Festival Ranch CFD GO 2025 - Bond Purchase Agreement(708706120.1)(6518146.1).docx

DRAFT
04/21/25
708706120
$____,000
FESTIVAL RANCH COMMUNITY FACILITIES DISTRICT
(CITY OF BUCKEYE, ARIZONA)
GENERAL OBLIGATION BONDS, SERIES 2025
BOND PURCHASE AGREEMENT
__________, 2025
Board of Directors
Festival Ranch Community Facilities District
    (City of Buckeye, Arizona)
c/o City of Buckeye, Arizona
530 East Monroe Avenue
Buckeye, Arizona 85326
Attention:  District Manager
Ladies and Gentlemen:
The undersigned Stifel, Nicolaus & Company, Incorporated (the “Underwriter”) hereby 
offers to enter into this Bond Purchase Agreement (this “Purchase Agreement”) with Festival 
Ranch Community Facilities District (City of Buckeye, Arizona) (the “Issuer”), a community 
facilities district duly organized and validly existing under and pursuant to the laws of the State of 
Arizona (the “State” or “Arizona”), whereby the Underwriter will purchase and the Issuer will sell 
the Bonds (as defined herein).  The Underwriter is making this offer subject to the acceptance by 
the Issuer at or before 11:59 P.M., Arizona Time, on the date hereof.  If the Issuer accepts this 
Purchase Agreement, this Purchase Agreement shall be in full force and effect in accordance with 
its terms and shall bind both the Issuer and the Underwriter.  The Underwriter may withdraw this 
Purchase Agreement upon written notice delivered by the Underwriter to the Issuer at any time 
before the Issuer accepts this Purchase Agreement.
In addition to acceptance of this Purchase Agreement by the Issuer as provided 
hereinabove, the obligations of the Underwriter and the Issuer under this Purchase Agreement shall 
be conditioned on the execution and delivery of the Indemnity Letter, dated the date hereof (the 
“Indemnity Letter”), by Pulte Home Company, LLC (the “Developer”), attached as the 
Attachment hereto.

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1.
PURCHASE AND SALE.
(a)
Upon the terms and conditions and in reliance upon the representations, 
warranties and agreements herein set forth, 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 $____,000 aggregate principal amount of “Festival Ranch Community Facilities District
(City of Buckeye, Arizona) General Obligation Bonds, Series 2025” (the “Bonds”), at the purchase 
price of $__________, (which represents the aggregate of the principal amount of the Bonds of 
$____,000, [plus net original issue premium of $__________] [less net original issue discount of 
$__________], and less an Underwriter’s discount of $__________ (paid from amounts 
contributed by the Developer)). For convenience, the Underwriter shall pay by the Closing (as 
defined herein), on behalf of the Issuer, $__________ from the proceeds of the Bonds to the Insurer 
(as defined herein) as payment of the premium for the Policy (as defined herein).  The Underwriter 
intends to make an initial bona fide public offering of the Bonds at a price or prices (or at a yield 
or yields) described in the Schedule attached hereto; provided, however, the Underwriter reserves 
the right to change such initial public offering prices (or yields) as the Underwriter deems 
necessary or desirable, in its sole discretion, in connection with the marketing of the Bonds (but in 
all cases subject to the requirements of Section 4 hereof), and may offer and sell the Bonds to 
certain dealers, unit investment trusts and money market funds, certain of which may be sponsored 
or managed by the Underwriter at prices lower than the public offering prices (or yields greater 
than the yields) set forth therein (but in all cases subject to the requirements of Section 4 hereof).  
(b)
The Issuer acknowledges and agrees that with respect to the transaction 
contemplated hereby: (i) the Underwriter is not acting as a municipal advisor within the meaning 
of Section 15B of the Securities Exchange Act of 1934, as amended (the “Exchange Act”); (ii) the 
primary role of the Underwriter, as underwriter, is to purchase securities, for resale to investors, in 
an arm’s length commercial transaction between the Issuer and the Underwriter and the 
Underwriter has financial and other interests that differ from those of the Issuer; (iii) the 
Underwriter is acting solely as a principal and 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 
(irrespective of whether the Underwriter has provided other services or is currently providing other 
services to the Issuer on other matters); (iv) the only obligations the Underwriter has to the Issuer 
expressly are set forth in this Purchase Agreement; and (v) the Issuer has consulted its own 
financial and/or municipal, legal, accounting, tax and other advisors, as applicable, to the extent it 
has deemed appropriate.
2.
DESCRIPTION AND PURPOSE OF THE BONDS.  
(a)
The Bonds have been authorized pursuant to Title 48, Chapter 4, Article 6, 
Arizona Revised Statutes (the “Act”) and a resolution adopted by the Board of Directors of the 
Issuer on May 20, 2025 (the “Bond Resolution”).  The Bonds shall be dated the date of delivery.  
The Bonds shall be issued and secured under and pursuant to the Bond Resolution.
(b)
The proceeds of the sale of the Bonds will be used to (i) acquire the public 
infrastructure described in the Feasibility Report related to the Bonds, and (ii) pay certain costs of 
issuance associated with the Bonds, including the premium for the Policy.

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(c)
The Bonds will be secured under the provisions of the Act and the Bond 
Resolution.  The Bonds shall mature in the years, bear interest, produce the yields or prices and be 
subject to redemption at the times and in the amounts, all as set forth in the Schedule attached
hereto.
3.
DELIVERY OF THE OFFICIAL STATEMENT AND OTHER DOCUMENTS.  
(a)
The Issuer has approved and delivered or caused to be delivered to the 
Underwriter copies of the Preliminary Official Statement, dated __________, 2025, which, 
including the cover page, the inside front cover page and all appendices thereto, is herein referred 
to as the “Preliminary Official Statement.”  It is acknowledged by the Issuer that the Underwriter 
may deliver the Preliminary Official Statement and a final Official Statement (as defined herein) 
electronically over the internet and in printed paper form.  The Issuer deems the Preliminary 
Official Statement final as of its date and as of the date hereof for purposes of Rule 15c2-12 
promulgated under the Exchange Act (“Rule 15c2-12”), except for any information which is 
permitted to be omitted therefrom in accordance with paragraph (b)(1) of Rule 15c2-12.
(b)
Within seven (7) business days from the date hereof, and in any event not 
later than the Closing Date (as defined herein), the Issuer shall deliver to the Underwriter a final 
Official Statement relating to the Bonds dated the date hereof (such Official Statement, including 
the cover page, the inside front cover page and all appendices attached thereto, together with all 
information previously permitted to have been omitted by Rule 15c2-12 and any amendments or 
supplements and statements incorporated by reference therein or attached thereto, as have been 
approved by the Issuer, Bond Counsel (as defined herein) and the Underwriter, is referred to herein 
as the “Official Statement”) and such additional conformed copies thereof as the Underwriter may 
reasonably request in sufficient quantities to comply with Rule 15c2-12, rules of the Municipal 
Securities Rulemaking Board (the “MSRB”) and to meet potential customer requests for copies of 
the Official Statement.    The Underwriter agrees to file a copy of the Official Statement, including 
any amendments or supplements thereto prepared by the Issuer, with the MSRB on its Electronic 
Municipal Market Access system, if required by MSRB Rule G-32.  The Official Statement shall 
be executed by and on behalf of the Issuer by an authorized officer of the Issuer.  The Official 
Statement shall be in substantially the same form as the Preliminary Official Statement and, other 
than information previously permitted to have been omitted by Rule 15c2-12, the Issuer shall only 
make such other additions, deletions and revisions in the Official Statement which are approved 
by the Underwriter.  The Issuer hereby agrees to deliver to the Underwriter an electronic copy of 
the Official Statement in a form that permits the Underwriter to satisfy its obligations under the 
rules and regulations of the MSRB and the U.S. Securities and Exchange Commission (the “SEC”) 
including in a word-searchable portable document format (“pdf”) including any amendments 
thereto.  The Issuer hereby ratifies, confirms and consents to and approves the use and distribution 
by the Underwriter before the date hereof of the Preliminary Official Statement and hereby 
authorizes and consents to the use by the Underwriter of the Official Statement in connection with 
the public offering and sale of the Bonds.
(c)
In order to assist the Underwriter in complying with Rule 15c2-12, the 
Issuer will undertake, pursuant to the Continuing Disclosure Undertaking, to be dated the Closing 
Date (the “Undertaking”), of the Issuer, to provide annual financial information and notices of the 
occurrence of specified events.  A description of the Undertaking is set forth in, and a form of such

