Agenda packet, first session — Chino City Council, April 18, 2023 (part 2 of 3)

March 14, 2023 Mr. Keith Martinez Assistant Project Coordinator City of Chino 13220 Central Avenue Chino, CA 91710 RE: H2 Environmental Proposal No. 2367623 AM Asbestos & Lead Air Monitoring/Project Oversight Commercial Building 13179 & 13191 9th Street Chino, CA 91710 Dear Mr. Martinez, We appreciate your consideration of H2 Environmental Consulting Services (H2 Environmental) for the provision of professional services on the project referenced above. Per our communication on this project, we have evaluated your technical requirements and have developed the following fee proposal. H2 Environmental recognizes the scope of work to include Asbestos & Lead Air Monitoring/Project Oversight/Procedure 5 for the above-referenced facility. Work is scheduled for 10 shifts to be scheduled following your commitment, and then requires 10 days at the facility. The close out documentation will be presented to you within Two Weeks of the completion of the project. The cost of said services will be $7,950.00. Please see cost estimate breakdown attached. This fee includes the analysis of all PCM samples required for this project. H2 Environmental Consulting Services, Inc.’s terms of payment are Net 30 days upon receipt of invoice. A signed, completed copy of this proposal returned to us will serve as H2 Environmental Consulting Services' formal notice to proceed. If you have any questions please do not hesitate to contact me at (909) 628-0369. Sincerely, H2 Environmental Consulting Services, Inc. W. Thomas Haley Vice President ACCEPTED By: City of Chino $7,950.00 BY: __________________________________________________________ (PRINT NAME) (SIGNATURE) __________________________________________________________ (TITLE) (DATE) (P. O. NUMBER)

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Hazardous Materials Survey Cost Estimate Asbestos & Lead Air Monitoring/Project Oversight Commercial Building City of Chino 13179 & 13191 9th Street Chino, CA 91710 March 14, 2023 2367623 AM Asbestos Asbestos Air Monitoring/Project Oversight Cost Break Down is as follows: Project Manager $ 100.00 3 $300.00 Field Inspector $ 650.00 7 $ 4,550.00 Field Inspector $ 650.00 3 $ 1,950.00 Report Preparation Field Inspector $ 50.00 1 $ 50.00 Lead Samples (Wipes/Air) (24 Hour Turnaround time) $25.00ea 24 $ 600.00 Lead Waste Characterization (72 Hr. Turnaround time) $500.00ea 1 $ 500.00 Project Monitoring/Management Summary of Services A California Certified Site Surveillance Technician will perform project management and daily air monitoring services during the asbestos related activities at City of Chino in the city of Chino, CA. Final clearance air samples will be collected upon completion of abatement and prior to removal of engineering controls in each work area. The schedule has been determined at this time to be based on 8 hour shifts, however scheduling solely depends on the abatement contractor’s crew size and equipment. Additional site visits are $650.00 each. TOTAL PROFESSIONAL FEES FOR FIRE STATION $7,950.00

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Revenue: Expenditure: 6607400-48070

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M E M O R A N D U M

CITY OF CHINO

PUBLIC WORKS DEPARTMENT

COUNCIL MEETING DATE: APRIL 18, 2023

TO: LINDA REICH, CITY MANAGER

FROM: AMER JAKHER, PUBLIC WORKS DIRECTOR

SUBJECT: PURCHASE ORDER AND VENDOR CAP INCREASE - WARREN ANDERSON FORD.

RECOMMENDATION
1) Approve a purchase order to Warren Anderson Ford, Riverside, CA, in the amount of $90,189.04 for the purchase of one (1) Model Year 2022 Ford F -350 8-foot service body truck; 2) increase the vendor cap by $90,189.04 for a revised total vend or cap of $169,936.15; and 3) authorize the City Manager to execute all necessary documents on behalf of the City.

FISCAL IMPACT
Sufficient funds are included in the 2022-23 Operating Budget.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES:

The recommendation detailed above further the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:
• Positive City Image
• Responsible Long-Range Planning

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: PURCHASE ORDER AND VENDOR CAP INCREASE - WARREN ANDERSON FORD
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BACKGROUND
The Public Works Department/Fleet Division is responsible for the purchase, maintenance, and replacement of all City-owned vehicles. When a vehicle is purchased, the vehicle is assigned a unit nu mber and placed on a replacement schedule. The following unit/vehicle (assigned to Public Works Department) needs replacement due to mechanical conditions, depreciation, and/or replacement.
· Unit No. 717 - 2005 Chevrolet 2500 Pick-up Truck

ISSUES/ANALYSIS
Finance staff, with the assistance of Public Works staff, compiled specifications and prepared a bid package for one (1) Model Year 2022 3/4 -ton extended cab with an 8 -foot service body truck. The selected vehicle was chosen to maintain consistency with t he overall fleet, operator, and mechanic familiarity and the availability of parts from local dealerships.

On May 24, 2022, the bid notice was published on Planet Bids and was broadcasted to 76 vendors. On June 7, 2022, the City did not receive any prospective bids.

Subsequently, the City contacted Warren Anderson Ford, Riverside, CA, and requested pricing and availability for one (1) Model Year 2022 Ford 3/4 -ton service body truck. As an alternative, Warren Anderson Ford, presented a quote for an overstock 1-ton service truck (as opposed to a 3/4-ton truck) that is available for purchase. The pricing is as follows:

Warren Anderson Ford, Riverside, CA
Vehicle Description Unit Price Tax and Fees Total Cost for Vehicle 2022 Ford F-350 $83,694.00 $6,495.04 $90,189.04

Warren Anderson Ford pricing has been reviewed and approved by City staff and, as a result, was selected as the vendor to provide this type of vehicle. Warren Anderson Ford has requested a $1,000.00 refundable deposit to secure the ov erstock unit. The deposit will be credited and applied to the final purchase order cost when the truck is delivered.

The estimated budgeted amount for this vehicle is $80,000, the total actual cost is $90,189.04.

The budget is short 10,189.04. There is sufficient available unencumbered funds at this time to process a Purchase Order for this purchase.

Therefore, staff recommends that City Council approve a purchase order to Warren Anderson Ford, Riverside, CA, DBA Fritts Ford in the amount of $83,694.0 0 plus sales tax and fees of $6,495.04, for a total amount of $90,189.04. All support documents are on file with the City’s Finance Department/ Purchasing Division.

Attachment: Bid - Fritts Ford

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Revenue: Expenditure: 5207300-43510

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M E M O R A N D U M

CITY OF CHINO

PUBLIC WORKS DEPARTMENT

COUNCIL MEETING DATE: APRIL 18, 2023

TO: LINDA REICH, CITY MANAGER

FROM: AMER JAKHER, PUBLIC WORKS DIRECTOR

SUBJECT: AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT FOR LEGAL SERVICES.

RECOMMENDATION
1) Approve a professional service contract amendment to Kaplan Kirsch & Rockwell, LLC, Denver, CO, in the amount of $45,000 for legal services for a total contract amount of $90,000 and 2) authorize the City Manager to execute all necessary documents on behalf of the City.

FISCAL IMPACT
Sufficient funds are included in the FY2022-23 Operating Budget.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES:

The recommendation detailed above further the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:
• Financial Stability
• Responsible Long-Range Planning

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT FOR LEGAL

SERVICES
PAGE 2

BACKGROUND
The City’s Well No. 11, located west of San Antonio Avenue adjacent to the south side of SR- 60, has been inactive since 2018 due to the presence of 123 Tri-chloropropane (TCP) exceeding the Maximum Contaminant Level (MCL) in the groundwater produced by the well.

In 2020, th e City initiated its plan to remove 123 -TCP from the groundwater produced by Well No. 11 and return the well to active status by expanding the Eastside Water Treatment Facility (EWTF) capacity to accommodate Well No. 11 and by building a pipeline connectin g Well No. 11 to the EWTF.

During City discussions regarding the EWTF expansion with the State of California Water Resources Control Board Division of Drinking Water (DDW - the regulatory agency that oversees public water systems and issues permits for the operation of those systems), the City was advised to analyze the groundwater produced by Well No. 11 for the presence of tri - chloroethylene (TCE) based on suspicions that a TCE contaminant plume had possibly migrated to the well. Analysis results of Well No. 11 groundwater samples revealed that TCE was present in the groundwater produced by the well.

Fortunately, the treatment technologies employed at the EWTF are effective for removing TCE from groundwater. However, the removal of TCE from the groundwater produced by Well No. 11 does represent an additional maintenance and operational expense beyond that needed to remove 123-TCP from the well-produced groundwater.

In 2022, the City retained the services from Kaplan Kirsch and Rockwell, LLC (KKR), a legal firm possessing experience dealing with TCE contamination, to assist the City with its efforts to evaluate the Well No. 11 TCE condition and identify possible means of redress, and initiate communications with the General Electric Corporation (GE), the ent ity responsible for the TCE plume. Based on an initial estimate ($30,000 -$65,000) of the level of effort by KKR, a professional services agreement in the amount of $45,000 was executed by the City Manager.

The originally contemplated scope of work has been accomplished, and to date, approximately $34,191.55 of the $45,000 contract amount has been expended.

ISSUES/ANALYSIS
Communication with GE regarding the TCE impact on Well No. 11 has been initiated, and continued communications to reach a mutually accept able means of redress, enabling the City to recover additional maintenance and operational expenses to remove TCE from the well - produced groundwater, are advisable. Continued communications with DDW and GE, involving the assistance of KKR, are estimated to require an additional $45,000 authorization for a total contract amount of $90,000, an amount that would result in an exceedance of the $50,000 City Manager authorization limit. There has been one previous contract amendment to extend the contract time.

Therefore, staff recommends an appropriation increase in the amount of $45,000 from the unreserved Water Fund to the FY 22-23 Water Services Operating Budget and approve contract amendment No. 2 to Kaplan Kirsch and Rockwell, LLC for the anticipated legal services for this fiscal year in the total contract amount not-to-exceed $90,000.

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT FOR LEGAL

SERVICES
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Original Contract Amount $45,000
Contract Amendment No. 2 $45,000
New Contract Amount $90,000

Attachment: PSA Amendment - KKR

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Project Name/No.: Legal Services for Well 11 Contract No.: 2022-285 (A2) Project (WA211)

Project Manager: N. Avila/PW Approved: ______________

AMENDMENT NO. 2

AGREEMENT FOR SERVICES

BETWEEN THE CITY OF CHINO AND
KAPLAN KIRSCH & ROCKWELL, LLP.

THIS AMENDMENT TO THE AGREEMENT FOR SERVICES (“Amendment”) by and between the CITY OF CHINO, a California municipal corporation (“City”) and Kaplan Kirsch and Rockwell, LLP. (“Consultant”) is effective as of the 18th day of April 2023.

RECITALS
A. City and Consultant entered into that certain Agreement for Contractual Services dated March 15th, 2022 (“Agreement”) whereby Consultant agreed to provide Consultant Legal Services for Well 11 Project (WA211).

B. City and Consultant entered into a First Agreement on July 1st, 2022, to extend the term of the Agreement
C. City and Consultant now desire to amend the Agreement to increase compensation of the Agreement for additional Consultant Legal Services for Well 11 Project (WA211).

TERMS

1. Contract Changes. The Agreement is amended as provided herein. (a) Section 2.1, Contract Sum, is hereby revised to increase the Contract Sum by Forty-Five Thousand Dollars and Zero Cents ($45,000.00) for additional Consultant Legal Services for Well 11 Project (WA211).
“Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as “Exhibit C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Ninety Thousand Dollars and Z ero Cents ($90,000.00) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.10.”

2. Continuing Effect of Agreement. Except as amended by this Agreement, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term “Agreement” app ears in the Agreement, it shall mean the Agreement, as amended by this Amendment to the Agreement.

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3. Affirmation of Agreement; Warranty R e Absence of Defaults. City and Consultant each ratify and reaffirm each and every on e of the respective rights and oblig ations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

Consultant represents and warrants to City that, as of the date of this Amendment, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

City represents and warrants to Consultant that, as of the date of this Amendment, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.

5. Authority. The persons executing this Agreement on behalf of the pa rties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of th is Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF CHINO, a municipal corporation

Linda Reich, City Manager
ATTEST:

Natalie Gonzaga, City Clerk
APPROVED AS TO FORM: APPROVED AS TO CONTENT:

ALESHIRE & WYNDER, LLP
_____________________________ ____________________________________ Fred Galante, City Attorney Amer Jakher, P.E., Director of Public Works

CONSULTANT:

Kaplan Kirsch & Rockwell, LLP
By:

Name:

Title:

By:

Name:

Title:

Address:1675 Broadway, Suite 2300
Denver, CO 80202
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES O F INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.

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Revenue: Expenditure: 3408300-48004-PK223

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M E M O R A N D U M

CITY OF CHINO

COMMUNITY SERVICES DEPARTMENT

COUNCIL MEETING DATE: APRIL 18, 2023

TO: LINDA REICH, CITY MANAGER

FROM: SILVIA AVALOS, DIRECTOR OF COMMUNITY SERVICES

SUBJECT: CONTRACT AMENDMENT AND VENDOR CAP INCREASE - COMMUNITY WORKS DESIGN GROUP.

RECOMMENDATION
1) Approve a professional services contract amendment with Community Works Design Group, Riverside, CA in the amount of $24,925 for accessibility design services for a revised contract amount of $59,975; and 2) aut horize the City Manager to execute all necessary documents on behalf of the City.

FISCAL IMPACT
Sufficient funds are available in the Fiscal Year 2022-23 Park Fund Operating Budget.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES:

The recommendation detailed above further the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:
• Responsible Long-Range Planning
• Commitment to Our Community
• Positive City Image

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: CONTRACT AMENDMENT AND VENDOR CAP INCREASE - COMMUNITY

WORKS DESIGN GROUP
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BACKGROUND
The Fiscal Year 2022-23 Park Fund budget provides funding for the Walnut Park Improvements project (PK223). The Community Services Department received a California Drought , Water, Parks, Climate, Coastal Protection, and Outdoor Access for All Act 2018 Per Capita Grant through the State of California, Department of Parks and Recreation Office of Grants and Local Services. In September 2022, Community Works Design Group was awarded a contract for design services to replace the existing playground apparatus and surfacing for Walnut Park.

The scope of work includes the replacement of the existing playground apparatus and surfacing with an all-inclusive playground apparatus, pour-in-play surfacing, and shade sails with lighting.

After several onsite meetings with Community Works Design Group, additional improvements were added to the scope, which will include accessibility improvements to the parking lot, walkways, picnic tables, park benches, and a drinking fountain.

ISSUES/ANALYSIS
In January 2023, staff received a proposal from Community Works Design Group, in the amount of $24,925 for additional design services. The current contract amount awarded to Community Works Des ign Group for landscape architectural services totals $35,050. The requested increase of $24,925 will bring the total contract amount to $59,975. City Council authorization is required as the combined total of purchase orders will exceed $50,000 authoriz ed to one vendor.

Attachment: Community Works Design Group - Contract Amendment and Proposal

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Project Name/No.: ________________ Contract No.: 2023-132 Project Manager: ________________ Approved: ______________

AMENDMENT NO. 1

TO AGREEMENT FOR SERVICES
THIS AMENDMENT TO THE AGREEMENT FOR SERVICES (“Amendment”) by and between the CITY OF CHINO, a California municipal corporation (“City”) and COMMUNITY WORKS DESIGN GROUP (“Consultant”) is effective as of the 18th day of April, 2023.

RECITALS
A. City and Consultant entered into that certain Agreement for Professional Services dated September 6, 2022 (“Agreement”) whereby Consultant agreed to provide design services.

B. City and Consultant now desire to amend the Agreement to increase compensation, extend the term, and include additional scoping to the original plan and civil engineering plans to the scope of work.

TERMS

1. Contract Changes. The Agreement is amended as provided herein. (a) Section 2.1, Contract Sum, is hereby revised to increase the Contract Sum by $24,925 for the extended term, and shall read in its entirety as follows:
“Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the am ounts specified in the “Schedule of Compensation ” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Fifty- Nine Thousand Nine Hundred Seventy-Five Dollars and No Cents ($59,975) (the “Contract Sum”), unless additional compensation is approved pursuant to Section

1.10.”
(b) Section 3.4, Term, is hereby revised to read in its entirety as follows:
“Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services , which shall be no later than December 31, 2023 , except as otherwise provided in the Schedule of Performance (Exhibit “D”). This Agreement may be renewed by a written amendment for up to an additional zero (0) year(s) at the option of the City if the City is satisfied with the quality of services performed by Consultant under this Agreement.”

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01225.0001/458787.1

2. Continuing Effect of Agreement. Except as amende d by this Agreement, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by this Amendment to the Agreement.

3. Affirmation of Agreement; Warranty R e Absence of Defaults. City and Consultant each ratify and reaffirm each and every on e of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

5. Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound.

[SIGNATURES ON FOLLOWING PAGE]

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01225.0001/458787.1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF CHINO, a municipal corporation

Linda Reich, City Manager
ATTEST:

Natalie Gonzaga, City Clerk
APPROVED AS TO FORM: APPROVED AS TO CONTENT:

ALESHIRE & WYNDER, LLP
_____________________________ _____________________________ Fred Galante, City Attorney Silvia Avalos, Director of Community Services

CONSULTANT:

COMMUNITY WORKS DESIGN GROUP
By:

Name:

Title:

By:

Name:

Title:

Address:

Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assist ant Treasurer. CONSULTANT’S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.

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landscape architecture • planning • accessibility consulting 4649 Brockton Avenue • Riverside CA 92506 • (951) 369-0700 • www.cwdg.fun

December 22, 2022

Ms. Carolyn Baltzer, Parks & Capital Projects Manager
City of Chino
13220 Central Avenue
Chino, CA 91710
Sent via email: [email protected]

RE: Walnut Park Improvements – Work Authorization #1:

Addition of New Scope Area and Civil Engineering Plans

Dear Carolyn:

On be half of the C ommunity Works Design Group (CWDG) team, a s recently complemented with David Beckwith and Associates (DBA), we have assembled the following Work Authorization for your review. This Work Authorization covers all design-related expenses relating to the increased project area and the inclusion of Civil Engineering drawings, in response to ongoing conversations with the City team.

Please feel free to reach out to discuss any of the details relating to this Work Authorization.

Respectfully submitted,

COMMUNITY WORKS DESIGN GROUP

Scott Rice
ASLA, LEED AP, CASp
President
Landscape Architect CA#5111
Certified Access Specialist CASp-709
[email protected]

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WALNUT PARK IMPROVEMENTS – Work Authorization #1 December 22, 2022

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SCOPE OF SERVICES

The following is a description of the additional scope covered by this Work Authorization, as expanded from our original proposal.

TASK 1. CONSTRUCTION PLANS/ SPECIFICATIONS/ ESTIMATES

1. We (CWDG and DBA) will prepare plans for remediating the access barriers associated with the accessible parking space, access aisle and curb ramp.

2. We (CWDG) will provide adequate demolition and construction plan notes, legend items, and corresponding details to include additional flatwork remediation surrounding the playground areas for the sake of uniform f inished appearance and accessibility barrier removal.

3. We (CWDG) will provide adequate demolition and construction plan notes, legend items, and corresponding details to include new accessible walkways leading to existing picnic seating within the lawn area north of the playgrounds. This will include notes relating to retrofitting of existing irrigation to accommodate the new picnic walks, and for the protection of existing tree root systems within the work zone.

4. We (CWDG) will provide adequate demolition and construction plan notes, legend items, and corresponding details to include new stone veneer and concrete wall caps at the existing seat wall between the playground and parking area.

5. As a separate Additive Alternate sheet supplement, w e (CWDG) will provide adequate demolition and construction plan notes, legen d items, and corresponding details to reflect the optional demolition and removal of the existing curved shade shelter, with the replacement of a new steel shade cover as coordinated through Pol igon Shade Shelters. This additive alternate will also include the specification of new picn ic tables and corresponding concrete flatwork rehabilit ation, as the removal of ex isting shade shelter will re quire the removal of subsurface footings in preparation f or the new shelter footings. Note: Any structural engineering drawings required for plan approval and permitting will be prepared by Poligon, and charged to the City under our reimbursable budget.

6. Our subconsultant engineer, David Beckwith and Associates (DBA), will prepare a precise grading and drain age plan and supplemental specifications for all areas of work described above. This includes finished grading and local area drainage design. We (CWDG) will internally review the grading design for compliance with ADA and CBC 11B accessibility requirements prior to submission for plan check.

7. DBA will prepare one erosion control plan for inclu sion on the precise grading plan set for use in construction occurring during the rainy season. Plans will include temporary desilting basins, sandbags, silt fencing, stabili zed project entry, slope protection and other applicable best management practices (BMP’s).

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8. DBA will provide design phase coordination with CWDG and the City project team, including participation in progress meetings.

9. We will update the critical path schedule, identifying key submittal dates and progress milestones for City review and approval.

TASK 2. BIDDING ASSISTANCE

1. In addition to the bidding assistance previously included by CWDG, our civil engineering subconsultant, David Bec kwith a nd Associates, will p rovide points of clar ification and response to requests for information (RFI’ s) from contractors relative to the grading and drainage plans during the bidding process. Turn -around time for the RFI responses will be two (2) days from receipt of the RFI.

TASK 3. CONSTRUCTION ADMINISTRATION/ MANAGEMENT

1. In addition to the construction administration task s previously included by CWDG, our civil engineering s ubconsultant, David Bec kwith a nd Associates, will p rovide points of clarification and res ponse to re quests from the s elected contractor relative to the construction of the site improvements.

2. In addition to the submittal review tasks previously included by CWDG, DBA will also review contractor-supplied submittals for completeness and compliance with project specifications and the project drawings for this project, relating to the grading and drainage plans . Turn- around time for review of submittals will be one (1) week from receipt of submittals in DBA’s office.

3. In addition to the field observation tasks previously included by CWDG, DBA will provide one (1) field observation trip related to the grading and drainage portions of construction.

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ADDITIONAL FEE PROPOSAL – WORK AUTHORIZATION #1

The following is our proposed fee to provide all additionally requested design work mentioned in the Scope of Work outline for the Walnut Park Improvements project:

Consultant Services Fee

Task 1. Construction Plans/ Specs/ Estimates L UMP SUM $ 16,110 Broken down as follows:

CWDG: A dd 2 hrs. Principal Landscape Architect @ $215/hr. = $430 Add 4 hrs. Senior Landscape Architect @ $160/hr. = $640 Add 8 hrs. Landscape Designer @ $130/hr. = $1,040

DBA: Add Lump Sum (per attached DBA proposal, = $14,000 D BA Tasks 1-4 collectively)

Task 2. Bidding Assistance LUMP SUM $ 1,535
Broken down as follows:

CWDG: A dd 1 hrs. Principal Landscape Architect @ $215/hr. = $ 215 Add 2 hrs. Senior Landscape Architect @ $160/hr. = $320

DBA: Add Lump Sum (per attached DBA proposal, = $1,000 F irst portion of DBA Task 5)

Task 3. Construction Admin/ Management LUMP SUM $ 5,780

CWDG: A dd 4 hrs. Principal Landscape Architect @ $215/hr. = $860 Add 12 hrs. Senior Landscape Architect @ $160/hr. = $1,920

DBA: Add Lump Sum (per attached DBA proposal, = $3,000 2 nd through 4th portions of DBA Task 5)

Additional Reimbursables ALLOW $ 1,500

Total $ 24 ,925

The scope and fees listed above reflect our understanding of the project and all of the work we are recommending for the successful completion of this project. However, we are open to negotiating our exact scope and fees to best suit the City’s needs and available budget.

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WALNUT PARK IMPROVEMENTS – Work Authorization #1 December 22, 2022

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ATTACHMENT 1: Civil Engineering proposal as received from David Beckwith & Associates; all scope and fees identified within DBA’s proposal have been dovetailed into this proposal with no mark-up above original.

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David Beckwith and Associates, Inc
Civil & Structural Engineering - Land Surveying - QSD/QSP Environmental Services DGS Certified SBE 1741789 • DIR 1000016907 • CSLB 1013422

9431 Haven Avenue, Suite 232 • Rancho Cucamonga, CA 91730 • 714.349.7007 • www.davidbeckwithandassociates.com December 22, 2022

Scott Rice, ASLA, LEED AP, CASp
Community Works Design Group
4649 Brockton Avenue
Riverside, CA 92506

Project: Walnut Park, Chino
DBA Proposal No. 22728

Reference: Professional Services Proposal

Dear Scott,
In accordance with your request, David Beckwith and Associates, Inc (DBA) is pleased to submit to you this Proposal for Professional Design Services for the above project.

We are delighted that you have invited our firm to join the design team on this project and we want to thank you for your confidence in DBA. As a company that spans multiple disciplines we strive to work as a team dedicated to quality, service, and innova tion, with our client’s wishes in the forefront of every decision. Pleas e be assured that DBA has the resources, staffing, and creativity to handle all of your project’s needs. DBA capitalizes on the knowledge of our highly trained staff in working with agencies like the City of Chino and other teammates/cons ultants to deliver a technically sound product th at meets your needs and desires.

It is the understanding of DBA that City of Chino wishes to refurbish their existing community park per the project RFP and CWDG wishes to team with DBA to provide design services for this project. We have prepared a proposal for professional services for this project per your request and direction as well as the project RFP. We have included the rep orts and calculations that will be necess ary for the approval and ultimate construction of this site. I believe you will find our proposal to be thorough and indicative of the work required for a project of this type.

We are confident you will be pleased with the level of service our profession al staff will deliver for your project. Should you have any additional questions or comments please do not hesitate to contact me via phone at (714) 349-7007 or e-mail at [email protected].

Sincerely,

David M Beckwith, PE, PLS, QSD, QSP, QISP
CEO/President

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Scott Rice / Community Works Design Group
Walnut Park, Chino
Professional Services Proposal
December 22, 2022

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DGS Certified SBE 1741789 • DIR 1000016907 • CSLB 1013422 Client Initials ______

SCOPE OF SERVICES
Task 1. Precise Grading and Drainage Plan Fee $ 7,000
Our office shall prepare one (1) set of precise grading and drainage plans for the areas of work as indicated by CWDG scoping email. Includes finished grading and local area drainage design.

Sidewalks and fencing to be shown for reference only with finished hardscape ele vations and designed to be in compliance with current ADA regulations . Includes agency plan check revisions, construction notes, quantities, and construction details.

Task 2. Erosion Control Plan Fee $ 2,000
Our office shall prepare one (1) erosion control plan for inclusion on the precise grading plan set for use during construction occurring in the rainy season. Plans will indicate temporary desilting basins, sandbags, silt fencing, stabilized project entry , slope protection , and other applicable best management practices (BMPs). Includes agency plan check revi sions, construction notes, and quantities.

Task 3. Specifications Fee $ 2,000
Our office shall work with the Client to prepare the specifications for the civil improv ements associated with the project. This shall be accompl ished by reviewing and editing t he standard 6-digit CSI format specifications.

Task 4. Design Phase Project Coordination and Meetings Fee $ 3,000 Our office shall provide design phase project coordination, such as meeting attendance.

Task 5. Construction Support Fee $ 4,000
• Bidding Support – Our office shall provide points of clarification and res ponse to requests for informatio n (RFI) from Co ntractors relative to the construction of the site improvements during the bidding process. Turn-around time for the RFI responses will be two (2) days from receipt of the RFI in DBA’s office.
• Construction Assistance – Our office shall provide points of cl arification and response to requests fro m the selected Contractor relative to the construction of the site improvements.
• Material Submittal Revie w – Our offi ce shall review contractor supplied su bmittals f or completeness and compliance with project specifications and the project drawings for this project. Turn-around time for review of submittals will be one (1) week from receipt of submittals in DBA’s office.
• Field Observation – Our office shall attend a f ield obse rvation trip ( 1 max) as required during the construction portion of the project.

ASSUMPTIONS/EXCLUSIONS
In the p reparation of this proposal the following items have been assumed by David Beckwith and Associates, Inc and are identified below as such.

A. Changes in scope or design directed by the Clien t after beginning the project will be considered extra. The amount of extra work shall be that required to bring the revised work to the same stage of completion as the original work at the time of the change.

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DGS Certified SBE 1741789 • DIR 1000016907 • CSLB 1013422 Client Initials ______
B. All Application/Permit Fees shall be paid for by the Client.

C. It is anticipated that the project SWPPP is not required as the site does not meet the permit minimum 1-acre threshold for requiring a SWPPP and WDID.

D. Assumes the project will not require a WQMP as this work should be considered “routine maintenance activities that are conducted to maintain original line and grade…or redevelopment activity required to protect public health and safety” and as such would be exempt from the WQMP requirements. Should said report be necessary, additional fee will be required.

E. Client to provide as-built drawings of existing facilities.

F. All deliverables will be emailed to the Client in digit al/electronic format only. The above scope does not include any hard cop ies of plans or reports. Should paper copies be requested they will be billed on a separate line item consistent with the “reimbursables” mark-up below.

G. Any items not specifica lly in cluded in th e above scope are specifically exclud ed from this proposal.
2023 SCHEDULE OF CHARGES (STANDARD HOURLY RATES)

CLASSIFICATION HOURLY RATE
President ............................................................................................................................................... $ 325 Project Manager ................................................................................................................................... $ 305 Project Engineer .................................................................................................................................... $ 275 Jr Engineer ............................................................................................................................................. $ 205 CADD Operator ..................................................................................................................................... $ 135 Project Surveyor .................................................................................................................................... $ 275 1-Man Survey Crew ............................................................................................................................... $ 250 • Reproduction and other reimbursable expenses will be billed in ad dition to the above rates, with a 15% handling surcharge (detailed costs provided upon request).

PROFESSIONAL FEES
DBA proposes to complete the services as specifically identified above on a Fixed Fee basis of $18,000 unless otherwise noted and will be billed accordingly.

Invoices will be sent based upon the work completed according to the percentage of work competed as determined by DBA. Payment will be due and payable within thirty (30) days from the date of invoice.

Government fees, mil eage per diem, de livery costs such as federal express charges and cost of prints/reproductions are NOT included in our fixed fee. All such costs are “reimburs able” items and will be shown separately on your invoice and billed to you at cost plus 15%.

All work will commence immediately upon receipt of signed proposal and contr act. This fee proposal is valid for thirty (30) days from the date of this document.

This Agreement is being offered with the understanding that the attached General Terms and Conditions are part of our Contractual Agreement.

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Professional Services Proposal
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DGS Certified SBE 1741789 • DIR 1000016907 • CSLB 1013422 Client Initials ______
If this document is acceptabl e to you, please return one (1 ) signed c opy to our office for our contract files.

Offered by: Accepted by:
12/22/22
David M Beckwith, PE, PLS, QSD, QSP Date Scott Rice, ASLA, LEED AP, CASp Date David Beckwith and Associates, Inc Community Works Design Group

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Walnut Park, Chino
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DGS Certified SBE 1741789 • DIR 1000016907 • CSLB 1013422 Client Initials ______

GENERAL TERMS AND CONDITIONS
The following General Terms and Conditions are part of the Client’s agreement with David Beckwith and Associates, Inc (DBA) for consulting services and are effective upon signing of the services agreement.

Billings/Payments
Accrued fees and direct charges will be billed monthly by the Consultant and shall be due and payable within thirty (30) da ys of the date of in voice unless otherwise spe cified in this Agreement. Failure of client to make ful l payment within forty-five (45) days of the date of invoice, the Consultant may, without waiving any claim or right against the Client, and without liabi lity whatsoever to t he Cl ient, terminate the p erformance of the service.

Retainers shall be credited on the final invoice. If DBA does not receiv e any objections to any invoice it generates within 5 days afte r it is submitted for payment to the Client, t hen the amount state d sha ll be conclusive with regard to the amounts billed on that invoice and not su bject to further objection or review at any l ater time by the Client.

Document Ownership
All original papers, documents, drawings, electronic media and other work products of Consultant shall remain the property of Consultant. The Client is entitled to copies upon request.

Termination of Services
This Agreement may be terminated by the Client or the Consultant should the other fail to perform its obligations hereunder. In th e event of termination, th e Client shall pay the Consultant for all services rende red to the date of termination, all reimbursable expenses, and reimbursable termination expenses.

Dispute Resolution
Any claims or disputes made during design, construction o r post-construction between the Client and Consultant shall be submitted to non-binding mediation. Client and Consultant agree to include a similar mediation agreement with all co ntractors, subcontractors, subconsultants, suppliers and fabricators, thereby providing for mediation a s the primary method for dispute resolution between all parties.

Indemnification
The Client shall, to the f ullest extent permitted b y law, indemnify and hold harmle ss the Consultant, his or her officers, employ ees, agents and subc onsultants from and agains t all damage, liability and cost, including reasonable attorney’s fees and defense costs, arising out of or in any way connected wit h the performance by any of the parties above named of the services under this Agreement, excepting only those damages, liabilities or costs attributable to the sole negligence or willful misconduct of the Consultant.

Limitation of Liability
In recognition of the relative risk s, rewards and benefits of the project to b oth the Client and Consultant, the risks have been allocated such that the Client agrees that, to the fullest extent permitted by law, the Consultant’s total liability to the Client for any an d all injuries, claims, losses, expenses, damages or claim expen ses arising out of this Agreement from any cause or causes s hall not exceed the sum of the Consultant’s fees or $50, 000, whichever is greater. Such causes inclu de, but are not limited to, the Consultant’s negligence, errors, omissions, strict liability or breach of contract.

Construction Liability
Client agrees that construction contractor shall be required to assume s ole and complete responsibility for job site conditions during construction of the project. Clie nt agrees t o defend, indemnify and hold con sultant harmle ss from any and all liability, real or alleged , in connection with the performance of work on this pro ject, excepting liability arising from the sole negligence of Consultant.

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Revenue: Expenditure:

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

DEVELOPMENT SERVICES DEPARTMENT

COUNCIL MEETING DATE: APRIL 18, 2023

TO: LINDA REICH, CITY MANAGER

FROM: NICHOLAS S. LIGUORI, AICP, DEVELOPMENT SERVICES DIRECTOR

SUBJECT: ADOPTION OF ORDINANCE NO. 2023 -008 AN D 2023 -009, HOUSING OVERLAYS (SECOND READING).

RECOMMENDATION
Approve the adoption of Ordinance No. 2023 -008 on second reading, adopting amendments to Title 20 (Zoning) of the Chino Municipal Code to update several chapters in accordance with the affordable housing and mixed use overlay districts to be consistent with the City’s 2021 -2029 Housing Element; approve the adoption of Ordinance No. 2023 -009 on second reading, amending the East Chino Specific Plan, the Eucalyptus Business Park Specific Plan, and the Majestic Spectrum Specific Plan revising the text of various sections related to the addition of the affordable housing and mixed use overlay districts to the Zoning Code (Title 20 of the Municipal Code).

FISCAL IMPACT
There is no fiscal impact.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES The recommendation detailed above will further the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:
• Positive City Image
• Responsible Long Range Planning

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: ADOPTION OF ORDINANCE NO. 2023-008 AND 2023-009, HOUSING

OVERLAYS (SECOND READING)
PAGE 2

BACKGROUND
This matter was intr oduced on first reading by the Council at their April 4, 2023 meeting. The proposed changes consist of modificatio ns to several chapters to address issues staff has encountered in implementing the Zoning Code over the past year, as well as to update the code to reflect changes that have occurred in State Law. Most of the proposed changes are considered minor in nature and will help new businesses looking to establish within the City.

