate, a certificate of sale stating the description of the property sold,the name of the owner thereof as given on the record of the assessment,that the property was sold for a delinquent assessment,specifying the improvement for which the assessment was made, the amount for which the property was sold,the date of sale, the name of the purchaser, and the time when the purchaser will be entitled to a deed. The Superintendent shall file one copy of the certificate in his office, and deliver the other to the purchaser. On filing the copy of the certificate in the office of the Superintendent, the lien of the assessment shall vest in the purchaser, and is only divested by a redemption of the property, as provided in the Act. The Superintendent shall also enter on the record of the assessment, opposite the description of each lot offered for sale,a description of the part thereof sold,the amount for which it was sold,the date of sale,and the name of the purchaser. Section 48-605. Redemption Redemption may be made by any party having an interest in the lot at any time before the execution and delivery of a deed therefor by paying to the Superintendent the amount for which the property was sold and 5% thereon if paid within three months from the date of sale, 10% if paid within six months, 12%if paid within nine months, 15%if paid within 12 months, or 20%if paid after 12 months. When redemption is made,the Superintendent shall note that fact on the duplicate certificate of sale in his office and deposit the amount paid with the District Treasurer, who shall. credit the purchaser named in the certificate of sale with the amount, and pay the amount to such purchaser or his assignee,upon the surrender of the certificate of sale. Section 48-606. Deed to purchaser;notice to owner;redemption after notice;effect of deed After the expiration of 12 months from the date of sale, the Superintendent shall execute to the purchaser,or his assignee,on his application,if he has fully complied with Section 48-606 of the Act,a deed to the property sold in which shall be recited substantially the matters contained in the certificate, any assignment thereof, and that no person has redeemed the property. The Superintendent shall receive from the applicant for a deed,$1.00 for making the deed. The purchaser shall,at least 30 days before he applies for a deed, serve by first-class mail to the owner,all lien claimants of records,all persons of record with an interest in the property and, if occupied,the occupant of the property, a written notice that the property,giving the description, has been sold for a delinquent assessment, specifying the improvement for which the assessment was made,the amount for which it was sold,the amount necessary to redeem at the time of giving notice,the time when the purchaser or assignee will apply to the Superintendent for a deed and that, on issuance of the deed,all interest in the property,whether of record before or after the assessment lien, will be extinguished, except for the lien for general property taxes and prior special assessments. If the owner cannot be found after due diligence, the notice shall be posted in a F-2 conspicuous place upon the property at least 30 days before the time stated therein of the application for a deed. The applicant shall file with the Superintendent an affidavit showing that notice of the application has been given, and if the notice was not served on the owner personally, that due diligence was used to find the owner. If redemption of the property is made after the affidavit is filed, and more than I months from the date of sale, the person making redemption shall pay, in addition,for payment to the purchaser,$3.00 for the service of notice and the making of the affidavit. The deed of the Superintendent shall be prime facie evidence of the truth of all matters recited therein,and of the regularity of all proceedings prior to the execution thereof,and of title in the grantee. The deed of the Superintendent shall convey to the purchaser fee title to the lands described therein, free and clear of all interests, liens,claims and encumbrances whether of record before or after the assessment lien, except for the lien for general property taxes and prior special assessments. Section 48-607. Disposition of sale proceeds The Superintendent shall promptly pay to the District Treasurer all moneys collected by him from sales. The District Treasurer,on receipt thereof,shall place the moneys in the special fund hereby created for the payments of the bonds issued for the improvement. F-3 APPENDIX G SUMMARY OF ASLD DOCUMENTS Summary of Key Provisions Certificate of Purchase and Participation and Infrastructure Contract The following are summaries of certain key provisions of the Certificate of Purchase No. 53-120190 (the "Certificate of Purchase")and the Participation and Infrastructure Contract Regarding ASLD Sale No.53-1201.90,as amended(the "Participation Contract"). These summaries do not purport to be complete or comprehensive and are qualified by the terns of such documents and the statutes referenced therein. Except as otherwise defined herein, all capitalized terms shall have the meanings ascribed thereto in the Certificate of Purchase or Participation Contract,as applicable. Copies