Chino City Council
April 16, 2024

Street and easterly on Phillips Street to Oakland Avenue in the City of Ontario (hereinafter referred to as the “PROJECT”); and

WHEREAS, Sections 4.10 and 4.14 of the AGREEMENT authorize the PARTIES to amend the AGREEMENT to modify the PROJECT cost so long as such written amendment is approved by the PARTIES; and

WHEREAS, ONTARIO and CHINO now desire to amend the PROJECT cost including contingency cost due to increased material and construction costs; and

WHEREAS, the new estimated PROJECT cost is Thirty -Four Million Seven Hundred and Fifty Thousand Dollars ($34,750,000); and

WHEREAS, the PARTIES agree that the DISTRICT will contribute to the total PROJECT costs by reimbursing ONTARIO 75% of the estimated PROJECT cost, in an amount not to exceed Twenty-Six Million and Sixty-Two Thousand and Five Hundred Dollars ($26,062,500), as illustrated in Exhibits A and B to the AGREEMENT; and

WHEREAS, the PARTIES agree that CHINO and ONTARIO will share in the total PROJECT costs by contributing 25% of the estimated PROJECT cost, in the amount of Eight Million Six Hundred and Eighty-Seven Thousand and Five Hundred Dollars ($8,687,500), at the cost sharing ratio of 10% (CHINO) to 90% (ONTARIO), as illustrated in Exhibit A to the AGREEMENT; and

WHEREAS, the PARTIES understand that the DISTRICT does not currently have the full funding available for its share of the cost to fund the PROJECT within its Flood Control Zone 1 construction budget and, therefore, will reimburse ONTARIO per the reimbursement schedule, as stipulated under Section 2.1 of the AGREEMENT and outlined in Exhibit B to this Amendment No. 1; the DISTRICT reserves the right to amend the reimbursement schedule should an event occur that requires the DISTRICT to re-allocate funding from improvement projects, such as this PROJECT, to maintain and repair its facilities; and

WHEREAS, the DISTRICT is currently reviewing Flood Control Permit FCCON- 2023-00121 for the PROJECT; and

WHEREAS, the increased PROJECT cost will not have any negative impact to the PROJECT schedule; and

WHEREAS, the PARTIES agree that increasing the PROJECT cost including contingency cost will have mutual benefit to all PARTIES; and

NOW, THEREFORE, IT IS UNDERSTOOD AND MUTUALLY AGREED AS FOLLOWS:

1. The Fifth Recital of the AGREEMENT is hereby deleted and replaced with the following:

WHEREAS, the estimated PROJECT cost is Thirty-Four Million Seven Hundred and Fifty Thousand Dollars ($34,750,000) as shown on Exhibit A; and

2. The Seventh Recital of the AGREEMENT is hereby deleted and replaced with the following:

WHEREAS, the PARTIES agree that the DISTRICT will contribute to the total PROJECT costs by reimbursing ONTARIO 75% of the estimated PROJECT cost, in an amount not to exceed Twenty-Six Million and Sixty-Two Thousand and Five Hundred Dollars ($26,062,500), which includes contingency costs, as illustrated in Exhibits A and B; and

3. The Eighth Recital of the AGREEMENT is hereby deleted and replaced with the following:

WHEREAS, the PARTIES agree that CHINO and ONTARIO will share in the total PROJECT costs by contributing 25% of the estimated PROJECT cost, in the amount of Eight Million Six Hundred and Eighty-Seven Thousand and Five Hundred Dollars ($8,687,500), at the cost sharing ratio of 10% (CHINO) to 90% (ONTARIO), as illustrated in in Exhibit A; and 368

4. Section 2.1 of the AGREEMENT is hereby deleted and replaced with the following:

2.1 Pay to ONTARIO the amounts within the given Fiscal Year upon availability of funds as outlined in Exhibits A and B starting in Fiscal Year 202 3/2024 for DISTRICT’s share of the cost of the PROJECT. DISTRICT’s total funding participation under this AGREEMENT shall not exceed Twenty- Six Million and Sixty -Two Thousand and Five Hundred Dollars ($26,062,500) , which includes contingency costs, as illustrated in Exhibits A and B ., ONTARIO shall submit details of potential contingencies in writing and receive written approval from the DISTRICT prior to incurring any such costs. DISTRICT’s reimbursement payments, up to the maximum per fiscal year, will be made no more frequently than quarterly, pursuant to Section 1.16. ONTARIO and CHINO shall be responsible for and pay the total cost for the PROJECT and pre-approved contingencies in excess of DISTRICT’s share per the RATIO and as stipulated in this paragraph. DISTRICT’s financial obligations for payments for Fiscal Year 2024 /2025 and thereafter are subject to and limited by the DISTRICT’s Board of Supervisors budgetary and appropriation process.

5. Section 2.3 of the AGREEMENT is hereby deleted and replaced with the following:

2.3 Pay its share of PROJECT costs based on the RATIO as shown in Exhibit A; the DISTRICT’s share of funding for the PROJECT shall not exceed Twenty-Six Million and Sixty-Two Thousand and Five Hundred Dollars ($26,062,500), which includes contingency costs, as illustrated in Exhibits A and B.

6. Section 3.1 of the AGREEMENT is hereby deleted and replaced with the following:

3.1 Pay the amounts within the given Fiscal Year upon availability of funds as outlined in Exhibit B starting in Fiscal Year 2023 /2024 to ONTARIO for its share of the cost of the PROJECT . CHINO’s funding participation shall be a minimum of 2.5 percent (2.5%) towards the estimated PROJECT cost or $868,750, plus an additional amount of pre- approved project contingencies per the RATIO.

ONTARIO shall submit details of potential contingencies in writing and receive written approval from the DISTRICT and CHINO prior to incurring any such costs. CHINO’s reimbursement payments, up to the maximum per fiscal year, will be made no more frequently than quarterly, pursuant to Section

1.16. ONTARIO and CHINO shall be responsible for and pay the total cost for the PROJECT and pre- approved contingencies in excess of DISTRICT’s share per the RATIO and as stipulated in this Section 3.1. CHINO’s financial obligations for payments are subject to and limited by CHINO’s City Council’s budgetary and appropriation process.

7. Section 4.2 of the AGREEMENT is hereby deleted and replaced with the word, “Reserved.”

8. Section 4.10 of the AGREEMENT is hereby deleted and replaced with the following:

The PARTIES acknowledge that final PROJECT costs may ultimately exceed current estimates of PROJECT costs. Any additional PROJECT costs resulting from increase bid prices or change orders (but not unforeseen conditions or requested additional work by a PARTY which are addressed in Section 4.11 below) over the estimated total PROJECT cost shall be borne by each PARTY as provided in Exhibits A and B. Notwithstanding the foregoing, the DISTRICT’s share of the PROJECT shall not exceed Twenty-Six Million and Sixty-Two Thousand and Five Hundred Dollars ($26,062,500), which includes contingency costs, as illustrated in Exhibits A and B.

9. Exhibits A and B of the AGREEMENT are deleted and replaced with the attached Exhibits A and B.

10. Unless amended as set forth herein, all terms and conditions of the AGREEMENT shall remain unchanged and in full force and effect.

11. The PARTIES agree that this Amendment No. 1 may be executed in counterparts, each of which shall be deemed to be an original, but both of which together shall constitute one and the same instrument, 369

and that a photocopy or facsimile may serve as an original. If this Amendment No. 1 is executed in counterparts, no signatory hereto shall be bound until all PARTIES have fully executed a counterpart of this Amendment No. 1. The Parties shall be entitled to sign and transmit an electronic signature of this Amendment No. 1 (whether by facsimile, PDF, or other email transmission), which signature shall be binding on the party whose name is contained therein. Each Party providing an electronic signature agrees to promptly execute and deliver to the other party an original signed Amendment No . 1 upon request.

12. This Amendment No. 1 shall take effect on the date it is signed by the PARTIES.

[Signatures continued on next page]

370

IN WITNESS WHEREOF, this Amendment No. 1 has been fully executed on behalf of the DISTRICT , CHINO, and ONTARIO by their duly authorized officers, effective as of the last date hereunder written.

Approved as to Legal Form Attested by the CITY Clerk

______________________________________
The CITY Attorney

______________________________________
The CITY Clerk
Date Date

CITY OF ONTARIO
(Print or type name of corporation, company, contractor, etc.) By

(Authorized signature - sign in blue ink)
Name

(Print or type name of person signing contract)

Title
(Print or Type)
Dated:

Address

371

Approved as to Legal Form Attested by the CITY Clerk

______________________________________
The CITY Attorney

______________________________________
The CITY Clerk
Date Date

CITY OF CHINO
(Print or type name of corporation, company, contractor, etc.) By

(Authorized signature - sign in blue ink)
Name

(Print or type name of person signing contract)

Title
(Print or Type)
Dated:

Address

372

FOR COUNTY USE ONLY
Approved as to Legal Form Reviewed for Contract Compliance Reviewed/Approved by District

Sophie A. Curtis, Deputy County Counsel Andy Silao, P.E. Noel Castillo, Chief Flood Control Engineer Date Date Date

SAN BERNARDINO COUNTY

FLOOD CONTROL DISTRICT

Dawn Rowe, Chair, Board of Supervisors
Dated:

SIGNED AND CERTIFIED THAT A COPY OF THIS

DOCUMENT HAS BEEN DELIVERED TO THE

CHAIRMAN OF THE BOARD
Lynna Monell, Clerk of the Board
By

Deputy

373
AGREEMENT 21-89 – AMENDMENT NO. 1
EXHIBIT "A"

CITY OF ONTARIO & CITY OF CHINO DRAINAGE IMPROVEMENTS

SAN ANTONIO AVENUE STORM DRAIN - SAN ANTONIO AVENUE, RUNNING NORTHERLY FROM THE

SULTANA-CYPRESS STORM DRAIN IN CHINO TO PHILLIPS STREET AND EASTERLY ON PHILLIPS STREET

TO OAKLAND AVENUE IN ONTARIO

DESCRIPTION TOTAL COST OF

PROJECT

DISTRICT
SHARE*

CITY OF

ONTARIO SHARE

CITY OF CHINO
SHARE

SAN ANTONIO

AVENUE STORM
DRAIN
$34,750,000 $26,062,500 $7,818,750 $868,750
75% 25%
90% OF 25% 10% OF 25%

*IN THE EVENT THE TOTAL ACTUAL COST OF THE PROJECT IS LESS THAN $34,750,000, THE DISTRICT AND CITIES SHARE WILL BE 75% AND 25%, RESPECTIVELY.
*IN THE EVENT THE TOTAL ACTUAL COST OF THE PROJECT IS MORE THAN $34,750,000, THE CITY OF ONTARIO AND CITY OF CHINO SHARE IN EXCESS COSTS WILL BE 90% AND 10%, RESPECTIVELY, UNLESS A WRITTEN AMENDMENT TO AGREEMENT 21-89 IS APPROVED BY THE PARTIES.

374
AGREEMENT 21-89 – AMENDMENT NO. 1
EXHIBIT "B"

CITY OF ONTARIO & CITY OF CHINO DRAINAGE IMPROVEMENTS

SAN ANTONIO AVENUE STORM DRAIN - SAN ANTONIO AVENUE, RUNNING NORTHERLY FROM THE

SULTANA-CYPRESS STORM DRAIN IN CHINO TO PHILLIPS STREET AND EASTERLY ON PHILLIPS STREET

TO OAKLAND AVENUE IN ONTARIO

DISTRICT* PAYMENT SCHEDULE
Fiscal Year Maximum Payment Amount
(Includes contingency)
FY 23-24 $12,234, 680
FY 24-25 $13,827,820

TOTAL $26,062,500

*FY23/24 - FIRST REIMBURSEMENT PAYMENT TO BE MADE UPON FIRST QUARTERLY INVOICE RECEIVED PURSUANT TO SECTION 2.1.
*FY24/25 - LAST REIMBURSEMENT PAYMENT MADE PURSUANT TO SECTION 2.1. *THE DISTRICT RESERVES THE RIGHT TO UNILATERALLY AMEND THE REIMBURSEMENT SCHEDULE SHOULD ITS EXPECTED FUNDING NOT BE AVAILABLE.
375

MEMORANDUM

CITY OF CHINO

FINANCE DEPARTMENT

CITY COUNCIL MEETING DATE: APRIL 16, 2024

TO: LINDA REICH, CITY MANAGER
FROM: ROB BURNS, DIRECTOR OF FINANCE

SUBJECT
..titl e
Amended and Restated Resolution Authorizing the Examination of Sales or Transactions and Use Tax Records.

..end

RECOMMENDATION
Adopt Resolution No. 2024 -020, An Amended and Restated Resolution of the City Council of the City of Chino, California Authorizing the Examination of Sales or Transactions and Use Tax Records.

..body

FISCAL IMPACT
There is no fiscal impact regarding this Amended and Restated Resolution.

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
 Financial Stability
 Responsible Long-Range Planning

Revenue: Click or tap here to enter text.

Expenditure:

Transfer In: Click or tap here to enter text. Transfer Out: Click or tap here to enter text. 376
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: AMENDED AND RESTATED RESOLUTION AUTHORIZING THE EXAMINATION OF SALES OR TRANSACTIONS AND USE TAX RECORDS.

PAGE: 2

BACKGROUND
On April 2, 2024, the City Council adopted Resolution No. 2024 -016 as one of the requirements for the implementation of the voter approved Measure V Transaction and Use Tax. This resolution and other documents were sent to the Department of Tax and Fee Administration (CDTFA) on April 4, 2024.

ISSUES/ANALYSIS
On April 5, 2024, staff received feedback from CDTFA that the City could amend its resolution to combine the Resolutions for the Bradley-Burns and the Measure V Transaction and Use Tax.

Combining these resolutions would streamline the authorization documents as well as the positions that have access to sales and use tax records. As such, several of the “Whereas” sections have been changed to incorporate both Sales and Use Tax language.