Once adopted on second reading, the ordinances will go into effect thirty (30) days thereafter.

ISSUES/ANALYSIS
Ordinance No. 2023-008:

AN O RDINANCE OF THE CITY COUNCIL OF THE CITY OF CHIN O, CALIFORNIA, AMENDING TITLE 20 (ZONING) OF THE CHINO MUNICIPAL CODE TO UPDATE THE

FOLLOWING CHAPTERS IN ACCORDANCE WITH THE AFFORDABLE HOUSING AND MIXED USE OVERLAY DISTRICTS: CHAPTER 20.03 (ZONING DISTRICTS AND ZONING MAPS), CHAPTER 20.08 (AGRICULTURAL, OPEN SPACE AND PUBLIC ZONING DISTRICTS), CHAPTER 20.09 (OVERLAY DISTRICTS), CHAPTER 20.18 (PARKING), CHAPTER 20.21 (STANDARDS FOR SPECIFIC LAND USES), CHAPTER 20.23 (ADMINISTRATION), AND CHAPTER 20.24 (GLOSSARY) AND AMENDING THE ZONING

MAP TO IDENTIFY THE LOCATION OF THE AFFORDABLE HOUSING AND MIXED USE OVERLAY DISTRICT SITES TO BE CONSISTENT WITH THE CITY’S 2021 -2029 HOUSING ELEMENT.

Ordinance No. 2023-009:

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHINO, CALIFORNIA,

AMENDING THE EAST CHINO SPECIFIC PLAN, THE EUCALYPTUS BUSINESS PARK

SPECIFIC PLAN, AND MAJESTIC SPECTRUM SPECIFIC PLAN REVISING THE TEXT OF

VARIOUS SECTIONS WITHIN THESE SPECIFIC PLANS RELATED TO THE ADDITION OF

THE AFFORDABLE HOUSING AND MIXED USE OVERLAY DISTRICTS TO THE ZONING CODE (TITLE 20 OF THE MUNICIPAL CODE). PL22 -0089 (EUCALYPTUS BUSINESS PARK SPECIFIC PLAN AMENDMENT), PL22 -0090 (MAJESTIC SPECTRUM SPECIFIC PLAN AMENDMENT), AND PL22-0091 (EAST CHINO SPECIFIC PLAN AMENDMENT.

Attachments: Ordinance No. 2023-008
Ordinance No. 2023-009

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ORDINANCE NO. 2023-008

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHINO,
CALIFORNIA, AMENDING TITLE 20 (ZONING) OF THE CHINO

MUNICIPAL CODE TO UPDATE THE FOLLOWING CHAPTERS IN

ACCORDANCE WITH THE AFFORDABLE HOUSING AND MIXED USE
OVERLAY DISTRICTS: CHAPTER 20.03 (ZONING DISTRICTS AND
ZONING MAPS), CHAPTER 20.08 (AGRICULTURAL, OPEN SPACE
AND PUBLIC ZONING DISTRICTS), CHAPTER 20.09 (OVERLAY
DISTRICTS), CHAPTER 20.18 (PARKING), CHAPTER 20.21
(STANDARDS FOR SPECIFIC LAND USES), CHAPTER 20.23
(ADMINISTRATION), AND CHAPTER 20.24 (GLOSSARY) AND

AMENDING THE ZONING MAP TO IDENTIFY THE LOCATION OF THE

AFFORDABLE HOUSING AND MIXED USE OVERLAY DISTRICT SITES TO BE CONSISTENT WITH THE CITY’S 2021-2029 HOUSING ELEMENT

The City Council of the City of Chino, California, does hereby ordain as follows:

Section 1. Chapter 20.03 (Zoning Districts and Zoning Maps) is hereby amended as follows (additions in Red):

CHAPTER 20.03 ZONING DISTRICTS AND ZONING MAP
…

20.03.020 – Zoning Districts and Zoning Map
A. Base Zoning Districts. The City of Chino shall be divided into zoning districts that implement the City of Chino General Plan.
…
B. Overlay Zoning Districts. The City of Chino establishes the overlay zoning districts set out in Table 20.03-2. These impose additional requirements on certain properties within one or more underlying base zoning districts.

TABLE 20.03-2 OVERLAY ZONING DISTRICTS
Overlay Zoning District Symbol Name of Zoning District
AHO Affordable Housing Overlay District
AO Agricultural Overlay District
A Airport Overlay District
DO Downtown Overlay
MUO Mixed Use Overlay District

Section 2. Chapter 20.08 (Agricultural, Open Space, and Public Zoning Districts) is hereby amended as follows (additions in Red):

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ORDINANCE NO. 2023-008

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CHAPTER 20.08 - AGRICULTURAL, OPEN SPACE AND PUBLIC ZONING

DISTRICTS

20.08.030 - Use regulations.

A. Permitted uses. Table 20.08-1 identifies land uses in the agricultural, open space and public zoning districts.

TABLE 20.08-1 LAND USE REGULATIONS FOR AGRICULTURAL, OPEN SPACE,

AND PUBLIC ZONING DISTRICTS
Uses
Zoning District
Additional Regulations
AG OS 1 OS 2 P PS
Residential Uses
Single-Family Dwellings P ■ ■ ■ ■
Accessory Dwelling Units P ■ ■ ■ ■ Section 20.11.020 Junior Accessory Dwelling
Units P ■ ■ ■ ■ Section 20.11.020
Caretaker Quarters P ■ ■ ■ ■ Section 20.21.110
Farm Employee Housing,
Large C C C ■ ■ Section 20.21.490
Farm Employee Housing,
Small P P P ■ ■ Section 20.21.490

…

Section 3. Chapter 20.09 (Overlay Districts) is hereby amended as follows ( additions in Red):

CHAPTER 20.09 OVERLAY DISTRICTS
…

20.09.090 Overlay districts for affordable housing
A. Purpose and intent. The purpose of the overlay districts for affordable housing – the Affordable Housing Overlay (AHO) district and the Mixed Use Overlay (MUO) district – is to promote the development of affordable housing for low and very low income

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households in specific areas identified in the General Plan at densities of up to 30 dwelling units per acre if affordability requirements established in this section are met. More specifically, the AHO and MUO allow residential uses where they would not otherwise be allowed and provi de for additional density in return for projects providing more affordable housing. The AHO is intended for standalone affordable housing projects, while the MUO provides for mixed use development with affordable housing either on upper floors or in separate buildings. This section also provides the residential development community t wo alternatives for construction of affordable housing within market-rate development and offers a streamlined process for administrative review of qualifying projects with affordable housing using checklists and objective standards as required by State law.

B. Relation to base zoning. The AHO and MUO district regulations shall apply in the case of a conflict with the base zoning district regulations when a housing project is proposed. However, when an applicant proposes only non-residential uses, then only the base zoning district land use regulations and development standards apply. The AHO and MUO regulations and development standards only apply to proposed housing projects.

C. Permitted uses. Table 20.09-4 identifies residential land uses permitted in the AHO and MUO districts in addition to the uses that are permitted within the existing base zoning district.

TABLE 20.09-4: ADDITIONAL LAND USES PERMITTED

IN AHO AND MUO DISTRICTS
Uses District Additional Regulations AHO and MUO
Residential Uses
Accessory
Dwelling Units P Section 20.11.020
Multiple-Family
Dwellings P
Senior Housing
Projects P
Section 20.21.340 with
additional density
allowed for affordable
housing under criteria
established in this
section
Warehousing and Storage
Public Storage C – MUO only Sections 20.21.210 and

20.09.090(E)(4)

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D. Required density and increased density for affordable housing.

1. Minimum and maximum density.
a. Rental projects. The maximum density for residential development with rental units in the AHO and MUO districts shall be 26 units per adjusted gross acre unless a project qualifies for additional density by providing more affordable housing pursuant to subsection (2) below or qualifies for additional density under state law under subsection (3) below , or both .

The minimum density shall be 26 units per adjusted gross acre. b. For sale projects. The maximum density for residential development with for-sale units in the AHO and MUO districts shall be 30 units per adjusted gross acre provided that at least 3 percent of the units are available for purchase by moderate income households at an affordable purchase price. The minimum density shall be 26 units per adjusted gross acre.

2. Additional density for affordable rental housing. An increase in the maximum density is allowed, as shown in Table 20.09- 5, for qualifying residential development with rental units if the percentage of low income units meets or exceeds the percentages shown, provided that the maximum density shall not exceed 30 units per adjusted gross acre.

TABLE 20.09-5: ADDITIONAL DENSITY FOR QUALIFYING AFFORDABLE

RENTAL HOUSING PROJECTS IN AHO AND MUO DISTRICTS
Maximum Allowable Density (Units per Adjusted Gross Acre) 26 27 28 29 30
Percent Affordable Units Required in Rental Projects:

Low Income Units 9 10 11 12 13

3. Additional density under state law. Applicants also may be eligible for a density bonus, incentives, and/or concessions under the State Density Bonus Law, the Affordable Housing and High Road Jobs Act of 2022, and other applicable State laws.

E. Additional land use regulations for MUO district.

1. Types of mixed use allowed. Both horizontal and vertical mixed use development shall be allowed in the MUO district.
a. Horizontal mixed use development allows a range of uses adjacent to one another, either in separate buildings or parcels. Individual buildings

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may share project components, such as parking, serving, loading, and utility areas.
b. Vertical mixed use allows for a mix of uses within a single building where non-residential uses occupy the ground floor and residential uses are on the upper levels. A vertical mixed use project may have surface parking, subterranean parking decks, and/or at grade and above grade parking decks.

2. Minimum amount of retail and service uses required in a mixed-use project. In a mixed use project, at least 10 percent of the gross floor area shall be reserved for and occupied by retail shops, eating and drinking establishments, retail banks, financial and business services, or businesses offering personal services. If the project is within or adjacent to a shopping center or regional retail complex, this requirement for on- site retail uses shall be reduced to 5 percent.

3. Active and pedestrian-oriented frontages required. Along the primary building frontage, active ground floor uses are required in mixed use buildings with residential uses above commercial uses for at least 60 percent of street-facing spacing. These may include retail shops, eating and drinking establishments, retail banks, financial and business services, personal services, and offices for walk-in clientele, such as employment agencies, insurance offices, real estate offices, travel agencies, and offices for elected officials. For residential only buildings along a primary building frontage, an active frontage with a pedestrian orientation can include windows and glass doors, stoops and steps, covered entries, and windows providing views into active space within the building, such as lobbies and gyms. The Director of Development Services also may allow these active and pedestrian-oriented frontages to be provided along private streets, interior walkways, and around plazas and courtyards within the interior of a mixed use project rather th an on exterior frontages facing arterial streets.

4. Public Storage Facilities. In addition to the requirements of Section 20.21.210, public storage shall comply with the following standards:
a. Minimum site size. Public storage facilities are only allowed within mixed use development on sites with of five acres or more.
b. Setbacks. Public storage facilities shall be setback a minimum of 50 feet from front and street side property lines.
c. Maximum building height. If freestanding, the maximum building height for a public storage facility shall not exceed the building height of an adjacent residential only or mixed us building.

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d. Maximum floor area. The maximum floor area for public storage facilities on a site shall not exceed 25 percent of the gross floor area for al l residential and non-residential uses.
e. Exterior building materials. The exterior building materials, colors, and finishes of the public storage facility shall be the same as those used for residential and mixed use buildings on the project site to create a unified appearance
f. Building articulation. The building facades of public storage facilities that face streets or residential and mixed use buildings in a project shall include building projections or recesses, doorways or window trim, and other details that provide architectural articulation and visual interest. g. On-site management. On-site, 24-hour management shall be provided, and the Planning Commission may establish specific hours of operation as a condition of approval of a conditional use permit for a public storage facility.

F. Development standards for the AHO district . All residential development in the AHO district shall comply with the development standards in Table 20.09- 6 and the supplemental design standards following the table; and with the Multiple- Family Residential Design Standards in Section 20.17.050 to the extent these are not superseded by the supplemental design standards following the table. If no housing is proposed, then non-residential development must comply only with the standards of the base zoning district with which the AHO district is combined and the Commercial Design Standards in Section 20.17.070.

TABLE 20.09-6: DEVELOPMENT STANDARDS FOR RESIDENTIAL

DEVELOPMENT IN THE AHO DISTRICT
Feature Standard Additional Regulations
Site Requirements
Minimum Lot Area 10,000 sq. ft.

Minimum Lot Width 100 feet
Maximum Lot Coverage 65%
Maximum Floor Area Ratio (non-
residential space) 0.85 Note 1
Minimum Landscape Coverage 15% See Chapter 20.19
Refuse Storage and Recycling See Chapter 20.10.060
Building Form and Location
Maximum Building Height 40 feet Note 2
Minimum Setbacks:

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TABLE 20.09-6: DEVELOPMENT STANDARDS FOR RESIDENTIAL

DEVELOPMENT IN THE AHO DISTRICT
Feature Standard Additional Regulations
Front 15 feet Notes 3, 4, and 5
Rear 10 feet; 15 feet if
adjacent to a
Residential or
Industrial district See also Subsection
(F)(1).

Interior Side 5 feet; 10 feet if
adjacent to a
Residential district
Street Side 10 feet Chapter 20.18 and Notes
3, 4, and 5
Minimum Building Separations 15 feet
Other Requirements
Off-street parking and loading for
non-residential uses
See Chapter 20.18 (Parking)
Street curb cuts Note 6
Notes:
[1] Additional FAR is allowed up to 1.25 for projects with affordable rental units . The amount of additional FAR shall be calculated based on the increase in density allowed for qualifying projects meeting affordable housing criteria. For example, i f a project receives a one unit per acre increase in density, then it receives a 0.125 increase in allowable FAR.
[2] Additional height is allowed up to 45 feet for lots with at least 100 feet of primary street frontage to enable provision of sloped roofs and common open space for recreational facilities. The upper story above 40 feet shall be setback back an additional seven feet from the interior property line if the project is adjacent to a Residential zoning district. [3] The front setback may be reduced to 10 feet on the following streets: Riverside Drive and Central Avenue.
[4] A minimum 20-foot setback must be provided for garages and carports facing a street. [5] Open or covered porches may be constructed in the front and street side setbacks to encroach no closer than 12 feet to the front property line and 5 feet to the street sid e property line.
[6] New street curb cuts are not allowed on lots with alley access unless approved by the Director of Development Services and the City Engineer to accommodate affordable housing units.

1. Required side and rear yards for residential uses. In order to provide light and air for residential units and additional separation for rooms that contain areas

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that require additional privacy considerations, the following minimum setbacks shall apply to any building wall containing windows and facing an interior side or rear yard. The required setbacks apply to that portion of the building wall containing and extending 3 feet on either side of any window. a. For any wall containing living room or other primary room windows, a setback of at least 15 feet shall be provided.
b. For any wall containing sleeping room windows, a setback of at least 10 feet shall be provided.
c. For all other walls containing windows, a setback of at least 5 feet shall be provided.

2. Required building wall on designated s treets. Along Riverside Drive and Central Avenue south of Highway 60, building walls shall be constructed along or within 10 feet of the front property line for a minimum of 70 percent of the primary street frontage and 40 percent on secondary street frontages. This requirement may be waived by the Director of Development Ser vices upon finding that:
a. Ground-floor residential uses are proposed, a minimum 15- foot setback is proposed, and substantial landscaping will be located between the build-to and ground-floor residential units as a buffer; b. Entry courtyards, plazas, entries, or outdoor eating areas are located between the build-to line and the building and buildings are constructed at the edge of the courtyard, plaza, or dining area;
c. The building incorporates an alternative entrance design that creates a welcoming entry facing the street.

3. Building entrances.
a. Principal building entries shall front upon the primary street or be in a visually-prominent location as determined by the Director of Development Services.
b. Building entries shall be accented with features such as moldings, lighting, overhangs, or awnings.

4. Building mass and scale.
a. To reduce upper -story building mass, floorplates for the third s tory and above shall not exceed 80 percent of the ground- floor floorplate. The Director of Development Services may waive this requirement upon finding the architectural articulation of exterior walls and a sloped roof

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modulates the visual mass of the top of the building and avoids the appearance of a box-like structure.
b. Buildings that are more than 150 feet in length shall include a minimum 2-foot vertical variation in height for at least 50 feet.

5. Pedestrian orientation and accessible pedestrian facilities on designated streets.
a. Along Riverside Drive and Central Avenue south of Highway 60, all development on sites over two acres in size shall incorporate such features as plazas, interior walkways, canopies, arcades, paseos, ornamental gates, trellises, ligh ting, plant materials, seating, fountains, or other similar features, as appropriate, to support and enhance pedestrian spaces.
b. Outdoor pedestrian space shall be landscaped and shall include appropriate street furniture to encourage pedestrian activity. c. Clearly marked pedestrian connections shall be provided between parking areas and buildings.
d. All sidewalks, crosswalks, courts, plazas and residential buildings shall be designed to be safe, accessible, and convenient for individuals of all abilities, whether travelling by foot, wheelchair, or other mobility aid, consistent with the City’s adopted Policy on Accessible Pedestrian Facilities.

6. Parking.
a. Parking areas are prohibited between the building and primary street edge. On- site parking shall be in the rear half of the site or within a parking structure.
b. Multi-story parking structures within 25 feet of a street frontage shall be lined with foundation landscaping at the ground floor.
c. Building siting and parking design shall maximize opportunities for shared parking, access entries, and driveways in order to minimize the number of curb cuts and thus limit possible conflict between pedestrians and automobiles.
d. Whenever possible, vehicle access shall be provided from side streets and alleys to limit the number of driveways along arterial streets.

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7. Landscaping.
a. Street trees shall be included along all street frontages with multi -family housing development. Trees shall be selected from a list of City- approved trees and shall be approved by the Director of Development Services prior to installation.
b. Where pedestrian paths or walkways cross parking areas or driveways, the paths shall incorporate landscaping and decorative paving to define the pedestrian space.

G. Development standards for the MUO district . All residential -only buildings and mixed use development with residential units in the MUO district shall comply with the development standards in Table 20.09-7 and the supplemental design standards following the table, and with the Multiple -Family Residential Design Standards in Section 20.17.050 and the Mixed Use Design Standards in Section 20.17.060 to the extent these are not superseded by the supplemental design standards following the table. Non -residential development shall comply with the standards of the base zoning district with which the MUO district is combined and the Commercial Design Standards in Section 20.17.070.

TABLE 20.09-7: DEVELOPMENT STANDARDS FOR RESIDENTIAL AND

MIXED USE DEVELOPMENT IN MUO DISTRICT
Feature Standard Additional Regulations
Site Requirements
Minimum Lot Area 10,000 sq. ft.

Minimum Lot Width 100 feet
Maximum Lot Coverage 80%
Maximum Floor Area Ratio
(non-residential space)

1.0 Note 1
Minimum Landscape
Coverage
15% See Chapter 20.19
Refuse Storage and
Recycling
See Chapter

20.10.060
Building Form and Location
Maximum Building Height 50 feet Note 2
Minimum Setbacks (ft.):

Front 10 feet; 15 feet
if ground floor is
residential
Notes 3 and 5
Rear 10 feet; 15 feet
adjacent to a

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TABLE 20.09-7: DEVELOPMENT STANDARDS FOR RESIDENTIAL AND

MIXED USE DEVELOPMENT IN MUO DISTRICT
Feature Standard Additional Regulations
Residential
District
See also Subsection
(G)(1).

Interior Side 0 feet; 10 feet
adjacent to a
Residential
district
Street Side 10 feet Notes 3, 4, and 5
Minimum Building
Separations
15 feet
Other Requirements
Off-street parking and loading
for non-residential uses
See Chapter 20.18
Street curb cuts Note 6
Notes:
[1] Additional FAR is allowed up to 1.25 in mixed use development with affordable rental units. The amount of additional FAR shall be calculated based on the increase in density allowed for qualifying projects meeting affordable housing criteria. For example, if a project receives a one unit per acre increase in density, then it receives a 0.0625 increase in allowable FAR. [2] Additional height is allowed up to 55 feet for lots with 100 feet of street frontage to enable provision of sloped roofs and common open space for recreational facilities. The upper story above 40 feet shall be setback back an additional seven feet from the interior property line if the project is adjacent to a Residential zoning district.
[3] A minimum 15 feet of front and street side setback shall be provided along primary and secondary arterial streets. A reduced front setback may be allowed on the following streets: Riverside, Central, and Euclid. [4] A minimum 20-foot setback must be provided for garages and carports facing a street.
[5] Open or covered porches may be constructed in the front and street side setbacks to encroach no closer
than 12 feet to the front property line and 5 feet to the street side property line.
[6] New street curb cuts are not allowed on lots with alley access unless approved by the Director of Development Services and the City Engineer to accommodate for affordable housing units.

1. Required side and rear yards for residential uses. In order to provide light and air for residential units and additional separation for rooms that contain areas

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2. Required building wall on designated streets . Along Riverside Drive and Central Avenue south of Highway 60, building walls shall be constructed along or within 10 feet of the front property line for a minimum of 70 percent of the primary street frontage and 40 percent on secon dary street frontages. This requirement may be waived by the Director of Development Services upon finding that:
a. Ground-floor residential uses are proposed, a minimum 15- foot setback is proposed, and s ubstantial landscaping will be located between the build-to and ground-floor residential units as a buffer; b. Entry courtyards, plazas, entries, or outdoor eating areas are located between the build-to line and the building and buildings are constructed at the edge of the courtyard, plaza, or dining area;
c. The building incorporated an alternative entrance design that creates a welcoming entry facing the street.

3. Required ground floor transparency for non-residential uses. Exterior walls for non-residential ground-floor uses facing and within 20 feet of a front or street side property line shall include windows, doors, or other openings for at least 60 percent of the building wall area between 2 feet and 8 feet above the sidewalk. No wall shall run in a horizontal plane more than 25 feet without an opening.
a. Openings fulfilling this requirement shall have transparent glazing and provide views into display areas, sales areas, work area, lobbies or other active spaces, and window displays shall be at least 3 feet in depth. b. Parking garages are not required to meet thes e transparency requirements.

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c. Alternatives to the building transparency requirement may be approved by the Director of Development Services for uses that have unique operational requirements making windows or doors infeasible or for street-facing building walls that exhibit architectural relief and detail with landscaping that creates visual interest at the pedestrian level.

4. Building entrances.
a. Principal building entries shall front upon the primary street. b. Building entries shall be accented with features such as moldings, lighting, overhangs, or awnings.

5. Building mass and scale.
a. To reduce upper-story building mass, floorplates for the fourth story shall not exceed 80 percent of the ground- floor floorplate. The Director of Development Services may waive this requirement upon finding the architectural articulation of exterior walls and a sloped roof modulates the visual mass of the top of the building and avoids the appearance of a box-like structure.
b. Buildings that are more than 150 feet in length shall include a minimum 2-foot vertical variation in height for at least 50 feet. c. To maintain a human- scale at the street level where ground floor commercial space is provided, building storefront widths shall not exceed 30 feet without a recess or a break, which may be a building entry or a separate display window.
d. Minimum ground floor height for commercial uses, including retail shops, restaurants, and offices: 14 feet.

6. Pedestrian orientation and accessible pedestrian facilities on designated streets.
a. Along Riverside Drive and Central Avenue south of Highway 60, all development on sites over two acres in size shall incorporate features such as plazas, interior walkways, canopies, arcades, paseos, ornamental gates, trellises, lighting, plant materials, seating, fountains, or other similar features, as appropriate, to support and enhance pedestrian spaces.
b. Outdoor pedestrian space shall be landscaped and shall include appropriate street furniture to encourage pedestrian activity. c. Clearly marked pedestrian connections shall be provided between parking areas and buildings.

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d. Encroachments into the public right -of-way are allowed for outdoor seating in conjunction with full -service restaurants and food retailers, provided a minimum 6 -foot wide walkway and pedestrian clear zone is maintained, and the outdoor eating area is contiguous with interior eating space and does not encroach into the public right-of-way of an adjacent business. An encroachment permit issued by the City is required, and a fee may be charged.
e. All sidewalks, crosswalks, courts, plazas, and residential buildings shall be designed to be safe, accessible, and convenient for indivi duals of all abilities, whether travelling by foot, wheelchair, or other mobility aid, consistent with the City’s adopted Policy on Accessible Pedestrian Facilities.

7. Parking.
a. Long-term parking and residents’ guest parking areas are prohibited between the building and primary street edge. On-site parking shall be in the rear of buildings in the back half of the lot or development site. Short- term drop-off spaces, short -term parking for retail shops, and a limited number of parking spaces for guests of resid ents may be allowed with valet service in courtyards and at building entries with approval of the Planning Commission.
b. Multi-story parking structures within 25 feet of a street frontage shall be buffered with foundation planting or lined with commercial, r etail, or residential use at the ground floor.
c. Building siting and parking design shall maximize opportunities for shared parking, access entries and driveways in order to minimize the number of curb cuts and thus limit possible conflict between pedestrians and automobiles.
d. Whenever possible, vehicle access shall be provided from side streets and alleys to limit the number of driveways along arterial streets.

8. Landscaping.
a. Street trees shall be included along all street frontages of mixed- use development. Trees shall be selected from a list of city -approved trees and shall be approved by the Director of Development Services prior to installation.
b. Where pedestrian paths or walkways cross parking areas or driveways, the paths shall incorporate landscaping and decorative paving to define the pedestrian space.

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H. Open spaces standards for residential projects. The open space requirements of the Multiple-Family Residential Design Standards in Section 20.17.050 for private areas and common areas shall apply to all proposed residential development and to residential units in mixed use development with the following modifications. Private areas shall consist of balconies, decks, patios, or fenced yards directly acc essible from the residence. Common areas shall consist of landscaped areas, walks, patios, swimming pools, picnic and barbeque areas, playgrounds, children’s play areas, playing courts, turf, rooftop areas, gym and fitness facilities, space for yoga, dance and instruction, or other such improvements as are appropriate to enhance the outdoor living environment of the development and to provide recreational facilities for residents . Landscaped courtyard entries that are oriented towards the public street and create a welcoming entry feature are also considered common areas. All areas not improved with buildings, parking, vehicular accessways, trash enclosures, and similar items or devoted to perimeter landscaping shall be developed as common areas with the types of attributes described above

1. Minimum amount of outdoor living area (private or common open space). The minimum percentage of net lot area devoted to permanent open space is 20 percent, and the minimum area to be devoted to outdoor living area (private or common open space) shall be 400 square feet per unit.

2. Minimum amount of private open space. The minimum amount of private open space shall be at least 25 percent of the amount of outdoor living area required.

This space shall be provided on patios, decks or balconies shall be as follows:
a. Ground floor units: 1 50 square feet patio with a minimum horizontal dimension of 10 feet or 72 square foot deck with a minimum horizontal dimension of 6 feet; and
b. Upper level units: 72 square feet with a minimum horizontal dimension of 6 feet.

3. Minimum amount of common open space areas. A minimum of 6 5 percent of the required outdoor living area shall be provided as common open space with a minimum horizontal dimension of 20 feet. This common open space shall be a well-designed, coherent area that is an essential component of the project’s design, not merely space left over after the building mass is placed. a. Landscape areas having minimum dimensions of less than 20 feet but at least five feet at any point which are contiguous with and an integral part of the common open space or are connected to the common open space by walkways, may be included in calculating the area of such space. Non- contiguous landscape areas proposed to be included shall not exceed 20 percent of the total area of common open space.
b. Up to one-half of covered patio areas designed to be commonly used by residents of a development may be included in calculation of common

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open space provided such area does not comprise more than 25 percent of the total common open space.
c. Up to 15 percent of the required common open space area may be provided within a recreational building.

4. Usability. A surface shall be provided that allows convenient use for outdoor living and/or recreation. Such surface may be any practicable combination of lawn, garden, flagstone, wood planking, concrete, or other serviceable, dust -free surfacing. The maximum slope shall not exceed 10 percent.

5. Accessibility.
a. Private Open Space. The space shall be accessible to only one living unit by a doorway to a habitable room or hallway.
b. Common Open Space. The space shall be accessible to the living units on the lot. It shall be served by any stairway or other accessway qualifying as an egress facility from a habitable room.

6. Recreational facilit ies requirements . In high density multi -family or mixed use development with a minimum of 25 dwelling units per gross adjusted acre, essential recreational facilities, as prescribed below, may be propo sed in lieu of the requirements of major and minor facilities in Section 20.17.050 (C) which require more land than may be available in a high density project. These essential recreational facilities may include: 1) a gym or fitness room, 2) space for yoga , dance, or other instruction, 3) enclosed or outdoor space for playing courts or games, 4) children's play area, 5) picnic and barbeque area, or 6) children’s daycare space. At least 250 square feet per unit shall be provided for these recreational facili ties, and there shall be a minimum of 2 of these facilities in projects with 10-50 units, 3 of these facilities in projects with 51 -100 units, and 4 or more of these facilities in projects with more than 100 units . No essential recreational facilities are required in a small project, with less than 10 dwelling units. The space allocated for recreational facilities shall count toward the requirement for common open space, and this space may be within buildings.

I. Minimum affordable housing requirement.

1. Requirement. Residential development projects in an AHO and an MUO district with 10 or more dwelling units shall provide the following minimum numbers of affordable housing units:
a. Rental projects: 9 percent of the total units affordable to low income households at an affordable rent.

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b. For-sale projects: 3 percent of the total units in a Common Interest Development for moderate income households at an affordable sales price, provided that all of the units are offered to the public for purchase. c. Projects with both rental units and for sale units: The minimum numbers shall be calculated separately for each type of housing.

2. Calculations. All calculations of the number of affordable units required to be built on-site in a project that result in fractional units shall be rounded up to the next whole number.

3. Common owners and control. An applicant for development within an AHO or MUO district shall not avoid the requirements of this section by submitting piecemeal planning applications. At the time of the first application for residential development, the applicant shall identify all contiguous property under common ownership and control. The applicant shall not be required to construct housing on contiguous property but must include such property in a comprehensive affordable housing plan.

4. Income qualifications . Household income qualifications shall be those established by the California Department of Housing and Community Development each year for San Bernardino County, as adjusted for household size, pursuant to California Code of Regulations, Title 25, Section 6932, and Health and Safety Code Section 50093.

5. Location, size, design, and distribution of affordable units . Affordable units shall have the same bedroom and bathroom count ratio as the market rate units in a project, be equally distributed within the project, and have the same type or quality of appliances, fixtures, and finishes. The affordable housing units shall be integrated with other housing units in the housing development with regard to siting and placement within buildings and shall not differ in exterior appearance from the other housing units. The location of the affordable housing units may or may not be on contiguous parcels within the site. In no event shall the affordable housing units be located in only one portion of the housing development or situated in one building of a multi - building development.

6. Timing of Construction . All required affordable units shall be made available for occupancy prior to, or concurrently with, the market -rate units. The affordable units may be constructed in phases if the market -rate units are constructed in phases, provided that the percentage of affordable units developed in each phase shall be equivalent to or greater than the total percentage of affordable units to be developed as part of the residential development until such time that all the affordable units have been built.

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J. Alternatives. In lieu of providing the a ffordable units in the housing development project required by Section 20.09.090 (D) and ( I), the requirements of those subsections may be satisfied through one or more of the alternatives set forth below.

1. In-Lieu Fee.
a. For housing development projects proposing up to 20 units, the developer may, by right, pay a fee in lieu of providing affordable units on site.
b. For housing development projects proposing more than 20 units, the developer shall only be allowed to pay in -lieu fees if the Planning Commission makes a finding that providing affordable units on-site would result in an extreme financial hardship to the developer and make the proposed project financially infeasible. The develop er shall submit a request to pay a fee in lieu of providing affordable units on site as part of the project application. Such request shall include sufficient documentation and financial analysis to allow the Planning Commission to make the required findings . At the City’s discretion, the City may contract with a third- party financial consultant to evaluate the documentation and analysis submitted by the applicant and make a recommendation to the City regarding the issues of extreme financial hardship and financial infeasibility. The developer shall be required to reimburse the City for all costs related to hiring any such third- party consultant, which shall be in addition to any other required application fees. The demonstration of financial hardship and infeasibility may be based on, among other things, such factors as project size, site constraints, and/or excessively large affordability gaps, or upon a demonstration that in the absence of allowing for payment of in-lieu fees, the imposition of the affordable housing production requirements in this Section would violate the California and/or United States Constitutions because it would be a regulatory taking of property without fair and just compensation.
c. In-lieu fees shall be paid as follows:
(i) The amount of the fee shall be calculated using the fee schedule established by resolution of the City Council at the time the fee is paid.
(ii) One-half of the in- lieu fee required by this subsection shall be paid (or a letter of credit posted) prior to issuance of a building permit for all or any part of the housing development project. The remainder of the fee shall be paid before a certificate of occupancy is issued for any unit in the housing development pr oject. In a phased project, payment of fees also may be allowed in phases, corresponding to the number of units in each phase.

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(iii) The fees collected shall be deposited in the Overlay District Affordable Housing Fund established by Section 20.09.090 (M).

2. Land Dedication. In lieu of providing affordable units on-site, a developer may request City Council approval to dedicate land to the City or to a City-approved affordable housing developer that the Director of Develo pment Services determines is suitable for the construction of the required number of affordable units and is within one mile of the project site . To accept a land dedication in lieu of on-site affordable units, the City Council must determine the fair market value of the dedicated land is equivalent to or greater than the amount of in- lieu fees that would have been needed to satisfy the housing development project's affordable housing obligation and that the required number of units for very low income residents will be built on this land based on a proposed conceptual site plan and proforma financial analysis demonstrating project feasibility with available funding.
a. The developer must submit evidence that the land proposed to be dedicated is under the developer’s control, will be conveyed at no cost to the City or a City-approved affordable housing developer with experience building rental housing for very low income households , is free of any liens, all p roperty taxes and special taxes have been paid, does not contain any hazardous materials, has the appropriate General Plan designation and zoning to allow construction of the required number of units, and has the necessary infrastructure and public improve ments to support the required number of affordable units. Only sites within an AHO or MUO district that are within one mile of the project site can be considered for land dedication.
b. The developer must disclose whether any hazardous materials were previously contained on the site; and hazardous materials were previously remediated, the developer must provide evidence that the cleanup was performed in accordance with applicable law. c. The land proposed for dedication cannot have been improved with any residential use for at least five years prior to the submission of a land dedication proposal.
d. The affordable units to be constructed on the dedicated land shall be at least 20 percent of the total number of units in the project, and these units must be rental units affordable to very low income households.

3. Off-site Construction. A market-rate developer may enter into an agreement with an affordable housing developer to construct, own, and operate affordable rental housing units required by Sections 20.09.090 (D) and (I), provided:

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a. The affordable housing developer is approved by the Director of Development Services on the basis of recent relevant experience; b. The affordable housing developer does not request any financial assistance from the City;
c. The affordable rental housing units shall be constructed prior to or concurrently with the market -rate development triggering the affordable housing requirement; and
d. At least 20 percent of the total number of units to be built on the site shall be rental units affordable to very low income residents.