of the Certificate of Purchase and Participation Contract are available upon request from: Hilltop Securities Inc. at 4455 East Cainelback Road, Suite E280,Phoenix,AZ 85018. Certificate of Purchase On or around November 4, 2020, D. R. Horton, Inc. ("Developer") successfully bid on certain land at the State Land Department of Arizona (the "ASLD") Auction No. 53-120190. The land, located within the planning boundaries of the City of Apache Junction,Pinal County,Arizona(the"City"), spans approximately 2,783 acres(the "Auction Land"). Developer made a down payment of $24,550,000 to ASLD, and in return, ASLD issued the Certificate of Purchase to Developer. The Certificate of Purchase entitles Developer to possess the Auction Land, maintain actions for injuries,or recover possession thereof. Developer Payment Obligations The original purchase price under the Certificate of Purchase for the Auction Land was$245,500,000.After paying the down payment, the principal balance of the Certificate of Purchase was $220,950,000. The principal balance accrues interest at a fixed rate of 7% per annum and is payable as and when parcels are released from the Certificate of Purchase,and a patent is issued therefor.To the extent outstanding,the remaining principal balance due under the Certificate of Purchase is due and payable on November 4,2045.The Certificate of Purchase also stipulates that Developer is responsible for maintaining and paying all taxes,assessments,and charges on the Auction Land and the water rights appurtenant to the Auction Land. Remedies Arizona Revised Statute§37-247 details the remedies available to ASLD if Developer fails to make payment for Auction Land timely or otherwise defaults under the Certificate of Purchase.In the case of default,the statute requires ASLD to notify Developer of the default. If Developer fails to cure the default within 60 days of receiving notice, ASLD can elect to cancel the Certificate of Purchase,in which case the Auction Land that has not been patented would be returned to ASLD,and any money paid by Developer to that point would be forfeited.Developer would retain any Auction Land that was previously patented. Participation Contract Concurrently with the delivery of the Certificate of Purchase,ASLD and Developer entered into the Participation Contract, with respect to the Auction Land and 5,700 acres of adjacent land that is owned by ASLD (the "Retained Property").The Participation Contract outlines the terms and conditions under which Developer is obligated to obtain entitlements for,develop,and sell the Auction Land and,where applicable,the Retained Property. Entitlements Developer is solely responsible for the design, planning, permitting, and construction, and all expenses thereof, with respect to the development of the Auction Land and certain portions of the Retained Property. Specifically, and among other requirements, Developer is required to negotiate and execute a pre-annexation and development agreement with the City regarding the Auction Land and the Retained Property that will cover annexation, infrastructure construction, entitlement processing, development rights, project administration, and development fees. If Developer fails to obtain all entitlements necessary or appropriate for the development of the G-1 Auction Land on or before the dates set forth in the Participation Contract, subject to limited exception, ASLD may terminate the Certificate of Purchase and terminate this Participation Contract (subject to notice and a 90 day cure period).While Developer is obligated to pursue entitlements for the Retained Property,failure to negotiate development agreements and obtain residential zoning for the Retained Property is not, by itself, a breach of the Participation Contract, provided Developer used commercially reasonable efforts to satisfy its obligations. Developer and City entered into that certain Procedural Pre-Annexation Agreement,dated June 16,2021,and recorded as Document No. 2021-102467 in the Office of the Pinal County Recorder, and that certain Development Agreement for Superstition Vistas, dated October 28, 2021, and recorded as Document No. 2021-140530 in the Office of the Pinal County Recorder.All of Developer's entitlement obligations have been satisfied. Infrastructure The Participation Contract requires Developer, to use commercially reasonable efforts to complete construction and installation of certain backbone infrastructure to support the first phase of the Auctioned Land(the "Phase 1 Infrastructure") on or before November 4, 2025, subject to extension for up to 90 days under certain circumstances and additional extensions for good cause at the discretion of the ASLD Commissioner.The Phase 1 Infrastructure includes the Public Infrastructure and Other Infrastructure, as defined in the Official Statement; a potable water booster facility that is part of the Other Infrastructure,as defined in the Official Statement;and certain wastewater regional facilities. The Phase 1 Infrastructure will be completed at Developer's sole cost and expense, subject to Developer's right to receive development fees and to finance portions of the Phase I Infrastructure costs. If Developer fails to complete the Phase 1 Infrastructure on or before November 4,2025, subject