Fontana City Council
March 28, 2023

Tuesday, March 28, 2023
7:00 PM
City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
Regular Agenda
WORKSHOP 5:30 PM
CLOSED SESSION 6:00 PM
REGULAR MEETING 7:00 PM
Grover W. Taylor Council Chambers
City Council Meeting
Acquanetta Warren - Mayor
Peter A. Garcia - Mayor Pro Tem
John B. Roberts - Council Member
Jesus "Jesse" Sandoval - Council Member
Phillip Cothran - Council Member
Germaine McClellan Key - City Clerk
Janet Koehler-Brooks, City Treasurer
1 City Council Meeting Regular Agenda March 28, 2023
Welcome to a meeting of the Fontana City Council!
Welcome to a meeting of the Fontana City Council. A complete agenda packet is located in the binder on the table in the lobby of the Grover W. Taylor Council Chambers 8353 Sierra Avenue Fontana, CA 92335. To address the Council, please fill out a card located at the entrance to the right indicating your desire to speak on either a specific agenda item or under Public Communications and give it to the City Clerk. Your name will be called when it is your turn to speak. In compliance with Americans with Disabilities Act of 1990 (42 USC § 12132), the Grover W. Taylor Council Chambers 8353 Sierra Avenue Fontana, CA 92335 is wheelchair accessible, and a portable microphone is available. Upon request, this agenda will be made available in appropriate alternative forms to persons with disabilities, as required by Section 12132 of the Americans with Disabilities Act of 1990. Any person with a disability who requires a modification or accommodation in order to participate in a meeting should direct such a request to the City Clerk ’s Office at ( 909) 350-7602 at least 48 hours before the meeting, if possible. Any public record, relating to an open session agenda item, that is distributed within 72 hours prior to the meeting is available for public inspection in the Grover W. Taylor Council Chambers 8353 Sierra Avenue Fontana, CA 92335.

Traduccion en Espa ñol disponible a peticion. Favor de notificar al Departamento "City Clerk".

Para mayor informacion, favor de marcar el numero (909) 350-7602.

WORKSHOP:

A. 5:30 P.M. City Council Workshop
A. (A) Presentation from San Felipe Fire Department (Fire Chief Jeff Birchfield to present);
(B) Public Communications;
(C)Agenda Review
21-2073
PUBLIC COMMUNICATION - CLOSED SESSION:

This is an opportunity for citizens to speak to the City Council for up to 3 minutes on the following Closed Session. The Mayor and City Council reserve the right to adjust this time limit based on the number of speakers who wish to address the Mayor and City Council.

A. Public Communications - Closed Session
CLOSED SESSION:

A. 6:00 P.M. CLOSED SESSION

2 City Council Meeting Regular Agenda March 28, 2023
CONFERENCE WITH LEGAL COUNSEL – EXISTING

LITIGATION
PURSUANT TO GOVERNMENT CODE SECTION 54956.9(d)
(1)
Case: Lucien Leyes, et. al v. City of Fontana
Claim Number: 2020-066 (a-C)
21-2081
CALL TO ORDER/ROLL CALL:

A. 7:00 P.M. Call To Order/Roll Call
INVOCATION/PLEDGE OF ALLEGIANCE:

A. Invocation/Pledge of Allegiance

CLOSED SESSION ANNOUNCEMENT
A. Closed Session Announcement
PROCLAMATION:

1. Mayor Warren and City Council to proclaim March 29, 2023, as Vietnam War Veterans Day (Mayor Warren to present).
21-2074
SPECIAL PRESENTATIONS:

1. Mayor Warren and City Council to recognize the Etiwanda High School Girls Basketball Team for recent State
Championship Win (Mayor Warren to present).

2. Mayor Warren and City Council to recognize Retiring Police Chief William Green (Mayor Warren to present).
21-2075
PUBLIC COMMUNICATIONS:

This is an opportunity for members of the public to address the City Council for up to three ( 3) minutes total on items either on the Agenda or items not on the Agenda, but within the City Council's jurisdiction. Note that Public Hearing items have individual and specific public input opportunities during the public hearing and testimony on those items will only be taken during the public hearing. The Council is prohibited by law from discussing or taking immediate action on non-agendized items. The Mayor and City Council reserve the right to adjust this time limit based on the number of speakers who wish to address the Mayor and City Council .

A. Public Communications

3 City Council Meeting Regular Agenda March 28, 2023
CONSENT CALENDAR:

All matters listed under CONSENT CALENDAR will be enacted by one motion in the form listed below. There will be no separate discussion on these items prior to the time Council votes on them, unless a member of the Council requests a specific item be removed from the Consent Calendar for discussion.

A. Approval of Minutes 21-2076
Approve the minutes of the March 14, 2023, Regular City Council Meeting.

March 14, 2023 - City Council Meeting.pdfAttachments:

B. Acceptance of Final Map for Parcel Map No. 20508 and Abandonment of a Certain Portion of Right of Way of Banana Avenue
21-2015
Accept Parcel Map No. 20508 located at the northwest and northeast corner of Slover Avenue and Banana Avenue; accept as public dedicated streets and easements; and authorize the Mayor and City Clerk to certify the abandonment of a certain portion of right of way of Banana Avenue.

Parcel Map No. 20508.pdf
Vicinity Map.pdf
Vicinity Map - Abandonment.pdf
Location Map - Sale of Surplus Property.pdf
Attachments:

C. Sale of Surplus Property located North of Slover Avenue and West of Banana Avenue
21-2016

1. Adopt Resolution No. 2023-019, approving a sale of City-owned exempt surplus property located north of Slover Avenue and west of Banana Avenue to CPL Slover LLC, a Delaware limited liability company (“Developer”) and make the requisite declarations and findings contained therein.

2. Approve and authorize the City Manager and City Attorney to execute the Purchase and Sale Agreement with Developer.

Resolution 2023-019- Sale of Property - NWC Slover Ave and Banana Ave.docx
Purchase and Sale Agreement - NWC Slover Ave and Banana Ave.docx
Opinion of Value Letter.pdf
Vicinity and Location Map.pdf
Attachments:

4 City Council Meeting Regular Agenda March 28, 2023
D. Final Acceptance of the Valley Boulevard at Almond Avenue Traffic Signal Project
21-2059
Accept as complete the work performed by All American Asphalt for the construction of the Valley Boulevard at Almond Avenue Traffic Signal Project (# 36003307) and approve the final construction amount of $1,092,802.38 (SB-81-DE-20).

Vicinity MapAttachments:

E. Establishing Updated Rules and Regulations Relating to Employer-Employee Relations
21-2071
Adopt Resolution No. 2023-020, Repealing Resolution No. 90-273 and Establishing Updated Rules and Regulations Relating to Employer-Employee Relations.

CC Resolution Updating Rules and Regulations re
Employer-Employee Relations-c1.doc
Exhibit A - Resolution for Employer-Employee Relations-c1.pdf Exhibit B - Resolution for Employer Employee Relations
REDLINED.pdf
Attachments:

F. Police Department Monthly Information Update 21-2050 Accept the Police Department monthly information update for February 2023.

February 2023 Report for City Council Rev.pptxAttachments:

G. Award a Construction Contract for the Cherry Avenue and South Highland Avenue Interim Traffic Signal Project
21-2083

1. Approve and authorize the City Manager to award and execute a construction contract that includes a 10% Contingency with the lowest responsible/responsive bidder for the Cherry Avenue and South Highland Avenue Interim Traffic Signal Project (Bid No. SB-110-DE-23)

2. Authorize the City Manager to execute any and all utility agreements, utility easements, and any related items on behalf of the City of Fontana for the Cherry Avenue and South Highland Avenue Interim Traffic Signal Project.

Vicinity MapAttachments:

5 City Council Meeting Regular Agenda March 28, 2023
H. Authorize the Purchase of three Vactor, Freightliner SD 114 CNG Chassis Combination Trucks from Haaker Equipment
End
RECOMMENDATION:
21-2079

1. Authorize the Purchasing Division to use Sourcewell Cooperative Purchasing Agreement Contract No. 101221-VTR to purchase three ( 3) Vactor Combination Trucks in the amount of $1,725,633.83 from Haaker Equipment Company of La Verne, California.

2. Authorize the trade in of two ( 2) Vactor Combination Trucks Unit 8251 and 8673.

3. Authorize the City Manager to Appropriate $382,880.00 from Sewer Fund 701, fund balance to Fund 751 Fleet Operations ( 75138306 - Fleet replacement).

1. Quote.pdfAttachments:

I. Declaring Surplus Land - Property located at 8443 Nuevo Avenue
21-2096

1. Approve Resolution No. 2023-021 , declaring that the City-owned property on the SEC of Spring Street and Nuevo Avenue (Assessor ’s Parcel Number 0191-163-27) is “Surplus Land” pursuant to the Surplus Land Act, Government Code Section 54220 Et Seq .; and approving the form of Notice of Availability.

2. Authorize the City Manager and /or his designee( s) to take all actions necessary or appropriate to comply with the Surplus Land Act.

SLA Resolution 8443 Nuevo Avenue
Notice of Availability Surplus Land 8443 Nuevo Avenue
Attachments:

6 City Council Meeting Regular Agenda March 28, 2023
J. Declaring Surplus Land - Property located at 16879 Spring Street
21-2097

1. Approve Resolution No. 2023-022 , declaring that the City-owned property on the SWC of Spring Street and Sierra Avenue (Assessor ’s Parcel Number 0191-163-11) is “Surplus Land” pursuant to the Surplus Land Act, Government Code Section 54220 Et Seq .; and approving the form of Notice of Availability.

2. Authorize the City Manager and /or his designee( s) to take all actions necessary or appropriate to comply with the Surplus Land Act.

SLA Resolution 16879 Spring Street
Notice of Availability Surplus Land 16879 Spring Street Attachments:

K. Declaring Surplus Land - Properties located at the NWC of Arrow and Sierra
21-2098

1. Approve Resolution No. 2023-023, declaring that three City-owned properties on the NWC of Arrow Boulevard and Sierra Avenue (Assessor ’s Parcel Numbers 0191-163-16, 0191-163-17, and 0191-163-26) are “Surplus Land” pursuant to the Surplus Land Act, Government Code Section 54220 Et Seq.; and approving the form of Notice of Availability.

2. Authorize the City Manager and /or his designee( s) to take all actions necessary or appropriate to comply with the Surplus Land Act.

SLA Resolution B of A Parking Lot
Notice of Availability Surplus Land BofA Parking Lot
Attachments:

L. Declaring Surplus Land - Properties located at 8440 Nuevo Avenue
21-2099

1. Approve Resolution No. 2023-024 , declaring that three City-owned properties on the SWC of Spring Street and Nuevo Avenue (Assessor ’s Parcel Numbers 0191-162-30, 0191-162-31, and 0191-162-32) are “Surplus Land” pursuant to the Surplus Land Act, Government Code Section 54220 Et Seq.; and approving the form of Notice of Availability.

2. Authorize the City Manager and /or his designee( s) to take all actions necessary or appropriate to comply with the Surplus Land Act.

SLA Resolution 8443 Nuevo Avenue.docx
Notice of Availability Surplus Land 8440 Nuevo Ave
Attachments:

Approve Consent Calendar Items as recommended by staff.

7 City Council Meeting Regular Agenda March 28, 2023
PUBLIC HEARINGS:

To speak on Public Hearing Items, submit comments via e-mail at [email protected]. In the subject of your e-mail please indicate whether you are in favor or opposition of the item. Comments must be received no later than 5:00 P.M. on the day of the meeting. Comments of no more than three ( 3) minutes will be read into the record at the appropriate time during the meeting. If you challenge in court any action taken concerning a Public Hearing item, you may be limited to raising only those issues you or someone else raised at the Public Hearing described in this notice or in written correspondence delivered to the City at, or prior to, the Public Hearing.

All Public Hearings will be conducted following this format:
(a) hearing opened (e) oral - favor
(b) written communication (f) oral - opposition
(c) council/staff comments (g) hearing closed
(d) applicant comments (applicant not limited to 5 minutes) A. Quarterly Lien Action for Delinquent Sewer, Rubbish and Weed Abatement Accounts
21-2080

1. Authorize staff to complete and record lien notices against real property for those sewer accounts sixty days or more delinquent as described in Certified Lien List and direct staff to forward recorded liens to the County for collection.

2. Authorize staff to complete and record liens against real property for those rubbish accounts more than ninety days delinquent as described in the Certified Lien List and direct staff to forward recorded liens to the County for collection.

3. . Adopt Resolution No. 2023-025, of the City Council of the City of Fontana adopting the statement of unpaid expenses for weed abatement and imposing a lien against real property for payment thereof.