K. Review Procedures.

1. Preliminary Review. A developer requesting additional density above 26 units per adjusted gross acre for a rental project under Section 20.09.090(D) shall submit an application for preliminary review, accompanied by the required application fee, for feedback prior to the submittal of any formal requests for approval of additional density. The purpose of the preliminary review is to determine whether the proposed development is in substantial compliance with applicable planning regulations and to establish the basis and procedures for granting the additional density. The following information is required to be submitted for preliminary review in the form of a proposed affordable housing plan in addition to information required by the Department’s preliminary review checklist:
a. Evidence that the project includes the qualifying percentages of affordable units set forth in Section 20.09.090(D) to justify the additional density requested;
b. Calculations showing the maximum base density and the density with the additional units;
c. Number and percentage of total units that are proposed to meet affordability criteria and the income level to which the units will be restricted; and
d. A description of any proposed waivers or reductions of development standards or other zoning requirements, consistent with the provisions of Government Code Section 95915 (k).

2. Site approval required. All residential development or mixed use development with residential units in an AHO or MUO district shall require approval of a Site Approval application as outlined under Section 20.23.090. For residential development and mixed use development with residential units, design review by the Planning Commissi on shall be undertaken only to determine

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compliance with the City’s objective design standards using the Site Approval process.

3. Additional findings for approval. The Planning Commission shall grant a Site Approval if it makes the findings required by Sect ion 20.23.090 and the following additional findings:
a. The proposed development meets the affordability criteria for the requested density in accordance with the requirements of subsection (D) and (I); and
b. The increased density would not have a specific adverse impact, as defined in paragraph (2) of subdivision (d) of Section 65589.5 of the Government Code, upon public health and safety or the physical environment or on any real property listed in the California Register of Historic Resources.

4. Conditions of approval. The Planning Commission has the authority to impose reasonable conditions that are related and proportionate to what is being requested by the applicant, as deemed necessary and appropriate to ensure that the provisions of the General Plan, any applicable specific plan adopted by the City Council, and this Title are met, including requirements for needed off-site public improvements. The Commission may require reasonable guarantees and evidence that such conditions are being, or will be, met.

L. Required affordable housing agreement for continued affordability. Prior to the issuance of a building permit for any residential development project with affordable housing units in an AHO or MUO district, the applicant shall enter into a written agreement with the City ensuring the continued affordability of the affordable dwelling units for a period of not less than 75 years or as long as the property is in residential use, whichever is greater, for rental units and 45 years for for-sale units. The terms and conditions of the agreement shall be binding upon the successor in interest of the developer and shall be recorded in the main office of the San Bernardino County Assessor-Recorder-Clerk. The agreement shall be executed by the City Manager, be in a form acceptable to the City Attorney, and include provisions for the following:

1. The number and proportion of housing units affordable to moderate- income, low-income, and very-low income households by type, their location, and the number of bedrooms in each one;

2. Standards for maximum qualifying household incomes and maximum rents or sale prices;

3. Minimum home buyer payments and sources of funds for them;

4. The party responsible for certifying rents and sales prices of affordable housing units and reporting this information to the City;

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5. The process that will be used to certify incomes of tenants or purchasers of the affordable housing units;

6. The manner in which vacancies will be marketed and filled, including the screening and qualifying of prospective renters and purc hasers of the affordable units;

7. Deed restrictions on the affordable housing units binding on property upon sale or transfer and any subsequent sale or transfer;

8. Enforcement mechanisms to ensure that the affordable rental units are continuously occupied by eligible households and are not rented, leased, sublet, assigned, or otherwise transferred to non- eligible households, with reasonable allowances for inherited units and units initially occupied by very low income individuals who incomes may increase to a low income level;

9. Provisions allowing moderate income homebuyers to resell the unit at fair market value in return for the City receiving payment equal to the original Affordability Gap plus a defined share of the equity appreciation achieved on sale, which shall be deposited in the City’s Overlay District Affordable Housing Fund and used within three years for any of the purposes described in subdivision (e) of Section 33334.2 of the Health and Safety Code that promote homeownership; and

10. Project phasing, including the timing of completions, and rental or sale of the affordable housing units, in relation to the timing of the market-rate units.

M. Overlay District Affordable Housing Fund. There is a separate fund of the City known as the Overlay District Afford able Housing Fund, and all in- lieu fees or other funds collected under this section shall be deposited into the Overlay District Affordable Housing Fund. Additional funds from other sources also may be deposited in the Overlay District Affordable Housing Fund.

1. Money deposited in the Overlay District Affordable Housing Fund may be used to pay for the direct costs associated with administration and enforcement of the affordable housing program established for the AHO and MUO districts.

2. After payment of expenses, at least 70 percent of the remaining money shall be expended to provide housing affordable to low income and very low income housing holds; the remaining money may be expended to provide housing affordable to moderate-income households.

3. The fund shall be administered by the Director of Development Services.

4. A developer receiving funding from the fund shall implement a local preference in their resident selection criteria.

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Section 4. Chapter 20.18 (Parking) is hereby amended as follows ( additions in Red ; deletions in strikethrough):
…

20.18.030 - Number of parking spaces required.

A. Off-street parking. Off-street parking spaces shall be provided as specified in Table

20.18-1 (Off-Street Parking Requirements) of this chapter.

B. Uses not listed. Off-street parking requirements for uses not specifically listed shall be as determined by the Director of community development Development Services, based upon the requirements for comparable uses and the particular characteristics of the site and proposed use.

C. Multiple uses. Whenever more than one land use is conducted on a lot or parcel, the required number of parking spaces shall be the sum of the requirements for each individual use.

D. Fractional spaces. If the number of required parking spaces does not result in a whole number, the number shall be rounded up to the nearest whole number.

TABLE 20.18-1 OFF-STREET PARKING REQUIREMENTS

Uses, Activities and
Facilities
Number of Required Parking Spaces
(all spaces are uncovered unless otherwise noted)
Residential Uses
Single-Family
Dwellings 2 garage spaces per dwelling
Duplexes 2 garage spaces per dwelling
1 covered space per dwelling less than 950 sq. ft.

Multiple-Family
Dwellings (Less than
16 units/acre)
Studio Units: 1 covered space per dwelling,
1 Bedroom Units: 1.5 covered spaces per dwelling,
2 or more Bedroom Units: 2 covered spaces
Guest Parking: 1 space for every 10 dwelling units
Multiple-Family
Dwellings (16-19
units/acre)
Studio Units: 1 covered space per dwelling
1 Bedroom Units: 1 covered and 0.5 uncovered space per
dwelling
2 or more Bedroom Units: 1 covered and 1 uncovered

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TABLE 20.18-1 OFF-STREET PARKING REQUIREMENTS

Uses, Activities and
Facilities
Number of Required Parking Spaces
(all spaces are uncovered unless otherwise noted)
space per dwelling
Guest Parking: 1 space for every 10 dwelling units
Multiple-Family
Dwellings (20
units/acre or greater)
Studio Units: 1 covered or uncovered space per dwelling, 1 Bedroom Units: 1.5 covered or uncovered spaces per
dwelling,
2 or more Bedroom Units: 2 covered or uncovered spaces
Guest Parking: 1 space for every 10 dwelling units
Accessory Dwelling
Units
1 covered or uncovered space per dwelling, in compliance with section 20.11.020 (Accessory Structures - Accessory Dwelling Units).

Live/Work Units

1.5 spaces for up to 1,000 sq. ft. of floor area, plus 0.5 additional space for every additional 500 sq. ft. of floor area above the first 1,000 sq. ft.

Group Homes and
Facilities 1 space per bed plus 1 space per employee
Mobile Home Parks
1 covered and 1 uncovered space per dwelling, 1
uncovered guest space for every 5 dwellings and 1
recreational vehicle parking space for every 5 dwellings Senior Housing
Projects
1 covered or uncovered space per dwelling, plus 1
uncovered guest space for every 10 dwelling units, plus 1 uncovered space for each 2 employees (if any) during the largest shift

20.18.040 – General parking regulations.
…
E. Reductions to the required number . The planning commission may grant a reduction in the amount of required parking when one or more of the following conditions exist:

1. Shared parking. Multiple uses may use joint parking facilities when operations for the respective uses are not normally conducted during the same hours, or

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when hours of peak use differ. Requests for the use of shared parking must meet the following conditions:
a. A parking demand study has been prepared which demonstrates that there will be no substantial conflicts between the subject uses with regard to principal hours of operation and periods of peak parking demand. b. The total number of parking spaces required for the subject uses does not exceed the number of parking spaces reasonably anticipated to be available at periods of maximum use.
c. The proposed joint parking facility is not located further than four hundred feet from the uses which it serves.
d. A written a greement by and between the City of Chino and all other affected parties shall be executed and recorded with the county recorder, assuring the availability of the number of parking spaces designated for joint use, during the hours specified in the agreement, for the duration of the uses.

2. Low demand. The number of parking spaces required by this chapter may be reduced if it can be demonstrated that the use will not utilize the required number of spaces due to the nature of the specific use, or the manner in which the specific use is conducted.

3. Transportation management plan. The number of required parking spaces may be decreased, subject to the approval of an alternate commute mode awareness plan, prepared in accordance with standards set forth by the city's transportation manager and adopted by resolution of the city council.

4. Bus stop/transportation facility credit. A commercial or multiple- family development project located within four hundred feet of a bus stop may reduce the number of required parking s paces by up to five percent with approval of a site approval. If a commercial or multiple- family development project is located within four hundred feet of a bus transportation facility, the project may reduce the number of required parking spaces by up to ten percent with approval of a site approval. A transportation facility is defined as a place where more than four bus routes converge and where passenger amenities, such as trash receptacles, benches and covered waiting areas are also located.

5. Mixed use projects. A mixed use project with both commercial and residential units may reduce parking requirements up to fifty percent for either the commercial or residential use, whichever parking requirement is smaller. A mixed use project with both office and c ommercial uses and residential may reduce parking requirements up to seventy-five percent for either the office or residential uses, whichever parking requirement is smaller, with approval of a

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site approval if the Planning Commission makes the following f indings in addition to the findings otherwise required:
a. That adequate measures will be put in place to reduce parking demand, such as promoting use of public transit, bicycling, and walking, and allowing telecommuting; and
b. That the reduction or elimination of the required parking spaces will not substantially reduce the availability of on-street parking for the occupants of nearby commercial, office, and/or residential buildings.

6. Affordable housing projects. Where an applicant can demonstrate to the satisfaction of the Planning Commission that variations in the number of spaces or the standards or dimensions otherwise required by this Chapter are warranted for affordable housing, an alternative parking area design and loading plan may be allowed with site approval. To grant such a variation, the Planning Commission must make the following findings in addition to the findings otherwise required for a site approval:
a. That the applicant qualifies for reduced parking under Section 65915 of the Government Code; or
b. That the applicant has convincingly demonstrated that the alternative plan is a superior solution and the requested modifications in the design and parking area layout standards are warranted to be able to reduce development costs and as a consequence of provide affordable housing; and
c. That the alternative parking arrangement will be in place at all times during operation and life of the principal uses to be served by the parking (a minimum of 45 years for for-sale projects and a minimum of 75 years or as long as the property is in residential use, whichever is greater, for rental projects).
…

20.18.050 - Parking design standards.
…
B. Location of parking areas and spaces.

1. Setbacks of parking stalls and drive aisles from property lines and buildings shall be as provided in Table 20.18-4 (Parking and Drive Aisle Setbacks, Minimum).

2. Carpool and vanpool spaces should be located as close as possible to the primary employee entrance(s) of the user(s) which they are intended to serve.

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3. Parking spaces for multiple unit residential dwellings shall be located within one hundred fifty feet from the dwelling unit (front or rear door) for which the space is provided.

4. For residential development at densities exceeding 16 units per acre, including residential uses in mixed use development, required off-street parking located in the front half of a lot or within 25 feet of the side street on a corner lot shall be covered with a carport, garage or roofed structure. Other spaces may be uncovered if located in the rear half of the lot or site or when more than 25 feet from a side street. On larger sites with 10 or more dwelling units, uncovered spaces are allowed if setback at least 50 feet from a front property line and 25 feet from a street side property line and screened by a wall or landscaping so as not to be visible from a public street.

Section 5. Chapter 20.21 (Standards for Specific Land Uses) is hereby amended as follows (additions in Red):

CHAPTER 20.21 STANDARDS FOR SPECIFIC LAND USES
…

20.21.490 Farm Employee Housing
Farm Employee Housing must be located, developed, and operated in compliance with the following standards, where allowed by the land use regulations for the agricultural or open space zoning district in Chapter 20.08.

A. Eligible facilities . Farm employee housing may consist of a variety of living quarters, dwelling units, group housing, tents, bunkhouses, recreational vehicles, mobile homes, or other housing designed and maintained for use by eligible farm employees for temporary or seasonal residency or permanent residency. Farm employee housing does not include a hotel, motel, inn, tourist hotel, multiple- family dwelling, or single- family homes where the housing is offered and rented to nonagricultural employees on the same terms as to farm employees, the owner of the housing is not an agricultural employer, or the housing is classified as “employee community housing” under the California Health and Safety Code Section 17005.5, which is owned by a public entity or is privately owned by a qualified nonprofit entity and has been granted an exemption under Health and Safety Code Section 17031.3.

B. Streamlined review – when only a zoning clearance is required in an agricultural zone. Small farm employee housing, consisting of no more than 36 beds in group quarters or 12 units or spaces designed for use by a single family or household on a site in an Agricultural Zone, OS 1 Zone, or OS 2 Zone, is a permitted agricultural use and only requires a Zoning Clearance under Section 20.23.120 to confirm that the standards of this Section and other applicable requirements of this Title are met. Large farm employee housing requires Site Approval by the Planning

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Commission; however, the time limits for review and approval, established in Section 17021.8 of the California Health and Safety Code apply.

C. Limits on location. No farm employee housing shall be allowed in the following locations:

1. Within 75 feet of barns, pens, or structures housing livestock or poultry;

2. Within 50 feet of a Residential zoning district;

3. On wetlands as defined in the United States Fish and Wildlife Service Manual, Part 660 FW 2 (June 21, 1993);

4. Within a high fire haz ard severity zone, as determined by the California Department of Forestry and Fire Protection;

5. On a hazardous waste site , unless the Department of Toxic Substances Control has cleared the site for residential use or residential mixed uses;

6. Within a delineated earthquake fault zone, as determined by the State Geologist, unless the development complies with applicable seismic protection building code standards adopted by the California Building Standards Commission and by the City’s building department;

7. Within a flood plain as determined by the Federal Emergency Management Agency, unless the development has been issued a flood plain development permit;

8. Within a floodway as determined by the Federal Emergency Management Agency;

9. On land subject to a natural com munity conservation plan, habitat conservation plan , or other adopted natural resource protection plan, or subject to a conservation easement (excluding Williamson Act contracts); and

10. On land where the groundwater is within five feet of the soil surface where onsite wastewater disposal would serve six or more family units.

D. Limits on fees. No taxes or permit fees that are not normally required for other agricultural activities in an Agricultural Zone, OS 1 Zone, or OS 2 Zone can be required of an applicant developer of farm employee housing.

E. Maximum height. 25 feet.

F. Minimum sleeping area – group quarters. In group quarters, the minimum floor area available for sleeping purposes shall be 50 square feet per occupant.

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G. Accessory uses and structures – group quarters. The following accessory uses and struc tures are allowed for farm employee group quarters: food service for residents with a kitchen and dining hall; laundry facilities; storage facilities; and community facilities for education, group or individual meetings, reading, health, or other services.

H. No limits on density . Farm employee housing is exempt from the density limits of the Agricultural zoning district
I. No occupancy restrictions. The occupants are not required to live in the housing as a condition of employment or of securing employment and the occupants are not required to live in the housing by the employer of the occupants, an agent of the employer of the occupants, or an agricultural employer as defined the California Labor Code.

J. Open space required. When a farm employee housing project includes more than 10 dwelling units, recreational faciliti es and common open space for residents’ use shall be provided as follows:

1. Common area. A minimum of 20 percent of the site area for the farm employee housing shall be outdoor common area with recreational facilities for activities such as baseball, basketball, soccer, horseshoes, or children’s play areas.

2. Private open space. Private open space shall be provided as follows:
a. A minimum of 80 square feet per unit for ground- floor units with a minimum horizontal dimension of 8 feet; and
b. A minimum of 36 square f eet for upper -level units with a minimum horizontal dimension of 6 feet.

K. Employee housing for six or fewer employees . Employee housing that accommodates six or fewer employees shall be considered a single-family structure and residential use pursuant to C alifornia Health and Safety Code Section 17021. 5 and only has to meet the standards that apply to a single family dwelling on a lot. Use of a single- family dwelling for such housing does not constitute a change of occupancy for purposes of State Housing Law or the City’s Building Code.

L. Permit Required. A permit from the California Department of Housing and Community Development (HCD) is required for housing for five or more employees pursuant to the California Employee Housing Act; a copy of the HCD permit shall be provided to the Director of Development Services within 14 days of issuance.

M. Exterior lighting. Exterior lighting shall be limited to security needs only, directed downward, and full shielded from streets and adjacent residences.

N. Off-street parking. Off-street parking shall be provided as required by Chapter

20.18, Parking. The minimum parking requirement for farm employee housing shall

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be one parking space for one bedroom or studio units, two spaces for units with two or more bedrooms, and one space per three beds for group quarters.

O. Setbacks. All farm employee housing shall be a minimum of 75 feet from any barn, pen, or other structure that houses livestock or poultry and a minimum of 50 feet from any other agricultural use.

P. Water and wastewater disposal. All farm employee housing shall have public water service and public wastewater collection service unless a private on-site wastewater disposal system in approved by the City.

Q. Minimum period of occupancy. The owner of farm employee housing approved under this section must agree to maintain this housing for a minimum period of 10 years after issuance of a final building permit. Failing to do so would allow the County to recover any taxes, fees, assessments, or charges that were waived for the farm worker housing.

R. Compliance with other codes . Farm employee housing shall conform with all the requirements of the City that are applicable to agricultural uses in an Agricultural Zone in which the property is located. All farm employee housing must satisfy building, fire, and safety standards, such as fire lane widths, minimum fire flows, and emergency egress, as established through State of California’s Fire and Building Codes and as amended by the City.

Section 6. Chapter 20.23 (Administration) is hereby amended as follows ( additions in Red; deletions in strikethrough):

CHAPTER 20.23 ADMINISTRATION
…

20.23.090 - Site approvals.

A. Purpose and intent . The purpose of the site approval procedure is to provide a process whereby the integrity and character of the physical fabric of the residential, commercial, and industrial , and agricultural areas of the city will be protected in a manner consistent with the goals and policies of the city's general plan. This is assured through the review of development plans for the suitability of:
…
B. Applicability.

1. Site approval shall be required for the physical alteration of a lot or parcel, the construction of a new building, or the addition to or alteration of an existing building, except that site approval shall not be required for:

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a. The development of buildings or structures reviewed and approved pursuant to the provisions of section 20.23.120 (Administrative Approval);
b. Changes in tenancy of an existing building, structure or land where that change does not involve the issuance of a special conditional use permit, or the alteration of either the site or the existing building; and c. Tenant improvements wholly within an existing building.; and d. Single family dwellings, accessory dwelling units, caretaker units, and agricultural buildings in agricultural zones.
…
F. Review and Action
…

4. A site approval application for large farm employee housing shall be reviewed and approved within the time limits established in Section 17021.8 of the California Health and Safety Code.

20.23.110 - Zoning clearance.
…
B. Applicability.

1. Within residential zones, a zoning clearance is required for the following:
a. Development of or alterations to any accessory dwelling unit or junior accessory dwelling unit.
ba. Construction of or alterations to non- habitable structures accessory to residential dwellings, including garages, when such structures are six hundred square feet or less in area.
cb. S ingle -story additions to existing single-family or duplex dwelling units. dc. Alterations to existing multiple family dwellings and developments, provided that the addition will not result in an increase in density. ed. A lterations to existing parking facilities accessory to any building or structure. fe. Alterations to existing landscaping as required by Chapter 20.19.020 (Landscaping-applicability) of this Zoning Code.

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gf. Construction or alterations to walls and fences.
hg. Construction or alterations to patios, patio covers and patio enclosures. ih. Alterations to on-site exterior lighting.
ji. Alterations to existing single-family or duplex dwelling units. kj. The installation of solar panels on multi-family residential homes. lk. The keeping of chickens in the RD 4.5 zone, consistent with the standards in section 20.21.030.
…

4. Within the Agricultural Zone, OS 1 Zone, and OS 2 Zone, a zoning clearance is required for the following:
a. Small farm employee housing pursuant to Section 20.21.490. …
E. Special procedures for accessory dwelling units and junior accessory dwelling units. The Development Services Director or the Director's designee shall act on an application to create an accessory dwelling unit or a junior accessory dwelling unit as required by State law, and no zoning clearance is needed. within sixty days from the date the city receives a completed application if there is an existing single- family or multifamily dwelling on the lot. If the application to create an accessory dwelling unit or a junior accessory dwelling unit is submitted with a permit application to create a new single-family dwelling on the lot, the city may delay acting on the application for the accessory dwelling unit or the junior accessory dwelling unit until the city acts on the permit application to create the new single-family dwelling, but the application to create the accessory dwelling unit or junior accessory dwelling unit sh all be considered without discretionary review or hearing. If the applicant requests a delay, the sixty-day time period shall be tolled for the period of the delay.

F. Special procedure for small farm employee housing . The Director of Development Services shall confirm that the standards of Section 20.21.490 and other applicable requirements of this Title are met and act on an application to create small farm employee housing within 90 days from the date the City receives a completed application.

FG. Public notice and hearing. No public notice or hearing is required for a zoning clearance.
…

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Section 7. Section 20.24.020 (Definition) is hereby amended to add the following terms, which shall be added in alphabetical order within their respective subsections (additions in Red):

A. Definitions, "A".

Affordable housing. A housing unit which is available for rent or sale to households with income levels at the very low-, low-, or moderate-income level as those terms are defined in this section.

Affordable housing development. A development project of ten or more residential units, including mixed-use developments, that includes affordable housing.

Affordable housing agreement. A legally binding agreement between an Applicant and the City of Chino to ensure that continued affordability of affordable housing units that may be required by this Title persists and the units are maintained in accordance with this Title.

Affordable rent. means the total housing costs paid by a qualifying household, which shall not exceed a specified fraction of their gross income, adjusted for family size appropriate for the unit, as follows:
• For purposes of the City’s density bonus in the AHO and MUO zoning districts, the low income rent shall be based on 30 percent of 80 percent multiplied by the area median income for San Bernardino County as published by the California Department of Housing and Community Development.
• For applicants seeking a density bonus under Government Code Section 65915, the calculation methodology in Section 50053(b) of the Health and Safety Code will be applied.

Affordable sales price . The maximum purchase price that can be charged for an affordable unit calculated in accordance with Section 50052.5 of the California Health and Safety Code. The affordable sales price is equal to the lesser of: 1) the sum of the assumed mortgage cost plus the benchmark down payment, which is used solely for calculation of the affordable sales price, or 2) the purchase price prospective buyers are willing to pay in return for purchasing a home that is subject to restrictive covenants. The benchmark down payment is set at five percent of the affordable sales price.

B. Definitions, "B".

Bedroom. A habitable space within a dwelling unit in which people sleep, which can also include permanent provisions for living, eating, and either sanitation or kitchen facilities but not both.

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D. Definitions, "D".

Development costs. The aggregate of all costs incurred in connection with a development which are reasonable and necessary, including, but not limited to, those costs listed in California Health and Safety Code Section 50065.

Development standard. A site or construction condition, including, but not limited to, height limits, required setbacks, maximum floor area ratio, on- site open- space requirement, or required parking that applies to a development pursuant to any ordinance, General Plan, Specific Plan, or other local condition, law, policy, resolution, or regulation.

Discretionary approval. Any entitlement or approval, including but not limited to a use permit, variance, site approval, and subdivision map.

E. Definitions, "E".

Equity share agreement. An agreement by which appreciation on the value of an affordable unit from the time of the original purchase at an affordable price to the time of resale shall be shared between the purchaser of the affordable unit and the City according to details specified in the Affordable Housing Agreement for the project . Having such an agreement shall be a condition of sale of the affordable unit.

F. Definitions, "F".

Fair market value. The real estate market value of an affordable housing unit at the time of initial purchase of that unit without regard to any restrictions on sales price, as substantiated by an appraisal in a form and substance, and by an appraiser, acceptable to the City.

Farm employee. A person employed in agriculture or activities associated with agricultural packing and storage and transportation of agricultural products. The employment may be full-time, full-time seasonal, temporary, or part-time.

Farm employee housing, large. Farm employee housing consisting of more than 36 beds in group quarters used exclusively for farm employees, or more than 12 units or spaces designed for use by a single family or household with one or more farm employees.

Farm employee housing, small. Farm employee housing consisting of no more than 36 beds in group quarters used exclusively for farm employees, or 12 units or spaces designed for use by a single family or household with one or more farm employees. Farm employee housing includes single- family dwelling units occupied by a farmworker employed full -time and working on- site where the dwelling unit is located and the farmworker’s household.

I. Definitions, "I".

Income (household), very low. A household whose gross income does not exceed 50 percent of the area median income for San Bernardino County, adjusted for family size,

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as published and periodically updated by the U.S. Department of Housing and Urban Development and the State Department of Housing and Community Development pursuant to Section 50105 of the California Health and Safety Code.

Income (household), low. A household whose gross income does not exceed 80 percent of the area median income for San Bernardino County, adjusted for family size, as published and periodically updated by the U.S. Department of Housing and Urban Development and the State Department of Housing and Community Development pursuant to Section 50079.5 of the California Health and Safety Code.

Income (household), lower. A household whose gross income falls under the categories of very low-, or low-income as those terms are defined in this glossary.

Income (household), moderate. A household whose gross income does not exceed 120 percent of the area median income for the San Bernardino County, adjusted for family size, as published and periodically updated by the State Department of Housing a nd Community Development pursuant to Section 50093 of the California Health and Safety Code.

M. Definitions, "M".

Maximum allowable density. The maximum number of dwelling units per acre as allowed under the General Plan Land Use Designation. Where an Affordable Housing Development is permitted by an overlay in a Land Use Designation that does not provide a residential density allowance, the maximum allowable density shall be calculated in reference to the residential density allowance designated in the Zoning Code for the overlay zone. In non- residential zones, the Maximum Allowed Density shall be the maximum number of dwelling units, without the inclusion of Density Bonus Units or associated incentives, concessions, waivers, and reductions, that can be developed on the site in substantial conformance with General Plan policies, and applicable Development Standards.

S. Definitions, "S".

San Bernardino County area median income. The median income published by the California Department of Housing and Community Development ("HCD") each year as required by California Code of Regulations, Title 25, Section 6932 and Health and Safety Code Section 50093.

W. Definitions, "W".

Walk-in clientele. A business providing direct services to patrons or clientele that may or may not require appointments. This classification includes employment agencies, insurance agent offices, real estate offices, travel agencies, utility company offi ces, and offices for elected officials.

Section 8. Zone Change. The overlays shown in Exhibit A are hereby added to the City’s Zoning Map.

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Section 9. Preliminary Application. A proposed housing development project located in an Affordable Housing Overlay district that designates a minimum of five percent of its units for very low income households, as defined in Health and Safety Code Section 50105, for which a complete preliminary application has been submitted to the City that satisfies the requirements of Government Code Section 65941.1, and for which a full application has been submitted to the City (whether or not it has been determined to be complete), prior to the effective date of this ordinance, is subject to the base density of 30 dwelling units per adjusted gross acre, is not subject to the affordability requirements applicable to the Affordable Housing Overlay district, and is not subject to the development standards applicable to the Affordable Housing Overlay district; provided, that the project is in substantial conformance with the preliminary application per SB 330, in substantial conformance with the full application as deemed complete by the City , that the project complies with all state building and fire code requirements, and that the preliminary application has not expired as of the date the City considers whether to approve or deny the project. Such a project shall nonetheless be subject to all ordinances, policies, and standards, as defined in Government Code Section 65589.5(o)(4), that may be applied to the project pursuant to Government Code Section 65589.5(o). The applicant for a project under this section shall ensure the affordability of all very low income units for at least 55 years through the recordation of an appropriate legal instrument.

Section 10. CE
QA Findings. The City has prepared and adopted an Addendum to the 6th Cycle Housing Element Update (2021- 2029) Project Negative Declaration pursuant to Section 15164 of the California Environmental Quality Act (CEQA) Guidelines for the Zone Changes and Zoning Ordinance Amendments in this ordinance. The Addendum has determined the project is within the scope of the ND, which adequately describes the activity for the purposes of CEQA, and includes findings supported by substantial evidence that there is no potential for a significant effect on the environment attributable to PL22-078 (ZOA) and PL22-077 (ZC).

Section 11. S
everability. If any section, subsection, sentence, clause, phrase, or portion of this ordinance, or the application thereof to any person or circumstances, is, for any reason, held invalid or unconstitutional by any court of competent jurisdiction, such invalidity or unconstitutionality shall not affect any other provision or application, and to this end the provisions of this ordinance are declared to be severable. The city council hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase, part or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, parts or portions thereof be declared invalid or unconstitutional.

Section 12. E
ffective Date. This ordinance shall be in full force and effect thirty (30) days after its second reading and adoption.

Section 13. Ce rtification. The City Clerk of the City of Chino shall certify to the passage and adoption of this ordinance and shall cause the same to be published in the Chino

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Champion, a newspaper of general circulation, within said city in accordance with the provisions of the Government Code.

PASSED, APPROVED AND ADOPTED THIS 18TH DAY OF APRIL 2023.

By:

EUNICE M. ULLOA, MAYOR
ATTEST:

By:

NATALIE GONZAGA, CITY CLERK

STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO ) §

CITY OF CHINO )

I, Natalie Gonzaga, City Clerk of the City of Chino do hereby certify that the foregoing Ordinance of the City of Chino was duly adopted by said City Council at a regular meeting held on the 18th day of April 2023 by the following vote:

AYES: COUNCILMEMBERS
NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

By:

NATALIE GONZAGA, CITY CLERK
Exhibit A – Map and List of Sites Receiving the AHO and MUO Designations

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EXHIBIT A

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APN Address OVERLAY ACRES
101403103 11488 CENTRAL AVE AFF-OV 4.54
101465201 11700 BLOCK CENTRAL AVE AFF-OV 1.24
101439302 11700 BLOCK CENTRAL AVE AFF-OV 1.44
101403132 11436 CENTRAL AVE AFF-OV 1.70
101551127 6210 RIVERSIDE DR AFF-OV 8.19
101551103 6132 RIVERSIDE DR AFF-OV 2.31
102103122 13700 BLOCK CENTRAL AVE AFF-OV 1.00
102103116 5319 SCHAEFER AVE AFF-OV 1.45
102103126 13779 CENTRAL AVE AFF-OV 0.97
102011101 6033 RIVERSIDE DR AFF-OV 3.83
102010146 5993 RIVERSIDE DR AFF-OV 1.19
101557211 5559 PARK PL AFF-OV 2.38
101437138 11740 CENTRAL AVE AFF-OV 1.09
101437137 11712 CENTRAL AVE AFF-OV 0.74
101438102 11769 CENTRAL AVE AFF-OV 1.38
101438103 11761 CENTRAL AVE AFF-OV 1.38
101438101 11791 CENTRAL AVE AFF-OV 1.80
101551129 6180 RIVERSIDE DR AFF-OV 1.10
101551128 6160 RIVERSIDE DR AFF-OV 1.12
102004425 13001 CENTRAL AVE AFF-OV 0.58
102519106 4500 BLOCK CHINO HILLS PKWY AFF-OV 5.38
102548201 4700 BLOCK CHINO HILLS PKWY AFF-OV 0.47
102515108 4700 BLOCK CHINO HILLS PKWY AFF-OV 2.43
102549101 4700 BLOCK CHINO HILLS PKWY AFF-OV 0.37
101465101 11817 CENTRAL AVE AFF-OV 0.80
102103117 5345 SCHAEFER AVE AFF-OV 0.77
105205121 13078 EUCLID AVE AFF-OV 0.34
105205122 12900 BLOCK EUCLID AVE AFF-OV 0.34
105205123 13102 EUCLID AVE AFF-OV 0.69
105205124 13134 EUCLID AVE AFF-OV 3.15
105325102 6622 EDISON AVE AFF-OV 4.76
105325103 6566 EDISON AVE AFF-OV 4.68
105325104 6522 EDISON AVE AFF-OV 3.36
105327109 6950 EDISON AVE AFF-OV 12.77
101403101 11436 CENTRAL AVE AFF-OV 2.29
102521129 4300 BLOCK CORPORATE CENTER DR AFF-OV 4.14
101945117 13375 RAMONA AVE AFF-OV 4.62
101951105 13555 RAMONA AVE AFF-OV 4.39
102029427 5088 CHINO AVE AFF-OV 0.45

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APN Address OVERLAY ACRES
102029410 13100 BLOCK 5TH ST AFF-OV 0.16
102029411 13100 BLOCK 5TH ST AFF-OV 0.16
102029412 13286 5TH ST AFF-OV 0.14
101562221 5130 RIVERSIDE DR AFF-OV 8.98
102606105 14700 BLOCK EUCLID AVE AFF-OV Partial 113.29
101462151 11900 BLOCK CENTRAL AVE MU-OV 2.21
101507108 5501 PHILADELPHIA ST MU-OV 4.65
101910105 4117 RIVERSIDE DR MU-OV 4.93
101529202 12404 CENTRAL AVE MU-OV 3.45
101529206 12454 CENTRAL AVE MU-OV 1.56
101537102 12516 CENTRAL AVE MU-OV 3.01
101537103 12526 CENTRAL AVE MU-OV 1.41
101537105 12550 CENTRAL AVE MU-OV 1.93
101555301 5832 RIVERSIDE DR MU-OV 2.88
102045112 13300 BLOCK CENTRAL AVE MU-OV 2.41
101462150 11980 CENTRAL AVE MU-OV 2.08
102520106 14700 BLOCK RAMONA AVE MU-OV 4.08
102519107 4500 BLOCK CHINO HILLS PKWY MU-OV 8.41
101506107 5459 PHILADELPHIA AVE MU-OV 6.20
101506108 5463 PHILADELPHIA ST MU-OV 7.52
102033111 5300 BLOCK G ST MU-OV 0.39
102033112 13399 CENTRAL AVE MU-OV 0.78
102033113 13339 CENTRAL AVE MU-OV 1.38
102033114 13309 CENTRAL AVE MU-OV 1.76
102033116 5300 BLOCK CHINO AVE MU-OV 0.52
105205106 7041 RIVERSIDE DR MU-OV 0.68
105205107 7049 RIVERSIDE DR MU-OV 0.66
105205108 6900 BLOCK RIVERSIDE AVE MU-OV 0.33
105205109 7063 RIVERSIDE DR MU-OV 0.49
105205110 7075 RIVERSIDE DR MU-OV 0.11
105205112 12956 EUCLID AVE MU-OV 0.49
105205113 12962 EUCLID AVE MU-OV 0.64
105205114 12976 EUCLID AVE MU-OV 0.62
105205115 12986 EUCLID AVE MU-OV 0.98
105205116 13012 EUCLID AVE MU-OV 1.23
105205117 13024 EUCLID AVE MU-OV 0.82
105205118 13046 EUCLID AVE MU-OV 0.34
105205120 12900 BLOCK EUCLID AVE MU-OV 0.96
105205125 13062 EUCLID AVE MU-OV 0.34

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APN Address OVERLAY ACRES
105258103 13500 BLOCK EUCLID AVE MU-OV 10.36
105258104 13500 BLOCK EUCLID AVE MU-OV 3.20
102513206 14659 RAMONA AVE MU-OV 8.67
102257109 4093 GRAND AVE MU-OV 8.07
101530116 12356 CENTRAL AVE MU-OV 2.00
101460119 5402 PHILADELPHIA ST MU-OV 6.09
101460120 5440 PHILADELPHIA ST MU-OV 3.10
101459116 5536 PHILADELPHIA ST MU-OV 3.40
101557827 5650 RIVERSIDE DR MU-OV 0.47
101557828 5664 RIVERSIDE DR MU-OV 0.43
101557829 5684 RIVERSIDE DR MU-OV 0.24
101504107 12266 CENTRAL AVE MU-OV 1.79
101504106 12206 CENTRAL AVE MU-OV 0.60

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ORDINANCE NO. 2023-009

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHINO,

CALIFORNIA, AMENDING THE EAST CHINO SPECIFIC PLAN, THE

EUCALYPTUS BUSINESS PARK SPECIFIC PLAN, AND MAJESTIC

SPECTRUM SPECIFIC PLAN REVISING THE TEXT OF VARIOUS

SECTIONS WITHIN THESE SPECIFIC PLANS RELA TED TO THE

ADDITION OF THE AFFORDABLE HOUSING AND MIXED USE
OVERLAY DISTRICTS TO THE ZONING CODE (TITLE 20 OF THE
MUNICIPAL CODE ). PL22-0089 (EUCALYPTUS BUSINESS PARK
SPECIFIC PLAN AMENDMENT), PL22 -0090 (MAJESTIC SPECTRUM SPECIFIC PLAN AMENDMENT), AND PL2 2-0091 (EAST CHINO

SPECIFIC PLAN AMENDMENT)

The City Council of the City of Chino, California, does hereby ordain as follows:

Section 1. The East Chino Specific Plan is hereby amended as follows . Additions are shown in red; deletions are in bold strikethrough, and existing text that is not shown and will not be amended is denoted by ellipsis (“…”).

