Chino City Council
June 6, 2023

Those persons wishing to speak on any item included on the agenda, or on any matter within the subject matter jurisdiction of the City Council, are invited fill out and submit t o the City Clerk a “Request to Speak” form (name and address optional) which is available at the entrance to the City Council Chambers .

Additionally, members of the public may submit electronic inquiries or comments by submitting emails to [email protected]
If you require a reasonable accommodation to participate in this meeting per your rights under the Americans with Disabilities Act or for any other reason, please contact the City Clerk’s Office ( 909) 334 -3306, at least 48 hours prior to the advertised starting time of the meeting.

Any documents produced by the City and distributed to a majority of the City Council regarding any item on this agenda will be made available in the City Clerk’s Office during normal business hours at City Hall located at 13220 Central Avenue, Chi no. In addition, such documents will be posted on the City’s website at www.cityofchino.org.

CHINO CITY COUNCIL

SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY
REGULAR MEETING – CITY HALL COUNCIL CHAMBERS
13220 CENTRAL AVENUE
CHINO, CA 91710
TUESDAY JUNE 6, 2023
CLOSED SESSION – 5:00 PM
OPEN SESSION – 6:00 PM
AGENDA

ROLL CALL
Mayor Eunice M. Ulloa, Mayor Pro Tem Karen C. Comstock , Council Member Curtis Burton, Council Member Christopher Flores, Council Member Marc Lucio.

CLOSED SESSION PUBLIC COMMENTS
This is the time and place for the general public to address the C ity Council about the closed session items. Ordinance No. 97 -08 (Chino Municipal Code Section 2.04.090) limits speakers to no more than five (5) minutes in which to address the Council, except as provided under Government Code 54954.3(b)(2).

CLOSED SESSION

1. CONFERENCE WITH LABOR NEGOTIATOR(S).

Pursuant to Government Code Section 54957.6:

Agency Negotiator: Gerian n Kingslan, Director of Human Resources/Ri sk Management.

Employee Organizations: Chino Cit y Hall Confidential Employe e Association, Chino Police Professional Employe es Association, San Bernardino Publi c Employe es Association (SBPEA)/Teamsters Local Union N o. 1932-Professioinal, Technical an d Clerical, American Federation of State, County and Municipal Employees (AFSCME District Council 36-L ocal 3183), Chino Police Officers Association, Chino Police Management Association, Unrepresented Management, Unrepresented Sworn Management, Executive Management, Elected Officials.

FLAG SALUTE

CHINO CITY COUNCIL
JUNE 6, 2023 2

CEREMONIALS
Presentations
Chino Youth Boxing Foundation - Presentation to the City Council Business of the Month June 2023 - Pro Towing

REPORT OUT OF CLOSED SESSION

AGENDA ADDITIONS/REVISIONS

PUBLIC ANNOUNCEMENTS
This is the time and place for the Mayor to inform the public of all upcoming events and past occurrences of communitywide interest and concern.

PUBLIC COMMENTS
This is the time and place for the general public to address the City Council about subjects that do not appear elsewhere o n the agenda. Due to Council policy and Brown Act requirements, action will not be taken on any issues not on the Agenda. Ordinance No. 97 - 08 (Chino Municipal Code Section 2 .04.090) limits speakers to no more than five (5) minutes in which to address Council, except as provided under Government Code 54954.3(b)(2).

CONSENT CALENDAR
At this time, members of the public may present testimony as to why an item should be removed from the Consent Calendar for separate discussion. Unless a member of the public or City Council requests that an item be removed from the Consent Calendar, all items will be acted upon as a whole and by one vote. Items placed on the Consent Calendar repres ent routine expenditures and/or actions that support ongoing City operations.

1. Warrants. Approve expenses as audited and within budget for warrants 765473 to 765690, and Electronic Fund Transfers 517312E to 517400E, totaling $6,428,904.71.

2. Minutes. February 21, 2023 Regular Meeting (All Members Present).

3. Elected City Officials’ R eport Regarding Travel, Training, and Meetings . Receive and file the Elected City Officials' Report reflecting City Council business related expenses incurred by the City and forecast of future events and trainings.

4. City Council Meeting Date Changes a nd Cancellations for month of July and August 2023 . 1) Authorize staff to cancel the July 4th, August 1st, and August 15th Regular City Council meetings and 2) schedule a City Council special called City Council meeting on Wednesday, July 5th at 6 p.m. to ensure the continuation of City business.

5. Ordinance No. 2023-012 - Community Services Commission Terms (Second Reading) . Adopt Ordinance No. 2023-012, an Ordinance of the City of Chino, California to amend Chapter 2.38 (Community Services Commission) (Second Reading).

ORDINANCE 2023-012

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHINO, CALIFORNIA, AMENDING CHAPTER 2.38 (CHINO COMMUNITY SERVICES COMMISSION) OF THE CHINO

MUNICIPAL CODE

CHINO CITY COUNCIL
JUNE 6, 2023 3

6. Amendment to the City's Classification and Salary Schedule . Adopt Resolution No. 2023 -034 amending the City's Classification and Salary Schedule to increase the salary range for the Homeless Outreach Coordinator, Assistant Homel ess Outreach Coordinator, and Special Projects Administrator.

7. Notice of Completion - Central Plant Cooling Tower Replacement Project (IB238) . Accept the Central Plant Cooling Tower Replacement project (IB238) completed by C.E. Mechanical, Inc., Chino, CA as complete.

8. Award of Contract - Auditing Services. Award a contract to Badawi & Associates, Berkeley, CA for auditing services in the amount of $57,480, with two additional one -year options, and authorize the City Manager to execute all necessary documents on behalf of the City.

M _____ S _____ RC _____

PUBLIC HEARING
Prior to the vote of the City Council, any member of the audience will have the opportunity to address Council on any items listed under Public Hearings. Council requests, but it is not required, that you state your name and address prior to making any remarks.

9. Solid Waste, Recycling and Inland Empire Utilities Agency (IEUA) Sewer Rate Structure .

Conduct a public hearing, tabulate written protests, to set the rates for solid waste, recycling and Inland Empire Utilities Agency (IEUA) sewer services.

Staff Report by: Joslyn Blakely, Project Coordinator.

RECOMMENDATION: 1) Conduct a public hearing; 2) tabulate the written protests; 3) adopt Resolution No. 2023 -027, declaring th e results of a noticed protest proceeding and approving certain actions for rates, fe es, and charges for solid waste, recycling and IEUA sewer services; and 4) adopt Resolution No. 2023 -028 setting the rates for solid waste, recycling and IEUA sewer services.

M _____ S _____ RC _____

10. Conduct Tax Equity and Fiscal Responsibility Act (TEFRA) Hearing. Conduct a Tax Equity and Fiscal Responsibility Act (TEFRA) Hearing, adopt resolutions approving the form of associate membership agreement and the issu ance of revenue obligations for the benefit of Heights Christian Schools.

Staff Report by: Nadyne Lowry, Deputy Director of Finance.

RECOMMENDATION: 1) Conduct a public hearing as required by Section 147(f) of the Internal Revenue Code of 1986 to receive c omments relating to the issuance by the California Enterprise Development Authority ( the “Authority”) of not to exceed $36,100,000 of the Authority’s Revenue Obligations (the “Obligations”) for the benefit of Heights Christian Schools, a California nonprof it religious corporation (the “Borrower”); 2) Adopt Resolution No. 2023 -032 approving an Associate Membership Agreement between the City of Chino and the Authority; 3) Adopt Resolution No. 2023 -033 approving the issuance of the Obligations by the Authority to finance and refinance the Facilities for the benefit of the Borrower.

M _____ S _____ RC _____

11. Formation of Community Facilities District 2023 -1. Conduct a Public Hearing regarding the formation of Community Facilities District No. 2023-1 in The Preserve.

Staff Report by: Nadyne Lowry, Deputy Director of Finance.

CHINO CITY COUNCIL
JUNE 6, 2023 4

RECOMMENDATION: 1) Conduct a Public Hearing regarding the formation of Community Facilities District No. 20 23-1; 2) accept tax consultant’s report; 3) adopt Resolution No. 2023- 029, establishing CFD No. 2023-1, authorizing the levy of special taxes, and calling an ele ction; 4) adopt Resolution No. 2023-030, determining the necessity to incur bonded indebtedness; 5) conduct a special election with the property owners; 6) adopt Resolutio n No. 2023-031, declaring results of the special election and directing recording of the special tax lien; 7) approve the introd uction of Ordinance No. 2023-013, levying a special tax, to be read by number and title only, and waive further reading of the Ordinance; and 8) authorize the City Manager to execute all necessary documents on behalf of the City.

ORDINANCE NO. 2023-013

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHINO, ACTING IN ITS CAPACITY AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 2023 -1 (SAGE

CEDAR) OF THE CITY OF CHINO AUTHORIZI NG THE LEVY OF SPECIAL TAXES WITHIN

THE DISTRICT
M _____ S _____ RC _____

12. Introduction of Ordinance No. 2023 -011 - Amended and Restated Preserve Development Agreement. Introduction of Ordinan ce No. 2023 -011, approving the Amended and Restated Preserve Development Agreement by and between the City of Chino and the Chino Preserve Development Corporation, etc. and approving the Certificate of Development Agreement Compliance
Staff Report by: Fred Galante, City Attorney.

RECOMMENDATION: 1) Conduct a public hearing; 2) approve intr oduction of Ordinance No. 2023-011, approving the Amended and Restated Preserve Development Agreement by and between the City of Chino and the Chino Preserve Development Corporation, etc., to be read by number and title only, and waive further reading of the Ordinance; and 3) approve the Certificate of Development Agreement Compliance.

ORDINANCE NO. 2023-011

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

APPROVING THE AMENDED AND RESTATED PRESER VE DEVELOPMENT AGREEMENT

BY AND BETWEEN THE CITY OF CHI NO AND THE CHINO PRESERVE DEVELOPMENT CORPORATION, ETC. RELATED TO THE DEVELOPMENT OF APPROXIMATELY 1,157

ACRES OF REAL PROPERTY IN THE PRESERVE WITHIN THE CIT Y OF CHINO (CONTRACT NO. 2004-073)
M _____ S _____ RC _____

NEW BUSINESS

13. Final Acceptance of Public Improvements, Paym ent Reconciliation & Release Agreement, & Development Impact Fee Reimbursement – Site Approval PL16 -0719 (Scannell Properties #404, LLC) . Accept the public improvements for Site Approval PL16 -0719 as complete and approve a Payment Reconciliation and Release Agreement with Scannell Properties #404, LLC for Equipment Tax for Equipment Tax in the amount of $1,000,000 and County Dedi cations eligible for Development Impact Fe e Reimbursements, as well as all other eligible DIF reimbursements pursuant to Construction Credit and Reimbursement Agreement No. 2020-223.

Staff Report by: Fred Galante, City Attorney.

CHINO CITY COUNCIL
JUNE 6, 2023 5

RECOMMENDATION: 1) Appropriate from the unappropriated reserves of th e following: Storm Drain Enterprise Fund in the amount of $3,200,000; Water Enterpr ise Fund in the amount of $485,406, and the Transportation Fund in the amount of $462,300; 2) schedule corresponding year-end tran sfers from the following Development Impac t Fee Funds: The Preserve Storm Drainage Collection System Facilities in the amount of $3,200,000 The Preserve Water Source, Storage and Distribution in the amount of $485,406, and Citywide Circulation (Streets, Si gnals and Bridges) System in the amount of $462,300; 3) accept the public improvements for Site Approval PL16-0719 as complete; 4) authorize release of the performance bond and initiate the warranty bond; 5) approve a Payment Reconciliation and Release Agr eement with Scannell Properties #404, LLC ("Scannell"), a Delaware limited liability company for Scannell's Equipment Tax Comm itment in the amount of $1,000,000 and County Dedications eligible for Development Impact Fee Reimbursements, as well as all other eligible DIF reimbursements pursuant to C onstruction Credit and Reimbursement Agreement No. 2020 -223 ("Agreement"); 6) approve an immediate reimbursement in the amount of $4,147,706 to Scannell per the terms of the Agreement, thus, fulfilling the City’s o bligation to Scannell; and 7) authorize th e City Manager to execute all necessary documents on behalf of the City.

M _____ S _____ RC _____

14. Adopt Resolution No. 2023 -026: Amend Parking Restrictions for Street Sweeping . Adopt Resolution No. 2023-026, modifying parking restrictions for street sweeping purposes.

Staff Report by: Dennis Ralls, City Traffic Engineer.

RECOMMENDATION: Adopt Resolution No. 2023-026, modifying parking restrictions for street sweeping purposes.

M _____ S _____ RC _____

15. Award of Construction Contract: CDBG Alley Project (G6220). Award a construction contract to Wheeler Paving, Inc., River side, CA, in the amount of $396,135 for Project No. G6220 CDBG Alley Project East-West North of Chino Avenue between 9th Street and 13th Street Staff Report by: Michele Hindersinn, Principal Engineer.

RECOMMENDATION: 1) Appropriate $205,000 from the unappr opriated reserves of the Sanitation Fund (550) with a corresponding increase to Project No. G6220, for a revised project budget of $579,824.54; 2) award a construction cont ract in the amount of $396,135 to Wheeler Paving, Inc., Riverside, CA, for CDBG Alle y Project East-West North of Chino Avenue between 9th Street and 13th Street Project (G6220); 3) authorize expenditures of up to $ 39,614 for construction management, $19,80 7 for inspection costs, and $59,421 for construction contingency; and 4) authorize t he City Manager to execute the necessary documents on behalf of the City.

M _____ S _____ RC _____

16. Notice of Completion - SD200 Benson Avenue Storm Drain Project . Accept the SD200 - Benson Ave Storm Drain Project as complete and authorize the Dir ector of Public Works to file the Notice of Completion.

Staff Report by: Michele Hindersinn, Principal Engineer.

RECOMMENDATION: 1) Accept the Benson Avenue Storm Drain Pro ject (SD200), C.P.

Construction Inc., Santa Fe Springs, CA contract No. 2022 -063 as complete; 2) release the retention funds following the 35-day lien period; and 3) authorize the Director of Public Works to file the Notice of Completion.

CHINO CITY COUNCIL
JUNE 6, 2023 6

M _____ S _____ RC _____

17. Appropriation of Funds: ST203 - Pine Avenue Improvements . Approve an appropriation of $650,000 from the Transportation Fund (320) with a backfill from the unappropriated reserves of the Bridges, S ignals, and Thoroughfare Preserve Developm ent Impact Fee Fund (260) and increase the project budget for the Pine Avenue Improvements Project ST203.

Staff Report by: Michele Hindersinn, Principal Engineer.

RECOMMENDATION: 1) Appropriate $650,000 from the Tr ansportation Fund (320) with a backfill from the unappropriated reserves of the Bridges, Signals, and Thoroughfare Preserve Development Impact Fee Fund (260); 2) increase the project budget for the Pine Avenue Improvements Project ST203 by $650,000 for a n ew revised project budget of $4,568,113; a nd 3) authorize the City Manager to execute the necessary documents on behalf of the City.

M _____ S _____ RC _____

MAYOR AND COUNCIL REPORTS
This is the time and place for the Mayor and Council Members to rep ort on prescheduled Council Committee Assi gnment Meetings that were held since the last Regular Council Meeting, and any other items of interest. Upon request by an individual Council Member, the City Council may choose to take action on any of the subject matters listed below.

Mayor Ulloa

18. Receive and File a Legislative Update and Consider New Legislative Position Letters .

Review of Tracked Legislation and Updates.

Staff Report by: Jack Morgan, Assistant to the City Manager.

RECOMMENDATION: Receive a report on tracked legislation and discuss official City positions as recommended by the Legislative Policy Committee on new pie ces of legislation consequential to the City of Chino.

Mayor Pro Tem Comstock
Council Member Burton
Council Member Flores
Council Member Lucio
City Manager's Report
City Attorney's Report
Police Chief's Report
Fire Chief's Report

ADJOURN
The next Regular Meeting of the City Council will be held on Tuesday, June 20, 2023 at 6:00 p.m. (Closed Session no sooner than 4:00 p.m. if necessary) in these Council Chambers.

CHINO CITY COUNCIL
JUNE 6, 2023 7

I, Natalie Gonzaga, City Clerk of the City of Chino, hereby dec lare that on Thursday, June 1, 2023, this agenda was posted on the south window of Chino City Hall and this agenda together with all of the agenda reports and related documents were posted on the City’ s website at www.cityofchino.org by myself or under my direction.

_______________________________________
Natalie Gonzaga, City Clerk.

Revenue: Expenditure:

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

FINANCE DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: ROB BURNS, DIRECTOR OF FINANCE

SUBJECT: WARRANTS.

RECOMMENDATION
Approve expenses as audited and within budget for warrants 765473 to 765690, and Electronic Fund Transfers 517312E to 517400E, totaling $6,428,904.71.

FISCAL IMPACT
Sufficient funds have been included in the Fiscal Year 22-23 Operating Budget.

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

11.1 CONSENT CALENDAR
Packet Pg. 8
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: WARRANTS
PAGE 2

BACKGROUND
As prescribed by Government Code Sections 37202 and 37208, the following demand registers are herewith submitted for Council ratification:

NO. WARRANTS DATE FY AMOUNT

1. 765473 – 765589 5/4/23 22-23 $1,033,702.09

2. 765590 – 765690 5/11/23 22-23 $1,420,239.73

3. 517312E – 517350E 5/5/23 22-23 $1,053,634.53

4. 517351E – 517400E 5/12/23 22-23 $2,921,328.36

E: Electronic Fund Transfers

TOTAL $6,428,904.71

ISSUES/ANALYSIS

See attached exhibit for detailed information on warrants exceeding $50,000.

RB:hm

Attachment: Exhibit 1

11.1 CONSENT CALENDAR
Packet Pg. 9
Council Meeting 6/6/23

CITY OF CHINO
A/P Warrant Register Over $50,000

Check
Number
Check Date Vendor Name Description Amount

765502 05/04/2023 DAVE BANG ASSOCIATES, INC. PARK BENCHES/TABLES/TRASH $139,880.42 765506 DYETT & BHATIA, URBAN & REGIONAL

PLANNERS
GENERAL PLAN UPDATE $52,501.18
765525 IDC CONSULTING ENGINEERS, INC. PINE AVE./SR71 ON-CALL SERVICES $201,248.35 765564 SO CAL EDISON CO SERVICE PERIOD: 03/30-04/27 $82,938.91 765581 WASTE MANAGEMENT COLLECTION SERVICES $99,448.92 517313 05/05/2023 ACCELA, INC. PROGRAM MAINTENANCE $86,127.15 517319 BONADIMAN WATER, INC. STORM DRAIN REHAB PROJECTS $117,724.00 517325 FISHER SCIENTIFIC CO. LLC CITY CONSIDERATION 01/01/23-03 $587,914.38 517345 TAIT & ASSOCIATES, INC. ALLEY REHAB PROJECTS $50,900.30 765605 05/11/2023 C P CONSTRUCTION CO., INC. BENSON AVENUE STORM DRAIN $328,088.92 765637 HARDY & HARPER INC PAVEMENT REMOVAL SERVICES $256,753.60 765647 LANDSCAPE WEST MANAGEMENT SERVICES,
INC.

LANDSCAPE MAINTENANCE $67,950.00
765650 M K SMITH CHEVROLET ONE (1) 2022 CHEV. 3/4 TON PICKUP $80,631.44 765654 MONTE VISTA WATER DISTRICT CHINO RANCHO PARK WATER $54,660.00 765674 SO CAL EDISON CO SERVICE PERIOD: 03/31-04/30 $108,578.32 517357 05/12/2023 CHINO BASIN DESALTER AUTHORITY WATER PURCHASES $1,376,854.55 517358 CHINO VALLEY INDEPENDENT FIRE DISTRICT FIRE PROTECTION SERVICES-JUNE $1,142,262.00 517395 WATER FACILITIES AUTHORITY IMPORTED WATER $250,802.82

18 TOTAL $5,085,265.26

11.1.a
Warrants
Packet Pg. 10

CHINO CITY COUNCIL

SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY
REGULAR MEETING – CITY HALL COUNCIL CHAMBERS
13220 CENTRAL AVENUE
CHINO, CA 91710

TUESDAY FEBRUARY 21, 2023

CLOSED SESSION – 6:00 PM
OPEN SESSION – 7:00 PM

MINUTES

CALL TO ORDER
The February 21, 2023, Regular Meeting of the Chino City Council / Successor Agency to the Redevelopment Agency was called to order at 6:00 p.m. by Mayor Eunice M. Ulloa in the Council Chambers.

ROLL CALL
PRESENT: Mayor Eunice M. Ulloa, Mayor Pro Tem Karen C. Comstock, Council Member Curtis Burton, Council Member Christopher Flores, Council Member Marc Lucio.

ABSENT: None

CLOSED SESSION PUBLIC COMMENTS
There were no requests to speak.

CLOSED SESSION
City Attorney Fred Galante read into the record the items listed on the Closed Session agenda.

1. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION Initiation of litigation pursuant to Paragraph (4) of Subdivision (d) of Government Code Section 54956.9.

Number of Cases: One Case.

The City Council recessed to Closed Session at 6:01 p.m.

The City Council concluded Closed Session at 6:18 p.m. and reconvened the regular meeting at 7:00 p.m.

FLAG SALUTE
Mayor Pro Tem Comstock led the assembly in reciting the Pledge of Allegiance.

CEREMONIALS
Presentations
Mayor Ulloa called up Chino Youth Boxing Club Coach Abraham Ortega, President Mike Garcia and Vice President Ray Morales who introduced the 2022 Chino Youth Boxing Club Award recipients.

11.2 CONSENT CALENDAR
Packet Pg. 11

CHINO CITY COUNCIL
FEBRUARY 21, 2023 MINUTES 2

REPORT OUT OF CLOSED SESSION
City Attorney Fred Galante reported out of closed session as follows:

1. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION Initiation of litigation pursuant to Paragraph (4) of Subdivision (d) of Government Code Section 54956.9.

Number of Cases: One Case.

The City Council received an update, provided direction, and no reportable action was taken.

AGENDA ADDITIONS/REVISIONS
City Manager Linda Reich reported there were no changes to the agenda.

INFORMATION
Mayor Ulloa announced the Economic Development Report for February 2023 is included in the agenda packet for review.

PUBLIC ANNOUNCEMENTS
Mayor Ulloa issued a reminder about the following scheduled community events:
• The DairyAire 5K and Fun Run will take place on Saturday, March 4, at Ayala Park, 14225 Central Av enue, with th e kids Fun Run at 8:00 a.m. and the 5K Run at 8:15 a.m.

Registration is available at runsignup.com. For more information call 909-334-3270. • Chino Days will take place on Saturday, March 18, on the City Hall Lawn from 12:00 p.m. – 9:00 p.m. and Sunday , M arch 1 9 from 11 :00 a.m. – 5:00 p .m. For more information, call 909-334-3258.
• The Healthy Chino’s Community Garden Adult Workshop will take place on Saturday, March 18, at the Chino Community Garden, 5976 Riverside Drive. The workshop entitled “Flowers and Pollinators,” will be held from 8:30 a.m. - 9:30 a.m., in partnership with Green Chino and the County of San Bernardino Master Gardener program. For more information, call 909-334-3478.

PUBLIC COMMENTS
Chaplain Keith Roby, Chino Valley Fire District, provided the invocation.

Julia Cabrera, of the Chino Valley Chamber of Commerce, provided an update on upcoming events and programs.

Daphne Lezo Duran, Representative from Assemblymember Freddie Rodriguez’ Office, read a letter of sup port for law enforcement issued by Assemblymember Rodriguez to the Mayor and City Council and provided information on nominations for Women of the Year.

CONSENT CALENDAR

1. Warrants. Approve expenses as audited and within budget for warrants 763946 to 764 127, and Electronic Fund Transfers 516724E to 516783E, totaling $4,145,619.10.

2. Minutes. January 3, 2023 Regular Meeting (All Members Present).

11.2 CONSENT CALENDAR
Packet Pg. 12

CHINO CITY COUNCIL
FEBRUARY 21, 2023 MINUTES 3

3. Elected City Officials’ Report Regarding Travel, Training, and Meetings . Receive and file the Elected City Officials' Report reflecting C ity Council business related expenses incurred by the City and forecast of future events and trainings.

4. Public Improvemen t Agreement for the Calvary Chapel Chino Hills Project at 4201 Eucalyptus Avenue (M22 -0001). Appro ve a Public Improvement Agreemen t with Calvary Chapel Chino Hills Foundation for th e construction of public improvements loca ted on Eucalyptus A venue. The pr oject is exempt from the California Environmental Quality Act (CEQA) Guidelines pursuant to Section 15332, Infill Development Projects.

5. 2023 CalHome Program Grant Application . Adopt Resolution No. 2023-010 authorizing the City Manager to execute and submit an application to the State of California, Department of Housing and Community Development, f or funding under the 2023 CalHom e Program. (Pulled from Consent Calendar for Separate Action)

6. Vendor Cap Increase - FlockSafety. Approve a vendor cap increase for Flock Safety in the amount of $35,000 for proprietary integrated mapping and camera systems.

7. Approve Agreement - 800 MHz Radio Agreement with San Bernardino County . Renew the County of San Bernardino 800 MHz R adio Agreement for all City Serv ice radios from the Police, Community Services, and Public Works Departments.

8. Purchase Order and Vendor Cap Increase M.K. Smith Chevrolet. Approve a purchase order to M.K. Smith Chevrolet, Chino, CA, in the amount of $3 20,946.64 for the p urchase of nine (9) Chevrolet Colorado vehicles.

9. Adopt Ordinance No. 2023 -002, Amending Chapter 2.24 (Second Reading). Adopt Ordinance No. 2023-002, Amending Chapter 2.24 of the Chino Municipal Code -- Personnel System.

ORDINANCE NO. 2023-002

AN ORDIN ANCE OF THE C ITY COUNCIL OF THE CITY OF CHINO AMENDING CHAPTER 2.24 OF THE CHINO MUNICIPAL CODE-- PERSONNEL SYSTEM.

Moved by Council Member Flores, seconded by Mayor Pro Tem Comstock , and carried on a 5-0 vote to approve Consent Calendar Items 1-4 and 6-9.

AYES: ULLOA, COMSTOCK, BURTON, FLORES, LUCIO.

NOES: NONE.

ABSENT: NONE.

ITEMS PULLED FROM CONSENT

5. 2023 CalHome Program Grant Application. Adopt Resolution No. 2023-010 authorizing the City Manager to execute and submit an application to the State of California, Department of Housing and Community Development, for funding under the 2023 CalHome Program.

Nicholas S. Liguori, AICP, Director of Development Services, provided a report on the item.

Council Member Flores requested the report so Chino homeowners who may qualify are aware of the grant program.

Moved by Council Member Flores, seconded by Council Member Lucio, and carried on a 5 -0 vo te to adopt Resolution No. 2023 -010 authorizing the City Manager to execute and submit an applicati on to the State of California, Department of Housing

11.2 CONSENT CALENDAR
Packet Pg. 13

CHINO CITY COUNCIL
FEBRUARY 21, 2023 MINUTES 4

and Community Development, for funding under the 2023 CalHome Program.

AYES: ULLOA, COMSTOCK, BURTON, FLORES, LUCIO.

NOES: NONE.

ABSENT: NONE.

PUBLIC HEARING

10. Introduction of Ordinance No. 202 3-001 (ZOA PL22 -0101). Introduction of Ordinance No. 2023-001 - Proposed Amendment to Title 20 (Zoning) of the Chino Municipal Code.

Mayor Ulloa opened the public hearing.

Warren Morelion, AICP, City Planner, provided a report on the item.

Hearing no requests to speak, Mayor Ulloa Closed the public hearing.

City Attorney Galante read the title of the ordinance into the record:

ORDINANCE NO. 2023-001

AN ORDINANCE OF THE CITY COUNCIL OF THE CIT Y OF CHINO, CALIFORNIA, AMENDING SELECTED PROVISIONS OF THE ZONING CODE (TITLE 20 OF THE MUNICIPAL CODE) OF THE CITY OF CHINO. PL22 -0101 (ZONE ORDINANCE

AMENDMENT)

Moved by Council Member Lucio, seconded by Council Member Flore s, and carried on a 5 -0 vote to approve the introduction of Ordinance No. 2023 -001, to be read by number and title only, and waive further reading of the Ordinance.

AYES: ULLOA, COMSTOCK, BURTON, FLORES, LUCIO.

NOES: NONE.

ABSENT: NONE.

NEW BUSINESS

11. Final Acceptance of Public Improvement Site Approval PL13 -0629. Accept the public improvements for USA Waste of California, Inc. (Compres sed Natural Gas Fue ling Station Facility) Site Approval PL13 -0629, loca ted at 13821 Redwood Aven ue, as complete and authorize release of the performance bond and initiate the warranty bond.

Jesus Plasencia, Assistant City Engineer , provided a re port on the item. He noted approximately 18 legacy development projects will be presented in the n ear future for City Council approval of final acceptance of improvements that have been delayed to comply with accessibility improvements.

Moved by Council Member Lucio, seconded by Mayor Pro Tem Comstock, and carried on a 5 -0 vote to 1) accept public improvements as complete for Site Ap proval PL13- 0629 - CNG Facility fo r USA Waste of California, Inc.; 2) authorize release of the performance bond and initiate the warranty bond; and 3) authorize the City Manager to execute the necessary documents on behalf of the City.

AYES: ULLOA, COMSTOCK, BURTON, FLORES, LUCIO.

11.2 CONSENT CALENDAR
Packet Pg. 14

CHINO CITY COUNCIL
FEBRUARY 21, 2023 MINUTES 5

NOES: NONE.

ABSENT: NONE.

12. Approve Construction Contract Increase for Sequel Contracto rs, Inc. (TR171 and ST162) .

Increase Cont ract for Sequ el Contractors, I nc. (2022 -062) and approv e Change Order No. 4.

Maria Fraser, CIP Engineering Manager, provided a report on the item.

Council Member Burton inquired about re-routing truck routes . Director of Public Works Amer Jakher provided more information on truck routes. Mayor Pro Tem Comstock expressed supported for this item.

Moved by Council Member Flores, seconded by Council Member Burton, and carried on a 5 -0 vote to 1) approve a contract increase in the amount of $585,953.57 for a revised total c ontract amount not -to-exceed $3,967,521.87 with S equel C ontractors, Inc, Santa Fe Spring, CA (Contract No. 2022-062) for ST162- Street Rehabilitation and TR171 Traffic Signal Modifications Project; and 2) a uthorize the City Manager to execute all necessary documents on behalf of the City.

AYES: ULLOA, COMSTOCK, BURTON, FLORES, LUCIO.

NOES: NONE.

ABSENT: NONE.

13. Introduction of Ordinance No. 2023-004 - Claims Against the City. Approve the introduction of Ordinance No. 2023-004, an Ordinance of the City of Chino Amending Section 3.80.020 of the Chino Municipal Code - Claims Against the City - Delegation of Authority.

Debbie Pacheco, Senior Management Analyst, provided a report on the item.

Council Member Burton inquired regarding the process for settl ing litigation. City Att orney Galante provide information on the process.

City Attorney Galante read the title of the ordinance into the record:

ORDINANCE NO. 2023-004

AN ORD INANCE OF THE CITY COUNCIL OF THE CITY OF CHINO AMENDING SECTION 3.80.020 OF THE CHINO MUNICIPAL CODE -- CLAIMS AGAINST THE CITY

OF CHINO
Moved by Council Member Burton, seconded by Council Member Flores, and carried on a 5-0 vote to approve the introduction of Ordinance No. 2023-004, an Ordinance of the City of Chino Amending Section 3.80.020 of the Chino Municipal Code - Claims Against the City - Delegation of Authority.

AYES: ULLOA, COMSTOCK, BURTON, FLORES, LUCIO.

NOES: NONE.

ABSENT: NONE.

11.2 CONSENT CALENDAR
Packet Pg. 15

CHINO CITY COUNCIL
FEBRUARY 21, 2023 MINUTES 6

14. Introduction of Ordinanc e No. 2023-003 - Towing Servic e Regulations . Approve the Introduction of Ordinance No. 2023 -003, amending Chapter 5. 36 of the Chi no Municipal Code relating to Towing Service Regulations.

Fred Galante, City Attorney, provided a report on the item.

Mayor Ulloa requested the Section 3, Subsection J of the Ordinance be updated to specify “in the City of Chino”.

Council Member Burton inquired regarding the sel ection process rotation and Chief Simmons provide details of the process.

Mayor Pro Tem Comstock inquired about the current providers and Chief Simmons provided the information.

City Attorney Galante read the title of the ordinance into the record:

ORDINANCE NO. 2023-003

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHINO, CALIFORNIA AMENDING CHAPTE R 5.36 (TOWING SERVICE REGULAT IONS) OF THE CHINO

MUNICIPAL CODE
Moved by Council Member Burton, seconded by Council Member Flores, and carried on a 5 -0 vote to approve the introduction of Ordina nce No. 2023 -003, to be read by number and title only and waive further reading of the Ordinance.

AYES: ULLOA, COMSTOCK, BURTON, FLORES, LUCIO.

NOES: NONE.

ABSENT: NONE.

MAYOR AND COUNCIL REPORTS
Mayor Ulloa.

Mayor Ulloa reported on meetings and events attended since the last meeting that included the Mayor’s Prayer Breakfast, Omnitrans Administrative Committee and SBCTA T ransit and Metro Valley Committee meetings, S enior Birthdays, meeting with Chino residents regarding housing issues; City Manager meeting; CONFIRE meeting regarding emergency medical services status; ribbon cutting of new In-N-Out processing and distri bution center; and meeting with the Building Industry Association San Bernardino and Riverside Chapters regarding 2023 housing opportunities and obstacles.

Mayor Pro Tem Comstock.

Mayor Pro Tem Comstock reported on meetings and events attended since the last meeting that included the Chino Valley Fire District Board Meeting, ribbon cutting of new In-N-Out processing and distri bution center, City Manager meeting, and the City Attorney review meeting.

Mayor Pro Tem Comstock also sent sympathies to the Rodrigues family for the loss of their daughter in the tragic accident at Park and Benson and congratulated Deputy Police Chief Kevin Mensen on his recent promotion to Deputy Police Chief.

11.2 CONSENT CALENDAR
Packet Pg. 16

CHINO CITY COUNCIL
FEBRUARY 21, 2023 MINUTES 7

Council Member Burton.

Council Member Burton reported on meetings and events attended since the last meeting that included the Mayor’s Prayer Breakfast, meeting with the City Manager , ribbon cutting of new In-N-Out processing and distri bution center , Chino Basi n Water Conservation District Tour, Chino Valley Unified School District Board Meeting.

Council Member Burton also congratulated Dep uty Police Chief Kev in Me nsen on his recent promotion to Deputy Police Chief and sent condolences to the Rodrigues family for the loss of their daughter in the tragic accident at Park and Benson.

Council Member Flores.

Council Member Flo res reported on meetings and events attended since the last meeting that included the Mayor’s Prayer Breakfast, Troop 205 Scouts Dinner, CIM Citizens Advisory Committee, ribbon cutting of new In-N-Out processing and distribution center, City Attorney review meeting, Chino Basi n Water Conservation District Tour, Senator Susan Rubio swearing in ceremony, and wished everyone a happy belated President’s Day.

Council Member Flores also congratulated the Chino Valley Chamber of Commerce and Zeb Wel born for all their work , congratulated Deputy Police Chief Kev in Me nsen on his recent promotion to Deputy Police Chief and sent condolences to the Rodrigues family for the loss of their daughter in the tragic accident at Park and Benson.

Council Member Lucio.

Council Member Lucio reported on meetings and e vents attended since the last meeting that i ncluded a meeting with the City Manager, meeting with San Ber nardino County Supervisor Curt Hagman, CIM Citizens Advisory Committee, Threshold Aviation regarding facility improvements, CVUSD Board President Sonja Shaw, wrestling Master’s finals, and the Chino Puma’s car show.

Council Member Burton also congratulated Dep uty Police Chief Kev in Me nsen on his recent promotion to Deputy Police Chief and sent condolences to the Rodrigues family for the loss of their daughter in the tragic accident at Park and Benson. He also congratulated his son on placement for wrestling at Masters.

Council Member Lucio inquired about plans to contact the legislature regarding changes in ability to police. Chief Simmons provided more information on the Police Association ’s active involvement in proposed legislation.

City Manager's Report.

City Manager Reich had no report.

City Attorney's Report.

City Attorney Galante reported on h is recent presentation regarding California Voting Rights Ac t and the impact o f district elections on ju risdictions and offered a copy of the presentation at the Council’s request.

Police Chief's Report.

Police Chief Simmons provided a report on the 2022 Crime Statistics of the Chino Police Department. Council Members provided input and asked clarifying questions.

Chief Simmons invited Deputy Police Chief Kevin Mens en up to ack nowledge his recent promotion to Deputy Police Chief. Deputy Police Chief Mensen addressed the Council.

11.2 CONSENT CALENDAR
Packet Pg. 17

CHINO CITY COUNCIL
FEBRUARY 21, 2023 MINUTES 8

Fire Chief's Report.

Deputy Chief Carlo s Skibar reported on the emergency services bid process and notified the community of the availability of sandbags for the upcoming storm. He also congratulated Deputy Police Chief Kevin Mensen on his promotion.

ADJOURN
The meeting adjourned at 8:20 p.m. The next Regular Meeting of the City Council will be held on Tuesday, March 7, 2023 at 7:00 p.m. (Closed Session at 6:00 p .m. if necessary) in th ese Council Chambers.

APPROVED AND ADOPTED THIS 6TH DAY OF JUNE 2023.

EUNICE M. ULLOA, MAYOR
ATTEST:

NATALIE GONZAGA, CITY CLERK

**************************************************
(These minutes are not official until signed.)

11.2 CONSENT CALENDAR
Packet Pg. 18

Revenue: Expenditure: 1002000-43320

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

ADMINISTRATION DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: NATALIE GONZAGA, CITY CLERK

SUBJECT: ELECTED CITY OFFICIALS’ REPORT REGARDING TRAVEL, TRAINING, AND MEETINGS.

RECOMMENDATION
Receive and file the Elected City Officials’ Report reflecting City Council business related expenses incurred by the City.

FISCAL IMPACT
Sufficient funding is available in the adopted Fiscal Year 2022-23 Operating Budget.

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:

• Public Service Excellence through Internal and External Partnerships

11.3 CONSENT CALENDAR
Packet Pg. 19
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: ELECTED CITY OFFICIALS’ REPORT REGARDING TRAVEL, TRAINING, AND

MEETINGS
PAGE 2

BACKGROUND
In accordance with Government Code Sections 53232.2 and 53232.3, implementing Assembly Bill 1234 (AB 1234), on January 1, 2006, the City adopted Resolution No. 2005-093 establishing a Business-Related Expense Policy. On December 6, 2016, the City approved Resolution No. 2016-075 adopting the latest revisions to this policy. In addition to requiring local agencies to adopt a business-related expense policy, AB 1234 requires that Elected Officials provide a brief report on meetings attended at the expense of the local agency at the next regular meeting of the legislative body.

ISSUES/ANALYSIS
In response to AB 1234, a report regarding Elected City Officials’ Travel, Training, and Meetings (Exhibit A) was created and is placed on the City Council Agend a Consent Calendar, as needed. The documents that pertain to the items listed on Exhibit A are available for public inspection at the City Clerk’s office located in City Hall at 13220 Central Avenue, Chino, CA.

Additionally, to provide the public with a n event forecast, Exhibit A also includes a list of future events/trainings that Members of the Council may attend.

Attachment: Exhibit A

11.3 CONSENT CALENDAR
Packet Pg. 20

JUNE 6, 2023 EXHIBIT A

Event Date Meeting Purpose and
Subject Matter
Location

City Official Attendees

May 18-19, 2023 City County
Conference
Lake
Arrowhead,
CA
Mayor Ulloa
Council Member Burton
May 21-23, 2023 ICSC Conference Clark County,
Nevada
Council Member Burton

Future Conference, Meeting, and Training events Council Member(s) may attend Event Date Meeting Purpose and
Subject Matter
Location

City Officials that may
attend
None.

11.3.a
Elected Officials' Report Regarding Travel, Training, and Packet Pg. 21

Revenue: Expenditure:

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

ADMINISTRATION DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: MAYOR AND CITY COUNCIL MEMBERS, CITY OF CHINO

FROM: LINDA REICH, CITY MANAGER

SUBJECT: CITY COUNCIL MEETING DATE CHANGES AND CANCELLATIONS FOR MONTH OF JULY AND AUGUST 2023.

RECOMMENDATION
1) Authorize staff to cancel the July 4th, August 1st, and August 15th Regular City Council meetings; and 2) schedule a special called City Council meeting on Wednesday, July 5th at 6 p.m. to ensure the continuation of City business.

FISCAL IMPACT
There is no fiscal impact.

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
· Public Service Excellence through Internal and External Partnerships

11.4 CONSENT CALENDAR
Packet Pg. 22
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: CITY COUNCIL MEETING DATE CHANGES AND CANCELLATIONS FOR MONTH OF JULY AND AUGUST 2023
PAGE 2

BACKGROUND
From time to time, the City Council has voted to cancel regularly scheduled meetings if t hey conflict with events of Citywide interest or may need to cancel meetings that fall on National holidays.