Public Hearing Notice - Rubbish
Public Hearing Notice - Sewer
Public Hearing Notice - Weed Abatement
Weed Abatement Resolution March 2023
Attachments:

8 City Council Meeting Regular Agenda March 28, 2023
B. Continuance of Appeal No. 23-001: A request to overturn the Planning Commission ’s decision on January 17, 2023, approving Master Case No. 20-083 for Tentative Parcel Map No. 20464 (TPM No. 20-021), Variance No. 22-001,
Conditional Use Permit No. 20-025, Conditional Use Permit No. 22-019, Conditional Use Permit No. 22-028, and Design Review No. 20-031 along with the adoption of an Initial Study, Mitigated Negative Declaration, and Mitigation,
Monitoring, and Reporting Program for the development of commercial retail center to include a banquet hall, dual branded hotel, restaurant /retail building, and a
drive-through restaurant (In-n-out) on an approximately 8.9 adjusted gross acre site on the northwest corner of South Highland Avenue and Citrus Avenue (APNs: 0228-301-01
through -08, 0228-310-20, -21, -22, -23, 0228-310-33 through -49, -51, and 52).
21-2017

1. Open the public hearing and accept public comments.

2. Continue Appeal No. 23-001 to the April 25, 2023 City Council meeting).

Attachment No. 1 - Appeal Letter
Attachment No. 2 - Vicinity Map
Attachment No. 3 - Project Plans
Attachment No. 4 - Planning Commission Staff Report and Resolution
Attachment No. 5 - Planning Commission Minutes for
January 17, 2023 Meeting
Attachment No. 6 - City Attorney Response Letter dated
January 17, 2023 to the Applellant
Attachment No. 7 - Response Letter to the Appeal
Attachment No. 8 - Public Hearing Notice
Attachments:

9 City Council Meeting Regular Agenda March 28, 2023
C. 1st Cycle General Plan Amendment; Master Case Number (MCN) 22-052: General Plan Amendment (GPA) No. 22-003,
Zoning Code (District Map) Amendment (ZCA) No. 22-004,
Zoning Code Amendment (ZCA) No. 22-012 and Design
Review (DRP) No. 22-028 - A request to adopt the Mitigated Negative Declaration pursuant to Section 15070 of the
California Environmental Quality Act (CEQA) and Section

6.04 of the 2019 Local Guidelines for Implementing CEQA, amend the general plan land use designation and zoning
designation from Multi-Family Residential and Multi-Family High Density Residential to Multi-Family Medium /High
Density Residential and amend the required setback for
buildings on parcels zoned Multi-Family Medium /High
Density Residential ( R-4) from parcels zoned Multi-Family Residential ( R-3), in order to construct a multi-family residential development comprised of 88 units and five
accessory dwelling units, on-site amenities, parking,
landscaping and other on-site and off-site improvements on a 3.64 acre site located on the west side of Sierra
Avenue between Ramona Avenue and San Jacinto Avenue.
21-2010

1. Adopt Resolution No. 2023-026 , a Resolution of the City Council of the City of Fontana, adopting the Mitigated Negative Declaration pursuant to Section 15070 of the California Environmental Quality Act (CEQA) and Section 6.04 of the 2019 Local Guidelines for Implementing CEQA, approving General Plan Amendment No. 22-003 amending the General Plan Land Use designation on approximately

3.64 acres from Multi-Family Residential (R-MF) and Multi-Family High Density Residential ( R-MFH) to Multi-Family Medium /High Density Residential and approving Design Review No. 22-028 for the construction of a multi-family residential development comprised of 88 units and five accessory dwelling units, on-site amenities, parking, landscaping and improvements; and

2. Read by title only and waive further reading of and introduce Ordinance No. 1919, an Ordinance of the City of Fontana, approving an amendment to the Zoning Map changing the zoning designation for APN 0241-071-41 from Multi-Family Residential ( R-3) to Multi-Family Medium/High Density Residential ( R-4) and changing the zoning designation for APN 0241-071-42 from Multi-Family High Density Residential (R-5) to Multi-Family Medium /High Density Residential ( R- 4), and that the reading of the title constitutes the first reading thereof; and

3. Read by title only and waive further reading of and introduce Ordinance No. 1920, an Ordinance of the City Council of the City of Fontana approving an amendment to Section 30-454 of the Fontana

10 City Council Meeting Regular Agenda March 28, 2023
Municipal Code (Zoning and Development Code) to change the minimum setback between buildings on a parcel zoned Multi-Family Medium/High Density Residential ( R-4) and parcels zoned Multi-Family Residential (R-3), and that the read of the title constitutes the first reading thereof.

Attachment No. 1 - City Council Resolution
Attachment No. 2 - City Council Ordinance for Zoning Code (District Map) Amendment No. 22-004
Attachment No. 3 - City Council Ordinance for Zoning Code Amendment No. 22-012
Attachment No. 4 - Planning Commission Agenda Packet
Attachment No. 5 - Planning Commission Minutes - January 17, 2023
Attachment No. 6 - Notice of Public Hearing
Attachments:

CITY MANAGER COMMUNICATIONS:

A. City Manager Communications
ELECTED OFFICIALS COMMUNICATIONS/REPORTS:

A. Elected Officials Communications/Reports
ADJOURNMENT:

A. Adjournment
Adjourn to the next Regular City Council Meeting on Tuesday, April 11, 2023, at 7:00 p.m. in the Grover W. Taylor Council Chambers located at 8353 Sierra Avenue, Fontana, California.

11 City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2073 Agenda Date: 3/28/2023
Agenda #: A. Category: Workshop
Workshop
Tuesday, March 28, 2023
5:00 P.M.

Grover W. Taylor Council Chambers
City Council
Acquanetta Warren, Mayor
Peter Garcia, Mayor Pro Tem
John Roberts, Council Member
Jesus “Jesse” Sandoval, Council Member
Phillip W. Cothran., Council Member
City of Fontana Printed on 3/23/2023Page 1 of 1
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12 City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2081 Agenda Date: 3/28/2023
Agenda #: Category: Closed Session
Closed Session
Tuesday, March 28, 2023
6:00 P.M.

City Hall - Executive Conference Room
City Council
Acquanetta Warren, Mayor
Peter Garcia, Mayor Pro Tem
John Roberts, Council Member
Jesus “Jesse” Sandoval, Council Member
Phillip W. Cothran., Council Member
City of Fontana Printed on 3/23/2023Page 1 of 1
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13 City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2074 Agenda Date: 3/28/2023
Agenda #: Category: Proclamation
Proclamation
Tuesday, March 28, 2023
7:00 P.M.

Grover W. Taylor Council Chambers
City Council
Acquanetta Warren, Mayor
Peter Garcia, Mayor Pro Tem
John Roberts, Council Member
Jesus “Jesse” Sandoval, Council Member
Phillip W. Cothran., Council Member
City of Fontana Printed on 3/23/2023Page 1 of 1
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14 City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2075 Agenda Date: 3/28/2023
Agenda #: Category: Special Presentation
Special Presentation
Tuesday, March 28, 2023
7:00 P.M.

Grover W. Taylor Council Chambers
City Council
Acquanetta Warren, Mayor
Peter Garcia, Mayor Pro Tem
John Roberts, Council Member
Jesus “Jesse” Sandoval, Council Member
Phillip W. Cothran., Council Member
City of Fontana Printed on 3/23/2023Page 1 of 1
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15 City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2076 Agenda Date: 3/28/2023
Agenda #: A. Category: Consent Calendar
FROM:

City Clerk
SUBJECT:

Approval of Minutes
RECOMMENDATION:

Approve the minutes of the March 14, 2023, Regular City Council Meeting.

COUNCIL GOALS:
· Create and maintain a dynamic team by supporting the decisions of the majority once made.
· Create and maintain a dynamic team by promoting stability and predictability by providing consistent policy direction.

DISCUSSION:

The City Council will consider approval of the minutes of the March 14, 2023, City Council meeting.

The draft minutes are attached to this report for Council review and approval.

FISCAL IMPACT:

None.

MOTION:

Approve staff recommendation.

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16 Tuesday, March 14, 2023
7:00 PM
City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
Grover W. Taylor Council Chambers
City Council Meeting
Acquanetta Warren - Mayor
Peter A. Garcia - Mayor Pro Tem
John B. Roberts - Council Member
Jesus "Jesse" Sandoval - Council Member
Phillip Cothran - Council Member
Germaine McClellan Key - City Clerk
Janet Koehler-Brooks, City Treasurer
Minutes

17 CALL TO ORDER/ROLL CALL:

A. 7:00 P.M. Call To Order/Roll Call:

A Regular Meeting of the Fontana City Council was held in the Grover W. Taylor Council Chambers, 8353 Sierra Avenue, Fontana, CA 92335, on Tuesday, March 14, 2023.

Mayor Warren called the meeting to order at 7:07 p.m.

ROLL CALL:

PRESENT: Mayor Warren, Mayor Pro Tem Garcia, Council Members Cothran, Roberts, and Sandoval
ABSENT: None
City Clerk Key and City Treasurer Koehler-Brooks were also in attendance INVOCATION/PLEDGE OF ALLEGIANCE:

A. Invocation/Pledge of Allegiance:

The invocation was led by Fontana Police Department Chaplain Greg Peck, followed by the Pledge of Allegiance led by Council Member Cothran.

SPECIAL PRESENTATIONS:

A. 21-2053

1. Mayor Warren and City Council to recognize Outgoing Parks, Community, and Human Services Commissioner Anahi Perez (Mayor Warren to present).

Mayor Warren and City Council recognized Commissioner Perez and thanked her for her years of service. In addition, Mayor Warren announced that Perez recently was appointed to the San Bernardino County Parks Commission.

2. Mayor Warren to swear in newly appointed Chief of Police Michael Dorsey (Mayor Warren to present).

Mayor Warren announced the digniatires in the room and thanked them for joining to congratulate incoming Chief Dorsey.

Mayor Warren swore in Chief Dorsey, who was accompanied by his family.

San Bernardino County 2nd District Supervisor Jesse Armendarez and Fontana Chamber of Commerce presented Chief Dorsey with a certificate of recognition.

Chief Green, Mayor Warren, and the entire City Council gave brief comments congratulating Chief Dorsey.

Chief Dorsey concluded the presentation humbly thanking those who assisted him to get to this step in his career.

PUBLIC COMMUNICATIONS:

18 City Council Meeting Minutes March 14, 2023
A. Public Communications
The following individuals spoke under public communications:

1. R. Dale Evans, representative of Fontana Exchange Club, congratulated Chief Dorsey and thanked the City for their continued partnership with the Exchange Club.

2. Michael Townsend, representative of Assembly Member Reyes, introduced himself to the City Council and Community while advising of upcoming events.

CONSENT CALENDAR:

ACTION: Motion was made by Council Member Roberts, seconded by Mayor Pro Tem Garcia, and passed unanimously by a vote of 5-0 to adopt Consent Calendar Items 'A-P'.

The motion carried by the following vote: AYES: Warren, Garcia, Cothran, Roberts, and Sandoval; NOES: None; ABSTAIN: None
A. Approval of Minutes 21-1872
Approve the minutes of the February 28, 2023, Regular City Council meeting.

B. Adoption of Ordinance No. 1912 (Second Reading) 21-2063 Second Reading / Adoption of Ordinance No. 1912, An Ordinance of the City Council of the City of Fontana, California, Amending Chapter 33, “Cannabis Businesses And Activities” And Finding that the Ordinance is Exempt from the California Environmental Quality Act.

C. Approve task order for Engineering Services for pavement rehabilitation and sidewalk installation project on Randall Avenue from Citrus Avenue to Catawba Avenue.
21-2020

1. Approve and authorize the City Manager to execute a Task Order in the amount of $117,720.00 with Onward Engineering, for Engineering services for the pavement rehabilitation and sidewalk installation project on Randall Ave from Citrus to Catawba. Request for proposal SQ- 87-DE- 19-44.

2. Approve and authorize the City Manager to execute any future amendments to the Task Order.

D. Approve Amendment to Fenagh Engineering & Testing Task Order for Geotechnical, Inspection and Testing Support Services for Construction of Fire Station No. 81 at 16615 Casa Grande Avenue. 21-2027

1. Approve and authorize the City Manager to execute Task Order 3.2 to Fenagh Engineering & Testing in the amount of $58,901.52 for Support Services on Fire Station No. 81, for a total Task Order amount of $125,756.52.

2. Approve and authorize the City Manager to execute any future amendments to the Task Order.

19 City Council Meeting Minutes March 14, 2023
E. Approve a Cooperative Agreement with the City of Rialto for Construction of the Baseline Avenue at Palmetto Avenue Traffic Signal Project
21-2025

1. Approve and authorize the City Manager to execute a Cooperative Agreement for Construction of the Baseline Avenue at Palmetto Avenue Traffic Signal Project.

2. Accept outside Agency contribution of $236,341.00 for Project No. 0031 - Baseline Avenue at Palmetto Avenue Traffic Signal Project.

3. Authorize the City Manager to execute any future amendments to the Cooperative Agreement for the Baseline Avenue at Palmetto Avenue Traffic Signal Project.

F. Approve a Cooperative Agreement with the City of Rialto for Construction of the Sierra Avenue at Riverside Avenue Traffic Signal Project
21-2031

1. Approve and authorize the City Manager to execute a Cooperative Agreement for Construction of the Sierra Avenue at Riverside Avenue Traffic Signal Project.

2. Accept outside Agency contribution of $120,000.00 for Project No. 3329 - Sierra Avenue at Riverside Avenue Traffic Signal Project.

3. Authorize the City Manager to execute any future amendments to the Cooperative Agreement for the Sierra Avenue at Riverside Avenue Traffic Signal Project.

G. Approve a Cooperative Agreement with the City of Rialto for the Pavement Rehabilitation Project on Maple Avenue between Baseline Avenue and Miller Avenue
21-2032

1. Approve and authorize the City Manager to execute a Cooperative Agreement for the Pavement Rehabilitation Project on Maple Avenue between Baseline Avenue and Miller Avenue

2. Authorize the City Manager to execute any future amendments to the Cooperative Agreement for the Pavement Rehabilitation Project on Maple Avenue between Baseline Avenue and Miller Avenue.

H. Final Acceptance of Subdivision Improvements for Tract Map No. 18981 located on the northwest corner of Citrus Avenue and Curtis Avenue.
21-2033

1. Accept as complete the Subdivision Improvements for Tract No. 18981 located on the northwest corner of Citrus Avenue and Curtis Avenue.

2. Adopt Resolution No. 2023-014, accepting sewers in Tract No. 18981 as part of the City sewer system.

20 City Council Meeting Minutes March 14, 2023
I. Approve Amendment to David Volz Design Landscape Architects Task Order for Design Services for the Jurupa Landscape Median Project.
21-2037

1. Approve and authorize the City Manager to execute Task Order No. 1.2 to David Volz Design Landscape Architects in the amount of $63,205.00 for the Design Services of Jurupa Avenue Landscape Median Project. for a total contract amount of $222,719.

2. Approve and authorize the City Manager to execute any future amendments to the Task Order.

J. Award a bid for the 7714 Tamarind Ave Accessory Dwelling Unit (ADU) and Junior Accessory Dwelling Unit (JADU) Construction SB-91-HD-23
21-2041
Award and authorize the City Manager to execute a construction contract with Lancet Contracting Inc for the construction of the 7714 Tamarind Ave Accessory Dwelling Unit (ADU) and Junior Accessory Dwelling Unit (JADU) in the amount of $273,000 and authorize a 10% contingency in the amount of $27,300 (Bid No.

SB-91-HD-23).

K. Miscellaneous Project No. 23 - 004 - Review of 2022 General Plan Annual Progress Report
21-2044
Direct staff to send the 2022 General Plan Annual Progress Report to the Governor's Office of Planning and Research (OPR) and the State Department of Housing and Community Development (HCD).

L. Proposed Distribution of Ad Valorem Taxes for LAFCO 3261 for reorganization and annexation of APN 0239-072-02 (Debris Basin for I-15 Logistic Project) to the City of Fontana and Detachment from County Service Area 70. The annexation area generally lies along the north side of Lytle Creek Road, and west of Sierra Avenue.
21-2047
Adopt Resolution No. 2023-015, accepting the proposed distribution of Ad Valorem taxes as requested by the San Bernardino County auditor controller’s office for LAFCO 3261, which is for the reorganization and annexation to the City of Fontana and detachment from County Service Area 70 for APN 0239-072-02 (Debris Basin for I-15 Logistics project).