Pg. 14
Residential Policies:
(a) Utilize public facilities, such as libraries, parks and schools to create a focal point for individual neighborhoods.
(b) Orient the design of residential subdivisions to the paseo trail system and loop roads to create a focus for neighborhood struc ture and identify.
(c) Establish a comprehensive series of design standards compatible throughout the Specific Plan, yet varying by neighborhood which address items such as street design, landscaping, architecture, site planning, and key neighborhood features.

Residential Objective:
(3) Provide sites that can be developed for residential uses and affordable housing to meet the goals of the City’s Housing Element.

Residential Policies:
(a) Provide sites for affordable housing with an Affordable Housi ng Overlay District and a Mixed Use Overlay District as established in the City’s Zoning Ordinance on land identified in the General Plan and Housing Element.

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2. Commercial
Pg. 45
e. Overlay Districts
…
(2) Residential Planned Development Overlay District (RPD) The Residential Planned Development (RPD) Overlay District may only be used for projects receiving an affordable housing density bonus. To facilitate the higher density the RPD Overlay District establishes special regulations for single family projects. Multi-family projects, however, must meet the base district regulations. (3) Affordable Housing Overlay District (AHO; 26 to 30 DU/AC) The purpose of the Affordable Housing Overlay (AHO) district is to enable the development of affordable housing for moderate, low, and very low income households at densities of up to 30 dwelling units per acre if affordability requirements established in Chapter 20.09 (Overlay Districts) of the Zoning Ordinance are met. The AHO applies to sites shown in East Chino Specific Plan Exhibit II. (4) Mixed Use Overlay District (MUO; 26 to 30 DU/AC)
The purpose of the Mixed Use Overlay (MUO) district is to enable the development of affordable housing for moderate, low, and very low income households at densitie s of up to 30 dwelling units per acre if affordability requirements established in Chapter 20.09 (Overlay Districts) of the Zoning Ordinance are met. The MUO enables both horizontal and vertical mixed use development. The MUO applies to sites shown in East Chino Specific Plan Exhibit II.

3. Neighborhood Structure
Pg. 47
Statistical Summary
The following table provides a statistical summary of the Activity Corridor by subarea. Parcel numbers shown on the chart may be referenced to the Neighborhood Summary Map for the exact location of each subarea. The number of units shown was estimated by multiplying the base density by the adjusted gross acres (defined on page 39 37). Density bonuses, up to 25 50 percent, may be achieved through the City's affordable housing policy and the provisions of Chapter 20.14 (Residential Density Bonuses) in the Zoning Ordinance.

A total of 44 acres is within the AHO and 8.35 acres is within the MUO; parcels included in each of these designations are listed in the Site Inventories of the General Plan Housing Element. P rovisions for increases in density above the

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base of 20 units per acre are allowed as provided for in Chapter 20.09 (Overlay Districts) of the Zoning Ordinance.

Pg. 83

3. Site Planning Concepts
This section provides two conceptual site plans which have been provided to illustrate various site planning techniques related to the Activity Corridor (Figure 23), and single family neighborhoods (Figure 24). Each plan considers the total context of the site including: placement of buildings, building pads, streets and interval driveways, parking areas, and the relationship to adjacent development. The intent is to show basic design concepts applicable to the Specific Plan. They should not be taken literally in terms of specifying final site plan design. Rather, issues such as density, building coverage and placement, setbacks, etc., will be determined during the normal city review process.

In areas subject to the MUO, the standards in Chapter 20.09 (Overlay Districts) of the Zoning Ordinance allow both horizontal and vertical mixed use development. Horizontal mixed use development can accommodate a range of uses adjacent to one another, either in separate buildings o r parcels or on one parcel. Individual buildings may share project components, such as parking, serving, loading, and utility areas. By contrast, vertical mixed use allows for a mix of uses within a single building where non-residential uses occupy the ground floor and residential uses are on the upper levels. A vertical mixed use project may have surface parking, subterranean parking decks, and/or at grade and above grade parking decks.

Also, in the MUO, active and pedestrian -oriented frontages must be provided. More specifically, along the primary building frontage in mixed use buildings with residential uses, active ground floor uses are required for at least 60 percent of street -facing spacing. These may include retail shops, eating and drinking establishments, retail banks, personal services, and offices for walk -in clientele (e.g. real estate and insurance offices, travel agencies, utility company offices, and offices for elected officials) . For residential only buildings along a primary building frontage, an active frontage with a pedestrian orientation can include windows and glass doors, stoops and steps, covered entries, and windows providing views into active space within the building, such as lobbies and gyms. The Director of Development Services also may allow these active and pedestrian-oriented frontages to be provided along private streets, interior walkways, and around plazas and courtyards within the interior of a mixed use project rather than on exterior frontages facing arterial streets.

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1. Purpose and Intent
This chapter contains the development regulations and guidelines for all new construction in the East Chino Specific Plan. The provisions herein will implement the city of Chino General Plan and are tailored to accomplish the goals specified in Chapter III, and structure described in Chapter IV (Specific Plan Components). The intent is to establish a distinctive, well designed and high quality environment which enhances the agricultural and rural heritage of the area.

There are eleven basic land use categories within the Specific Plan listed below. In addition, two four overlay districts are established to address special circumstances pertaining to interim agricultural uses and affordable housing. Refer to the Specific Plan Land Use Map and to Exhibit II to determine the boundaries of each category.

LAND USE CATEGORIES DESIGNATION
Residential
Residential Development 20 DU/AC RD 20
Residential Development 14 DU/AC RD 14
Residential Development 8 DU/AC RD 8
Residential Development 4.5 DU/AC RD 4.5
Residential Development 2 DU/AC RD 2
Commercial
Village Commercial VC
General Commercial GC
Office Commercial OC
Industrial
Business Park BP
Light Industrial LI
Open Space/Overlay District
Southern California Edison Easement EE
Interim Agricultural Overlay District (A-A)
Residential Planned Development Overlay District (RPD)
Affordable Housing Overlay (AHO)
Mixed Use Overlay (MUO)

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Figure 4a (between pages 45 and 46) - The following map shall replace the existing map.

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(3) This section is not to be construed so as to modify or abridge the state law set out in the California Civil Code relative to nuisances, but rather it is only to be utilized in the
interpretation and enforcement of the provisions of City ordinances and regulations.

8. Land Use Regulations and Site Development Standards in the AHO and MUO
Use of the provisions of the AHO and MUO is voluntary; no specific obligations to build housing are established for the sites subject to the AHO and MUO designations unless such a requirement is established by the base zone. However, when an applicant proposes a housing development in the AHO or a mixed use development in the MUO, and that development would not be permitted under the base zone, then the land use regulations, development standards, design standards, and related provisions governing the location, design, size, number, income level, and distribution of affordable units that are established for these overlay s in Chapter 20.09 (Overlay Districts) of the Zoning Ordinance control in the case of a conflict with the land use regulations, development and design standards, affordable unit requirements, and design guidelines for the underlying land use . However, when an applicant proposes only non-residential uses or residential uses that are permitted in the base zone , then only the land use regulations, development and des ign standards, design guidelines, and site planning guidelines applicable to the base zone apply.
8 9. Severability
If any regulation, condition, program or portion thereof of the Specific Plan is for any reason held invalid or unconstitutional by any court of competent jurisdiction, such portion shall be deemed a separate, distinct and independent provision and the invalidity of such provision shall not affect the validity of the remaining provisions.

Pg. 141
*NOTE: This chart indicates changes to base district standards only. Refer to Section V of the Specific Plan for the remainder of development standards in each district.

4. Affordable Housing Overlay District (AHO)
a. Purpose and Applicability

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The Affordable Housing Overlay (AHO) is intended to enable the development of affordable housing for low and very low income households at densities of up to 30 dwelling units per acre if affordability requirements established in Chapter 20.0 9 (Overlay Districts) of the Chino Zoning Ordinance are met.

This district implement s the goals of the Chino General Plan and East Chino Specific Plan as they apply to land identified in the Sites Inventory of the General Plan Housing Element.
b. District Boundaries
The parcels within the AHO District are shown in Exhibit II. c. Permitted Uses
Buildings, structures and land shall be used and structures shall hereafter be erected, altered or enlarged only as allowed under the land use regulations of the East Chino Specific Plan and, for housing projects, the land use regulations and minimum affor dable housing requirements of Chapter 20.09 (Overlay Districts) of the Chino Zoning Ordinance for the AHO District.
d. Site Development Standards
All development is subject to the development standards set forth in this specific plan and, for housing projec ts, the specific standards established in Chapter 20.09 (Overlay Districts) of the Chino Zoning Ordinance for the AHO District, including development and design standards and standards for the location, size, design, and distribution of affordable units. T he provisions in Chapter 20.09 (Overlay Districts) of the Chino Zoning Ordinance for maximum density and increased density for affordable housing in the AHO District also apply and are incorporated by reference. In the case of conflicts, the City’s zoning standards shall apply. Finally, no covered parking is required for housing projects at densities of 20 units per acre or more , and only the standards for parking set in the Chino Zoning Ordinance apply.
e. Design Guidelines
Housing projects not otherwise permitted under the base zone only have to meet the multiple family residential design standards established in Section 20.17.050 (Multiple-Family Residential Design Standards) of the Chino Zoning Ordinance as modified by Chapter

20.09 (Overlay Districts) of the Chino Zoning Ordinance for the AHO District.

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f. Required Affordable Housing Agreement for Continued Affordability Prior to the issuance of a building permit for any residential development project with affordable housing units in an AHO District, the developer shall enter into a written agreement with the City ensuring the continued affordability of the affordable dwelling units for a period of not less than 55 years for rental units and 45 years for for-sale units. The terms and condit ions of the agreement shall be binding upon the successor in interest of the developer and shall be recorded in the main office of the San Bernardino County Assessor- Recorder-Clerk. The agreement shall be executed by the City Manager, be in a form acceptable to the City Attorney and include all of the provisions required for such agreements in Chapter 20.09 (Overlay Districts) of the Chino Zoning Ordinance.

5. Mixed Use Overlay District (MUO)
a. Purpose and Applicability
The Mixed Use Overlay (MUO) District is intended to enable the development of affordable housing for low and very low income households in mixed use projects at densities of up to 30 dwelling units per acre if affordability requirements established in Chapter

20.09 (Overlay Districts) of the City’s Zoning Ordinance are met.

The MUO allows both horizontal and vertical mixed use, and residential development may be in standalone buildings or on upper floors of a mixed use building.

This district is intended to implement the goals and policies of the Chino General Plan and East Chino Specific Plan.
b. District Boundaries
The parcels within the MUO District are show on the map in Exhibit II.
c. Permitted Uses
Buildings, structures and land shall be used and structures shall hereafter be erected, altered or enlarged only as allowed under the land use regulations of the East Chino Specific Plan and, for housing projects or for mixed use projects with a residential component, the land use regulations and minimum affordable housing requirements of Chapter 20.09 (Overlay District) of the Chino Zoning Ordinance for the MUO District.

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d. Site Development Standards
All development is subject to the development standards set forth in the East Chino Specific Plan and, for mixed use projects with a residential component, the specific standards established in Chapter 20.09 (Overlay Districts) of the Chino Zoning Ordinance for the MUO and Section

20.09.090 (E)(4), including development and design standards and standards for the location, size, design, and distribution of affordable units. In the case of conflicts with the design guidelines of the specific plan , the City’s zoning standards shall apply. No covered parking is required, and only the standards for parking set in the Chino Zoning Ordinance apply.
e. Design Guidelines
All commercial development and market rate housing development are subject to the design guidelines for the underlying use as established in this specific plan. Housing projects only have to meet the multiple family residential design standards established in Section 20.17.050 (Multiple-Family Design Standards) of the Chino Zoning Ordinance and the mixed use design guidelines established in Section 20.17.060 (Mixed Use Design Standards) of the Chino Zoning Ordinance as modified by Chapter 20.09 (Overlay Districts) of the Chino Zoning Ordinance for the MUO district.
f. Required Affordable Housing Agreement for Continued Affordability Prior to the issuance of a building permit for any residential development project with affordable housing units in an MUO District, the developer shall enter into a written agreement with the City ensuring the continued affordability of the affordable dwelling units for a period of not les s than 55 years for rental units and 45 years for for-sale units. The terms and conditions of the agreement shall be binding upon the successor in interest of the developer and shall be recorded in the main office of the San Bernardino County Assessor-Recorder-Clerk. The agreement shall be executed by the City Manager, be in a form acceptable to the City Attorney and include all of the provisions required for such agreements in Chapter

20.09 (Overlay Districts) of the Chino Zoning Ordinance.

Section 2. The Eucalyptus Business Park Specific Plan is her eby amended as follows.

Additions are shown in red; deletions are in bold strikethrough, and existing text that is not shown and will not be amended is denoted by ellipsis (“…”).

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Pg. 1
The EBPSP was approved by the City of Chino Planning Commission on September 17, 1990, and subsequently by the City Council on December 18, 1990.

Since its adoption, various land holdings and market conditions have generated the request for the ability to develop a high quality large industrial, manufacturing and warehouse/distribution business park in the easterly portion of the specific plan boundaries. In an attempt to accommodate this land usage, an amendment to the specific plan was adopted that addressed these specific needs.

In addition, in 2023 the EBPSP was amended to address affordable housing needs identified in the General Plan Housing Element and support the City’s efforts to meet the Regional Housing Needs Allocation (RHNA) by adding provision s for overlay designation for affordable housing and for mixed use with affordable housing.

Pg. 12

8. Overlay Designations. Two overlay designations have been established and apply to designated parcels within the boundaries of the specific plan. • The purpose of the Affordable Housing Overlay (AHO) district is to enable the development of affordable housing for low and very low income households at densities of up to 30 dwelling units per acre if affordability requirements established in Chapter 20.09 (Overlay District) of the Zoning Ordinance are met.
• The purpose of the Mixed Use Overlay (MUO) district is to enable the development of affordable housing for low and very low income households in mixed use projects at densities of up to 30 dwelling units per acre if affordability requirements established in Chapter

20.09 (Overlay District) of the Zoning Ordinance are met. The MUO enables both horizontal and vertical mixed use development.

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The primary goals of the EBPSP are to:

1. Provide a mix of employment and sales tax generating uses which promote a sound and diversified economic base, ample employment opportunities for the residents of the City of Chino, and a high quality image for the City's industrial area.

2. Establish a specific, well-defined pattern of commercial, office, industrial, warehouse/distribution and manufacturing activities which has good access to regional transportation systems; meets the personal needs of area workers and the service needs of area firms; and is compatible with surrounding industrial, commercial, institutional, and residential land uses.

3. Enhance the attractiveness of the EBPSP area for quality businesses that wish to locate within an attractive, pleasant work environment, which has a broad range of support services and amenities available to their employees.

4. Provide opportunities for the development of affordable housing at appropriate locations, consistent with the General Plan Housing Element.

Pg. 22
d. Southern California Edison Easement (SCE) and San Antonio Channel.

Integrate the SCE easement and San Antonio Creek Channel into the EBPSP area as an area amenity.
(i) Provide for planting of tall vertical trees adjacent to the towers to reduce their visual prominence.
(ii) Where feasible, integrate the SCE easement into the EBPSP area by permitting appropriate use of the easement by adjacent businesses.
(iii) Provide trail connections along the SCE easements and San Antonio Creek Channel.
(iv) Encourage crop production and horticultural activities within the SCE easement.

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e. Residential and Mixed Land Uses.
(i) Create opportunities for affordable housing and mixed use development along the Chino Valley Freeway (SR 71) and east of Ramona Avenue and north of Chino Hills Parkway on sites identified in the General Plan Housing Element.
▪ Establish minimum affordability requirements and allow for increased density for projects meeting specific affordability criteria.
▪ Ensure that residential and mixed use development is
compatible with adjacent office and general commercial uses using objective development and design standards.

Pg. 42

LAND USE PLAN

1. Overall Concept. The overall land use concept for the EBPSP area is oriented around achieving three primary objectives: (a) provide significant local employment opportunities; (b) create a highly imageable development pattern which will appeal to firms seeking a prestigious location; and (c) ensure a positive balance of municipal revenues and costs. As a result, the most visible portions of the EBPSP area will be used for sales tax generating retail uses and intensive employment generating office uses. Chino Valley Freeway frontage has been reserved for an expansion of automotive sales, creating a viable auto mall; commercial and commercial recreation; and mixed use office/commercial/residential development.

The Central Avenue frontage, which has excellent visibility, but which also has significant traffic limitations, will be used for a less intensive mix of commercial offices, support commercial, and industrial development in a business park atmosphere transitioning to larger scale industrial uses to the west to Monte Vista Avenue.

Finally, the interior portions of the specific plan area have been reserved for manufacturing, warehouse and distribution uses and for affordable housing and mixed use development . These uses will feature and emphasize job creation and positive cost/benefit for the City and also help meet the City’s housing needs.
…

2. Land Use Categories. The land use types within the EBPSP area are Auto Mall, Business Park, Commercial, Commercial/Office, and

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Manufacturing—see Table IV -A (Land Use Summary) and Figure IV-1 (Land Use Plan). Such designations are intended to respond to a wide range of demands for land uses, while offering a variety of development and employment opportunities which meet City of Chino objectives and concerns for the study area. The overlay designations for affordable housing and mixed use are shown in Eucalyptus Business Park Specific Plan Figure IV-1.1.

Pg. 43 – Replace existing map with following map.

Figure IV-1.1-Land Use Plan

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A. URBAN DESIGN CONCEPT
The diversity of land uses and the various developments that comprise the Eucalyptus Business Park Specific Plan (EBPSP) will work together to accomplish the primary design objective: Creation of an attractive development that will contribute to and enhance the City's image.

1. Auto Mall, Commercial, Commercial/Office, Mixed Use, and Affordable Housing Design Concept. The Auto Mall, Commercial, and Commercial/Office, Affordable Housing, and Mixed Use land uses are primarily located within the most highly visible areas, adjacent to the Chino Valley Freeway and Chino Hills Parkway. Land uses adjacent to highly visible areas present the opportunity to create aesthetic and dynamic views, and entries into the project area. Buildings within this area should be designed to take advantage of the visibility of the structures. Buildings within these land use categories should be designed to present pleasing views for the public, not only from adjacent streets and parking areas, but also from the Chino Vall ey Freeway and Chino Hills Parkway. They also should offer opportunities for pedestrian- oriented development with attractive landscaping, plazas, courtyards, and open space areas for workers, residents, and visitors.

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(iv) Residential and Mixed Use Guidelines. The design of residential development should reflect the multiple family residential design standards established in Section 20.17.050 of the Chino Zoning Ordinance, while design of mixed use development should reflect the mixed use design guidelines established in Section 20.17.060 of the Chino Zoning Ordinance.

If a development project includes affordable housing, it should follow the modifications to the citywide residential and mixed use design guide lines that are c odified in Chapter 20.09 of the Chino Zoning Ordinance for the AHO and MUO districts.
(iv v) Manufacturing and General Industrial Guidelines. … Pg. 152
A. GENERAL PROVISIONS
This chapter includes the development regulations and guidelines for all new development within the Eucalyptus Business Park Specific Plan (EBPSP). The EBPSP is intended to carry out the goals and policies contained in the City of Chino General Plan in an orderly and attractive fashion in order to establish a well designed, high qu ality working and shopping environment. All development within EBPSP area shall therefore be consistent with the provisions of the Chino General Plan. The provisions contained herein are also intended to accomplish the goals and objectives identified in Chapter III, to implement the component plans identified in Chapter IV, and to facilitate implementation of the design guidelines contained in Chapter V.

1. Relationship to the City of Chino Zoning Ordinance.

Development standards and criteria contained in this document will supplement or replace those of the City of Chino's Zoning Ordinance.

Whenever the regulations contained herein conflict with the provisions of the Chino Zoning Ordinance, the regulations contained herein shall take precedence. Any standards or land use proposals not specifically covered herein shall be subject to the regulations, standards, and specifications of the City of Chino Zoning Ordinance.

In the case of housing projects proposed in areas subject to the AHO and MUO designations, the regulations and standards for these overlays that are established in Chapter 20.09 (Overlay Districts) of the City of Chino Zoning Ordinance shall apply and take precedence over any regulation or standard in the EBPSP.

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B. PERMITTED USES
Table VI -A (Land Use Matrix) establishes the uses that are permitted, conditionally permitted, administratively permitted, or not permitted within each of the land use categories within the EBPSP, excluding the Commercial (C) land use category which shall be regulated according to the CG (Commercial General) zoning district in Table 20.06-1, Allowed Uses in the Commercial Zoning Districts, of the Chino Zoning Code, and the AHO and MUO districts which shall be regulated according to Chapter 20.09 (Overlay Districts) of the Chino Zoning Code. The regulations contained in this section apply not only to the primary use of property within the specific plan area, but also to each accessory and support use.

Pg. 162
C. DEVELOPMENT STANDARDS

1. Development Regulations. Table VI -B (Development Regulations) establishes the minimum standards for development proposed within the EBPSP area that is not subject to an AHO or MUO designation . These regulations shall govern the development of all property within the specific plan area and shall supersede the provisions of the City of Chino Zoning Ordinance. Applicants that propose housing on land subject to an AHO or MUO designation are only required to conform to the development and design standards and development approval requirements established for the AHO and MUO districts in Chapter 20.09 (Overlay Districts) of the Chino Zoning Code.

Section 3. The Majestic Spectrum Specific Plan is hereby amended as follows.

Additions are shown in red; deletions are in bold strikethrough, and existing text that is not shown and will not be amended is denoted by ellipsis (“…”).

Pg. viii - Add Mixed Use Overlay District Amendment to table of amendments, including date.

Pg. 2
• Amendment No. 15 – Amends sign provisions for freeway identification signs (Ordinance No. 2002-16, adopted October 15, 2002)
• Mixed Use Overlay District Amendment – Amends the land use provisions to add the Mixed Use Overlay (Ordinance No. 2023-008; adopted April 18, 2023)

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1. Redesignation of Planning Areas “C” and “D”
…

2. Addition of Overlay
Specific Plan Mixed Use Overlay District Amendment adds a Mixed Use Overlay designation to 8.07 acres, as shown in Exhibit 1 in Section II, Summary of Land Use Changes , to be consistent with the General Plan Housing Element 6th Cycle Update . This designation provides an opportunity for affordable hous ing and mixed use development on a site designated for Regional Commercial land use to help the City meet its Regional Housing Needs Allocation (RHNA) for the 2021 -2029 planning period.

Pg. 45

6. Mixed Use Overlay District Amendment
The Specific Plan Mixed Use Overlay District Amendment adds a Mixed Use Overlay designation to 8.07 acres, as shown in Exhibit 1, to be consistent with the General Plan Housing Element 6th Cycle Update. This designation provides an opportunity for affordable housing on a site designated for Regional Commercial land use to help the City meet its Regional Housing Needs Allocation ( RHNA) for the 2021 -2029 planning period.

The permitted uses shall be those designated for the Mixed Use Overlay (MUO) in Chapter 20.09 (Overlay Districts) of the Zoning Ordinance in the Chino Municipal Code and the regulations for residential uses and affordable housing in that chapter take precedence over the provisions in this specific plan, including Amendment No. 7.

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Residential development on land subject to an MUO may occur in conjunction with non- residential uses or in a standalone residential project. A minimum affordability requirement for rental or for-sale housing, expressed as the minimum number of units to be available for residents in a specific income cate gory, is established in Chapter 20.09 (Overlay Districts) . Household income qualifications are those established by the California Department of Housing and Community Development each year for San Bernardino County, as adjusted for household size, pursuant to California Code of regulations, Title 25, Section 6932 and Health and Safety Code 50093. Additional density, above the maximum density for residential development of 20 units per adjusted gross acre, may be allowed by the Planning Commission through a site approval process for projects that qualify for additional density under the provisions established in Chapter

20.09 (Overlay Districts).

Residential development in the MUO is not required; an owner retains the right to develop a project that only has non-residential uses under the Regional Commercial designation.

However, if housing with 10 units or more is built, the minimum housing affordability requirement, expressed as a percentage of the total units, must be met.

Pg. 46
This section establishes the site development standards and requirements for the Regional Commercial and Commercial Manufacturing Districts, as well as the Regional Mall Overlay. The standards are divided into four sections: standards that apply to the Regional Commercial category, Commercial Manufacturing category, and the Regional Mall Overlay (Section IV.A), standards that apply to the Regional Commercial category (Section IV.B), standards that apply only to the Regional Mall Overlay (Section IV.C), and standards that apply only to the Commercial Manufacturing category (Section IV.B).

Development standards that apply to projects within the area subject to the MUO are in Chapter 20.09 (Overlay Districts) of the Chino Zoning Ordinance. All residential-only and mixed use development with residential units in the area subject to the MUO must comply with the development standards in Chapter 20.09 for the MUO and with the residential design standards in Section 20.17.050 (Multiple-Family Residential Design Standards) , the mixed use design standards in Section 20.17.060 (Mixed Use Design Standards), and the supplemental design standards in Chapter 20.09; non -residential development only must comply with the development standards of Regional Commercial land use that are presented below. In the MUO, new street curb cuts are not allowed on lots with al ley access unless approved by the Director of Development Services and the City Engineer to accommodate affordable housing units. In the case of conflicts with the development standards in this specific plan, the standards of Chapter 20.09 for the MUO shall apply.

In addition, site development standards that apply to large warehouses within the Light Industrial Category and to Business Parks are also included. …

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G. PARKING STANDARDS
This section establishes requirements for off -street parking within the Regional Commercial land use category and the Regional Mall Overlay. Parking requirement for residential and mixed use development in the Mixed Use Overlay designated area and the Light Industrial designated areas shall be in accordance with the Chino Municipal Code Chapter 20.18 (Parking) . No covered parking is required for residential and mixed use development. Except where noted, this section supersedes Chapter 20.18 of the City of Chino Zoning Ordinance.
…
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This Chapter contains landsc aping concepts and design guidelines for the Amendment No. 7 area. Topics addressed include streetscape and on-site landscaping concepts and guidelines; site planning guidelines; pedestrian areas; internal circulation, parking and loading guidelines; site lighting criteria; and architectural guidelines. This section establishes design parameters to ensure quality of design. The provisions contained in this section are often general in nature, in order to permit design flexibility, and to facilitate creativity in developing design concepts and solutions. These standards are distinguished from the provisions of Chapter 4 which establish specific and mandatory requirements for site development.

Residential and mixed use development in the Mixed Use Overlay (MUO) designated area are only subject to the development and design standards established in Chapter

20.09 (Overlay Districts) for the MUO. To streamline the development approval process, only these design standards shall be considered by the Planning Commission in the site approval process for projects in this area. This will reduce the review and approval time and development costs for applicants proposing affordable housing.

This section also contains requirements for the preparation of a Design Manual that will be developed as an implementation action for that portion of Amendment No. 7 designated as Regional Commercial or Regional Mall Overlay. The Design Manual will provide more detailed information regarding specific architectural designs to ensure the consistency of future phases with the first phase of development. A description of the Design Manual is provided in Section V.D.3.

Section 4. CEQA Findings. The City has prepared and adopted an Addendum to the 6th Cycle Housing Element Update (2021-2029) Project Negative Declaration that includes an explanation of the decision not to prepare a subsequent negative declaration, supported by substantial evidence that there is no potential for a significant effect on the environment att ributable to PL22-0089 (Eucalyptus Business Park Specific Plan Amendment), PL22-0090 (Majestic Spectrum Specific Plan Amendment), and PL22-0091 (East Chino Specific Plan Amendment).

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Section 5. Severability. If any section, subsection, sentence, clause, phrase, or portion of this ordinance, or the application thereof to any person or circumstances, is, for any reason, held invalid or unconstitutional by any court of competent jurisdiction, such invalidity or unconstitutionality shall not affect any other provision or application, and to this end the provisions of this ordinance are declared to be severable. The city council hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase, part or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, parts or portions thereof be declared invalid or unconstitutional.

Section 6. Effective Date. This ordinance shall be in full force and effect thirty (30) days after its second reading and adoption.

Section 7. Certification. The City Clerk of the City of Chino shall certify to the passage and adoption of this ordinance and shall cause the same t o be published in the Chino Champion, a newspaper of general circulation, within said city in accordance with the provisions of the Government Code.

ADOPTED THIS 18TH DAY OF APRIL 2023.

By:

EUNICE M. ULLOA, MAYOR

ATTEST:

By:

NATALIE GONZAGA, CITY CLERK

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STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO ) §

CITY OF CHINO )

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

By:

NATALIE GONZAGA, CITY CLERK

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Revenue: Expenditure:

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

FINANCE DEPARTMENT

COUNCIL MEETING DATE: APRIL 18, 2023

TO: LINDA REICH, CITY MANAGER

FROM: ROB BURNS, DIRECTOR OF FINANCE

SUBJECT: ANNUAL COMPREHENSIVE FINANCIAL REPORT FOR FISCAL YEAR 2021 -

22. RECOMMENDATION
Receive and file the City of Chino’s Annual Comprehensive Financial Report for Fiscal Year 2021-22.

FISCAL IMPACT
No impact to the City.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES

The recommendation detailed above further s the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:

· Financial Stability
· Responsible Long-Range Planning
· Exemplary Leadership

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: ANNUAL COMPREHENSIVE FINANCIAL REPORT FOR FISCAL YEAR 2021-22 PAGE 2

BACKGROUND

The Annual Comprehensive Financial Report (ACFR) of the City of Chino, California, for the period ending June 30, 202 2, has been prepared by the Finance Department and is now available for review. The report was prep ared in accordance with the guidelines set forth by the Governmental Accounting Standards Board (GASB). CliftonLarsonAllen, LLP conducted the City’s independent audit in accordance with generally accepted auditing standards. This year’s financial report received an unmodified, or “clean,” opinion.

ISSUES/ANALYSIS

The City’s ACFR presents the overall financial position of the City. This enables readers of the financial statements to evaluate the overall financial progress of the City and the costs of th e service levels provided to its citizens. The City’s overall financial position includes not only revenues and expenditures, but also Capital Assets (such as land, buildings, and infrastructure), as well as outstanding liabilities (such as Long -Term Debt) . Additionally, the City’s financial statements include financial information relating to agreements between the City and third -party entities for services such as quality potable water, sewage treatment, Workers’ Compensation, and General Liability coverage.

The original adopted budget identified a General Fund operating gain of $5.1 million for the year. In addition, the City identified net one -time capital expenditures of $3. 7 million, with $1.6 million in continuing appropriations, resulting in ending General Fund reserves of $62 million.

For Fiscal Year 202 1-22, the net change in reserves for the General Fund was an increase of $12.2 million with ending General Fund Reserves of $72.4 million.

An analysis of revenues for the fiscal year shows that the largest change from the final adopted budget ($ 5.7 million) was the increase in sales and use taxes received. This unexpected increase was from several large pharmaceutical companies increasing sales possibly related to COVID-19 supplies. Additionally, p roperty tax was $ 1 million over budget above the adopted budget, while Intergovernmental Revenues were up $2.2 million due to the revenue recognition of ARPA funds as allowed by the Department of Treasury’s Final Rule.

On the expenditure side, all departments closely monitored their spending which resulted in total General Fund expenditures being under budget by $6.2 million from the final adopted budget for department expenditures and another $3. 1 million for transfers out. Therefore, the Fiscal Year Ending General Fund reserves are now $72.4 million for Fiscal Year 2021-22.

The City of Chino has again applied for the Government Finance Officers Association (GFOA) of the United States and Canada, and the California Society of Municipal Finance Officers (CSMFO) Awards for “Outstanding Financial Reporting.” These Certificates of Achievement are the highest form of recognition for excellence in state and local government financial reporting.

To be awarded a Certificate of Achievement, the government unit m ust publish a readable, efficient, and organized Annual Comprehensive Financial Report; the contents of which conform to specific standards of the certificate program.

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: ANNUAL COMPREHENSIVE FINANCIAL REPORT FOR FISCAL YEAR 2021-22 PAGE 3

A copy of the Fiscal Year 2021-22 ACFR is available in the Finance Department as well as the City of Chino website at:

Financial Reports | Chino, CA (civicplus.com)

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Revenue: 1003000 59360 - N3231 Expenditure: 1003000 43515 - N3231

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

FINANCE DEPARTMENT

COUNCIL MEETING DATE: APRIL 18, 2023

TO: LINDA REICH, CITY MANAGER

FROM: ROB BURNS, DIRECTOR OF FINANCE

SUBJECT: COMMUNITY FACILITIES DISTRICT 2023-1 (SAGE CEDAR) OF THE CITY OF CHINO.