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undertaking is attached as APPENDIX __ - “FORM OF CONTINUING DISCLOSURE 
UNDERTAKING” to, the Preliminary Official Statement and the Official Statement.
4.
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 at Closing an “issue price” or similar 
certificate, substantially in the form of Exhibit A attached hereto, together with the supporting 
pricing wires or equivalent communications, with such modifications as may be deemed 
appropriate or necessary, in the reasonable judgment of the Underwriter, the Issuer and 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 
identified herein and any notice or report to be provided to the Issuer may be provided to the 
Issuer’s municipal advisor.
(b)
[Except for the maturities set forth in the Schedule attached hereto,] the 
Issuer represents that it 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 Purchase Agreement, the Underwriter shall report to the Issuer the price or prices 
at which the Underwriter has sold to the public each maturity of Bonds.  [If at that time the 10% 
test has not been satisfied as to any maturity of the Bonds, the Underwriter agrees to promptly 
report to the Issuer the prices at which Bonds of that maturity have been sold by the Underwriter 
to the public.  That reporting obligation shall continue, whether or not the Closing Date has 
occurred, until either (i) all Bonds of that maturity have been sold 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 
Underwriter, 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 the Underwriter has offered the Bonds to the 
public on or before the date of this Purchase Agreement at the offering price or prices (the “initial 
offering price”), or at the corresponding yield or yields, set forth in the Schedule attached hereto, 
except as otherwise set forth therein.  The Schedule attached hereto also sets forth, as of the date 
of this Purchase Agreement, the maturities, if any, of the Bonds for which the 10% Test has not 
been satisfied and for which the Issuer and the Underwriter agrees 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 day after the sale date; or

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(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.
[(c)][(d)]
The Underwriter confirms that:
(i)
any selling group agreement and each 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 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 otherwise upon request of 
the Underwriter, and (ii) to comply with the hold-the-
offering-price rule, if applicable, in each case 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

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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 otherwise upon request of the Underwriter or 
dealer and (B) comply with the hold-the-offering-price rule, if 
applicable, in each case if and for so long as directed by the 
Underwriter or the dealer and as set forth in the related pricing wires.
[(d)][(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, 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.
[(e)][(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 to an underwriter,
(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 party 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) at least 50% common ownership of the voting

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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 Purchase Agreement 
by all parties.
[[(f)/(g)]  Notwithstanding anything herein to the contrary, any reporting obligation 
with respect to maturities subject to the hold-the-offering-price rule will terminate at the end of 
the Holding Period (as defined in the form of Issue Price Certificate attached as Exhibit A hereto) 
even if such date is prior to the Closing Date.]
5.
ISSUER’S REPRESENTATIONS.  The Issuer represents to and agrees with the 
Underwriter that:
(a)
The Issuer is duly organized and validly existing, with full legal right, power 
and authority to issue, sell and deliver the Bonds to the Underwriter pursuant to the Bond 
Resolution and the Act, and execute, deliver and perform its obligations, as the case may be, under 
this Purchase Agreement, the Undertaking, the Bond Registrar, Transfer Agent and Paying Agent 
Contract with respect to the Bonds, to be dated as of ________ 1, 2025 (the “Bond Registrar and 
Paying Agent Agreement”), by and between the Issuer and ______________ (the “Paying 
Agent”), as such agent, (collectively, the “Issuer Documents”), and the Bonds, and to perform and 
consummate all obligations and transactions required or contemplated by each of the Issuer 
Documents and the Official Statement. 
(b)
The Bond Resolution approving and authorizing the execution and delivery 
by the Issuer of the Issuer Documents and the offering, sale and issuance of the Bonds upon the 
terms set forth herein and in the Official Statement, was duly adopted at a meeting of the Board of 
Directors of the Issuer called and held pursuant to law and with all public notice required by law 
and at which a quorum was present and acting throughout, and is in full force and effect and has 
not been amended or repealed. 
(c) 
The Bonds conform to the description thereof contained in the Preliminary 
Official Statement and the Official Statement, and the Bonds, when duly issued and authenticated 
in accordance with the Bond Resolution and delivered to the Underwriter as provided herein, will 
be validly issued and outstanding obligations of the Issuer, entitled to the benefits of the Bond 
Resolution and payable from the sources therein specified.
(d) 
The Issuer has executed and delivered, or will execute and deliver on or 
before the Closing Date, each of the Issuer Documents.  Each of the Issuer Documents constitutes,

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or will, as of the Closing Date, constitute, a legal, valid and binding obligation of the Issuer 
enforceable in accordance with its terms, except as the enforceability thereof may be limited by 
application of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting 
creditors’ rights generally from time to time in effect and from the application of general principles 
of equity and from public policy limitations on the exercise of any rights to indemnification and 
contribution (collectively, “Creditors’ Rights Laws”).  Each of the Issuer Documents has been 
executed and delivered, or will be executed and delivered on or before the Closing Date, by each 
respective signatory and is currently in full force and effect or, as of the Closing Date, will be in 
full force and effect.
(e) 
The Issuer is not in any material respect in breach of or default under any 
constitutional provision, law or administrative regulation of the State or of the United States or 
any agency or instrumentality of either, or of any other governmental agency, or any Material 
Judgment or Agreement (as defined herein), and no event has occurred and is continuing which 
with the passage of time or the giving of notice, or both, would constitute a default or event of 
default under any Material Judgment or Agreement; and the adoption of the Bond Resolution, the 
sale, issuance and delivery of the Bonds, and the execution and delivery of the Issuer Documents 
and compliance with and performance of the Issuer’s obligations therein and herein will not in any 
material respect conflict with, violate or result in a breach of or constitute a default under, any such 
constitutional provision, law, administrative regulation or any Material Judgment or Agreement, 
nor will 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 (except as described in or contemplated by the Issuer 
Documents and the Official Statement) or under the terms of any such law, administrative 
regulation or Material Judgment or Agreement.  As used herein, the term “Material Judgment or 
Agreement” means any judgment or decree or any loan agreement, indenture, bond, note or 
resolution or any material agreement or other instrument to which the Issuer is a party or to which 
the Issuer or any of its property or assets is otherwise subject (including, without limitation, the 
Act, the Bond Resolution and the Issuer Documents).
(f) 
All approvals, consents and orders of any governmental authority, board, 
agency, council, commission or other body having jurisdiction (including with respect to the 
requirements of Section 35-501(B), Arizona Revised Statutes) which would constitute a condition 
precedent to, or the absence of which would materially adversely affect, the performance by the 
Issuer of its obligations hereunder and under the Issuer Documents have been obtained; provided, 
that the Issuer makes no representations as to any approvals, consents or other actions which may 
be necessary to qualify the Bonds for offer and sale under Blue Sky or other state securities laws 
or regulations.  
(g) 
Any certificates executed by any officer of the Issuer and delivered to the 
Underwriter pursuant hereto or in connection herewith shall be deemed a representation and 
warranty of the Issuer as to the accuracy of the statements therein made and as to the authority of 
the representative to deliver such certificates and make such representation.
(h) 
Between the date hereof and the time of the Closing and to the extent it may 
legally agree to do so pursuant to applicable law, the Issuer shall not, without the prior written 
consent of the Underwriter, offer or issue in any material amount any bonds, notes or other

9
obligations for borrowed money, or incur any material liabilities, direct or contingent, except in 
the course of normal business operations of the Issuer or except for such borrowings as may be 
described in or contemplated by the Official Statement.
(i) 
The financial statements of the Issuer as of June 30, 2024, fairly represent 
the receipts, expenditures, assets, liabilities and cash balances of such amounts and, insofar as 
presented, other funds of the Issuer as of the dates and for the periods therein set forth.  Except as 
disclosed in the Official Statement or otherwise disclosed in writing to the Underwriter, there has 
not been any materially adverse change in the financial condition of the Issuer or in its operations 
since June 30, 2024, and there has been no occurrence, circumstance or combination thereof which 
is reasonably expected to result in any such materially adverse change.
(j) 
Except for information which is permitted to be omitted pursuant to 
Rule 15c2-12, the information contained in the Preliminary Official Statement (excluding 
therefrom any information regarding DTC (as defined herein) or the Insurer and the information 
under the heading “UNDERWRITING,” as to which no representations or warranties are made), 
as of its date and as of the date hereof was and is true and correct in all material respects and did 
not and does not contain any untrue or misleading statement of a material fact or omit to state any 
material fact necessary to make the statements therein, in the light of the circumstances under 
which they were made, not misleading.
(k) 
The Official Statement is, as of its date and at all times after the date of the 
Official Statement (excluding therefrom any information regarding DTC or the Insurer and the 
information under the heading “UNDERWRITING,” as to which no representations or warranties 
are made) up to and including the Closing Date will be, true and correct in all material respects 
and will not contain any untrue or misleading statement of a material fact or omit to state any 
material fact necessary to make the statements therein, in the light of the circumstances under 
which they were made, not misleading.
(l) 
If the Official Statement is supplemented or amended, at the time of each 
supplement or amendment thereto and (unless subsequently again supplemented or amended) at 
all times subsequent thereto up to and including that date that is 25 days from the “end of the 
underwriting period” as defined in Rule 15c2-12 (unless the Underwriter notifies the Issuer by the 
Closing Date of an unsold balance, in which case the “underwriting period” shall be deemed to 
end on the Closing Date), the Official Statement as so supplemented or amended will be true and 
correct in all material respects and will not contain any untrue statement of a material fact or omit 
to state a material fact necessary to make the statements therein, in the light of the circumstances 
under which they were made, not misleading.
(m) 
If between the date of the Official Statement and the Closing any event shall 
occur which might or would cause the information contained in 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 necessary to make the statements therein, in light of the circumstances under which 
they were made, not misleading, the Issuer shall notify the Underwriter thereof, and if, in the 
opinion of the Underwriter, such event requires the preparation and publication of a supplement 
or amendment to the Official Statement, the Issuer shall promptly (and in any event before the 
Closing) prepare and furnish (at the expense of the Issuer) a reasonable number of copies of an