M. Approve Memorandum of Understanding for Crossing Guards Services with Colton Joint Unified School District
21-2052

1. Approve Memorandum of Understanding between Colton Joint Unified School District (CJUSD) and the City of Fontana for crossing guard services provided by All City Management Services for one ( 1) year with up to four (4) additional one (1) year terms.

2. Authorize the City Manager to execute the Memorandum of Understanding and future amendments.

3. Approve a recurring appropriation from Fund 101 to 10140352.8130 to allow the City to fund 50% of the cost of crossing guard services for the 3 CJUSD elementary schools that fall within the City of Fontana.

21 City Council Meeting Minutes March 14, 2023
N. Approve Purchase of the Jacobs Technology Inc. Rapid Solutions System
21-2054

1. Authorize the purchase and installation of the Base Station System from Jacobs Technology, Inc. in the amount of $920,098.94.

2. Approve the Sole Source Purchasing method under Section 3.1.5 Non-Competitive Proposal of the City ’s Purchasing Policies and Procedures and authorize the Fontana Police Department to purchase the cellular geo-location product from Jacobs Technology Inc.

3. Approve and authorize the City Manager or his assigned designee to execute documents related to the purchase of the Jacobs Technology Inc .

Rapid Solutions System.

O. Resolution of Intent to form Community Facilities District No. 112 (The Gardens Phase One).
21-2055

1. Adopt Resolution No. 2023-016, of the City Council of the City of Fontana of Intention to Establish a Community Facilities District and to Authorize the Levy of Special Taxes.

2. Adopt Resolution No. 2023-017, of the City Council of the City of Fontana to Incur Bonded Indebtedness of the Proposed City of Fontana Community Facilities District No. 112 (The Gardens Phase One).

P. Consider Opting into Settlement Agreements with Distributors of Opioids, Walgreens Co., Walmart, Inc., and Cvs Health
Corporation/Cvs Pharmacy, Inc., and Opioid Manufacturers Teva Pharmaceutical Industries ltd. and Allergan Finance, LLC/Allergan Limited
21-2061
It is recommended that the City Council adopt Resolution 2023-018, authorizing the City Manager to:

1. Opt into settlement agreement with opioid distributor, Walgreens Co ., and direct the City Manager to execute any documents necessary to implement the action.

2. Opt into settlement agreement with opioid distributor, Walmart, Inc. and direct the City Manager to execute any documents necessary to implement the action.

3. Opt into settlement agreement with opioid distributor, CVS Health Corporation/CVS Pharmacy, Inc. and direct the City Manager to execute any documents necessary to implement the action.

4. Opt into settlement agreement with opioid manufacturer, Teva Pharmaceutical Industries Ltd ., and direct the City Manager to execute any documents necessary to implement the action.

5. Opt into settlement agreement with opioid manufacturer, Allergan Finance, LLC/Allergan Limited and direct the City Manager to execute any documents necessary to implement the action.

CITY MANAGER COMMUNICATIONS:

22 City Council Meeting Minutes March 14, 2023
A. City Manager Communications
City Manager Ballantyne congratulation Chief Dorsey and discussed about promotional opportunities within the Police Department.

ELECTED OFFICIALS COMMUNICATIONS/REPORTS:

A. Elected Officials Communications/Reports
City Treasurer Koehler-Brooks congratulated Chief Dorsey.

City Clerk Key congratulated Chief Dorsey and stated that Chief Green will be missed.

Council Member Sandoval congratulated Chief Dorsey and thanked our first responders for being such great role models to our youth.

Council Member Roberts congratulated Chief Dorsey and stated that Fontana Police Department is #1.

Council Member Contran mentioned recently attended Area Commander meetings within the community; congratulated Chief Dorsey; and stated that Fontana Police Department is #1 in the nation.

Mayor Pro Tem Garcia congratulated Chief Dorsey and thanked the entire Executive Team of the Police Department for their leadership.

City Manager Ballantyne interjected announcing recently promoted Captain Brian Binks.

Mayor Warren congratulated Chief Dorsey; thanked neighboring stations for attending; congratulated Chief Green for upcoming retirement; commented on recently attended events for Women's History Month; discussed recent South Fontana Park ribbon cutting success; congratulated the MYAC for another successful leadership summit; thanked the community for their thoughts and resources for those affected in the mountains by the snow and rain storm; and closed with the announcement of recently received funding from Congresswoman Norma Torres.

ADJOURNMENT:

A. Adjournment

23 City Council Meeting Minutes March 14, 2023
Mayor Warren adjourned the meeting to the next Regular City Council Meeting on Tuesday, March 28, 2023, at 7:00 p.m. in the Grover W. Taylor Council Chambers located at 8353 Sierra Avenue, Fontana, California.
_____________________________
Ashton R. Arocho, MMC
Deputy City Clerk

THE FOREGOING MINUTES WERE ADOPTED AND APPROVED BY THE FONTANA CITY COUNCIL ON MARCH 28, 2023.
____________________________
Germaine Key
City Clerk

24 City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2015 Agenda Date: 3/28/2023
Agenda #: B. Category: Consent Calendar
FROM:

Engineering
SUBJECT:

Acceptance of Final Map for Parcel Map No. 20508 and Abandonment of a Certain Portion of Right of Way of Banana Avenue
RECOMMENDATION:

Accept Parcel Map No. 20508 located at the northwest and northeast corner of Slover Avenue and Banana Avenue; accept as public dedicated streets and easements; and authorize the Mayor and City Clerk to certify the abandonment of a certain portion of right of way of Banana Avenue.

COUNCIL GOALS:
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by maintaining and improving the city's existing infrastructure.
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by providing for the development of new infrastructure.

DISCUSSION:

On June 21, 2022, the City of Fontana Planning Commission approved Tentative Parcel Map No. 20508 (TPM No. 22-013) and Design Review No. 22-007 to consolidate six parcels into one parcel of approximately 12.35 gross acres for the development of a new commerce building totaling approximately 289,875 square feet. The subdivider, CPL Slover LLC, a Delaware limited liability company, has complied with the Conditions of Approval and dedicated the required streets and easements as a part of the project. The Parcel Map has been reviewed by the City Engineer and found to be substantially correct.

As a part of this Parcel Map, portions of excess road right-of-way within Banana Avenue between Slover Avenue and the Southern Pacific Railroad are no longer needed and will be abandoned.

Pursuant to Section 66434(g) of the California Government Code and Section 66499.20.2 of the Subdivision Map Act, the City Clerk must certify the abandonment of those certain portions of street right-of-way. The filing of this Parcel Map shall constitute an abandonment of those portions of the easements granted to the City of Fontana for street and public utility purposes. In accordance with the Subdivision Map Act, the Parcel Map is now being brought to the City Council for final approval.

The City of Fontana owns a real property generally located on the northwest corner of Slover Avenue and Banana Avenue adjacent to Parcel Map No. 20508 in the City of Fontana, California, which consists of approximately 375 square feet of land and is made up of this remnant parcel. The subdivider, CPL Slover LLC, a Delaware limited liability company, is processing the Purchase and City of Fontana Printed on 3/23/2023Page 1 of 2
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25 File #: 21-2015 Agenda Date: 3/28/2023
Agenda #: B. Category: Consent Calendar
Sale Agreement for this remnant parcel with the City of Fontana.

FISCAL IMPACT:

This action will only approve the Parcel Map for recordation and authorize permits for the construction of the development, therefore there is no fiscal impact to City resources at this time.

MOTION:

Approve staff recommendation.

City of Fontana Printed on 3/23/2023Page 2 of 2
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26 27
28 29

PARCEL MAP NO. 20508

CITY OF FONTANA, CALIFORNIA

City of Fontana
Department of Engineering, Land Development Section
Regular City Council Meeting
30 VICINITY MAP

NOT TO SCALE

PARCEL MAP NO. 20508

CITY OF FONTANA, CALIFORNIA

City of Fontana
Department of Engineering, Land Development Section
Regular City Council Meeting
31 LOCATION MAP

SALE OF SURPLUS PROPERTY
32 City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2016 Agenda Date: 3/28/2023
Agenda #: C. Category: Consent Calendar
FROM:

Engineering
SUBJECT:

Sale of Surplus Property located North of Slover Avenue and West of Banana Avenue RECOMMENDATION:

1. Adopt Resolution No. 2023-019, approving a sale of City-owned exempt surplus property located north of Slover Avenue and west of Banana Avenue to CPL Slover LLC, a Delaware limited liability company (“Developer”) and make the requisite declarations and findings contained therein.

2. Approve and authorize the City Manager and City Attorney to execute the Purchase and Sale Agreement with Developer.

COUNCIL GOALS:
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by maintaining and improving the city's existing infrastructure.

DISCUSSION:

A portion of Assessor Parcel Number 0236-021-02 (“Portion”)located north of Slover Avenue and west of Banana Avenue, which consists of approximately 375 square feet of land and is made up of this remnant portion of a parcel was previously dedicated in fee for road purposes within the County of San Bernardino. The Portion was later annexed into the City of Fontana, which transfer ownership from the County to the City. This Portion is now considered surplus. Developer previously made an unsolicited offer to purchase this currently vacant and undeveloped exempt surplus property for $940.00 based on an Opinion of Value attached to this report.

Staff has determined the 375 square feet of land on Slover Avenue and Banana Avenue, a portion of Assessor Parcel Number 0236-021-02, is “exempt surplus land” under Assembly Bill AB 1486. AB 1486 went into effect on January 1st, 2020 and expands the Surplus Land Act (Act) requirements for local agencies to achieve more affordable housing on surplus properties. The Act provides for several exemptions including “surplusland that is … less than 5,000 square feet in area”(Cal. Gov. Code § 54221(f)(1)(B(i))) and “surplusland that is a former street, right of way, or easement, and is conveyed to an owner of an adjacent property”(Cal. Gov. Code § 54221(f)(1)(E).) Pursuant to the provisions of the Act cited above, staff has determined that the sale of this uneconomical remnant parcel to the Developer, who owns the adjacent property, is "exempt surplus land" and will be made available for sale in accordance with California Government Code Section 37420, et seq. To comply with these provisions, staff recommends adoption by the City Council of the attached resolution which makes the statutorily required declarations and findings.

City of Fontana Printed on 3/23/2023Page 1 of 2
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33 File #: 21-2016 Agenda Date: 3/28/2023
Agenda #: C. Category: Consent Calendar
The proposed sale of the property is exempt from environmental review pursuant to the California Environmental Quality Act (Pub. Resources Code, §§21000 et seq.) (CEQA) and the State CEQA Guidelines (Cal. Code Regs. Tit. §§15000 et seq.) Specifically, the proposed project qualifies for the Class 12 Categorical Exemption (State CEQA Guidelines, §15312), which applies to surplus government property.

FISCAL IMPACT:

The sale of this property will generate $940.00 in revenue to the City of Fontana.

MOTION:

Approve staff recommendation.

City of Fontana Printed on 3/23/2023Page 2 of 2
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34 RESOLUTION NO. 2023-

A RESOLUTION OF THE CITY COUNCIL OF FONTANA, CALIFORNIA,

TO CONVEY THAT CERTAIN REAL PROPERTY LOCATED NORTH OF

SLOVER AVENUE AND WEST OF BANANA AVENUE IN FONTANA,
CALIFORNIA (A PORTION OF ASSESSOR PARCEL NUMBER 0236 -
021-02) TO CPL SLOVE R LLC, A DELAWARE LIMITED LIABILITY COMPANY PURSUANT TO GOVERNMENT CODE SECTION 37350, ET
SEQ.

WHEREAS, the City of Fontana, a municipal corporation ("City"), is the owner of certain 375 square-foot parcel of real property generally located north of Slover Avenue and west of Banana Avenue in the City of Fontana, California (a portion of Assessor Parcel Number 0236 -021-02), and consisting of an uneconomic remnant po rtion of a parcel acquired for Slover Avenue, and more specifically described in Exhibit “A” attached hereto and incorporated herein by this reference ("Property"); and

WHEREAS, Assembly Bill 1486 went into effect on January 1, 2020 and expands the Surplus Land Act (“Act”) requirements for local agencies to achieve more affordable housing on surplus properties; and

WHEREAS, Pursuant to the provision of the Act, City staff has determined that the sale of this remnant parcel constitutes "exempt surplus land " under Government Code Section 54221(f)(1)(B)(i), as surplus land that is less than 5,000 square feet in area that will be “sold to an owner of contiguous land,” and (f)(1)(E), as “surplus land that is a former street, right of way, or easement, and is co nveyed to an owner of an adjacent property;” and

WHEREAS, City staff has determined Government Code Section 54221(f)(1)(B)(i) is applicable since the Property is less than 5,000 square feet and will be sold to CPL Slover LLC, a Delaware limited liability company (“Developer”), who will have ownership over adjacent property, as well as (f)(1)(E), since the Property was acquired for right of way purposes described herein, and that the proposed sale of Property consists of uneconomic remnants resulting from that right of way, that are to be sold to Developer; and

WHEREAS, Government Code Section 54222.3 states that the Act does not apply to the disposal of exempt surplus land; and

WHEREAS, California Government Code Section 37420 through 37430 authorizes the City to dispose of public property; and

WHEREAS, California Government Code Section 37351 provides that the legislative body of a city may “may control, dispose of, and convey … [real] property for the benefit of the city”; and
35 WHEREAS, the City desi res to take final action regarding the conveyance of the Property; and

WHEREAS, Under the California Environmental Quality Act (Pub. Resources Code, §§21000 et seq.) (“CEQA”) and the State CEQA Guidelines (Cal. Code Regs. tit.14, §§15000 et seq.) City Sta ff have determined based on its independent review the sale of this Property is exempt from CEQA. Specifically, the proposed sale qualifies for the Class 12 Categorical Exemption (State CEQA Guidelines § 15312), which applies to the sale of surplus government property.

NOW, THEREFORE, THE CITY DOES HEREBY RESOLVE AND DECLARE AS FOLLOWS:

Section 1. Recitals. The Recitals set forth above are true and correct and are incorporated into this Resolution by this reference.