Additionally, Section 2 of Resolution No. 2024 -016 adopted on April 2, 2024, needs to be amended to include the phrase underlined and bolded as shown below:

Section 2:

Current language:

The City Manager, Assistant City Manager, Economic Development Manager, Director of Finance, Deputy Director of Finance, Management Analyst (Finance Department), Management Assistant (Administration Department), and Assistant to the City Manager (Administration Department) are hereby appo inted to represent the City with authority to examine sales or transactions and use tax records of the Department pertaining to sales or transactions and use taxes collected for the City by the Department pursuant to the contract between the City and the Department (“Department Contract”). The information obtained by examination of Department records shall be used only for purposes related to the collection of the City’s sales or transactions and use taxes by the Department pursuant to the Department Contract.

Proposed language:

The City Manager, Assistant City Manager, Economic Development Manager, Director of Finance, Deputy Director of Finance, Management Analyst (Finance Department), Management Analyst (Administration Department), and Senior Management Analyst (Administration Department), or other officer or employee of the City designated in writing by the City Manager to the California Department of Tax and Fee Administration are hereby appointed to represent the City with authority to examine sales o r transactions and use tax records of the Department pertaining to sales or transactions and use taxes collected for the City by the Department pursuant to the contract between the City and the Department (“Department Contract”). The information obtained b y examination of Department records shall be used only for purposes related to the collection of the City’s sales or transactions and use taxes by the Department pursuant to the Department Contract.

Attachment: Resolution No. 2024-020

RB:hm

377
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: AMENDED AND RESTATED RESOLUTION AUTHORIZING THE EXAMINATION OF SALES OR TRANSACTIONS AND USE TAX RECORDS.

PAGE: 3

378

RESOLUTION NO. 2024-020

AN AMENDED AND RESTATED RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF CHINO, CALIFORNIA, AUTHORIZING THE EXAMINATION OF SALES OR

TRANSACTIONS AND USE TAX RECORDS

WHEREAS, at the November 21, 2023, regular City Council Meeting, the Chino City Council of the City of Chino (“City”) introduced by first reading the “City of Chino Transactions and Use Tax Ordinance,” to be submitted to the City’s voters that establishes a general-purpose one-percent (1%) retail transactions and use tax measure within the City of Chino; and WHEREAS, on March 5, 2024, the residents of the City approved, by a general vote pursuant to Article XIIIC of the California Constitution, the “City of Chino Public Safety, Roads, essential Services Measure” (“Measure V”) enacting the “City of Chino Transactions and Use Tax Ordinance”; and WHEREAS, pursuant to Ordinance Number 316, the City entered into a contract with the California Department of Tax and Fee Administration (Department) to perform all functions incident to the administration and collection of sales and use taxes; and WHEREAS, pursuant to Ordinance Number 2024 -007, Revenue and Taxation Code section 7270, the City entered into a contract with the California Department of Tax and Fee Administration (Department) to perform all functions incident to the administration and collection of transactions and use taxes; and
WHEREAS the City Council of the City deems it desirable and necessary for authorized officers, employees and representatives of the City to examine confidential sales or transactions and use tax records of the Department pertaining to sales or transactions and use taxes collected by the Department for the City pursuant to that contract; and
WHEREAS Section 7056 of the California Revenue and Taxation Code sets forth certain requirements and conditions for the disclosure of Department records, and Section 7056.5 of the California Revenue and Tax ation Code establishes criminal penalties for the unlawful disclosure of information contained in, or derived from, the sales or transactions and use tax records of the Department.

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

SECTION 1. The above recitals are true and are incorporated herein.

SECTION 2. The City Manager, Assistant City Manager, Economic Development Manager, Director of Finance, Deputy Director of Finance, Management Analyst (Finance Depa rtment), Management Analyst (Administration Department), and Senior Management Analyst (Administration Department), or other officer or employee of the City designated in writing by the City Manager to the California Department of Tax and Fee Administration are hereby appointed to represent the City with authority to examine sales or transactions and use tax records of the Department pertaining to sales or transactions and use taxes collected for the City by the Department pursuant to the contract between t he City and the Department (“Department Contract”). The information obtained by examination of Department records shall be used only for purposes related to the collection of the City’s sales or transactions and use taxes by the Department pursuant to the Department Contract.

379
RESOLUTION NO. 2024-020
PAGE 2

SECTION 3. The City Manager, Assistant City Manager, Economic Development Manager, Director of Finance, Deputy Director of Finance, Management Analyst (Finance Department), Management Analyst (Administration Department), and Senior Management Analyst (Administration Department) are hereby appointed to represent the City with authority to examine those sales or transactions and use tax records of the City for purposes related to the following governmental functions of the City:
a) functions related to sales, transaction, and/or use tax collection or administration; and b) functions related to budgeting and forecasting of revenue; and c) functions related to the detection of misallocations and deficiencies.

The information obtained by examination of Department records sh all be used only for those governmental functions of the City listed above.

SECTION 4. That Hinderliter, de Llamas, and Associates (“HdL”) is hereby designated to examine the sales or transactions and use tax records of the Department pertaining to sales or transactions and use taxes collected for the City by the Department. The person or entity designated by this section meets all of the following conditions, which are also included in the contract between the City and HdL (“HdL Contract”):
a) has an exist ing contract with the City to examine those sales or transactions and use tax records;
b) is required by th e HdL Contract to disclose information contained in, or derived from, those sales or transactions and use tax records only to the officer or employee authorized under Section 2 of this resolution to examine the information. c) is prohibited by the HdL Contract from performing consulting services for a retailer during the term of the HdL Contract;
d) is prohibited by the HdL contract from retaining the information contained in, or derived from those sales or transactions and use tax records, after that contract has expired.

The information obtained by examination of Department records shall be used only for purposes related to the collection of City’s sales or transactions and use taxes by the City pursuant to the Department Contract.

SECTION 5. That this resolution supersedes all prior resolutions of the City Council of the City adopted pursuant to subdivision (b) of Revenue and Taxation Code section 7056.

The City Clerk shall certify to the adoption of this Resolution.

APPROVED AND ADOPTED THIS 16th DAY OF APRIL 2024.

EUNICE M. ULLOA, MAYOR

380
RESOLUTION NO. 2024-020
PAGE 3

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, do hereby certify that the forgoing Resolution was duly adopted by the City Council at a regular meeting held on the 16TH day of April 2024, by the following votes:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

NATALIE GONZAGA, CITY CLERK

381

MEMORANDUM

CITY OF CHINO

FINANCE DEPARTMENT

CITY COUNCIL MEETING DATE: APRIL 16, 2024

TO: LINDA REICH, CITY MANAGER
FROM: ROB BURNS, DIRECTOR OF FINANCE

SUBJECT
..titl e
Issuance of Bonds Community Facilities District 2003-03 Improvement Area 10. ..end

RECOMMENDATION
..recommendation
1) Adopt Resolution No. 2024-019 of the City Council of the City of Chino, acting as the legislative body for Community Facilities District No. 2003-03 IA10 of the City of Chino (the “District”), approving the issuance of the bonds and the substantially final forms of the Preliminary Official Statement, Fiscal Agent Agreement, Bond Purchase Agreement, Continuing Disclosure Agreement, and Appraisal Report (collectively, the “Bond Documents”); and 2) approve the Bond Counsel Agreement with Stradling, Yocca, Carlson & Rauth in the amount of $75,000.

..body

FISCAL IMPACT
1) The Preliminary Official Statement relates to limited obligation special tax bonds (the “Bonds”) of the District. The Bonds will be special obligations of the District, payable solely from special taxes levied on the taxable property within Community Facilities District No. 2003-03 IA10, and amounts held by the Fiscal Agent under the Fiscal Agent Agreement. There are no City of Chino funds pledged to the repayment of the Bonds; and 2) there is no financial impact to the City in the approval of the Bond Counsel Agreement as the cost is paid from the bond proceed when the bonds are issued.

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

Revenue:

Expenditure:

Transfer In: Transfer Out:
382
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: ISSUANCE OF BONDS COMMUNITY FACILITIES DISTRICT 2003-03 IMPROVEMENT AREA 10.

PAGE: 2

BACKGROUND
Lewis Operating Corporation (Lewis) is the primary land developer in The Preserve. Lewis is currently developing their land with residential, commercial and community facilities. As part of the development of The Preserve, the City of Chino is requiring Le wis to build the necessary public infrastructure to serve the residents and businesses of the new project area. In order to help Lewis finance the cost of the required infrastructure improvements, the City has formed Community Facilities District (CFD) No. 2003-3.

On May 17, 2022, the City Council adopted Resolution No. 2022-027, establishing Improvement Area No. 10 in CFD No. 2003-3 and to authorize the Levy of Special Taxes. In addition, the City Council adopted Resolution No. 2022 -025, declaring the Cit y of Chino’s Intention to Incur Bonded Indebtedness for the proposed Improvement Area 10 of CFD No. 2003-3.

Lewis is now ready for the District to issue special tax bonds for the District pursuant to the terms of the Bond Documents to finance the infrastr ucture cost relating to the Project.

Improvement Area No. 10, consists of separate geographical areas divided into two separate zones (see attached map).

ISSUES/ANALYSIS
Staff has retained Urban Futures as the City’s financial advisor; Raymond James, as the underwriter; Webb Municipal Finance as the special tax consultant; BTI Appraisal as the appraiser; BNY Mellon as the fiscal agent; and the law firm of Stradling, Yocca, Carlson & Rauth as bond and disclosure counsel. The financing team has prepared the necessary documents to implement the issuance of the special tax bonds of Community Facilities District No. 2003-03 IA10.

The following documents have been prepared for the District’s approval and ar e available for review in the Finance Department:

1. Resolution No. 202 4-019 of the City Council of the City of Chino, acting as the legislative body of Community Facilities District No. 2003-03 IA10, of the City of Chino, authorizing the preparation and distribution of a Preliminary Official Statement for the District, appointing a Fiscal Agent, and taking certain other actions in connection therewith;

2. The Preliminary Official Statement (P.O.S.) will serve as the District’s disclosure document, which summarizes the legal documents and discloses relevant financial and demographic information relating to the District. The underwriter will use the P.O.S. to generate investor interest in the Bonds;

3. The Fiscal Agent Agreement pursuant to which the Bonds will be issued and which establishes the District’s obligations and the Bondholder’s rights concerning the payment of the Bonds and the annual special tax levy and collection within the District;

4. Bond Purchase Agreement that will serve as the commitment by the underwriter to purchase the Bonds and the commitment by the District to sell the Bonds on the closing date to the underwriter, on the terms contained therein; and 383
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: ISSUANCE OF BONDS COMMUNITY FACILITIES DISTRICT 2003-03 IMPROVEMENT AREA 10.

PAGE: 3

5. Continuing Disclosure Agreement that will serve as the District’s obligation to provide certain annual data regarding the District and its special tax levy and annual report, and to provide notice of certain events regarding the District to Bond investors and the marketplace; and

6. Appraisal Report is intended to be used to assist bond purchasers in reviewing the asset value of the subject properties.

As referred to above, the City uses the services of Stradling Yocca Carlson & Rauth for Bond Counsel services and Disclosure Counsel services. The fee for these services is $50,000 and $25,000 respectively. This cost is paid from the bond proceeds at the time the bonds are issued.

If bonds are not issued, Stradling Yocca Carlson & Rauth receives no fee.

Copies of these documents are available for review in the Finance Department. It is anticipated the Bonds will be sold and closed by the end of May 2024.

RB:hm

Attachments: Resolution No. 2024-019
Boundary Map
Bond Council Agreement

384
RESOLUTION NO. 2024-019

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHINO,

CALIFORNIA, ACTING AS THE LEGISLATIVE BODY OF
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY

OF CHINO, AUTH ORIZING THE ISSUANCE OF ITS
IMPROVEMENT AREA NO. 10 2024 SPECIAL TAX BONDS IN

AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED
$20,000,000 AND APPROVING CERTAIN DOCUMENTS AND