10
amendment of or supplement to the Official Statement in form and substance satisfactory to the 
Underwriter.
(n)
Except as described in the Preliminary Official Statement and Official 
Statement, no litigation, proceeding or official investigation of any governmental or judicial body 
is pending against the Issuer or against any other party of which the Issuer has notice or, to the 
knowledge of the Issuer, threatened against the Issuer: (i) seeking to restrain or enjoin the sale, 
issuance or delivery of any of the Bonds, or the payment or collection of any amounts pledged or 
to be pledged to pay the principal of and interest on the Bonds; (ii) in any way contesting or 
affecting any authority for the issuance of the Bonds or the validity or binding effect of any of the 
Issuer Documents; (iii) which is in any way contesting the creation, existence, powers or 
jurisdiction of the Issuer or the validity or effect of the Bond Resolution or the Act or any provision 
thereof or the application of the proceeds of the Bonds; (iv) contesting in any way the completeness 
or accuracy of the Preliminary Official Statement or the Official Statement or any supplement or 
amendment thereto; or (v) which, if adversely determined, could materially adversely affect the 
financial position or operating condition of the Issuer or the transactions contemplated by the 
Preliminary Official Statement and Official Statement or any of the Issuer Documents.  The Issuer 
shall advise the Underwriter promptly of the institution of any proceedings known to it by any 
governmental agency prohibiting or otherwise affecting the use of the Preliminary Official 
Statement or the Official Statement in connection with the offering, sale or distribution of the 
Bonds.
(o)
Except as described in the Official Statement, during the last five years, the 
Issuer has not failed to materially comply with any previous undertaking relating to continuing 
disclosure of information pursuant to Rule 15c2-12.
(p)
Except as described in the Official Statement, the Issuer, to the best of its 
knowledge, has never been and is not in default in the payment of principal of, premium, if any, 
or interest on, or otherwise is not nor has it been in default with respect to, any bonds, notes, or 
other obligations which it has issued, assumed or guaranteed as to payment of principal, premium, 
if any, or interest.  
All representations, warranties and agreements of the Issuer shall remain operative and in full force 
and effect, regardless of any investigations made by the Underwriter or on the Underwriter’s 
behalf, and shall survive the delivery of the Bonds.
6.
UNDERWRITER’S REPRESENTATIONS. The Underwriter represents to and agrees 
with the Issuer that the Underwriter and its parent company, wholly or majority-owned 
subsidiaries, and other affiliates, if any, are not currently engaged in, or for the duration of this 
Purchase Agreement will not engage in, a boycott of goods or services from the State of Israel; 
companies doing business in or with the State of Israel or authorized by, licensed by, or organized 
under the laws of the State of Israel; or persons or entities doing business in the State of Israel.  
The Underwriter understands that “boycott” means refusing to deal with, terminating business 
activities with, or otherwise taking any action that is intended to penalize, inflict economic harm 
on, or limit commercial relations, but does not include an action made for ordinary business

11
purposes.
7.
CLOSING.  The date of the payment for and delivery of the Bonds (such payment 
and delivery and the other actions contemplated hereby to take place at the time of such payment 
and delivery of the Bonds herein sometimes called the “Closing”) shall be at 8:00 A.M., Arizona 
Time, on _________, 2025, or at such other time or date as the Underwriter and the Issuer may 
mutually agree upon as the date and time of the Closing (the “Closing Date”), the Issuer will deliver 
or cause to be delivered to the Underwriter, at the offices of Gust Rosenfeld P.L.C. (“Bond
Counsel”), or at such other place as the Underwriter and the Issuer may mutually agree upon, the 
Bonds, through the facilities of The Depository Trust Company, New York, New York (“DTC”), 
duly executed and authenticated, and the other documents specified in Section 8.  At the Closing, 
(i) upon satisfaction of the conditions herein specified, the Underwriter shall accept the delivery 
of the Bonds, and pay the Purchase Price therefor in federal funds, and (ii) the Issuer shall deliver 
or cause to be delivered the Bonds to the Underwriter through the facilities of DTC in definitive 
or temporary form, duly executed by the Issuer and in the authorized denominations as specified 
by the Underwriter at the Closing and the Issuer shall deliver the other documents hereinafter 
mentioned.  The Bonds shall be made available to the Underwriter at least one (1) business day 
before the Closing Date for purposes of inspection.
8.
CONDITIONS PRECEDENT.
The Underwriter has entered into this Purchase 
Agreement in reliance upon the representations and agreements of the Issuer contained herein and 
of the Developer contained in the Indemnity Letter and the performance by the Issuer of its 
obligations hereunder and of the Developer pursuant to the Indemnity Letter, both as of the date 
hereof and as of the Closing Date. The Underwriter’s obligations under this Purchase Agreement 
are and shall be subject to the following additional conditions: 
(a)
The representations and agreements of the Issuer contained herein and of 
the Developer contained in the Indemnity Letter shall be true, complete and correct in all material 
respects on the date of acceptance hereof and on and as of the Closing Date.
(b)
At the time of the Closing, the Official Statement, the Bond Resolution, the 
Bonds and the Issuer Documents shall be in full force and effect and shall not have been amended, 
modified or supplemented except as may have been agreed to in writing by the Underwriter.
(c)
The Issuer shall perform or have performed all of its obligations required 
under or specified in the Bond Resolution, the Bonds, the Issuer Documents and the Official 
Statement to be performed at or prior to the Closing.
(d)
The Issuer shall have delivered to the Underwriter the Official Statement by 
the time, and in the numbers, required by Section 3 of this Purchase Agreement.
(e)
As of the date hereof and at the time of Closing, all necessary official action 
of the Issuer relating to the Bonds, the Issuer Documents and the Official Statement shall have 
been taken and shall be in full force and effect and shall not have been amended, modified or 
supplemented in any material respect.

12
(f)
After the date hereof, up to and including the time of the Closing, there shall 
not have occurred any change in or particularly affecting the Issuer, the Act, the Bond Resolution, 
the Bonds or the Issuer Documents as the foregoing matters are described in the Preliminary 
Official Statement and the Official Statement, which in the reasonable professional judgment of 
the Underwriter materially impairs the investment quality of the Bonds.
(g)
At or prior to the Closing, the Underwriter shall receive the transcript of 
proceedings of the Issuer relating to the issuance of the Bonds, including, but not limited to, the 
following documents (in each case with only such changes as the Underwriter shall approve):
(i)
The approving opinion of Bond Counsel relating to the Bonds, dated 
the Closing Date, substantially in the form attached as Appendix __ 
to the Official Statement, and, if not otherwise directly addressed to 
the Underwriter, a reliance letter with respect thereto addressed to 
the Underwriter;
(ii)
The supplemental opinion of Bond Counsel, addressed to the 
Underwriter, dated the Closing Date, and substantially in the form 
of Exhibit B attached hereto;
(iii)
The opinion of Berens Blonstein PLC, counsel to the Developer,
addressed to the Issuer and the Underwriter, dated the Closing Date, 
and substantially in the form of Exhibit C attached hereto.
(iv)
The opinion of Greenberg Traurig, LLP, counsel to the Underwriter, 
dated the date of the Closing and addressed to the Underwriter, and 
covering such matters as the Underwriter may reasonably request;
(v)
A certificate, dated the Closing Date, signed by authorized 
representatives of the Issuer to the effect that: (a) the representations 
and agreements of the Issuer contained herein are true and correct in 
all material respects as of the date of the Closing; (b) the Bonds 
and the Issuer Documents have been duly authorized and executed 
and are in full force and effect; (c) except as described in the 
Preliminary Official Statement and the Official Statement, no 
litigation is pending or, to his or her knowledge, threatened 
(i) seeking to restrain or enjoin the issuance or delivery of the Bonds, 
(ii) in any way contesting or affecting any authority for the issuance 
of the Bonds or the validity of the Bonds, the Bond Resolution or 
any Issuer Document or the levy, collection and pledge of ad 
valorem property taxes as described in the Bond Resolution imposed 
and levied or to be imposed and levied to pay debt service with 
respect to the Bonds, or the imposition thereof, (iii) in any way 
contesting the creation, existence or powers of the Issuer or the 
validity or effect of the Act or any provision thereof or the 
application of the proceeds of the Bonds, or (iv) which, if adversely 
determined, could materially adversely affect the financial position