Section 2. Surplus Land Act Declarati on and Findings. The City Council declares, based on the Recitals and all other information and testimony provided, that the Property is “exempt surplus land” under the Surplus Land Act pursuant to Government Code Section 54221(f)(1)(B)(i) because the Prop erty is less than 5,000 square feet and will be sold to Developer, who has ownership over adjacent property that is contiguous with the Property, as well as (f)(1)(E), since the Property was originally acquired for right of way purposes and now consists of uneconomic remnants resulting from that right of way.

Section 3. Public Interest and Convenience Findings. The City Council intends to sell the Property to Developer and, based on the Recitals and all other information and testimony provided, finds that the public interest and convenience require the sale of the Property to Developer at fair market value.

Section 4. Compliance with California Code of Civil Procedure. There has been compliance by the City with the requirements of Section 1245.235 of th e California Code of Civil Procedure regarding notice and hearing.

Section 5. CEQA. The proposed sale of the property is exempt from environmental review pursuant to the California Environmental Quality Act (Pub.

Resources Code, SS 2100 et seq.) (“CEQA”) and the State CEQA Guidelines (Cal. Code Regs, tit. 14 SS 15000 et seq.). Specifically, City Staff have determined based on its independent review the sale of this Property is exempt from CEQA under the Class 12, Categorical Exemption for the sale of surp lus government property (State CEQA Guidelines § 15312). Specifically, City Staff have determined that due to the location and proximity of the Property to Slover Avenue and other private property, the Property does not have significant values for wildlife habitat or other environmental purposes.

Additionally, City Staff have determined that based on the size, shape and inaccessibility 36 of the uneconomic remnant parcel that make up the Property, the Property is incapable of independent development or use. Th e City Clerk is authorized and directed to file a Notice of Exemption with the appropriate official of the County of San Bernardino, California within (5) days following the date of the adoption of this Resolution.

Section 6. Description of the Property. The Property is generally located north of Slover Avenue and west of Banana Avenue in the City of Fontana, California (Assessor Parcel Number 0236 -021-02) and is further depicted in Exhibit “A" attached to this Resolution.

Section 7. Approval of Purchas e and Sale Agreement. The Purchase and Sale Agreement for the conveyance of the Property to Developer, is hereby approved by the City Council in substantially the same form as hereto attached as Exhibit “B”, together with any such changes as hereafter approved by the City Manager and the City Attorney deemed to be within the City’s best interest.

Section 8. Implementation. The City Manager or designee is authorized to sign and enter into the Purchase Agreement on behalf of the City and to take any other actions reasonably necessary.

Section 9. Severability. If any provision of this Resolution or the application of any such provision to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution that can be given effect without the invalid provision or application, and to this end the provisions of this Resolution are severable. The City declares that the City would have adopted this Resolution irrespective of the invalidity of any particular portion of this Resolution.

Section 10. Effective Date. This Resolution shall take effect immediately upon its adoption by the City Council and the City Clerk shall certify the vote adopting this resolution.

APPROVED AND ADOPTED this 28th day of March, 2023.

____________________________________
City Attorney

I, Ashton Arocho, Deputy City Clerk of the City of Fontana, California, do hereby certify that the foregoing Resolution is the actual Resolution duly and regularly adopted by the City Council at a regular meeting of said City Council on the 28th day of March, 2023, by the following to-wit:

AYES:

NOES:

ABSENT:

37 City Clerk of the City of Fontana

Mayor of the City of Fontana

ATTEST:

City Clerk

38 39

40 EXHIBIT “B”

PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS

THIS PURCHASE AND SALE AGREEMENT AND JOINT ESCROW
INSTRUCTIONS (this “Agreement”) is dated for reference purposes as of _________, 2023 (the “Effective Date”), by and between CPL Slover LLC, a Delaware limited liability company (“Buyer”) and City of Fontana, a California municipal corporation (“Seller”).

RECITALS:

A. Seller is the owner of that certain real property located in the City of Fontana, County of San Bernardino, State of California, commonly referred to as a portion of Assessor Parcel Number 0236-021-02 and legally described and depicted on Exhibit “A” attached hereto and incorporated herein by this reference (the “Property”).

B. Buyer desires to acquire and Seller desires to sell the Property for the consideration and on the terms and conditions set forth in this Agreement.

NOW, THEREFORE, IN CONSIDERATION OF THE PROMISES CONTAINED

HEREIN, AND FOR OTHER GOOD AND VALUABLE CONSIDERATION, THE

RECEIPT AND SUFFICIENCY OF WHICH ARE HEREB Y ACKNOWLEDGED, THE PARTIES AGREE AS FOLLOWS:

1. AGREEMENT TO PURCHASE AND SELL.

Seller agrees to sell, assign and convey to Buyer, and Buyer agrees to purchase from Seller, all of Seller’s right, title and interest in and to the Property. The Property includes, at no additional cost to Buyer, all intangible property or rights therein or thereto now owned or held by Seller which arise from or are related to any portion of the real property or improvements comprising the Property (the “Intangible Property”), including, but not limited to, benefits and rights pursuant to any and all certificates of occupancy, zoning approvals, variances, permits, transferable guarantees and warranties covering the Property or any part thereof; provided, however, that Buyer shall not be deemed to have assumed those obligations of Seller under any agreements unless otherwise specified in writing. To the extent owned by Seller, the Property also includes at no additional cost to Buyer all rights which are appurtenant thereto, includ ing those related to all minerals, oil, gas and other hydrocarbon substances on or under the Property as well as all development rights, water rights, easements, rights of way, licenses and tenant improvements.

2. CONSIDERATION.
(a) Purchase Price. The purchase price for the Property is Nine Hundred Forty Dollars ($940.00) (“Purchase Price”), which Buyer and Seller agree is no less than the fair market value of the Property in its condition as of Close of Escrow. 41 (b) Deposit. Within five (5) days following execution of this Agreement, Buyer shall deposit into Escrow a deposit in the full amount of the Purchase Price (the “Deposit”) by wire transfer or cash or cashier’s check drawn on good and sufficient funds on a federally insured bank in the Stat e of California and made payable to the order of the Escrow Company (“Immediately Available Funds”). The Purchase Price deposited pursuant to this subsection (b) shall be non-refundable, except as otherwise provided in this Agreement; provided, however, that, notwithstanding any other provision of this Agreement to the contrary, $100.00 of the Purchase Price shall not be refundable to Buyer under any circumstances (the “Independent Consideration”). The Independent Consideration is separate consideration, ba rgained for and agreed to by the parties as independent and sufficient consideration for Seller’s execution and delivery of this Agreement.

3. TITLE.
(a) Title Report . Buyer shall wor k with First American Title Insurance Company (referred to herein as both “Escrow Company” and “Title Company”) to have prepared at Buyer’s cost, a preliminary title report (“PTR”) pertaining to the Property. (b) Title Exceptions. Buyer shall take title subject to all exceptions shown in the PTR ( “Permitted Exceptions”) and such other exceptions disclosed in writing by Seller to Buyer prior to the expiration of the Due Diligence Period (defined below) which do not materially affect the use of the Property by Buyer. If exceptions other than the Permitted Exceptions, exi st which cannot be removed prior to the Close of Escrow (as defined in Section 8) and such exceptions materially affect the use of the Property, Buyer shall elect, by giving written notice to Seller and Escrow Company, (i) to terminate this Agreement, or ( ii) to waive its disapproval of such exceptions, in which case such exceptions shall then be deemed to be Permitted Exceptions.

In the event Buyer elects to terminate this Agreement, Escrow Company shall return to Buyer the Deposit, less the Independent Consideration and escrow, title and cancellation fees and both parties shall be relieved from any liabilities and/or obligations under this Agreement , except those liabilities and/or obligations that explicitly survive expiration or earlier termination of t his Agreement.
(c) Title Policy. Title Company shall issue, at the Closing, an ALTA Extended Coverage Owner’s Policy of Title Insurance (the “ Title Policy ”) together with endorsemen ts reasonably requested by Buyer, with liability equal to the Purchase Price, subject only to (A) the Permitted Exceptions; (B) the standard printed exceptions and conditions in the Title Policy; and (C) the general and special taxes and assessments not then delinquent and a lien, if any, for current real property taxes for the fiscal year in effect at the time of the Closing.

4. ESCROW.
(d) Opening of Escrow. Within two (2) days after the Effective Date (defined in Section 13 below), Buyer and Seller each shall deposit a counterpart of this Agreement executed by such party (or either of them shall deposit a copy executed by both Buyer and Seller) with Escrow Company. Buyer and Seller hereby instruct Escrow Company to accept and act upon electronic copies of signed documents, including this Agreement, but not including documents that 42 will be recorded. This Agreement, together with such further instructions, if any, as the parties shall provide to Escrow Company by written agreement, shall constitute the joint escrow instructions of the parties . Escrow shall be deemed open ( “Opening of Escrow” or “Opening Date”) upon Escrow Company’s receipt of a fully executed copy or executed counterparts of this Agreement. Buyer and Seller agree to be bound by Escrow Company’s proforma instructions or letter of acceptance, including Escrow Company’s general provisions; provided, however, that in the event of any inconsistency between such additional documents and this Agreement, this Agreement will govern.
(e) Funds and Documents . Seller shall make its deposits into escrow in accordance with Section 6. Buyer shall make its deposits into escrow in accordance with Section 7.
(f) Prorations. Escrow Company shall prorate any real property taxes and assessments on the Property as of the Close of Escrow for the current fiscal year based on the most current official real property tax information available from the County Assessor’s office where the Property is located or from other assessing authorities. If real property tax and assessment figures for the current fiscal year are not available, real proper ty taxes shall be prorated based on real property taxes for the previous year. Seller is a public agency and generally not liable for real property taxes for its period of ownership of the Property. Buyer hereby acknowledges that Seller may receive a sup plemental tax bill covering real property taxes and assessments covering its ownership of the Property from the Close of Escrow.
(g) Costs. Buyer shall pay: (a) the documentary transfer tax due (which transfer tax shall not be posted on the Grant Deed), if an y, in connection with the consummation of this transaction, (b) the premium for the Title Policy , at minimum, equal to the amo unt of an ALTA Extended Coverage Owner’s Policy and (c) one hundred percent (100%) of all other escrow, title and closing costs. Pursuant to Government Code Section 27383, no recording fee will be payable with respect to the recording of the Grant Deed.

5. CONDITIONS PRECEDENT.
(a) Buyer’s Conditions Precedent. The following shall be conditions precedent to Buyer’s obligation to consummate the purchase and sale transaction contemplated herein (the “Buyer’s Conditions Precedent”):
(i) Buyer shall not have terminated this Agreement in accordance with the provisions of Section 3(b) above.
(ii) Seller shall have delivered to the Escrow Company the items described in Section 6.
(iii) At the Close of Escrow, Buyer shall be placed in possession of the Property, free of any claims to or rights of possession, occupancy or ownership of any party other than Buyer, except for Permitted Exceptions.
43 (iv) There shall be no change in title to the Property after Buyer’s approval of the Title Policy, and no material easement, right of way, encroachment, or encumbrance with respect to the Property but not shown in the Title Policy shall exist. (v) Title Company shall, subject only to payment of the applicable premium, have irrevocably committed to issue the Title Policy to Buyer in the amount of the Purchase Price insuring that Buyer owns marketable fee s imple title to the Property, subject to the Permitted Exceptions.
(vi) As of the Close of Escrow , none of the documents or materials provided by Seller to Buyer shall have been rescinded, amended or otherwise modified in a manner which would be materially adverse to Buyer or the Property. (vii) The conditions set forth in this Section are solely for the benefit of Buyer and may be waived only by Buyer. Buyer shall, at all times prior to the termination of this Agreement, have the right to waive any of these conditions; provided that such waiver is in writing. In the event that the conditions are not satisfied or waived by the Buyer, in writing, on or before the Closing, Escrow Company shall return to Buyer the Deposit and interest earned thereon, less the Independent Consideration and title and escrow cancellation fees and both parties shall be released from any liabili ties or obligations under this Agreement , except such liabilities or obligations that explicitly survive expiration or earlier termination of this Agreement. (b) Seller’s Conditions Precedent. The following shall be conditions precedent to Seller’s obligation to consummate the purchase and sale transaction contemplated herein (the “Seller’s Conditions Precedent”):
(i) Buyer shall not have terminated the Agreement in accordance with the terms of this Agreement.
(ii) Buyer shall have delivered to Escrow Company, prior to the Closing, for disbursement as directed hereunder, the Purchase Price in I mmediately Available Funds due from Buyer in accordance with this Agreement. (iii) Buyer shall have delivered to Escrow Company the items described in Section 7.
(iv) The conditions set forth in this Section are solely for the benefit of Seller and may be waived only by Seller. Seller shall, at all times prior to the termination of this Agreement, have the right to waive any of these conditions; provided that such waiver is in wri ting. In the event that the conditions are not satisfied or waived by the Seller, in writing, on or before the Closing, Escrow Company shall return to Buyer the Deposit and interest earned thereon, the Independent Consideration and title and escrow cancellation fees and both parties shall be released from any liabilities or obligations under this Agreement, except such liabilities or obligations that explicitly survive expiration or earlier termination of this Agreement.
44 6. SELLER’S CLOSING DELIVERIES.

At lea st one (1) business day prior to the Closing, Seller shall deliver or cause to be delivered to Escrow Company the following:
(a) A deed in the form and content as set forth in Exhibit “B” attached hereto and by this reference incorporated herein (the “Grant Deed”). (b) An affidavit certifying that Seller is not a “foreign person” within the meaning of Section 1445(f)(3) of the Internal Revenue Code of 1986 (the “Certificate of Non - Foreign Status”).
(c) A properly executed California form 590 or other evidence sufficien t to establish that Buyer is not required to withhold any funds pursuant to the California Revenue and Taxation Code.
(d) A properly completed and executed Documentary Transfer Tax Affidavit. (e) Any other documents, instruments or agreements reasonably necessary to effectuate the transaction contemplated by this Agreement.

6.1 SELLER’S REPRESENTATIONS AND WARRANTIES.

Notwithstanding any disclaimer of warranties and/or releases in this Agreement, Seller represents and warrants to Buyer that (i) Seller has or will obtain all consents necessary for the full performance of Seller’s obligations under this Agreement, and for the actions contemplated to be performed by Seller under this Agreement, (ii) at the Close of Escrow, Seller has the right and full authority to sell the Property to Buyer, (iii) there are no ground leases, mortgages, deeds of trust, or other hypothecation s or security device s (collectively, " Security Device s") affecting the Property or any portion thereof, and Seller shall not create any Security Devices without the prior consent of Buyer, which may be withheld in Buyer’s sole and absolute discretion; and (i v) all Seller representations and warranties are true, correct and not misleading as of the Effective Date and will be true, c orrect, and not misleading at the Close of Escrow . These representations and warranties shall survive the Close of Escrow.