TAKING CERTAIN OTHER ACTIONS IN CONNECTION

THEREWITH
WHEREAS, the City Council (the “City Council,” and sometimes referred to as the “legislative body of the District”) of the City of Chino, California (the “City ”), located in San Bernardino County, California , has heretofore undertaken proceedings and declared the necessity to issue bonds by Community Facilities District No. 2003-3 of the City of Chino (the “District”) pursuant to the terms and provisions of the Mello -Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part 1, Division 2, Title 5 of the Government Code of the State of California (the “Act”); and
WHEREAS, pursuant to Resolution No. 2004-55 adopted by the City Council on July 20, 2004, and the Act, the City formed the District; and
WHEREAS, on April 5, 2022, after receiving a petition by owners of 10 0% of the taxable property within certain territory outside of the District, the City adopted Resolution No. 2022-024 (the “Resolution of Intent”) declaring its intention to annex suc h property into the District and establish Improvement Area No. 10 of the District (“Improvement Area No. 10”), and to approve a rate and method of apportionment of special taxes for Improvement Area No. 10; and WHEREAS, on May 17, 2022, after holding a noticed public hearing at which all persons desiring to be heard on the proposed formation of Improvement Area No. 10 and the levy of special taxes and issuance of bonds therein, the City adopted Resolution No. 2022-027 (the “Resolution of Formation”) forming Improvement Area No. 10, adopting the rate and method of apportionment for Improvement Area No. 10 , and submitting to the qualified electors within Improvement Area No. 10 propositions on incurring bonded indebtedness, the levy of a special tax, and an appropriations limit for Improvement Area No. 10, which were approved by more than two-thirds of the votes cast at the election held within Improvement Area No. 10 of the District on May 17, 2022; and
WHEREAS, based upon the aforesaid resolutions and elections, the District is authorized pursuant to the Act to issue bonds in an aggregate principal amount not to exceed $35,000,000 on behalf of Improvement Area No. 10; and
WHEREAS, the District expects to issue bonds in an aggregate principal amount no t to exceed $20,000,000; and
WHEREAS, in order to effect the issuance of bonds in an aggregate principal amount not to exceed $20,000,000 to be designated as the “Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 10 2024 Special Tax Bonds” (the “Bonds”), the legislative body of the District desires to approve the forms, and authorize the execution and delivery, of a Fiscal Agent Agreement, a Continuing Disclosure Agreement and a Bond Purchase Agreement for the Bonds; and
385
RESOLUTION NO. 2024-019
PAGE 2
WHEREAS, in accordance with Government Code Section 53360.4, the legislative body of the District determines that a negotiated sale of the Bonds to Raymond James & Associates, Inc. (the “Underwriter”) in accordance with the terms of the Bond Purchase Agree ment for the Bonds to be entered into by the District and the Underwriter (the “ Bond Purchase Agreement”) will result in a lower overall cost to the District than a public sale; and WHEREAS, the legislative body of the District determines that it is pruden t in the management of its fiscal affairs to issue the Bonds; and WHEREAS, pursuant to Section 53345.8 of the Act and the District’s Local Goals and Policies, unless the bonds are escrowed or otherwise credit enhanced, the District may sell bonds if the legislative body of the District determines prior to the award of the sale of such bonds that the value of the real property that would be subject to the special tax to pay debt service on the bonds will be at least four (4) times the principal amount of the bonds to be sold and the principal amount of all other bonds outstanding that are secured by a special tax levied pursuant to the Act or a special assessment levied on taxable property within Improvement Area No. 10; and WHEREAS, the District desires to approve and authorize the distribution of a Preliminary Official Statement (the “Preliminary Official Statement”) and a final Official Statement (the “Official Statement”) in connection with the Bonds; and
WHEREAS, in accordance with the requirements of Section 53345.8 of the Act and the policies of the City, the legislative body of the District shall determine that the value of the real property in Improvement Area No. 10 subject to the special tax to pay debt service on the Bonds (the “Taxable Property”) be at least four (4) times the principal amount of the Bonds and the principal amount of all other bonds outstanding that are secured by a special tax levied pursuant to the Act or a special assessment levied on property within Improvement Area No. 10; and WHEREAS, BTI Appraisal (the “Appraiser”), a state -certified real estate appraiser as defined in Section 11340 of the California Business and Professions Code, has prepared an appraisal report of the Taxable Property, titled “Appraisal Report for Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 10 Covering Tracts 20173, 20248, & 20249” (the “Appraisal”); and
WHEREAS, the Appraisal states that the appraise d value of the Taxable Property within Improvement Area No. 10 is $121,731,724, which is not less than four times the sum of the maximum principal amount of the Bonds ( $20,000,000) plus the principal amount of all other bonds outstanding that are secured by a special tax levied pursuant to the Act on the Taxable Property or a special assessment levied on the Taxable Property ($0); and WHEREAS, set forth below are good faith estimates of Urban Futures, Inc., the municipal advisor, as required under Section 5852.1 of the California Government Code (the “Code”). The following estimates have no bearing on, and should not be misconstrued as, any not to exceed financial parameters authorized by this resolution.
(a) The true interest cost of the Bonds is estimate d at 4.96% calculated as provided in Section 5852.1(a)(1)(A) of the Code.
(b) The finance charge of the Bonds, including all fees and charges paid to third parties, is estimated at $538,060.
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RESOLUTION NO. 2024-019
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(c) Proceeds of the Bonds received by the District for the sale of the Bonds are equal to $16,899,300.
(d) The total payment amount calculated as provided in Section 5852.1(a)(1)(D) of the Code is estimated at $36,472,278.

The foregoing estimates and the final costs will depend on market conditions and can be expected to vary from the estimated amounts set forth above.

NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE CITY

COUNCIL OF THE CITY OF CHINO, ACTING AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY OF CHINO, AS FOLLOWS:

Section 1. Each of the above recitals is true and correct, as is each of the findings and determinations set forth therein, and each of said recitals, findings and determinations is adopted by the legislative body of the District.

Section 2. The issuance of the Bonds in a n aggregate principal amount not to exceed $20,000,000 is hereby authorized; and the exact principal amount to be issued shall be determined by the officer signing the Bond Purchase Agreement in accordance with Section 5 below. The Bonds shall mature on the dates and bear interest at the rates set forth in the Bond Purchase Agreement to be executed on behalf of the District in accordance with Section 5 hereof.

The Bonds shall be governed by the terms and conditions of the Fiscal Agent Agreement between the District and The Bank of New York Mellon Trust Company, N.A. (the “Fiscal Agent”) dated as of May 1, 2024, (the “Fiscal Agent Agreement”). The Fiscal Agent Agreement shall be executed by one or more of the Mayor, City Manager or Director of Finance of the Ci ty (collectively, the “Authorized Officers”) and attested to by the City Clerk, substantially in the form presented at this meeting, with such additions thereto and changes therein as the officer or officers executing the same deem necessary (a) to cure any ambiguity or defect therein, if such addition or change does not materially alter the substance or content thereof, (b) to insert the offering price(s), interest rate(s), selling compensation, principal amount per maturity, redemption dates and prices an d such other related terms and provisions as limited by Section 4 hereof, or (c) to conform any provisions therein to the Bond Purchase Agreement or the Official Statement delivered to the purchasers of the Bonds. Approval of such changes shall be conclus ively evidenced by the execution and delivery of the Fiscal Agent Agreement by one or more Authorized Officers.

Capitalized terms used in this Resolution which are not defined herein have the meanings ascribed to them in the Fiscal Agent Agreement.

Section 3. The Bo nds shall be executed on behalf of the District by the manual or facsimile signature of the Mayor and attested with the manual or facsimile signature of the City Clerk, and by the Fiscal Agent for the Bonds.

Section 4. The covenants set forth in the Fiscal Agent Agreement are hereby approved and shall be deemed to be covenants of the City Council, in its capacity as the legislative body of the District, and shall be complied with by the District and its officers.

Section 5. The form of the Bond Purchase Agreement presented at th is meeting and the sale of the Bonds pursuant thereto are hereby approved, provided that the true interest cost on the Bonds does not exceed 6.00% and the discount at which the Underwriter purchases the Bonds (exclusive of original issue discount) does not exceed 1.35% of the principal amount thereof. Any one of the Authorized Officers is hereby authorized to execute the Bond Purchase Agreement, wi th such additions thereto and changes therein as the officer executing it may 387
RESOLUTION NO. 2024-019
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approve, such approval to be conclusively evidenced by the execution and delivery of the Bond Purchase Agreement. Each of the Mayor, or her designee, and the City Manager, or her designee, or the Director of Finance, or his designee, is authorized to determine the day on which the Bonds are to be priced in order to attempt to produce the lowest borrowing cost for the District and may reject any terms presented by the Underwriter if determined not to be in the best interest of the District.

Section 6. The form of the Continuing Disclosure Agreement presented at this meeting is hereby approved; and any one of the Authorized Officers is hereby authorized and directed to execute the Continuing Disclosure Agreement in the form hereby approved, with such additions therein and changes thereto as the Authorized Officer or Authorized Officers executing the same deem necessary to cure any defect or ambiguity therein if such change does not materially a lter the substance or content thereof, with such approval to be conclusively evidenced by the execution and delivery of such Continuing Disclosure Agreement.

Section 7. The Preliminary Official Statement, in substantially the form presented to this meeting and made a part hereof is hereby approved, with such changes, insertions and omissions therein as may be approved by an Authorized Officer, and the use of the Preliminary Official Statement in connection with the offering and sale of the Bonds is hereby authorized and approved. The Authorized Officers are each hereby authorized to certify on behalf of the District that the Preliminary Official Statement is deemed final as of its date, within the meaning of Rule 15c2-12 (except for the omission of certain final pricin g, rating and related information as permitted by Rule 15c2-12).

Section 8. The preparation and delivery of the Official Statement, and its use in connection with the offering and sale of the Bonds is hereby authorized and approved. The Official Statement shall be in substantially the form of the Preliminary Official Statement, with such changes, insertions and omissions as may be approved by an Authorized Officer, such approval to be conclusively evidenced by the execution and delivery thereof. Each of the Authorized Officers is hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the District, to execute the final Official Statement and any amendment or supplement thereto.

Section 9. The Director of Finance , or his designee, is au thorized to provide for all services necessary to effect the issuance of the Bonds. Such services shall include, but not be limited to, obtaining legal services, fiscal agent services and any other services deemed appropriate by the Director of Finance, or his designee. The Director of Finance, or his designee, is authorized to pay for the cost of such services, together with other costs of issuance for the Bonds from the proceeds of the Bonds.

Section 10. The Mayor, City Manager, Director of Finance and the officers and staff of the City and the District who are responsible for the fiscal affairs of the District are hereby authorized and directed to take any actions and to execute and deliver any and all documents as are necessary to accomplish the issuance, sale and delivery of the Bonds in accordance with the provisions of this Resolution and the fulfillment of the purposes of the Bonds as described in the Fiscal Agent Agreement. Any document authorized herein to be signed by the City Clerk may be signed by a duly-appointed Deputy City Clerk.
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RESOLUTION NO. 2024-019
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PASSED AND ADOPTED by the City Council at a regular meeting held on the 16TH day of April 2024.

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

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RESOLUTION NO. 2024-019
PAGE 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 16th day of April 2024, by the following votes:

AYES: COUNCIL MEMBERS

NOES: COUNCIL MEMBERS

ABSENT: COUNCIL MEMBERS

NATALIE GONZAGA, CITY CLERK

390
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BOND COUNSEL AGREEMENT
COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO
IMPROVEMENT AREA NO. 10
2024 SPECIAL TAX BONDS

THIS AGREEMENT, made as of this 16th day of April, 2024, by and between the CITY OF CHINO, a public body organized and existing under the laws of the State of California (herein the “City”) and STRADLING YOCCA CARLSON & RAUTH LLP (herein “Bond Counsel”):

R E C I T A L S :

A. The City desires to issues bonds of Community Facilities District No. 20 03-3 of the City of Chino (the “District”) , on behalf of Improvement Area No. 10 therein (the “Improvement Area”), formed pursuant to the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 of Division 2, Title 5 (commencing at Section 55312) of the Government Code of the State of California, to finance the acquisition and construction of certain capital improvements for the District; and B. The City desires to retain Bond Counsel to do the necessary legal work hereinafter outlined, upon the terms and conditions hereinafter set forth, for financing the acquisition and construction of said capital improvements, and to act as disclosure couns el (“Disclosure Counsel”) upon the terms described below; and
C. Bond Counsel represents that it is ready, willing and able to perform said legal work; NOW, THEREFORE, in consideration of the premises, and of the mutual covenants, terms and conditions herein contained, the parties agree as follows:

I. Bond Counsel Services

1. The City retains Bond Counsel to provide and Bond Counsel will provide legal services in connection with the issuance of bonds by the District on behalf of the Improvement Area in connection with the financing described above (hereinafter called “Bonds”).

The work shall include for the District, but not be limited to, the drafting of all resolutions, notices and documents relating to the issuance of Bonds and the rendering of a legal opinion (hereinafter called “the opinion”) pertaining to the issuing of the Bonds to the effect that:
(a) The Bonds have been properly authorized and issued and are valid and binding obligations;
(b) The essential sources of security for the Bonds have been legally provided; (c) All interest on the Bonds is exempt from federal and State income taxation; and
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Bond Counsel’s services will also include compiling a sufficient record justifying the opinion by:
(a) Researching applicable laws relating to the proposed Bond issue; (b) Participating with any financial advisors, underwriters or other experts retained by the City in structuring the issuance of the Bonds;
(c) Supervising and preparing documentation of all steps to be taken through the issuance of the Bonds including:
(i) Assisting in planning of the financing schedule;
(ii) Drafting all resolutions, notices, trust agreements, and other legal documents required for the financing, and all other basic documents relating to the security of the Bonds, in consultation with City, its counsel, financial advisors, underwriters and other experts; (iii) Assisting in the preparation of the official statement and supporting documentation relating to the offering for sale of the Bonds; (iv) Reviewing the bond purchase contract and participating in the related negotiations;
(v) Attending informational meetings and other conferences scheduled by the City, the financial advisors or the underwriter;
(vi) Consulting with prospective purchasers, their legal counsel and rating agencies, if any;
(vii) Consulting with counsel to City concerning any legislation or litigation during the course of the financing;
(viii) Consulting with the trustee, if any, and counsel to the trustee; (ix) Preparing the form of the Bonds, and supervising their production or printing, signing, authentication and delivery;
(x) Rendering the final approving opinion as to the validity of the Bonds for use and distribution upon their issuance; and
(xi) Preparing transcripts of the proceedings.

2. City agrees to accept and Bond Counsel agrees to provide the aforementioned services primarily through Bradley R. Neal, Nick Yeager and Carol Lew.

3. For the services to be rendered, the City agrees to pay a fee of $50,000. Said fee shall be paid upon the successful sale of the Bonds to which it relates and shall be payable from the Bond proceeds.
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4. In the event Bond Counsel is requested to perform additional work outside of its services as Bond Counsel, such as registration of the Bonds in States other than California (Blue Sky), litigation or other work, Bond Counsel will be paid additional compensation therefor at the customary hourly rate of the attorney performing such services; provided, however, there shall be no additional compensation due Bond Counsel under this paragraph without the prior approval of City.

5. In addition to the foregoing, Bond Counsel shall be reimbursed by City for the actual cost, excluding any indirect cost, such as Bond Counsel’s overhead, of any out -of-pocket expenses reasonably incurred by Bond Counsel in the course of this employment, su ch as reproduction and printing costs, filing fees, express mail, long distance telephone calls, travel, messenger services and other document delivery services, and similar items of expense incurred by Bond Counsel. Said costs will be paid at closing bas ed upon the estimated costs incurred to date of closing and to be incurred after closing. In the event Bonds are not issued and the proceedings are abandoned, the above costs shall be paid following the abandonment. Notwithstanding the foregoing, such costs shall not exceed $3,000.

6. It is recognized by the parties that Bond Counsel may, from time to time, have clients with interests adverse to City. Bond Counsel reserves the right to represent said clients except on matters relating to the issuance and sale of the Bonds.

7. As a matter of disclosure required by State Law, Bond Counsel hereby represents that it carries malpractice insurance.