13
or operating condition of the Issuer or the transactions contemplated 
by 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, or the Bonds or any Issuer Document; (d) 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 such authorized officer; (e) 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 and correct in all 
material respects and do not contain any untrue statement of a 
material fact or omit to state a material fact necessary to make the 
statements therein, in the light of the circumstances under which 
they were made, not misleading, except no review has been made of 
any information in the Preliminary Official Statement or the Official 
Statement regarding DTC or the Insurer and the information under 
the heading “UNDERWRITING”; (f) the financial statements of the 
Issuer as of June 30, 2024, fairly represent the receipts, 
expenditures, assets, liabilities and cash balances of such amounts 
and, insofar as presented, other funds of the Issuer as of the dates 
and for the periods therein set forth; (g) except as disclosed in the 
Preliminary Official Statement and the Official Statement, since 
June 30, 2024, no materially adverse change has occurred, or any 
development involving a prospective material change, in the 
financial position or results of operations of the Issuer and the Issuer 
has not incurred since June 30, 2024, any material liabilities other 
than in the ordinary course of business or as set forth in or 
contemplated by the Preliminary Official Statement and the Official 
Statement; and (h) the Issuer has complied with all agreements and 
satisfied all the conditions on its part to be performed or satisfied at 
or prior to the Closing;
(vi)
A certificate or certificates of the Developer, signed by authorized 
officials of the Developer and in form and substance satisfactory to 
the Underwriter, to the effect that the representations and warranties 
contained in the Indemnity Letter and in the documents executed by 
the Developer in connection with the issuance of the Bonds are true 
and correct in all material respects as of the Closing;
(vii)
Executed or certified copies of each of the Issuer Documents;
(viii)
A tax certificate of the Issuer, in form satisfactory to Bond Counsel, 
executed by such officials of the Issuer as shall be satisfactory to the 
Underwriter;
(ix)
A certified copy of the Bond Resolution;

14
(x)
Specimen Bonds;
(xi)
A counterpart original of the Official Statement manually executed 
on behalf of the Issuer by an authorized officer of the Issuer;
(xii)
Evidence satisfactory to the Underwriter that ________________ 
(the “Insurer”) has issued its municipal bond insurance policy with 
respect to the Bonds (the “Policy”) as well as appropriate opinions 
and certificates from the Insurer relating to the Policy;
(xiii)
Evidence satisfactory to the Underwriter that Standard & Poor’s 
Financial Services LLC (“S&P”) has issued a rating for the Bonds 
of “___” based on issuance of the Policy and that S&P has issued an 
underlying rating for the Bonds of “___” (together, the “Ratings”), 
and that the Ratings are then in effect;
(xiv)
Evidence that the Issuer has caused or will cause to be filed the 
Report of Bond and Security Issuance Pursuant to Section 35-
501(B), Arizona Revised Statutes;
(xv)
Evidence that a Form 8038-G relating to the Bonds has been 
executed by the Issuer and will be filed with the Internal Revenue 
Service within the applicable time limit;
(xvi)
A copy of the Issuer’s executed Blanket Letter of Representation to 
DTC; and
(xvii) Such 
additional 
legal 
opinions, 
certificates, 
proceedings, 
instruments and other documents as the Underwriter, counsel to the 
Underwriter or Bond Counsel may reasonably request to evidence 
compliance by the Issuer and the Developer with legal requirements, 
the truth and accuracy, as of the time of Closing, of the 
representations of the Issuer herein contained and of the Developer 
contained in the Indemnity Letter and the due performance or 
satisfaction by the Issuer and the Developer at or prior to such time 
of all agreements then to be performed and all conditions then to be 
satisfied by the Issuer and the Developer.
9.
TERMINATION.
If the Issuer and the Developer shall be unable to satisfy the 
conditions of the Underwriter’s obligations contained in this Purchase Agreement or if the 
Underwriter’s obligations shall be terminated for any reason permitted by this Purchase 
Agreement, this Purchase Agreement may be cancelled by the Underwriter at, or at any time 
before, the time of the Closing.  Notice of such cancellation shall be given by the Underwriter to 
the Issuer in writing, or by telephone confirmed in writing.  The performance by the Issuer of any

15
and all conditions contained in this Purchase Agreement for the benefit of the Underwriter may be 
waived by the Underwriter. 
(a)
The Underwriter shall also have the right, before the time of Closing, to 
cancel its obligations to purchase the Bonds, by written notice (or by telephone confirmed in 
writing) by the Underwriter to the Issuer, if between the date hereof and the time of Closing, in the 
Underwriter’s sole and reasonable judgment any of the following events shall occur (each 
hereinafter referred to as a “Termination Event”):
(i)
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:
(A)
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
(B)
there shall have occurred (1) an outbreak or escalation of 
hostilities or the declaration by the United States of a 
national emergency or war or (2) any other calamity or crisis 
in the financial markets of the United States or elsewhere or 
the escalation of such calamity or crisis; or
(C)
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 SEC or any other governmental 
authority having jurisdiction; or
(D)
legislation shall have been enacted by the Congress of the 
United States or shall have been favorably reported out of

16
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, the Bond Resolution or the Issuer 
Documents, 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 (the 
“Securities Act”) or the Trust Indenture Act of 1939, as 
amended (the “Trust Indenture Act”) or otherwise, or would 
be in violation of any provision of the federal securities laws; 
or
(E)
except as disclosed in or contemplated by the Official 
Statement, any material adverse change in the affairs of the 
Issuer or the Developer shall have occurred; or
(F)
any rating on general obligation bonds of the Issuer is 
reduced or withdrawn or placed on credit watch with 
negative outlook by any major credit rating agency; or
(ii)
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
(iii)
a general banking moratorium shall have been declared by federal 
or State authorities having jurisdiction and be in force; or
(iv)
a material disruption in securities settlement, payment or clearance 
services affecting the Bonds shall have occurred; or
(v)
any new restriction on transactions in securities materially affecting 
the market for securities (including the imposition of any limitation

17
on interest rates) or the extension of credit by, or a charge 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
(vi)
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 
offering, sale or issuance of the Bonds, including the underlying 
obligations as contemplated by this Purchase Agreement or by the 
Official Statement, or any document relating to the offering, sale or 
issuance 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, the Exchange Act and the Trust Indenture Act.
(b)
Upon the occurrence of a Termination Event and the termination of this 
Purchase Agreement by the Underwriter, all obligations of the Issuer and the Underwriter under 
this Purchase Agreement shall terminate, without further liability. 
10.
AMENDMENTS TO OFFICIAL STATEMENT.  During the period commencing on the 
date of the Official Statement and ending twenty-five (25) days from the “end of the underwriting 
period” (as defined in Rule 15c2-12) the Issuer shall advise the Underwriter if any event relating 
to or affecting the Official Statement shall occur as a result of which it may be necessary or 
appropriate to amend or supplement the Official Statement in order to make the Official Statement 
not misleading in light of the circumstances existing at the time it is delivered to a purchaser or 
“potential customer” (as defined for purposes of Rule 15c2-12).  If the Official Statement is 
supplemented or amended, at the time of each supplement or amendment thereto and at all times 
subsequent thereto up to and including that date that is 25 days from the end of the underwriting 
period, the Official Statement as supplemented or amended will 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 and shall amend or supplement the Official Statement (in form and substance 
satisfactory to counsel to the Underwriter) so that the Official Statement will not contain any untrue 
statement of a material fact or omit 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. The 
expenses of preparing such amendment or supplement shall be borne by the Issuer.  For the purpose 
of this Section, the Issuer will furnish to the Underwriter such information with respect to itself as 
the Underwriter may from time to time reasonably request. 
11.
EXPENSES.
(a)
Whether or not the Bonds are sold to the Underwriter, the Underwriter shall 
be under no obligation to pay any expenses incident to the performance of the Issuer’s obligations 
hereunder.  If the Bonds are delivered by the Issuer to the Underwriter, the Issuer shall pay, from 
the proceeds of the Bonds or from other funds of the Issuer or from amounts contributed by the