to extension for up to 90 days under certain circumstances and additional extensions for good cause at the discretion of the ASLD Commissioner,it must deposit$500,000(subject to$50,000 yearly increases)into an escrow account every quarter as security for Developer's performance.Upon completion of the Phase 1 Infrastructure,any amounts in the escrow will be paid to Developer. However, if ASLD terminates this Participation Contract for any reason other than a default by ASLD,any amounts in the escrow will be paid to ASLD.Developer has commenced construction of the Phase 1 Infrastructure described in the Official Statement and Developer currently anticipates that all of the Phase 1 Infrastructure will be completed by the end of 2024. See "THE PUBLIC INFRASTRUCTURE" and "THE OTHER INFRASTRUCTURE". Sales Hurdles The Participation.Contract requires Developer to convey a minimum of 500 lots to one or more Merchant Homebuilders before November 4,2028,and a total of 1,000 lots(including the original 500 lots)by November 4, 2031. If Developer fails to meet these sales requirements,ASLD can terminate the Participation Contract and the Certificate of Purchase(subject to notice and a 90-day cure period).However,ASLD may extend the time periods for Developer to meet its sales hurdles for good cause. Further, if the Phase 1 Infrastructure requirements are complete by the deadlines set forth in the Participation Contract,Developer is not required to meet the sales hurdles described above.Developer's conveyance of a lot with a residence constructed thereon to a residential home buyer constitutes a conveyance for purpose of the sales requirement. Participation Payments In addition to the purchase price for the Auction Land, the Participation Contract requires Developer to pay ASLD 50%of the net project revenues(project revenues less project costs)earned from developing the Auction Land. The payments described in this section are due on March 31, 2022,and each March 31 thereafter.If the net project revenues are not adequate to pay all project costs,Developer must pay such project costs directly, subject to repayment from net project revenues at a later date. Remedies If Developer defaults on its obligations under the Participation Contract (subject to notice and cure periods), including failing to pay any monetary obligation or meet any obligation outlined in the contract,ASLD may seek actual damages, specific performance, or injunctive relief. However, ASLD can only terminate the Participation Contract and the Certificate of Purchase if Developer defaults on its payment obligations, fails to complete required project entitlements, or does not meet the sales requirements summarized above. If the Participation Contract is terminated, any money paid by Developer up to that point will be forfeited. G-2 DISTRICT FEDERAL TAXPAYER I.D. NO. 87-3135989 BOND REGISTRAR, TRANSFER AGENT AND PAYING AGENT CONTRACT FOR BONDS OF SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. 1 This Bond Registrar, Transfer Agent and Paying Agent Contract, dated as of 1, 2023 (this "Contract"), is made and entered into between the SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. I (the "District"), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, Phoenix, Arizona (the "Bank"), and witnesseth as follows: Pursuant to Resolution No. 2023-006 SVCFD NO. I (the "Bond Resolution"), the District will issue its Superstition Vistas Community Facilities District No. I (Apache Junction, Arizona) Assessment District No. I Special Assessment Bonds, Series 2023 (the"Bonds"), in the aggregate principal amount of $ 000. The Board of Directors of the District has determined that the services of a bond registrar, transfer agent and paying agent are necessary and in the best interests of the District. Initially,the Bonds will be issued in book-entry-only form through The Depository Trust Company ("DTC') and, so long as the book-entry-only system (the "Book-Entry-Only System") is in effect,the Bonds will be registered in the name of Cede&Co.,the nominee of DTC. The Bank desires to perform bond registrar, transfer agent and paying agent services during the life of the Bonds. For and in consideration of the mutual promises, covenants, conditions and agreements hereinafter set forth, the parties do agree as follows: 1. Services. The Bank hereby agrees to provide the following services: A. Bond registrar services which shall include, but not be limited to: (1) initially authenticating and verifying the Bonds; (2) keeping registration books sufficient to comply with Section 149 of the Internal Revenue Code of 1986, as amended (the "Code"); (3) recording transfers of ownership of the Bonds promptly as such transfers occur; (4) protecting against double or overissuance; (5) authenticating new Bonds prepared for issuance to transferees of original and subsequent purchasers; (6) informing the District of the need for additional printings of the Bonds should the forms printed prior to initial delivery prove inadequate; and (7) lodging with the District the signatures of the persons authorized and designated from time to time to authenticate the Bonds upon request. B. Transfer agent services which shall include, but not be limited to: (1)receiving and verifying all Bonds tendered for transfer; (2) preparing new Bonds for delivery to transferees and delivering the same either by delivery or by mail, as the case may be; (3) destroying Bonds submitted for transfer; and(4) providing proper information for recordation in the registration books. 