Cities Index.
Agenda packet

Chino City Council
November 18, 2025

Document
Agenda packet
Meeting
November 18, 2025
Body
Chino City Council
Pages
30
Original file
76.0 MB
Text extracted from the city's file for reading and search. Open the original on chino.legistar.com. That file is the official record.

01225.0023 2006836.1

3. The Authorized Officer (City Manager) or the written designee thereof and any other proper officer of the City, acting singly, is authorized, and directed to execute and deliver any and all documents and instruments , including amendments thereto, certifying disbursement requests on behalf of City, and to do and cause to be done any and all acts and things necessary or proper for carrying out the transactions contemplated by the Fi nancing Agreement and this resolution.

4. Unless otherwise defined herein, all terms used herein and not otherwise defined shall have the meanings given such terms in the Financing Agreement unless the context otherwise clearly requires.

5. This Resolution shall take effect immediately.

NOW, THEREFORE, BE IT RESOLVED, the City Council of the City of Chino authorizes the execution of the Financing Agreement with the California State Water Resources Control Board under the Drinking Water State Revolving Fund (DWSRF).

APPROVED AND ADOPTED THIS 18TH DAY OF NOVEMBER 2025

By: ____________________________
EUNICE M. ULLOA, MAYOR
ATTEST:

By: _____________________________

NATALIE GONZAGA, CITY CLERK

408
Resolution No. 2025-080

Page 3 of 3 ends

01225.0023 2006836.1

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 their regular meeting on the 18th day of November 2025, and carried by the following vote:

AYES:

NOES:

ABSENT:

Natalie Gonzaga
City Clerk
409

MEMORANDUM

CITY OF CHINO

COMMUNITY SERVICES, PARKS & RECREATION DEPARTMENT

CITY COUNCIL MEETING DATE: NOVEMBER 18, 2025

TO: LINDA REICH, CITY MANAGER
FROM: SILVIA AVALOS, DIRECTOR OF COMMUNITY SERVICES, PARKS &

RECREATION

SUBJECT
..titl e
Approve a Memorandum of Understanding (MOU) with the County of San Bernardino for the Operation of the West End Navigation Center.
..end

RECOMMENDATION
..recommendation
1) Approve a Memorandum of Understanding (MOU) between the City of Chino, County of San Bernardino, and cities of Chino Hills, Fontana, Montclair, Ontario, Rancho Cucamonga, Rialto, and Upland; 2) approve the City of Chino’s share of $200,000 for each of the first two years for the joint operation of the West End Navigation Center located at 111 09 Jasmine Street, Fontana, CA; and 3) authorize the City Manager to execute all necessary documents on behalf of the City.
..body

FISCAL IMPACT
Sufficient funds are available in the FY 2025 -26 Operating Budget within the City Affordable Housing Fund 310.

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
 Public Service Excellence through Internal and External Partnerships

Revenue:

Expenditure: 3106210-43650-N6071
Transfer In: Transfer Out:
410
CITY COUNCIL MEETING DATE: NOVEMBER 18, 2025
TITLE: APPROVE A MEMORANDUM OF UNDERSTANDING (MOU) WITH THE COUNTY OF SAN BERNARDINO FOR THE OPERATION OF THE WEST END NAVIGATION CENTER.

PAGE: 2

BACKGROUND
Homelessness presents increasing public health, safety, and fiscal challenges across the West End region. Encampments in parks, flood channels, freeway underpasses, and other public spaces strain municipal resources and impact quality of life.

The 2025 San Bernardino County Point -in-Time Count documented 3,837 individuals experiencing homelessness countywide, including 2,636 unsheltered individuals living in vehicles, encampments, or other places not meant for habitation. While this reflects a 9.8% decrease from 2024, homelessness remains highly concentrated in several jurisdictions, including:
• Chino: 31 unsheltered individuals
• Chino Hills: 3 unsheltered individuals
• Fontana: 148 unsheltered individuals (37% chronically homeless). • Montclair: 38 unsheltered individuals
• Ontario: 256 unsheltered individuals.
• Rancho Cucamonga: 64 unsheltered individuals.
• Rialto: 52 unsheltered individuals.
• Upland: 33 unsheltered individuals.

Together, these West End cities account for over 55 0 unsheltered individuals, underscoring the urgent need for a regional response that no single city could manage alone. To address this need, the County of San Bernardino and participating cities are developing the West End Navigation Center (WENC), a 200 -bed, full-service regional facility located at 11109 Jasmine Street, Fontana.

The City of Fontana has purchased the building, retained an architect, and the project is currently under construction. The anticipated opening date is January 2026.

On August 11, 2025, City staff also presented and discussed Chino’s participation in the West End Navigation Center with the Housing Committee.

ISSUES/ANALYSIS
The West End Navigation Center (WENC) represents a regional solution that goes beyond traditional shelt ers or short -term motel vouchers. It is designed as a low -barrier, housing - focused service hub that reduces barriers, provides stability, and connects people directly to permanent housing.

The core features of the WENC include a total of 200 beds for unsheltered individuals, including 100 emergency shelter beds and 100 recuperative medical care beds in addition to a sobering center. The operations of the WENC will be 24/7 where the residents remain in place and their stability is prioritized. Individuals will be accepted based on referrals only and all entries and exits are coordinated for safety and continuity.

The WENC is a one -stop service model, which addresses behavioral health, substance use services, public health, transitional assistance, and wor kforce development. It will also provide comprehensive support, including meals, intensive case management, benefits enrollment, and employment services.
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CITY COUNCIL MEETING DATE: NOVEMBER 18, 2025
TITLE: APPROVE A MEMORANDUM OF UNDERSTANDING (MOU) WITH THE COUNTY OF SAN BERNARDINO FOR THE OPERATION OF THE WEST END NAVIGATION CENTER.

PAGE: 3

The establishment of the WENC outperforms other options in that traditional shelters often impose str ict requirements, such as sobriety and no pets. They have limited services and require residents to leave during the day, disrupting stability. Motel vouchers provide short-term relief, but are expensive, lack on -site services, and do not create pathways to permanent housing. Navigation centers like the WENC provide stable 24/7 housing, intensive case management, integrated health and social services, and a direct pathway to permanent housing.

The WENC will provide great benefits for communities, includ ing a reduction in street encampments, improved public safety and community well-being, shared infrastructure lowering costs for each city; and leveraging county, state, and healthcare resources for maximum impact.

San Bernardino County is investing $20 m illion to acquire the building fully improved from the City of Fontana. San Bernardino County’s operating reserves are $5 million in Capitalized Operating Subsidy Reserve (COSR). The annual operations will cost $3 million, which will be shared by San Ber nardino County and the participating cities. The cost allocation will be reviewed every two (2) years and adjusted for population changes and grant funding. The city contributions include:

1. Chino: $200,000

2. Chino Hills: $200,000

3. Fontana: $1,000,000

4. Montclair: $250,000

5. Ontario: $250,000

6. Rancho Cucamonga: $300,000

7. Rialto: $250,000

8. Upland: $250,000

9. San Bernardino County Contribution: $475,000
The City of Chino’s portion of $200,000 will contribute to the operations of the WENC and would guarantee five (5) emergency beds. The WENC will provide immediate access to emergency beds that are not always available through other resources. They will take on the wrap around case management services for those individuals, effectively expanding the capability and capacity of the City of Chino Homeless Outreach Team comprised of the Community Services, Parks & Recreation Homeless Outreach Coordinator/Assistant Coordinator and Chino Police Department Quality-of-Life Team.

Furthermore, it will allow City staff to dedicate more time and energy towards outreach and provide the ability to connect to a greater number of homeless individuals. The WENC will benefit the City of Chino by helping those with chronic issues who need 24/7 support to rehabilitate them and get them out of the streets. This regional partnership will improve the lives of homeless individuals overall and enhance the quality of life in Chino.

Over the past several months, City staff and the City Attorney's office have be en in ongoing discussions with the County regarding a variety of deal points in the WENC MOU, including the right for Chino to terminate the agreement early without penalty, instead of the full 10-year term.

The County indicated that the minimum contributi on and 10-year term are non-negotiable. The County further states that a full -term commitment from all participating cities is necessary to ensure the long -term sustainability of the Navigation Center because the facility's funding, staffing, and operating contracts are structured around this 10-year horizon. 412
CITY COUNCIL MEETING DATE: NOVEMBER 18, 2025
TITLE: APPROVE A MEMORANDUM OF UNDERSTANDING (MOU) WITH THE COUNTY OF SAN BERNARDINO FOR THE OPERATION OF THE WEST END NAVIGATION CENTER.

PAGE: 4

The County did respond to a number of concerns raised by the City in previous drafts of the MOU. The County revised the indemnity clause to provide that the County will indemnify the City for all negl igent and wrongful acts of the County and its vendors, except if caused by the City's active or sole negligence. The County also agreed to defend the City from such lawsuits.

Further, the County also included a termination provision in the MOU that does no t require unanimity but rather requires six of the eight cities and the County to agree to terminate so that one city cannot hold all parties to the agreement.

Attachment: West End Navigation Center - MOU

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MEMORANDUM OF UNDERSTANDING
between

THE CITIES OF CHINO, CHINO HILLS, FONTANA, MONTCLAIR, ONTARIO, RANCHO CUCAMONGA, RIALTO, and UPLAND
and

SAN BERNARDINO COUNTY
for the

OPERATION OF A REGIONAL NAVIGATION CENTER

This Memorandum of Understanding (“MOU”) is entered into as of December 16 , 2025 (“Effective Date”) by and between the Cities of Chino, Chino Hills, Fontana, Montclair, Ontario, Rancho Cucamonga, Rialto, and Upland, each of which is a municipal corporation organized and existing under the laws of the State of California ( referred to individually as “City Party” and collectively as “the City Parties”), and San Bernardino County, a political subdivision of the State of California (“County”). The City Parties and the County may be referred to individually as “Party” and collectively as “the Parties.”

Recitals
WHEREAS, the Parties, like many regions throughout California, have experienced significant growth in their unhoused population in recent years , presenting complex challenges driven by untreated substance use and mental health disorders, rising housing costs, and insufficient emergency, transitional, and affordable housing resources; and
WHEREAS, this growth in the unhoused population has resulted in increased incidents of camping and loitering on public rights -of-way, parks, and other public property within the Parties' jurisdictions, creating public health and safety concerns while straining municipal resources; and WHEREAS, the Parties desire to cooperate to address homelessness through collaborative, evidence- based approaches that prioritize both public safety and the dignified treatment of unhoused individuals; and
WHEREAS, the Parties seek to implement comprehensive solutions to balance enforcement with meaningful support services; and
WHEREAS, the Parties recognize that addressing homelessness effectively requires collaborative regional efforts and hereby commit to establishing an emergency housing facility that offers integrated support services—including case management, behavioral health care, medical oversight, coordinated social services, transportation support, and housing placement assistance—designed to help residents successfully transition to permanent, stable housing; and WHEREAS, the Parties further commit to establishing clear pathways from emergency housing to permanent housing solutions by providing coordinated access to transitional housing, permanent supportive housing, and affordable housing opportunities within their respective jurisdictions; and WHEREAS, the Parties recognize the need for professional expertise in delivering trauma -informed, comprehensive services that address the complex needs of unhoused individuals and families; and 414
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WHEREAS, this collaborative approach represents the Parties' commitment to addressing homelessness through shared resources, coordinated planning, and evidence -based practices that serve both unhoused individuals and the broader community; and WHEREAS, the Parties' respective governing bodies have reviewed and approved this MOU, finding that this regional partnership advances the health, safety, and welfare of all residents within their jurisdictions; and
WHEREAS, the Parties desire to cooperate in good faith to operate a new regional emergency housing and services center; and
WHEREAS, the Parties desire to define the responsibilities of each Party with respect to the funding and operation of a new Regional Navigation Center.

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TABLE OF CONTENTS
I. RECITALS ............................................................................... 4 II. PURPOSE ............................................................................... 4 III. TERM ...................................................................................... 4 IV. TERMINATION ....................................................................... 4 V. COUNTY RESPONSIBILITIES ....................................... 5 VI. SCOPE OF SERVICES .........................................................10 VII. RESPONSIBILITIES OF THE CITY PARTIES ......................12 VIII. PRINCIPAL REPRESENTATIVES AND NOTICE ............. 14 IX. MISCELLANEOUS ................................................................15

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I. RECITALS
The Recitals set forth above are true and correct and are hereby incorporated and made a substantive part of this MOU by this reference.

II. PURPOSE
A. The Parties desire to work together cooperatively and in good faith towards funding and operating a Regional Navigation Center (“Facility”). The Facility will operate as a referral- only facility with managed access protocols designed to ensure safety and security for all participants. The Facility will serve individuals who meet established eligibility criteria for each program component, providing comprehensive in -house services, case management, medical oversight, and coordinated service delivery within an environment optimized for successful outcomes.

B. This MOU is intended to define the rights and responsibilities of the Parties with respect to the establishment, funding, and operation of the Facility for homeless individuals as defined by the U.S. Department of Housing and Urban Development (HUD) and the State of California, including individual adults (persons 18 -years of age or older), individual adults (parent or guardian) with children, and families (married or unmarried adult partners with children) experiencing homelessness within the referring Party's respective jurisdiction, as further described herein.

III. TERM
A. Initial Term, Extension. This MOU shall be effective as of the Effective Date and shall remain in force and effect for ten (10) years unless terminated earlier by mutual agreement of the Parties pursuant to Section IV of this MOU. Thereafter, this MOU shall automatically renew for one additional five (5) year term unless any Party provides written notice of non-renewal to all other Parties at least ninety (90) days prior to the expiration of the initial term, or the Parties may mutually agree in writing to a renewal term of two (2), three (3), or four (4) years instead.

B. Renewal. After the initial term and first extension, as provided for in Section III.A of this MOU, lapse, the terms of t his MOU may be renegotiated between the Parties, for a successor MOU , or the Parties may agree, upon written approval of their respective governing Boards or Councils, to extend this Agreement for consecutive one-year terms.

IV. TERMINATION
A. Mutual Termination. Notwithstanding the term set forth in Section III.A of this MOU, this MOU may be terminated at any time upon the written agreement of at least six (6) City Parties and the County to this MOU. Such termination shall be evidenced by a written instrument executed by the authorized representatives of at least six (6) participating city jurisdictions and the County, and shall specify the effective date of termination.

B. Individual Party Withdrawal. Beginning in the ninth (9th) year after the Effective Date of this MOU, any City Party may withdraw from this MOU by providing twelve (12) months advance written notice to all other Parties. The withdrawing Party must continue all obligations, including timely payment of costs and any applicabl e termination fees, 417
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through the effective date of withdrawal. Notwithstanding the above, beginning in the third (3rd) year after the Effective Date of this MOU, the City of Ontario may withdraw from this MOU by providing three (3) months advance written notice to all other Parties.

C. Termination Fee Prior to End of Ten -Year Term. The termination fee payable by any City Party terminating its participation pursuant to Section IV.B of this MOU shall be equal to the unpaid portion of the ten (10) year commitment as calculated from the effective date of termination through the end of the Term. The termination fee shall be paid by the terminating City Party to the County not later than six (6) months before the effective date of termination, unless another agreeable date is reached and agreed to by the County.

Failure to timely remit the termination fee shall render a City Party's notice of termination ineffective. Notwithstanding the above, the City of Ontario shall not be subject to the termination fee regardless of whether Ontario terminates the agreement upon three (3) years of Facility operations or later.

V. COUNTY RESPONSIBILITIES
A. Facility. The County shall be responsible for the acquisition and operation of the Facility, to be located at 11109 Jasmine Street, Fontana, California 92337.

B. Host City. The City of Fontana agrees to serve as the host city for the Facility and to allow the Facility to be located and operated within its jurisdiction for the purposes set forth in this MOU for such term as the MOU remains in force and effect. As host city, the City of Fontana shall provide or facilitate necessary municipal services, permits, zoning approvals, and regulatory compliance required for the Facility's operation, notwithstanding any possible termination of the City of Fontana's participation in the MOU pursuant to Section IV of this MOU. The County agrees to coordinate with the City of Fontana in its role as host city and to support Fontana in fulfilling its host city responsibilities.

C. Establishment of Facility . The County agrees to be responsible for the acquisition of the Facility, property start-up costs, and its identified portion of operational costs as set forth in Section VII of this MOU. The County shall pay all costs and expenses associated with the operation and maintenance of the Facility and the provision of services at the Facility, except for the amounts set forth in Section VII of this MOU for which the City Parties shall be responsible. Annual operating costs that exceed the agreed -upon threshold established in Section VII shall be subject to negotiation among all Parties prior to the County's obligation to pay such excess costs.

D. Vendor of Choice. The operation and management of the Facility and the provision of the services at the Facility, as described in Section VI of this MOU, shall be performed by a vendor selected by the County through a County-directed procurement process.

1. Operations Agreement. The County and Facility Operator, and other vendors and sub-vendors as determined necessary and appropriate by the County, shall enter into agreement for operation and management of the Facility, such duties to encompass, among other things, the matters described in Section VI of this MOU.

2. Vendor Oversight. The County shall, at all times, have the duty and responsibility to oversee the conduct and performance of any vendor and sub-vendors, and take appropriate measures to ensure vendors are, at all times, in compliance with the 418
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provisions of this MOU and any operations agreements between the County and such vendors.

E. Mission Oversight . The County shall oversee the successful achievement of the Facility’s mission to serve the unhoused population and a chieve a short- and long-term reduction in the unhoused population within the jurisdictions of the Parties.

F. Service Outcomes. The County shall oversee service outcomes related to the sheltering, care, and treatment of Facility clients.

G. County Insurance . The County shall obtain and maintain appropriate policies of insurance or self-insured retention in accordance with the minimum requirements for the types and amounts of coverage established by the County’s risk management standards, or as otherwise esta blished in policies established by the County for operation of the Facility.

H. Indemnification and Insurance Requirements

1. Indemnification. To the fullest extent permitted by law, County shall indemnify and hold harmless City Parties, and each of them (individually, a “City Party”), together with their officials, officers, employees, agents, and volunteers from and against any and all claims, actions, losses, liabilities, damages, costs and expenses, including attorneys’ fees and costs, caused in whole or in part by the negligent or wrongful act, error or omission of County, its officers, agents, employees, consultants, subconsultants, vendors, or sub-vendors (including the officers, employees, agents, contractors and volunteers of any vendor or sub-vendor performing work or services at, or in connection with, the Facility or its operation) in the performance of services under this MOU or the performance of any work or service at or in connection with the Facility or its operation. County’s duty to indemnify and hold harmless a City Party shall not extend to that City Party’s sole or active negligence.

In the event a City Party is made a party to any action, lawsuit, or other adversarial proceeding arising from the performance of the services contemplated by this MOU, or the performance of work or services at or in connection with the Facility by any individual or entity, and upon demand by the City Party, County shall defend the City Party at County’s cost to the extent the matters arise from, relate to or are caused by County’s negligent acts, errors or omissions in connection with the performance of services under this MOU or the negligent acts, errors, or omissions of any County officer, official, employee, consultant, subconsultant, vendor, or sub -vendor (including the officers, employees, agents, contractors and volunteers of any vendor or sub -vendor) in the performance of any work or service at or in connection with the Facility or its operation.

In the event of any dispute between County and a City Party, as to whether liability arises from the sole or active negligence of the City Party or its officers, employees, or agents, County will be obligated to pay for City Party’s defense until such time as a final judgment has been entered adjudicating the City Party as solely or actively negligent. County will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorneys’ fees, expert fees and costs of litigation.

2. Insurance. County and City Parties are authorized self -insured or partially self-insured public entities for purposes of Professional Liability, General Liability, Automobile Liability and Worker's Compensation and warrant that through their respective programs of self- insurance and insurance, they have adequate coverage or resources to protect against 419
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liabilities arising out of performance of the terms, conditions or obligations of this Agreement.

I. Licenses. The County shall be responsible for obtaining and maintaining , at all times while this MOU is operational and in effect, all business licenses, professional licenses or certifications, and permits, if any, determined by the County to be necessary for operating and providing services at the Facility pursuant to this MOU.

1. Vendor Licenses. The County shall ensure that each party providing services or otherwise engaged in the delivery of services to the Facility , including but not limited to the Facility Operator, shall obtain and maintain, at all times, all business licenses, professional licenses or certifications, and permits, if any, determined by the County to be necessary for operating and providing services at the Facility pursuant to this MOU.

J. Records. The County shall be responsible for maintaining complete and accurate records with respect to all services and programs performed at the Facility and all costs and expenses incurred pursuant to this MOU. Such records shall be retained during the term of this MOU and for five (5) years after the termination of the MOU. The County shall also be responsible for establishing and maintaining on a curr ent basis an adequate accounting system in accordance with generally accepted accounting princ iples. The County shall further be responsible during the term of this MOU for the preparation of an annual report to the City Parties, in a format approved by the City Parties, with respect to all services and programs performed at the Facility and all costs and expenses incurred pursuant to this MOU.

1. Vendor Records . The County shall ensure that all vendors under contract to provide services to the Facility maintain complete and accurate records with respect to all services and programs performed at the Facility, including records related to all costs and expenses incurred pursuant to their operational agreement with the County. To that end, County must ensure that each of its vendor operating agreements requires the vendor to:
a) Retain all records during the term of their respective operational agreement and, in the event of termination of the operational agreement, provide and turn over all records maintained by the vendor in relation to services provided under the operational agreement to the County. In the event of dispute related to providing and turning over records to the County, the vendor shall retain such records indefinitely until such matters of dispute are resolved either through mutual agreement, dispute resolution, mediation, or by order of a court of competent jurisdiction. b) Be responsible for establishing and maintaining on a current basis an adequate accounting system in accordance with generally accepted accounting principles.
c) Be responsible during the term of th eir operational agreement, for the preparation of annual reports required by the County, in a format approved by the County, with respect to all services and programs performed at the Facility and all costs and expenses incurred pursuant to th eir respective operational agreement.

2. Data-Sharing. The County shall provide the City Parties with Homeless Management Information System (HMIS) project-level data on a quarterly basis.

The data submission shall include, at a minimum, information on client demographics; services provided; bed utilization records by jurisdiction; project 420
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enrollments and exits; recidivism rates within six (6) to twelve (12) months; housing outcomes and cost incurred per outcome. Data shall be submitted in a format approved by the City Parties and within fifteen (15) days following the end of each quarter. The City Parties reserve the right to request additional HMIS data or performance reports as necessary to evaluate program outcomes and compliance with funding requirements.

K. Financial Audit. The County shall annually conduct a financial audit of Facility Operator’s financial records related to the performance of this MOU.

1. Frequency of Audit . Such audits may be conducted by the County or its authorized representatives at reasonable times during normal business hours upon providing reasonable written notice to vendors. Additional audits may be conducted upon reasonable request by the Parties o r in response to security incidents.

2. Scope and Methodology. The purpose of such audits is to ensure compliance with the terms of this MOU and to verify the accuracy of vendors’ performance.

The audit shall be conducted in accordance with industry best practices and any relevant standards specified in this MOU.

3. Access and Documentation. Vendors shall provide the County or its authorized representatives with access to all relevant records, documents and facilities necessary to conduct each annual audit. Documents to be audited shall include, but not be limited to invoices, contracts, quality control records, and any other documentation pertinent to the audit scope.

4. Reporting and Remediation . Following completion of each annual audit, the County shall report to the Oversight Committee regarding the performance of the vendor, including any identified discrepancies, non -compliance issues, or areas for improvement.

5. Vendor Compliance/Non -compliance. The County shall be responsible for addressing issues of non -compliance with the vendor and ensuring timely implementation of corrective actions. The County shall work with the vendor to develop and monitor corrective action plans and take enforcement measures as necessary to ensure full compliance with this MOU and applicable operational agreements.

6. Confidentiality of Records . Parties agree to maintain confidentiality of any proprietary, sensitive, confidential, or patient/client information disclosed during the annual audit. All audit -related findings and communications shall be treated as confidential, unless otherwise required by law or regulating authorities.

7. Costs.
a. Audit Costs. The County shall bear all costs associated with the annual audit described in this Section V.K. The County shall not charge the City Parties for any expenses directly related to conducting or procuring the annual audit of the Facility Operator’s financial records. b. Administrative Fee. Separately, the County may assess an administrative fee to recover reasonable costs associated with its management and oversight of the Facility, including fiscal administration, contract management, compliance monitoring, and coordination of reporting 421
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requirements. Any such administrative fee shall not exceed a reasonable percentage of total operating costs and shall be disclosed annually to the Oversight Committee as part of the County’s presentation of the Facility’s annual operating budget.

8. Dispute Resolution. Any disputes arising from audit findings or related matters shall be resolved in accordance with dispute resolutions agreed to between the County and vendors, and consistent with the broader dispute resolution process set forth in Section IX.J of this MOU. The County shall make reasonable efforts to mediate and resolve audit -related concerns in collaboration with the Facility Operator and the affected City Parties prior to escalation L. Oversight Committee. An Oversight Committee is hereby established, comprised of one (1) leadership representative from each participating jurisdiction, who shall be either the City Manager, Chief Executive Officer, or an Elected Official from such jurisdiction. The Oversight Committee shall provide high -level oversight of this MOU and ensure the effective deliverance of the mission. The Oversight Committee shall have the authority to review overall program performan ce, strategic direction, and compliance wi th the terms of this MOU. The Oversight Committee shall meet at least once annually to fulfill its duties under this MOU.

M. Operations Committee. An Operations Committee is hereby established, comprised of one (1) representative from each participating jurisdiction who has technical knowledge of homeless and/or housing issues. The Operations Committee shall provide guidance on policy matters, regional collaboration efforts, and referral processes. The Operations Committee shall review statistical reports on a monthly basis and shall meet monthly to fulfill its duties under this MOU. The Operations Committee may make recommendations to the Oversight Committee regarding operational improvements, policy adjustments, and program effectiveness measures.

1. Committee Representation . Each participating jurisdiction shall designate its representatives to both the Oversight Committee and Operations Committee within thirty (30) days of executing this MOU. Jurisdictions may change their designated representatives upon written notice to a ll other Parties, provided that replacement representatives meet the qualifications set forth in this MOU.

2. County Responsibilities. In addition to producing and delivering the agenda to the City Parties and conducting meetings of the Committees, the County shall be tasked with the following:
a) Facilitate communication and discussion during Committee meetings. b) Serve as public information officer related to actions of the Committees and matters related to the operation and management of the Facility. c) Provide research as needed for the Committees.
d) Recommend policies for review or development, and ensure existing policies comply with all local, state and federal laws and guidelines by staying up to date with relevant laws and regulations.
e) Administer a grants program for management and operation of the Facility, report to the Committees on available grants, oversee application for state and federal grants, and retain, disburse or seek reimbursement of grant funds as applicable.
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f) Require the Facility vendor for operations and management to submit an annual budget and present the annual budget to the Oversight Committee for review and consideration.

3. City Parties Responsibilit ies. In addition to serving in an advisory role to the County, the City Parties shall be tasked with the following:
a) Review Operations Committee agenda materials and participate in meetings.
b) Provide policy recommendations and review current policies as recommended by the County.
c) Provide grant recommendations.
d) Review and consider the Facility vendor for operations and management’s annual budget.
e) Serve as ambassadors to further the Facility’s mission and vision.

VI. SCOPE OF SERVICES

The Facility will operate as a referral -only, low-barrier emergency shelter with comprehensive services designed to support individuals experiencing homelessness in stabilizing and transitioning to permanent housing. The Facility will be open 24 hours a day, 7 days a week, 365 days per year, and will include three core program components: Emergency Shelter Services, Recuperative Care Services, and Sobering Center Services.

A. Emergency Shelter Services
The Facility will provide congregate and non-congregate emergency shelter accommodations for unhoused individuals referred by participating jurisdictions. Services will include meals, hygiene and laundry facilities, intensive case management, housing navigation, access to public benefits, life sk ills development, transportation assistance, and coordination with the Coordinated Entry System (CES).

B. Recuperative Care Services
Recuperative care addresses the critical gap between hospital discharge and safe housing for homeless individuals who require continued medical recovery but do not need acute hospital -level care. The Facility shall operate as a recuperative care facility providing temporary residential accommodations, basic medical oversight, medication management, wound care, assistance with activities of daily living, case management, and care coordination. These services are designed for homeless individuals recovering from illness, injury, surgery, or other acute medical conditions who cannot safely recover in traditional shelter environments or on the streets, with the goal of supporting complete medical recovery and facilitating transition to appropriate long-term housing solutions.

C. Sobering Center Services
The Facility will include a monitored space for individuals under the influence of alcohol or other substances who do not require hospitalization. Services will include medical monitoring, crisis intervention, substance use disorder referrals, and coordination with law enforcement and emergency services.

D. Operations and Access Protocols
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The Facility will not accept walk-ins. All guests must be referred by an approved entity. A bed reservation system will be maintained to manage referrals and ensure capacity coordination. Upon discharge —whether voluntary or involuntary —the Facility Operato r will coordinate alternate housing placement or provide return transportation to the originating city , except in cases involving individuals deemed violent or dangerous, in which case coordination with appropriate agencies (e.g., law enforcement, behavio ral health, probation/parole) will occur.

E. Commercial Kitchen and Support Services
The Facility will have a commercial kitchen capable of preparing up to 600 meals daily, accommodating dietary needs and complying with applicable food safety regulations.

Guests will also have access to medical and behavioral health services, substance use disorder treatment ref errals, discharge planning, aftercare coordination, and benefits enrollment. Services will be delivered in accordance with an Operations Plan developed by the County and the Facility Operator, reviewed by the Operations Committee, and approved by the host jurisdiction.

F. Compliance and Oversight

1. Low Barrier . The Facility shall operate as a low -barrier navigation center accessible to homeless individuals and families regardless of income, mental health status, or substance use disorders. The Facility shall accommodate residents' personal belongings, pets, and partners within operational capacity.

Barriers to entry shall be minimal, and case managers will provide individualized assessments and service plans based on each person's needs and available resources to support housing stability.

2. Facility Operations Parameters. The Operations Plan shall establish the Facility as a coordinated entry navigation center with the following operational requirements:
a) Admissions Process. The Facility shall not accept walk-in admissions. All prospective residents must be referred through a participating jurisdiction, law enforcement or approved healthcare provider and transported by an agency, department, or organization that has been authorized by the County or a participating City Party to conduct outreach and make referrals to the Facility, before admission can occur.
b) Resident Movement. Residents may leave the premises for activities that support their housing stability and personal well -being, including but not limited to healthcare appointments, employment opportunities, educational programs, family reunification efforts, faith -related activities, and other case plan objectives, subject to coordination with Facility staff and available transportation arrangements. For school -age children at the Facility, the Facility Operator shall coordinate with the appropriate local education agency, in accordance with the federal McKinney -Vento Homeless Assistance Act, to ensure safe and reliable transportation to and from school and related educational activities.
c) Discharge and Transport. When a resident is discharged for non - compliance with facility requirements or voluntarily chooses to leave, the 424
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Facility Operator shall coordinate an alternative housing placement if possible. If not available, the Facility Operator will arrange transportation back to the city of origin. Discharges of residents who are deemed violent or otherwise dangerous shall be coordinated with appropriate agencies including law enforcement, behavioral health services, and/or probation or parole officers as necessary for public safety.
d) Resident Agreement. Prior to admission, all residents must acknowledge and agree in writing to Facility requirements and applicable provisions of the Operations Plan.
e) Plan Modifications. The operational provisions required by this section may not be modified or deleted without advance written approval of all Parties. Notwithstanding the foregoing, the “No Walk-In / No Walk-Out” requirement described in Section VI.F.2(a) and the “Return to City of Origin” provision described in Section VI.F.2(c) are mandatory and shall not be amended, modified, or eliminated under any circumstances.

G. Referral Policies and Protocols. Each Party agrees to develop comprehensive policies and protocols for referral of unhoused persons for their respective jurisdiction to the Facility. Policies and protocols developed by the City Parties shall comply with referral standards established by the County, the Continuum of Care’s Coordinated Entry System (CES) and may be subject to review and approval by the Operations Committee.

1. Bed Reservation System . A bed reservation system shall be established and maintained to coordinate Facility capacity and ensure efficient placement of referred individuals and families. Referring entities must secure a bed reservation through the CES prior to transportation to the Facility. Access to the bed reservation system may also be granted to prior identified entities, as approved by the County and the Operations Committee, for the purpose of coordinating referrals and monitoring placement activity. Bed reservations shall be valid for a period not to exceed twenty-four (24) hours from the time of confirmation.

2. Transportation Responsibility . Transportation to the Facility shall be coordinated by the referring entity (which may include an approved outreach entity). The referring entity shall also coordinate arrival times with Facility staff and shall ensure timely delivery of referred persons within the bed reservation timeframe.

3. Waivers and Documentation. Waivers releasing and absolving the Parties of any and all liabilities shall be provided prior to admission to the Facility.

VII. RESPONSIBILITIES OF THE CITY PARTIES
A. The City Parties agree to a pro rata share of costs related to Facility management as detailed in Sections VII.C and VII.D.

B. Bed Allocation Based on Investment Level. Emergency bed allocations per investment level are as follows:

1. Two Hundred Thousand Dollars ($200,000.00): five (5) beds 425
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2. Two Hundred Fifty Thousand Dollars ($250,000.00): seven (7) beds

3. Three Hundred Thousand Dollars ($300,000.00) and above: ten (10) beds

4. The balance of general beds shall be equally allocated to the County and City of Fontana. The County beds will be utilized via referrals from County departments.

5. Investments below Two Hundred Thousand Dollars ($200,000) will not receive a bed allocation and will have access to unused beds if available.

6. Additional bed capacity may be purchased by City Parties at a rate of one hundred twenty-five dollars ($125.00) per bed, per night. Charges will be invoiced monthly by the Facility Operator and must be paid in full within thirty (30) days of receipt.

C. The contributions of the City Parties for the first year of the operation of the Facility, payable to the County on or before the Effective Date, shall total Three Million Dollars ($3,000,000.00) and shall be allocated among the City Parties on the basis g enerally of the size and population of each City Party and the estimated unhoused population within each jurisdiction for the year prior to the Effective Date. The prorated payment allocations for the initial operational year shall be as follows:

1. Chino: Two Hundred Thousand Dollars ($200,000.00)

2. Chino Hills: Two Hundred Thousand Dollars ($200,000.00)

3. Fontana: One Million Dollars ($1,000,000.00)

4. Montclair: Two Hundred Fifty Thousand Dollars ($250,000.00)

5. Ontario: Two Hundred Fifty Thousand Dollars ($250,000.00) annually for the first three (3) operational years

6. Rancho Cucamonga: Three Hundred Thousand Dollars ($300,000.00)

7. Rialto: Two Hundred Fifty Thousand Dollars ($250,000.00)

8. Upland: Two Hundred Fifty Thousand Dollars ($250,000.00)

9. County: Four Hundred Seventy-Five Thousand Dollars ($475,000.00) D. For the City of Ontario, this contribution shall be fixed at $250,000 per year for the first three (3) years of Facility operations. After the conclusion of the third year, Ontario shall have no further obligation to provide funding and shall not be entitled to refer or utilize the Facility thereafter, unless Ontario elects to extend the Agreement beyond three (3) years in accordance with Section III.A.

E. Prior to payment, City Parties shall identify the source of funds for payment to ensure the eligible use.

F. Thereafter, the contributions of the City Parties, payable to the County prior to each fiscal year in semi-annual amounts or an annual lump sum payment at the election of each City Party shall be adjusted in July of each fiscal year for the duration of this MOU by the value of the immediately preceding January Consumer Price Index for All Urban Consumers for Riverside-San Bernardino-Ontario, not to exceed five percent (5%) annually. Following 426
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the second (2nd) year of the operation of the Facility, the annual prorated payment allocations of each City Party for subsequent fiscal years shall be adjusted in accordance with the information provided by the most recent Point-in-Time Count, provided that the total annual contributions of all City Parties shall not be less than Three Million Dollars ($3,000,000.00) per year. Agreed upon adjustments, if any, shall be based on good faith negotiations and written agreements between the Parties after review and audit of the actual usage by each Party and the actual cost of operation of the facility for the prior two- year period.

For purposes of this section, a “fiscal year” means the twelve -month period beginning July 1 and ending June 30 of the following year.

G. An annual evaluation of City Party cost allocations shall include a review of grant funds obtained for the Facility during the prior two -year period, and adjustments to City Party contributions shall reflect the impact of such grant funds. The annual evaluation shall also include a utilization review of Facility services by each City Party, and adjustments to contributions may be considered in light of actual usage levels.

H. In the event that the County secures state, federal, or private grant funding that reduces the net operating costs of the Facility, the Parties agree that the annual prorated payment allocations of the City Parties shall be reanalyzed in good faith and adj usted downward to reflect the reduced costs. Any such adjustments shall be applied proportionally based on each City Party’s contribution level, unless otherwise agreed to in writing by all Parties.

I. Except as otherwise expressly provided in this MOU, t he responsibilities of the City Parties, and each of them, shall be limited to the foregoing monetary contributions. The City Parties shall not be responsible for any of the costs and expenses associated with the establishment, management and operation of the Facility and the provision of services at the Facility in excess of the annual contribution amounts set forth in this Section VII.

In addition, none of the City Parties shall be responsible for the provision of any services at the Facility.

VIII. PRINCIPAL REPRESENTATIVES AND NOTICE
A. City Manager or his/her designee is designated as the principal representative of the City of Chino for purposes of communicating with said city on any matter associated with the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

B. City Manager or his/her designee is designated as the principal representative of the City of Chino Hills for purposes of communicating with said city on any matter associated with the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

C. City Manager or his/her designee is designated as the principal representative of the City of Fontana for purposes of communicating with said city on any matter associated with the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

D. City Manager or his/her designee is designated as the principal representative of the City of Montclair for purposes of communicating with said city on any matter associated with 427
PAGE 15 OF 26
the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

E. City Manager or his/her designee is designated as the principal representative of the City of Ontario for purposes of communicating with said city on any matter associated with the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

F. City Manager or his/her designee is designated as the principal representative of the City of Rancho Cucamonga for purposes of communicating with said city on any matter associated with the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

G. City Manager or his/her designee is designated as the principal representative of the City of Rialto for purposes of communicating with said city on any matter associated with the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

H. City Manager or his/her designee is designated as the principal representative of the City of Upland for purposes of communicating with said city on any matter associated with the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

I. Chief Executive Officer (CEO) or his/her designee is designated as the principal representative of the County for purposes of communicating with the County on any matter associated with the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties or any of them, in connection with this MOU.

J. Any Party may designate another individual as its principal representative by giving written notice of such designation to the other Parties.

K. Notice. All written notices shall also be sent to the City Clerk of the respective City Party or the Clerk of the Board of Supervisor s for the County. Notice shall be deemed communicated two (2) County working days from the date of mailing.

IX. MISCELLANEOUS
A. Compliance with Laws. The Parties agree to be bound by all applicable, federal, state, and local laws, ordinances, regulations, and directives as they pertain to the performance of this MOU.

B. Governing Law. This MOU has been negotiated and executed in the State of California, and its validity and any of its terms or provisions, as well as the rights and duties of the Parties under the MOU, shall be governed by and construed under the laws of the State of California. This MOU is intended by each Party hereto to be deemed and construed to have been jointly prepared by the Parties, and the Parties hereby expressly agree that any uncertainty or ambiguity existing herein shall not be interpreted against any of them.

C. Entire Agreement . This MOU supersedes any and all prior or contemporary agreements, either oral or written, between the Parties or any of them with respect to the subject matter of this MOU. This MOU contains all of the covenants and agreements 428
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between the Parties with respect to the subject matter of this MOU, and each Party hereto acknowledges that no representations, inducements, promises or agreements have been made by or on behalf of any Party, except those covenants and agreements in this MOU.

D. Amendment. No agreement, statement or promise with respect to the subject matter of this MOU which is not contained in this MOU shall not be valid or binding on any Party without a valid modification or amendment to this MOU in accordance with the approval of the governing bodies of each Party and pursuant to a written instrument signed by all Parties.

E. Cooperation of the Parties . The Parties shall cooperate fully in the execution of any other documents and the performance of any other actions required to effectuate and implement this MOU and its terms and intent.

F. Venue. In the event of any legal action , suit or proceeding to enforce or interpret this MOU, the sole and exclusive venue shall be a court of competent jurisdiction located in San Bernardino County , California, and the Parties agree to and hereby submit to the jurisdiction of such court, notwithstanding California Code of Civil Procedure section 394.

Furthermore, the Parties specifically agree to waive any and all rights to request that an action be transferred for trial to another county.

G. Assignment. This MOU shall not be assigned by any Party without the prior written consent of all other Parties.

H. Relationship of the Parties. Nothing herein is intended or shall be construed as creating the relationship of employer and employee, or principal and agent, between any Party, or any Party’s employees or agents. Each Party shall retain all authority for the rendition of services, standards of performance, control of personnel, and other matters incident to the performance of services pursuant to this MOU.

I. Severability. If any one or more of the sentences, clauses, paragraphs, or sections contained herein is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this MOU and shall not affect, impair or invalidate any of the remaining provisions contained herein.

J. Informal Dispute Resolution. In the event the County determines that service is unsatisfactory, or in the event of any other dispute, claim, question or disagreement arising from or relating to this Contract or breach thereof, the parties hereto shall use their best efforts to settle the dispute, claim, question or disagreement. To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties.

K. Attorneys’ Fees and Costs. If any legal action is instituted to enforce any party’s rights hereunder, each party shall bear its own costs and attorney’s fees, regardless of who is the prevailing party. This paragraph shall not apply to those costs and attorney’s fees directly arising from a third-party legal action against a party hereto and payable under Indemnification and Insurance Requirements.

L. Review by Attorneys. Each Party hereto has had its attorney(s) review this MOU. Each Party hereto has consulted with its attorney(s) and has negotiated the terms of this MOU based on such consultation.
429
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M. Authorization of Persons Executing MOU . Each of the Parties to this MOU hereby represent that all necessary and appropriate actions of their governing bodies have been taken to make this MOU a binding obligation of the Parties hereto. The persons executing this MOU warrant that they are duly authorized to execute this MOU on behalf of and bind the Parties each purports to represent.

N. Time is of the Essence . Time is of the essence in the performance of the obligations under this MOU.

O. Counterpart Execution. This MOU may be executed in counterparts. Said counterparts shall together constitute one and the same MOU. This MOU shall have the same force and effect as if the original had been signed by all Parties.

430
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

SAN BERNARDINO COUNTY

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 of Supervisors
of the San Bernardino County

By
Deputy

431
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF CHINO

By:

(Authorized signature - sign in blue ink)
Name:
(Print or type name of person signing contract)

Title:

Dated:
(Print or Type)

Address: 13220 Central Avenue

Chino, CA 91710
Approved as to form:
(City Attorney)

432
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF CHINO HILLS

By:

(Authorized signature - sign in blue ink)
Name:
(Print or type name of person signing contract)

Title:

Dated:
(Print or Type)

Address: 14000 City Center Drive

Chino Hills, CA 91709
Approved as to form:
(City Attorney)

433
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF FONTANA

By:

(Authorized signature - sign in blue ink)
Name:
(Print or type name of person signing contract)

Title:

Dated:
(Print or Type)

Address: 8353 Sierra Avenue

Fontana, CA 92335
Approved as to form:
(City Attorney)

434
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF MONTCLAIR

By:

(Authorized signature – sign in blue ink)
Name:
(Print or type name of person signing contract)

Title:

Dated:
(Print or Type)

Address: 5111 Benito Street

Montclair, CA 91763
Approved as to form:
(City Attorney)

435
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF ONTARIO

By:

(Authorized signature – sign in blue ink)
Name:
(Print or type name of person signing contract)

Title:

Dated:
(Print or Type)

Address: 303 E B Street

Ontario, CA 91764
Approved as to form:
(City Attorney)

436
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF RANCHO CUCAMONGA

By:

(Authorized signature - sign in blue ink)
Name:
(Print or type name of person signing contract)

Title:

Dated:
(Print or Type)

Address: 10500 Civic Center Drive

Rancho Cucamonga, CA 91730
Approved as to form:
(City Attorney)

437
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF RIALTO

By:

(Authorized signature – sign in blue ink)
Name:
(Print or type name of person signing contract)

Title:

Dated:
(Print or Type)

Address: 150 S Palm Avenue

Rialto, CA 92376
Approved as to form:
(City Attorney)

438
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IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF UPLAND

By:

(Authorized signature - sign in blue ink)
Name:
(Print or type name of person signing contract)

Title:

Dated:
(Print or Type)

Address: 460 N Euclid Avenue

Upland, CA 91786
Approved as to form:
(City Attorney)

439

MEMORANDUM

CITY OF CHINO

FINANCE DEPARTMENT

CITY COUNCIL MEETING DATE: NOVEMBER 18, 2025

TO: LINDA REICH, CITY MANAGER
FROM: KIM SAO, DIRECTOR OF FINANCE

SUBJECT
..titl e
Issuance of Bonds for Community Facilities District 2003-3 Improvement Area 11. ..end

RECOMMENDATION
..recommendation
Adopt Resolution No. 2025-081 of the City Council of the City of Chino, acting as the legislative body for Community Facilities District No. 2003 -3 of the City of Chino (the “District”), on behalf of Improvement Area No. 11 therein (“Improvement area No. 11”), 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”).
..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 Improvement Area No. 11, 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 proceeds of the District contingent upon the Bonds being 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

Revenue:

Expenditure:

Transfer In: Transfer Out:
440
CITY COUNCIL MEETING DATE: NOVEMBER 18, 2025
TITLE: ISSUANCE OF BONDS FOR COMMUNITY FACILITIES DISTRICT 2003 -3 IMPROVEMENT AREA 11.

PAGE: 2

BACKGROUND
After receiving a petition from TH The Preserve Chino LLC (“Trumark”) and TPG AG EHC Ill (CCS) CA 4, LP (“Century” and, together with Trumark, the “Merchant Builders”) , the City Council initiated proceedings to form Improvement Area No. 11 on October 1, 2024 with the adoption of Resolution Nos. 2024-049 and 2024-050 (the “Resolutions of Intention”). The Resolutions of Intention called for a public hearing on the formation of Improvement Area No. 11 on November 5, 2024 . Following the noticed public hearing, the City Council formed Improvement Area No. 11 with the adoption of Resolution Nos. 2024-054 and 2024-055 and held an election on November 5, 2024 , at which election the Merchant Builders, the qualified electors within Improvement Area No. 11, approved the establishment of Improvement Area No. 11, the Rate and Method of Apportionment for Improvement Area No. 11 , and the issuance of Bonds by the District in an amount not to exceed $15,000,000. On November 19, 2024, the City Council approved Ordinance No. 2024-012, which authorizes the levy of the special taxes within Improvement Area No. 11 in accordance with the Mello-Roos Act and the formation proceedings for Improvement Area No. 11 that secure the payment of principal and interest with respect to the Bonds.

The property within Improvement Area No. 11 is part of the City’s Preserve Specific Plan (the “Specific Plan”), adopted on March 25, 2003 in conjunction with the City’s General Plan Amendment 2000-02, and as amended several times thereafter. Improvement Area No. 11 is comprised of approximately 21.31 gross acres (or approximately 15.71 net taxable acres) of land located at The Preserve at Chino near Pine Avenue in the City.

Improvement Area No. 11 contains two taxable residential communities, Legacy and Heritage, which consist of detached single-family residences within Zone 1 and Zone 2 of Improvement Area No. 11, respectively.

Zone 1 of Improvement Area No. 11 consists of the Heritage neighborhood being developed by Century that are planned for a total of 59 detached single-family residences. As of October 15, 2025, of the 59 detached single-family residences planned for the Heritage neighborhood, individual homeowners owned 19 single family residences and Century owned 18 completed single-family residences, 7 single-family residences under const ruction, and 15 lots. As of October 15, 2025, 2 of the 25 single family residences completed or under construction and owned by Century were in escrow.

Zone 2 of Improvement Area No. 11 consists of the Legacy neighborhood being developed by Trumark that are planned for a total of 55 detached single-family residences. As of October 15, 2025, of the 55 detached single-family residences planned for the Legacy neighborhood, individual homeowners owned 14 single -family residences and Trumark owned 8 completed single-family residences, 24 single-family residences under construction, and 9 lots. As of October 15, 2025, 14 of the 32 single-family residences completed or under construction and owned by Trumark were in escrow.

The Merchant Builders are now ready for the District to issue the Bonds pursuant to the terms of the Bond Documents to finance the infrastructure cost relating to the Project. (see attached map).

Chino Development Corporation, a California corporation, and Chino Preserve Development Corporation, a California corporation (collectively, the “Master Developer”) is the primary land developer within the Preserve, including within Improvement Area No. 11. The City and the Master Developer have entered into an Acquisition Agreement, dated as of Ma y 18, 2004 (the 441
CITY COUNCIL MEETING DATE: NOVEMBER 18, 2025
TITLE: ISSUANCE OF BONDS FOR COMMUNITY FACILITIES DISTRICT 2003 -3 IMPROVEMENT AREA 11.

PAGE: 3

“Acquisition Agreement”), which provides, among other things, the means by which the Master Developer will construct the Facilities to be acquired with the proceeds of the Bonds and other bonds issued by the District on behalf of the Improvement Areas therein.

The Facilities eligible to be financed with the proceeds of the Bonds consist of backbone infrastructure needed for new development, such as roadway, bridge, sewer, water, reclaimed water, dry utilities, storm drain, street and parkway landscaping, curb an d gutter, medians, median landscaping, traffic signals, entry signage, parks, trails, fire facilities, library facilities and public community facilities, and appurtenances and appurtenant work, and development impact fees that are used by the City to construct infrastructure.

The costs of the Facilities that are not reimbursed or paid with Bond proceeds may be reimbursed or paid with (i) any portion of Special Taxes levied to pay the costs of the acquisition or construction of the Facilities on a pay -as-you-go basis; provided that such levy does not cause an increase in the levy of Special Taxes on Approved Property or Undeveloped Property, as more particularly described in the Rate and Method of Apportionment, (ii) funds from the Surplus Taxes Fund created under the Acquisition Agreement, (iii) other bonds of the District, if and when issued.

Pursuant to the Acquisition Agreement, Special Taxes within Improvement Area No. 11 shall be levied on Developed Property at the Assigned Special Tax rates set for th in the Rate and Method of Apportionment until the Master Developer has been fully reimbursed for the costs of the Facilities, as more fully described in the Preliminary Official Statement.

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 the District on behalf of Improvement Area No. 11.

The estimated Cost of Issuance (COI) and Underwriter’s Discount for the propo sed $15 million Community Facilities District No. 2003 -3 Bonds total approximately $ 480,547.50 and are to be paid from bond proceeds contingent upon successful bond issuance. These costs reflect the standard services required to structure, market, and clos e the bonds and do not result in a financial obligation to the City should the bonds not close.

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

1. Resolution No. 2 025-081 of t he City Council of the City of Chino, acting as the legislative body of Community Facilities District No. 2003 -3 of the City of Chino, authorizing the preparation and distribution of a Preliminary Official Statement for the District, appointing a Fiscal Ag ent, and taking certain other actions in connection therewith;

442
CITY COUNCIL MEETING DATE: NOVEMBER 18, 2025
TITLE: ISSUANCE OF BONDS FOR COMMUNITY FACILITIES DISTRICT 2003 -3 IMPROVEMENT AREA 11.

PAGE: 4

2. The Preliminary Official Statement (P.O.S.) will serve as the District’s disclosure document, which summarizes the legal documents and discloses all material financial and demographic infor mation relating to Improvement Area No. 11 and the Bonds. 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 obliga tions and the Bondholder’s rights concerning the payment of the Bonds and the annual special tax levy and collection within Improvement Area No. 11;

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

5. Continuing Disclosure Agreement that will serve as the District’s obligation to provide certain annual data regarding Improvement Area No. 11 and its special tax levy and annual report, and to provide notice of certain events regarding Improvement Area No. 11 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 taxable property within Improvement Area No. 11.

7. Market Absorption study is intended to establish how long it will take for the homes within the District to be sold to individual property owners. This report is considered a prudent due diligence effort for the City and District and it will benefit the Underwriter when selling the Bonds to investors.

Copies of these documents are available for review in the Finance Department. It is anticipated the Bonds will be sold and closed by December 18.

Attachments: Resolution No. 2025-081
Preliminary Official Statement
Bond Purchase Agreement
Fiscal Agent Agreement

443
1 RESOLUTION NO. 2025-081

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,
AUTHORIZING THE ISSUANCE OF ITS IMPROVEMENT AREA NO. 11 2025 SPECIAL TAX BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $15,000,000 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 October 1 , 202 4, 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. 2024-049 (the “Resolution of Intent”) declaring its intention to annex s uch property into the District and establish Improvement Area No. 11 of the District (“Improvement Area No. 11”), and to approve a rate and method of apportionment of special taxes for Improvement Area No. 11; and
WHEREAS, on November 5 , 2024, after holdin g a noticed public hearing at which all persons desiring to be heard on the proposed formation of Improvement Area No. 11 and the levy of special taxes and issuance of bonds therein, the City adopted Resolution No. 2024-054 (the “Resolution of Formation”) forming Improvement Area No. 11, adopting the rate and method of apportionment for Improvement Area No. 11 , and submitting to the qualified electors within Improvement Area No. 11 propositions on incurring bonded indebtedness, the levy of a special tax, and an appropriations limit for Improvement Area No. 11, which were approved by more than two-thirds of the votes cast at the election held within Improvement Area No. 11 of the District on November 5, 2024; 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 $20,000,000 on behalf of Improvement Area No. 11; and
WHEREAS, the District expects to issue bonds in an aggregate principal amoun t not to exceed $15,000,000; and
WHEREAS, in order to effect the issuance of bonds in an aggregate principal amount not to exceed $15,000,000 to be designated as the “Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 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
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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 A greement 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 pr udent 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. 11; 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. 11 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. 11; 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. 11 Covering Tracts 20446 & 20446-1” (the “Appraisal”); and
WHEREAS, the Appraisal states that the appraised valu e of the Taxable Property within Improvement Area No. 11 is $98,287,011, which is not less than three times the sum of the maximum principal amount of the Bonds ( $15,000,000) 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, based on information as of October 16, 2025, 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 estimated at 4.9637% 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 $480,547.50.
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3 (c) Proceeds of the Bonds received by the District for the sale of the Bonds are equal to $12,793,550.64.
(d) The total payment amount calculated as provided in Section 5852.1(a)(1)(D) of the Code is estimated at $28,253,236.81.