7. BUYER’S CLOSING DELIVERIES.

At least one (1) business day prior to the Closing, Buyer shall deliver to Escrow Company:
(a) The sums as Es crow Company shall require to pay Buyer’s share of the closing costs, prorations and adjustments set forth herein, in Immediately Available Funds. (b) A fully completed and executed Preliminary Change of Ownership Report. (c) Any other documents, instruments or agreements reasonably necessary to effectuate the transaction as contemplated by this Agreement. 45 7.1 BUYER’S REPRESENTATIONS AND WARRANTIES.

Notwithstanding any disclaimer of warranties and/or releases in this Agreement, Buyer represents and warrants to Seller that (i) Buyer has or will obtain all consents necessary for the full performance of Buyer’s obligations under this Agreement, and for the actions contemplated to be performed by Buyer under this Agreement, (ii) at the Close of Escrow, Buyer has the right and full authority to purchase the Property from Seller, and (iii) all Buyer representations and warranties are true, correct and not mi sleading as of the Effective Date and will be true, correct, and not misleading at the Close of Escrow. These representations and warranties shall survive the Close of Escrow.

8. CLOSE OF ESCROW.
(a) Closing Period. The purchase and sale described in this Agreem ent shall close (“Closing” or “Close of Escrow”) no later than fifteen (15) days following the end of the Due Diligence Period, as defined in Section 9 below. Buyer shall have the right to extend the Close of Escrow for three (3) additional thirty (30) da y extension periods. Should Buyer elect to exercise an extension, Buyer shall deposit an additional extension deposit of ONE HUNDRED DOLLARS AND NO CENTS ($100.00) into Escrow for each extension (“ Extension Deposit”).

Extension Deposits shall not be credited towards the Purchase Price and shall be non -refundable for any reason.
(b) Authorization to Close . Provided that Escrow Company has not received written notice in a timely manner from Buyer or Seller of the failure of any condition to the Closing or of termination of the escrow, Escrow Company is authorized to close the escrow at such time as (i) Escrow Company has received all items to be delivered by Seller and Buyer pursuant to Sections 6 and 7; (ii) Escrow Company has received confirmation via email from both Seller and Buyer to close; and (iii) Title Company is prepared to issue the Title Policy at Closing. (c) Closing Deliveries . Upon Closing, Escrow Company will deliver the following to Buyer and Seller:
(i) Deliver to Buyer: (A) the Grant Deed by causing it to be recorded in the Official Records of the Office of the County Recorder of San Bernardino County, California; and immediately upon recording, delivering to Buyer a conformed copy of the Grant Deed; (B) California form 590; (C) the Certif icate of Non-Foreign Status; (D) any funds deposited by Buyer, and any interest earned thereon, in excess of the amount required to be paid to Seller hereunder; and (E) the Title Policy. (ii) Deliver to Seller: (A) the Purchase Price; and (B) the fully completed and executed Preliminary Change of Ownership Report. (d) Tax Reporting . Escrow Company is hereby designated the “real estate reporting person” and any instructions or settlement statement prepared by Escrow Company shall so provide. Upon the consummation o f the transaction contemplated by this Agreement, Escrow Company shall file Form 1099 information return and send the statement to Seller. 46 9. DUE DILIGENCE AND TIME FOR SATISFACTION OF CONDITIONS. (a) Due Diligence Period . Buyer, or its designees, shall comm ence due diligence with respect to the Property promptly following the Opening of Escrow, and the due diligence period shall be twenty (20) days from Buyer’s receipt of the PTR and all hyperlinked underlying documents (the “Due Diligence Period”). Buyer agrees and acknowledges that Seller has provided to Buyer all materials, reports, and documents in Seller’s possession or control that affect or pertain to the use or occupancy of the Property and has no further obligation hereunder and therefor. At Buyer’s election, Buyer shall have the right to terminate this Agreement at any time during the Due Diligence Period by giving written notice of cancellation (“ Notice of Cancellation”) to Seller and Escrow Company , in which case neither party shall have any further rights or obligations hereunder, except any rights or obligations that expressly survive the termination of this Agreement , and Buyer shall receive a refund of the Deposit , less the Independent Consideration. However, should Buyer proceed with the purchase of the Property, the Deposit shall be applicable to the Purchase Price and non-refundable to Buyer. If Buyer elects to proceed with the purchase of the Property as provided herein, Buyer shall provide Seller and Escrow Company with written not ice of such election (“ Notice to Proceed ”), on or before the expiration of the Due Diligence Period. Upon delivery of a Notice to Proceed as provided herein, the Due Diligence Period shall expire. Should Buyer fail to deliver either a Notice of Cancellation or a Notice to Proceed by the end of the Due Diligence Period, a Notice to Proceed shall be deemed given by Buyer.
(b) Physical Inspections. During the Due Diligence Period and until the Close of Escrow, Seller shall afford Buyer and the authorized representatives of Buyer reasonable access at reasonable times to the Property for purposes of satisfying any of Buyer’s Conditions Precedent (defined below) to the Close of Escrow contained herein, and Buyer shall have the right, at Buyer’s sole cost and expense and upon at least 24 hours (one (1) business day) written notice to Seller, to perform such engineering analyses, water, soils and geotec hnical studies, site history investigations, marketing studies, and environmental assessments as Buyer deems necessary in connection with its investigation of the Property, and shall schedule any such physical tests during normal business hours unless othe rwise approved by Seller. If Buyer elects to terminate this Agreement, Buyer shall repair and restore any damage caused to the Property by Buyer’s testing and investigation and leave the Property in substantially the same condition as existed on the Effective Date. Subject to the foregoing, Buyer shall indemnify, defend and hold harmless Seller from and against any and all claims, demands, liabilities, costs, expenses, damages and losses, cause or causes of action, proceeding(s) or suit(s), including reasonable attorneys’ fees, caused by Buyer’s (or its agent’s, employee’s, or representative’s) inspection, testing, occupation or use of Property prior to the Close of Escrow pursuant to this Section; provided, however, that Buyer shall have no responsibility or liability for (a) the pre -existing presence and discovery of Hazardous Substances (defined below), (b) the results or findings of any tests, (c) any negligent or willfully unlawful act or omission of Seller, its agents, employees, consultants or contra ctors, or (d) any adverse condition or defect on or affecting the Property not caused by Buyer or its employees, agents, contractors, or subcontractors but discovered during their inspections. (d) Copies of Reports . In the event that this Agreement beco mes terminated for reasons other than Seller’s default, Buyer shall provide Seller, at no cost to Seller, with copies 47 of all reports and studies created pursuant to Buyer’s due diligence investigation for the Property, excepting any reports that are protected from disclosure by law, within five (5) calendar days after the termination date; provided, however, that Buyer makes no warranty as to the completeness or accuracy of such reports and studies and Seller shall accept and rely on such materials at Selle r’s sole risk. The provisions of this Section shall survive the termination of this Agreement.

10. PROPERTY “AS/IS”.
(a) Buyer represents and warrants that, as specified herein, Buyer has, or shall inspect and conduct tests and studies of the Property and that Buyer is or shall be familiar with the general conditions of the Property. Buyer understands and acknowledges that the Property may be subject to earthquake, fire, floods, erosion, high water table, dangerous underground soil conditions, hazardous materials and similar occurrences that may alter its condition or affect is suitability for any proposed use. Seller shall have no responsibility or liability with respect to any such occurrence. Buyer represents and warrants that Buyer is acting and will act only upon information obtained by Buyer directly from Buyer’s own inspection of the Property.

Notwithstanding anything to the contrary contained in this Agreement, the suitability or lack of suitability of the Property for any proposed or intend ed use, or availability or lack of availability of (i) permits or approvals of governmental or regulatory authorities, or (ii) rights with respect to any such proposed or intended use of Property shall not affect the rights or obligations of the Buyer hereunder.
(b) No person on behalf of Seller is authorized to make, and by execution hereof, Buyer acknowledges that no person has made any representation, agreement, statement, warranty, guarantee or promise regarding the Property or the transaction contemplated herein or the zoning, construction, physical condition or other status of the Property except as may be expressly set forth in this Agreement or the Closing Documents . No representation , warranty, agreement, statement, guarantee or promise, if any, made by any person acting in behalf of Seller which is not contained in this Agreement or the Closing Documents will be valid or binding on Seller.
(c) BUYER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS

SPECIFICALLY PROVIDED IN THIS AGREEMENT OR IN THE CLOSING DOCUMENTS,

SELLER HAS NOT MADE, DOES NOT MAKE AND SPECIFICALLY NEGATES AND

DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS,

AGREEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER,

WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUT URE, OF, AS TO, CONCERNING OR WITH RESPECT TO (i) VALUE; (ii) THE INCOME TO BE DERIVED FROM THE PROPERTY; (iii) THE SUITABILITY OF THE PROPERTY FOR ANY

AND ALL ACTIVITIES AND USES WHICH BUYER MAY CONDUCT THEREON, INCLUDING THE POSSIBILITIES FOR FUTURE DEVE LOPMENT OF THE PROPERTY; (iv) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY, PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY; (v) THE MANNER, QUALITY, STATE OF REPAIR OR LACK OF REPAIR OF THE PROPERTY; (vi) THE

NATURE, QUALITY OR CONDI TION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND GEOLOGY; (vii) THE COMPLIANCE OF OR BY 48 THE PROPERTY OR ITS OPERATION WITH ANY LAW, RULES, ORDINANCES OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR BODY; (viii)

COMPLIANCE WITH ANY ENVIRONMENTAL PROTECTION, POLLUTION OR LAND

USE LAWS, RULES, REGULATION, ORDER OR REQUIREMENTS, INCLUDING BUT NOT LIMITED TO TITLE III OF THE AMERICANS WITH DISABILITIES ACT OF 1990,

CALIFORNIA HEALTH & SAFETY CODE, THE FEDERAL WATER POLLUTION

CONTROL ACT, THE FEDERAL RESOURCE CONSERVATION AND RECOVERY ACT, THE U.S. ENVIRONMENTAL PROTECTION AGENCY REGULATIONS AT 40. C.F.R., PART 261, THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT OF 1980, AS AMENDED, THE RESOURCE CONSERVA TION AND RECOVERY ACT OF 1976, THE CLEAN WATER ACT, THE SAFE DRINKING WATER

ACT, THE HAZARDOUS MATERIALS TRANSPORTATION ACT, THE TOXIC

SUBSTANCE CONTROL ACT, AND REGULATIONS PROMULGATED UNDER ANY OF THE FOREGOING (THE “ ENVIRONMENTAL LAWS ”); (ix) THE PRES ENCE OR

ABSENCE OF HAZARDOUS SUBSTANCES AT, ON, UNDER, OR ADJACENT TO THE PROPERTY; (x) THE CONFORMITY OF THE PROPERTY TO PAST, CURRENT OR FUTURE APPLICABLE ZONING OR BUILDING REQUIREMENTS; (xi) DEFICIENCY OF ANY UNDERSHORING; (xii) DEFICIENCY OF ANY DRAINAG E; (xiii) THE FACT THAT

ALL OR PORTION OF THE PROPERTY MAY BE LOCATED ON OR NEAR AN EARTHQUAKE FAULT LINE; (xiv) THE EXISTENCE OF VESTED LAND USE, ZONING OR BUILDING ENTITLEMENT AFFECTING THE PROPERTY; OR (xv) WITH RESPECT TO ANY OTHER MATTER. FOR THE PURPOSES OF THIS AGREEMENT, “HAZARDOUS SUBSTANCES” MEANS HAZARDOUS MATERIALS, HAZARDOUS OR TOXIC

SUBSTANCES OR WASTES AND SIMILAR TERMS AS USED IN THE ENVIRONMENTAL LAWS. BUYER FURTHER ACKNOWLEDGES AND AGREES THAT TO THE MAXIMUM

EXTENT PERMITTED BY LAW, THE SA LE OF THE PROPERTY AS PROVIDED FOR HEREIN IS MADE ON AN “AS IS” CONDITION AND BASIS WITH ALL FAULTS, AND

THAT SELLER HAS NO OBLIGATION TO MAKE REPAIRS, REPLACEMENTS OR

IMPROVEMENTS EXCEPT AS MAY OTHERWISE BE EXPRESSLY STATED HEREIN OR AS PROVIDED IN THE CL OSING DOCUMENTS . BUYER REPRESENTS, WARRANTS AND COVENANTS TO SELLER THAT, EXCEPT FOR SELLER’S EXPRESS

REPRESENTATIONS AND WARRANTIES SPECIFIED IN THIS AGREEMENT OR IN THE

CLOSING DOCUMENTS , BUYER IS PURCHASING THE PROPERTY BASED ON BUYER’S OWN INVESTIGATION OF THE PROPERTY.

Except for the representations and warranties of Seller contained in this Agreement and in the Closing Documents, Buyer shall rely solely upon Buyer’s own knowledge of the Property based on its investigation of the Property and its own inspection of the Property in determining the Property’s physical condition. With the exception of claims relating to or arising out of a breach of any of Seller’s representations and warranties herein or in the Closing Documents , or any of Seller’s repre sentations or warranties herein or in the Closing Documents being untrue or misleading, Buyer and anyone claiming by, through or under Buyer hereby waives his/her/its right to recover from and fully irrevocably releases Seller, its elected and appointed officials, employees, officers, directors, representatives, agents, servants, attorneys, affiliates, parent, subsidiaries, successors, and assigns, and all persons, firms, corporations and organizations in its behalf (“Released Parties”) from any and all cla ims that it may now have or hereafter acquire 49 against any of the Released Parties for any costs, loss, liability, damage, expenses, demand, action or cause of action arising from or related to any construction defects, errors, omissions or other conditions, latent or otherwise, including environmental matters, affecting the Property, or any portion thereof. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would mat erially affect Buyer’s release to Seller. Buyer specifically waives the provision of California Civil Code Section 1542, which provides as follows:
“A GENERAL RELEASE DO ES NOT EXTEND TO CLA IMS

THAT THE CREDITOR OR RELEASING PARTY DOE S NOT

KNOW OR SUSPECT TO EXIST IN HIS OR H ER FAVOR AT

THE TIME OF EXECUTIN G THE RELEASE AND TH AT, IF

KNOWN BY HIM OR HER, WOULD HAVE MATERIAL LY

AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR
OR RELEASED PARTY.”
In this connection and to the extent permitted by law, Buyer hereby agrees represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to him/her/it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit Seller from any such unknown cause of action, claims, demands, debts, controversies, damages, costs, losses and expenses which might in any way be included as a material portion of the consideration given to Seller by Buyer i n exchange for Seller’s performance hereunder.