RECOMMENDATION
1) Adopt Resolution No. 20 23-023, declaring the City of Chino’s Intention to Establish Community Facilities District No. 20 23-1 and to authorize the Levy of Special Taxes; 2) adopt Resolution No. 2023-024, declaring the City of Chino’s Intent ion to Incur Bonded Indebtedness for the proposed Community Facilities District No. 20 23-1; 3) approve the Acquisition Agreement between the City and Tri Point Homes; 4) approve the Reimbursement Agreement between the City and Tri Point Homes; 5) appropriate $50,000 for the payment of consulting services relating to the formation of CFD 202 3-1; and 6) authorize the City Manager to execute all necessary documents on behalf of the City.

FISCAL IMPACT
There is no financial impact to the City of Chino. Consult ing costs are paid for by the developer through the Reimbursement Agreement.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES:

The recommendation detailed above furthers the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:
· Positive City Image
· Superior Customer Service
· Financial Stability

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: COMMUNITY FACILITIES DISTRICT 2023-1 (SAGE CEDAR) OF THE CITY OF CHINO
PAGE 2

BACKGROUND
Tri Point Homes ID-SE, Inc. (Tri Point) owns land in The Preserve. The property is located north of Pine Avenue and west of East Preserve Loop. Tri Point plans to develop th is land with 188 residential units ranging from 1,305 to 2,707 square feet.

Representatives from the City of Chino and Tri Point have discussed all the details related to the formation of a Community Facilities District (District) with respect to property that is owned and would be developed by Tri Point . The formation of a Community Facilities District will help finance the required public infrastructure improvements , City services, and City related development impact fees (DIF).

ISSUES/ANALYSIS
Current Government Code provisions require the City to adopt a Resolution of Intention to establish the District, and to declare its intention to incur bonded indebtedness for the proposed District. The City must also set a public hearing date for no less than 30 days, and no more than 60 days after the date the Resolution of Intention is approved. Prior to the public hear ing, a public notice must be published in a local paper. After the public hearing has been held, an election is held for the affected property owners to cast their ballots. The ballots are then counted, and if the District is approved by the property own er(s), the City adopts a resolution determining the formation of the District.

On June 6, 2023, a public hearing will be scheduled on the following:

1) To consider and finally determine whether the public interest, convenience, and necessity require the issuance of bonds for the CFD.
2) Establishment of the CFD and the levy of a special tax. 3) Approval of the proposed bonds for the District.

The levy of the proposed special tax shall be subject to approval of the qualified electors of the CFD at a special elect ion. The proposed voting procedure shall be by hand delivered ballots to the landowners in the proposed CFD. Currently, Tri Point is the sole owner of the properties that will be included in the CFD.

Pursuant to Section 53314.9 of the Mello -Roos Communit y Facilities Act of 1982, the City proposes to authorize bonded indebtedness for financing the acquisition and/or construction of certain public improvements and City development impact fees not to exceed the aggregate principal amount of $ 17,000,000. The CFD bonds are payable from and secured by special taxes, which are levied upon each individual property within the District. The City of Chino is not obligated to pay debt service on the bonds.

Attachments: Resolution No. 2023-023 (Exhibits A, B & C) Resolution No. 2023-024

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COUNCIL MEETING DATE: APRIL 18, 2023
SUBJECT: COMMUNITY FACILITIES DISTRICT 2023-1 (SAGE CEDAR) OF THE CITY OF CHINO
PAGE 3

Boundary Map
Deposit and Reimbursement Agreement
RB:hm

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1 RESOLUTION NO. 2023-023

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHINO,

CALIFORNIA, DECLARING ITS INTENTION TO ESTABLISH
COMMUNITY FACILITIES DISTRICT NO. 2023 -1 (SAGE CEDAR)

OF THE CITY OF CHINO, TO AUTHORIZE THE LEVY OF A

SPECIAL TAX TO PAY THE COST OF ACQUIRING OR

CONSTRUCTING CERTAIN PUBLIC FACILITIES, PROVIDING

CERTAIN SERVICES AND PAYING FOR CERTAIN INCIDENTAL

EXPENSES AND TO PAY DEBT SERVICE ON BONDED

INDEBTEDNESS
WHEREAS, in accordance with Sections 53318 and 53319 of the Mello-Roos Community Facilities Act of 1982, as amended, comprising Chapter 2.5 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the “Act”), the City of Chino (the “City”) has received a petition from Arroyo Cap II-1, LLC, a Delaware limited liability company (the “Owner”), the owner of all of the territory described in Exhibit A attached hereto (the “Property”), requesting the City establish Community Facilities District No. 2023 -1 (Sage Cedar) of the City of Chino (the “Community Facilities District”) to finance (1) the purchase, construction, expansion, improvement or rehabilitation of the public facilities described in Exhibit B hereto (which attachment is incorporated herein by this reference), including all furnishings, equipment and supplies related thereto (collectively, the “Facilities”), which Facilities have a useful life of five years or longer, (2) the services described in Exhibit B hereto (the “Services”), and (3) the incidental expenses to be incurred in connection with financing the Facilities and Services, and forming and administering the Community Facilities District (the “Incidental Expenses”); and WHEREAS, the City Council of the City (the “City Council”), acting as the legislative body of the Community Facilities Dis trict, further intends to approve an estimate of the costs of the Facilities, Services and the Incidental Expenses for the Community Facilities District; and WHEREAS, it is the intention of the City Council to consider financing the Facilities and the Incidental Expenses through the formation of the Community Facilities District, and the sale of bonds in an amount not to exceed $17,000,000 (the “Obligations”) and the levy of a special tax to pay debt service on the Obligations, provided that the bond sale a nd special tax levy are approved at elections to be held for the Community Facilities District; and WHEREAS, Owner has contracted with Tri Pointe Homes Holdings, Inc., a Delaware corporation (“Tri Pointe”), and Tri Pointe has obtained the rights from the Owner, for Tri Pointe to develop the Property; and
WHEREAS, the City and the Tri Pointe desire to finance certain Facilities through the execution and delivery of an acquisition agreement, by and between the City, acting for itself and on behalf of the Community Facilities District, and the Owner (the “Acquisition Agreement”); and WHEREAS, the form of such Acquisition Agreement has been presented to this City Council for approval;

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NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF CHINO AS FOLLOWS:

Section 1. Intention. The City Council declares its intention to conduct proceedings pursuant to the Act for the establishment of the Community Facilities District with boundaries coterminous with the Property. It is further proposed that the boundaries of the Community Facilities District shall be the legal boundaries as described in Exhibit A hereto which boundaries shall, upon recordation of the boundary map for the Community Facilities District, include the entirety of any parcel subject to taxation by Community Facilities District, except where indicated on the boundary map, and as depicted on the boundary map of the Community Facilities District which is on file with the City Clerk. The City Clerk is hereby directed to sign the original boundary map of the Community Facilities District and record it with all proper endorsements thereon with the County Recorder of the County of San Bernardino within 15 days after the adoption of this resolution, all as required by Section 3111 of t he Streets and Highways Code of the State of California.

Section 2. Name of the Community Facilities District . The name of the proposed Community Facilities District shall be “Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino.”
Section 3. Types of Facilities and Services to be Financed by the Community Facilities District. The Facilities proposed to be provided within the Community Facilities District are public facilities as defined in the Act. The Services proposed to be provided for the benefit of the District are public services as defined in the Act. The City Council hereby finds and determines that the description of the Facilities, Services and Incidental Expenses herein is sufficiently informative to allow taxpayers within the Community Fac ilities District to understand what the funds of the Community Facilities District may be used to finance, the Facilities, Services and Incidental Expenses expected to be incurred, including the cost of planning and designing the Facilities and Services, t he costs of forming the Community Facilities District, issuing bonds, levying and collecting a special tax and the annual administration costs of the Community Facilities District.

The City Council hereby finds that the proposed Facilities and Services ar e necessary to meet increased demands placed upon the City as a result of development occurring in the Community Facilities District. The Facilities may be acquired from one or more of the property owners as completed public facilities or may be constructed by or on behalf of the City and paid for with bond proceeds and special taxes. Any portion of the Facilities may be financed through a lease or lease-purchase arrangement if the City hereafter determines that such arrangement is of benefit to the City. The City Council hereby finds and determines that the Services to be financed are in addition to those provided in the territory of the District at the present time and do not supplant services already available within the territory of the District at th e present time. Bond proceeds shall not be used to finance Services.

Section 4. Special Taxes. Except where funds are otherwise available, it is the intention of the City Council to levy annually in accordance with the procedures contained in the Act a special tax, secured by a continuing lien against all non -exempt real property in the Community Facilities District, sufficient to pay for the Facilities, Services and Incidental Expenses and the principal and interest and other periodic costs on bonds or other indebt edness issued to finance the Facilities and Incidental Expenses, including the establishment and replenishment of any reserve funds deemed necessary by the City, and any remarketing, credit enhancement and liquidity facility fees (including such fees for i nstruments which serve as the basis of a reserve fund in lieu of cash) attributable to the Community Facilities District. The rate and method of apportionment and manner of collection of the special tax in the Community Facilities District is

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described in detail in Exhibit C attached hereto (which attachment is incorporated herein by this reference). Exhibit C allows each landowner within the Community Facilities District to estimate the maximum amount of special taxes that may be levied against each parcel.

If special taxes of the Community Facilities District are levied against any parcel used for private residential purposes, (i) the maximum special tax rate shall not be increased except to the extent permitted in the rate and method, (ii) such tax shall not be levied later than the 2073-74 Fiscal Year and (iii) under no circumstances shall such special tax in the Community Facilities District be increased as a consequence of delinquency or default by the owner of any other parcel or parcels within the Community Facilities District by more than ten percent (10%) above the amount that would have been levied in that fiscal year had there never been any such delinquencies or defaults. Special taxes for Services shall be levied as long as it is needed, as determined at the sole discretion of the City Council.

The special tax is based on the expected demand that each parcel of real property within the Community Facilities District will place on the Facilities and Services. The City Council hereby determines the rate and method of apportionment of the special tax set forth in Exhibit C to be reasonable. The special tax is apportioned to each parcel on the foregoing basis pursuant to Section 53325.3 of the Act; and such special tax is not on or based upon the value or ownership of real property. In the event that a portion of the property within the Community Facilities District shall become for any reason exempt, wholly or partially, from the levy of the special tax specified in Exhibit C, the City Council shall, on behalf of the Community Facilities District, cause the levy to be increased, subject to the limitation of the maximum special tax for a parcel as set forth in Exhibit C, to the extent necessary upon the remaining property within the Community Faci lities District which is not exempt in order to yield the special tax revenues required for the purposes described in this Section. The obligation to pay special taxes may be prepaid as provided in the rate and method of apportionment set forth in Exhibit C, as such rate and method may be amended hereafter.

Section 5. Public Hearing . A combined public hearing (the “Hearing”) on the establishment of the Community Facilities District, the proposed rate and method of apportionment of the special tax and the proposed issuance of bonds to finance the Facilities and the Incidental Expenses shall be held at 6:00 p.m., or as soon thereafter as practicable, on June 6, 2023, at the City Council’s Chambers, 13220 Central Avenue, Chino, California. If the City Council determines to form the Community Facilities District, a special election will be held to authorize the issuance of the bonds and the levy of the special tax in accordance with the procedures contained in Government Code Section 53326. If such election is held, the proposed voting procedure at the election will be a landowner vote with each landowner who is the owner of record of land within the Community Facilities District at the close of the Hearing, or the authorized representative thereof, having one vote for each acre or portion thereof owned within the Community Facilities District. Ballots for the special election may be distributed by mail or by personal service.

At the time and place set forth above for the Hearing, the City Council will receive testimony as to whether the Community Facilities District shall be established and whether special taxes shall be levied in accordance with the proposed method of apportionment of the special tax, and whether Obligations shall be issued to finance Facilities and Inc idental Expenses of the Community Facilities District.

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At the time and place set forth above for the Hearing, any interested person, including all persons owning lands or registered to vote within the Community Facilities District, may appear and be heard.

Section 6. Notice. The City Clerk is hereby authorized and directed to publish a notice (the “Notice”) of the Hearing pursuant to Section 6061 of the Government Code in a newspaper of general circulation published in the area of the Community Facilities District. The City Clerk is further authorized and directed to mail a copy of the Notice to each of the landowners within the boundaries of the Community Facilities District at least 15 days prior to the Hearing. The Notice shall contain the text or a summary of this Resolution, the time and place of the Hearing, a statement that the testimony of all interested persons or taxpayers will be heard, a description of the protest rights of the registered voters and landowners in the Community Facilities District and a description of the proposed voting procedure for the election required by the Act. Such publication shall be completed at least seven (7) days prior to the date of the Hearing.

Section 7. Reports re Facilities and Services . Each City officer who is or will be responsible for providing the Facilities and Services within the Community Facilities District, if it is established, is hereby directed to study the Community Facilities District and, at or before the time of the Hearing, file a report with the City Council co ntaining a brief description of the public facilities and services by type which will in his or her opinion be required to meet adequately the needs of the Community Facilities District and an estimate of the cost of providing those public facilities.

Section 8. Advance of Funds. The City may accept advances of funds or work -in-kind from any source, including, but not limited to, private persons or private entities, for any authorized purpose, including, but not limited to, paying any cost incurred by the City in cre ating the Community Facilities District. The City may enter into an agreement with the person or entity advancing the funds or work -in-kind, to repay all or a portion of the funds advanced, or to reimburse the person or entity for the value, or cost, whic hever is less, of the work -in-kind, as determined by the City Council, with or without interest.

Section 9. Maximum Bonded Indebtedness . The reasonably expected maximum principal amount of the Obligations is Seventeen Million Dollars ($17,000,000).

Section 10. Reservation of Rights. Except to the extent limited in any bond resolution or trust indenture related to the issuance of bonds, the City Council hereby reserves to itself all rights and powers set forth in Section 53344.1 of the Act (relating to tenders in full or partial payment).

Section 11. The form of the Acquisition Agreement presented at this meeting is hereby approved; and any one of the Mayor, City Manager or Director of Finance of the City (collectively, the “Authorized Officers”) and attested to by the City Clerk, is hereby authorized and directed to execute the Acquisition Agreement substantially in the form presented at this meeting, with such additions therein and changes thereto as the Authorized Officer or Authorized Officers executing the same deem nece ssary to cure any defect or ambiguity therein if such change does not materially alter the substance or content thereof, with such approval to be conclusively evidenced by the execution and delivery of such Acquisition Agreement.

Section 12. This Resolution shall be effective upon its adoption.

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PASSED AND ADOPTED by the City Council at a regular meeting held on the 18th day of April, 2023.

FOR THE CITY OF CHINO:

By:__________________________________
Eunice M. Ulloa
Mayor
ATTEST:

________________________________
Natalie Gonzaga
City Clerk

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STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO )ss.

CITY OF CHINO )

I, NATALIE GONZAGA, City Clerk of the City of Chino, do hereby certify that the foregoing Resolution was duly adopted by the City Council of the City of Chino at a regular meeting held on the 18th day of April, 2023, by the following votes:

AYES: COUNCIL MEMBERS

NOES: COUNCIL MEMBERS

ABSENT: COUNCIL MEMBERS

_____

NATALIE GONZAGA, CITY CLERK

Attachments: Exhibits A, B and C

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A-1

EXHIBIT A

DESCRIPTION OF THE PROPERTY TO BE INCLUDED WITHIN THE PROPOSED

COMMUNITY FACILITIES DISTRICT

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B-1

EXHIBIT B

DESCRIPTION OF PUBLIC FACILITIES AND SERVICES

TYPES OF PUBLIC FACILITIES
The types of Facilities that are proposed by CFD No. 2023 -1 and financed with the proceeds of special taxes and bonds issued by CFD No. 2023 -1 consist of backbone infrastructure needed for new development, such as roadway, bridge, sewer, water, reclaimed water, storm d rain, street and parkway landscaping, curb and gutter, medians, median landscaping, traffic signals, entry signage, parks, trails, fire facilities, law enforcement facilities, library facilities and public community facilities, and appurtenances and appurt enant work, and development impact fees that are used by the City to construct infrastructure, including any other facilities that are necessary for development of the property within the boundaries of CFD No. 2023-1.

The description of Facilities describe d above is general in nature. The final nature and location of the Facilities will be determined upon preparation of final plans and specifications.

TYPES OF SERVICES
The services which may be funded with proceeds of the special tax of CFD No. 2023 -1, as provided by Section 53313 of the Act, include the following (collectively, the “Services”):

(i) maintenance of parks, parkways, park lighting, sidewalks, signage, landscaping in public areas, easements or right of way and open space; (ii) flood and storm protection services;
(iii) the operation of storm drainage systems;
(iv) maintenance of streets and roadways, traffic signals and street lighting; (v) graffiti and debris removal from public improvements; (vi) public safety services including police, fire protection and fire suppression; (vii) operation of library and recreation programs;
(viii) operation of future museums and cultural facilities; and (ix) maintenance and operation of any real property or other tangible property with an estimated useful life of five or more years that is owned by the City of Chino.

In addition to payment of the cost and expense of the forgoing services, proceeds of the special tax may be expended to pay “Administrative Expenses” as said term is defined in the Rat e and Method of Apportionment and to establish an operating reserve for the costs of services as determined by the CFD Administrator. Capitalized terms used and not defined herein shall have the meanings set forth in the Rate and Method of Apportionment of Special Tax for CFD No. 2023-

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C-1

EXHIBIT C

RATE AND METHOD OF APPORTIONMENT FOR
COMMUNITY FACILITIES DISTRICT NO. 2023-1

OF THE CITY OF CHINO
The following sets forth the Rate and Method of Apportionment for the levy and collection of Annual Special Tax A and Annual Special Tax B in Community Facilities District No. 2023-1 (“CFD No. 2023-1”) of the City of Chino (“City”). An Annual Special Tax A and Annual Special Tax B shall be levied on and collected in CFD No. 2023-1 each Fiscal Year, in an amount determined through the application of the Rate and Method of Apportionment described below.

All of the real property within CFD No. 2023-1, unless exempted by law or by t he provisions hereof, shall be taxed for the purposes, to the extent, and in the manner herein provided.

SECTION A

DEFINITIONS
The terms hereinafter set forth have the following meanings:
“Acquisition Agreement” means the Acquisition Agreement by and betwe en the City and Tri Pointe Homes, et al, as it may be amended.
“Acre” or “Acreage” means the land area of an Assessor’s Parcel as shown on an Assessor’s Parcel Map, or if the land area is not shown on the Assessor’s Parcel Map, the land area as shown on the applicable Final Map, or if the land area is not shown on the applicable Final Map, the land area shall be calculated by the City Engineer.
“Act” means the Mello-Roos Community Facilities Act of 1982 as amended, being Chapter 2.5, Division 2 of Title 5 of the Government Code of the State of California. “Administrative Expenses” means any ordinary and necessary expenses allocable to the Special Tax A Requirement and to the Special Tax B Requirement which are incurred by the City on behalf of CFD No. 2023-1 related to the determination of the amount of the levy of Special Tax A and Special Tax B, the collection of Special Tax A and Special Tax B including the expenses of collecting delinquencies, the administration of Bonds, the payment of salaries and benefits of any City employee whose duties are directly related to the administration of CFD No. 2023-1, and costs otherwise incurred in order to carry out the authorized purposes of CFD No. 2023-1.
“Administrator” means an official of the City, or designee thereof, responsible for, among other things, determining the annual amount of the levy and collection of the Special Tax A and Special Tax B.
“Annual Special Tax A” means for each Assessor’s Parcel, the Special Tax A actually levied in a given Fiscal Year on any Assessor’s Parcel.
“Annual Special Tax B” means for each Assessor’s Parcel, the Special Tax B actually levied in a given Fiscal Year on any Assessor’s Parcel.
“Approved Property” means all Assessor’s Parcels of Taxable Property other than Provisional Undeveloped Property: (i) that are included in a Final Map that was recorded prior to the January 1st preceding the Fiscal Year in which the Special Tax A is being levied, and (ii) that

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have not been issued a building permit on or before March 1st preceding the Fiscal Year in which the Special Tax A is being levied.
“Assessor’s Parcel” means a lot or parcel of land designated on an Assessor’s Parcel Map with an assigned Assessor’s Parcel Number within the boundaries of CFD No. 2023-1. “Assessor’s Parcel Ma p” means an official map of the Assessor of the County designating parcels by Assessor’s Parcel Number.
“Assessor’s Parcel Number” means that number assigned to a lot or parcel of land by the County Assessor for purposes of identification.
“Assigned Annual Special Tax A” means the Special Tax A of that name described in Section D below.
“Backup Annual Special Tax A” means the Special Tax A of that name described in Section E below.
“Bonds” means those bonds issued by or on behalf of CFD No. 2023-1, or any refunding thereof, to which Special Tax A has been pledged.
“Boundary Map” means a recorded map which indicates the boundaries of CFD No. 2023-1. “Building Square Footage” or “BSF” means the square footage of assessable internal living space, exclusive of garages or other structures not used as living space, as determined by reference to the building permit application for such Assessor’s Parcel and subject to verification by City staff.
“Calendar Year” means the period commencing January 1 of any year and ending the following December 31.
“CFD No. 2023-1” means Community Facilities District No. 2023-1 established by the City under the Act.
“City” means the City of Chino, or its designee.
“City Council” means the City Council of the City of Chino, acting as the legislative body of CFD No. 2023-1, or its designee.
“Consumer Price Index” or “CPI” means the index published monthly by the U.S. Department of Labor, Bureau of Labor Statistics for all urban consumers in the Riverside -San Bernardino- Ontario area. In the event this index ceases to be published, the Consumer Price Index shall be another index as determined by the Administrator that is reasonably comparable to the Consumer Price Index for the Riverside-San Bernardino-Ontario.
“County” means the County of San Bernardino.
“Developed Property” means all Assessor’s Parcels of Taxable Property other than Provisional Undeveloped Property that: (i) are included in a Final Map that was recorded prior to January 1st preceding the Fiscal Year in which the Special Tax A is being levied, and (ii) a building permit was

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issued on or before March 1st preceding the Fiscal Year in which the Special Tax A or Special Tax B is being levied.
“Exempt Property” means all Assessor’s Parcels designated as being exempt from both Special Tax A and Special Tax B as provided for in Section L.
“Final Map” means a subdivision of property by recordation of a final map, parcel map, or lot line adjustment, pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or recordation of a condominium plan pursuant to California Civil Code 4285 that creates individual lots for which building permits may be issued without further subdivision. “Fiscal Year” means the period commencing July 1 of any year an d ending the following June 30.
“Land Use Type” means Residential Property, Multifamily Residential Property, or Non - Residential Property.
“Maximum Special Tax A” means for each Assessor’s Parcel of Taxable Property, the maximum Special Tax A, determined in accordance with Section C that can be levied in any Fiscal Year on such Assessor’s Parcel.
“Maximum Special Tax B” means for each Assessor’s Parcel of Developed Property, the maximum amount of Special Tax B, determined in accordance with Section I that can be levied in any Fiscal Year on such Assessor’s Parcel.
“Multifamily Residential Property” means all Parcels of Developed Property for which a building permit has been issued for the purpose of constructing a building or buildings comprised of attached Units available for rental by the general public, not for sale to an end user, and under common management, as determined by the Administrator.
“Non-Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit was issued for any type of non-residential use. “Partial Prepayment Amount” means the amount required to prepay a portion of the Special Tax A obligation for an Assessor’s Parcel, as described in Section H. “Prepayment Amount” means the amount required to prepay the Special Tax A obligation in full for an Assessor’s Parcel, as described in Section G.
“Proportionately” means for Special Tax A that the ratio of the Annual Special Tax A levy to the applicable Assigned Annual Special Tax A is equal for all applicable Assessor’s Parcels. In the case of Special Tax B, means that the ratio of the Annual Special Tax B levy to the applicable Maximum Special Tax B is equal for all applicable Assessor’s Parcels. In case of Developed Property subject to the apportionment of the Annual Special Tax A under Step Four of Section F, “Proportionately” means that the quotient of (a) Annual Special Tax A less the Assigned Annual Special Tax A divided by (b) the Backup Annual Special Tax A less the Assigned Annual Special Tax A, is equal for all applicable Assessor’s Parcels.
“Provisional Undeveloped Property” means all Assessor’s Parcels of Taxable Property subject to Special Tax A that would otherwise be classified as Exempt Property pursuant to the provisions

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of Section L, but cann ot be classified as Exempt Property because to do so would reduce the Acreage of all Taxable Property below the required minimum Acreage set forth in Section L. “Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit has been issued for purposes of constructing one or more residential dwelling units, which is not Multifamily Residential Property.
“Services” means services permitted under the Act including, without limitation, maintenance of parks, parkways and open space, flood and storm protection services the operation of storm drainage systems, and public safety services. All of the services financed must be provided within the boundaries of or for the benefit of CFD No. 2023-1. “Special Tax A” means any of the special taxes authorized to be levied on Taxable Property within CFD No. 2023-1 pursuant to the Act to fund the Special Tax A Requirement. “Special Tax B” means the special tax authorized to be levied in each Fiscal Year on each Assessor’s Parcel of Developed Property to fund the Special Tax B Requirement. “Special Tax A Requirement” means, subject to the Maximum Special Tax A, the amount required in any Fiscal Year to pay: (i) the debt service or the periodic costs on all outsta nding Bonds due in the Calendar Year that commences in such Fiscal Year, (ii) Administrative Expenses (apportioned between Special Tax A and Special Tax B), (iii) the costs associated with the release of funds from an escrow account, (iv) any amount required to establish or replenish any reserve funds established in association with the Bonds, and (v) the collection or accumulation of funds for the acquisition or construction of facilities or payment of fees authorized by CFD No. 2023-1 by the levy on Developed Property of the Assigned Annual Special Tax A, as required by the Acquisition Agreement provided that the inclusion of such amount does not cause an increase in the levy of Special Tax A on Approved Property or Undeveloped Property as set forth in Step Two and Three of Section F, less (vi) any amount available to pay debt service or other periodic costs on the Bonds pursuant to any applicable fiscal agent agreement, or trust agreement.
“Special Tax B Requirement” means, subject to the Maximum Special T ax B, that amount to be collected in any Fiscal Year to pay for certain services as required to meet the needs of CFD No. 2023-1 in both the current Fiscal Year and the next Fiscal Year. The costs of services to be covered shall be the direct costs for (i ) Services, and (ii) Administrative Expenses (apportioned between Special Tax A and Special Tax B); less (iii) a credit for funds available to reduce the Annual Special Tax B levy, if any, as determined by the Administrator. Under no circumstances shall the Special Tax B Requirement include funds for Bonds. “Taxable Property” means all Assessor’s Parcels within CFD No. 2023-1, which are not Exempt Property.
“Undeveloped Property” means all Assessor’s Parcels of Taxable Property which are not Developed Property, Approved Property or Provisional Undeveloped Property. “Unit” means any residential structure.

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SECTION B
CLASSIFICATION OF ASSESSOR’S PARCELS
Each Fiscal Year, beginning with Fiscal Year 2023 -24, each Assessor’s Parcel within CFD No. 2023-1 shall be classified as Taxable Property or Exempt Property. In addition, each Assessor’s Parcel of Taxable Property shall be further classified as Developed Property, Approved Property, Undeveloped Property, or Provisional Undeveloped Property. In addition, each Assessor’s Parcel of Developed Property shall further be classified as Residential Property, Multifamily Residential Property, or Non-Residential Property.

SECTION C

MAXIMUM SPECIAL TAX A

1. Developed Property
The Maximum Special Tax A for each Assessor’s P arcel of Residential Property, Multifamily Residential Property, or Non-Residential Property in any Fiscal Year shall be the greater of (i) the Assigned Annual Special Tax A or (ii) the Backup Annual Special Tax A.

2. Approved Property, Undeveloped Property, and Provisional Undeveloped Property The Maximum Special Tax A for each Assessor’s Parcel classified as Approved Property, Undeveloped Property, or Provisional Undeveloped Property in any Fiscal Year shall be the Assigned Annual Special Tax A.

SECTION D

ASSIGNED ANNUAL SPECIAL TAX A

1. Developed Property
Each Fiscal Year, each Assessor’s Parcel of Residential Property, Multifamily Residential Property, or Non -Residential Property shall be subject to an Assigned Annual Special Tax A.

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The Assigned Annual S pecial Tax A applicable to an Assessor’s Parcel of Developed Property shall be determined using Table 1 below:

TABLE 1

ASSIGNED ANNUAL SPECIAL TAX A RATES

FOR DEVELOPED PROPERTY
Land Use Type Building Square
Footage Rate
Residential Property Less than 1,401 $4,135 per Unit
Residential Property 1,401 – 1,600 $4,225 per Unit
Residential Property 1,601 – 1,800 $4,315 per Unit
Residential Property 1,801 – 2,000 $4,405 per Unit
Residential Property 2,001 – 2,200 $4,495 per Unit
Residential Property 2,201 – 2,400 $4,585 per Unit
Residential Property 2,401 – 2,600 $4,675 per Unit
Residential Property Greater than 2,600 $4,765 per Unit Multifamily Residential Property N/A $215,307 per Acre
Non-Residential Property N/A $215,307 per Acre

2. Approved Property, Undeveloped Property, and Provisional Undeveloped Property Each Fiscal Year, each Assessor’s Parcel of Approved Property, Undeveloped Property, and Provisional Undeveloped Property shall be subject to an Assigned Annual Special Tax A. The Assigned Annual Special Tax A rate for an Assessor’s Parcel classified as Approved Property, Undeveloped Property, or Provisional Undeveloped Property shall be $215,307 per acre.

SECTION E

BACKUP ANNUAL SPECIAL TAX A
The Backup Annual Special Tax A for all Assessor’s Parcels classified or reasonably expected to be classified as Residential Property within such Final Map area shall be $4,867 per Unit.

The Backup Annual Special Tax A for Multifamily Residential Property and Non -Residential Property shall be its Annual Assigned Special Tax A Rate.

SECTION F

METHOD OF APPORTIONMENT OF THE ANNUAL SPECIAL TAX A
Commencing Fiscal Year 2023 -24 and for each subsequent Fiscal Year, the City Council shall levy Annual Special Tax A in accordance with the following steps:

Step One: The Annual Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Developed Property at up to 100% of the applicable Assigned Annual Special Tax A rates in Table 1 to satisfy the Special Tax A Requirement.

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Step Two: If additional moneys are needed to satisfy the Special Tax A Requirement after the first step has been completed, the Annual Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Approved Property at up to 100% of the applicable Assigned Annual Special Tax A to satisfy the Special Tax A Requirement.

Step Three: If additional moneys are needed to satisfy the Special Tax A Requirement after the first two steps have been completed, the Annual Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Undeveloped Property up to 100% of the Assigned Annual Special Tax A for Undeveloped Property applicable to each such Assessor’s Parcel as needed to satisfy the Special Tax A Requirement.

Step Four: If additional moneys are needed to satisfy the Special Tax A Requirement after the first three steps have been completed, then the Annual Special Tax A on each Assessor’s Parcel of Developed Property for which the Maximum Special Tax A is the Backup Annual Special Tax A shall be increased Proportionately from the Assigned Annual Special Tax A up to 100% of the Backup Annual Special Tax A as needed to satisfy the Special Tax A Requirement.

Step Five: If additional moneys are needed to satisfy the Special Tax A Requirement after the first four steps have been completed, the Annual Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Provisional Undeveloped Property up to 100% of the Assigned Annual Special Tax A applicable to each such Assessor’s Parcel as needed to satisfy the Special Tax A Requirement.

SECTION G

PREPAYMENT OF ANNUAL SPECIAL TAX A
The following definition applies to this Section G:
“Outstanding Bonds” means all previously issued Bonds issued and secured by the levy of Special Tax A which will remain outstanding after the first interest and/or principal payment date following the current Fiscal Year, excluding Bonds to be redeemed at a later date with the proceeds of prior prepayments of Maximum Special Tax A.

Prepayment:

The Special Tax A ob ligation of an Assessor’s Parcel of Developed Property, an Assessor’s Parcel of Approved Property, an Assessor’s Parcel of Undeveloped Property, and an Assessor’s Parcel of Provisional Undeveloped Property may be prepaid in full, provided that there are no delinquent Special Tax A, penalties, or interest charges outstanding with respect to such Assessor’s Parcel at the time the Special Tax A obligation would be prepaid. The Prepayment Amount for an Assessor’s Parcel eligible for prepayment shall be determined as described below.

An owner of an Assessor’s Parcel intending to prepay the Special Tax A obligation shall provide the City with written notice of intent to prepay, and within five (5) days of receipt of such notice, the City shall notify such owner of the amount of the non-refundable deposit determined to cover the cost to be incurred by CFD No. 2023-1 in calculating the proper amount of a prepayment.

Within fifteen (15) days of receipt of such non-refundable deposit, the City shall notify such owner of the prepayment amount of such Assessor’s Parcel.

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The Prepayment Amount for each applicable Assessor’s Parcel shall be calculated according to the following formula (capitalized terms defined below):

Payoff Amount
plus Administrative Fee
equals Prepayment Amount
As of the date of prepayment, the Prepayment Amount shall be calculated as follows:

1. For an Assessor’s Parcel of Developed Property and Provisional Undeveloped Property, compute the Assigned Annual Special Tax A applicable to the Assessor’s Parcel. For an Assessor’s Parcel of Approved Property, compute the Assigned Annual Special Tax A as though it was already designated as Developed Property based upon the building permit issued or expected to be issued for that Assessor’s Parcel . For an Assessor’s Parcel of Undeveloped Property compute the Assigned Annual Special Tax A as though it was already designated as Developed Property based upon the building permit issued or expected to be issued for that Assessor’s Parcel.

For each Asse ssor’s Parcel of Developed Property, Approved Property, Undeveloped Property, or Provisional Undeveloped Property to be prepaid, compute the present value of the remaining Annual Assigned Special Tax A payments using a discount rate that is equal to the weighted average interest rate on the Outstanding Bonds and the remaining term of the Outstanding Bonds determined by a Financial Advisor selected by the City.

For any prepayment that occurs prior to the first issuance of Bonds, the discount rate used in th is calculation shall be 5.5% and the term shall be the period in which the Special Tax A may be levied as provided in Section K less ten years. This is the “Payoff Amount.”

2. For each Assessor’s Parcel of Developed Property, Approved Property, Undeveloped Property, or Provisional Undeveloped Property to be prepaid, divide the Assigned Annual Special Tax A computed pursuant to the first paragraph in paragraph 1 of this Section G for such Assessor’s Parcel by the sum of the estimated Assigned Annual Special Tax applicable to all Assessor’s Parcels of Taxable Property at build out, as reasonably determined by the City.

3. Multiply the quotient computed pursuant to paragraph 2 by the Outstanding Bonds. The product shall be the “Bond Redemption Amount”.

4. Multiply the Bond Redemption Amount by the applicable redemption premium, if any, on the Outstanding Bonds to be redeemed with the proceeds of the Bond Redemption Amount. This product is the “Redemption Premium.”