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 $15,000,000 is hereby authorized; and the exact principal amount to be issued shall be determined by the officer signing the Bond Purchase Agreement in accordance w ith 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 December 1, 2025, (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 City (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 o r 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 and 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 purchase rs of the Bonds. Approval of such changes shall be conclusively 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 Bonds 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 this 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, with such additions thereto and changes therein as the officer executing it may 446
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4 approve, such approval to be conclusively evidenced by the execution and delivery of the Bond Purchase Agreement. Each of the Mayor, or his designee, and the City Manager, or his 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 alter 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 St atement, 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 m eaning of Rule 15c2-12 (except for the omission of certain final pricing, 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 or her designee, is authorized 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 ser vices and any other services deemed appropriate by the Director of Finance, or his designee. The Director of Finance, or his or her 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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5 PASSED AND ADOPTED by the City Council at a regular meeting held on the 18th day of November 2025.

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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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 18th day of November 2025, by the following votes:

AYES: COUNCIL MEMBERS

NOES: COUNCIL MEMBERS

ABSENT: COUNCIL MEMBERS

NATALIE GONZAGA, CITY CLERK

449
Stradling Yocca Carlson & Rauth
Draft dated November 5, 2025

4938-0636-0692v7/022141-0060
This Preliminary Official Statement and the information contained herein are subject to completion or amendment. These securities may not be sold, nor may offers to buy them be accepted, prior to the time the Official Statement is delivered in final form. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

PRELIMINARY OFFICIAL STATEMENT DATED __________, 2025
NEW ISSUE – BOOK ENTRY ONLY NO RATING
In the opinion of Stradling Yocca Carlson & Rauth LLP, Newport Beach, California (“Bond Counsel”), under existing statutes, r egulations, rulings and judicial decisions, and assuming the accuracy of certain representations and compliance with certain covenants and requirements d escribed herein, interest (and original issue discount) on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals. In the further opinion of Bond Counsel, interest (an d original issue discount) on the Bonds is exempt from State of California per sonal income tax. See “TAX MATTERS” with respect to tax consequences relating to the Bonds, including with respect to the alternative minimum tax imposed on certain large corporations. $14,485,000*
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY OF CHINO IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS
Dated: Date of Delivery Due: September 1, as shown on inside cover This cover page and the inside cover page contain certain information for general reference only. Such information is not a summary of this issue. Community Facilities District No. 2003-3 of the City of Chino (the “District”) has not and does not contemplate making an application to any rating agency for the assignment of a rating to the Bonds. Investors must read the entire Official S tatement, including the sections entitled “SPECIAL RISK FACTORS” and “NO RATING,” to obtain information essential to making an informed investment de cision with respect to the Bonds.

The Bonds are being issued in the aggregate principal amount of $14,485,000* by the District in order to (i) finance the acquisition or construction of certain public improvements to support development within Improvement Area No. 11 of the District (“Improvement Area No. 11”), (ii) fund the Reserve Account to the Reserve Requi rement, (iii) fund the interest coming due on the Bonds on March 1, 2026 and (iv) pay the costs related to the issuance of the Bonds. See “ESTIMATED SOURCES AND USES OF FUNDS,” “THE DISTRICT AND IMPROVEMENT AREA NO. 11,” and “PROPERTY OWNERSHIP AND THE DEVELOPMENT.” The Bonds are being issued pursuant to the Mello -Roos Community Facilities Act of 1982, as amended (Section 53311 et seq. of the California Government Code) (the “Act”), Resolution No. 2025-____, adopted on _____________, 2025 , by the City Co uncil (the “City Council”) of the City of Chino, California (the “City”), acting as the legislative body of the District, and a Fiscal Agent A greement, dated as of December 1, 2025 (the “Fiscal Agent Agreement”), by and between the District and The Bank of New York Mellon Trust Company, N.A., as fiscal agent (the “Fiscal Agent”). The Bonds will be delivered in fully registered form only and, when executed and delivere d, will be registered in the name of Cede & Co., as nominee of The Depository Trust Compan y, New York, New York (‘‘DTC’’). DTC will act as securities depository for the Bonds. Beneficial ownership interests in the Bonds may be purchased in book entry form only in the Author ized Denominations as described in this Official Statement. See Appendix G — “BOOK-ENTRY ONLY SYSTEM.” The Bonds are payable from the Net Special Taxes (as defined in the Fiscal Agent Agreement) generated by certain special taxe s to be levied on certain taxable property in Improvement Area No. 11 (the “Special Taxes”) in ac cordance with the Act and the Rate and Method of Apportionment, approved by the City Council on November 19, 2024 , pursuant to Ordinance No. 2024-012, in accordance with the Act.

Payment of the Special Taxes will be secured by a lien against certain taxab le property within Improvement Area No. 11. See “THE BONDS,” “SECURITY FOR THE BONDS — Pledge Under Fiscal Agent Agreement; Net Special Taxes” and “ — Rate and Method of Apportionment,” and Appendix C — “RATE AND METHOD OF APPORTIONMENT.”
The Bonds will be dated the date of their original issuance and delivery, will be available in denominations of $5,000 or integral multiples thereof (the “Authorized Denominations”), and will mature in the years and amounts as set forth in the table on the inside cover.

Interest on the Bonds is payable semi-annually on March 1 and September 1 of each year, commencing March 1, 2026. The principal of and any redemption premiums with respect to each Bond will be paid upon surrender of such Bond at the principal corporate off ice of the Fiscal Agent upon maturity or the earlier redemption thereof.

The Bonds are subject to redemption as described in this Official Statement. See “THE BONDS – Redemption Provisions.”

THE BONDS ARE SPECIAL, LIMITED OBLIGATIONS OF THE DISTRICT AND A RE PAYABLE FROM AND

SECURED BY A PLEDGE OF NET SPECIAL TAXES AND OF MONEYS ON DEPOSIT IN CERTAIN FUNDS AND ACCOUNTS ESTABLISHED UNDER THE FISCAL AGENT AGREEMENT. THE OBLIGATION OF THE DISTRICT TO MAKE PAYMENTS

WITH RESPECT TO THE BONDS DOES NOT CONSTITUTE AN OBLIGATION OF THE CITY OR THE DISTRICT FOR

WHICH THE CITY OR THE DISTRICT IS OBLIGATED TO LEVY OR PLEDGE ANY FORM OF TAXATION OR FOR WHICH

THE CITY OR THE DISTRICT HAS LEVIED OR PLEDGED ANY FORM OF TAXATION, OTHER THAN THE NET SPECIAL TAXES. THE BONDS ARE NOT A DEBT OF THE CITY, THE DISTRICT, OR THE STATE OF CALIFORNIA (THE “STATE”)

OR ANY OF ITS POLITICAL SUBDIVISIONS (OTHER THAN THE DISTRICT TO THE LIMITED EXTENT SET FORTH

HEREIN), AND NONE OF THE CITY, THE DISTRICT, OR THE STATE OR ANY OF ITS POLITI CAL SUBDIVISIONS IS

LIABLE WITH RESPECT TO THE BONDS (OTHER THAN THE DISTRICT TO THE LIMITED EXTENT SET FORTH HEREIN),

NOR IN ANY EVENT SHALL THE BONDS BE PAYABLE OUT OF ANY FUNDS OR PROPERTIES OTHER THAN THE NET

SPECIAL TAXES AND ASSETS PLEDGED THEREFOR U NDER THE FISCAL AGENT AGREEMENT, ALL AS MORE FULLY DESCRIBED HEREIN.

See Maturity Schedule on Inside Cover
The Bonds are offered when, as, and if issued by the District and accepted by the Underwriter, subject to the approval of leg ality by Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, Bond Counsel, and certain other conditions. Certain legal matters will be pa ssed upon for the District by Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, Bond Counsel, for the City and the D istrict by the City Attorney, and for the Underwriter by Best Best & Krieger LLP , Los Angeles, California. It is anticipated that the Bonds will be available in book entry form for delivery through the fa cilities of The Depository Trust Company, New York, New York, on or about December __, 2025. [RAYMOND JAMES LOGO]
Dated: December __, 2025

* Preliminary, subject to change.
.
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MATURITY SCHEDULE
$_________ Serial Bonds
Maturity
(September 1)
Principal
Amount Interest Rate Yield Price CUSIP † No.

$__________ Term Bonds
$_____ _____% Term Bonds Due September 1, 20__, Yield _____% Price ______ CUSIP † No. _________ $_____ _____% Term Bonds Due September 1, 20__, Yield _____% Price ______ CUSIP † No. _________ $_____ _____% Term Bonds Due September 1, 20__, Yield _____% Price ______ CUSIP † No. _________ $_____ _____% Term Bonds Due September 1, 20__, Yield _____% Price ______ CUSIP † No. _________

† CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by FactSet Research Systems Inc. Copyright© 202 5 CUSIP Global Services.

All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the District, the City, the Underwriter or their agents or counsel assume responsibility for the accuracy of such numbers.

451

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COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO

CITY COUNCIL
Eunice M. Ulloa, Mayor
Curtis Burton, Mayor Pro Tem
Karen Comstock, Councilmember
Curtis Burton, Councilmember
Christopher Flores, Councilmember
Marc Lucio, Councilmember
_______________________

CITY OFFICIALS AND STAFF
Dr. Linda Reich, City Manager
Terry Doyle, Director of Human Resources / Risk Management Hye Jin Lee, Director of Public Works
Kim Sao, Director of Finance / City Treasurer
Fred Galante, Aleshire & Wynder, LLP, City Attorney
Warren Morelion AICP, Director of Development Services
Kevin Mensen, Chief of Police
Natalie Gonzaga, City Clerk
Silvia Avalos, Director of Community Services, Parks and Recreation _______________________

PROFESSIONAL SERVICES
Bond and Disclosure Counsel
Stradling Yocca Carlson & Rauth LLP,
Newport Beach, California

Financial Advisor
Urban Futures, Inc.

Walnut Creek, California

Special Tax Consultant/Dissemination Agent
Webb Municipal Finance, LLC
Riverside, California

Appraiser
BTI Appraisal
Los Angeles, California
Fiscal Agent
The Bank of New York
Mellon Trust Company, N.A.

Los Angeles, California
Underwriter’s Counsel
Best Best & Krieger LLP
Los Angeles, California

452

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No dealer, broker, salesperson, or other person has been authorized by Raymond James & Associates, Inc. (the “Underwriter”), the City, or the District to give any information or to make any representations, other than those contained in this Official Statement, in connection with the offering of the Bonds described herein and, if given or made, such ot her information or representation must not be relied upon as having been authorized by the City, the District, or the Underwriter. This Official Statement does not constitute an offer to sell nor the solicitation of an offer to buy any securities other than those described on the cover page and inside cover page hereof, nor shall there be any offer to sell, solicitation of an offer to buy, or sale of the Bonds by any person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation, or sale.

While the City maintains an internet website for various purposes, the information provided on that website is not incorporated by reference as part of this Official Statement and none of the information on that website is intended t o assist investors in making any investment decision or to provide any continuing information with respect to the Bonds or any other bonds or obligations of the District.

This Official Statement is not to be construed as a contract with the purchasers or o wners of the Bonds. Statements contained in this Official Statement which involve estimates, forecasts or matters of opinion, whether or not expressly so described in this Official Statement, are intended solely as such and are not to be construed as repr esentations of fact. This Official Statement, including any supplement or amendment to this Official Statement, is intended to be deposited with the Electronic Municipal Market Access System of the Municipal Securities Rulemaking Board, which can be found at www.emma.msrb.org.

The information contained in this Official Statement (which includes the cover page, the inside cover page, and the appendices) has been obtained from the City and other sources that are believed to be reliable.

However, no representation is being made as to the accuracy or completeness of such information, and nothing contained in this Official Statement is, or shall be relied upon, as a promise or representation by the City, the District, or the Underwriter. This Official Statemen t is submitted in connection with the sale of the securities described in it and may not be reproduced or used, in whole or in part, for any other purposes. The information and expressions of opinion contained in this Official Statement are subject to cha nge without notice and neither the delivery of this Official Statement nor any sale made by means of it shall, under any circumstances, create any implication that there have not been changes in the affairs of the City, the District, or the major property owners in Improvement Area No. 11 since the date of this Official Statement.

The Underwriter has provided the following sentence for inclusion in this Official Statement. The Underwriter has reviewed the information in this Official Statement in accordanc e with, and as part of, its responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information.

This Official Statement is submitted in connection with the sale of the Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose.

THE BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, IN RELIANCE UPON AN EXEMPTION CONTAINED IN SUCH ACT. THE BONDS HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE.

IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT OR

EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE

BONDS OFFERED HEREBY AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE UNDERWRITER MAY OFFE R AND SELL THE BONDS

TO CERTAIN DEALERS, DEALER BANKS, AND BANKS ACTING AS AGENTS AT PRICES

LOWER THAN THE PUBLIC OFFERING PRICES STATED ON THE INSIDE COVER PAGE 453

4938-0636-0692v7/022141-0060

HEREOF AND SAID PUBLIC OFFERING PRICES MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITER.
454

TABLE OF CONTENTS
Page
i
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INTRODUCTION ................................................................................................................................................ 1 General .............................................................................................................................................................. 1 The District and Improvement Area No. 11 ..................................................................................................... 1 Authorization and Purpose of Bonds ................................................................................................................ 2 Parity Bonds for Refunding Purposes Only ...................................................................................................... 3 Security for the Bonds ...................................................................................................................................... 3 Continuing Disclosure ...................................................................................................................................... 4 Risk Factors ...................................................................................................................................................... 4 Forward-Looking Statements ........................................................................................................................... 5 Limited Obligations .......................................................................................................................................... 5 References Qualified ........................................................................................................................................ 5 Additional Information ..................................................................................................................................... 5 ESTIMATED SOURCES AND USES OF FUNDS ............................................................................................ 6 THE BONDS ........................................................................................................................................................ 6 General Provisions ............................................................................................................................................ 6 Redemption Provisions ..................................................................................................................................... 7 Debt Service for the Bonds ............................................................................................................................. 11 SECURITY FOR THE BONDS ......................................................................................................................... 11 Pledge Under Fiscal Agent Agreement; Net Special Taxes ........................................................................... 11 Rate and Method of Apportionment ............................................................................................................... 13 Reserve Account ............................................................................................................................................. 15 Covenant to Commence Superior Court Foreclosure for Delinquent Special Taxes ...................................... 17 Priority of Lien ............................................................................................................................................... 17 Parity Bonds for Refunding Purposes Only .................................................................................................... 17 THE DISTRICT AND IMPROVEMENT AREA NO. 11 ................................................................................. 17 General Information ........................................................................................................................................ 17 The District and Improvement Area No. 11 ................................................................................................... 18 Ownership of Property in Improvement Area No. 11 ..................................................................................... 18 Property Values; Appraised Value-to-Lien Ratio ........................................................................................... 18 Historical Assessed Valuation ........................................................................................................................ 22 Direct and Overlapping Debt .......................................................................................................................... 23 Projected Annual Tax Burden......................................................................................................................... 24 Delinquency History ....................................................................................................................................... 24 Top Taxpayers ................................................................................................................................................ 24 FACILITIES TO BE FINANCED WITH THE PROCEEDS OF THE BONDS ............................................... 25 Description of Facilities .................................................................................................................................. 25 Status of Facilities ........................................................................................................................................... 25 Acquisition Agreement ................................................................................................................................... 26 PROPERTY OWNERSHIP AND THE DEVELOPMENT ............................................................................... 26 The Master Developer .................................................................................................................................... 26 The Merchant Builders ................................................................................................................................... 26 The Development Plans .................................................................................................................................. 28 SPECIAL RISK FACTORS ............................................................................................................................... 33 Risks of Real Estate Secured Investments Generally ..................................................................................... 33 Special Taxes Are Not Personal Obligations .................................................................................................. 33 Bonds are Limited Obligations of the District ................................................................................................ 33 Concentration of Ownership ........................................................................................................................... 34 Failure to Develop Properties ......................................................................................................................... 34 Billing and Collection of Special Taxes; Foreclosure .................................................................................... 35 Payment of Special Taxes by Public Entities ................................................................................................. 36 Depletion of Reserve Account ........................................................................................................................ 36 455

TABLE OF CONTENTS
(Continued)
Page

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Land Values, the Appraisal, and Appraised Value-to-Lien Ratio .................................................................. 37 FDIC/Federal Government Interests in Properties.......................................................................................... 37 Bankruptcy and Foreclosure ........................................................................................................................... 38 Direct and Overlapping Indebtedness ............................................................................................................. 39 Constitutional Limitations on Taxation and Appropriations .......................................................................... 40 Future Initiatives; Initiative 1935 ................................................................................................................... 43 Hazardous Substances .................................................................................................................................... 43 Fire Hazards .................................................................................................................................................... 44 Seismic Hazards.............................................................................................................................................. 44 Flood Hazards ................................................................................................................................................. 44 Judicial Delays ................................................................................................................................................ 44 Limited Secondary Market ............................................................................................................................. 44 Loss of Tax Exemption ................................................................................................................................... 45 No Acceleration .............................................................................................................................................. 45 Potential Early Redemption of Bonds from Special Tax Prepayments .......................................................... 45 Private Indebtedness ....................................................................................................................................... 45 Limitations on Remedies ................................................................................................................................ 45 IRS Audit of Tax-Exempt Bond Issues .......................................................................................................... 46 Parity Taxes and Special Assessments ........................................................................................................... 46 Disclosures to Future Purchasers .................................................................................................................... 46 Special Tax Delinquencies.............................................................................................................................. 47 Economic, Political, Social, and Environmental Conditions .......................................................................... 47 Cybersecurity .................................................................................................................................................. 47 TAX MATTERS................................................................................................................................................. 48 CERTAIN LEGAL MATTERS ......................................................................................................................... 49 ABSENCE OF LITIGATION ............................................................................................................................ 49 NO RATING ...................................................................................................................................................... 49 UNDERWRITING ............................................................................................................................................. 50 PROFESSIONAL FEES ..................................................................................................................................... 50 CONTINUING DISCLOSURE .......................................................................................................................... 50 The District ..................................................................................................................................................... 50 Trumark .......................................................................................................................................................... 50 Century ........................................................................................................................................................... 51 MISCELLANEOUS ........................................................................................................................................... 51

APPENDIX A SUMMARY OF FISCAL AGENT AGREEMENT .......................................................... A-1 APPENDIX B FORM OF BOND COUNSEL OPINION ......................................................................... B-1 APPENDIX C RATE AND METHOD OF APPORTIONMENT ............................................................. C-1 APPENDIX D APPRAISAL ...................................................................................................................... D-1

APPENDIX E GENERAL AND ECONOMIC INFORMATION REGARDING THE CITY OF CHINO AND THE COUNTY OF SAN BERNARDINO ................................................. E-1 APPENDIX F FORM OF DISTRICT CONTINUING DISCLOSURE AGREEMENT ...........................F-1 APPENDIX G BOOK-ENTRY ONLY SYSTEM ..................................................................................... G-1 APPENDIX H BOUNDARY MAP OF COMMUNITY FACILITIES DISTRICT NO. 2003-3 .............. H-1

APPENDIX I FORM OF MERCHANT BUILDER CONTINUING DISCLOSURE CERTIFICATE ................................................................................................................... I-1 456

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OFFICIAL STATEMENT
$14,485,000*
COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO
IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS

INTRODUCTION
This introduction contains only a brief summary of certain of the terms of the Bonds (as defined herein) being offered. A full review should be made of the entire Official Statement, including the cover page, the inside cover page, and the appendices. All statements contained in this introduction are qua lified in their entirety by reference to the entire Official Statement. References to and summaries of provisions of the laws of the State of California (the “State”) or any documents referred to herein do not purport to be complete and such references ar e qualified in their entirety by reference to the complete provisions thereof. Capitalized terms used herein and not otherwise defined shall have the definitions ascribed to them in the Fiscal Agent Agreement (as defined herein), some of which definitions are set forth in Appendix A hereto.

General
This purpose of this Official Statement, which includes the cover page, the inside cover page, and the appendices hereto, is to provide information concerning the issuance by the Community Facilities District No. 2003-3 of the City of Chino (the “District”) of $14,485,000* aggregate principal amount of its Improvement Area No. 11 2025 Special Tax Bonds (the “Bonds”).

The District and Improvement Area No. 11
The District is comprised of approximately 788 gross acr es of land located in the City of Chino, California (the “City”), and is divided into ten improvement areas designated and defined as “Improvement Area No. 1,” “Improvement Area No. 2,” “Improvement Area No. 3,” “Improvement Area No. 4,” “Improvement Area No. 5,” “Improvement Area No. 6,” “Improvement Area No. 7,” “Improvement Area No. 8,” “Improvement Area No. 9 ,” “Improvement Area No. 10” and “Improvement Area No. 11 .” Improvement Area No. 11 is comprised of approximately 21.31 gross acres. Improvement Area No. 1, Improvement Area No. 2, Improvement Area No. 3, Improvement Area No. 4, Improvement Area No. 5, Improvement Area No. 6, Improvement Area No. 7, Improvement Area No. 8, Improvement Area No. 9 , Improvement Area No. 10 and Improvement Area No. 11 are collectively referred to herein as the “Improvement Areas.” See Appendix H — “BOUNDARY MAP OF COMMUNITY FACILITIES DISTRICT NO. 2003-3.”
The Bonds are secured by Net Special Taxes (as defined herein) levied within the approximately

18.40 taxable acres in Improvement Area No. 11 only. Special taxes within any other Improvement Area of the District are not pledged or available for the repayment of the Bonds. See “SECURITY FOR THE BONDS.”
The property within the District, including Improvement Area No. 11, is part of the City’s Preserve Specific Plan (the “Specific Plan”), adopted on March 25, 2003 in conjunction with the City’s General Plan Amendment 2000-02, and as amended several times thereafter. The Preserve is an area of approximately 5,435 acres of former and existing farm and dairy property located south of Kimball Avenue, north of State Route 71, west of Hellman Avenue, and east of Euclid Avenue. The area was annexed to the City in July 2003.

* Preliminary, subject to change.
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Pursuant to the Specific Plan, approximately half of the area within the Preserve will consist of residential, commercial, industrial and airport-related development. The other half will remain as open space, for natural, recreational, and agricultural uses. The Specific Plan envisions development of resi dential neighborhoods focused on regional commercial centers. The development will be inter -connected with a multi-purpose open space feature, using a series of paseos and trails, and will be integrated with the Chino Airport. There will be a range of ho using types with equestrian estates, contemporary apartments and condominiums, and entry -level housing – all with a unique sense of place and identity.

Chino Development Corporation, a California corporation, and Chino Preserve Development Corporation, a C alifornia corporation (collectively, the “Master Developer”) is the primary land developer within the Preserve, including within Improvement Area No. 11. There are two taxable development zones (Zone 1 and Zone 2) within Improvement Area No. 11 planned to be improved with a total of 114 detached single family residences intended to be constructed or which have been constructed by Century Communities of California, LLC , a Delaware limited liability company (“Century”) and TH The Preserve Chino, L LC, a California limited liability company (“Trumark” and, together with Century, the “Merchant Builders”). See “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Merchant Builders — “Century,” “—and “— Trumark.”
Improvement Area No. 11 contains two taxable residential communities, Legacy and Heritage, which consist of detached single family residences within Zone 1 and Zone 2 of Improvement Area No. 11 , respectively. The term “lot” means the land planned for an individual single family residence.

Zone 1 of Improvement Area No. 11 consists of the Heritage neighborhood being developed by Century that are planned for a total of 59 detached single family residences. As of October 15, 2025, of the 59 detached single family residences planned for the Heritage neighborhood, individual homeowners owned 19 single family residences and Century owned 18 completed single family residences , 7 single family residences under construction, and 15 lots. As of October 15, 2025 , 2 of the 25 single family residences completed or under construction and owned by Century were in escrow.

Zone 2 of Improvement Area No. 11 consists of the Legacy neighborhood being developed by Trumark that are planned for a total of 55 detached single family residences. As of October 15, 2025, of the 55 detached single family residences planned for the Legacy neighborhood, individual homeowners owned 14 single family residences and Trumark owned 8 completed single family residences , 24 single family residences under construction, and 9 lots. As of October 15, 2025 , 14 of the 32 single family residences completed or under construction and owned by Trumark were in escrow.

In the aggregate, as of October 15, 2025, of the 114 detached single family residences planned within Improvement Area No. 11, individual homeowners owned 33 completed homes, Trumark owned 8 completed homes, 24 single family residences in various stages of construction and 9 lots, and Century owned 18 completed homes, 7 single family residences in various stages of constructi on and 15 lots. See “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Merchant Builders.” Authorization and Purpose of Bonds
The Bonds are authorized to be issued pursuant to the Act and are being issued pursuant to Resolution No. 2025-____, adopted on _____________, 2025, by the City Council, acting as the legislative body of the District (the “Authorizing Resolution”), and a Fiscal Agent Agreement, dated as of December 1, 2025 (the “Fiscal Agent Agreement”), by and between the District and The Bank of New Yor k Mellon Trust Company, N.A., as fiscal agent (the “Fiscal Agent”). The Bonds are secured by a pledge of Net Special Taxes (defined below) and all moneys deposited in the Special Tax Fund established by the Fiscal Agent Agreement.

The Bonds are not secure d by moneys on deposit in the Administrative Expense Fund, the Improvement Fund, the Rebate Fund, or the Surplus Taxes Fund established by the Fiscal Agent Agreement. 460

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The term “Net Special Taxes” is defined in the Fiscal Agent Agreement as Gross Special T axes minus the amount deposited in the Administrative Expense Fund pursuant to the Fiscal Agent Agreement. The term “Gross Special Taxes” consists of all Special Tax A (as defined in the Rate and Method of Apportionment (as defined below)) levied on taxable property in Improvement Area No. 11 (the “Special Taxes”) and received by the District, together with the proceeds collected from the sale of taxable property in Improvement Area No. 11 pursuant to the foreclosure provisions contained in the Fiscal Agen t Agreement for the delinquency of such Special Taxes after payment of administrative costs and attorney’s fees payable from such proceeds to the extent not previously paid from the Administrative Expense Fund.

The Special Taxes are levied pursuant to the Rate and Method of Apportionment for Community Facilities District No. 2003-3 of the City of Chino (Improvement Area No. 11 ) (the “Rate and Method of Apportionment”), adopted by the City Council on November 19, 2024 , pursuant to Ordinance No. 2024-012 (the “Ordinance”), in accordance with the Act. Webb Municipal Finance, LLC currently serves as special tax consultant (the “Special Tax Consultant”) and CFD Administrator (the “CFD Administrator”) with respect to the District and the levy of the Special Taxes . See “THE BONDS,” “SECURITY FOR THE BONDS — Pledge Under Fiscal Agent Agreement; Net Special Taxes” and “ — Rate and Method of Apportionment,” and Appendix C — “RATE AND METHOD OF APPORTIONMENT.”
The Bonds are being issued to provide moneys to (i) finance the acquisition or construction of certain public improvements to support development within Improvement Area No. 11 of the District (“Improvement Area No. 11”), (ii) fund the Reserve Account to the Reserve Requirement, (iii) fund the interest coming due on the Bonds on March 1, 2026 , and (iv) pay the costs related to the issuance of the Bonds. See “SECURITY FOR THE BONDS,” “ESTIMATED SOURCES AND USES OF FUNDS,” and “FACILITIES TO BE FINANCED WITH THE PROCEEDS OF THE BONDS.”
Parity Bonds for Refunding Purposes Only
Additional bonds secured on a parity with the Bonds (“Parity Bonds”) may be issued in the future if certain conditions are met only to refund outstanding Bonds or Parity Bonds. See “SECURITY FOR THE BONDS —Parity Bonds for Refunding Purposes Only.”
Security for the Bonds
The Special Taxes . The Bonds, the interest thereon, and any amounts required to replenish the balance in the Reserve Account of the Special Tax Fund (the “Special Tax Fund”) to the Reserve Requirement (as defined herein) are payable from Net Special Taxes, which constitute a portion of the Special Taxes that will be levied annually and collected within Improvement Area No. 11, and moneys, including portions of the interest earned thereon, held in certain funds and accounts established under the Fiscal Agent Agreement. The Bonds are secured by a pledge of Net Special Taxes and all moneys deposited in the Special Tax Fund established by the Fiscal Agent Agreement. The Bonds are not secured by moneys on deposit in the Administrative Expense Fund, the Improvement Fund, the Rebate Fund, or the Surplus Taxes Fund established by the Fiscal Agent Agreement. The District has covenanted to comply with all requirements of the Act and the Fiscal Agent Agreement to assure the timely collection of the Special Taxes, including, without limitation, the enforcement of delinquent Special Taxes. See “SECURITY FOR THE BONDS — Covenant to Commence Superior Court Foreclosure for Delinquent Special Taxes.” Any funds received by the District, including, but not limited to, collections of Special Taxes upon the secured tax rolls and collections of delinquent Special Taxes and penalties thereon through foreclosure proceedings, or portions thereof, will be transmitted in a timely manner to the Fiscal Agent, without deduction, to be deposited into the Special Tax Fund in accordance with the terms of the Fiscal Agent Agreement.

In addition to the Special Taxes, Special Tax B (as defined in the Rate and Method of Apportionment) is being levied on Develope d Property (as defined in the Rate and Method of Apportionment) within Improvement Area No. 11 to pay for certain costs associated with services to be provided by the City. All of 461

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the taxable parcels in Improvement Area No. 11 classified as Developed Property under the Rate and Method of Apportionment will be subject to the levy of Special Tax B. Special Tax B does not constitute or comprise Special Taxes or Net Special Taxes and Special Tax B is not pledged to pay debt service on the Bonds. See “SECURITY FOR THE BONDS — Pledge Under Fiscal Agent Agreement; Net Special Taxes” and “— Rate and Method of Apportionment” and Appendix C — “RATE AND METHOD OF APPORTIONMENT.” Reserve Account. In order to further secure the payment of principal of and interest on the Bonds, the Reserve Account within the Special Tax Fund maintained by the Fiscal Agent has been established under the Fiscal Agent Agreement. The District is required to maintain an amount equal to the Reserve Requirement on deposit in the Reserve Acc ount so long as any Bonds remain outstanding. Moneys in the Reserve Account shall be used solely for the purpose of paying the principal of, including Sinking Fund Payments, and interest on the Bonds and any Parity Bonds when due in the event that the balance on deposit in the Interest Account or the Principal Account, as the case may be, is insufficient for such purpose and for the purpose of making any required transfer to the Rebate Fund pursuant to the Fiscal Agent Agreement upon written direction from the District or any required transfer to the Redemption Account for the purpose of redeeming Bonds. A portion of the proceeds of the Bonds will be deposited into the Reserve Account to increase the amount therein to an amount equal to the Reserve Require ment. See “SECURITY FOR THE BONDS —Reserve Account” for a discussion of the Reserve Account and the Reserve Requirement.

Covenant to Commence Superior Court Foreclosure . The District has covenanted with and for the benefit of the registered owners of the Bonds (the “Owners” or “Bond Owners”) that, under certain conditions, it will order and cause to be commenced, and thereafter diligently prosecute to judgment (unless such delinquency is theretofore brought current), an action in the superior court to fo reclose the lien of Special Taxes not paid when due, all as provided in the Fiscal Agent Agreement. See “SECURITY FOR THE BONDS — Covenant to Commence Superior Court Foreclosure for Delinquent Special Taxes.” Continuing Disclosure
The District will covena nt in a Continuing Disclosure Agreement, the form of which is set forth in Appendix F, for the benefit of the Owners, to provide an annual report (each, an “Annual Report”) containing certain financial information and operating data relating to the Distric t, the City, and the Bonds for each fiscal year and notices of enumerated events. The specific nature of the information to be contained in the Annual Reports or notices of enumerated events to be provided by or on behalf of the District and certain other terms of the District’s continuing disclosure obligations is contained in Appendix F — “FORM OF DISTRICT CONTINUING DISCLOSURE AGREEMENT.” See “CONTINUING DISCLOSURE.” Trumark and Century will also covenant in a Continuing Disclosure Certificate, the for m of which is set forth in Appendix I, for the benefit of the Owners, to provide semi -annual reports containing updates of certain development information in this Official Statement regarding the development of the property in Improvement Area No. 11 that it owns and notices of certain significant events. The specific nature of the information to be contained in the semi -annual reports or notices of significant events and certain other terms of Trumark’s and Century’s continuing disclosure obligations are contained in Appendix I — “FORM OF MERCHANT BUILDER CONTINUING DISCLOSURE CERTIFICATE.” See “CONTINUING DISCLOSURE.”
Risk Factors
See the section of this Official Statement entitled “SPECIAL RISK FACTORS” for a discussion of certain risk factors that should be considered, in addition to the other matters set forth herein, in evaluating the investment quality of the Bonds generally.
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Forward-Looking Statements
Certain statements included or incorporated by reference in this Official Statement constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 27A of the Securities Act of 1933, as amended. Such s tatements are generally identifiable by the terminology used such as “plan,” “intend,” “expect,” “propose,” “estimate,” “project,” “budget,” “anticipate,” or other similar words. The achievement of certain results or other expectations contained in such f orward-looking statements involves known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements described to be materially different from any future results, performance, or achievements expressed or implied by such forward -looking statements. No updates or revisions to these forward-looking statements are expected to be issued if or when the expectations, events, conditions, or circumstances on which such statements are based change. The forwar d-looking statements in this Official Statement are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by such forward -looking statements. READERS ARE CAUTIONED NOT TO

PLACE UNDUE REL IANCE ON SUCH FORWARD -LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE HEREOF.

Limited Obligations

THE BONDS ARE SPECIAL, LIMITED OBLIGATIONS OF THE DISTRICT AND ARE

PAYABLE FROM AND SECURED BY A PLEDGE OF NET SPECIAL TAXES AND OF MONEYS

ON DEPOSIT IN C ERTAIN FUNDS AND ACCOUNTS ESTABLISHED UNDER THE FISCAL AGENT AGREEMENT. THE OBLIGATION OF THE DISTRICT TO MAKE PAYMENTS WITH

RESPECT TO THE BONDS DOES NOT CONSTITUTE AN OBLIGATION OF THE CITY OR THE

DISTRICT FOR WHICH THE CITY OR THE DISTRICT IS OBLIGATED TO LEVY OR PLEDGE

ANY FORM OF TAXATION OR FOR WHICH THE CITY OR THE DISTRICT HAS LEVIED OR PLEDGED ANY FORM OF TAXATION, OTHER THAN THE NET SPECIAL TAXES. THE BONDS

ARE NOT A DEBT OF THE CITY, THE DISTRICT, OR THE STATE OR ANY OF ITS POLITICAL

SUBDIVISIONS (OTHER THAN THE DISTRICT TO THE LIMITED EXTENT SET FORTH

HEREIN), AND NONE OF THE CITY, THE DISTRICT, OR THE STATE OR ANY OF ITS

POLITICAL SUBDIVISIONS IS LIABLE WITH RESPECT TO THE BONDS (OTHER THAN THE

DISTRICT TO THE LIMITED EXTENT SET FORTH HEREIN), NOR IN ANY EVENT SHALL

THE BONDS BE PAYABLE OUT OF ANY FUNDS OR PROPERTIES OTHER THAN THE NET

SPECIAL TAXES AND ASSETS PLEDGED THEREFOR UNDER THE FISCAL AGENT AGREEMENT.

References Qualified
This Official Statement contains brief descriptions of, among ot her things, the City, the District, the Master Developer, the Merchant Builders, the Bonds, the Fiscal Agent Agreement, and the Appraisal (as defined herein). Such descriptions do not purport to be comprehensive or definitive. All references in this Official Statement to any documents are qualified in their entirety by reference to such documents, and references to the Bonds are qualified in their entirety by reference to the form of the Bonds included in the Fiscal Agent Agreement. Copies of the forms o f the Fiscal Agent Agreement and other documents described in this Official Statement may be obtained from the Fiscal Agent or the District.

Additional Information
Additional information regarding this Official Statement, as well as copies of the Fiscal Ag ent Agreement and other documents described herein, may be obtained from the City. The City’s address for such purpose is: City of Chino, 13220 Central Avenue, Chino, California 91710, Attention: Director of Finance.

The Director of Finance’s telephone number is (909) 334-3262. 463

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ESTIMATED SOURCES AND USES OF FUNDS
The table below describes the estimated sources and uses of funds in connection with the sale of the Bonds.

TABLE 1
Estimated Sources and Uses of Funds
Sources of Funds:

Principal Amount of Bonds
Less: Underwriter’s Discount
[Less/Plus]: [Net Original Issue Discount/Premium]
Total
Uses of Funds:

Deposit to Reserve Account of the Special Tax Fund(1)
Deposit to Costs of Issuance Account of the Improvement Fund(2) Deposit to Interest Account of the Special Tax Fund(3)
Deposit to Facilities Account of the Improvement Fund
Total

(1) Equals the Reserve Requirement.
(2) To be used to pay, among other things, printing costs, filing and recording fees, fees and charges of the Fiscal Agent and expenses of its counsel, fees and expenses of the Special Tax Consultant, the CFD Administrator, the Municipal Advisor and the Appraiser, fees and charges of Bond Counsel and Disclosure Counsel, fees of Underwriter’s Counsel and other costs, charges, and fees in connection with the issuance of the Bonds. (3) Represents the interest on the Bonds capitalized through March 1, 2026.

THE BONDS
General Provisions
The Bonds are authorized to be issued pursuant to the Act and are be ing issued pursuant to the Authorizing Resolution and the Fiscal Agent Agreement. The Bonds will be issued in fully registered form without coupons and when issued will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, N ew York, New York (“DTC”). So long as Cede & Co. is the registered owner of the Bonds, references herein to the Owners or Bond Owners shall mean Cede & Co. and shall not mean the actual purchasers (the “Beneficial Owners”) of the Bonds. The District does not give any assurances that DTC, its Participants, or others will distribute payments with respect to the Bonds or notices concerning the Bonds to the Beneficial Owners thereof or that DTC will service and act in the manner described in this Official Statement. See Appendix G — “BOOK-ENTRY ONLY SYSTEM.” The Bonds will be issued in the aggregate principal amount set forth on the cover page hereof, in denominations of $5,000 each or any integral multiple thereof. Principal of the Bonds will be payable on September 1 in the years and in the principal amounts set forth on the inside cover page hereof. Interest on the Bonds will accrue from the date of original issuance of the Bonds at the rates per annum set forth on the inside cover page hereof (computed o n the basis of a 360 -day year consisting of twelve 30 -day months) and will be payable semiannually on March 1 and September 1, commencing March 1, 2026 (each, an “Interest Payment Date”). Each Bond shall bear interest from the Interest Payment Date next preceding the date of authentication thereof, unless (i) it is authenticated on an Interest Payment Date, in which event it shall bear interest from such date of authentication, (ii) it is authenticated prior to an Interest Payment Date and after the close of business on the Record Date (as defined below) preceding such Interest Payment Date, in which event it shall bear interest from such Interest Payment Date, or (iii) it is authenticated prior to the Record Date preceding the first Interest Payment Date, in which event it shall bear interest from the original date of delivery of the Bonds; provided, however, that if, at the time of authentication of any Bond, interest thereon is in default or overdue, 464

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such Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment thereon or, if no interest has been paid or made available for payment on that Bond, interest on that Bond shall be payable from its dated date. The term “Record Date” is defin ed in the Fiscal Agent Agreement as the fifteenth day of the month next preceding the month of the applicable Interest Payment Date, whether or not such day is a Business Day.

Interest on the Bonds will be payable by check of The Bank of New York Mellon Tr ust Company, N.A., Los Angeles, California, as Fiscal Agent, mailed to the Owner thereof at the address of such Owner as it appears on the Bond registration books maintained by the Fiscal Agent at the close of business on the applicable Record Date, or by wire transfer (i) to DTC (so long as the Bonds are in book -entry form pursuant to the terms of the Fiscal Agent Agreement), or (ii) to an account within the United States at the written request of any Owner of Bonds in the aggregate principal amount of $1, 000,000 or more. Principal of the Bonds and any redemption premium on the Bonds are payable upon presentation and surrender of the applicable Bonds at the principal corporate trust office of the Fiscal Agent in Los Angeles, California. While the Bonds are held in DTC book -entry form, all such payments will be made to Cede & Co. as the Owner of the Bonds for subsequent transmittal to the Beneficial Owners. See Appendix G — “BOOK-ENTRY ONLY SYSTEM.” The Bonds are payable from certain funds pledged under th e Fiscal Agent Agreement. Additional bonds secured on a parity with the Bonds may be issued under the Fiscal Agent Agreement only to refund outstanding Bonds and other Parity Bonds theretofore issued upon satisfaction of certain conditions precedent thereunder. See “SECURITY FOR THE BONDS —Parity Bonds for Refunding Purposes Only.” Redemption Provisions*
Optional Redemption. The Bonds may be redeemed, at the option of the District, from any source of funds, other than Prepayments of Special Taxes, on any date on or after September 1, 20__, in whole, or in part (in such amounts and maturities as may be designated by the District, with the particular Bonds of such maturities to be selected by the Fiscal Agent by lot), at a redemption price equal to the prin cipal amount of Bonds being redeemed, together with accrued interest to the date of redemption, without premium.

Special Mandatory Redemption from Prepayments of Special Taxes . The Bonds are subject to redemption as a whole, or in part on a pro rata basis among maturities, on any Interest Payment Date prior to maturity from the proceeds of the prepayment of Special Taxes deposited in the Redemption Account pursuant to this Fiscal Agent Agreement and amounts transferred from the Reserve Account in connectio n with such prepayment. Such extraordinary mandatory redemption of the Bonds shall be at the following redemption prices (expressed as percentages of the principal amount of the Bonds to be redeemed), together with accrued interest thereon to the date of redemption:

Redemption Dates Redemption Price
September 1, 20__ through March 1, 20__ 103%
September 1, 20__ and March 1, 20__ 102
September 1, 20__ and March 1, 20__ 101
September 1, 20__ and any Interest Payment Date thereafter 100

In the event that Bonds are redeemed as provided above, the District will give written notice to the Fiscal Agent of such redemption, the redemption date and the maturity dates of the Bonds to be redeemed.

The notice to the Fiscal Agent will be given at least 45 but n o more than 60 days prior to the redemption date, or by such later date as is acceptable to the Fiscal Agent, in its sole discretion.

* Preliminary, subject to change.
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Mandatory redemption of Bonds from Special Tax prepayments may result in the reduction in the otherwise expected yield on such bonds if the Bonds were purchased at a price greater than par. See “SPECIAL RISK FACTORS — Potential Early Redemption of Bonds from Special Tax Prepayments.” When a Special Tax prepayment is received and transferred to the Fiscal Agent, such payment shall be accompanied by a Certificate of an Authorized Representative stating the principal amount of the Bonds, and any Parity Bonds, respectively, to be redeemed from such prepayment.

Mandatory Sinking Payment Redemption. The Bonds maturing on September 1, 20__ will be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Principal Account, on September 1, 20__, and on each September 1 thereafter to maturity, in accordance with the schedule of Sinking Fund Payments set forth below. The Term Bonds so called for redemption will be selected by the Fiscal Agent by lot and will be redeemed at a redemption price for each redeemed Term Bond equal to the principal amount thereof, plus accrued interest to the redemp tion date, without premium, as follows:

Redemption Dates
(September 1) Sinking Payments

(maturity)

The Bonds maturing on September 1, 20__ will be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Principal Account, on September 1, 20__, and on each September 1 thereafter to maturity, in accordance with the schedule of Sinking Fund Payments set forth below. The Term Bonds so called for redemption will be selected by the Fiscal Agent by lot and will be redeemed at a redemption price for each redeemed Term Bond equal to the principal amount thereof, plus accrued interest to the redemption date, without premium, as follows:

Redemption Dates
(September 1) Sinking Payments

(maturity)

The Bonds maturing on September 1, 20__ will be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Principal Account, on September 1, 20__, and on each September 1 thereafter to maturity, in accordance with th e schedule of Sinking Fund Payments set forth below. The Term Bonds so called for redemption will be selected by the Fiscal Agent by lot and will be redeemed at a redemption price for each redeemed Term Bond equal to the principal amount thereof, plus accrued interest to the redemption date, without premium, as follows:

Redemption Dates
(September 1) Sinking Payments

(maturity)

The Bonds maturing on September 1, 20__ will be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Principal Account, on September 1, 20__, and on each September 1 thereafter to maturity, in accordance wit h the schedule of Sinking Fund Payments set forth below. The Term Bonds so called for redemption will be selected by the Fiscal Agent by lot and will be 466

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redeemed at a redemption price for each redeemed Term Bond equal to the principal amount thereof, plus accrued interest to the redemption date, without premium, as follows:

Redemption Dates
(September 1) Sinking Payments

(maturity)

The amounts in the foregoing tables will be reduced as a result of any prior partial optional or special mandatory redemption of the Bonds pursuant to the Fiscal Agent Agreement, as specified in writing by the District, pro rata, as nearly as practicable, among Sinking Fund Payments. See “— Optional Redemption” and “— Special Mandatory Redemption from Prepayments of Special Taxes” above.

Selection of Bonds for Partial Redemption . If less than all of the Bonds of a maturity are to be redeemed, the portion of any Bond or Parity Bond of a denomination of more than $5,000 to be redeemed will be in the principal amount of $5,000 or an integral multiple thereof. In selecting portions of such Bonds or Parity Bonds for redemption, the Fiscal Agent will treat such Bonds or Parity Bonds, as representing that number of Bonds or Parity Bonds of $5,000 denominations which is obtained by dividing the principal amount of such Bonds or Parity Bonds to be redeemed in part by $5,000, and such selection of Bonds for redempti on will be by lot. The Fiscal Agent will promptly notify the District in writing of the Bonds or Parity Bonds, or portions thereof, selected for redemption.

Notice of Redemption. So long as the Bonds are in book-entry form registered in the name of Cede & Co., as nominee for DTC, the Fiscal Agent will give any notice of redemption or any other notices required to be given to Owners only to DTC. Any failure of DTC to advise any Participant (as defined in Appendix G), or of any Participant to notify the ap plicable Beneficial Owner, of any such notice and its content or effect will not affect the validity of the redemption of the Bonds called for redemption or any other action premised on such notice. See Appendix G — “BOOK-ENTRY ONLY SYSTEM.” The Fiscal Ag ent shall give notice, in the name of the District, of the redemption of such Bonds or Parity Bonds. Such notice of redemption shall (a) specify the CUSIP numbers (if any), the numbers and the maturity date or dates of the Bonds or Parity Bonds selected for redemption, except that where all of the Bonds or an issue of Parity Bonds are subject to redemption, or all the Bonds or Parity Bonds of one maturity, are to be redeemed, the bond numbers of such issue need not be specified; (b) state the date fixed for redemption and surrender of the Bonds or Parity Bonds to be redeemed; (c) state the redemption price; (d) state the place or places where the Bonds or Parity Bonds are to be redeemed; (e) in the case of Bonds or Parity Bonds to be redeemed only in part, state the portion of such Bond or Parity Bond which is to be redeemed; (f) state the date of issue of the Bonds or Parity Bonds as originally issued; (g) state the rate of interest borne by each Bond being redeemed; and (h) state any other descriptive info rmation needed to identify accurately the Bonds or Parity Bonds being redeemed as shall be specified by the District. Such notice shall further state that on the date fixed for redemption, there shall become due and payable on each Bond, Parity Bond or po rtion thereof called for redemption, the principal thereof, together with any premium, and interest accrued to the redemption date, and that from and after such date, interest thereon shall cease to accrue and be payable.

At least 30 days but no more tha n 45 days prior to the redemption date, the Fiscal Agent shall mail a copy of such notice, by first class mail, postage prepaid, to the respective registered Owners thereof at their addresses appearing on the Bond Register, and to the original purchaser o f the Bonds or Parity Bonds, as applicable; provided, however, that, so long as the Bonds are registered in the name of the Depository or the Nominee, notice of redemption will be given in accordance with the procedures of the Depository. The actual receipt by the Owner of any Bond or Parity Bond or the original purchaser of any Bond of notice of such redemption shall not be a condition precedent to redemption, and neither the failure to receive nor any defect in 467

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such notice shall affect the validity of the proceedings for the redemption of such Bonds or Parity Bonds, or the cessation of interest on the redemption date. A certificate by the Fiscal Agent that notice of such redemption has been given as herein provided shall be conclusive as against all parties and the Owner shall not be entitled to show that he or she failed to receive notice of such redemption.

In addition to the foregoing notice, further notice shall be given by the Fiscal Agent as set out below, but no defect in said further notice nor any failure to give all or any portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as above prescribed.

Each further notice of redemption shall be sent at least two days before notice of redemption is mailed to the Bondowners pursuant to the first paragraph of this Section by registered or certified mail or overnight delivery service to the Depository and to any other registered securities depositories then in the business of holding s ubstantial amounts of obligations of types comprising the Bonds and Parity Bonds as shall be specified by the District to the Fiscal Agent and to each Nationally Recognized Municipal Securities Information Repository for purposes of S.E.C. Rule 15(c)2 -12 b y (i) first class mail, postage prepaid, or (ii) overnight delivery service.

With respect to any notice of optional redemption of Bonds, such notice may state that such redemption shall be conditional upon the receipt by the Fiscal Agent on or prior to the date fixed for such redemption of moneys sufficient to pay the principal of, premium, if any, and interest on such Bonds to be redeemed and that, if such moneys shall not have been so received, said notice shall be of no force and effect and the Fiscal Agent shall not be required to redeem such Bonds. In the event that such notice of redemption contains such a condition and such moneys are not so received, the redemption shall not be made, and the Fiscal Agent shall within a reasonable time thereafter giv e notice, in the manner in which the notice of redemption was given, that such moneys were not so received.

Upon the payment of the redemption price of any Bonds and Parity Bonds being redeemed, each check or other transfer of funds issued for such purpose shall to the extent practicable bear the CUSIP number identifying, by issue and maturity, the Bonds and Parity Bonds being redeemed with the proceeds of such check or other transfer.

Effect of Redemption. From and after the date fixed for redemption, if funds for the payment of the principal of and interest and premium, if any, on the Bonds so called for redemption shall be available for such purpose, such Bonds so called will cease to be entitled to any benefit under the Fiscal Agent Agreement other than the right to receive payment of the redemption price, and no interest will accrue thereon on or after the redemption date specified in such notice.

Purchase of Bonds in Lieu of Redemption . In lieu of any redemption under the Fiscal Agent Agreement, moneys in the Redemption Account of the Special Tax Fund (other than prepayments of Special Taxes, which shall be used to redeem Bonds as described above under the caption “ — Special Mandatory Redemption from Prepayments of Special Taxes”) may be used by the District to purchase Outstanding Bonds at public or private sale as and when and at such prices as the District may in its discretion determine but only at prices (including brokerage or other expenses) not more than par plus accrued interest, plus, in the c ase of moneys set aside for an optional redemption, the premium applicable at the next following call date according to the premium schedule established in the Fiscal Agent Agreement (which schedule is set forth above under the caption “ — Optional Redemption”). Any accrued interest payable upon the purchase of Bonds may be paid from the amount reserved in the Special Tax Fund for the payment of interest on the next following Interest Payment Date.
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Debt Service for the Bonds
The following is the annual debt service schedule for the Bonds (assuming no redemption prior to maturity except from mandatory sinking fund redemption).

Bond Year
Ending
September 1
Principal Due
on Bonds (1)
Interest Due
on Bonds
Total Debt Service
Due on Bonds (1)
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
2047
2048
2049
2050
2051
2052
2053
2054
2055
Total

(1) Includes Sinking Fund Payments.

Source: Underwriter.

SECURITY FOR THE BONDS
Pledge Under Fiscal Agent Agreement; Net Special Taxes
Pursuant to the Fiscal Agent Agreement, the Bonds are secured by a first pledge of all Net Special Taxes and all moneys on deposit in the Interest Account, the Principal Account, the Redemption Account, and the Reserve Account of the Special Tax Fund. None of the amounts in the Administrative Expense Fund, the Improvement Fund, the Surplus Taxes Fund, or the Rebate Fund are pledged to the repayment of the Bonds. 469

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In addition, none of the Facilities are in any way pledged to the repayment of the Bonds and are free and clear of any lien or obligation imposed under the Fiscal Agent Agreement.