II. Disclosure Counsel Services

1. Scope of Services
City hereby retains Disclosure Counsel to act as disclosure counsel in connection with the issuance of the Bonds. Disclosure Counsel will: (1) prepare the Preliminary Official Statement, final Official Statement and Continuing Disclosure Agreement for the Bonds, (2) render to the City and Raymond James & Associates, Inc. (the “Underwriter”) as the purchaser of the Bonds an opinion to the effect that (a) the Bonds are exempt from the registration requirements of the Securities Act of 1933, as amended, and the Bond Indenture is exempt from qualification under the Trust Indenture Act of 1939, as amended, and (b) based upon the information made available to Disclosure Counsel in the course of its participation in the preparation of the Official Statement and without having undertaken to determine independently or assuming any responsibility for the accuracy, completeness or fairness of the statements contained in the Official Statement, but based on the basis of its participation in conferences with representatives of the City, the City Attorney, the Underwriter and others, and its examination of certain documents, nothing has come to its attention which would lead it to believe that the Official Statement, as of its date and as of the date of issuance of the Bonds, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading (except that no opinion or belief need be expressed as to any appendices and any other financial and statistical data contained in the Official Statement); and (3) attend meetings with City staff, the Underwriter or other experts retained by City in structuring the sale, execution and delivery of the Bonds;
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2. Special Services
Special Services are defined as services in addition to the scope of the services defined in Section II(1) under Disclosure Counsel Services. Special Services will include, but not be limited to, services rendered after the issuance of the Bonds, such as work related to future disclosure service; litigation; amendment of bond documents or agreements; and special studies or analyses. Special Services shall be undertaken only at the request of the City Manager.

3. Contract Administration
This contract shall be administered by the City Manager or his designee. The City Manager, or his designee, will provide overall coordination and guidance of the services to be performed hereunder and will address policy issues as necessary and appropriate.

4. Assignment of Named Individuals
City agrees to accept, and Disclosure Counsel agrees to provide, the aforementioned services primarily through Bradley R. Neal. City reserves the right to review and approve all staff changes proposed by Disclosure Counsel which will affect key personnel and positions assigned to provide services to City under this Agreement. City’s approval of such staff changes shall not be unreasonably withheld.

5. Compensation
(a) For the services to be rendered under Section II(1) of Disclosure Counsel Services, City agrees to pay Disclosure Counsel for each series a fee of $25,000.
(b) For the satisfactory performance of the Special Services specified in Section (2) of Disclosure Counsel Services, City shall pay Disclosure Counsel as compensation a fee based upon the actual hours spent by Disclosure Counsel. Rates for Special Services o f Disclosure Counsel shall be paid by City in accordance with Exhibit A attached hereto and incorporated herein. (c) All fees to be paid to Disclosure Counsel by City for services rendered under Section II(a) of Disclosure Counsel Services are to be billed upon the sale, execution and delivery of the series of Bonds to which it relates and will be payable from Bond proceeds.
(d) In addition to the fees set forth in (a) and (b) above, Disclosure Counsel shall be reimbursed by City for the actual cost of any out -of-pocket expenses reasonably incurred by Disclosure Counsel in the course of its employment, such as document reproductio n, overnight delivery and messenger charges, telecommunications charges, printing costs, filing fees, long -distance telephone calls, travel at the request of City, and similar items of expense incurred by Disclosure Counsel with respect to third parties who are not parties to this Agreement. The expenses shall be paid from Bond proceeds, unless the sale of the Bonds is abandoned in which case, expenses shall be paid by City following abandonment of the issuance of the Bonds.
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6. Notices
All notices and required reports shall be written and hand -delivered or mailed by first class, postage prepaid, addressed to City or Bond/Disclosure Counsel at the addresses below, or at any other address City or Bond/Disclosure Counsel shall provide in writing to each other:
(a) If to City:

City of Chino
City Manager
13220 Central Avenue
Chino, CA 91710
(b) If to Bond/Disclosure Counsel:

Bradley R. Neal, Esq.

Stradling Yocca Carlson & Rauth
660 Newport Center Drive, Suite 1600
Newport Beach, CA 92660-6441

7. Assignment
(a) No part of this Agreement or any right or obligation arising from it is assignable without City’s written consent.
(b) Any attempt by Bond/Disclosure Counsel to assign or subcontract services relating to this Agreement without City’s consent shall constitute a material breach of this Agreement.
(c) However, Bond/Disclosure Counsel may retain consultants and experts as Bond/Disclosure Counsel deems appropriate after receiving City’s written approval.

8. Consent to Other Representations
Disclosure Counsel and Bond Counsel have advised City that Disclosure Counsel and Bond Counsel act as legal counsel to the Underwriter on matters unrelated to the Bonds. City hereby consents to Disclosure Counsel’s and Bond Counsel’s representation of (a) the Underwriter on financings other than the Bonds; and (b) other underwriters who may be engaged by City from time to time (but not in matters related to any financing in which Bond/Disclosure Counsel has been retained by City or in matters adverse to City). City acknowledges that Disclosure Counsel and Bond Counsel are providing notice of their representation of the Underwriter pursuant to Rule 3-310 of the California Rules of Professional Conduct.

9. Termination
This Agreement may be terminated without cause by City or Bond/Disclosure Counsel upon thirty (30) days’ advance written notice to the other party or may be terminated immediately by City upon determination of non-compliance by Bond/Disclosure Counsel with the terms of this Agreement. 396

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Such notification shall state the effective date of the termination of this Agreement and, if done by City for cause, shall state the reason(s) for the termination.

Upon receiving a notice of termination, Bond/Disclosure Counsel shall take immediate steps to reduce the incurrence of costs. Bond/Disclosure Counsel shall be entitled to payment for all satisfactory work performed and all uncancellable obligations allowa ble under the terms of this Agreement incurred up to the effective date of termination in an amount based on the hourly rates set forth in Exhibit A, but, not to exceed the amount allowable under this Agreement. In addition, all documents and materials re lating to this Agreement, produced by Bond/Disclosure Counsel, and/or obtained by it or on behalf of City shall, at the option of City, become the property of City.

10. Complete Agreement
This Agreement shall constitute the complete and exclusive statement of understanding between City and Bond Counsel and Disclosure Counsel which supersedes all previous written or oral agreements, and all prior communications between the parties. 397

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IN WITNESS WHEREOF, as of the date first hereinabove written, City has caused this instrument to be executed by the City Manager and the City Clerk of the City of Chino, and Bond Counsel and Disclosure Counsel have caused this instrument to be executed on its behalf and in its name by an authorized officer of Bond/Disclosure Counsel.

CITY OF CHINO

By:

City Manager of the City of Chino
ATTEST:

City Clerk of the City of Chino

STRADLING YOCCA CARLSON & RAUTH,
a Professional Corporation

By:

Bradley R. Neal

398

A-1
4888-5567-8889v2/022141-0051

EXHIBIT A

RATES FOR SPECIAL SERVICES

Shareholders $550.00
Associates $290.00
Paralegals $170.00

399

MEMORANDUM

CITY OF CHINO

PUBLIC WORKS DEPARTMENT

CITY COUNCIL MEETING DATE: APRIL 16, 2024

TO: LINDA REICH, CITY MANAGER
FROM: HYE JIN LEE, PE, DIRECTOR OF PUBLIC WORKS

SUBJECT
..titl e
Amendment to Huitt -Zollars, Inc. Agreement for Design Professional Services - Pine Avenue Extension and Connection to State Route 71 (ST061).
..end

RECOMMENDATION
..recommendation
Approve a ninth amendment to the Design Professional Services Agreement with Huitt -Zollars, Inc., Irvine CA, Agreement 2015 -232, in the amount of $359,730, for a total agreement amount not to exceed $5,292,514.11; and authorize the City Manager to execute all necessary documents on behalf of the City.

..body

FISCAL IMPACT
Sufficient funds are included in the Fiscal Year 2023-2024 Capital Improvement Program for Project No. ST061. This project is funded through the Transportation Fund 320-SAFETEA-LU Grant; Measure I Fund 322; and the Measure I Arterial Fund 328.

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

Revenue: Click or tap here to enter text.

Expenditure: 3207100 – 48004 - ST061
3227190 – 48004 - ST061
3287103 – 48004 - ST061
Transfer In: Click or tap here to enter text. Transfer Out: Click or tap here to enter text.

400
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: AMENDMENT TO HUITT -ZOLLARS, INC. AGREEMENT FOR DESIGN

PROFESSIONAL SERVICES - PINE AVENUE EXTENSION AND CONNECTION TO STATE ROUTE 71 (ST061).

PAGE: 2

BACKGROUND
The Pine Avenue Connection to State Route 71 Project (ST061) is a major roadway project that will extend Pine Avenue from State Route 71 (“SR71”) to its intersection with El Prado Road and will improve the existing roadway between El Prado Road and Euclid Avenue. The eventual construction of this four-lane urban arterial, which includes grading, a 500-ft bridge across Chino Creek, storm drain and stormwater quality facilities, and utility relocation, will fulfill the City of Chino’s Circulation Element’s objective and will provide relief to the adjacent Butterfield Ranch Road and Central Avenue interchange at SR71.

Because the project is within the horizontal and vertical limits of the Prado Basin, a United States Army Corps of Engineers (“USACE”) facility, the project team has worked closely with the USACE for years to devise a conceptual design that meets th eir design requirements.

Additionally, due to Federal Highway Administration (“FHWA”) funding, through the CalTrans Local Assistance Program, the project is subject to National Environmental Policy Act (“NEPA”) compliance requiring thorough review from Cal Trans of all environmental documentation which has required numerous reviews. Additionally, Chino Hills has provided comment and input since approximately half of the project (the westerly portion), including the 500 -ft bridge, is within their jurisdiction.

The project’s design consultant, Huit -Zollars, has completed the 95 -percent level plans. The environmental compliance phase is nearing completion with the environmental documents including the Initial Study/Environmental Assessment (“ISEA”) and Mitiga ted Negative Declaration (“MND”), soon to be formally approved by CalTrans. Further, all jurisdictional permits are submitted and in draft pending completed NEPA and California Environmental Quality Act (CEQA) compliance. Preliminary utility relocation pl ans, including but not limited to Southern California Edison (“SCE”) distribution and transmission lines and transmission towers, have been designed or procured for utilities within the project limits. Finally, progress has been made in securing an offsite mitigation property, meeting the very specific jurisdictional agencies’ requirements.

ISSUES/ANALYSIS
Approval of the environmental compliance document by CalTrans is pending ; however, through their review process they are now requiring that some su pporting environmental reports be brought up to current standards, necessitating a complete update to some studies. Additionally, USACE has recently requested additional structural design on some of the project’s components. Consequently, City staff has id entified the following additional tasks as necessary for the orderly completion of Project ST061.

1.0 Structural Design Services
Further engineering support is needed in response to project comments made by USACE. In 2022, the USACE provided detailed comments to the project plans, rejecting the use of standard details and requiring structural calculations and design on all elements of the design due to project placement within the Prado Basin inundation zone. The final (100%) design has been placed on hold until the City of Chino Hills concurs with all design criteria for the portion of the project within its jurisdiction. Once, the City of Chino Hills concurs, City Staff will issue a 401
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: AMENDMENT TO HUITT -ZOLLARS, INC. AGREEMENT FOR DESIGN

PROFESSIONAL SERVICES - PINE AVENUE EXTENSION AND CONNECTION TO STATE ROUTE 71 (ST061).

PAGE: 3

separate Notice to Proceed on this item to complete the design efforts.

2.0 Phase I - ESA Services and 5.0 AQR Full Update
CalTrans is in the final review stage of the project’s environmental documen ts and various supporting reports. As part of this process, CalTrans has required an update to the Phase 1 Environmental Site Assessment (“ESA”). Additionally, CalTrans is requiring an update to the Air Quality Report (“AQR”) utilizing CalTrans’ new 2024 a nnotated outline. Both the original ESA and AQR were originally completed in February 2019. The project consultant has provided pricing for a full update to include emissions modeling. An optional reduced cost, excluding emissions modeling, is also provid ed. The City will select the reporting option upon conferring the requirements with CalTrans.

3.0 Permitting and Mitigation Services
Amendment No. 6 to the original contract anticipated a maximum of 12 months to obtain State and Federal permits. With tha t time frame being exceeded by roughly two years, the project’s environmental consultant, ICF International, Inc. (“ICF"), a subconsultant to the primary consultant Huitt -Zollars, has continued to provide jurisdictional permitting services, including preparation for and participation in monthly project development team (“PDT”) meetings with the City; ad -hoc meetings with the City; monthly meetings or email communications with the agencies; and, responding to data and information requests from the City and a gencies. Budget allocation needs to increase to allow the environmental consultant to continue these efforts.

Furthermore, the City and ICF have been engaging with the property owners of a site that potentially meets the jurisdictional offsite mitigation requirements for the Project. Progress has been made to obtain draft easement agreements and access to the property. Additional work will include field survey and mapping of the mitigation site and the development of a conceptual mitigation plan and habi tat mitigation and monitoring plan (“HMMP”) for agency approval.

Further, at the City’s request, the environmental consultant has conducted research and interviews with additional conservation entities and mitigation specialists in the project area to provide a list, exhibit, and matrix of potential alternate offsite mitigation properties.

4.0 Meetings, Coordination, and Project Administration
Finally, the project will require ongoing preparation and attendance of meetings, project administration, phone calls, conference calls, and processing of plans through various governing agencies for review and approval by the design consultant , which will require additional allocated funds.

Tasks from the original contract and previous amendments have been identi fied as no longer needed. These unused funds will be used for the above -proposed consultant services. The following is a list of those tasks:

Phase 4 - Data Collection - utilize unused funds of $75,220, which are not needed at this time.

Phase 8 - Chino Creek Bridge Culvert – On November 30, 2021, City Council awarded a construction contract for the emergency Pine Avenue Road Repairs at Chino Creek. On February 1, 2022, City Council approved the project as complete, making this item no longer needed. Available funds are $44,924.
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CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: AMENDMENT TO HUITT -ZOLLARS, INC. AGREEMENT FOR DESIGN

PROFESSIONAL SERVICES - PINE AVENUE EXTENSION AND CONNECTION TO STATE ROUTE 71 (ST061).