With this in mind, the Fourth of July holiday falls on the first Tuesday in July 2023 and “National Night Out” will be held on the first Tuesday i n August which conflicts with Chino’s regularly scheduled City Council meetings. “National Night Out” is a nationwide event to promote and improve partnerships between police departments and the communities they serve. The Chino Police Department not only aims to bring the community together but to make Chino a safer and wonderful place to live and work. The City Council has continued to express interest in attending the many “National Night Out” events that occur in the City.

ISSUES/ANALYSIS
Since the first City Council meeting of July falls on the Fourth of July holiday, it is recommended that the City Council schedule a special meeting on Wednesday, July 5, at 6:00 p.m. This will serve as an alternative process to ensure City projects and business are continued.

Given “National Night Out’s” importance to our community (as well as other communities), it is recommended that the City Council authorize staff to cancel the August 1, regular City Council meeting to offer Council Members an opportunity to engag e with members of the community during “National Night Out.”
Lastly, staff recommends the City Council cancel the August 1 5 regular City Council meeting , going dark for the remainder of August. Should the City Council approve these August cancellations, the next regular meeting of the City Council after July 18, 2023, would be held on Tuesday, September 5, at 6:00 p.m. with Closed Session no sooner than 4:00 p.m. if necessary.

Overall, staff recommends the City Council approve the following schedule:
• Cancel the Tuesday, July 4, 2023 regular City Council meeting and hold a special called City Council meeting the following day, Wednesday, July 5, 2023 at 6:00 p.m. , with closed session no sooner than 4:00 p.m., if necessary.
• Cancel the August 1, regular City Council meeting
• Cancel the August 15, regular City Council meeting

11.4 CONSENT CALENDAR
Packet Pg. 23

Revenue: Expenditure:

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

ADMINISTRATION DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: SILVIA AVALOS, DIRECTOR OF COMMUNITY SERVICES

SUBJECT: ORDINANCE NO. 2023-012 - COMMUNITY SERVICES COMMISSION TERMS (SECOND READING).

RECOMMENDATION
Approve the adoption of Ordinance No. 2023-012, to change the Community Services Commission terms from three-years to four-years to align with the Planning Commission.

FISCAL IMPACT
None.

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:

• Superior Customer Service
• Positive City Image

11.5 CONSENT CALENDAR
Packet Pg. 24
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: ORDINANCE NO. 2023-012 - COMMUNITY SERVICES COMMISSION TERMS (SECOND READING)
PAGE 2

BACKGROUND
This matter was introduced on first reading by the Council at their May 16, 2023 meeting. By the passage of this Ordinance, the City Council authorizes changes to the term for the Community Services Commission to align terms with the Planning Commissioners who currently serve four- year terms. Included in the Ordinance is a change to remove the reference to “one school board” member to align with the removal of this appointment set forth in Ordinance 2020 -009.

Also updated is the listing of staggered terms in order to match the current Commissioner terms in place.

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

ISSUES/ANALYSIS
Ordinance No. 2023-012: AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHINO, CALIFORNIA, AMENDING CHAPTER 2.38 (CHINO COMMUNITY SERVICES COMMISSION)

OF THE CHINO MUNICIPAL CODE

Attachment: Ordinance No. 2023-012

11.5 CONSENT CALENDAR
Packet Pg. 25
ORDINANCE NO. 2023-012

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
CHINO, CALIFORNIA, AMENDING CHAPTER 2.38 (CHINO

COMMUNITY SERVICES COMMISSION) OF THE CHINO

MUNICIPAL CODE

WHEREAS, the City of Chino has adopted an ordinance establishing and regulating the duties and responsibilities of the Chino Community Services Commission and the members’ terms, codified in Chapter 2.38 of the Chino Municipal Code; WHEREAS, the City desires to revise Chapter 2.38 of the Chino Municipal Code to amend terms of office for the members of the Community Services Commission; and WHEREAS, all legal prerequisites to the adoption of this Ordinance have occurred.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF CHINO DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. The City Council finds that the above recitals are true and correct and are incorporated herein by this reference.

SECTION 2. Section 2.38.040 (Terms of office) of the Chino Municipal Code is hereby revised as follows (additions in underline; deletions in strikethrough):

There shall be seven community services commissioners who shall be appointed for four three-year, staggered terms. Effective July 1, 2023 July 1, 1992, the terms shall be staggered as follows:

Three Two terms ending June 30, 2027 July 1, 1993, (three one city and one school board appointees)
One Three term ending June 30, 2024 July 1, 1994 , (one city and one school board appointee)
Three terms ending June 30, 2025 July 1, 1995 (two one city appointees, one school board and one member at large appointed by majority vote of the six other commissioners).

SECTION 3. 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 4. Effective Date. This Ordinance shall be in full force and effect thirty (30) days after its second reading and adoption.

11.5.a
Ordinance No. 2023-012 - Community Services
Packet Pg. 26
Ordinance No. 2023-012

SECTION 5. Certification. 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 Champion, a newspaper of general circulation, within said City in accordance with the provisions of the Government Code.

PASSED, APPROVED, AND ADOPTED THIS _____ DAY OF ______________ 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 ____ day of __________ 2023 by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

By:

NATALIE GONZAGA, CITY CLERK

11.5.a
Ordinance No. 2023-012 - Community Services
Packet Pg. 27

Revenue: Expenditure: 3308120-41000 -N8058 & 3106210-41000-N8058

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

HUMAN RESOURCES DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: GERIANN KINGSLAN, DIRECTOR OF HUMAN RESOURCES / RISK

MANAGEMENT

SUBJECT: AMENDMENT TO THE CITY'S CLASSIFICATION AND SALARY SCHEDULE.

RECOMMENDATION
Adopt Resolution No. 2023 -034 amending the City's Classification and Salary Schedule to increase the salary range for the Homeless Outreach Coordinator, Assistant Homeless Outreach Coordinator, and Special Projects A dministrator and appropriate a total of $141,870.24, in FY2023-24, with 48% to Fund 310 and 52% to Fund 330.

FISCAL IMPACT
The cost of increasing the salary range of these positions will have no fiscal impact for this fiscal year. For FY2023-24, the increase in salaries and benefits will amount to $141,870.24, with the allocation split 48% to the Affordable Housing Fund 310 and 52% to Human Services Program Fund 330. There is no additional funding needed for the Special Projects Administrator.

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:
• Responsible Long-Range Planning

11.6 CONSENT CALENDAR
Packet Pg. 28
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: AMENDMENT TO THE CITY'S CLASSIFICATION AND SALARY SCHEDULE PAGE 2

BACKGROUND
Two new positions, the Homeless Outreach Coordinator, and the Assistant Homeless Outreach Coordinator, were added to the City Budget in January 2023. Despite a strong response to our recruitment efforts, the City was unable to attract a caliber of candidate that had a strong commitment to the hiring process for varying reasons involving the pre -employment hiring and background process required. Overall, the concl usion of the Chief of Police and the Director of Community Services is that to attract and retain highly employable professionals to this unique and challenging type of work, it is critical that our salary be competitive with surrounding agencies. It curre ntly is not and this is delaying implementation of outreach to this important segment of our community.

ISSUES/ANALYSIS
In comparing the current salary ranges in surrounding agencies that employ similar positions, Chino's salary is not competitive. Too muc h reliance was placed on internal equity when the salary ranges were initially established when in fact these positions are highly unique in the population they serve and the qualifications for the jobs. Therefore, City Council is asked to approve the upward adjustment to these ranges to the job market median.

It is also proposed that the salary range of the Special Projects Administrator be expanded in order to attract part -time employees at the executive management level. These individuals possess the special skills and knowledge needed to carry out essential projects for the City that are difficult to find on an as-needed basis.

Attachment: Resolution No. 2023-034

11.6 CONSENT CALENDAR
Packet Pg. 29
RESOLUTION NO. 2023-034

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHINO,
CALIFORNIA, AMENDING CERTAIN PORTIONS OF RESOLUTION NO. 2022- 044 2022-045, 2023-004, 2023-005 AND 2023-012 OF THE CITY’S

CLASSIFICATION AND SALARY SCHEDULE

WHEREAS, the City Council o f the City of C hino has the autho rity to create and maintain position classifications; and

WHEREAS, greater flexibility is desired to meet changing conditions and better serve general organizational needs; and

WHEREAS, the need to increase the salary range for the positions of Homeless Out reach Coordinator, Assistant Homeless Outreach Coordinator and Special Projects Administrator has been identified.

NOW, THEREFORE, BE IT RESOLVED as follows:

1. That Resolution No s. 2022-044 2022-045, 2023-004, 2023-005 and 2023-012 of the City’s Classification and Salary Schedule are revi sed to establish the following changes to the salary schedule:

Non-Management Classifications (monthly salary amounts):

Step A Step B Step C Step D Step E
Homeless Outreach Coordinator $8,580 $9,009 $9,459 $9,932 $10,429 Assistant Homeless Outreach Coordinator $7,800 $8,190 $8,599 $9,029 $9,481

Part-time Classification (hourly salary amounts):

Step 1 Step 9
Special Project Administrator $25.00 $150.00

2. Except as so modified, Resolution Nos. 2022-044 2022-045, 2023-004, 2023-005 and 2023- 012 of the City’s Classification and Salary Schedule shall remain unmodified and in full force and effect.

APPROVED AND ADOPTED THIS 6TH DAY OF JUNE 2023.

________________________________
EUNICE M. ULLOA, MAYOR

ATTEST:

_____________________________

NATALIE GONZAGA, CITY CLERK

CITY OF CHINO

11.6.a
Increase Salary Range for Homeless Coordinator Spec Proj Packet Pg. 30
RESOLUTION NO. 2023-034
PAGE 2

CITY OF CHINO )
COUNTY OF SAN BERNARDINO ) §

STATE OF CALIFORNIA )
I, Natalie Gonzaga, City Clerk of the City of Chino, do hereby certify that the foregoing Resolution was duly adopted by the City Council at a regular meeting held on the 6 th day of June 2023 by the following votes:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

NATALIE GONZAGA, CITY CLERK

11.6.a
Increase Salary Range for Homeless Coordinator Spec Proj Packet Pg. 31

Revenue: Expenditure: 65083101-48090-IB238

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

COMMUNITY SERVICES DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: SILVIA AVALOS, DIRECTOR OF COMMUNITY SERVICES

SUBJECT: NOTICE OF COMPLETION - CENTRAL PLANT COOLING TOWER REPLACEMENT PROJECT (IB238).

RECOMMENDATION
1) Accept the Central Plant Cooling Tower Replacement project (IB238) completed by C.E.

Mechanical, Inc., Chino, CA, contract 2023212, as complete; 2) authorize the City Manager to file the Notice of Completion; and 3) release the retention funds following the 35-day lien period.

FISCAL IMPACT
Sufficient funds are included in the Fiscal Year 2022-23 Building Management Fund 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
• Fiscal Responsibility

11.7 CONSENT CALENDAR
Packet Pg. 32
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: NOTICE OF COMPLETION - CENTRAL PLANT COOLING TOWER REPLACEMENT PROJECT (IB238)
PAGE 2

BACKGROUND
On February 7, 2023, City Council awarded a construction contract to C.E. Mechanical, Inc., Chino, CA for the Central Plant Cooling Tower Replacement project (IB238). The project scope of work consisted of the removal and replacement of the internal parts of the existing cooling tower, cleaning the interior walls, installation of new liners, float box, bearings, sheaves, and belts.

ISSUES/ANALYSIS
All work has been completed per the terms of the contract a nd no change orders were issued for this project. The following is a summary of the final accounting of costs for the project:

Original Construction Contract Amount $50,022
Final Project Amount $50,022

C.E. Mechanical, Inc. has satisfactorily comp leted all work within the project budget and has complied with the terms of the contract. A Notice of Completion has also been prepared for filing with the San Bernardino County Recorder’s Office.

Attachment: Notice of Completion.

11.7 CONSENT CALENDAR
Packet Pg. 33

Revenue: Expenditure: 1003000-43515

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

FINANCE DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: ROB BURNS, DIRECTOR OF FINANCE

SUBJECT: AWARD OF CONTRACT - AUDITING SERVICES.

RECOMMENDATION
Award a contract to Ba dawi & Associates, Berkeley, Ca. for auditing services in the amount of $57,480, with two additional one -year options, and authorize the City Manager to execute all necessary documents on behalf of the City.

FISCAL IMPACT
Sufficient funds are included in the Proposed Fiscal Year 2023 -24 Operating Budget. Funds contingent on the FY 2023-24 Budget adoption.

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
• Public Service Excellence through Internal and External Partnerships

11.8 CONSENT CALENDAR
Packet Pg. 34
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: AWARD OF CONTRACT - AUDITING SERVICES
PAGE 2

BACKGROUND
The City of Chino opens the auditing services contract to competitive bids every three years.

The Finance Department issued a Request for Proposal (RFP) for Auditing Services covering three fiscal years on PlanetB ids to various certified public accounting firms with governmental expertise.

ISSUES/ANALYSIS
On January 30, 2023, staff published, via PlanetBids, a Request for Proposal (RFP) for qualified auditing firms to submit a proposal to provide auditing services for the City of Chino. The RFP requires the firms to demonstrate qualifications, resources, expertise, and experience.

On February 27, 2023, staff received proposals from four (4) firms. Final scores were tabulated based upon the proposal review, cost, a nd interviews. Staff ranked the proposals from the responding firms in the following order:

Firm Ranking
Badawi & Associates 1
RAMS 2
CLA 3
MOSS 4

The RFP requested annual auditing services pricing covering three fiscal years, beginning with Fiscal Year 2023-24. A summary of the auditing services pricing is listed below:

Badawi & Associates Annual Auditing
Services Pricing
Audit Year 2023 $57,480
Audit Year 2024 $59,199
Audit Year 2025 $60,956

Following the evaluation process and reference chec ks, staff determined Badawi & Associates received the highest score and is deemed to be the lowest bidder, most responsive and responsible firm. Staff recommends the City Council award a contract to Badawi & Associates for FY 2022-23 audit with two additional one-year options.

Attachment – Badawi & Associates Agreement

RB/JS:hm

11.8 CONSENT CALENDAR
Packet Pg. 35
Project Name/No.: ________________ Contract No.: ______________ Project Manager: ________________ Approved: ______________

01225.0001/863604.2 (Long Form)

AGREEMENT FOR SERVICES

BETWEEN THE CITY OF CHINO AND

BADAWI & ASSOCIATES
THIS AGREEMENT FOR SERVICES (herein “Agreement”) is made and entered into this 1st day of July, 2023 (“Effective Date”) by and between the City of Chino, a California municipal corporation (“City”) and Badawi & Associates (“Consultant”). City and Consultant may be referred to individually as “Party” or collectively as “Parties.”

RECITALS
A. City has sought, by issuance of a Request for Proposals o r Invitation for Bids, the performance of the services defined and described particularly in Article 1 of this Agreement.

B. Consultant, following submission of a proposal or bid for the performance of the services defined and described particularly in Article 1 of this Agreement, was selecte d by the City to perform those services.

C. Pursuant to the City of Chino’s Municipal Code, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Consultant for per formance of those services define d and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mu tual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows:

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the “Scope of Services ” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, compete nt, a nd professional manner, and is ex perienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For

11.8.a
Award of Contract - Auditing Services
Packet Pg. 36

01225.0001/863604.2 2
purposes of this Agreement, th e phr ase “highest professional standar ds” shall mean those standards of practice recognized by one or more first -class firms performing similar work under similar circumstances.

1.2 Consultant’s Proposal.

The Scope of Services shall include the scope of work included in Consultant’s proposal, which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with , all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity hav ing jurisdiction in effect at the time service is rendered.

1.4 California Labor Law.

If the Scope of Services includes any “public work” or “maintenance work,” as those terms are defined in California Labor Code Section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws, as they pertain to such work, including the following requirements:
(a) DIR Monitoring a nd Enforcement. The public work and/or maintenance work performed under this Agreement shall be subject to compliance monitoring and enforcement by the Department of Industrial Relati ons (“DIR”). Consultant shall post job site notices, as prescribed by regulation.
(b) Prevailing Wages . Consultant shall p ay prevailing wages to the exte nt required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested pa rty on request. By initiating any work under this Agree ment, Consultant acknowledges receipt of a copy of the DIR determination of the prevailing rate of per diem wages, and Consultant shall post a copy of the same at each job site where work is performed under this Agreement.
(c) Penalty for Failure to Pay Prevailing Wages . Consultant shall comply with and be bound by the provisions of Labo r Code Sections 1774 and 1775 con cerning the payment of prevailing rates of wages to workers and the pe nalties for failure to pay prevailin g wages. The Consultant shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subcontractor.

11.8.a
Award of Contract - Auditing Services
Packet Pg. 37

01225.0001/863604.2 3
(d) Payroll Records . Consultant shall comp ly with an d be bound by the provisions of Labor Code Section 1776, which require s Consultant and each subcontractor to:
keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Sectio n 1776; certi fy and make such pay roll records available for inspection as provided by Section 1776; and inform the City of the location of the records. (e) Apprentices. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and Californi a Code of Regulations T itle 8, Section 200 et seq. concerning the empl oyment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenti ceable occupations. Prior to commencing work under this Agreement, Consultant shall provide City with a copy o f the information submitted to any a pplicable apprenticeship program. Within sixty (60) days after concluding work pursuant to this Agreement, Consultant and each of its subcontractors s hall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement. (f) Eight-Hour Work Day . Consultant acknowledges that eight (8) hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810.
(g) Penalties for Excess Hours . Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the perf ormance of this Agreement by the Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of t he provisions of Division 2, Pa rt 7, Chapter 1, Article 3 of the Labor Code.

Pursuant to Labor Code section 1815, work performed by employees of Consultant in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitt ed upon public work upon compensatio n for all hours worked in exce ss of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay.
(h) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer wil l be required to secure the payment of compensation to its employees if it has employees. By exec uting this Agreement, and in accordance with the provisions of California Labor Code Section 1861, Consultant certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor C ode which require every employer to be insured against l iability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work o f this contract.”
(i) Consultant’s Responsibility for Subcontractors. For every subcontractor who will perform work und er this Agreement, Consultant shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapte r 1 (comme ncing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract

11.8.a
Award of Contract - Auditing Services
Packet Pg. 38

01225.0001/863604.2 4
with any sub contractor for work under this Agreement. Consultant shall be required to take all actions necessary to enfo rce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll re cords of the subcontractor on a p eriodic basis or upon becoming aware of the failure of the subcontractor to pay his or her work ers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.5 Licenses, Permits, Fees and Assessments.

Consultant shall obtain a t its sole cost and expense such lic enses, permits and approvals as may be required by law for the performance of the services required by this Agreement.

Consultant shall have the sole obli gation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may b e imposed by law and arise from or are necessary for the Consultant’s performance of the services required by this Agreement, an d shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.6 Familiarity with Work.

By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered th e scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties an d restrictions attending p erformance of the services under this Agreement. If the services i nvolve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existin g, prior to commencement o f services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant’s risk until written instructions are received from the Project Manager.

1.7 Software and Computer Services.

If the Scope of Services includes the provision and/or installation of any software, computer system, or other computer t echnology, Consultant repr esents and warrants that it has inspected the City’s current infrastructure, equipment, computer system and software and that the software, computer system, or other computer technology provided and/or installed by Consultant unde r this Agreement is compat ible, a nd shall be fully functional, with such infrastructure, equipment, computer system and software of the City. Consultant acknowledges that the City is relying on the representation by Consultant as a material consideration in entering into this Agreement.

1.8 Care of Work.

The Consultant shall adopt reasonable met hods during the life of the Agreemen t to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other com ponents thereof to prevent losses or damages, and shall be

11.8.a
Award of Contract - Auditing Services
Packet Pg. 39

01225.0001/863604.2 5
responsible for all such damages, to persons or property, until accep tance of the work by City, except such losses or damages as may be caused by City’s own negligence.

1.9 Further Responsibilities of Parties.

Both parties agre e to us e reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonab ly necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other.

1.10 Additional Services.

City shall have the right , subject to state law and the City’s Municipal Code, at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Project Manager to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work , and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written app roval o f the Consultant. Any increase in compensation for extra wo rk sh all require the approval of Cit y Council unless the City Council has previously authorized the City Manager to approve an increase in compensation and the amount of the increase does no t exceed such authorization. It is expressly understood by Consultant that the provisions of this Sect ion shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more cost ly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute di scretion have similar work done b y other contractors. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.11 Special Requirements.

Additional terms and condition s of this Agreement, if an y, which are made a part hereof are set forth in the “Special Requ irements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compe nsation” attached hereto a s Exhibit “C” and incorporated herein by this reference. The total compensation, including reimburseme nt for actual expenses, shall not exceed Fifty-Seven Thousand Four Hundred Eighty Dollars ($57,480) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.10.

11.8.a
Award of Contract - Auditing Services
Packet Pg. 40

01225.0001/863604.2 6

2.2 Method of Compensation.

The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the servic es, less contract retentio n; (iii) payment for time and materials based upon the Consultant’s rat es as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks , (b) contract retention is main tained, and (c) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation.

2.3 Reimbursable Expenses.

Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Project Manager in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City .

Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilita te such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings.

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding m onth in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement . Consultant shall not invoice City for any duplicate services performed by more than one person.

All invoices shall be submitted by email to [email protected]. Each invoice is to include:
(a) Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.
(b) Line items for all materials and equipment properly charged to the Services.
(c) Line items for all oth er approved reimbursable expenses claimed, with supporting documentation.
(d) Line items for all approved subcontractor labor, s upplies, equipment, materials, and travel properly charged to the Services. (e) If this Agre ement requires prevailing wages, per Section 1.4 of the Agreement, all invoices shall include a copy of Consultant’s Certified Payroll and proof that Certified Payr oll has been submitted to the DIR.

Consultant shall also submit a list of the prevailing wa ge ra tes for all

11.8.a
Award of Contract - Auditing Services
Packet Pg. 41

01225.0001/863604.2 7
employees and subcontractors providing services under this Agreement, as applicable, with Consultant’s first invoice. If these rates change at any time during the term of th e Agreement, Consultant shall submit a new list of rates to the Ci ty with its first invoice following the effective date of the rate change.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, or as provided in Section 7.3, City will use i ts best efforts to cause Consultant to be paid within forty -five (45) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that paymen t will occur within this t ime period . In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consul tant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.5 Waiver.

Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

2.6 Contingency of Funds.

Consultant acknowledges that funding or portions of funding for this Agreem ent may be contingent upon State bud get approval; receipt of funds from, and/or obligation of funds by the State of California to City; or inclusion of sufficient f unding for the services he reunder in the budget approved by Chino City Council for each fisc al year covered by this Agreement. If such approval, funding or appropriations are not forthcoming, or are otherwise limited, City may immediately terminate or modify this Agreement without penalty.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Schedule of Performance.

Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall pe rform all services within the time period(s) established in the “Schedule of Performance ” attached hereto as Exhibit “D” and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Project Manager but not exceeding one hundred eighty (180) days cumulatively.

11.8.a
Award of Contract - Auditing Services
Packet Pg. 42

01225.0001/863604.2 8

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unu sually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots , str ikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (10) days of the comm encement of such delay not ify the Project Manager in writing of the causes of the delay. The Project Manager shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Project Manager such delay is justified. The Project Manager ’s determination shall be final and conclusi ve upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any dela y in the performance of this Agreement, however caused, Consultant’s sole remedy being exten sion of the Agreement pursuant to this Section.

3.4 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in ful l force and effect until c ompletion of the services , which shall be no later than June 30, 2024, except as otherwise provided i n the Schedule of Performance ( Exhibit “D”).

This Agreement may be renewed by a written amendment for up to an additional two (2) year(s) at the optio n of t he City if the City is satisfied with the quality of service s per formed by Consultant under this Agreement.

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Consultant.

The following principals of Consultant (“Principals”) are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

Ahmed Badawi President
(Name) (Title)
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement.

Therefore, the foregoin g principals shall be resp onsible during the term of this Agreement for directing all activi ties of Consultant and devoting suff icient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclus ive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make

11.8.a
Award of Contract - Auditing Services
Packet Pg. 43

01225.0001/863604.2 9
every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, if any, assigned to perform the s ervices required under thi s Agreement.

Consultant shall notify Cit y of any changes in Consultant’s sta ff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Consultant.

Consultant shall have no authority to bind City in any manne r, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Consultant shall not at any time or in any ma nner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to r etirement, health care or any other benefits which may otherwise accrue to City ’s employees. Consultant expressly waives any cla im Consultant may have to any such rights.

4.3 Project Manager.

The Project Manager shall be Rob Burns or any other person as may be designated by the Project Manager. It shall be the Consultant’s responsibility to assure that the Project Manager is kept informed of the progress of the performance of the servic es and the Consultant shall refer any decisions which mu st be made by City to the Project Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Project Manager.

The Project Manager shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Consultant.

Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents o r employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selecti on, discharge, supervision or control of Consultant’s employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City an d shall remain at all time s as to City a wholly independent contractor w ith only such obliga tions as are consistent with that ro le. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be dee med to be a partner of Consultant in its business or oth erwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledg e, capability and reputation of Consultant, it s principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole o r in part the services

11.8.a
Award of Contract - Auditing Services
Packet Pg. 44

01225.0001/863604.2 10
required hereunder without the express written ap proval of the City. In ad dition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, w hether for the benefit of creditors or otherwise, without the prior writ ten approval of City. Transfers restricted hereunder sha ll include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into acco unt on a cumulative basis. In the event of any such unap proved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant sha ll obtain, provide and maintain at its own expense during the term of t his Agreement, policies of insu rance of the type and amounts described below and in a form satisfactory to City.
(a) General liability insurance . Consultant s hall maintain commercial g eneral liability insurance with coverage at le ast as broad as Insu rance Services Office form CG 00 01, in an amount not less than $ 1,000,000 per occurrence, $ 2,000,000 general aggregate, for bodily injury, personal injury, and pro perty damage. The policy m ust include contractual liability that has not been amended. Any e ndorsement restricting standard ISO “insured contract” language will not be accepted.
(b) Automobile liability insurance . Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 coveri ng bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non - owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
(c) Professional liability (errors & omissions) insurance . Consultant shall maintain professional liability insurance that covers t he Services to be performe d in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less th an three (3) years after completion of the services required by this Agreement. (d) Workers’ compensation insurance . Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
(e) Subcontractors. Consultant shall includ e all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each

11.8.a
Award of Contract - Auditing Services
Packet Pg. 45

01225.0001/863604.2 11
subcontractor. All coverage s for subcontractors shall include all of the requirements stated herein.
(f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”.

5.2 General Insurance Requirements.
(a) Proof of insurance . Co nsultant shall provide certificates of insuran ce to City as eviden ce of the insurance coverage require d herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance . Current certification of insurance shall be kept on fi le with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of al l required insurance polic ies, at any time.
(b) Duration of coverage . C onsultant shall proc ure a nd maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection w ith the performance of the Services hereunder by Consultant, its agents, representatives, employees or subconsultants. (c) Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insu rance required herei n may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provisio n that such coverage shall also apply on a primary and non - contributory basis for the benefi t of City before the City’s own insu rance or self-insurance shall be called upon to protect it as a named insured.
(d) City’s rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. (e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently aut horized by the Insurance C ommissioner to transact business of insurance or that is on the Li st of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager.
(f) Waiver of subrogation . All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive su brogation against City, it s elected or appointed officers, agents, offic ials, employees and volunteers or shall specifically all ow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery pr ior to a loss. Consultant hereby waives its own right of recovery

11.8.a
Award of Contract - Auditing Services
Packet Pg. 46

01225.0001/863604.2 12
against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(g) Enforcement of contract p rovisions (non -estoppel). Consultant acknowledges and agrees that an y actual or alleged failure on the part of the City to inform Consultant of non -compliance with any re quirement imposes no additional obligations on the City nor does it waive any rights hereunder.
(h) Requirements not limiting . Requirements of specific co verage features or limits contained in this se ction are not intend ed as a limitation on coverage, limi ts or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not in tended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than t he minimums shown above, the City requires and shall be entitled to cove rage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of cancel lation. Consultant agrees to oblige its insura nce agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of c overage for each required coverage.
(j) Additional insured status . Gener al liability policie s sha ll provide or be endorsed to pr ovide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such polic ies. This provision shall also apply to any excess/umbrella liability policies.
(k) Prohibition o f undisclosed coverage limitati ons. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (l) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom clai m is made or suit is brought, except with resp ect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (m) Pass through clause . Consultant agrees to ensure that its subconsultants , subcontractors, and any other party involved with the project who is b rought onto or involved in the project by Consultant, pr ovide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all s uch coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of t his section. Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review. (n) Agency’s right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by

11.8.a
Award of Contract - Auditing Services
Packet Pg. 47

01225.0001/863604.2 13
giving the Consultant ninety (90) days advance written notice of such change. If such change results in substan tial additional cost to the Consultant, the City and Con sultant may renegotiate Consultant’s compensation.
(o) Self-insured retentions . Any self -insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a d eductible. Self-insurance will not be considered to comply with these specifications unless approved by City.
(p) Timely notice of claims . Consultant sha ll give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
(q) Additional i nsurance. Consultant shall also procure and ma intain, at its own c ost a nd expense, any additional kind s of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

5.3 Indemnification.

To the full extent perm itted by law, Consultant agrees to indemnify , defend and hold harmless the City, its officers, employe es and agents ( “Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damag es to persons or pro perty, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, fi rm or entity arising out of or in connection with the negligent pe rformance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful mi sconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, coven ant or condition of this Agreement, and in connection therewith:
(a) Consultant will defend any action or actions filed in connectio n with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith;
(b) Consultant will promptly pay any judgment rend ered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activ ities of Consultant hereunder; and Consultant agrees to save and h old the City, its officers, agents, and employees harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligen t performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to th e City, its officers,

11.8.a
Award of Contract - Auditing Services
Packet Pg. 48

01225.0001/863604.2 14
agents or employees, any and all costs and expense s incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys ’ fees.

Consultant shall incorporate simi lar indemnity agreements w ith its subcontra ctors and if it fails to do s o Consultant shall be fully responsible to indemnify Cit y hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or w rongful act, error or omission, or reckless or willful m isconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to cl aims or liabilities occurr ing as a result of City ’s sole negligence or w illful acts or omiss ions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City ’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligenc e, recklessness or willful misconduc t of the design professional . The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Consultant shall keep, and require subco ntractors to keep, such ledgers , books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents rel ating to the disbursements charged to City and services performed hereun der (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Project Manager to evaluate the performance of such services. Any and all such documents sh all be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Project Manager shall have full and free access to such books and records at all times during normal business ho urs of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolu tion of Consultant’s business, custody of the books and records may be given to City, and access shall be provided by Consultant’s successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

Consultant shall pe riodically prepare and sub mit to the Project Manager such reports concerning the performance of the services required by this Ag reement as the Project Manager shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consultant is providing design servi ces, the cost of the project being designed, Consultant shall promptly notify the Project Manager of said fact, circumstance, technique or event and the

11.8.a
Award of Contract - Auditing Services
Packet Pg. 49

01225.0001/863604.2 15
estimated increased or decrease d cost related thereto and , if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, d ata, notes, computer files, reports, records, documents and other materi als (the “documents and materials”) prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Project Manager or upon the terminati on of this Agreement , and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reus e, or assignment of the do cuments and materials hereunder. Any use, reus e or assignment of s uch c ompleted documents for other pr ojects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City’s sole r isk and without liability to Consultant, and Consultant’s guarantee and warranties shall not extend to such use, re use or assign ment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodi ed therein.

All subcontractors shall provide for assignment to City of a ny documents or mate rials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for h ire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City.

6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose an y such information or work product to persons or entities other than Cit y without prior writ ten authorization from the Project Manager.
(b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Project Manager or unl ess requested by the City Attorney, voluntaril y provide documents, declarations, letters of support, t estimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or w ork product in violation o f this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontract ors be served with any summons, comp laint, subpoena, notice of deposition, request for documents, interrogatories, request for admiss ions or other discovery request, court order or subpoena from any party regarding this Agreement and t he work

11.8.a
Award of Contract - Auditing Services
Packet Pg. 50

01225.0001/863604.2 16
performed there under. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement s hall be interpreted, construed and g overned both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute , claim or matter arising out of or in relatio n to this Agreement shall be instituted in the Superior Court of the County of San Bernardino, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit t o the personal jurisdiction of such court in t he event of such act ion. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of San Bernardino, State of California.

7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in w hich Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of def ault. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of t he Consultant’s default sh all not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

7.3 Retention of Funds.

Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising o ut of this Agreement) (i) any amounts the paym ent of which may be in dispute hereunder or which are ne cessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third par ties, by reason of Consultant’s acts or omissi ons in performing or failing to perform Consultant’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, howe ver, affect the obli gations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein.

11.8.a
Award of Contract - Auditing Services
Packet Pg. 51

01225.0001/863604.2 17

7.4 Waiver.

Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of an y provision of this Agreement.

Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non -defaulting party on any d efault shall impair such right or remedy or be construed as a waiver. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

7.5 Rights and Remedies are Cumulative.

Except with respect to ri ghts and remedies ex pressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such ri ghts or remedies shall not preclude the exercise by it, at the same or different times, of a ny other rights or remedies for the same default or any other default by the other party.

7.6 Legal Action.

In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent wit h the purposes of this Agr eement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuan t to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement.

7.7 Liquidated Damages.

Since the determin ation of actual damages for any delay in perfo rmance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Consultant and its sureties shall be liable for and sh all pay to the City the sum of zero ($0) as liquidated damages for each working day of delay in the performance of any service required hereunder. The City may withhold from any monies payable on account of services performed by the Consultant any accrued liquidated damages.

7.8 Termination Prior to Expiration of Term.

This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to term inate this Contract at any time, with or without cau se, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Project Manager . In addition, the Consultant reserves the right to ter minate this Contract at any time, wi th or without cause, upon sixty (60) days’ written notice to City, except that where termination is due to the fault of the City, the

11.8.a
Award of Contract - Auditing Services
Packet Pg. 52

01225.0001/863604.2 18
period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of ter mination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Project Manager. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Project Manager thereafter in accordance with the Schedule of Compensation or such as may be approved by the Project Manager , ex cept as provided in Se ction 7.3. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable val ue of the work product actually produced hereunder. In the event of termination without cause pursuant to this Sec tion, the term inating party need not provide the non -terminating party with the opportunity to cure pursuant to Section 7.2.

7.9 Termination for Default of Consultant.

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for comp letion of the services required here under exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated.

7.10 Attorneys’ Fees.

If either party to this Agreement is required to initiate or defend or made a party to a ny action or proceeding in any way connected with this Agreement, the prevaili ng party in su ch action or proceedin g, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney ’s fees. Attorney’s fees shall include atto rney’s fees on any appeal, and in addition a party e ntitled to attorney’s fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of su ch action and shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

No officer or employee of the City shall be persona lly l iable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest.

Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which w ould conflict in any manner with the interests

11.8.a
Award of Contract - Auditing Services
Packet Pg. 53

01225.0001/863604.2 19
of City or which would in any w ay hinder Consultant’s performance o f services und er this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest sh all be employed by it as a n officer, employee, agent or sub contractor without the express wr itten consent of the Project Manager . Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interest s of City in the performance of this Agreement.

No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision r elating to the Agreement which affects her/his financial interest or the financial interest of any corporatio n, partnership or association in whi ch (s)he is, d irectly or indirectly, interested, in violation of any State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

8.3 Covenant Against Discrimination.

Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under o r through them, that there shall be no discrimination against or segregation o f, any person or gr oup of persons on account of ra ce, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure tha t applicants are emplo yed and that e mployees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national ori gin, ancestry or other protected class.

8.4 Unauthorized Aliens.

Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. § 1101 et seq. , as amended, and in co nnection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unau thorized alien s for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed agains t City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys ’ fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, de mand, request, document, consent, approval, or commu nication eithe r party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first -class mail, in the case of the City, to the City Manager and to the attention of the Project Manager (with her/his name and C ity title), City of Chino, 13220 Central Avenue, Chino, California 91710 and in the case of the Consultant, to the person(s) at the address de signated on the execution page of this Agreement. Either party may change its address by not ifying the other party of the change of address in writing. Notice shall

11.8.a
Award of Contract - Auditing Services
Packet Pg. 54

01225.0001/863604.2 20
be deemed communicated at the time personally delivered or in seventy -two (72) hours from the time of mailing if mailed as provided in this Section.

9.2 Interpretation.

The terms of this Agreement shall be co nstrued in acc ordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

9.3 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

9.4 Integration; Amendment.

This Agreement including the attachments heret o is the entir e, co mplete and exclus ive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting th is Agreement and this Agre ement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid u nless made in writing and approved by the Consultant and by the Ci ty Co uncil. The partie s agree that t his requirement for written modifications cannot be waived and that any attempted waiver shall be void.

9.5 Severability.

In the eve nt that any one or more of the phrases, sentences, clauses, paragraphs, or sections containe d in this Agreement sh all be declare d invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceabili ty shall not affect any of the remaining phrases, sentences, clauses, paragrap hs, or section s of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its inva lidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non-Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of C ity participat e in any decision relating to this A greement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association i n which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include i nterests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5 . Consultant warrants and represents that it has not paid or given, and will no t pay or give, to any thir d party including, but not limited to, any City offi cial, officer, or employee, any mone y, consideration,

11.8.a
Award of Contract - Auditing Services
Packet Pg. 55

11.8.a
Award of Contract - Auditing Services
Packet Pg. 56

11.8.a
Award of Contract - Auditing Services
Packet Pg. 57

01225.0001/863604.2 A-1
EXHIBIT “A”

SCOPE OF SERVICES
I. Consultant will perform the Services described in Consultant’s P roposal, attached hereto as Exhibit A-1.

II. All wor k pr oduct is subject to review and acceptance by the City, and mu st be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

11.8.a
Award of Contract - Auditing Services
Packet Pg. 58
Exhibit A-1 11.8.a
Award of Contract - Auditing Services
Packet Pg. 59
Exhibit A-1 11.8.a
Award of Contract - Auditing Services
Packet Pg. 60

01225.0001/863604.2 B-1
EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)

11.8.a
Award of Contract - Auditing Services
Packet Pg. 61

01225.0001/863604.2 C-1
EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Consultant shall be compensated for the services provided under this Agreement in accordance with the budget and rates provided in Exhibit “C-1”.

11.8.a
Award of Contract - Auditing Services
Packet Pg. 62
Exhibit C-1 11.8.a
Award of Contract - Auditing Services
Packet Pg. 63

01225.0001/863604.2 D-1
EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all services and deliver all work produ cts timely in accordance with the schedule attached hereto as Exhibit “D-1”.

11.8.a
Award of Contract - Auditing Services
Packet Pg. 64
Exhibit D-1 11.8.a
Award of Contract - Auditing Services
Packet Pg. 65
Exhibit D-1 11.8.a
Award of Contract - Auditing Services
Packet Pg. 66
Exhibit D-1 11.8.a
Award of Contract - Auditing Services
Packet Pg. 67

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: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: AMER JAKHER, PUBLIC WORKS DIRECTOR

SUBJECT: SOLID WASTE, RECYCLING AND INLAND EMPIRE UTILITIES AGENCY (IEUA) SEWER RATE STRUCTURE.

RECOMMENDATION
1) Conduct a public hearing; 2) tabulate the written protests; 3) adopt Resolution No. 2023 -027, declaring the results of a noticed protest proceeding and approving certain actions for rates, fees, and charges for solid w aste, recycling and IEUA sewer services; and 4) adopt Resolution No. 2023-028 setting the rates for solid waste, recycling and IEUA sewer services.

FISCAL IMPACT
Raising the utility rates will provide adequate revenues to ensure that the City complies with SB 1383 state regulations and that the City can raise sufficient revenue to pay for IEUA sewage treatment charges.

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
• Public Service Excellence through Internal and External Partnerships

12.9 PUBLIC HEARING
Packet Pg. 68
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: SOLID WASTE, RECYCLING AND INLAND EMPIRE UTILITIES AGENCY (IEUA)

SEWER RATE STRUCTURE
PAGE 2

BACKGROUND
On April 4, 2023, City Council adopted Resolution No. 2023 -022, calling a special notice proceeding and setting the time and place for the public hearing on rates, fees and charges for solid waste, and recycling services and IEUA sewer services. On April 20, 2023, all utility customers were mailed a public notice outlining the proposed rate structure. Included in this notice was the public hearing’s date, time, and location. Additionally, City staff out lined the following Proposition 218 requirements in the April 4, 2023 staff report:

1. The City must notify utility customers of the proposed rate structure, as well as the public hearing’s date, time, and location.

2. The City must hold a public hearing on the proposed rate structure not less than 45 days after the notice to utility customers.

3. At the public hearing, the City must consider all written protests against the proposed rate structure.

4. If a majority of utility customers submit a written pr otest against the proposed rate structure, the City may not impose the rate structure.

Overall, this notification process satisfied Proposition 218 requirement’s (see above) numbers one and two.

ISSUES/ANALYSIS
Tonight's public hearing affords the public the opportunity to provide their input on the proposed rate structure. Beyond being able to consider the public’s input, the public hearing process will satisfy the Proposition 218 procedural requirements. According to the Proposition 218 provisions, if the number of written protests is less than a majority of the notices sent, then the proposed rate adjustments can be implemented. For tabulation purposes, only one written protest is allowed per utility customer. Twenty thousand one hundred ninety -four (2 0,194) notices were mailed. Therefore, the City Clerk will need to receive 10,098 written protests to preempt the proposed rate structure.

If a majority of written protests are not received and City Council approves the recommended rate structure, staff will implement the proposed IEUA sanitary sewer, solid waste, and recycling rates on July 1, 2023.