68725733 C. Paying agent services which shall include, but not be limited to: (1)providing a billing to the District at least thirty(30) days prior to a Bond interest payment date setting forth the amount of principal and interest due on such date; (2)preparing, executing,wiring or mailing all interest payments to each registered owner of the Bonds on or before the scheduled payment date, and in no event later than the time established by DTC, on the date such payments are due (unless sufficient funds to make such payments have not been received by the Bank); (3) cancelling all matured Bonds upon their surrender; (4)paying, or causing to be paid, all principal and premium,if any, due upon the Bonds as they are properly surrendered therefor to the Bank; (5)preparing a semiannual reconciliation showing all principal and interest paid during the period and providing copies thereof to the District if requested; (6) inventorying all documentation of payments made, including the amount, payee and wire confirmation or imaged information for six(6)years after payment; and(7) making proof of such payments available to the District or any owner or former owner. 2. Record Date. The "Record Date" for the payment of interest will be the close of business on the fifteenth (15th) day of the calendar month (other than a Saturday, a Sunday, or a legal holiday or equivalent (other than a moratorium) for banking institutions generally in the place of payment or in the city where the principal corporate trust office of the Banks is located(a"Business Day"))in the month preceding the applicable interest payment date, or if such day is not a Business Day, the previous Business Day. Normal transfer activities will continue after the Record Date but the interest payments will be mailed to the registered owners of Bonds as shown on the registration books of the Bank on the close of business on the Record Date. Principal(and premium, if any) shall be paid only on surrender of the particular Bond at or after its maturity or prior redemption date, if applicable. 3. Redemption Notices. The Bank agrees to provide certain notices of redemption to the Bond owners as required to be provided by the Bank in,and upon being provided with a copy of, the Bond Resolution of the District approving the issuance, sale and delivery of the Bonds. So long as the Book-Entry-Only System is in effect, the Bank shall send notices of redemption to DTC in the manner required by DTC. If the Book-Entry-Only System is discontinued,the Bank shall mail notice of redemption of any Bond to the registered owner of the Bond or Bonds being redeemed at the address shown on the bond register maintained by the Bank not more than sixty(60) nor less than thirty(30) days prior to the date set for redemption. Notice of redemption may be sent to any securities depository by mail, facsimile transmission, wire transmission or any other means of transmission of the notice generally accepted by the respective securities depository. The failure of DTC or any registered owner of Bonds to receive a notice of redemption, or any defect in a notice of redemption, will not affect the validity of the proceedings for redemption of Bonds as to which proper notice of redemption was given. The Bank also agrees to send notice of any redemption to the Municipal Securities Rulemaking Board (the "MSRB"), currently through the MSRB's Electronic Municipal Market Access system, in the manner required by the MSRB,but no defect in said further notice or record nor any failure to give all or a portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as prescribed above. 2 If the moneys for the payment of the redemption price and accrued interest are not held in separate accounts by the District or a paying agent prior to sending the notice of redemption, such redemption shall be conditional on such moneys being so held on the date set for redemption and if not so held by such date, the redemption shall be cancelled and be of no force and effect. Each redemption notice must contain, at a minimum,the complete official name of the issue with series designation, CUSIP number, certificate numbers, amount of each Bond called (for partial calls), date of issue, interest rate, maturity date, publication date (date of release to the general public,or the date of general mailing of notices to Bond owners and infort-nation services), redemption date,redemption price,redemption agent and the name and address of the place where Bonds are to be tendered, including the name and phone number of the contact person. Such redemption notices may contain a statement that no representation is made as to the accuracy of the CUSIP numbers printed therein or on the Bonds. 4. Issuance and Transfer of Bonds. The Bank will issue the Bonds to registered owners, require the Bonds to be surrendered and cancelled and new Bonds issued upon transfer, and maintain a set of registration books showing the names and addresses of the owners from time to time of the Bonds. The Bank shall promptly record in the registration books all changes in ownership of the Bonds. 