The term “Net Special Taxes” is defined in the Fiscal Agent Agreement as Gross Special Taxes minus the amount deposited in the Administrative Expense Fund pursuant to the Fiscal Agent Agreement. The term “Gross Special Taxes” is defined in the Fiscal Agent Agreement as the a mount of all Special Taxes received by the District for Improvement Area No. 11, together with the proceeds collected from the sale of taxable property in Improvement Area No. 11 pursuant to the foreclosure provisions contained in the Fiscal Agent Agreement for the delinquency of such Special Taxes, after payment of administrative costs and attorney’s fees payable from such proceeds to the extent not previously paid from the Administrative Expense Fund. The term “Special Taxes” is defined in the Fiscal Age nt Agreement as Special Tax A (as defined in the Rate and Method of Apportionment) authorized to be levied by the District on property within Improvement Area No. 11 in accordance with the Ordinance, the Resolution of Formation, the Act, and the voter appr oval obtained at the November 5, 2024 election in Improvement Area No. 11. See Appendix C — “RATE AND METHOD OF APPORTIONMENT.”
The Improvement Areas are not cross -collateralized. Special taxes levied within any Improvement Area other than the Net Special Taxes levied within Improvement Area No. 11 are not pledged or available to pay debt service on the Bonds.

Additional bonds secured on a parity with the Bonds may be issued under the Fiscal Agent Agreement only to refund outstanding Bonds and any other P arity Bonds theretofore issued upon satisfaction of certain conditions precedent thereunder. See “—Parity Bonds for Refunding Purposes Only.” All Special Taxes received by the District shall be transferred to the Fiscal Agent when received by the District and will be deposited into the Special Tax Fund held and maintained by the Fiscal Agent; provided that any proceeds of Special Tax prepayments will be transferred by the District to the Fiscal Agent for deposit into the Redemption Account of the Special Tax Fund. It is expected that the Special Taxes levied by the City for and on behalf of the District will be collected for the City by the Treasurer -Tax Collector of the County of San Bernardino (the “County”) in the same manner and at the same time as ad valorem property taxes are collected by the County. Special Taxes may, however, be collected by direct billing by the District of the affected property owners. The District has covenanted in the Fiscal Agent Agreement to initiate judicial foreclosure proceedings in the event of the discovery of delinquent payments of Special Taxes, under certain circumstances as described in the Fiscal Agent Agreement. See “SECURITY FOR THE BONDS — Covenant to Commence Superior Court Foreclosure for Delinquent Special Taxes.” The Fiscal Agent is required under the Fiscal Agent Agreement to transfer the Special Taxes on deposit in the Special Tax Fund on the dates and in the amounts set forth in the Fiscal Agent Agreement in the following order of priority, to:
(1) the Adm inistrative Expense Fund from time to time amounts necessary to make timely payment of Administrative Expenses, and such amounts shall be disbursed, all as directed in a certificate of the City or the District;
(2) the Interest Account of the Special Tax Fund in the amount necessary to cause the balance on deposit therein to equal the interest coming due on the Bonds on the next succeeding Interest Payment Date; (3) the Principal Account of the Special Tax Fund in the amount necessary to cause the balance on deposit therein to be equal to the principal amount of the Bonds, and/or the Sinking Fund Payment payable on the next succeeding September 1;
(4) the Reserve Account of the Special Tax Fund in the amount, if any, necessary to cause the balance on deposit in the Reserve Account to equal the Reserve Requirement; 470

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(5) the Rebate Fund in the amounts required to be deposited therein pursuant to the Fiscal Agent Agreement; and
(6) the Surplus Taxes Fund any amount remaining after all of the foregoing deposits and transfers have been completed.

THE OBLIGATIONS OF THE DISTRICT UNDER THE FISCAL AGENT AGREEMENT AND

THE BONDS ARE SPECIAL, LIMITED OBLIGATIONS OF THE DISTRICT, PAYABLE SOLELY FROM

NET SPECIAL TAXES AND THE FUNDS PLEDGED THEREFOR UNDER THE FISCAL AGENT AGREEMENT. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY, THE

DISTRICT (EXCEPT TO THE LIMITED EXTENT DESCRIBED HEREIN), THE COUNTY, OR THE

STATE OR ANY POLITICAL SUBDIVISION OF THE STATE IS PLEDGED TO THE PAYMENT OF THE BONDS.

The Special Taxes will be levied against taxable property within Improvement Area No. 11; such Special Taxes do not constitute a personal indebtedness of any property owner in Improvement Area No. 11. There is no assurance that a property owner will be fi nancially able to pay the annual Special Taxes or that it will pay such Special Taxes even if financially able to do so. See “SPECIAL RISK FACTORS — Billing and Collection of Special Taxes; Foreclosure” and “ — Bankruptcy and Foreclosure.” Special taxes l evied in any improvement area of the District, other than Improvement Area No. 11 as described in this Official Statement, are not pledged or available to pay debt service on the Bonds.

Rate and Method of Apportionment
Pursuant to the Rate and Method of Ap portionment, the Special Tax (defined in the Rate and Method of Apportionment as “Special Tax A”) will be levied on Taxable Property (as defined in the Rate and Method of Apportionment) within Improvement Area No. 11, which Special Tax will be levied in su fficient amount to pay (i) the debt service and periodic costs on all outstanding Bonds due in the Calendar Year that commences in such Fiscal Year, (ii) Administrative Expenses attributable to Special Tax A, (iii) the costs associated with the release of funds from an escrow account, (iv) any amount required to establish or replenish any reserve funds established in association with the Bonds, and (v) the collection or accumulation of funds for the acquisition or construction of facilities or payment of fees authorized by the District by the levy on Developed Property of the Assigned Annual Special Tax A (as such terms are defined in the Rate and Method of Apportionment), as required by the Acquisition Agreement provided that the inclusion of such amount do es not cause an increase in the levy of Special Tax A on Approved Property or Undeveloped Property under the Rate and Method of Apportionment, less (vi) any amount available to pay debt service or other periodic costs on the Bonds pursuant to any applicabl e fiscal agent agreement, or trust agreement. See Appendix A — “SUMMARY OF FISCAL AGENT AGREEMENT — Definitions” for a description of the expenses that constitute “Administrative Expenses.” See also Appendix C — “RATE AND METHOD OF APPORTIONMENT.”
As shown in the Notice of Special Tax Lien for Improvement Area No. 11 of the District, recorded on November 19, 2024 as Instrument No. 2024-0277501 in the official records of the County, Improvement Area No. 11 is divided into two zones for purposes of as signing a Special Tax A rate, Zones 1 and 2. Zone 1 includes of Lots 1 through 59 of Tract 20446-1 and Zone 2 includes Lots 1 through 55 of Tract 20446.

The Rate and Method of Apportionment provides that the Maximum Special Tax A for an Assessor’s Parcel of Residential Property, Multifamily Residential Property or Non-Residential Property in any fiscal year shall be the greater of (i) the Assigned Annual Special Tax A or (ii) the Backup Annual Special Tax A for such Assessor’s Parcel. The Rate and Method of Apportionment provides that the Maximum Special Tax A for each Assessor’s Parcel classified as Approved Property, Undeveloped Property, or Provisional Undeveloped Property in any fiscal year shall be the Assigned Annual Special Tax A. Capitalized terms used in this 471

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paragraph and not otherwise defined have the meanings ascribed to them in the Rate and Method of Apportionment.

Assigned Annual Special Tax A for Developed Property. Pursuant to the Rate and Method of Apportionment, the Assigned Annual Special Tax A for Developed Property in Zones 1 and 2 of Improvement Area No. 11 will be calculated using the rates shown in the following Table 2.

TABLE 2
Assigned Special Taxes
Land Use Residential Floor Area
No. of
Units
Assigned Special
Tax A Per
Parcel/Acre(1)
Projected
Fiscal Year
2026-27
Special Tax
Per Parcel
Total
Projected
Fiscal Year
2026-27 Special
Tax Levy(2)
Percent of
Total
Zone 1
Residential Less than 2,800 sq. ft. 16 $ 8,710 $ 8,710 $ 139,360 14.16% Residential 2,800 sq. ft. to 3,000 sq. ft. 14 9,035 9,035 126,490 12.85 Residential 3,001 sq. ft. to 3,200 sq. ft. 0 9,360 0 0 0.00 Residential Greater than 3,200 sq. ft. 14 9,685 9,685 135,590 13.78 Approved N/A 15 80,952 4,968 74,520 7.57
Zone 2
Residential Less than 2,700 sq. ft. 6 $ 8,620 $ 8,620 $ 51,720 5.25% Residential 2,700 sq. ft. to 2,900 sq. ft. 0 8,900 0 0 0.00 Residential 2,901 sq. ft. to 3,100 sq. ft. 3 9,180 9,180 27,540 2.80 Residential 3,101 sq. ft. to 3,300 sq. ft. 0 9,460 0 0 0.00 Residential 3,301 sq. ft. to 3,500 sq. ft. 0 9,740 0 0 0.00 Residential 3,501 sq. ft. to 3,700 sq. ft. 16 10,020 10,020 160,320 16.29 Residential Greater than 3,700 sq. ft. 21 10,300 10,300 216,300 21.98 Approved N/A 9 75,283 5,823 52,410 5.32
114 $ 984,250 100.00%

(1) The Assigned Special Tax rate for Approved Property, per the Rate and Method of Apportionment, is per acre. (2) Includes the debt service requirement and the Fiscal Year 2026 -27 Administrative Expense requirement of $30,000. Per the Development Agreement, all parcels subject to the tax will be levied at the Assigned Special Tax Rate until all eligible facilities are financed.

Source: Webb Municipal Finance, LLC.
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Assigned Annual Special Tax A for Approved, Undeveloped, and Provisional Undeveloped Property. Pursuant to the Rate and Method of Apportionment, the Assigned Annual Special Tax A for Approved Property, Undeveloped Property, and Provisional Undeveloped Property will be calculated using the rates shown in the following Table 3.

TABLE 3
Assigned Annual Special Tax A Rates for
Approved Property, Undeveloped Property, and Provisional Undeveloped Property Zone Rate Minimum Taxable Acres
Zone 1 $80,952 per Acre 6.68
Zone 2 $75,283 per Acre 7.25

Source: Rate and Method of Apportionment.

Backup Annual Special Tax A . Pursuant to the Rate and Method of Apportionment, for Residential Property, at the time a final map is recorded, the City shall determine which Zone the final map area lies within and the Backup Annual Special Tax A for all Assessor’s Parcels classified or reasonably expected to be classified as Residential Property (as defined in the Rate and Method of Apportionment) within such final map area shall be deter mined by multiplying the Maximum Special Tax A rate for Undeveloped Property for the applicable Zone by the total acreage of Taxable Property (as defined in the Rate and Method of Apportionment) within such final map area, excluding the Provisional Undevel oped Property Acreage area, or Multifamily Residential Property and/or Non -Residential Property Acreage area, if any, and any acreage reasonably expected to be classified as Exempt Property (as defined in the Rate and Method of Apportionment), and dividing such amount by the total number of such Assessor’s Parcels of Residential Property reasonably expected to be constructed within such final map area. In no circumstance shall the total Acreage of Taxable Property in each Zone be less than the acreage set forth in Table 3 above.

If the final map area described in the preceding paragraph lies within more than one Zone, the Backup Special Tax for Parcels of Residential Property or Parcels expected to be classified as Residential Property shall be determined b y multiplying the Maximum Special Tax A rate for Undeveloped Property for the applicable Zone in which the majority of each Assessor Parcel lies by the total Acreage of each Assessor Parcel.

The Maximum Special Tax A permitted to be levied under the Rate a nd Method of Apportionment provides not less than 110% coverage over the principal and interest payments to be made with respect to the Bonds. Based on the development status within Improvement Area No. 11 as of October 15, 2025, the District expects to levy Special Taxes on 90 parcels classified as Developed Property at the Assigned Special Tax rates for Fiscal Year 2026 -27 and with an additional 24 parcels being levied as Approved Property . See “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Development Plans.” Pursuant to the Act, the Special Taxes levied in any fiscal year against any parcel of residential property in Improvement Area No. 11 of the District may not be increased as a consequence of delinquency or default by the owners of any other parcels within Improvement Area No. 11 of the District by more than 10% above the amount that would have been levied in that fiscal year had there never been any such delinquencies or defaults.

Reserve Account
Pursuant to the Fiscal Age nt Agreement, the Fiscal Agent has established and will maintain the Reserve Account of the Special Tax Fund for the Bonds at the Reserve Requirement. The term “Reserve Requirement” means, as of any date of calculation by the District, an amount equal to the least of (i) 10% of the initial principal amount of the Bonds and any Parity Bonds, (ii) Maximum Annual Debt Service on the then 473

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Outstanding Bonds and any Parity Bonds, or (iii) 125% of Average Annual Debt Service on the Outstanding Bonds and any Parit y Bonds. The term “Maximum Annual Debt Service” means, at any point in time, with respect to the Bonds and any Parity Bonds, then Outstanding, the greatest amount of Annual Debt Service on such bonds in the then current or any succeeding Bond Year prior t o the final maturity of such bonds. The term “Annual Debt Service” means, for any Bond Year, the sum of (i) the interest payable on all Outstanding Bonds or Parity Bonds, as applicable, in such Bond Year, assuming that all such bonds then Outstanding are retired as scheduled (including by reason of Sinking Fund Payment redemption in such Bond Year), and (ii) the principal amount of all Outstanding Bonds and Parity Bonds, as applicable, due in such Bond Year (including any Sinking Fund Payment redemptions due in such Bond Year).

Moneys in the Reserve Account will be used solely for the purpose of paying the principal of, including Sinking Fund Payments, and interest on the Bonds when due in the event that the balance on deposit in the Interest Account or th e Principal Account, as the case may be, is insufficient for such purpose and for the purpose of making any required transfer to the Rebate Fund pursuant to the Fiscal Agent Agreement upon written direction from the District, or any required transfer to th e Redemption Account as described below. If the amounts in the Interest Account or Principal Account, as the case may be, are insufficient to pay the principal of, including Sinking Fund Payments, or interest on the Bonds when due, or amounts in the Speci al Tax Fund are insufficient to make transfers to the Rebate Fund when required, the Fiscal Agent will withdraw from the Reserve Account for deposit in the Interest Account or the Principal Account, as the case may be, or the Rebate Fund, as applicable, mo neys necessary for such purposes. See Appendix A — “SUMMARY OF FISCAL AGENT AGREEMENT.”
Whenever moneys are withdrawn from the Reserve Account, after making the required transfers to the Interest Account, Principal Account, and Redemption Account of the Special Tax Fund as required pursuant to the Fiscal Agent Agreement, the Fiscal Agent will transfer to the Reserve Account from available moneys in the Special Tax Fund, or from any other legally available funds which the District elects to apply to such purpose, the amount needed to restore the amount of the Reserve Account to the Reserve Requirement. If amounts in the Special Tax Fund together with any other amounts transferred to replenish the Reserve Account are inadequate to restore the Reserve Account to the Reserve Requirement, then the District will include the amount necessary to fully restore the Reserve Account to the Reserve Requirement in the next annual Special Tax levy, subject to the Maximum Special Tax A rates which may be levied.

In connection with any optional redemption of Bonds, redemption of Bonds from prepayment of the Special Taxes, or a partial defeasance of Bonds in accordance with this Fiscal Agent Agreement, amounts in the Reserve Account may be applied to such redemption or partia l defeasance if so provided in a certificate of an authorized representative of the City or the District, so long as the amount on deposit in the Reserve Account following such optional redemption or partial defeasance equals the Reserve Requirement follow ing such optional redemption or partial defeasance.

To the extent that the amount on deposit in the Reserve Account as of the first day of the final Bond Year for the Bonds equals or exceeds Annual Debt Service for that Bond Year, amounts in the Reserve Account may be applied to pay the principal of and interest due on the Bonds in the final Bond Year, if so provided in a certificate of an authorized representative of the City or the District.

The Fiscal Agent will withdraw from the Reserve Account moneys in excess of the Reserve Requirement not transferred as described above one Business Day before each March 1 and September 1, and transfer such moneys to the Facilities Account of the Improvement Fund, unless prior to such date the Fiscal Agent is directe d in a certificate of an authorized representative of the City or the District to transfer such moneys to a different fund or account specified in such certificate. 474

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Covenant to Commence Superior Court Foreclosure for Delinquent Special Taxes Pursuant to Se ction 53356.1 of the Act, the District has covenanted with and for the benefit of the Owners that it will order, and cause to be commenced, on or before October 1 of the fiscal year immediately following the fiscal year in which a delinquency in the paymen t of a Special Tax occurs, and thereafter diligently prosecute to judgment (unless such delinquency is theretofore brought current), an action in the superior court to foreclose the lien of any Special Tax or installment thereof not paid when due; provided that the District need not commence or pursue such proceedings with respect to any property owned by a single property owner who is delinquent in the payment of Special Taxes in an amount less than $5,000 if both (i) the aggregate amount of such delinquen t Special Taxes does not exceed 5% of the total Special Taxes due and payable for the fiscal year in question and (ii) the balance on deposit in the Reserve Account of the Special Tax Fund is not less than the Reserve Requirement. Special Taxes collected as a result of a foreclosure proceeding shall be deposited in the Special Tax Fund and only inure to the benefit of the Owners of the Bonds in the manner provided in the Fiscal Agent Agreement. See “SPECIAL RISK FACTORS — Billing and Collection of Special Taxes; Foreclosure” and “— Bankruptcy and Foreclosure.” Priority of Lien
The lien of the Special Tax has priority over all private liens on the property within Improvement Area No. 11 whenever imposed. The lien of the Special Tax is co -equal to and indep endent of the lien for general property taxes, fixed lien special assessments, and any other special taxes, including, without limitation, special taxes created pursuant to the Act. The property in Improvement Area No. 11 is not currently subject to any fixed lien special assessments or special taxes levied pursuant to the Act (other than the Special Taxes and Special Tax B (as defined in the Rate and Method of Apportionment)). See “THE DISTRICT AND IMPROVEMENT AREA NO. 11 — Direct and Overlapping Debt.” Parity Bonds for Refunding Purposes Only
Subject to the limitations set forth in the Fiscal Agent Agreement, the District may at any time after the issuance and delivery of the Bonds, issue Parity Bonds payable from the Net Special Taxes and other amounts deposited in the Special Tax Fund and secured by a lien and charge upon such amounts equal to the lien and charge securing the Outstanding Bonds and any other Parity Bonds theretofore issued. Parity Bonds may be issued only to refund outstanding Bonds or Parity Bonds so long as such refunding results in a reduction of Annual Debt Service.

THE DISTRICT AND IMPROVEMENT AREA NO. 11
General Information
On July 20, 2004, the City Council formed the District pursuant to the Act and the Resolution of Formation for the purpose of financing the Facilities, as more specifically described herein, and designated Improvement Area Nos. 1, 2, 3, and 4 therein. Pursuant to a special election held on July 20, 2004, the qualified voters within each of the Improvement Areas approved the levy of special taxes in accordance with a rate and method of apportionment to secure the payment of principal of and interest on bonds and to pay for public improvements. See “FACILITIES TO BE FINANCED WITH THE PROCEEDS OF THE BONDS,” “PROPERTY OWNERSHIP AND THE DEVELOPMENT,” and Appendix C — “RATE AND METHOD OF APPORTIONMENT.”
On October 1, 2024, after receiving a petition from the Master Developer, the City Council passed its Resolution of Intention to annex certain territory into the Distr ict in order to form Improvement Area No. 11, and to incur bonded indebtedness in an amount not -to-exceed $20 million therein. After an election held on November 5, 2024 , the qualified electors within Improvement Area No. 11 approved the formation of 475

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Improvement Area No. 11, the levy of the Special Taxes pursuant to the Rate and Method of Apportionment therein, and a not-to-exceed amount of $20,000,000 in bonded indebtedness for Improvement Area No. 11.

On November 19, 2024 , the City Council approved the O rdinance, which, among other things, authorized the levy of the Special Taxes within Improvement Area No. 11 that secure the payment of principal and interest with respect to the Bonds.

The District and Improvement Area No. 11
The District is comprised of approximately 788 gross acres of land located in the City of Chino, California (the “City”), and is divided into ten improvement areas designated and defined as “Improvement Area No. 1,” “Improvement Area No. 2,” “Improvement Area No. 3,” “Improvement Area No. 4,” “Improvement Area No. 5,” “Improvement Area No. 6,” “Improvement Area No. 7,” “Improvement Area No. 8,” “Improvement Area No. 9,” “Improvement Area No. 10,” and “Improvement Area No. 11 .” Improvement Area No. 11 is comprised of approximately 21.31 gross acres. Improvement Area No. 1, Improvement Area No. 2, Improvement Area No. 3, Improvement Area No. 4, Improvement Area No. 5, Improvement Area No. 6, Improvement Area No. 7, Improvement Area No. 8, Improvement Area No. 9, Improvement Area No. 10 and Improvement Area No. 11 are collectively referred to herein as the “Improvement Areas.” See Appendix H — “BOUNDARY MAP OF COMMUNITY FACILITIES DISTRICT NO. 2003-3.”
Special taxes levied in any improvement area of the District, other than Improvement Area No. 11 as described in this Official Statement, are not pledged or available to pay debt service on the Bonds.

Ownership of Property in Improvement Area No. 11
In the aggregate, as of October 15, 2025, of the 114 detached single family residences plan ned within Improvement Area No. 11, individual homeowners owned 33 completed homes, Trumark owned 8 completed homes, 24 single family residences in various stages of construction and 9 lots, and Century owned 18 completed homes, 7 single family residences in various stages of construction and 15 lots. See “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Merchant Builders.” Trumark plans to develop the Legacy neighborhood into 55 attached single family residences. As of October 15, 2025, of the 55 detached sin gle family residences planned for the Legacy neighborhood, individual homeowners owned 14 single family residences and Trumark owned 8 completed single family residences, 24 single family residences under construction, and 9 lots. As of October 15, 2025, 14 of the 32 single family residences completed or under construction and owned by Trumark were in escrow.

Century is developing the Heritage neighborhood into 59 detached single family residences . As of October 15, 2025, of the 59 detached single fami ly residences planned for the Heritage neighborhood, individual homeowners owned 19 single family residences and Century owned 18 completed single family residences, 7 single family residences under construction, and 15 lots. As of October 15, 2025, 2 of the 25 single family residences completed or under construction and owned by Century were in escrow.

Sales contracts are subject to cancellation and, therefore, single family residences currently in escrow may not result in closed escrows with the prospective homebuyers. See “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Merchant Builders.”
Property Values; Appraised Value-to-Lien Ratio
An Appraisal, dated October 15, 2025 (the “Appraisal”), has been prepared by BTI Appraisal (the “Appraiser”), the text of which is set forth as Appendix D. The Appraisal provides that the “as -is” fee simple market value (the “Appraised Value”), as of October 15, 2025, of all of the property within Zone 1 and Zone 2 476

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within Improvement Area No. 11 subject to the Special Taxes is approximately $ 98,287,011 (the “Appraised Value”), consisting of property owned by the Merchant Builders and the 33 completed single family residences owned by individual homeowners, which estimate is based on percentage complete, estimated completion date, and average construction costs estimated by the Merchant Builders.

The term “market value” is defined in the Appraisal as “the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: (1) buyer and seller are typically motivated; (2) both parties are well informed or well advised, and acting in what they consider their own best interests; (3) a reasonable time is allowed for exposure in the open market; (4) payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and (5) the price represents the normal consideration for the proper ty sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.” The principal amount of the Bonds is $14,485,000*. Although the lien of the Special Tax includes both the principal of and interest on the Bonds, for purposes of calculating the appraised value-to-lien ratio, the principal of the Bonds will be utilized to calculate the total lien on the property in Improvement Area No. 11.

The ratio of the aggregate Appraised Value of the taxable property within Improvement Area No. 11 (using an Appraised Value of $ 98,287,011) to the total lien of the Bonds plus the outstanding land secured bond indebtedness and the outstanding general obligation bond indebtedness applicable to the taxable property within Improvement Area No. 11 is approximately 6.20*-to-1 including overlapping general obligation debt, and approximately 6.79*-to-1 excluding overlapping general obligation debt. The Fiscal Year 2026-27 Special Tax levy is projected to be approximately $984,250, levied on 90 parcels classified as Developed Property and 24 parcels classified as Approved Property, based on development status within Improvement Area No. 11 as of October 15, 2025.

See “THE DISTRICT AND IMPROVEMENT AREA NO. 11 — Direct and Overlappi ng Debt,” “SPECIAL RISK FACTORS — Land Values, the Appraisal and Appraised Value-to-Lien Ratio,” Appendix C — “RATE AND METHOD OF APPORTIONMENT,” and Appendix D — “APPRAISAL.” The Appraisal is based upon a variety of assumptions and limiting conditions tha t are described in Appendix D. The City and the District make no representation as to the accuracy of the Appraisal or as to whether or not the appraised Taxable Property in Improvement Area No. 11 could be sold, at a foreclosure sale or otherwise, for a price equal to the Appraised Value thereof.

Each of the aforesaid value to lien ratios is for all of the taxable property within Improvement Area No. 11, however, the ratios of the value of individual lots within Improvement Area No. 11 to their respective shares of the principal amount of the Bonds can be expected to vary substantially depending upon the status of development and selling price thereof. See Table 4 below. The apportionment of existing land secured debt other than the B onds is a function of the rate and method of apportionment attributable to each of those community facilities districts.

Assessed values do not necessarily represent market values. Article XIIIA of the California Constitution (Proposition 13) defines “ful l cash value” to mean “the County assessor’s valuation of real property as shown on the 1975/76 roll under ‘full cash value’, or, thereafter, the appraised value of real property when purchased or newly constructed or when a change in ownership has occurre d after the 1975 assessment,” subject to exemptions in certain circumstances of property transfer or reconstruction. The “full cash value” is subject to annual adjustment to reflect increases, not to exceed 2% for any year, or decreases in the consumer pr ice index or comparable local data, or to reflect reductions in property value caused by damage, destruction or other factors. Because of the general limitation to 2% per year in increases in full cash

* Preliminary, subject to change.
477

20 4938-0636-0692v7/022141-0060
value of properties which remain in the same ownershi p, the County tax roll does not reflect values uniformly proportional to actual market values. There can be no assurance that the assessed valuations of the property within Improvement Area No. 11 accurately reflect their respective market values, and the future fair market values of those properties may be lower than their current assessed valuations.

No assurance can be given that, should a delinquent parcel be foreclosed and sold for the amount of the delinquency, any bid will be received for such parcel, or if a bid is received that such bid will be sufficient to pay such delinquent Special Taxes.
478

21 4938-0636-0692v7/022141-0060
Table 4 below sets forth the projected Fiscal Year 2026-27 Special Tax levy and the value-to-lien ratios for the taxable property in Improvement Area No. 11 using the Appraised Values to determine such value-to-lien ratios, allocated by property ownership and development status as of October 15, 2025. The parcel classification in Table 4 is based on ownership status and development status within Improvement Area No. 11 as of October 15, 2025.

TABLE 4
Appraised Value-to-Lien Ratios
Allocated by Development Status
Property Owner (1) Parcels
Projected
Fiscal Year
2026-27
Special Tax
Levy(2)*
Percent of
Projected
Fiscal Year
2026-27
Levy*
Projected
Fiscal Year
2026-27
Assigned
Special Tax*
Percent of
Projected
Total
Assigned
Special
Tax*
Appraised
V alue
Percent of
Appraised
V alue
Allocation of
Bonds*
Aggregate
V alue-to-
Lien
Ratio(3)*
Approved - Century 15 $ 74,520 7.57% $ 145,471 13.16% $ 9,148,842 9.31% $ 1,096,696 8.34:1 Approved - Trumark 9 52,410 5.32 102,310 9.26 4,334,617 4.41 771,306 5.62:1 Subtotal Approved 24 $ 126,930 12.90% $ 247,780 22.42% $ 13,483,459 13.72% $ 1,868,002 7.22:1

Developed - Trumark 32 $ 317,000 32.21% $ 317,000 28.69% $ 25,215,516 25.65% $ 4,665,222 5.40:1 Developed - Individual 33 315,420 32.05 315,420 28.54 37,665,000 38.32 4,641,970 8.11:1 Developed - Century 25 224,900 22.85 224,900 20.35 21,923,035 22.31 3,309,806 6.62:1 Subtotal Developed 90 $ 857,320 87.10% $ 857,320 77.58% $ 84,803,552 86.28% $ 12,616,998 6.72:1

Totals 114 $ 984,250 100.00% $ 1,105,100 100.00% $ 98,287,011 100.00% $ 14,485,000 6.79:1

* Preliminary, subject to change.
(1) Ownership status is based on information from Appraisal as of October 15, 2025. (2) Includes the debt service requirement and the Fiscal Year 2026-27 Administrative Expense requirement of $30,000. (3) Aggregate value-to-lien based upon the par amount of the Bonds. Excludes direct and overlapping debt shown in Table 6.

Source: Webb Municipal Finance, LLC.

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Table 5 below sets forth the stratification of value -to-liens of the taxable property within Improvement Area No. 11 as of October 15, 2025 , based on the Appraised Value and such parcels’ respective shares of the principal amount of the Bonds, allocated to each parcel based upon its respective share of the total projected Fiscal Year 2026-27 Special Tax levy, and the ratio of the Appraised Value to its share of the Bonds.

TABLE 5
Appraised Value-To-Lien Stratification
Appraised
Value-to-Lien(1)
No. of
Parcels
Percent of
Total
Parcels
Projected Fiscal
Year 2026-27
Special Tax
Levy(4)*
Percent of
Fiscal Year
2026-27
Levy*
Projected
Fiscal Year
2026-27
Assigned
Special Tax*
Percent of
Projected Total
Assigned
Special Tax*
Appraised
Value
Percent of
Appraised Value
Allocation of
Bonds*
Aggregate
Value- to-
Lien*
Less than 4.00:1(2) 7 6.14% $ 68,740 6.98% $ 68,740 6.22% $ 3,641,082 3.70% $ 1,011,632 3.60:1

4.00: to 5.99:1 24 21.05 213,266 21.67 244,329 22.11 $15,313,013 15.58 3,138,592 4.88:1

6.00:1 to 7.99:1 36 31.58 311,004 31.60 345,436 31.26 $31,878,257 32.43 4,576,983 6.96:1 Greater than 7.99:1(3) 47 41.23 391,240 39.75 446,595 40.41 47,454,658 48.28 5,757,793 8.24:1 Total 114 100.00% $ 984,250 100.00% $ 1,105,100 100.00% $ 98,287,011 100.00% $ 14,485,000 6.79:1

* Preliminary, subject to change.
(1) Appraised value-to-lien based upon par amount of the Bonds. Excludes direct and overlapping debt show in Table 6. (2) Minimum estimated appraised value-to-lien is 3.40:1*. All 7 parcels in this category have reduced value as a result of being in the early stages of construction per the Appraisal. (3) Highest estimated appraised value-to-lien is 9.56:1*. (4) Includes the debt service requirement and the Fiscal Year 2026-27 Administrative Expense requirement of $30,000.

Source: Webb Municipal Finance, LLC.

Historical Assessed Valuation
Table 6 below sets forth the historical assessed valuation of the taxable property in Improvement Area No. 11 as shown on the County Assessor’s roll for Fiscal Years 2023-24 and 2024-25.

TABLE 6
Assessed Valuation History
Fiscal Years 2024-25 and 2025-26
Fiscal
Year
Total
Parcels
Parcels with
Structure Value
Land
Assessed Value
Improvement
Assessed Value
Total Assessed
Valuation(1)
2024-25(2) 4 0 $15,773,650 $ 0 $15,773,650
2025-26 114 0 57,423,171 0 57,423,171

(1) As of January 1 of each year as shown on the County Assessor’s Rolls. Total Assessed Value is calculated as the sum of Land Assessed Value and Improvement Assessed Value. (2) The boundaries of the District comprise a portion of the four parcels. Only 21.31 acres of the total 66.54 acres of these four parcels is within the District.

Source: Webb Municipal Finance, LLC.
480

23 4938-0636-0692v7/022141-0060
Direct and Overlapping Debt
The table below details the direct and overlapping debt currently encumbering property within Improvement Area No. 11 as of October 15, 2025.

TABLE 7
Direct and Overlapping Debt
I. APPRAISED VALUE
Appraised Valuation(1) $ 98,287,011

II. LAND SECURED BOND INDEBTEDNESS
Outstanding Direct and Overlapping Bonded Debt Type Issued Outstanding %
Applicable
Total Parcels
Levied
Amount
Applicable
Chino CFD 2003-3 Improvement Area No. 11 CFD $ 14,485,000* $ 14,485,000(2)* 100.00% 114 $ _14,485,000* TOTAL OUTSTANDING LAND SECURED BONDED DEBT (3) $ 14,485,000*

Authorized and Unissued Direct and Overlapping Bonded Debt Type Authorized Unissued %
Applicable
Total Parcels
Levied
Amount
Applicable
Chino CFD 2003-3 Improvement Area No. 11 CFD $ 20,000,000 $ 0(4) 100.00% 114 $ 0 TOTAL UNISSUED LAND SECURED INDEBTEDNESS (3) $ 0

TOTAL OUTSTANDING AND UNISSUED LAND SECURED INDEBTEDNESS $ 14,485,000*

III. GENERAL OBLIGATION BOND INDEBTEDNESS

Outstanding Direct and Overlapping Bonded Debt Type Issued Outstanding %
Applicable(5)
Total Parcels
Levied
Amount
Applicable
Chaffey Community College District GO Bonds (0.01962915%) GO $ 604,999,966 $ 440,580,000 0.050541% 114 $ 222,671 Chino Valley Unified School District GO Bonds (0.08273693%) GO 856,502,970 740,592,971 0.152991 114 1,133,041 Metropolitan Water District GO Bonds (0.0070%) GO 850,000,000 17,155,000 0.001351 114 232 TOTAL OUTSTANDING GENERAL OBLIGATION BONDED DEBT (3) $ 1,355,945

Authorized and Unissued Direct and Overlapping Indebtedness Type Authorized Unissued %
Applicable(5)
No. of
Parcels
Amount
Applicable
Chaffey Community College District GO Bonds (0.01962915%) GO $ 930,000,000 $ 325,000,034 0.050541% 114 $ 164,257 Chino Valley Unified School District GO Bonds (0.08273693%) GO 900,000,000 43,497,030 0.152991 114 66,547 Metropolitan Water District GO Bonds (0.0070%) GO 850,000,000 0 0.001351 114 0 TOTAL UNISSUED GENERAL OBLIGATION INDEBTEDNESS (3) $ 230,803

TOTAL OUTSTANDING AND UNISSUED GENERAL OBLIGATION INDEBTEDNESS $ 1,586,748

TOTAL OF ALL OUTSTANDING DIRECT AND OVERLAPPING BONDED DEBT $ 15,840,945 TOTAL OF ALL OUTSTANDING AND UNISSUED DIRECT AND OVERLAPPING INDEBTEDNESS $ 16,071,748

IV. Ratios to Appraised Valuation
Outstanding Land Secured Bonded Debt 6.79:1*
Outstanding Direct and Overlapping Bonded Debt 6.20:1*

* Preliminary, subject to change.
(1) Appraised value is per the Appraisal dated as of October 15, 2025. (2) Outstanding debt for CFD 2003-3 Improvement Area No. 11 is based on preliminary bond sizing information provided by the Underwriter. (3) Additional bonded debt or available bond authorization may exist but is not shown because a tax was not levied for Fiscal Yea r 2025-26. (4) Additional bonds may be issued for refunding purposes only. (5) Percentage applicable determined by Fiscal Year 2025-26 assessed value information.

Source: Webb Municipal Finance, LLC.
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Projected Annual Tax Burden
The following table describes the anticipated effective tax burden on single family residences within Zone 1 and Zone 2 within Improvement Area No. 11 expected to be subject to the payment of Special Taxes following the issuance of the Bonds based upon the average home value.

TABLE 8
Average Fiscal Year 2026-27 Projected Tax Obligation(1) For Individually Owned Parcels of Developed Property
Zone 1 Zone 2
Average Home Value (2) $ 1,128,632 $ 1,158,643

Ad Valorem Property Taxes:

Basic Levy (1.0000%) $ 11,286.32 $ 11,586.43
Chaffey Community College District GO Bonds (0.01962915%) 221.54 227.43 Chino Valley Unified School District GO Bonds (0.08273693%) 933.80 958.63 Metropolitan Water District GO Bonds (0.0070%) 79.00 81.11 Total General Property Taxes $ 12,520.66 $ 12,853.59

Assessment, Special Taxes & Parcel Charges:

Chino CFD 2003-3 Improvement Area No. 11 Facilities(3) $ 9,291.58 $ 9,920.00 Chino CFD 2003-3 Improvement Area No. 11 Services(4) 1,218.40 1,298.86 Vector Control Assessment #1 36.74 36.74
Metropolitan Water STBY 8.81 8.81
Total Assessment Charges $ 10,555.53 $ 11,264.41

Average Total Property Tax $ 23,076.19 $ 24,118.00
Average Effective Tax Rate 2.04% 2.08%

(1) Average Fiscal Year 2026-27 tax rates based upon Fiscal Year 2025-26 overlapping taxes and assessments. (2) Average Home Value is based upon average value for parcels of Developed Property indicated as being closed and conveyed to individual homeowners per the Appraisal.
(3) Reflects average projected Fiscal Year 2026 -27 Improvement Area No. 11 Special Tax for Facilities for parcels of Developed Property indicated as being individually owned per the Appraisal. (4) Reflects Improvement Area No. 11 average projected Fiscal Year 2026 -27 Special Tax levy for Services for parcels of Developed Property. The Maximum Special Tax for Improvement Area No. 11 for parcels of Developed Property increases annually by an amount equal to the percentage change increase in the Consumer Price Index (“CPI”) for the twelve moth period ending in March of the prior Fi scal Year, not to exceed 7%. Since CPI data necessary to determine the increase for Fiscal Year 2026-27 is not yet available, a projected increase of 3% has been utilized.

Source: Webb Municipal Finance, LLC.

Delinquency History
Fiscal Year 2026-27 is the first fiscal year in which Special Taxes will be levied within Improvement Area No. 11.

Top Taxpayers
Table 9 below lists the property taxpayers in Improvement Area No. 1 1 within the District measured by the percentage of the projected Fiscal Yea r 2024-27 Special Tax levy, based on the ownership status as of October 15, 2025. Assuming no further development or additional property sales within Improvement Area No. 11, individual homeowners are projected to be responsible for approximately 32.05% of the Special Taxes to be levied in Fiscal Year 20 26-27, with Trumark and Century projected to be responsible for approximately

32.21% and 17.34% respectively. See “SPECIAL RISK FACTORS — Concentration of Ownership.” 482

25 4938-0636-0692v7/022141-0060
TABLE 9
Top Taxpayers
Property
Owner (1) Parcels
Projected
Fiscal Year
2026-27
Special Tax
Levy(2)
Percent
of Projected
Fiscal Year
2026-27
Levy Appraised V alue
Percent of
Appraised
V alue
Allocation of
Bonds
Aggregate
V alue-to-
Lien Ratio*(3)
Trumark 41 $ 369,410 37.53% $ 29,550,133 30.07% $ 5,436,529 5.44:1 Individual 33 315,420 32.05 37,665,000 38.32 4,641,970 8.11:1 Century 40 299,420 30.42 31,071,878 31.61 4,406,502 7.05:1 Total 114 $ 984,250 100.00% $ 98,287,011 100.00% $ 14,485,000 6.79:1

* Preliminary, subject to change.
(1) Ownership status is based on information from Appraisal as of October 15, 2025. (2) Includes the debt service requirement and the Fiscal Year 2026-27 Administrative Expense requirement of $30,000. (3) Aggregate value-to-lien based upon the par amount of the Bonds. Excludes direct and overlapping debt shown in Table 7.

Source: Webb Municipal Finance, LLC.

FACILITIES TO BE FINANCED WITH THE PROCEEDS OF THE BONDS Description of Facilities
A portion of the proceeds from the sale of the Bonds will be deposited in the Facilities Account of the Improvement Fund and used to pay costs associated with the acquisition and construction of the Facilities in accordance with the terms of the Fiscal Age nt Agreement and the Acquisition Agreement (as defined herein).

The Master Developer has constructed substantially all of the Facilities within Improvement Area No. 11. As more fully detailed in the Acquisition Agreement, the Facilities eligible to be financed with the proceeds of the Bonds consist of backbone infrastructure needed for new development, such as roadway, bridge, sewer, water, reclaimed water, dry utilities, storm drain, street and parkway landscaping, curb and gutter, medians, median landscaping, traffic signals, entry signage, parks, trails, fire facilities, library facilities and public community facilities, and appurtenances and appurtenant work, and development impact fees that are used by the City to construct infrastructure. Approximat ely $ _______ million of the costs of the Facilities is expected to be reimbursed or paid from Bond proceeds. See “ESTIMATED SOURCES AND USES OF FUNDS.” The costs of the Facilities that are not reimbursed or paid with Bond proceeds may be reimbursed or pa id with (i) any portion of Special Taxes levied to pay the costs of the acquisition or construction of the Facilities on a pay -as- you-go basis; provided that such levy does not cause an increase in the levy of Special Taxes on Approved Property or Undeveloped Property, as more particularly described in the Rate and Method of Apportionment, (ii) funds from the Surplus Taxes Fund created under the Acquisition Agreement, (iii) other bonds of the District, if issued, or (iv) internal or borrowed funds of the Master Developer.

Status of Facilities
As of October 15, 2025, some of the Facilities expected to be financed in part with the proceeds of the Bonds are under construction and include but are not limited to backbone infrastructure such as roadway, bridge, se wer, water, reclaimed water, dry utilities, storm drain, street and parkway landscaping, curb and gutter medians, median landscaping, traffic signals, entry signage, parks, trails, fire facilities, library facilities and public community facilities, and ap purtenances and appurtenant work. The Master Developer has represented that all necessary governmental approvals for the Facilities within Improvement Area No. 11 expected to be acquired with the proceeds of the Bonds (except certain final plan checks and inspections) have been obtained.

See “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Development Plans.” 483

26 4938-0636-0692v7/022141-0060
Acquisition Agreement
The City and the Master Developer ha ve entered into an Acquisition Agreement, dated as of May 18, 2004 (the “Acquisition Agreement”), which provides, among other things, the means by which the Master Developer will construct the Facilities to be acquired with the proceeds of the Bonds and other bonds issued by the District pursuant to certain requirements contained in the Acquisition Agreement, and which provides guidelines pursuant to which the City may acquire completed segments of the Facilities with the proceeds of the Bonds. The Acquisit ion Agreement also provides for the financing of City development impact fees. The Acquisition Agreement pertains to the acquisition of the public infrastructure (including the Facilities) constructed or to be constructed to serve development within the District.

Pursuant to the Acquisition Agreement, the Master Developer has agreed to pay all costs of the Facilities that it constructs pursuant to the Acquisition Agreement in excess of the moneys available therefor in the Improvement Fund and the Surplus Ta xes Fund. Further, any lack of availability of amounts in the Improvement Fund created under the Fiscal Agent Agreement and the Surplus Taxes Fund created under the Acquisition Agreement to pay the acquisition costs of the Facilities shall in no way dimin ish any obligation of the Master Developer with respect to the construction of or contributions for public facilities and mitigation measures required by the conditions of approval or any subdivision, development, or other agreement to which the Master Dev eloper is a party, or any governmental approval to which the Master Developer or any land within Improvement Area No. 11 is subject, except to the extent expressly set forth in such agreement or approval.

PROPERTY OWNERSHIP AND THE DEVELOPMENT
The information provided in this section has been included because it may be considered relevant to an informed evaluation and analysis of the Bonds or of Improvement Area No. 11. No assurance can be given, however, that the proposed development of the property within Improvement Area No. 11 will occur in a timely manner or in the configuration or to the density described herein, or that Century, Trumark, any owners or affiliates thereof, or any other property owner described herein will or will not retain ownership o f its respective property within Improvement Area No. 11 . There may be material adverse changes to this information after the date of this Official Statement.

Neither the Bonds nor any of the Special Taxes are personal obligations of any property owner within Improvement Area No. 11. There is no assurance that any present landowner or any subsequent landowners will have the ability to pay the Special Taxes or that, even if they have the ability, they will choose to pay the Special Taxes. An owner may elect to not pay the Special Taxes when due and cannot be legally compelled to do so. In the event a landowner defaults in the payment of the Special Taxes, the District may proceed with judicial foreclosure but has no direct recourse to the assets of any landowner. The Bonds are secured solely by the Net Special Taxes and amounts on deposit in certain of the funds and accounts maintained by the Fiscal Agent under the Fiscal Agent Agreement. See “SPECIAL RISK FACTORS” for a discussion of certain of the risk factors that should be considered in evaluating the investment quality of the Bonds.

The Master Developer
The Master Developer is a subsidiary of the Lewis Group of Companies. The Lewis Group of Companies originated in 1955 in Claremont, California. S ince 1955, The Lewis Group of Companies has developed over 57,000 homes, 19.5 million square feet of retail, office and industrial developments, and has developed and sold approximately 21,000 lots to merchant builders in California, Nevada, Arizona and Utah.

The Merchant Builders
Century. As previously defined in this Official Statement as “Century,” Century Communities of California, LLC is a Delaware limited liability company which is a wholly-owned subsidiary of Century 484

27 4938-0636-0692v7/022141-0060
Communities, Inc., a Delaware corporation, a publicly traded company whose common stock is listed on the NYSE under the ticker symbol “CCS.” Century Communities, Inc. is engaged in the development, design, construction, marketing and sale of single-family attached and detached homes in 17 states and builds and sells homes under its Century Communities and Century Complete brands. Century Communities, Inc.’s homebuilding operations are organized into the following five reportable segments: West, Mountain, Texas, Southeast, and Century Complete. Additionally, Century Communities, Inc.’s indirect wholly -owned subsidiaries, Inspire Home Loans Inc., Parkway Title, LLC, and IHL Home Insurance Agency, LLC, provide mortgage, title, and insurance services, respectively.

Century Communities, Inc . is subject to the informational requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) , and in accordance therewith is obligated to file reports, proxy statements, and other information, including financial statements, with the Securities and Exchange Commission (the “SEC”). Such filings set forth, among other things, certain data relative to the consolidated results of operations and financial position of Century Communities, Inc. and its subsidiaries, including Century as of such dates (e.g., see Century Communities, Inc.’s annual report on Form 10-K for the fiscal year ended December 31, 2024, as filed with the SEC on January 30, 2025, and its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, as filed with the SEC on July 24, 2025).

The SEC maintains an Internet web site that contains reports, proxy and information statements and other information regarding registrants that file electronically with the SEC, including Century Communities, Inc. The address of such Internet web site is www.sec.gov. All documents subsequently filed by Century Communities, Inc. pursuant to the requirements of the Exchange Act after the date of this Official Statement will be available for inspection in such manner as the SEC prescribes. Copies of Century Communities, Inc.’s annual report, quarterly reports and current reports, including any amendments, will be available from Century Communities, Inc.’s website at www.centurycommunities.com.

The foregoing internet addresses an d references to filings with the SEC are included for reference only, and the information on these internet sites and on file with the SEC are not a part of this Official Statement and are not incorporated by reference into this Official Statement. No representation is made in this Official Statement as to the accuracy or adequacy of the information contained on these internet sites. Neither Century Communities nor Century Communities, Inc. is obligated to advance funds for construction or development or to pay ad valorem property taxes or the Special Taxes and investors should not rely on the information or financial statements contained on such internet sites in evaluating whether to buy, hold or sell the Bonds. The information contained on such website s may be incomplete or inaccurate and has not been reviewed by the City or the Underwriter.

Trumark. As defined previously in this Official Statement, “Trumark” refers to TH The Preserve Chino LLC, a California limited liability company. TH The Preserve Chino LLC, is a single member limited liability companies, managed by the managers of Trumark Homes LLC, a California limited liability company (“Trumark Homes”) . Founded in 1988, Trumark Homes is engaged in the building of master planned communities, single family and attached housing in California and Colorado. Since its founding, Trumark Homes has developed over 8,000 residential lots. Other than Trumark’s project in Improvement Area No. 11, Trumark Homes is currently has active residential projects in California that are located in Oceanside, Covina, Mission Viejo, Corona, Escondido, Loma Linda, Chino, Chino Hills, Livermore, Brentwood, Dublin, Alameda, San Jos e, San Ramon, Danville, Manteca, Madera, Fresno, San Louis Obispo, and Marina . In January 2020, Daiwa House USA, Inc., a subsidiary of Daiwa House Industry Co., Ltd., acquired the majority equity interests in Trumark Companies LLC and Trumark Homes became a subsidiary of Daiwa House USA, Inc. Daiwa House Industry Co., Ltd. is Japan’s largest homebuilder and is a public company listed on the Tokyo Stock Exchange and the Osaka Securities Exchange under the ticker symbol “DWAHY.” 485

28 4938-0636-0692v7/022141-0060
The Development Plans
General Description of Improvement Area No. 11. Improvement Area No. 11 is located within the master planned community called “The Preserve,” which is expected to be developed in accordance with the Specific Plan. The Specific Plan estimates 11,946 dwelling units, in addition to certain commercial, industrial, and business park uses, will be developed on approximately 5,435 acres of property in The Preserve.

Additionally, the Specific Plan includes three school sites, including an elementary school and a K-8 school, to accommodate the student population growth estimate by the affected school district.

As of October 15, 2025 , of the 114 detached single family residences planned within Improvement Area No. 11, individual homeowners owned 33 completed homes, Truma rk owned 8 completed homes, 24 single family residences in various stages of construction and 9 finished lots, and Century owned 18 completed homes, 7 single family residences in various stages of construction and 15 finished lots.

The table below sets for th the development status of each of the two neighborhoods within Improvement Area No. 11 as of October 15, 2025.

486

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TABLE 10
Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11
Development Status
(as of October 15, 2025)(1)
Neighborhood Zone Merchant Builder
Total
Planned
Units
Individual
Owned
Completed
Units
Merchant
Builder/
Owned
Units/Lots
Total
Completed
Units
%
Complete
Under
Construction
% Under
Construction
Finished
Lot
%
Finished
Lot
Estimated
Completion Date
Heritage 1 Century 59 14 40 22 19.30% 7 6.14% 15 13.16% September 2026 Legacy 2 Trumark 55 19 41 37 32.46 24 21.05 9 7.89 August 2026 114 33 81 59 51.57% 31 27.19% 24 21.05%

(1) Ownership and development status as of October 15, 2025.

Source: Merchant Builders.

487

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The Legacy and Heritage neighborhoods being developed by Trumark and Century have detached single family residences. Each of the neighborhoods have private driveways. None of the neighborhoods have access to amenities unique to those neighborhoods but each of the neighborhoods have access to the master planned amenities of The Preserve, which include a 2,600 square foot fitness and recreation center, a movi e theater, a ballroom, pools, spas, parks, playgrounds, bike paths, tennis courts and walking trails.

Acquisition Agreement and Status of Required Infrastructure . Pursuant to the Acquisition Agreement, the Master Developer has constructed all of the public infrastructure improvements required under the Acquisition Agreement to support the planned development within Improvement Area No. 11. The Master Developer represents that it has substantially completed the Facilities and other infrastructure require d for the completion of the development within Improvement Area No. 11.

Trumark’s Development and Financing Plan.

The Legacy neighborhood. The Legacy development project includes 55 one and two story detached single family residences with four floor pl ans ranging in size from approximately 2,435 square feet to approximately 3,702 square feet. As of October 15, 2025 , the base sales prices within the Legacy neighborhood ranged from approximately $ 1,065,990 to $1,289,990. Base sales prices are subject to change and exclude any lot premiums, options, upgrades, incentives, and any selling concessions or price reductions currently being offered.

As of October 15, 2025, of the 55 detached single family residences planned for the Legacy neighborhood, individua l homeowners owned 14 single family residences and Trumark owned 41 lots, including 8 completed single family residences, 24 single family residences under construction and 9 lots. As of October 15, 2025, 14 of the 32 single family residences completed or under construction and owned by Trumark were in escrow.

With respect the in-tract public infrastructure expected to be constructed by Trumark in Improvement Area No. 11, as of October 15, 2025 , the wet utilities (water and sewer) were complete and the d ry utilities (electric and gas) and streets were approximately 85% complete and expected to be completed by August, 2026. No discretionary approvals or remediation is necessary in order for Trumark to complete its active development projects within Improv ement Area No. 11 . Trumark anticipates completing construction and closing escrow to individual homebuyers on all of the remaining single family residences planned within the Legacy neighborhood by August, 2026. Sales contracts are subject to cancelation and, therefore, single family residences currently in escrow may not result in closed escrows with the prospective homebuyers.

Except as described in this Official Statement and except for those consents, permits, authorizations, certifications and approvals of governmental entities required in the ordinary course of development, Trumark has no actual knowledge of any impediment to construction or obtaining land use entitlements which could be reasonably expected to have a material adverse effect on its ability to complete the planned development of its property within Improvement Area No. 11 as described in the Official Statement.

Through October 15, 2025 , Trumark had spent approximately $ 28.5 million in acquiring its land in Improvement Area No. 11 and approximately $16.4 million in site development costs, permits and impact fees, home construction costs, and other development, marketing and sales costs (exclusive of internal financing repayment, corporate overhead and other carry costs) related to its development within Improvement Area No.