Attachments: Resolution No. 2023-026
Resolution No. 2023-027

12.9 PUBLIC HEARING
Packet Pg. 69

RESOLUTION NO. 2023-027

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHINO,

CALIFORNIA, DECLARING THE RESULTS OF A NOTICED

PROTEST PROCEEDING AND APPROVING CERTAIN ACTIONS

FOR RATES, FEES AND CHARGES FOR SOLID WASTE,

RECYCLING AND IEUA SEWER SERVICES

The City Council of the City of Chino (hereafter referred to as the “City Council”) does resolve as follows:

WHEREAS, the City Council called and duly held a noticed protest proceeding pursuant to Resolution No. 2023-022 for the purpose of presenting to the qualified rate payers the proposition of adjusting rates, fees, and charges for refuse and recycling services pursuant to Section 6, of Article XIII D of the California Constitution; and

WHEREAS, a mailed notice was distributed to rate payers of record within the City, as of the City’s latest rate payer database. The rate payers as of the close of the Public Hearing held on June 6, 2023 consented to the adjustment of rates, fees , and charges for solid waste, recycling and IEUA sewer services.

NOW, THEREFORE BE IT RESOLVED, D ETERMINED, AND ORDERED BY THE CITY COUNCIL, AS FOLLOWS:

Section 1. The above recitals are true and correct.

Section 2. The canvass of the written protests cast at the noticed protest proceeding held on June 6, 2023 is hereby approved and confirmed.

Section 3. Of the qualified ratepayers filing written protests at said noticed protest proceeding, a majority of such ratepayers did not file written protest and, as such, the proposition has carried.

The City Council is hereby authorized to take the necessary steps to effect the adjustment of rates, fees and charges for refuse and recycling services as authorized by the proposition.

Section 4. The City Clerk is hereby directed to enter this Resolution on the minutes of the City Council, which shall constitute the official declaration of the result of such noticed protest proceeding.

Section 5. This Resolution shall become effective immediately upon its adoption.

Section 6. The City Clerk shall certify the adoption of this Resolution.

12.9.a
Solid Waste, Recycling and IEUA Sewer Rate Structure
Packet Pg. 70
Resolution No. 2023-027

PASSED AND ADOPTED by the City Council of the City of Chino at a regular meeting held on the 6th day of June 2023.

___________________________________
EUNICE M. ULLOA, MAYOR

ATTEST:
_________________________________

NATALIE GONZAGA, CITY CLERK

STATE OF CALIFORNIA )

COUNTY OF SAN BERNARDINO ) SS

CITY OF CHINO )
I, NATALIE GONZAGA, City Clerk of the City of Chino, HEREBY DO CERTIFY that the foregoing Resolution was duly adopted at a regular meeting of the City Council of the City of Chino, held on the 6th day of June 2023 by the following roll call vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

___________________________________

NATALIE GONZAGA, CITY CLERK

12.9.a
Solid Waste, Recycling and IEUA Sewer Rate Structure
Packet Pg. 71

RESOLUTION NO. 2023-028

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

CHINO, CALIFORNIA, SETTING THE SOLID WASTE,

RECYCLING, IEUA SEWER SERVICES, COLLECTION

FEES, RATES, AND CHARGES

WHEREAS, the City Council called and duly held a noticed protest proceeding pursuant to Resolution No . 2023-028 for the purpose of presenting to the rate payers the proposition of adjusting fees, rates, and charges for refuse and recycling services pursuant to Section 6 of Article XIII D of the California Constitution; and

WHEREAS, a mailed notice was distributed to rate payers of record within the City’s latest rate payer database. The rate payers as of the close of the Public Hearing hel d on June 6, 2023 consented to the adjustment of fees, rates, and charges for solid waste, recycling and IEUA sewer services; and

WHEREAS, the canva ss of the written protests cast at the noticed protest proceeding held on June 6, 2023 was approved and confirmed pursuant to Resolution No. 2023-028; and

WHEREAS, of the qualified rate payers filing written protests at said noticed protest proceeding, no majority protest was received by the City and thus the proposition has carried; and

WHEREAS, Chino Municipal Code Section 8.16.110 establishes that the charges related to solid waste service, such as refuse collection, refuse disposal, recycling, and household hazardous waste programs, shall be adopted by resolution; and

WHEREAS, the City Counc il is desirous of adjusting the rates currently charged for refuse and recycling services, including solid waste and recycling, to provide for the full recovery of the cost of providing such services.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF CHINO HEREBY RESOLVES AS FOLLOWS:

Section 1. Sanitation Rates
The monthly use rates for solid waste, recycling and sewer services are as follows:

12.9.b
Solid Waste, Recycling and IEUA Sewer Rate Structure
Packet Pg. 72
Resolution No. 2023-028

Sewer Treatment Rates
July 1,
2023
July 1,
2024
July 1,
2025
July 1,
2026
July 1,
2027
IEUA Sewage Treatment 23.40$ 24.80$
Up to
$27.28
Up to
$30.00
Up to
$33.00
Residential Service Offerings
July 1,
2023
July 1,
2024
July 1,
2025
July 1,
2026
July 1,
2027
Single Family Rate 35.55$ 37.33$ 39.19$ 41.15$ 43.21$ Senior Citizen Rate 31.20$ 32.76$ 34.40$ 36.12$ 37.92$ Low Volume Generator Rate 31.20$ 32.76$ 34.40$ 36.12$ 37.92$ Additional Refuse Container 7.84$ 8.24$ 8.65$ 9.08$ 9.53$ Additional Green Waste Container 3.06$ 3.21$ 3.34$ 3.54$ 3.71$ Additional Recycling Container 4.29$ 4.51$ 4.73$ 4.97$ 5.22$ First Time Delivery of Carts 14.15$ 14.86$ 15.60$ 16.39$ 17.20$ Exchange of Carts 23.55$ 24.73$ 25.97$ 27.26$ 28.63$ Burned Carts 117.75$ 123.63$ 129.82$ 136.31$ 143.12$ Reinstatement Delivery 30.41$ 31.93$ 33.52$ 35.20$ 36.96$ Temporary Bin Service (3-yard, 1-week) 128.71$ 135.14$ 141.90$ 149.00$ 156.45$ Extra Temporary Bin Service 37.46$ 39.34$ 41.30$ 43.37$ 45.54$ Bulky Item Pick-Up First Item 39.27$ 41.23$ 43.30$ 45.46$ 47.73$ Each Additional Item 23.56$ 24.74$ 25.98$ 27.28$ 28.64$ E-Waste Pick-Up 31.41$ 32.98$ 34.62$ 36.36$ 38.17$ Residential Set-Up Fee 18.43$ 19.35$ 20.32$ 21.33$ 22.40$ Scout Collection (1.5x the Residential Rate) 37.46$ 39.34$ 41.30$ 43.37$ 45.54$ Overage Fee 15.75$ 16.54$ 17.36$ 18.23$ 19.14$ Contamination Fee 26.25$ 27.56$ 28.94$ 30.39$ 31.91$ Commercial/Multi-Family Services (Refuse Only)
July 1,
2023
July 1,
2024
July 1,
2025
July 1,
2026
July 1,
2027
Pick-Up Rates
2-Yard 122.36$ 128.48$ 134.90$ 141.65$ 148.73$ 3-Yard 153.56$ 161.24$ 169.30$ 177.76$ 186.65$ 4-Yard 184.69$ 193.92$ 203.62$ 213.80$ 224.49$ 5-Yard 215.92$ 226.72$ 238.05$ 249.95$ 262.45$ 6-Yard 247.08$ 259.43$ 272.41$ 286.03$ 300.33$ Extra Pick-Up
2-Yard 46.82$ 49.16$ 51.62$ 54.20$ 56.91$ 3-Yard 52.74$ 55.38$ 58.15$ 61.05$ 64.11$ 4-Yard 58.56$ 61.49$ 64.56$ 67.79$ 71.18$ 5-Yard 64.45$ 67.67$ 71.06$ 74.61$ 78.34$ 6-Yard 70.32$ 73.84$ 77.53$ 81.40$ 85.47$ Bin Push Charges
26-50 feet 11.81$ 12.40$ 13.02$ 13.67$ 14.36$ 51-75 feet 15.19$ 15.95$ 16.75$ 17.58$ 18.46$ 76-100 feet 16.85$ 17.69$ 18.58$ 19.51$ 20.48$ 101-125 feet 18.54$ 19.47$ 20.44$ 21.46$ 22.54$ 126-150 feet 20.22$ 21.23$ 22.29$ 23.41$ 24.58$ 151-175 feet 21.93$ 23.03$ 24.18$ 25.39$ 26.66$ 176-200 feet 23.58$ 24.76$ 26.00$ 27.30$ 28.66$ over 200 feet 25.25$ 26.51$ 27.84$ 29.23$ 30.69$

12.9.b
Solid Waste, Recycling and IEUA Sewer Rate Structure
Packet Pg. 73
Resolution No. 2023-028

Commerical Organics Service AB1826 (64 Gallon Cart)
July 1,
2023
July 1,
2024
July 1,
2025
July 1,
2026
July 1,
2027
Serviced 1x per week 69.71$ 73.20$ 76.86$ 80.70$ 84.73$ Serviced 2x per week 139.43$ 146.40$ 153.72$ 161.41$ 169.48$ Serviced 3x per week 209.13$ 219.59$ 230.57$ 242.09$ 254.20$ Serviced 4x per week 278.88$ 292.82$ 307.47$ 322.84$ 338.98$ Serviced 5x per week 348.57$ 366.00$ 384.30$ 403.51$ 423.69$ Serviced 6x per week 418.30$ 439.22$ 461.18$ 484.23$ 508.45$ Extra Pick-Up 106.82$ 112.16$ 117.77$ 123.66$ 129.84$ Commercial Compactor Service
July 1,
2023
July 1,
2024
July 1,
2025
July 1,
2026
July 1,
2027
Pick-Up Rates
2-Yard Compactor 202.00$ 212.10$ 222.71$ 233.84$ 245.53$ 3-Yard Compactor 258.74$ 271.68$ 285.26$ 299.52$ 314.50$ 4-Yard Compactor 315.47$ 331.24$ 247.81$ 365.20$ 383.46$ Extra Pick-Up
2-Yard Compactor 87.35$ 91.72$ 96.30$ 101.12$ 106.17$ 3-Yard Compactor 99.31$ 104.28$ 109.49$ 114.96$ 120.71$ 4-Yard Compactor 111.21$ 116.77$ 122.61$ 128.74$ 135.18$ Roll-Off Services
July 1,
2023
July 1,
2024
July 1,
2025
July 1,
2026
July 1,
2027
Roll-Off Delivery Fee 101.54$ 106.62$ 111.95$ 117.55$ 123.42$ Roll-Off Rental 187.83$ 197.22$ 207.08$ 217.44$ 228.31$ Roll-Off Pick-Up 105.68$ 110.96$ 116.51$ 122.34$ 128.45$ Disposal (5.3 tons x disposal fee per ton) 275.35$ 289.12$ 303.57$ 318.75$ 334.69$ Recycle Admin Fee (on 5.3 tons) 37.64$ 39.52$ 41.50$ 43.57$ 45.75$ Overage Charge (per ton) 51.95$ 54.55$ 57.27$ 60.14$ 63.15$ Recycle Admin Fee (per ton 13.67%) disposal only 7.10$ 7.46$ 7.83$ 8.22$ 8.63$ Extra Trip Charge (per bin) 101.64$ 106.72$ 112.06$ 117.66$ 123.54$ Compactor Pick-Up 315.22$ 330.98$ 347.53$ 364.91$ 383.15$ Disposal (7.5 tons x disposal fee per ton) 389.65$ 409.13$ 429.59$ 451.07$ 473.62$ Recycle Admin Fee (on 7.5 tons) 53.26$ 55.92$ 58.72$ 61.66$ 64.74$ Roll-Off Set up Fee 28.67$ 30.10$ 31.61$ 33.19$ 34.85$ Roll-Off Inactive/Minimum Pull Fee 182.33$ 191.45$ 201.02$ 211.07$ 221.62$ Roll-Off Relocation Fee 98.24$ 103.15$ 108.31$ 113.73$ 119.41$ Commercial/Multi-Family Services (Recycle Only)
July 1,
2023
July 1,
2024
July 1,
2025
July 1,
2026
July 1,
2027
Pick-Up Rates
2-Yard 96.82$ 101.66$ 106.74$ 112.08$ 117.69$ 3-Yard 115.37$ 121.14$ 127.20$ 133.56$ 140.23$ 4-Yard 133.87$ 140.56$ 147.59$ 154.97$ 162.72$ 5-Yard 152.43$ 160.05$ 168.05$ 176.46$ 185.28$ 6-Yard 170.97$ 179.52$ 188.49$ 197.92$ 207.82$ Extra Pick-Up
2-Yard 40.80$ 42.84$ 44.98$ 47.23$ 49.59$ 3-Yard 43.82$ 46.01$ 48.31$ 50.73$ 53.26$ 4-Yard 46.81$ 49.15$ 51.61$ 54.19$ 56.90$ 5-Yard 49.83$ 52.32$ 54.94$ 57.68$ 60.57$ 6-Yard 52.83$ 55.47$ 58.25$ 61.16$ 64.22$

12.9.b
Solid Waste, Recycling and IEUA Sewer Rate Structure
Packet Pg. 74
Resolution No. 2023-028

Commercial Service Offerings
July 1,
2023
July 1,
2024
July 1,
2025
July 1,
2026
July 1,
2027
Temp Bin 3-Yard, serviced 1x 124.36$ 130.58$ 137.11$ 143.96$ 151.16$ Temp Bin Extra Pick-Up 36.20$ 38.01$ 39.91$ 41.91$ 44.00$ Temp Bin Extra Week 36.20$ 38.01$ 39.91$ 41.91$ 44.00$ Haul and Call 34.94$ 36.69$ 38.52$ 40.45$ 42.47$ Bulky Item Pick-Up 36.71$ 38.55$ 40.47$ 42.50$ 44.62$ Commercial Valet Service 62.84$ 65.98$ 69.28$ 72.75$ 76.38$ First Time Delivery of Bins 18.16$ 19.07$ 20.02$ 21.01$ 22.07$ Bin Exchange 62.84$ 65.98$ 69.28$ 72.75$ 76.38$ Lost or Stolen Bin 842.57$ 884.70$ 928.93$ 975.38$ 1,024.15$ Burned Bin 471.35$ 494.92$ 519.66$ 545.65$ 572.93$ Bin Repair
Replacement Lock 42.03$ 44.13$ 46.34$ 48.65$ 51.09$ Replacement Key 8.06$ 8.46$ 8.89$ 9.33$ 9.80$ Overage Fee 89.02$ 93.47$ 98.14$ 103.05$ 108.20$ Reinstatement Delivery Fee 139.52$ 146.50$ 153.82$ 161.51$ 169.59$ Commercial Set-Up Fee 28.67$ 30.10$ 31.61$ 33.19$ 34.85$ Commercial Cart Service 45.62$ 47.90$ 50.30$ 52.81$ 55.45$ Contamination Fee 51.94$ 54.54$ 57.26$ 60.13$ 63.13$ Extra Trip Charge 98.82$ 103.76$ 108.95$ 114.40$ 120.12$ Manual Locking Lids
Serviced 1x per week 14.08$ 14.78$ 15.52$ 16.30$ 17.11$ Serviced 2x per week 23.19$ 24.35$ 25.57$ 26.85$ 28.19$ Serviced 3x per week 32.29$ 33.90$ 35.60$ 37.38$ 39.25$ Serviced 4x per week 41.44$ 43.51$ 45.69$ 47.97$ 50.37$ Serviced 5x per week 50.53$ 53.06$ 55.71$ 58.49$ 61.42$ Serviced 6x per week 54.24$ 56.95$ 59.80$ 62.79$ 65.93$ Actual Cost

12.9.b
Solid Waste, Recycling and IEUA Sewer Rate Structure
Packet Pg. 75
Resolution No. 2023-028

PASSED AND ADOPTED by the City Council of the City of Chino at a regular meeting held on the 6th day of June 2023.

_______________________________
EUNICE M. ULLOA, MAYOR

ATTEST:

_________________________________

NATALIE GONZAGA, CITY CLERK

STATE OF CALIFORNIA )

COUNTY OF SAN BERNARDINO ) SS

CITY OF CHINO )
I, NATALIE GONZAGA, City Clerk of the City of Chino, HEREBY DO CERTIFY that the foregoing Resolution was duly adopted at a regular meeting of the City Council of the City of Chino, held on the 6th day of June 2023, by the following roll call vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

________________________________

NATALIE GONZAGA, CITY CLERK

12.9.b
Solid Waste, Recycling and IEUA Sewer Rate Structure
Packet Pg. 76

Revenue: NA Expenditure: NA

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

FINANCE DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: ROB BURNS, DIRECTOR OF FINANCE

SUBJECT: CONDUCT TAX EQUITY AND FISCAL RESPONSIBILITY ACT (TEFRA) HEARING.

RECOMMENDATION
1) Conduct a public hearing as required by Section 147(f) of the Internal Revenue Code of 1986 to receive comments relating to the issuance by the California Enterprise Development Authority (the “Authority”) of not to exceed $36,100,000 of the Author ity’s Revenue Obligations (the “Obligations”) for the benefit of Heights Christian Schools, a California nonprofit religious corporation (the “Borrower”); 2) Adopt Resolution No. 2023 -032 approving an Associate Membership Agreement between the City of Chin o and the Authority; 3) Adopt Resolution No. 2023-033 approving the issuance of the Obligations by the Authority to finance and refinance the Facilities for the benefit of the Borrower.

FISCAL IMPACT
There is no fiscal impact to the City. There is no upf ront or ongoing cost for being an Associate Member of the Authority. The adoption of the resolution approving the financing and refinancing of the Facilities and the issuance of the Obligations complies with the requirements of Section 147(f) of the Inter nal Revenue Code of 1986. The City does not bear any responsibility for the tax-exempt status of the interest on the Obligations, the debt service on the Obligations or any other matter related to the Obligations. The approval of the Obligations to finance and refinance the Facilities is not subject to compliance with the California Environmental Quality Act (California Public Resources Code, Section 21100, et seq.).

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:
• Superior Customer Service
• Public Service Excellence through Internal and External Partnerships

12.10 PUBLIC HEARING
Packet Pg. 77
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: CONDUCT TAX EQUITY AND FISCAL RESPONSIBILITY ACT (TEFRA)

HEARING
PAGE 2

BACKGROUND
The Authority . The Authority is a joint powers authority (JPA) established by the California Association for Local Economic Development (CALED) whose purpose is to issue tax -exempt and taxable conduit revenue bonds to fund commercial and industrial development projects within member jurisdictions. Federal and state laws provide the ability for cities and counties to join together under cooperative agreements to form joint powers authorities to issue tax-exempt and taxable bonds to fund projects that provide a public benefit and serve the needs of residents within the jurisdictions of the participating members. Cities and counties in California utilize joint powers authorities pri marily for economies of scale, to access specialized transaction knowledge and resources, and to avoid using valuable local staff time on these types of transactions.

The Authority is a joint powers authority created by the cities of Selma, Lancaster and E ureka.

There are over 270 cities and counties who are associate members of the Authority. The Authority’s activities are dedicated to providing economic development assistance to member jurisdictions as an extension of the economic development assistance provided by CALED to its members.

The JPA Agreement permits any other local agency in California to join the Authority as an “Associate Member.” The Authority’s Board of Directors has requested that the City become an Associate Member of the Authority . Associate membership in the Authority will assist the City as well as for-profit and nonprofit organizations located within the City in financing industrial and commercial development projects and other public purpose projects within the City. The Authority’s Associate Members enjoy nearly all the benefits of regular membership without the concomitant duties or obligations. Associate Members have ample opportunity to provide input on proposed or existing programs. Further, Associate Members are not restricted or inhibited in any way with respect to their independent ability to finance any project in any manner they deem appropriate, which may or may not involve or include the Authority.

Once the City becomes an Associate Member of the Authority, the Ci ty will be eligible to participate in the Authority’s programs. The City is under no obligation to remain an Associate Member of the Authority and can exit at any time after this transaction is completed. There is no upfront or ongoing cost for being an Associate Member of the Authority.

ISSUES/ANALYSIS
The Borrower . The Borrower and the Authority have requested that the City conduct a Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”) hearing and approve a resolution in accordance with Internal Revenue Code Section 147(f) authorizing the issuance of tax -exempt obligations by the Authority in an amount not to exceed $36,100,000. A TEFRA hearing is required by the Internal Revenue Code before tax -exempt debt can be issued for the benefit of a private nonprofit corporation. The hearing gives the public an opportunity to comment on the use of tax-exempt funds by the Borrower.

The proceeds of the Obligations will be used to finance and/or refinance the cost of acquisition, construction, renovation, e quipping and improvement of certain educational and ancillary facilities located at the Borrower’s campuses at : 1) 12200 Oxford Drive, La Mirada, California 90638, designed to serve approximately 360 students in preschool and in grades TK through

12.10 PUBLIC HEARING
Packet Pg. 78
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: CONDUCT TAX EQUITY AND FISCAL RESPONSIBILITY ACT (TEFRA)

HEARING
PAGE 3

4th, in a n amount not to exceed $2,000,000 ; 2 ) 1225 N. Hacienda Road, La Habra Heights, California 90631, designed to serve approximately 130 students ages in early childhood education and preschool in an amount not to exceed $6,000,000 ; 3) 2092 Chino Hills Parkway, Chino Hills, California 91709, designed to serve approximately 175 students in early childhood education and preschool in an amount not to exceed $3,000,000 ; 4) 2549 Madrugada Drive, Chino Hills, California 91709, designed to serve approximately 225 stud ents in grades Kindergarten through 5 th, in an amount not to exceed $2,100,000 ; and 5) 14670 Ramona Avenue, Chino, California 91710, designed to serve approximately 175 students in preschool and elementary school in an amount not to exceed $23,000,000 (the “Chino Project” and, collectively with items (1) through ( 4) above, the “Facilities”). The proceeds of the Obligations will also be used to fund a reserve fund and capitalized interest with respect to the Obligations, if necessary, and to pay certain expe nses incurred in connection with the issuance of the Obligations.

The Borrower is an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986 (the “Code”). The Facilities will be owned and operated by the Borrower or by one or more limited liability companies whose sole member is the Borrower as independent private schools supporting the Borrower’s educational mission.

The Borrower commenced operations in 1981, and now operates on seven campuses in La Mirada, Brea, Chino Hills, Chino and La Habra Heights, California serving approximately 1,450 students from early childhood and preschool through 8 th grade. The Borrower is accredited by Western Association of Schools and Colleges (WASC).

The issuance of the Obligations as tax -exempt will reduce financing costs and debt service costs for the Borrower. In order to satisfy the requirements for the obligations to be issued as tax-exempt, an applicable elected representative which is also a member of the Authority is required to conduct the TEFRA hearing and approve the issuance of the tax -exempt obligations in accordance with Section 147(f) of the Code. The City Council of the City of Chino constitutes an applicable elected representative under Section 147(f) of the Code.

A public notice (attached) of today’s public hearing was published on behalf of the City at least seven days prior to the hearing in the Chino Champion newspaper by the law firm of Kutak Rock LLP.

RB:hm
Attachments – Resolution 2023-032
Resolution 2023-033
Copy of Public Notice
Associate Membership Agreement

12.10 PUBLIC HEARING
Packet Pg. 79
RESOLUTION NO. 2023-032

RESOLUTION APPROVING ASSOCIATE MEMBERSHIP BY THE CITY OF CHINO, CALIFORNIA; IN THE CALIFORNIA ENTERPRISE DEVELOPMENT

AUTHORITY AND THE EXECUTION OF AN ASSOCIATE MEMBERSHIP

AGREEMENT RELATING TO ASSOCIATE MEMBERSHIP OF THE CITY IN

THE AUTHORITY
WHEREAS, the City of Chino, California (the “City”) is a municipal corporation, duly organized and existing under the Constitution and the laws of the State of California; and WHEREAS, the City, upon authorization of the City Council (the “City Coucil”), may pursuant to Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, commencing with Section 6500 (the “JPA Law”) enter into a joint exercise of powers agreement with one or more other public agencies pursuant to which such contracting parties may jointly exercise any power common to them; and
WHEREAS, the Cities of Selma, Lancaster and Eureka have entered into a Joint Powers Agreement, dated as of June 1, 2006 (the “Agreement”), establishing the California Enterprise Development Authority (the “Authority”) and prescribing its purposes and powers; and WHEREAS, in furtherance of the City’s economic development efforts, the City desires to become an associate member of the Authority; and
WHEREAS, under the JPA Law and the Agreement, the Authority is a public entity separate and apart from the parties to the Agreement and the debts, liabilities and obligations of the Authority will not be the debts, liabilities or obligations of the City or the other members of the Authority; and
WHEREAS, the form of associate membership agreement (the “Associate Membership Agreement”) between the City and the Authority has been filed with the City, and the members of the City Council , with the aid of the City’s staff, have reviewed the Associate Membership Agreement;
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Chino, hereby finds, determines and declares as follows:

Section 1. Associate Membership in the Authority. The City Council hereby approves associate membership by the City in the Authority.

Section 2. Approval of Associate Membership Agreement. The City Council hereby approves the form of, and authorizes the Mayor, the City Manager or any designee of such officers, to execute the Associate Membership Agreement and authorizes the City Clerk to attest to such signature, in substantially the form on file with the City Clerk, together with any changes therein deemed advisable by the official signing the Associate Membership Agreement.

12.10.a
TEFRA Hearing - Heights Christian School
Packet Pg. 80
2 Section 3. Official Action. The Mayor, the City Manger, the City Clerk and other officers and officials of the City, are hereby authorized and directed to take all actions and do all things necessary with respect to associate membership in the Authority including but not limited to the execution and delivery of any and all agreements, certificates , instruments and other documents which are necessary to effectuate the purposes of this resolution.

Section 4. Effective Date. This Resolution shall take effect upon its adoption by the City Council.

RESOLVED FURTHER, the City Clerk of the City of Chino shall certify the adoption of this resolution, and thenceforth and thereafter the same shall be in full force and effect.

PASSED, APPROVED AND ADOPTED by the City Council of the City of Chino, California, at a regular meeting held on the 6th day of June 2023.

CITY OF CHINO:

EUNICE M. ULLOA, MAYOR

ATTEST:

NATALIE GONZAGA, CITY CLERK

CITY OF CHINO )
COUNTY OF SAN BERNARDINO ) §

STATE OF CALIFORNIA )
I, Natalie Gonzaga, City Clerk of the City of Chino, do hereby certify that the foregoing Resolution was duly adopted by the City Council at a regular meeting held on the 6th day of June 2023 by the following votes:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

NATALIE GONZAGA, CITY CLERK

12.10.a
TEFRA Hearing - Heights Christian School
Packet Pg. 81
3 CERTIFICATE OF THE CITY CLERK

I, Natalie Gonzaga, City Clerk of the City of Chino, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adopted at the meeting of the City Council of the City of Chino duly and regularly held in Chino, California, on June 6, 2023, of which meeting all of the members of said City Council had due notice.

I further certify that I have carefully compared the foregoing copy with the original minutes of said meeting on file and of record in my office; that said copy is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and that said resolution has not been amended, modified, rescinded or revoked in any manner since the date of its adoption, and the same is now in full force and effect.

IN WITNESS WHEREOF, I have executed this certificate and affixed the seal of the City of Chino hereto this 6th day of June 2023.

_______________________________
Natalie Gonzaga, City Clerk

12.10.a
TEFRA Hearing - Heights Christian School
Packet Pg. 82
RESOLUTION NO. 2023-033

A RESOLUTION OF THE CITY COUNCIL OF THE CITY O F CHINO,

CALIFORNIA, APPROVING THE ISSUANCE OF REVENUE BONDS BY THE

CALIFORNIA E NTERPRISE DEVELOPMENT AUTHORITY IN AN
AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $36,100,000 FOR THE

PURPOSE OF RE FINANCING CERTAIN EDUCATIONAL FACILITIES AND

CERTAIN OTHER MATTERS RELATING THERETO FOR THE BENEFIT OF

HEIGHTS CHRISTIAN SCHOOLS

A. Recitals.

(i) As of the date herewith, the City Council adopted a r esolution to become an associate member of the California Enterprise Development Authority (“Authority”) in order to participate in economic development financing programs for the benefit of businesses and nonprofit entities within its jurisdiction. (ii) The Authority is authorized to issue and sell revenue bonds for the purpose, among others, of financing or refinancing the acquisition, construction, renovation, equipping and furnishing of capital projects.
(iii) Heights Christian Schools, a nonprofit corporation (the “School”) and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), has requested that the California E nterprise Development Authority (the “Authority”) issue and sell revenue bonds (the “Bonds”) in the maximum principal amount not to exceed $36,100,000 for the purpose of making a loan to the School to (i) finance and/or refinance the cost of acquisition, construction, renovation, equipping and improvement of certain educational and ancillary facilities located at the Borrower’s campuses at (i) 12200 Oxford Drive, La Mirada, California 90638, designed to serve approximately 360 students in preschool and in grades TK through 4 in an amount not to exceed $2,000,000, (ii) 1225 N. Hacienda Road, La Habra Heights, California 90631, designed to serve approximately 130 students ages in early childhood education and preschool in an amount not to exceed $6,000,000, (iii) 2092 Chino Hills Parkway, Chino Hills, California 91709, designed to serve approximately 175 students in early childhood education and preschool in an amount not to exceed $3,000,000, (iv) 2549 Madrugada Drive, Chino Hills, California 91709, designed to serve approximately 225 students in grades Kindergarten through 5 in an amount not to exceed $2,100,000, and (v) 14670 Ramona Avenue, Chino, California 91710, designed to serve approximately 175 students in preschool and elementary school in an amount not to exceed $23,000,000 (the “Chino Project” and collectively with items (i) through (iv) above, the “Project”), (ii) fund a debt service reserve fund; and (ii) pay certain costs of issuance and other related costs in connection with the issuance of the Bonds.
(iv) T he Chino Project is owned by the School, used for the educational purposes thereof, and are located entirely within the territorial limits of the City. (v) P ursuant to Section 147(f) of the Code, the issuance of the Bonds by the Authority must be approved by the City because a portion of the Project constituting the Chino Project is located within the territorial limits of the City.

Resolution No. 2023-033
June 6, 2023
2 (vi) T he Council of the City (the “City Council”) is the elected legislative body of the City and is one of the “applicable elected representatives” required to approve the issuance of the Bonds under Section 147(f) of the Code. (vii) T he Authority has requested that the City Council approve the issuance of the Bonds by the Authority in order to satisfy the public approval requirement s of Section 147(f) of the Code.
(viii) A public hearing was held by the City Council on June 6, 2023, at the me eting which commenced at 7:00 p.m., at the Chino City Hall Council Chambers located at 13220 Central Avenue, Chino, California 91710, following duly published notice thereof in a newspaper of general circulation in the City of Chino, on May 27, 2023, and all persons desiring to be heard have been heard.
(ix) T he City Council now desires to approve the issuance of the Bonds by the Authority.

B. Resolution.

NOW, THEREFORE, the City Council of the City of Chino, California, does hereby resolve, declare, determine and order as follows:

1. The foregoing recitals are true and correct.

2. The City Council hereby approves the refinancing of the Chino Project and the issuance of the Bonds by the Authority. It is the purpose and intent of the City Council that this Resolution constitute approval of the plan of finance for the Chino Project and the issuance of the Bonds for the purposes of: Section 147(f) of the Code by the applicable elected representative of the governmental unit having jurisdiction over the area in which the Chino Project is located, in accordance with said Section 147(f); provided, however, that this Resolution shall not constitute an approval by the City Council of the Project for any other purpose.

3. The issuance of the Bonds shall be subject to the approval of the Authority of all financing documents relating thereto to which the Authority is a party. The Ci ty Council shall have no responsibility or liability whatsoever with respect to the Bonds.

4. The officers of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they deem necessary or advisable in order to carry out, give effect to and comply with the terms and intent of this Resolution and the financing transaction approved hereby.

5. This Resolution shall take effect immediately upon its adoption.

PASSED, APPROVED AND ADOPTED this 6
th day of June 2023.

CITY OF CHINO:

Resolution No. 2023-033
June 6, 2023
3 EUNICE M. ULLOA, MAYOR

ATTEST:

NATALIE GONZAGA, CITY CLERK

CITY OF CHINO )
COUNTY OF SAN BERNARDINO ) §

STATE OF CALIFORNIA )
I, Natalie Gonzaga, City Clerk of the City of Chino, do hereby certify that the foregoing Resolution was duly adopted by the City Council at a regular meeting held on the 6th day of June 2023 by the following votes:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

NATALIE GONZAGA, CITY CLERK

NOTICE OF PUBLIC HEARING WITH RESPECT TO THE ISSUANCE OF REVENUE

BONDS BY THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY FOR THE

PURPOSE OF REFINANCING THE COST OF CONSTRUCTION, RENOVATION,

EQUIPPING AND IMPROVEMENT OF EDUCATIONAL FACILITIES FOR THE BENEFIT

OF HEIGHTS CHRISTIAN SCHOOLS, AND/OR A RELATED ENTITY
NOTICE IS HEREBY GIVEN that at 6:00 p.m., or as soon thereafter as the matter may be heard, on June 6, 2023 at the City of Chino, Council Chambers, 13220 Central Avenue, Chino, California 91710, the City Council of the City of Chino (the “City Council”) will conduct a public hearing (the “Public Hearing”) at which the City Council will hear and consider information concerning the issuance, from time to time, pursuant to a plan of finance, of one or more series of revenue bonds by the California Enterprise Development Authority (the “Issuer”) in an aggregate principal amount not to exceed $ 36,100,000 (the “Bonds”) for the benefit of Heights Christian Schools, a nonprofit corporation duly organized and existing under the laws of the State of California (the “State”), and/or a related entity (the “Borrower”). The Issuer will loan the proceeds of the Bonds to the Borrower pursuant to one or more loan agreements (collectively, the “Loan Agreements”). The proceeds of the Bonds loaned to the Borrower will be applied to (a) finance and/or refinance the cost of acquisition, construction, renovation, equipping and impro vement of certain educational and ancillary facilities located at the Borrower’s campuses at (i) 12200 Oxford Drive, La Mirada, California 90638, designed to serve approximately 360 students in preschool and in grades TK through 4 in an amount not to excee d $2,000,000, (ii) 1225 N. Hacienda Road, La Habra Heights, California 90631, designed to serve approximately 130 students ages in early childhood education and preschool in an amount not to exceed $ 6,000,000, (iii) 2092 Chino Hills Parkway, Chino Hills, C alifornia 91709, designed to serve approximately 175 students in early childhood education and preschool in an amount not to exceed $3,000,000, (iv) 2549 Madrugada Drive, Chino Hills, California 91709, designed to serve approximately 225 students in grades Kindergarten through 5 in an amount not to exceed $2,100,000, and (v) 14670 Ramona Avenue, Chino, California 91710, designed to serve approximately 175 students in preschool and elementary school in an amount not to exceed $ 23,000,000 (collectively, the “ Facilities”), (b) fund a debt service reserve fund; and (c) pay certain costs of issuance and other related costs in connection with the issuance of the Bonds . The Borrower is an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), and will own and operate the Facilities in connection with its educational mission. The Bonds will be paid entirely from repayments by the Borrower under the Loan Agreements.

Neither the faith and credit nor the taxing power of the City of Chino (the “City”), the State, or any other political corporation, subdivision or agency of the State is pledged to the payment of the principal of, premium, if any, or interest on, the Bonds, nor shall the City, the State or any other poli tical corporation, subdivision or agency of the State be liable or obligated to pay the principal of, premium, if any, or interest on, the Bonds. The Public Hearing is intended to comply with the public approval requirements of Section 147(f) of the Code.

Those wishing to comment on the proposed refinancing and the nature and location of the Facilities may either appear in person at the public hearing or submit written comments, which must be received by the City prior to the hearing. Written comments should be sent to the City Clerk, City of Chino, 13220 Central Avenue, Chino, California 91710.

Date: May 27, 2023

CITY OF CHINO

CITY CLERK

12.10.c
TEFRA Hearing - Heights Christian School
Packet Pg. 86

ASSOCIATE MEMBERSHIP AGREEMENT
by and between the

CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY
and the

CITY OF CHINO, CALIFORNIA
THIS ASSOCIATE MEMBERSHIP AGREEMENT (this “Associate Membership Agreement”), dated as of [May 23] , 2023 by and between CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY (the “Authority”) and the CITY OF CHINO , CALIFORNIA, a municipal corporation, duly organized and existing under the laws of the State of California (the “City”);
WITNESSETH:

WHEREAS, the Cities of Selma, Lancaster and Eureka (individually, a “Member” and collectively, the “Members”), have entered into a Joint Powers Agreement, dated as of June 1, 2006 (the “Agreement”), establishing the Authority and prescribing its purposes and powers; and WHEREAS, the Agreement designates the Executive Committee of the Board of Directors and the President of the California Association for Local Economic Development as the initial Board of Directors of the Authority; and
WHEREAS, the Authority has been formed for the purpose, among others, to assist for profit and nonprofit corporations and other entities to obtain financing for projects and purposes serving the public interest; and
WHEREAS, the Agreement permits any other local agency in the State of California to join the Authority as an associate member (an “Associate Member”); and WHEREAS, the City desires to become an Associate Member of the Authority; and WHEREAS, Council of the City has adopted a resolution approving the Associate Membership Agreement and the execution and delivery thereof; and WHEREAS, the Board of Directors of the Authority has determined that the City should become an Associate Member of the Authority.

NOW, THEREFORE, in consideration of the above premises and of the mutual promises herein contained, the Authority and the City do hereby agree as follows:

12.10.d
TEFRA Hearing - Heights Christian School
Packet Pg. 87
2 Section 1. Associate Member Status . The City is hereby made an Associate Member of the Authority for all purposes of the Agreement and the Bylaws of the Authority, the provisions of which are hereby incorporated herein by reference. From and after the date of execution and delivery of this Associate Membership Agreement by the City and the Authority, the City shall be and remain an Associate Member of the Authority, unless or until the City opts to withdraw from the Authority, upon written notice to the Authority Board in accordance with the terms of the Agreement.

Section

2. Restrictions and Rights of Associate Members. The City shall not have the right, as an Associate Member of the Authority, to vote on any action taken by the Board of Directors or by the Voting Members of the Authority, except as to amendment of the Joint Powers Agreement, in which instance the City shall have one vote in accordance with Section 8.5 of the Agreement. In addition, no officer, employee or representative of the City shall have any right to become an officer or director of the Authority.

Section

3. Effect of Prior Authority Actions. The City hereby agrees to be subject to and bound by the Agreement and the Bylaws; provided, however, that the Authority agrees that the City will not be bound by any amendment to the Bylaws that in any way either increases the City’s responsibilities or potential liability under this Agreement or diminishes the City’s rights under this Agreement.

Section

4. No Obligations of Associate Members. The debts, liabilities and obligations of the Authority shall not be the debts, liabilities and obligations of the City.

Section 5. Execution of the Agreement . Execution of this Associate Membership Agreement shall satisfy the requirements of the Agreement and Article XII of the Bylaws of the Authority for participation by the City in all programs and other undertakings of the Authority.

12.10.d
TEFRA Hearing - Heights Christian School
Packet Pg. 88
3 IN WITNESS WHEREOF , the parties hereto have caused this Associate Membership Agreement to be executed and attested by their proper officers thereunto duly authorized, on the day and year first set forth above.

CALIFORNIA ENTERPRISE

DEVELOPMENT AUTHORITY

By:

Gurbax Sahota, Chair of the
Board of Directors
Attest:

Michelle Stephens, Assistant Secretary

CITY OF CHINO, CALIFORNIA

By:

Mayor
Attest:

City Clerk

12.10.d
TEFRA Hearing - Heights Christian School
Packet Pg. 89

Revenue: 1001000-51200 Expenditure:

Transfer In: Transfer Out:

M E M O R A N D U M

CITY OF CHINO

FINANCE DEPARTMENT

COUNCIL MEETING DATE: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: ROB BURNS, DIRECTOR OF FINANCE

SUBJECT: FORMATION OF COMMUNITY FACILITIES DISTRICT 2023-1.

RECOMMENDATION
1) Conduct a Public Hearing regarding the formation of Community Facilities District No. 20 23- 1; 2) accept tax consultant’s report; 3) adopt Resolution No. 2023-029, establishing CFD No. 2023-1, authorizing the levy of special taxes, and calling an election; 4) adopt Resolution No. 2023-030, determining the necessity to incur bonded indebtedness; 5) conduct a special election with the property owners; 6) adopt Resolution No. 2023-031, declaring results of the special election and directing recording of the special ta x lien; 7) approve the introd uction of Ordinance No. 2023-013, levying a special tax, to be read by number and title only, and waive further reading of the Ordinance; and 8) authorize the City Manager to execute all necessary documents on behalf of the City.

FISCAL IMPACT
The City will receive City Services Tax Revenue of approximately $ 108,000 per year upon buildout of CFD 2023-1. This revenue is intended to offset the cost of providing City services to the homes in CFD No. 2023-1.

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

12.11 PUBLIC HEARING
Packet Pg. 90
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: FORMATION OF COMMUNITY FACILITIES DISTRICT 2023-1 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 L oop. Tri Point plans to develop this land with 188 residential units ranging from 1,305 to 2,707 square feet. As part of the development of The Preserve, the City of Chino is requiring Tri Point to build the necessary public infrastructure to serve the residents in this new project area.