18
Developer, the following expenses: (i) the cost of preparing, duplicating or printing, mailing and 
delivering the Issuer Documents, including the cost of electronically distributing the Preliminary 
Official Statement and the Official Statement and any amendment or supplement of either; (ii) the 
cost of preparation and printing of the definitive Bonds; (iii) the fees and expenses of the Issuer, 
the Paying Agent, Bond Counsel, counsel to the Underwriter and any entity performing continuing 
disclosure compliance research or providing continuing disclosure compliance reports and any 
other experts or consultants retained by the Issuer; (iv) the charges of any rating agency with 
respect to the Bonds; (v) reimbursement to the Underwriter for payment of any fees and expenses 
reasonably incurred in connection with the initial offering, sale and delivery of the Bonds,
including but not limited to industry fees (e.g., DTC, DAC, IPREO, CUSIP and Day Loan fees) 
only if the Issuer and Underwriter have previously discussed and approved the allocation of 
proceeds towards these fees, and meal and travel expenses of Issuer personnel, but not including 
entertainment expenses or those to be paid by the Underwriter pursuant to the last paragraph of 
this Section 11, and (vi) all other fees and expenses, not including entertainment expenses,
reasonably incurred in connection with the preparation of the Issuer Documents and/or the initial 
offering, sale and delivery of the Bonds, including for the Policy.  The Issuer has authorized, and 
does hereby authorize, the Underwriter to pay certain of such expenses on behalf of the Issuer from
proceeds of the Bonds at Closing as further described in the closing memorandum relating to the 
Bonds.
(b)
If the Bonds are sold to the Underwriter by the Issuer, the Issuer shall pay out 
of the proceeds of the Bonds the discount of the Underwriter or the Purchase Price paid for the Bonds 
shall reflect such discount.
(c)
Except as otherwise provided in this Section 11, the Underwriter shall pay 
the cost, if any, of qualifying the Bonds for sale in the various states chosen by the Underwriter, all 
advertising expenses in connection with the public offering of the Bonds and all other expenses 
incurred by it in connection with its public offering and distribution of the Bonds, not described 
above.
12.
USE OF DOCUMENTS.  The Issuer hereby authorizes the Underwriter to use, in 
connection with the public offering and sale of the Bonds, this Purchase Agreement, the 
Preliminary Official Statement, the Official Statement and the Issuer Documents, and the 
information contained herein and therein.
13.
QUALIFICATION OF SECURITIES.  The Issuer will furnish such information, execute 
such instruments and take such other action in cooperation with the Underwriter as the Underwriter
may reasonably request to qualify the Bonds for offer and sale under the Blue Sky or other 
securities laws and regulations of such states and other jurisdictions of the United States as the 
Underwriter may designate and to provide for the continuance of such qualification; provided, 
however, that the Issuer will 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 state.
14.
NOTICES.  Any notice or other communication to be given to the Issuer under this 
Purchase Agreement may be given by delivering the same in writing to Festival Ranch Community 
Facilities District (City of Buckeye, Arizona), c/o City of Buckeye, Arizona, 530 East Monroe 
Avenue, Buckeye, Arizona 85326, Attention: District Manager, and any such notice or other

19
communication to be given to the Underwriter may be given by delivering the same in writing to 
the following address:
Stifel, Nicolaus & Company, Incorporated
Suite 300
2801 East Camelback Road
Phoenix, Arizona 85016
Attention:  Mr. B. Mark Reader, Managing Director
15.
BENEFIT.  This Purchase Agreement is made solely for the benefit of the Issuer and 
the Underwriter (including their successors or assigns) and no other person, partnership, 
association or corporation shall acquire or have any right hereunder or by virtue hereof.  Except as 
otherwise expressly provided herein, all of the agreements and representations of the Issuer 
contained in this Purchase Agreement and in any certificates delivered pursuant hereto shall remain 
operative and in full force and effect regardless of: (i) any investigation made by or on behalf of 
the Underwriter; (ii) delivery of and payment for the Bonds hereunder; or (iii) any termination of 
this Purchase Agreement, other than pursuant to Section 9 (and in all events the agreements of the 
Issuer pursuant to Section 11 hereof shall remain in full force and effect notwithstanding the 
termination of this Purchase Agreement under Section 9 hereof). 
16.
GOVERNING LAW.  THIS PURCHASE AGREEMENT SHALL BE DEEMED TO 
BE A CONTRACT UNDER, AND FOR ALL PURPOSES SHALL BE GOVERNED BY, AND 
CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE 
OF ARIZONA.
17.
WAIVER OF JURY TRIAL.  THE ISSUER HEREBY IRREVOCABLY WAIVES TO 
THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO 
TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO 
THIS PURCHASE AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
18.
MISCELLANEOUS.  
(a)
This Purchase Agreement contains the entire agreement between the parties 
relating to the subject matter hereof and supersedes all oral statements, prior writings and 
representations with respect thereto.
(b)
If any section, paragraph, subdivision, sentence, clause or phrase of this 
Purchase Agreement shall for any reason be held illegal or unenforceable, such decision shall not 
affect the validity of the remaining portions of this Purchase Agreement.  The parties to this 
Purchase Agreement declared they would have executed this Purchase Agreement and each and 
every other section, paragraph, subdivision, sentence, clause and phrase of this Purchase 
Agreement, irrespective of the fact that any one or more sections, paragraphs, subdivisions, 
sentences, clauses or phrases of this Purchase Agreement may be held to be illegal, invalid, or 
unenforceable.  If any provision of this Purchase Agreement contains any ambiguity which may 
be construed as either valid or invalid, the valid construction shall be adopted.
(c)
This Purchase Agreement may be executed in several counterparts, each of 
which shall be deemed an original hereof.

20
(d)
To the extent applicable by provision of law, this Purchase Agreement is 
subject to cancellation pursuant to Section 38-511, Arizona Revised Statutes, the provisions of 
which are incorporated herein by this reference.
(e)
The electronic signature of a party to this Purchase Agreement shall be as 
valid as an original signature of such party and shall be effective to bind such party to this Purchase 
Agreement.  For purposes hereof: (i) “electronic signature” means a manually signed original 
signature that is then transmitted by electronic means, electronic images of handwritten signatures 
and digital signatures provided by DocuSign, Orbit, Adobe Sign or any other electronic signature 
provider acceptable to the Underwriter; and (ii) “transmitted by electronic means” means sent in 
the form of a facsimile or sent via the internet as a pdf or other replicating image attached to an 
electronic mail or internet message.
[Signature page follows.]

[Signature page to Bond Purchase Agreement]
Very truly yours,
STIFEL, NICOLAUS & COMPANY,
  INCORPORATED
.......................................................................
B. Mark Reader, Managing Director
ACCEPTED THIS ......... DAY OF
………...….. 2025 at …..….. P.M.
FESTIVAL RANCH COMMUNITY FACILITIES DISTRICT 
  (CITY OF BUCKEYE, ARIZONA)
By..................................................................
     District Treasurer
APPROVED AS TO FORM:
GUST ROSENFELD P.L.C., Attorney
for the Issuer
………………………………………..

Schedule-1
SCHEDULE
$____,000
FESTIVAL RANCH COMMUNITY FACILITIES DISTRICT
(CITY OF BUCKEYE, ARIZONA)
GENERAL OBLIGATION BONDS, SERIES 2025
Maturity
Dates
(July 15)
Principal
Amounts
Interest
  Rates  
Yields
____________________
* Yield calculated to first optional redemption date:  July 15, 20__.
Optional Redemption. The Bonds maturing before or on July 15, 20__, will not be subject 
to redemption prior to their stated maturity dates. The Bonds maturing on or after July 15, 20__, 
will be subject to redemption prior to their stated maturity dates, at the option of the Issuer, in 
whole or in part on July 15, 20__, or on any date thereafter, by the payment of a redemption price 
equal to the principal amount of each Bond redeemed plus interest accrued to the date fixed for 
redemption, without premium.
Mandatory Redemption. The Bonds maturing on July 15, 20__, will be redeemed on July 
15 of the following years and in the following principal amounts at a price equal to the principal 
amount thereof plus interest accrued to the date fixed for redemption, without premium:
Bonds Maturing July 15, 20__
Redemption Date
(July 15)
Principal
Amount
(maturity)