5. Payment Deposi . The District will transfer immediately available funds to the Bank no later than one (1)Business Day prior to or, if agreed to by the parties hereto, on the date on which the interest, principal and premium payments (if any) are due on the Bonds, but in no event later than the time established by DTC, on the date such payments are due. The Bank shall not be responsible for payments to Bond owners from any source other than moneys transferred, or caused to be transferred, to it by the District. 6. 'Collateral. The Bank shall collateralize the funds on deposit at the Bank in accordance with A.R.S. §§ 35-323 and 35-491. 7. Turnaround Time. The Bank will comply with the three (3) Business Day turnaround time required by Securities and Exchange Commission Rule 17Ad-2 on routine transfer items. 8. Fee Schedule; Initial Fee. For its services under this Contract,the District will pay the Bank in accordance with the fee schedule set forth in the attached Exhibit A, which is incorporated herein by reference. The fee for the Bank's initial services hereunder and services to be rendered until the end of the District's current fiscal year (2022-2023) and the District's next two fiscal years (2023-2024 and 2024-2025) is $[900].00, and shall be due at the initial delivery of the Bonds and shall be paid from proceeds of the Bonds. Subsequent payments shall be made by the District in accordance with this Contract. 9. Fees for Services in Subsequent Fiscal Years. The Bank will bill the District prior to July 1, 2025, and prior to each July I thereafter. 3 10. Costs and Expenses. The District hereby agrees to pay all reasonable and necessary costs and expenses of the Bank pursuant hereto. If, for any reason, the amounts the District agrees to pay herein may not be paid from the assessments levied for debt service on the Bonds, such costs shall be paid by the District from any funds lawfully available therefor and the District agrees to take all actions necessary to budget for and authorize expenditure of such. amounts. 11. Hold Harmless. The Bank shall indemnify and hold harmless the District, its Chairman and Board members, its Treasurer and all boards,commissions, officials,officers and employees of the District, individually and collectively, for claims determined by a court of competent jurisdiction to have directly resulted from the Bank's failure to perform to its standard of care as herein stated,provided that the District shall be requested to deliver to the Bank written notice of any such claim within thirty (30) calendar days of the District becoming aware of such claim. 12. Standard of Care Required. In the absence of bad faith on its part in the performance of its services under this Contract, the Bank shall not be liable for any lawful action taken or omitted to be taken by it in good faith and believed by it to be authorized hereby or within the rights and powers conferred upon it hereunder, nor for action taken or omitted to be taken by it in good faith and in accordance with advice of counsel, and shall not be liable for any mistakes of fact or errors of judgment or for any actions or omissions of any kind unless caused by its own negligence or willful misconduct. 13. Entire Contract. This Contract and Exhibit A attached hereto contain the entire understanding of the parties with respect to the subject matter hereof, and no waiver, alteration or modification of any of the provisions hereof, shall be binding unless in writing and signed by a duly authorized representative of all parties hereto. 14. Amendment. The Bank and the District each reserve the right to amend any individual service set forth herein or all of the services upon providing a sixty (60) day prior written notice. Any corporation, association or agency into which the Bank may be converted or merged, or with which it may be consolidated, or to which it may sell or transfer its corporate trust business and assets as a whole or substantially as a whole, or any corporation or association resulting from such conversion, sale, merger, consolidation or transfer to which it is a party, ipso facto, shall be and become successor bond registrar, transfer agent and paying agent under this Contract and vested with all of the same rights,powers, discretions, immunities,privileges and all other matters as was its predecessor, without the execution or filing of any instrument or any further act, deed or conveyance on the part of any of the parties hereto, anything herein to the contrary notwithstanding. 