11. Trumark expects to spend approximately $ 19.2 million in additional land acquisition, site development costs, permit and impact fees, home construction costs, and other development, marketing and sales costs (exclusive of corporate overhead and other carry costs) between October 15, 2025 and full build -out of the attached single family residences proposed to be constructed in the Legacy neighborhood of Improvement Area No. 11.
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[To date, Trumark has financed its land acquisition, site develop ment and home construction costs related to its property within Improvement Area No. 11 through internally generated funds. Trumark expects to use internal funding (which may include home sales revenues from its project within Improvement Area No. 11) to complete its land acquisition and development activities within Improvement Area No. 11. However, sales revenues from Trumark’s activities in Improvement Area No. 11 are not segregated and set aside for completing the single family residences in Improveme nt Area No. 11 . Notwithstanding the foregoing, Trumark believes that it will have sufficient funds to complete its construction and sale of single family residences in Improvement Area No. 11.]
Notwithstanding the current belief of Trumark that it will have sufficient funds to complete its planned land acquisition and development in Improvement Area No. 11, no assurance can be given that sources of financing available to Trumark will be sufficient to complete the property acquisition and development and home construction as currently anticipated. Neither Trumark nor any of its related entities are under any legal obligation of any kind to expend funds for the land acquisition, development and construction of homes on its property in Improvement Area No. 11, or the payment of ad valorem property taxes or the Special Taxes.

Any contributions by Trumark to fund the costs of such development are entirely voluntary.

If and to the extent that internal funding, including but not limited to home sales revenues are inadequate to pay the costs to complete the planned land acquisition and development by Trumark within Improvement Area No. 11 and other financing by Trumark is not put into place, there could be a shortfall in the funds required to complete the planned development by Trumark or to pay ad valorem property taxes or Special Taxes related to Trumark’s property in Improvement Area No. 11 , and the remaining portion s of Trumark’s project in Improvement Area No. 11 may not be completed. Many factors beyond Trumark’s control, or a decision by Trumark to alter its current plans, may cause the actual sources and uses to differ from the projections. See “SPECIAL RISK FACTORS” herein for a discussion of risk factors.” Although the information in this Official Statement reflects the current development expectations of Trumark, no assurance can be given that home construction and sales will be carried out on the schedule an d according to the plans described herein, or that the home construction and sale plans or base prices set forth above will not change after the date of this Official Statement. Trumark reserves the right to change its development at any time without notice. Additionally, homes under contract to be sold may not result in closed escrows as sales contracts are subject to cancellation. See “SPECIAL RISK FACTORS – Concentration of Property Ownership” and “— Failure to Develop Properties.” Century’s Development and Financing Plan
The Heritage neighborhood. The Heritage development project includes 59 detached single family residences with three floor plans ranging in size from approximately 2,726 square feet to approximately 3,346 square feet. As of October 15, 2025 , base sales prices within the Heritage neighborhood ranged from approximately $1,119,990 to approximately $1,289,990. Base sales prices are subject to change and exclude any lot premiums, options, upgrades, incentives, and any selling concession s or price reductions currently being offered.

As of October 15, 2025, of the 5 9 detached single family residences planned for the Heritage neighborhood, individual homeowners owned 1 9 single family residences and Trumark owned 4 0 lots, including 18 completed single family residences, 7 single family residences under construction and 15 lots. As of October 15, 2025, 2 of the 25 single family residences completed or under construction and owned by Century were in escrow.

With respect the in-tract public infrastructure expected to be constructed by Century in Improvement Area No. 11, as of October 15, 2025, the wet utilities (water and sewer) were complete and the dry utilities (electric and gas) and streets were approximately 85% complete and expected to be completed by September, 2026. No discretionary approvals or remediation is necessary in order for Century to complete its active 489

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development projects within Improvement Area No. 11 . Century anticipates completing construction and closing escrow to individual homebuyers on all of the remaining single family residences planned within the Heritage neighborhood by September, 2026. Sales contracts are subject to cancelation and, therefore, single family residences currently in escrow may not result in closed escrows with the prospective homebuyers.

Except as described in this Official Statement and except for those consents, permits, authorizations, certifications and approvals of governmental entities required in the ordinary course of development, Century has no actual knowledge of any impediment to construction or obtaining land use entitlements which could be reasonably expected to have a material adverse effect on its ability to complete the planned development of its property within Improvement Area No. 11 as described in the Official Statement.

To date, Century has financed its land acquisition and various site development costs related to its property in Improvement Area No. 11 through internally generated funds. As of October 15, 2025 , Century has expended approximately $34.2 million on land acquisition, site development and home construction costs (exclusive of marketing, sales and other soft and carrying costs) related to the Heritage neighborhood within Improvement Area No. 11 . Century expects to incur approximately $ 16.9 million on remaining costs to complete its Heritage neighborhood.
[Century expects to use internally generated funds to complete the Heritage neighborhood within Improvement Area No. 11, and believes that it will have sufficient funds available to complete its planned development as described in this Official Statement.]
Although Century expects to have sufficient funds available to complete its development in Improvement Area No. 11 as described in this Official State ment, there can be no assurance that amounts necessary to finance the remaining development costs will be available to Century when needed. While MDC has made such internal funding available in the past, there can be no assurance whatsoever of its willing ness or ability to do so in the future. Neither Century, nor any other entity or person is under any legal obligation of any kind to expend funds for the development of and construction of homes on Century’s property in Improvement Area No. 11 or the paym ent of ad valorem property taxes or the Special Taxes. Any contributions by Century or any other entity or person to fund the costs of such development are entirely voluntary.

If and to the extent that the aforementioned sources are inadequate to pay the costs to complete the planned development by Century within Improvement Area No. 11 and other financing is not put into place, there could be a shortfall in the funds required to complete the planned development by Century or to pay ad valorem property taxes or Special Taxes related to Century’s property in Improvement Area No. 11, and the remaining portions of such development may not be completed. Many factors beyond Century’s control, or a decision by Century to alter its current plans, may cause the a ctual sources and uses to differ from the projections. See “SPECIAL RISK FACTORS” herein for a discussion of risk factors.” Although the information in this Official Statement reflects the current development expectations of Century, no assurance can be g iven that home construction and sales will be carried out on the schedule and according to the plans described herein, or that the home construction and sale plans or base prices set forth above will not change after the date of this Official Statement. Century reserves the right to change its development at any time without notice. Additionally, homes under contract to be sold may not result in closed escrows as sales contracts are subject to cancellation. See “SPECIAL RISK FACTORS — Concentration of Property Ownership” and “ — Failure to Develop Properties.”

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SPECIAL RISK FACTORS
Investment in the Bonds involves risks that may not be appropriate for certain investors. The following is a discussion of certain risk factors that should be considered, in addition to other matters set forth herein, in evaluating the Bonds for investment. The information set forth below does not purport to be an exhaustive listing of the risks and other considerations that may be relevant to an investment in the Bonds. In addition, the order in which the following information is presented is not intended to reflect the relative importance of any such risks.

Risks of Real Estate Secured Investments Generally
The Owners of the Bonds will be subject to the risks generally inci dent to an investment secured by real estate, including, without limitation, (i) adverse changes in local market conditions, such as changes in the market value of real property in the vicinity of the District, the supply of or demand for competitive prope rties in such area, and the market value of residential property or buildings or sites in the event of sale or foreclosure; (ii) changes in real estate tax rates and other operating expenses, governmental rules (including, without limitation, zoning laws a nd laws relating to endangered species and hazardous materials), and fiscal policies; and (iii) natural disasters (including, without limitation, earthquakes and floods), which may result in uninsured losses.

Special Taxes Are Not Personal Obligations
Unpaid Special Taxes do not constitute a personal indebtedness of any property owner within Improvement Area No. 11 , including the Merchant Builders. Moreover, no property owner within Improvement Area No. 11 has made a commitment to pay the principal of or interest on the Bonds or to support the payment of the Bonds in any manner. There is no assurance that any property owner has or will have the ability to pay the Special Taxes if and when due or that, even if such property owner has such ability, it will choose to pay such Special Taxes. The Special Tax is an obligation only of the land within Improvement Area No. 11. If the value of the land within Improvement Area No. 11 is not sufficient to fully secure the Special Tax, then the District has no recourse against the property owner within Improvement Area No. 11 under the laws by which the Special Tax has been levied and the Bonds have been issued. Property owners within Improvement Area No. 11 may elect not to pay the Special Taxes when due and cannot be legally compelled to do so. If any property owner within Improvement Area No. 11 decides that it is not economically feasible to continue owning its property within Improvement Area No. 11, such property owner may choose to not pay such Special Taxes and to allow the property to be foreclosed. Such a choice may be made due to a variety of reasons, including, but not limited to, a decrease in the market value of the property.

A foreclosure of the proper ty will result in such property owner’s interest in the subject property being transferred to another party. Neither the City nor any registered owner of a Bond as shown on the registration books maintained by the Fiscal Agent (each, a “Bond Owner”), will have the ability at any time to seek payment from any property owner within Improvement Area No. 11 of any Special Taxes or the principal or interest due with respect to the Bonds, or the ability to control who becomes a subsequent owner of any property within Improvement Area No. 11. If the value of the land within Improvement Area No. 11 is not sufficient to fully secure the Special Tax, then the District has no recourse against the property owner within Improvement Area No. 11 under the laws by which t he Special Tax has been levied and the Bonds have been issued. See “— Bankruptcy and Foreclosure” below.

Bonds are Limited Obligations of the District
Neither the City nor the District is obligated to advance available funds from the City’s general fund to make up deficiencies in the amount of Special Taxes collected within Improvement Area No. 11. Sustained failure by property owners within Improvement Area No. 11 to pay Special Taxes when due, and the inability of the City to sell parcels within Improve ment Area No. 11 that have become subject to judicial foreclosure proceedings for amounts sufficient to cover such delinquent Special Taxes, will likely result in the inability of 491

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the District to make full or punctual payments of principal of or interest on the Bonds, which could deplete the Reserve Account securing the Bonds and result in a default on the Bonds.

Concentration of Ownership
As of October 15, 2025, in the aggregate, as of October 15, 2025, of the 114 detached single family residences planned within Improvement Area No. 11, individual homeowners owned 33 completed homes, Trumark owned 41 homes or lots in various stages of construction, and Century owned 40 homes or lots in various stages of construction . See “PROPERTY OWNERSHIP AND THE DEVELOP MENT – The Development Plans.” Based on the ownership status as of October 15, 2025 , and assuming no additional development or home sales, Trumark and Century are projected to be responsible for approximately 37.53% and 30.42%, respectively, of the projected Fiscal Year 2026-27 Special Tax levy.

The timely payment of principal of and interest on the Bonds depends upon the willingness and ability of the current and future property owners in Improvement Area No. 11 to pay the Special Taxes prior to delinquency. General and local economic conditions and governmental requirements or restrictions may affect the willingness of the current property owners, or any successor property owners, to pay the Special Taxes, and there is no assurance that the current property owners, or any successor property owners, will pay such Special Taxes even if financially able to do so. Due to the concentration of ownership of the property within Improvement Area No. 11, a failure by the current property owners or successor prop erty owners to pay the Special Taxes may result in a default in the payment of debt service on the Bonds. See “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Merchant Builders.” Failure to Develop Properties
Development of property within Improvement Area No. 11 may be subject to unexpected delays, disruptions and changes which may affect the willingness and ability of the Merchant Builders, or any property owner to pay the Special Taxes when due. Land development is subject to comprehensive federal, State and local regulations. Approval is required from various agencies in connection with the layout and design of developments, the nature and extent of improvements, construction activity, land use, zoning, school and health requirements, as well as numerous other matters. There is always the possibility that such approvals will not be obtained or, if obtained, will not be obtained on a timely basis. Failure to obtain any such agency approval or satisfy such governmental requirements would adversely affect planned land development.

Development of land in Improvement Area No. 11 is also subject to the availability of water. Finally, development of land is subject to economic considerations.

The proposed Facilities to be financed with the proceeds of the Bon ds include but are not limited to backbone infrastructure needed for new development, such as roadway, bridge, sewer, water, reclaimed water, dry utilities, storm drain, street and parkway landscaping, curb and gutter medians, median landscaping, traffic signals, entry signage, parks, trails, fire facilities, library facilities and public community facilities, and appurtenances and appurtenant work. The Merchant Builders are in various stages of development of single family detached single family residence s. No assurance can be given that the proposed residential development will be partially or fully completed; and for purposes of evaluating the investment quality of the Bonds, prospective purchasers should consider the possibility that such parcels will remain vacant and unimproved.

Undeveloped or partially developed land is inherently less valuable than developed land and provides less security to the Bond Owners should it be necessary for the District to foreclose on the property due to the nonpayment o f Special Taxes. The failure to complete development of the required infrastructure for development in Improvement Area No. 11 as planned, or substantial delays in the completion of the development or the required infrastructure for the development due to litigation or other causes may reduce the value of the property within Improvement Area No. 11 and may affect the willingness and ability of the owners of property within Improvement Area No. 11 to pay the Special Taxes when due. 492

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There can be no assurance that land development operations within Improvement Area No. 11 will not be adversely affected by a future deterioration of the real estate market and economic conditions or future local, State and federal governmental policies relating to real estate dev elopment, an increase in mortgage interest rates, the income tax treatment of real property ownership, or the national economy. A slowdown of the development process and the absorption rate could adversely affect land values and reduce the ability or desire of the property owners to pay the annual Special Taxes. In that event, there could be a default in the payment of principal of, and interest on, the Bonds when due. In addition to the foregoing, a substantial portion of projects within the County are historically occupied by commuters to employment centers in the neighboring counties of Los Angeles and Orange, and such projects may be adversely affected by circumstances affecting such commuters, including but not limited to rising gasoline prices.

Bond Owners should assume that any event that significantly impacts the ability to develop land in Improvement Area No. 11 would cause the property values within Improvement Area No. 11 to decrease substantially from those estimated by the Appraiser and could affect the willingness and ability of the owners of land within Improvement Area No. 11 to pay the Special Taxes when due.

Undeveloped Property is less valuable per unit of area than Developed Property, especially if there are no plans to develop such land or if there are severe restrictions on the development of such land. The Undeveloped Property also provides less security to the Bond Owners should it be necessary for the District to foreclose on Undeveloped Property due to the nonpayment of the Special Taxes. Furthermore, an inability to develop the land within Improvement Area No. 11 as currently proposed will make the Bond Owners dependent upon timely payment of the Special Taxes levied on Undeveloped Property. A slowdown or stoppage in the continue d development of Improvement Area No. 11 could reduce the willingness and ability of the Merchant Builders to make Special Tax payments on Undeveloped Property and could greatly reduce the value of such property in the event it has to be foreclosed upon. See “— Land Values, the Appraisal, and Appraised Value-to-Lien Ratio” below.

Billing and Collection of Special Taxes; Foreclosure
A special tax formula can result in a substantially heavier property tax burden being imposed upon properties within a community facilities district than elsewhere in a city or county, and this in turn can lead to problems in the collection of the special tax. In some community facilities districts, the taxpayers have refused to pay the special tax and have challenged the special tax, the community facilities district, and the Bonds issued by the affected district in litigation, including foreclosure proceedings for delinquent special taxes.

Under provisions of the Act, the Special Taxes are billed to the properties within Improvement Area No. 11 that were entered on the assessment roll of the County Assessor by January 1 of the previous fiscal year on the regular property tax bills sent to owners of such properties. Such Special Tax installments are due and payable, and b ear the same penalties and interest for non -payment, as do regular property tax installments.

These Special Tax installment payments cannot be made separately from property tax payments. Therefore, the unwillingness or inability of a property owner to pay regular property tax bills as evidenced by property tax delinquencies may also indicate an unwillingness or inability to make regular property tax payments and installment payments of Special Taxes in the future.

Moreover, pursuant to the Act, the Specia l Taxes levied in any fiscal year against any parcel of residential property in Improvement Area No. 11 may not be increased as a consequence of delinquency or default by the owners of any other parcels within Improvement Area No. 11 by more than 10% above the amount that would have been levied in that fiscal year had there never been any such delinquencies or defaults.

The District is primarily a residential development.

In order to pay debt service on the Bonds, it is necessary that the Special Taxes lev ied against land within Improvement Area No. 11 be paid in a timely manner. The District has covenanted in the Fiscal Agent Agreement under certain conditions to institute foreclosure proceedings against property with delinquent 493

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Special Tax in order to ob tain funds to pay debt service on the Bonds. If foreclosure proceedings were instituted, any mortgage or deed of trust holder could, but would not be required to, advance the amount of the delinquent Special Tax to protect its security interest. In the event such superior court foreclosure is necessary, there could be a delay in principal and interest payments to the Owners of the Bonds pending prosecution of the foreclosure proceedings and receipt of the proceeds of the foreclosure sale, if any. No assu rances can be given that the real property subject to foreclosure and sale at a judicial foreclosure sale will be sold or, if sold, that the proceeds of such sale will be sufficient to pay any delinquent Special Tax installment. Further, neither the City nor the District is under any obligation to advance its own funds to pay foreclosure costs. Although the Act authorizes the District to cause such an action to be commenced and diligently pursued to completion, the Act does not specify the obligations of the District with regard to purchasing or otherwise acquiring any lot or parcel of property sold at the foreclosure sale if there is no other purchaser at such sale. See “SECURITY FOR THE BONDS — Covenant to Commence Superior Court Foreclosure for Delinqu ent Special Taxes” for a discussion of the provisions that apply, and the procedures that the District is obligated to follow, in the event of delinquency in the payment of installments of any Special Taxes.

Payment of Special Taxes by Public Entities
The Act provides that if any property within Improvement Area No. 11 not otherwise exempt from the Special Taxes is acquired by a public entity through a negotiated transaction, or by gift or devise, the Special Taxes will continue to be levied on and enforcea ble against the public entity that acquired the property. In addition, the Act provides that if property subject to the Special Taxes is acquired by a public entity through eminent domain proceedings, the obligation to pay the Special Taxes with respect t o that property is to be treated as if it were a special assessment and paid from the eminent domain award. The constitutionality and operative effect of these provisions of the Act have not been tested in the courts. If, for any reason, property subject to the Special Taxes becomes exempt from taxation by reason of ownership by the federal government, subject to the limitation of the maximum authorized Special Taxes and any other limitation on the Special Tax rate imposed by the District or the City, the Special Taxes will be reallocated to the remaining taxable properties within Improvement Area No. 11, depending on where such property is located. This would result in the owners of such properties paying a greater amount of the Special Taxes levied and could have an adverse effect on the timely payment of the Special Taxes, if levied. Moreover, if a substantial portion of land within Improvement Area No. 11 becomes exempt from the Special Taxes because of public ownership, or otherwise, the maximum Special Taxes that could be levied upon the remaining land might not be sufficient, if required, to make the payments required to pay principal of and interest on the Bonds when due and a default could occur with respect to the payment of such principal and in terest. Pursuant to the Act, the Special Taxes levied in any fiscal year against any parcel of residential property in Improvement Area No. 11 may not be increased as a consequence of delinquency or default by the owners of any other parcels within Improv ement Area No. 11 by more than 10% above the amount that would have been levied in that fiscal year had there never been any such delinquencies or defaults. The District is primarily a residential development.

Depletion of Reserve Account
The Reserve Account of the Special Tax Fund is to be maintained at an amount equal to the Reserve Requirement (see “SECURITY FOR THE BONDS — Reserve Account”). Moneys in the Reserve Account may be used to pay principal of and interest on the Bonds in the event the procee ds of the levy and collection of the Special Taxes against property within Improvement Area No. 11 are insufficient. If moneys in the Reserve Account are depleted, such moneys can be replenished from the proceeds of the levy and collection of Special Taxes that are in excess of the amount required to pay all amounts to be paid to the Owners pursuant to the Fiscal Agent Agreement. However, no replenishment from the proceeds of a Special Tax levy can occur as long as the proceeds that are collected from the levy of the Special Taxes against property within Improvement Area No. 11, at the maximum tax rates, together with other available funds, remains insufficient to pay all such amounts. Thus, it is possible that the Reserve Account will be depleted and not be replenished by the levy of the Special Taxes.
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Land Values, the Appraisal, and Appraised Value-to-Lien Ratio The value of the property within Improvement Area No. 11 subject to the payment of Special Taxes is an important factor in determining the inves tment quality of the Bonds. If a property owner defaults in the payment of Special Taxes, the District’s only remedy, other than drawing on the Reserve Account, is to commence foreclosure proceedings against that property owner’s property in an attempt to obtain funds to pay the Special Taxes. Reductions in land values due to a downturn in the economy, physical events such as earthquakes or floods, stricter land use regulations, threatened or endangered species, or other events will adversely impact the s ecurity underlying the Special Taxes. In addition, property owners may challenge the County Assessor’s valuation of their property and, if such challenges are successful, the assessed valuation of their property may be reduced.

The appraised value-to-lien ratio presented in this Official Statement is presented only to provide an overview of the value of the property that represents security for the Bonds. None of the City, the District, the Merchant Builders can make any representation as to whether the a ppraised value of the appraised land within Improvement Area No. 11 or the appraised value -to-lien ratio will remain at the value described herein.

Furthermore, the appraised values described herein may not accurately estimate existing fair market values, or values realizable on foreclosure. None of the City, the District, or the Merchant Builders can make any assurances, nor should Owners assume, that the appraised property within Improvement Area No. 11 could be sold at its appraised value at a foreclos ure sale to collect delinquent Special Taxes. See “THE DISTRICT AND IMPROVEMENT AREA NO. 11 — Property Values; Appraised Value -to-Lien Ratio,” “SECURITY FOR THE BONDS — Covenant to Commence Superior Court Foreclosure for Delinquent Special Taxes,” “SPECIAL RISK FACTORS — Bankruptcy and Foreclosure,” and Appendix D — “APPRAISAL.” The Appraisal is based upon a variety of assumptions and limiting conditions that are described in Appendix D. None of the City, the District, or the Merchant Builders makes any r epresentation as to the accuracy of the Appraisal.

FDIC/Federal Government Interests in Properties
The ability of the District to collect interest and penalties specified by the Act and to foreclose the lien of delinquent Special Taxes may be limited in ce rtain respects with regard to parcels in which the FDIC, or other federal government entities such as Fannie Mae or Freddie Mac, has or obtains an interest.

In the case of FDIC, in the event that any financial institution making a loan which is secured by parcels is taken over by the FDIC and the applicable Special Tax is not paid, the remedies available to the District may be constrained. The FDIC’s policy statement regarding the payment of state and local real property taxes (the “Policy Statement”) prov ides that taxes other than ad valorem taxes that are secured by a valid lien in effect before the FDIC acquired an interest in a property will be paid unless the FDIC determines that abandonment of its interests is appropriate. The Policy Statement provid es that the FDIC generally will not pay installments of non-ad valorem taxes which are levied after the time the FDIC acquires its fee interest, nor will the FDIC recognize the validity of any lien to secure payment except in certain cases where the Resolution Trust Corporation had an interest in property on or prior to December 31, 1995. Moreover, the Policy Statement provides that, with respect to parcels on which the FDIC holds a mortgage lien, the FDIC will not permit its lien to be foreclosed out by a taxing authority without its specific consent, nor will the FDIC pay or recognize liens for any penalties, fines, or similar claims imposed for the nonpayment of taxes.

The FDIC has taken a position similar to that expressed in the Policy Statement in leg al proceedings brought against Orange County in United States Bankruptcy Court and in Federal District Court. The Bankruptcy Court issued a ruling in favor of the FDIC on certain of such claims. Orange County appealed that ruling, and the FDIC cross-appealed. On August 28, 2001, the Ninth Circuit Court of Appeals issued a ruling favorable to the FDIC except with respect to the payment of pre -receivership liens based upon delinquent property tax.
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The District is unable to predict what effect the applicati on of the Policy Statement would have in the event of a delinquency with respect to parcels in which the FDIC has or obtains an interest, although prohibiting the lien of the FDIC to be foreclosed out at a judicial foreclosure sale would prevent or delay t he foreclosure sale.

In the case of Fannie Mae and Freddie Mac, in the event a parcel of taxable property is owned by a federal government entity or federal government sponsored entity, such as Fannie Mae or Freddie Mac, or a private deed of trust secured by a parcel of taxable property is owned by a federal government entity or federal government sponsored entity, such as Fannie Mae or Freddie Mac, the ability to foreclose on the parcel or to collect delinquent Special Taxes may be limited. Federal courts have held that, based on the supremacy clause of the United States Constitution “this Constitution, and the Laws of the United States which shall be made in Pursuance thereof; and all Treaties made, or which shall be made, under the Authority of the Unite d States, shall be the supreme Law of the Land; and the Judges in every State shall be bound thereby, anything in the Constitution or Laws of any State to the contrary notwithstanding.” In the absence of Congressional intent to the contrary, a state or lo cal agency cannot foreclose to collect delinquent taxes or assessments if foreclosure would impair the federal government interest. This means that, unless Congress has otherwise provided, if a federal government entity owns a parcel of taxable property b ut does not pay taxes and assessments levied on the parcel (including Special Taxes), the applicable state and local governments cannot foreclose on the parcel to collect the delinquent taxes and assessments.

Moreover, unless Congress has otherwise provided, if the federal government has a mortgage interest in the parcel and the District wishes to foreclose on the parcel as a result of delinquent Special Taxes, the property cannot be sold at a foreclosure sale unless it can be sold for an amount sufficient to pay delinquent taxes and assessments on a parity with the Special Taxes and preserve the federal government’s mortgage interest.

The District’s remedies may also be limited in the case of delinquent Special Taxes with respect to parcels in which other f ederal agencies (such as the Internal Revenue Service and the Drug Enforcement Administration) have or obtain an interest.

Bankruptcy and Foreclosure
The collection of the Special Taxes and the ability of the District to foreclose the lien of a delinquent Special Tax payment may be limited by bankruptcy, reorganization, insolvency, or other similar laws generally affecting creditors’ rights or by the laws of the State relating to judicial foreclosure. See “SECURITY FOR THE BONDS — Covenant to Commence Supe rior Court Foreclosure for Delinquent Special Taxes.” In addition, the prosecution of a foreclosure could be delayed due to crowded local court calendars or legal delaying tactics. The various legal opinions to be delivered concurrently with the delivery of the Bonds (including Bond Counsel’s approving legal opinion) will be qualified as to the enforceability of the various legal instruments by references to moratorium, bankruptcy, reorganization, insolvency, or other similar laws affecting the rights of creditors generally.

Although bankruptcy proceedings would not cause the lien of Special Taxes in Improvement Area No. 11 to become extinguished, bankruptcy of a property owner or of a partner or other equity owner of a property owner could result in a sta y of enforcement of the lien for the Special Taxes, a delay in prosecuting superior court foreclosure proceedings, or adversely affect the ability or willingness of a property owner in Improvement Area No. 11 to pay the Special Taxes, and could result in t he possibility of delinquent Special Taxes not being paid in full. In addition, the amount of any lien on property securing the payment of delinquent Special Taxes could be reduced if the value of the applicable property was determined by the bankruptcy court to have become less than the amount of the lien, and the amount of the delinquent Special Taxes in excess of the reduced lien could then be treated as an unsecured claim by the court. Any such stay of the enforcement of the lien for the Special Taxes , or any such delay or non -payment, would increase the likelihood of a delay or default in payment of the principal of and interest on the Bonds. Moreover, amounts 496

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received upon foreclosure sales in Improvement Area No. 11 may not be sufficient to fully d ischarge the related delinquent Special Taxes. To the extent that a significant percentage of the taxable property in Improvement Area No. 11 is the subject of bankruptcy proceedings, the payment of the Special Taxes and the ability of the District to for eclose the lien of delinquent Special Taxes could be extremely curtailed by bankruptcy, insolvency, or other laws generally affecting creditors’ rights, or by the laws of the State relating to judicial foreclosure.

On July 30, 1992, the United States Court of Appeals for the Ninth Circuit issued an opinion in a bankruptcy case entitled In re Glasply Marine Industries , holding that ad valorem property taxes levied by a county in the State of Washington after the date that the property owner filed a petition for bankruptcy were not entitled to priority over the claims of a secured creditor with a prior lien on the property. Although the court upheld the priority of unpaid taxes imposed before the bankruptcy petition, unpaid taxes imposed subsequent to the fil ing of the bankruptcy petition were declared to be “administrative expenses” of the bankruptcy estate, payable after the claims of all secured creditors. As a result, the secured creditor was able to foreclose on the subject property and retain all the pr oceeds from the sale thereof except the amount of the pre-petition taxes. Pursuant to this holding, post -petition taxes would be paid only as administrative expenses and only if a bankruptcy estate has sufficient assets to do so. In certain circumstances , payment of such administrative expenses may be allowed to be deferred. Once the property is transferred out of the bankruptcy estate (through foreclosure or otherwise) it would be subject only to current ad valorem property taxes (i.e., not those accruing during the bankruptcy proceeding).

The Glasply decision is controlling precedent in bankruptcy court in the State. If Glasply were held to be applicable to the Special Taxes, a bankruptcy petition filing would prevent the lien for Special Taxes levied in subsequent fiscal years from attaching so long as the property was part of the estate in bankruptcy, which could reduce the amount of Special Taxes available to pay debt service on the Bonds. However, Glasply speaks as to ad valorem property taxes, and not special taxes, and no case law exists with respect to how a bankruptcy court would treat a lien for special taxes levied after the filing of a petition for bankruptcy.

It should also be noted that on October 22, 1994, Congress enac ted 11 U.S.C. §362(b)(18), which added a new exception to the automatic stay for ad valorem property taxes imposed by a political subdivision after the filing of a bankruptcy petition. Under this law, if a bankruptcy petition is filed on or after October 22, 1994, the lien for ad valorem property taxes in subsequent fiscal years will attach even if the property is part of the bankruptcy estate. Bond Owners should be aware that the potential effect of 11 U.S.C. §362(b)(18) on the Special Taxes also depends upon whether a court were to determine that the Special Taxes should be treated like ad valorem property taxes for this purpose.

Direct and Overlapping Indebtedness
The ability of a property owner within Improvement Area No. 11 to pay the Special Taxes co uld be adversely affected by the existence of other taxes and assessments imposed upon such owner’s property. In addition, other public agencies whose boundaries overlap those of Improvement Area No. 11 could, without the consent of the City or the Distri ct, and in certain cases without the consent of property owners, impose additional taxes or assessment liens on the property within Improvement Area No. 11 to finance public improvements to be located inside or outside Improvement Area No. 11. The propert y in Improvement Area No. 11 is not currently subject to any fixed lien special assessments or special taxes levied pursuant to the Act (other than the Special Taxes and the Special Tax B for services under the Rate and Method of Apportionment). See “THE DISTRICT AND IMPROVEMENT AREA NO. 11 — Direct and Overlapping Debt” for a discussion of the direct and overlapping indebtedness pertaining to Improvement Area No. 11.

The City has no control over the amount of additional debt payable from taxes or assessments levied on all or a portion of the property within Improvement Area No. 11 that may be incurred in the future by other governmental agencies having jurisdiction over all or a portion of the property therein. Other public agencies may issue additional indebtedness on property within any district at any time. Furthermore, nothing prevents 497

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the owners of property within Improvement Area No. 11 from consenting to the issuance of additional debt by other governmental agencies that would be secured by taxes or assessments on a parity with the Special Taxes.

To the extent such indebtedness is payable from assessments, other special taxes levied pursuant to the Act, or taxes, such assessments, special taxes, and taxes will be secured by liens on the property within Improvement Area No. 11.

Accordingly, the debt on the property within Improvement Area No. 11 could increase without any corresponding increase in the value of th e subject property. The imposition of such additional indebtedness could reduce the willingness and ability of the property owners within Improvement Area No. 11 to pay the Special Taxes when due. Moreover, in the event of a delinquency in the payment of any Special Taxes, no assurance can be given that the proceeds of any foreclosure sale of property with delinquent Special Taxes would be sufficient to pay the delinquent Special Taxes.

Constitutional Limitations on Taxation and Appropriations Articles XI IIA and XIIIB of the California Constitution . On June 6, 1978, California voters approved an amendment to the California Constitution, commonly known as Proposition 13 (the Jarvis/Gann Initiative), which added Article XIIIA to the California Constitution. The effect of Article XIIIA is to significantly limit the imposition of new ad valorem taxes, special taxes, transaction taxes, and sales taxes. On November 7, 1978, California voters approved Proposition 8, which made certain clarifications to Article XIIIA.

Article XIIIA of the California Constitution limits the amount of ad valorem taxes on real property to 1% of “full cash value” as determined by the county assessor. Article XIIIA defines “full cash value” to mean “the county assessor’s valuation of real property as shown on the 1975 -76 tax bill under ‘full cash value’ or, thereafter, the appraised value of real property when purchased, newly constructed, or a change in ownership has occurred after the 1975 assessment.” The “full cash value” is subj ect to annual adjustment to reflect increases, not to exceed 2% per year, or decreases in the consumer price index or comparable local data, or to reflect reductions in property value caused by damage, destruction or other factors.

Article XIIIA exempts fr om the 1% tax limitation any taxes to repay indebtedness approved by the voters prior to July 1, 1978, and allows local governments to raise their property tax rates above the constitutionally mandated 1% ceiling for the purpose of paying off certain new g eneral obligation debt issued for the acquisition or improvement of real property and approved by two -thirds of the votes cast by the qualified electorate. Article XIIIA requires a vote of two -thirds of the qualified electorate to impose special taxes on real property, while otherwise generally precluding the imposition of any additional ad valorem taxes, special taxes, transaction taxes, and sales taxes. In addition, Article XIIIA requires the approval of two -thirds of all members of the California Legislature to change any State laws resulting in increased tax revenues.

Enactment of Article XIIIA has reduced the amount of general property tax revenues received by the City. This reduction in such revenues makes it less likely that the City or the Distric t will have surplus funds, other than the Reserve Account for the Bonds, with which to advance funds to make any payments or to cure any deficiency in the Interest Account or Principal Account of the Special Tax Fund, should the City or the District, as applicable, in the exercise of its discretion, choose to do so. If there are additional delinquencies after exhaustion of funds in the Reserve Account for the Bonds, none of the City or the District has any obligation to transfer into the Interest Account or Principal Account of the Special Tax Fund the amount of any such delinquencies out of any surplus moneys of the City.

On July 2, 1979, the Fifth District Court of Appeal rendered a 3 -0 decision in the case of County of Fresno v. Malmstrom (94 Cal.App.3d 974), that determined that special assessments are not subject to the limitations of Article XIIIA (Proposition 13). The Court held the one percent tax limitation imposed by California Constitution Article XIIIA on ad valorem taxes does not apply to speci al assessments levied pursuant to the Improvement Act of 1911 (Streets and Highways Code, Section 5000 et seq., the relevant 498

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portions of which are incorporated in the 1915 Act) and the 1913 Act. The Court further held that because special assessments pursuant to such acts are not within the definition of “special taxes” in Article XIIIA, the Constitution does not require the levy of assessments and the issuance of bonds to be approved by a two-thirds vote of the qualified electors in an assessment district . On September 12, 1979, the California Supreme Court refused to hear an appeal of the lower court’s decision.

At the November 6, 1979, general election, Proposition 4 (the Gann Initiative) was approved by the voters of California. Such proposition added Article XIIIB to the California Constitution.

Article XIIIB of the California Constitution limits the annual appropriations of the State and of any city, county, school district, authority, or other political subdivision of the State to the level of appro priations of the particular governmental entity for the prior fiscal year, as adjusted for changes in the cost of living, population and services rendered by the governmental entity. The “base year” for establishing such appropriation limit is the fiscal year 1978-79 and the limit is to be adjusted annually to reflect changes in population, consumer prices and certain increases in the cost of services provided by these public agencies.

Appropriations subject to Article XIIIB generally include the proceeds of taxes levied by the State or other entity of local government, exclusive of certain State subventions, refunds of taxes, benefit payments from retirement, unemployment insurance, and disability insurance funds. “Proceeds of taxes” include, but are not limited to, all tax revenues and the proceeds to an entity of government from (i) regulatory licenses, user charges, and user fees (but only to the extent such proceeds exceed the cost of providing the service or regulation), and (ii) the investment of tax revenues. Article XIIIB includes a requirement that if an entity’s revenues in any year exceed the amounts permitted to be spent, the excess would have to be allocated to fund schools or be returned by revising tax rates or fee schedules over the subsequent two years.

On December 17, 1980, the Third District Court of Appeal rendered a 3 -0 decision in the case County of Placer v. Corin (113 Cal. App. 3d 443) that determined that special assessments are not subject to the limitation of Article XIIIB (Proposition 4). The Court held that the definition of “proceeds of taxes” imposed by California Constitution Article XIIIB does not apply to special assessments and improvement bonds issued pursuant to the 1915 Act and the 1913 Act. The decision of the Court was not appealed.

The enactment of Article XIIIA of the California Constitution (Proposition 13) and subsequent legislative enactments effectively repeal the otherwise mandatory duty on the part of the City, under the 1915 Act, to levy and collect a special tax (in an amount necessary to meet delinquencies, but not to exceed ten cents on each $100 of assessable property within the City in any one year) if other funds are not available to cover delinquencies.

In early 1990, the U.S. Supreme Court struck down as a violation of equal protection certain property tax assessment practices in West Virginia, which had resulted in vastly different assessments of similar properties. Since Article XIIIA provides that property may only be assessed up to 2%, per year, ex cept upon change of ownership or new construction, recent purchasers may pay substantially higher property taxes than long-time owners of comparable property in a community. The Supreme Court in the West Virginia case expressly declined to comment in any way on the constitutionality of Article XIIIA.

Based on this decision, however, property owners in California brought three suits challenging the acquisition value assessment provisions of Article XIIIA. Two cases involve residential property and one case involves commercial property. In all three cases, State trial and appellate courts have upheld the constitutionality of Article XIIIA’s assessment rules and concluded that the West Virginia case did not apply to California’s laws. On June 3, 1991, the U .S. Supreme Court agreed to hear the appeal in the challenge relating to commercial property, but the plaintiff subsequently decided to drop the case.

On October 7, 1991, the U.S. Supreme Court granted the plaintiff’s petition for a writ of certiorari and agreed to hear the Nordlinger v. Lynch case. On June 18, 1992, the U.S. Supreme Court affirmed the 499

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Nordlinger decision (112 U.S. 2326) of the California Court of Appeal, Second Appellate District, which previously held that Article XIIIA does not violate the U.S. Constitution.

The City cannot predict whether any other pending or future challenges to the State’s present system of property tax assessment will be successful, when the ultimate resolution of any challenge will occur, or the ultimate effect any decision regarding the State’s present system of property tax assessment will have on the City’s revenues or on the State’s financial obligations to local governments.

Articles XIIIC and XIIID of the California Constitution . Proposition 218, a state ballo t initiative known as the “Right to Vote on Taxes Act,” was approved by California voters on November 6, 1996.

Proposition 218 added Articles XIIIC and XIIID to the State Constitution, and, with the exception of certain provisions, Articles XIIIC and XIIID became effective on November 6, 1996.

Among other things, Proposition 218 imposed certain voting requirements and other limitations on the imposition of new or increased taxes, assessments, and property -related fees and charges. Under Proposition 218 (i) all taxes imposed by local governments are deemed to be either general taxes, or special taxes, (ii) no local government may impose, extend, or increase any general tax unless and until such tax is submitted to the electorate and approved by a majority vote, and (iii) no local government may impose, extend, or increase any special tax unless and until such tax is submitted to the electorate and approved by a two-thirds vote. Special purpose districts, including community facilities districts and assessme nt districts, have no power to levy general taxes. The City believes that the issuance of the Bonds does not require the conduct of further proceedings under the Refunding Act, the 1915 Act, the 1913 Act, the Mello -Roos Act, or Proposition 218, as applicable, other than as described herein.

Proposition 218 provides that the initiative power shall “not be prohibited or otherwise limited in matters reducing or repealing any local tax, assessment, fee or charge...” Thus, Proposition 218 removes limitations on the initiative power in matters of, among other things, the Special Taxes. Consequently, it is conceivable that the voters of the City or the District could, by future initiative, repeal, reduce, or prohibit the future imposition or increase of any Special Tax, subject to overriding federal constitutional principles relating to impairment of contracts.

Although the provisions of Article XIIIC have not been interpreted by the courts, the City believes that the initiative power cannot be used to reduce or repeal the unpaid Special Taxes that are pledged as security for payment of the Bonds or to otherwise interfere with the mandatory, statutory duty of the City and the County Auditor with respect to the unpaid Special Taxes that are pledged as security for payment of the Bonds.

The Appellate District, Division One, issued its opinion in 2014 in City of San Diego v. Melvin Shapiro, et al. (228 Cal. App. 4th 756) (the “San Diego Decision”). The case involved a Convention Center Facilities District (the “CCFD”) established by the City of San Diego (the “City”). The CCFD is a financing district much like a community facilities district established under the provisions of the Act. The CCFD is comprised of all of the real property in the entire City. However, the special tax to be levied within the CCFD was to be levied only on hotel properties located within the CCFD.

The election authorizing the special tax was limited to owners of hotel properties and lessees of real property owned by a governmental entity on which a hotel is located. Thus, the election was not a registered voter election. Such approach to determining who would constitute the qualified electors of the CCFD was modeled after Section 53326(c) of the Act, which generally provides that, if a specia l tax will not be apportioned in any tax year on residential property, the legislative body may provide that the vote shall be by the landowners of the proposed district whose property would be subject to the special tax. The Court held that the CCFD special tax election was invalid under the California Constitution because Article XIIIA, Section 4 thereof and Article XIIIC, Section 2 thereof require that the electors in such an election be the registered voters within the district.
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The facts of the San Die go Decision show that there were hundreds of thousands of registered voters within the CCFD (viz., all of the registered voters in the City). There were no registered voters in Improvement Area No. 11 at the time of formation and at the time of the subsequent changes to the District on October 2, 2012. In the San Diego Decision, the Court expressly stated that it was not addressing the validity of landowner voting to impose special taxes pursuant to the Act in situations where there are fewer than 12 registered voters. Thus, by its terms, the Court’s holding does not apply to the Special Tax elections in Improvement Area No. 11. Moreover, Section 53341 of the Act provides that any “action or proceeding to attack, review, set aside, void or annul the levy of a special tax…shall be commenced within 30 days after the special tax is approved by the voters.” Similarly, Section 53359 of the Act provides that any action to determine the validity of bonds issued pursuant to the Act be brought within 30 days of t he voters approving the issuance of such bonds. Voters in Improvement Area No. 11 approved Special Tax and the issuance of bonds on November 5, 2024 . Based on Sections 53341 and 53359 of the Act and analysis of existing laws, regulations, rulings and court decisions, Bond Counsel is of the opinion that the Special Tax is being levied in accordance with the Rate and Method of Apportionment.

The interpretation and application of Proposition 218 will ultimately be determined by the courts with respect to a number of the matters discussed above, and it is not possible at this time to predict with certainty the outcome of such determination.

Future Initiatives; Initiative 1935
Articles XIIIA, XIIIB, XIIIC, and XIIID of the Constitution were each adopted as measures that qualified for the ballot pursuant to California’s initiative process. From time to time other initiative measures could be adopted, which may affect the ability of the City or the District, as applicable, to levy and maintain Special Taxes.

Hazardous Substances
Although governmental taxes, assessments, and charges are common claims against taxed parcels within Improvement Area No. 11, other less common claims may be relevant to the valuation of such property.

One of the most serious in terms of the potential reduction in the value of the affected property is a claim with regard to hazardous substances. In general, the owners and operators of parcels within Improvement Area No. 11 may be required by law to remedy conditions of the parcels related to the releases or threatened releases of hazardous substances. The federal Comprehensive Environmental Response, Compensation, and Liability Act of 1980, sometimes refe rred to as “CERCLA” or the “Superfund Act,” is the most well -known and widely applicable of these laws, but California laws with regard to hazardous substances are also stringent and similar.

Under many of these laws, the owner (or operator) is obligated to remedy a hazardous substances condition of a property whether or not the owner (or operator) has anything to do with creating or handling the hazardous substance. The effect, therefore, should any parcel within Improvement Area No. 11 be affected by a hazardous substance, would be to reduce the marketability and value of the parcel by the costs of remedying the condition, because the owner (or operator) is obligated to remedy the condition. Further, such liabilities may arise not simply from the existe nce of a hazardous substance but from the method of handling or disposing of it. All of these possibilities could significantly affect the financial and legal ability of a property owner to develop the affected parcel or other parcels, as well as the value of the property that is realizable upon a delinquency and foreclosure.

The appraised values set forth in the Appraisal do not, unless expressly noted, take into account the possible reduction in marketability and value of any of the parcels by reason of the possible liability of the owner (or operator) for the remedy of a hazardous substance condition of the parcel. The District is not aware that the owner of any of the taxed parcels in Improvement Area No. 11 has such a current liability with respect to the existence of any hazardous substances on any of the parcels within Improvement Area No. 11, except as expressly noted. The Merchant Builders with active projects are not aware of any current liability with respect to any such hazardous substance condition existing on its property within Improvement Area No. 11 . 501

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However, it is possible that su ch liabilities do currently exist and that neither the District nor such Merchant Builders are aware of them.

It is possible that liabilities may arise in the future with respect to any of the parcels within Improvement Area No. 11 resulting from the existence, currently or in the future, on the parcel of a substance presently classified as hazardous but that has not been released or the release of which is not presently threatened, or may arise in the future resulting from the existence, currently or in th e future, on the parcel of a substance not presently classified as hazardous but that may in the future be so classified. Furthermore, such liabilities may arise not simply from the existence of a hazardous substance but from the method of handling or disposing of it. All of these possibilities could significantly affect the value of a taxed parcel that is realizable upon a delinquency of Special Taxes.

Fire Hazards
Improvement Area No. 11 is not located within a Very High Fire Hazard Severity zone. This is consistent with the CalFire Fire Hazard Severity Zone Map. The Merchant Builders report that no extra fire suppression mitigation was required for development of the property within Improvement Area No. 11 ; however, there can be no assurances that wildfires will not occur within Improvement Area No. 11 or as to the severity or frequency of wildfires within the vicinity of Improvement Area No. 11.

Seismic Hazards
California has historically been subject to periodic seismic activity. The property within Improvement Area No. 11 is not located within any Special Studies Zone, as defined in the Alquist -Priolo Special Studies Zone Act; however, Improvement Area No. 11 is located within over two miles of the Chino -Central fault. In addition, the City may sti ll be subject to moderate and severe ground shaking in the event of a major seismic occurrence on any of the active faults in the Southern California area. The occurrence of seismic activity in Improvement Area No. 11 could result in substantial damage to properties in Improvement Area No. 11 , which, in turn, could substantially reduce the value of such properties and could affect the ability or willingness of the property owners to pay their Special Taxes.

Flood Hazards
According to the Appraisal, the Dis trict is not located in a Federal Emergency Management Agency flood hazard zone.

Judicial Delays
Judicial remedies, such as foreclosure and enforcement of covenants, are subject to the exercise of judicial discretion. A California court may not strictly apply certain remedies or enforce certain covenants if it concludes that application or enforcement would be unreasonable under the circumstances, and it may delay the application of such remedies and enforcement.

Limited Secondary Market
No application has been made for a rating for the Bonds, and it is not known whether a rating for the Bonds could be secured either now or in the future. There can be no assurance that there will ever be a secondary market for purchase or sale of the Bonds, and from time t o time there may be no market for them, depending upon prevailing market conditions and the financial condition or market position of firms who may comprise the secondary market.

Although the District has covenanted to provide continuing secondary market d isclosure in accordance with the provisions of and during the periods required by its Continuing Disclosure Agreement, 502

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including certain financial and operating information, there can be no assurance that such information will be available to Owners on a t imely basis. (See “CONTINUING DISCLOSURE.”) The failure to provide the required annual disclosure information does not give rise to monetary damages, but merely an action for specific performance. Occasionally, because of general market conditions, lack of current information, the absence of a credit rating, or adverse history or economic prospects connected with a particular issue, secondary marketing practices in connection with a particular issue are suspended or terminated. Additionally, secondary m arket prices for issues depend upon the then prevailing circumstances. Such prices could be substantially different from the original purchase price of the issue.

Loss of Tax Exemption
As discussed under the caption “TAX MATTERS,” interest on the Bonds co uld cease to be excluded from gross income for federal income tax purposes retroactive to the date the Bonds were issued as a result of future acts or omissions of the District. Should such an event of taxability occur, the Bonds are not subject to special redemption or any increase in interest rate and will remain Outstanding until maturity or until redeemed under one of the other redemption provisions contained in the Fiscal Agent Agreement.

No Acceleration
There is no provision in the Bonds or the Fisca l Agent Agreement for acceleration of the payment of principal of or interest on the Bonds in the event of a default by the District or in the event interest on the Bonds becomes included in gross income for federal income tax purposes.

Potential Early Redemption of Bonds from Special Tax Prepayments Property owners within Improvement Area No. 11 , including the Merchant Builders, and any individual property owner, are permitted to prepay their Special Taxes at any time. Such Prepayments could also be made from the proceeds of bonds issued by or on behalf of an overlapping special assessment district or community facilities district. Such Prepayments will result in an extraordinary redemption of the Bonds on the Interest Payment Date for which timely notice may be given under the Fiscal Agent Agreement following the receipt of the Prepayment. The resulting extraordinary redemption of such bonds that were purchased at a price greater than par could reduce the otherwise expected yield on such bonds. See “THE BONDS — Redemption Provisions — Special Mandatory Redemption from Prepayments of Special Taxes.” Private Indebtedness
Deeds of trust securing loans encumber many properties within Improvement Area No. 11. Any such private liens, as well as any future priv ate liens secured by land within Improvement Area No. 11 , are subordinate to the lien securing the Special Taxes. Nevertheless, the existence of such private debt could reduce the ability of property owners to pay the Special Taxes. In addition, other fi nancial obligations of the Merchant Builders or subsequent property owners may also affect the ability of such entities to pay the Special Taxes. See “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Development Plans.” Limitations on Remedies
Remedies available to the Owners may be limited by a variety of factors and may be inadequate to assure the timely payment of principal of and interest and premium, if any, on the Bonds or to preserve the tax- exempt status of interest on the Bonds.

Bond Counsel has limited its opinion as to the enforceability of the Bonds and the Fiscal Agent Agreement to the extent that enforceability may be limited by bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium, or other similar laws affec ting generally the enforcement of creditor’s rights, by equitable principles and by the exercise of judicial discretion. Additionally, the Bonds are 503

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not subject to acceleration in the event of the breach of any covenant or duty under the Fiscal Agent Agreement. The lack of availability of certain remedies or the limitation of remedies may entail risks of delay in the exercise of, or limitations on or modifications to, the rights of the Owners.

The enforceability of the rights and remedies of the Owners an d the Fiscal Agent, and the obligations incurred by the District as described herein may be subject to the following: the federal bankruptcy code and applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or affecting t he enforcement of creditors’ rights generally, now or hereafter in effect; usual equity principles that may limit the specific enforcement under State law of certain remedies; the exercise by the federal government of the powers delegated to it by the Unit ed States Constitution; and the reasonable and necessary exercise, in certain exceptional situations, of the police power inherent in the sovereignty of the State and its governmental bodies in the interest of serving a significant and legitimate public pu rpose. Bankruptcy proceedings or the exercise of powers by the federal or state government, if initiated, could subject the Owners to judicial discretion and interpretation of their rights in bankruptcy or otherwise and consequently may entail risks of delay, limitations, or modification of their rights.

IRS Audit of Tax-Exempt Bond Issues
The Internal Revenue Service (“IRS”) has initiated an expanded program for the auditing of tax - exempt bond issues, including both random and targeted audits. It is poss ible that the Bonds will be selected for audit by the IRS. It is also possible that the market value of the Bonds might be affected as a result of such an audit of the Bonds (or by an audit of similar bonds).

Parity Taxes and Special Assessments
Property within Improvement Area No. 11 is subject to taxes and assessments imposed by other public agencies also having jurisdiction over the land within Improvement Area No. 11. See “THE DISTRICT AND IMPROVEMENT AREA NO. 11—Direct and Overlapping Indebtedness.” The Special Taxes and any penalties thereon will constitute a lien against the lots and parcels of land on which they will be annually imposed until they are paid. Such lien is on a parity with all special taxes and special assessments levied by other agencies and is co-equal to and independent of the lien for general property taxes regardless of when they are imposed upon the same property. The Special Taxes have priority over all existing and future private liens imposed on the property except, possibly, for liens or security interests held by the Federal Deposit Insurance Corporation. See “—Bankruptcy and Foreclosure.” Neither the District nor the City has control over the ability of other entities and districts to issue indebtedness secured by special taxes, ad valorem taxes or assessments payable from all or a portion of the property within the District. In addition, the landowners within the District may, without the consent or knowledge of the District, petition other public agencies to issue public indebtedness secured by special taxes and ad valorem taxes or assessments. Any such special taxes or assessments may have a lien on such property that is co -equal to the Special Taxes and could reduce the estimated value-to-lien ratios for the property w ithin the District described herein. See “SECURITY FOR THE BONDS” and “THE DISTRICT AND IMPROVEMENT AREA NO. 11—Property Values; Appraised Value-to-Lien Ratio” and “—Direct and Overlapping Indebtedness.” Disclosures to Future Purchasers
The willingness or ability of an owner of a parcel to pay the Special Tax even if the value is sufficient may be affected by whether or not the owner was given due notice of the Special Tax authorization at the time the owner purchased the parcel, was informed of the amount of the Special Tax on the parcel should the Special Tax be levied at the maximum tax rate and the risk of such a levy and, at the time of such a levy, has the ability to pay it as well as pay other expenses and obligations. The District has caused a noti ce of the 504

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Special Tax to be recorded in the Office of the Recorder for the County of San Bernardino against each parcel.