A-1
EXHIBIT A
FORM OF ISSUE PRICE CERTIFICATE
$____,000
FESTIVAL RANCH COMMUNITY FACILITIES DISTRICT
(CITY OF BUCKEYE, ARIZONA)
GENERAL OBLIGATION BONDS, SERIES 2025
The undersigned, on behalf of Stifel, Nicolaus & Company, Incorporated (“Stifel”) hereby 
certifies as set forth below with respect to the sale and issuance of the above-captioned obligations 
(the “Bonds”).
1.
Bond Purchase Agreement.  On __________, 2025 (the “Sale Date”), Stifel and 
Festival Ranch Community Facilities District (City of Buckeye, Arizona) (the “Issuer”) executed 
a Bond Purchase Agreement (the “Purchase Contract”) in connection with the sale of the Bonds.  
Stifel has not modified the Purchase Contract since its execution on the Sale Date.
2.
Price.
(a)
As of the date of this Certificate, for each [Maturity] [of the __________ 
Maturities] of the Bonds, the first price or prices at which at least 10% of [each] such Maturity of 
the Bonds was sold to the Public (the “10% Test”) are the respective prices listed in Schedule A 
attached hereto.
(b)
[To be used if not using Hold-the-Offering-Price Rule and 10% was not 
sold for all Maturities] [** With respect to each of the __________ Maturities of the Bonds:
(i)
As of the date of this Certificate, Stifel has not sold at least 10% of 
the Bonds of these Maturities at any price or prices.
(ii)
As of the date of this Certificate, Stifel reasonably expects that the 
first sale to the Public of Bonds of these Maturities will be at or 
below the respective price or prices listed on the attached Schedule 
A as the “Reasonably Expected Sale Prices for Undersold 
Maturities.”
(iii)
Stifel will provide actual sales information (substantially similar to 
the information contained on Schedule B) as to the price or prices at 
which the first 10% of each such Maturity (i.e., the Undersold 
Maturity or Maturities) is sold to the Public.
(iv)
On the date the 10% Test is satisfied with respect to all Maturities 
of the Bonds, Stifel will execute a supplemental certificate 
substantially in the form attached hereto as Schedule C with respect 
to any remaining Maturities for which the 10% Test has not been 
satisfied as of the Closing Date.**]

A-2
(b)
[To be used if using Hold-the-Offering-Price Rule] [Alternative 1 - All 
Maturities Use Hold-the-Offering-Price Rule: Stifel offered the Bonds to the Public for 
purchase at the respective initial offering prices listed in Schedule A (the “Initial Offering Prices”) 
on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds 
is attached to this certificate as Schedule B.] [Alternative 2 - Select Maturities Use Hold-the-
Offering-Price Rule: Stifel offered the Hold-the-Offering-Price Maturities to the Public for 
purchase at the respective initial offering prices listed in Schedule A (the “Initial Offering Prices”) 
on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds 
is attached to this certificate as Schedule B.]
[Alternative 1 - All Maturities use Hold-the-Offering-Price Rule: As set forth 
in the Purchase Contract, Stifel has agreed in writing that, (i) for each Maturity of the Bonds, it 
would neither offer nor sell any of the Bonds 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 requirements for establishing issue price for the Bonds, including, 
but not limited to, its agreement to comply with the hold-the-offering-price rule. Pursuant to such 
agreement, no Underwriter (as defined below) has offered or sold any Maturity of the Bonds at a 
price that is higher than the respective Initial Offering Price for that Maturity of the Bonds during 
the Holding Period. [Alternative 2 - Select Maturities Use Hold-the-Offering-Price Rule: As 
set forth in the Purchase Contract, Stifel has agreed in writing that, (i) for each Maturity of the 
Hold-the-Offering-Price Maturities, it would neither offer nor sell any of the Bonds 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 requirements 
for establishing issue price for the Bonds, including, but not limited to, its agreement to comply 
with the hold-the-offering-price rule. Pursuant to such agreement, no Underwriter (as defined 
below) has 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.]
3.
Defined Terms.
(a)
[Hold-the-Offering-Price Maturities means those Maturities of the Bonds 
listed in Schedule A hereto as the “Hold-the-Offering-Price Maturities.”]
(b)
[Holding Period means, with respect to a Hold-the-Offering-Price Maturity, 
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 Stifel has sold at least 10% of such 
Hold-the-Offering-Price Maturity to the Public at prices that are no higher than the Initial Offering 
Price for such Hold-the-Offering-Price Maturity.]

A-3
(c)
Issuer means Festival Ranch Community Facilities District (City of 
Buckeye, Arizona).
(d)
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.
(e)
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.
(f)
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 Bonds is [__________, 2025].
(g)
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-party distribution agreement participating in the initial sale of the Bonds to the Public).
The representations set forth in this certificate are limited to factual matters only.  Nothing 
in this certificate represents Stifel’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 Tax Certificate of the Issuer 
dated [Closing Date] and with respect to compliance with the federal income tax rules affecting 
the Bonds, and by 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.
STIFEL, NICOLAUS & COMPANY,
  INCORPORATED, as underwriter
By:
[banker]
By:  ____________________________________
[underwriter]
Dated: [Closing Date]

A-4
SCHEDULE A
Actual Sales Information as of Closing Date
Maturity/CUSIP
(July 15)
Coupon
Date Sold
Time Sold
Par Amount
Sale Price
The aggregate issue price of all maturities of the Bonds is $__________.
[**Reasonably Expected Sales Prices for Undersold Maturities as of Closing Date
Maturity/CUSIP
Coupon
Par Amount
Offering Prices
**]

A-5
SCHEDULE B
[Actual Sales for Undersold Maturities as of the Closing Date
Maturity/CUSIP
Date Sold
Time Sold
Par Amount
Sale Price
**]
[PRICING WIRE OR EQUIVALENT COMMUNICATION]
(Attached)

A-6
SCHEDULE C
SUPPLEMENTAL ISSUE PRICE CERTIFICATE
$____,000
FESTIVAL RANCH COMMUNITY FACILITIES DISTRICT
(CITY OF BUCKEYE, ARIZONA)
GENERAL OBLIGATION BONDS, SERIES 2025
The undersigned, Stifel, Nicolaus & Company, Incorporated (“Stifel”), hereby certifies as 
set forth below with respect to the sale and issuance of the above-captioned obligations (the 
“Bonds”).
1.
Issue Price.
(a)
Stifel sold at least 10% of the _______ Maturities of the Bonds to the Public 
at the price or prices shown on the Issue Price Certificate dated as of the Closing Date (the “10% 
Test”).  With respect to each of the ______ Maturities of the Bonds, Stifel had not satisfied the 
10% Test as of the Closing Date (the “Undersold Maturities”).
(b)
As of the date of this Supplemental Certificate, Stifel has satisfied the 10% 
Test with respect to the Undersold Maturities.  The first price or prices at which at least 10% of 
each such Undersold Maturity was sold to the Public are the respective prices listed on Exhibit A 
attached hereto.
2. Defined Terms.
(a)
Issuer means Festival Ranch Community Facilities District (City of 
Buckeye, Arizona).
(b)
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.
(c)
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.
(d)
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-party distribution agreement participating in the initial sale of the Bonds to the Public).

A-7
The representations set forth in this certificate are limited to factual matters only.  Nothing 
in this certificate represents Stifel’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 Tax Certificate of the Issuer 
dated [Closing Date] and with respect to compliance with the federal income tax rules affecting 
the Bonds, and by 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.
STIFEL, NICOLAUS & COMPANY, 
INCORPORATED, as underwriter
By:_______________________________
      [banker]
By:_______________________________
      [underwriter]
Dated: [Closing Date]

A-8
EXHIBIT A
TO
SUPPLEMENTAL ISSUE PRICE CERTIFICATE**

B-1
EXHIBIT B
FORM OF SUPPLEMENTAL OPINION OF BOND COUNSEL
[LETTERHEAD OF GUST ROSENFELD P.L.C.]
[Closing Date]
Stifel, Nicolaus & Company, Incorporated
Suite 300
2801 East Camelback Road
Phoenix, Arizona 85016
Re:
Festival Ranch Community Facilities District (City of Buckeye, Arizona) 
General Obligation Bonds, Series 2025
WE HAVE ACTED as Bond Counsel to Festival Ranch Community Facilities 
District (City of Buckeye, Arizona) (the “Issuer”), in connection with the issuance this date by the 
Issuer of the captioned bonds (the “Bonds”) and otherwise as counsel to the Issuer.  The Bonds are 
issued under the resolution adopted by the Board of Directors of the Issuer on May 20, 2025 (the 
“Resolution”), are the subject of an Official Statement, dated __________, 2025 (the “Official 
Statement”), and are the subject of a Bond Purchase Agreement, dated __________, 2025 (the 
“Purchase Contract”), by and between the Issuer and Stifel, Nicolaus & Company, Incorporated 
(the “Underwriter”), a Bond Registrar, Transfer Agent and Paying Agent Contract, dated as of 
________ 1, 2025 (the “Bond Registrar Contract”), by and between the Issuer and ____________, 
as registrar, and a Continuing Disclosure Undertaking, dated even date hereof (the “Undertaking”
and, collectively with the Bond Registrar Contract, and the Purchase Contract, as 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 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;
(iv)
An executed copy of the Purchase Contract;

B-2
(v)
An executed copy of the Undertaking;
(vi)
Such other agreements, certificates (including particularly, but not 
by way of limitation, certificates of Pulte Home Company, LLC
(hereinafter referred to as “Developer”), dated of even date 
herewith), opinions, 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
(vii)
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 and counsel to the Issuer, the Underwriter and Developer relating to 
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 __________, 2025 (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).
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,