15. Resignation or Replacement. The Bank may resign or the District may replace the Bank as bond registrar, transfer agent and paying agent at any time by giving thirty(30) days' written notice of resignation or replacement to the District or to the Bank, as applicable. The resignation shall take effect upon the appointment of a successor bond registrar, transfer agent and paying agent. A successor bond registrar, transfer agent and paying agent will be appointed by the District;provided,that if a successor bond registrar,transfer agent and paying 4 agent is not so appointed within ten (10) days after a notice of resignation is received by the District, the Bank may apply to any court of competent jurisdiction to appoint a successor bond registrar, transfer agent and paying agent. In the event the Bank resigns or is replaced,the District reserves the right to appoint a successor bond registrar, transfer agent and paying agent who may qualify pursuant to A.R.S. § 35-491, et seq., or any subsequent statute pertaining to the registration, transfer and payment of bonds. In such event the provisions hereof with respect to payment by the District shall remain in full force and effect, but the District shall then be authorized to use the funds collected for payment of the costs and expenses of the Bank hereunder, provided that the Bank shall have been paid its fees and expenses due and owing to it,to pay the successor bond registrar, transfer agent and paying agent or as reimbursement if the District acts as bond registrar, transfer agent and paying agent. Any resignation or replacement of the Bank pursuant to this Section shall be without cost to the District. 16. Reports to Arizona Department of Administration. The Bank shall make such reports to the Arizona Department of Administration (or any other party designated to receive such reports pursuant to the applicable laws of the State (as defined herein)) pertaining to the retirement of any Bonds and of all payments of interest thereon, within thirty (30) days of a request therefor, from the Arizona Department of Administration or the District, or the agents of either, to comply with the requirements of the Arizona Department of Administration pursuant to A.R.S. § 35-502. 17. Form of Records. The Bank's records shall be kept in compliance with standards as have been or may be issued from time to time by the Securities and Exchange Commission, the MSRB, the requirements of the Code and any other securities industry standard. The Bank shall retain such records in accordance with the applicable record keeping standard of the Internal Revenue Service. 18. Advice of Counsel and Special Consultants. When the Bank deems it necessary or reasonable, it may apply to Greenberg Traurig, LLP ,or such other law firm or attorney approved by the District, for instructions or advice. Any fees and costs incurred shall be added to the next fiscal year's fees, costs and expenses to be paid to the Bank. 19. Examination of Records. The District, or its duly authorized agents, may examine the records relating to the Bonds at the office of the Bank where such records are kept at reasonable times as agreed upon with the Bank and such records shall be subject to audit from time to time at the request of the District, the Bank or the Auditor General of the State of Arizona(the "State"). 20. Payment of Unclaimed Amounts. In the event any check for payment of interest on a Bond is returned to the Bank unendorsed or is not presented for payment within two (2) years from its payment date, or, if applicable, any Bond is not presented for payment of principal at the maturity or redemption date, if funds sufficient to pay such interest or principal due upon such Bond shall have been made available to the Bank for the benefit of the owner thereof, it shall be the duty of the Bank to hold such funds, without liability for interest thereon, 5 for the benefit of the owner of such Bond who shall thereafter be restricted exclusively to such funds for any claim of whatever nature relating to such Bond or amounts due thereunder. The Bank's obligation to hold such funds shall continue for two (2) years and six (6) months (subject to applicable escheat or unclaimed property law) following the date on which such interest or principal payment became due, whether at maturity or at the date fixed for redemption, or otherwise, at which time the Bank shall surrender such unclaimed funds so held to the District, whereupon any claim of whatever nature by the owner of such.Bond arising under such.Bond shall. be made upon the District and shall be subject to the provisions of applicable law. 21. Invalid Provisions. If any provision hereof is held to be illegal, invalid or unenforceable under present or future Laws,this Contract shall be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a part of this Contract; and the remaining provisions hereof shall remain in full force and effect and shall not be affected by the illegal, invalid or unenforceable provision. 22. Mutilated, Lost or Destroyed Bonds. With respect to Bonds which are mutilated, lost or destroyed,the Bank shall cause to be executed and delivered a new Bond of like date and tenor in exchange and substitution for and upon the cancellation of such mutilated Bond or in lieu of and in substitution for such Bond lost or destroyed,upon the registered owner's paying the reasonable expenses and charges of the Bank and the District in connection therewith and, in the case of any Bond destroyed or lost,filing by the registered owner with the Bank and the District of evidence satisfactory to the Bank and the District that such Bond was destroyed or lost, and furnishing the Bank and the District with a sufficient indemnity bond satisfactory to the Bank and the District pursuant to A.R.S. § 47-8405. 