Buyer shall defend, indemnify and save the Released Parties from and against any and all loss, expense, claims, demands, costs including attorneys’ fees and costs of any kind or character that the Released Parties may at any time incur by reason of any liability arising out of or in connection with the physical condition of the Property occurring after the Close of Escrow , including, without limitation, construction defects, errors, omissions or the conditio ns, latent or otherwise, including environmental matters affecting the Property, including repair, clean -up or detoxification or preparation and implementation of any removal, remedial response, closure or other plan concerning any petroleum products and/or any toxic, dangerous or hazardous chemicals, materials, substances, pollutants and wastes, in violation of applicable laws, rules or regulations, exposure to which is prohibited, limited or regulated by any requirement of any governmental authority, or if not so prohibited, limited or regulated, which may pose a hazard to the health and safety of the occupants of the Property or the occupants and/or owners of property near the Property. The obligations of Buyer in this paragraph shall not apply in the event any loss, expense, claim, demand, or cost, arises out of a breach of any of Seller’s representations and warranties, or of any of Seller’s representations or warranties being untrue or misleading, Seller and Buyer have initialed this Section 10 to furth er indicate their awareness and acceptance of each and every provision.
50 ___________________________ __________________________ SELLER’S INITIALS BUYER’S INITIALS

11. DEFAULT/REMEDIES.

11.1 Events of Default. In addition to other acts or omissions of a Party that may legally or equitably constitute a Default or breach of this Agreement, the occurrence of any of the following specific events shall constitute an “Event of Default” under this Agreement:
(a) Monetary Default. If a Monetary Default occu rs and continues for seven (7) days after written notice from the Seller, specifying in reasonable detail the amount of money not paid and the nature and calculation of each such payment. (b) Bankruptcy or Insolvency . If , prior to the Close of Escrow, the Buyer ceases to do business as a going concern, ceases to pay its debts as they become due or admits in writing that it is unable to pay its debts as they become due, or becomes subject to any Bankruptcy Proceeding (except an involuntary Bankruptcy Proceeding dismissed within sixty (60) days after commencement), or a custodian or trustee is appointed to take possession of, or an attachment, execution or other judicial seizure is made with respect to, substantially all of the Buyer’s assets or the Buyer ’s interest in this Agreement (unless such appointment, attachment, execution, or other seizure was involuntary and is contested with diligence and continuity and vacated and discharged within sixty (60) days).
(c) Breach of Representation or Warranty . If a ny representation, warranty or disclosure made by the Seller or by the Buyer in this Agreement is materially false or misleading.
(d) Deposit of Funds, Bonds or Other Security . If the Buyer fails to make any deposit of funds or provide or maintain any bond or other security required under this Agreement within seven (7) days’ after Notice of such Default to the Buyer. (e) Non-Monetary Default. If any Non -Monetary Default occurs and the defaulting party does not cure such Non-Monetary Default within thirty (30) days after Notice from the non-defaulting party describing the Default in reasonable detail, or, in the case of a Non- Monetary Default that cannot with reasonable due diligence be cured within thirty (30) days from such Notice, if the defaulting party shall not: (a) within thirty (30) days after the Notice, advise the non-defaulting party of the defaulting party’s intention to take all reasonable steps to cure such Non-Monetary Default; (b) duly commence such cure within such period, and then diligently prosecute such cure to completion; and (c) complete such cure within a reasonable time under the circumstances.
(f) Transfer. The occurrence, prior to the Close of Escrow, of a transfer other than a Permitted Transfer, whether volunta rily or involuntarily or by operation of Law, in violation of the terms and conditions of this Agreement. 51 11.2 THE BUYER WAIVES ANY RIGHT TO MAINTAIN AN ACTION

AGAINST THE SELLER FOR SPECIFIC PERFORMANCE OF ANY TERM OR PROVISION OF THIS AGREEMENT, PRIOR TO THE CLOSE OF ESCROW. UPON THE OCCURRENCE

OF AN EVENT OF DEFAULT BY THE SELLER, PRIOR TO THE CLOSE OF ESCROW, THE

BUYER SHALL BE LIMITED TO RECOVERING ANY AMOUNTS ACTUALLY

EXPENDED BY THE BUYER IN REASONABLE RELIANCE ON THIS AGREEMENT,

PRIOR TO THE DATE OF THE OCCURRENCE OF THE DEFAULT BY THE SELLER, NOT TO EXCEED AN AGGREGATE AMOUNT OF TEN THOUSAND DOLLARS ($10,000) AND

FURTHER, THE SELLER SHALL WAIVE ANY REQUIREMENT THAT THE PROPERTY

BE ACQUIRED BY THE BUYER, OR ANY AFFILIATE OF THE BUYER, AS A CONDITION

OF APPROVAL OF THE PENDING PROJECT FOR THE CONSTRUCTION BY BUYER , AND THE ANTICIPATED OPERATION BY BUYER’S AFFILIATE, OF AN INDUSTRIAL COMMERCE CENTER FACILITY ON A PARCEL ADJOINING THE PROPERTY . THE

BUYER WAIVES ANY RIGHT TO RECOVER ANY OTHER SUMS FROM THE SELLER ARISING FROM A DEFAULT BY THE SELLER, PRIOR TO THE CLOSE OF ESCROW.

THE BUYER ACKNOWLEDGES THE PROTECTIONS OF CIVIL CODE SECTION 1542

RELATIVE TO THE WAIVERS AND RELEASES CONTAINED IN THIS SECTION, WHICH CIVIL CODE SECTION READS AS FOLLOWS:

A GENERAL RELEASE DO ES NOT EXTEND TO CLA IMS THAT THE

CREDITOR OR RELEASING PARTY DOES NOT KNO W OR SUSPECT TO

EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE

RELEASE AND THAT, IF KNOWN BY HIM OR HER , WOUL D HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMEN T WITH THE
DEBTOR OR RELEASED PARTY.

BY INITIALING BELOW, THE BUYER KNOWINGLY AND VOLUNTARILY WAIVES THE PROVISIONS OF SECTION 1542 SOLELY IN CONNECTION WITH THE WAIVERS AND RELEASES OF THIS SECTION.

__________________
Initials of Authorized
Buyer Representative

11.3 LIQUIDATED DAMAGES. THE PARTIES AGREE THAT IT WOULD

BE IMPRACTICAL OR EXTREMELY DIFFICULT TO FIX PRIOR TO SIGNING THIS

AGREEMENT, THE ACTUAL DAMAGES WHICH WOULD BE SUFFERED BY SELLER IF BUYER FAILS TO PERFORM BUYER’S OBLIGATIONS UNDER THIS AGREEMENT.

THEREFORE, IF AFTER SATISFACTION OR WAIVER OF ALL CONDITIONS PROVIDED

FOR IN THIS AGREEMENT, OR FAILURE OF ANY CONDITION DUE TO BUYER'S

BREACH HEREUNDER, THIS AGREEMENT FAILS TO CLOSE AS A RESULT OF BUYER’S BREACH, THE SELLER WILL BE ENTITLED TO RETAIN AS LIQUIDATED DAMAGES THE DEPOSIT OF NINE HUNDRED FORTY DOLLARS ($ 940.00) AS SELLER’S SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT, WHICH WILL 52 BE RELEASED TO SELLER. UP ON PAYMENT OF SAID SUMS TO SELLER, BUYER WILL BE RELEASED FROM ANY FURTHER LIABILITY UNDER THIS AGREEMENT. _______________ _______________
Buyer Initials Seller Initials

11.4 Legal Actions. Following the Close of Escrow, either Party may institute legal action to cure, correct or remedy any Default, to recover damages for any Default, or to obtain any other remedy available to that Party under this Agreement, at law or in equity regarding any Default. Any such legal action must be instituted in the Superior Court of the State of California in San Bernardino County, in any other appropriate court within the County, or in the United States District Court with jurisdiction in the County.

12. BROKER’S COMMISSION/ESCROW FEES.

Seller shall not be responsible for any of Buyer’s real estate brokerage or sales commissions, finder fees or similar charges that may arise from or be related to this Agreement.

Seller represents that it has not used a broker or finder in connection with this Agreement. Buyer shall be solely responsible for any real estate brokerage or sales commissions, finder fees or similar charges that may arise from or be related to this Agreement that are claimed by any person engaged by the Buyer relating to the Property or this Agreement , and, Buyer shall indemnify the Seller from any such claims for real estate brokerage or sales commissions, finder fees or similar charges from any person engaged by Buyer. Except as specifically set forth otherwise in this Agreement, escrow/title fees will be split equally between Buyer and Seller.

13. MISCELLANEOUS.
(a) Authority. Each individual and entity executing this Agreement hereby represents and warrants that he/she/it has the capacity set forth on the signature pages hereof with full power and authority to bind the party on whose behalf he or it is executing this Agreement to the terms hereof.
(b) Entire Agreement . This Agreement and the exhibits hereto is the entire Agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether oral or written, between the parties with respect to the matters contained in this Agreement. Any waiver, modification, consent or acquiescence with respect to any provision of this Agreement shall be set forth in writing and duly executed by or in behalf of the party to be bound thereby. No waiver by any party of any breach hereunder shall be deemed a waiver of any other or subsequent breach.
(c) Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument. The signature page of any counterpart may be detached therefrom without impairing the legal effect of the signatures(s) thereon provided such signature page is attached to any other counterpart identical thereto except having additional signature pages executed by other parties to this Agreement attached hereto. 53 (d) Time of Essence . Time is of the essence in the performance of and compliance with each of the provisions and conditions of this Agreement. (e) Notices. Any communication, notice or demand of any kind whatsoever which either party may be required or may de sire to give to or serve upon the other shall be in writing and delivered by personal service (including express or courier service), by electronic communication (if receipt is confirmed in writing ), or by recognized overnight courier with delivery costs prepaid (e.g., FedEx):

Buyer: CPL Slover LLC, a Delaware limited liability company c/o Panattoni Development Company, Inc.

Attn: Jacob R. LeBlanc, Local Partner
2442 Dupont Drive
Irvine, California 92612
Telephone: (949) 296-2943
Email: [email protected]

Seller: City of Fontana
Attn: City Manager
8353 Sierra Ave.

Fontana, CA 92335

With a Copy to: Fontana City Attorney
2855 East Guasti Road
Suite 400
Ontario, CA 91761

Escrow Company: First American Title Insurance Company Attn: Phyllis Chambers
3281 East Guasti Road, Suite 440
Ontario, CA 91761
Telephone: (909) 518-0552
Email: [email protected]

Title Company: First American Title Insurance Company
Attn: Greg Franke
3281 East Guasti Road, Suite 440
Ontario, CA 91761
Telephone: (909) 510-6233
Email: [email protected]

Any party may change its address for notice by wr itten notice given to the other in the manner provided in this Section. Any such communication notice or demand shall be deemed to have been duly given or served on the date personally served, if by personal service, one (1) day after the date of written acknowledgment of receipt, if by electronic communication, and one (1) day after deposit with recognized overnight courier.
54 (f) Further Actions. The parties agree to execute such other instruments and to do such further acts as may be reasonably necessary to carry out the provisions of this Agreement. (g) Construction. Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law; but, if any provision of this Agreement shall be invalid or prohibited thereunder, such invalidity or prohibition shall be construed as if such invalid or prohibited provision had not been inserted herein and shall not affect the remainder of such provision or the remaining provisions of this Agreement. (h) Interpretation. The language in all parts of this Agreement shall be in all cases construed simply according to its fair meaning and not strictly for or against any of the parties hereto. Section headings of this Agreement are solely for convenience of reference and shall no t govern the interpretation of any of the provisions of this Agreement. References to “Sections” are to Sections of this Agreement, unless otherwise specifically provided. (i) Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California.
(j) Attorneys’ Fees. If any action is brought by either party against the other party, the prevailing party shall be entitled to recover from the other party reasonable attorneys’ fees, costs and expenses incurred in con nection with the prosecution or defense of such action.

For purposes of this Agreement, the term “attorneys’ fees” or “attorneys’ fees and costs” shall mean the fees and expenses of counsel to the parties hereto. (k) Relationship of Parties. Notwithstanding anything to the contrary contained herein, this Agreement shall not be deemed or construed to make the parties hereto partners or joint venturers, or to render either party liable for any of the debts or obligations of the other, it being the intention of the parties to merely create the relationship of Seller and Buyer with respect to the Property to be conveyed as contemplated hereby.
(l) No Recording. This Agreement, or a memorandum thereof, shall not be recorded or filed in the public land or other public records of any jurisdiction by either party and any attempt to do so may be treated by the other party as a breach of this Agreement. (m) Assignment. Buyer shall neither assign its rights nor delegate its obligations hereunder without obtaining Seller’s prior written consent, which may be withheld in Seller’s sole discretion. Notwithstanding the foregoing, Buyer may, at any time prior to the Close of Escrow and without Seller’s prior written consent but upon ten (10) day’s prior written notice to Seller , assign its rights and obligations hereunder to an entity that controls, is controlled by or under common control with Buyer ( “Affiliate”). Any other purported or attempted assignment or delegation without obtaining Seller’s prior written consent shall be void and of no effect. (n) Binding Effect. Subject to the restrictions on transfer set forth in subsection (m) hereof, this Agreement shall be binding upon and inure to the benefits of the heirs, successors and assigns of the parties hereto.
55 (o) Effective Date. This Agreement shall be effective as of the date upon which it is executed by the final party executing the same (the “Effective Date”).

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

SIGNATURE PAGE FOLLOWS

56 SIGNATURE PAGE
TO

PURCHASE AND SALE AGREEMENT

AND JOINT ESCROW INSTRUCTIONS

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives as of the date first above written.