The public improvements for the Tri Point project will consist of backbone infrastructure such as sewer, water and gas lines, storm drain connections, streets, curb and gutters, streetlight and traffic signal improvement s, landscaped medians, and other required facilities. Authorized municipal services payable from the services tax include maintenance of parks, parkways, and open space; flood and storm protection; operation of storm drainage systems; and public safety services.

The City Council adopted Resolution No. 202 3-023, declaring the City of Chino’s Intention to Incur Bonded Indebtedness for the proposed Community Facilities District No. 202 3-1 and established June 6, 2023 as the Public Hearing date. A Notice of Public Hearing was published in the local paper on May 27, 2023. Additionally, the full notice was mailed to all the owners of the subject property on May 19, 2023.

ISSUES/ANALYSIS
The Mello-Roos Community Facilities Act of 1982 (“the Act”), Section 53318 of the Government Code, establishes the specific proceedings for creating a Community Facilities District. These proceedings require the City Council to conduct a public hearing to hear testimony of all interested persons for or against the establishment of CFD 2023-1, the extent of the CFD, and the furnishing of specific types of public facilities or services. At the conclusion of the hearing, the legislative body may determine to proceed with establishing the CFD.

By adopting Resolution No. 2023-023, pursuant to Section 53321.5 of the Act, the Council ordered the responsible officers for the proposed CFD to study said CFD and prepare a report for the Council. The Special Tax Consultant, Albert A. Webb Associates, has prepared and submitted this report to the City Council on behalf of the officers for City review. The report contains a brief description of the public facilities and services by type, their estimated cost, establishes the rates and methods of apportionment of the special taxes to be levie d upon the parcels of taxable property required to fund the acquisition and/or construction of said public facilities and the provision of said services, as well as the amounts and costs associated with the issuance of bonds to finance acquisition and/or construction of said facilities.

After the legislative body determines to establish CFD 202 3-1, it shall adopt a resolution authorizing the formation of CFD 2023-1 and the levy of a special tax within CFD 2023-1 and calling for a special election within CFD 202 3-1, and it may immediately hold the special election. An official ballot, including a waiver of the time limit pertaining to the conduct of the election, and any requirement for notice of analysis and arguments with respect to the ballot measure, were provided to the property owner(s) prior to the June 6, 2023 City Council meeting.

The City Clerk must also concur with the shortening of various time periods applicable to the said landowner election.

12.11 PUBLIC HEARING
Packet Pg. 91
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: FORMATION OF COMMUNITY FACILITIES DISTRICT 2023-1 PAGE 3

The City Clerk shall then canvass the returns of the election and total the number of ballots cast for and against the measure. After the canvass of returns of any election, pursuant to Section 53326, the legislative body may levy any special tax as specified in the resolution of formation in the territor y of the CFD, if two -thirds of the votes cast are in favor of levying that tax. The legislative body shall then approve the introduction of an ordinance levying a special tax on the CFD.

At this time, it is estimated there will be approximately $17,000,000 in bonds sold. Staff is not moving forward with the remaining documents required to sell the bonds until development in CFD 2023-1 is sufficient to justify the bond issuance. When development is sufficient to justify a bond issuance, the City will then p rocess the documents necessary to sell bonds. These documents will include the Resolution approving the Preliminary Official Statement, Fiscal Agent Agreement, Bond Purchase Agreement and District Continuing Disclosure Agreement. These documents will be scheduled for consideration at a future City Council meeting.

Attachments: Resolution No. 2023-029, Exhibit A
Resolution No. 2023-030
Resolution No. 2023-031, Exhibits A and B
Ordinance No. 2023-013
CFD 2023-1 Boundary Map
Tax Consultant’s Report

12.11 PUBLIC HEARING
Packet Pg. 92

RESOLUTION NO. 2023-029

RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF CHINO , CALIFORNIA ESTABLISHING
COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE

CEDAR) OF THE CITY OF CHINO, AUTHORIZING THE

LEVY OF SPECIAL TAXES AND CALLING AN

ELECTION THEREIN
WHEREAS, the City Council (the “City Council”) of the City of Chino, California (the “City”) has heretofore adopted Resolution No. 2023-023 (the “Resolution of Intention”) stating its intention to form Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino (the “Community Facilities District”) pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the “Act”); and
WHEREAS, a copy of the Resolution of Intention setting forth a description of the proposed boundaries of the Community Facilities District, the public facilities , services a nd the incidental expenses to be financed by the Community Facilities District (the “Facilities,” “Services” and “Incidental Expenses,” respectively) is on file with the City Clerk; and is incorporated herein by reference; and
WHEREAS, a combined notice of a public hearing to be held on June 6, 2023 was published and mailed to all landowners of the land proposed to be included within the Community Facilities District; and
WHEREAS, on June 6, 2023, the City Council opened the public hearing (the “Hearing”) as required by law; and
WHEREAS, at the Hearing there was filed with this City Council a report containing a description of the Facilities and Services necessary to meet the needs of the Community Facilities District and an estimate of the cost of such Facilities and Services as required by Section 53321.5 of the Act (the “Community Facilities District Report”); and WHEREAS, at the Hearing all persons desiring to be heard on all matters pertaining to the proposed formation of the Community Facilities District and the levy of the special taxes and the issuance of bonded indebtedness were heard and a full and fair hearing was held; and WHEREAS, at the Hearing, evidence was presented to the City Council on the matters before it, and the proposed formation of the Community Facilities District and the levy of special taxes was not precluded by a majority protest of the type described in Section 53324 of the Act, and this City Council at the conclusion of the hearing is fully advised as to all matters relating to the formation of the Community Facilities District, the levy of the special taxes and the issuance of bonded indebtedness; and
WHEREAS, the City Council has determined that there have been no registered voters residing in the proposed boundaries of the Community Facilities District for the period of 90 days prior to the Hearing and that the qualified electors in t he Community Facilities District are the landowners within the Community Facilities District; and

12.11.a
Public Hearing-Formation of CFD 2023-1
Packet Pg. 93
2 WHEREAS, on the basis of all of the foregoing, the City Council has determined at this time to proceed with the establishment of the Community Facilities District and with the calling of an election within the boundaries of the Community Facilities District to authorize (i) the levy of special taxes within the Community Facilities District pursuant to the rate and method of apportionment of the special tax attached to the Resolution of Intention as Attachment “C” (the “Rate and Method”), (ii) the issuance of bonds to finance the Facilities and Incidental Expenses, and (iii) the establishment of an appropriations limit for the Community Facilities District;

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

Section 1. Each of the above recitals is true and correct.

Section 2. A Community Facilities District to be designated “Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino” is hereby established pursuant to the Act.

The City Council hereby finds and determines that all prior proceedings taken with respect to the establishment of the Community Facilities District were valid and in conformity with the requirements of law, including the Act. This finding is made in accordance with the provisions of Section 53325.1(b) of the Act.

Section 3. The boundaries of the Community Facilities District are established as shown on the map designated “Proposed Boundary Map Community Facilities District No. 2023-1 (Sage Cedar) City of Chino, County of San Bernardino, State of California”, which map is on file in the office of the City Clerk and was recorded pursuant to Sections 3111 and 3113 of the Streets and Highways Code in the County of San Bernardino Book of Boundary Maps in the County Recorder’s Office in Book No. 91 at Page 9 as Document No. 2023-0099832 on April 26, 2023.

Section 4. The types of Facilities, Services and Incidental Expenses authorized to be provided for the Community Facilities District are those set forth in the Resolution of Intention.

The estimated cost of the Facilities and Incidental Expenses to be financed is set forth in the Community Facilities District Report, which estimates may change as the Facilities are designed and bid for construction and acquisition. Bond proceeds shall not be used to finance Services.

The City of Chino is authorized by the Act to cont ribute revenue to, or to construct or acquire the Facilities, all in accordance with the Act. The City Council finds that the proposed Facilities are necessary to meet the increased demand that will be placed upon public infrastructure and City as a result of new development within the Community Facilities District.

The City Council finds and determines that the proposed Services are necessary to meet the increased demand that will be placed upon local agencies and public infrastructure as a result of new development within the Community Facilities District and that the Services to be financed benefit residents of the City and the future residents of the Community Facilities District.

Section 5. The City Council hereby adopts the Rate and Method attached to the Resolution of Intention as Attachment “C” as the applicable rate and method of apportionment for the Community Facilities District. Except where funds are otherwise available, it is the intention of the City Council, subject to the approval of the eligible voters within the Community Facilities District, to levy the proposed special taxes in the Community Facilities District at the r ates set forth in the Rate and Method hereto on all non -exempt property within the Community Facilities District sufficient to pay (i) the Facilities and the principal and interest and other periodic costs on the bonds proposed to be issued by the Community Facilities District to finance the Facilities and

12.11.a
Public Hearing-Formation of CFD 2023-1
Packet Pg. 94
3 Incidental Expenses, including the establishment and replenishment of reserve funds, any remarketing, credit enhancement and liquidity facility fees (including such fees for instruments which serve as the basis of a reserve fund in lieu of cash) and other expenses of the type permitted by Section 53345.3 of the Act; (ii) the Services, and (iii) the Incidental Expenses. The Community Facilities District expects to incur, and in certain cases has already incurred, Incidental Expenses in connection with the creation of the Community Facilities District, the issuance of bonds, the levying and collecting of the special tax, the completion and inspection of the Facilities and the annual administration of the bonds and the Community Facilities District. The Rate and Method is described in detail in Attachment “C” to the Resolution of Intention and incorporated herein by this reference, and the City Council hereby finds that said Attachment “C” contains sufficient detail to allow each landowner within the Community Facilities District to estimate the maximum amount of the special tax for Facilities (“Special Tax A”) and Services (“Special Tax B”) that may be levied against each parcel. As described in greater deta il in the Community Facilities District Report, which is incorporated by reference herein, the special taxes are based on the expected demand that each parcel of real property within the Community Facilities District will place on the Facilities and Services and, accordingly, are hereby determined to be reasonable. The special taxes shall be levied on each assessor’s parcel pursuant to the Rate and Method, but Special Tax A shall not be levied after Fiscal Year 2073-74. Special Tax B shall be levied in perpetuity as long as the Services are being provided. The special taxes are apportioned to each parcel on the foregoing basis pursuant to Section 53325.3 of the Act and such special taxes are not an ad valorem tax on or a tax based upon the ownership of real property.

The City’s Director of Finance will be responsible for preparing annually, or authorizing a designee to prepare, a current roll of special tax levy obligations by assessor’s parcel number and will be responsible for estimating future special tax levies pursuant to Section 53340.2 of the Act.

Section 6. 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 A specified in the Rate and Method, the City Council shall, on behalf of the Community Facilities District, increase the levy of Special Tax A to the extent necessary and permitted by law and these proceedings upon the remaining property within the Community Facilities District which is not delinquent or exempt in order to yield the required debt service payments on any outstanding bonds of the Community Facilities District or to prevent the Community Facilities District from defaulting on any other obl igations or liabilities of the Community Facilities District ; provided, however, that under no circumstances shall such Special Tax A in the Community Facilities District be increased in any fiscal year 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.

Section 7. Upon recordation of a notice of special tax lien pursuant to Section 3114.5 of the Streets and Highways Code, a continuing lien to secure each levy of the special tax shall attach to all non -exempt real property in the Community Facilities District ; and this lien shall continue in force and effect until the special tax obligation is prepaid and permanently satisfied and the lien canceled in accordance with law or until collection of the special tax by the Community Facilities District on behalf of the Community Facilities District ceases.

Section 8. Consistent with Section 53325.6 of the Act, the City Council finds and determines that the land within the Community Facilities District , if any, devoted primarily to agricultural, timber or livestock uses and being used for the commercial production of agricultural, timber or livestock products is contiguous to other land within the Community Facilities District

12.11.a
Public Hearing-Formation of CFD 2023-1
Packet Pg. 95
4 and will be benefited by the Facilities proposed to be provided within the Community Facilities District.

Section 9. It is hereby further determined that there is no ad valorem property tax currently being levied on property within the proposed Community Facilities District for the exclusive purpose of paying the principal of or interest on bonds or other indebtedness incurred to finance the construction of capital facilities which provide the same services to the territory of the Community Facilities District as are proposed to be provided by the Facilities to be financed by the Community Facilities District.

Section 10. It is hereby further determined that there is no ad valorem property tax currently being levied on property within proposed Community Facilities District No. 2023-1 for the exclusive purpose of paying for the same services to the territory of Community Facilities District No. 2023-1 as are proposed to be provided by the Services to be financed by Community Facilities District No. 2023-1.

Section 11. Written protests against the esta blishment of the Community Facilities District have not been filed by one-half or more of the registered voters within the boundaries of the Community Facilities District or by the property owners of one-half or more of the area of land within the boundaries of the Community Facilities District. The City Council hereby finds that the proposed special tax has not been precluded by a majority protest pursuant to Section 53324 of the Act.

Section 12. An election is hereby called for the Community Facilities District on the propositions of levying the special tax on the property within the Community Facilities District and establishing an appropriations limit for the Community Facilities District pursuant to Section 53325.7 of the Act and shall be consolidated with the ele ction on the proposition of incurring bonded indebtedness for the Community Facilities District , pursuant to Section 53351 of the Act. The propositions to be placed on the ballot for the Community Facilities District are attached hereto as Exhibit A.

Section 13. The date of the election within the Community Facilities District shall be June 6, 2023, or such later date as is consented to by the City Clerk and the landowners within the Community Facilities District. The City Clerk shall conduct the election. Except as otherwise provided by the Act, the election shall be conducted by personally delivered or mailed ballot and, except as otherwise provided by the Act, the election shall be conducted in accordance with the provisions of law regulating elections of the City insofar as such provisions are determined by the City Clerk to be applicable.

It is hereby found that there are no registered voters within the territory of the Community Facilities District, and, pursuant to Section 53326 of the Act, each landowner who is the owner of record on the date hereof, or the authorized representative thereof, shall have one vote for each acre or portion thereof that he, she or it owns within the Community Facilities District. The voters shall be the landowners of record within the Community Facilities District as of June 6, 2023.

Section 14. The preparation of the Community Facilities District Report is hereby ratified. The Community Facilities District Report, as submitted, is hereby approved and made a part of the record of the public hearing regarding the formation of the Community Facilities District, and is ordered to be kept on file with the transcript of these proceedings and open for public inspection.

12.11.a
Public Hearing-Formation of CFD 2023-1
Packet Pg. 96
5 Section 15. 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 creating the Community Facilities District. The C ity 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, whichever is les s, of the work -in-kind, as determined by the City Council, with or without interest.

Section 16. This Resolution shall be effective upon its adoption.

PASSED AND ADOPTED by the City Council at a regular meeting held on the 6TH day of June 2023.

CITY COUNCIL OF THE CITY OF CHINO
By:

Eunice M. Ulloa,
Mayor of the City of Chino
ATTEST:

Natalie Gonzaga
City Clerk of the City of Chino

12.11.a
Public Hearing-Formation of CFD 2023-1
Packet Pg. 97
6 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 6TH day of June 2023, by the following votes:

AYES: COUNCIL MEMBERS
NOES: COUNCIL MEMBERS
ABSENT: COUNCIL MEMBERS

NATALIE GONZAGA, CITY CLERK
Attachments: Exhibit A

12.11.a
Public Hearing-Formation of CFD 2023-1
Packet Pg. 98
A-1

EXHIBIT A

SAMPLE BALLOT
COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR)

OF THE CITY OF CHINO

SPECIAL TAX AND SPECIAL BOND ELECTION
June 6, 2023
This ballot represents ___ votes.

To vote, write or stamp a cross (“+” or “X”) in the voting square after the word “YES” or after the word “NO”. All marks otherwise made are forbidden. All distinguishing marks are forbidden and make the ballot void.

If you wrongly mark, tear or deface this ballot, return it to the City Clerk of the City of Chino and obtain another.

PROPOSITION A: Shall Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino (the “ Community Facilit ies District ”) incur an indebtedness and issue bonds for the Community Facilities District in the maximum principal amount of $17,000,000, with interest at a rate or rates not to exceed the maximum interest rate permitted by law, to finance the Facilities and the Incidental Expenses described in Resolution No. 2023-023 of the City Council of the City of Chino?

YES______
NO_______

PROPOSITION B: Shall special tax es, pursuant to the rate and method of apportionment as provided in Resolution No. 2023-023 of the City Council of the City of Chino for the Community Facilities District, be levied to pay for the Facilities, Services, Incidental Expenses and the principal of and interest on bonds issued to finance the Facilities and Incidental Expenses and the other purposes described in Resolution No. 2023-023?

YES______
NO_______
PROPOSITION C: For each year commencing with Fiscal Year 2023-24, shall the appropriations limit, as defined by subdivision (h) of Section 8 of Article XIIIB of the California Constitution, for the Community Facilities District be an amount equal to $17,000,000?

YES______
NO_______

12.11.a
Public Hearing-Formation of CFD 2023-1
Packet Pg. 99

RESOLUTION NO. 2023-030

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

CHINO, CALIFORNIA, ACTING AS THE LEGISLATIVE
BODY OF COMMUNITY FACILITIES DISTRICT NO. 2023-1
(SAGE CEDAR) OF THE CITY OF CHINO , DETERMINING

THE NECESSITY TO INCUR BONDED INDEBTEDNESS

WITHIN SAID COMMUNITY FACILITIES DISTRICT AND

CALLING AN ELECTION THEREIN
WHEREAS, on April 18, 2023, the City Council (the “City Council”) of the City of Chino adopted Resolution No. 2023-023 (the “ Resolution of Intention”) stating its intention to form Community Facilities District No. 2023-1 (Sage Cedar ) of the City of Chino (the “ Community Facilities District”) pursuant to the Mello -Roos Community Facilities Act of 1982, as amended (the “Act”); and
WHEREAS, on April 18, 2023 , the City Council also adopted Resolution No. 2023-024 stating its intention to incur bonded indebtedness within the proposed Community Facilities District in an amount not to exceed $17,000,000 to finance: (1) the p urchase, construction, expansion, improvement or rehabilitation of public improvements identified in Exhibit B to the Resolution of Intention , including all furnishings, equipment and supplies relat ed thereto (collectively, the “Facilities ”), which Facilities have a useful life of five years of longer, and (2) the incidental expenses to be incurred in financing the Facilities and forming and administering the Community Facilities District (the “Incidental Expenses”); and WHEREAS, notice was published as req uired by law relative to the intention of the City Council to form the proposed Community Facilities District and to incur bonded indebtedness for the Community Facilities District; and
WHEREAS, on June 6, 2023 , the City Council opened a noticed public hea ring to determine whether it should proceed to form the Community Facilities District , issue bonds to pay for the Facilities and Incidental Expenses and to authorize the rate and method of apportionment of a special tax to be levied within the Community Fa cilities District for the purposes described in the Resolution of Intention; and
WHEREAS, at said public hearing all persons desiring to be heard on all matters pertaining to the formation of the Community Facilities District, the levy of special taxes and the issuance of bonds to pay for the cost of the proposed Facilities and Incidental Expenses were heard and a full and fair hearing was held; and
WHEREAS, subsequent to such hearing the City Council adopted a resolution establishing the Community Facilities District (the “Resolution of Formation”); and WHEREAS, the City Council desires to make the necessary findings to incur bonded indebtedness for the Community Facilities District, to declare the purpose for said indebtedness, and to authorize the submitt al of certain propositions to the voters of the Community Facilities District, being the owners of land within the Community Facilities District, all as authorized and required by law;

12.11.b
Public Hearing-Formation of CFD 2023-1
Packet Pg. 100
2 NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF CHINO AS FOLLOWS:

Section 1. It is necessary to incur bonded indebtedness of the Community Facilities District in a maximum aggregate principal amount not to exceed $17,000,000.

Section 2. The indebtedness is to be incurred for the purpose of financing th e costs of purchasing, constructing, modifying, expanding, improving, or rehabilitating the Facilities, as described in the Resolution of Intention and the Resolution of Formation, financing the Incidental Expenses, and carrying out the powers and purposes of the Community Facilities District, including, but not limited to, financing the costs of selling the bonds, establishing and replenishing bond reserve funds and paying remarketing, credit enhancement and liquidity facility fees (including such fees for instruments which serve as the basis of a reserve fund in lieu of cash), administrative expenses and other expenses of the type authorized by Section 53345.3 of the Act.

Section 3. The whole of the property within the Community Facilities District, other than property exempted from the special tax pursuant to the provisions of the rate and method of apportionment attached to the Resolution of Intention as Exhibit C, shall pay for the bonded indebtedness of the Community Facilities District pursuant to the levy of the special tax for the Facilities (“Special Tax A”) authorized by the Resolution of Formation.

Section 4. The Community Facilities District may issue one or more series of bonds secured by Special Tax A and the maximum term of any series of bonds to be issued shall in no event exceed forty (40) years.

Section 5. The bonds shall bear interest at the rate or rates not to exceed the maximum interest rate permitted by law, payable annually or semiannually, or in part annually and in part semiannually, except the first interest payment may be for a period of less than six months, with the actual rate or rates and times of payment to be determined at the time or times of sale thereof.

Section 6. The bonds may bear a variable or fixed interest rate, provided that such variable rate or the fixed rate shall not exceed the maximum rate permitted by Section 53531 of the California Government Code, or any other applicable provision of law limiting the maximum interest rate on the bonds.

Section 7. Pursuant to Section 53351 of the Act, a special election is hereby ca lled for the Community Facilities District on the proposition of incurring the bonded indebtedness. The proposition relative to incurring bonded indebtedness for the Community Facilities District shall be in the form set forth in Exhibit A to the Resoluti on of Formation. The election in the Community Facilities District on the proposition of incurring bonded indebtedness shall be consolidated with the election and on the propositions to levy the special taxes and to establish an appropriations limit for t he Community Facilities District , which propositions shall be in the forms set forth in Exhibit A to the Resolution of Formation.

Section 8. The date of the consolidated special election for the Community Facilities District shall be June 6, 2023, or such later date as is consented to by the City Clerk of the City of Chino (the “City Clerk”) and the owners of land within the Community Facilities District. The election shall be conducted by the City Clerk. Except as otherwise provided by the Act, the election shall be conducted in accordance with the provisions of law regulating elections of the

12.11.b
Public Hearing-Formation of CFD 2023-1
Packet Pg. 101
3 City insofar as such provisions are determined by the City Clerk to be applicable. The City Clerk is authorized to conduct the election following the adoption of the Resoluti on of Formation and this resolution; and all ballots shall be received by, and the City Clerk shall close the election by 6:00 p.m. on the election day; provided the election shall be closed at such earlier time as all qualified electors have voted as provided in Section 53326(d) of the Act. It is hereby found that there are fewer than 12 registered voters within the territory of the Community Facilities District and, pursuant to Section 53351(j) of the Act, the ballots for the special election shall be distributed in person or by mail with return postage prepaid to the landowners of record within the Community Facilities District as of the close of the June 6, 2023 hearing regarding the formation of the Community Facilities District . Each landowner shall have one vote for each acre or portion thereof that he, she or it owns within the Community Facilities District , as provided in Section 53326 of the Act.

Section 9. This Resolution shall be effective upon its adoption.

PASSED AND ADOPTED by the City Council at a regular meeting held on the 6th day of June 2023.

CITY COUNCIL OF THE CITY OF CHINO
By:

Eunice M. Ulloa,
Mayor of the City of Chino
ATTEST:

Natalie Gonzaga
City Clerk of the City of Chino

12.11.b
Public Hearing-Formation of CFD 2023-1
Packet Pg. 102
4 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 adopte d by the City Council of the City of Chino at a regular meeting held on the 6th day of June 2023, by the following votes:

AYES: COUNCIL MEMBERS
NOES: COUNCIL MEMBERS
ABSENT: COUNCIL MEMBERS

NATALIE GONZAGA, CITY CLERK

12.11.b
Public Hearing-Formation of CFD 2023-1
Packet Pg. 103

RESOLUTION NO. 2023-031

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

CHINO, CALIFORNIA, ACTING IN ITS CAPACITY AS

THE LEGISLATIVE BODY OF COMMUNITY FACILITIES
DISTRICT NO. 2023-1 (SAGE CEDAR) OF THE CITY OF
CHINO CERTIFYING THE RESULTS OF THE JUNE 6,
2023 SPECIAL TAX AND BOND ELECTIONS
WHEREAS, the City Council (the “City Council”) of the City of Chino, California (the “City”), acting as the legislative body of Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino (the “Community Facilities District”), c alled and duly held elections on June 6, 2023 within the boundaries of the Community Facilities District pursuant to Resolution Nos. 2023-023 and 2023-024 for the purpose of presenting to the qualified electors within the Community Facilities District the propositions which are attached hereto as Exhibit A; and WHEREAS, there has been presented to th e City Council a certificate of the City Clerk canvassing the results of the election, a copy of which is attached hereto as Exhibit B;

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

Section 1. Each of the above recitals is true and correct and is adopted by the legislative body of the Community Facilities District.

Section 2. Propositions A, B and C presented to the qualified electors of the Community Facilities District on June 6, 2023 were approved by more than two -thirds of the votes cast at the election held for the Community Facilities District, and each of Propositions A, B and C has carried. The City Council is hereby authorized to levy on the land within the Community Facilities District the special taxes described in Proposition B for the purposes described therein and to take the necessary steps to levy the special tax es authorized by Proposition B and to issue bonds in one or more series in an aggregate amount not to exceed $17,000,000 specified in Proposition A.

Section 3. The City Clerk is hereby directed to record in the Office of the County Recorder within fifteen days of the date hereof a notice of s pecial tax lien which Bond Counsel to the Community Facilities District shall prepare in the form required by Streets and Highways Code Section 3114.5.

12.11.c
Public Hearing-Formation of CFD 2023-1
Packet Pg. 104
2 PASSED AND ADOPTED by the City Council at a regular meeting held on the 6TH day of June 2023.

CITY COUNCIL OF THE CITY OF CHINO

By:__________________________________
Eunice M. Ulloa,
Mayor of the City of Chino
ATTEST:

________________________________
Natalie Gonzaga
City Clerk of the City of Chino

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 6th day of June 2023, by the following votes:

AYES: COUNCIL MEMBERS
NOES: COUNCIL MEMBERS
ABSENT: COUNCIL MEMBERS

NATALIE GONZAGA, CITY CLERK
Attachments: Exhibits A and B

12.11.c
Public Hearing-Formation of CFD 2023-1
Packet Pg. 105

A-1

EXHIBIT A

SAMPLE BALLOT
COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR)

OF THE CITY OF CHINO

SPECIAL TAX AND SPECIAL BOND ELECTION
June 6, 2023
This ballot represents ___ votes.

To vote, write or stamp a cross (“+” or “X”) in the voting square after the word “YES” or after the word “NO”. All marks otherwise made are forbidden. All distinguishing marks are forbidden and make the ballot void.

If you wrongly mark, tear or deface this ballot, return it to the City Clerk of the City of Chino and obtain another.

PROPOSITION A: Shall Community Facilities District No. 2023-1 (Sage Cedar) of the City of Chino (the “Community Facilities District”) incur an indebtedness and issue bonds for the Community Facilities District in the maximum principal amount of $17,000,000, with interest at a rate or rates not to exceed the maximum interest rate permitted by law, to finance the Facilities and the Incidental Expenses described in Resolution No. 2023- 023 of the City Council of the City of Chino?

YES______
NO_______

PROPOSITION B: Shall special taxes, pursuant to the rate and method of apportionment as provided in Resolution No. 2023-023 of the City Council of the City of Chino for the Community Facilities District, be levied to pay for the Facilities, Services, Inci dental Expenses and the principal of and interest on bonds issued to finance the Facilities and Incidental Expenses and the other purposes described in Resolution No. 2023-023?

YES______
NO_______
PROPOSITION C: For each year commencing with Fiscal Y ear 2023-24, shall the appropriations limit, as defined by subdivision (h) of Section 8 of Article XIIIB of the California Constitution, for the Community Facilities District be an amount equal to $17,000,000?

YES______
NO_______

12.11.c
Public Hearing-Formation of CFD 2023-1
Packet Pg. 106

B-1

EXHIBIT B

CERTIFICATE OF THE CITY CLERK

AS TO THE RESULTS OF THE CANVASS OF THE ELECTION RETURNS I, Natalie Gonzaga, City Clerk of City of Chino, do hereby certify that I have examined the returns of the Special Tax and Bond Election for Community Faciliti es District No. 2023-1 (Sage Cedar) of the City of Chino (the “Community Facilities District”). The election was held in the chambers of the City Council at 13220 Central Avenue, Chino, California, on June 6, 2023.

I caused to be delivered a ballot to the authorized representative of each qualified elector. [One (1) ballot was returned.]
I further certify that the results of said election and the number of votes cast for and against Propositions A, B and C are as follows:

PROPOSITION A PROPOSITION B PROPOSITION C
YES: YES: YES:

NO: __ NO: __ NO: __
TOTAL: TOTAL: TOTAL:

Dated this 6th day of June 2023.

Natalie Gonzaga, City Clerk
City of Chino

12.11.c
Public Hearing-Formation of CFD 2023-1
Packet Pg. 107

ORDINANCE NO. 2023-013

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHINO ,

ACTING IN ITS CAPACITY AS THE LEGISLATIVE BODY OF
COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR )

OF THE CITY OF CHINO AUTHORIZING THE LEVY OF SPECIAL

TAXES WITHIN THE DISTRICT
WHEREAS, on April 18, 2023, the City Council (the “City Council”) of the City of Chino (the “City”) adopted Resolution No. 2023-023 declaring its intention to form Community Facilities District No. 2023-1 (Sage Cedar ) of the City of Chino (the “Community Facilities District”) pursuant to 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”), and adopted Resolution No. 2023-024 declaring its intention to incur bonded indebtedness of the Community Facilities District; and
WHEREAS, on June 6, 2023 , after providing all notice required by the Act, the City Council opened a public hearing required by t he Act relative to the formation of the Community Facilities District, the proposed levy of special tax es within the Community Facilities District to finance certain public improvements and services described in Resolution No. 2023-023 and to secure the pa yment of any bonded indebtedness of the Community Facilities District , and the proposed issuance of up to $17,000,000 of bonded indebtedness; and WHEREAS, at the public hearing, all persons desiring to be heard on all matters pertaining to the formation of the Community Facilities District, the proposed levy of the special taxes within the Community Facilities District to finance the improvements and services described in Resolution No. 2023-023 and the proposed issuanc e of bonded indebtedness of the Community Facilities District were heard and a full and fair hearing was held; and WHEREAS, on June 6, 2023, following the close of the public hearing, the City Council adopted a re solution establishing the Community Facilities District (the “Resolution of Formation”) and a r esolution determining the necessity to incur bonded indebtedness of the District (the “Resolution to Incur Bonded Indebtedness”) each of which called a consolidated special election on June 6, 2023 within the Community Facilities District on three propositions relating to the levying of special tax es, the incurring of bonded indebtedness and the establishment of an appropriations limit for the Community Facilities District; and WHEREAS, on June 6, 2023 , a special elect ion was held within the Community Facilities District at which the qualified electors approved by more than a two -thirds vote Propositions A, B and C authorizing the levy of special tax es within the Community Facilities District for the purposes described in the Resolution of Intention and the issuance of bonded indebtedness for the Community Facilities District as described in the Resolution to Incur Bonded Indebtedness.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF CHINO ACTING IN ITS

CAPACITY AS THE LE GISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR) OF THE CITY OF CHINO, ORDAINS AS FOLLOWS:

Section 1. The above recitals are all true and correct.

12.11.d
Public Hearing-Formation of CFD 2023-1
Packet Pg. 108
2 Section 2. By the passage of this Ordinance, the City Council authorizes the levy of special taxes within the Community Facilities District at the maximum rates and in accordance with the rates and method of apportionment set forth in Exhibit C to the Resolution No. 2023-023, which rate and method of apportionment is incorporated by reference herein (the “Rate and Method”).

Section 3. The Director of Finance of the City is hereby further authorized and directed each fiscal year, on or before August 10 of each yea r, or such later date as is permitted by law, to determine the specific special tax rates and amounts to be levied for the next ensuing fiscal year for each parcel of real property within the Community Facilities District pursuant to the Rate and Method. The special tax rate s to be levied pursuant to the Rate and Method shall not exceed the applicable maximum rates set forth therein, but the special tax es may be levied at a lower rate.

Section 4. Properties or entities of the state, federal or other local governments shall be exempt from the special tax es, except as otherwise provided in Sections 53317.3 and 53317.5 of the Act, the Rate and Method and the boundary map for the Community Facilities District. No other properties or entities are exempt from t he special tax es unless the properties or entities are expressly exempted in the Resolution of Formation, or in a resolution of consideration to levy a new special tax or special taxes or to alter the Rate or Method of an existing special tax as provided in Section 53334 of the Act.

Section 5. All of the collections of the special tax es pursuant to the Rate and Method shall be used as provided for in the Act and the Resolution of Formation. The special tax es shall be levied within the Community Facilities District only so long as needed for the purposes described in the Resolution of Formation.

Section 6. The special tax es levied pursuant to the Rate and Method shall be collected in the same manner as ordinary ad valorem property taxes are collected and shall be subject to the same penalties and the same procedure, sale and lien priority in case of delinquency as is provided for ad valorem taxes (which such procedures include the exercise of all rights and remedies permitted by law to make corrections, including, but not limited to, the issuance of amended or supplemental tax bills), as such procedure may be modified by law or by this City Council from time to time.

Section 7. As a cumulative remedy, if any amount levied as a special tax for payment of the interest or principal of any bonded indebtedness of the Community Facilities District , together with any penalties and other charges accruing under this Ordinance, are not paid when due, the City Council may, not later than four years after the due date of the last installment of principal on the Bonds, order that the same be collected by an action brought in the superior court to foreclose the lien of such special tax.

Section 8. This Ordinance relating to the levy of the special tax es within the Community Facilities District shall take effect 30 days following its final passage, and the specific authorization for adoption is pursuant to the provisions of Section 53340 of the Act.

Section 9. The City Clerk is hereby authorized to perform all acts which are required by the Act, this Ordinance or by law in order to accomplish the purpose of this Ordinance.

12.11.d
Public Hearing-Formation of CFD 2023-1
Packet Pg. 109
3 INTRODUCED, ADOPTED, SIGNED AND APPROVED ON the __ day of ____, 2023.

CITY COUNCIL OF THE CITY OF CHINO
By:__________________________________
Eunice M. Ulloa,
Mayor of the City of Chino
ATTEST:
________________________________
Natalie Gonzaga
City Clerk of the City of Chino

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 Ordinance was duly adopted by the City Council of the City of Chino at a regular meeting held on the __ day of ____, 2023, by the following votes:

AYES: COUNCIL MEMBERS
NOES: COUNCIL MEMBERS
ABSENT: COUNCIL MEMBERS

NATALIE GONZAGA, CITY CLERK

12.11.d
Public Hearing-Formation of CFD 2023-1
Packet Pg. 110

12.11.e
Public Hearing-Formation of CFD 2023-1
Packet Pg. 111

-

City of Chino
Community Facilities District No. 2023-1
(Sage Cedar)

Prepared for:

June 2023

Community Facilities District Report

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 112
Table of Contents

Sections
Section 1. Introduction _________________________________________________ 1 Section 2. Description of Facilities/Improvements and Services _________________ 2 Section 3. Cost Estimate ________________________________________________ 4 Section 4. Proposed Development ________________________________________ 6 Section 5. Rate and Method of Apportionment ______________________________ 7

Tables
Table 3-1. Cost Estimate ________________________________________________ 4

Appendices
Appendix A. Rate and Method of Apportionment
Appendix B. Recorded Boundary Map

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 113
City of Chino Community Facilities District Report
CFD 2023-1 (Sage Cedar) 1

1. Introduction
AGENCY: CITY O F CHINO
PROJECT: COMMUNITY FACILITIES D ISTRICT NO. 2023-1
(S

AGE CEDAR)
T
O: CITY COUNCIL

CITY OF CHINO

SAN BERNARDINO COUNTY

STATE OF CALIFORNIA
Whe
reas, the City Council of the CITY OF CHINO, SAN BERNARDINO COUNTY, CALIFORNIA (hereinafter referred to as the “City Council ”), did, pursuant to the provisions of the “Mello -Roos Community Facilities Act of 1982”, being chapter 2.5, Part 1, Division 2, Title 5 of the Government Code of the State of California, and specifically Section 53321.5 thereof, (the “Act”) expressly ordere d the filing of a written Public Report (the “Report”) for a proposed COMMUNITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR) This Community Facilities District shall be referred to as COMMUN ITY FACILITIES DISTRICT NO. 2023-1 (SAGE CEDAR) of the CITY OF CHINO (hereinafter referred to as the “District” and “CFD No. 2023-1”); and, Whe
reas, on April 18 , 2023, the City Council adopted Resolution No. 2023- 023 (the “Resolution”), and the Resolution ordering said Report, did direct that said Report generally contain the following:
• A
description of the public facilities and services by type proposed to be financed by CFD No. 2023-1; • An estimate setting forth costs of providing such facilities and services; • The rate and method of apportionment of the Special Tax in sufficient detail to allow each landowner or resident within the proposed District to estimate the annual amount of payment thereof.

N
OW, THEREFORE, the undersigned, autho rized representative of WEBB MUNICIPAL FINANCE, LLC , the appointed Special Tax Consultant and responsible officer or person directed to prepare the Report, pursuant to the provisions of the Act, does hereby submit the following data:

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 114

2. D escription of Facilities/Improvements and Services City of Chino Community Facilities District Report
CFD 2023-1 (Sage Cedar) 2

Pursuant to Section 53340 of the Act, the proceeds of any Special Tax levied and collected by CFD No. 2023-1 may be used only to pay for the cost of providing public facilities, services, and incidental expenses. As defined by the Act, incidental expenses include, but are not limited to, the annual cost associated with determination of the amount of Special Taxes, collection of Special Taxes, payment of Special Taxes, or costs otherwise incurred in order to carry out the authorized purposes of the community facilities district.

A
general description of the proposed facilities and services for the District is as follows:

Fa
cilities/Improvements
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 c onsist of backbone infrastructure needed for new development, such as roadway, bridge, sewer, water, reclaimed water, storm drain, 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 com munity facilities, and appurtenances and appurtenant 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.

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

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) m
aintenance 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) m
aintenance of streets and roadways, traffic signals and street lighting; (v) g
raffiti and debris removal from public improvements;
(vi) p
ublic 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.

I
n addition to payment of the cost and expense of the forgoing services, proceeds of the specia l tax may be expended to pay “Administrative Expenses” as said term is defined in the Rate 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 d efined herein shall have the meanings set forth in the Rate and Method of Apportionment of Special Tax for CFD No. 2023-1.

Incidental Expenses
The Incidental Expenses to be paid from bond proceeds and/or Special T axes include: all costs associat ed with the creation of CFD No. 2023-1, the issuance of bonds (which may include , but is not limited to , funding the reserve fund, capitalized interest, underwriter discount, underwriter premium, and cost of issuance) , the determination of the amount of S pecial Taxes to be levied, costs otherwise incurred in order to carry out the

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 115

2. D escription of Facilities/Improvements and Services City of Chino Community Facilities District Report
CFD 2023-1 (Sage Cedar) 3

authorized purposes of CFD No. 2023-1, including legal fees, fees of consultants, engineering, planning, designing and the annual administration cost of CFD No. 2023-1.

T
he description of the eligible public facilities , services and incidental expenses above are preliminary and general in nature. The final plans and specifications approved by the applicable public agency may show substitutes or modifications in order to accomplish the work or serve the new development and any such substitution or modification shall not constitute a change or modification in the pro ceedings relating to CFD No. 2023-1.

B
ased upon the preceding, it is my opinion that the facilities and services being funded are those that are necessary to meet certain increased demands placed upon the City of Chino, as a result of development and/or rehabilitation occurring within the boundaries of the District.

D
ATED: June 6, 2023 WEBB MUNICIPAL FINANCE, LLC
B
y: _______________________________

SPECIAL TAX CONSULTANT FOR

CITY OF CHINO

SAN BERNARDINO COUNTY

STATE OF CALIFORNIA

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 116

3. Cost Estimate
City of Chino Community Facilities District Report
CFD 2023-1 (Sage Cedar) 4

1. The cost estimate, including I ncidental Expenses, to be financed thr ough the issuance of CFD No. 2023 -1 Bonds is estimated to be $10,340,000 based upon current dollars (Fiscal Year 2023-24).

2. F
or further particulars, reference is made to Table 3 -1 on the following pages and incorporated herein by reference.

3. P
ursuant to Section 53340 of the Act, the proceeds of any Special Tax levied and collected by CFD No. 2023- 1 may be used only to pay for t he cost of providing public facilities, services, and incidental expenses. As defined by the Act, incidental expenses include, but are not limited to, the annual costs associated with determination of the amount of Special Taxes, collection of Special Taxes, payment of Special Taxes, or costs o
therwise incurred in order to carry out the authorized purposes of the Community Facilities District. The incidental expenses associated with the annual administration of CFD No. 2023 -1 are estimated to be $30,000 in the initial Fiscal Year. However, it is anticipated that the incidental expenses will vary due to inflation and other factors that may not be foreseen today, and the actual incidental expenses may exceed these amounts accordingly.