B-3
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 and (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.  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 have been duly authorized, executed and 
delivered by the Issuer and, assuming due and valid authorization, execution and 
delivery by the other party thereto, 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 Maricopa and the United States 
District Court for the District of Arizona for the five-year period ending ........., 
2025, 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, (i) 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, (ii) 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 (iii) contesting 
in any way the completeness or accuracy of the Preliminary Official Statement or 
the Official Statement.  Further, there are no lawsuits pending or 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,

B-4
have a material adverse effect on the financial condition of the Issuer or impair the 
ability of the Issuer to 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 
“THE DISTRICT,” “THE BONDS,” “SECURITY FOR AND SOURCES OF 
PAYMENT” (except the information included under the subheading “Ad Valorem
Property Taxation in the District”), “OVERLAPPING, ADDITIONAL AND 
ADDITIONAL 
OVERLAPPING 
INDEBTEDNESS -
Additional 
General 
Obligation Bonded Indebtedness of the District,” “LITIGATION,” “TAX 
EXEMPTION,” “ORIGINAL ISSUE DISCOUNT,” “BOND PREMIUM,”
“ORIGINAL 
ISSUE 
DISCOUNT,”
“QUALIFIED 
TAX-EXEMPT 
OBLIGATIONS,” “CONTINUING DISCLOSURE” (except as it relates to 
compliance with prior undertakings) and “RELATIONSHIP AMONG PARTIES”
(only as it relates to Bond Counsel) therein and in Appendix __ - “FORM OF 
LEGAL OPINION OF BOND COUNSEL” and Appendix __ - “FORM OF 
CONTINUING DISCLOSURE UNDERTAKING” 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 or _______________.
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

B-5
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 
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,

C-1
EXHIBIT C
FORM OF OPINION OF COUNSEL TO THE DEVELOPER
[LETTERHEAD OF BERENS BLONSTEIN PLC]
[Closing Date]
Stifel, Nicolaus & Company, Incorporated
Suite 300
2801 East Camelback Road
Phoenix, Arizona 85016
District Board
Festival Ranch Community Facilities District
c/o City of Buckeye, Arizona
530 East Monroe Avenue
Buckeye, Arizona 85326
Re:
Festival Ranch Community Facilities District (City of Buckeye, Arizona) 
General Obligation Bonds, Series 2025
WE HAVE ACTED as counsel to Pulte Home Company, LLC, a limited liability 
company formed and existing pursuant to the laws of the State of Michigan (hereinafter referred 
to as “Developer”), particularly in connection with the transactions provided for by the documents 
referred to herein and in connection with the issuance and sale of the captioned Bonds, sold 
pursuant to a Bond Purchase Agreement, dated __________, 2025 (hereinafter referred to as the 
“Purchase Contract”), by and between Stifel, Nicolaus & Company, Incorporated (hereinafter
referred to as the “Underwriter”), and Festival Ranch Community Facilities District (City of 
Buckeye, Arizona) (hereinafter referred to as the “District”).  Any capitalized term used and not 
defined herein shall have the meaning assigned to it in the Purchase Contract.
For purposes of this opinion, we have examined the following:
(1)
The executed Purchase Contract;
(2)
The executed Official Statement, dated __________, 2025 (hereinafter 
referred to as the “Official Statement”), of the District;
(3)
The executed Developer Indemnity Letter, dated the date of sale of the 
Bonds by Developer;
(..)
...................................................... ............................................; and

C-2
(..)
Such other documents and instruments as we have considered necessary or 
appropriate for the purposes of this opinion
and received such other information from representatives of Developer as we have deemed 
necessary for the purposes of this opinion (hereinafter referred to, collectively, as “due inquiry”).  
(The document listed in paragraph (3) above is hereinafter referred to as the “Developer Docu-
ment.”  The documents listed in paragraphs (..) through (..) above are hereinafter referred to as the 
“Organizational Documents.”)
In rendering the following opinions, we have assumed:
(a)
The genuineness of all signatures to the Developer Document, 
except for the signatures of Developer on the Developer Document, and the legal capacity of each 
natural person executing the Developer Document;
(b)
The authenticity and completeness of documents submitted as 
originals and the conformity to originals of documents submitted as copies;
(c)
The due authorization, execution, acknowledgment where 
necessary, and delivery, and the validity and binding effect, of the Developer Document with 
regard to the parties to that agreement other than Developer;
(d)
The Developer Document accurately describes and contains the 
agreement and mutual understanding of the parties thereto and that there are no oral or written 
statements or agreements that modify, amend or vary, or purport to modify, amend or vary, any of 
the terms of the Developer Document;
(e)
That any certificate, representation (oral or otherwise), telegram, 
telex, telecopy, email or other documents 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; and
(f)
After due inquiry, the parties’ representations and warranties 
contained in the Developer Document are truthful and accurate and all reports and other documents 
prepared by third party consultants, relating to the transactions contemplated by the Developer
Document or any of the property within the District are truthful and accurate.
Based on the foregoing, and subject to the limitations, qualifications and 
assumptions set forth herein, it is our opinion that:
1.
Developer is a limited liability company duly organized and validly existing 
under the laws and Constitution of the State of Michigan.
2.
Developer is qualified to do business under the laws of the State of Arizona.
3.
Developer has the requisite power and authority under the laws of the State 
of Arizona as well as all consents, approvals, authorizations and other actions by, and filings with,

C-3
all federal, State and local governmental authorities required (i) to execute and deliver the 
Developer Document and carry out the terms and conditions applicable to it under, and 
consummate all transactions contemplated by, the Developer Document; (ii) to own and operate 
its properties and assets as described in the Official Statement and (iii) to carry out its business as 
such business is currently being conducted as described in the Official Statement.
4.
The execution, delivery and performance of the Developer Document by 
Developer and the carrying out, giving effect to and consummation of the transactions 
contemplated thereby have been duly authorized by all necessary corporate action on the part of 
Developer, and the Developer Document has been duly executed and delivered by Developer.
5.
The Developer Document is in full force and effect as of the date hereof and 
constitutes a legal, valid and binding obligation of Developer, enforceable in accordance with its 
terms.
6.
The execution and delivery of the Developer Document by Developer, and 
the performance of its obligations thereunder, do not and will not conflict with or result in a 
violation of, or a default pursuant to, the Organizational Documents.
7.
To our actual knowledge, the execution and delivery of the Developer
Document by Developer will not conflict with or result in a violation of any contract, indenture, 
instrument or other agreement to which Developer is a party or by which it or its properties are 
bound.
8.
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 Developer of the Developer Document which consent, approval, authorization or other 
action has not already been obtained.
9.
We have no actual knowledge that Developer is in violation of any 
provision of, or in default under, its Organizational Documents or any agreement or other 
instrument, violation of or default under which would materially and adversely affect the business, 
properties, assets, liabilities or conditions (financial or other) of Developer.
10.
We have no actual knowledge of any legal or governmental actions, 
proceedings, inquiries or investigations pending or overtly threatened by any governmental 
authorities or to which Developer is a party or of which any property of Developer is subject, 
except as described in the Official Statement.
11.
To our actual knowledge, the information contained in the Official 
Statement pertaining to Developer and the Project (as defined in the Official Statement) under the 
headings 
“THE 
DISTRICT,”
“LAND 
DEVELOPMENT,”
“THE 
PUBLIC 
INFRASTRUCTURE,” “PUBLIC INFRASTRUCTURE FINANCED BY THE BONDS,”
“DEVELOPER” and “RISK FACTORS” 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 participation with 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

C-4
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 participation, we have not acquired any knowledge 
that the Official Statement contains any untrue statement of a material fact or omits to state a 
material fact necessary in order to make the statements therein, in light of the circumstances under 
which such statements are made, not misleading.
The opinions set forth above are subject to the following qualifications and 
limitations:  (i) enforceability of the Developer Document may be limited by bankruptcy, 
insolvency, fraudulent transfer, reorganization, moratorium, arrangement or laws or court 
decisions affecting the enforcement of creditors’ rights generally; (ii) enforceability of the 
Developer Document is subject to general principles of equity, whether remedies are sought in 
equity or at law; (iii) enforceability of the Developer Document is further subject to the 
qualification that certain waivers, procedures, remedies, indemnities and other provisions of the 
Developer Document may be unenforceable under or limited by Arizona law; however, such law 
does not, in our opinion, substantially prevent the practical realization of the benefits intended by 
the Developer Document; (iv) we are expressing 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 and (v) we are expressing no opinion as to the compliance of the Developer Document or 
the offer and sale of the Bonds with any securities law or regulation except as provided in 
paragraph 11 hereof.
Whenever we indicate that our opinion is based on “our knowledge,” or words of 
similar import, such opinion is based solely on the current actual knowledge of the firm’s attorneys 
who have devoted substantive attention to matters related hereto after due inquiry.  Except as 
specifically set forth herein, we have not made any independent investigation, verification, or 
review of any matters whatsoever and we are relying solely on such specifically stated 
investigation or review.  We express no opinion concerning the legal validity and sufficiency of 
the acts of any of the other parties to the Developer Document.
We are qualified to practice law in the State of Arizona, and we do not purport to 
express any opinion herein concerning any law other than the laws of the State of Arizona and, for 
the limited subject of the corporate authority and corporate existence of Developer, the laws of the 
State of Michigan.  Our opinions are as to what the law is or might reasonably be expected to be 
at the date hereof, and we assume no obligation to revise or supplement this opinion due to any 
change in the law by legislative action, judicial decision or otherwise.  Any opinion as to the 
enforceability of any document is limited to enforceability as between the original parties thereto.
This opinion is being furnished to you solely for your benefit and only with respect 
to the captioned Bonds.  Accordingly, it may not be relied upon or quoted to any person or entity 
without, in each instance, our prior written consent.
Respectfully submitted,