While title companies normally refer to such notices in title reports, there can be no guarantee that such reference will be made or, if made, that a prospective purchaser or lender will consider such Special Tax obligation in the purchase of a property within Improvement Area No. 11 or lending of money thereon.

The Act requires the subdivider (or its agent or representative) of a subdivision to notify a prospective purchaser or long-term lessor of any lot, parcel, or unit subject to a special tax under the Act of the existence and maximum amount of such special tax using a statutorily prescribed form. California Civil Code Section 1102.6b requires that in the case of transfers other than those covered by the above requirement, the seller must at least make a good faith effort to notify the prospective purchaser of the special tax lien in a format prescribed by statute. Failure by an own er of the property to comply with the above requirements, or failure by a purchaser or lessor to consider or understand the nature and existence of the Special Tax, could adversely affect the willingness and ability of the purchaser or lessor to pay the Special Tax when due.

Special Tax Delinquencies
Under provisions of the Act, the Special Taxes, from which funds necessary for the payment of principal of, and interest on, the Bonds are derived, will be billed to the properties within Improvement Area No. 11 on the regular ad valorem property tax bills sent to owners of such properties by the County of San Bernardino Tax Collector. The Act currently provides that such Special Tax installments are due and payable, and bear the same penalties and interest for non-payment, as do ad valorem property tax installments.

See APPENDIX A for a discussion of the provisions which apply, and procedures which the District is obligated to follow under the Indenture, in the event of delinquencies in the payment of Special T axes. See “—Bankruptcy and Foreclosure” for a discussion of the policy of the Federal Deposit Insurance Corporation regarding the payment of special taxes and assessment and limitations on the District’s ability to foreclosure on the lien of the Special Taxes in certain circumstances.

The District does not participate in the County’s Teeter Plan. Accordingly, the collection of Special Taxes is subject to delinquencies.

Economic, Political, Social, and Environmental Conditions Prospective investors are e ncouraged to evaluate current and prospective economic, political, social, and environmental conditions as part of an informed investment decision. Changes in economic, political, social, or environmental conditions on a local, state, federal, and/or inte rnational level may adversely affect investment risk generally. Such conditional changes may include (but are not limited to) fluctuations in business production, consumer prices, or financial markets, unemployment rates, technological advancements, shortages or surpluses in natural resources or energy supplies, changes in law, social unrest, fluctuations in the crime rate, political conflict, acts of war or terrorism, environmental damage, and natural disasters.

Cybersecurity
The City, like many other public and private entities, rely on computer and other digital networks and systems to conduct their operations. The City is potentially subject to multiple cyber threats, including without limitation hacking, viruses, ransomware, malware and other attacks. No assurance can be given that the efforts of the City to manage cyber threats and attacks will be successful in all cases, or that any such attack will not materially impact the operations or finances of the City, or the administration of the Bonds. Th e City is also reliant on other entities and service providers in connection with the administration of the Bonds, including without limitation, the County tax collector for the levy and collection of Special Taxes and the Fiscal Agent.

No assurance can b e given that the City and these other entities will not be affected by cyber threats and attacks in a manner that may affect the levy and collection of Special Taxes or the payment of debt service on the Bonds.
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TAX MATTERS
In the opinion of Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, Bond Counsel, under existing statutes, regulations, rulings and judicial decisions, and assuming certain representations and compliance with certain covenants and requirements described herein, interest (and original issue discount) on the Bonds is excluded from gross income for federal income tax purposes, and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals. However, it should be noted that, with respect to applicable corporations as defined in Section 59(k) of the Internal Revenue Code of 1986, as amended (the “Code”), generally certain corporations with more than $1,000,000,000 of average annual adjusted financial statement income, interest (and original issue discount) with respect to the Bonds might be taken into account in determining adjusted financial statement income for purposes of computing the alternative minimum tax imposed by Sectio n 55 of the Code on such corporations. In the further opinion of Bond Counsel, interest (and original issue discount) on the Bonds is exempt from State of California personal income tax.

The excess of the stated redemption price at maturity of a Bond over the issue price of a Bond (the first price at which a substantial amount of the Bonds of a maturity is to be sold to the public) constitutes original issue discount. Original issue discount accrues under a constant yield method, and original issue discount will accrue to a Bond Owner before receipt of cash attributable to such excludable income. The amount of original issue discount deemed received by the Bond Owner will increase the Bond Owner’s basis in the applicable Bond.

Bond Counsel’s opinion as to the exclusion from gross income of interest (and original issue discount) on the Bonds is based upon certain representations of fact and certifications made by the District and others and is subject to the condition that the District complies with all req uirements of the Code, that must be satisfied subsequent to the issuance of the Bonds to assure that interest (and original issue discount) on the Bonds will not become includable in gross income for federal income tax purposes. Failure to comply with such requirements of the Code might cause the interest (and original issue discount) on the Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Bonds. The District will covenanted to comply with all such requirements.

The amount by which a Bond Owner’s original basis for determining loss on sale or exchange in the applicable Bond (generally, the purchase price) exceeds the amount payable on maturity (or on an earlier call date) constitutes amortizabl e bond premium, which must be amortized under Section 171 of the Code; such amortizable Bond premium reduces the Bond Owner’s basis in the applicable Bond (and the amount of tax - exempt interest received), and is not deductible for federal income tax purpos es. The basis reduction as a result of the amortization of Bond premium may result in a Bond Owner realizing a taxable gain when a Bond is sold by the Owner for an amount equal to or less (under certain circumstances) than the original cost of the Bond to the Owner. Purchasers of the Bonds should consult their own tax advisors as to the treatment, computation and collateral consequences of amortizable Bond premium.

The Internal Revenue Service (the “IRS”) has initiated an expanded program for the auditing of tax- exempt bond issues, including both random and targeted audits. It is possible that the Bonds will be selected for audit by the IRS. It is also possible that the market value of the Bonds might be affected as a result of such an audit of the Bonds (or by an audit of similar Bonds). No assurance can be given that in the course of an audit, as a result of an audit, or otherwise, Congress or the IRS might not change the Code (or interpretation thereof) subsequent to the issuance of the Bonds to the extent that it adversely affects the exclusion from gross income of interest on the Bonds or their market value.

SUBSEQUENT TO THE ISSUANCE OF THE BONDS THERE MIGHT BE FEDERAL, STATE,

OR LOCAL STATUTORY CHANGES (OR JUDICIAL OR REGULATORY CHANGES TO OR

INTERPRETATIONS OF FEDERAL, STATE, OR LOCAL LAW) THAT AFFECT THE FEDERAL,

STATE, OR LOCAL TAX TREATMENT OF THE BONDS INCLUDING THE IMPOSITION OF 506

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ADDITIONAL FEDERAL INCOME OR STATE TAXES BEING IMPOSED ON OWNERS OF TAX - EXEMPT STATE OR LOCAL OBLIGATIONS, SUCH AS T HE BONDS. THESE CHANGES COULD ADVERSELY AFFECT THE MARKET VALUE OR LIQUIDITY OF THE BONDS. NO ASSURANCE

CAN BE GIVEN THAT SUBSEQUENT TO THE ISSUANCE OF THE BONDS STATUTORY CHANGES

WILL NOT BE INTRODUCED OR ENACTED OR JUDICIAL OR REGULATORY INTERPRETATION S WILL NOT OCCUR HAVING THE EFFECTS DESCRIBED ABOVE. BEFORE PURCHASING ANY OF

THE BONDS, ALL POTENTIAL PURCHASERS SHOULD CONSULT THEIR TAX ADVISORS

REGARDING POSSIBLE STATUTORY CHANGES OR JUDICIAL OR REGULATORY CHANGES OR

INTERPRETATIONS, AND THEIR COLLAT ERAL TAX CONSEQUENCES RELATING TO THE BONDS.

Bond Counsel’s opinions may be affected by actions taken (or not taken) or events occurring (or not occurring) after the date hereof. Bond Counsel has not undertaken to determine, or to inform any person, whether any such actions or events are taken or do occur. The authorizing resolutions and the Tax Certificate relating to the Bonds permit certain actions to be taken or to be omitted if a favorable opinion of Bond Counsel is provided with respect thereto. Bo nd Counsel expresses no opinion as to the effect on the exclusion from gross income of interest (and original issue discount) on the Bonds for federal income tax purposes with respect to any Bond if any such action is taken or omitted based upon the advice of counsel other than Stradling Yocca Carlson & Rauth LLP.

Although Bond Counsel has rendered an opinion that interest on the Bonds is excluded from gross income for federal income tax purposes provided that the District continues to comply with certain requirements of the Code, the ownership of the Bonds and the accrual or receipt of interest with respect to the Bonds may otherwise affect the tax liability of certain persons. Bond Counsel expresses no opinion regarding any such tax consequences. Accordi ngly, before purchasing any of the Bonds, all potential purchasers should consult their tax advisors with respect to collateral tax consequences relating to the Bonds A copy of the proposed form of opinion of Bond Counsel is attached hereto as Appendix B.

CERTAIN LEGAL MATTERS
The legal opinion of Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, Bond Counsel, approving the validity of the Bonds in substantially the form set forth as APPENDIX B hereto, will be made available to purchasers at the time of original delivery. Certain legal matters will be passed upon for the District by Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, as Disclosure Counsel and as counsel for the District and for the City and the District by the Ci ty Attorney of the City, and for the Underwriter by Best Best & Krieger LLP, Los Angeles, California. Stradling Yocca Carlson & Rauth LLP, expresses no opinion to the owners of the Bonds as to the accuracy, completeness or fairness of this Official Statement or other offering materials relating to the Bonds, and expressly disclaims any duty to advise the owners of the Bonds as to matters related to the Official Statement.

ABSENCE OF LITIGATION
The City, for itself and on behalf of the District, will certif y upon the issuance and delivery of the Bonds that there is no action, suit, or proceeding known to be pending or threatened, restraining, or enjoining the issuance or sale of the Bonds, or in any way contesting or affecting the validity of the foregoing o r any proceedings of the City or the District taken with respect to any of the foregoing.

NO RATING
The District has not made and does not contemplate making an application to any rating agency for the assignment of a rating to the Bonds.
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UNDERWRITING
The Bonds are being purchased by Raymond James & Associates, Inc. (the “Underwriter”). The Underwriter has agreed to purchase the Bonds at a price of $____________ (being the $________ aggregate principal amount of the Bonds, [plus/less] a [net] original issu e [premium/discount], less an Underwriter’s discount of $__________. The purchase agreement relating to the Bonds provides that the Underwriter will purchase all of the Bonds if any are purchased, the obligation to make such purchase being subject to cert ain terms and conditions set forth in such purchase agreement, the approval of certain legal matters by counsel, and certain other conditions.

The Underwriter may offer and sell Bonds to certain dealers and others at prices lower than the offering prices stated on the inside cover page hereof. The offering price may be changed from time to time by the Underwriter.

PROFESSIONAL FEES
The fees payable to certain professionals, including the Underwriter, Stradling Yocca Carlson & Rauth LLP, as Bond Counsel and Disclosure Counsel to the District, Urban Futures, Inc., as Financial Advisor, and The Bank of New York Mellon Trust Company, N.A., as Fiscal Agent, are contingent upon the issuance of the Bonds. The fees of BTI Appraisal, as Appraiser, are not contingen t upon the issuance of the Bonds. The fees of Webb Municipal Finance, LLC, as Special Tax Consultant, CFD Administrator and Dissemination Agent, are in part contingent upon the issuance of the Bonds.

CONTINUING DISCLOSURE
The District
The District will covenant in a Continuing Disclosure Agreement with Webb Municipal Finance, LLC, as dissemination agent, the form of which is set forth in Appendix F, for the benefit of the Owners, to provide an Annual Report containing certain financial information and op erating data relating to the District and the Bonds for each fiscal year and to provide notices of enumerated events. The specific nature of the information to be contained in the Annual Reports or notices of enumerated events to be provided by or on behalf of the District and certain other terms of its continuing disclosure obligations are contained in Appendix F — “FORM OF DISTRICT CONTINUING DISCLOSURE AGREEMENT.” The District represents that, other than as disclosed in this Official Statement, the Dis trict has not failed in any material respect to comply in the last five years with any previous undertaking to provide continuing disclosure reports and notices of enumerated events pursuant to the provisions of Rule 15c2 -12 of the Securities and Exchange Commission (the “Rule”).

The District (not the City) is obligated to comply with the Continuing Disclosure Agreement and, through the Continuing Disclosure Agreement, the Rule. However, the City Council of the City is the legislative body of the District and the City’s other community facilities districts and the District and the City’s other community facilities districts have no employees or staff independent of the City. During the past five years, to the City’s knowledge, the City and its related gove rnmental entities have complied, in all material respects, with their disclosure undertakings.

Trumark
Trumark will also covenant in a Merchant Builder Continuing Disclosure Certificate, the form of which is set forth in Appendix I, for the benefit of the Owners, to provide semi -annual reports containing updates of certain development information within the Offici al Statement regarding the property in Improvement Area No. 11 that it owns or is under option to acquire and notices of certain significant events.

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events and certain other terms of the continuing disclosure obligations of Trumark is contained in Appendix I— “FORM OF MERCHANT BUILDER CONTINUING DISCLOSURE CERTIFICATE.” To the actual knowledge of Trumark, other than as disclosed below, Trumark has not failed to comply in any material respects with its previous undertakings by it to provide periodic continuing disclosure reports or notices of listed events with respect to community facilities district or assessment district bond issues in southern California within the past five years.

The obligations of Trumark under its Merchant Builder Continuing Disclosure Certificate will terminate upon the earliest to occur of: (i) the legal defeasance, prior redemption or payment in full of all of the Bonds; or (ii) the date on which Trumark and any affiliate of Trumark, collectively, have conveyed to homebuyers at least 5 of the 55 residential units planned to be constructed by Trumark in Improvement Area No. 11 subject to the Special Tax.

Century
Century will also covenant in a Merchant Builder Continuing Disclosure Certificate, the form of which is set forth in Appendix I, for the benefit of the Owners, to provide semi -annual reports containing updates of certain development information within the Official Statement regarding the property in Improvement Area No. 11 that it owns or is under option to acquire and notices of certain significant events.

The specific nature of the information to be contained in the semi -annual reports or notices of significant events and certain other terms of the continuing disclosure obligations of Century is contained in Appendix I— “FORM OF MERCHANT BUILDER CONTINUING DISCLOSURE CERTIFICATE.” [To the actual knowledge of Century, other than as disclosed below, Century has not failed to comply in any material respects with its previous undertakings by it to provide periodic continuing disclosure reports or notices of listed events with respect to community facilities district or assessment district bond issues in southern California within the past five years.]
The obligations of Century under its Merchant Builder Continuing Disclosure Certificate will terminate upon the earliest to occur of: (i) the legal defeasance, prior redemption or payment in full of all of the Bonds; or (ii) the date on which Century and any affiliate of Century, collectively, have conveyed to homebuyers at least ____ of the 59 residential units planned to be constructed by Century in Improvement Area No. 11 subject to the Special Tax.

MISCELLANEOUS
References are made herein to certain documents and reports that are brief summaries thereof which do not purport to be complete or definitive and reference is made to such documents and reports for full and complete statement of the contents thereof.

Any statements in this Official Statement involving matters of opinion, whether or not expressly so stated, are intended as such and not as representatives of fact. This Official Statement is not to be construed as a contract or agreement between the District and the purchasers or Owners of any of the Bonds. 509

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The execution and delivery of this Official Statement have been duly authorized by the City, for and on behalf of the District.

COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO
By:

City Manager

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APPENDIX A

SUMMARY OF FISCAL AGENT AGREEMENT
The following is a summary of certain provisions of the Fiscal Agent Agreement not otherwise described in the text of this Official Statement. This summary is not intended to be definitive, and reference is made to the text of the Fiscal Agent Agreement for the complete provisions thereof.

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APPENDIX B

FORM OF BOND COUNSEL OPINION
[Closing Date]
City Council
City of Chino
Chino, California
Re: $__________ Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds
Honorable Members of the City Council:

We have examined the Constitution and laws of the State of California, a certified record of the proceedings of the City of Chino, California (the “City”) taken in connection with the formation of Community Facilities District No. 2003-3 of the City of Chino (the “District”) and the authorization and issuance of the District’s Improvement Area No. 11 2025 Special Tax Bonds in the aggregate principal amount of $__________ (the “Bonds”) and such other informati on and documents as we consider necessary to render this opinion. In rendering this opinion, we have relied upon certain representations of fact and certifications made by the City, the District, the initial purchaser of the Bonds and others. We have not undertaken to verify through independent investigation the accuracy of the representations and certifications relied upon by us.

The Bonds have been issued pursuant to the Mello -Roos Community Facilities Act of 1982, as amended (Sections 53311 et seq. of the Government Code of the State of California), Resolution No. 2025- ____ adopted by the City Council of the City, acting in its capacity as the legislative body of the District, on _____________, 2025 (the “Resolution of Issuance”) and a Fiscal Agent Agre ement by and between the District and The Bank of New York Mellon Trust Company, N.A., as Fiscal Agent (the “Fiscal Agent”), dated as of December 1, 2025 (the “Fiscal Agent Agreement”), by and between the District and the Fiscal Agent.

All capitalized terms not defined herein shall have the meanings set forth in the Fiscal Agent Agreement.

The Bonds are dated as of the date of hereof and mature on the dates and in the amounts set forth in the Fiscal Agent Agreement. The Bonds bear interest payable semiann ually on each March 1 and September 1, commencing on March 1, 2026 , at the rates per annum set forth in the Fiscal Agent Agreement.

The Bonds are registered Bonds in the form set forth in the Fiscal Agent Agreement redeemable in the amounts, at the times and in the manner provided for in the Fiscal Agent Agreement.

Based upon our examination of the foregoing, and in reliance thereon and on all matters of fact as we deem relevant under the circumstances, and upon consideration of applicable laws, we are of the opinion that:
(1) The Bonds have been duly and validly authorized by the District and are legal, valid and binding limited obligations of the District, enforceable in accordance with their terms and the terms of the Fiscal Agent Agreement, except as th e same may be limited by bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or other similar laws affecting generally the enforcement of creditors’ rights, by equitable principles and by the exercise of judicial discretio n; provided, however, we express no opinion as to the enforceability of the covenant of the District contained in the Fiscal Agent Agreement to levy Special Taxes for the payment of Administrative Expenses. The Bonds are limited obligations of the District but are not a debt of the City, the County of San Bernardino, the State of California or any other political subdivision thereof within the meaning of any constitutional or statutory limitation, and, except for the Special Taxes, neither the faith and cr edit nor the taxing power of the District, the City, the 512

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County of San Bernardino, the State of California, or any other political subdivision is pledged for the payment thereof. The execution and delivery of the Fiscal Agent Agreement has been duly autho rized by the District, and the Fiscal Agent Agreement is valid and binding upon the District and is enforceable in accordance with its terms, except to the extent that enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws affecting creditors’ rights generally, by the exercise of judicial discretion in accordance with general principles of equity or otherwise in appropriate cases, and by the limitations on legal remedies against publ ic agencies in the State of California; provided, however, we express no opinion as to the enforceability of the covenant of the District contained in the Fiscal Agent Agreement to levy Special Taxes for the payment of Administrative Expenses or as to any provisions therein relating to indemnification, contribution, penalty, waiver, choice of law or choice of forum. (2) The Fiscal Agent Agreement creates a valid pledge of, and the Bonds are secured by, the Net Special Taxes and the amounts on deposit in cer tain funds and accounts established under the Fiscal Agent Agreement, as and to the extent provided in the Fiscal Agent Agreement, except as the same may be limited by bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or other similar laws affecting generally the enforcement of creditors’ rights, by equitable principles and by the exercise of judicial discretion.
(3) Under existing statutes, regulations, rulings and judicial decisions, interest (and original issue discount) on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals; however, it should be noted with respect to applicable corporations as defined in Section 59(k) of the Internal Revenue Code of 1986, as amended (the “Code”), interest (and original issue discount) with respect to the Bonds might be taken into account in determining adjusted financial statement income for th e purposes of computing the alternative minimum tax imposed on such corporations. (4) Interest (and original issue discount) on the Bonds is exempt from State of California personal income tax.
(5) The difference between the issue price of a Bond (the first price at which a substantial amount of the Bonds of a maturity are to be sold to the public) and the stated redemption price at maturity with respect to such Bond constitutes original issue discount. Original issue discount accrues under a constant yie ld method, and original issue discount will accrue to a Bond owner before receipt of cash attributable to such excludable income. The amount of original issue discount deemed received by a Bond owner will increase the Bond owner’s basis in the applicable Bond.
(6) The amount by which a Bond Owner’s original basis for determining loss on sale or exchange of a Bond (generally, the purchase price) exceeds the amount payable on maturity (or on an earlier call date) constitutes amortizable Bond premium, which must be amortized under Section 171 of the Code; such amortizable Bond premium reduces the Bond Owner’s basis in the applicable Bond (and the amount of tax - exempt interest received), and is not deductible for federal income tax purposes. The basis reduct ion as a result of the amortization of Bond premium may result in a Bond Owner realizing a taxable gain when a Bond is sold by the Owner for an amount equal to or less (under certain circumstances) than the original cost of the Bond to the Owner. Purchase rs of the Bonds should consult their own tax advisors as to the treatment, computation and collateral consequences of amortizable Bond premium.

The opinions expressed herein as to the exclusion from gross income for federal income tax purposes of interest and original issue discount on the Bonds are subject to the condition that the City and the District comply with all requirements of the Code, that must be satisfied subsequent to the issuance of the Bonds to assure that such interest and original issue di scount will not become includable in gross income for federal income tax purposes. Failure to comply with such requirements of the Code might cause interest and original issue discount on the Bonds to be included in gross income for federal income tax pur poses retroactive to the date of issuance of the Bonds. The City and the District have covenanted to comply with all such 513

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requirements. Except as set forth in paragraphs (3) through (6) above, we express no opinion as to any tax consequences related to the Bonds.

It is possible that subsequent to the issuance of the Bonds there might be federal, state, or local statutory changes (or judicial or regulatory interpretations of federal, state, or local law) that affect the federal, state, or local tax treatme nt of the Bonds or the market value of the Bonds. No assurance can be given that subsequent to the issuance of the Bonds such changes or interpretations will not occur.

The opinions expressed herein are based upon an analysis of existing statutes, regulat ions, rulings and judicial decisions and cover certain matters not directly addressed by such authorities.

We call attention to the fact that the foregoing opinions may be affected by actions taken (or not taken) or events occurring (or not occurring) after the date hereof. We have not undertaken to determine, or to inform any person, whether such actions or events are taken (or not taken) or do occur (or do not occur). The Fiscal Agent Agreement and the Tax Certificate executed by the District and the City with respect to the Bonds as of the date hereof permit certain actions to be taken or omitted if a favorable opinion of Bond Counsel is provided with respect thereto. We express no opinion as to the effect on the exclusion from gross income of interest and original issue discount on the Bonds for federal income tax purposes on and after the date on which any such change occurs or action is taken upon the advice or approval of counsel other than Stradling Yocca Carlson & Rauth LLP.

We express no opinion herein as to the accuracy, completeness or sufficiency of the Official Statement relating to the Bonds or other offering material relating to the Bonds and expressly disclaim any duty to advise the owners of the Bonds with respect to matters contained in the Official Statement.

Respectfully submitted,

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APPENDIX C

RATE AND METHOD OF APPORTIONMENT FOR
COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO
(IMPROVEMENT AREA NO. 11)
The following sets forth the Rate and Method of Apportionment for the levy and collection of Annual Special Tax A and Annual Special Tax B in Improvement Area No. 11 of the City of Chino (“City”) Community Facilities District No. 2003-3 (“CFD No. 2003-3”). An Annual Special Tax A and Annual Special Tax B shall be levied on and collected in Improvement Area No. 11 of CFD No. 2003 -3 each Fiscal Year, in an amount determined through the application of the Rate and Method of Apportionment described below. All of the real property within Improvement Area No. 11, unless exempted by law or by the provisions hereof, shall be taxed for the purposes, to the extent, and in the manner herein provided.

SECTION A

DEFINITIONS
The terms hereinafter set forth have the following meanings:
“Acquisition Agreement” means the Acquisition Agreement dated as of May 18, 2004 by and between the City and Chino Development Corporation, et al, as it may be amended. “Acre” or “Acreage” means the land area of an Assessor's Parcel as shown on an Assessor's Parcel Map, or if the land area is not shown on the Assessor’s Parcel Map, the land area as shown on the applicable Final Map, or if the land area is not shown on the applicable Final Map, the land area shall be calculated by the City Engineer.
“Act” means the Mello-Roos Community Facilities Act of 1982 as amended, being Chapter 2.5, Division 2 of Title 5 of the Government Code of the State of California. “Administrative Expenses” means any ordinary and n ecessary expenses allocable to the Special Tax A Requirement and to the Special Tax B Requirement which are incurred by the City on behalf of Improvement Area No. 11 related to the determination of the amount of the levy of Special Tax A and Special Tax B, the collection of Special Tax A and Special Tax B including the expenses of collecting delinquencies, the administration of Bonds, the payment of salaries and benefits of any City employee whose duties are directly related to the administration of Improve ment Area No. 11, and costs otherwise incurred in order to carry out the authorized purposes of CFD No. 2003-3 relating to Improvement Area No. 11. “Administrator” means an official of the City, or designee thereof, responsible for, among other things, determining the annual amount of the levy and collection of the Special Tax A and Special Tax B. “Agricultural Buffer Property” means all Assessor’s Parcels which have a restriction on development due to their location being within 100 feet of existing animal use pursuant to the “DEVELOPMENT PLAN, General Development Standards, Right -to-Farm, Development Standards” section of the Preserve Specific Plan approved on March 25, 2003.
“Annual Special Tax A” means for each Assessor’s Parcel, the Special Tax A actually levied in a given Fiscal Year on any Assessor’s Parcel.
“Annual Special Tax B” means for each Assessor’s Parcel, the Special Tax B actually levied in a given Fiscal Year on any Assessor’s Parcel.
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“Approved Property” means all Assessor’s Parcels of Taxable Property other than Provisional Undeveloped Property: (i) that are included in a Final Map that was recorded prior to the January 1st preceding the Fiscal Year in which the Special Tax A is being levied, and (ii) that have not been issued a building permit on or before March 1st preceding the Fiscal Year in which the Special Tax A is being levied. “Assessor’s Parcel” means a lot or parcel of land designated on a n Assessor’s Parcel Map with an assigned Assessor’s Parcel Number within the boundaries of Improvement Area No. 11. “Assessor’s Parcel Map” means an official map of the Assessor of the County designating parcels by Assessor’s Parcel Number.
“Assessor’s Parcel Number” means that number assigned to a lot or parcel of land by the County Assessor for purposes of identification.
“Assigned Annual Special Tax A” means the Special Tax A of that name described in Section D below. “Backup Annual Special Tax A” means the Special Tax A of that name described in Section E below. “Bonds” means those bonds issued by or on behalf of CFD No. 2003 -3 Improvement Area No. 11, or any refunding thereof, to which Special Tax A within Improvement Area No. 11 has been pledged. “Boundary Map ” means a recorded map of the CFD No. 2003 -3 which indicates the boundaries of Improvement Area No. 11 of CFD No. 2003-3.
“Building Square Footage” or “BSF” means the square footage of assessable internal living space, exclusive of garages or other structures not used as living space, as determined by reference to the building permit application for such Assessor’s Parcel and subject to verification by City Staff. “Calendar Year” means the period commencing January 1 of any year and ending the follo wing December

31. “CFD No. 2003-3” means Community Facilities District No. 2003-3 Improvement Area No. 11 established by the City under the Act.
“City” means the City of Chino, or its designee.
“City Council” means the City Council of the City of Chino, a cting as the legislative body of CFD No. 2003- 3, or its designee.
"Consumer Price Index" or “CPI” means the index published monthly by the U.S. Department of Labor, Bureau of Labor Statistics for all urban consumers in the Riverside -San Bernardino-Ontario area. In the event this index ceases to be published, the Consumer Price Index shall be another index as determined by the Administrator that is reasonably comparable to the Consumer Price Index for the Riverside -San Bernardino- Ontario.
“County” means the County of San Bernardino.
“Developed Property” means all Assessor’s Parcels of Taxable Property other than Provisional Undeveloped Property that: (i) are included in a Final Map that was recorded prior to January 1st preceding the Fiscal Year in which the Special Tax A is being levied, and (ii) a building permit was issued on or before March 1st preceding the Fiscal Year in which the Special Tax A or Special Tax B is being levied. 516

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“Exempt Property” means all Assessor’s Parcels designated as being exempt fro m both Special Tax A and Special Tax B as provided for in Section L.
“Final Map” means a subdivision of property by recordation of a final map, parcel map, or lot line adjustment, pursuant to the Subdivision Map Act (California Government Code Section 6641 0 et seq.) or recordation of a condominium plan pursuant to California Civil Code 4285 that creates individual lots for which building permits may be issued without further subdivision. “Fiscal Year” means the period commencing July 1 of any year and ending the following June 30. “Improvement Area No. 11” means Improvement Area No. 11 of CFD No. 2003 -3, as identified on the boundary map for CFD No. 2003-3 Improvement Area No. 11. “Land Use Type” means Residential Property, Multifamily Residential Property, or Non -Residential Property.
“Maximum Special Tax A” means for each Assessor’s Parcel of Taxable Property, the maximum Special Tax A, determined in accordance with Section C that can be levied in any Fiscal Year on such Assessor’s Parcel. “Maximum Special Tax B” means for each Assessor’s Parcel of Developed Property, the maximum amount of Special Tax B, determined in accordance with Section I that can be levied in any Fiscal Year on such Assessor’s Parcel.
“Multifamily Residential Property” means all Parcels of Developed Property for which a building permit has been issued for the purpose of constructing a building or buildings comprised of attached Units available for rental by the general public, not for sale to an end user, and under common manageme nt, as determined by the Administrator.
“Non-Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit was issued for any type of non-residential use.
“Partial Prepayment Amount” means the amount required to prepa y a portion of the Special Tax A obligation for an Assessor’s Parcel, as described in Section H. “Prepayment Amount” means the amount required to prepay the Special Tax A obligation in full for an Assessor’s Parcel, as described in Section G.
“Proportionately” means for Special Tax A that the ratio of the Annual Special Tax A levy to the applicable Assigned Annual Special Tax A is equal for all applicable Assessor’s Parcels. In the case of Special Tax B, means that the ratio of the Annual Special Tax B lev y to the applicable Maximum Special Tax B is equal for all applicable Assessor’s Parcels. In case of Developed Property subject to the apportionment of the Annual Special Tax A under Step Four of Section F, “Proportionately” means that the quotient of (a) Annual Special Tax A less the Assigned Annual Special Tax A divided by (b) the Backup Annual Special Tax A less the Assigned Annual Special Tax A, is equal for all applicable Assessor’s Parcels. “Provisional Undeveloped Property” means all Assessor’s Parc els of Taxable Property subject to Special Tax A that would otherwise be classified as Exempt Property pursuant to the provisions of Section L, but cannot be classified as Exempt Property because to do so would reduce the Acreage of all Taxable Property within the applicable Zone below the required minimum Acreage set forth in Section L. “Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit has been issued for purposes of constructing one or more residential d welling units, which is not Multifamily Residential Property.
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“Services” means services permitted under the Act including, without limitation, maintenance of parks, parkways and open space, flood and storm protection services the operation of storm drainag e systems, and public safety services. All of the services financed must be provided within the boundaries of or for the benefit of CFD No. 2003-3.
“Special Tax A” means any of the special taxes authorized to be levied on Taxable Property within Improvement Area No. 11 by CFD No. 2003-3 pursuant to the Act to fund the Special Tax A Requirement. “Special Tax B” means the special tax authorized to be levied in each Fiscal Year on each Assessor's Parcel of Developed Property to fund the Special Tax B Requirement. “Special Tax A Requirement” means, subject to the Maximum Special Tax A, the amount required in any Fiscal Year to pay: (i) the debt service or the periodic costs on all outstanding Bonds due in the Calendar Year that commences in such Fiscal Year, (ii) Administrative Expenses (apportioned between Special Tax A and Special Tax B), (iii) the costs associated with the release of funds from an escrow account, (iv) any amount required to establish or replenish any reserve funds established in asso ciation with the Bonds, and (v) the collection or accumulation of funds for the acquisition or construction of facilities or payment of fees authorized by CFD No. 2003 -3 by the levy on Developed Property of the Assigned Annual Special Tax A, as required by the Acquisition Agreement provided that the inclusion of such amount does not cause an increase in the levy of Special Tax A on Approved Property or Undeveloped Property as set forth in Step Two and Three of Section F, less (vi) any amount available to pa y debt service or other periodic costs on the Bonds pursuant to any applicable fiscal agent agreement, or trust agreement. “Special Tax B Requirement” means, subject to the Maximum Special Tax B, that amount to be collected in any Fiscal Year to pay for Services as required to meet the needs of CFD No. 2003-3 in both the current Fiscal Year and the next Fiscal Year. The costs of Services to be covered shall be the direct costs for (i) Services, and (ii) Administrative Expenses (apportioned between Special Tax A and Special Tax B); less (iii) a credit for funds available to reduce the Annual Special Tax B levy, if any, as determined by the Administrator. Under no circumstances shall the Special Tax B Requirement include funds for Bonds. “Taxable Property” means all Assessor’s Parcels within Improvement Area No. 11, which are not Exempt Property.
“Undeveloped Property” means all Assessor’s Parcels of Taxable Property which are not Developed Property, Approved Property or Provisional Undeveloped Property. “Unit” means any residential structure.
“Zone(s)” means Zone 1 or Zone 2 as identified below.
“Zone 1” means the specific area identified on the Boundary Map as Zone 1 of Improvement Area No. 11, consisting of Lots 1 through 59 of Tract 20446-1.
“Zone 2” means the specific area identified on the Boundary Map as Zone 2 of Improvement Area No. 11, consisting of Lots 1 through 55 of Tract 20446.

SECTION B
CLASSIFICATION OF ASSESSOR’S PARCELS
Each Fiscal Year, beginning with Fiscal Year 2025 -26, each Assessor’s Parcel within Improvement Area No. 11 shall be classified as Taxable Property or Exempt Property. In addition, each Assessor’s Parcel of Taxable Property shall be further classified as Developed Property, Approved Property, Undeveloped Property, or Provisional Undeveloped Property. In addition, each Assessor’s Parcel of Developed Property, Approved 518

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Property, Undeveloped Property and Provisional Undeveloped Property shall be classified as being within Zone 1 or Zone 2. If an Assessor’s Parcel of Approved Property, Undeveloped Property, or Provisional Undeveloped Property is located within more than one Zone, it shall be deemed to be entirely within the Zone in which the largest portion of its Acreage is located. In addition, each Assessor’s Parcel of Deve loped Property shall further be classified as Residential Property, Multifamily Residential Property, or Non - Residential Property.

SECTION C

MAXIMUM SPECIAL TAX A

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

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

SECTION D

ASSIGNED ANNUAL SPECIAL TAX A

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

The Assigned Annual Special Tax A applicable to an Assessor's Parcel of Developed Property shall be determined using the Tables below.

TABLE 1

ASSIGNED ANNUAL SPECIAL TAX A RATES
FOR DEVELOPED PROPERTY WITHIN ZONE 1
Land Use Type Building Square Footage Rate
Residential Property Less than 2,800 $8,710 per Unit
Residential Property 2,800 – 3,000 $9,035 per Unit
Residential Property 3,001 – 3,200 $9,360 per Unit
Residential Property Greater than 3,200 $9,685 per Unit Multifamily Residential Property N/A $80,952 per Acre
Non-Residential Property N/A $80,952 per Acre

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TABLE 2

ASSIGNED ANNUAL SPECIAL TAX A RATES
FOR DEVELOPED PROPERTY WITHIN ZONE 2
Land Use Type Building Square Footage Rate
Residential Property Less than 2,700 $8,620 per Unit
Residential Property 2,700 – 2,900 $8,900 per Unit
Residential Property 2,901 – 3,100 $9,180 per Unit
Residential Property 3,101 – 3,300 $9,460 per Unit
Residential Property 3,301 – 3,500 $9,740 per Unit
Residential Property 3,501 – 3,700 $10,020 per Unit
Residential Property Greater than 3,700 $10,300 per Unit Multifamily Residential Property N/A $75,283 per Acre
Non-Residential Property N/A $75,283 per Acre

2. Approved Property, Undeveloped Property, and Provisional Undeveloped Property Each Fiscal Year, each Assessor’s Parcel of Approved Property, Undeveloped Property, and Provisional Undeveloped Property shall be subject to an Assigned Annual Special Tax A. The Assigned Annual Special Tax A rate for an Assessor’s Parcel classified as Approved Property, Undeveloped Property, or Provisional Undeveloped Property shall be determined pursuant to Table 3 below:

TABLE 3

ASSIGNED ANNUAL SPECIAL TAX A RATES

FOR APPROVED PROPERTY, UNDEVELOPED PROPERTY,

AND PROVISIONAL UNDEVELOPED PROPERTY
Zone Minimum Taxable Acreage Rate
Zone 1 6.68 $80,952 per Acre
Zone 2 7.25 $75,283 per Acre
If an Assessor’s Parcel of Approved Property or Undeveloped Property includes an area that would be classified as Agricultural Buffer Property, the Acreage of the Assessor’s Parcel for purposes of levying the Assigned Annual Special Tax A shall exclude the Acreage of the area that would be classified as Agricultural Buffer Property.

SECTION E

BACKUP ANNUAL SPECIAL TAX A
For each Zone, at the time a Final Map is recorded, the City shall determine which Zone the Final Map area lies within and the Backup Annual Special Tax A for all Assessor’s Parcels classified or reasonably expected to be classified as Residential Property within such Final Map area shall be determined by multiplying the Maximum Special Tax A ra te for Undeveloped Property for the applicable Zone by the total Acreage of Taxable Property, excluding the Provisional Undeveloped Property Acreage area, or Multifamily Residential Property and/or Non -Residential Property Acreage area if any, in such Fina l Map area and any Acreage reasonably expected to be classified as Exempt Property, and dividing such amount by the total number of such Assessor’s Parcels of Residential Property. In no circumstance shall the total Acreage of Taxable Property in each Zone be less than the acreage set forth in Table 3. 520

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If the Final Map area described in the preceding paragraph lies within more than one Zone, the Backup Special Tax for Parcels of Residential Property or Parcels expected to be classified as Residential Prope rty shall be determined by multiplying the Maximum Special Tax A rate for Undeveloped Property for the applicable Zone in which the majority of each Assessor Parcel lies by the total Acreage of each Assessor Parcel.

The Backup Annual Special Tax A for Mul tifamily Residential Property shall be its Annual Assigned Special Tax A Rate.

Notwithstanding the foregoing, if Assessor’s Parcels which are classified or to be classified as Residential Property or Multifamily Residential Property are subsequently changed by recordation of a lot line adjustment, Final Map amendment, new Final Map or similar instrument, then the Backup Annual Special Tax A shall be recalculated within the area that has been changed to equal the amount of Backup Annual Special Tax A that would have been generated if such change did not take place.

SECTION F

METHOD OF APPORTIONMENT OF THE ANNUAL SPECIAL TAX A
Commencing Fiscal Year 2025 -26 and for each subsequent Fiscal Year, the City Council shall levy Annual Special Tax A in accordance with the following steps:

Step One: The Annual Special Tax A shall be levied Proportionately on each Assessor's Parcel of Developed Property at up to 100% of the applicable Assigned Annual Special Tax A rates in Table 1 and Table 2 to satisfy the Special Tax A Requirement.

Step Two: If additional moneys are needed to satisfy the Special Tax A Requirement after the first step has been completed, the Annual Special Tax A shall be levied Proportionately on each Assessor's Parcel of Approved Property at up to 1 00% of the applicable Assigned Annual Special Tax A to satisfy the Special Tax A Requirement.

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

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

Step Five: If additional moneys are needed to satisfy the Special T ax A Requirement after the first four steps have been completed, the Annual Special Tax A shall be levied Proportionately on each Assessor's Parcel of Provisional Undeveloped Property up to 100% of the Assigned Annual Special Tax A applicable to each such Assessor's Parcel as needed to satisfy the Special Tax A Requirement.

SECTION G

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

Prepayment:

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

An owner of an Assessor’s Parcel intending to prepay the Special Tax A obligation shall provide the City with written notice of intent to prepay, and within five (5) days of receipt of such notice, the City shal l notify such owner of the amount of the non -refundable deposit determined to cover the cost to be incurred by Improvement Area No. 11 in calculating the proper amount of a prepayment. Within fifteen (15) days of receipt of such non -refundable deposit, th e City shall notify such owner of the prepayment amount of such Assessor’s Parcel.

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

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

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

For each Assessor’s Parcel of Developed Property, Approved Property, Undeveloped Property, or Provisional Undeveloped Property to be prepaid, compute the present value of the remaining Annual Assigned Special Tax A payments using a discount rate that is equal to the weighted average interest rate on the Outstanding Bonds and the remaining term of the Outstanding Bonds determined by a Financial Advisor selected by the City. For any prepayment that occurs prior to the first issuance of Bonds, the discount rate used in this calculation shall be 5.5% and the term shall be the period in which the Special Tax A may be levied as provided in Section K less ten years. This is the “Payoff Amount.”

2. For each Assessor’s Parcel of Developed Property, Approved Property, Undeveloped Property, or Provisional Undeveloped Property to be prepaid, divide the Assigned Annual Special Tax A computed pursuant to the first paragraph in paragraph 1 of this 522

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Section G for such Assessor's Parcel by the sum of the estimated A ssigned Annual Special Tax applicable to all Assessor’s Parcels of Taxable Property at build out, as reasonably determined by the City.

3. Multiply the quotient computed pursuant to paragraph 2 by the Outstanding Bonds.

The product shall be the “Bond Redemption Amount”.

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

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

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

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

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

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

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

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

12. From the Prepayment Amount, the Amount to Call Bonds will be transferred to the debt service fund and us ed to defease or call bonds pursuant to the fiscal agent agreement or escrow agreement; the Administrative Fee will be transferred to the Administrative Fund or functionally equivalent fund or account pursuant to the fiscal agent agreement and used to pay administrative expenses; the remainder will be transferred to the Surplus Taxes Fund or functionally equivalent fund or account pursuant to the fiscal agent agreement.
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With respect to the Special Tax A obligation that is prepaid pursuant to this Section G, the City Council shall indicate in the records of Improvement Area No. 11 that there has been a prepayment of the Special Tax A obligation and shall cause a suitable notice to be recorded in compliance with the Act within thirty (30) days of receipt of such prepayment to indicate the prepayment of the Special Tax A obligation and the release of the Special Tax A lien on such Assessor’s Parcel, and the obligation of such Assessor’s Parcel to pay such Special Tax A shall cease.

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

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

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

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

PP = the Partial Prepayment Amount.

PG = the Prepayment Amount calculated according to Section G.

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

With respect to any Assessor’s Parcel that is partially prepaid, the Ci ty Council shall indicate in the records of Improvement Area No. 11 that there has been a partial prepayment of the Special Tax A obligation and shall cause a suitable notice to be recorded in compliance with the Act within thirty (30) days of receipt of s uch partial prepayment of the Special Tax A obligation, to indicate the partial prepayment of the Special Tax A obligation and the partial release of the Special Tax A lien on such Assessor’s Parcel, and the obligation of such Assessor’s Parcel to pay such prepaid portion of the Special Tax A shall cease.

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

SECTION I

MAXIMUM SPECIAL TAX B

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

On each July 1, commencing July 1, 2025, the Maximum Special Tax for Residential Property for the prior Fiscal Year shall be increased by (i) an amount equal to the percentage change increase in the Consumer Price Index for the twelve month period ending in March of the prior Fiscal Year, not to exceed 7%.

The Maximum Special Tax for Multifamily Residential Property and Non -Residential Property shall not increase.

TABLE 4

MAXIMUM SPECIAL TAX B RATES
FOR DEVELOPED PROPERTY WITHIN ZONE 1
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Land Use Type Building Square Footage Rate
Residential Property Less than 2,800 $1,082 per Unit
Residential Property 2,800 – 3,000 $1,125 per Unit
Residential Property 3,001 – 3,200 $1,168 per Unit
Residential Property Greater than 3,200 $1,200 per Unit Multifamily Residential Property N/A $10,054 per Acre
Non-Residential Property N/A $10,054 per Acre

TABLE 5

MAXIMUM SPECIAL TAX B RATES
FOR DEVELOPED PROPERTY WITHIN ZONE 2
Land Use Type Building Square Footage Rate
Residential Property Less than 2,700 $1,071 per Unit
Residential Property 2,700 – 2,900 $1,115 per Unit
Residential Property 2,901 – 3,100 $1,146 per Unit
Residential Property 3,101 – 3,300 $1,195 per Unit
Residential Property 3,301 – 3,500 $1,220 per Unit
Residential Property 3,501 – 3,700 $1,241 per Unit
Residential Property Greater than 3,700 $1,276 per Unit Multifamily Residential Property N/A $9,334 per Acre
Non-Residential Property N/A $9,334 per Acre

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

3. Method of Apportionment of the Maximum Special Tax B Commencing with Fiscal Year 2025 -26 and for each following Fiscal Year, the City shall levy the Special Tax B at up to 100% of the applicable Maximum Special Tax B, Proportionately on each Assessor’s Parcel of Developed Property until the amount of Special Tax B equals the Special Tax B Requirement.

SECTION J

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

SECTION K

TERM OF SPECIAL TAX A AND SPECIAL TAX B
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remain uncollected prior to or after all Bonds are retired, the Annual Special Tax A may be levied to the extent necessary to re imburse Improvement Area No. 11 for uncollected Annual Special Tax A amounts associated with the levy of such Annual Special Tax A amounts, but not later than the 2068-69 Fiscal Year.

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

SECTION L

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

Notwithstanding the foregoing, the City Council for purposes of levying the Special Tax A shall not classify an Assessor's Parcel as Exempt Property if such classification would reduce the sum of all Taxable Property within the applicable Zone to less than the Acreage amounts listed in Table 6 below. Assessor's Parcels which cannot be classified as Exempt Property because such classification would reduce the Acreage of all Taxable Property within the applicable Zone to less than the Acreage amounts listed in Table 6 will be classified a s Provisional Undeveloped Property, and will be subject to the levy of Special Tax A pursuant to Step Five in Section F.

TABLE 6

MINIMUM TAXABLE ACRES
Zone Acres
Zone 1 6.68
Zone 2 7.25

SECTION M

APPEALS AND INTERPRETATIONS
Any property owner claiming that the amount or application of the Special Tax A or Special Tax B is not correct may file a written notice of appeal with the City Council not later than twelve months after having paid the first installment of the Special Ta x A or Special Tax B that is disputed. A representative(s) of CFD No. 2003-3 shall promptly review the appeal, and if necessary, meet with the property owner, consider written and oral evidence regarding the amount of Special Tax A or Special Tax B, and r ule on the appeal. If the representative’s decision requires that the Special Tax A or Special Tax B for an Assessor’s Parcel be modified or changed in favor of the property owner,
The representative shall take any of the following actions, in order of priority, to correct the error:
(i) if possible, amend the Special Tax levy on the property owner’s Assessor’s Parcel(s) for the current Fiscal Year, if prior to the payment date,
(ii) require the CFD to reimburse the property owner for the amount of the overpayment to the extent of available CFD funds, or
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(iii) grant a credit against, eliminate, or reduce the future Special Taxes on the property owner’s Assessor’s Parcel(s) in the amount of the overpayment.

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

SECTION N

MANNER OF COLLECTION
The Annual Special Tax A or Annual Special Tax B shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that Improvement Area No. 11 may collect Annual Special Tax A and Annual Special Tax B at a different time or in a different manner if necessary to meet its financial obligations.

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APPENDIX D

APPRAISAL

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APPENDIX E

GENERAL AND ECONOMIC INFORMATION

REGARDING THE CITY OF CHINO AND THE COUNTY OF SAN BERNARDINO The Bonds are not obligations of the City of Chino (the “City”) or the County of San Bernardino (the “County”) and do not represent a lien or charge against any funds or property of the City or the County. The following information is provided only to give prospective investors an overview of the general economic condition of the City, the County and the State of California (the “State”).

General Information
Incorporated on February 28, 1910, the City of Chino is a general law city and operates under a Council-Manager form of government. The City Council consists of fi ve members, the Mayor and four Councilpersons, elected at large for a four-year term.

The City encompasses approximately 29.58 square miles with a population of approximately 95,206 people as of January 1, 2025. It is located in the westerly end of the Cou nty of San Bernardino and is about equidistant from Los Angeles, Santa Ana, and San Bernardi no. The community has easy and close access to the interstate and state highway systems, with the latter having three routes, numbers 60, 71, and 83, which basically encircle the City with regional connections to the southern California freeway network. Also, the Ontario International Airport is only 10 miles northeast of the City. It provides numerous passenger and cargo handling services for travel throughout the country. The community is also served by the Santa Fe Railroad.

The City provides protection, building safety regulation and inspection, street lighting, beautification, sanitation, land use planning and zoning, community services, maintenance and improveme nt of streets and related structures, traffic safety maintenance and improvement and a full range of recreational and cultural programs for citizen participation.

San Bernardino County is located in Southern California and was incorporated in 1853. The Co unty encompasses an area of over 22,000 square miles, making it the geographically largest county in the nation, and includes twenty -four incorporated communities. The County is bordered on the west by Los Angeles County, on the north by Kern and Inyo cou nties and on the east and south by the County of Riverside.

Composed essentially of three topographic regions —valley, mountain and desert —elevation in the County ranges from a high of 11,502 feet above sea level to a low of 181 feet above sea level. The Mojave Desert makes up much of the County, including the Mojave National Preserve in the eastern part of the County. The western part of the county includes the San Bernardino National Forest.

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Population
The following table shows the population estimates in the City of Chino, County of San Bernardino and the State of California for years 2021 through 2025.

POPULATION ESTIMATES
City of Chino, County of San Bernardino and State of California 2021-2025
Year City of Chino County of San Bernardino State of California 2021 90,205 2,179,941 39,369,530
2022 92,407 2,183,077 39,179,680
2023 93,282 2,182,351 39,228,444
2024 93,620 2,200,351 39,420,663
2025 95,206 2,207,424 39,529,101

Source: State of California, Department of Finance, E-4 Population Estimates for Cities, Counties, and the State, 2021-2025, with 2020 Census Benchmark. Sacramento, California, May 2025, for 2021-2025.

Personal Income
The following tables show the personal income and per capita personal income for the County, State of California and United States from 2019 through 2023.

PERSONAL INCOME
County of San Bernardino, State of California, and United States 2019-2023
Year
County of
San Bernardino California United States
2019 $ 89,202,022 $2,539,747,399 $18,349,584,000
2020 99,009,671 2,769,103,047 19,600,945,000
2021 109,085,530 3,009,556,560 22,077,232,000
2022 106,853,756 3,003,826,087 21,820,248,000
2023 112,402,797 3,166,135,354 23,380,269,000

Note: Dollars in Thousands.

Source: U.S. Department of Commerce, Bureau of Economic Analysis, last updated February 20, 2025.

PER CAPITA PERSONAL INCOME(1)
County of San Bernardino, State of California, and United States 2019-2023
Year
County of
San Bernardino California United States
2019 $41,078 $64,219 $55,567
2020 45,347 70,098 59,123
2021 49,741 76,882 64,460
2022 48,683 76,941 66,244
2023 51,194 81,255 69,810

(1) Per capita personal income is the total personal income divided by the total mid-year population estimates of the U.S. Bureau of the Census.

All dollar estimates are in current dollars (not adjusted for inflation).

Source: U.S. Department of Commerce, Bureau of Economic Analysis, last updated February 20, 2025. 531

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Employment
The following table summarizes the labor force, employment and unemployment figures for the years 2020 through 2024 for the City, the County, the State and the United States.

CIVILIAN LABOR FORCE, EMPLOYMENT AND UNEMPLOYMENT RATE
City of Chino, San Bernardino County, State of California and United States 2020 through 2024(1)
Year and Area Labor Force Employment(2) Unemployment(3) Unemployment
Rate (%)
2020
City of Chino 43,800 39,800 4,000 9.1%
San Bernardino County 972,900 879,600 93,200 9.6
State of California 18,956,600 17,039,800 1,916,800 10.1 United States 160,742,000 147,795,000 12,947,000 8.1

2021
City of Chino 44,300 41,500 2,800 6.3%
San Bernardino County 989,400 915,500 73,900 7.5
State of California 18,954,600 17,564,900 1,389,700 7.3 United States 161,204,000 152,581,000 8,623,000 5.3

2022
City of Chino 45,700 44,100 1,600 3.5%
San Bernardino County 1,000,100 958,100 42,000 4.2
State of California 19,218,300 18,348,900 820,400 4.3
United States 164,287,000 158,291,000 5,996,000 3.6

2023
City of Chino 46,400 44,600 1,800 3.9%
San Bernardino County 1,014,800 967,900 46,800 4.6
State of California 19,471,000 18,551,800 919,200 4.7
United States 167,116,000 161,037,000 6,080,000 3.6

2024
City of Chino(4) -- -- -- --
San Bernardino County 1,027,800 975,200 52,600 5.1%
State of California 19,644,100 18,600,900 1,043,100 5.3 United States 168,106,000 161,346,000 6,761,000 4.0

Note: Data is not seasonally adjusted.
(1) Annual averages, unless otherwise specified.
(2) Includes persons involved in labor-management trade disputes. (3) The unemployment rate is computed from unrounded data; therefore, it may differ from rates computed from rounded figures in this table. (4) City data currently not available.