Table 3-1
Cost Estimate (1)
Item CFD No. 2023-1
City of Chino Development Impact Fees Total
Law Enforcement Facilities $76,516
Fire Protection Facilities $159,048
Storm Drain Collection $800,316
Sewage Collection and Disposal $525,084
Water Source, Storage and Distribution $1,073,292
General Facilities $29,328
Public Use (Community Center) Facilities $735,268
Congestion Management Plan $73,508
Subtotal Eligible Development Impact Fees $3,472,360
City of Chino Improvements
Park Improvements $ 2,096,261
SCE Trail Improvements $268,909
Pine Avenue Improvements $312,110
Storm Drain (Line C) Improvements $2,138,191
Fair Wage (30% of improvement costs) $1,444,641
Subtotal Eligible City of Chino Improvements $6,260,111 Grand Total Eligible Fees and Improvements $9,732,471

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 117

3. Cost Estimate
City of Chino Community Facilities District Report
CFD 2023-1 (Sage Cedar) 5

Estimated Bond Issuance $10,340,000
Estimated Incidentals ($1,488,410)
Estimated Project Funds Available $8,851,590
Estimated Unfunded Eligible Improvements $880,881
(1) Cost Estimate is Subject to Change
DATED: June 6, 2023 WEBB MUNICIPAL FINANCE, LLC
B
y: _______________________________

SPECIAL TAX CONSULTANT FOR

CITY OF CHINO

SAN BERNARDINO COUNTY

STATE OF CALIFORNIA

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 118

4. Proposed Development
City of Chino Community Facilities District Report
CFD 2023-1 (Sage Cedar) 6

CFD No. 2023 -1 is planned to contain approximately 4.25 net taxable acres and to be developed into 1 88 residential units of cluster and cottage homes ranging from 1, 297 to 2,719 square feet. The property is located West of Walker Avenue, South of Bickmore Avenue and North of Pine Avenue. The proposed CFD boundary includes the following Assessor Parcel Numbers: 1057-141-01-0000 and 1057-151-02-0000.

T
he Boundary Map for CFD No. 2023-1 is attached hereto as Appendix B (the “Boundary Map”).

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 119

5. R ate and Method of Apportionment
City of Chino Community Facilities District Report
CFD 2023-1 (Sage Cedar) 7

1. The Rate and Method of Apportionment allows each property owner within the proposed District to estimate the annual amount that would be required for payment. The Rate and Method of A pportionment of the Special Tax for the District, established pursuant to these proceedings, is attached hereto as Appendix A (the “Rate and Method of Apportionment”). The Special Tax will be collected in the same manner and at the same time as ad valorem property taxes and s ubject to the same penalties and provisions; however, the Special Tax may be collected at a different time or in a different manner if necessary for CFD No. 2023 -1 to meet its financial obligations and may covenant to foreclose on delinquent parcels as permitted by the Act.

2. A
ll of the property located within CFD No. 2023-1, unless exempted by law or by the Special Tax proposed for CFD No. 2023-1, shall be taxed for the purpose of providing necessary facilities and services to serve the District. The Bounda ry Map for CFD No. 2023 -1 is attached hereto as Appendix B . Pursuant to Section 53325.3 of the Act, the tax imposed “is a Special Tax and not a special assessment, and there is no requirement that the tax be apportioned on the basis of benefit to any property.” The Special Tax may be based on benefit received by property, the cost of making facilities or authorized services available or other reasonable basis as determined by the City Council, although the Special Tax may not be apportioned on an ad valorem basis pursuant to Article XIIIA of the California Constitution. A property owner within the District may choose to prepay in whole or in part the Special Tax A. The available method for so doing is described in Section G and H of the Rate and Method (“Prepayment of Special Tax A”). Special Tax B may not be prepaid.

F
or each year that any Bonds are outstanding, the Special Tax shall be levied on all Parcels in accordance with this Rate and Method of Apportionment. If any delinquent Special Taxes remain uncollected prior to or after all Bonds are retired, the Special Tax may be levied to the extent necessary to reimburse the CFD for uncollected Special Taxes and costs associated with the levy of such Special Taxes, but the Special Tax shall not be levied after the 2073-2074 Fiscal Year.

3. F
or particulars as to the Rate and Method of Apportionment, see the attached and incorporated Appendix A.

I
t is my opinion that the Rate and Method of Apportionment, described above and set forth in Appendix A, is fair and reasonable.

T
his Report has been prepared and consolidated by the Special Tax Consultant, Webb Municipal Finance, LLC , and is herewith submitted to the Board pursuant to the applicable provisions of the Mello -Roos Community Facilities Act of 1982.

D
ATED June 6, 2023 WEBB MUNICIPAL FINANCE, LLC
B
y: _______________________________

SPECIAL TAX CONSULTANT FOR

CITY OF CHINO

SAN BERNARDINO COUNTY

STATE OF CALIFORNIA

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 120

APPENDIX A
Rate and Method of Apportionment

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 121

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 the 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 between 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, bei ng 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 Spe cial Tax B including the expenses of collecting delinquencies, t he 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.

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 122

“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 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 Map” 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 followi ng 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.

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 123

“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 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 and 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 th e 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 app licable 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

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 124

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 of Section L, but cannot 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 s pace, flood a nd 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 outstanding 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 Tax B , that amount to be collected in any Fiscal Year to pay for certain services as requ ired 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) Se rvices, 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 Asses sor’s Parcels within CFD No. 2023- 1, which are not Exempt Property.

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 125

“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.

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 Devel oped Property, A pproved Pro perty, Undeveloped Property, or Provisional Undeveloped Property. In addition, each Assessor’s Parcel of Developed Property shall further be classified as Residential Pro perty, 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 Parcel 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 Assesso r’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 Assess or’s Parcel of Residential Property, Multifamily Residential Property, or Non-Residential Property shall be subject to an Assigned Annual Special Tax A.

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

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 126

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.

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 127

Step Two: If additional moneys are needed to satisfy the Special Tax A Requirement after the first step has been complete d, 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 An nual 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 ste ps have b een completed, the Annual Special Tax A shall be levied Proportionately on each Assessor's Parcel of Undeveloped Property up to 100% of the Assigned A nnual Special Tax A for Undeveloped Property applicable to e ach 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 com pleted, 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 Annua l Special Tax A shall be levied Proportionately on each Assessor's Parcel of Provisional Undeveloped Property up to 100% of the A ssigned Annual Special Tax A applicable to each such Asses sor'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 obligation of an Assessor's Parcel of Developed Property, an Assessor's Parcel of Approved Property, an Assessor's Parcel of Undeveloped Property, a nd 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

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 128

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.

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 Parc el of Developed Prope rty a nd Provisional Undeveloped Property, compute t he Assigned A nnual Special Tax A applicable to the Asse ssor’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 Assesso r’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 equa l to the weigh ted 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 prepaymen t that occurs prior to the first issuance of Bonds, the discount rate used in this 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 com puted pursuant to the f irst paragraph in paragraph 1 of this Section G for such Assessor's Parcel by the sum o f the estimated Assigned An nual Special T ax applicable to all Assessor’s Parcels of Taxable Prop erty 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 redemp tion premium, if any, on the Out standing Bonds to be redeemed w ith the proceeds of the Bond Redemption Amount. This product is the “Redemption Premium.”

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 129

5. Compute the amount needed to pa y 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.

6. Determine t he amount of inter est earnings to be derived from the reinvestment of the Bond Redempti on 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 differe nce is the “Defeasance Cost.”

8. Estimate the administr ative fees and expenses associat ed with the prepayment, including the costs of computation of the Prepayment Amount, the costs of redeemi ng Bonds, and the costs of recording any notices t o evidence the prepayment and the redemption. This amount is the “Administrative Fee.”

9. Calculate t he “Reserve Fund C redit” as the lesser of : (a) the expected reduction in the applicable reserve requirements, if any, associated with the redemption of Outstanding Bonds 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 applica ble reserve funds on the pr epayment date.

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 Bond s” is equal to the sum of the Bo nd Redemption Amount, the R edemption 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 Prepaymen t 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 Administr ative Fund or functionally e quivalent 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.

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 130

With respect to the Special T ax A obligation that is prep aid 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.

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 recei pt of such partial prepayment 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.

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 131

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 in creased by (i) an amount eq ual to the percent age change increase in the 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 shal l be levied on Approved Property, Undeveloped Prop erty, 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.

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 132

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 Spe cial 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 Speci al Tax A amounts, but not later t han the 2073-74 Fiscal Year.

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

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) Asses sor’s Parcels which are owned by, irrevocab ly off ered for de dication, 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 install ment of the Sp ecial 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 c hanged 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,

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 133

(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 interpre t this Rate an d Method of Apportionment of Special T ax for purposes of clarifying any amb iguity an d make determinations relative to the amount of Administrative Expenses.

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 time or in a different manner if necessary to meet its financial obligations.

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 134

APPENDIX B
Recorded Boundary Map

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 135

12.11.f
Public Hearing-Formation of CFD 2023-1
Packet Pg. 136

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: JUNE 6, 2023

TO: LINDA REICH, CITY MANAGER

FROM: WARREN MORELION, INTERIM DIRECTOR OF DEVELOPMENT SERVICES

SUBJECT: INTRODUCTION OF ORDINANCE NO. 2023 -011 - AMENDED AND RESTATED PRESERVE DEVELOPMENT AGREEMENT.

RECOMMENDATION
1) Conduct a public hearing; 2) approve introduction of Ordinance No. 2023 -011, approving the Amended and Restated Preserve Development Agreement by and between the City of Chino and the Chino Preserve Development Corporation, etc., to be read by number and title only, and waive further reading of the Ordinance; and 3) approve the Certificate of Development Agreement Compliance.

FISCAL IMPACT
There is no direct fiscal impact to the Ci ty associated with the approval of the Amended and Restated Preserve Development Agreement ("Amended/Restated DA"). The Amended/Restated DA includes terms related to financial contributions to the City of Chino, such as the Municipal Services Impact Paymen ts and up to $1,000,000 for the Block 9 park.

The Amended/Restated DA vests development impacts, affordable housing in -lieu fees, application processing, and building permit fees for the next 10 years. Development related fees are subject to cost of living , construction cost index, and building cost index adjustments as applicable.

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

12.12 PUBLIC HEARING
Packet Pg. 137
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: INTRODUCTION OF ORDINANCE NO. 2023-011 - AMENDED AND RESTATED

PRESERVE DEVELOPMENT AGREEMENT
PAGE 2

BACKGROUND
The Preserve is located in the southwest portion of the City of Chino. In March of 2003, the City approved The Preserve Specific Plan (TPSP), which encompasses an area of 5,435 acres. The primary property owners in the TPSP, Chino Holding Company (CHC), Chino Development Corporation (CDC), and Chino Preserve Development Corporation (CPDC) (collectively, Owners) requested and were granted approval of a Development Agreement (DA), Contract No. 2004-073. The DA was previously amended in 2008, 2014 and 2016. The City and Owners agreed to replace the original DA and amendments with the proposed Amended and Restated DA (“Amended DA”) so all terms appear in one form for ease of reference. The Amended DA ensures Responsible Long -Range Planning and Fiscal Stability by addressing and further clarifying the Owners’ fee reimbursement obligations, development and fee requirements, and infrastructure and park obligations. It also extends the term of the DA by 10 years until July 1, 2034.

On May 17, 2023, the Planning Commission reviewed the Amended DA for consistency with the City’s General Plan and Preserve Specific Plan and recom mended approval to the City Council by a 7-0 vote.

ISSUES/ANALYSIS
The Owners are requesting an amendment to the DA to extend the term by an additional 10 years. City staff and the City Attorney also believe clarification of the provisions of the DA are needed. The following identifies points that have been negotiated between the City and Owners:
· No Fee Lock (Section 2.11) . Owners pay all applicable development and processing fees in the full amounts at the time required by the City’s ordinances, as am ended from time-to-time.
· Services CFD (Section 3.4). The original DA did not impose any inflationary escalator to the City’s Services CFD. The Amended DA now requires all single family homes built after approval of the Amended DA to have the escalator. · Additional Municipal Services Impact Payments (Section 3.2). The Amended DA clarifies the amount payable by Owners if they develop residential units in excess of 7,000, which is $1,343 for each unit and $5,369 per acre for non-residential uses within the remainder of the Owners’ property. The new provision ties the increases to CPI, which trends higher than the previous reference to the McGraw-Hill Construction index. · Term (Section 4.1). Term is extended 10 years until 7/1/2034. · Water Facilities (Sect ion 6.5). Amended DA resolves confusion on scope of water facilities Owners must construct and amount of reimbursement Owners are entitled to receive in development impact fees. Per the terms of this provision, Owners have installed a sewer lift station and force main to serve The Preserve. · Public Facilities (Section 6.4). Amended DA commits Owners to the following:
a. Clarifies size of Community Facilities at 42,395 square feet, which can be configured in the City’s discretion between community cente r and library space, depending on the City’s needs. When combined with existing public facilities, Owners will deliver over 54,781 square feet of community centers to The

12.12 PUBLIC HEARING
Packet Pg. 138
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: INTRODUCTION OF ORDINANCE NO. 2023-011 - AMENDED AND RESTATED

PRESERVE DEVELOPMENT AGREEMENT
PAGE 3

Preserve.
b. Establishes equitable calculation of development impact fee credits Owne rs will receive for dedication of land and the construction costs. Rather than set the value at the current fair market value, the Amended DA sets a land value at $3,911,313, which is based on an average of land values applicable when it secured past building permits and estimated values when the remaining building permits are anticipated to be secured.
c. Gives City full discretion on the timing of commencement for construction of the Community Facilities.
· Public Parks (Section 7.3) . Language clarifies how many acres of park space Owners have constructed and remain obligated to construct and dedicate to the City. The Amended DA provides a coordinated plan to build 53+ acres of public parks in the Preserve and provide significant additional Park Fee fund s for Preserve Parks. The public parks constructed by Owners will be maintained by the PMMC, and not at City expense.
· Affordable Housing (Section 3.12) . Owners have provided 250 family affordable units and paid $7,000,000 into the City’s Affordable Hous ing Fund, and paid an additional $2,200,000 in lieu of providing 250 senior affordable dwelling units. · Private Open Space (Section 7.4). New language clarifies that private open space does not entitle Owners to full reimbursement for the cost s to build the private open space.

Instead, it explains that the development of private open space allows the Owners to receive a 50% credit for the acres of private open space that qualify as active recreational spaces. That credit will reduce Owners’ total acreage requirement to build and dedicate public parks.
· Park Fee Credits (Section 7.5) . Amended DA clarifies and updates amount of acres of public parks Owners are required to construct and dedicate to City and credits applicable to date. The agreement clari fies that the credit is applied to acreage and not the improvements themselves.
· Additional Block 9 Funding (Section 7.3.1) . Owners are committing an extra $1,000,000 to the Block 9 Park (above City’s Park Fee construction cost estimates) to make it a community focal point.
· Prioritize Lower Density Development (Section 4.3) . Owners’ commitment to develop minimum 23 acres of Estate Residential zoned property and prioritize development of low density residential in Block 3 area.
· Monument Signs (Section 6 .1). Owners will pay the City $50,000 within 30 days of the effective date of the Agreement for monument signs for two existing parks -Garden Park and Forest Park. Future parks will have monument signs included.

The Amended DA does not change the scope or i ntent of the DA and is therefore consistent with the City’s General and The Preserve Specific Plans. Specifically, pursuant to Chino Municipal Code Section 20.23.070 of Title 20, the following specific findings required by Subsection G therein support this conclusion:
· The Amended DA will implement the goals, objectives and policies of the City’s General Plan by providing for logical development boundaries for residential, commercial, park,

12.12 PUBLIC HEARING
Packet Pg. 139
COUNCIL MEETING DATE: JUNE 6, 2023
SUBJECT: INTRODUCTION OF ORDINANCE NO. 2023-011 - AMENDED AND RESTATED

PRESERVE DEVELOPMENT AGREEMENT
PAGE 4

and open space uses for the subject property and for the City; · The Amended DA provides for property and sales tax base and other revenue above that anticipated for the previous land use and the project will generate construction employment and new permanent employment opportunities for Chino residents furthering the City’s economic development general plan goals; · At build-out of the project, the Amended DA will provide an environmentally restored and developed property by removing agricultural and dairy waste materials that historically existed on the Property;
· Development of the areas within the Preserve Specific Plan, including the areas covered by this Amended DA, will include the required construction of public improvements and infrastructure to serve the southeastern portion of the City; and · A periodic review will be conducted to monitor the implementation of the Amended DA and to ensure that its provisions are consistent with the General Plan.

The Amended DA, at Section 11.6, also confirms and certifies that Owners are in compliance with the terms of the DA, a s amended. City Staff has confirmed that Owners are in good faith compliance with its terms. As such, approval of the Amended DA includes City Council’s certification that, following the Annual Review, Owners are in compliance with the terms of the DA, as amended in 2008, 2014 and 2016, insofar as the Original DA, as amended, remains in effect and no Owner is in default of its terms. By approving this certification of compliance, the City Council authorizes the City Manager to sign a Certificate of Compli ance, which may be recorded against properties subject to the Amended DA, confirming such compliance.

ENVIRONMENTAL DETERMINATION
The project is exempt from the California Environmental Quality Act (CEQA) Guidelines pursuant to Section 15061(b)(3), General Rule Exemption. The Amended DA is covered by the general rule that CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. The proposed project is to amend the text of the Original DA, as amended, and does not directly lead to physical construction that could have environmenta l impacts. The Amended DA encompasses the same project that was the subject of the Preserve EIR, Project MND, EIR Addendum and subsequent addendums, which were already analyzed under CEQA.

Attachments:

Amended and Restated Development Agreement
Ordinance No. 2023-011

12.12 PUBLIC HEARING
Packet Pg. 140
01225.0005/415331.21 -23

AMENDED AND RESTATED DEVELOPMENT AGREEMENT
This AMENDED AND RESTATED DEVELOPMENT AGREEMENT (“Agreement”) is entered into as of ______________ , 2023, by and between the City of Chino, a California general law municipal corporation (“City”), Chino Holding Company, LLC, a Delaware limited liability company qualified to do business in California (“CHC”), Chino Preserve Development Corporation, a California corporation (“CPDC”) and Chino Development Corporation, a California corporation (“CDC”) and it amends, restates and supersedes the Original Development Agreement, as amended (as defined in Recital H below) with respect to the development of the Remaining Property (defined in Section 1.2.32 below). The City, CHC, CPDC and CDC are hereafter referred to collectively as the "Parties" and individually as a "Party." CHC, CPDC and CDC are also hereafter referred to collectively as the "Owners" and individually as an "Owner."

RECITALS
A. The City is authorized to ent er into development agreements with persons having legal or equitable interests in real property for the development of such property pursuant to Article 2.5 of Chapter 4 of Division I of Title 7 of the California Government Code commencing with section 65864 (the “Development Agreement Law”), and Article XI, Section 7 of the California Constitution.

B. The City has enacted an ordinance, incorporated into the Chino Municipal Code as Title 20, Section 20. 23.070 (the “Development Agreement Ordinance”) that establishes the procedures and requirements for its consideration of such development agreements upon application by, or on behalf of, persons having legal or equitable interests in real property pursuant to the Development Agreement Law and applicable City General and Specific Plans, policies and regulations.

C. The City has annexed certain real property located south of Merrill Avenue, east of Euclid Avenue and north of the Riverside County boundary, between Hellman Avenue and Euclid Avenue, described and depicted in F igure 1 of the Preserve Specific Plan and also referred to herein either as the “Preserve” or “Subarea 2” pursuant to approval of the San B ernardino Local Agency Formation Commission (“SBLAFCO”) on May 21, 2003, and a final Certificate of Completion issued by SBLAFCO on July 10, 2003.

D. As of the Effective Date of the Original DA (defined in Recital H below), CHC owned or had an equitable interest in approximately 735 acres of real property in the Preserve (the “CHC Property”) and CDC owned or had an equitable interest in approximately 390 acres of the real property in the Preserve (the “CDC Property”). As set forth in the Second and Third Amendments, as such terms are defined in Recital H below, CPDC has acquired fee title interests in additional real property referred to therein (“CPDC Property”). Additionally, pursuant to the Third Amendment, that certain parcel referred to as the LLA 13- 04 Parcel was acquired by CDC and has been added to the CDC Property and that certain parcel referred to as the LLA 13-05 Parcel was conveyed by CDC to a third party and has been deleted from the CDC Property. The CHC Property, the CDC Property and the CPDC Property all, as set forth above, are depicted on

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 141
4-27-23 2
Exhibit A attached hereto (collectively, the “Property” ). Since the Effective Date of the Original DA, Owners have, pursuant to the Original DA, developed and/or sold various portions of the Property and, as of the Effective Date of this Agreement, Owners still own or have an equitable interest in those certain undeveloped portions of the CHC Property, the CDC Property and the CPDC Property, as depicted and legally described in Exhibit B attached hereto (the “Remaining CHC Property,” the “Remaining CDC Property” and the “Remaining CPDC Property,” respectively and, collectively, the “Remaining Property”).

E. CPDC has an equitable interest in portions of the Remaining CHC Property in exchange for (i) processing and obtaining all necessary Development Approvals from the City required for the Development of the Remaining CHC Property under the Preserve Regulations and (ii) performing all of the obligations of CHC under this Agreement and the Development Approvals, although CHC still shall continue to be responsible for the performance of all obligations under this Agreement and the Development Approvals as to Remaining CHC Property and each Development Project on the portions of the Remaining CHC Property owned by such Owner, or with respect to which such Owner has a qualified equitable interest, as of the Effective Date of the Original DA, as defined below, which CPDC fails to perform.

F. Owners and City intend that, excepting any ongoing obligations of the City or Owners, as applicable, arising from the development of those portions of the Property or any other real property within the Preserve that have been developed and/or sold by the Owners to third parties prior to the Effective Date of this Agreement (“Developed/Sold Properties”), the obligations of the City and Owners set forth in this Agreement shall apply only to the development of the Remaining Property and shall not apply to or be binding upon the Developed/Sold Properties. Rather, the obligations relating to the Developed/Sold Properties shall be those set forth in the respective conditions of approval for the development of such Developed/Sold Properties. Owners and City also intend that the benefits accruing to Owners under this Agreement shall be applicable to the entirety of the Property, including, wit hout limitation, all existing apartments and the shopping center owned by Owners. Additionally, Owners intend that some or all of the remaining portions of the real property in the Preserve be included and made subject to this Agreement upon request by Owners or any entity related to Owners which acquires a legal or qualified equitable interest in such portions of that real property by an amendment to this Agreement provided that any such amendment shall comply with the statutory process and the independent review of the City required of the Planning Commission and the City Council by the Development Agreement Law and Development Agreement Ordinance and such other applicable laws.

G. The City has approved a General Plan Amendment, a Specific Plan for the Preserve, a Master Plan for Phases 1 and 2 of the Preserve and a Program Environmental Impact Report for the Preserve, including a Resource Management Plan for the Preserve, which establish the type, size and location of the Preserve planning areas, the permitted types, density and intensities of uses within those planning areas, and the regulations, policies and rules for development of the Preserve.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 142
4-27-23 3
H. On or about June 1, 2004, the City and Owners entered into a Development Agreement, referenced as City Contract No. 2004-073 and recorded on June 17, 2004 in the Official Records, County of San Bernardino as Document No. 2004- 0428562 (“Original DA”), appro ved by Ordinance No. 2004- 15, which Original DA was amended by that certain First Amendment to Preserve Development Agreement on December 2, 2008 and recorded on December 22, 2008 as Document No. 2008- 0563617 (“First Amendment”), in part, to comply with the California Government Code section 65583.2 (Inventory of Land Suitable for Residential Development) to allow one or more residential projects within the RHNA Site, as defined therein, then again by that certain Second Amendment to Preserve Development Agreement on February 4, 2014 and recorded on February 20, 2014 as Document No. 2014- 0068048, in part, to add certain property as part of the Preserve, as such term is defined in the Original DA, and establish a process whereby City and Owners can calculate park fee credits (“Second Amendment”) and then again by that certain Third Amendment to Development Agreement on August 24, 2016 and recorded on November 15, 2016 as Document No. 2016-0481584, to include certain real property described therein within the CDC Property and delete a portion of real property described therein from the CDC Property (“Third Amendment”). Collectively, the Original DA, First Amendment, Second Amendment and Third Amendment shall be referred to herein as the “Original Development Agreement, as amended”. Further the First Amendment, Second Amendment and Third Amendment shall be referred to herein as the “Amendments”.

I. The Original DA describes those Development Approvals approved before the Effective Date of the Original DA, described in Section 2.4 therein that authorize the Development of Development Projects with those residential, commercial, retail, park, open space, and other uses identified in the Master Plan for Phases 1 and 2 of the Preserve.

J. Development of the Property pursuant to the City’s normal development process and procedures and the Preserve Regulatio ns, including the provision of the necessary Public Facilities and City services for the Pr operty, is productive of certain public benefits to the City, its residents, property owners, taxpayers and surrounding communities. Among other public benefits, the Original DA required Owners to implement the goals, objectives and policies of the Preserve Regulations, so as to provide needed commercial/retail, housing, recreational, and open space uses for the Property and for the remainder of the City; to increase the daytime population in the Chino community, thereby supporting community based commercial and retail businesses; to expand the City’s property and sales tax base; to generate construction employment and new permanent employment opportunities for Chino residents, to provide an environmentally restored and developed Property by removal of significant agricultural and dairy waste materials existing within the Property; and to construct community centers, parks, library facilities, major public infrastructure, schools, and other Public Facilities to serve the City and its residents, property owners and taxpayers. In addition, the Original DA, produced additional public benefits to the City by the Owners’ payment to the City of a total of Seven Million Dollars ($7,000,000) to defray the costs of necessary City services for the initial period of development of the Property prior to generation of sufficient tax and other City revenues to pay for City services required for the Property

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 143
4-27-23 4
and by the Owners’ provisi on of 250 affordable dwelling units and payment of Seven Million Dollars ($7,000,000) to the Housing Fund of the City, and payment of CFD special taxes by the owners of that real property within the Property included within CFDs to fund both the costs of those necessary Public Facilities and some of the costs of City services necessary for the Property after its development, all of which have been accomplished by Owners in a timely manner. In exchange for such benefits, Owners received the right to develop the Property in accordance with the Preserve Regulations in existence on the Effective Date of the Original DA, pursuant to the City’s normal development process and procedures culminating in Development Approvals for all portions of the Property that Owners seek to develop.

K. In order to assure that the Development of the Property was financially self- sustaining, so that it imposed no additional financial burden on the residents, property owners or taxpayers in other portions of the City, by providing for the payment of all costs for Public Facilities and City services necessary for t he development of the Pr operty, Owners have provided a 322 acre Conservation area and paid the City Five Hundred Thousand Dollars ($500,000) in environmental mitigation fees described in Section 3.6 hereof. Additionally, to assure that the development of t he Property remains financially self-sustaining, Owners shall pay such additional environmental mitigation fees after development of the first 900 developable acres of the Pr operty; continue to provide for CFD special taxes to fund facilities and services; comply with the Development Requirements imposed on all Development Approvals; continue to provide for the Development Impact Fees for the Property, provide for an affordable housing impact fee for all residential dwelling units c onstructed in excess of 7,000; the new development taxes imposed by Chapter 3.36 of the Chino Municipal Code; the other normal City Processing Fees established by resolution of the City Council of the City; the City ad valorem property taxes generated by the Property; and the sales taxes generated by the Property.

L. The Parties concur that all of the requirements of the California Environmental Quality Act, contained in Division 13 of the California Public Resources Code, commencing with Section 21000, and implemented by the Guidelines contained in Chapter 3 of Title 14, commencing with Section 15000, of the of the California Code of Regulations (“CEQA”) were satisfied with respect to those portions of the Property for which the City has given discretionary Development Approvals as of the Effective Date of the Original DA through its prior certification of Program Environmental Impact Report SCH #2000171036 (the “Preserve EIR”), the Preserve Specific Plan Master Site Approval No. PSP MSA 2003-01, Mitigated Negative Declaration for the Master Plan for Phases 1 and 2 (the “Project MND”) approved on September 15, 2003, and an addendum to the Preserve EIR approved on May 18, 2004 (the “EIR Addendum”) , which have been modified by subsequent addendums.

M. On May 18, 2004, after a duly noticed public hearing pursuant to the Development Agreement Law and Development Agreement Ordinance, the City Council of the City of Chino approved the introduction of Ordinance No. 2004- 15 (the “Enacting Ordinance”) to approve and adopt the Original DA and authorize its execution on behalf of the City. On June 1, 2004, the City Council of the City of Chino adopted the Enacting

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 144
4-27-23 5
Ordinance. Thereafter, and in accordance with CEQA and the Development Agreement Law, the City Council of the City of Chino, approved each of the Amendments.

N. The Parties intend that Owners will be permitted to proceed with development of the Property pursuant to the Preserve Regulations in existence on the Effective Date of the Original DA and the conditions imposed by Development Approvals for the Development Projects that Owners may seek to develop during the term of this Agreement and pursuant to each Development Approval approved by the Planning Commission and the City Council, according to the City’s normal processes and procedures; provided that the Parties also understand that new or different Preserve Regulations and other requirements for development of the Property may be imposed by laws or regulations of the State government, various regional gover nmental agencies or entities with regulatory jurisdiction, laws or regulations of the Federal government, or Subsequent Legislation adopted by the City Council made necessary to offset the impact of any of the foregoing, all of which necessarily will super sede the provisions of this Agreement.

O. The Parties now wish to amend the Original Development Agreement, as amended to incorporate all revisions into this Agreement and correct certain provisions therein, which amendments are not intended to revise any aspect of the Development Approvals and, as such, the approval of this Agreement is exempt from the provisions of CEQA pursuant to CEQA Guidelines Section 15061(b)(3). Notwithstanding the foregoing, nothing herein shall exempt subsequent projects , including those contemplated herein, from CEQA.

P. The following benefits have or will be provided by Owners under this Agreement:

1. Owners have paid Seven Million Dollars ( $7,000,000) to defray the costs of necessary City services for the initial period of development of the Property prior to generation of sufficient tax and other City revenues to pay for City services required for the Property.

2. Owners have provided 250 affordable dwelling units and paid Seven Million Dollars ($7,000,000) to the Housing Fund of the City.

3. Owners have paid an additional Two Million Two Hundred Thousand Dollars ($2,200,000) in lieu of providing 250 affordable senior dwelling units.

4. Owners have constructed Public Facilities, including Fire Station #63 on Kimball Avenue, the Preserve Community Center /Joint Use Facility , a Joint Use Library and other public infrastructure and shall be responsible for the construction of a Second Preserve Community Center and Library.

5. Owners’ have paid Five Hundred Eighty -six Thousand Nine Hundred Seventy-five Dollars ( $586,975) to the Resources Management Plan and donat ed 322 acres of mitigation land.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 145
4-27-23 6

6. Owners have c onstructed several Public Parks within the Pr operty and shall construct additional Public Parks on the Remaining Property.

Q. On June 6, 2023, the City Council considered this Agreement and introduced Ordinance No. 2023-011 approving the Agreement, which Ordinance was adopted on second reading on June 20, 2023, becoming effective on July 20, 2023.

AGREEMENT
NOW, THEREFORE, the Parties agree as follows:

ARTICLE 1

RECITALS, DEFINITIONS AND EXHIBITS

1.1. Recitals. The Recitals in this Agree ment are true and correct, except that the Recitals pertaining to an Owner’s legal or equitable interest in the Remaining Property shall require verification by the City. Each Owner shall demonstrate the existence and validity of such legal or equitable interest in the Remaining Property to the satisfaction of the City Engineer and the City Attorney as a condition precedent to the effectiveness and validity of this Agreement with respect to any portion of the Remaining Property in which an Owner asserts a legal or equitable interest.

1.2. De
finitions . The following terms and phrases used in this Agreement shall be defined as follows:

1.2.1 “Acquisition Agreement” means the Acquisition Agreement between the City and Owners regarding the formation and implementation of Community Facilities District No. 2003-03 to assist in financing Preserve DIFs and/or Public Facilities and/or City services for the Preserve in general and for the Property in particular and any similar acquisition agreements respecting other CFDs.

1.2.2 “Agreement” means this Amended and Restated Development Agreement, as it may be amended from time-to-time by the Parties.

1.2.3 “CFD” means one or more community facilities districts established pursuant to the Mello- Roos Community Facilities Act of 1982, contained in Title 5, Division 2, Chapter 2.5 of the California Government Code, commencing with Section 53311, and authorized to finance some of the Public Facilities required to serve the Preserve and the Property and also to finance some of the City services required to serve the Property in accordance with this Agreement and the Acquisition Agreement.

1.2.4 “City” means the City of Chino, a general law municipal corporation.

1.2.5 “City Council” means the City Council of the City of Chino.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 146
4-27-23 7

1.2.6 “Community Core Commons” shal l mean those certain public areas as part of the Community Core referred to in the Specific Plan within the Property perpendicular to Pine Avenue.

1.2.7 “CPI” means, for each fiscal year, the Consumer Price Index published by the U.S. Bureau of Labor Statistics for All Urban Consumers in the Riverside- San Bernardino-Ontario region, measured as of the month of March in the calendar year which ends in the previous fiscal year. In the event this index ceases to be published, the CPI shall be another index as determined by the Finance Director that is reasonably comparable to the CPI for the Riverside-San Bernardino-Ontario region.

1.2.8 “Develop” or “Development” means the physical improvement of the Remaining Property, or any portions thereof, by obtaining the required Development Approvals pursuant to which a Development Project is approved by the City, and by improving the Development Project, or portions thereof, thr ough grading, construction of Public Facilities and Public Facilities required by such Development Approvals, whether located within or outside the Development Project boundaries, and by the construction of buildings or other structures, and installation of landscaping in the Development Project.

1.2.9 “Developer” means a person or entity other than an Owner who acquires ownership of a portion or portions of the Remaining Property from an Owner for the purpose of developing said portion or portions of the Remai ning Property and who proceeds to develop a portion of the Remaining Property as a Development Project.

1.2.10 “Development Approval(s)” means the approval of all applications required for the development of a Development Project under the Preserve Regulations pursuant to the normal processes and procedures of the City, and the approval of all plans by City that culminate in the authorization of the Owners to proceed with the actual physical development of the Development Project, including the issuance of all necessary permits and other entitlements.

1.2.11 “Development Project” means development of any portion of the Remaining Property for a specific purpose permitted by the Preserve Regulations, for which Development Approvals have been secured by the Owner.

1.2.12 “Development Requirements“ means: all charges, Preserve DIFs, exactions, in lieu fees, park fees, service connection fees, other payments and obligations for Public Facilities or construction requirements not having a direct nexus to a particular tract , dedication or reservation requirements, mitigation measures in connection with environmental review of a Development Project, or other impositions made pursuant to other regulations or policies of the City in order to make Development Approvals consistent with the Pr eserve Regulations, including without limitation, any requirements of the City in connection with or pursuant to any Development Requirements, and construction of Public Facilities, or payment of fees to compensate for, lessen, mitigate, or offset the impacts of Development Projects upon the environment or other public interests. The term “Development Requirements” also includes

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 147
4-27-23 8
Processing Fees, the City’s New Construction Tax, and any CFD special taxes, assessments or charges approved by qualified elector s within the Property included within such CFD.

1.2.13 “DIF/Nexus Report” means the “Development Impact Fee Nexus and Calculation Report and Master Facilities Plan for the City of Chino, dated December 28, 2017,” prepared by Revenue and Cost Specialists, LLC, as approved and adopted by the Preserve Development Impact Fee Ordinance (Ordinance 2019- 009,) adopted on August 7, 2019, and any future amendments and updates.

1.2.14 “Effective Date of this Agreement” means the date this Agreement becomes effective as defined in Section 4.1.

1.2.15 “Effective Date of the Original DA” means July 1, 2004.

1.2.16 “Environmental Impact Report” and “EIR” mean that Final Environmental Impact Report SCH No. 2000121036 certified by the City Council for the Preserve on March 25, 2003, together with those City Council Findings, Facts in Support of Findings and Statement of Overriding Considerations for the Project also approved and adopted on March 25, 2003 and the Environmental Checklist and Mitigated Negative Declaration for the 2008-2014 Housing Element, General Plan Amendment PL08- 0447, Specific Plan Amendment PL08- 0448, and the Amendments and any subsequent Addendums.

1.2.17 “General Plan Amendment” means the City General Plan Amendment No. 2000 02, with respect to Subarea 2 (the Preserve) also referred to as the Preserve Area Plan, approved by the City Council by Resolution No. 2003 14 adopted on March 25, 2003 and City General Plan Amendment No. PL08- 0447, approved by the City Council by Resolution No. 2008-058 adopted on December 2, 2008.

1.2.18 “Master Plan(s)” means land use plans identifying zoning, density, and improvements for Phases of development within the Preserve, Phases 1 and 2 of which are defined in the Specific Plan and the Preserve Specific Plan Master Site Approval No. PSP MSA 2003-01, PSP MSA 2006-02 and Developer Modification of PSP MSA 2006-02 (PL 21-0032).

1.2.19 “Mitigated Negative Declaration” and “Project MND” mean that Mitigated Negative Declaration for Phases 1 and 2 of the Project, adopted by the Planning Commission of the City on September 15, 2003 by Resolution No 2003-18, as part of the Preserve Specific Plan Master Site Approval No 2003-01.

1.2.20 “Mitigation Monitoring Program” means the Mitigation and Monitoring program for the Environmental Impact Report.

1.2.21 “Phases” means those increm ents of development within the Preserve described in the Specific Plan and the Preserve Specific Plan Master Site Approval No. PSP MSA 2003-01, PSP MSA 2006-02, and Developer Modification of PSP MSA 2006-02 (PL 21-0032).

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 148
4-27-23 9

1.2.22 “Preserve” or “Subarea 2” mean all of that real property described in Figure 1 of the Preserve Specific Plan.

1.2.23 “Preserve Development Impact Fee Ordinance” means the development impact fees established for the Public Facilities required for the Preserve that are established by Ordinance No. 2004-13, adopted by the City Council on June 1, 2004, which adds Chapter 3.45 to Title 3 of the Chino Municipal Code, all amendments and updates thereto and any future amendments and updates.

1.2.24 “Preserve DIFs” and “DIFs” mean those designated fees imposed on a Development Project pursuant to the Preserve Development Impact Fee Ordinance included in the Development Approvals as part of the Development Requirements.

1.2.25 “Preserve Regulations” means the General Plan Amendment, the Preserve Specific Plan (or “Specific Plan”), the Master Plans for Phases 1 and 2, the Environmental Impact Report, the Mitigated Negative Declaration (or “Project MND”) for Phases 1 and 2, and the Mitigation Monitoring Program and Resource Management Plan for the Preserve that govern the dev elopment and use of the land in the Preserve, including, without limitation, the type, size and location of the Preserve land use designations, the permitted uses of land within those land use designations, the density or intensity of uses of land within t hose land use designations, the maximum height and size of proposed buildings, the requirements for subdivisions, the provisions for reservation or dedication of land for public purposes, the phasing or timing of Development, and the design, improvement and construction and occupancy standards of all buildings and structures and other specifications applicable to Development in the Preserve, as they now exist or as they may be modified by Subsequent Legislation.

1.2.26 “Preserve Specific Plan” or “Specific Plan” m eans that specific plan entitled ‘the Preserve Specific Plan’ adopted by Ordinance No. 2003-06 of the City Council on April 1, 2003, as amended by Ordinance No. 2008-21 of the City Council on December 17, 2008 and further amended by Ordinance No. 2021-015 January 2022.

1.2.27 “Prevailing Wage(s)” means those wages imposed pursuant to the California S tate prevailing wage law, Chapter 1 of Part 7 of Division 2 of the Labor Code, commencing with Section 1720 and Title 8, California Code of Regulations, Chapter 8, Subchapter 3, commencing with Section 16000, for any “public works” (as that term is defined in the statues) p roject. For purpose of compliance with prevailing wage law, compliance with state prevailing wage law includes without limitation: payment of at least prevailing wage as applicable; overtime and working hour requirements; apprenticeship obligations; payroll recordkeeping requirements; and other obligations as required by law.

1.2.28 “Processing Fees” means those fees imposed by the City to recover its actual and reasonable costs to process and obtain Development Approvals described in Section 3.5.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 149
4-27-23 10

1.2.29 “Property” means , as set forth in Recital D above, the CHC Property, the CDC Property and the CPDC Property, as depicted in Exhibit A attached hereto.

1.2.30 “Public Facilities” mean improvements to or for park, open space, traffic, utility and other infrastructure systems, located on or off the Property or otherwise required or authorized by the Development Approvals, which are required by this Agreement or Development Approvals to be constructed and dedicated to City or other public agencies or entities designated by City. The Public Facilities include those improvements in accordance with the “public facilities” described Chapter 10 of the DIF/Nexus Report.

1.2.31 “Public Contracts Code” means the California Public Contract Code, as may be duly amended.

1.2.32 “Remaining Property” means, as set forth in Recital D above, the Remaining CHC Property, the Remaining CDC Property and the Remaining CPDC Property, as depicted and legally described in Exhibit B attached hereto. It also shall refer to any real property within the Preserve in which fee title or an equitable interest is acquired by Owners or an entity affiliated with Owners after the Effective Date of this Agreement that, upon amendment of this Agreement, becomes subject to the provisions of this Agreement.

1.2.33 “RHNA Site” means either (i) the portion of the Property specified as Planning Area 8 in the South of Pine Master Plan or (ii) an alternative site, mutually acceptable to the City and Owners, within the area bounded by East Preserve Loop Road and West Preserve Loop Road as shown in the South of Pine Master Plan.

