Contract Nos.:
Approved:
RESIDENTIAL AMENITIES DIF CREDIT RECONCILIATION THROUGH MAY 31, 2025 FOR THE FOLLOWING AGREEMENTS:
CONTRACT NO. 2025-189 (Approved Misc. Res Amenity DIF Const Credits-SCE Trail) CONTRACT NO. 2025-189 (Future Improvements-SCE Trail)
CONTRACT NO. 2023-163 (Main St Core Commons)
CONTRACT NO. 2023-249 (Block 9 Tr 16420-4)
CONTRACT NO. 2024-277 (Block 3A Tr 16420-5)
CONTRACT NO. 2026-209 (Block 11 -Tr 16420-6)
THIS RESIDENTIAL AMENITIES DIF CREDIT RECONCILIATION (the “Reconciliation”) is made and entered into this 7th day of July, 2026 (the “Reconciliation Date”) by and between the CITY OF CHINO, a California municipal corporation (“City”) and CHINO DEVELOPMENT CORPORATION, a California corporation and CHINO PRESERVE DEVELOPMENT CORPORATION, a California Corporation (collectively, “Developer”). City and Developer are sometimes hereinafter referred to individually as "Party" and jointly as "Parties". All capitalized terms used and not defined herein, shall have that definition ascribed to it in the Residential Amenity DIF Agreements (defined below).
RECITALS
R, City and Developer entered into that certain Contract No. 2025-189 (Approved Misc Res Amenity DIF Const Credits-SCE Trail) and that certain Contract No. 2025-189 (Future Improvements-SCE Trail) (together the “2025-189 Residential Amenity DIF Agreements”) and that certain Contract No. 2023-163 (Main St Core Commons) (the “2023-163 Residential Amenity DIF Agreement”) (collectively the “ 2025/2023 Residential Amenity DIF Agreements”) hereby the City agreed to reimburse Developer for the design and construction of various residential amenity and trail improvements required within The Preserve Specific Plan by the Preserve Development Agreement No. 2004-073 which improvements are described in the 2025/2023 Residential Amenity DIF Agreements. For the purposes of this Reconciliation, all of those residential amenity and trail improvements described in the 2025/2023 Residential Amenity DIF Agreements are collectively referred to as the “2025/2023 Residential Amenity Improvements”. All of the 2025/2023 Residential Amenity Improvements have been completed and accepted by the City for which Residential Amenity DIF Credits in the total amount of $6,557,746.11 were provided to Developer under the 2025/2023 Residential Amenity DIF Agreements as identified in Exhibit 1 attached hereto.
WHEREAS, City and Developer subsequently entered into the following additional contracts for the design and construction of additional residential amenity improvements required within The Preserve Specific Plan by the Preserve Development Agreement No. 2004-073 for the Developer Properties covered by these additional contracts (the “Additional Residential Amenity DIF Agreements”):
CONTRACT NO. 2023-249 (Block 9 Tr 16420-4)
CONTRACT NO. 2024-277 (Block 3A Tr 16420-5)
CONTRACT NO. 2026-209 (Block 11 -Tr 16420-6)
WHEREAS, the Residential Amenity improvements required under the Additional Residential Amenity DIF Agreements (the “Additional Residential Amenity DIF Improvements”) have total current estimated costs in the amount of $2,130,998 which is identified in Exhibit 1 attached hereto.
WHEREAS, pursuant to Section 4 of the 2025-189 Residential Amenity DIF Agreements, City and Developer met for the purpose of ascertaining the total amount Credits to the Residential Amenity DIFs that have been issued by City to the Developer after the Effective Dates of the Residential Amenity DIF Agreements and the Additional Residential Amenity DIF Agreements for Developer's Properties, the amount of any cash reimbursements made to Developer, and the remaining amount of the Residential Amenity DIFs held by the City through and including May 31, 2025.
RECONCILIATION
NOW, THEREFORE, the Parties agree as follows:
Residential Amenity DIF Credit and Reimbursement Reconciliation. As identified in Exhibit 1 of this Reconciliation, the total Residential Amenity DIF Credits provided to Developer under the 2025/2023 Residential Amenity DIF Agreement was $6,577,746.11 and those Residential Amenity DIF Credits have been used for all of those Developer Properties listed on Exhibit 2 attached hereto. Additional Residential Amenity DIF Credits will be awarded to Developer under the Additional Residential Amenity DIF Agreements in the amount of $2,130,998. The Remaining Residential Amenity DIF Credit and Reimbursement Amount through May 31, 2025 is $72,274.11 as identified in Exhibit 1 (the “Remaining Credit Balance”). The Remaining Credit Balance includes the Residential Amenity DIF Credits to be awarded under the Additional Residential Amenity DIF Agreements all as set forth in Exhibit 1.
Updated DIF Credit Addendum. Exhibit 3 of the 2025-189 Residential Amenity DIF Agreement is hereby deleted and replaced with Exhibit 3 attached hereto.
WARRANTY RE ABSENCE OF DEFAULTS. Developer represents and warrants to City that, as of the Reconciliation Date, Developer is not in default of any material term of the 2025/2023 Residential Amenity DIF Agreement or the Additional Residential Amenity DIF Agreements (collectively, the “Agreements”), and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreements by Developer.
COUNTERPARTS. This Reconciliation may be executed in multiple identical counterparts, each of which shall be deemed an original, but all of which together will constitute one and the same instrument. [SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties have caused this Reconciliation to be executed as of the day and year first above written.
DEVELOPER
CITY
CHINO DEVELOPMENT CORPORATION,
a California corporation
CITY OF CHINO, a municipal corporation
_________________________________
Bryan Goodman
Its: ____________________
_________________________________
Linda Reich
City Manager
CHINO PRESERVE DEVELOPMENT CORPORATION, a California corporation ATTEST:
_________________________________
Bryan Goodman
Its: ____________________
_________________________________
Natalie Gonzaga
City Clerk
APPROVED AS TO CONTENT:
_________________________________
Hye Jin Lee
Director of Public Works
APPROVED AS TO FORM:
_________________________________
Fred Galante
City Attorney
WBF:aa Z:\Legal\PROJECT DEV - CALIFORNIA\Chino - The Preserve G2182\DIF Fees\1DIF Agmt Amendments\Drafts\Residential Amenity\Residential Amenity DIF Cont Credit Reimbmt Agmts Reconciliation (11-26.25) v1.docx EXHIBIT 1
Residential Amenity DIF Credit Summary
Contracts 2025-189
Contracts 2023-249 (Block 9 Tr 16420-4), 2024-277 (Block 3A Tr 16420-5), Block 11 -Tr 16420-6 EXHIBIT 2
List of Preserve Projects Where Residential Amenity DIFs Used Through May 31, 2025 EXHIBIT 3
DIF CREDIT ADDENDUM
ADDENDUM NO. 1
(Assignment of Credit)
DIF Credit and Reimbursement Summary:
Total Credit Amount
Credits and Reimbursements Applied
Balance
$8,708,744.11
($8,636,470)
$72,274.11
Balance
Credits Assigned
Balance Forward
Assigned DIF Credit
$
Chino Preserve Development Corporation is hereby transferring DIF Credit in the amount of $_____________________ to:
Assignee: __________________________________
Credit Transfer Amount $_______________
Remaining Credit: $_______________
"Any transfer or assignment of credits or reimbursement rights acknowledged in this Addendum shall be made in accordance with City procedures, on a form approved by and acknowledged by the City. All parties to this Addendum agree that City will have no obligation to recognize or honor an assignment or transfer that does not comply with the terms of this Addendum."