5. Compute the amount needed to pay interest on the Bond Redemption Amount to be redeemed with the proceeds of the Prepayment Amount until the earliest call date for the Outstanding Bonds.

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6. Determine the amount of interest earnings to be derived from the reinvestment of the Bond Redemption Amount plus the Redemption Premium in State and Local Government Series Treasury Obligations until the earliest call date for the Outstanding Bonds.

7. Subtract the amount computed pursuant to paragraph 6 from the amount computed pursuant to paragraph 5. This differ ence is the “Defeasance Cost.”

8. Estimate the administrative fees and expenses associated with the prepayment, including the costs of computation of the Prepayment Amount, the costs of redeeming Bonds, and the costs of recording any notices to evidence th e prepayment and the redemption. This amount is the “Administrative Fee.”

9. Calculate the “Reserve Fund Credit” as the lesser of: (a) the expected reduction in the applicable reserve requirements, if any, associated with the redemption of Outstanding Bon ds as a result of the prepayment, or (b) the amount derived by subtracting the new reserve requirements in effect after the redemption of Outstanding Bonds as a result of the prepayment from the balance in the applicable reserve funds on the prepayment dat e. Notwithstanding the foregoing, if the reserve fund requirement is satisfied by a surety bond or other instrument at the time of the prepayment, then no Reserve Fund Credit shall be given.

Notwithstanding the foregoing, the Reserve Fund Credit shall in no event be less than zero.

10. The “Amount to Call Bonds” is equal to the sum of the Bond Redemption Amount, the Redemption Premium, and the Defeasance Cost, less the Reserve Fund Credit (the Amount to Call Bonds will be transferred to the debt service fund and used to defease or call bonds).

11. The Prepayment Amount is the sum of the Payoff Amount and the Administrative Fee.

12. From the Prepayment Amount, the Amount to Call Bonds will be transferred to the debt service fund and used to defease or call bonds pursuant to the fiscal agent agreement or escrow agreement; the Administrative Fee will be transferred to the Administrative Fund or functionally equivalent fund or account pursuant to the fiscal agent agreement and used to pay administrative expenses; the remainder will be transferred to the Surplus Taxes Fund or functionally equivalent fund or account pursuant to the fiscal agent agreement.

With respect to the Special Tax A obligation that is prepaid pursuant to this Section G, the City Council shall indicate in the records of CFD No. 2023-1 that there has been a prepayment of the Special Tax A obligation and shall cause a suitable notice to be recorded in compliance with the Act within thirty (30) days of receipt of such prepayment to indicate the prepayment of the Special Tax A obligation and the release of the Special Tax A lien on such Assessor’s Parcel, and the obligation of such Assessor’s Parcel to pay such Special Tax A shall cease.

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Notwithstanding the foregoing, no prepayment will be allowed unless the amount of Special Tax A that may be levied on Taxable Property after such full prepayment, net of Administrative Expenses, shall be at least 1.1 times the regularly scheduled annual interest and principal payments on all Outstanding Bonds in each future Fiscal Year.

SECTION H

PARTIAL PREPAYMENT OF ANNUAL SPECIAL TAX A
The Special Tax A obligation of an Assessor’s Parcel of Developed Property, Approved Property, Undeveloped Property, or Provisional Undeveloped Property, for which a building permit has been issued or is expected to be issued, as calculated in this Section H below, may be partially prepaid, provided that there are no delinquent Special Tax A, penalties, or interest charges outstanding with respect to such Assessor’s Parcel at the time the Special Tax A obligation would be prepaid.

The Partial Prepayment Amount shall be calculated according to the following formula:

PP = PG x F
The terms above have the following meanings:

PP = the Partial Prepayment Amount.

PG = the Prepayment Amount calculated according to Section G.

F = the percent by which the owner of the Assessor’s Parcel is partially prepaying the Special Tax A obligation.

With respect to any Assessor’s Parcel that is partially prepaid, the City Council shall indicate in the records of CFD No. 2023-1 that there has been a partial prepayment of the Special Tax A obligation and shall cause a suitable notice to be recorded in compliance with the Act within thirty (30) days of receipt of such partial prepayme nt of the Special Tax A obligation, to indicate the partial prepayment of the Special Tax A obligation and the partial release of the Special Tax A lien on such Assessor’s Parcel, and the obligation of such Assessor’s Parcel to pay such prepaid portion of the Special Tax A shall cease.

Notwithstanding the foregoing, no partial prepayment will be allowed unless the amount of Special Tax A that may be levied on Taxable Property after such partial prepayment, net of Administrative Expenses, shall be at least 1 .1 times the regularly scheduled annual interest and principal payments on all currently Outstanding Bonds in each future Fiscal Year.

SECTION I

MAXIMUM SPECIAL TAX B

1. Developed Property
Maximum Special Tax B
The Maximum Special Tax B for each Assessor’s Parcel of Developed Property for each Land Use Type is shown in Table 2 below.

On each July 1, commencing July 1, 2024, the Maximum Special Tax for the prior Fiscal Year shall be increased by (i) an amount equal to the percentage change increase in the

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Consumer Price Index for the twelve -month period ending in March of the prior Fiscal Year.

TABLE 2

MAXIMUM SPECIAL TAX B RATES

FOR DEVELOPED PROPERTY
Land Use Type Building Square Footage Rate
Residential Property Less than 1,401 $534 per Unit
Residential Property 1,401 – 1,600 $553 per Unit
Residential Property 1,601 – 1,800 $555 per Unit
Residential Property 1,801 – 2,000 $577 per Unit
Residential Property 2,001 – 2,200 $596 per Unit
Residential Property Greater than 2,200 $608 per Unit
Multifamily Residential Property N/A $28,033 per Acre
Non-Residential Property N/A $28,033 per Acre

2. Approved Property, Undeveloped Property, and Provisional Undeveloped Property No Special Tax B shall be levied on Approved Property, Undeveloped Property, or Provisional Undeveloped Property.

3. Method of Apportionment of the Maximum Special Tax B Commencing with Fiscal Year 2023-24 and for each following Fiscal Year, the City shall levy the Special Tax B at up to 100% of the applicable Maximum Special Tax B, proportionately on each Assessor’s Parcel of Developed Property until the amount of Special Tax B equals the Special Tax B Requirement.

SECTION J

PREPAYMENT OF ANNUAL SPECIAL TAX B
Special Tax B cannot be prepaid.

SECTION K

TERM OF SPECIAL TAX A AND SPECIAL TAX B
For each Fiscal Year that any Bonds are outstanding the Annual Special Tax A shall be levied on all Assessor’s Parcels subject to the Annual Special Tax A. If any delinquent Annual Special Tax A amounts remain uncollected prior to or after all Bonds are retired, the Annual Special Tax A may be levied to the extent necessary to reimburse CFD No. 2023-1 for uncollected Annual Special Tax A amounts associated with the levy of such Annual Special Tax A amounts, but not later than the 2073-74 Fiscal Year.

Special Tax B shall be levied in perpetuity as long as the Services are being provided.

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SECTION L

EXEMPT PROPERTY
The City shall classify as Exempt Property, (i) Assessor’s Parcels which are owned by, irrevocably offered for dedication, encumbered by or restricted in use by the State of California, Federal or other local governments, including school districts, (ii) Assessor’s Parcels which are used as places of worship and are exempt from ad valorem property taxes because they are owned by a religious organization, (iii) Assessor’s Parcels which are owned by, irrevocably offered for dedication, encumbered by or restri cted in use by a homeowners’ association, (iv) Assessor’s Parcels with public or utility easements making impractical their utilization for other than the purposes set forth in the easement, or (v) other types of public uses determined by the City Council.

Notwithstanding the foregoing, the City Council for purposes of levying the Special Tax A shall not classify an Assessor’s Parcel as Exempt Property if such classification would reduce the sum of all Taxable Property to less than 3.83 acres. Assessor’s Parcels which cannot be classified as Exempt Property because such classification would reduce the Acreage of all Taxable Property to less than 3.83 acres will be classified as Provisional Undeveloped Property, and will be subject to the levy of Special Tax A pursuant to Step Five in Section F.

SECTION M

APPEALS AND INTERPRETATIONS
Any property owner claiming that the amount or application of the Special Tax A or Special Tax B is not correct may file a written notice of appeal with the City Council not later than twelve months after having paid the first installment of the Special Tax A or Special Tax B that is disputed. A representative(s) of CFD No. 2023-1 shall promptly review the appeal, and if necessary, meet with the property owner, consider written and oral evidence regarding the amount of the Special Tax A or Special Tax B, and rule on the appeal. If the representative’s decision requires that the Special Tax A or Special Tax B for an Assessor’s Parcel be modified or changed in favor of the property owner,
The representative shall take any of the following actions, in order of priority, to correct the error:
(i) if possible, amend the Special Tax levy on the property owner’s Assessor’s Parcel(s) for the current Fiscal Year, if prior to the payment date, (ii) require the CFD to reimburse the property owner for the amount of the overpayment to the extent of available CFD funds, or
(iii) grant a credit against, eliminate, or reduce the future Special Taxes on the property owner’s Assessor’s Parcel(s) in the amount of the overpayment.

The City may interpret this Rate and Method of Apportionment of Special Tax for purposes of clarifying any ambiguity and make determinations relative to the amount of Administrative Expenses.

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SECTION N

MANNER OF COLLECTION
The Annual Special Tax A or Annual Special Tax B shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that CFD No. 2023-1 may collect Annual Special Tax A and Annual Special Tax B at a different t ime or in a different manner if necessary to meet its financial obligations.

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1 RESOLUTION NO. 2023-024

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

CHINO, CALIFORNIA, DECLARING ITS INTENTION TO INCUR

BONDED INDEBTEDNESS WITHIN COMMUNITY FACILITIES
DISTRICT NO. 2023-1 (SAGE CEDAR) OF THE CITY OF CHINO
WHEREAS, upon receipt of a petition as provided in Section 53319 of the Mello -Roos Community Facilities Act of 1982, as amended, comprising Chapter 2.5 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the “Act”), the City Council of the City of Chino (the “City Council”) instituted proceedings to establish Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino (the “Community Facilities District”) with boundaries coterminous with the property described in Exhibit A to the Resolution of Intention to Establish the Community Facilities District (the “Resolution of Intenti on”) adopted on April 18, 2023 (the “Property”). The Resolution of Intention stated the City Council’s intention to establish the Community Facilities District and to finance (1) the purchase, construction, expansion, improvement or rehabilitation of the public facilities described in Exhibit B to the Resolution of Intention, including all furnishings, equipment and supplies related thereto (collectively, the “Facilities”), and (2) the incidental expenses to be incurred in connection with financing the Facilities, and forming and administering the Community Facilities District (the “Incidental Expenses”); and
WHEREAS, the City Council estimates that the aggregate amount required to finance the Facilities and Incidental Expenses is approximately $17,000,000; and WHEREAS, in order to finance the Facilities and Incidental Expenses, the City Council intends to authorize the issuance of bonds in an amount not to exceed $17,000,000 , the repayment of which is to be secured by special taxes levied in accordance with Section 53328 of the Act on all property in the Community Facilities District, other than those properties exempted from taxation in the rate and method of apportionment set forth in Exhibit C to the Resolution of Intention;

NOW, THEREFORE, BE IT RESOLVED , DETERMINED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF CHINO AS FOLLOWS:

SECTION 1. The above recitals are true and correct.

SECTION 2. It is necessary to incur bonded indebtedness within the boundaries of the Community Facilities District in one or more series in an aggre gate amount not to exceed $17,000,000, in order to finance certain of the costs of the Facilities and Incidental Expenses, as permitted by the Act.

SECTION 3. The indebtedness will be incurred for the purpose of financing the costs of the Facilities and the Incidenta l Expenses, including, but not limited to, the funding of reserve funds for the bonds, the financing of costs associated with the issuance of the bonds and all other costs and expenses necessary to finance the Facilities which are permitted to be financed pursuant to the Act.

SECTION 4. It is the intent of the City Council to authorize the sale of bonds in one or more series, which bonds may be issued to fund Facilities costs and Incidental Expenses in the maximum amount set forth in Section 2, and which bonds may bea r interest at a rate not in

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2 excess of the maximum rate permitted by law at the time that the bonds are issued. The term of the bonds of each series shall be determined pursuant to a resolution of this City Council authorizing the issuance of the bonds of such series, but such term shall in no event exceed 40 years from the date of issuance of the bonds of such series, or such longer term as is then permitted by law.

SECTION 5. A combined public hearing (the “Hearing”) on the proposed debt issue and the levy of specia l taxes shall be held at 6:00 p.m. or as soon thereafter as practicable, on June 6, 2023, at the City Council’s Chambers, 13220 Central Avenue, Chino, California.

SECTION 6. At the time and place set forth in this Resolution for the Hearing, any interested persons, including all persons owning land or registered to vote within the proposed Community Facilities District, may appear and be heard.

SECTION 7. The City Clerk is hereby directed to publish a notice of the Hearing (the “Notice”) pursuant to Section 6061 of the Governmen t Code in a newspaper of general circulation published in the area of the proposed Community Facilities District. Such publication shall be completed at least seven days prior to the date of the Hearing. The City Clerk is further directed to mail a copy of the Notice to each of the landowners within the boundaries of the proposed Community Facilities District at least 15 days prior to the Hearing.

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3 PASSED AND ADOPTED by the City Council at a regular meeting held on the 18 th day of April 2023.

FOR THE CITY OF CHINO :

By:_____________________________________
Eunice M. Ulloa,
Mayor
ATTEST:
________________________________
Natalie Gonzaga
City Clerk

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4 STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO )ss.

CITY OF CHINO )

AYES: COUNCIL MEMBERS

NOES: COUNCIL MEMBERS

ABSENT: COUNCIL MEMBERS

NATALIE GONZAGA, CITY CLERK

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S A N B E R N A R D I N O C O U N T Y R E C O R D E R S C E R T I F I C A T E

THIS MAP HAS BEEN FILED UNDER DOCUMENT NUMBER
_________________ THIS _____ DAY OF _________________,
20____, AT ____ __ M., IN BOOK ____ OF ________________ AT PAGE ____, AT THE REQUEST OF CITY OF CHINO IN
THE AMOUNT OF $____________.

ASSESSOR-RECORDER-COUNTY CLERK

COUNTY OF SAN BERNARDINO
BY: __________________________________

DEPUTY RECORDER
SHEET 1 OF 1 SHEET
1057-141-01-0000
1057-151-02-0000

THIS MAP CORRECTLY SHOWS THE LOT OR PARCEL OF

LAND INCLUDED WITHIN THE BOUNDARIES OF THE COMMUNITY
FACILITIES DISTRICT. FOR DETAILS CONCERNING THE LINES

AND DIMENSIONS OF LOTS OR PARCELS REFER TO THE SAN
BERNADINO COUNTY ASSESSOR'S MAPS FOR FISCAL YEAR 2022-2023.

PROPOSED BOUNDARY MAP
PROPOSED CFD No. 2023-1

BOUNDARY
83 EUCLID

EL PRADO BICKMORE

CHINO-CORONA

SULTANA

HELLMAN

MOUNTAIN

K KIMBALL

MILL CREEK

SAN ANTO
NIO

MERRILL
PINE
EUCLID

I HEREBY CERTIFY THAT THE WITHIN MAP SHOWING THE

BOUNDARY OF COMMUNITY FACILITIES DISTRICT
NO. 2023-1 (SAGE CEDAR) OF THE CITY OF CHINO,

COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, WAS

APPROVED BY THE CITY COUNCIL OF THE CITY OF CHINO AT
A REGULAR MEETING THEREOF, HELD ON THE ____ DAY OF
_____________,20___, BY IT'S RESOLUTION
NO._________________.
_____________________________________________

CITY CLERK, CITY OF CHINO

FILED IN THE OFFICE OF THE CITY CLERK OF THE CITY OF
CHINO THIS ___ DAY OF ______________, 20___.

BY: _______________________________

CITY CLERK, CITY OF CHINO
COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR)

CITY OF CHINO

COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA

VICINITY MAP
NOT TO SCALE 0 500 1,000
Feet
M:\GIS-Assessment\Chino\CFD_2023-1_(Sage Cedar).mxd

PINE AVE

BICKMORE AVE
LEGEND

PROPOSED CFD BOUNDARY

PARCEL BOUNDARY

ASSESSOR'S PARCEL NUMBER (APN)XXXX-XXX-XX-XXXX

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4871-6265-2240v5/022141-0048

REIMBURSEMENT AGREEMENT

RE PROPOSED
COMMUNITY FACILITIES DISTRICT NO. 2023-1
(SAGE CEDAR) OF THE CITY OF CHINO

THIS REIMBURSEMENT AGREEMENT RE PROPOSED COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR) OF THE CITY OF CHINO (the “Agreement”) dated as of March 1, 2023 is entered into by and between the City of Chino, a municipal corporation organized and existing under the laws and constitution of the State of California (the “City”), and TRI POINTE HOMES HOLDINGS, INC., a Delaware corporation (the “Developer”).

R E C I T A L S :

A. The Developer has obtained the rights from Arroyo Cap II -1, LLC, a Delaware limited liability company (the Landbank”) to develop the land described in Exhibit A attached hereto (the “Property”) for which the Developer desires to include the Property within proposed Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino (the “District”) established by the City pursuant to the Mello -Roos Community Facilities Act of 1982 (Government Code Section 53311 et seq.) (the “Act”).

B. The City and the Developer are desirous of entering into this Agreement in order to provide a mechanism by which the Developer may advance certain costs related to the cost of formation of th e District, and to provide that such District, if formed, will reimburse the Developer for the amounts advanced hereunder.

AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties hereto agree as follows:

1. Recitals. Each of the above recitals is incorporated herein and is true and correct.

2. Potential Formation of the District and Issuance of Bonds. (a) At the request of the Developer, the City will undertake to form the District.

The City will retain, at the Developer’s expense, the necessary consultants to analyze the proposed formation of the District and issuance of bonds, including an engineer, special tax consultant, financial advisor, bond counsel, market absorption consultant, appraiser and other consul tants deemed necessary by the City. In addition, City staff time spent in connection with the formation of the District and the issuance of bonds shall be at Developer’s expense. (b) In order to begin the process of analyzing the potential formation of the District, the Developer shall advance to the City a sum totaling $50,000. From time to time, the Developer shall make additional advances to the City within 15 days following receipt from the City of a request for an additional advance to cover the costs of forming the District and/or issuing bonds.

In the event the Developer does not deliver the requested amount to the City within such 15 -day period, the City will have no obligation to proceed with the analysis or bond issue unless and until such additional advance is received. The Developer shall have the right to notify the City at any time, in writing, of its intention to abandon the formation of the District or the issuance of bonds.

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2 Upon receipt of such notice, the City shall instruct its consultants to cease work as soon as practicable. The Developer shall be responsible to pay all costs and expenses incurred by the City or any City consultant or advisor prior to the date on which the City’s consultants are notified of the Developer’s notice of aban donment. Notwithstanding a decision of the Developer to abandon the formation of the District or the issuance of bonds, the City may, in its sole discretion, elect to proceed with formation of the District and/or the issuance of bonds with funds other tha n those of the Developer; provided, however, that, in executing this Agreement, the Developer shall not be deemed to have waived their right to object to the formation of the District or the issuance of bonds. (c) The City will provide to the Developer on requ est a summary of how the advances have been spent and the unexpended balance remaining. The amounts advanced by the Developer will be reimbursable to the Developer, without interest, from the proceeds of bonds issued by the District when and if the Distri ct is formed. In the event that bonds are not issued to provide a source of reimbursement to the Developer, the City shall have no liability to the Developer to reimburse them for any of amounts previously advanced by the Developer and expended by the Cit y in accordance with this Agreement.

3. Reimbursement Procedure . The City shall return any funds which have been advanced by the Developer which are not expended on the purposes set forth in Section 2 above.

Such returned funds shall be without interest.

4. Abandonment of CFD Formation Process . The Developer understands that any formation of the District shall be in the sole discretion of the City. No provision of this Agreement shall be construed as a promise, warranty or agreement by the City to form the District, to annex the Property to any other district or improvement area of the City or to issue any bonds. The City shall have no liability to Developer for its decision not to form the District or issue bonds by way of this Agreement.

5. Indemnification and Hold Harmless . The Developer hereby assumes the defense of, and indemnifies and saves harmless, jointly and severally, the City and each of its officers, directors, employees and agents, from and against all actions, damages, claims, losses o r expenses of every type and description to which they may be subjected or put, by reason of, or arising out of any acts or omissions taken by the Developer or any of the Developer’s officers, employees, contractors and agents with respect to the formation of the District; provided, however, that the Developer shall not be required to indemnify, save harmless or defend any of the indemnified parties listed above if the action, damage, claim, loss, or expense is due to the gross negligence or willful miscon duct of the indemnified parties.

6. Notices. Any notice to be provided pursuant to this Agreement shall be delivered to the following addresses:

Developer: Tri Pointe Homes Holdings, Inc.
5 Peters Canyon Road, Suite 100
Irvine, California 92606
Attention: Stephanie M. Fabbri Carter
Email: [email protected]

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3 City: City of Chino
13220 Central Avenue
P.O. Box 667
Chino, CA 91710
Attention: Rob Burns, Director of Finance
Telephone: (909) 334-3341
Email: [email protected]
With a copy to: Stradling Yocca Carlson & Rauth
660 Newport Center Drive, Suite 1600
Newport Beach, CA 92660
Attention: Bradley R. Neal, Esq.

Telephone: (949) 725-4164
Email: [email protected]
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

7. Assignment. The Developer may not assign its interest in this Agreement without the prior written consent of the City.

8. Severability. If any part of this Agreement is held t o be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent permitted by law.

9. Entire Agreement. This Agreement contains the entire agreement between the parties with respect to the matters provided for herein.

10. Amendments. This Agreement may be amended or modified only by written instrument signed by all parties.

11. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original.

12. Governing Law . This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California.

13. No Third Party Beneficiaries. No person or entity shall be deemed to be a third party beneficiary hereof, and nothing in this Agreement (either express or implied) is intended to confer upon any person or entity, other than the City and the Developer, any rights, remedies, obligations or liabilities under or by reason of this Agreement.

14. Singular and Plural; Gender. As used herein, the singular of any word includes the plural, and terms in the masculine gender shall include the feminine.

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S-1
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first-above written.

CITY OF CHINO, a municipal corporation
By:

Name: Dr. Linda Reich
Its: City Manager
ATTESTED TO:

City Clerk

APPROVED AS TO FORM:

Rob Burns, Director of Finance
City of Chino

APPROVED AS TO CONTENT:

Bradley R. Neal,
Stradling Yocca Carlson & Rauth

TRI POINTE HOMES HOLDINGS, INC., a
Delaware corporation

By:

Name:

Title:

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A-1

EXHIBIT A

BOUNDARIES OF
COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR)

OF THE CITY OF CHINO
The boundaries of the territory which is proposed for inclusion in Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino are depicted in the attached map.

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ACQUISITION AGREEMENT
by and between

CITY OF CHINO,
and
TRI POINTE HOMES HOLDINGS, INC., A DELAWARE CORPORATION Dated as of April 18, 2023
Relating to:

CITY OF CHINO
COMMUNITY FACILITIES DISTRICT NO. 2023-1
(SAGE CEDAR)

OF THE CITY OF CHINO

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TABLE OF CONTENTS
Page
ARTICLE I DEFINITIONS .......................................................................................................... 1 Section 1.1 Definitions ........................................................................................................... 1 ARTICLE II RECITALS ................................................................................................................ 3 Section 2.1 The District .......................................................................................................... 3 Section 2.2 The Development ................................................................................................ 3 Section 2.3 The Facilities ....................................................................................................... 4 Section 2.4 The Financing ...................................................................................................... 4 Section 2.5 The Bonds ............................................................................................................ 4 Section 2.6 No Advantage to City Construction .................................................................... 4 Section 2.7 Agreements .......................................................................................................... 4 ARTICLE III FUNDING ................................................................................................................. 5 Section 3.1 City Proceeding ................................................................................................... 5 Section 3.2 Levy of Special Taxes ......................................................................................... 5 Section 3.3 Bonds ................................................................................................................... 5 Section 3.4 Bond Proceeds ..................................................................................................... 5 Section 3.5 Disclosure of Special Tax .................................................................................... 6 ARTICLE IV CONSTRUCTION OF FACILITIES ........................................................................ 6 Section 4.1 Plans .................................................................................................................... 6 Section 4.2 Duty of Developer to Construct .......................................................................... 6 Section 4.3 Relationship to Public Works .............................................................................. 7 Section 4.4 Independent Contractor ....................................................................................... 8 Section 4.5 Performance and Payment Bonds ........................................................................ 8 Section 4.6 Contracts and Change Orders .............................................................................. 8 Section 4.7 Time for Completion ........................................................................................... 8 ARTICLE V ACQUISITION AND PAYMENT ............................................................................ 9 Section 5.1 Inspection ............................................................................................................ 9 Section 5.2 Agreement to Sell and Acquire Facilities ............................................................ 9 Section 5.3 Payment Requests ................................................................................................ 9 Section 5.4 Processing Payment Requests ........................................................................... 10 Section 5.5 Payment ............................................................................................................. 10 Section 5.6 Restrictions on Payments .................................................................................. 11 Section 5.7 Defective or Nonconforming Work ................................................................... 12 Section 5.8 Modification of Discrete Components .............................................................. 13 Section 5.9 Payments of Purchase Price of Facilities or Discrete Components in Installments........................................................................................................ 13 ARTICLE VI OWNERSHIP AND TRANSFER OF FACILITIES............................................... 14 Section 6.1 Facilities to be Owned by the City-Conveyance of Land and Easements to City ................................................................................................................ 14 Section 6.2 Facilities to be Owned by the City-Title Evidence ........................................... 14 Section 6.3 Facilities Constructed on Private Lands ............................................................ 14

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Page
ii
Section 6.4 Facilities Constructed on City Land .................................................................. 15 Section 6.5 Facilities to be Acquired by Other Public Agencies ......................................... 15 Section 6.6 Maintenance and Warranties ............................................................................. 15 ARTICLE VII INSURANCE .......................................................................................................... 16 Section 7.1 Insurance Requirements .................................................................................... 16 Section 7.2 Standards Applicable ......................................................................................... 17 Section 7.3 Evidence of Insurance ....................................................................................... 17 ARTICLE VIII DIFs ......................................................................................................................... 17 Section 8.1 Funding of DIFs ................................................................................................ 17 ARTICLE IX REPRESENTATIONS, WARRANTIES AND COVENANTS ............................. 18 Section 9.1 Representations, Covenants and Warranties of the Developer.......................... 18 Section 9.2 Indemnification and Hold Harmless .................................................................. 19 ARTICLE X TERMINATION ...................................................................................................... 20 Section 10.1 Mutual Consent ................................................................................................. 20 Section 10.2 City Election for Cause ..................................................................................... 20 Section 10.3 Force Majeure .................................................................................................... 21 ARTICLE XI MISCELLANEOUS ................................................................................................ 21 Section 11.1 Limited Liability of City ................................................................................... 21 Section 11.2 Excess Costs ...................................................................................................... 21 Section 11.3 Audit .................................................................................................................. 21 Section 11.4 Attorney’s Fees .................................................................................................. 22 Section 11.5 Notices ............................................................................................................... 22 Section 11.6 Severability ........................................................................................................ 22 Section 11.7 Successors and Assigns ..................................................................................... 22 Section 11.8 Other Agreements .............................................................................................. 23 Section 11.9 Waiver ............................................................................................................... 23 Section 11.10 Merger ............................................................................................................... 23 Section 11.11 Parties in Interest ............................................................................................... 23 Section 11.12 Amendment ....................................................................................................... 23 Section 11.13 California Law ................................................................................................... 23 Section 11.14 Counterparts ...................................................................................................... 23

List of Exhibits
Exhibit A: Description of Authorized Facilities Eligible for Acquisition from the Developer Exhibit B: Discrete Components of Facilities and Fees
Exhibit C: Additional Facilities
Exhibit D: Form of Payment Request

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THIS ACQUISITION AGREEMENT (the “Acquisition Agreement”), dated as of June 6, 2023, is by and between the CITY OF CHINO, a municipal corporation and a political subdivision of the State of California (the “City”), acting for and on behalf of itself and Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino (the “District”), TRI POINTE HOMES HOLDINGS, INC., a Delaware corporation (“Developer”).

ARTICLE I

DEFINITIONS
Section 1.1 Definitions.

The following terms shall have the meanings ascribed to them in this Section 1.1 for purposes of this Acquisition Agreement. Unless otherwise indicated, any other terms, capitalized or not, when used herein shall have the meanings ascribed to them in the Fiscal Agent Agreement (as hereinafter defined).
“Acceptable Title” means title to land or interest therein, in form acceptable to the Director, free and clear of all liens, taxes, assessments, leases, easements and encumbrances, whether or not recorded, but subject to any exceptions determined by the Director as not interfering with the actual or intended use of the land or interest therein. Notwithstanding the foregoing, an irrevocable offer of dedication may constitute land with an “Acceptable Title” if: (i) such offer is necessary to satisfy a condition to a tentative or final parcel map, (ii) such offer is in a form acceptable to the Director, (iii) the Director has no reason to believe that such offer of dedication will not be accepted by the applicable public agency, and (iv) the Developer commits in writing not to all ow any liens to be imposed on such property prior to its acceptance.
“Acceptance Date” means the date the City Council (or other public entity which is to own a Facility) takes final action to accept dedication of or transfer of title to a Facility. “Acquisition Agreement” means this Acquisition Agreement, together with any Supplement hereto.
“Act” means the Mello-Roos Community Facilities Act of 1982, Section 53311 et seq. of the California Government Code, as amended.
“Actual Cost” means the substantiated cost of a Facility or a Discrete Component, which costs may include: (i) the costs incurred by the Developer for the construction of such Facility or Discrete Component, (ii) the costs incurred by the Developer in preparing the Plans for such Facility or Discrete Component and the related costs of environmental evaluations of the Facility or Discrete Component, (iii) the fees paid to governmental agencies or utilities for obtaining permits, licenses or other governmental approvals for such Facility or Dis crete Component, (iv) professional costs incurred by the Developer or the City associated with such Facility or Discrete Component, such as engineering, legal, accounting, inspection, construction staking, materials testing, public bid administration, and similar professional services; (v) a project administration fee not to exceed 5% of the cost of constructing such Facility or Discrete Component, as determined pursuant to clause (i) of this definition; and (vi) the costs directly related to the constructi on and/or acquisition of a Facility or Discrete Component, such as costs of payment, performance and/or maintenance bonds, and insurance costs (including costs of any title insurance required hereunder).

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2 “Affiliate” means any entity with respect to which fifty percent (50%) or more of the ownership or voting power is held individually or collectively by any of the Developer and any other entity owned, controlled or under common ownership or control by or with, as applicable, the Developer, and includes all general partners of any entity which is a partnership. Control shall mean ownership of fifty percent (50%) or more of the voting power of or ownership interest in the respective entity. “Bidding Requirements” means the City’s bidding and contract requireme nts for public improvements set forth in Exhibit E.
“Bonds” means the bonds designated “Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino Special Tax Bonds”, to be issued by the District pursuant to the Act in one or more series.
“Budgeted Cost” means the estimated cost of a Facility or Discrete Component as shown on Exhibit B hereto.
“City” means the City of Chino, a municipal corporation and a political subdivision of the State.
“County” means the County of San Bernardino, California. “Developer” means Tri Pointe Homes Holdings, Inc., a Delaware corporation, and its successors and assigns to the extent permitted under Section 11.7 hereof. “DIFs” means those development impact fees imposed on development within the District, as specified in Exhibit B hereto.
“Director” means the Director of Public Works of the City, or his written designee acting as such under this Acquisition Agreement.
“Discrete Component” means a component of a Facility that the Director has agreed can b e separately identified, inspected and completed, and be the subject of a Payment Request hereunder.

The Discrete Components are shown on Exhibit B hereto.
“District” means the Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino, created by the City under the Act.
“Facilities” means the public and other facilities described in Exhibit A hereto which are to be acquired with the proceeds of the Bonds.
“Fiscal Agent” means a financial institution in its capacity as fiscal agent under the Fiscal Agent Agreement, or any successor thereto acting as fiscal agent under the Fiscal Agent Agreement. “Fiscal Agent Agreement” means the agreement by that name between the City and the Fiscal Agent, providing for, among other matters, the issuance of the Bonds and the establishment of the Improvement Fund, as it may be amended from time to time. “Improvement Fund” means (a) prior to the issuance of Bonds, the special fund established pursuant to Section 3.2 below, and (b) following the issuance of Bonds, the Acquisition and Improvement Fund established pursuant to the Fiscal Agent Agreement.

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3 “Local Goals and Policies” means the City’s policy regulating the use of public financing mechanisms to finance public facilities, dated July 5, 2005, as may be amended from time to time. “Payment Request” means a document, substantially in the form attached as Exhibit D hereto, to be used by the Developer in requesting payment of a Purchase Price. “Plans” means the plans, specifications, schedules and related co nstruction contracts for the Facilities and/or any Discrete Components thereof which shall be submitted to and approved by the City pursuant to the applicable standards of the City or other entity that will own, operate or maintain the Facilities when completed and acquired.
“Purchase Price” means the amount paid by the City for a Facility and/or any Discrete Components thereof determined in accordance with Article V hereof, being an amount equal to the Actual Cost of such Facility or Discrete Component, bu t subject to the limitations and reductions provided for in Article V.
“Rate and Method” means the Rate and Method of Apportionment for Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino attached as Exhibit A to City Resolution No. 2023-___. (Capitalized terms used herein that are not otherwise defined shall have the meaning ascribed to them in the Rate and Method.)
“Special Taxes” means the Assigned Annual Special Tax A and Annual Special Tax B levied on and collected from Assessor ’s Parcels classified as Developed Property pursuant to the Rate and Method, including any prepayments of Special Tax A that are allocated for the payment of improvements pursuant to the Rate and Method.
“Supplement” means a written document amending, supp lementing or otherwise modifying this Acquisition Agreement and any exhibit hereto, including any amendments to the list of Discrete Components in Exhibit B, and/or the addition to Exhibit A or Exhibit B of additional Facilities (and Discrete Components) t o be financed with the proceeds of the Bonds deposited in the Improvement Fund eligible to be financed by the District.

ARTICLE II

RECITALS
Section 2.1 The District.

The City Council of the City has established the District under the Act for the financing of, among other things, the acquisition, construction and installation of public facilities identified in the proceedings to form the District, which include the Facilities listed in Exhibit A hereto and the facilities authorized to be financed with the DIFs.

Section 2.2 The Development.

The property within the District is expected to be developed with 188 single family detached units pursuant to Tract Map No. 20312-1.

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4 Section 2.3 The Facilities.

The Facilities are within or in the vicinity of the District, and the City and the Developer will benefit from a coordinated plan of design, engineering and construction of the Facilities and the development of the land. The Developer acknowledges that the inclusion of Facilities in Exhibit A hereto in no way, in itself, obligates the City to issue any Bonds t o acquire the Facilities from the Developer or implies that the City has in any way engaged the Developer to construct the Facilities.