1.2.34 “South of Pine Master Plan” means the South of Pine Master Plan approved in accordance with the Preserve Specific Plan pursuant to City Council Resolution No. 2008- 010, the PSP MSA 2006 -02 and Developer Modification of PSP MSA 2006-02 (PL21-0032).

1.2.35 “Subsequent Legislation” means any legislation or regulation by a federal, state, or regional government that affects, limits, modifies or reduces the rights of the Owners hereunder or that imposes financial burdens on the City if the City fails to implement such legislation or fails to adopt similar legislation; and any City legislation or regulation that affects, limits, modifies or reduces the rights of the Owners hereunder that becomes necessary in order for the City to offset any financial burden created by, or resulting from, any such federal, state or regional government legislation or regulation.

1.3. Scope of Agreement. This Agreement shall apply only to the development of the Remaining Property and, excepting (i) any ongoing obligations of the City or Owners, as applicable, arising from the development of the Property prior to the Effective Date of this Agreement and (ii) any benefits accruing to Owners under this Agreement, which shall be applicable to the entirety of the Property, including, without limitation, all existing apartments and the shopping center owned by Owners, it shall not apply to or be

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 150
4-27-23 11
binding upon the Developed/Sold Properties. Rather, the obligations relating to the Developed/Sold Properties shall be those set forth in the respective conditions of approval for the development of such Developed/Sold Properties.

1.4. Exhibits. The following Exhibits are attached to this Agreement and made a part hereof:

Exhibit A D epiction of the Property
Exhibit B Depiction and Legal Description of the Remaining Property Exhibit C Program Management Duties
Exhibit D Calculation of Public Park Acreage Required
Exhibit E Reconciliation of Public Park Fee Credits and Private Open Space Credits

ARTICLE 2

DEVELOPMENT RIGHTS

2.1. Development of the Remaining Property . Owners shall have the right to continue to develop the Remaining Property in accordance with the Original Development Agreement, as amended and as further amended and restated by this Agreement, the Preserve Regulations in effect on the Effective Date of the Original DA, any Subsequent Legislation in effect at the time that an application for Development Approvals f or each Development Project is deemed complete or such later time as permitted by applicable law, at the option of the City, according to the City’s normal processes and procedures.

The Parties acknowledge and agree that any payment or performance obligations of this Agreement and the Development Approvals applicable to CHC or the CHC Property are intended to be the primary obligation of CPDC, provided, however, that CHC shall continue to be responsible for the satisfaction of all such obligations if and to the extent CPDC fails to perform any or all of them.

2.2. Maximum Residential Dwelling Units. Owners shall have the right to develop up to a maximum of a total of 8,129 residential dwelling units on the Property , with all future development to occur on the Remaining Property, which total number of residential dwelling units shall not be reduced except as provided in this Section or in the event that such reduction is required by Subsequent Legislation. Owners also may continue to develop up to a total of 2,750 multiple family rental dwelling units on the Property, again, with all future development to occur on the Remaining Property, provided that this number of multiple family rental dwelling units shall be included in the maximum number of permitted residential dwelling units. In the event Owners develop multiple family rental units as condominiums, whether rented or subsequently sold as residential dwelling units, such action shall not entitle Owners to develop any multiple family rental dwelling units in excess of the limit of the 2,750 such units permitted herein. However, Owners shall not be permitted to request more than 2,300 multiple family rental dwelling units to be developed as condominiums in order to assure that Owners shall develop and maintain the 250 affordable units required by Section 3.12(a) and a minimum of 200 other multiple family rental dwelling units. Further, the maximum number of residential dwelling

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 151
4-27-23 12
units shall not be decreased in order to assure that the security of any bonds previously issued by the CFD for facilities or services are not materially affected.

The Parties also understand and agree that Owners shall not be entitled to any increase in the number of the residential dwelling units described herein.

2.3. Legal or Equitable Interest to Remaining Property. The rights granted to Owners hereunder shall apply only to the Remain ing Property, as depicted and legally described in Exhibit B in which an Owner has or has had a legal or qualified equitable interest on the date that this Agreement was noticed for a public hearing before the Planning Commission. Owners have demonstrate d their legal or qualified equitable interests in the Remaining Property to the City’s satisfaction, as verified by the City Engineer and the City Attorney.

2.4. E
xisting Approvals . Before approval of the Original DA, Owners received Development Approvals for Tentative Tract Maps Nos. 16418, 16419 (“A” Level), 16519, 16520, 16521, 16522 and 16523 (“B” Level), all of which are extended for the term of this Agreement, as specified in Section 4.1 hereof, subject to the performance of the conditions of approval of said tentative tract maps, the payment of the DIFs pursuant to the Preserve Development Impact Fee Ordinance, and applicable citywide development impact fees and park fees, the payment of Processing Fees described in Sections 1.2.26 and 3.5 and performance of all other Development Requirements imposed thereon. No further Development Requirements shall be imposed thereon, unless said tentative tract maps are permitted to expire, provided that Owners shall include the real property within said tentative tract maps in a CFD, to provide funding for City services and Public Facilities if the latter is requested by an Owner, as provided in Sections 3.3 and 3.4 hereof.

The residential units permitted under these tentative tract maps are part of, and not in addition, to the maximum residential units permitted under Section 2.2 hereof.

2.5. C
ertificates of Final Cancellation of Williamson Act Contracts . Certificates of Final Cancellation of the following Williamson Act Contracts have been approved:
(a) Certificate of Final Cancellation of the Van Vliet Land Conservation Contract executed October 13, 2003 and recorded in the Official Records, County of San Bernardino, as Document No. 2003-0774035 on October 14, 2003 encompassing 67.78 acres.
(b) Certificate of Final Cancellation of the Rohrs Land Conservation Contract executed October 13, 2003 and recorded in the Official Records, County of San Bernardino, as Document No. 2003-0774034 on October 14, 2003 encompassing 107.85 acres.
(c) Certificate of Final Cancellation of the Durrington Land Conservation Contract executed October 13, 2003 and recorded in the Official Records, County of San Bernardino, as Document No. 2003-0774033 on October 14, 2003 encompassing 136.77 acres.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 152
4-27-23 13

2.6. Development Approvals. Notwithstanding any other provision hereof, Owners shall process and obtain all Development Approvals required by the City for the development of the Remaining Property, or any portions thereof, according to the City’s normal processes and procedures.

2.7. D esign Guidelines . The Remaining Property shall be developed in accordance with the Design Guidelines, as described in Section 5.2.

2.8. M easure M . It is understood and agreed that Measure M does not apply to Development of the Property or to any other property within the Preserve.

2.9. E ffect of Changes to Preserve Regulations . Nothing herein shall affect or prohibit the City’s authority to amend or repeal the Preserve Regulations, or any provision thereof, provided that Owners shall continue to have the right to develop the Remaining Property, or any portions thereof, pursuant to the Preserve Regulations in effect on the Effective Date of this Agreement, except as Owners’ right to develop the Remaining Property, may be modified by Subsequent Legislation.

2.10. E
ffect of Subsequent Legislation . The Parties also understand that new or different Preserve Regulations and requirements for development of the Remaining Property may be imposed by laws or regulations of the State government, various regional governmental agencies or entities with regulatory jurisdiction, laws or legislation or regulations of the Federal government, or Subsequent Legislation adopted by the City Council made necessary to offset the financial burden to the City of any of the foregoing, all of which necessarily will supersede the provisions of this Agreement.

2.11. C
onditions of Compliance. The rights conferred upon Owners by this Agreement to Develop the Remaining Property, or any portions thereof, are subject to the Owners’ compliance with the terms of this Agreement including, without limitation, the following conditions and covenants:
(a) Except as expressly set forth herein or any other written agreement between City and Owners, payment of all Preserve Development Impact Fees pursuant to the Preserve Development Impact Fee Ordinance as and when required thereby and by Section 3.7;
(b) Payment of all Processing Fees and taxes as they become due under the City’s regulations as and when required;
(c) Payment of affordable housing in lieu fees to the City, as and when required by Section 3.12(c) below; provided further that (i) Owner shall also comply with the requirements set forth in the City’s 2021 – 2029 Housing Element and comply with Owners’ obligation to construct the minimum dwelling units within the RHNA Site pursuant to Section 3.12(e) herein, provided, however, after the Effective Date of this Agreement, nothing herein shall obligate Owners to any affordable housing restrictions or requirements with respect to any Property within the Preserve;

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 153
4-27-23 14
(d) Compliance with all Development Requirements imposed on each Development Project, as part of the Development Approval; and (e) Completion and performance of all conditions of each Development Approval for each Development Project as and when required thereby including any and all Development Requirements contained in the subdivision improvement agreements provided that Owners may delegate the obligations for Public Facilities that are not needed for the subdivision to developers not P arties to this Agreement, subject to the approval of the City Engineer and the City Attorney.

2.12. Density Transfers. Subject to the limit on the number and type of residential dwelling units contained in Section 2.2 and the terms and conditions of the Development Approvals, Owners may increase or decrease the number of residential dwelling units developed within the Preserve planning areas by transferring densities in accordance with the Specific Plan. The number of residential dwelling units permitted by this Agreement but not constructed, whether or not located within existing Master Plan areas, may b e transferred to other land within the Remaining Property provided the City determines that the request to transfer units or densities meets all of the following criteria: (i) the requested transfer will not cause the maximum number of residential dwelling units in Section 2.2 to be exceeded; (ii) the requested transfer is consistent with the Specific Plan and density ranges; (iii) the requested transfer will be included in a future master plan that shows the precise location of the dwelling units; and (iv) the requested transfer does not materially impair the security of any bonds previously issued by a CFD. Each Master Plan will be subject to City review and approval.

2.13. C
ompleted Housing Development . Notwithstanding any land use changes, all housing development tracts for which certificates of occupancy have been granted prior to the Effective Date of this Agreement, have been constructed in compliance with the then- applicable planning and zoning requirements and in compliance with the applicable Specific Plan.

ARTICLE 3

MUNICIPAL RIGHTS

3.1. Municipal Services Payments. As indicted in Recital J above, Owners have paid a total of Seven Million Dollars ($7,000,000) to defray some of the City’s initial costs of providing municipal services to the Property.

3.2. A dditional Municipal Services Impact Payments . Any residential dwelling units developed by an Owner in excess of 7,000 on the Property, shall be subject to an additional payment by such Owner to City in the amount of One Thousand Three Hundred Forty-three Dollars ($1,343) for each dwelling unit in excess of that number and Five Thousand Three Hundred Sixty -nine Dollars ( $5,369) per net acre for non- residential uses developed within the Remaining Property, provided that such additional payments shall be subject to a cumulative annual adjustment from the Effective Date of this Agreement based on the percentage change in the CPI. Such additional payments shall be made prior to the issuance of a building permit for each dwelling unit within the

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 154
4-27-23 15
Property that exceeds a total of 7,000 dwelling units. For purposes of this Section , consistent with CMC 20.24.020, net acreage shall be the gross acreage of the applicable property less all street and alley rights of way and dedications transferring title of land to a public agency.

3.3. Inclusion of Property in CFD. Pursuant to the Original DA, Owners agreed to include all of the Property within a CFD authorized to finance various City services through an annual special tax levied on assessor’s parcels on which residential, commercial and industrial structures have been constructed (the “Services Special Tax”) and authorized to finance Public Facilities and related fees through an annual special tax (the “Facilities Special Tax”) in accordance with this Agreement. In furtherance of this requirement, Owners shall petition to form one or more new CFDs, vote to include the Remaining Property within the CFD and to cooperate in every other manner regarding the annexation or formation proceedings and implementation of such new CFDs encompassing the Remaining Property. In the alternative, Owners may petition to annex all of the Remaining Property into “CFD No. 2003- 3” for which the City already has adopted a resolution of intention for a portion of the Property.

3.4. F
acilities and Services Special Taxes . The “Services Special Tax” for newly formed improvement areas and the “Facilities Special Tax” shall be authorized to be levied pursuant to a rate and method of apportionment of special taxes that substantially conforms to the rate and method of apportionment of special taxes approved for CFD No. 2003-3. The Services Special Tax shall be levied only on assessors’ parcels for which a structural building permit has been issued and shall not exceed 0.1% of the initial estimated weighted average sales price of the for-sale houses and other structures or the initial estimated value of the for -rent housing and other structures within the applicable CFD or improvement area. The Services Spec ial Tax for all commercial, industrial and multi-family rental properties within the Preserve shall be fixed and shall not be subject to escalation or increase. The City has previously formed CFD Improvement Areas 9 and 10 which include an annual Special Services Tax escalator and Owners agree that they shall not contest such Special Services Tax escalator with respect to CFD Improvement Areas 9 and 10. The Services Special Tax for the for -sale houses within The Preserve shall be updated for each Improvement Area formed after the Effective Date of this Agreement, and, thereafter, the Service Special Tax shall escalate annually by the annual percentage change in the CPI, not to exceed 7% per annum. The total of (i) the base ad valorem property tax rate, (ii) the weighted average annual Facilities Special Taxes (as distinguished from any backup or alternative special tax), (iii) the weighted average annual Services Special Taxes (non-escalated) and (iv) all other special taxes, charges, or assessments of the City or other public agency may not exceed 2% of the estimated weighted average sales price of all for-sale housing or the estimated value of the for-rent housing and other structures within each improvement area of a CFD estimated at the time of formation of the CFD. All other developing properties within The Preserve that are not seeking a Facilities Special Tax are required to annex into the City's 2003- 3 Improvement Area 5 Services CFD.

3.5. P
rocessing Fees. Owners understand that the City imposes a variety of fees and charges to recover the City’s actual and reasonable costs to process and obtain

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 155
4-27-23 16
Development Approvals, and not to generate general fund revenues. The Processing Fees are those fees adopted annually by various resolutions of the City Council, the most recent of which is Resolution No. 202 2-007 adopted on January 4, 2022 , that include, without limitation, design review fees, environmental review fees, use permit fees, plan check fees, engineering plan check fees, engineering inspection fees, and all building permit fees. Owners shall pay all applicable Processing Fees to the City when due, at the then current rates, including, without limitation, the following fees:
(a) Architectural Review Fee to recover City's costs for architectural and landscape architectural services incurred to review site development plans, landscape plans and architectural plans for Development Projects; (b) General Plan Update Fee;
(c) Specific Plan Cost Recovery fee;
(d) Williamson Act cancellation processing fees.

3.6. Environmental Fees. The City has adopted a Resour ce Management Fee (“RMP Fee”) in accordance with Municipal Code Chapter 3.47, Ordinance # 2005-02 and the 2004 Preserve RMP Mitigation Fee Nexus Study (“RMP Nexus Study”). As set forth in that certain Construction Credit and Reimbursement Agreement by and between Chino Development Corporation and Chino Preserve Development Corporation and the City dated June 7
th 2022, Owners have satisfied all requirements of the RMP Nexus Study in connection with the development and construction of the entirety of the Property and Owners and the development of the Pro perty shall not be subject to any additional exactions relating thereto, including, without limitation, any obligation to pay any RMP Fees, to dedicate any land or construct any improvements.

3.7. P
reserve Development Impact Fees. Owners understand and agree that the City shall condition each Development Approval for each Development Project on the Remaining Property and the Existing Approvals with the obligation to pay Preserve DIFs in accordance with the Preserve Development Impact Fee Ordinance in effect at the time of the issuance of building permits; and Owners agree to pay said DIFs or construct Public Facilities as required by the Development Approvals prior to the issuance of building permits for each building or structure sought to be constructed in each Development Project.

3.8. P
hasing of Public Facilities. Notwithstanding any other provision herein, the City shall retain sole authority to determine which Public Facilities are needed for the development of the Preserve, as a whole, and for the development of the Remaining Property, as part of the Preserve, and also to determine the sequence of the construction of such Public Facilities. The City’s determinations as to the required Public Facilities and the sequence of their construction shall be imposed in the Development Approvals for each of the Development Projects for which approval is requested by an Owner. Such determinations by the City may result in the imposition of greater requirements for Public Facilities in Development Approvals for particular Development Projects such that said

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 156
4-27-23 17
Development Approvals may not be reasonably related to the impacts created by the development of the particular Development Projects. Nevertheless, Owners hereby agree to construct the Public Facilities required by the Development Approvals and to construct them according to the sequence prescribed by the City for those Development Projects, subject to fee credits and/or reimbursements, as appropriate.

3.9. Dedication of Public Facilities. Owners shall dedicate or reserve land within the Remaining Property for construction of the Public Facilities identified in the Development Approvals or Development Requirements. The term “dedicate” as used in this Agreement means not only to acquire and convey such land to the City, but also, in most cases, to construct Public Facilities on such land and thereafter convey such land and Public Facilities to the City. Owners shall convey such land on which the Public Facilities are to be constructed at the time required by the City Engineer in the exercise of his or her reasonable discretion, but no later than the recordation of the final tract or parcel map for which such Public Facilities were required. Owners shall convey the land improved with public parks, trails, street improvements, storm drains, sewer mai ns, retention ponds and natural treatment systems to the City in fee simple or as otherwise requested by City, and shall convey easements in all other property required to be dedicated to the City. Owners shall dedicate and City shall accept each Public Improvement upon completion to the City Engineer’s satisfaction of such Public Improvement. Said dedications of Owners’ Remaining Property shall not be subject to any claim of compensation or reimbursement by Owners unless stated otherwise in this Agreement or permitted by the Acquisition Agreement or the DIF/Nexus Report.

3.10. P
roperty Acquisition for Public Facilities. The Parties acknowledge that certain of the Public Facilities required under this Agreement may be located on property which is neither owned nor controlled by an Owner. For purposes of this Section 3.10, such parcels of real property shall be called an “Acquisition Property” or the “Acquisition Properties”. Owners shall exercise reasonable and diligent good faith efforts to acquire the Acquisition Properties no later than one hundred eighty (180) days prior to the Acquisition Deadline, as determined by Owners and City, from the record owner(s) of the Acquisition Properties at a cost and upon terms acceptable to Owners and approved by City. If, despite such efforts, Owners are unable to acquire any Acquisition Property, the City agrees to cooperate with Owners to acquire same, and will in good faith consider taking all actions legally available to City to acquire an Acquisition Property.

Notwithstanding the foregoing, Owners shall not be required to acquire property if the total acquisition cost exceed 125% of the average per acre cost of all real property previously approved by the Director of Public Works of the City for acquisition by the City within the preceding two years, plus a maximum of Fifty Thousand Dollars ( $50,000) for all legal, engineering and other costs incurred by the Owners. The Owners shall reimburse the City for all costs and expenses incurred by the City in connection with such acquisition, including, without limitation, all attorneys’ fees, expert witness fees, filing fees, and all other court costs; engineering, surveying, site inspection costs; environmental study and review costs; appraisal costs; property remediation costs; relocation assistance benefits; title insurance; payment of just compensation, including loss of goodwill, relocation expenses, damages, interest and/or attorneys’ fees determined in court or in settlement negotiations; and all other reasonable costs and expenses of the City, its

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 157
4-27-23 18
attorneys or agents, in any way relating to the acquisition or attempt at acquisition of any such Acquisition Property.

3.11. Relocations. City agrees to diligently take all actions permitted under its existing municipal authority to cause the removal or relocation of all structures or encroachments within public easements or other rights-of-way in the Preserve over which the City may exercise such authority by virtue of its ownership, control or other statutory authority, which i mpede or impair the construction of any Public Facilities by Owners within the Preserve. Owners shall notify the City in writing of any such encroachments a minimum of ninety (90) days prior to the commencement of the construction that will be impeded or impaired by such structures or encroachments; and Owners shall reimburse the City for all costs incurred by the City in such removal or relocation.

3.12. A
ffordable Housing Units and Inclusionary Housing Fee.
(a) As of the Effective Date of this Agreement, Owners have constructed 250 dwelling units affordable to individuals or families , consisting of 53 dwelling units affordable to individuals or families earning 50% or less of area median income, 53 dwelling units affordable to individuals or families earning 80% or less of area median income and 144 dwelling units affordable to individuals or families earning 120% or less of area median income.
(b) Owners have paid to City Nine Million Two Hundred Thousand Dollars ($9,200,000) as mitigation for affordable housing. (c) . For each residential dwelling unit in excess of 7,000 on the Property for which Owners build , Owners shall pay the affordable housing in- lieu fee (the “Affordable Housing Fee”) imposed pursuant to City Ordinance No. 2004-28 (the “Affordable Housing Fee Ordinance”). The amount of such Affordable Housing Fee shall be in accordance with the Affordable Housing Fee Ordinance set forth in CMC 3.46.040.

Owners may elect, in their sole discretion, to pay the Affordable Housing Fees for all or any portion of the dwelling units to be constructed on the RHNA Site and shall receive unit-for-unit credit against the Affordable Housing Fee for any dwelling units later constructed within the Property in excess of 7,000 dwelling units. In addition, if Owners elect to construct affordable housing units within the Property or at any other site within the City approved by the City, in excess of those units required pursuant to Section 3.12(a), Owners shall be entitled to a credit against the Affordable Housing Fees in an amount to be mutually determined by the Parties.

(d) Owners agree that no fewer than a total of 600 dwelling units will be constructed within the RHNA Site in one or more discrete projects, the timing of construction of which shall be subject to market conditions, of which, as of the Effective Date of this Agreement, 45 dwelling units have been built and 555 remain to be built. The average residential density within the RHNA Site shall be not less than 30 dwelling units per acre or as reasonably determined by the City to be consistent with the City’s housing element, provided any individual project may have a density less than 30 dwelling units per acre or more than 30 dwelling units per acre,

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 158
4-27-23 19
not to exceed 45 dwelling units per acre. The City shall r evise the Preserve Regulations as City deems necessary to accommodate any residential project within the RHNA Site at a density of up to 45 dwelling units per acre. Any residential project within the RHNA Site which meets the density requirements set forth in this Section

3.12(e) shall not be subject to any affordable housing covenants.

3.13. Covenants, Conditions and Restrictions (CC&Rs) . In the event that a Development Project has common areas, amenities and facilities that are not maintained by the PMMC (defined in Section 3.14 below), the City may condition each Development Approval for each such Development Project in the Remaining Property on the obligation to create and impose specific homeowner associations to maintain such common areas, amenities, facilities or other improvements for the exclusive use of the residents within such residential Development Projects or commercial common area associations, as applicable, (“Project HOAs”) pursuant to appropriate recorded declarations of covenants, conditions and restrictions (“CC&Rs”) in accordance with the City Attorney Policy – Guidelines and Protocol for Review and Approval in effect as of the Effective Date of this Agreement, as may be amended from time-to-time, and shall be reviewed and approved by the Director of Community Development, the Director of Public Works and the City Attorney. In addition to the provisions desired by Owners, the CC&Rs shall contain those provisions required by the Development Approvals or Development Requirements, and provisions necessary to implement said Development Approvals and Development Requirements to the satisfaction of the Director of Community Development, the Director of Public Works and the City Attorney. The CC&Rs also shall contain provisions granting to the City the right to enforce their provisions and the right to approve any subsequent changes in such CC&Rs. The Parties shall record the CC&Rs concurrently with the recordation of all final maps or prior to the issuance of building permits, as determined by the Director of Community Development and the Director of Public Works. Further, Owners shall reference the CC&Rs in all deeds or conveyances by which any interest in the Remaining Property, or portions thereof, are first conveyed to any third party including each conveyance from CHC to CPDC. In the event that Owners, or their subsequent transferees of title fail to reference the CC&Rs in such deeds or conveyances, City may refuse to issue any Development Approvals or permits of any kind to said person or entity unless and until such defect is cured to the reasonable satisfaction of the City. The Parties acknowledge that such CC&Rs will run with the land and be binding upon all purchasers and grantees of lots or parcels within the Remaining Property, or p ortions thereof, pursuant to California Civil Code Section 1468, and that the CC&Rs shall be referenced in the deed by which each and every lot is first conveyed. The Parties acknowledge and agree that foregoing requirement regarding CC&Rs excludes PMMC, which already has recorded CC&Rs.

3.14. M
aintenance by Homeowners Associations . In addition to the Preserve Master Maintenance Corporation (“PMMC”), which is a master association formed to maintain common areas, amenities and facilities shared by the entire Preserve, Owners have and may, in connection with future residential Development Projects, continue to create one or more Project HOAs. The PMMC was created and it’s guiding Declaration of Covenants, Conditions, Restrictions and Reservations of Easements for the Preserve was recorded on February 4, 2005, as Document No. 2005- 0087531 (“ PMMC

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 159
4-27-23 20
Declarations”). The Project HOA s shall, maintain all common areas, amenities and facilities within each Development Project. The Owners created the PMMC to permit annexation of properties within the Preserve other than the Property; and City shall , to the fullest extent permitted by law, (i) allow the annexation of such other properties to the PMMC, subject to payment of pro rata costs and expenses applicable to such properties, (ii) require the land owners to form their own independent HOA for the purpose of contributing their pro rata share of maintenance costs to the PMMC , or otherwise pay their pro rata share of such costs and expenses to the PMMC , or (iii) require the land owners to assume maintenance obligations for specified areas in lieu of the PMMC . On July 19 , 2017, the City and PMMC entered into that certain City Preserve Property Maintenance Agreement (“PMMC Agreement” ), which sets forth PMMC’s obligations related to the Preserve and the City’s rights to enforce the maintenance obligations under the PMMC Declaration. The PMMC Agreement controls the Parties’ specific obligations regarding the PMMC’s obligation to maintain common areas, amenities, facilities or other improvements for the exclusive use of the residents within such Development Projects as well as public facilities dedicated to the C ity in fee or by easement for use by the public within the Preserve. In addition, City agrees to require all nonresidential landowners and residential landowners that do not annex into the PMMC to pay their pro rata share of the maintenance costs of any e ntry monument located on or about their property or to otherwise pay their pro rata share of the maintenance costs of all Preserve entry monuments as shown in the Preserve Specific Plan dated September 2016, as well as their pro rata share of the Preserve sewer lift station operations , the landscaping and street lighting maintenance within public right of way within the landowner projects, and their prorated share of parks and drainage retention basins maintenance. The City contemplates three tiers of h omeowners associations that will facilitate maintenance of amenities, facilities and improvements within the entire Preserve, each having different maintenance responsibilities as follows:
(a) The PMMC shall include the entire Preserve, and shall maintain and operate the following types of amenities, facilities and improvements:
(1) Street lights on all public streets, including local, collector, and arterial streets;
(2) Landscape maintenance, including electricity and water on City-owned parkways located in the rights -of-away of local, collector and arterial streets as well as landscape
maintenance of parcels owned by the PMMC;
(3) Maintenance of the Public Parks within the Preserve but expressly excluding the regional park planned for the
Preserve;
(4) Ownership and maintenance of the Pocket Parks;
(5) Street tree maintenance on all streets;

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 160
4-27-23 21
(6) Landscape maintenance of the Southern California Edison Easement Multi -Use Trail and Equestrian Trails throughout the Preserve, including the multi-purpose perimeter trail along the southern project boundary 566’ inundation line;
(7) Landscape maintenance of the Town Green(s);
(8) Landscape maintenance of the CIW perimeter landscape area; and
(9) Class 1 bicycle trails, potential trail link to the planned Crest to Coast trail and/or transit stops; and
(10) Retention ponds and Natural Treatment Systems.
(b) The PMMC shall include the following residents and functions:
(1) All residents living in one or more Development Projects, including those living in multiple family rental units; (2) This Preserve Community HOA may handle community
functions, Intranet -website maintenance, and possibly
transportation shuttles within the Property.
(c) The Project HOAs shall be specific to the requirements and needs of one or more Development Projects. The Project HOAs shall maintain common amenities, facilities and other improvements such as common street s and street lighting, common recreational facilities and common area landscape and amenities.

3.15. Retained Authority. Except as provided herein, the City retains all governmental authority, discretion and powers conferred upon the City under the general laws and Constitution of the State of California; and nothing herein shall abrogate or diminish the governmental authority, discretion and powers of the City. In furtherance hereof, the City shall have the right to impose any condition, obligation or requirement on the Owners under this Agreement as conditions or requirements on any Development Approval for the development of the Remaining Property, or any portions thereof, and as permitted by the Preserve Regulations and Subsequent Legislation.

3.16. A
mericans With Disabilities Act. City and Owners are parties to that certain Settlement and Release Agreement, which pertains to the City’s enforcement of the federal Americans with Disabilities Act of 1990 and relevant provisions of Title 24 of the California Building Code and any other applicable accessibility regulations and guidelines promulgated by federal and California State agencies and City -adopted accessibility standards for public and private improvements. City and Owners hereby agree that they shall abide by the terms and provisions of the Settlement and Release Agreement entered into by City and Owners and the same shall apply to the development of The Preserve.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 161
4-27-23 22

3.17. Meetings Between Owners and City’s Police Department. Owners and the City’s Police Department have been working together to deter criminal activity within Owners apartment communities. Owners and City agree to continue to cooperate in holding meetings between representatives of Owners and the City’s Police Department on an approximately semi -annual basis to discuss crime deterrence measures in and about Owners’ apartment communities and Owners will consider implementation of such measures as it deems practicable in its sole and absolute discretion.

3.18. E
state Residential. Owners shall develop a minimum of twenty-three (23) acres of land designated as Estate Residential pursuant to the Preserve Specific Plan.

ARTICLE 4
TERM.

4.1. Term. The Effective Date of this Agreement shall be the 31st day after adoption of the ordinance that approves this Agreement provided it has been executed by all Parties (the “Effective Date of this Agreement”). The term shall expire on July 1, 2034, unless sooner terminated or extended by the mutual consent of the Parties or as otherwise provided herein. Upon the expiration or termination of this Agreement, it shall be of no further force and effect, and all rights and obligations hereunder shall cease immediately. However, such expiration or termination shall not affect any right or obligation of the Parties arising from any Development Approval of a Development Project granted prior to such expiration or termination; and any such right or obligation shall be based solely upon such Development Approval.

4.2. T
erm of Subdivision Maps . Pursuant to Government Code
Sections 66452.6(a)(1) and 65863.9, the term of any tentative subdivision or parcel map approved by the City for any Development Project based upon a Development Approval, including the Development Approvals of the tentative tract maps described in Section 2.4 hereof, shall be extended for the full term of this Agreement, but not beyond. However, the term of tentative subdivision or parcel maps approved in the last three (3) years of this Agreement shall be for the period permitted by the Subdivision Map Act in effect on the approval of said tentative maps.

4.3. S
chedule of Development . The Parties acknowledge that the Owners cannot at this time predict when or the rate at the Remaining Property will be developed and this Agreement does not require that Owners commence or complete development of the Remaining Property or any portion thereof within any period of time set by City.

Such decisions depend upon numerous factors which are not within the control of the Owners, such as market orientation and demand, interest rates, absorption, completion and other similar factors. Because the California Supreme Court held in Pardee Construction Co. vs. City of Camarillo, 37 Cal. 3d 464 (1984) that failure of the parties to provide in an agreement for the timing of development allowed a later adopted initiative restricting the timing of development to prevail over the parties’ agreement, it is the intent of Owners and the City to cure that deficiency by acknowledging and providing that Owners shall have the right to record maps and develop the Remaining Property in such order and at such rate and at such time as Owners deem appropriate; provided, however,

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 162
4-27-23 23
subject to market conditions, as demonstrated by Owners and as deemed reasonable by City, as well as the availability of necessary infrastruct ure, Owners shall endeavor to prioritize development of the Block 3 Low Density Residential (“LDR”) units. In order to implement Owners ’ development of the Property under Section 2.1, Owners shall retroactively, commencing July 1, 2020, develop and construct an average of one hundred (100) residential dwelling units per year within the Property. By way of example, as of July 1, 2025, Owner shall have developed and constructed within the Property a total of not less than five hundred (500) residential units between July 1, 2020 and July 1, 2025. For purposes of this section, the construction of a residential dwelling unit shall be deemed to occur upon the issuance of certificates of occupancy. Owners shall construct the Public Facilities or pay applicable Preserve DIFs for the construction of same, in accordance with conditions of approval imposed by the City on each Development Project. Except as provided in Section 4.4 below, Owners may develop and construct residential dwelling units in any year in numbers greater than those numbers required in any year of this schedule.

4.4. Moratorium. During the term of this Agreement, the City shall not impose any moratorium affecting an Owner’s right to develop the Remaining Property for the uses permitted under the Preserve Regulations and the Existing Approvals. However, the City Council reserves the right to impose a moratorium affecting the schedule of Development of the Remaining Property, or any portions thereof, in the event that it determines that the City cannot serve th e Remaining Property with essential public services despite its full compliance with all of its obligations under this Agreement, or in the event the that it determines that a moratorium is required to protect an imminent threat to the public health, safety, or welfare.

ARTICLE 5

PRIVATE IMPROVEMENTS

5.1. Community Design Elements. Owners will prepare and submit to the City, for City’s approval, design standards and guidelines for the following elements of each Phase of the Specific Plan:

5.2. D
esign Guidelines. Owners have prepared and City has approved design guidelines for Phases 1 and 2 in the approved Preserve Specific Plan Master Site Approval No. 2003- 01. Owners have submitted revised design guidelines to the City which were approved in November 2021, for all development of the Remaining Property to occur after the Effective Date of this Agreement (“Design Guidelines”) . The Design Guidelines shall be referenced in all sales contracts and in the CC&Rs recorded upon the initial sale of land within each Development Project by Owners. The Design Guidelines shall be the basis on which to review and approve Development Projec ts during Development Approvals.

5.3. P
reserve Gated Communities. Certain Development Projects may lend themselves to being developed as gated communities. The Planning Commission may approve, with appropriate conditions, or disapprove, in its reasonable discretion, any Owner’s request for approval of a gated community in a Development Project. Whenever

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 163
4-27-23 24
a gated community is approved, before the effectiveness of any approval of a gated community, the Project HOA for such gated community shall be required to negotiate and execute appropriate agreements with City , subject to Planning Commission and City Council approval, to accomplish the transfer of any public improvements within such gated community by the City to the Project HOA and, thereafter, for the Project HOA to perpetually maintain, repair and replace the City-approved public and private improvements, including drainage, sewer, street, water and other infrastructure systems at the Project HOA ’s cost, which requirement shall be imposed by CC&Rs and other appropriate legal documentation approved by the City. F uture authorizations for gated communities or private streets for single family residential development shall be governed by the then applicable provisions of the Chino Municipal Code, and Owners shall abide by the provisions of CMC Section 19.06.040(A)(3), as amended from time to time or any successor code provision in this regard, provided, however, the foregoing shall not be applicable to any development that has received approval for private streets before the Effective Date of this Agreement.

5.4. Recreational Vehicle Storage. As of the Effective Date of this Agreement, Owners submitted a plan to the City which demonstrated the number and location of the required number of recreational vehicle spaces to serve the Property and City approved such plan on April 26, 2005. Additionally, since such approval by the City two additional recreational vehicle storage facilities comprised of 1,436 spaces have
been developed and are operating within the City. As such, the City hereby deems this as compliance with the RV Parking regulations in the Preserve Specific Plan.

Notwithstanding the foregoing,
Owners shall, at their option, either (i) provide an
additional fifty (50) recreational vehicle spaces at a recreational vehicle storage facility, which may, at Owners’ election, include a self -storage facility, within the Remaining Property to be located east of the California Institution for Women or (ii) contract with a third party outside of the Owner’s Property to provide an additional fifty (50) recreational vehicle spaces which are available to the residents of the Preserve for duration of the term of this Agreement, subject to the reasonable approval of the City Manager of the City. Additionally, each residential lot within “E state Residential” property (based on Specific Plan zoning designations) within the Preserve shall provide room for the parking of a recreational vehicle; provided, however, for every recreational vehicle space in excess of the fifty (50) provided as set forth above, one (1) Estate Residential lot shall not be required to provide room for parking of a recreational vehicle. The foregoing shall constitute full mitigation of Owners’ RV Parking obligations for the Preserve, including the Remaining Property, through the full buildout of the Remaining Property even if such buildout is not completed prior to the end of the term of this Agreement. If Owners develop the recreational vehicle storage and/or public storage facility , it shall not reduce the number of 8,129 total units permitted to be built by Owners within the Property.

ARTICLE 6

CONSTRUCTION OF PUBLIC FACILITIES

6.1. Entry Signage and Monumentation. Owners have constructed and installed entry signage and monumentation at those locations within the Property established in accordance with signage plans approved by the City pursuant to Development Approvals

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 164
4-27-23 25
and as described and depicted in Figure 2 4 of the Specific Plan, excepting industrial properties north of Kimball Avenue. Within thirty (30) days after the Effective Date of this Agreement, Owners shall pay to the City Fifty Thousand Dollars ($50,000) and the City shall utilize such funds to construct and install freestanding monument signage at the entrances to Garden Park and Forest Park. Developer shall submit to the City the names of all future parks and public buildings, which shall be subject to the formal review and approval by the City’s Community Services Commission and City Council. The PMMC shall maintain all such signage and monum entation on any public parks that PMMC is maintaining pursuant to the terms of the PMMC Agreement.

6.2. Public Transportation Facilities. Owners shall design, construct and dedicate bus shelters, bus stops, bus turnouts, and transit stops within the Remaining Property required by any Development Approval, at the required locations in accordance with the plans and specifications approved by the City and any other agency with regulatory jurisdiction.

6.3. P
ublic Utilities. Owners shall construct all public utility facilities within the public rights-of-way within the Remaining Property that are required by the public utility purveyors. The City shall determine the location of such public utility facilities within the rights-of-way in the Development Approvals and approval of the plans and specifications for such public utility facilities. As a condition of acceptance of dedication of such public utility facilities and rights-of-way, the public utility purveyors shall be required to maintain said public utility facilities and rights-of-way thereafter.

6.4 P
ublic Facilities . Owners shall design, construct, and dedicate those Public Facilities required by any Development Approval and this Agreement which are located on Owners’ Remaining Property, in accordance with the plans and specifications approved by the City and any other agency with regulatory jurisdiction. Owners also acknowledge and hereby agree that the rights -of-way within an Owner’s Remaining Property necessary for such Public Facilities shall be dedicated to the City. Public Facilities constructed by Owners with public funds such as CFD and DIFs shall adhere to the requirements set forth in Articles 8 and 9 of this Agreement . The following Public Facilities are required in conjunction with the required Public Facilities mandated by Development Approvals:

6.4.1 M
iscellaneous Residential Amenities : Projects PA-001/Paseos and Trails; PA -002/Perimeter Trail; PA -003/Landscaping of Southern California Edison (“SCE”) Easements; and PA-004/Community Core Commons, as better described in the DIF/Nexus Report. Subject to the approval of SCE, Owners shall dedicate the improvements to the SCE power line easement area on Owners’ Property, as approved by the City, pursuant to the terms of that certain SCE Consent Letter dated July 28, 2015 by and among City, SCE, CDC and CPDC, which was executed by the City on July 25, 2018 and which is hereby incorporated by reference and made a part of hereof.

6.4.2 C
alifornia Institution for Women . Subject to the approval of the State Department of Corrections, Owners shall design, construct and dedicate the landscape improvements along the Chino Corona Road (also known as Cucamonga Avenue)

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 165
4-27-23 26
frontage of the California Institution for Women, as approved by the City, when the Owner’s land adjoining the California Institution for Women is developed.

6.4.3 Pine/Main Intersection Improvements Project TR-123. Owners shall design and construct that portion of the intersection at Pine Avenue and Main Street located on Owners Property, as specifically described in the DIF/Nexus Report. Owners shall also construct and dedicate enhanced landscape and streetscape improvements to Pine/Main Street intersection, as directed by the Planning Commission, on a portion of said intersection owned by Owners and as approved by the City, which dedications and improvements shall be eligible for reimbursement or DIF credits under the City’s DIF program.