Source: U.S. Department of Labor – Bureau of Labor Statistics, California Employment Development Department. March 2024 Benchmark. 532

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Industry
Residents of the City find employment throughout the Riverside -San Bernardino -Ontario Labor Market Area. This labor market area, as defined for reporting purposes by the California Employment Development Department, has boundaries coterminous with those of Riverside and San Bernar dino Counties.

The following table sets forth certain employment data for the Riverside - San Bernardino -Ontario Metropolitan Statistical Area and the County for the period from 2020 through 2024.

RIVERSIDE-SAN BERNARDINO-ONTARIO METROPOLITAN STATISTICAL AREA

INDUSTRY EMPLOYMENT & LABOR FORCE - BY ANNUAL AVERAGE
2020 2021 2022 2023 2024
Civilian Labor Force 2,073,400 2,108,400 2,140,500 2,180,300 2,209,100 Civilian Employment 1,868,300 1,951,600 2,049,900 2,078,100 2,093,800 Civilian Unemployment 205,100 156,700 90,700 102,300 115,300 Civilian Unemployment Rate 9.9% 7.4% 4.2% 4.7% 5.2%

Total Farm 14,100 13,700 13,800 13,200 13,700
Total Nonfarm 1,495,800 1,575,100 1,660,200 1,681,000 1,700,400 Total Private 1,247,800 1,333,100 1,410,200 1,420,700 1,430,200 Goods Producing 202,200 207,700 216,300 215,300 212,900 Mining & Logging 1,300 1,400 1,500 1,500 1,600
Construction 104,900 110,100 114,700 115,400 116,200
Manufacturing 96,000 96,100 100,000 98,500 95,200
Service Providing 1,293,700 1,367,400 1,443,900 1,465,700 1,487,500 Trade, Transportation & Utilities 406,900 443,200 464,900 457,900 456,400 Wholesale Trade 65,600 67,400 69,500 68,900 68,600
Retail Trade 168,800 177,000 181,000 183,000 182,600
Transportation, Warehousing & Utilities 172,500 198,800 214,400 206,000 205,200 Information 12,400 12,500 13,000 13,300 13,000
Financial Activities 44,100 45,200 46,000 44,900 44,100 Professional & Business Services 152,100 166,600 173,900 164,400 161,800 Educational & Health Services 248,800 254,300 267,900 287,800 306,000 Leisure & Hospitality 141,300 160,200 180,900 187,600 185,300 Other Services 40,200 43,600 47,400 49,400 50,700
Government 248,000 242,000 250,000 260,200 270,200 Total, All Industries 1,509,900 1,588,800 1,674,000 1,694,100 1,714,100

Note: Does not include proprietors, self -employed, unpaid volunteers or family workers, domestic workers in households and persons involved in labor-management trade disputes. Employment reported by place of work. Items may not add to total due to independent rounding. The “Total, All Industries” data is not directly comparable to the employment data found in this Appendix E.

Source: State of California, Employment Development Department, March 2024 Benchmark.

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Largest Employers
The following table sets forth the major employers located in the County:

PRINCIPAL EMPLOYERS
San Bernardino County
Fiscal Year 2024(1)
Rank Name of Business
Approximate No. of San
Bernardino County
Employees(2)
1 Loma Linda University Medical Center 10,000+
2 San Bernardino County 10,000+
3 Amazon 10,000+
4 Ontario International Airport 5,000-9,999
5 Dignity Health Community Hospital of San Bernardino 5,000-9,999 6 Burlington Distribution Corp 1,000-4,999
7 California State University San Bernardino 1,000-4,999 8 Environmental Systems Research Institute 1,000-4,999
9 Fedex Ground 1,000-4,999
10 Inland Empire Health Plan 1,000-4,999

(1) Due to the confidentiality of reporting number of employees, ranges have been provided. (2) Data represents estimated number of employees.

Source: San Bernardino County Annual Comprehensive Report for the year ending June 30, 2024.

The following table sets forth the major employers located in the City.

LARGEST EMPLOYERS
City of Chino
Fiscal Year 2024
Employer
Approx. No.
of Employees(1)
Percentage of Total
Employment
Chino Valley Unified School District ≥1,000 6.18%
Walmart Fulfillment Center ≥1,000 5.11
FedEx Ground Package Systems Inc. (Flight Avenue) ≥1,000 3.05 California Institution for Men ≥1,000 2.88
California Institution for Women 500-1,000 2.02
Amazon.com Services, Inc. (Merrill Avenue) 500-1,000 1.66 FedEx Ground Package Systems Inc. (Fern Avenue) 500-1,000 1.44 City of Chino 500-1,000 1.29
Chino Valley Medical Center 500-1,000 1.27
KeHe Distributors LLC (former Nature’s Best, Inc. 500-1,000 1.22 Hussman Corporation 500-1,000 1.16
National Distribution Centers <500 1.05
Berry Global ≤500 0.93
Walmart Store (#3464) ≤500 0.91
Lollicup USA Inc. ≤500 0.77
Canyon Ridge Hospital ≤500 0.77
Mc Kesson Medical Surgical Inc. ≤500 0.77

(1) Due to confidentiality of reporting number of employees, ranges have been provided.

Source: City of Chino Comprehensive Annual Report for the year ending June 30, 2024. 534

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Commercial Activity
A summary of taxable sales within the County and City for years 2020 through 2024 are shown in the following tables.

TAXABLE SALES
San Bernardino County
2020 through 2024
(Dollars in Thousands)
Year
Retail and Food
Permits
Retail and Food
Taxable
Transactions Total Permits
Total Outlets
Taxable
Transactions
2020 44,330 $28,745,277 71,145 $43,265,512
2021 40,801 38,345,912 66,585 55,378,097
2022 41,690 40,048,059 68,480 59,992,846
2023 40,632 38,293,705 67,336 57,933,855
2024 41,239 38,757,465 68,447 58,819,797

Source: Taxable Sales in California, California Department of Tax and Fee Administration, last updated September 11, 2025.

TAXABLE SALES
City of Chino
2020-2024
(Dollars in Thousands)
Year
Retail and Food
Permits
Retail and Food
Taxable
Transactions Total Permits
Total Outlets
Taxable
Transactions
2020 1,777 $ 944,589 3,788 $2,607,348
2021 1,726 1,185,205 3,728 2,783,264
2022 1,753 1,290,625 3,792 3,118,138
2023 1,753 1,331,135 3,783 2,926,304
2024 1,841 1,337,313 3,905 3,129,180

Source: Taxable Sales in California, California Department of Tax and Fee Administration, last updated September 11, 2025. 535

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Building Activity
In addition to annual building permit valuations, the numbers of permits for new dwelling units issued each year from 2020 through 2024 is shown in the table below for the County.

BUILDING PERMIT VALUATIONS
San Bernardino County
2020-2024
2020 2021 2022 2023 2024
Valuation ($000’s)
Residential $1,139,459 $1,484,898 $1,154,899 $1,296,956 $1,248,442 Non-Residential 1,064,696 1,165,646 2,083,951 1,379,223 1,481,598 Total $2,204,155 $2,650,544 $3,238,850 2,676,179 2,730,040

Units
Single Family 3,631 4,376 3,701 3,197 2,537
Multiple Family 910 2,636 2,852 2,902 1,335
Total 4,541 7,012 6,553 6,099 3,872

Note: Totals may not add to sum because of rounding.

Source: Construction Industry Research Board.

In addition to annual building permit valuations, the numbers of permits for new dwelling units issued each year from 2020 through 2024 is shown in the table below for the City.

BUILDING PERMIT VALUATIONS
City of Chino
2020-2024
2020 2021 2022 2023 2024
Valuation ($000’s)
Residential $110,173 $195,657 $192,803 $ 69,955 $0
Non-Residential 291,330 125,450 115,926 198,957 0 Total $401,503 $321,107 $308,729 268,812 $0

Units
Single Family 448 465 488 150 0
Multiple Family 0 0 154 265 0
Total 448 465 642 415 0

Note: Totals may not add to sum because of rounding.

Source: Construction Industry Research Board.

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Recreation and Tourism
The County includes many of southern California’s most popular recreation areas. Not only do the mountain lakes and resorts offer summer swimming, boating, fishing and hiking, but they also provide for snow skiing and other winter sports. The Colorado River provides an all-year recreational area at the County’s eastern boundary.

Transportation
Situated in the midst of the most heavily populated area in California, the County has easy access to excellent roads, rail and air transportation. The San Bernardino Freeway (Interstate 10) provides direct access to downtown Los Angeles and connects with major highways.

Rail and freight service is provided by the Santa Fe Railway and the Southern Pacific Company.

Amtrak provides passenger service to Los Angeles to the west. Bus service is provided by Continental Trailways Bus System and Greyhound Bus Lines. The Omnitrans Transit District provides bus service among most County cities. Most interstate common carrier truck lines operating in California serve the County.

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APPENDIX F

FORM OF DISTRICT CONTINUING DISCLOSURE AGREEMENT
This Continuing Disclosure Agreement (the “Disclosure Agreement”) is dated as of December 1, 2025, by and between the Community Facilities District No. 2003-3 of the City of Chino (the “District”) and Webb Municipal Finance, LLC, in its capacity as dissemination agent (the “Dissemination Agent”), in connection with the issuance by the District of its Improvement Area No. 11 2025 Special Tax Bonds in the aggregate principal amount of $__________ (the “ 2025 Bonds”). The 2025 Bonds are being issued pursuant to the Mello -Roos Community Facilities Act of 1982, as amended (Section 53311 et seq. of the Calif ornia Government Code) (the “Act”), and a Fiscal Agent Agreement, dated as of December 1, 2025 (the “Fiscal Agent Agreement”), by and between the District and The Bank of New York Mellon Trust Company, N.A., as fiscal agent (the “Fiscal Agent”), in order to provide funds to finance the acquisition or construction of certain public improvements to support development within Improvement Area No. 11 of the District (the “Improvement Area”). The District and the Dissemination Agent hereby covenant and agree as follows:

Section 1. Purpose of the Disclosure Agreement. This Disclosure Agreement is being executed and delivered by the parties hereto for the benefit of the owners and Beneficial Owners of the 2025 Bonds and in order to assist the Participating Underw riter in complying with Rule 15c2 -12(b)(5) promulgated under the Securities and Exchange Act of 1934.

Section 2. Definitions. In addition to the definitions set forth in the Fiscal Agent Agreement, which apply to any capitalized terms used in this Disclos ure Agreement, unless otherwise defined in this Section, the following capitalized terms shall have the following meanings:
“Annual Report” shall mean any Annual Report provided by the District pursuant to, and as described in, Sections 3 and 4 of this Disclosure Agreement.
“Annual Report Date” shall mean March 31 in each year, the date that is nine months after the end of the District’s fiscal year, which fiscal year end, as of the date of this Disclosure Agreement, is June 30. “Beneficial Owner” shall mean any person which (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the ow ner of any Bonds for federal income purposes.
“Bonds” shall mean the Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds.
“City” shall mean the City of Chino, California.
“Dissemination Agent” shall mean Webb Municipal Finance, LLC, or any successor Dissemination Agent designated in writing by the District, which successor must have filed a written acceptance of such designation with the District.
“District” shall mean Community Facilities District No. 2003-3 of the City of Chino. “EMMA” shall mean the Electronic Municipal Market Access system of the MSRB. “Improvement Area” shall mean Improvement Area No. 11 of the District. “Listed Events” shall mean any of the events listed in Section 5(a) of this Disclosure Agreement. 538

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“MSRB” shall mean the Municipal Securities Rulemaking Board and any successor entity designated under the Rule as the repository for filings made pursuant to the Rule. “Official Statement” shall mean the Official Statement relating to the 2025 Bonds. “Participating Underwriter ” shall mean Raymond James & Associates, Incorporated, as original purchaser of the 2025 Bonds.
“Rule” shall mean Rule 15c2-12(b)(5), adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. “Special Taxes ” shall mean an annual special tax to be levied on certain real property within the Improvement Area, which special tax shall secure the payment of debt service on the 2025 Bonds.

Section 3. Provisions of Annual Reports.
(a) The District shall, or shall cause the Dissemination Agent to, not later than the Annual Report Date, commencing March 31, 2025, provide to MSRB an Annual Report that is consistent with the requirements of Section 4 of this Disclosure Agreement provided, however, that the first Annual Report shall consist solely of the Official Statement . Not later than 15 business days prior to said date, the District shall provide its Annual Report to the Dissemination Agent, if such Dissemination Agent is a different entity than the District. The Annual Report must be submitted in an electronic format as prescribed by MSRB, accompanied by such identifying information as is prescribed by MSRB, and may include by referen ce other information as provided in Section 4 of this Disclosure Agreement; provided that the audited financial statements of the District, if any are prepared, may be submitted separately from and later than the balance of the Annual Report if they are no t available by the applicable Annual Report Date. If the District’s fiscal year changes, the District shall provide written notice of such change in the same manner as for a Listed Event under Section 5(c). The District shall provide written certificatio n with each Annual Report furnished to the Dissemination Agent to the effect that such Annual Report constitutes the Annual Report required to be furnished hereunder. The Dissemination Agent may conclusively rely upon such certification of the District and shall have no duty or obligation to review such Annual Report. The Official Statement and the District’s audited financial statements, if any are prepared, will serve as the first Annual Report. (b) If the District is unable to provide MSRB an Annual Report by the date required in subsection (a), the Dissemination Agent in a timely manner shall send a notice to MSRB in substantially the form attached as Exhibit A. Such notice must be submitted in an electronic format as prescribed by MSRB, accompanied by such identifying information as prescribed by MSRB. (c) The Dissemination Agent shall:

1. provide any Annual Report received by it to MSRB by the date required in subsection (a); and

2. file a report with the District certifying that the Annual Report h as been provided to MSRB pursuant to this Disclosure Agreement and stating the date it was so provided.

Section 4. Content of Annual Reports . The District’s Annual Report shall contain or incorporate by reference the following:
(a) Financial Statements. The audited financial statements of the District for the most recent fiscal year of the District then ended, when and if available, if any are prepared for the District. If no audited financial statements are prepared for the District, then no financial statements shall be included in the Annual Report. If the audited financial statements are prepared but not available by the time the Annual Report is 539

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required to be filed, the Annual Report may be filed without audited financial statements, and the audite d financial statements shall be filed in the same manner as the Annual Report if and when they become available.

If audited financial statements of the District are prepared, such audited financial statements shall be audited by such auditor as shall then be required or permitted by State law or the Fiscal Agent Agreement. If audited financial statements of the District are prepared, such audited financial statements shall be prepared in accordance with generally accepted accounting principles as prescrib ed for governmental units by the Governmental Accounting Standards Board; provided, however, that the District may from time to time, if required by federal or state legal requirements, modify the basis upon which its financial statements are prepared. In the event that the District shall modify the basis upon which its financial statements are prepared, the District shall provide a notice of such modification to EMMA, including a reference to the specific federal or State law or regulation specifically describing the legal requirements for the change in accounting basis. (b) Financial and Operating Data. The following information with respect to the 2025 Bonds and the property in the District subject to the levy of Special Taxes:

1. Principal amount of th e 2025 Bonds (including principal amount and years of maturity of Bonds, if any, called for redemption in advance of maturity), and any bonds issued to refund the same.

2. Balance in the funds and accounts established under the Fiscal Agent Agreement.

3. A statement as to whether or not the amount on deposit in the Reserve Account of the Special Tax Fund is equal to the Reserve Requirement and, if not, the amount of the delinquency or surplus, as applicable.

4. If any moneys are still on deposit in the Facilities Account of the Improvement Fund, the estimated date of completion of the improvements being financed with the 2025 Bonds proceeds.

5. The amount of delinquent Special Taxes for the most recent fiscal year.

6. Concerning delinquent parcels:
∙ number of parcels in the Improvement Area delinquent in payment of Special Tax,
∙ total of such delinquency and percentage of delinquency in relation to total Special Tax levy,
∙ status of the actions taken by the City or the District related to any foreclosure proceedings upon delinquent properties within the Improvement Area.

7. Identity of any delinquent taxpayer obligated for greater than five percent (5%) of the annual Special Tax levy, plus:
∙ assessed value of applicable properties, and
∙ summary of results of foreclosure sales, if available.

8. Until buildout of the Improvement Area, provide the number of building permits within the Improvement Area.

9. A table in the form of table 4 and reasonably representing the information contained therein, reflecting top property owners responsible for 5% or greater of the annual Special Tax most 540

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recently enrolled, the allocation of current outstanding debt for each property owner and the allocable Assigned Special Tax.

10. A table in the form of table 5 and rea sonably representing the information contained therein, reflecting the stratification of value -to-lien ratios within the Improvement Area based on the allocation of current outstanding debt for each property and the current assessed value for each property.

Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the District, the City, or related public entities that are available to the public on MSRB’s internet website or filed with the Securities and Exchange Commission. The District shall clearly identify each such other document so included by reference.

Section 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section 5, the District shall give, or cause the Dissemination Agent to give, notice of the occurrence of any of the following events with respect to the 2025 Bonds in a timely manner not more than ten (10) business days after the event:

1. principal and interest payment delinquencies;

2. unscheduled draws on debt service reserves reflecting financial difficulties;

3. unscheduled draws on credit enhancements reflecting financial difficulties;

4. substitution of credit or liquidity providers, or their failure to perform;

5. adverse tax opinions or the issuance by the Internal Revenue Service of proposed or final determinations of taxability or of a Notice of Proposed Issue (IRS Form 5701 - TEB);

6. tender offers;

7. defeasances;

8. ratings changes;

9. bankruptcy, insolvency, receivership or similar proceedings; Note: for the purposes of the event identified in subparagraph (9), the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such juri sdiction has been assumed by leaving the existing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person; and

10. default, event of acceleration, termination event, modification of terms, or othe r similar events under the terms of a financial obligation of the obligated person, any of which reflect financial difficulties.
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(b) Pursuant to the provisions of this Section 5, the District shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the 2025 Bonds, if material:

1. unless described in paragraph 5(a)(5) above, notices or determinations by the Internal Revenue Service with respect to the tax status of the 2025 Bonds or other material events affecting the tax status of the 2025 Bonds;

2. the consummation of a merger, consolidation or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms;

3. appointment of a successor or additional fiscal agent or the change of the name of a fiscal agent;

4. nonpayment related defaults;

5. modifications to the rights of Owners of the 2025 Bonds;

6. notices of redemption;

7. release, substitution or sale of property securing repayment of the 2025 Bonds; and

8. incurrence of a financial obligation of the obligated person, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the obligated person, any of which reflect financial difficulties. (c) Upon the occurrence of a Listed Event under Section 5(b) above, the District shall as soon as possible determine if such event would be material under applicable federal securities laws. (d) If the District determines that knowledge of the occurrence of a Listed Event under Section 5(b) would be material under applicable federal securities laws, the District shall file a notice of such occurrence with MSRB in a timely manner not more than 10 business days after the event. (e) The District hereby agrees that the undertaking set forth in this Disclosure Agreement is the responsibility of the District and that the Dissemination Agent shall not be responsible for determining whether the District’s instructions to the Dissemination Agent under this Section 5 comply with the requirements of the Rule.
(f) For purposes of the events identified in subparagraphs (a)(10) and (b)(8) under this Section 5, the term “financial obligation” means a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term financial obligat ion shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule and a continuing disclosure undertaking has been entered into.

Section 6. Termination of Reporting Obligation . The obl igations of the District and the Dissemination Agent under this Disclosure Agreement shall terminate upon the legal defeasance, prior redemption, or payment in full of all of the 2025 Bonds. If such termination occurs prior to the final maturity of the 2025 Bonds, the District shall give notice of such termination in the same manner as for a Listed Event under Section 5(c).

Section 7. Dissemination Agent . The District may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Agreement, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. The Dissemination Agent may resign by providing 30 days written notice to the District. The Dissemination Agent 542

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shall not be responsible for the content of any report or notice prepared by the District. The Dissemination Agent shall have no duty to prepare any information report nor shall the Dissemination Agent be responsible for filing any report not provided to it by the District in a timely manner and in a form suitable for filing. If at any time there is no designated Dissemination Agent, the District shall act as the Dissemination Agent.

Section 8. Amendment; Waiver . Notwithstanding any o ther provision of this Disclosure Agreement, the District and the Dissemination Agent may amend this Disclosure Agreement, and any provision of this Disclosure Agreement may be waived; provided that the following conditions are satisfied:
(a) if the amendment or waiver relates to annual or event information to be provided hereunder, it may only be made in connection with a change in circumstances that arises from a change in legal (including regulatory) requirements, a change in law (including rules or regu lations) or interpretations thereof, or a change in the identity, nature, or status of the District or the type of business conducted thereby; (b) the undertakings herein, as proposed to be amended or waived, would, in the opinion of nationally recognized bond counsel have complied with the requirements of the Rule at the time of the primary offering of the 2025 Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and
(c) the proposed amendm ent or waiver (i) is approved by owners of the 2025 Bonds in the manner provided in the Fiscal Agent Agreement for amendments to such Fiscal Agent Agreement with the consent of owners of the 2025 Bonds, or (ii) does not, in the opinion of nationally recogn ized bond counsel, materially impair the interest of the owners of the 2025 Bonds.

If the annual financial information or operating data to be provided in the Annual Report is amended pursuant to the provisions hereof, the annual financial information cont aining the amended operating data or financial information shall explain, in narrative form, the reasons for the amendment and the impact of the change in the type of operating data or financial information being provided.

If an amendment is made to the un dertaking specifying the accounting principles to be followed in preparing financial statements, the annual financial information for the year in which the change is made shall present a comparison between the financial statements or information prepared o n the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of the differences in the accounting principles and the impact of the change in the acc ounting principles on the presentation of the financial information, in order to provide information to investors to enable them to evaluate the ability of the District to meet its obligations. To the extent reasonably feasible, the comparison shall be qu antitative. A notice of the change in the accounting principles shall be sent to the MSRB.

Section 9. Additional Information. Nothing in this Disclosure Agreement shall be deemed to prevent the District from disseminating any other information, using the means of dissemination set forth in this Disclosure Agreement or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Agreement. If the District chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Agreement, the District shall have no obligation under this Disclosure Agreement to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event.

The District acknowledges and understands that other state and federal laws, including but not limited to the Securities Act of 1933 and Rule 10b -5 promulgated under the Securities Exchange Act of 1934, as amended may apply to the District, and that under some circumstances compliance with this Disclosure Agreement, without additional disclosures or other action, may not fully discharge all duties and obligations of the District under such laws.
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Section 10. Default. In the event of a failure of the District to comply with any provisions of this Disclosure Agreement any owner of a Bond, the Participating Underwriter, or the Fiscal Agent may (but in no event is obligated to or has a duty to) take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the District to comply with its obligations under this Disclosure Agreement. A default under this Disclosure Agreement shall not be deemed a default under the Fiscal Agent Agreement, and the s ole remedy under this Disclosure Agreement in the event of any failure of the District or the Dissemination Agent to comply with this Disclosure Agreement shall be an action to compel performance.

Section 11. Duties, Immunities and Liabilities of Dissemina tion Agent . The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Agreement, and the District agrees to indemnify and save the Dissemination Agent and its officers, directors, employees and agents, harmless against any loss, expense, cost, suit, claim, judgment, damages and liabilities that it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys’ fees and expenses) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent’s negligence or willful misconduct. The obligations of the District under this section shall survive resignation or removal of the Dissemination Agent and payment of all of the 2025 Bonds.

The Dissemination Agent shall not be responsible in any manner for the format or content of any notice or Annual Report prepared by the District pursuant to this Disclosure Agreement. The District shall pay the reasonable fees and expenses of the Dissemination Agent for its duties hereunder.

Section 12. Beneficiaries. This Disclosure Agreement shall inure solely to the benefit of the City, the District, the Dissemination Agent, the Fiscal Agent, the Participating Und erwriter, and the owners from time to time of the 2025 Bonds, and shall create no rights in any other person or entity.

Section 13. Counterparts. This Disclosure Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.

Section 14. Future Determination of Obligated Persons . In the event the Securities Exchange Commission amends, clarifies or supplements the Rule in such a manner that requires any landowner withi n the Improvement Area to be an obligated person as defined in the Rule, nothing contained herein shall be construed to require the District to meet the continuing disclosure requirements of the Rule with respect to such obligated person and nothing in thi s Disclosure Agreement shall be deemed to obligate the District to disclose information concerning any owner of land within the Improvement Area except as required as part of the information required to be disclosed by the District pursuant to Section 4 an d Section 5 hereof. The validity, interpretation and performance of this Disclosure Agreement shall be governed by the laws of the State of California.

Section 15. Severability. In case any one or more of the provisions contained herein shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof.

Section 16. Merger. Any person succeeding to all or substantially all of the Dissemination Agent’s corporate trust business shall be the successor Dissemination Agent without the filing of any paper or any further act.

Section 17. Governing Law. This Disclosure Agreement shall be governed under the laws of the state of California.

Dated as of: December 1, 2025
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF

THE CITY OF CHINO
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By:

Authorized Signatory

WEBB MUNICIPAL FINANCE, LLC
as Dissemination Agent
By:

Authorized Signatory

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EXHIBIT A TO CONTINUING DISCLOSURE AGREEMENT

NOTICE TO MSRB OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: Community Facilities District No. 2003-3 of the City of Chino Name of Bond Issue: $__________ Community Facilities District No. 2003-3 of the City of Chino, Improvement Area No. 11 2025 Special Tax Bonds
NOTICE IS HEREBY GIVEN that Community Facilities District No. 2003-3 of the City of Chino (the “District”) has not provided an Annual Report with respect to the above -named Bonds as required by the Continuing Disclosure Agreement, dated as of December 1, 2025 . The District anticipates that the Annual Report will be filed by __________.

Dated: ____________
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF

THE CITY OF CHINO
By:

Authorized Signatory

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APPENDIX G

BOOK-ENTRY ONLY SYSTEM
The information concerning DTC set forth below has been supplied by The Depository Trust Company (“DTC”), and neither the City nor the District assumes any responsibility for the accuracy thereof. Neit her the City nor the District shall have any responsibility or liability for any aspects of the records maintained by DTC relating to the payments made on account of beneficial ownership, or for maintaining, supervision, or reviewing any records maintained by DTC relating to beneficial ownership, of interests in the Bonds.

DTC will act as securities depository for the Bonds. The Bonds will be issued as fully registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such othe r name as my be requested by an authorized representative of DTC. One fully registered Bond certificate will be issued for each maturity of the Bonds, each in a principal amount of such maturity, and will be deposited with DTC. The following description of DTC and its book -entry system has been provided by DTC and has not been verified for accuracy or completeness by the City or the District, and neither the City nor the District shall have any liability with respect thereto. Neither the City nor the Dis trict shall have any responsibility or liability for any aspects of the records maintained by DTC relating to or payments made on account of beneficial ownership, or for maintaining, supervising, or reviewing any records maintained by DTC relating to beneficial ownership, of interests in the Bonds.

DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of th e Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non -U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates t he post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities through electronic computerized book - entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for phys ical movement of securities certificates. Direct Participants include both U.S. and non -U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly -owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation, and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non -U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participa nt, either directly or indirectly (“Indirect Participants”). DTC has Standard & Poor’s rating of AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dt cc.com. The foregoing internet address is included for reference only and the information on the internet site is not a part of this Official Statement or incorporated by reference into the Official Statement. No representation is made in this Official Statement as to the accuracy or adequacy of the information included in such internet site .

Purchases of the Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC’s records. The ownershi p interest of each actual purchaser of each Bond (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, h owever, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Bonds, except in the event that use of the book -entry system for the Bonds is discontinued.

To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized 547

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representative of DTC. The deposit of Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Be neficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time.

Beneficial Owners of the Bonds may wish to take certain steps to augment the transmission to them of no tices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example, Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them.

Redemption notices shal l be sent to DTC. If less than all of the Bonds are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.

Neither DTC nor Cede & Co. (nor any other DTC nominee) will conse nt or vote with respect to the Bonds unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City or the District as soon as possible after the record date. The Omni bus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy).

Principal and interest with respect to the Bonds will b e made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the City or the Fiscal Agent, on the payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC or its nominee, the Fiscal Agent, the City, or the District, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or the Fiscal Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.

DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to the City, the District, or the Fiscal Agent. Under such circumstances, in the event that a successor securities depository is not obtained, Bond certificates are required to be printed and delivered. The City or the District may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, Bond certificates will be printed and delivered to DTC.

THE INFORMATION IN THIS SECTION CONCERNING DTC AND DTC’S BOOK -ENTRY

SYSTEM HAS BEEN OBTAINED FROM SOURCES THAT THE CITY AND THE DISTRICT EACH

BELIEVES TO BE RELIABLE, BUT NEITHER THE CITY NOR THE DISTRICT TAKES ANY RESPONSIBILITY FOR THE ACCURACY THEREOF. NEITHER THE CITY NOR THE DISTRICT

GIVES ANY ASSURANCES THAT DTC WILL DISTRIBUTE PAYMENTS TO DTC PARTICIPANTS OR

THAT PARTICIPANTS OR OTHERS WILL DISTRIBUTE PAYMENTS WITH RESPECT TO THE

BONDS RECEIVED BY DTC OR ITS NOMINEES AS THE REGISTERED OWNER, ANY

REDEMPTION NOTICES, OR OTHER NOTICES TO THE BENEFI CIAL OWNERS, OR THAT THEY

WILL DO SO ON A TIMELY BASIS, OR THAT DTC WILL SERVE AND ACT IN THE MANNER DESCRIBED IN THIS OFFICIAL STATEMENT.
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APPENDIX H
BOUNDARY MAP OF COMMUNITY FACILITIES DISTRICT NO. 2003-3

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APPENDIX I

FORM OF MERCHANT BUILDER CONTINUING DISCLOSURE CERTIFICATE This Merchant Builder Continuing Disclosure Certificate (this “ Disclosure Certificate”), dated as of ___________, 2025 , is executed by ____________ (the “ Builder”), in connection with the issuance of Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds (the “ Bonds”). The Bonds are being issued pursuant to a Fiscal Agent Agreement, dated as of December 1, 2025 ( the “Fiscal Agent Agreement”), by and between Community Facilities District No. 2003- 3 of the City of Chino (the “ District”) and The Bank of New York Mellon Trust Company, N.A., as fiscal agent (the “Fiscal Agent”). The Builder covenants and agrees as follows:

Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Builder for the benefit of the Participating Underwriter (as defined below) and the holders and Beneficial Owners of the Bonds.

Section 2. Definitions. In addition to the definitions set forth above and in the Fiscal Agent Agreement, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Disclosure Certificate, the following capitalized terms shall have the following meanings:
“Assumption Agreement” means an undertaking of a Major Owner or a Relevant Entity thereof, for the benefit of the holders and Beneficial Owners of the Bonds, containing terms substantially similar to this Disclosure Certificate (as modified for such Major Owner’s development and financing plans with respect to the property of the Major Owner within Improvement Area No. 11), whereby such Major Owner or Relevant Entity agrees to provide semi -annual reports and notice s of significant events, setting forth the information described in Sections 4 and 5 hereof, respectively, with respect to the portion of the property in the Improvement Area No. 11 owned by such Major Owner and its Relevant Entities. “Beneficial Owner” shall mean any Person, which (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including Persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for federal income tax purposes.
“Builder Information” means the information in the Official Statement regarding the Builder and the development of the property it owns in Improvement Area No. 11 under the captions “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Merchant Builders — Century” and “PROPERTY OWNERSHIP AND THE DEVELOPMENT — The Develop ment Plans — Century’s Development and Financing Plan.”
“City” means the City of Chino, California.
“Dissemination Agent ” means the Builder , or any successor Dissemination Agent designated in writing by the Builder , with the written consent of the District, and which has filed with the Builder , the District and the Participating Underwriter a written acceptance of such designation, and which is experienced in providing dissemination agent services such as those required under this Disclosure Certificate. “EMMA System” shall mean the Electronic Municipal Market Access System of the MSRB or such other electronic system designated by the MSRB (as defined below) or the Securities and Exchange Commission.
“Improvement Area No. 11” means Improvement Area No. 11 of the District. 550

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“Listed Events” means any of the events listed in Section 5(a) of this Disclosure Certificate. “Major Owner” means, as of any date of determination, an owner (including all Relevant Entities of such owner) of taxable parcels in Improvement Area No. 11 that (i) owns 30 or more residential lots (or property intended to be developed with 30 or more residential units) subject to the Special Tax. “MSRB” means the Municipal Securities Rulemaking Board. “Official Statement” means the final official statement, dated ________________, 2025, executed by the District in connection with the issuance of the Bonds. “Participating Underwriter” means Raymond James & Associates, Inc. , the original underwriter of the Bonds.
“Person” means an individual, a corporation, a partnership, a limited liability company, an association, a joint stock company, a trust, any unincorporated organiza tion or a government or political subdivision thereof.
“Property” means, as of the date of determination (i) the property owned by the Builder or a Relevant Entity in Improvement Area No. 11 and subject to the Special Taxes and (ii) the property in Improvement Area No. 11 that the Builder or Relevant Entity sold to a Major Owner who has not assumed the undertakings of this Disclosure Certificate under Section 7(b) that is owned by such Major Owner. “Relevant Entity ” means, wi th respect to the Builder, any other Person (i) directly, or indirectly through one or more intermediaries, is controlling, controlled by or under common control with such Person, and (ii) for whom information, including financial information or operating data, concerning such Person referenced in clause (i) is material to an evaluation of Improvement Area No. 11 and the Bonds (i.e., information relevant to (a) the Builder’s development plans with respect to its Property and the payment of its Special Taxes on the Property, or (b) such Person’s assets or funds that would materially affect the Builder’s ability to develop its Property as described in this Official Statement or to pay its Special Taxes on the Property). For purposes hereof, the term “ control” (including the terms “ controlling,” “ controlled by” or “under common control with ”) means the present possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership o f voting securities, by contract or otherwise.
“Report Date” means (a) June 1 of each year, and (b) December 1 of each year. “Semi-Annual Report” means any Semi-Annual Report provided by the Builder pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. “Special Taxes” means the special taxes levied on the Property within Improvement Area No. 11. “State” shall mean the State of California.

Section 3. Provision of Semi-Annual Reports.
(a) Until the obligations under this Disclosure Certificate are terminated pursuant to Section 7, the Builder shall, or, upon written direction of the Builder, the Dissemination Agent shall, not later than the Report Date, commencing December 1, 202 6, provide to the MSRB through the EMMA Syst em, in an electronic format and accompanied by identifying information as prescribed by the MSRB, a Semi -Annual Report that is consistent with the requirements of Section 4 of this Disclosure Certificate with a copy to the Participating Underwriter and the District. If, in any year, February 1 or August 1 falls on a Saturday, Sunday or a holiday, such deadline shall be extended to the next following day that is not a Saturday, Sunday, or 551

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holiday. If the Builder utilizes the Dissemination Agent to file the Semi-Annual Report, then not later than 15 calendar days prior to the Report Date, the Builder shall provide the Semi-Annual Report to the Dissemination Agent (if different from the Builder), and shall provide a written certification with (or included as a part of) each Semi-Annual Report furnished to the Dissemination Agent, the Participating Underwriter, and the District to the effect that such Semi -Annual Report constitutes the Semi -Annual Report required to be furnished by it under this Disclosure Cert ificate. The Dissemination Agent, the Participating Underwriter and the District may conclusively rely upon such certification of the Builder and shall have no duty or obligation to review the Semi-Annual Report. The Semi -Annual Report may be submitted a s a single document or as separate documents comprising a package and may incorporate by reference other information as provided in Section 4 of this Disclosure Certificate.
(b) If the Dissemination Agent (if different from the Builder) does not receive a Semi-Annual Report from the Builder and cannot verify that a Semi -Annual Report has been filed with the MSRB through the EMMA System by 15 calendar days prior to the Report Date, the Dissemination Agent shall send a reminder notice to the Builder that the Semi-Annual Report has not been provided as required under Section 3(a) above. The reminder notice shall instruct the Builder to determine whether its obligations under this Disclosure Certificate have terminated (pursuant to Section 7 below) and, if so, to provide the Dissemination Agent with a notice of such termination in the same manner as for a Listed Event (pursuant to Section 5 below). If the Builder does not provide, or cause the Dissemination Agent to provide, a Semi - Annual Report to the MSRB thr ough the EMMA System by the Report Date as required in subsection (a) above, the Dissemination Agent shall, in a timely manner, provide to the MSRB through the EMMA System, in an electronic format as prescribed by the MSRB, a notice in substantially the fo rm attached as Exhibit A, with a copy to the Participating Underwriter and the District. (c) The Dissemination Agent shall:
(i) determine prior to each Report Date the then -applicable rules and electronic format prescribed by the MSRB for the filing of continuing disclosure reports; and (ii) to the extent the Semi -Annual Report has been furnished to it, file a report with the Builder (if the Dissemination Agent is other than the Builder), the Participating Underwriter and the District certifying that the Se mi-Annual Report has been provided to the MSRB through the EMMA System pursuant to this Disclosure Certificate, and stating the date it was provided.

Section 4. Content of Semi-Annual Reports. Each Semi-Annual Report shall contain or incorporate by reference the information set forth in Exhibit B, any or all of which may be included by specific reference to other documents, including official statements of debt issues of the Builder or public entities, which are available to the public on the EMMA System or filed with the Securities and Exchange Commission. If the document included by reference is a final official statement, it must be available from the MSRB. the Builder shall clearly identify each such other document so included by reference.

In additi on to any of the information expressly required to be provided in Exhibit B, each Semi - Annual Report shall include such further information, if any, as may be necessary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading.

Section 5. Reporting of Significant Events.
(a) Until the obligations under this Disclosure Certificate are terminated pursuant to Section 7, the Builder shall give, or cause to be given, notice of the occurrence of any of the following Listed Events with respect to itself or the Property, if material:
(i) bankruptcy or insolvency proceedings commenced by or against the Builder and, if known, any bankruptcy or insolvency proceedings commenced by or against any Relevant Entity of the 552

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Builder that owns property subject to the Special Taxes that in the reasonable judgment of the Builder could have a material adverse impact on the Builder ’s ability to pay its Special Taxes prior to delinquency or to sell or develop the Property as described in the Official Statement or most recent Semi-Annual Report;
(ii) failure to pay any taxes, special taxes (including the Special Taxes) or assessments prior to delinquency with respect to the Property prior to the delinquency date, to the extent such failure is not promptly cured by the Builder or a Relevant Entity upon discovery thereof; (iii) filing of a lawsuit against the Builder or if known, a Relevan t Entity of the Builder, seeking damages which, if successful could have, or a final judgment in a lawsuit against the Builder or if known, a Relevant Entity which has, a material and adverse impact on the Builder’s (or a Relevant Entity’s, if the Relevant Entity owns property within Improvement Area No. 11) ability to pay Special Taxes prior to delinquency or to sell or develop the Property as described in the Official Statement or most recent Semi-Annual Report;
(iv) any conveyance by the Builder or a Relevant Entity of any of the Property to an entity that is not a Relevant Entity of the Builder , the result of which conveyance is to cause the transferee to become a Major Owner and the related assumption of any obligation by a Major Owner pursuant to Section 7;
(v) material damage to or destruction of any of the improvements on the Property; and (vi) any payment default or other material default by the Builder that continues to exist beyond any applicable notice and cure periods on any loan or line of credit with respect to the construction of improvements on the Property that would have a material adverse effect on the Builder’ most recently disclosed development plan or financing with respect to the Property, or the ability of the Builder or any Relevant Entity to pay its Special Taxes prior to delinquency. (b) If a Listed Event occurs, the Builder shall in a timely manner not in excess of 10 business days after obtaining knowledge of the Listed Event determine if such event would be material under applicable Federal securities law.
(c) If the Builder determines that knowledge of the occurrence of a Listed Event would be material under applicable Federal securities law, the Builder shall, or shall cause the Dissemination Agent to, file in a timely manner not in excess of 10 business days after obtaining knowledge of the Listed Event of the occurrence of such Listed Event, a notice of such occurrence with the MSRB, in an electronic format as prescribed by the MSRB, with a copy to the Participating Underwriter and the District.

Section 6. Identifying Information for Filings with the MSRB; Format for Filings with the MSRB .

All documents provided to the MSRB under this Disclosure Certificate shall be accompanied by identifying information as prescribed by the MSRB. Any report or filing with the MSRB pursuant to this Disclosure Certificate must be submitted in electronic format, accompanied by such identifying information as is prescribed by the MSRB.

Section 7. Duration of Reporting Obligation.
(a) All of the Builder ’s obligations hereunder shall commence on the date hereof and shall terminate (except as provided in Section 12) on the earliest to occur of the following:
(i) upon the legal defeasance, prior redemption or payment in full of all the Bonds, 553

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(ii) the date on which all of the Special Taxes attributable to the Property have been paid or prepaid in full;
(iii) at such time as (A) the Property is no longer owned by a Major Owner and (B) the Builder no longer has any obligations under this Disclosure Certificate with respect to any Major Owner as a result of such obligations having been assumed under one or more A ssumption Agreements entered into pursuant to Section 7(b) below; or (iv) the date on which the Builder and all Relevant Entities of the Builder, collectively, have conveyed to homebuyers at least 120 of the residential units planned to be constructed by t he Builder in Improvement Area No. 11 subject to the Special Tax.

The Builder shall give notice of the termination of its obligations under this Disclosure Certificate in the same manner as for a Listed Event under Section 5.
(b) If a portion of the Proper ty is conveyed to a Person that, upon such conveyance, will be a Major Owner, the obligations of the Builder hereunder with respect to the Property conveyed to such Major Owner may be assumed by such Major Owner or by a Relevant Entity thereof, and if so assumed the Builder’s obligations hereunder with respect to that portion of the Property conveyed will be terminated. In order to effect such an assumption, such Major Owner or a Relevant Entity shall enter into an Assumption Agreement in form and substanc e equivalent to this Disclosure Certificate . or as otherwise satisfactory to the City and Participating Underwriter. However, a Major Owner shall not be required to enter into an Assumption Agreement if such Major Owner is already a party to a continuing disclosure certificate in form and substance similar to this Disclosure Certificate with respect to the Bonds, and under which the property conveyed to such Major Owner will become subject to future Semi -Annual Reports. If not so assumed, the Builder sha ll use commercially reasonable efforts to report the information, as applicable to the transferee, required herein so long as the transferee is a Major Owner.

Section 8. Dissemination Agent. the Builder may, from time to time, with the written consent of the District, appoint or engage a Dissemination Agent to assist the Builder in carrying out its obligations under this Disclosure Certificate and may discharge any such Dissemination Agent, without cause, with the written consent of the District, with or without appointing a successor Dissemination Agent. The initial Dissemination Agent shall be the Builder.

The Dissemination Agent may resign by providing thirty days’ written notice to the District, the Builder, and the Participating Underwriter. The Dis semination Agent shall not be responsible for the content of any report or notice prepared by the Builder. The Dissemination Agent shall have no duty to prepare any information report nor shall the Dissemination Agent be responsible for filing any report not provided to it by the Builder in a timely manner and in a form suitable for filing.

Section 9. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Certificate, the Builder may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied ( provided, however, that the Dissemination Agent shall not be obligated under any such amendment that modifies or increases its duties or obligations hereun der without its written consent thereto):
(a) if the amendment or waiver relates to the provisions of sections 3(a), 4 or 5(a), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, or a change in law; and
(b) the proposed amendment or waiver either (i) is approved by holders of the Bonds in the same manner as provided in the Fiscal Agent Agreement for amendments to the Fiscal Agent Agreement with the 554

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consent of holders, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the holders or Beneficial Owners of the Bonds.

Section 10. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Builder from dissemin ating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Semi - Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the Builder chooses to include any information in any Semi-Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certifica te, the Builder shall have no obligation under this Disclosure Certificate to update such information or include it in any future Semi-Annual Report or notice of occurrence of a Listed Event.

Section 11. Default. In the event of a failure of the Builder to comply with any provision of this Disclosure Certificate, the District and the Participating Underwriter and any holder or Beneficial Owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Builder or Dissemination Agent, as the case may be, to comply with its obligations under this Disclosure Certificate. A default under this Disclosure Certificate shall not be deemed an event of default under the Fisca l Agent Agreement, and the sole remedy under this Disclosure Certificate in the event of any failure of the Builder or the Dissemination Agent to comply with this Disclosure Certificate shall be an action to compel performance. Neither the Builder nor the Dissemination Agent shall have any liability to the owners of the Bonds or any other party for monetary damages or financial liability of any kind whatsoever relating to or arising from this Disclosure Certificate.

Section 12. Duties, Immunities and Liabilities of Dissemination Agent . The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the Builder agrees to indemnify and save the Dissemination Agent, its officers, directors, employ ees and agents (each an “Indemnified Party”), harmless against any loss, expense and liabilities which it may incur arising out of or in the reasonable exercise or performance of its powers and duties hereunder, including the reasonable costs and expenses (including attorneys’ fees) of defending against any claim of liability, but excluding any loss, expense and liabilities due to the Indemnified Party’s negligence or willful misconduct or failure to perform its duties hereunder. The Dissemination Agent (if other than the Builder) shall be paid compensation for its services provided hereunder from the Administrative Expense Fund established under the Fiscal Agent Agreement in accordance with the Dissemination Agent’s schedule of fees as amended from time to time, which schedule, as amended, shall be reasonably acceptable, and all reasonable expenses, reasonable legal fees and advances made or incurred by the Dissemination Agent in the performance of its duties hereunder. The Dissemination Agent shall have n o duty or obligation to review any information provided to it hereunder and shall not be deemed to be acting in any fiduciary capacity for the City, the Builder , the Participating Underwriter, the Beneficial Owners, or any other party. The obligations of the Builder under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds.

Section 13. Notices. Any notice or communications to be among any of the parties to this Disclosure Certificate may be given by electronic mail, regular mail, or overnight mail as follows:

To the District: Community Facilities District No. 2003-3 of the City of Chino
P.O. Box 667
Chino, CA 91710
Attention: Director or Finance
[email protected]
555

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If by personal delivery:

City of Chino
13220 Central Avenue
Chino, CA 91710
Attention: Director of Finance
To the Participating Underwriter: Raymond James & Associates, Inc. 39 East Union Street
Pasadena, CA 91103
Attention: Public Finance
[email protected]
To Century: ____________
____________
____________
Attention: ____________
Email: ____________
Any Person may, by written notice to the other Persons listed above, designate a different address or email address to which subsequent notices or communications should be sent.

Section 14. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the District, the Builder, the Dissemination Agent, the Participating Underwriter and holders and Beneficial Owners from time to time of the Bonds and shall creat e no rights in any other Person or entity. All obligations of the Builder hereunder shall be assumed by any legal successor to the obligations of the Builder as a result of a sale, merger, consolidation or other reorganization.
[Remainder of Page Intentionally Left Blank; Signature Page Follows] 556

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IN WITNESS WHEREOF, the Builder has executed this Disclosure Certificate as of the date first above written.
_____________
By:

Name:

Title:

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EXHIBIT A

NOTICE OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: Community Facilities District No. 2003-3 of the City of Chino (the “District”)
Name of Bond Issue: $__________ Community Facilities District No. 2003-3 of the Improvement Area No. 11 2025 Special Tax Bonds
Date of Issuance: ___________, 2025
NOTICE IS HEREBY GIVEN that Century Communities of California, LLC (the “Major Owner”) has not provided a Semi -Annual Report with respect to the above -named Bonds as required by the Century Continuing Disclosure Certificate, dated ___________, 2025 . The Ma jor Owner anticipates that the Semi - Annual Report will be filed by .

Dated:

DISSEMINATION AGENT:

By:

Its:
cc: Century Communities of California, LLC

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EXHIBIT B

SEMI-ANNUAL REPORT
[June 1/December 1]
$__________
COMMUNITY FACILITIES DISTRICT NO 2003-3

OF THE CITY OF CHINO
IMPROVEMENT AREA NO. 11
2025 Special Tax Bonds
This Semi-Annual Report is hereby submitted under Section 4 of the Merchant Builder Continuing Disclosure Certificate (the “Disclosure Certificate”), dated ___________, 2025, executed by the undersigned (the “Builder”) in connection with the issuance of the above-captioned bonds by Community Facilities District No. 2003-3 of the City of Chino (the “District”).

Capitalized terms used in this Semi-Annual Report but not otherwise defined have the meanings given to them in the Disclosure Certificate.

I. Property Ownership and Development
The information in this section is provided as of __________, 20__ (this date must be not more than 60 days before the Report Date).

A. Property currently owned by the Builder in Improvement Area No. 11 (the “Property”):

Development name(s):

Number of lots (or anticipated single family residences):

B. Updated information regarding land development and home construction activities wi th regard to the Property described in the Official Statement for the Bonds under the caption “OWNERSHIP AND THE DEVELOPMENT—The Development Plans—Century’s Development and Financing Plan” or the Semi-Annual Report last filed in accordance with the Disclosure Certificate.

C. Status of building permits and any material changes to the description of land use or development entitlements with regard to the Property described in the Official Statement for the Bonds under the caption “OWNERSHIP AND THE DEVELOPMENT—The Development Plans—Century’s Development and Financing Plan” or the Semi-Annual Report last filed in accordance with the Disclosure Certificate.

D. A statement as to whether or not the Builder and all of its Relevant Entities paid, prior to their becoming delinquent, all Special Taxes levied on the Property and if such Builder or any of such Relevant Entities is delinquent in the payment of such Special Taxes, a statement identifying each entity that is so delinquent, specifying the amount of ea ch such delinquency and describing any plans to resolve such delinquency.

II. Legal and Financial Status of Builder
Unless such information has previously been included or incorporated by reference in a Semi -Annual Report, describe any material change in t he legal structure of the Builder or the financial condition and 559

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financing plan of the Builder that would materially and adversely interfere with its ability to complete its development plan with regard to the Property described in the Official Statement.

III. Change in Development or Financing Plans
Unless such information has previously been included or incorporated by reference in a Semi -Annual Report, describe any development plans or financing plans relating to the Property that are materially different from the proposed development and financing plan described in the Official Statement.

IV. Official Statement Updates
Unless such information has previously been included or incorporated by reference in a Semi -Annual Report, describe any other significant changes in the information relating to the Builder, the Property contained in the Official Statement under the caption s “OWNERSHIP AND THE DEVELOPMENT —The Development Plans —Century’s Development and Financing Plan ” that would materially and adversely interfere with the Builder’s ability to develop and sell the Property as described in the Official Statement.

V. Other Material Information
In addition to any of the information expressly required above, provide such further information, if any, as may be nec essary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading.

Certification
The undersigned hereby certifies that this Semi -Annual Report constitutes the Semi -Annual Report required to be furnished by the Builder under the Disclosure Certificate.

ANY OTHER STATEMENTS REGARDING THE BUILDER, THE DEVELOPMENT OF THE PROPERTY, THE BUILDER’S FINANCING PLAN OR FINANCIAL CONDITION, OR THE BONDS,

OTHER THAN STATEMENTS MADE BY THE BUILDER IN AN OFFIC IAL RELEASE, OR FILED

WITH THE MUNICIPAL SECURITIES RULEMAKING BOARD, ARE NOT AUTHORIZED BY THE BUILDER. THE BUILDER IS NOT RESPONSIBLE FOR THE ACCURACY, COMPLETENESS OR FAIRNESS OF ANY SUCH UNAUTHORIZED STATEMENTS.

THE BUILDER HAS NO OBLIGATION TO UPDATE THIS SEMI-ANNUAL REPORT OTHER THAN AS EXPRESSLY PROVIDED IN THE DISCLOSURE CERTIFICATE.

Dated: CENTURY COMMUNITIES OF CALIFORNIA, LLC, a
Delaware limited liability company
By: ______________________________
Name: ____________________________
Title: _____________________________
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$___________
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY OF CHINO IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS

BOND PURCHASE AGREEMENT
__________, 2025
Community Facilities District No. 2003-3 of the City of Chino Chino, California
Ladies and Gentlemen:

Raymond James & Associates, Inc. (the “Underwriter”), acting not as a fiduciary or agent for you, but on behalf of itself, offers to enter into this Bond Purchase Agreement (the “Purchase Agreement”) with Community Facilities District No. 2003-3 of the City of Chino (the “District”) which, upon acceptance, will be binding upon the District and upon the Underwriter. This offer is made subject to acceptance of it by the District on the date hereof, and if not accepted will be subject to withdrawal by the Underwriter upon notice delivered to the District at any time prior to the acceptance hereof by the District.

The District acknowledges and agrees that: (i) the purchase and sale of the Bonds (defined below) pursuant to this Purchase Agreement is an arm’s -length commercial transaction between the District and the Underwriter; (ii) in connection therewith and with the discussions, undertakings and procedures leading up to the consummation of such transaction, the Underwriter is and has been acting solely as a principal and is not acting as a Municipal Advisor (as defined in Section 15B of The Securities Exchange Act of 1934, as amended); (iii) the Underwriter ha s not assumed an advisory or fiduciary responsibility in favor of the District with respect to the offering contemplated hereby or the discussions, undertakings and procedures leading thereto (irrespective of whether the Underwriter has provided other services or is currently providing other services to the District on other matters); and (iv) the District has consulted its own legal, financial and other advisors to the extent it has deemed appropriate on this transaction.