Dated:

SELLER:

CITY OF FONTANA,
a California municipal corporation

Matthew Ballantyne
City Manager

ATTEST:

CITY CLERK

APPROVED AS TO FORM:

CITY ATTORNEY

Dated:

57 BUYER:

CPL SLOVER LLC,
a Delaware limited liability company

By: CP LOGISTICS PLATFORM, LLC,
a Delaware limited liability company, its Sole
Member

By: PANATTONI CLP, LLC,
a Delaware limited liability company, its
Administrator

By: PANATTONI CLP OPERATOR, LLC,
A Delaware limited liability company, its
Manager

By:

Name: William Bullen
Its: Vice President

58 59

EXHIBIT “B”
60 GRANT DEED

RECORDING REQUESTED BY

AND WHEN RECORDED MAIL TO:

City of Fontana
8353 Sierra Ave.

Fontana, CA 92335
Attention: City Manager

GRANT DEED
The undersigned Grantor declares:

Exempt from fee per GC 27388.1(a)(2); recorded in connection with a transfer subject to the imposition of documentary transfer tax

Documentary transfer tax payable to San Bernardino County $__________ City of Fontana Tax $ ____________
( ) Computed on the consideration or value of property conveyed; OR
( ) Computed on the consideration or value less liens or encumbrances remaining at time of sale.
( ) Unincorporated area (X) City of Fontana

CITY OF FONTANA, a California municipal corporation (hereinafter referred to as "Grantor"),

FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, does hereby GRANT and CONVEY to

CPL Slover LLC, a Delaware limited liability company (hereinafter referred to as "Grantee"),

Fee simple absolute title to that certain property more fully described in EXHIBIT “A” and depicted in EXHIBIT “B”, both attached hereto and incorporated herein by reference.

IN WITNESS WHEREOF, Grantor has caused this instrument to be executed on the date set forth below.

Dated: __________ CITY OF FONTANA, a California municipal corporation

By: _____________________________
Matthew Ballantyne
City Manager
APN: 0236-021-02 SPACE ABOVE THIS LINE FOR RECORDER'S USE 61 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF

COUNTY OF

On ______________, 2023 before me, __________________________________, Notary Public, personally appeared __________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

__________________________________________ [Seal]
Signature of Notary Public

__________________________________________
My Commission Expires:

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
62 63

64 PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS

THIS PURCHASE AND SALE AGREEMENT AND JOINT ESCROW
INSTRUCTIONS (this “Agreement”) is dated for reference purposes as of _________, 2023 (the “Effective Date”), by and between CPL Slover LLC, a Delaware limited liability company (“Buyer”) and City of Fontana, a California municipal corporation (“Seller”).

RECITALS:

A. Seller is the owner of that certain real property located in the City of Fontana, County of San Bernardino, State of California, commonly referred to as a portion of Assessor Parcel Number 0236-021-02 and legally described and depicted on Exhibit “A” attached hereto and incorporated herein by this reference (the “Property”).

B. Buyer desires to acquire and Seller desires to sell the Property for the consideration and on the terms and conditions set forth in this Agreement.

NOW, THEREFORE, IN CONSIDERATION OF THE PROMISES CONTAINED

HEREIN, AND FOR OTHER GOOD AND VALUABLE CONSIDERATION, THE

RECEIPT AND SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED, THE PARTIES AGREE AS FOLLOWS:

1. AGREEMENT TO PURCHASE AND SELL.

Seller agrees to sell, assign and convey to Buyer, and Buyer agrees to purchase from Seller, all of Seller’s right, title and interest in and to the Property. The Property includes, at no additional cost to Buyer, all intangible property or rights therein or thereto now owned or held by Seller which arise from or are related to any portion of the real property or improvements comprising the Property (the “Intangible Property”), including, but not limited to, benefits and rights pursuant to any and all certificates of occupancy, zoning approvals, variances, permits, transferable guarantees and warranties covering the Property or any part thereof; provided, however, that Buyer shall not be deemed to have assumed those obligations of Seller under any agreements unless otherwise specified in writing. To the ex tent owned by Seller, the Property also includes at no additional cost to Buyer all rights which are appurtenant thereto, including those related to all minerals, oil, gas and other hydrocarbon substances on or under the Property as well as all development rights, water rights, easements, rights of way, licenses and tenant improvements.

2. CONSIDERATION.
(a) Purchase Price. The purchase price for the Property is Nine Hundred Forty Dollars ($940.00) (“Purchase Price”), which Buyer and Seller agree is no less than the fair market value of the Property in its condition as of Close of Escrow. (b) Deposit. Within five (5) days following execution of this Agreement, Buyer shall deposit into Escrow a deposit in the full amount of the Purchase Price (the “Deposit”) by 65 wire transfer or cash or cashier’s check drawn on good and sufficient funds on a federally insured bank in the State of California and made payable to the order of the Escrow Company (“Immediately Available Funds”). The Purchase Price deposited pursuant to this subsection (b) shall be non-refundable, except as otherwise provided in this Agreement; provided, however, that, notwithstanding any other provision of this Agreement to the contrary, $100.00 of the Purchase Price shall not be re fundable to Buyer under any circumstances (the “Independent Consideration”). The Independent Consideration is separate consideration, bargained for and agreed to by the parties as independent and sufficient consideration for Seller’s execution and delivery of this Agreement.

3. TITLE.
(a) Title Report . Buyer shall wor k with First American Title Insurance Company (referred to herein as both “Escrow Company” and “Title Company”) to have prepared at Buyer’s cost, a preliminary title report (“PTR”) pertaining to the Property. (b) Title Exceptions. Buyer shall take title subject to all exceptions shown in the PTR ( “Permitted Exceptions”) and such other exceptions disclosed in writing by Seller to Buyer prior to the expiration of the Due Diligence Period (defined below) which do not materially affect the use of the Property by Buyer. If exceptions other than the Permitted Exceptions, exist which cannot be removed prior to the Close of Escrow (as defined in Section 8) and such exceptions materially affect the use of the Property, Buyer shall elect, by giving written notice to Seller and Escrow Company, (i) to terminate this Agreement, or (ii) to waive its disapproval of such exceptions, in which case such exceptions shall then be deemed to be Permitted Exceptions.

In the event Buyer elects to terminate this Agreement, Escrow Company shall return to Buyer the Deposit, less the Independent Consideration and escrow, title and cancellation fees and both parties shall be relieved from any liabilities and/or obligations under this Agreement , except those liabilities and/or obligations that explicitly survive expiration or earlier termination of this Agreement.
(c) Title Policy. Title Company shall issue, at the Closing, an ALTA Extended Coverage Owner’s Policy of Title Insurance (the “ Title Policy ”) together with endorsemen ts reasonably requested by Buyer, with liability equal to the Purchase Price, subject only to (A) the Permitted Exceptions; (B) the standard printed exceptions and conditions in the Title Policy; and (C) the general and special taxes and assessments not then delinquent and a lien, if any, for current real property taxes for the fiscal year in effect at the time of the Closing.

4. ESCROW.
(d) Opening of Escrow. Within two (2) days after the Effective Date (defined in Section 13 below), Buyer and Seller each shall deposit a counterpart of this Agreement executed by such party (or either of them shall deposit a copy executed by both Buyer and Seller) with Escrow Company. Buyer and Seller hereby instruct Escrow Compan y to accept and act upon electronic copies of signed documents, including this Agreement, but not including documents that will be recorded. This Agreement, together with such further instructions, if any, as the parties 66 shall provide to Escrow Company by written agreement, shall constitute the joint escrow instructions of the parties . Escrow shall be deemed open ( “Opening of Escrow” or “Opening Date”) upon Escrow Company’s receipt of a fully executed copy or executed counterparts of this Agreement. Buyer and Seller agree to be bound by Escrow Company’s proforma instructions or letter of acceptance, including Escrow Company’s general provisions; provided, however, that in the event of any inconsistency between such additional documents and this Agreement, this Agreement will govern.
(e) Funds and Documents . Seller shall make its deposits into escrow in accordance with Section 6. Buyer shall make its deposits into escrow in accordance with Section 7.
(f) Prorations. Escrow Company shall prorate any real p roperty taxes and assessments on the Property as of the Close of Escrow for the current fiscal year based on the most current official real property tax information available from the County Assessor’s office where the Property is located or from other assessing authorities. If real property tax and assessment figures for the current fiscal year are not available, real property taxes shall be prorated based on real property taxes for the previous year. Seller is a public agency and generally not liable for real property taxes for its period of ownership of the Property. Buyer hereby acknowledges that Seller may receive a supplemental tax bill covering real property taxes and assessments covering its ownership of the Property from the Close of Escrow.
(g) Costs. Buyer shall pay: (a) the documentary transfer tax due (which transfer tax shall not be posted on the Grant Deed), if any, in connection with the consummation of this transaction, (b) the premium for the Title Policy , at minimum, equal to the amo unt of an ALTA Extended Coverage Owner’s Policy and (c) one hundred percent (100%) of all other escrow, title and closing costs. Pursuant to Government Code Section 27383, no recording fee will be payable with respect to the recording of the Grant Deed.

5. CONDITIONS PRECEDENT.
(a) Buyer’s Conditions Precedent. The following shall be conditions precedent to Buyer’s obligation to consummate the purchase and sale transaction contemplated herein (the “Buyer’s Conditions Precedent”):
(i) Buyer shall not have terminated this Agreement in accordance with the provisions of Section 3(b) above.
(ii) Seller shall have delivered to the Escrow Company the items described in Section 6.
(iii) At the Close of Escrow, Buyer shall be placed in possession of the Property, free of any claims to or rights of possession, occupancy or ownership of any party other than Buyer, except for Permitted Exceptions.
67 (iv) There shall be no change in title to the Property after Buyer’s approval of the Title Policy, and no material easement, right of way, encroachment, or encumbrance with respect to the Property but not shown in the Title Policy shall exist. (v) Title Company shall, subject only to payment of the applicable premium, have irrevocably committed to issue the Title Policy to Buyer in the amount of the Purchase Price insuring that Buyer owns marketable fee simple title to the Property, subject to the Permitted Exceptions.
(vi) As of the Close of Escrow , none of the documents or materials provided by Seller to Buyer shall have been rescinded, amended or otherwise modified in a manner which would be materially adverse to Buyer or the Property. (vii) The conditions set forth in this Section are solely for the benefit of Buyer and may be waived only by Buyer. Buyer shall, at all times prior to the termination of this Agreement, have the right to waive any of these conditions; provided that such waiver is in writing. In the event that the conditions are not satisfied or waived by the Buyer, in writing, on or before the Closing, Escrow Company shall return to Buyer the Deposit and interest earned thereon, less the Independent Consideration and title and escrow cancellation fees and both parties shall be released from any liabilities or obligations under thi s Agreement , except such liabilities or obligations that explicitly survive expiration or earlier termination of this Agreement. (b) Seller’s Conditions Precedent. The following shall be conditions precedent to Seller’s obligation to consummate the purchase a nd sale transaction contemplated herein (the “Seller’s Conditions Precedent”):
(i) Buyer shall not have terminated the Agreement in accordance with the terms of this Agreement.
(ii) Buyer shall have delivered to Escrow Company, prior to the Closing, for disbursement as directed hereunder, the Purchase Price in I mmediately Available Funds due from Buyer in accordance with this Agreement. (iii) Buyer shall have delivered to Escrow Company the items described in Section 7.
(iv) The conditions set forth in this Section are solely for the benefit of Seller and may be waived only by Seller. Seller shall, at all times prior to the termination of this Agreement, have the right to waive any of these conditions; provided that such waiver is in writing. In the event that the conditions are not satisfied or waived by the Seller, in writing, on or before the Closing, Escrow Company shall return to Buyer the Deposit and interest earned thereon, the Independent Consideration and title and escrow cancellation fees and both parties shall be released from any liabilities or obligations under this Agreement, except such liabilities or obligations that explicitly survive expiration or earlier termination of this Agreement.
68 6. SELLER’S CLOSING DELIVERIES.

At least one (1) business day prior to the Closing, Seller shall deliver or cause to be delivered to Escrow Company the following:
(a) A deed in the form and content as set forth in Exhibit “B” attached hereto and by this reference incorporated herein (the “Grant Deed”). (b) An affidavit certifying that Seller is not a “foreign person” within the meaning of Section 1445(f)(3) of the Internal Revenue Code of 1986 (the “Certificate of Non - Foreign Status”).
(c) A properly executed California form 590 or other evidence sufficient to establish that Buyer is not required to withhold any funds pursuant to the California Revenue and Taxation Code.
(d) A properly completed and executed Documentary Transfer Tax Affidavit. (e) Any other documents, instruments or agreements reasonably necessary to effectuate the transaction contemplated by this Agreement.

6.1 SELLER’S REPRESENTATIONS AND WARRANTIES.

Notwithstanding any disclaimer of warranties and/or releases in this Agreem ent, Seller represents and warrants to Buyer that (i) Seller has or will obtain all consents necessary for the full performance of Seller’s obligations under this Agreement, and for the actions contemplated to be performed by Seller under this Agreement, (ii) at the Close of Escrow, Seller has the right and full authority to sell the Property to Buyer, (iii) there are no ground leases, mortgages, deeds of trust, or other hypothecation s or security device s (collectively, " Security Device s") affecting the Property or any portion thereof, and Seller shall not create any Security Devices without the prior consent of Buyer, which may be withheld in Buyer’s sole and absolute discretion; and (i v) all Seller representations and warranties are true, correct and not misleading as of the Effective Date and will be true, correct, and not misleading at the Close of Escrow . These representations and warranties shall survive the Close of Escrow.

7. BUYER’S CLOSING DELIVERIES.

At least one (1) business day prior to the Closing, Buyer shall deliver to Escrow Company:
(a) The sums as Escrow Company shall require to pay Buyer’s share of the closing costs, prorations and adjustments set forth herein, in Immediately Available Funds. (b) A fully completed and executed Preliminary Change of Ownership Report. (c) Any other documents, instruments or agreements reasonably necessary to effectuate the transaction as contemplated by this Agreement. 69 7.1 BUYER’S REPRESENTATIONS AND WARRANTIES.

Notwithstanding any disclaimer of warranties and/or release s in this Agreement, Buyer represents and warrants to Seller that (i) Buyer has or will obtain all consents necessary for the full performance of Buyer’s obligations under this Agreement, and for the actions contemplated to be performed by Buyer under this Agreement, (ii) at the Close of Escrow, Buyer has the right and full authority to purchase the Property from Seller, and (iii) all Buyer representations and warranties are true, correct and not misleading as of the Effective Date and will be true, correct, and not misleading at the Close of Escrow. These representations and warranties shall survive the Close of Escrow.