6.4.4 Co
mmunity Facilities . As of the Effective Date of this Agreement, pursuant to the City’s nexus study it is estimated that there is a need for approximately 54,781 square feet of community facilities for the proposed population located within the Preserve Specific Plan boundary (“Preserve Facilities”). It is further estimated that the proposed population located on land owned or previously owned by Owners within the Preserve would require a need for approximately 38,755 square feet of community facilities. Prior to the Effective Date of this Agreement, Owners have constructed 20,968 square feet of community facilities (“Existing Facilities”), however, due to the joint use nature of the Existing Facilities, Owners are credited with providing only 12,386 square feet of community facilities, leaving a shortfall of Preserve Facilities of approximately 42,395 square feet (54,781 sf total – 12,386 sf provided to date = 42,395 sf) (“Remaining Preserve Facilities”) and a remaining Owners’ obligation of approximately 26,369 square feet of Remaining Preserve Facilities (38,755 sf – 12,386 sf = 26,369 sf). Owners agree to construct the Remaining Preserve Facilities comprising 42,395 square feet pursuant to the terms and provisions set forth herein and in accordance with Subsection (f) below. (a) Pursuant to the terms herein, Owners shall be responsible for the development of the Remaining Preserve Facilities. The Remaining Preserve Facilities shall be developed on approximately three (3) acres within Block 9 of the Preserve at the southeast corner of Main Street and Market Street (“Facilities Land”). The Remaining Preserve Facilities shall include those facilities and amenities as mutually agreed between City and Owner and reflected in the plans developed pursuant to Section

6.4.4(d) below. The Parties acknowledge that, as developed, the Preserve community has a significant number of amenities for its residents (“Preserve Amenities”) not generally found in other locations within the City. The goal of the P arties herein is to design and construct the Remaining Preserve Facilities in a manner to compliment the Preserve Amenities and not compete with the Preserve Amenities. (b) As of the Effective Date of this Agreement, Owners have not paid public use facilities DIFs (“PUFDs”) and Owners have received Public Use Facilities DIF Credits in the amount of One Million Five Hundred Thousand Dollars ($1,500,000) due to the construction of certain Public Facilities by Owners. Based upon the number and nature of the residential units developed as of January 1, 2023, if Owners had been paying PUFDs, they would have paid Ten Million Five Hundred Thirty -three Thousand Four Hundred Forty Dollars ($10,533,440) less the aforementioned One Million Five

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 166
4-27-23 27
Hundred Thousand Dollars ($1,500,000) for a total of Nine Million Thirty-three Thousand Four Hundred Forty Dollars ($9,033,440) (“Prior DIF Credit s”). If Owner were paying PUFDs in lieu of building the Remaining Preserve Facilities , it is anticipated that Owner would pay an additional Twelve Million Eight Hundred Nine Thousand Six Hundred Fifty Dollars ($12,809,650) for all PUFDs on permits issued after January 1, 2023 (“Future DIF Credits”). Collectively, the Prior DIF Credits and the Future DIF Credits are referred to as (“Public Use Facilities DIF Credits”). The Community Centers and Library DIF Categories have been combined into one DIF Categor y Public Use Facilities (Community Centers and Library) and collected Citywide in 2017 DIF Update. (c) The Parties anticipate that the Remaining Preserve Facilities shall be designed to a design and construction budget as of September 30, 2023 (“Budget”) in the amount of Thirty -one Million Six Hundred Sixty -nine Thousand Nine Hundred Thirteen Dollars ($31,669,913) ( i.e., $747.02 per square foot x 42,395 square feet = $31,669,913) which includes a Program Management Fee (defined in Section 6.4.4 (f)vii below), design, rough and precise grading and all construction costs , including, without limitation, soft costs, a construction management fee, furniture, fixtures, equipment and required public infrastructure. The Budget also includes a ten percent (10%) contingency on all costs except the Land Value (defined in Section 6.4.4 (f)iv below) and the Budget does not include the Land Value. Together the Budget plus Land Value shall constitute the total estimated costs of the Remaining Preserve Facilities (“Total Budget Costs”).
(d) The City’s I nfrastructure Committee, it’s City Manager or designee, the City’s Director of Community Services and Owners shall endeavor, in good faith, to meet once per month commencing in May of 2023 to collectively design the Remaining Preserve Facilities with the intent of agreeing upon a schematic design of the Remaining Preserve Facilities that is within the Total Budget Costs by February 28, 2024.

The Parties shall further endeavor, in good faith, to meet monthly until such time as the Remaining Preserve Facilities have been constructed and accepted by the City. Owners shall cause schematic designs to be prepared, which will be comprised of an overall site plan, a conceptual building floor plan, and a conceptual elevation. (e) Due to the nature of the Preserve Amenities, the City reserves the right to allow credit towards the Remaining Preserve Facilities for exterior amenities.

For example, if a multi-use promenade or paseo was included adjacent to the Community Center, the City , at its option, could give credit for exterior amenities from the Miscellaneous Residential Amenities DIF Fee for the Community Core Commons. (f) The Parties shall negotiate in good faith a construction, credit and reimbursement agreement (“Community Facilities Construction Credit and Reimbursement Agreement”) prior to commencing the final design and construction of the Remaining Preserve Facilities . The Community Facilities Constructio n Credit and Reimbursement Agreement shall include the following core principles:
i. Owners shall be responsible for construction of the Remaining Preserve Facilities, so long as the City has delivered to Owners the Notice to

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 167
4-27-23 28
Proceed (defined in subsection vi below) in compliance with subsection vi below at least eighteen (18) months prior to the date of the expiration of the term of this Agreement. ii. City is responsible for accepting, maintaining, and operating the Remaining Preserve Facilities . Upon acceptance of the Remaining Preserve Facilities the City shall release and indemnify Owners for all claims associated with the Remaining Preserve Facilities.
iii. The Land Value, actual Program Management Fee,
and actual construction management fees and all amounts paid by Owner for design (including all amounts advanced by Owners pursuant to this Section 6.4(d) above), grading and construction costs (including, without limitation, soft costs, DIFs, furniture, fixtures, equipment and required public infrastructure) incurred by Owners for the construction of Remaining Preserve Facilities shall collectively be referred to herein as the “Actual Costs”.
iv. City and Owners agree that the value of the Facilities Land contributed by Owners is Three Million Nine Hundred Eleven Thousand Three Hundred Thirteen and 72/100 Dollars ($3,911,313.72) (“Land Value”). The Land Value assumes that the Facilities Land is mass graded and all utilities stubbed to the site and adjacent streets are complete. The Land Value is based on approximately 2.92 acres multiplied by the weighted average of the land value portion of the City’s Public Use Facilities DIF based on the timing of the past and estimated future issuance of Owners’ building permits, which is One Million Three Hundred Thirty-nine Thousand Four Hundred Ninety-one Dollars ($1,339,491) per acre. The Land Value shall be adjusted based on the final number of acres.
v. The amount of the cash reimbursement payable to
Owners shall be the amount of the Actual Costs, including the Program Management Fee (defined in Subsection vii below) less Public Use Facilities DIF Credits (“Cash Reimbursement”). The Cash Reimbursement shall be paid in three equal installments on an annual basis over the thirty-six (36) month period commencing the date which is twelve (12) months after a Notice of Completion has been recorded in the official records of the County of San Bernardino on the Remaining Preserve Facilities. The failure of the City to pay to the Owners the Cash Reimbursement in a timely manner shall constitute a material default of this Agreement and any unpaid amounts shall bear interest at the maximum rate allowed by law or ten percent (10%) per annum, whichever is less (“Default Rate”). vi. Owners shall not be required to commence
construction of the Remaining Preserve Facilities until the date that is one hundred eighty (180) days after the date that City has delivered a written notice to Owner to proceed with the construction of the Remaining Preserve Facilities (“Notice to Proceed”), provided the City may not issue the Notice to Proceed until such time as the City has finally approved all construction drawings for the Remaining Preserve Facilities. vii. An Owner shall be entitled to an administration and program management fee in the amount of three percent (3%) of the Actual Costs

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 168
4-27-23 29
excluding the Land Value for Owner’s program management of the design and construction of the Remaining Preserve Facilit ies (“Program Management Fee”). The Program Management duties shall include those set forth on Exhibit C attached hereto, as applicable, and shall be exclusive of those duties performed by a construction manager and no administrative and program management credit shall be authorized for any duplicative activities performed by Owner and any construction manager. The Program Management Fee shall be included in the Cash Reimbursement. viii. Owners shall be entitled to CFD proceeds in the
amount of the Public Use Facilities DIF Credits. Except as contained herein , Owners shall have no other obligation to construct Public Use Facilities or pay PUFDs. ix. Among other conditions, the City conditioned Master Site Approval PL 20-0014 and Tentative Tract Maps 16420-4 and 20380 on the following:
o The design of the park in Block 9 (“Block 9 Park”) must be approved prior to the first Certificate of Occupancy being issued for project area within Tentative Tract Maps 16420-4 (condition 6.7 PL 20-0014) and 20380. o The Block 9 Park must be completed prior to the last Certificate of Occupancy being issued for units within boundaries of Tentative Tract Maps 16420-4 (condition 6.8 PL 20-0014) and 20380.
o The Art Walk adjacent to Main Street must be completed prior to the last Certificate of Occupancy being issued for units within the boundaries of project area Tentative Tract Maps 16420- 4 (condition 6.9 PL 20- 0014) and 20380.

City and Owners acknowledge and agree that because the design and construction of the Block 9 Park is dependent on the design of the Remaining Preserve Facilities, as of April 12, 2023, through no fault of the Parties, there has been a delay of three (3) months in connection with the design of the Block 9 Park. Additionally, if Owners can reasonably demonstrate to the City that the design of the Block 9 Park has been further delayed by the City, the City shall extend the timing of the above conditions on Master Site Approval PL 20- 0014 and Tentative Tract Maps 16420 -4 and 20380 for the period of such delay.
(g) The Parties agree the Remaining Preserve Facilities may be constructed in phases to accomplish the core principles of the Community Facilities Construction Credit and Reimbursement Agreement.
(h) In the event that the City fails to deliver to Owners the Notice to Proceed at least eighteen (18) months prior to the date of the expiration of the term of this Agreement, Owners shall pay to the City all PUFDs then owed by Owners to City less (i) all expenses incurred by Owners in connection with the design of the Remaining Preserve Facilities and (ii) Four Hundred Seventy -five Thousand Forty -eight Dollars ($475,048) (which represents one- half (1/2) of the Program Management Fee) within thirty (30) days after the date the City delivers to Owners a written demand for payment

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 169
4-27-23 30
of such PUFDs owing and the conditions in Subsection (f)ix above shall be deemed waived. The failure of Owners to pay to City the PUFDs then owed in a timely manner shall constitute a material default of this Agreement and any unpaid amounts shall bear interest at the Default Rate.

6.5 Water Facilities. CDC, CPDC, LS College Park, LLC, Lennar Communities, Inc. and Owners; affiliate, Lewis Management Corp. entered into a credit and reimbursement agreement with the City for the construction of Phase One of the Eastside Water Treatment Facility (“Contract No. 2017-177”). Pursuant to the terms of Contract No. 2017-177, Owners’ obligation for water treatment facilities is fulfilled for all of Owners’ Property within The Preserve.

6.5.1 City will pay cash for a 0.19 acre site located in Ontario on Schaefer Avenue commonly referred to as Bon View Well Site #1, which is owned by CDC, based on the value, as zoned and as determined by an independent third party appraisal, which appraisal shall be completed by April 1, 2023. The City’s purchase of the 0.19 acre site shall close within ninety (90) days after the date of such appraisal. The City will also purchase certain water facilities constructed by CDC at the Eastside Water Treatment Facility as agreed to by Owners and City for the amount of Seventy-two Thousand Eight Hundred Dollars ($72,800) in cash, which shall be paid within thirty (30) days after the Effective Date of this Agreement.

6.5.2 With respect to water facilities relating to the Preserve, unless otherwise mutually agreed upon, in writing, by the P arties in their sole and absolute discretion, Owner shall only be required to design and construct water and reclaimed water pipelines within the Remaining Property, for which Owner shall be entitled to water facilities DIF credits. City shall be required to construct the remainder of the water facilities necessary for the development of the Preserve, which water facilities shall include, without limitation, reservoirs, wells, treatment, storage, transmission and distribution facilities outside of the Remaining Property and City shall not require as a condition of approval for the development of any portion of the Remaining Property that Owners develop or construct any water facilities other than water pipelines within the Remaining Property. Owners shall pay Preserve water facilities DIFs after all w ater facilities DIF Credits, including all Excess Pre serve Water DIF Credits (defined in Section 6.5.5(a) below) are exhausted.

6.5.3 Based upon the construction of and availability of Water Facilities, City shall not impose a moratorium based on water facilities or water availability upon the Remaining Property or any portion thereof unless such moratorium applies City-wide.

6.5.4 Subsequent to the execution of this Agreement , the City shall take the lead for the design and construction (entirely or partially, in the City’s discretion) for the additional wells, reservoirs and conveyance outside of the boundaries of the Remaining Property as required for build-out of the Preserve.

6.5.5 Owners and City shall enter into an additional w ater facilities construction credit and reimbursement agreement (“Water Facilities Construction Credit

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 170
4-27-23 31
and Reimbursement Agreement”) for the remaining water facilities for the Remaining Property, at which time the Owners’ obligation with respect to water facilities will be met through the execution of and performance under the Water Facilities Construction Credit and Reimbursement Agreement . The Water Facilities Construction Credit and Reimbursement Agreement shall be based upon and shall incorporate by reference the following business terms:
(a) Owners have constructed water facilities that are in excess of water DIF s owed by Owners, which excess is Three Million One Hundred Thirty -five Thousand Three Hundred Eighty -six Dollars ( $3,135,386) as of June 9, 2022 (“Excess Preserve Water DIF Credits”) less any Excess Preserve Water DIF Credits used, as hereafter documented in the Water Facilities Construction Credit and Reimbursement Agreement. Any Excess Preserve Water DIF Credits may be used by Owners for payment of water DIFs in connection with the issuance of futur e building permits within the Remaining Property based on the per unit Preserve water facilities DIF rates as of June 1, 2022, until the full amount of the Excess Preserve Water DIF Credits have been exhausted.
(b) Preserve water DIF credits for future water facilities funded or constructed by Owner shall be applicable to w ater DIFs owed in connection with the issuance of future building permits at the Preserve water facilities DIF rate in effect as of the date that Owner funds or incurs the costs for the Future Water Facilities . By way of example, if the Preserve w ater facilities DIF rate per single family residential unit was Eight Thousand Dollars ( $8,000) per single family residential unit as of the date that an Owner funds an additional One Million Dollars ($1,000,000) in costs for a component of water facilities, such additional One Million Dollars ($1,000,000) shall be allocated as a water DIF credit based on the Eight Thousand Dollar s ($ 8,000) per single family residential unit Preserve water facilities DIF rate and such Owner shall be entitled to water facilities DIF credits for 125 single family residential units (125 x $8,000 = $1,000,000) , irrespective of the Preserve water facilities DIF rate in effect at the time of the issuance of such building permits. Additionally, such additional One Million Dollars ($1,000,000) shall be subject to reimbursement until it has been consumed by the allocation of future water facilities DIF credits and/or reimbursed by City to Owners.

6.6 Pine Avenue Lift Station and Force Main. Owners have installed a lift station south of Pine Avenue, east of Johnson Avenue, and a new force main in Johnson Avenue north, in and crossing Pine Avenue into Mayhew Avenue and north to Kimball Avenue.

6.7 S
pecial Funding Transportation Facilities . The Parties acknowledge that City is working with other jurisdictions to fund and construct certain regional transportation facilities, which may serve subarea 2 (The Preserve) to address regional traffic impacts (“Transportation Facilities”). In the event that the City or another governmental agenc y receives Federal, State or regional public funding for any public facilities of regional significance that are identified in the reports referenced in The Preserve Development Impact Fee Ordinance, codified in the City’s Municipal Code, Chapter 3.45, the amount of the regional public funding actually received by City will be credited to the specific project for which funding was attained. The reports referenced in The Preserve

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 171
4-27-23 32
Development Impact Fee Ordinance will be updated annually to reconcile DIFs based on these additional sources of funds actually received by the City.

Should any Transportation Facility or related Development Requirement contained in reports ref erenced in The Preserve Development Impact Fee Ordinance be deemed unacceptable by a government agency with jurisdiction over the Transportation Facility, City will work diligently with other government agencies to designate a project to serve as a substitute mitigation measure of reasonably similar effectiveness (“Substitute Public Facility”). City shall determine in its reasonable discretion if DIF credit will be considered for such Substitute Public Facility. When a Substitute Public Facility, mutually agreeable to the Parties and such governmental agencies, is determined, Owners shall proceed with the construction of the Substitute Public Facility and City Staff will revise the Conditions of Approval as appropriate and present to the Planning Commission for consideration.

Owners acknowledge that approval of the Substitute Public Facility does not guarantee DIF credit to Owners. If no Substitute Public Facility is determined, Owners and City shall work toward a mutual resolution, such that no building permits or certificates of occupancy are withheld as long as the impact of any development, without the required Transportation Facility, related Development Requirement or Substitute Public Facility, is mitigated and documented in appropriate environmental studies and/or to the satisfaction of the Director of Public Works.

6.8 Conditions of Development Approval s and Development Requirements .

Except for specific improvements and payment amounts identified herein, nothing herein shall authorize the City to impose Development Requirements or conditions with respect to any Development Approval which would be in violation of the laws of the State of California.

ARTICLE 7

CONSTRUCTION OF PARKS, RECREATION AND FIRE FACILITIES

7.1 Pocket Parks. Owners have and shall continue to design and construct “Pocket Parks” on the Remaining Property, as required by the Master Plan for Phases 1 and 2 and future Master Plans. The design of future Pocket Parks and the plans and specifications for their construction shall be approved by the City; and the Pocket Parks may be required in one or more Development Approvals. Further, the Pocket Parks shall be maintained by the owners of the residential dwelling units on the Remaining Property through a homeowners association as specified in CC&Rs approved by the City and recorded upon the recordation of any final tract or final parcel map. The Pocket Parks shall be open to all members of the public.

7.2 P
rivate Community Recreation Centers. As a part of the “Major Amenity” requirements of the Specific Plan, Owners shall design and construct a minimum of two (2) Private Community Recreation Centers (“Recreation Centers”) on the Property. The design of the Recreation Centers and the plans and specifications for their construction shall be approved by the City; and the Recreation Centers may be required in one or more Development Approvals. Further, the Recreation Centers shall be maintained by the owners of the residential dwelling units on the Property through a homeowners

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 172
4-27-23 33
association as specified in CC&Rs approved by the City and recorded upon the recordation of any final tract or final parcel map. In the event an Owner constructs a Recreation Center and a multiple family residential Development Project that are separated by one- quarter mile walking distance of each other, as determined by the Development Services Director, then the construction of such a Recreation Center shall meet one “major amenity” requirement of the zoning ordinance.

7.3 Public Parks. Owners have designed, constructed and dedicated Founders Park (eight (8.00) acres), Nature Retreat Park (five and 7 6/100th (5.76) acres), Garden Park (two and 53/100 th (2.53) acres), Forest Park (two and 99/100 th (2.99) acres) and Discovery Park (three (3.00) acres) which are collectively called the “Public Parks”.

7.3.1 Owners shall design and construct additional public parks (”Proposed Public Parks), which shall include: two (2) large parks containing a minimum of eight (8) acres located in Block 9 (potentially in the Community Core Commons) and Block 3; and three (3) small parks each containing a minimum of three (3) acres located in Blocks 1, 2 and 10. Each such Proposed Public Parks shall include the following amenities: bathrooms, drinking fountains, walkway lights, benches, shaded canopy, shaded inclusive playground and grass areas, a bike rack, and at least one (1) additional amenity, such as, but not limited to, a sport field such as soccer or softball, a splash pad, lighted basketball court(s), lighted tennis court(s), lighted pickleball court(s), a skate park and outdoor fitness equipment , as proposed by Owners and approved by City, which approval shall not be unreasonably withheld. The Parties agree that their goal is to design the Proposed Public Parks pursuant to the per acre construction cost designated in the City’s park fee ordinance in effect at the time that plans are submitted to the C ity’s Development Review Committee. The Parties acknowledge that the Block 9 Park is a focal point of t he Community and, as such, the Block 9 Park shall be designed with a budget of One Million Dollars ($1,000,000) in e xcess of the total construction cost designated in the City’s park fee ordinance, which shall be funded by Owners , provided that the City may, in its discretion, contribute additional funding to further amenitize the Block 9 Park using appropriate funding sources. Reimbursement to Owners for the costs of the Block 9 Park shall be documented in a Construction Credit and/or Reimbursement Agreement entered into between the Parties upon design approval of the Block 9 Park.

7.3.2 Owners acknowledge a total estimated responsibility to build and dedicate 79.70 acres of public park land to the City based on 8,129 development units , as set forth in Exhibit D attached hereto pursuant to Title 18 of the Chino Municipal Code.

Owners also acknowledge they will only be able to build and dedicate approximately

53.18 acres of public park land on the Property. The remainder of acres owed to the City will be offset, in part, by a 50% credit of the acres of private open space built by an Owner that are usable for active recreation purposes. This private open space acreage credit is estimated to be 8.30 acres, bringing the remaining obligation to build and dedicate park land to approximately 18.22 acres. These estimates are based on the planned development, but will be reconciled once development is complete and the actual credits may be further calculated. The estimated reconciliation of park acres required to be built and dedicated for the Public Parks are summarized in the Exhibit D attached hereto. The estimate set forth in Exhibit D will be updated administratively from time to time when the

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 173
4-27-23 34
City accepts a public park dedicated by an Owner or validates a private open space acreage credit. This estimate will then be finalized once all parks and private open space amenities are built and the actual “as built” acres are reconciled.

7.3.3 The design of the Proposed Public Parks, park amenities, other public facilities, and the plans and specifications for their construction, shall be approved by the City. The Proposed Public Parks may be required in one or more Development Approvals. Furt her, the Proposed Public Parks, with amenities and public facilities thereon, shall be maintained by the owners of the residential dwelling units on the Property according to standards designated by the City through one or more homeowners associations as specified in the CC&Rs. Such CC&Rs shall be approved and recorded by the City pursuant to Section 3.14 hereof. The Proposed Public Parks shall be open to all members of the public. The Owners shall dedicate the Proposed Public Parks, in fee simple or otherwise, to the City.

7.4 Private Open Space. For purposes of clarification, the credit earned for private open space pursuant to Sections 18.01.050.C and 18.01.120.A and B of the City’s Municipal Code shall, for those projects constructed prior to the Effective Date of this Agreement as well as for those to be constructed hereafter, be calculated at the rate of fifty percent (50%) of the cumulative acres of active recreation space developed within the private open space areas, provided that with respect to projects constructed after the Effective Date of this Agreement, the quality of such active recreation space must be consistent with those constructed as of the Effective Date of this Agreement within the Property for which Owners have been give n fifty per cent (50%) credit, as set forth in Exhibit E attached hereto. This fifty percent (50%) of the cumulative acreage of private open space areas will be used to reduce Owners’ total obligation of acreage required to be constructed and dedicated to the City as described in 7.3 above, based on the number and type of development units . City hereby acknowledges that based upon information provided by Owners and City’s evaluation thereof, approval of credit for such private open space in the amount of fifty percent (50%) is warranted and, as of the Effective Date of this Agreement, Owners are entitled to a credit for private open space areas in the Preserve in the amount of 6.05 acres based on its development of 12.11 acres of private open space areas, as set forth in Exhibit E attached hereto. With respect to private open space areas developed by Owners after the Effective Date of this Agreement, O wners shall receive a credit for such private open space in the amount of fifty percent (50%) of the private open space acreage, provided that the requirements set forth in CMC18.01.120B1 through 7 are satisfied. City agrees that in lieu of approval by the City’s planning commission of park credits for private open space pursuant to CMC18.01.120A, the City’s Director of Community Services shall be authorized to approve of such credits to park acreage and in this regard, the City expressly suspends the application of CMC18.01.120A to the extent that it requires planning commission approval of private open space credits within the Preserve. Accordingly, subject to Owners’ completion of a private open space, Owner may submit an application for park credit in connection therewith and City covenants that on behalf of the City, the City’s Director of Community Services shall, within ninety (90) days after submittal of Owner’s application for park fee credits for private open space, formally validate such acreage credit pursuant to the foregoing, and Exhibit E shall be updated accordingly.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 174
4-27-23 35

7.5 Park Fee Credit . It is estimated that Owners are required to construct and dedicate 79.70 acres of p ublic parks as set forth above and based upon the foregoing assumption that Owners shall be credited with 61.48 (53.18 + 8.30 = 61.48) acres of public parks, Owners' obligation to make payments required by the City's Park Fee Ordinance contained in Title 18 of the Chino Municipal Code shall be suspended until the issuance of the 6,323rd building permit for a residential dwelling unit, at which time, Owners shall , thereafter, be responsible for the payment of the applicable park fee required by the City's Park Fee Ordinance then in effect at the time of the issuance of each building permit for the remaining residential dwelling units within the Property . The foregoing acreages and number of building permits subject to the suspension of the application of the City’s Park Fee Ordinance shall be subject to a final
reconciliation once the development of the Public Parks and private open space for which a credit is applicable is complete and the actual credits shall be further calculated. By way of example, the above 79.70 acres was determined based on the assumption that after the Effective Date of this Agreement, Owners ’ Future Development as set forth in Exhibit D attached hereto, would be comprised of 1,683 single family units and 914 multifamily units and, based thereon, 26.19 additional acres would be required in connection with such development. In the event , however, that Owners actually develop a different mix of single family and multifamily units such as 1,883 single family units and 714 multifamily units, the additional acres required for public parks would increase to 26.68 acres and the total acreage would increase from 79.70 to 80.19 acres.

Notwithstanding the foregoing, the City, by the approval of City Manager, and Owners may, pursuant to a mutually approved schedule, agree to the prepayment by Owners of such park fees in advance of issuance of building permits. Nothing contained herein shall be deemed to bind the City or Owner to either accepting or pay ment of park fees in advance of issuance of any building permits.

7.6 The Fire District as a Third Party Beneficiary. The Fire District was granted the status of a third party beneficiary of this Agreement for the limited purpose of participating in the design of the Fire Station #63 on Kimball Avenue .

ARTICLE 8

FINANCING PUBLIC FACILITIES

8.1 Acquisition Agreement. City and Owners have executed an Acquisition Agreement, dated May 18, 2004, with respect to each CFD that provides for the public financing of various public facilities, many of which are the same as the Public Facilities described in the Reports approved and adopted by the Preserve Development Impact Fee Ordinance. Notwithstanding any contrary provisions of the Acquisition Agreement, this Agreement and the Preserve Development Impact Fee Ordinance shall govern the entitlement to and the amount of any Project credits and Reimbursements available to Owners for the construction of any Public Facilities described in the Reports approved and adopted by the Preserve Development Impact Fee Ordinance. City agrees that within ninety (90) days after the execution of this Agreement City shall amend the Acquisition Agreement to add in -tract public improvements as CFD eligible improvements to be funded by CFD proceeds.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 175
4-27-23 36

8.2 Interim De-silting Basins. City and Owners acknowledge that the City or other regional public agency with jurisdiction over the Subarea 2 may require an Owner to construct interim basins (“Basins”) to provide temporary control of up- stream sheet- flows until drainage facilities to serve the upstream properties located outside Subarea 2 are constructed as part of the development of those properties. The construction of such Basins and the cost of closure of such Basins, including the costs as sociated with complying with all City and other applicable governmental agency closure requirements, shall be at Owner’s sole cost, expense, and liability.

ARTICLE 9

PRESERVE DEVELOPMENT IMPACT FEES

9.1 Obligation to Pay Development Impact Fees. Owners shall be obligated to pay Preserve DIFs in the amounts imposed and determined by the City pursuant to the Preserve Development Impact Fee Ordinance, adopted by Ordinance 2004- 13 and codified as Chapter 3.45 of the Chino Municipal Code, applicable citywide fees under Chapter 3.40 of the Chino Municipal Code and park fees under Title 18 of the Chino Municipal Code, as set forth in each Development Approval for each Development Project in the Remaining Property, and at the time required by said ordinances.

9.2 Dis
char ge. Owners may discharge said obligation to pay development impact fees in the manner and at the time described in Chapters 3.40 and 3.45 of the Chino Municipal Code and in this Agreement.

9.3 DI
F Credits. In addition to the DIF credits referred to herein, O wners may earn additional DIF credits pursuant to the Preserve Development Impact Fee Ordinance at Chapter 3.45, but only for the design and construction of the Public Facilities described in the Reports approved and adopted by the Preserve Development Impact Fee Ordinance and within thirty (30) days of verification of construction costs approved by the City Engineer or designee, which verification shall occur no later than one hundred eighty (180) days after Owners provide a complete report with the necess ary back -up information to City Engineer of such costs, as required in the Preserve Development Impact Fee Ordinance. The acquisition of Public Facilities with the proceeds of special taxes or bonds of a CFD shall not affect the receipt of Project credits except that credit shall not be available for the cost to construct capacity in those storm drains that will provide service to the property north of the Preserve in the City of Ontario.

9.4 P
roject Reimbursements . Owners , at their expense, but subject to reimbursement as set forth herein and CMC Chapter 3.45 shall furnish all equipment and materials and perform all design and construction necessary to complete the Public Improvements in a good and workmanlike manner. Owners may earn Project Reimbursements pursuant to the Preserve Development Impact Fee Ordinance, but only for the design and construction of the Public Facilities described in the DIF/Nexus Report and adopted per the Preserve Development Impact Fee Ordinance. Owners shall obtain bids for the construction of the Public Improvements in a manner which has been approved by the Development Services Director and in accordance with the Preserve Development Impact Fee Ordinance . Owners shall provide the Development Services

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 176
4-27-23 37
Director with copies of all bids received from contractors and a bid summary in a form approved by the Development Services Director to assure that the contractor/subcontractors adhere to the applicable legal requirements for public works projects. The contract or contracts for the construction of the Public Improvements shall be awarded to the responsible bidder(s) submitting the lowest responsive bid(s) for the construction of the Public Improvements. Owners shall enter into a construction contract with each contractor selected to perform work on the Public Improvements (after competitive bidding as set forth above), (each, a “Construction Contract”) for the performance of the work set forth in the selected bid, and the terms of each Construction Contract entered into by Owners and each contractor/subcontractor shall be reasonably acceptable to the Development Services Director. Owners shall submit to City a copy of each Construction Contract for the Public Improvements executed after the Effective Date of this Agreement within fifteen (15) days after execution thereof:

9.4.1 Owners shall construct the Public Improvements in accordance with this Agreement, all approved Plans and Specifications as approved by City , permits, applicable federal and state laws and regulations, including, but not limited to, ADA requirements as set forth in the Settlement and Release Agreement entered into by City and Owners referred to in Section 3.16 above, and all applicable federal, state and local labor and wage standards. In addition to any other Owners indemnifications of C ity and the City set forth in this Agreement, Owners shall indemnify, defend and hold City, its respective officers, officials, employees, members, representati ves, and agents (collectively, the "Indemnitees") harmless from and against any liability, loss, damage, cost or expenses including reasonable attorneys' fees, expert witness fees, and court costs) arising from the failure of Owners or its contractors or subcontractors to pay the applicable prevailing wages in accordance with application law.

9.5 Project Reimbursement Limitations. The acquisition of Public Facilities with the proceeds of special taxes or bonds of a CFD shall not affect the receipt of Project Reimbursements except that reimbursement shall not be available for the cost to construction capacity in those storm drains that will provide service to the property north of the Preserve; provided that reimbursement for such storm drain capacity shall be payable only from funds paid to the City by the City of Ontario, if any. Consistent with CMC 3.45.130, the term of any and all r eimbursement agreements between City and Owners shall not be limited.

9.6 CIW Sewer. Owners have installed a lift station south of Pine Avenue and east of Johnson Avenue and a new force main in Johnson Avenue north, in and crossing Pine Avenue into Mayhew Avenue and north to Kimball Avenue.

City shall use its best
efforts to require the lump sum payment of a prorated cost share of such sewer facilities estimated at Two Million Eighty Thousand Dollars ($2,080,000) by the State of California for the California Institution for Women State Prison facility (“CIW Facility”) prior to allowing the CIW Facility to be connected to the Chino sewer system and such amount shall be deposited in the Preserve Sewer DIF Fund or such other fund to reimburse
those that have funded the design and construction of the system, including, without limitation, through the payment of connection fees . So long as City uses its best efforts require the payment by CIW State Prison of such Sewer Facility

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 177
4-27-23 38
connection fee, the failure of CIW State Prison to pay shall not be deemed a breach by City of this Agreement.

ARTICLE 10
Hold Harmless and Indemnification

10.1 Indemnity For Claims Arising from Owners’ Negligence Etc . The Owners hereby agree to defend, indemnify and hold the City, the elective and appointive members of its City Council, Planning Commission, other commissions and boards, its officers, employees and agents harmless from any liability for the negligence, willful misconduct or other action or inaction (including but not limited to strict liability) of an Owner resulting in claims or damages, or liability for damages, for personal injuries, death, and property damage, which may arise from or related to operations under this Agreement by an Owner or its agents, assigns, contractors, consultants, employees or subcontractors, other than any damage or liability based on City’s gross negligence or willful misconduct, whether such operations be by the Owner, or by any of the Owners’ agents, assigns, contractors, consultants, employees or subcontractors.

10.2 I
ndemnity For Actions Arising F rom This Agreement . In the event of any legal action instituted by a third party or any governmental entity or official arising out of the approval, execution, or implementation of this Agreement, the Owners also agree to defend and indemnity the City against any such actions or proceedings.

10.3 D
uty to Defend. It is understood and agreed that the duty of Owners to indemnify and hold harmless includes the duty to defend as set forth in section 2778 of the California Civil Code. Within fifteen (15) days of City’s notice that it has been made a party to an action arising out of Consultant’s acts or omissions under this agreement, Owners shall provide a defense to the City in that action. In the event Owners fails to provide such a defense to City, Owners shall be liable to the City f or its attorney’s fees and litigation costs incurred to defend itself, beginning on the sixteenth (16 th) day after the
date of the City’s notice and request for a defense. Acceptance of insurance certificates and endorsements required under this agreement shall not relieve Owners from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.

10.4 C
oordination of Defenses . In the event of any litigation with respect to any portion of the Property with respect to which an Owner has an ownership or qualified equitable interest (including but not limited to any environmental determination relating to any of the foregoing), the City and such Owner shall attempt to coordinate their respective defenses in response to such actions upon terms mutually agreed upon; provided that the City’s exercise of discretion with respect to such litigation shall not be restricted or impaired.

10.5 W
illiamson Act Contracts . The Parties acknowledge that various portions of the Property have been or still are subject to Williamson Act contracts; and the City previously has approved tentative and final cancellation of those contracts described in

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 178
4-27-23 39
Section 2.4 hereof. However, all such contracts must be cancelled before formation of a CFD, including property previously subject to such contracts; and Owners agree to cancel all such contracts and perform all acts necessary to impose a CFD on the properties subject to such contracts. In the event that a court rules that any of those contracts were not terminated properly, the Owners agree to pay all taxes, assessments or penalties imposed by such court or other applicable governmental agency, and agree to hold the City free and harmless from and against all such taxes, assessments or penalties. The Owners also agree to pay all attorneys' fees and other costs associated with the termination of those contracts by the City. Nothing herein shall exempt Owners from the payment of City Processing Fees for any future cancellation of Williamson Act contracts.

ARTICLE 11

COMPLIANCE REVIEW

11.1 Annual Reviews. The City shall review this Agreement on each anniversary hereof, in order to ascertain the good faith compliance by Owners with the term s of the Agreement, and consistency of the Development during the term of this Agreement with respect to any schedule submitted by Owners for completion of all development of the Property within the term of the Agreement. Owners shall submit an annual monitoring report, in a form acceptable to the City, within sixty (60) days prior to each yearly anniversary of the Effective Date of this Agreement. The annual monitoring report shall be accompanied by an annual review and administration fee sufficient to defray the estimated costs of the City’s review of the preceding year and administration of the Agreement during the succeeding year. The amount of the annual review and administration fee shall be set annually by resolution of the City Council to recover all costs reasonably borne by the City, consistent with such fees charged for its review and administration of other development agreements.

11.2 S
pecial Reviews . The City Council also may order a special review of this Agreement at such other times as the City deems prudent any time.

11.3 P rocedure on Review .
(a) Owners shall be required to demonstrate good faith
compliance with the terms of this Agreement in any Annual Review or any Special Review; and Owners shall have the burden of proof on this issue. (b) Upon completion of a City staff analysis of the annual monitoring report, submitted by the Owners for any Annual Review or analysis of any Special Review, the City Manager shall submit a report to the City Council, setting forth the evidence concerning good faith compliance by Developer with the terms of this Agreement and recommended findings on that issue. Any such report to the City Council indicating lack of compliance with this Agreement shall be completed and provided to the City Council and the Owners within sixty (60) days after Owners ’ submission of such annual monitoring report or the City Council order for a Special Review.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 179
4-27-23 40
(c) If the City Council finds on the basis of substantial evidence that Owners have complied in good faith with the terms and conditions of this Agreement, the review shall be concluded.
(d) If the City Council makes a preliminary finding that one or more Owners have not complied in good faith with the terms and conditions of this Agreement, the City Council may modify or terminate this Agreement as provided in Section 11.4 after City delivery of a written notice of default (“Default Notice”) to the Owners, provided Owners fail to cure that default within sixty (60) days, or to commence such cure and work diligently to complete that cure. Such Default Notice, or any notice of default as provided under subsection (b) above, shall be given to Developer prior to or concurrent with any proceedings under Sections 11.4

11.4 Proceedings Upon Modification or Termination. If, upon a finding by the City Council pursuant to Section 11.3(d), City determines to proceed with modification or termination of this Agreement and delivers a Default Notice to the Owners, City shall give written notice to Owners of its intention to conduct a public hearing on such modification or termination. The notice of such public hearing shall be given at least ten (10) calendar days prior to the scheduled hearing, and shall contain:
(a) The time and place of the hearing;
(b) A statement as to whether the City proposes to terminate or to modify the Agreement; and
(c) Such other information as is reasonably necessary to inform Developer of the nature of the proceeding.

11.5 Hearing on Modification or Termination . At the time and place set for the hearing on modification or termination, Owners shall be given an opportunity to be heard.

Owners shall be required to demonstrate good faith compliance with the terms and conditions of this Agreement; and shall have the burden of proof on this issue. If the City Council finds, based upon substantial evidence, that one or more Owners have not complied in good faith with the terms or conditions of the Agreement, the City Council may terminate this Agreement, or modify this Agreement and impose such conditions as are reasonably necessary to protect the interests of the City including a schedule for the completion of the development of all of the Property during the term of this Agreement.

The decision of the City Council shall be final, subject only to judicial review pursuant to Section 1094.5 of the Code of Civil Procedure.

11.6 C
ertificate of Agreement Compliance. If, at the conclusion of an Annual Review or a Special Review, Owners are found to be in good faith compliance with this Agreement, City shall, upon request by any Owner, issue a Certificate of Agreement Compliance (“Certificate”), stating that after the most recent Annual Review or Special Review, and based upon the information known or made known to the City Council: (i) this Agreement remains in effect; and (ii) No Owner is in default. The Certificate shall be in recordable form, shall contain information necessary to communicate constructive record

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 180
4-27-23 41
notice of such good faith compliance, shall state whether the Certificate is issued after an Annual or Special review and state the anticipated date of commencement of the next Annual Review. Any Owner may record the Certificate with the County Recorder.

Whether or not the Certificate is relied upon by an Owner or an assignee or transferee of an Owner, City shall not be bound by such a Certificate if a default existed at the time of the Annual Review or Special Review, but was concealed from or otherwise not known to the City Council.

11.7 Compliance Under Original D evelopment Agreement, as amended. As of the date of the execution of this Agreement, City has and, by execution of this Agreement, City shall be deemed to have determined that Owners are found to be in good faith compliance with the Original Development Agreement, as amended.

ARTICLE 12

ASSIGNMENT

12.1 Right to Assign. An Owner shall have the right to sell, transfer or assign the Remaining Property in whole or in part (a “Transfer”) to any person, partnership, joint venture, firm or corporation at any time during the term of this Agreement; provided that no such transfer violates the Subdivision Map Act, contained in Government Code Section 66410, et seq., or Title 19 of the City Code, and provided further that any such Transfer includes the written assignment and assumption of all rights, duties and obligations of such Owner (Transferring Owner”) under this Agreement (an “Assignment”) and is in strict compliance with the following conditions precedent:
(a) No Assignment of any right, duty or obligation under this Agreement shall be made unless made together with the Transfer of all or a part of the Remaining Property.
(b) Thirty (30) days prior to any such Assignment, Owner shall notify City, in writing, of such an Assignment and shall provide City with an executed agreement, in a form reasonably acceptable to the City Attorney, by the purchaser, transferee or assignee (collectively “Assignee”), providing therein that the Assignee expressly and unconditionally assumes all the duties and obligations of the Assignor, or Transferring Owner, under this Agreement.
(c) Any Assignment of this Agreement for which a Transferring Owner seeks a release under Secti on 12.2, except to an entity affiliated with an Owner, will require the prior written consent of the City Council of City, which will not be unreasonably withheld or delayed. Such approval by the City Council shall be based upon the financial status of the Assignee and professional development expertise of the Assignee, and the City Council’s determination that such Assignee has the financial strength and also professional development expertise to perform the duties and obligations described in this Agreement. Within thirty (30) days following receipt by the City Council of a written notice from an Owner of an Assignment to any entity other than an entity affiliated with an Owner, containing sufficient financial and professional development expertise information regarding the Assignee to allow the City Council to make the above

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 181
4-27-23 42
determination, the City Council will notify such Transferring Owner of its approval or disapproval of such Assignment; provided, however, that if the City Council fails to respond in writing within such thirty (30) day period, the Assignment will be deemed approved.
(d) Any Assignment not made in strict compliance with the foregoing conditions shall result in the Transferring Owner continuing to be responsible for all obligations under this Agreement. Notwithstanding the failure of any Assignee to execute the agreement required by subsection 12.1(b), the burdens of this Agreement shall be binding upon such Assignee, but the benefits of this Agreement shall not inure to such Assignee until and unless such agreement is executed. The City, Transfer ring Owner and Assignee will cooperate in the substitution by such Assignee of any letter of credit or other security for the Transferring Owner’s obligations under this Agreement.

12.2 Release of Transferring Owner . Notwithstanding any Assignment, the Transferring Owner shall continue to be obligated under this Agreement unless given a release in writing by City, which release shall be provided by City upon the full satisfaction by Transferring Owner of the following conditions:
(a) Transferring Owner no longer has any legal or equitable interest in any part of the Remaining Property for which the release is requested; (b) Transferring Owner is not then in default under this Agreement; (c) Transferring Owner has provided City with the notice and executed agreement and other information required under Subsection 12.1(b); (d) City has reviewed and approved the Assignee and the Assignment, and such approval includes a determination by the City that the Assignee has suff icient financial strength and professional development expertise to perform the duties and obligations specified in the Assignment; and
(e) The Assignee provides City with adequate security for performance of the obligations of the Transferring Owner under this Agreement.

12.3 Subsequent Assignment. Any subsequent Assignment after an initial Assignment also must be made only in accordance with and subject to the terms and conditions of this Section.