PAGE: 4

Phase 12 - Caltrans Permit Processing – this item is no longer needed since project limits are not within any CalTrans jurisdiction. Available unused funds are $13,626.

Phase 21 - Chino Hills Force Main Vertical Relocation – upon thorough investigation and precise calculations regarding the depth adequacy of this line, it has been determined that the current depth is adequate and vertical realignment is no longer necessary. Therefore, this item is no longer needed and provides $70,500 of unused funding.

Phase 23 Task 10 – Chino Hills Water Line Extension - extension of the Chino Hills water line within our project boundary is infeasible as the water line currently terminates west of SR71 and the line extension eastward to th e west limit of the Pine Avenue Extension project is not planned by the City of Chino Hills. Available funds from this task are $80,000.

Tables 1 and 2 provide the total of each proposed task and cost as well as the total of each reallocated task and cost:

Table 1: Cost Breakdown of New Proposed Services
Proposed Service COST

1.0 Structural Design Services (Future Work) $261,000.00

2.0 Phase I ESA $3,000.00

3.0 Permitting and Mitigation Services $295,000.00

4.0 Mtgs, Coordination, And Project Administration $55,000.00

5.0 AQR Update $30,000.00
Total for Proposed Services $644,000.00

Table 2: Cost Breakdown of Reallocated Services

Table 3: Huitt-Zollars Professional Services Agreement Summary* Contract 2015-232 Huitt-Zollars Cost Summary Amount
Original Professional Services Agreement (PSA) $2,108,084.11 Amendment No. 3 (Substantial preliminary & final design, including bridge design)
$1,531,100.00
Amendment No. 5 Santa Ana Watershed Project Authority (SAWPA) Line Relocation
$40,500.00
Amendment No. 6 – Environmental Services & Chino Hills Items $1,253,100.00 Amendment No. 9 - Current Proposed Amended Contract Services $644,000 Amendment No.9 -Modification/Reduction of Existing Services -$284,270 New Contract Total $5,292,514.11
Proposed Modification/Reduction to Existing Services COST Phase 004 - Data Collection -$75,220.00
Phase 008 - Chino Creek Bridge Culvert -$44,924.00
Phase 012 - Caltrans Permit Processing -$13,626.00
Phase 021 - Chino Hills Force Main Vertical Relocation -$70,500.00 Phase 023 – Chino Hills Water Line Extension -$80,000.00 Available for Reallocation -$284,270.00
403
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: AMENDMENT TO HUITT -ZOLLARS, INC. AGREEMENT FOR DESIGN

PROFESSIONAL SERVICES - PINE AVENUE EXTENSION AND CONNECTION TO STATE ROUTE 71 (ST061).

PAGE: 5

*Amendments No. 1,2,4,7, and 8 not included as they were only Term Extensions and had no fiscal impact.

It should be noted that the Plans Specifications and Estimates (PS&E) phase of the project is funded by SAFETEA-LU and the City of Chino will be reimbursed for 80% of the environmental documentation, permit fees, and Preliminary and Final Engineering costs. The current Federally funded grant is approximately $5,040,520.40.

Approval of necessary permits and concurrence of the environmental document is critical to the timely delivery of project ST061 and staff cont inues to work towards having a construction bid ready by the beginning of 2025. Despite additional environmental requirements and delays caused by agency reviews and comments, the City is anticipating Caltrans to concur with the environmental report by th e end of this Fiscal Year with City adoption of the CEQA document soon thereafter, completing both CEQA and NEPA compliance for the project.

Therefore, staff recommends that the City Council approve a ninth amendment to the Design Professional Services A greement with Huitt -Zollars, Inc., Irvine, CA, for a total amount of $359,730.

Attachment: Huitt-Zollars Amendment No. 9 (Contract 2015-232)

404
Project Name/No.: Restated-Pine Avenue Extension Contract No.: 2015-232 (A9) HPLUL-5188 (018)

Project Manager: PW – M. Hindersinn Approved: ______________

AMENDMENT NO. 9

TO AGREEMENT FOR SERVICES
THIS AMENDMENT TO THE AGREEMENT FOR SERVICES (“Amendment”) by and between the CITY OF CHINO, a California municipal corporation (“City”) and HUITT- ZOLLARS, INC., a Texas Corporation (“Consultant”) is effective as of the 16th day of April, 2024.

RECITALS
A. City and Consultant entered into that certain Agreement for Contractual Services dated March 15, 2011 ( “Agreement”) whereby Consultant agreed to provide Preliminary Engineering & Design Services for the Pine Avenue Extension Project.

B. The original agreement was extended according to the provisions of the City’s Municipal Code for the maximum of two-years terminating on December 31, 2014; and C. Since the services had not been completed, the Parties entered into a restated professional services agreement No. 2015-232 on January 1, 2015 (the “ restated a greement”), whereby Consultant agreed to provide the same Preliminary Engineering & Design Services outlined under the original contract; and
D. The restated agreement was extended according to the provisions of the City’s Municipal Code for the maximum of two-years terminating on December 31, 2017; and E. Due to extenuating circumstances over which the parties had no control, Consultant has been prevented from completing its services under the original agreement; and F Only a small portion of the sum designated in the original agreement has been paid to Design Professional under the terms of the original agreement, leaving a balance of $2,108,084.11; and
G. The parties wish to complete the project that was the subject of the original agreement, and certain provision s of the City’s Municipal Code have been amended to allow professional services agreements to be extended for more than two-years; and H. The term provided for in Section 2 of the restated agreement was amended to include three (3) additional one (1)-year extensions. The Agreement may be extended annually by mutual agreement of the City, by written approval of its City Manager, and the Consultant, but in no event will it extend beyond December 31, 2020.

I. City and Consultant executed an Amendment to the Agreement on January 1 st, 2019, to extend the term of the Agreement.
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01225.0001/863605.1
J. City and Consultant executed an Amendment on July 16 th, 2019 to increase compensation and modify the scope of services.

K. City and Consultant executed an Amendment on December 1 st, 2020 to extend the term.

L. City and Consultant executed an Amendment on March 2 nd, 2021 to increase compensation and modify the scope of services to include additional design elements.

M. City and Consultant executed an Amendment on July 20 th, 2021 to increase compensation and modify the scope of services to include performance of additional design engineering services, and extend the term.

N. City and Consultant executed a Seventh Amendment on December 12 th, 2022 to extend the term of the Agreement.

O. City and Consultant executed an Eighth Amendment on July 1 st, 2023 to extend the term of the Agreement.

P. City and Consultant now desire to amend the Agreement to increase compensation and modify the scope of services to include performance of additional design engineering services TERMS

1. Contract Changes. The Agreement is amended as provided herein. (a) Section 3, Compensation, is hereby revised to increase the Contract Sum by Three Hundred Fifty-Nine Thousand Seven Hundred Thirty Dollars and Zero Cents ($359,730.00) for performance of additional Design Engineering Services and shall read in its entirety as follows:
“Subject to any limitations set forth in this Agreement. City hereby agrees to pay Design Professional and Design Professional agrees to accept payment, according to the formula or rates set for in Exhibit 2 of the “Agreement”, and the “Additional Scope of Services and Compensation Schedule” attached as Exhibit “6” of the “Agreement”. The total compensation, including reimbursement for actual expenses, shall not exceed the sum of Five Million Two Hundred Ninety-Two Thousand Five Hundred Fourteen Dollars and Eleven Cents ($5,292,514.11) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 22.

The Cost Proposal is subject to a post award audit. After any post award audit recommendations are received, it shall be adjusted by Design Professional and approved by the City of Chino Contract Manager to conform to the audit recommendations. Design Professional agrees that individual items of cost identified in the audit report may be incorporated into the Agreement at Caltran’s sole discretion. Refusal by Design Professional to incorporate the interim audit or 406
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post award audit recommendations will be considered breach of the Agreement terms and cause for termination of the Agreement.”

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

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

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

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

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

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

[SIGNATURES ON FOLLOWING PAGE]

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01225.0001/863605.1
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first-above written.

CITY:

CITY OF CHINO, a municipal corporation

Linda Reich, City Manager
ATTEST:

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

ALESHIRE & WYNDER, LLP
_____________________________ _____________________________

Fred Galante, City Attorney Hye Jin Lee, Director of Public Works

CONSULTANT:

HUITT-ZOLLARS, INC.:

By:

Name: Johnny Murad
Title: Vice President

By:

Name: Miguel Angel Hernandez
Title: Vice President

Address: 5430 Lyndon B Johnson Freeway
Suite 1500
Dallas, TX 75240

Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups:
1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer.
408

March 14, 2024

Mrs. Michele Hindersinn
Public Works Project Manager
City of Chino
13220 Central Avenue
Chino, CA 91710

Reference: Addendum – Pine Avenue Extension Project
Chino, California
Huitt-Zollars Project No. R101413.01.07

Mrs. Hindersinn:

Following up on project meetings and conversations regarding the Pine Avenue Extension Project request for additional services. This proposal describes our proposed additional services to those already detailed in our Owner/Consultant Agreement, dated March 15, 2011, between the City of Chino and Huitt-Zollars for the Design and Engineering Services for the Pine Avenue Extension Project.

Update AQR – as directed, the scope of work is to provide a li mited update per Caltrans comments from September 21, 2023.

Permitting and Mitigation Services – the scope of work includes tasks necessary as the City continues to seek potential offsite mitigation opportunities to offset impacts to occupied least Bell’s vireo (Vire o belli pusillus, LBV) riparian habitat and waters of U.S./State associated with the project.

Meetings and Project Administration – as necessary for the additional scope of services.

The fee stated below is in addition to our current remaining budget.

Specifically, Huitt-Zollars understand that we will provide the following:

I. SCOPE OF SERVICES:

1.0 Structural Design Services (Optional)

1.1 Structural Design and Analysis of Culverts and Wingwalls:

1.1.1 Analyze the effect of hydrostatic forces on proposed culverts and wingwalls based on 2022 CBC, City of Chino, San Bernardino County, Caltrans and USACE Standards for flood control structures.

1.1.2 Determine if the current proposed culverts and wing walls meet their design requirements structurally.

1.1.3 Recommend structural design changes to the proposed culverts and wingwalls as needed.

"EXHIBIT 6"
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2 1.2 Structural Design and Analysis of Storm Drain Network, Manholes, and Catch Basins Services:

1.2.1 Analyze the additional effect of hydrostatic forces on proposed storm drain network, manholes, and catch basins based on 2022 C BC, City of Chino, San Bernardino County, Caltrans and USACE Standards for flood control structures.

1.2.2 Determine if the current proposed storm drain network, manholes, and catch basins meet their design requirements.

1.2.3 Recommend structural design changes to the proposed storm drain network, manholes, and catch basins as needed.

1.3 Structural Design and Analysis of Retaining Walls:

1.3.1 Analyze the additional effect of hydrostatic forces on proposed retaining walls based on 2022 CBC, City of Chino, San Bernardino County, Caltrans and USACE Standards for flood control structures.

1.3.2 Determine if the current proposed retaining walls meet their design requirements.

1.3.3 Recommend structural design changes to the proposed retaining walls as needed.

1.4 Structural Analysis and Protection of Underground Utilities:

1.4.1 Analyze the new loading with the addition of structure and additional surcharge of soil of up to 22 feet to prevent overstressing the existing utilities.

1.4.2 Determine if the affected underground utilities need protection.

1.4.3 Recommend solutions that will adequately protect th e utilities to these additional forces as needed.

1.5 Create or Update Drainage and Wall Details

1.5.1 Create or update storm drain details

1.5.2 Create or update wall details

1.6 Create or Update Utility Details

1.6.1 Create or update utility details and callouts due t o changes and coordination with the affected utility owners. See Task 10 for utility coordination.

1.7 Update Storm Drain Plans and Profiles

1.7.1 Update storm drain plan and profiles affected by the changes

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3 1.8 Utility Coordination

1.8.1 This item will be billed on a time and materials ba sis per the attached standard hourly rates and includes attendance of structural lead at phone calls, and conference calls with third party utility owners (as per task 1.4 above), if necessary.

An estimated budget is included for budget purposes . If an additional budget is required then a separate scope and fee will be provided to the CLIENT for review and approval.

2.0 Phase I ESA Services

2.1 Limited Update to February 9, 2019 Phase I ESA Services

Review of regulatory agency records to help identif y recognized environmental conditions in connection with the subject property; generally, th is review will be limited to public information that is readily available and practically reviewabl e at a reasonable time and cost; examples of standard environmental sources typically reviewed include:

Listing Approximate Minimum
Search Distance
Federal National Priority List (NPL) Sites 1.0 mile
Federal Delisted NPL Site List 0.5 miles
Federal CERCLIS Sites 0.5 miles
Federal CERCLIS NFRAP Site List 0.5 miles
Federal RCRA (Resource-Conservation & Recovery Act)
Federal RCRA CORRACTS Facilities List
Federal RCRA non-CORRACTS TSD Facilities List
Federal RCRA Generators List

1.0 mile

0.5 miles
Property & Adjoining
Properties
Federal institutional controls/engineering controls registries Property Only Federal Emergency Response Network System (ERNS) List Property Only State and Tribal list of hazardous waste sites identified for investigation or remediation:

State and tribal equivalent NPL
State and tribal equivalent CERCLIS

1.0 mile

0.5 miles
State and tribal landfill and/or solid waste disposal sites 0.5 miles State and tribal leaking storage tank sites 0.5 miles
State and tribal registered storage tank lists Property & Adjoining Properties
State and tribal voluntary cleanup sites 0.5 miles
State and tribal institutional controls/engineering controls registries Property Only
State and tribal voluntary cleanup sites 0.5 miles
State and tribal brownfield sites 0.5 miles
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4 Regarding the subject property, local regulatory records and sources, such as the fire department, health department, air pollution district, sanitation district, and methane information sources, etc. will be contacted as appropriate. Agency files will be reviewed as determined by the Environmental Professional. The probable cost for up to one (1) file review has been included in our fee. File reviews will not be completed without prior authorization of the Client.