1. Purchase, Sale and Delivery of the Bonds; Establishment of Issue Price. (a) Subject to the terms and conditions and in reliance upon the representations, warranties and agreements set forth herein, the Underwriter agrees to purchase from the District, and the District agrees to sell to the Und erwriter, all (but not less than all) of the Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds (the “Bonds”) in the aggregate principal amount specified in Exhibit A hereto. The Bonds shall be dated the Closing Date (as defined herein), and bear interest from said date (payable semiannually on March 1 and September 1 in each year, commencing March 1, 2026) at the rates per annum and maturing on the dates and in the amounts set forth in Exhibit A hereto. The purchase price for the Bonds shall be the amount specified as such in Exhibit A hereto.

The Underwriter agrees to assist the District in establishing the issue price of the Bonds and shall execute and deliver to the District at Closing (as def ined herein) an “issue price” or similar 561
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2 certificate, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit D, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Underwriter, the District and Bond Counsel, to accurately reflect, as applicable, the sales price or prices or the initial offering price or prices to the public of the Bonds. All actions to be taken by the District under this section to establish the issue price of the Bonds may be taken on behalf of the District by the District’s financial advisor identified herein and any notice or report to be provided to the District may be provided to the District’s financial advisor.

Except for the Hold-the-Price Maturities described below and as otherwise set forth in Exhibit A attached hereto, the District will treat the first price at which 10% of each maturity of the Bonds (the “10% test”) is sold to the public as the issue price of that maturity. At or promptly after the execution of this Purchase Agreement, the Underwriter shall report to the District the price or prices at which it has sold to the public each maturity of Securities.

With respect to the maturities of the Bonds that are not 10% Test Maturities, as described in Exhibit A attached hereto (the “Hold -the-Price Maturities”), the Underwriter confirms that it has offered the Bonds to the public on or before the date of this Purchase Agreement at the offering price or prices (the “initial offering price”), or at the corresponding yield or yields, set forth in Exhibit A attached hereto. The District and the Underwriter agree that the restrictions set forth in the next sentence shall apply to the Hold-the-Price Maturities, which will allow the District to treat the initial offering price to the public of each such maturity as of the sale date as the issue price of that maturity (the “hold -the-offering-price rule”). So long as the hold -the-offering-price rule remains applicable to any maturity of the Bonds, the Underwriter will neither offer nor sell unsold Bonds of that maturity to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following:
(A) the close of the fifth (5th) business day after the sale date; or (B) the date on which the Underwriter has sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public.

The Underwriter will advise the District promptly after the close of the fifth (5th) business day after the sale date whether it has sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public.

The Underwriter confirms that:
(i) any selling group agreement and any third-party distribution agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer who is a member of the selling group and each broker-dealer that is a party to such third-party distribution agreement, as applicable:
(A)(i) to report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter that the 10% test has been satisfied as to the Bonds of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the 562
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3 Underwriter, and (ii) to comply with the hold -the-offering-price rule, if applicable, if and for so long as directed by the Underwriter,
(B) to promptly notify the Underwriter of any sales of Bonds that, to its knowledge, are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Securities to the public (each such term being used as defined below), and (C) to acknowledge that, unless otherwise advised by the dealer or broker -dealer, the Underwriter shall assume that each order submitted by the dealer or broker -dealer is a sale to the public.
(ii) any selling group agreement relating to the initial s ale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer that is a party to a third-party distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker -dealer that is a party to such third -party distribution agreement to (A) report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter or the dealer that the 10% test has been satisfied as to the Securities of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Underwriter or the dealer, and (B) comply with the hold -the-offering-price rule, if applicable, if and for so long as directed by the Underwriter or the dealer and as set forth in the related pricing wires.

The District acknowledges that, in making the representations set forth in this section, the Underwriter will rely on (i) in the event a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold -the-offering-price rule, if applicable to the Bonds, as set forth in a selling group agreement and the related pricing wires, and (ii) in the event that a third -party distribution agreement was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Bonds, as set forth in the thir d-party distribution agreement and the related pricing wires. The District further acknowledges that the Underwriter shall not be liable for the failure of any dealer who is a member of a selling group, or of any broker -dealer that is a party to a third -party distribution agreement, to comply with its corresponding agreement to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Bonds.

The Underwriter acknowledges that sales of any Bonds to any person that is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such term being used as defined below) shall not constitute sales to the public for purposes of this section. Further, for purposes of this section:
(1) “public” means any person other than an underwriter or a related party, (2) “underwriter” means (A) any person that agrees pursuant to a written contract with the District (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public and (B) any person that agrees pursuant to a written contract 563
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4 directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the public), (3) a purchaser of any of the Bonds is a “relat ed party” to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (i) at least 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (iii) more than 50% common ownership of th e value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and (4) “sale date” means the date of execution of this Purchase Agreement by all parties.
(b) The Bonds shall be substantially in the form described in, shall be issued and secured under the provisions of, and shall be payable and subject to redemption as provided in, the Fiscal Agent Agreement, dated as of December 1, 2025 (the “Fiscal Agent Agreement”) approved by Resolution No. 2025-____ adopted by the City Council of the City of Chino (the “City”), acting as the legislative body of the Distri ct (the “City Council), on _________, 2025 (the “Resolution of Issuance”). The Bonds and interest thereon will be payable from a special tax (the “Special Tax”) levied and collected on the taxable land within Improvement Area No. 11 of the District in accordance with Resolution No. 2004-55 adopted by the City Council on July 20, 2004 and Resolution No. 2024-054 adopted by the City Council on November 5, 2024 (collectively, the “Resolution of Formation”). Proceeds of the sale of the Bonds will be used in accordance with the Fiscal Agent Agreement and the Mello -Roos Community Facilities Act of 1982, as amended (Sections 53311 et seq. of the Government Code of the State of California) (the “Law”), to acquire certain public improveme nts described in the Resolution of Formation. The Resolution of Issuance, the Resolution of Formation and Ordinance No. 2024-012 are collectively referred to herein as the “District Resolutions.” (c) At or prior to the acceptance hereof by the District, the D istrict shall cause to be delivered to the Underwriter a Rule 15c2 -12 Certificate, dated as of the date of this Purchase Agreement (the “District Certificate”), in substantially the form attached hereto as Exhibit B, with only such changes therein as shall have been accepted by the Underwriter. (d) Subsequent to its receipt of the District Certificate deeming the Preliminary Official Statement for the Bonds, dated ________, 2025, which Preliminary Official Statement, together with the cover page and all appendices thereto, is herein collectively referred to as the “Preliminary Official Statement”), final for purposes of Rule 15c2-12 of the Securities and Exchange Commission (“Rule 15c2-12”), the Underwriter has distributed copies of the Preliminary Official Stat ement. The District hereby ratifies the use by the Underwriter of the Preliminary Official Statement and authorizes the Underwriter to use and distribute the final Official Statement dated the date hereof (including all information previously permitted to have been omitted by Rule 15c2-12, and any supplements and amendments thereto as have been approved by the District as evidenced by the execution and delivery of such document by an officer of the District (the “Official Statement”), the Fiscal Agent Agreement, the Continuing Disclosure Agreement of the District (the “District Disclosure Agreement”), this Purchase Agreement, any other documents or contracts to which the District is a party, and all 564
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5 information contained therein, and all other documents, ce rtificates and statements furnished by the District to the Underwriter in connection with the transactions contemplated by this Purchase Agreement, in connection with the offer and sale of the Bonds by the Underwriter. The Underwriter hereby agrees to deliver a copy of the Official Statement to the Municipal Securities Rulemaking Board (the “MSRB”) through the Electronic Municipal Marketplace Access website of the MSRB on or before the Closing Date and otherwise to comply with all applicable statutes and r egulations in connection with the offering and sale of the Bonds, including, without limitation, MSRB Rule G -32 and Rule 15c2-12.
(e) At 8:00 A.M., Pacific Time, on _________, 2025, or at such earlier time or date as shall be agreed upon by the Underwriter and the District (such time and date being herein referred to as the “Closing Date”), the District will deliver (i) to the Depository Trust Company in New York, New York, the Bonds in definitive form (all Bonds being in book-entry form registered in the name of Cede & Co. and having the CUSIP numbers assigned to them printed thereon), duly executed by the officers of the District, as provided in the Fiscal Agent Agreement, and (ii) to the Underwriter, at the offices of Bond Counsel, or at such other place as s hall be mutually agreed upon by the District and the Underwriter, the other documents herein mentioned; and the Underwriter shall accept such delivery and pay the purchase price of the Bonds in immediately available funds (such delivery and payment being herein referred to as the “Closing”). Notwithstanding the foregoing, the Underwriter may, in its discretion, accept delivery of the Bonds in temporary form upon making arrangements with the District which are satisfactory to the Underwriter relating to the delivery of the Bonds in definitive form. (f) Except as otherwise disclosed and agreed to by the District, the Underwriter agrees to make a bona fide public offering of the Bonds at the initial public offering price or prices set forth on the inside cover page of the Official Statement and in Exhibit A hereto; provided, however, the Underwriter reserves the right to change such initial public offering prices as the Underwriter deems necessary or desirable, in its sole discretion, in connection with the marketing of the Bonds, and to sell the Bonds to certain dealers (including dealers depositing the Bonds into investment trusts) and others at prices lower than the initial offering prices set forth in the Official Statement. A “bona fide public offering” sha ll include an offering to institutional investors or registered investment companies, regardless of the number of such investors to which the Bonds are sold. The Underwriter shall provide to the District on the Closing Date a certificate stating that the Underwriter made a bona fide public offering of the Bonds at the initial public offering price or prices set forth on the inside cover page of the Official Statement and in Exhibit A.

2. Representations, Warranties and Agreements of the District . The Distric t represents, warrants and covenants to and agrees with the Underwriter that:
(a) The District is duly organized and validly existing as a community facilities district under the laws of the State of California. T he City has duly authorized the formation of t he District pursuant to the Resolution of Formation and the Law. The City Council, as the legislative body of the District, has duly adopted the District Resolutions, and has caused to be recorded in the real property records of the County of San Bernardi no on November 19, 2024 , a Notice of Special Tax Lien, as Document No. 2024-0277501 (the “Notice of Special Tax Lien”) (such District Resolutions and Notice of Special Tax Lien being collectively referred to herein as the “Formation Documents”). Each of the Formation Documents remains in full force and effect as of the date hereof and has not been amended.

The District is duly organized and validly existing as a community facilities district under the laws of the State of California. The District has, an d at the Closing Date will have, as the case may be, full legal right, power and authority (i) to execute, deliver and perform its obligations under this Purchase 565
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6 Agreement and the District Disclosure Agreement, and to carry out all transactions contemplat ed by each of such agreements, (ii) to issue, sell and deliver the Bonds to the Underwriter pursuant to the Resolution of Issuance and the Fiscal Agent Agreement as provided herein, and (iii) to carry out, give effect to and consummate the transactions contemplated by the Formation Documents and by the Fiscal Agent Agreement, this Purchase Agreement, and the District Disclosure Agreement (collectively, the “District Documents”) and the Official Statement;
(b) The District has complied, and will at the Closing Date be in compliance, in all material respects, with the Formation Documents and the District Documents, and any immaterial compliance by the District, if any, will not impair the ability of the District to carry out, give effect to or consummate the transactions contemplated by the foregoing. From and after the date of issuance of the Bonds, the District will continue to comply with the covenants of the District contained in the District Documents;
(c) The City Council has duly and validly: (i) adopted the District Resolutions, (ii) called, held and conducted in accordance with all requirements of the Law an election within the District to approve the levy of the Special Tax within Improvement Area No. 11 of the District and the issuance of the Bonds and recorded the Notice of Special Tax Lien which established a continuing lien on the land within Improvement Area No. 11 of the District securing the Special Tax, (iii) authorized and approved the execution, de livery and due performance of the Bonds and the District Documents, (iv) authorized the preparation, delivery and distribution of the Preliminary Official Statement and the Official Statement, and (v) authorized and approved the performance by the District of its obligations contained in, and the taking of any and all action as may be necessary to carry out, give effect to and consummate the transactions contemplated by, each of the District Documents (including, without limitation, the collection of the Special Tax), the Bonds and the Official Statement and at the Closing Date, the Formation Documents will be in full force and effect and the District Documents and the Bonds will constitute the valid, legal and binding obligations of the District and (assumi ng due authorization, execution and delivery by other parties thereto, where necessary) will be enforceable in accordance with their respective terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws affecting the enforcement of creditors’ rights in general and to the application of equitable principles if equitable remedies are sought;
(d) To the best of the District’s knowledge, the District is not in breach of or default under any applicable law or administrative rule or regulatio n of the State of California (the “State”) or the United States, or of any department, division, agency or instrumentality thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, fiscal agent agreement, contract, agreement or other instrument to which the District is a party or is otherwise subject or bound, a consequence of which could be to materially and adversely affect the performance by the District of its obligations under the Bonds, the Formation Documents or the District Documents, and compliance with the provisions of each thereof will not conflict with or constitute a breach of or default under any applicable law or administrative rule or regulation of the State or the United States, or of any department, division, agency or instrumentality thereof, or under any applicable court or administrative decree or order, or a material breach of or default under any loan agreement, note, resolution, trust agreement, contract, agreement or othe r instrument to which the District, as the case may be, is a party or is otherwise subject or bound;
(e) Except for compliance with the blue sky or other states securities law filings, as to which the District makes no representations, all approvals, consents, authorizations, elections and orders of or filings or registrations with any State governmental authority, board, agency or 566
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7 commission having jurisdiction which would constitute a condition precedent to, or the absence of which would materially adversely affect, the performance by the District of its obligations hereunder, or under the Formation Documents or the District Documents, have been obtained and are in full force and effect;
(f) The Special Tax constituting the security for the Bonds has been duly and lawfully authorized and may be levied under the Law, the State Constitution and the applicable laws of the State, and such Special Tax, when levied, will constitute a valid and legally binding continuing lien on the properties on which it has been levied;
(g) The District shall not supplement or amend the Official Statement or cause the Official Statement to be supplemented or amended without the prior written consent of the Underwriter. Until the date which is twenty-five (25) days after the “end of the underwriting period” (as defined herein), if any event shall occur of which the District is aware, as a result of which it may be necessary to supplement the Official Statement in order to make the statements in the Official Statement, in light of the circumst ances existing at such time, not misleading, the District shall forthwith notify the Underwriter of any such event of which it has knowledge and shall cooperate fully in furnishing any information available to it for any supplement to the Official Statement necessary, in the Underwriter’s opinion, so that the statements therein as so supplemented will not be misleading in light of the circumstances existing at such time and the District shall promptly furnish to the Underwriter a reasonable number of copies of such supplement. As used herein, the term “end of the underwriting period” means the later of such time as (i) the District delivers the Bonds to the Underwriter, or (ii) the Underwriter does not retain, directly or as a member of an underwriting synd icate, an unsold balance of the Bonds for sale to the public. Unless the Underwriter gives notice to the contrary, the “end of the underwriting period” shall be deemed to be the Closing Date. Any notice delivered pursuant to this provision shall be written notice delivered to the District at or prior to the Closing Date, and shall specify a date (other than the Closing Date) to be deemed the “end of the underwriting period”; (h) The Fiscal Agent Agreement creates a valid pledge of the Special Taxes and the moneys in the Special Tax Fund and the Reserve Account established pursuant to the Fiscal Agent Agreement, including the investments thereof, subject in all cases to the provisions of the Fiscal Agent Agreement permitting the application thereof for the purposes and on the terms and conditions set forth therein. Until such time as moneys have been set aside in an amount sufficient to pay all then outstanding Bonds at maturity or to the date of redemption if redeemed prior to maturity, plus unpaid interest thereon to maturity or to the date of redemption if redeemed prior to maturity, and premium, if any, the District will faithfully perform and abide by all of the covenants, undertakings and provisions contained in the Fiscal Agent Agreement;
(i) Except as disclo sed in the Official Statement, no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, regulatory agency, public board or body is pending or, to the best knowledge of the District, threatened (i) which would materially adversely affect the ability of the District to perform its obligations under the Bonds, the Formation Documents or the District Documents, or (ii) seeking to restrain or to enjoin the issuance, sale or delivery of the Bonds, the application of the proceeds thereof in accordance with the Fiscal Agent Agreement, or the collection or application of the Special Tax pledged or to be pledged to pay the principal of and interest on the Bonds, or the pledge thereof, or in any way contesting or affecting the validity or enforceability of the Bonds, the Formation Documents, the District Documents, or any action contemplated by any of said documents, or (iii) in any way contesting the completeness or accuracy of the Preliminary Official Statement or the powers or authority of the District with respect to the Bonds, the Formation 567
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8 Documents, the District Documents, or any action of the District contemplated by any of said documents; nor is there any action pending or, to the best knowledge of the District, threatened against the District which alleges that interest on the Bonds is not excludable from gross income for federal income tax purposes or is not exempt from California personal income taxation; (j) The District will furnish such information, execute such instru ments and take such other action in cooperation with the Underwriter as the Underwriter may reasonably request in order for the Underwriter to qualify the Bonds for offer and sale under the “Blue Sky” or other securities laws and regulations of such states and other jurisdictions of the United States as the Underwriter may designate; provided, however, the District shall not be required to register as a dealer or a broker of securities or to consent to service of process in connection with any blue sky filing; (k) Any certificate signed by any official of the District authorized to do so shall be deemed a representation and warranty to the Underwriter as to the statements made therein; (l) The District will apply the proceeds of the Bonds in accordance with the Fiscal Agent Agreement and as described in the Official Statement;
(m) The information contained in the Preliminary Official Statement was as of the date thereof, and the information contained in the Official Statement as of its date and on the Closing Date shall be, true and correct in all material respects and such information does not and shall not contain any untrue or misleading statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; (n) The Preliminary Official Statement heretofore delivered to the Underwriter has been deemed final by the District as of its date, except for the omission of such information as is permitted to be omitted in accordance with paragraph (b)(1) of Rule 15c2-12. The District hereby covenants and agrees that, within seven (7) business days from the date hereof, the District shall cause a final printed form of the Official Statement to be delivered to the Underwriter i n a quantity mutually agreed upon by the Underwriter and the District so that the Underwriter may comply with paragraph (b)(4) of Rule 15c2-12 and Rules G-12, G-15, G-32 and G-36 of the Municipal Securities Rulemaking Board; (o) Except as otherwise disclosed in the Preliminary Official Statement, the District is, and has always been, in material compliance with respect to all reporting obligations in the last five years that it has undertaken under Rule 15c2-12 for all indebtedness issued by the District; (p) Except as otherwise disclosed in the Preliminary Official Statement, the Formation Documents have not been amended, terminated, rescinded or modified; (q) The District shall not voluntarily undertake any course of action inconsistent with satisfaction of the requirements applicable to the District as set forth in this Purchase Agreement; (r) The District shall cooperate with the Underwriter in the qualification of the Bonds for offering and sale and the determination of their eligibility for investment under the laws of such jurisdictions as the Underwriter may designate;
(s) The District shall not knowingly take or omit to take any action that, under existing law, may adversely affect the exemption from state income taxation or the exclusion from gross income for federal income tax purposes of the interest on the Bonds. 568
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9 3. Conditions to the Obligations of the Underwriter. The obligations of the Underwriter to accept delivery of and pay for the Bonds on the Closing Date shall be subject, at the option of the Underwriter, to the accuracy in all material respects of the representations and warranties on the part of the District contained herein, as of the date hereof and as of the Closing Date, to the accuracy in all material respects of the statements of the officers and other of ficials of the District made in any certificates or other documents furnished pursuant to the provisions hereof, to the performance by the District of its obligations to be performed hereunder at or prior to the Closing Date and to the following additional conditions:
(a) At the Closing Date, the Formation Documents and the District Documents shall be in full force and effect, and shall not have been amended, modified or supplemented, except as may have been agreed to in writing by the Underwriter, and there shall have been taken in connection therewith, with the issuance of the Bonds and with the transactions contemplated thereby and by this Purchase Agreement, all such actions as, in the opinion of Stradling Yocca Carlson & Rauth LLP, Bond Counsel and Disclosure Counsel for the District, and Best Best & Krieger LLP, counsel to the Underwriter, shall be necessary and appropriate;
(b) The information contained in the Official Statement will, as of the Closing Date and as of the date of any supplement or amendment the reto pursuant to Section 2(g) hereof, be true, correct and complete in all material respects and will not, as of the Closing Date or as of the date of any supplement or amendment thereto pursuant to Section 2(g) hereof, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (c) Between the date hereof and the Closing Date, the market price or marketability of the Bonds at the initial offering prices set forth in the Official Statement shall not have been materially adversely affected, in the judgment of the Underwriter (evidenced by a written notice to the District terminating the obligation of the Underwriter to accept delivery of and pay for the Bonds), by reason of any of the following:
(1) legislation introduced in or enacted (or resolution passed) by the Congress of the United States of America or recommended to the Congress by the Pres ident of the United States, the Department of the Treasury, the Internal Revenue Service, or any member of Congress, or favorably reported for passage to either House of Congress by any committee of such House to which such legislation had been referred for consideration or a decision rendered by a court established under Article III of the Constitution of the United States of America or by the Tax Court of the United States of America, or an order, ruling, regulation (final, temporary or proposed), press r elease or other form of notice issued or made by or on behalf of the Treasury Department or the Internal Revenue Service of the United States of America, with the purpose or effect, directly or indirectly, of imposing federal income taxation upon the interest that would be received by the holders of the Bonds beyond the extent to which such interest is subject to taxation as of the date hereof; (2) legislation introduced in or enacted (or resolution passed) by the Congress of the United States of America, or an order, decree or injunction issued by any court of competent jurisdiction, or an order, ruling, regulation (final, temporary or proposed), press release or other form of notice issued or made by or on behalf of the Securities and Exchange Commission, or a ny other governmental agency having jurisdiction of the subject matter, to the effect that obligations of the general character of the Bonds, or the Bonds, including any or all underlying arrangements, are not exempt from registration under or other requir ements of the Securities Act of 1933, as amended, or 569
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10 that the Fiscal Agent Agreement is not exempt from qualification under or other requirements of the Trust Indenture Act of 1939, as amended, or that the issuance, offering or sale of obligations of the general character of the Bonds, or of the Bonds, including any or all underwriting arrangements, as contemplated hereby or by the Official Statement or otherwise is or would be in violation of the federal securities laws, rules or regulations as amended and then in effect; (3) any amendment to the federal or California Constitution or action by any federal or California court, legislative body, regulatory body or other authority materially adversely affecting the tax status of the District, its property, income, securities (or interest thereon), the validity or enforceability of the Special Tax or the ability of the District to construct or acquire the improvements as contemplated by the Formation Documents, the District Documents or the Official Statement;
(4) any event occurring, or information becoming known, which, in the judgment of the Underwriter, makes untrue in any material respect any statement or information contained in the Preliminary Official Statement or the Official Statement, or results in the Prelim inary Official Statement or the Official Statement containing any untrue statement of a material fact or omitting 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; (5) the declaration of war or the escalation of, or engagement in, military hostilities by the United States or the occurrence of any other national or international emergency or calamity relating to the effective operation of t he government of, or the financial community in, the United States which, in the judgment of the Underwriter, makes it impracticable or inadvisable to proceed with the offering or the delivery of the Bonds on the terms and in the manner contemplated in the Preliminary Official Statement or the Official Statement; (6) the declaration of a general banking moratorium by federal, State of New York or State of California authorities, or the general suspension of trading on any national securities exchange or minimum or maximum prices for trading shall have been fixed and be in force, or maximum ranges for prices for securities shall have been required and be in force on the New York Stock Exchange or other national securities exchange, whether by virtue of determinat ion by that exchange or by order of the Securities and Exchange Commission (the “SEC”) or any other governmental authority having jurisdiction that, in the Underwriter’s reasonable judgment, makes it impracticable for the Underwriter to market the Bonds or enforce contracts for the sale of the Bonds; (7) the imposition by the New York Stock Exchange or other national securities exchange, or any governmental authority, of any material restrictions not now in force with respect to the Bonds or obligations of the general character of the Bonds or securities generally, or the material increase of any such restrictions now in force, including those relating to the extension of credit by, or the charge to the net capital requirements of, the Underwriter; (8) the entry of an order by a court of competent jurisdiction which enjoins or restrains the County of San Bernardino, California or any other governmental entity, agency, or instrumentality from issuing permits, licenses or entitlements within the District or which order, in the reasonable opinion of the Underwriter, otherwise materially and adversely affects proposed development of property within the District;
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11 (9) a material disruption in securities settlement, payment or clearance services affecting the Bonds shall have occurred;
(10) there shall have been any material adverse change in the affairs of the District that in the Underwriter’s reasonable judgment will materially adversely affect the market for the Bonds or the ability of the Underwriter to enforce contracts for the sale of the Bonds; (11) there shall be established any new restriction on transactions in securities materially affecting the free market for securities (including the imposition of any limitation on interest rates) or the extension of credit by, or a change to the net capital requirements of, underwriters established by the New York Stock Exchange, the SEC, any other federal or State agency or the Congress of the United States, or by Executive Order;
(12) a stop order, release, regulation, or no-action letter by or on behalf of the SEC or any other governmental agency having jurisdiction of the subject matter shall have been issued or made to the effect that the issuance, offering, or sale of the Bonds, including all the underlying obligations as contemplated hereby or by the Official Statement, or any document relating to the issuance, offering or sale of the Bonds is or would be in violation of any provision of the federal securities laws at the Closing Date, including the Securities Act, the Exchange Act, and the T rust Indenture Act of 1939, as amended.
(d) On the Closing Date, the Underwriter shall have received counterpart originals or certified copies of the following documents, in each case satisfactory in form and substance to the Underwriter:
(1) The Formation Documen ts and the District Documents, together with a certificate dated as of the Closing Date of the City Clerk of the City to the effect that each Formation Document is a true, correct and complete copy of the one duly adopted by the City Council; (2) The Official Statement;
(3) An unqualified approving opinion for the Bonds, dated the Closing Date and addressed to the District, of Stradling Yocca Carlson & Rauth LLP, Bond Counsel for the District, in the form attached to the Preliminary Official Statement as Appendix B, and an unqualified letter of such counsel, dated the Closing Date and addressed to the Underwriter and the Fiscal Agent, to the effect that such approving opinion addressed to the District may be relied upon by the Underwriter and the Fiscal Agent to the same extent as if such opinion was addressed to it; (4) A supplemental opinion, dated the Closing Date and addressed to the Underwriter, of Stradling Yocca Carlson & Rauth LLP, Bond Counsel for the District, to the effect that (i) the District Documents have been duly authorized, executed and delivered by the District, and, assuming such agreements constitute a valid and binding obligation of the other parties thereto, constitute the legally valid and binding agreements of the District enforceable in accordance with their terms, except as enforcement may be limited by bankruptcy, moratorium, insolvency or other laws affecting creditor’s rights or remedies and may be subject to general principles of equity (regardless of whether such enforceability is considered in equity or at law); (ii) the Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Fiscal Agent Agreement is exempt from qualification under the Trust Indenture Act of 1939, as amended; (iii) the information contained in the Official Statement on the cover and under the captions “INTRODUCTION,” “THE 571
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12 BONDS,” “SECURITY FOR THE BONDS,” “TAX MATTERS” and Appendices A and B thereof (except that no opinion or belief need be expressed as to any financial or st atistical data contained in the Official Statement), insofar as it purports to summarize or replicate certain provisions of the Law, the Bonds and the Fiscal Agent Agreement and the exclusion from gross income for federal income tax purposes and exemption from State of California personal income taxes of interest on the Bonds present a fair and accurate summary of such provisions; (iv) the District is a community facilities district duly organized and validly existing pursuant to the Act, with full legal po wer and authority to issue the Bonds, to enter into the District Documents, and to carry out the transactions contemplated under the District Documents ; and (v) the Special Tax has been duly and validly authorized in accordance with the provisions of the L aw and, except as the same may be limited by bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or other laws relating to or affecting generally the enforcement of creditors’ rights, by equitable principles and by the exercise of judicial discretion in appropriate cases, constitutes a valid and legally binding lien on the properties upon which it will be levied;
(5) An opinion, dated the Closing Date and addressed to the Underwriter, of Best Best & Krieger LLP to the effect that, without having undertaken to check the accuracy, completeness or fairness of, or verifying the information contained in the Official Statement, and are therefore unable to make any representation in that regard, such firm has participated in conferences prior to the date of the Official Statement with the City’s and the District’s representatives, including Bond Counsel and the City Attorney, representatives of the Underwriter , Chino Development Corporation and Chino Preserve Development Corporation, Century Communities of California, LLC (“Century”), Trumark Homes, Inc. (“Trumark”), Counsel to Century and Trumark, and others, during which conferences the contents of the Official Statement and related matters were discussed and based upon the information made available to such firm in the course of its participation as Underwriter’s counsel in such conferences and its review of the documents referred to above, its reliance on the documents, certificates, instructions, and records, and the opinions of cou nsel described above and its understanding of applicable law, such firm does not believe that the Official Statement as of its date contained, or as of the date hereof contains, any untrue statement of a material fact, or as of its date 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 (provided that no view shall be expressed as to any information concerning DTC or the book -entry system, any information contained under the Appendices A through H or with respect to any financial, economic, demographic, statistical or engineering data or forecasts, numbers, charts, tables, estimates, projections, appraisals or assessed valuations contained in the Official Statement, including any of the Appendices thereto); (6) A certificate or certificates, dated the Closing Date and signed by an authorized officer of the District, ratifying the use and distribution by the Underwriter of the Preliminary Official Statement and the Official Statement in connection with the offering and sale of the Bonds; and certifying that (i) the representations and warranties of the District contained in Section 2 hereof are true and correct in all material respects on and as of the Closing Date with the same effect as if made on the Closing Date; (ii) to the best of his or her knowledge, no event has occurred since the date of the Official Statement affecting the matters contained therein which should be disclosed in the Official Statement for the purposes for which it is to be used in order to make the statements and information contained in the Official Statement not misleading in any material respect, and the Bonds, the Formation Documents and the District Documents conform as to form and tenor to the descriptions thereof contained in the Official Statement; (iii) the District has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied under the Formation Documents, the District Documents and the Official Statement at or prior to the Closing Date; and (iv) the 572
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13 representations and warranties of the District contained in the District Certificate are true and correct in all material respects on and as of the Closing Date, with the same effect as if made on the Closing Date, except that all references therein to the Preliminary Official Statement shall be deemed to be references to the Official Statement;
(7) An opinion, dated the Closing Date and addressed to the Underwriter, of the City Attorney, to the effect that (i) the representations of the District set forth in the District Documents are, as to all matters of law, true and accurate in all material respects on and as of the date hereof as though made on such date ; (ii) t he District Resolutions were duly adopted at meetings of the City Council, which were called and held pursuant to law and with all public notice required by law and at which a quorum was present and acting throughout; and such resolutions are in full force and effect and have not been modified, amended, or rescinded as of the date hereof; (iii) the District Documents, assuming due authorization, execution and delivery by the other parties thereto, are legal, valid, and binding obligations of the District, en forceable in accordance with their respective terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, and other similar laws relating to or limiting creditors’ rights generally and by the principles of equity if equitable remedies are sought; (iv) to my knowledge, the execution and delivery of the District Documents and compliance by the District with the provisions thereof, under the circumstances contemplated thereby, do not and will not in any material respect conflict with or constitute on the part of the District a breach of or default under any agreement or other instrument applicable to or binding upon the District, or any existing law, regulation, court order, or consent decree to which the District is subject; (v) the Official Statement has been duly approved by the District; and (vi) there is no action, suit, proceeding, inquiry, or investigation before or by any court, public board, or body pending with respect to which the City or the District has been served with process or, to my knowledge, threatened in writing against the City or the District , wherein an unfavorable decision, ruling, or finding would: (a) affect the creation, organization, existence, or powers of the City or the District, or the titles of their respective officers or the City Council members to their respective offices; (b) enjoin or restrain the issuance, sale, and delivery of the Bonds, the lien, the levy, and the collection of the Special Tax, or the pledge thereof; (c) questions the rights, powers, duties, or obligations of the District with respect to the Special Tax or the moneys and assets pledged or to be pledged to pay the principal of, premium, if any, or interest on the Bonds; (d) questions the authority for the issua nce of the Bonds, the validity or enforceability of the Bonds, or the District Documents; or (e) questions the transactions contemplated by the District Documents or the Official Statement;
(8) A letter, dated the date of the Closing and addressed to the Underwriter and the District, of Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, disclosure counsel (the “Disclosure Counsel”), to the effect that , without having undertaken to determine independently the accuracy or completeness of the statemen ts contained in the Official Statement, but on the basis of their participation in conferences with representatives of the District, the Special Tax Consultant and others, and their examination of certain documents, nothing has come to their attention whic h has led them to believe that the Preliminary Official Statement as of its date and as of the date of the Purchase Agreement and the Official Statement as of its date and as of the date of the Closing contained or contains any untrue statement of a materi al fact or omits 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 fina ncial statements or other financial, statistical or engineering data or forecasts, numbers, charts, estimates, projections, assumptions, any information about valuation, appraisals, absorption, archeological or environmental matters, or any information abo ut The Depository Trust Company or the book -entry- only system);
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14 (9) One or more certificates dated the Closing Date from Webb Municipal Finance, LLC (the “Special Tax Consultant”) addressed to the District and the Underwriter to the effect that (i) the amount of the Special Taxes that could be levied in each Fiscal Year on all Parcels (as defined in the Rate and Method of Apportionment of Special Tax) of Developed Property in the District that are not delinquent in the payment of any Special Taxes then due and owing is at least one hundred ten percent (110%) of the total Annual Debt Service for each such Fiscal Year on the proposed Bonds, plus reasonably anticipated Administrative Expenses, and (ii) all information supplied by them for use in the Official Statement is true and correct as of the date of the Official Statement and as of the Closing Date;
(10) A certificate of the District dated the Closing Date, in a form acceptable to Bond Counsel, that the Bonds are not arbitrage bonds within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended;
(11) A certificate of the Fiscal Agent and an opinion of counsel to the Fiscal Agent dated the Closing Date and addressed to the District and the Underwriter to the effect that the Fiscal Agent has authorized the execution and delivery of the Fiscal Agent Agreement and that the Fiscal Agent Agreement is a valid and binding obligation of the Fiscal Agent enforceable in accordance with its terms;
(12) A Letter of Representations of Century and Trumark in connection wi th the printing of the Preliminary Official Statement dated the date of the Preliminary Official Statement, attached as Exhibit C hereto or as such Letter of Representations may be modified with the approval of the Underwriter and Underwriter’s Counsel, and a Closing Certificate of Century and Trumark dated the Closing Date, substantially in the form attached as part of Exhibit C hereto; (13) An opinion letter from counsel to Century and Trumark addressed to the Underwriter in form and substance acceptable to the Underwriter; (14) Developer Continuing Disclosure Certificates of Century and Trumark substantially in the form attached as Appendix I of the Official Statement (the “Developer Continuing Disclosure Certificate”);
(15) A letter dated the Closing Date from BTI Appraisal (the “Appraiser”) addressed to the Underwriter and the District to the effect that it has prepared the appraisal report (the “Appraisal”) with respect to the property located within the District , and that (a) the Ap praisal, set forth in Appendix D to the Official Statement, may be included in the Preliminary Official Statement and the Official Statement, (b) the Appraisal in Appendix D and the information in the Official Statement referring to the Appraisal do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, and (c) nothing has come to the attention of the Appraiser that would lead the Appraiser to believe that the value of the property in the District is less than the minimum value of such property reported in the Appraisal; (16) G-17 letter from the Underwriter acknowledged by the District; and (17) Such additional legal opinions, certificates, instruments and other documents as the Underwriter may reasonably request to evidence the truth and accuracy, as of the date hereof and as of the Closing Date, of the statements and information contained in the Preliminary Official 574
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15 Statement and the Official Statement, of the District’s representations and warranties contained herein and the due performance or satisfaction by the District at or prior to the Closing of all agreements then to be performed and all conditions then to be satisfied by the Distric t and the District in connection with the transactions contemplated hereby and by the Official Statement.

If the District shall be unable to satisfy the conditions to the obligations of the Underwriter to purchase, accept delivery of and pay for the Bonds contained in this Purchase Agreement, or if the obligations of the Underwriter to purchase, accept deliver y of and pay for the Bonds shall be terminated for any reason permitted by this Purchase Agreement, this Purchase Agreement shall terminate and neither the Underwriter nor the District shall be under any further obligation hereunder, except that the respective obligations of the District and the Underwriter set forth in Section 5, Section 6 and Section 8 hereof shall continue in full force and effect.

4. Conditions of the District’s Obligations . The District’s obligations hereunder are subject to the Underwri ter’s performance of its obligations hereunder, and are also subject to the following conditions:
(a) As of the Closing Date, no litigation shall be pending or, to the knowledge of the duly authorized officer of the District executing the certificate referred to in Section 3(c)(6) hereof, threatened, to restrain or enjoin the issuance or sale of the Bonds or in any way affecting any authority for or the validity of the Bonds, the Formation Documents, the District Documents or the existence or powers of the District; and
(b) As of the Closing Date, the District shall receive the approving opinion of Bond Counsel referred to in Section 3(c)(3) and (5) hereof, dated as of the Closing Date.

5. Expenses.
(a) The Underwriter shall be under no obligation to pay, and the District shall pay or cause to be paid (solely from proceeds of the Bonds) all expenses incident to the performance of the District’s obligations hereunder, including, but not limited to, the cost of printing, engraving and delivering the Bonds to the Underwriter, the cost of preparation, printing, distribution and delivery of the Fiscal Agent Agreement, the Preliminary Official Statement, the Official Statement and all other agreements and documents contemplated hereby (and drafts of any thereof) in such reasonable quantities as requested by the Underwriter (including the fees and disbursements of the Underwriter’s counsel); and the fees and disbursements of the Fiscal Agent for the Bonds, Bond Counsel, Financial Advisor, Appraiser, Special Tax Consultant, and any accountants, engineers or any other experts or consultants the District has retained in connection with the Bonds; and
(b) The District shall be under no obligation to pay, and the Underwriter shall pay, any fees of the California Debt and Investment Advisory Commission, the cost of preparation of any “blue sky” or legal investment memoranda and this Purchase Agreement; expenses to qualify the Bonds for sale under any “blue sky” or other state securities laws; and all other expenses incurred by the Underwriter i n connection with its public offering and distribution of the Bonds (except those specifically enumerated in paragraph (a) of this section), including any advertising expenses.

6. Notices. Any notice or other communication to be given to the District under t his Purchase Agreement may be given by delivering the same in writing to the District at 13220 Central Avenue, Chino, California 91710, Attention: City Manager; and any notice or other communication to 575
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16 be given to the Underwriter under this Purchase Agreem ent may be given by delivering the same in writing to Raymond James & Associates, Inc. , 39 E. Union Street, Pasadena, California 9 1103 Attention: Jose Vera.

7. Parties in Interest . This Purchase Agreement is made solely for the benefit of the District and the Underwriter (including their successors or assigns), and no other person shall acquire or have any right hereunder or by virtue hereof.

8. Survival of Representations and Warranties. The representations and warranties of the District set forth in or made pursuant to this Purchase Agreement shall not be deemed to have been discharged, satisfied or otherwise rendered void by reason of the Closing or termination of this Purchase Agreement and regardless of any investigations made by or on behalf of the Underwriter (or statements as to the results of such investigations) concerning such representations and statements of the District and regardless of delivery of and payment for the Bonds.

9. Effective. This Purchase Agreement shall become effective and binding up on the respective parties hereto upon the execution of the acceptance hereof by the District and shall be valid and enforceable as of the time of such acceptance.

10. No Prior Agreements . This Purchase Agreement supersedes and replaces all prior negotiations, agreements and understandings between the parties hereto in relation to the sale of Bonds for the District.

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S-1

11. Governing Law. This Purchase Agreement shall be governed by the laws of the State of California.

12. Counterparts. This Purchase Agreement may be executed simultaneously in several counterparts, each of which shall be an original and all of which shall constitute one and the same instrument.

Very truly yours,
RAYMOND JAMES & ASSOCIATES, INC.

By:

Authorized Signatory
ACCEPTED:

COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO
By:

Authorized Signatory
Time of Execution: __________________
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A-1

EXHIBIT A

MATURITY SCHEDULE
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY OF CHINO IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS
Maturity Date
(September 1)
Principal
Amount Interest Rate Yield Price

______________
* Term Bonds.
** Yield to optional redemption date of September 1, 203__ at par.

The purchase price of the Bonds shall be $ _________, which is the principal amount thereof ($___________) plus net original issue premium of $_________ and less Underwriter’s discount of $___________.

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A-2

Maturity Date
(September 1)
10% Test
Satisfied
10% Test
Not
Satisfied
Subject to
Hold-The-
Offering-Price
Rule

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B-1

EXHIBIT B
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY OF CHINO IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS

RULE 15c2-12 CERTIFICATE
The undersigned hereby certifies and represents that he is the City Manager of the City of Chino acting as the legislative body of the Community Facilities District No. 2003-3 of the City of Chino (the “District”), and, as such, is duly authorized to execute and deliver this certificate and further hereby certifies that:
(1) this certificate is being delivered in connection with the sale and issuance of the Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds (the “Bonds”) in order to enable the underwriter of the Bonds to comply with Rule 15c2-12 promulgated under the Securities and Exchange Act of 1934, as amended (the “Rule”); (2) in connection with the sale and issuance of the Bonds, there has been prepared a Preliminary Official Statement dated ________, 2025 setting forth information concerning the Bonds and the District (the “Preliminary Official Statement”); and (3) except for the Permitted Omissions, the Preliminary Official Statement is deemed final within the meaning of the Rule. As used herein, the term “Permitted Omissions” refers to the offering price(s), interest rates(s), selling compensation, aggregate principal amount, principal amount per maturity, delivery dates, ratings and other terms of the Bonds depending on such matters, all as set forth in the Rule.

IN WITNESS WHEREOF, I have hereunto set my hand as of __________, 2025.

COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO
By:

Its: City Manager

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EXHIBIT C

COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY OF CHINO IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS

LETTER OF REPRESENTATIONS OF
[CENTURY COMMUNITIES OF CALIFORNIA, LLC][TRUMARK HOMES, INC.] __________, 2025
City of Chino
13220 Central Avenue
Chino, California 91710
Community Facilities District No. 2003-3 of the City of Chino 13220 Central Avenue
Chino, California 91710
Raymond James & Associates, Inc.
39 E. Union Street
Pasadena, California 91103
Ladies and Gentlemen:

This Letter of Representations of [Century Communities of California][Trumark Homes, Inc.] (the “Letter of Representations ”) is delivered pursuant to Section 3(d)(12) of the Bond Purchase Agreement (the “Purchase Agreement”) to be entered into in connection with the issuance, sale and delivery by C ommunity Facilities District No. 2003-3 of the City of Chino (the “ District”) of the Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds (the “ 2025 Bonds”). Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Purchase Agreement.

The undersigned certifies that he is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of [Century Communities of California, a Delaware limited liability company][Trumark Homes, Inc., a ______ corporation] (the “Property Owner”), and the undersigned, on behalf of the Property Owner, further certifies as follows:

1. The Property Owner is a [limited liability company duly formed and in good standing under the laws of the State of Delaware][______ corporation duly formed and in good standing under the laws of the State of _______] and has all requisite [limited liability company][corporate] right, power and authority (i) to execute and deliver this Letter of Representations and the Merchant Builder Continuing Disclosure Certificate to be executed by the Property Owner at Closing substantially in the form attached as Appendix I-1 to the Preliminary Official Statement (“Continuing Disclosure Certificate ”), (ii) to develop (i.e., construct homes) on its property in Improvement Area No. 11 of the District as described in the Preliminary Official Statement, and (iii) to perform its obligations under the Continuing Disclosure Certificate.
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2. As set forth in the Preliminary Official Statement, title to a certain portion of the property within Improvement Area No. 11 of the District is held in the name of the Property Owner (such portion of the property hereinafter referred to as the “ Property”). The undersigned, on behalf of the Property Owner, makes the representations herein with respect to all such Property. The Property Owner has not entered into an agreement for development or management of the Property by any third party entity, except such subcontracts, consultant agreements and similar agreements for land development activities associated with the Property Owner’s development plan as are entered into in the ordinary course of business.

3. [Reserved].

4. Except as set forth in the Preliminary Official Statement, no action, suit, proceeding, inquiry or investigation at law or in equity, before or by any court, regulatory agency, public board or b ody is pending against the Property Owner (with proper service of process to the Property Owner having been accomplished) or, to the Actual Knowledge of the Undersigned,1 is pending against any current Relevant Entity2 (with proper service of process to such Relevant Entity having been accomplished), or to the Actual Knowledge of the Undersigned is threatened in writing against the Property Owner or any such Relevant Entity (a) to restrain or enjoin the collection of the Special Tax or other sums pledged or to be pledged to pay the principal of and interest on the 2025 Bonds (e.g., the reserve fund established under the Fiscal Agent Agreement), (b) to restrain or enjoin the development of the Property as described in the Preliminary Official Statement, ( c) in any way contesting or affecting the validity of the Special Tax, or (d) which, if successful, is reasonably likely to materially and adversely affect the Property Owner ’s ability to develop the Property as described in the Preliminary Official Statement, to pay the Special Tax levied against the portion of the Property then owned by the Property Owner (to the extent the responsibility of the Property Owner) prior to delinquency, or the ability of the Property Owner to perform its obligations under the Continuing Disclosure Certificate.

1“Actual Knowledge of the Undersigned ” means, as of the date of signing, the knowledge that the individual signing on behalf of the Property Owner currently has or has obtained through (i) interviews with such current officers and responsible employees of the Property Owner and its Relevant Entities as the undersigned has determined are reasonably likely, in the ordinary course of their respective duties, to have knowledge of the matters set forth in this Letter of Representations, and/or (ii) review of documents that were reasonably available to the undersigned and which the undersigned has reasonably deemed necessary for the undersigned to sign this Letter of Representations. The undersigned has not conducted any extraordinary inspection or inquiry other than such inspections or inquiries as are pr udent and customary in connection with the ordinary course of the Property Owner’s current business and operations. The individual signing this Letter of Representations has not contacted any individuals who are no longer employed by or associated with the Property Owner or its Relevant Entities. 2“Relevant Entity” means, with respect to the Property Owner, any other Person (i) who directly, or indirectly through one or more intermediaries, is currently controlling, controlled by , or under common control wi th the Property Owner , and (ii) for whom information, including financial information or operating data, concerning such Person is material to potential investors in their evaluation of Improvement Area No. 11 of the District and investment decision regard ing the 2025 Bond s (i.e., information regarding such Person’s assets or funds that would materially affect the Property Owner ’s ability to develop the Property as described in the Preliminary Official Statement or to pay the Special Tax on the portion of the Property then owned by the Property Owner (to the extent the responsibility of the Property Owner) prior to delinquency). “Person” means an individual, a corporation, a partnership, a limited liability company, an association, a joint stock company, a trust, any unincorporated organization or a government or political subdivision thereof. For purposes hereof, the term “ control” (including the terms “ controlling,” “controlled by” or “under common control with ”) means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

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5. The Property Owner agrees to execute at the closing of the 2025 Bonds the Continuing Disclosure Certificate substantially in the form attached as Appendix I-1 to the Preliminary Official Statement, with such additional changes as may be agreed upon by the Property Owner. Except as disclosed in the Preliminary Official Statement, to the Actual Knowledge of the Undersigned, the Property Owner has not failed in any material respect to comply with any previous undertaking by it to provide periodic continuing disclosure reports or notices of listed events with respect to community facilities districts or assessment districts in California within the past five years.

6. As of the date of the Preliminary Official Statement, to the Actual Knowledge of the Undersigned, the information contained therein solely with respect to the Property Owner, its Relevant Entities, the Property , the Property Owner’s development plan, the Property Owner’s financing plan, the Property Owner’s lenders, if any, and contractual arrangements of the Property Owner or any Relevant Entities (including, if material to the Property Owner’s development plan or the Property Owner’s financing plan, loans of such Relevant Entities) as set forth under the captions “INTRODUCTION – The District and Improvement Area No. 11 ” (as to the information regarding the Property Owner and the Property only but excluding the first three paragraphs), “THE DISTRICT AND IMPROVEMENT AREA NO. 11 – Ownership of Property in Improvement Area No. 11” (as to the information regarding the Property Owner and the Property only), “PROPERTY OWNERSHIP AND THE DEVELOPMENT —The Merchant Builders – [Century][Trumark],” “ —The Development Plans – General Description of Improvement Area No. 11 ,” “The Development Plans – [Century’s][Trumark’s] Development and Financing Plan,” “SPECIAL RISK FACTORS—Hazardous Substances” (as to the second to last sentence of the second paragraph only and only as to the Property Owner and the Property), and “CONTINUING DISCLOSURE —[Century][Trumark]” (but in all cases under all captions excluding information which is identified as having been provided by a source other than the Property Owner), is true and correct in all material respects and did not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they w ere made, not misleading.

7. Except as described in the Preliminary Official Statement, there are no material loans outstanding and unpaid and no material lines of credit of the Property Owner or its Relevant Entities, that are secured by an interest in the Property. To the Actual Knowledge of the Undersigned, neither the Property Owner nor any of its Relevant Entities is in default on any obligation to repay borrowed money which default is reasonably likely to materially and adversely affect the Property Owner’s ability to develop the Property as described in the Preliminary Official Statement, to pay the Special Tax levied against the portion of the Property then owned by the Property Owner (to the extent the responsibility of the Property Owner) prior to delinquency, or to perform its obligations under the Continuing Disclosure Certificate.

8. To the Actual Knowledge of the Undersigned, the Property Owner is not aware that any of the Property has a current liability with respect to the presence of a subst ance presently classified as hazardous under the federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 or applicable California law or is adversely affected by the presence of endangered or threatened species or habitat for e ndangered or threatened species.
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9. The Property Owner covenants that, while the 2025 Bonds or any refunding obligations related thereto are outstanding, the Property Owner and its Relevant Entities which it controls will not bring any action, suit, proceeding, inquiry or investigation at law or in equity, before any court, regulatory agency, public board or body, that in any way seeks to challenge or overturn the formation of the District, to challenge the adoption of Ordinance No. 2024-012 of the District levying the Special Tax within Improvement Area No. 11 of the District, to invalidate the District or any of the 2025 Bonds or any refunding bonds related thereto, or to invalidate the special tax liens imposed under Section 3115.5 of the Streets and Highways Code based on recordation of the notices of special tax lien relating thereto. The foregoing covenant shall not prevent the Property Owner and its Relevant Entities in any way from bringing any other action, suit , proceeding, inquiry or investigation at law or in equity, before any court, regulatory agency, public board or body including, without limitation, (a) an action or suit contending that the Special Tax has not been levied in accordance with the methodologies contained in the Rate and Method of Apportionment , pursuant to which the Special Tax is levied, (b) an action or suit with respect to the application or use of the Special Tax levied and collected, or (c) an action or suit to enforc e the obligations of the City and/or the District under the Resolution of Issuance and Resolution of Formation , the Fiscal Agent Agreement, or any other agreements among the Property Owner, its Relevant Entities, the City and/or the District or to which th e Property Owner or its Relevant Entities is a party or beneficiary.

10. The Property Owner consents to the issuance of the 2025 Bonds. The Property Owner acknowledges and agrees that the proceeds of the 2025 Bonds will be used as described in the Preliminary Official Statement.

11. The Property Owner intends to comply with the provision of the Mello -Roos Community Facilities Act of 1982, as amended, relating to the Notice of Special Tax described in Government Code Section 53341.5 in connection with the sale of the Property, or portions thereof.

12. To the Actual Knowledge of the Undersigned, the Property Owner is able to pay its bills as they become due and no legal proceedings are pending against the Property Owner (with proper service of process having been accomplished) or, to the Actual Knowledge of the Undersigned, threatened in writing in which the Property Owner may be adjudicated as bankrupt or discharged from any and all of its debts or obligations, or granted an extension of time to pay its debts or obligations, or be allowed to reorganize or readjust its debts, or be subject to control or supervision of the Federal Deposit Insurance Corporation.

13. To the Actual Knowledge of the Undersigned, Relevant Entities of the Property Owner are able to pay their bills as they become due and no legal proceedings are pending against any Relevant Entity of the Property Owner (with proper service of process having been accomplished) or to the Actual Knowledge of the Undersigned, threatened in writing in which the Relevant Entities of the Property Owner may be adjudicated as bankrupt or discharged from any or all of their debts or obligations, or granted a n extension of time to pay their debt or obligations, or be allowed to reorganize or readjust their debts or obligations, or be subject to control or supervision of the Federal Deposit Insurance Corporation.