12.4 T
ermination of Agreement With Respect to Individual Lots or Parcels Upon Sale to Public and Completion of Construction. The provisions of Subsection 12.1 shall not apply to a sale or lease for a period longer than one year of any individual parcel or lot which has been finally subdivided and is individually (and not in "bulk") sold or leased to a member of the public or other ultimate user. Notwithstanding any other provisions of this Agreement, this Agreement shall terminate with respect to any such parcel or lot, and such parcel or lot no longer shall be subject to this Agreement, without the execution or recordation of any further document, upon satisfaction of both of the following conditions:

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 182
4-27-23 43
(a) The parcel or lot has been finally subdivided and individually (and not in "bulk") sold or leased for a period longer than one year to a member of the public or other ultimate user; and,
(b) A Certificate of Occupancy has been issued for a building on the parcel or lot, and all the fees required by this Agreement have been paid. (c) For purposes of this subsection, a transfer shall be deemed to be "in bulk" if: (i) it involves the conveyance of more than one parcel or lot, and (ii) the transferee will not be the ultimate user of the parcels or lots.

ARTICLE 13

MORTGAGE PROTECTION

13.1 Owners’ Right to Encumber. The Parties agree that this Agreement shall not prevent or limit an Owner, in any manner, and in its sole discretion, from encumbering the Remaining Property or any portion thereof, or any improvement thereon, by any mortgage, deed of trust or other security device securing financing with respect to the Remaining Property. City acknowledges that the lender(s) providing such financing may request certain Agreement interpretations and agrees upon request of an Owner, to meet with such an Owner and representatives of such lender(s) to review in good faith any such request. Any mortgagee of a mortgage or a beneficiary of a deed of trust (“Mortgagee”) on the Remaining Property shall be entitled to the following rights and privileges:

13.2 M
ortgage Not Rendered I nvalid. Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish, or impair the lien of any mortgage or deed of trust on the Remaining Property made in good faith and for value.

13.3 R
equest for Notice to Mort gagee. The Mortgagee of any mortgage or deed of trust encumbering the Remaining Property, or any part thereof, who has submitted a request in writing to the City in the manner specified herein for giving notices, shall be entitled to receive written notification from City of any default by Owners in the performance of any obligations under this Agreement provided such mortgagee pays the actual cost thereof.

13.4 M
ortgagee’s Time to Cure. If City timely receives a request from a Mortgagee to be provided with a copy of any notice of default given to Owners under the terms of this Agreement, City shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to an Owner, provided such mortgagee pays the actual cost thereof. The Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure period allowed under this Agreement.

13.5 R
emaining Property Taken Subject to Obligations. Any Mortgagee who comes into ownership or possession of t he Remaining Property, or any part thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of foreclosure, shall take the Remaining Property, or part thereof, subject to the terms of this Agreement; provided, however, in no event shall such Mortgagee be liable for any defaults or

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 183
4-27-23 44
monetary obligations of an Owner arising prior to acquisition of title to the Remaining Property by such Mortgagee, except that any such Mortgagee or its successors or assigns shall not be entitled to a building permit or occupancy certificate until all outstanding Development Approvals and Development Requirements have been performed, and all delinquent and current fees and other monetary obligations due under this Agreement for the Remaining Property, or portion thereof acquired by such Mortgagee, have been paid to the City. Any foreclosing and subsequent Mortgagee or Assignee will be required to comply with all of the outstanding requirements of this Agreement.

ARTICLE 14

MISCELLANEOUS PROVISIONS

14.1 Counterpart Execution. This Agreement may be executed in counterparts, and recorded with counterpart original signature pages; and when so executed by all Parties, each such counterpart will be an original document.

14.2 In
terpretation . The agreements contained herein shall not be construed in favor of or against either Party but shall be construed as if all Parties prepared this Agreement. If and to the extent that any of the provisions of this Agreement conflict or are otherwise inconsistent with any provis ions of the Original Development Agreement, as amended, the provisions of this Agreement shall prevail.

14.3 M odification . Any modification of this Agreement shall be effective only if it is in writing, complies with the Development Agreement Law and the Development Agreement Ordinance, and signed by the Parties.

14.4 T
ermination. Unless this Agreement is extended beyond the date of the expiration of the term ( i.e., July 1, 2034) or terminated earlier pursuant hereto , it shall terminate upon such date, and all rights and duties created by this Agreement in favor of any Party shall be extinguished on the date of such termination except those outstanding obligations of the Parties hereunder not previously satisfied, any unexpired Development Approvals or unperformed subdivision improvement agreements.

14.5 T
hird Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the Parties and their approved successors and assigns. No other person shall have any right of action based upon any provision of this Agreement except those entities specifically identified as third party beneficiaries in this Agreement.

14.6 S
everability . If any provision of this Agreement is held to be invalid, void, or unenforceable by a court of competent jurisdiction, the remaining provisions nevertheless shall continue in full force and effect, without being impaired or inval idated in any way.

14.7 W
aiver . The failure of any Party to insist on strict compliance with any of the terms, covenants, or conditions of this Agreement by the other Party shall not be deemed a waiver of that term, covenant, or conditions, nor shall any waiver or

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 184
4-27-23 45
relinquishment of any right or power at any one time or times be deemed a waiver of relinquishment of that right or power for all or any other time.

[SIGNATURE PAGE FOLLOWS]

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 185
4-27-23 46
The Parties hereto have executed this Agreement on __________, 2023, in Chino, California.

CITY:

CITY OF CHINO, a California municipal
corporation

By:

Name:

Title:

ATTEST:

City Clerk

APPROVED AS TO FORM:

By:

City Attorney
DEVELOPER:

CHINO HOLDING COMPANY, LLC,
a Delaware limited liability company
qualified to do business in California
(“CHC”),

By: NORTH MOUNTAIN CORPORATION
a California corporation - Its Sole
Manager

By: ____________________________
Name: _________________________
Its: ____________________________

Chino Preserve Development Corporation,
a California corporation (“CPDC”)
By: ______________________________
Name: ___________________________
Its: ______________________________

Chino Development Corporation,
a California corporation (“CDC”)

By: ______________________________
Name: ___________________________
Its: ______________________________

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 186
01225.0005/415331.21 -23

EXHIBIT A
Depiction of the Property

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 187

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 188
F77"71UL.J

CHINO DEVELOPMENT CORPORATION

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 189
JN 48131 Lewis Operating Corp
V
SCALE: 1"=1200'
E:\400-499\481\0481-031\EXHIBITS\Ownership\4813L0wnership_Exh3.dwg, Plotted: Oct 14, 2021 - 8:39am MENTS
OF

CHINO HOLDING COMPANY
Engineers/surveyors
01/10/07

CHANDLER
STREET
975 N Hoven Avenue
Suite 200
Ontario, Carifomia 91764
Phone: {909) 945-0526

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 190
JN 48131 Lewis Operating Corp E:\400-499\481\0481-031\EXHIBITS\Ownership\4813LOwnership_Exh2.dwg, Plotted: Mor 23, 2017 - 4:36pm 06/27/14 I� � 40 �
�
m
38 ,_ .:,9 37
1- 54 41 42 43
� w ::::, w 53 ffi 55::::, 56 55 54 ,- z � � ....
,_ 72 57 58 59 60
�ICKMORE
� �
v 5 ! ,_ 1 8
� >
.J '/
z
� �
t(
0 <( m
1- 18 � 9 2
::::,
� u,
,- 19 24
� ���
36 >�
'�¢ I� z w 0 ::::,
w
0 > .., <(

KIMBALL
36 35
w ::::,
45 46 ffi
�
5 u ,,
52 51 <(
(!)
z
:E 0 <(
61 � � �2 g
... ,.. 0
4 3
13 14 ,
1//4 f(/f
34 47 \ �
'\ \ "
,.. fl
�50
� � 1
,
63 t-'
AVENUE
2 15
33 '"
\�� @
. t 49 ,-.
,.. ,J e �
64 1
16 I / ,rr , I -
p\NE < z
-
Q 0
c§ 0 a: z
0 t
� ::!>
SCALE: ( � 1"=1200'
I II
40 39 38
of "'
42 t\ � -
41 C 43
0€.�
,,.. �
55 ffi \ !> 56 54
�
57 58 59
iii
8 7 � 6
0 9 10 11
I - I
1 DE BOER
2 STARK
3 V� VLIET
4 FLORES
5 JAQUES
AVENUE I \
37 36 35 34
�
w
�
::::,
44 z 45 46 47 w
�
///
53 52 51 50 49
..
:::>
z w
60 61 63 64 �
1 _fl
�
0:: > SCHLEISMAN
w 1 w
5 ::.::: 4 2 z > ROAD
� I 12 I.-,

I I AVENUE I

EXHIBIT
TO

ACOMPANY LEGAL DOCUMENTS
OF

CHINO HOLDING COMPANY
L'><lnG
Engineers/Planners/Surveyors
2151 Convention Center Woy
Suite 100 B
Ontorio, Colifomia 91764-4464
Phone: �909i 937--0200
Fax: 909 937--0202

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 191
a❖��--
-�4q.;3s5s::-i�; -:::---"•;;tt�\�� "-,;:��_: e �!���::_�,Ji�;-- -� --,- --=c=-""----
)
""'_' ___ _
xrn.,
I ,w, ,
""" /",.._____ '--- "-----
j,�
- -.
[']tu.
,_(;
�:'j;
XC,10).S
v
) x:,-,;,.,
x,-,.,... '
--,,--�-, ,··c: =-___ _
-._ ! -
1 \, ""' �-/
,:,;., ( -"
/ /
-----------
,;;,,,__, X,O'.C
--------
---\
' (
I X(6C,:,.r--'
/
I !
x,01, .. J
\ ) \ j ,_/ { ,
I,) ( \
\
. x,I,.,,,
' u
)
0 I
!
!
\
/
"H?
I
!
I
5 I -
,-
I
I •
,_ .
!
/
' I
/
/
I
/
/ I
/
/
---
/
/
/ I
\
SCALE: 1 "=80'
•
( )
[ l
LEGEND
= FD. MONUMENT AS NOTED •
= RECORD DIMENSION PER RS 24/58
= RECORD DIMENSION PER RS 88/84
= RECORD DIMENSION PER BONITO RANCHO SUBDMSION, MB 20/49

OF A PORTION OF
LOTS 62 AND 63 OF SECTION 28 AND
FRACTIONAL LOTS 2, 3 AND 14 OF SECTION 33
OF

A PART OF RANCHO SANTA ANA DEL CHINO
M.B. 6/15
Cl1Y OF CHINO
COUN1Y OF SAN BERNARDINO

STATE OF CALIFORNIA
LEWIS
FOR
OPERATING CORP.

AREA
GROSS (LEGAL):

NET:

29.99 ACRES

29.32 ACRES

BASIS OF BEARINGS
THE BEARING N81" 43' 43"E FOR THE CENTERLINE OF PINE AVENUE AS SHOWN ON RECORD OF SURVEY FlLED IN BOOK 118, PAGE 96 TO 101 OF RECORDS OF SURVEY, IN THE OFFlCE OF THE COUNTY RECORDER OF SAN

BERNARDINO COUNTY, WAS USED AS THE BASIS OF BEARINGS FOR THIS MAP.

JOB NO.: 481
MAY 20, 2013
CPDC Property

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 192
I
I�
�
�
0 0
0 b
I�
I ...,
I� �
� �
l
0 1g
0 18 z
0 10>
� 0 ,fL.I zl 1.80
I�
I 25•
z
JOB NO.: 0481-31
DATE: 11-20-22
IDCIDG
Engineers/Surveyors
CPDC Property
N90'00'00"E 367.00'
PAFICB.3
PMN0.189
P.MB. 2/32
N90"00'00"E 367.00'
PAFICB.4
PMN0.189
P.MB. 2/32
APN 1057-281-04
N90'00'00"E 367.00'
PAFICB. NO. 2
PMN0.149
P.MB. 3/JJ
APN 1057-281-02
N89'16'48"E 371.00'
975 N Haven Avenue
Suite 200
Ontario, CA 91764
Phone: (909) 945-0526
N00'43'12"W

44.00'
�
8 8 b 0 z
�
8 8 b 0 z
SCALE:

P.O.B. PARCEL 2
SE COR. PARCEL
R.O.S. 16/63
SLY LINE OF SE1/4, NE1/4
SEC 32, T2S, R7W, S.8.8.&M.

BASIS OF BEARINGS
THE BEARING "NORTH" FOR THE

CENTERLINE OF CHINO-CORONA ROAD,
AS SHOWN ON PARCEL MAP NO. 149,
FILED IN BOOK 3, PAGE 10 OF PARCEL

MAPS, IN THE OFFICE OF THE COUNTY

RECORDER OF SAN BERNARDINO WAS

USED AS THE BASIS OF BEARINGS FOR
THIS EXHIBIT.

SKETCH TO ACCOMPANY

LEGAL DESCRIPTION
Lost Opened: Nov 21, 2022 - 9:45am ; File: E: 400-499 481 0481-031 Legal Descriptions Groomon Groomon Exhibit B.dwg : By: Poul

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 193
01225.0005/415331.21 -23
Exhibit B

Depiction and Legal Description of the Remaining Property

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 194

EXHIBIT B REMAINING PROPERTY

LEGAL DESCRIPTION

THE LAND REFERRED TO IN THIS DESCRIPTION IS SITUATED IN THE CITY OF CHINO, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL 1

BEING A PORTION OF SOUTHEAST ONE-QUARTER OF THE NORTHEAST ONE-QUARTER OF SECTION 32 AND A PORTION OF THE EAST ONE-HALF OF THE SOUTHEAST ONE-QUARTER OF SECTION 32 AND A PORTION OF GOVERNMENT LOTS 1 THROUGH 11 OF SECTION 33 AND A PORTION OF THE WEST ONE-HALF OF THE SOUTHWEST ONE-QUARTER OF SECTION 33 AND A PORTION OF THE SOUTHEAST ONE-QUARTER OF SECTION 33, THE SOUTHWEST ONE-QUARTER OF THE NORTHWEST ONE-QUARTER OF SECTION 33, ALL IN TOWNSHIP 2 SOUTH, RANGE 7 WEST, SAN BERNARDINO MERIDIAN ACCORDING TO THE OFFICIAL PLAT THEREOF.

TOGETHER WITH A PORTION OF PARCELS 1 AND 2 OF PARCEL MAP NO. 1096, P.M.B. 12/21, PARCELS 1 AND 2 OF PARCEL MAP NO. 17427, P.M.B. 213/52-53, PARCELS 3 AND 4 OF PARCEL MAP NO. 189, P.M.B 2/32, AND PARCELS 1 AND 2 OF PARCEL MAP NO. 149, P.M.B. 3/10, ALL ON

FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAN BERNARDINO COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS:

FOR THE PURPOSE OF THIS DESCRIPTION THE BASIS OF BEARINGS IS NORTH 81°43’43” EAST FOR THE CENTERLINE OF PINE AVENUE, AS SHOWN ON RECORD OF SURVEY 02-059, FILED IN BOOK 118, PAGES 96-101, OF RECORD OF SURVEYS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

BEGINNING AT THE NORTHWEST CORNER OF SAID PARCEL 1 OF PARCEL MAP NO. 149; THENCE NORTH 81°42’32” EAST ALONG THE NORTHERLY LINE THEREOF, 446.44 FEET TO THE NORTHEASTERLY CORNER OF SAID PARCEL 1; THENCE NORTH 00°39’22” EAST ALONG THE PROLONGATION OF THE EASTERLY LINE OF SAID PARCEL 1, 20.25 FEET TO A POINT ON THE SOUTHERLY RIGHT OF WAY OF PINE AVENUE; THENCE NORTH 81°42’32” EAST, 736.57 FEET; THENCE NORTH 81°43’43” EAST ALONG SAID RIGHT OF WAY, 768.80 FEET TO THE WESTERLY LINE OF TRACT MAP NO. 16420-3, M.B. 361/31-33; THENCE SOUTH 08°16’17” WEST ALONG SAID WESTERLY LINE OF SAID TRACT MAP NO. 16420-3, 38.00 FEET TO AN ANGLE POINT IN THE

BOUNDARY OF SAID TRACT MAP AND THE BEGINNING OF A NON-TANGENT CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 129.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS NORTH 08°16’17” WEST, THE FOLLOWING COURSES WILL BE ALONG THE WESTERLY AND SOUTHERLY BOUNDARY OF SAID TRACT MAP; THENCE EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 11°20’49” AND ARC DISTANCE OF 25.55 FEET; THENCE SOUTH 86°55’27” EAST, 30.79 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 175.25 FEET; THENCE EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 11°20’49” AN ARC DISTANCE OF 34.66 FEET; THENCE NORTH 81°43’43” EAST, 120.77 FEET; THENCE SOUTH 00°40’58” EAST, 200.50 FEET; THENCE SOUTH 45°40’58” EAST, 39.60 FEET; THENCE NORTH 89°19’02” EAST 24.00 FEET; THENCE SOUTH 00°40’58” EAST, 198.68 FEET; THENCE NORTH 89°19’02” EAST, 40.50 FEET; THENCE SOUTH 00°40’58” EAST, 298.82 FEET; THENCE NORTH 89°19’02” EAST, 190.00 FEET; THENCE SOUTH 40°29’18” EAST, 15.62 FEET;

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 195
THENCE NORTH 89°19’02” EAST, 92.00 FEET; THENCE NOR TH 39°07’22” EAST, 15.62 FEET; THENCE NORTH 89°19’02” EAST, 634.40 FEET TO A POINT ON THE WESTERLY LINE OF LAND CONVEYED TO CITY OF CHINO PER DOCUMENT NO. 2022-022 8741, O.R.; THENCE SOUTH 00°40’58” EAST ALONG SAID WESTERLY LINE, 903.82 FEE T TO THE SOUTHWESTERLY CORNER THEREOF; THENCE NORTH 89°19’02” EAST ALONG THE SOUTHERLY LINE OF SAID LAND, 564.70 FEET; THENCE NORTH 34°18’36” EAST, 24.41 FEET TO A POINT ON THE WESTERLY BOUNDARY OF TRACT MAP NO. 16420-2, M.B. 346/35-41 AND THE WE STERLY RIGHT OF WAY OF EAST PRESERVE LOOP; THENCE SOUTH 00°40’58” EAST ALONG SA ID WESTERLY BOUNDARY, 500.17 FEET; THENCE SOUTH 39°40’55” WEST, 26.25 FEET; THENCE SOUTH 00°40’58” EAST, 44.00 FEET; THENCE NORTH 89°19’02” EAST, 6.00 FEET; THENCE SOUTH 0°40’58” EAST, 40.00 FEET; THENCE SOUTH 62°04’20” EAST, 25.06 FEET; THENCE NORTH 89°19’02” EAST, 40.00 FEET; SOUTH 00°40’58” EAST, 2.77 FEET; THENCE NORTH 89°19’02” EAST, 43.00 FEET; THENCE NORTH 57°31’56” EAST,

22.35 FEET TO A POINT ON THE SOUTHERLY BOUNDARY OF SAID TRACT MAP NO. 16420-2 AND THE SOUTHERLY RIGHT OF WAY OF LEGACY PARK AVENUE; T HENCE NORTH 89°19’02” EAST, 313.11 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 757.00 FEET; THENCE EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 18°25’26” AN ARC DISTANCE OF 243.42 FEET; THENCE SOUTH 72°15’31” EAST, 168.87 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 843.00 FEET; THENCE EASTERLY ALONG SAID CURVE THROUGH A CE NTRAL ANGLE OF 17°55’51” AN ARC DISTANCE OF 263.82 FEET; THENCE NORTH 89°48’38” EAST, 61.06 FEET; THENCE SOUTH 61°34’52” EAST, 25.06 FEET; THENCE NORTH 89°48’43” EAST, 76.00 FEET; THENCE SOUTH 0°11’32” EAST, 8.06 FEET; THENCE NORTH 89°48’28” EAST, 20.00 TO THE NORTHWEST CORNER OF LAND CONVEYED TO BERNARD TEUNISSEN, JR. AND JANE TEUNISSEN PER DEED RECORDED IN BOOK 5268, PAGE 142, OFFICIAL RECORDS OF SAID COUNTY AND THE EASTERLY LINE OF PARCEL 2 OF SAID PARCEL MAP NO. 17427; THENCE SOUTH 00°11’32” EAST ALONG SAID EASTERLY LINE, 1378.50 FEET TO THE SOUTHEAST CORNER OF SAID PARCEL 2, THE FOLLOWING COURSES WILL BE ALONG THE SOUTHERLY BOUNDARY OF PARCELS 2 AND 1 OF SAID PARCEL MAP; THENCE SOUTH 82°29’28” WEST, 304.41 FEET; THENCE SOUTH 60° 38’48” WEST, 150.07 FEET; THENCE SOUTH 79°43’28” WEST, 81.72 FEET; THENCE NORTH 61°3 1’22” WEST, 110.02 FEET; THENCE SOUTH 70°34’08” WEST, 70.56 FEET; THENCE SOUTH 08°1 7’32” EAST, 197.73 FEET; THENCE SOUTH 00°14’28” WEST, 122.25 FEET; THENCE SOUTH 69° 35’18” WEST, 316.17 FEET; THENCE NORTH 58°17’52” WEST, 100.47 FEET; THENCE SOUTH 56° 19’58” WEST, 35.63 FEET; THENCE SOUTH 15°44’12” EAST, 135.51 FEET; THENCE SOUTH 22°06’12” EAST, 59.16 FEET TO A POINT ON THE NORTHERLY RIGHT OF WAY OF CHINO-CORONA ROAD (33 FEET HALF WIDTH); THENCE NORTH 89°58’07” WEST, 509.67 FEET TO THE SOUTHWEST CORNER OF SAID PARCEL 1 AND THE WESTERLY LINE OF SAID SOUTHEAST ONE-QUARTER OF SECT ION 33; THENCE LEAVING SAID SOUTHERLY BOUNDARY, SOUTH 00°11’10” WEST ALONG SAID WESTERLY LINE, 8.00 FEET TO A POINT ON SAID SOUTHERLY RIGHT OF WAY; THENCE NORTH 89°57’53” WEST ALONG SAID RIGHT OF WAY, 2651.67 FEET TO A POINT ON THE WESTERLY LIN E OF SAID SECTION 33; THENCE NORTH 89°58’37” WEST ALONG SAID RIGHT OF WAY, 1305.45 FEET TO A POINT ON THE EASTERLY RIGHT OF WAY OF CHINO-CORONA ROAD (25 FEET HALF WIDTH); THENCE NORTH 00°39’22” EAST ALONG SAID RIGHT OF WAY, 2611.66 FEET TO A POINT ON THE NORTHERLY LINE OF THE SOUTHEAST ONE-QUARTER OF SAID SECTION 32; THENCE NORTH 89°56’29” EAST ALONG SAID NORTHERLY LINE, 8.00 FEET TO THE SOUTHWEST CORNER OF PARCEL 2 OF PARCEL MAP NO. 149; THENCE NORTH 00°39’22” EAST ALONG THE WESTERLY LINE OF SAID PARCEL 2 AND PARCELS 4 AND 3 OF PARCEL MAP NO. 189 AS SHOWN ON M AP FILED IN BOOK 2, PAGE 32 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, 407.71 FEET TO THE NORTHWEST CORNER OF SAID PARCEL 3; THENCE SOUTH 89° 20’38” EAST ALONG THE NORTHERLY LINE THEREOF, 367.11 FEET TO A POINT IN THE WESTERLY LINE OF SAID PARCEL

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 196
1 OF PARCEL MAP NO. 149; THENCE NORTH 00°39’22” EAST ALONG SAID WESTERLY LINE, 1119.71 F
EET TO SAID NORTHWEST CORNER OF PARCEL 1 AND THE POINT OF BEGINNING.

EXCEPTING THEREFROM THE SOUTH 44 FEET OF THE EAST 30 FEET OF THE WEST 434 FEET OF THE SOUTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 32, TOWNSHIP 2 SOUTH, RANGE 7

WEST, SAN BERNARDINO MERIDIAN, MEASURED TO THE CENTERLINE OF CHINO-CORONA ROAD.
-CONTAINING 419.36 ACRES MORE OR LESS.

PARCEL 2
BEING LOTS 1 AND 2 AND THE WESTERLY 100 FEET OF LOT 7 OF TRACT MAP NO. 20161, FILED IN BOOK 356, PAGES 55 THROUGH 62 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

TOGETHER WITH
THE WESTERLY 100 FEET OF LOT B OF TRACT MAP NO. 17571, FILED IN BOOK 323, PAGES 41 THROUGH 46 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. -CONTAINING 3.29 ACRES MORE OR LESS.

SEE EXHIBIT B ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.

MICHAEL A. BAINE, P.L.S. 7326 DATE
May 11, 2023

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 197
SCALE: 1"=1000'
P.O.B.

GOV. LOT 1
RS
EXCEPTION:

CBMWD
PARCEL

EXHIBIT B REMAINING PROPERTY
PINE
GOV. GOV. LOT 7 I GOV. LOT 8
OT 2 GOV. LOT 6
TRACT NO. 16420-3
M.B. 361/31-33 Tl_
I GOV.

LOT 3
Ol
l­
o ....J
CHI 0
VALLY

UNIFI D
6i���li� M NO. 1096
2022 .M.B. 12/21
0228 41
O.R. TRAC NO. 16420-2
PM 16492
P .M.B. 204/30-32
2 _.....,...,. M.B. 346/35-41
----1---+------L-------y--------frll i
I GOV.

LOT 4
GOV. LOT 10
PARC L1
5268/142, O.R I
I
al
T2S, R?W, SBM
32 33
5 4
T3S, R?W, SBM
L'><lnG
Engineers/Planners/Surveyors
GOV.

LOT
GOV. LOT 11
S1/4 COR.

SEC. 33
� CHINO-CORONA ROAD

BASIS OF BEARINGS
THE BEARING N81°43'43•E FOR THE CENTERLINE OF PINE
AVENUE AS SHOWN ON RECORD OF SURVEY 02-059, FILED
IN BOOK, 118, PAGES 96-101 OF RECORD OF SURVEYS,
RECORDS OF SAN BERNARDINO COUNlY.
4 975 N. Haven Avenue
Suite 200
Ontario, CA 91764
Phone: (909) 945-0526

SKETCH TO ACCOMPANY

LEGAL DESCRIPTION
PAGE 1 OF 2

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 198

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 199

01225.0005/415331.21 -23
Exhibit C

Program Management Duties

Program Management Duties include:

1. Hiring Architect and other consultants as needed for design of Community Center Facility.

2. Participate, if needed, in community outreach/workshops during design development of the Facility.

3. Design meetings with City and Architect for conceptual design and design development of the Facility.

4. Work with Architect and City to prepare final working drawings and submit plans to City for plan check including plan check fees.

5. Process plans through City to complete plan check with building plans approval and building permit.

6. Hire and supervise civil engineer, landscape architect, utility consultant and other consultants as needed for the project.

7. Supervise preparation of engineering grading plans, process through City approval, bid and supervise construction of graded pad ready for facility construction.

8. Supervise preparation of engineering plans, process through City approval, bid and construct surrounding infrastructure including Sewer, Water, Reclaimed Water, Storm Drain, utilities for electric, gas, telephone and cable tv and public streets. To include final acceptance and bond release.

9. Supervise preparation of landscape plans, submit to City for approval and construction permit, bid and supervise construction of landscaping. To include final acceptance and bond release.

10. Assist in obtaining permits, utility meters or other items to facilitate construction of the Facility.

11. Supervise the CFD Construction Manager and act as Owner’s representative in the Public Bid/Contracting process.

12. Prepare, update and manage Facility budget.

13. Prepare and manage Facility design, approval and construction schedule.

14. Pay invoices and perform Facility accounting including compilation of DIF Package for Actual Costs approval.

15. Hiring, supervising and paying Construction Manager.

16. Weekly meetings during construction as Owner’s representative.

17. Answer all Requests For Information, Change Order requests and other project questions as Owner’s representative.

18. Coordination of onsite construction work with offsite construction work to complete project.

19. Coordinate CFD Construction Manager hiring, supervision, payment and division of responsibilities to insure no duplication with Program Manager.

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 200

01225.0005/415331.21 -23
Exhibit D
Calculation of Public Park Acreage Required

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 201
Tract
Number Homebuilder Neighborhood Number of
Units
Occupancies
Granted
P.C. Approval date
of Tentative Map Ownership Single-Family or
Multi-Family Acres Required
Acers req.
per 1000
Density
Factor
Development
Units
16519 John Laing Secret Garden 84 84 9/15/2003 Lewis SF SF 0.9198 3 3.65 84 SF 16520 Lennar Garden Glen 51 51 9/15/2003 Lewis SF SF 0.55845 3 3.65 51 SF 16521 K. Hovnanian Ten Bloom Road 69 69 9/15/2003 Lewis SF SF 0.75555 3 3.65 69 SF 16522 Centex Canterbury Grove 48 48 9/15/2003 Lewis SF SF 0.5256 3 3.65 48 SF 16523 Shea Iris 61 61 9/15/2003 Lewis SF SF 0.66795 3 3.65 61 SF 16797 Meritage Jasmine Park/Willow Lane 174 173 3/7/2005 SF 17055 KB Home Birchwood/Greenbriar 177 177 9/19/2005 SF 17147 John Laing Fusion 5 145 145 11/7/2005 47 SF & 98 MF 17148 Standard Pacific Hidden Hollow 81 81 3/7/2005 Lewis SF SF 0.88695 3 3.65 81 SF 17149 Standard Pacific Shady Lane 60 60 2/7/2005 Lewis SF SF 0.657 3 3.65 60 SF 17150 Shea Enchanted Forest 55 55 2/7/2005 Lewis SF SF 0.60225 3 3.65 55 SF 17266 Pardee Candlewood 64 64 3/6/2006 Lewis SF SF 0.7008 3 3.65 64 SF 17357 KB Home Evergreen 58 58 6/20/2005 Lewis SF SF 0.6351 3 3.65 58 SF 17390 Brookfield Mulberry 126 126 6/20/2005 Lewis SF SF 1.3797 3 3.65 126 SF 17514 Centex Citrus Commons 118 118 6/20/2005 Lewis MF MF 1.00182 3 2.83 118 MF 17515 Centex Agave 104 104 6/20/2005 Lewis MF MF 0.88296 3 2.83 104 MF 17571 Western National Affordable Apartments 250 250 4/17/2006 Lewis MF MF 2.1225 3 2.83 250 MF 17610 Centex Canterbury Grove II 48 48 9/19/2005 Lewis SF SF 0.5256 3 3.65 48 SF 17611 KB Home Cantata 21 21 9/19/2005 Lewis SF SF 0.22995 3 3.65 21 SF 17612 KB Home Ariatta 42 42 9/19/2005 Lewis SF SF 0.4599 3 3.65 42 SF 17613 Lennar Garden Glen II 51 51 9/19/2005 Lewis SF SF 0.55845 3 3.65 51 SF 17616 Shea Tetherwind 162 162 10/17/2005 Lewis MF MF 1.37538 3 2.83 162 MF 17635 Woodside Palisades 79 79 4/17/2006 Lewis SF SF 0.86505 3 3.65 79 SF 18693 KB Home Lynbrook 114 114 1/5/2009 Lewis SF SF 1.2483 3 3.65 114 SF 18778 K. Hovnanian Sonata 65 65 7/21/2014 Lewis SF SF 0.71 3 3.65 65 SF 18890 William Lyon Laurel Lane 70 70 9/15/2014 Lewis SF SF 0.77 3 3.65 70 SF 16420-1 LOC Homecoming (Phases 1, 2, & 3) 799 799 6/20/2011 Lewis MF MF 6.78 3 2.83 799 MF 17574 Cal Atlantic Amelia (Stark) 110 109 2/18/2015 Lewis SF SF 1.20 3 3.65 110 SF 19946 Lennar Harvest Olive Grove 30 30 6/15/2015 Lewis SF SF 0.33 3 3.65 30 SF 19947 Richmond American Heirloom 42 42 6/15/2015 Lewis SF SF 0.46 3 3.65 42 SF 19948 Lennar Harvest Olive Grove 27 18 6/15/2015 Lewis SF SF 0.30 3 3.65 27 SF 19949 Lennar Autumn Field/ Harvest Orchards 82 82 6/15/2015 Lewis SF SF 0.90 3 3.65 82 SF 19950 Richmond American Heirloom/Harvest Gardens 62 62 6/15/2015 Lewis SF SF 0.68 3 3.65 62 SF 19979 Falloncrest Falloncrest 203 0 10/19/2015 SF 3
19980 LOC Homecoming (Phase 4) 454 454 11/21/2016 Lewis MF MF 3.85 3 2.83 454 MF 19936 Woodside Sunrise Harvest 56 56 6/30/2015 Lewis SF SF 0.61 3 3.65 56 SF 18858 KB Home Turnleaf 185 185 9/9/2015 SF
18479 Richmond American Pineberry 68 67 6/30/2015 Lewis SF SF 0.74 3 3.65 68 SF 19953 Richmond American Pineberry 10 10 6/30/2015 Lewis SF SF 0.11 3 3.65 10 SF 19935 Richmond American Vineyard 73 67 6/30/2015 Lewis SF SF 0.80 3 3.65 73 SF 19951 Lennar Summerfield 93 93 6/15/2015 Lewis SF SF 1.02 3 3.65 93 SF 19952 Lennar Olive Grove II 57 57 6/15/2015 Lewis SF SF 0.62 3 3.65 57 SF 20102 Tripointe Homes Hazel 133 133 7/16/2018 Lewis MF MF 1.13 3 2.83 133 MF

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 202
Tract
Number Homebuilder Neighborhood Number of
Units
Occupancies
Granted
P.C. Approval date
of Tentative Map Ownership Single-Family or
Multi-Family Acres Required
Acers req.
per 1000
Density
Factor
Development
Units
20102-1 Tripointe Homes Ivy 134 134 7/16/2018 Lewis MF MF 1.14 3 2.83 134 MF 20008 Lennar The Landings - Waypoint 94 94 11/13/2017 MF 20008 Lennar The Landings - Crosswind 106 105 11/13/2017 SF 20232 William Lyon Verbena 70 70 5/20/2019 Lewis MF MF 0.59 3 2.83 70 MF 20231 Lennar Morning Sun 106 91 5/20/2019 Lewis MF MF 0.90 3 2.83 106 MF 20170 Richmond American Gardenside 80 48 8/5/2019 Lewis SF SF 0.88 3 3.65 80 SF 20171 Tripointe Homes Delia 123 104 8/5/2019 Lewis SF SF 1.35 3 3.65 123 SF 20172 Pulte Homes Monarch 76 71 8/5/2019 Lewis SF SF 0.83 3 3.65 76 SF 20270 Richmond American Gardenside 36 36 8/5/2019 Lewis SF SF 0.39 3 3.65 36 SF 20165 Century Greenway 79 65 8/5/2019 Lewis SF SF 0.87 3 3.65 79 SF 20166 KB Home Driftstone 69 22 8/5/2019 Lewis SF SF 0.76 3 3.65 69 SF 20167 Lennar Voyage 60 54 8/5/2019 Lewis SF SF 0.66 3 3.65 60 SF 20168 Richmond American Parklin 68 62 8/5/2019 Lewis SF SF 0.74 3 3.65 68 SF 20248 Lennar Voyage II 56 0 8/5/2019 Lewis SF SF 0.61 3 3.65 56 SF 20249 Richmond American Parklin II 56 0 8/5/2019 Lewis SF SF 0.61 3 3.65 56 SF 20173 Beazer Homes Tr 20173 149 0 8/15/2022 Lewis MF MF 1.27 3 2.83 149 MF 20247 KB Home Lily/Lotus 168 90 SF SF
20326 LOC Homecoming Ph 5-Tr 20326 184 0 4/5/2021 Lewis MF MF 1.56 3 2.83 184 MF 20380-* LOC Independence 209 0 3/21/2022 Lewis MF MF 1.77 3 2.83 209 MF 6,784 5,686
11,976 As of 3/1/2023 Required to date
Acres Units

53.51 5,532
* this map was approved 3/21/22 but no BPs pulled by 1/31/2023 Remaining Remaining Development SFD 18.43 3 3.65 1,683
MF 7.76 3 2.83 914

26.19 2,597
Quimby Park Requirement Total 79.70 8,129
Example what if Lewis Unit Mix changes
on remaining 2,597 units Future Remaining Development-different mix SFD 20.62 3 3.65 1,883
MF 6.06 3 2.83 714

26.68 2,597
Total 80.19 8,129
Units permitted within SP Area:

Total:

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 203
4-27-23 51
Exhibit E

Reconciliation of Public Park Fee Credits and Private Open Space Credits

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 204
Exhibit E
Parks Built
Acres
anticipated to
be built
Actual
acres
built
Parks-required for 8,129units mix 79.70
Garden Park 2.53 2.53
Forest Park 2.99 2.99
Founders Park 8 8
Nature Retreat Park 5.76 5.76
Discovery Park 3 3
Total completed 22.28 22.28
Future parks
8 acres school site Block 9 - 2023/24 9.75
11 acres Block 3 - 2023/24 12.15
3 acres Main Street Block 10 - 2026 3
3 acres Block 1 - 2028 3
3 acres block 2 - 2030 3
Future parks total 30.90
Total parks to be built/dedicated 53.18
Remainder of parks due 26.52
Possible private open space credit* 8.30
Remaining obligation due by fee
payment* 18.22

Private open space facilities built
Square footage
anticipated
eligible for
credit
Acres
eligible
for 50%
credit
Homecoming 1-4 137,961.00 3.17
Harvest 114,078.00 2.62
Parkhouse N 2005 165,092.00 3.79
Meadowhouse 5/21 110,424.00 2.53
Total completed 527,555.00 12.11
Future private open space facilties
Parkhouse S 2023/24 130,680.00 3.00
Homecoming Ph 5 Apartments 21,720.00 0.50
Other Apartments 43,560.00 1.00
Future private open space facilties total 195,960.00 4.50 Total sf/acres 723,515.00 16.61
Total Acres Credit @ 50% 8.30
*Estimates based on information available
as of 3/27/23. Completed facilities acres
shown as of DA Amendment Effective Date,
future construction to be added and
reconciled as new projects completed.

Updated 3/27/23

LEWIS DEVELOPMENT PARK DEDICATION AND PRIVATE OPEN SPACE CREDIT

12.12.a
Amended and Restated Preserve Development Agreement
Packet Pg. 205

01225.0005/890309.1
ORDINANCE NO. 2023-011

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

CHINO, CALIFORNIA, APPROVING THE AMENDED AND

RESTATED PRESERVE DEVELOPMENT AGREEMENT BY AND

BETWEEN THE CITY OF CHINO AND THE CHINO PRESERVE
DEVELOPMENT CORPORATION, ETC. RELATED TO THE
DEVELOPMENT OF APPROXIMATELY 1,157 ACRES OF REAL

PROPERTY IN THE PRESERVE WITHIN THE CITY OF CHINO
(CONTRACT NO. 2004-073)

WHEREAS, an Amended and Restated Preserve Development Agreement (“Amended DA”) has been prepared b etween the City of Chino (the “ City”) and C hino Preserve Development Corporation, Chino Holding Company, LLC, and Chino Development Corporation (collectively, “Owners”) for the purpose of defining the rights and obligations of each party as they relate to the overall development of the subject property , which Amended DA has been made available for public review in the Development Services Department of the City beginning on May 6, 2023;

WHEREAS, on June 1, 2004, the City and Owners entered into a Development Agreement, referenced as City Contract No. 2004-073 and recorded on June 17, 2004 in the Official Records, County of San Bernardino as Document No. 2004 -0428562 (“Orig inal DA”) at a duly-noticed public hearing addressing the development obligations of Owners (“Project”) in regard to its property (“Property”) encompassing approximately 1,157+ acres of real property owned by Owners in The Preserve, generally bound by Kimball Avenue to the north, Euclid Avenue to the west, Hellman Avenue to the east, and Chino Corona Road to the south;

WHEREAS, on December 2, 2008, the City and Owners entered into a First Amendment to the Original DA and recorded on December 22, 2008 a s Document No. 2008 -0563617, in part, to comply with the California Government Code section 65583.2 (Inventory of Land Suitable for Residential Development) to allow one or more residential projects within the RHNA Site, as defined therein;

WHEREAS, on February 4, 2014, the City and Owners entered into a Second Amendment to the Original DA and recorded on February 20, 2014 as Document No. 2014-0068048, in part, to add certain property as part of The Preserve, as such term is defined in the Original DA, and establish a process whereby City and Owners can calculate park fee credits;

WHEREAS, on August 24, 2016 the City and Owners entered into a Third Amendment to the Original DA and recorded on November 15, 2016 as Document No. 2016 -0481584, to include certain real property described therein within part of the Owners’ Property and delete a portion of real property described therein from Property included in the Original DA;

WHEREAS, the City and Owners wish to replace the original DA and aforementioned amendments with the proposed Amended DA so all terms appear in one form for ease of reference, which Amended DA updates the properties subject to its provisions, addresses and further clarifies the Owners’ fee reimbursement obligations, development and fee requirements, and infrastructure and park obligations as well as extends the term of the Original DA by 10 years until July 1, 2034;

WHEREAS, at a duly-noticed public hearing on May 17, 2023, the Planning Commission reviewed the Amended DA, and at the conclusion of the hearing and after considering the evidence and arguments submitted by City staff, the Developer, and all interested parties, found the Amended

12.12.b
Amended and Restated Preserve Development Agreement
Packet Pg. 206
Ordinance No. 2023-011