23. Conflict of Interest. Each party gives notice to the other parties that A.R.S. § 38-511 provides that the State, its political subdivisions or any department or agency of either,may within three (3) years after its execution cancel any contract without penalty or further obligation made by the State, its political subdivisions or any of the departments or agencies of either, if any person significantly involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the State, its political subdivisions or any of the departments or agencies of either, is at any time while the contract or any extension of the contract is in effect, an employee or agent of any other party to the contract in any capacity or a consultant to any other party to the contract with respect to the subject matter of the contract. 24. Covenants. The District has agreed in the Bond Resolution to take all necessary actions required to preserve the tax-exempt status of the Bonds,including the calculation of amounts of arbitrage rebate which may be due and owing to the United States of America. The calculation of such rebate amount may be performed by an individual or firm qualified to perform such calculations and who or which may be selected and paid by the District. If the District does not retain a consultant to do the required calculations concerning arbitrage rebate and if, in the sole discretion of the District, a rebate calculation is required to permit interest on the Bonds to be and remain exempt from gross income for federal income tax purposes, the District may include, in addition to all other bills payable under this Contract, the costs and expenses and fees of an arbitrage rebate consultant. The District may contract with a consultant to perform such arbitrage calculations as are necessary to meet the requirements of the Code. All fees, costs and expenses 6 so paid may be deducted from moneys of the District or from assessment levies made to pay the interest on the Bonds. Such costs, fees and expenses shall be considered as interest payable on the Bonds. This Contract shall be full authority to the District to cause to be levied and collected such amounts as may be necessary to make all rebates to the United States of America. 25. Arbitrage Rebate Expenses. Except for the initial fiscal year's costs and expenses, all costs and expenses incurred with respect to services for registration, transfer and payment of the Bonds and, if applicable, for costs and expenses in connection with the calculation of arbitrage rebate shall be treated as interest on the Bonds and the District agrees to include the same in the assessments levied for interest debt service during each of the ensuing fiscal years. 26. Waiver of Trial by Jury. Each party hereto hereby agrees not to elect a trial by jury of any issue triable of right by jury, and waives any right to trial by jury fully to the extent that any such right shall now or hereafter exist with regard to this Contract, or any claim, counterclaim or other action arising in connection herewith. This waiver of right to trial by jury is given knowingly and voluntarily by each party, and is intended to encompass individually each instance and each issue as to which the right to a trial by jury would otherwise accrue. 27. Governing Law. This Contract is governed by the laws of the State. 28. Transfer Expenses. The transferor of any Bond will be responsible for all fees and costs relating to such transfer of ownership of the Bond. 29. E-verify Requirements. To the extent applicable under A.R.S. § 41-4401, the Bank and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and compliance with the E-verify requirements under A.R.S. § 23-214(A). The Bank's, or its subcontractors', breach of the above-mentioned warranty shall be deemed a material breach of this Contract and may result in the termination of this Contract by the District. The District retains the legal right to randomly inspect the papers and records of the Bank and its subcontractors who work on this Contract to ensure that the Bank and its subcontractors are complying with the above-mentioned warranty. The Bank and its subcontractors warrant to keep the papers and records open for random inspection by the City during normal business hours.The Bank and its subcontractors shall cooperate with the City's random inspections including granting the City entry rights onto their property to perform the random inspections and waiving their respective rights to keep such papers and records confidential. 30. Electronic Storage. The parties hereto agree that the transactions described herein may be conducted and related documents may be stored by electronic means. Copies, telecopies, facsimiles, electronic files and other reproduction of original executed documents shall be deemed to be authentic and valid counterparts of such original documents for all purposes, including the filing of any claim, action or suit in the appropriate court of law. 31. No Boycott of Israel. To the extent applicable, pursuant to A.R.S. § 35- 393 et seq., the Bank hereby certifies it is not currently engaged in, and for the duration of this 7 Contract will not engage in, a boycott of Israel. The term "boycott"has the meaning set forth in A.R.S. § 35-393. 