Attachment-1
ATTACHMENT
DEVELOPER INDEMNITY LETTER
__________, 2025
Stifel, Nicolaus & Company, Incorporated 
Suite 300
2801 East Camelback Road
Phoenix, Arizona 85016
District Board
Festival Ranch Community Facilities District
c/o City of Buckeye, Arizona
530 East Monroe Avenue
Buckeye, Arizona 85326
Re:
Festival Ranch Community Facilities District (City of Buckeye, Arizona) 
General Obligation Bonds, Series 2025
This Indemnity Letter is delivered by Pulte Home Company, LLC, a limited 
liability company organized and existing pursuant to the laws of the State of Michigan (hereinafter 
referred to as “Developer”), in order to induce Stifel, Nicolaus & Company, Incorporated
(hereinafter referred to as the “Underwriter”), and Festival Ranch Community Facilities District 
(City of Buckeye, Arizona), a community facilities district organized and existing pursuant to the 
laws of the State of Arizona (the “District”), to enter into the Bond Purchase Agreement, dated 
even date herewith (hereinafter referred to as the “Purchase Contract”) related to the purchase by 
the Underwriter and sale by the District of the captioned Bonds (hereinafter referred to collectively 
as the “Bonds”).  Terms which are defined in the Purchase Contract have the meanings ascribed 
to them therein when used herein.
1.
In consideration of the execution and delivery of the Purchase Contract, 
Developer represents and warrants to the Underwriter and the District that:
(a)
Developer is a limited liability company duly organized, validly 
existing and in good standing under the laws of the State of Michigan and is qualified to transact 
business in the State of Arizona.
(b)
As of the date of the Official Statement, the information in the 
Official Statement pertaining to Developer and the Project (as defined in the Official Statement) 
under the headings “THE DISTRICT,”
“LAND DEVELOPMENT,”
“THE PUBLIC 
INFRASTRUCTURE,” “PUBLIC INFRASTRUCTURE FINANCED BY THE BONDS,”

Attachment-2
“DEVELOPER” and “RISK FACTORS” (but not the other information, opinions, assumptions or 
projections contained therein) 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 
(hereinafter referred to as the “Developer Document”) nor the consummation of any other of the 
transactions herein contemplated, nor the fulfillment of, or compliance with, the terms hereof, shall 
contravene the organizational documents of Developer or conflict with or result in a breach by 
Developer of any of the terms, conditions or provisions of, or constitute a default by Developer
under, any bond, debenture, note, mortgage, indenture, agreement or other instrument to which 
Developer is a party or by which it is bound or to which any of the property or assets of Developer
is subject, or any law or any order, rule or regulation applicable to Developer of any court, federal 
or state regulatory body, administrative agency or other governmental body having jurisdiction 
over Developer or any of the properties or operations of Developer, or (except as contemplated by 
the Developer Document) 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 
Developer under the terms of any such restriction, bond, debenture, note, mortgage, indenture, 
agreement, instrument, law, order, rule or regulation.
(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 Developer, threatened against 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 Developer, or which would materially and adversely affect the 
properties (taken as a whole) of Developer, and which has not been disclosed in the Official 
Statement, (ii) materially adversely affect the transactions contemplated by the Purchase Contract 
or the Developer Document or (iii) adversely affect the validity or enforceability of the Developer
Document.
(e)
Developer has the full power and authority to execute and deliver 
the Developer Document and perform its obligations hereunder and engage in the transactions 
contemplated by the Purchase Contract and the Developer Document, and the Developer
Document has been duly authorized by Developer and, when executed and delivered by the 
respective parties thereto, will constitute a valid, binding and enforceable obligation of Developer
except as enforcement thereof may be limited by bankruptcy, insolvency or other laws affecting 
enforcement of creditors’ rights 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 Developer of the transactions contemplated by the Purchase Contract and the 
Developer Document.
2.
Developer shall indemnify and hold harmless the Underwriter, the District, 
the Financial Advisor and, as applicable each director, trustee, partner, member, officer, official,

Attachment-3
legal counsel, independent contractor or employee thereof and each person, if any, who controls 
the Underwriter, the District or the Financial Advisor within the meaning of the Securities Act of 
1933, as amended (any such person being herein sometimes called an “Indemnified Party”), for, 
from and against any and all losses, claims, damages or liabilities, joint or several, (i) to which an 
Indemnified Party may become subject, under any statute or regulation at law or in equity or 
otherwise, to the extent, and only to the extent, 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 pertaining to Developer or the Project set forth in the sections identified 
in the Official Statement in Section 1(b) above or any amendment or supplement thereto, or arise 
out of or are based upon the omission or alleged omission to state therein a material fact pertaining 
to Developer or the Project 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 an Indemnified Party only, to the extent of the aggregate 
amount paid in any settlement of any litigation commenced or threatened arising from, and only 
to the extent of, a claim based upon any such untrue statement or alleged untrue statement or 
omission or alleged omission pertaining to Developer or the Project, the indemnity provided by 
Developer shall only apply if such settlement is effected with the written consent of Developer
(which consent shall not be unreasonably withheld).  The indemnification obligation of Developer 
hereunder (and/or any defense obligation) shall not extend to any other statements in the Official 
Statement or to claims based upon the action of any other parties, including the Indemnified 
Parties, or to such losses, claims, damages or liabilities or defense costs that arise from such other 
statements in the Official Statement or to claims based upon the action of any other parties, 
including the Indemnified Parties.
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 due from Developer, notify Developer in writing of the commencement 
thereof.  Failure of the Indemnified Party to give such notice shall reduce the liability of Developer
by the amount of damages attributable to the failure of the Indemnified Party to give such notice 
to Developer, but the omission to notify Developer of any such action shall not relieve 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 Developer of the commencement thereof, Developer may, or, if so requested by such 
Indemnified Party, shall, participate therein or assume the defenses thereof (to the extent of 
Developer’s portion of such claims, if additional claims are made beyond those for which 
indemnity is provided hereunder), with counsel satisfactory to such Indemnified Party and 
Developer (it being understood that, except as hereinafter provided, Developer shall not be liable 
for the expenses of more than one counsel representing the Indemnified Parties in such action or 
for the cost of the portion of any defense of any additional claims beyond those for which 
indemnity is provided hereunder), and after notice from Developer to such Indemnified Party of 
an election so to assume the defenses thereof, Developer shall 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 other than reasonable costs of investigation; provided, 
however, that unless and until Developer assumes the defense of any such action at the request of 
such Indemnified Party, Developer shall have the right to participate at its own expense in the 
defense of any such action.  If Developer shall not have employed counsel to have charge of the

Attachment-4
defense of any such action or if an Indemnified Party 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 Developer (in which case Developer shall not have the right to 
direct the defense of such action on behalf of such Indemnified Party) or to other Indemnified 
Parties, reasonable legal and other necessary expenses, including the expense of separate counsel, 
incurred by such Indemnified Party shall be borne by Developer, but only if and to the extent 
liability is found or based upon a matter for which Developer is liable hereunder.
3.
All of the representations, warranties, and agreements of Developer
contained in the Developer Document shall remain operative and in full force and effect, regardless 
of (i) any investigation made by or on behalf of the Underwriter, the District, the Financial 
Advisor, any controlling person referred to in paragraph 2 hereof or Developer or (ii) delivery of 
and payment for the Bonds.
4.
This letter is solely for the benefit of the Underwriter, the District, the 
Financial Advisor and their successors or assigns, and, to the extent provided in paragraph 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 letter shall not include any purchaser, 
as such purchaser, from the Underwriter of the Bonds.
5.
Developer shall pay all costs with respect to the issuance and delivery of 
the Bonds.
6.
Developer consents to the references to Developer in the Official Statement.
7.
The letter shall be governed by, and construed in accordance with, the laws 
of the State of Arizona.
Respectfully submitted,
PULTE HOME COMPANY, LLC, a Michigan
limited liability company
By.........................................
Name:  D. Bryce Langen
Title: Vice President and Treasurer