The facilities which are eligible for acquisition by the City from the Developer under this Acquisition Agreement are onl y the Facilities listed in Exhibit A hereto and the Discrete Components listed in Exhibit B hereto, as such Exhibits may be amended and/or supplemented by any Supplement.

Section 2.4 The Financing.

The Developer and the City wish to finance the DIFs and the acquisitio n of the Facilities and the payment therefor by entering into this Acquisition Agreement for the acquisition of the Facilities and payment for Discrete Components thereof as shown in Exhibit B hereto (as it may be amended and supplemented by any Supplement ) with the proceeds of the Special Taxes and Bonds on deposit in the Improvement Fund.

Section 2.5 The Bonds.

The City may proceed with the authorization and issuance of the Bonds in one or more series under the Act and the Fiscal Agent Agreement, the proceeds of which Bonds shall be used, in part, to finance the DIFs and acquisition of all or a portion of the Facilities. The execution by the City of this Acquisition Agreement in no way obligates the City to issue any Bonds, or to acquire any Facilities or finance any fees with proceeds of any Bonds issued, except the Facilities and DIFs listed in Exhibit A and Exhibit B hereto which are to be acquired or financed subject to the terms and conditions set forth in this Acquisition Agreement.

Section 2.6 No Advantage to City Construction.

The City, by its approval of this Acquisition Agreement, has determined that it will obtain no advantage from undertaking the construction by the City directly of the Facilities, and that the provisions of this Acquisition Agreement require that the Facilities be constructed by the Developer as if they had been constructed under the direction and supervision of the City. The Developer hereby represents that it has experience in the supervision of the construction of improvements of the character of the Facilities.

Section 2.7 Agreements.

In consideration of the mutual promises and covenants set forth herein, and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and the Developer agree that the foregoing recitals, as applicable to each, are true and correct and further make the agreements set forth herein.

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5 ARTICLE III

FUNDING
Section 3.1 City Proceeding.

Upon the written request of the Developer, the Developer and the City staff shall meet regarding the amount, timing and other materia l aspects of each series of the Bonds. The legal proceedings for the issuance of the Bonds and the series, principal amounts, rates, terms, conditions and timing of the sale of the Bonds shall be in all respects be solely determined by the City Council of the City, acting as the governing body of the District, in its sole discretion; provided that, subject to satisfaction of the applicable City financing policies, including the Local Goals and Policies, sound municipal financing practices and the requireme nts of this Acquisition Agreement, the City shall use reasonable efforts to issue and sell the Bonds in one or more series in an amount sufficient to fund the Facilities and DIFs in accordance with this Acquisition Agreement and the Developer’s schedule fo r development of its property within the District. The maximum authorized aggregate principal amount of the Bonds is $17,000,000.

Section 3.2 Levy of Special Taxes.

City and Developer agree that in each fiscal year prior to the issuance of Bonds the Special Taxes shall be levied at the rate specified in Table 1 and Table 2 of the Rate and Method on each Assessor’s Parcel classified as Developed Property. Such Special Taxes received by the City that are not required to fund Administrative Expenses shall be deposited in a discrete, special fund of the City and shall be disbursed to fund Facilities and DIFs in accordance with this Acquisition Agreement. Any portion of prepayment amounts received pursuant to Section G and Section H of the Rate and Method that are not need ed for bond redemption or Administrative Expenses shall be available for funding Facilities and DIFs.

Section 3.3 Bonds.

The City, in connection with this Acquisition Agreement, shall proceed with the issuance and delivery of the Bonds for the District. The City shall not be obligated to finance any DIFs or pay the Purchase Price of the Facilities or any Discrete Components thereof except from amounts on deposit in the Improvement Fund on or after the formation of the District. The City makes no warranty, express or implied, that the proceeds of the Special Taxes and Bonds deposited and held in the Improvement Fund, including any investment earnings thereon deposited to the Improvement Fund, will be sufficient for payment of the DIFs or the Purchase Price of all of the Facilities.

Section 3.4 Bond Proceeds.

The proceeds of the Bonds shall be deposited, held, invested, reinvested and disbursed as provided in the Fiscal Agent Agreement. A portion of the proceeds of the Bonds will be set aside under the Fiscal Agent Agreement in the Improvement Fund. Moneys in the Improvement Fund shall be withdrawn therefrom in accordance with the provi sions of the Fiscal Agent Agreement and the applicable provisions hereof for payment of all or a portion of the DIFs and the costs of construction and/or acquisition of the Facilities (including payment of the Purchase Price of Discrete Components thereof), all as herein provided.

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6 The Developer acknowledges that any lack of availability of amounts in the Improvement Fund to pay the Purchase Price of Facilities or any Discrete Components thereof and/or the DIFs shall in no way diminish any obligation of the Developer with respect to the construction of or contributions for public facilities and mitigation measures required by this Acquisition Agreement or any subdivision, development or other agreement to which the Developer is a party, or any governmental ap proval to which the Developer or any land within the District is subject. In addition, the funding of the Purchase Price of a Facility shall not preclude the issuance of a credit against any applicable DIF.

Section 3.5 Disclosure of Special Tax.

Copies of the execute d “Notices of Special Tax” required by California Government Code Section 53341.5 provided to the purchaser of real property within the District shall be provided to the Finance Director upon request for such Notices of Special Tax. The Finance Director’s receipt of such “Notices of Special Tax” shall not be construed as City or District approval of the form of Notice of Special Tax or in any way make the City or District liable for deficiencies in such “Notice of Special Tax.”
Prior to the Bonds being issu ed, the Developer will be required to provide all information regarding the development of its property, including the financing plan for such development, which is necessary to ensure that the official statement for such Bonds complies with the requirements of all applicable federal and state securities laws, including without limitation Rule l5c2-12 and Rule l0(b)-5 of the Securities and Exchange Commission (the “Commission”). Developer may be required to obtain counsel to review such official statement and render an opinion in connection with the Bond issue in a form reasonably acceptable to the City. Moreover, each property owner which is responsible for twenty percent (20%) or more of the maximum special tax within the District at the time the Bonds are issued (each a “Major Landowner”) will be required to enter into a continuing disclosure agreement to provide such continuing disclosure pertaining to the development of the land owned by such Major Landowner in the District if necessary to assist the und erwriter of the Bonds in complying with the continuing disclosure requirements of Rule 15c2-12 of the Commission, or prudent given market conditions for the Bonds in the reasonable opinion of the underwriter or disclosure counsel.

ARTICLE IV

CONSTRUCTION OF FACILITIES
Section 4.1 Plans.

To the extent that it has not already done so, the Developer shall cause Plans to be prepared for the Facilities. The Developer shall obtain the City’s written approval of the Plans in accordance with applicable ordinances and regulations of the City and/or the public entity that will own and operate the Facilities. Copies of all Plans shall be provided by the Developer to the Director upon request therefor, and, in any event, a written assignment of the Plans for any Facility shall be provided to the City prior to its acceptance of the Facility and as built drawings shall be provided to the City within 60 calendar days of such acceptance.

Section 4.2 Duty of Developer to Construct.

All Facilities and Discrete Components thereof to be acquired hereunder specified in Exhibit B hereto, as amended from time to time, shall be constructed at the direction of the Developer in accordance with the approved Plans following the solicitation of competitive bids as provided in

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7 Section 4.3 hereof. The Developer shall employ at all times adequate staff or consultants with the requisite experience necessary to bid, administer and coordinate all work related to the design, engineering, acquisition, construction and installation of the Facilities to be acquired by the City from the Developer hereunder.

The Developer shall be obligated: (i) to cause the construction and cause conveyance to the City (or other applicable governmental agency) of all Facilities and Discrete Components thereof listed in Exhibit B hereto, and (ii) to use its own funds to pay all costs thereof in excess of the Purchase Prices thereof to be paid hereunder, if any.

Except as set forth in the following paragraph, the Developer shall not be relieved of its obligation to cause the construction of each Facility and Discrete Component thereof listed in Exhibit B hereto and convey each such Facility and Discrete Component to the City in accordance with the terms, hereof, even if, (i) because of the limitations imposed by Section 5.6 hereof, the Purchase Price for such Discrete Component or Facility is less than the Actual Cost, or cost to the Developer, of such Discrete Component or Facility, or (ii) there are no funds or insufficient funds in the Improvement Fund to pay the Purchase Prices thereof, and, in any event, this Acquisition Agreement shall not affect any obligation of any owner of land in the District under any agreement or any governmental approval to which any land within the District is subject, with respect to the public improvements required in connection with the development of the land within the District.

Section 4.3 Relationship to Public Works.

This Acquisition Agreement is for the acquisition by the City of the Facilities and payment for Discrete Components thereof listed in Exhibit B hereto from moneys in the Improvement Fund and is not intended to be a public works contract. The Developer acknowledges and agrees that the Facilities shall be constructed as if the Facilities had been constructed under the direction and supervision, or under the authority of, the City by adhering to the provisions of this Acquisition Agreement, and the Developer shall adhere to the Bidding Requirements set forth in Exhibit E hereto for all Facilities.

The Developer shall competitively bid and award all contracts for construction of the Facilities listed in Exhibit B hereto, as amended from time to time, in conforming with the Bidding Requirements. The Developer shall establish a list of written criteria acceptable to the Director (including experience, ability to perform on s chedule and financial ability) to determine qualified contractors for any contract. Formal bids need be requested from only those entities on the list of qualified contractors determined by such criteria; and if no such list is established for any specific Facility or Discrete Component thereof, the Developer shall endeavor to obtain at least three bids for such Facility or Discrete Component thereof by means of a bidding process acceptable to the Director.

Bids for each Discrete Component shall be submitted in sealed envelopes to the Developer prior to the time and date prescribed for bid opening. Developer shall make arrangements with City to schedule the bid opening, which shall be held at City offices, conducted by Developer and witnessed by City staff. Upon written request of the Director, the Developer shall provide an analysis of bids for construction of the Facilities, constructed or to be constructed by or under the supervision of the Developer. The Developer shall award each bid to the lowest respon sible bidder. If the Director disapproves of any such contractor, the Developer shall select the next lowest responsible bidder from the competitive bids received who is acceptable to the Director.

From time to time at the request of the Director, the Developer shall meet and confer with City staff, consultants and contractors regarding matters arising hereunder with respect to the Facilities,

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8 Discrete Components and the progress in constructing and acquiring the same, and as to any other matter related to the Facilities or this Acquisition Agreement. The Developer shall advise the Director in advance of any coordination and scheduling meetings to be held with contractors relating to the Facilities, in the ordinary course of performance of an individual cont ract. The Director or the Director’s designated representative shall have the right to be present at such meetings, and to meet and confer with individual contractors if deemed advisable by the Director to resolve disputes and/or ensure the proper completion of the Facilities.

This Section 4.3 applies to all direct contracts to be entered into by the Developer under this Section 4. This Section 4.3 does not apply to the purchase of materials by the Developer or any contractor or for professional services associated with the construction of Facilities.

Notwithstanding the foregoing provisions, contract letting procedures that differ from the procedures in this Section 4.3 shall be deemed to satisfy this Acquisition Agreement if the Developer and the Director agree in writing on such other contract letting procedures.

Section 4.4 Independent Contractor.

In performing this Acquisition Agreement, the Developer is an independent contractor and not the agent or employee of the City. The City shall not be responsible for makin g any payments to any contractor, subcontractor, agent, consultant, employee or supplier of the Developer.

Section 4.5 Performance and Payment Bonds.

The Developer agrees to comply with all applicable performance and mechanics and materialmen bonding requirements of t he City (and other applicable public entities and/or public utilities) with respect to the construction of the Facilities, as requested by the City.

Section 4.6 Contracts and Change Orders.

The Developer shall be responsible for entering into all contracts and any s upplemental agreements (commonly referred to as “change orders”) required for the construction of the Facilities listed in Exhibit A hereto, as amended from time to time, and all such contracts and change orders shall be submitted to the Director. Prior approval of change orders by the Director shall only be required for such change orders which in any way materially alter the quality or character of the subject Facilities, or which involve an amount equal to the greater of ten percent (10%) of the amount o f the bid for the Facility involved or $25,000. The City expects that such change orders needing prior approval by the Director will be approved or denied (any such denial to be in writing, stating the reasons for denial and the actions, if any, that can b e taken to obtain later approval) within ten (10) business days of receipt by the Director thereof.

Section 4.7 Time for Completion.

The Developer agrees that this Acquisition Agreement is for the benefit of the City and the Developer and, therefore, the Developer represents that it expects to complete the Facilities and to have requested payment for the Facilities under this Acquisition Agreement within three years from the date of the closing of Bonds issued to finance such Facilities. Any failure to complete the F acilities within said time period shall not, however, in itself, constitute a breach by the Developer of the terms of this Acquisition Agreement.

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9 The Developer agrees to use its good faith efforts to complete all Facilities within three years from the date of closing of Bonds issued to finance such Facilities.

ARTICLE V

ACQUISITION AND PAYMENT
Section 5.1 Inspection.

No payment hereunder shall be made by the City to the Developer for a Facility or Discrete Component thereof until the Facility or Discrete Component thereof has been inspected and found to be completed in accordance with the approved Plans by the City or other applicable public entity or utility. The City shall make or cause to be made periodic site inspections of the Facilities to be acquired hereunder on a timely basis; provided that in no event shall the City incur any liability for any delay in the inspection of any Facilities or Discrete Components. For Facilities to be acquired by other public entities or utilities, the Developer shall be responsi ble for obtaining such inspections and providing written evidence thereof to the Director. The Developer agrees to pay all inspection, permit and other similar fees of the City applicable to construction of the Facilities.

Section 5.2 Agreement to Sell and Acquire Facilities.

The Developer hereby agrees to sell the Facilities and Discrete Component listed in Exhibit B hereto to the City (or other applicable public agency that will own such Facility and Discrete Component), and the City hereby agrees to use amounts in the Improvement Fund to pay the Purchase Prices thereof to the Developer, subject to the terms and conditions hereof. The City shall not be obligated to acquire any Facility or Discrete Component until the Facility or Discrete Component is completed and the Acceptance Date for such Facility has occurred; provided that the City has agreed hereunder to make payments to the Developer prior to the Acceptance Date for certain Discrete Components of Facilities as shown in Exhibit B hereto, as it may be supplemented by any Supplement.

The Developer acknowledges that the Discrete Components have been identified for payment purposes only, and that the City (or other applicable public agency that will own a Facility) shall not accept a Facility of which a Discrete Component is a part until the entire Facility has been completed. The City acknowledges that the Discrete Components do not have to be accepted by the City (or other applicable public agency that will own a Facility) as a condition precedent to the payment of the Purchase Price therefor, but any such payment shall not be made until the Discrete Component has been completed in accordance with the Plans therefor, as determined by the Director. In any event, the City shall not be obligated to pay the Purchase Price for any Facility or Discrete Component except from the moneys in the Improvement Fund.

Section 5.3 Payment Requests.

In order to receive the Purchase Price for a completed Facility or Discrete Component, inspection thereof under Section 5.1 shall have been made and the Developer shall deliver to the Director: (i) a Payment Request in the form of Exhibit D hereto for such Facility or Discrete Component, together with all attachments and exhibits required by Exhibit D and this Section 5.3 to be included therewith (inc luding, but not limited to Attachments 1 and 2 to Exhibit D), and (ii) if payment is requested for a completed Facility, (a) if the property on which the Facility is located is not owned by the City (or other applicable public agency that will own the Faci lity) at the time of the request, a copy of the recorded documents conveying to the City (or other applicable public agency that will own the Facility) Acceptable Title to the real property on, in or over which such Facility is

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10 located, as described in Sec tion 6.1 hereof, (b) a copy of the recorded notice of completion of such Facility (if applicable), (c) to the extent paid for with the proceeds of the Bonds, an assignment to the District of any reimbursements that may be payable with respect to the Facili ty, such as public or private utility reimbursements, and (d) an assignment of warranties and guaranties for such Facility, as described in Section 6.5 hereof, in a form acceptable to the City.

Section 5.4 Processing Payment Requests.

Upon receipt of a Payment Request (and all accompanying documentation), the Director shall conduct a review in order to confirm that such request is complete, that such Discrete Component or Facility identified therein was constructed in accordance with the Plans therefor, and to verify a nd approve the Actual Cost of such Discrete Component or Facility specified in such Payment Request.

The Director shall also conduct such review as is required in his discretion to confirm the matters certified in the Payment Request. The Developer agrees to cooperate with the Director in conducting each such review and to provide the Director with such additional information and documentation as is reasonably necessary for the Director to conclude each such review. For any Facilities to be acquired by another public entity or utility, the Developer shall provide evidence acceptable to the Director that such Facilities are acceptable to such entity or utility. Within thirty (30) calendar days of receipt of any Payment Request, the Director expects to review the request for completeness and notify the Developer whether such Payment Request is complete, and, if not, what additional documentation must be provided. If such Payment Request is complete, the Director expects to provide a written approval or denial ( specifying the reason for any denial) of the request within thirty (30) calendar days of its submittal. If a Payment Request seeking reimbursement for more than one Facility or Discrete Component is denied, the Director shall state whether the Payment Requ est is nevertheless approved and complete for any one or more Facilities or Discrete Components and any such Facilities or Discrete Components shall be processed for payment under Section 5.5 notwithstanding such partial denial. The City’s internal cost of staff processing of Payment Requests shall be reimbursed from the amount set aside therefor from the proceeds of the Bonds or from the Improvement Fund if proceeds of the Bonds is unavailable therefor. The District’s Costs associated with the acquisition of Facilities and processing of Payment Requests shall be reimbursed from the Improvement Fund, or from amounts advanced by the Developer to the extent insufficient funds are on deposit in the Improvement Fund, which advances may be later reimbursed to the Developer out of the Improvement Fund.

Section 5.5 Payment.

Upon approval of the Payment Request by the Director, the Director shall sign the Payment Request and forward the same to the Finance Director of the City. Upon receipt of the reviewed and fully signed Paym ent Request, the Finance Director of the City shall, within the then current City financial accounting payment cycle but in any event within thirty (30) calendar days of receipt of the approved Payment Request, cause the same to be paid (i) by the City from the Improvement Fund, if prior to Bond issue, and (ii) by the Fiscal Agent under the applicable provisions of the Fiscal Agent Agreement, to the extent of funds then on deposit in the Improvement Fund. Any approved Payment Request not paid due to an insu fficiency of funds in the Improvement Fund, shall be paid promptly following the deposit into the Improvement Fund of additional funds, if any.

The Purchase Price paid hereunder for any Facility or Discrete Component shall constitute payment in full for such Facility or Discrete Component, including, without limitation, payment for all labor, materials, equipment, tools and services used or incorporated in the work, supervision,

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11 administration, overhead, expenses and any and all other things required, furni shed or incurred for completion of such Facility or Discrete Component, as specified in the Plans.

Section 5.6 Restrictions on Payments.

Notwithstanding any other provisions of this Acquisition Agreement, the following restrictions shall apply to any payments made to the Developer under Sections 5.2 and 5.5 hereof:
(a) Amounts of Payments.

Subject to the following paragraphs of this Section 5.6, payments for each Discrete Component or Facility will be made only in the amount of the Purchase Price for the respective Discrete Component or Facility whether or not the Actual Cost exceeds the Budgeted Cost therefor (it being understood that the Budgeted Costs are only estimates and not limitations on the amount of the Purchase Price).

Nothing herein shall require the City in any event (i) to pay more than the Actual Cost of a Facility or Discrete Component, or (ii) to make any payment beyond the available funds in the Improvement Fund. The parties hereto acknowledge and agree that all payments to the Developer for the Purchase Prices of Facilities or Discrete Components are intended to be reimbursements to the Developer for monies already expended or for immediate payment by the Developer (or directly by the City) to third parties in respect of such Facilities and/or Discrete Components. (b) Joint or Third Party Payments.

The City may make any payment jointly to the Developer and any mortgagee or trust deed beneficiary, contractor or supplier of materials, as their interests may appear, or solely to any such third party, if the Developer requests the same in writing.
(c) Withholding Payments.

The City shall be entitled, but shall not be required, to withhold any payment hereunder for a Discrete Component or a Facility if the Developer or any Affiliate is delinquent in the payment of ad valorem real property taxes, special assessments or taxes, or special taxes levied in the District. In the event of any such delinquency, the City shall only make payments hereunder, should any be made at the City’s sole discretion, directly to contractors or other third parties employed in connection with the construction of the Facilities or to any assignee of the Developer’s interests in this Acquisition Agreement (and not to the Developer or any Affiliate), until such time as the Developer provides the Director with evidence that all such delinquent taxes and assessments have been paid.

The City shall withhold payment for the final Discrete Component of a Facility constructed on land, until Acceptable Title to such land is conveyed to the City or other public entity that will own the respective Facility, as described in Article VI hereof.

The City shall be entitled to withhold any payment hereunder for a Discrete Component that is the subject of a Payment Request until it is satisfied that any and all claims for labor and materials have been paid by the Developer for the Discrete Component that is the subject of a Payment Request, or conditional lien releases have been provided by the Developer for such Discrete Component. The City, in its discretion, may w aive this limitation upon the provision by the Developer of sureties, undertakings, securities and/or bonds of the Developer or appropriate contractors or subcontractors and deemed satisfactory by the Director to assure payment of such claims.

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12 The City shall be entitled to withhold payment for any Facility or the final Discrete Component of a Facility hereunder to be owned by the City until: (i) the Director determines that the Facility is ready for its intended use, (ii) the Acceptance Date for the Facility has occurred and the requirements of Section 6.1, if applicable to such Facility, have been satisfied, and (iii) a Notice of Completion executed by the Developer, in a form acceptable to the Director, has been recorded for the Facility and general lien releases conditioned solely upon payment from the proceeds of the Bonds to be used to acquire such Facility (or final Discrete Component) have been submitted to the Director for the Facility. The City hereby agrees that the Developer shall have the right to post or cause the appropriate contractor or subcontractor to post a bond with the City to indemnify it for any losses sustained by the City because of any liens that may exist at the time of acceptance of such a Facility, so long as such bond is drawn on an obligor and is otherwise in a form acceptable to the Director. The City shall be entitled to withhold payment for any Facility (or the final Discrete Component of any such Facility) to be owned by other governmental entities, until the Developer provides the Director with evidence that the governmental entity has accepted dedication of and/or title to the Facility. If the Director determines that a Facility is not ready for intended use under (i) above, the Director shall so notify the Developer as soon as reasonably practicable in writing specifying the reason(s) therefor.

Nothing in this Acquisition Agreement shall be deemed to prohibit the Developer from contesting in good faith the validity or amount of any mechanics or materialman’s lien nor limit t he remedies available to the Developer with respect thereto so long as such delay in performance shall not subject the Facilities or any Discrete Component thereof to foreclosure, forfeiture or sale. In the event that any such lien is contested, the Developer shall only be required to post or cause the delivery of a bond in an amount equal to the amount in dispute with respect to any such contested lien, so long as such bond is drawn on an obligor and is otherwise in a form acceptable to the Director. (d) Retention.

The City shall withhold in the Improvement Fund an amount equal to ten percent (10%) of the Purchase Price of each Discrete Component to be paid hereunder. Any such retention will be released to the Developer upon final completion and acceptance of the related Facility.

Notwithstanding the foregoing, the Developer shall be entitled to payment of any such retention upon the completion and acceptance of a Discrete Component, if securities meeting the requirements of the California Public Contracts Code are deposited in lieu thereof in accordance with Section 6.5 hereof. Payment of any retention shall also be contingent upon the availability of monies in the Improvement Fund therefore. No retention shall apply if the Developer proves to the Director’s satisfaction that the Developer’s contracts for the Discrete Components provide for the same retention as herein provided, so that the Purchase Price paid for the Discrete Component is at all times net of the required retention.
(e) Frequency.

Unless otherwise agreed to by the Director, no more than one Payment Request shall be submitted by the Developer in any calendar month.

Section 5.7 Defective or Nonconforming Work.

If any of the work done or materials furnished for a Facility or Discrete Component are found by the Director to be defective or not in accordance with the applicable Plans: (i) and such finding is

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13 made prior to payment for the Purchase Price of such Facility or Discrete Component hereunder, the City may withhold payment therefor until such defect or nonconformance is corrected to the satisfaction of the Director, or (ii) and such finding is made after payment of the Purchase Price of such Facility or Discrete Component, the City and the Developer shall act in accordance with the City’s standard specification for public works construction.

Section 5.8 Modification of Discrete Components.

The Developer may submit to the Director a revised Exhibit B for the purpose of updating the Budgeted Costs for one or more Discrete Components and Facilities or identifying other DIFs that are eligible to be financed and such revised Exhibit B shall replace the original Exhibit B in its entirety. In addition, upon written request of the Developer, the Director shall consider modification of the description of any Discrete Component or the addition of a new Facility or Discrete Component. Any such modification shall be subject to the written approval of the Director, and shall not diminish the overall facilities to be provided by the Developer hereunder (in a material way such th at the change invalidates any of the assumptions used in the appraisal conducted to sell the Bonds). It is expected that any such modification will be solely for purposes of dividing up the work included in any Discrete Component for purposes of acceptanc e and payment, for example: (i) separation of irrigation and landscaping from other components of a Discrete Component, or (ii) modifications to allow for payment for roadway improvements prior to completion of the top course of paving. In most instances, the Director will only approve modification for payment purposes when there will be an unusual period of time between the completion and acceptance of such divided work or to better implement the phasing of the overall construction of the Facilities; but no such circumstances shall in any way obligate the Director to approve such modification. Supplements to modify this Acquisition Agreement in accordance with this Section 5.8 may be approved by the Director without further City Council action.

Section 5.9 Payments of Purchase Price of Facilities or Discrete Components in Installments.

The City understands and agrees that (i) Developer will be constructing Facilities or Discrete Components prior to the availability of funds in the Improvement Fund that will be used to pay for such Facilities or Discrete Components, (ii) the City may be inspecting such Facilities or Discrete Components and processing and completing payment requests for the payment on such Facilities or Discrete Components with knowledge that there may b e insufficient funds in the Improvement Fund available at such time, (iii) the Facilities or Discrete Components may be conveyed to and accepted by the City when there are insufficient funds in the Improvement Fund to pay the Purchase Prices of such Facilities or Discrete Components, and (iv) in any such case, the payment of any approved payment requests for the Purchase Prices of such Facilities or Discrete Components will be deferred until there are funds in the Improvement Fund available to pay all or a portion of the Purchase Prices of such Facilities or Discrete Components (if ever, subject to the terms and conditions set forth in this Acquisition Agreement), at which time the City will make such payments in accordance with this Acquisition Agreement, subject to the limitations set forth in this Acquisition Agreement. At all times, Developer will be constructing such Facilities or Discrete Components with the expectation that the Purchase Prices for such Facilities or Discrete Components will be paid solely from and limited to the funds on deposit in the Improvement Fund. The conveyance of Facilities or Discrete Components to the City prior to receipt of the Purchase Prices for such Facilities or Discrete Components shall not be construed as a dedication or gift, or a waiver of the payment of the Purchase Prices, or any part thereof, for such Facilities or Discrete Components. The Purchase Price paid hereunder for any Facility or Discrete Component thereof may be paid in any number of installments as fun ds in the Improvement Fund become available.

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14 ARTICLE VI

OWNERSHIP AND TRANSFER OF FACILITIES
Section 6.1 Facilities to be Owned by the City-Conveyance of Land and Easements to City.

Acceptable Title to all property on, in or over which each Facility to be acquired by the City will be located, shall be deeded over to the City by way of grant deed, or dedication of such property, or easement thereon, if such conveyance of interest is approved by the City as being a sufficient interest therein to permit the City to properly own, operate and maintain such Facility located therein, thereon or thereover, and to permit the Developer to perform its obligations as set forth in this Acquisition Agreement. The Developer agrees to assist the City in obtaining such documents as are required t o obtain Acceptable Title. Completion of the transfer of title to land shall be accomplished prior to the payment of the Purchase Price for a Facility (or the last Discrete Component thereof) and shall be evidenced by recordation of the acceptance thereof by the City Council or the designee thereof.

Section 6.2 Facilities to be Owned by the City-Title Evidence.

Upon the request of the City, the Developer shall furnish to the City a preliminary title report for land with respect to Facilities to be acquired by the City and not previously dedicated or otherwise conveyed to the City, for review and approval at least thirty (30) calendar days prior to the transfer of the Acceptable Title to a Facility to the City. The City shall approve the preliminary title report unless it reveals a matter which, in the judgment of the City, could materially affect the City’s use and enjoyment of any part of the property or easement covered by the preliminary title report. In the event the City does not approve the preliminary title report , the City shall not be obligated to accept title to such Facility or pay the Purchase Price for such Facility (or the last Discrete Component thereof) until the Developer has cured such objections to title to the reasonable satisfaction of the City. In the event the Developer cannot cure such objections to title, City agrees to consider the use of eminent domain pursuant to Section 6.3 hereof for such purpose.

Section 6.3 Facilities Constructed on Private Lands.

If any Facilities to be acquired are located on privatel y-owned land, the owner thereof shall retain title to the land and the completed Facilities until acquisition of the Facilities under Article V hereof. Pending the completion of such transfer, the Developer shall not be entitled to receive any payment for any such Facility or the last Discrete Component thereof. The Developer shall, however, be entitled to receive payment for Discrete Components (other than the last Discrete Component) upon making an irrevocable offer of dedication of such land in form and substance acceptable to the Director.

Notwithstanding the foregoing, upon written request of the City before payment for any Discrete Component of such a Facility, the Developer shall convey or cause to be conveyed Acceptable Title thereto in the manner described in Sections 6.1 and 6.2 hereof.

It shall be the responsibility of the Developer to acquire all property rights on property which is not owned by the City or the Developer which is necessary for the construction of any of the Facilities. In the event, despite its exercise of best efforts to do so, the Developer is unable to acquire such property rights, the City shall in good faith consider the undertaking of proceedings to acquire such property rights through its exercise of the power of eminent dom ain, and the costs of such proceedings and acquisition shall be the responsibility of the Developer and shall comprise part of the Purchase Price of the related Facility.

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15 Section 6.4 Facilities Constructed on City Land.

If the Facilities to be acquired are on land own ed by the City, including land as to which the City has acquired sufficient property rights in the manner described in Section 6.3 or otherwise, the City hereby grants to the Developer a license to enter upon such land for purposes related to the construction (and maintenance pending acquisition) of the Facilities. The provisions for inspection and acceptance of such Facilities otherwise provided herein shall apply.

Section 6.5 Facilities to be Acquired by Other Public Agencies.

With respect to any Facility to be acquired by a public entity other than the City, the Developer shall comply with such entities rules and regulations regarding title and conveyance of property, and provide the Director with evidence of such compliance, prior to the payment of the Purchase Price for any such Facility (or the last Discrete Component thereof).

Section 6.6 Maintenance and Warranties.

The Developer shall maintain or cause to be maintained each Discrete Component in good and safe condition until the Acceptance Date of the Facility of which such Discrete Component is a part.

Prior to the Acceptance Date, the Developer shall be responsible for performing any required maintenance on any completed Discrete Component or Facility. On or before the Acceptance Date of the Facility, the Developer shall as sign to the City all of the Developer’s rights in any warranties, guarantees, maintenance obligations or other evidence of contingent obligations of third persons with respect to such Facility. For each Facility to be owned by the City, the Developer shall provide a warranty bond reasonably acceptable in form and substance to the Director to remain in effect for a period of one year from the date of acceptance of each Facility. The City shall be responsible for maintenance of each Facility from and after th e Acceptance Date thereof, except that with respect to landscaping improvements, the Developer shall maintain or cause to be maintained such landscape improvements for a period of one year following the Acceptance Date thereof or shall provide a bond reasonably acceptable in form and substance to the Director for such period and for such purpose (for landscaping improvements only, and for the posting of a warranty bond to remain in effect for one year as to other Facilities), to insure that defects, which appear within said period will be repaired, replaced, or corrected by the Developer, at its own cost and expense, to the satisfaction of the Director. The Developer shall commence to repair, replace or correct any such defects within thirty (30) calendar days after written notice thereof by the City to the Developer, and shall complete such repairs, replacement or correction as soon as practicable. Any warranties, guarantees or other evidences of contingent obligations of third persons with respect to the Facilities to be acquired by the City shall be delivered to the Director as part of the transfer of title.

For purposes of this Section 6.6, after the Acceptance Date for a Facility, the terms “maintain” and “maintenance” mean the repair, replacement, or correction of any defects in the Facility, and shall not mean the day-to-day upkeep or correction of normal wear and tear of the Facility (such as watering or weeding for landscape improvements, painting, graffiti removal, etc.).

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16 ARTICLE VII

INSURANCE
Section 7.1 Insurance Requirements.

The Developer shall, at all times prior to the final Acceptance Date of all Facilities, maintain and deliver to the City evidence of and keep in full force and effect, not less than the following coverage and limits of insurance, which shall be maint ained with insurers and under forms of policies satisfactory to the Director: (i) Workers Compensation and Employer’s Liability - Workers’ Compensation - coverage as required by law; Employer’s Liability - limits of at least $100,000.00 per occurrence; (i i) Comprehensive General Liability - Combined Single Limit - $1,000,000.00; (iii) Automobile Liability - Combined Single Limit - $1,000,000.00, (the automobile and general comprehensive liability policies shall be accompanied by an umbrella policy with a combined limit of $5,000,000.00); and (iv) Errors and Omissions Insurance - Combined Single Limit - $1,000,000.00.

All of the Developer’s insurance policies shall contain an endorsement providing that written notice shall be given to the City at least 30 calendar days prior to termination or cancellation of coverage of the policy.

The Comprehensive General Liability and Bodi ly Injury and Property Damage Liability policies shall contain the following:
(a) An endorsement extending coverage to the City and its agents as an additional insured, as respects liabilities arising out of the performance of any work related to the Facilities.

Which insurance shall be primary insurance as respects the interest of the City, and any other insurance maintained by the City shall be excess and not contributing insurance with the insurance required hereunder.
(b) Severability of interest clause.
(c) Provision or endorsement stating that such insurance, subject to all of its other terms and conditions, applies to contractual liability assumed by the Developer.

Promptly on execution of this Acquisition Agreement by the Developer, the Developer shall deliver to the Director copies of all required certificates of insurance and endorsemen ts thereto on forms which are acceptable to the Director and the City Attorney.

The Developer shall require and verify similar insurance on the part of its contractors and subcontractors.

The foregoing requirements as to the types, limits and City approval of insurance coverage to be maintained by the Developer are not intended to and shall not in any manner limit or qualify the liabilities and obligations assumed by the Developer under this Acquisition Agreement.

Any policy or policies of insurance that the Developer or its contractors or subcontractors elect to carry as insurance (i) against loss or damage to their construction equipment and tools or other personal property used in fulfillment of this Acquisition Agreement or a contract related to the Facilities shall include a provision waiving the insurer’s right of subrogation against the City, and (ii) in fulfillment of this Acquisition Agreement involving a dual obligee bond may contain a clause to the effect that: “provided that Principal and Surety shall not be liable to the Obligees or any of them

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17 unless the Obligees or any of them have performed the obligations to the Principal in accordance with the terms of said contract; and provided, further, that Principal and Surety shall not be liable to all Obligees in the aggregate in excess of the penal sum above stated.” Section 7.2 Standards Applicable.