Requests for adjoining properties will also be made as deemed appropriate; additional costs that cannot be calculated at this time may be incurred i n order to address adjoining properties. Huitt- Zollars will notify the Client for approval prior to incurring additional costs.

Visual survey of subject property and adjacent site s for indications of potential for contamination or contamination generators. Huitt-Zollars will mak e one visit to the subject property for interviewing site personnel and conducting a site r econnaissance. The objective of the site reconnaissance is to obtain information indicating recognized environmental conditions in connection with the subject property.

The findings of the records review and field site r econnaissance will be presented in a Memorandum. The Memorandum will focus on records and/or changes in conditions since the Prior Phase I ESA completed in 2019. Opinions for additio nal appropriate investigation, and/or supplemental Phase II assessment activities is excl uded. If necessary a separate scope and fee would be required. An electronic file (PDF format) of the final document will be provided to the Client. The Memorandum will be completed under the oversight of, and signed by, a Professional Geologist.

3.0 Permitting and Mitigation Services

The table below provides the compensatory mitigati on requirements for the Project as outlined in the CDFW Draft 2081 ITP and Draft 1600 Streambed S AA, the USFWS Biological Opinion (BO), and the forthcoming USACE and RWQCB Clean Water Ac t (CWA) Section 404 and 401 permits.

The requirements for USACE and RWQCB are based on the Mitigation Ratio Checklists submitted to both agencies in June 2023 and revised in July 2023, as well as feedback from the agencies following review of these materials. These amounts could change when the final permits are issued by these agencies.

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5 Table 1. Project Compensatory Mitigation Requirements* Agency/Permit Mitigation Type Acreage Requirement1
CDFW Draft 2081 ITP and
1600 SAA
Riparian Habitat 26.23 acres of preservation 2
USFWS BO Occupied least Bell’s vireo
(LBV) Habitat falling within or
directly adjacent to LBV habitat

24.56 acres of preservation
USACE 404 and RWQCB
401
CWA Permits (pending)
Waters of the U.S. Between 10.5 acres and 18
acres, depending on extent of
enhancement, rehabilitation, re-
establishment, and preservation
1 Acreage is not additive and total mitigation acreage goal is an aggregate of 26.23 acres 2 CDFW requires the offsite mitigation property to be protected under a conservation easement rather than restrictive covenant

3.1 Prepare Jurisdictional Delineation, Invasive Vegeta tion Species Mapping Methods and Results

3.1.1 We will coordinate with SRMA to identify up to 30 a cres of the Smith property and up to 30 acres of a separate property (Study Areas) to be evaluated under this task for suitability in meeting the full range of t he agencies’ compensatory mitigation requirements. The separate property will be selected from the list of 26 potential offsite mitigation properties identified in the evaluation matrix.

3.1.2 We will map invasive vegetation species within the Study Areas. The boundary of invasive plant stands or individuals will be map ped and a count or estimate of the number of individuals will be recorded to provide both the acreage and context on the level of effort for restoration activities.

3.1.3 We will conduct California Rapid Assessment Method (CRAM) for the Study Areas using the most recent field procedures and da ta forms. The CRAM will provide an assessment of the baseline wetland condition by assessing and scoring the Study Area wetland landscape context, hydrology , physical structure, and biotic structure.

3.1.4 A memorandum will be prepared that will detail the methods and results of the jurisdictional delineation, CRAM, and invasive spec ies mapping for the Study Areas. The memorandum will include delineation, CRA M, and invasive species mapping methods and results in text, tabular, and graphical formats.

3.2 Prepare Offsite Conceptual Mitigation Plan

3.2.1 We will prepare a conceptual mitigation plan that w ill summarize the enhancement, rehabilitation and preservation opport unities documented in the Study Areas in text, tabular and graphical formats. E
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6 3.3 Prepare Offsite Habitat Mitigation and Monitoring Plan (HMMP)

3.3.1 Once an offsite mitigation location is selected by the City, we will prepare a Habitat Mitigation and Monitoring Plan (HMMP) to guide the mitigation activities through site preparation and the expected five-year plant establishment period.

3.4 Additional Permitting Services

The assumed duration for federal and state permitt ing has currently been exceeded by 17 or 21 months, depending on permit type. Moving for ward, based on current projections and agency feedback, we estimate that an additiona l 12 months of coordination with the City, and the agencies will be needed to provide s ufficient time to accomplish the remaining permitting and mitigation tasks required to procure permits. In addition, as a result of the recent issuance of the Conformity Ru le - Amendments to the Revised Definition of Waters of the U.S. (USACE and USEPA, September 2023), USACE has identified that the following additional informati on will now need to be provided and are assumed to be prepared as part of this scope of wo rk. It is assumed that each of the following will only need to be prepared one time t o address updated information. If project details or mitigation site information changes and additional updates or information is required to be provided, that effort would be cons idered out of scope.

3.4.1 Addendum to the Jurisdictional Delineation Report (JDR) (March 2021), including jurisdictional determination request form, supporting removal of the western basin (Feature 2) based on the revised waters of the U.S. definitions promulgated under the Sept 2023 Conformity Rule (i.e., (a)(2) impound ments, a (3) tributaries, a (4) adjacent wetlands, and a (5) intrastate lakes and p onds). Marked-up versions of JDR Table 3 and Waters of the U.S. and State Impact Table 2 (April 2021) will be prepared noting which aquatic features may no longe r be jurisdictional under the Conformity Rule

3.4.2 Revised Mitigation Ration Checklists documenting th e assumed reduction in waters of the U.S. jurisdiction and associated offsite compensatory mitigation

3.4.3 Revised permit application to reflect the assumed r eduction in waters of the U.S. jurisdiction associated with offsite compensatory mitigation

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7 3.5 Ongoing Additional Scope Work

3.5.1 Permitting
Under Supplement no. 2, based on experience and best professional judgement, we included the following assumptions regarding the duration between submission of federal and state permit applications and procurement of permits:
• USACE Section 404 (Task 1): 12 months, beginning in April 2021 • RWQCB Section 401 (Task 2): 9 months, beginning in April 2021 • CDFW Section 1600 (Task 3): 9 months, beginning in April 2021 • CDFW Section 2081 (Task 4): 10 months, beginning in April 2021 At present, the assumed duration for federal and state permitting has been exceeded between 17 and 21 months, depending on permit type. During this time, our permitting services have included preparation for a nd participation in monthly project development team (PDT) meetings with the City; ad-hoc meetings with the City; monthly meetings or email communications with the agencies; and, responding to data and information requests from the City and agencies.

The exceedances of the estimated duration for permi tting are based on circumstances beyond our control and include: 1) st atutory timeline and data requirements for the USACE and California Departmen t of Transportation (Caltrans) reviews of the Draft and Final CEQA/NEPA environmental document, 2) the challenges in identifying and advancing suit able offsite compensatory mitigation site(s) as described in this Section, an d 3) data requirements for completing the NHPA Section 106 consultation with t he SHPO as described in Section 1.

3.5.2 Mitigation
In order to develop additional options for satisfying the agencies’ compensatory mitigation requirements, the City requested that we conduct outreach with a broad range of conservation entities and mitigation specialists in the region.

Specifically, we conducted interviews with the foll owing parties in order to identify properties with the potential for satisfyi ng the Project’s offsite compensatory mitigation requirements:
• RCRCD-SRMA
• Western Riverside County Regional Conservation Authority (WRC-RCA) • Inland Empire Resource Conservation District (IERCD)
• Rivers and Lands Conservancy (Conservancy)
• San Bernardino Valley Municipal Water District (Valley District) • Hana Resources (consultant)

The results of this research and outreach were summarized in an Offsite Mitigation Properties Memorandum (December 2022). The City also requested us to prepare an (MS Excel) evaluation matrix and accompanying digital (Google Earth) map of E6-7 415

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8 potential offsite mitigation properties located wit hin the Santa Ana River watershed as well as adjacent watersheds, based on initial feedback from organizations prioritized in the Memorandum, includ ing RCRD-SRMA, IERCD, WRC-RCA, and the Conservancy (June 2023b).

3.5.3 Coordination and Project Management
We coordinated with the various public agencies inc luding USACE, USFWS, RWQCB, CDFW, as well as with the entities for the o ffsite compensatory mitigation tasks listed above. We have also coordinated with the City, the City of Chino Hills, Southern California Edison, and Caltra ns through attendance at various coordination calls. In addition, we have also made staff available to attend conference call meetings related to Biological Resources, Cultural Resources, and Noise. During the public circulation process for the draft environmental document, we also coordinated with the newspapers of general circulation (Chino Champion, and the Inland Valley Daily Bulletin) and provided all fees associated with the advertisements outside the original scope. We also coordinated and submitted, in person, the Notice of Intent with the San Bernardin o County Clerk of the Board.

The coordination and project management related tas ks have been provided beyond the 28 PDT project meetings and 12 project r elated meetings as indicated in the original scope. Similar to permitting and mitigation, we have covered these tasks under the existing budget including reallocat ion of funds from unused or underutilized tasks.

3.5.4 Other Direct Cost - Newspaper notice in Chino Champion and Inland Valley Daily Bulletin

3.5.5 Deliverables Completed and Submitted:

3.5.5.1 Offsite Mitigation and Properties Memorandum submit ted in December 2022

3.5.5.2 Evaluation matrix and accompanying digital map of 2 6 potential offsite mitigation properties submitted in June 2023

4.0 Meetings & Project Administration: This item will be billed on a time and materials b asis per the attached standard hourly rates and includes att endance at meetings, phone calls, conference calls and processing of plans through the governing agency for review and approval. An estimated budget is included for budget purposes. If an addi tional budget is required then a separate scope and fee will be provided to the CLIENT for review and approval.

5.0 AQR Full Update: As requested in Caltrans’ September 21, 2023 commen ts on the Air Quality Conformity Report (AQCR), ICF will update the Air Q uality Report (AQR) for the Pine Avenue Extension Project to be consistent with the final A QCR. The updated AQR will include the latest Regional Transportation Plan (RTP) and Federal Tran sportation Improvement Program (FTIP) project listings and will follow the AQR annotated outline that was published by Caltrans on E6-8 416

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9 February 2, 2024. In addition, ICF will update the regional criteria pollutant, greenhouse gas, and mobile source air toxic (MSAT) emissions using the latest version of CT-EMFAC2021, the construction emissions using version 9.0 of the roa d construction emission model, the MSAT analysis using the January 2023 guidance, and the b ackground emission concentrations in the project area using the last three years of monitored data.

Optional: AQR Update (Template Only): As requested in Caltrans’ September 21, 2023 comments on the Air Quality Conformity Report (AQCR), ICF will update the Air Quality Report (AQR) for the Pine Avenue Extension Project to be consistent with the final AQCR. The updated AQR will include the latest Regional Transportation Plan (RTP) and Federal Transportation Improvement Program (FTIP) project listings and will follow the AQR annotated outline that was published by Caltrans on February 2, 2024. Emissions modeling is excluded.

II. DELIVERABLES:

1.0 Structural Design Services (Optional):

1.1 Report: A PDF copy of a report that includes the following:

1.1.1 Extent of the work performed

1.1.2 Description of existing conditions

1.1.3 Results of analysis

1.1.4 Recommendations

1.1.5 Summary of Conclusions

1.2 Calculations

1.3 Plans and/or Details

2.0 Phase I ESA Report (Delivered)

3.0 Permitting and Mitigation Service Amendment

3.1 Draft and Final Memorandum

3.1.1 Draft and Final Jurisdictional Delineation, Invasiv e Vegetation Species Mapping Methods and Results for Smith Property

3.1.2 Draft and Final Jurisdictional Delineation, Invasiv e Vegetation Species Mapping Methods and Results for a separate property to be selected from the list of 26 potential offsite mitigation properties identified

3.2 Draft and Final Offsite Conceptual Mitigation Plan

3.2.1 Draft and Final Offsite Conceptual and Mitigation Plan for Smith Property

3.2.2 Draft and Final Offsite Conceptual and Mitigation P lan for a separate property to be selected from the list of 26 potential offsite mitigation properties identified)

3.3 Prepare Offsite Habitat Mitigation and Monitoring Plan E6-9 417

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10 3.4 Jurisdictional Delineation Report Addendum, includi ng jurisdictional determination request form

3.5 Marked-up versions of Jurisdictional Delineation Re port and Waters of the U.S. and State Impact

3.6 Revised Mitigation Ratio Checklists

4.0 As necessary/Extent of work performed

5.0 AQR Update

III. BUDGET:

The services to be provided for this Project include two types of work. The first is work which has a clearly defined scope and for which a Lump Sum (LS) fee can be developed and agreed upon and billed monthly on a percentage complete basis. The second is work elements such as Client and agency meetings, project administration, construction administration, attendance at public meetings, etc. Since the level of effort for these scope elements are not easily defined, the fee for these services has been established with an estimated budget and will be billed monthly on a Time and Mat erials (T&M) basis using the attached 2024 Hourly Rate Sheet. The attached hourly rates are subject to an annual rate change; however, rates will not increase more than 10% in any one year without the written approval of the Client.

1.0 STRUCTURAL DESIGN SERVICES (Optional)

1.1 Structure Design and Analysis of Culverts and Wingwalls: $ 33,000 (T&M)

1.2 Structural Design and Analysis of Storm Drain Network, Manholes, and Catch Basins Services: $ 3 9,000 (T&M)

1.3 Structural Design and Analysis of Retaining Walls Services: $ 46,000 (T&M)

1.4 Structural Analysis and Protection of Existing Utilities Services: $ 49,000 (T&M)

1.5 Create or Update Drainage and Wall Details: $ 28 ,000 (T&M)

1.6 Details: $ 14,000 (T&M)

1.7 Update Plans & Profiles: $ 35,000 (T&M)

1.8 ACOE Structural Lead Coordination: $ 17,000 (T &M) SUB-TOTAL $261,000

2.0 PHASE I ESA SERVICES $3,000 (T&M)

3.0 PERMITTING AND MITIGATION SERVICES
(See Level of Effort Matrix)

3.1 Prepare Jurisdictional Delineation, Invasive Vegetation Species Mapping Methods and Results: $128,000 (T&M)

3.2 Prepare Offsite Conceptual Mitigation Plan: $ 35 ,000 (T&M)

3.3 Prepare Offsite HMMP: $ 39,000 (T&M)

3.4 Additional Permitting Services: $ 33,000 (T&M)

3.5 Ongoing Additional Scope of Work $60,000(T&M)
SUB-TOTAL $295,000
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11 4.0 MEETINGS, COORDINATION and PROJECT ADMIN. $ 55,000 (T&M)

5.0 AQR Full Update $30,000 (T&M)
Or Optional: Template Only (Exclude Emissions Modeling) $15,000 (LS)

Total for All Above Services: ........................................... $644,000

Reimbursable Expenses
Reimbursable expenses would be covered under the existing budget. Expenses shall be compensated based upon the attached Hourly Rate Sheet. If additional budget is required a separate scope and fee will b e submitted to the CLIENT for review and approval.