14. The Property Owner has been developing or ha s been involved in the development of numerous projects over an extended period of time. It is likely that the 584

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Property Owner has been delinquent at one time or another in the payment of ad valorem property taxes, special assessments, or special taxes. H owever, to the Actual Knowledge of the Undersigned, during the last five years, neither the Property Owner nor any current Relevant Entity (during their period of ownership) has been delinquent to any material extent in the payment of any ad valorem property tax, special assessment or special tax on property in California owned by the Property Owner or any such Relevant Entity (during the period of their ownership) included within the boundaries of a community facilities district or an assessment district that (a) caused a draw on a reserve fund relating to such assessment district or community facilities district financing or (b) resulted in a foreclosure action being commenced by a court filing against the delinquent Property Owner or its Relevant Entity.

15. The Property Owner has not filed for the reassessment of the assessed value of portions of the Property, other than in connection with the sale of homes to individual homebuyers.

16. To the Actual Knowledge of the Undersigned, there are no claims, disp utes, suits, actions or contingent liabilities by and among the Property Owner, its Relevant Entities or any contractors working on the development of the Property which is reasonably likely to materially and adversely affect the Property Owner’s ability t o develop the Property as described in the Preliminary Official Statement , to pay the Special Tax levied against the portion of the Property then owned by the Property Owner (to the extent the responsibility of the Property Owner) prior to delinquency, or to perform its obligations under the Continuing Disclosure Certificate.

17. Based upon the current development plans, including, without limitation, the current budget and subject to economic conditions and risks generally inherent in the development of real property, including, but not limited to, the risks described in the Preliminary Official Statement under the section entitled “SPECIAL RISK FACTORS,” to the Actual Knowledge of the Undersigned , the Property Owner presently anticipates that it will have sufficient funds to complete the development of the Property as described in the Preliminary Official Statement and to pay the Special Tax levied against the portion of the Property then owned by the Property Owner (to the extent the responsibility of th e Property Owner) prior to delinquency and does not anticipate that the City or the District will be required to resort to a draw on the reserve fund for payment of principal of or interest on the 2025 Bonds due to the Property Owner’s nonpayment of the Special Tax. However, n either the Property Owner nor any of its Relevant Entities are obligated to pay the Special Tax or to make any additional capital contribution or loan to the Property Owner at any time, and the Property Owner reserves the right to change its development plan and financing plan for the Property at any time without notice, and there is no recourse against the Property Owner for the failure to pay the Special Tax other than the filing of a foreclosure action.

18. Solely as to the limited information described in the sections of the Preliminary Official Statement indicated in Paragraph 6 herein (and subject to the limitations and exclusions contained in Paragraph 6 herein), the Property Owner agrees to indemnify and hold harmless, to the ex tent permitted by law, the City, the District, the Underwriter and their officials and employees, and each Person, if any, who controls any of the foregoing within the meaning of Section 15 of the Securities Act of 1933, as amended, or of Section 20 of the Securities Exchange Act of 1934, as amended (each, an “ Indemnified Party ” and, collectively, the “ Indemnified Parties ”), against any and all losses, claims, damages or 585

C-6

liabilities, joint or several, to which such Indemnified Party may become subject under any statute or at law or in equity and shall reimburse any such Indemnified Party for any reasonable legal or other expense reasonably incurred by it in connection with investigating any such claim against it and defending any such action, insofar as and solely to the extent such losses, claims, damages, liabilities or actions or legal or other expenses, arise out of or are based upon any untrue statement of a material fact or the omission of a material fact by the Property Owner in the above -referenced in formation in the Preliminary Official Statement, as of the dates indicated in the Preliminary Official Statement, necessary to make the statements made by the Property Owner contained therein, in light of the circumstances under which they were made not misleading. This indemnity provision shall not be construed as a limitation on any other liability which the Prop erty Owner may otherwise have to any Indemnified Party, provided that in no event shall the Property Owner be obligated for double indemnification, or for the negligence or willful misconduct of an Indemnified Party.

If any suit, action, proceeding (including any governmental or regulatory investigation), claim or demand shall be brought or asserted against any Indemnified Party in respect of which indemnification may be sought pursuant to the above paragraph, such Indemnified Party shall promptly notify the Property Owner in writing; provided that the failure to notify the Property Owner shall not relieve it from any liability that it may have hereunder except to the extent that it has been materially prejudiced by suc h failure; and provided, further, that the failure to notify the Property Owner shall not relieve it from any liability that it may have to an Indemnified Party otherwise than under the above paragraph unless such liability was also conditioned upon such n otice. If any such proceeding shall be brought or asserted against an Indemnified Party and it shall have notified the Property Owner thereof, the Property Owner shall retain counsel reasonably satisfactory to the Indemnified Party and approved thereby to represent the Indemnified Party in such proceeding and shall pay the fees and expenses of such counsel related to such proceeding, as incurred. In any such proceeding, any Indemnified Party shall have the right to retain its own counsel, but the fees and expenses of such counsel shall be at the expense of such Indemnified Party unless (i) the Property Owner and the Indemnified Party shall have mutually agreed to the contrary; (ii) the Property Owner has failed within a reasonable time to retain counsel reasonably satisfactory to the Indemnified Party; (iii) the Indemnified Party shall have reasonably concluded that there may be legal defenses available to it that are in conflict with those available to the Property Owner such that a material conflict of interest exists for such counsel; or (iv) the named parties in any such proceeding (including any impleaded parties) include both the Property Owner and the Indemnified Party and representation of both parties by the same counsel would be inappropriate due to actual differing interest between them. It is understood and agreed that the Property Owner shall not, in connection with any proceeding or related proceedings in the same jurisdiction, be liable for the fees and expenses of more than one separate firm (in addition to any local counsel) for all Indemnified Parties, and that all such fees and expenses, to the extent reasonable, shall be paid or reimbursed as they are incurred. Any such separate firm shall be designated in writing by such Indemnified Part ies. The Property Owner shall not be liable for any settlement of any proceeding effected without its written consent, but if settled with such consent or if there be a final judgment for the plaintiff, the Property Owner agrees to indemnify each Indemnified Party from and against any loss or liability by reason of such settlement or judgment as set forth above. The Property Owner shall not, without the written consent of the Indemnified Party, effect any settlement of any pending or threatened proceeding in respect of which any Indemnified Party is a party and indemnification could have been sought hereunder by such Indemnified Party, unless such settlement (x) includes an 586

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unconditional release of such Indemnified Party, in form and substance reasonably satisfactory to such Indemnified Party, from all liability on claims that are the subject matter of such proceeding and (y) does not include any statement as to or any admission of fault, culpability or a failure to act by or on behalf of any Indemnified Party.

19. If between the date hereof and the Closing Date any event relating to or affecting the Property Owner, its Relevant Entities , the Property , the Property Owner’s development plan, the Property Owner’s financing plan, the Property Owner’s lenders, if any, and contractual arrangements of the Property Owner or any Relevant Entities (including, if material to the Property Owner’s development plan or the Property Owner’s financing plan, loans of such Relevant Entities) shall occur of which the Property Owner has actual knowledge which would cause the information under the sections of the Preliminary Official Statement indicated in Paragraph 6 hereof (and subject to the limitations and exclusions contained in Paragraph 6 herein), to contain an untrue statem ent of a material fact or to omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Property Owner shall notify the City, the District and the Underwriter and if in the opinion of counsel to the City or the Underwriter such event requires the preparation and publication of a supplement or amendment to the Preliminary Official Statement, the Property Owner shall reasonably cooperate with the City and the District in the preparation of an amendment or supplement to the Preliminary Official Statement in form and substance satisfactory to counsel to the City, the District and to the Underwriter.

20. The Property Owner agrees to deliver the Closing Certificate of [Century Communities of California][Trumark Homes, Inc.] (the “Closing Certificate”) dated the date of issuance of the 2025 Bonds at the time of issuance of the 2025 Bonds in substantially the form attached as Exhibit A. If any event related to or affecting the Property Owner, its Relevant Entities, or the ownership, development or sale of the Property occurs, as a result of which it is necessary to modify the Closing Certificate, the Property Owner agrees to deliver a new Closing Certificate revised to reflect such event.

21. On behalf of the Property Owner, I have reviewed the contents of this Letter of Representations and have met with counsel to the Property Owner for the purpose of discussing the meaning of the content s of this Letter of Representations. The Property Owner acknowledges and understands that a variety of state and federal securities laws, including, but not limited to the Securities Act of 1933, as amended, and Rule 10b -5 promulgated under the Securities Exchange Act of 1934, as amended, may apply to the Property Owner and that under some circumstances, certification as to the matters set forth in this Letter of Representations, without additional disclosures or other action, may not fully discharge all duties and obligations of the Property Owner under such securities laws.

The undersigned has executed this Letter of Representations solely in his or her capacity as an authorized officer or representative of the Property Owner and he or she will have no personal liability arising from or relating to this Letter of Representations. Any liability arising from or relating to this Letter of Representations may only be asserted against the Property Owner. [CENTURY COMMUNITIES OF CALIFORNIA,
LLC, a Delaware limited liability
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company][TRUMARK HOMES, INC., a _______
corporation]
By:

Name:

Title:

588

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EXHIBIT A
$___________
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY OF CHINO IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS

CLOSING CERTIFICATE OF [CENTURY COMMUNITIES OF CALIFORNIA, LLC][TRUMARK HOMES, INC.]

__________, 2025
City of Chino
13220 Central Avenue
Chino, California 91710
Community Facilities District No. 2003-3 of the City of Chino 13220 Central Avenue
Chino, California 91710
Raymond James & Associates, Inc.
39 E. Union Street
Pasadena, California 91103
Ladies and Gentlemen:

Reference is made to Community Facilities District No. 2003-3 of the City of Chino 2025 Special Tax Bonds (the “2025 Bonds”) and to the Bond Purchase Agreement, dated ________, 2025 (the “Purchase Agreement ”), entered into in connection therewith. This Closing C ertificate of [Century Communities of California, LLC][Trumark Homes, Inc.] (the “ Closing Certificate ”) is delivered pursuant to the Purchase Agreement. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Letter of Representations of [Century Communities of California, LLC][Trumark Homes, Inc.] (the “Letter of Repres entations”), dated ___________, 2025, delivered by [Century Communities of California, LLC, a Delaware limited liability company][Trumark Homes, Inc., a ______ corporation] (the “Property Owner”).

The undersigned certifies that he is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of the Property Owner, and the undersigned, on behalf of the Property Owner, further certifies as follows:

1. The Property Owner has received the final Official Statement relating to the 2025 Bonds (the “Official Statement”). To the Actual Knowledge of the Undersigned, e ach statement, representation and warranty made in the Letter of Representations is true and correct in all material respects on and as of the date hereof with the same effect as if made on the date hereof, except that all references therein to the Preliminary Official Statement shall be deemed to be references to the fin al Official Statement.

2. The Property Owner has executed the Continuing Disclosure Certificate. 589

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3. To the Actual Knowledge of the Undersigned, no event has occurred since the date of the Preliminary Official Statement affecting the statements and informat ion described in the sections of the Official Statement referenced in Paragraph 6 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 6 of the Letter of Representations) relating to the Property Owner, its Relevant Entities, the propo sed development of the Property, ownership of the Property, the Property Owner’s development plan, the Property Owner’s financing plan, the Property Owner’s lenders, if any, and contractual arrangements of the Property Owner or any Relevant Entities (including, if material to the Property Owner’s development plan or the Property Owner’s financing plan, other loans of such Relevant Entities), which should be disclosed in the Official Statement for the purposes for which it is to be used in order to make such statements and information contained in the Official Statement not misleading in any material respect.

4. For the period through 25 days after the “end of the underwriting period” as defined in the Purchase Agreement to mean the Closing Date u nless the Underwriter gives notice to the contrary, if any event relating to or affecting the Property Owner, its Relevant Entities, ownership of the Property, the Property Owner’s development plan, the Property Owner’s financing plan, the Property Owner’s lenders, if any, and contractual arrangements of the Property Owner or any Relevant Entities (including, if material to the Property Owner’s development plan or the Property Owner’s financing plan, loans of such Relevant Entities) shall occur as a result of which it is necessary, in the opinion of the Underwriter or counsel to the City or the District , to amend or supplement the Official Statement in order to make the Official Statement not misleading in the light of the circumst ances existing at the time it was delivered to a purchaser, the Property Owner shall reasonably cooperate with the City and the Underwriter in the preparation and publication of a supplement or amendment to the information described in the sections of the Official Statement referenced in Paragraph 6 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 6 herein), in form and substance satisfactory to the Underwriter and counsel to the City and the District which will amend or supplement the Official Statement so that it will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances existing at the time the Official Statement is delivered to a purchaser, not misleading.

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The undersigned has executed this Closing Certificate solely in his or her capacity as an authorized officer or representative of the Property Owner and he or she will have no personal liability arising from or relating to this Closing Certificate. Any liability arising from or relating to this Closing Certificate may only be asserted against the Property Owner. [CENTURY COMMUNITIES OF CALIFORNIA,
LLC, a Delaware limited liability
company][TRUMARK HOMES, INC., a _______
corporation]
By:

Name:

Title:

591
65538.00001\44312232.1

D-1

EXHIBIT D

FORM OF ISSUE PRICE CERTIFICATE

$___________
COMMUNITY FACILITIES DISTRICT NO. 2003-3 OF THE CITY OF CHINO IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS

The undersigned, on behalf of Raymond James & Associates, Inc. (the “Underwriter”) hereby certifies as set forth below with respect to the sale and issuance of the above-captioned obligations (the “Bonds”).

1. Sale of General Rule Maturities . As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity of the Bonds was sold to the Public is the respective price listed in Schedule A.

2. Defined Terms.
(a) General Rule Maturities means those Maturities of the Bonds listed in Schedule A hereto as the “General Rule Maturities.”
(b) Issuer means Community Facilities District No. 2003-3 of the City of Chino. (c) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities.
(d) Public means any person (including an individual, trust, est ate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter.

The term “related party” for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (e) Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the P ublic, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public).

The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents the Underwriter’s interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate relating to the Bonds and with respect to compliance with the federal income tax rules affecting the Bonds, and by Stradling Yocca Carlson & Rauth LLP, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue 592
65538.00001\44312232.1

D-2

Service Form 8038-G, and other federal income tax advice that it may give to th e Issuer from time to time relating to the Bonds.

RAYMOND JAMES & ASSOCIATES, INC.

By:_______________________________________
Name:_____________________________________

Dated: ________, 2025

593
Stradling Yocca Carlson & Rauth
Draft dated October 9, 2025

4920-2820-9265/022141-0060

FISCAL AGENT AGREEMENT
By and Between
COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO
And
THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.
as Fiscal Agent
COMMUNITY FACILITIES DISTRICT NO. 2003-3

OF THE CITY OF CHINO
IMPROVEMENT AREA NO. 11
2025 SPECIAL TAX BONDS

Dated as of ________________ 1, 2025

594

TABLE OF CONTENTS
Page
i
4920-2820-9265/022141-0060

ARTICLE I

DEFINITIONS
Section 1.1. Definitions ................................................................................................................. 2

ARTICLE II

GENERAL AUTHORIZATION AND BOND TERMS
Section 2.1. Amount, Issuance, Purpose and Nature of Bonds and Parity Bonds ....................... 13 Section 2.2. Type and Nature of Bonds ....................................................................................... 13 Section 2.3. Equality of Bonds and Parity Bonds and Pledge of Net Special Taxes ................... 14 Section 2.4. Description of Bonds; Interest Rates ....................................................................... 14 Section 2.5. Place and Form of Payment ..................................................................................... 15 Section 2.6. Form of Bonds and Parity Bonds ............................................................................. 15 Section 2.7. Execution and Authentication .................................................................................. 16 Section 2.8. Bond Register .......................................................................................................... 16 Section 2.9. Registration of Exchange or Transfer ...................................................................... 16 Section 2.10. Mutilated, Lost, Destroyed or Stolen Bonds or Parity Bonds .................................. 17 Section 2.11. Validity of Bonds ..................................................................................................... 17 Section 2.12. Book-Entry System .................................................................................................. 17 Section 2.13. Representation Letter ............................................................................................... 18 Section 2.14. Transfers Outside Book-Entry System .................................................................... 18 Section 2.15. Payments to the Nominee ........................................................................................ 19 Section 2.16. Initial Depository and Nominee ............................................................................... 19 Section 2.17. Conditions for the Issuance of Parity Bonds............................................................ 19

ARTICLE III

CREATION OF FUNDS; APPLICATION OF PROCEEDS; AND SPECIAL TAXES Section 3.1. Creation of Funds and Application of Proceeds ...................................................... 21 Section 3.2. Special Taxes and Deposits to and Disbursements from Special Tax Fund ............ 22 Section 3.3. Administrative Expense Fund .................................................................................. 22 Section 3.4. Interest Account and Principal Account of the Special Tax Fund ........................... 23 Section 3.5. Redemption Account of the Special Tax Fund ........................................................ 23 Section 3.6. Reserve Account of the Special Tax Fund ............................................................... 24 Section 3.7. Rebate Fund ............................................................................................................. 25 Section 3.8. Surplus Taxes Fund ................................................................................................. 26 Section 3.9. Improvement Fund ................................................................................................... 27 Section 3.10. Investments .............................................................................................................. 28 595

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ARTICLE IV

REDEMPTION OF BONDS AND PARITY BONDS
Section 4.1. Redemption of Bonds .............................................................................................. 30 Section 4.2. Selection of Bonds and Parity Bonds for Redemption ............................................ 32 Section 4.3. Notice of Redemption .............................................................................................. 32 Section 4.4. Partial Redemption of Bonds or Parity Bonds ......................................................... 33 Section 4.5. Effect of Notice and Availability of Redemption Money ........................................ 33

ARTICLE V

COVENANTS AND WARRANTY
Section 5.1. Warranty .................................................................................................................. 34 Section 5.2. Covenants................................................................................................................. 34

ARTICLE VI

AMENDMENTS TO FISCAL AGENT AGREEMENT
Section 6.1. Supplemental Fiscal Agent Agreements or Orders Not Requiring Bondowner Consent ................................................................................................. 39 Section 6.2. Supplemental Fiscal Agent Agreements or Orders Requiring Bondowner Consent .................................................................................................................... 40 Section 6.3. Notation of Bonds or Parity Bonds; Delivery of Amended Bonds or Parity Bonds ....................................................................................................................... 41 Section 6.4. Execution of Supplemental Fiscal Agent Agreements ............................................ 41

ARTICLE VII

FISCAL AGENT
Section 7.1. Fiscal Agent ............................................................................................................. 41 Section 7.2. Removal of Fiscal Agent ......................................................................................... 42 Section 7.3. Resignation of Fiscal Agent ..................................................................................... 43 Section 7.4. Liability of Fiscal Agent .......................................................................................... 43 Section 7.5. Interested Transactions ............................................................................................ 45 Section 7.6. Agents ...................................................................................................................... 45

ARTICLE VIII

EVENTS OF DEFAULT; REMEDIES
Section 8.1. Events of Default ..................................................................................................... 46 Section 8.2. Remedies of Owners ................................................................................................ 46 Section 8.3. Application of Revenues and Other Funds After Default ........................................ 47 596

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Section 8.4. Non-Waiver ............................................................................................................. 47

ARTICLE IX

DEFEASANCE
Section 9.1. Defeasance ............................................................................................................... 48

ARTICLE X

MISCELLANEOUS
Section 10.1. Cancellation of Bonds and Parity Bonds ................................................................. 49 Section 10.2. Execution of Documents and Proof of Ownership .................................................. 49 Section 10.3. Unclaimed Moneys .................................................................................................. 50 Section 10.4. Provisions Constitute Contract ................................................................................ 50 Section 10.5. Future Contracts ....................................................................................................... 51 Section 10.6. Further Assurances .................................................................................................. 51 Section 10.7. Severability .............................................................................................................. 51 Section 10.8. Notices ..................................................................................................................... 51 Section 10.9. Governing Law ........................................................................................................ 51

Signature Page ............................................................................................................................... S-1

EXHIBIT A FORM OF COMMUNITY FACILITIES DISTRICT 2003-3 OF THE CITY OF CHINO IMPROVEMENT AREA NO. 11 2025 Special Tax
BOND .................................................................................................................... A-1

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FISCAL AGENT AGREEMENT
THIS FISCAL AGENT AGREEMENT, dated as of ________________ 1, 2025, governs the terms of the Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds and any Parity Bonds issued in accordance herewith from time to time.

R E C I T A L S:

WHEREAS, the City Council of the City of Chino , located in San Bernardino County, California (hereinafter sometimes referred to as the “legislative body of the District”), 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”) for Improvement Area No. 11 within 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, the legislative body of the District adopted Resolution No. 2004-55 on July 20, 2004, and Resolution Nos. 2004 -56, 2004-57, and 2004 -58 on July 20, 2004, and held an election within the District on July 20, 2004, authorizing the levy of a special tax and the issuance of bonds by the District for its Improvement Area Nos. 1, 2, 3 and 4, in an aggregate principal amount not to exceed $148,000,000 within the District; and
WHEREAS, after receiving a petition signed by the owners of over 10% of the taxable land within the certain territory outside of the District, the District instituted proceedings to annex said territory into the district and to establish Improvement Area No. 11 thereon, and to adopt a rate and method of apportionment for Improvement Area No. 11; and WHEREAS, based upon Resolution No . 2024-049 and 2024-050, adopted by the District on October 1, 2024, and Resolution Nos. 2024-054, 2024-055 and 2024-056 adopted by the District on November 5, 2024 , and an election held on November 5, 2024 within the territory now known as Improvement Area No. 11 for the purpose of establishing Improvement Area No. 11, authorizing the levy of a special tax and the issuance of bonds by the District for Improvement Area No. 11, the District is now authorized to issue bonds for Improvement Area No. 11 in an aggregate principal amount not to exceed $20,000,000; and
WHEREAS, the legislative body of the District now intends to finance certain public facilities through the issuance of bonds in an aggregate principal amount of $___________________________ designated as the “Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds” (the “Bonds”) pursuant to the Act, this Fiscal Agent Agreement by and between the District and The Bank of New York Mellon Trust Company, N.A., as fiscal agent (the “Fiscal Agent”), dated as of ________________ 1, 2025 (the “ Fiscal Agent Agreement ”) and Resolution No. 2025-_______ authorizing the issuance of the Bonds (the “Resolution of Issuance”); and
WHEREAS, the District has determined that all requirements of the Act for the issuance of the Bonds have been satisfied;
NOW, THEREFORE, in order to establish the terms and conditions upon and subject to which the Bonds are to be issued, and in consideration of the premises and of the mutual covenants contained 598

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herein and of the purchase and acceptance of the Bonds by the Owners thereof, and for other valuable consideration, the receipt o f which is hereby acknowledged, the District does hereby covenant and agree, for the benefit of the Owners of the Bonds and any Parity Bonds (as defined herein) which may be issued hereunder from time to time, as follows:

ARTICLE I

DEFINITIONS
Section 1.1. Definitions. Unless the context otherwise requires, the following terms shall have the following meanings:
“Acquisition Agreement” means the Acquisition Agreement by and between the City and the Chino Development Corporation, Chino Preserve Development Corporation and Chino Holding Company, LLC, dated as of May 18, 2004, as it may be amended from time to time. “Act” means the Mello-Roos Community Facilities Act of 1982, as amended, Sections 53311 et seq. of the California Government Code.
“Administrative Expense Fund” means the fund by that name established pursuant to Section 3.1.
“Administrative Expenses” means the administrative costs with respect to the calculation and collection of the Special Taxes, including all attorneys’ fees and other costs related thereto, th e fees and expenses of the Fiscal Agent, any fees and related costs for credit enhancement for Bonds or any Parity Bonds or which are not otherwise paid as Costs of Issuance, any costs related to the District’s compliance with state and federal laws requiring continuing disclosure of information concerning the Bonds, the District, and any other costs otherwise incurred by the City on behalf of the District in order to carry out the purposes of the District as set forth in the Resolution of Formation and any obligation of the District hereunder.
“Affiliate” of another Person means (i) a Person directly or indirectly owning, controlling, or holding with power of vote, 25% or more of the outstanding voting securities of such other Person, (ii) any Person 25% or more of whose outstanding voting securities are directly or indirectly owned, controlled, or held with power to vote, by such other Person, and (iii) any Person directly or indirectly controlling, controlled by, or under common control with, such other Pe rson; for purposes hereof, control means the power to exercise a controlling influence over the management or policies of Person, unless such power is solely the result of an official position with such Person. “Annual Debt Service” means, for any Bond Yea r, the sum of (i) the interest payable on all Outstanding Bonds in such Bond Year, assuming that all Outstanding Bonds are retired as scheduled (including by reason of Sinking Fund Payment redemption in such Bond Year), and (ii) the principal amount of all Outstanding Bonds due in such Bond Year (including any Sinking Fund Payment redemptions due in such Bond Year).
“Assessor’s Parcel” has the meaning ascribed to it in the Rate and Method of Apportionment. “Authorized Investments” means any of the following investments, if and to the extent the same are at the time legal for investment of the District’s funds (the Fiscal Agent is entitled to 599

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conclusively rely upon investment direction from the District as a certification that such investment is an Authorized Investment):

1. (a) Direct obligations (other than an obligation subject to variation in principal repayment) of the United States of America (“United States Treasury Obligations”), (b) obligations fully and unconditionally guaranteed as to timely payment of principal and interest by the United States of America, (c) obligations fully and unconditionally guaranteed as to timely payment of principal and interest by any agency or instrumentality of the United States of America when such obligations are backe d by the full faith and credit of the United States of America, or (d) evidences of ownership of proportionate interests in future interest and principal payments on obligations described above held by a bank or trust company as custodian, under which the owner of the investment is the real party in interest and has the right to proceed directly and individually against the obligor and the underlying government obligations are not available to any person claiming through the custodian or to whom the custodian may be obligated.

2. Federal Housing Administration debentures.

3. The listed obligations of government-sponsored agencies which are not backed by the full faith and credit of the United States of America:
- Federal Home Loan Mortgage Corporation (FHLMC)
Participation certificates (excluded are stripped mortgage securities which are purchased at prices exceeding their principal amounts) Senior Debt obligations
- Farm Credit Banks (formerly: Federal Land Banks, Federal Intermediate Credit Banks and Banks for Cooperatives)
Consolidated system-wide bonds and notes
- Federal Home Loan Banks (FHL Banks)
Consolidated debt obligations
- Federal National Mortgage Association (FNMA)
Senior debt obligations
Mortgage-backed securities (excluded are stripped mortgage securities which are purchased at prices exceeding their principal amounts) - Financing Corporation (FICO)
Debt obligations
- Resolution Funding Corporation (REFCORP)
Debt obligations

4. Unsecured certificates of deposit, time deposits, other bank deposi ts, and bankers’ acceptances (having maturities of not more than 30 days) of any bank (including the Fiscal Agent and any affiliate) the short-term obligations of which are rated “A-1” or better by S&P.

5. Deposits, including bank deposit products, demand deposits, time deposits, other bank deposits, certificates of deposit (including those placed by a third party pursuant to an agreement between the District and the Fiscal Agent), trust accounts, trust funds, interest bearing deposits, overnight bank depos its, interest -bearing money market accounts and bankers’ acceptances, the aggregate amount of which are fully insured by the Federal Deposit 600

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Insurance Corporation (FDIC), in banks (including the Fiscal Agent and any affiliate) which have capital and surplus of at least $5 million.

6. Commercial paper (having original maturities of not more than 270 days rated “A-1+” by S&P and “Prime-1” by Moody’s.

7. Money market mutual funds rated “AAm” or “AAm -G” by S&P, or better (including those f or which the Fiscal Ag ent or its affiliates receives and retains a fee for services provided to the fund, whether as custodian, transfer agent, investment advisor or otherwise).

8. “State Obligations,” which means:
(a) Direct general obligations of any state of the United States of America or any subdivision or agency thereof to which is pledged the full faith and credit of a state the unsecured general obligation debt of which is rated “A3” by Moody’s and “A” by S&P, or better, or any obligation fully and unconditionally guaranteed by any state, subdivision or agency whose unsecured general obligation debt is so rated. (b) Direct general short-term obligations of any state agency or subdivision or agency thereof described in (A) above and rated “A -1+” by S&P and “Prime-l” by Moody’s.
(c) Special Revenue Bonds (as defined in the United States Bankruptcy Code) of any state, state agency or subdivision described in (A) above and rated “AA” or better by S&P and “Aa” or better by Moody’s.

9. Pre-refunded municipal obligations rated “AAA” by S&P and “Aaa” by Moody’s meeting the following requirements:
(a) the municipal obligations are (1) not subject to redemption prior to maturity or (2) the paying agent for the municipal obligations has been given irrevocable instructions concerning their call and redemption and the issuer of the municipal obligations has covenanted not to redeem such municipal obligations other than as set forth in such instructions;
(b) the municipal obligations are secured by cash or United States Treasury Obligations which may be applied only to payment of the principal of, interest and premium on such municipal obligations;
(c) the principal of and interest on the United States Treasury Obligations (plus any cash in the es crow) has been verified by the report of independent certified public accountants to be sufficient to pay in full all principal of, interest, and premium, if any, due and to become due on the municipal obligations (“Verification”); (d) the cash or United S tates Treasury Obligations serving as security for the municipal obligations are held by an escrow agent or paying agent in trust for owners of the municipal obligations;
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(e) no substitution of a United States Treasury Obligation shall be permitted except with another United States Treasury Obligation and upon delivery of a new Verification; and
(f) the cash or United States Treasury Obligations are not available to satisfy any other claims, including those by or against the paying agent or escrow agent.

10. Repurchase or reverse repurchase agreements (including those of the Fiscal Agent or any of its affiliates):

With (1) any domestic bank, or domestic branch of a foreign bank, the long term debt of which is rated at least “A” by S&P and Moody’s (including the Fiscal Agent and any of its affiliates); or (2) any broker-dealer with “retail customers” or a related affiliate thereof which broker-dealer has, or the parent company (which guarantees the provider) of which has, long- term debt rated at least “A” by S&P and Moody’s, which broker -dealer falls under the jurisdiction of the Securities Investors Protection Corporation; or (3) any other entity rated “A” or better by S&P and Moody’s, with the collateral for such repurchase or reverse repurchase agreements being Federal Securities, provided that:
(a) The market value of the collateral is maintained at levels equal to 104% of the amount of cash transferred by the Fiscal Agent or the District to the provider of the repurchase agreement plus accrued interest with the collateral being valued weekly and marked-to-market at one current market price plus accrued interest;
(b) The Fiscal Agent or a third party acting solely as agent therefor or for the District (the “Holder of the Collateral”) has possession of the col lateral or the collateral has been transferred to the Holder of the Collateral in accordance with applicable state and federal laws (other than by means of entries on the transferor’s books); (c) The repurchase or reverse repurchase agreement shall state and an opinion of counsel shall be rendered at the time such collateral is delivered that the Holder of the Collateral has a perfected first priority security interest in the collateral, any substituted collateral and all proceeds thereof (in the case of bearer securities, this means the Holder of the Collateral is in possession);
(d) The repurchase or reverse repurchase agreement shall provide that if during its term the provider’s rating by either Moody’s or S&P is withdrawn or suspended or falls below “A-” by S&P or “A3” by Moody’s, as appropriate, the provider must, at the direction of Fiscal Agent or the District, within 10 days of receipt of such direction, repurchase all collateral and terminate the agreement, with no penalty or premium to the Fiscal Agent or the District.

Notwithstanding the above, if a repurchase or reverse repurchase agreement has a term of 270 days or less (with no evergreen provision), collateral levels need not be as specified in (a) above, so long as such collateral levels are 103% or better and the provider is rated at least “A” by S&P and Moody’s, respectively.

11. Investment agreements with a domestic or foreign bank or corporation (other than a life or property casualty insurance company) the long-term debt of which or, in the case of a guaranteed corporation the long-term debt, or, in the case of a monoline financial guaranty 602

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insurance company, claims paying ability, of the guarantor is rated at least “AA” by S&P and “Aa” by Moody’s; provided that, by the terms of the investment agreement:
(a) interest payments are to be made to the Fiscal Agent or the District at times and in amounts as necessary to pay debt service (or, if the investment agreement is for the Improvement Fund, construction draws) on the Bonds;
(b) the invested funds are available for withdrawal without penalty or premium, at any time upon not more than seven days’ prior notice; the Fiscal Agent or the District hereby agrees to give or cause to be given notice in accordance with the terms of the investment agreement so as to receive funds thereunder with no penalty or premium paid; (c) the investment agreement shall state that is the unconditional and general obligation of, and is not subordinated to any other obligation of, the provider thereof, or, in the case of a bank, that the obligation of the bank to make payments under the agreement ranks pari passu with the obligations of the bank to its other depositors and its other unsecured and unsubordinated creditors;
(d) the Fiscal Agent and the District receives t he opinion of domestic counsel (which opinion shall be addressed to Fiscal Agent and the District) that such investment agreement is legal, valid, binding and enforceable upon the provider in accordance with its terms and of foreign counsel (if applicable) in form and substance acceptable, and addressed to, the Fiscal Agent and the District;
(e) the investment agreement shall provide that if during its term (i) the provider’s rating by either S&P or Moody’s falls below “AA -” or “Aa3”, respectively, the prov ider shall, at its option, within 10 days of receipt of publication of such downgrade, either (y) collateralize the investment agreement by delivering or transferring in accordance with applicable state and federal laws (other than by means of entries on the provider’s books) to the District, the Fiscal Agent or a third party acting solely as agent therefor (the “Holder of the Collateral”) collateral free and clear of any third -party liens or claims the market value of which collateral is maintained at leve ls and upon such conditions as would be acceptable to S&P and Moody’s to maintain an “A” rating in an “A” rated structured financing (with a market value approach); or (z) repay the principal of and accrued but unpaid interest on the investment; and
(ii) the provider’s rating by either S&P or Moody’s is withdrawn or suspended or falls below “A-” or “A3”, respectively, the provider must, at the direction of the Fiscal Agent or the District, within 10 days of receipt of such direction, repay the principal of and accrued but unpaid interest on the investment, in either case with no penalty or premium to the Fiscal Agent, or District; and (f) the investment agreement shall state and an opinion of counsel shall be rendered, in the event collateral is required to be pledged by the provider under the terms of the investment agreement at the time such collateral is delivered, that the Holder of the Collateral has a perfected first priority security interest in the collateral, any substituted 603

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collateral and all proceeds thereof (in the case of bearer securities, this means the Holder of the Collateral is in possession);
(g) the investment agreement must provide that if during its term (i) the provider shall default in its payment obligations, the provider’s obligations under the investment agreement shall, at the direction of the Fiscal Agent (acting at the direction of the District) or the District, be accelerated and amounts invested and accrued but unpaid interest thereon shall be repaid to the Fiscal Agent (acting at the direction of the District) or the District, and (ii) the provider shall become insolvent, not pay its debts as they become due, be declared or petition to be declared bankrupt, etc. (“event of insolvency”), the provider’s obligations shall automatica lly be accelerated and amounts invested and accrued but unpaid interest thereon shall be repaid to the Fiscal Agent or the District.

12. The State of California Local Agency Investment Fund. “Authorized Representative of the City” and/or “District” means the City Manager of the City, or his or her designee, the Assistant City Manager of the City, or his or her designee, the Director of Finance of the City , or his or her designee, or any other person or persons designated by the City Council of the City and authorized to act on behalf of the City by a written certificate signed on behalf of the City by the City Manager and containing the specimen signature of each such person. “Average Annual Debt Service” means the average of the Annual Debt Service for all Bond Years, including the Bond Year in which the calculation is made. “Bond Counsel” means an attorney at law or a firm of attorneys, selected by the District, of nationally recognized standing in matters pertaining to the tax -exempt nature of interest on bonds issued by states and their political subdivisions duly admitted to the practice of law before the highest court of any state of the United States of America or the District of Columbia. “Bond Register” means the books whic h the Fiscal Agent shall keep or cause to be kept on which the registration and transfer of the Bonds and any Parity Bonds shall be recorded. “Bondowner” or “Owner” means, with respect to any Bond, the Person or Persons in whose name or names such Bond or Parity Bond is registered, as shown on the Bond Register. “Bonds” means the Community Facilities District No. 2003-3 of the City of Chino Improvement Area No. 11 2025 Special Tax Bonds issued pursuant to this Fiscal Agent Agreement. “Bond Year” means the t welve month period commencing on September 2 of each year and ending on September 1 of the following year, except that the first Bond Year for the Bonds or an issue of Parity Bonds shall begin on the Delivery Date thereof and end on the first September 1 which is not more than 12 months after the Delivery Date.
“Business Day” means a day which is not a Saturday or Sunday or a day of the year on which banks in New York, New York, Los Angeles, California, or the city where the corporate trust office of the Fiscal Agent is located, are not required or authorized to remain closed. 604

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“Certificate of an Authorized Representative” means a written certificate or warrant request executed by an Authorized Representative of the City or District. “City” means the City of Chino, California, a municipal corporation and a political subdivision of the State of California.
“City Council” means the City Council of the City, acting as the legislative body of the District. “Code” means the Internal Revenue Code of 1986, as amended, and any Regulations, rulings, judicial decisions, and notices, announcements, and other releases of the United States Treasury Department or Internal Revenue Service interpreting and construing it. “Continuing Disclosure Agreement” means that certain Con tinuing Disclosure Agreement, dated as of the Delivery Date with respect to the Bonds , by and between the District and the Dissemination Agent thereunder.
“Costs of Issuance” means the costs and expenses incurred in connection with the formation of the District and the issuance and sale of the Bonds or any Parity Bonds, including the acceptance and initial annual fees and expenses of the Fiscal Agent, legal fees and expenses, costs of printing the Bonds or any Parity Bonds and the preliminary and final official statements for the Bonds or any Parity Bonds, fees of the appraiser, the Special Tax Consultant and financial consultants and all other related fees and expenses.
“Costs of Issuance Account” means the account by that name established in the Improvement Fund pursuant to Section 3.1.
“County” means the County of San Bernardino, California. “Delivery Date” means, with respect to the Bonds and each issue of Parity Bonds, the date on which the Bonds of such issue were issued and delivered to the initial purchasers thereof. “Depository” means The Depository Trust Company, New York, New York, and its successors and assigns as securities depository for the Bonds, or any other securities depository acting as Depository under Article II.
“Developed Property” has the meaning ascribed to it in the Rate and Method of Apportionment. “Developer” means Lewis Management Corporation, a California corporation, and any of such Developer’s successors in interest thereto with respect to its activities in the District, except individual property owners.
“Dissemination Agent” means Webb Municipal Finance, LLC , and any successor thereto as the dissemination agent under the Continuing Disclosure Agreement. “District” means Community Facilities District No. 2003-3 of the City of Ch ino established pursuant to the Act and the Resolution of Formation.
“EMMA” means the Electronic Municipal Market Access System of the Municipal Securities Rulemaking Board, which can be found at www.emma.msrb.org, or any successor thereto. 605

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“Facilities Account” means the account by that name in the Improvement Fund pursuant to Section 3.1.
“Federal Securities” means, subject to applicable law, United States Treasury notes, bonds, bills or certificates of indebtedness, including United States Treasury Obliga tions, State and Local Government Series (“SLGS”) or other direct obligations issued by the United States Treasury for which the faith and credit of the United States are pledged for the payment of principal and interest; and obligations issued by banks fo r cooperatives, federal land banks, federal intermediate credit banks, federal home loan banks, the Federal Home Loan Bank Board, the Tennessee Valley Authority, or other federal agencies or United States Government-sponsored enterprises. “Fiscal Agent” means The Bank of New York Mellon Trust Company, N.A., a national banking association duly organized and existing under the laws of the United States of America, at its principal corporate trust office in Los Angeles, California, and its successors or assign s, or any other bank or trust company which may at any time be substituted in its place as provided in Sections 7.2 or 7.3 and any successor thereto.
“Fiscal Agent Agreement” means this Fiscal Agent Agreement dated as of ________________ 1, 2025, by and between the District and the Fiscal Agent. “Fiscal Year” means the period beginning on July 1 of each year and ending on the next following June 30.
“Gross Special Taxes” means the amount of all Special Taxes received by the District for Improvement Area No. 11 , together with the proceeds collected from the sale of property in Improvement Area No. 11 pursuant to the foreclosure provisions of this Fiscal Agent Agreement for the delinquency of such Special Taxes after payment of administrative costs and attor ney’s fees payable from such proceeds to the extent not previously paid from the Administrative Expense Fund. “Improvement Area No. 11” means Improvement Area No. 11 of the District. “Improvement Fund” means the fund by that name established pursuant to Section 3.1. “Independent Financial Consultant” means a financial consultant or special tax consultant or firm of such consultants generally recognized to be well qualified in the financial consulting or special tax consulting field, appointed and paid by the District, who, or each of whom:
(1) is in fact independent and not under the domination of the District or City; (2) does not have any substantial interest, direct or indirect, in the District or City; and (3) is not connected with the District as a member, officer or employee of the District or City, but who may be regularly retained to make annual or other reports to the District or City. “Interest Account” means the account by that name in the Special Tax Fund. “Interest Payment Date” means each March 1 and September 1, commencing March 1, 2026. 606

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“Investment Agreement” means one or more agreements for the investment of funds of the District complying with the criteria therefor as set forth in Subsection (11) of the definition of Authorized Investments herein.
“Maximum Annual Debt Service” means, at any point in time, with respect to the Bonds then Outstanding, the greatest amount of Annual Debt Service on the Bonds in the then current or any succeeding Bond Year prior to the final maturity of the Bonds. “Maximum Special Tax” has the meaning ascribed to it in the Rate and Method of Apportionment.
“Moody’s” means Moody’s Investors Service, its successors and assigns. “Net Special Taxes” means Gross Special Taxes mi nus the amount deposited in the Administrative Expense Fund pursuant to Section 3.2.
“Nominee” shall mean the nominee of the Depository, which may be the Depository, as determined from time to time pursuant to Section 2.16.
“Ordinance” means Ordinance No. 2024-012, adopted by the legislative body of the District on November 5, 2024, providing for the levying of the Special Tax. “Outstanding” or “Outstanding Bonds and Parity Bonds” means all Bonds and Parity Bonds theretofore issued by the District, except:
(1) Bonds theretofore cancelled or surrendered for cancellation in accordance with Section 10.1;
(2) Bonds and Parity Bonds for payment or redemption of which moneys shall have been theretofore deposited in trust (whether upon or prior to the maturity or the redemption date of such Bonds or Parity Bonds), provided that, if such Bonds or Parity Bonds are to be redeemed prior to the maturity thereof, notice of such redemption shall have been given as provided in this Fiscal Agent Agreement or any applicable Supplemental Fiscal Agent Agreement for Parity Bonds; and (3) Bonds and Parity Bonds which have been surrendered to the Fiscal Agent for transfer or exchange pursuant to Section 2.9 or for which a replacement has been issued pursuant to Section 2.10.
“Overlapping Debt” means with respect to any property within Improvement Area No. 11, the sum of (a) the aggregate amount of all unpaid assessments which are a lien on such property and which are pledged to secure the repayment of bonds, plus (b) a portion of th e principal amount of any outstanding bonds of other community facilities districts which are payable at least partially from special taxes to be levied on such property (the “Other CFD Bonds”) determined by multiplying the aggregate principal amount of th e Other CFD Bonds by a fraction, the numerator of which is the amount of special taxes levied for the Other CFD Bonds on such property and the denominator of which is the total amount of special taxes levied for the Other CFD Bonds on all parcels of proper ty which are subject to the levy of such special taxes, based upon information which is available for the then current Fiscal Year.
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“Parity Bonds” means all bonds, notes or other similar evidences of indebtedness thereafter issued, payable out of Net Special Taxes and which, as provided in this Fiscal Agent Agreement or any Supplemental Fiscal Agent Agreement, rank on a parity with the Bonds. Parity Bonds may only be issued to refund Outstanding Bonds or other Parity Bonds. “Participant” means each of the broker-dealers, banks and other financial institutions from time to time for which the Depository holds Bonds or Parity Bonds as securities depository. “Person” means natural persons, firms, corporations, partnerships, associations, joint ventures, trusts, public bodies and other entities.
“Prepayments” means any amounts paid by the District to the Fiscal Agent and designated by the District as a prepayment of Special Taxes for one or more Assessor’s Parcels in Improvement Area No. 11 made in accordance with the Rate and Method of Apportionment. “Principal Account” means the account by that name in the Special Tax Fund. “Principal Office of the Fiscal Agent” means the corporate trust office of the Fiscal Agent located in Los Angeles, California, provided that for purposes of redemption, payment, exchange, transfer or surrender of Bonds such term shall mean the corporate trust operations or agency office of the Fiscal Agent, or such other office or offices as the Fiscal Agent may designate from time to time, or the office of any successor Fiscal Agent where it principally conducts its corporate trust and agency business.
“Project” means those public facilities described in the Resolution of Formation which are to be acquired or constructed within and outside of the District, including all engineering, planning and design services and other incidental expenses related to such facilities and other facilities, if any, authorized by the qualified electors within the District from time to time. “Project Costs” means the amounts necessary to finance the Project, to create and replenish any necessary reserve funds, to pay the initial and annual costs associated with the Bonds or any Parity Bonds, including, but not limited to, remarketing, credit enhancement, Fiscal Agent and other fees and expenses relating to the issuance of the Bonds or any Parity Bonds or the formation of the District, and to pay any other “incidental expenses” of the District, as such term is defined in the Act. “Rate and Method of Apportionment” means that certain Rate and Method of Apportionment of Special Tax for Improvement Area No. 11 approved pursuant to the Resolution of Formation as may be amended in accordance with the Act and this Fiscal Agent Agreement. “Rebate Fund” means the fund by that name established pursuant to Section 3.1 in which there are established the accounts described in Section 3.1.
“Rebate Regulations” means any final, temporary or proposed Regulations promulgated under Section 148(f) of the Code.
“Record Date” means the fifteenth day of the month preceding an Interest Payment Date, regardless of whether such day is a Business Day.
“Redemption Account” means the account by that name in the Special Tax Fund. 608

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“Regulations” means the regulations adopted or proposed by the Department of Treasury from time to time with respect to obligations issued pursuant to Section 103 of the Code. “Representation Letter” shall mean the blanket letter of representations from the District and the Fiscal Agent to the Depository as described in Section 2.13. “Reserve Account” means the account by that name in the Special Tax Fund. “Reserve Requirement” means the amount as of any date of calculation that is equal to the sum of the least of (i) 10% of the initial principal amount of the Bonds and any Parity Bonds, if any, (ii) Maximum Annual Debt Service on the then Outstanding Bonds and any Parity Bonds, if any , or (iii) 125% of Average Annual Debt Service on the then Outstanding Bonds and any Parity Bonds. “Resolution of Formation” means Resolution No. 2004-55 adopted by the City Council on July 20, 2004, pursuant to which the City formed the District, and Resolution No. 2024-054 adopted by the City Council on November 5, 2024, pursuant to which the City established Improvement Area No. 11 within the District.
“Resolution of Issuance” means Resolution No. 2025-_______ of the District, approving among other thing s this Fiscal Agent Agreement and any supplemental fiscal agent agreement approved pursuant to Article VI.
“Sinking Fund Payment” means the annual payment to be deposited in the Principal Account to redeem a portion of the Term Bonds in accordance with the schedule set forth in Section 4.1(b) hereof and any annual sinking fund payment schedule to retire any Parity Bonds which are designated as Term Bonds.
“Special Tax Administrator” means Webb Municipal Finance, LLC in its capacity as the consultant engaged by the District to administer the calculation and collection of the Special Taxes, or any successor or replacement entity acting in such capacity. “Special Taxes” means the Special Tax A (as defined in the Rate and Method of Apportionment) authorized to be levied by the District on property within Improvement Area No. 11 in accordance with the Ordinance, the Resolution of Formation, the Act and the voter approval obtained at the November 5, 2024 election in Improvement Area No. 11. “Special Tax Fund” means the fund by that name created and established pursuant to Section 3.1.
“S&P” means S&P Global Ratings, its successors and assigns. “Surplus Taxes Fund ” means the fund by that name created and established pursuant to Section 3.1.
“Supplemental Fiscal Agent Agreement ” means any supplemental fiscal agent agreement amending or supplementing this Fiscal Agent Agreement.
“Tax Certificate” means the certificate by that name to be executed by the District on a Delivery Date to establish certain facts and expe ctations and which contains certain covenants relevant to compliance with the Code.
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“Taxable Property” has the meaning ascribed to it in the Rate and Method of Apportionment. “Term Bonds” means the Bonds maturing on September 1, 20 __, September 1, 20 __, September 1, 20__, and any term maturities of an issue of Parity Bonds as specified in a Supplemental Fiscal Agent Agreement.
“Underwriter” means Raymond James & Associates, Inc., its successors and assigns.

ARTICLE II

GENERAL AUTHORIZATION AND BOND TERMS
Section 2.1. Amount, Issuance, Purpose and Nature of Bonds and Parity Bonds. Under and pursuant to the Act, Bonds in the aggregate principal amount of $___________________________ shall be issued for the purposes of financing the Project, funding the Reserve Account , funding capitalized interest on the Bonds and paying Costs of Issuance, together with any Parity Bonds authorized by the legislative body in accordance with Section 2.17 hereof. The Bonds and any Parity Bonds shall be and are limited obligations of the District and shall be payable as to the principal thereof and interest thereon and any premiums upon the redemption thereof solely from the Net Special Taxes and the other amounts in the Special Tax Fund, but not from amounts in the Administrative Expense Fund, the Improvement Fund, the Rebate Fund and the Surplus Taxes Fund.

Section 2.2. Type and Nature of Bonds. Neither the faith and credit nor the taxing power of the City, the State of California or any political subdivision thereof other than the District is pledged to the payment of the Bonds or any Parity Bonds. Except for the Net Special Taxes, no other taxes are pledged to the payment of the Bonds or any Parity Bonds. The Bond s and any Parity Bonds are not general or special obligations of the City nor general obligations of the District, but are limited obligations of the District payable solely from certain amounts deposited by the District in the Special Tax Fund, as more fu lly described herein. The District’s limited obligation to pay the principal of, premium, if any, and interest on the Bonds and any Parity Bonds from amounts in the Special Tax Fund is absolute and unconditional, free of deductions and without any abatement, offset, recoupment, diminution or set-off whatsoever. No Owner of Bonds or any Parity Bonds may compel the exercise of the taxing power by the District (except as pertains to the Special Taxes) or the City or the forfeiture of any of their property. The principal of and interest on the Bonds and any Parity Bonds and premiums upon the redemption thereof, if any, are not a debt of the City, the State of California or any of its political subdivisions within the meaning of any constitutional or statutory limitation or restriction.

The Bonds and any Parity Bonds are not a legal or equitable pledge, charge, lien, or encumbrance upon any of the District’s property, or upon any of its income, receipts or revenues, except the Net Special Taxes and other amoun ts in the Special Tax Fund which are, under the terms of this Fiscal Agent Agreement and the Act, set aside for the payment of the Bonds, any Parity Bonds and interest thereon and neither the members of the legislative body of the District nor any persons executing the Bonds or any Parity Bonds, are liable personally on the Bonds by reason of their issuance.

Notwithstanding anything to the contrary contained in this Fiscal Agent Agreement , the District shall not be required to advance any money derived from any source of income other than the Net Special Taxes for the payment of the interest on or the principal of or premium on the Bonds or any Parity Bonds or for the performance of any covenants contained herein. The District may, however, advance funds fo r any such purpose, provided that such funds are derived from a source legally available for such purpose.
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Section 2.3. Equality of Bonds and Parity Bonds and Pledge of Net Special Taxes.

Subject only to the provisions of this Fiscal Agent Agreement permitting the app lication thereof for the purposes and on the terms and conditions set forth herein, in order to secure the payment of the principal of and interest on the Bonds in accordance with their terms, the provisions of this Fiscal Agent Agreement and the Act, the District hereby pledges to the Owners, and grants thereto a lien on and a security interest in, all of the Net Special Taxes and any other amounts held in the Special Tax Fund. Said pledge shall constitute a first lien on and security interest in such asse ts, which shall immediately attach to such assets and be effective, binding and enforceable against the District, its successors, purchasers of any of such assets, creditors and all others asserting rights therein, to the extent set forth in, and in accordance with, this Fiscal Agent Agreement, irrespective of whether those parties have notice of the pledge of, lien on and security interest in such assets and without the need for any physical delivery, recordation, filing or further act.

Pursuant to the Act and this Fiscal Agent Agreement, the Bonds and any Parity Bonds shall be equally payable from the Net Special Taxes and other amounts in the Special Tax Fund, without priority for number, date of the Bonds or any Parity Bonds, date of sale, date of execut ion, or date of delivery; and the payment of the interest on and principal of the Bonds and any Parity Bonds and any premiums upon the redemption thereof, shall be made exclusively from the Net Special Taxes and other amounts in the Special Tax Fund, which are hereby set aside for the payment of the Bonds and any Parity Bonds. Amounts in the Special Tax Fund shall constitute a trust fund held for the benefit of the Owners to be applied to the payment of the interest on and principal of the Bonds and any Parity Bonds and so long as any of the Bonds and any Parity Bonds or interest thereon remain Outstanding shall not be used for any other purpose, except as permitted by this Fiscal Agent Agreement or any Supplemental Fiscal Agent Agreement. Notwithstanding any provision contained in this Fiscal Agent Agreement to the contrary, Net Special Taxes deposited in the Rebate Fund shall no longer be considered to be pledged to the Bonds or any Parity Bonds; and none of the Rebate Fund, the Improvement Fund, the Administrative Expense Fund or the Surplus Taxes Fund shall be construed as a trust fund held for the benefit of the Owners.

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