The Developer may effect such coverage under blanket insurance policies, provided, however, that (i) such policies are written on a per occurrence basis, (ii) such policies comply in all other respects with the provisions of Section 7.1, and (iii) the protection afforded the City under any such policy shall be no less than that which would be available under a separate, policy relating only to this Acquisition Agreement. All policies of insurance shall be with companies licensed or approved by the State of California Insurance Commissioner and rated (i) A12 or better with respect to primary levels of coverage, and (ii) B+12 or better with respect to excess levels of co verage, in the most recent edition of Best’s Insurance Guide and shall be issued and delivered in accordance with State law and regulations.

Section 7.3 Evidence of Insurance.

The Developer shall furnish to the City, from time to time upon request of the Director, a certificate of insurance regarding each insurance policy required to be maintained by the Developer hereunder.

ARTICLE VIII
DIFs
Section 8.1 Funding of DIFs.

The Developer may submit to the City from time to time a Payment Request in the form attached hereto as Exhibit D-1 for reimbursement of any DIFs previously paid to the City in an amount not to exceed the amount on deposit in the Improvement Fund. In the event that the amount in the Improvement Fund is less than the total amount of DIFs previously paid to the City and requested for reimbursement in a Payment Request, the unpaid amount shall be reimbursed to the Developer when additional funds are subsequently deposited in the Improvement Fund in an amount equal to or such unpaid amount of the Payment Request. If Developer con structs a DIF facility, Developer shall only be entitled to reimbursement pursuant to the terms of this Acquisition Agreement for the Developer’s DIF obligation that was not satisfied through the construction of such DIF facilities.

The Developer may pay D IFs prior to the availability of funds in the Improvement Fund to reimburse the Developer for the payment of such DIFs. Any DIFs paid by the Developer shall be made with the understanding that the payment of such DIFs may be reimbursed to the Developer fr om the funds on deposit in the Improvement Fund if such funds become available therefor. The payment of DIFs prior to the availability of such funds shall not be construed as a dedication or gift of the DIFs, or a waiver of the reimbursement for such DIFs, it being the intention that the DIFs will be reimbursed from funds on deposit in the Improvement Fund if such funds become available therefor. The reimbursement for DIFs may be paid in any number of installments as funds become available therefor in the Improvement Fund.

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18 ARTICLE IX

REPRESENTATIONS, WARRANTIES AND COVENANTS
Section 9.1 Representations, Covenants and Warranties of the Developer.

The Developer represents and warrants for the benefit of the City, as follows:
(a) Organization.

The Developer is a corporation duly organi zed and validly existing under the laws of the State of California, and is in compliance with all applicable laws of the State of California, and has the power and authority to own its properties and assets and to carry on its business as now being conducted and as now contemplated.
(b) Authority.

The Developer has the power and authority to enter into this Acquisition Agreement, and has taken all action necessary to cause this Acquisition Agreement to be executed and delivered, and this Acquisition Agreement has been duly and validly executed and delivered by the Developer. (c) Binding Obligation.

This Acquisition Agreement is a legal, valid and binding obligation of the Developer, enforceable against the Developer in accordance with its terms, subject to bankruptc y and other equitable principles.
(d) Compliance with Laws.

The Developer shall not with knowledge commit, suffer or permit any act to be done in, upon or to the lands of the Developer in the District or the Facilities in violation of any law, ordinance, rule, regulation or order of any governmental authority or any covenant, condition or restriction now or hereafter affecting the lands in the District or the Facilities. (e) Requests for Payment.

The Developer represents and warrants that (i) it will not request payment from the City for the acquisition of any improvements that are not part of the Facilities, and (ii) it will diligently follow all procedures set forth in this Acquisition Agreement with respect to the Payment Requests. (f) Financial Records.

Until the final acceptance of the Facilities, the Developer covenants to maintain proper books of record and account for the construction of the Facilities and all costs related thereto. Which accounting books shall be maintained in accordance with generally accepted accounting principles, and shall be available for inspection by the City or its agent at any reasonable time during regular business hours on reasonable notice.

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19 (g) Prevailing Wages.

The Developer covenants that, with respect to any contracts or subc ontracts for the construction of the Facilities to be acquired from the Developer hereunder, it will assure complete compliance with any applicable law or regulation for the payment of prevailing wages for such construction.
(h) Plans.

The Developer represents that it has obtained or will obtain approval of the Plans for the Facilities to be acquired from the Developer hereunder from all appropriate departments of the City and from any other public entity or public utility from which such approval must be obt ained. The Developer further agrees that the Facilities to be acquired from the Developer hereunder have been or will be constructed in full compliance with such approved plans and specifications and any supplemental agreements (change orders) thereto, as approved in the same manner. (i) Land Owners.

The Developer agrees that in the event that it sells any land owned by it within the boundaries of the District or to which it has obtained the rights to develop, the Developer will (i) notify the purchaser in writ ing prior to the closing of any such sale of the existence of this Acquisition Agreement and the Developer’s rights and obligations assigned to the purchaser with respect to the construction of and payment for the Facilities, and (ii) notify the purchaser in writing of the existence of the District and the special tax lien in connection therewith.

Section 9.2 Indemnification and Hold Harmless.

The Developer shall assume the defense of, indemnify and save harmless the City, members of the City Council, their officers, officials, employees and agents and each of them, from and against all actions, damages, claims, losses or expense of every type and description to which they may be subjected or put, by reason of, or resulting from the breach of any provision of this Acqui sition Agreement by the Developer, the Developer’s or any other entity’s negligent design, engineering and/or construction of any of the Facilities acquired from the Developer hereunder, the Developer’s non-payment under contracts between the Developer and its consultants, engineer’s, advisors, contractors, subcontractors and suppliers in the provision of the Facilities, or any claims of persons employed by the Developer or its agents to construct the Facilities. Notwithstanding the foregoing, no indemnification is given hereunder for any action, damage, claim, loss or expense directly attributable to the intentional acts or active negligence of the City, or its officers, directors, employees or agents hereunder.

No provision of this Acquisition Agreement sh all in any way limit the Developer’s responsibility for payment of damages resulting from the operations of the Developer, its agents, employees or its contractors.

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20 ARTICLE X

TERMINATION
Section 10.1 Mutual Consent.

This Acquisition Agreement may be terminated by the mutual, written consent of the City and the Developer, in which event the City may let contracts for any remaining work related to the Facilities not theretofore acquired from the Developer hereunder, and use all or any portion of the monies in the Improvement Fund to pay for same, and the Developer shall have no claim or right to any further payments for the DIFs or the Purchase Price of Facilities or Discrete Components hereunder, except as otherwise may be provided in such written consent.

Section 10.2 City Election for Cause.

The following events shall constitute grounds for the City, at its option and in its sole discretion, to terminate this Acquisition Agreement, without the consent of the Developer:
(a) The Developer shall voluntarily file for reorganization or other relief under any Federal or State bankruptcy or insolvency law.
(b) The Developer shall have any involuntary bankruptcy or insolvency action filed against it, or shall suffer a trustee in bankruptcy or insolvency or receiver to take possession of the assets o f Developer, or shall suffer an attachment or levy of execution to be made against the property it owns within the District unless, in any of such cases, such circumstance shall have been terminated or released within ninety (90) days thereafter. (c) The Developer shall abandon construction of the Facilities. Failure for a period of three hundred sixty-five (365) days to undertake substantial work related to the construction of the Facilities, other than for a reason specified in Section 10.3 hereof, shall constitute such abandonment, it being understood that delays or stoppages approved by the City and Developer shall not constitute abandonment.
(d) The Developer shall breach any material covenant or default in the performance of any material obligation hereunder.
(e) The Developer shall transfer any of its rights or obligations under this Acquisition Agreement in violation of Section 11.7 herein. (f) The Developer shall have made any intentional material misrepresentation or omission of any written materials furnished in connection with any preliminary official statement, official statement or bond purchase contract used in connection with the sale of any series of the Bonds.

If any such event occurs, the City shall give written notice of its knowledge thereof to the Developer, and the Developer agrees to meet and confer with the Director and other appropriate City staff and consultants as to options available to assure timely completion of the Facilities. Such options may include, but not be limited to the termination of t his Acquisition Agreement by the City. If the City elects to terminate this Acquisition Agreement, the City shall first notify the Developer (and any mortgagee or trust deed beneficiary specified in writing by the Developer to the City to receive such notice) of the grounds for such termination and allow the Developer a reasonable period (minimum of thirty (30) days) to eliminate or mitigate to the satisfaction of the Director the grounds for such

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21 termination. Such period may be extended, at the sole discre tion of the City, if the Developer, to the satisfaction of the City, is proceeding with diligence to eliminate or mitigate such grounds for termination. If at the end of such period (and any extension thereof, as determined solely by the City), the Developer has not eliminated or completely mitigated such grounds, to the satisfaction of the City, the City may then terminate this Acquisition Agreement.

Notwithstanding the foregoing, so long as any event listed in any of clauses (a) through and including (f) above has occurred, notice of which has been given by the City to the Developer, and such event has not been cured or otherwise eliminated by the Developer, the City may in its sole discretion cease making payments for the Purchase Price of Facilities or D iscrete Components under Article V hereof.

Section 10.3 Force Majeure.

Whenever performance is required of a party hereunder, that party shall use all due diligence and take all necessary measures in good faith to perform, but if completion of performance is delayed by reasons of floods, earthquakes, inclement weather or other acts of God, war, civil commotion, riots, strikes, acts of terrorism, picketing, or other labor disputes, damage to work in progress by casualty, or by other cause beyond the reasonable control of the party (financial inability excepted), then the specified time for performance shall be extended by the amount of the delay actually so caused.

ARTICLE XI

MISCELLANEOUS
Section 11.1 Limited Liability of City.

The Developer agrees that any and all obligations of the City arising out of or related to this Acquisition Agreement are special and limited obligations of the City and the City’s obligations to make any payments hereunder are restricted entirely to the moneys, if any, in the Improvement Fun d and from no other source. No member of the City. Council, or City staff member, employee or agent shall incur any liability hereunder to the Developer or any other party in their individual capacities by reason of their actions hereunder or execution hereof.

Section 11.2 Excess Costs.

The Developer agrees to pay all costs of the Facilities that it is obligated to construct pursuant to Section 4.2 in excess of the moneys available therefor in the Improvement Fund.

Section 11.3 Audit.

The Director and/or the Finance Director or othe r finance officer of the City shall have the right, during normal business hours and upon the giving of two (2) business days prior written notice to the Developer, to review all books and records of the Developer pertaining to the Actual Cost incurred by the Developer in to any of the Facilities, and any bids taken or received for the construction thereof or materials therefor.

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22 Section 11.4 Attorney’s Fees.

In the event that any action or suit is instituted by either party against the other arising out of this Acquisition Agreement, the party in whose favor final judgment shall be entered shall be entitled to recover from the other party all costs and expenses of suit, including reasonable attorneys’ fees.

Section 11.5 Notices.

Any notice, payment or instrument required or permitted by this Acquisition Agreement to be given or delivered to either party shall be deemed to have been received when personally delivered, or transmitted by telecopy or facsimile transmission (which shall be immediately confirmed by telephone and shall be followed by overnight delivery an original of the same within twenty-four hours after such transmission), addressed as follows:

City: City of Chino
13220 Central Avenue
Chino, CA 91710
Attention: Rob Burns, Director of Finance
Email: [email protected]
Developer: Tri Pointe Homes Holdings, Inc., a Delaware corporation 5 Peters Canyon Road, Suite 100
Irvine, CA 92606
Attention: Stephanie M. Fabbri Carter
Email: [email protected]

Each party may change its address or addresses for delivery of notice by delivering written notice of such change of address to the other party.

Section 11.6 Severability.

If any part of this Acquisition Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Acquisition Agreement shall be given effect to the fullest extent possible.

Section 11.7 Successors and Assigns.

This Acquisition Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. This Acquisition Agreement shall not be assigned by the Developer, except in whole to an Affiliate, or to any other entity of which the Developer and/or its members or partners will be managing members or general partners (which transfer is expressly authorized hereunder, without further act of the City), without the prior written consent of the City, which consent shall not be unreasonably withheld or delayed. In connection with any such consent of the City, the City may condition its consent upon the acceptability of the financial condition of the proposed assignee, the assignee’s express assumption of all obligations of the Developer hereunder, and/or upon any other factor which the City deems relevant in the circumstances. In any event, any such assignment shall be in writing, shall clearly identify the scope of the rights and/or obligations assigned, and shall not be effective until approved by the City. Without the City’s consent, no assignment shall release the Developer from its obligations and liabilities under this Acquisition Agreement.

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23 Section 11.8 Other Agreements.

The obligations of the Developer hereunder shall be those of a party hereto and not as an owner of property in the District. Nothing herein shall be construed as affecting the City’s or the Developer’s rights, or duties to perform their respective obligations, under other agreements, if any, use regulations or subdivision requirements relating to the development of the lands in the District. This Acquisition Agreement shall not confer any additional rights, or waive any rights given, by either party hereto under any development or other agreement to which they are a party.

Section 11.9 Waiver.

Failure by a party to insist upon the strict performance of any of the provisions of this Acquisition Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not constitute a waiver of such party’s right to insist and demand strict compliance by the other party with the terms of this Acquisition Agreement thereafter.

Section 11.10 Merger.

No other agreement, statement or promise made by any party or any employee, officer or agent of any party with respect to any matters covered hereby that is not in writing and signed by all the parties to this Acquisition Agreement shall be binding.

Section 11.11 Parties in Interest.

Nothing in this Acquisition Agreement, expressed or implied, is intended to or shall be construed to confer upon or to give to any person or entity other than the City and the Developer any rights, remedies or claims under or by reas on of this Acquisition Agreement or any covenants, conditions or stipulations hereof; and all covenants, conditions, promises, and agreements in this Acquisition Agreement contained by or on behalf of the City or the Developer shall be for the sole and exclusive benefit of the City and the Developer.

Section 11.12 Amendment.

This Acquisition Agreement may be amended, from time to time, by written Supplement hereto and executed by both the City and the Developer.

Section 11.13 California Law.

This Acquisition Agreement shall be governed by the laws of the State of California.

Section 11.14 Counterparts.

This Acquisition Agreement may be executed in counterparts, each of which shall be deemed an original.

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S-1
IN WITNESS WHEREOF, the parties have executed this Acquisition Agreement as of the day and year first-above written.

CITY OF CHINO, for itself and on behalf of
Community Facilities District No. 2023-1 (Sage
Cedar) of the City of Chino
By:

Name: Dr. Linda Reich
Its: City Manager
ATTESTED TO:

City Clerk

APPROVED AS TO FORM:

Rob Burns, Director of Finance
City of Chino

APPROVED AS TO CONTENT:

Bradley R. Neal,
Stradling Yocca Carlson & Rauth

TRI POINTE HOMES HOLDINGS, INC.,
a Delaware corporation

By:

Name:

Title:

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A-1

ACQUISITION AGREEMENT

EXHIBIT A

DESCRIPTION OF AUTHORIZED FACILITIES ELIGIBLE FOR

ACQUISITION FROM THE OWNER
A. TYPES OF FACILITIES
The types of Facilities that are eligible to be financed by CFD No. 2023-1 with the proceeds of special taxes and/or bonds issued by CFD No. 2023-1 consist of the following:
(1) Public storm drain improvements
(2) Public street improvements
(3) Park improvements
(4) Trail improvements
Incidental expenses of rela ting to the Facilities may include professional design fees (which include final engineering, field engineering and field services, soils engineering, field observation and reports, dry utility design and coordination, landscape design and field services), staking, environmental reports, plan check, and inspection.

B. SUBSTITUTION FACILITIES
The description of Facilities is general in nature. The final nature and location of the Facilities will be determined upon preparation of final plans and specifications.

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B-1

ACQUISITION AGREEMENT

EXHIBIT B
BUDGETED COSTS OF FACILITIES AND ELIGIBLE DIFs
Preliminary List of Authorized Fees and Facilities
City of Chino Development Impact Fees (1) Per Unit
No.

Units Total

DETACHED UNITS
Law Enforcement Facilities $ 407 188 $ 76,516
Fire Protection Facilities 846 188 159,048
Circulation (Streets, Signals and Bridges) (Prepaid) 5,819 188 1,093,972 Circulation (Streets, Signals and Bridges) –
CREDIT (Estimated)
(5,819) 188 (1,093,972)
Storm Drain Collection 4,257 188 800,316
Sewage Collection and Disposal 2,793 188 525,084
Water Storage and Distribution (Prepaid) 5,709 188 1,073,292 General Facilities 156 188 29,328
Public Use (Community Center) Facilities 3,911 188 735,268 Misc. Open Space Amenities 1,485 188 279,180
Misc. Open Space Amenities – CREDIT
(Estimated)
(1,485) 188 (279,180)
Congestion Management Plan 391 188 73,508
Park Fund 13,928 188 2,618,464
Park Fund – CREDIT (Estimated) (13,928) 188 (2,618,464) TOTAL CITY DIF $18,470 $ 3,472,360

City of Chino Public Improvements
Park $11,150 188 $ 2,096,261
Trail 1,430 188 268,909
Storm Drain 11,373 188 2,138,191
Street 1,660 188 312,110
Prevailing Wage Contingency (30%) 7,684 188 1,444,641 Sub-total Public Improvements $33,298 188 $ 6,260,111

TOTAL $51,768 $ 9,732,471

(1) City of Chino DIF per the current City DIF Fee Schedule for the Preserve effective July 5, 2022 for the medium density detached category. This facilities list is preliminary and subject to change.

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C-1

ACQUISITION AGREEMENT

EXHIBIT C

ADDITIONAL FACILITIES
[Intentionally Omitted]

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D-1

ACQUISITION AGREEMENT

EXHIBIT D

FORM OF PAYMENT REQUEST
PAYMENT REQUEST NO. ____
The undersigned (the “Developer”), hereby requests payment to the Payees listed on Attachment 2 in the total amount of $__________ for the Facilities (as defined in the Acquisition Agreement, dated as of June 6, 2023 between the City of Chino (the “City”), wit h respect to the City of Chino Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino and the Developer), or Discrete Components thereof (as described in Exhibit B to that Acquisition Agreement), all as more fully described in Attachmen t 1 hereto. In connection with this Payment Request, the undersigned hereby represents and warrants to the City as follows:

1. He (she) is a duly authorized officer of the Developer, qualified to execute this Payment Request for payment on behalf of the Developer and is knowledgeable as to the matters set forth herein.

2. To the extent that this payment request is with respect to a completed Facility, the Developer has submitted or submits herewith to the City as -built drawings or similar plans and specifications for the items to be paid for as listed in Attachment 1 hereto with respect to any such completed Facility, and such drawings or plans and specifications, as applicable, are true, correct and complete. To the extent that this payment request is for a Discrete Component, the Developer has in his construction office a marked set of drawings or similar plans and specifications for the Discrete Components to be acquired as listed in Attachment 1 hereto, which drawings or plans and specifications, as, applicable, are current and show all changes or modifications which have been made to date.

3. All costs of the Facilities or Discrete Components thereof for which payment is requested hereby are Actual Costs (as defined in the Acquisition Agreement referenced above) and have not been inflated or misrepresented in any respect. The items for which payment is requested have not been the subject of any prior payment request submitted to the City.

4. Supporting documentation (such as third party invoices) is attach ed with respect to each cost for which payment is requested.

5. There has been full compliance with applicable laws relating to prevailing wages for the work to construct the Facilities or Discrete Components thereof for which payment is requested.

6. The Facilities or Discrete Components thereof for which payment is requested were constructed in accordance with all applicable City or other governmental standards, and in accordance with the as-built drawings or plans and specifications, as applicable, referenced in paragraph 2 above.

7. The Developer is in compliance with the terms and provisions of the Acquisition Agreement, including the award of contracts under which the construction for which this payment is requested.

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8. The Purchase Price for each Facility or Discrete Component (a detailed calculation of which is shown in Attachment 2 hereto for each such Facility or Discrete Component), has been calculated in conformance with the terms of Section 5.6 of the Acquisition Agreement.

9. Neither the Developer nor any Affiliate (as defined in the Acquisition Agreement) is in default in the payment of ad valorem real property taxes or assessments or special assessments levied in the District (as defined in the Acquisition Agreement), except as follows:
_________________________________________.

I hereby declare under penalty of perjury that the above representations and warranties are true and correct.

Dated: OWNER:

TRI POINTE HOMES HOLDINGS, INC.,
a Delaware corporation

By:

Name:

Title:

Dated: CITY:

Payment Request Approved for Submission to
Finance Director
By:

Director of Public Works

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D-3

ACQUISITION AGREEMENT
ATTACHMENT 1

EXHIBIT D
[List here all Facilities or Discrete Components thereafter which payment is requested, and attach support documentation.]

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D-4

ACQUISITION AGREEMENT
ATTACHMENT 2

EXHIBIT D

CALCULATION OF PURCHASE PRICE
[Use a separate sheet for each Facility or Discrete Component for which payment is being requested]

1. Description (by reference to Exhibit B to the Acquisition Agreement) of the Facility or Discrete Component $

2. Actual Cost (list here total of supporting invoices and/or other documentation supporting determination of Actual Cost): $

3. Subtractions from Purchase Price: $
A. Holdback for Lien releases (see Section 5.6(C) of the Acquisition Agreement) $
B. Retention (see Section 5.6(D) of the Acquisition Agreement) $

4. Total disbursement requested (Amount listed in 2, less amounts, if any, listed in 3) $
Payment shall be directed to following payee(s):

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EXHIBIT D-1-1

ACQUISITION AGREEMENT
EXHIBIT D-1
FORM OF PAYMENT REQUEST (DIFs)

1. The undersigned (the “Developer”) hereby requests reimbursement from the City in the amount of $_____ (“Requested Amount”), which amount is on deposit in the Improvement Fund, or any applicable account of subaccount thereo f, established by CFD No. 2023-1 for the DIFs (as defined in the Acquisition Agreement, dated as of June 6, 2023 relating to CFD No. 2023-1) specified below:

Fee Category Date Paid Amount Requested
No. and Description
of Lots/DUs for
which Fees
Requested

2. The Requested Amount has been paid to City and has not formed the basis of any prior request or disbursement.

3. The Developer is in compliance with the terms and provisions of the Acquisition Agreement.

4. Neither the Developer not any Affiliate (as defined in the Acquisition Agreement) is in default in the payment of ad valorem real property taxes or assessments of special assessments or taxes levied in the District (as defined in the Acquisition Agreement).

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EXHIBIT D-1-2
4886-2854-8949/022141-0048
I hereby declare under penalty of perjury that the above representations and warranties are true and correct.

Dated: ___________________
OWNER:

TRI POINTE HOMES HOLDINGS, INC.,
a Delaware corporation

By:

Name:

Title:

CITY:

Payment Request Approved for Submission to Finance
Director
Dated: __________________ By:

Director of Public Works

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EXHIBIT E-1

ACQUISITION AGREEMENT

EXHIBIT E

BIDDING AND CONTRACT REQUIREMENTS FOR

PUBLIC IMPROVEMENTS
The following rules and procedures (“Policies”) have been adopted by the City Council in accordance with Section 3.40.130(B)(1) and Section 3.45.130(B)(1) of the Chino Municipal Code. All developers constructing public improvements in the City, and seeking reimbursement and/or c redits therefor, shall comply with these Policies. The City Engineer is authorized to resolve any issues regarding the interpretation and implementation of these Policies.

POLICIES
When contracting for the construction of public improvements that will rec eive reimbursements or credits from the City, the developer is standing in place of the City and effectively spending the City’s money. Therefore, the developer shall comply with all laws governing the expenditures of public funds on public works projects, whether or not explicitly stated in these Policies, including, but not limited to:
▪ Division 2, Part 3, Chapter 1, Article 4 of the California Government Code (commencing with Section 20160), regarding the bidding and award of public works contracts; ▪ Division 2, Part 7, Chapter 1 of the California Labor Code (commencing with Section 1720), regarding labor and prevailing wage laws for public works projects; and ▪ Division 4, Part 6, Title 3 of the California Civil Code (commencing with Section 9000), regarding notices of completion, stop payment notices, and labor bonds for public works projects.

In the event of any conflict between these Policies and state laws applicable to the City, developers shall comply with state law applicable to the City.

BIDDING PHASE
A. Bidding Documents . Unless otherwise noted, the bidding documents shall conform to the following minimum requirements and shall be submitted to City for its prior written approval before release for bid. City shall review and approve, conditionally approve, or disapprove the bidding documents within fifteen (15) days after receipt.

1. The first publication or posting of the Notice Inviting Bids shall be at least 10 days before the date of opening the bids . Notice shall be published at le ast twice, not less than five days apart, in a newspaper of general circulation, printed and published in the city (at minimum).

2. Unless impractical due to the nature of the public improvements, the bid proposal shall be unit-priced rather than lump sum or time and materials.

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3. Bidders shall be required to submit a bid bond with their bid in the amount of at least 10% of the amount of the bid.

4. The bidding documents shall require the successful bidder to provide evidence of comprehensive general liability insurance in the amount of at least $2,000,000 prior to the award of the contract, which names the City of Chino as an additional insured.

5. The bidding documents shall provide for monthly progress payments to the contractor (with respect to the public improvements).

6. The contractor shall be required to pay prevailing wages, and comply with all state labor and wage laws applicable to cities, as listed above.

7. The bidding documents must clearly state the time, date, and p lace where bids are to be submitted and opened.

8. The bidding documents shall clearly state the amount of time to complete the work.

The time allowed must be reasonable for the amount of work. Accelerated construction time allowances must be supplemental ly bid, and are not eligible for reimbursement unless previously approved by the City Engineer.

9. The bid documents must require the contractor to provide 100% faithful performance, 100% labor/materials, and 10% warranty bonds. The warranty bond must gua rantee the work and materials for 1 year following the completion of the work.

10. Conditioned bids, unless the bid proposal lists them for all to bid on, shall not be accepted.

B. Prequalification. Developer may pre-qualify bidders in accordance with Public Contract Code Section 20101, by requiring all persons interested in bidding on any portion of the public improvements to submit current financial statements and a pre-qualification questionnaire in a form approved by City, and by scoring each submission based on reasonable, objective criteria reasonably acceptable to City. Developer must implement an appeals procedure for responding to disputes in compliance with Public Contract Code Section 20101(d). If developer elects to pre-qualify bidders, only those bidders who have submitted complete pre-qualification packets and obtained the minimum required score based on the objective rating system adopted by developer (and approved by City) shall be permitted to bid on any portion of the construction work for the public improvements.

C. Addenda. Addenda shall be mailed by first class mail (or submitted by confirmed electronic transmission) to all bidding document holders and the City’s Management Analyst at the same time. The last addendum shall be issued no later than three (3) business days prior to the date of opening bids.

D. Receipt and Opening of Bids.

1. Submitted bids shall be in sealed envelopes.

2. Bids shall not be accepted after the stated time for submission.

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3. Bid opening shall be conducted by developer at developer’s place of business or other site acceptable to developer.

4. Sealed bids shall be opened and read aloud immediately following the submission time.

The project engineer shall be invited to attend the bid opening.

E. Contract Review and Award.

1. All bids received shall be provided to the City’s Management Analyst. The City Engineer may, in his or her reasonable discretion, reject any and all bids that he or she determines to be nonresponsive.

2. The arithmetic of the lowest bid proposals receive d shall immediately be checked for errors.

3. Contracts shall be awarded to the lowest responsive and responsible bidder as defined by state law.

4. Award shall be made within 5 business days after the bid opening, unless more time is needed to determine if the lowest bidder is responsive and responsible.

PRECONSTRUCTION AND NOTICE TO PROCEED
A. Preconstruction Meeting. A preconstruction meeting shall be held with the contractor prior to beginning the work. The City’s project engineer shall be invited to attend the meeting.

B. Notice of Proceed. The Notice to Proceed shall be issued within a reasonable period of time following the contract execution.

CONSTRUCTION PHASE
A. Schedule and Status Meetings.

1. The City’s Management Analyst and City Engineer shall be provided a copy of the construction schedule.

2. Developer shall require the contractor to conduct weekly construction status meetings to which the City’s project engineer shall be invited.

B. Extra Costs.

1. Developer may approve change orders up to a combined total of 10% of the original cost of construction without prior City approval. Any change orders resulting in combined change to the original contract amount of more than 10% must be approved by the City Engineer.

2. Additional costs incurred solely for the benefit of developer, such as accelerating the construction schedule, regardless of the amount of such costs, shall not be eligible for reimbursement unless previously approved by the City Engineer. Any additional

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construction costs incurred due solely to unexcused delays caused by developer shall not be eligible for reimbursement.

C. Records. All contracts and construction related records shall be submitted to the Management Analyst throughput the duration of the project for the final determination of eligible costs for reimbursement.

D. Payment, Stop Payment Notices, Notice of Completion.

1. Developer shall make prompt payment to all contractors and subcontractors.

2. Developer must compl y with all applicable laws applicable to cities regarding stop payment notices, as listed above.

3. Developer must file a Notice of Completion within 15 days of City’s approval of the public improvements (determining substantial completion), and shall submit a copy of the Notice of Completion to the Management Analyst.

E. Inspection and Acceptance by City.

1. All public improvements constructed by developer are subject to inspection by or on behalf of the City Engineer. Construction shall be scheduled to a llow for periodic inspection by the Director of Development Services or his/her designee. The developer’s contractor will be required to provide adequate quality assurance and quality control measures to ensure all public improvements are constructed in accordance with the Standard Specifications for Public Works Construction or Caltrans Standard Specifications, as appropriate for the work to be constructed.

2. City may require any work to be redone or fixed, at no additional cost to City, if the City Engi neer determines, in his or reasonable discretion, that the work does not conform to the plans and specifications approved by the City and/or the requirements of state and federal law.

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Revenue: Expenditure:

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

PUBLIC WORKS DEPARTMENT

COUNCIL MEETING DATE: APRIL 18, 2023

TO: LINDA REICH, CITY MANAGER

FROM: AMER JAKHER, PUBLIC WORKS DIRECTOR

SUBJECT: RESCISSION OF DROUGHT RESPONSE ACTION RESOLUTION.

RECOMMENDATION
Adopt Resolution No. 2023 -025, rescinding the significant water supply shortage declaration and corresponding implementation of Level 1 and 2 measures described in the City's Water Shortage Contingency Plan.

FISCAL IMPACT
No negative impact. Recission of water use restrictions designed to reduce potable water demand by as much as 10% - 20% may result in an increase in water use and the corresponding increase in water sale revenue previously estimated to be approximately $2.5M to $6M.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES:

The recommendation detailed above further the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:
• Responsible Long-Range Planning
• Public Service Excellence through Internal and External Partnerships

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SUBJECT: RESCISSION OF DROUGHT RESPONSE ACTION RESOLUTION PAGE 2

BACKGROUND
Recognizing the need for responsible use of water in an arid region such as the Inland Empire, in May 200 9 the Chino City Council adopted Ordinance No. 2009 -04 (Water Conservation), implementing permanent water use restrictions, and in June 2015 adopted Ordinance No. 2015- 004 (Additional Conservation Measures) supplementing the permanent water use restriction s during times of declared water shortage/emergency.

In 2020 the City prepared an update to its Urban Water Management Plan, including an update to its Water Shortage Contingency Plan (WSCP) describing six (6) potential water supply scenarios and correspon ding demand management measures designed to enable the City to cope with reduced water supply conditions.

In 2022, to address prevailing drought conditions that existed at the time, California Governor Newsom issued Executive Order N -77-22 directing the St ate Water Resources Control Board (SWRCB) to adopt emergency regulations specifying that urban water suppliers were required to implement water use restrictions designed to address up to a 20 percent (i.e. Level 2) water supply shortage. While many of the Level 2 restrictions were already in -place due to the City’s implementation of Ordinances Nos. 2009 -04 and 2015 -004, to comply with the SWRCB emergency regulations, the Chino City Council declared, by Resolution No. 2022 -037, a water supply shortage and d irected the implementation of Level 1 and 2 water use restriction measures as described in the City’s WSCP.

ISSUES/ANALYSIS
After three historically dry years, a series of atmospheric rivers have occurred in California, resulting in significant replenishme nt of the State Water Project (SWP) system water supply, and the State has lifted the requirement for urban water suppliers to implement Level 2 Water Shortage Contingency Plans, while maintaining certain provisions under the State’s ongoing Drought emergency Proclamation.

Therefore, staff recommends the City Council adopt Resolution No. 2023-025, rescinding Resolution No. 2022-037, ending the Council’s declaration of water supply shortage conditions and implementation of the additional Level 2 water use re strictions described by the City’s WSCP.

Attachment: Resolution 2023-025

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RESOLUTION NO. 2023-025

A RESOLUTION OF THE CHINO CITY COUNCIL RESCINDING
RESOLUTION NO. 2022 -037 DECLARING A LEVEL 1 AND
LEVEL 2 WATER SUPPLY SHORTAGE CONDITION

PURSUANT TO THE CITY OF CHINO WATER SHORTAGE

CONTINGENCY PLAN

WHEREAS, on March 28, 2022, California Governor Newsom issued Executive Order N -7-22 directing the State Water Resources Control Board to consider the adoption of drought emergency water conservation regulations designed to prepare for and mitigate the effects of drought conditions affecting the State, and specifically to require all urban water s uppliers to activate their respective Water Shortage Contingency Plans and implement measures corresponding to at least a 20 percent water supply shortage; and

WHEREAS, on May 24, 2022, the State Water Resources Control Board adopted emergency regulations describing Urban Drought Response Actions; and

WHEREAS, on June 7, 2022, the Chino City Council, in conformance with State Water Resources Control Board emergency regulations, by Resolution No. 2022-037 declared a Level 1 and Level 2 water sup ply shortage, and implemented the State Water Resources Control Board adopted emergency regulations; and

WHEREAS, drought conditions of the severity that led the State to require implementation of Water Shortage Contingency Plan Level 2 measures no longer exist; and

WHEREAS, the State has lifted its requirement for water agencies to implement their Water Shortage Contingency Plans at Level 2, while maintaining certain provisions under its ongoing Drought Emergency Proclamation; and

WHEREAS, the Chino Cit y Council desires to adopt this Resolution of the Chino City Council, rescinding Resolution No. 2022-037 and ending the significant water supply shortage declaration.

NOW THEREFORE BE IT RESOLVED BY THE CHINO CITY COUNCIL as follows:

1. All of the foregoing recitals are true and correct and the City Council so finds and determines.

2. Resolution No. 2022-037 of the Chino City Council is hereby rescinded.

APPROVED AND ADOPTED THIS 18th DAY OF APRIL 2023.

EUNICE ULLOA, MAYOR

ATTEST:

NATALIE GONZAGA, CITY CLERK

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RESOLUTION NO. 2023-025

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Chino City CouncilApril 18, 2023

Chino City Council
April 18, 2023