PROPOSED MODIFICATIONS TO EXISTING BUDGET
Reallocate: Phase 004 Data Collection $75,220
Reallocate: Phase 008 Chino Creek Bridge Culvert $44,924 Reallocate: Phase 012 Caltrans Permit Processing $13,626 Reallocate: Phase 021: CH 10” Force Main $70,500
Reallocate: Phase 023: Misc Services - Task 10 Ch Water Line $80,000

Available for Reallocation: ................................................ $284,270

TOTAL ADDITIONAL BUDGET
Our total additional budget for this change order is $644,000-$284,270 = $359,730 (T&M)

IV. EXCLUDED SERVICES:

Excluded Scope Items include, but are not limited to the following:

1. Third party fees, if any

2. Agency fees (to be paid for by CLIENT)

3. Caltrans (California department of Transportation) plan preparation or processing

4. Utility plan preparation and processing

5. Water plan preparation and processing

6. Sewer plan preparation and processing

7. Subsurface Utility Engineering (SUE) work including potholing

8. Any other work tasks not specifically identified in the Scope of Services above

E6-11 419

Addendum – Pine Avenue Extension Project
HZ Project No. R101413.01.07
March 14, 2024

12 V. ASSUMPTIONS:

1. Access to the Study Area(s) will be provided by SRMA and property owner/s to be defined for all field work and/or site visits; we will provide information regarding areas that need to be accessed but actual coordination and obtaining access will be performed by the City.

2. A total duration of 12 months is assumed for completion of all tasks in this proposal. Any task that extend beyond 12 months may require addition b udget. A scope and fee would be provided, if necessary.

3. Protocol-level or focused surveys of any kind (biol ogical, cultural, hazardous materials, etc.) are not included for the proposed offsite mitigatio n location(s). If it is determined that such surveys are required by the agencies, a separate scope and fee will be provided to the City for approval prior to conducting this work.

4. Offsite HMMP covers one offsite mitigation property , consisting of either the SRMA Smith property or the property to be identified.

5. Preparation of Offsite HMMP does not include constr uction-level habitat restoration plans. If it is determined that this information is required by the agencies, a separate scope and fee will be provided to the City for approval prior to conducting this work.

6. Whereas Offsite HMMP includes summaries of proposed short-term financial assurances and site protection instrument, it is assumed that the City will lead the development of associated financial forms and legal documents as well as cont ractual negotiations with the property owner(s), third parties, and agencies on the same.

7. All deliverables include one round of concurrent co nsolidated review and comment on the draft documents by the City of Chino.

8. One round of concurrent consolidated review and com ment on the draft documents by the agencies is assumed for those deliverables that require submittal to agencies.

9. All submittals will be in electronic (pdf) format. No hard copies are assumed or included.

10. GIS and/or AutoCAD data will be provided by SRMA (e .g., parcel boundaries) for the Study Areas.

11. Coordination or implementation of any measures or commitments including the permits is not included.

12. We will not be responsible if sufficient mitigation cannot be identified or secured for the project.

13. Any and all fees associated with any project related activities, permits, approvals, etc. shall be paid directly by the City to the agency involved.

14. Any data, information, studies/reports, and/or analyses required for completion of the scope of work that is required outside of what is specifical ly stated in this scope of work shall be provided by the City.

15. Securing, purchase, and all other property acquisition related activities will be the responsibility of the City.

E6-12 420

Addendum – Pine Avenue Extension Project
HZ Project No. R101413.01.07
March 14, 2024

13 VI. AUTHORIZATION:

Our services will be provided subject to our Standard Terms and Conditions as stated in our original contract dated March 15, 2011. By signing the enclosed copy of this letter and returning it to our office, you acknowledge your acceptance of this change in scope of work under the current contract, which constitutes a contract for professional services.

Sincerely,
HUITT-ZOLLARS, INC.

Miguel Angel Hernandez, P.E., QSD/P
Vice President/Principal

E6-13 421

Permitting and Mitigation Services: Pine Avenue Extension Project (City of Chino)

Employee Yasui Calvert Markham Schwartz Cervantes Klinefelter Galindo Gulyas Johnston Brullot Buscombe Lantz Rol Hoisington Spiegelberg Payne Witters Garcia Hardie McGinnis Crawford Editor TBD
Pub Spec
TBD
Youji Brian John Paul Lanika Kristen Sara Sarah Shawn Jean -Luc Brittany Kristin Dick Gregory Markus Rebecca Roxana Johnnie Jon Patrick Karen

Role

Project
Manager

Project
Director

Permitting
Lead

Senior
Restoration
Ecologist

Sr. Aquatic
Resources
Specialist

Senior
Biologist

Biologist

Biologist

Senior
Botanist

Invasive
Species
Specialist

GIS
Specialist

Landscape
Architect

Senior
Technical
Review

Senior
Conservation
Biologist

Aquatic
resource
Specialist

Restoration
Designer

Classification

Sr Consult
III

Sr Proj Dir

Sr Consult III

Sr Consult II

Sr Consult II Assoc
Consult I
Assoc
Consult I

Env Tech
II

Consultant
I
Assoc
Consult I

Consultant
II

Sr Consult I

Proj Dir

Mng
Consult

Sr Consult III

Sr Consult I

Env Tech II

Consultant
I
Sr Tech
Analyst

Consultant
II

Proj Dir

Editor

Pub Spec

1.1 Prepare Jurisdictional
Delineation, CRAM, and
Invasive Vegetation Species
Mapping Memorandum
Prepare Jurisdictional Delineation,
CRAM, and Invasive Vegetation
Species Mapping

52 24

40 60

16 132

128

64 84

64 88

8 12

12 1.2 Prepare Offsite Conceptual
Mitigation Plan
(Smith Property), Prepare Offsite
Conceptual
Mitigation Plan (Additional
Property)

8 40

40 24

20 8

48 6

6 1.3: Prepare Offsite Habitat
Mitigation and Monitoring
Plan

16 32

80 20

20 8

12 10

10 1.4: Additional Permitting Services

120

40 1.5 Ongoing Additional Scope Work 28 30 40 24 24 24 24 16 40 16 2 3 Total hours 104 54 268 244 16 132 128 64 84 108 132 28 8 24 12 8 48 24 16 40 16 30 31 Billing Rates $220.00 $350.00 $220.00 $195.00 $195.00 $135.00 $135.00 $120.00 $160.00 $135.00 $170.00 $180.00 $295.00 $240.00 $220.00 $180.00 $120.00 $160.00 $255.00 $170.00 $295.00 $135.00 $125.00 E6-14 422
Engineering/Architecture Survey
Principal 340.00$ Survey Manager 290.00$
Sr. Project Manager 315.00$ Sr. Project Surveyor 230.00$ Design Principal 260.00$ Project Surveyor 160.00$
QA Manager 250.00$ Survey Technician 125.00$
Project Manager 280.00$
Sr. Civil Engineer 250.00$
Sr. Structural Engineer 270.00$ Survey Crews
Sr. Mechanical Engineer 250.00$
Sr. Electrical Engineer 250.00$ 1-Person Survey Crew 220.00$ Civil Engineer 225.00$ 2-Person Survey Crew 315.00$
Structural Engineer 200.00$ 3-Person Survey Crew 405.00$ Mechanical Engineer 200.00$
Electrical Engineer 200.00$
Plumbing Engineer 200.00$ Construction
EIT 165.00$
Sr. Architect 215.00$ Construction Manager 180.00$
Sr. NL Architectural Staff 200.00$ Resident Engineer 165.00$ Architect 200.00$ Inspector/Owner's Representative 130.00$ Architect Intern 3 175.00$ Sr. Project Representative 125.00$ Architect Intern 2 135.00$ Resident Project Representative 100.00$ Architect Intern 1 120.00$
Sr. Landscape Architect 225.00$
Landscape Architect 160.00$
Landscape Architect Intern 120.00$ Administrative
Sr. Designer 195.00$ Sr. Project Support 125.00$
Designer 160.00$ Project Support 115.00$
Sr. CADD Technician 145.00$
CADD Technician 120.00$
Interior Design Reimbursable Expenses
Sr. Interior Designer 170.00$ Consultants Cost + 10%
Interior Designer 120.00$ Other Direct Costs Cost + 10% Interior Designer Intern 105.00$
**Subject to Annual Escalation
Mileage IRS Standard Business Mileage Rate Southern California
2024

HOURLY RATE SHEET
E6-15 423

MEMORANDUM

CITY OF CHINO

PUBLIC WORKS DEPARTMENT

CITY COUNCIL MEETING DATE: APRIL 16, 2024

TO: LINDA REICH, CITY MANAGER
FROM: HYE JIN LEE, PE, DIRECTOR OF PUBLIC WORKS

SUBJECT
..titl e
Traffic Signal Installation at Eucalyptus & Fern (TR240). ..end

RECOMMENDATION
..recommendation
1) Appropriate $175,000 from the unappropriated reserves of the Measure I Fund with a corresponding increase to the Traffic Signal Installation at Eucalyptus & Fern (TR240); 2) appropriate $546,402 to the Transportation Fund with a corresponding backfill transfer from the Bridges/Signal/Thoroughfare Fund 220, bringing the total project TR240 budget to $1,271,402; 3) award a construction contract to Elecnor Belco Electric, Inc., Chino, CA, for the Traffic Signal Installation at Eucalyptus & Fern (TR240) for a contract amount of $1,146,360 and authorize up to $114,636 (10% of the contract amount) for construction contingencies for a not to exceed contract amount of up to $1,260,996; and 4) authorize the City Manager to execute all necessary documents on behalf of the City.

..body

FISCAL IMPACT
The fiscal impact of awarding the contract listed above for Project TR240 will reduce the reserves of the Measure I Fund 322 balance by $175,000, and Fund 220 Bridges/Signal/Thoroughfare by $546,402. The City received a $553,500 in-lieu fee from Lennar Homes (Developer) for the University Park Community development, which was appropriated to Project TR240. Due to bids coming in higher than expected, an additional $175,000 from Measure I and $546,402 from the Br idges/Signal/Thoroughfare is needed to complete the project. There is sufficient fund balance in both Fund 322 and Fund 220 for this purpose.

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

Revenue: 3201000-50000

Expenditure: 3207100 – 40010|48005|48009 – TR240
3227190 – 40010 |48005|48009 – TR240
Transfer In: 2201000-40001 Transfer Out: Click or tap here to enter text.

424
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: TRAFFIC SIGNAL INSTALLATION AT EUCALYPTUS & FERN (TR240).

PAGE: 2

BACKGROUND
As a condition of approval (“COA”) of the University Park Community development, the developer, Lennar Homes, was responsible for the installation of a traffic signal at the intersection of Fern and Eucalyptus Avenues. The new traffic signal was deemed nec essary through the project’s traffic impact analysis (“TIA”) which indicated that at buildout a significant amount of traffic on Eucalyptus Avenue would backup from Euclid Avenue past Fern Avenue.

Over time, traffic volumes did not reach levels where a tra ffic signal triggered warrants leading staff to consider alternative traffic controls that could provide safe pedestrian crossings without the expense of a full traffic signal. Staff presented these alternatives to the Infrastructure Committee. However, af ter consideration, the Infrastructure Committee recommended continuing with the original traffic signal plan as the best option. These alternative considerations delayed the developer’s construction of the traffic signal and ultimately, the City agreed to a settlement agreement with Lennar Homes to have the traffic signal built as a City CIP project. The developer agreed to pay an in-lieu fee of $553,500 which, was approved by the City Council on January 16, 2024. The Fern and Eucalyptus traffic signal is a n included improvement in this DIF program.

The scope of work for this project includes a new traffic signal; traffic signal interconnect to Euclid Avenue; pedestrian curb ramps and crosswalks across all three legs of the intersection; a pavement grind and overlay of the entire intersection area; landscaping visibility improvements; and new signing and striping. The project will provide pedestrians on the north side of Eucalyptus Avenue accessible and convenient access to Constellation Park. The project w ill also extend the City’s interconnect from College Park to Euclid Avenue and rehabilitate the pavement in the vicinity of the construction activity for the new signal.

In addition to the DIF funding for the intersection improvements, Measure I funding will be used to fund the pavement rehabilitation portion of the project. When the project is completed, the area disturbed by the traffic signal installation will be repaved.

ISSUES/ANALYSIS
Plans and specifications were prepared and a Notice Inviting Bids was published both locally and on the PlanetBids in February 2024. On March 5, 2024, the City held a mandatory pre -bid meeting, which was attended by three (3) prime contractors and other sub -contractors. All three (3) prime contractors submitted formal bids and the results are as follows:

Company Location Bid Amount
Elecnor Belco Electric, Inc. Chino, CA $1,146,360
Comet Electric, Inc. Chatsworth, CA $1,305,235
International Line Builders, Inc. Corona, CA $1,609,697

The lowest, responsible, responsive bid was submitted by Elecnor Belco Electric, Inc., Chino, CA, as shown in the table above for a total amount of $1,146,360. Staff subsequently reviewed the contractor’s licensing, bonding, references, and list of subcontractors submitted for the project, and found all bid submittal documentation to be in order.