32. No Forced Labor of Ethnic Uyghurs. To the extent applicable under A.R.S. § 35-394, the Bank hereby certifies it does not currently, and for the duration of this Contract shall not use: (i) the forced labor of ethnic Uyghurs in the People's Republic of China, (ii) any goods or services produced by the forced labor of ethnic Uyghurs in the People's Republic of China, and (iii) any contractors, subcontractors or suppliers that use the forced labor or any goods or services produced by the forced labor of ethnic Uyghurs in the People's Republic of China. The foregoing certifications are made to the best knowledge of the Bank without any current independent investigation or without any future independent investigation for the duration of this Contract. If the Bank becomes aware during the duration of this Contract that it is not in compliance with such certification,the Bank shall take such actions as provided by law, including providing the required notice to the District. If the District determines that the Bank is not in compliance with the foregoing certification and has not taken remedial action, such failure to comply with the certifications in this section shall be deemed a material breach of this Contract and may result in the termination of this Contract by the District. 33. Counterparts. This Contract may be executed in several counterparts, each of which shall be regarded as an original(with the same effect as if the signatures thereto and hereto were upon the same document) and all of which together shall constitute one and the same instrument. 34. Electronic Signatures. The electronic signature of this Contract shall be as valid as an original signature to bind such party to this Contract. For purposes hereof. (i) "electronic signature" means a manually signed original signature or a replicated signature furnished by signature procurement software that is then transmitted by electronic means; and (ii) "transmitted by electronic means"means sent in the form of a facsimile or sent via the internet as a portable document format("pdf') or other replicating image attached to an electronic mail or internet message. [Signature Page to Follow] 8 This Contract is dated and effective as of 1, 2023. SUPERSTITION VISTAS COMMUNITY FACILITIES DISTRICT NO. I By Chairman, Board of Directors ATTEST: District Clerk U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Bank By Authorized Representative Attach as Exhibit A the fee schedule of the Bank. [Signature Page to Bond Registrar, Transfer Agent and Paying Agent Contract] SUPERSTITION VISTAS CFD NO 1 . ROLL CALL DATE: �/ °?-� TIME: U YES I EXCUSED NO CHAIRPERSON WILSON VICE CHAIRPERSON SCHROEDER BOARDMEMBER CROSS ✓ BOARDMEMBER HECK ✓ BOARDMEMBERJOHNSON V BOARDMEMBER NESSER (/ BOARDMEMBER SOLLER District Manager Bryant Powell r✓ Assistant District Manager Matt Busby �✓ District Clerk Jennifer Pena Deputy District Clerk Evie McKinney District Attorney Joel Stern District Director Mike Loggins District Treasurer Leslie DeReche District Administrative Assistant Rita Vineyard District Billing Supervisor Stacey Ramirez District Controller Connie Chow Utility Director Ted Wolff District Project Manager Charles Briggs Public Information Officer AI Bravo Finance Kimberly Heldt S:\Templates&Forms\Roll Call-SVCFD NO 2-Attendance.doc SUPERSTION VISTAS CFD NO 1. VOTE - ROLL CALL NOTES: .122 ITEM # g-3 MEETING OF MOTION BY: Sr k Fo-C,6ey SECONDED BY: y\A''e"2 YES NO ABSTAINED BOARD MEMBERS: BOARDMEMBER SOLLER VICE CHAIRPERSON SCHROEDER BOARDMEMBER NESSER BOARDMEMBER CROSS BOARDMEMBER HECK BOARDMEMBER JOHNSON 1/ CHAIRPERSON WILSON TOTAL UNANIMOUS IN FAVOR OPPOSED ABSTAINED TOTAL Vote sheet 1 s:\templates&forms\vote call -svcfd no 1.docx SUPERSTION VISTAS CFD NO 1. VOTE - ROLL CALL NOTES: 'S \-Ga.�• �ccc��,� 2 3—2 L 3 ,?3- ivy 0�.� . ITEM # MEETING OF �l �/ ��2- MOTION BY: COS S SECONDED BY: S((40, YES NO ABSTAINED BOARD MEMBERS: BOARDMEMBER NESSER BOARDMEMBER JOHNSON BOARDMEMBER CROSS BOARDMEMBER HECK BOARDMEMBER SOLLER VICE CHAIRPERSON SCHROEDER ✓ CHAIRPERSON WILSON TOTAL UNANIMOUS IN FAVOR OPPOSED ABSTAINED TOTAL Vote sheet 2 s:\templates&forms\vote call -svcfd no 1.docx SUPERSTION VISTAS CFD NO 1. VOTE - ROLL CALL NOTES: e .QS 73 -' 0O Qj: !atA ITEM # MEETING OF 20-2 3 MOTION BY: So �I-er SECONDED BY: 1)+eSSt �Z YES NO ABSTAINED BOARD MEMBERS: BOARDMEMBER HECK ✓ BOARDMEMBER CROSS lI VICE CHAIRPERSON SCHROEDER BOARDMEMBER NESSER BOARDMEMBER JOHNSON BOARDMEMBER SOLLER CHAIRPERSON WILSON TOTAL UNANIMOUS IN FAVOR OPPOSED ABSTAINED TOTAL Vote sheet 4 s:\templates&forms\vote call -svcfd no 1.docx SUPERSTION VISTAS CFD NO 1. VOTE - ROLL CALL NOTES: a 3 - 3 -,2,q-1 e 14 C SS ,,ov-v5 G I�aQ lC. OAvv�,�t4.4 arooai�c�na -40 ITEM #�p a a q MEETING OF MOTION BY: ��p/y,� SECONDED BY: CASs YES NO ABSTAINED BOARD MEMBERS: BOARDMEMBER CROSS ✓ BOARDIVIEMBER HECK BOARDMEMBER JOHNSON ✓ VICE CHAIRPERSON SCHROEDER BOARDMEMBER NESSER BOARDMEMBER SOLLER CHAIRPERSON WILSON TOTAL UNANIMOUS IN FAVOR OPPOSED ABSTAINED TOTAL Vote sheet 5 s:\templates&forms\vote call -svcfd no 1.docx SUPERSTION VISTAS .CFD NO 1. VOTE - ROLL CALL NOTES: ITEM # 'a ��o MEETING OF MOTION BY: SECONDED BY: YES NO ABSTAINED BOARD MEMBERS: BOARDMEMBER CROSS ✓ BOARDMEMBER NESSER BOARDMEMBER SOLLER BOARDMEMBER JOHNSON ✓ VICE CHAIRPERSON SCHROEDER BOARDMEMBER HECK CHAIRPERSON WILSON v TOTAL UNANIMOUS IN FAVOR OPPOSED ABSTAINED TOTAL Vote sheet 3 s:\templates &forms\vote call -svcfd no 1.docx