The estimated project construction costs are itemized below:

Project Task Vendor Totals
Construction Elecnor Belco Electric, Inc. $1,146,360.00 425
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: TRAFFIC SIGNAL INSTALLATION AT EUCALYPTUS & FERN (TR240).

PAGE: 3

Chino, CA
10% Construction Contingency* As allowable per the Public Contract Code $114,636.00

TOTAL CONSTRUCTION
COST
$1,260,996.00
*Note that, as in all the City's public works contracts, the contract itself provides the Director of Public Works authority to issue change orders of up to 10% of the original contract amount.

When the Council approves the contract, it approves this authority. Ten percent is generally considered within the normal range of changed conditions on a public works construction project and, by providing change order authority upfront, Council helps to reduce the possibility of delay on a construction project.

Elecnor Belco Electric has built many of Chino’s most recent traffic signals, many of which are in The Preserve with a history of understanding Chino’s specific requirements. The project will be managed and inspected by the City’s Public Works staff. Therefore, s taff recommends that the City Council award a construction contract to Elecnor Belco Electric, Inc., Chino, CA, for the Traffic Signal Installation at Eucalyptus & Fern (TR240) for an amount of $1,146,360 and authorize an additional $114,636 (10% of total contract amount) for construction contingency for a total construction cost amount not to exceed $1,260,996.

This project is exempt from the California Environmental Quality Act (CEQA) according to Section 15301(c) of the CEQA Guidelines – Existing facili ties, which includes the operation, repair, and maintenance of highways, streets, sidewalks, gutters, bicycle and pedestrian trails, and other similar facilities.

Attachments: Exhibit A – Vicinity Map
Exhibit B – Elecnor Belco Electric, Inc. Agreement

426
City of Chino
Project Vicinity Map
TR240 – New Traffic Signal: Eucalyptus & Fern Avenue

427

Contract No.:

Approved:

AGREEMENT

TRAFFIC SIGNAL INSTALLATION – EUCALYPTUS AT FERN AVENUE (TR240)

THIS AGREEMENT is made and entered into this 16th day of April, 2024 by and between THE CITY OF CHINO, a municipal corporation, hereinafter called “City”, and Elecnor Belco Electric, Inc., hereinafter called “Contractor”.

WITNESSETH, that the parties hereto mutually agree as follows:

ARTICLE I: For and in consideration of the payments and agreements hereinafter mentioned to be made and performed by City, Contractor agrees to perform and complete all of the work for the project entitled Traffic Signal Installation – Eucalyptus at Fern Avenue – TR240 in a good and workmanlike manner in accordance with all plans and specifications therefor, to furnish at Contractor’s sole cost and expense all tools, equipment, labor, and materials necessary therefor, except such materials and equipment as are expressly stipulated to be furnished by City, and to do everything required by the Contract Documents.

ARTICLE II: Contractor shall be responsible for furnishing all labor, materials, equipment, tools, and services, furnishing and removing all plants, temporary structures, tools, and equipment, and doing everything required by this Agreement and by the Contract Documents. Contractor shall also be responsible for all losses and damages arising out of the performance of the Work, from the action of the elements, or from any unforeseen difficulties that may arise during the prosecution of the Work until its acceptance by City; for all risks of every description associated with the Work; and for all expenses resulting from the suspension or discontinuance of the Work. City shall pay Contractor, and Contractor shall receive, for completing the Work in accordance with the requirements of the Contract Documents and in full compensation therefor, the price named in the Bid Proposal. Subject to any additions or deductions that may be made by change order or amendment, and any penalties or damages that may be assessed against Contractor, Contractor shall receive a total contract amount of One Million One Hundred Forty -Six Thousand Three Hundred Sixty Dollars and Zero Cents ($1,146,360.00) for completion of the contract work.

ARTICLE III: The City hereby employs said Contractor to perform the work according to the terms of this Agreement for the above-mentioned price(s), and agrees to pay the same at the time, in the manner, and upon the conditions stipulated in the Contract Documents; and the said parties for themselves, their heirs, executors, administrators, successors and assignees, do hereby agree to the full performance of the covenants herein contained.

ARTICLE IV: Contractor shall begin work within fifty-five (55) calendar days after receiving a Notice to Proceed from the City and the work shall be completed within Sixty (60) working days. If the work is not completed within said time period, liquidated damages shall apply.

ARTICLE V: The Notice Inviting Bids, the Summary of Work, the Instructions to Bidders, the Bid Documents, the Required Post -Bid Documents, the General Provisions, the Special Provisions, the Technical Specifications, and all other drawing, plans, or specifications for the Work (collectively, “Contract Documents”) are hereby incorporated into and made part of this Agreement.

ARTICLE VI: Contractor shall indemnify, defend with legal counsel approved by City, and hold harmless City, its officers, officials, employees and volunteers from and against all liability, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of 428
litigation) of every nature arising out of or in connection with Contractor's negligence, recklessness or willful misconduct in the performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of the City. In instances where City is shown to have been actively negligent and where City’s active negligence accounts for only a percentage of the liability involved, the obligation of Contractor will be for that entire portion or percentage of liability not attributable to the active negligence of City. Should conflict of interest principles preclude a single legal counsel from representing both City and Contractor, or should City otherwise find Contractor’s legal counsel unacceptable, then Contractor shall reimburse the City its costs of defense, including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation. The Contractor shall promptly pay any final judgment rendered against the City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the result of the Contractor’s negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement.

ARTICLE VII: No officer or employee of the City shall have any financial interest in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects his financial interest or the financial interest of any corporation, partnership or association in which he is interested, in violation of any State statute or regulation. Similarly, Contractor 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.

ARTICLE VIII: This Agreement shall be interpreted, construed and governed 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 relation 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 to the personal jurisdiction of such court in the event of such action. 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.

ARTICLE IX: 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 constitut e a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Contractor 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 default 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.

ARTICLE X: No officer or employee of the City shall be personally liable to the Contractor, 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 Contractor or to its successor, or for breach of any obligation of the terms of this Agreement.

ARTICLE XI: The terms of this Agreement shall be construed in accordance 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.

ARTICLE XII: In the course of its work under this Agreement, the Contractor, its agents and employees shall be bound by and comply with all applicable federal, state and local laws and requirements.

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

429
IN WITNESS WHEREOF, the parties hereto have caused this contract to be executed on the day and year first above written.

Approved as to Form: Approved as to Content:

City Attorney Hye Jin Lee, PE, Director of Public Works

ELECNOR BELCO ELECTRIC, INC.

Dated: By:

(Signature)

Name:
(Please Type or Print Name)
Title:
(Please Type or Print Title)

CITY OF CHINO

Dated:

Linda Reich, City Manager

ATTEST:

Natalie Gonzaga, City Clerk

Date

430

MEMORANDUM

CITY OF CHINO

ADMINISTRATION DEPARTMENT

CITY COUNCIL MEETING DATE: APRIL 16, 2024

TO: MAYOR AND CITY COUNCIL MEMBERS, CITY OF CHINO
FROM: MAYOR PRO TEM COMSTOCK

SUBJECT
..titl e
Community Support Fund – Mayor Pro Tem Comstock.
..end

RECOMMENDATION
..recommendation
Approve community support fund contribution of $250 to Isaiah’s Rock, $250 to UCHOOZ Positive Youth, $500 to Chino Police Officers’ Foundation, $500 to Chino Valley Fire Foundation, $250 to Chino Kiwanis Club, $250 to Chino American Little League, $500 to Chino National Little League, $500 to Chino Girls Fastp itch Softball, $250 to Chino Boxing Club, $125 to Rancho Del Chino Rotary Club, $500 to Chino Valley Soroptimist Club, $500 to Don Lugo High School Sports Booster Club, $250 to Chino High School Sports Boosters, $250 to Chino Police Explorer Post #211, and $125 to Chino Valley Chamber Foundation Leadership Project supporting the Chino Community Children’s Theatre.

..body

FISCAL IMPACT
Sufficient funds have been included in the Fiscal Year 2023-24 Operating Budget.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES The recommendation detailed above further the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:
 Positive City Image
 Superior Customer Service
 Exemplary Leadership
 Public Service Excellence through Internal and External Partnerships

Revenue:

Expenditure: 1002000 43300 N2031
Transfer In: Transfer Out:
431
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: COMMUNITY SUPPORT FUND - MAYOR PRO TEM COMSTOCK.

PAGE: 2

BACKGROUND
The City of Chino is fortunate to have multiple non -profits and community groups dedicated to serving the public and preserving Chino’s unique history. To assist in their ongoing efforts, the City Council from time to time authorizes expenditures from the City’s community support fund.

These expenditures serve a valid public purpose by helping to continue the outstanding services that these organizations provide to our community.

ISSUES/ANALYSIS
To continue this tradition, Mayor Pro Tem Comstock recommends that the City Council approve the following contribution:
 $250 contribution to the Chino Kiwanis Club towards the 2024 Corn Feed Run. The Chino Kiwanis Club serves the Chino community through various services and Citywide fundraising projects.
 $500 contribution to the Chino Police Officers’ Foundation which is dedicated to offer support to families and youth in the community.
 $250 contribution to the Chino American Little League which helps teach Chino’s youth the importance of teamwork, leadership, hard work, and humility through an organized baseball league.
 $500 contribution to the Chino National Little League which provides a safe opportunity for Chino Youth to learn the game of baseball in a fun, safe, and engaging environment while teaching the value of teamwork, the importance of sportsmanship, and leadership.  $500 contribution to the Chino Girls Fastpitch Softball which provides an opportunity for growth and development of softball and life skills to the highest level achievable through competitive softball.
 $250 contribution to the Chino Boxing Club. T hrough hard work and developing boxing skills, this group helps Chino youth build their self -esteem, self -respect, character, discipline, and confidence.
 $125 contribution to the Rancho Del Chino Rotary Club which offers fun community events with proceeds earmarked to support community goals and initiatives.  $250 contribution to Isaiah’s Rock which provides food, clothing, and other vital resources to those in need.
 $250 contribution to UCHOOZ Positive Youth which provides positive activities and support for youth in and around the Downtown Chino area.  $500 contribution to the Chino Valley Fire Foundation which helps people during difficult times while promoting a range of fire and life safety messages to the community.  $500 contribution to the Chino V alley Soroptimist Club which seeks to empower women and girls by providing a number of educational opportunities, programs, and resources.  $500 contribution to the Don Lugo High School Sports Booster Club which provides support to every Don Lugo student athlete to conquer his or her future. 432
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: COMMUNITY SUPPORT FUND - MAYOR PRO TEM COMSTOCK.

PAGE: 3

 $250 contribution to the Chino High School Sports Boosters which helps promote and support the athletic programs with items such as uniforms, athletic equipment, special events, and scholarships.
 $250 contribution to the Chino Police Explorer Post #211 which provides our community’s youth the opportunity to build their character and learn about the many aspects of law enforcement. Likewise, the program allows our community’s youth to give back to their community through supporting community services events.  $125 contribution to the Chino Valley Chamber Foundation will support the Chino Valley Chamber of Commerce Leadership Collaborative Project benefitting the Chino Community Children’s Theatre.

By approving these contributions, these groups will be better equipped to provide services to the Chino community. Therefore, as proposed by Mayor Pro Tem Comstock, staff recommends that the City Council approve the community support contributions to Isaiah’s Rock, UCHOOZ Positive Youth, Chino Police Officers’ Foundation, Chino Valley Fire Foundation, Chino Kiwanis Club, Chino American Little League, Chino National Little League, Chino Girls Fastpitch Softball, Chino Boxing Club, Rancho Del Chino Rotary Club, Chino Valley Sor optimist Club, Don Lugo High School Sports Booster Club, Chino High School Sports Boosters, Chino Police Explorer Post #211, and Chino Valley Chamber Foundation Leadership Project supporting the Chino Community Children’s Theatre.

433

MEMORANDUM

CITY OF CHINO

ADMINISTRATION DEPARTMENT

CITY COUNCIL MEETING DATE: APRIL 16, 2024

TO: MAYOR AND CITY COUNCIL MEMBERS, CITY OF CHINO
FROM: COUNCIL MEMBER CHRISTOPHER FLORES

SUBJECT
..titl e
Community Support Fund – Council Member Flores.
..end

RECOMMENDATION
..recommendation
Approve community support fund contribution of $ 500 to Chino Valley Chamber Foundation Leadership Project supporting the Chino Community Children’s Theatre and $500 to Trail Life Troop 2678.
..body

FISCAL IMPACT
Sufficient funds have been included in the Fiscal Year 2023-24 Operating Budget.

CITY OF CHINO MISSION / VISION / VALUES / STRATEGIC ISSUES The recommendation detailed above further the City’s values and strategic issues that serve as key pillars on which identified priorities, goals, and action plans are built, by fostering:
 Positive City Image
 Superior Customer Service
 Exemplary Leadership
 Public Service Excellence through Internal and External Partnerships

Revenue:

Expenditure: 1002000 43300 N2032
Transfer In: Transfer Out:
434
CITY COUNCIL MEETING DATE: APRIL 16, 2024
TITLE: COMMUNITY SUPPORT FUND - COUNCIL MEMBER FLORES.

PAGE: 2

BACKGROUND
The City of Chino is fortunate to have multiple non -profits and community groups dedicated to serving the public and preserving Chino’s unique history. To assist in their ongoing efforts, the City Council from time to time authorizes expenditures from the City’s community support fund.

These expenditures serve a valid public purpose by helping to continue the outstanding services that these organizations provide to our community.

ISSUES/ANALYSIS
To continue this tradition, Council Member Flores recommends that the City Council approve the following contribution:
 $500 contribution to the Chino Valley Chamber Foundation will support the Chino Valley Chamber of Commerce Leadership Collaborative Project benefitting the Chino Community Children’s Theatre.
 $500 contribution to Trail Life Troop 2678 which guides generations of courageous young men to lead with integrity, serve others, and experience outdoor adventure.

By approving this contribution, Chino Valley Chamber Foundation and Trail Life Troop 2678 will be better equipped to provide services for the Chino Community. T herefore, as proposed by Council Member Flores, staff recommends that the City Council approve the community support contribution to Chino Valley Chamber Foundation and Trail Life Troop 2678.

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