8. CLOSE OF ESCROW.
(a) Closing Period. The purchase and sale described in this Agreement shall close (“Closing” or “Close of Escrow”) no later than fifteen (15) days following the end of the Due Diligence Period, as defined in Section 9 below. Buyer shall have the right to extend the Close of Escrow for three (3) additional thirty (30) day extension periods. Shou ld Buyer elect to exercise an extension, Buyer shall deposit an additional extension deposit of ONE HUNDRED DOLLARS AND NO CENTS ($100.00) into Escrow for each extension (“ Extension Deposit”).

Extension Deposits shall not be credited towards the Purchase Price and shall be non -refundable for any reason.
(b) Authorization to Close . Provided that Escrow Company has not received written notice in a timely manner from Buyer or Seller of the failure of any condition to the Closing or of termination of the escrow, Escrow Company is authorized to close the escrow at such time as (i) Escrow Company has received all items to be delivered by Seller and Buyer pursuant to Sections 6 and 7; (ii) Escrow Company has received confirmation via email from both Seller and Buyer to close; and (iii) Title Company is prepared to issue the Title Policy at Closing. (c) Closing Deliveries . Upon Closing, Escrow Company will deliver the following to Buyer and Seller:
(i) Deliver to Buyer: (A) the Grant Deed by causing it to be recorded in the Official Records of the Office of the County Recorder of San Bernardino County, California; and immediately upon recording, delivering to Buyer a conformed copy of the Grant Deed; (B) California form 590; (C) the Certificate of Non -Foreign Status; (D) any funds deposited by Buyer, and any interest earned thereon, in excess of the amount required to be paid to Seller hereunder; and (E) the Title Policy. (ii) Deliver to Seller: (A) the Purchase Price; and (B) the fully completed and executed Preliminary Change of Ownership Report. (d) Tax Reporting . Escrow Company is hereby designated the “real estate reporting person” and any instructions or settlement statement prepared by Escrow Company shall so provide. Upon the consummation of the transaction contemplated by this Agreement, Escrow Company shall file Form 1099 information return and send the statement to Seller. 70 9. DUE DILIGENCE AND TIME FOR SATISFACTION OF CONDITIONS. (a) Due Diligence Period . Buyer, or its designees, shall commence due diligence with respect to the Property promptly following the Opening of Escrow, and the due diligence period shall be twenty (20) days from Buyer’s receipt of the PTR and all hyperlinked underlying documents (the “Due Diligence Period”). Buyer agrees and acknowledges that Seller has provided to Buyer all materials, reports, and documents in Seller’s possession or control that affect or pertain to the use or occupancy of the Property and has no further obligation hereunder and therefor. At Buyer’s election, Buyer shall have the right to terminate this Agreement at any time during the Due Diligence Period by giving written notice of cancellation (“ Notice of Cancellation”) to Seller and Escrow Company , in which case neither party shall have any further rights or obligatio ns hereunder, except any rights or obligations that expressly survive the termination of this Agreement , and Buyer shall receive a refund of the Deposit , less the Independent Consideration. However, should Buyer proceed with the purchase of the Property, the Deposit shall be applicable to the Purchase Price and non-refundable to Buyer. If Buyer elects to proceed with the purchase of the Property as provided herein, Buyer shall provide Seller and Escrow Company with written notice of such election (“ Notice to Proceed”), on or before the expiration of the Due Diligence Period. Upon delivery of a Notice to Proceed as provided herein, the Due Diligence Period shall expire. Should Buyer fail to deliver either a Notice of Cancellation or a Notice to Proceed by the end of the Due Diligence Period, a Notice to Proceed shall be deemed given by Buyer.
(b) Physical Inspections. During the Due Diligence Period and until the Close of Escrow, Seller shall afford Buyer and the authorized representatives of Buyer reasonable access at reasonable times to the Property for purposes of satisfying any of Buyer’s Conditions Precedent (defined below) to the Close of Escrow contained herein, and Buyer shall have the right, at Buyer’s sole cost and expense and upon at least 24 hours (one (1) business day) written notice to Seller, to perform such engineering analyses, water, soils and geotechnical studies, site history investigations, marketing studies, and environmental assessments as Buyer deems necessary in connection with its investigation of the Property, and shall schedule any such physical tests during normal business hours unless otherwise approved by Seller. If Buyer elects to terminate this Agreement, Buyer shall repair and restore any damage caused to the Property by Buyer’s testing and investigation and leave the Property in substantially the same condition as existed on the Effective Date. Subject to the foregoing, Buyer shall indemnify, defend and hold harmless Seller from and agai nst any and all claims, demands, liabilities, costs, expenses, damages and losses, cause or causes of action, proceeding(s) or suit(s), including reasonable attorneys’ fees, caused by Buyer’s (or its agent’s, employee’s, or representative’s) inspection, te sting, occupation or use of Property prior to the Close of Escrow pursuant to this Section; provided, however, that Buyer shall have no responsibility or liability for (a) the pre -existing presence and discovery of Hazardous Substances (defined below), (b) the results or findings of any tests, (c) any negligent or willfully unlawful act or omission of Seller, its agents, employees, consultants or contractors, or (d) any adverse condition or defect on or affecting the Property not caused by Buyer or its empl oyees, agents, contractors, or subcontractors but discovered during their inspections. 71 (d) Copies of Reports . In the event that this Agreement becomes terminated for reasons other than Seller’s default, Buyer shall provide Seller, at no cost to Seller, with copies of all reports and studies created pursuant to Buyer’s due diligence investigation for the Property, excepting any reports that are protected from disclosure by law, within five (5) calendar days after the termination date; provided, however, that Buyer makes no warranty as to the completeness or accuracy of such reports and studies and Seller shall accept and rely on such materials at Seller’s sole risk. The provisions of this Section shall survive the termination of this Agreement.

10. PROPERTY “AS/IS”.
(a) Buyer represents and warrants that, as specified herein, Buyer has, or shall inspect and conduct tests and studies of the Property and that Buyer is or shall be familiar with the general conditions of the Property. Buyer understands and acknowledges that the Property may be subject to earthquake, fire, floods, erosion, high water table, dangerous underground soil conditions, hazardous materials and similar occurrences that may alter its condition or affect is suitability for any proposed use. Seller shall have no responsibility or liability with respect to any such occurrence. Buyer represents and warrants that Buyer is acting and will act only upon information obtained by Buyer directly from Buyer’s own inspection of the Property.

Notwithstanding anything to the contrary contained in this Agreement, the suitability or lack of suitability of the Property for any proposed or intended use, or availability or lack of availability of (i) permits or approvals of governmental or regulatory authorities, or (ii) rights with respect to any such proposed or intended use of Property shall not affect the rights or obligations of the Buyer hereunder.
(b) No person on behalf of Seller is authorized to make, and by execution hereof, Buyer acknowledges that no person has made any representation, agreement, statement, warranty, guarantee or promise regarding the Property or the transaction contemplated herein or the zoning, construction, physical condition or other status of the Property except as may be expressly set f orth in this Agreement or the Closing Documents . No representation , warranty, agreement, statement, guarantee or promise, if any, made by any person acting in behalf of Seller which is not contained in this Agreement or the Closing Documents will be valid or binding on Seller.
(c) BUYER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS

SPECIFICALLY PROVIDED IN THIS AGREEMENT OR IN THE CLOSING DOCUMENTS,

SELLER HAS NOT MADE, DOES NOT MAKE AND SPECIFICALLY NEGATES AND

DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS,

AGREEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER,

WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS TO, CONCERNING OR WITH RESPECT TO (i) VALUE; (ii) THE INCOME TO BE DERIVED FROM THE PROPERTY; (iii) THE SUITABILITY OF THE PROPERTY FOR ANY

AND ALL ACTIVITIES AND USES WHICH BUYER MAY CONDUCT THEREON, INCLUDING THE POSSIBILITIES FOR FUTURE DEVELOPMENT OF THE PROPERTY; (iv) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY, PROFITABILITY OR FITNESS FOR A PARTICU LAR PURPOSE OF THE PROPERTY; (v) THE MANNER, 72 QUALITY, STATE OF REPAIR OR LACK OF REPAIR OF THE PROPERTY; (vi) THE

NATURE, QUALITY OR CONDITION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND GEOLOGY; (vii) THE COMPLIANCE OF OR BY

THE PR OPERTY OR ITS OPERATION WITH ANY LAW, RULES, ORDINANCES OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR BODY; (viii)

COMPLIANCE WITH ANY ENVIRONMENTAL PROTECTION, POLLUTION OR LAND

USE LAWS, RULES, REGULATION, ORDER OR REQUIREMENTS, INCLUDING BU T NOT LIMITED TO TITLE III OF THE AMERICANS WITH DISABILITIES ACT OF 1990,

CALIFORNIA HEALTH & SAFETY CODE, THE FEDERAL WATER POLLUTION

CONTROL ACT, THE FEDERAL RESOURCE CONSERVATION AND RECOVERY ACT, THE U.S. ENVIRONMENTAL PROTECTION AGENCY REGULATIONS AT 40. C.F.R., PART 261, THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT OF 1980, AS AMENDED, THE RESOURCE CONSERVATION AND RECOVERY ACT OF 1976, THE CLEAN WATER ACT, THE SAFE DRINKING WATER

ACT, THE HAZARDOUS MATERIALS TRANSPORTATIO N ACT, THE TOXIC

SUBSTANCE CONTROL ACT, AND REGULATIONS PROMULGATED UNDER ANY OF THE FOREGOING (THE “ ENVIRONMENTAL LAWS ”); (ix) THE PRES ENCE OR

ABSENCE OF HAZARDOUS SUBSTANCES AT, ON, UNDER, OR ADJACENT TO THE PROPERTY; (x) THE CONFORMITY OF THE PROPERTY T O PAST, CURRENT OR FUTURE APPLICABLE ZONING OR BUILDING REQUIREMENTS; (xi) DEFICIENCY OF ANY UNDERSHORING; (xii) DEFICIENCY OF ANY DRAINAGE; (xiii) THE FACT THAT

ALL OR PORTION OF THE PROPERTY MAY BE LOCATED ON OR NEAR AN EARTHQUAKE FAULT LINE; (xiv) THE E XISTENCE OF VESTED LAND USE, ZONING OR BUILDING ENTITLEMENT AFFECTING THE PROPERTY; OR (xv) WITH RESPECT TO ANY OTHER MATTER. FOR THE PURPOSES OF THIS AGREEMENT, “HAZARDOUS SUBSTANCES” MEANS HAZARDOUS MATERIALS, HAZARDOUS OR TOXIC

SUBSTANCES OR WASTES AND SIMILAR TERMS AS USED IN THE ENVIRONMENTAL LAWS. BUYER FURTHER ACKNOWLEDGES AND AGREES THAT TO THE MAXIMUM

EXTENT PERMITTED BY LAW, THE SALE OF THE PROPERTY AS PROVIDED FOR HEREIN IS MADE ON AN “AS IS” CONDITION AND BASIS WITH ALL FAULTS, AND

THAT SELLER H AS NO OBLIGATION TO MAKE REPAIRS, REPLACEMENTS OR

IMPROVEMENTS EXCEPT AS MAY OTHERWISE BE EXPRESSLY STATED HEREIN OR AS PROVIDED IN THE CLOSING DOCUMENTS . BUYER REPRESENTS, WARRANTS AND COVENANTS TO SELLER THAT, EXCEPT FOR SELLER’S EXPRESS

REPRESENTATIONS AND WARRANTIES SPECIFIED IN THIS AGREEMENT OR IN THE

CLOSING DOCUMENTS , BUYER IS PURCHASING THE PROPERTY BASED ON BUYER’S OWN INVESTIGATION OF THE PROPERTY.

Except for the representations and warranties of Seller contained in this Agreement and in the Closing Documents, Buyer shall rely solely upon Buyer’s own knowledge of the Property based on its investigation of the Property and its own inspection of the Property in determining the Property’s physical condition. With the exception of claims relating to or arising out of a breach of any of Seller’s representations and warranties herein or in the Closing Documents , or any of Seller’s representations or warranties herein or in the Closing Documents being untrue or misleading, Buyer and anyone claiming by, through or under Buyer hereby waives his/her/its right 73 to recover from and fully irrevocably releases Seller, its elected and appointed officials, employees, officers, directors, representatives, agents, servants, attorneys, affiliates, parent, subsidiaries, successors, and assigns, and all persons, firms, corporations and organizations in its behalf (“Released Parties”) from any and all claims that it may now have or hereafter acquire against any of the Released Parties for any costs, loss, liability, damage, expenses, demand, action or cause of action arising from or related to any construction defects, errors, omissions or other conditions, latent or otherwise, including environmental matters, affecting the Property, or any portion thereof. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. Buyer specifically waives the provision of California Civil Code Section 15 42, which provides as follows:
“A GENERAL RELEASE DO ES NOT EXTEND TO CLA IMS

THAT THE CREDITOR OR RELEASING PARTY DOE S NOT

KNOW OR SUSPECT TO E XIST IN HIS OR HER F AVOR AT

THE TIME OF EXECUTIN G THE RELEASE AND TH AT, IF

KNOWN BY HIM OR HER, WOULD HAVE MATERIA LLY

AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR
OR RELEASED PARTY.”
In this connection and to the extent permitted by law, Buyer hereby agrees represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to him/her/it ma y have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the w aivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit Seller from any such unknown cause of action, claims, demands, debts, controversies, damages, costs, losses and expenses which might in any way be included as a material portion of the consideration given to Seller by Buyer in exchange for Seller’s performance hereunder.

Buyer shall defend, indemnify and save the Released Parties from and ag ainst any and all loss, expense, claims, demands, costs including attorneys’ fees and costs of any kind or character that the Released Parties may at any time incur by reason of any liability arising out of or in connection with the physical condition of t he Property occurring after the Close of Escrow , including, without limitation, construction defects, errors, omissions or the conditions, latent or otherwise, including environmental matters affecting the Property, including repair, clean -up or detoxification or preparation and implementation of any removal, remedial response, closure or other plan concerning any petroleum products and/or any toxic, dangerous or hazardous chemicals, materials, substances, pollutants and wastes, in violation of applicable l aws, rules or regulations, exposure to which is prohibited, limited or regulated by any requirement of any governmental authority, or if not so prohibited, limited or regulated, which may pose a hazard to the health and safety of the occupants of the Prope rty or the occupants and/or owners of property near the Property. The obligations of Buyer in this paragraph shall not apply in the event any loss, expense, 74 claim, demand, or cost, arises out of a breach of any of Seller’s representations and warranties, or of any of Seller’s representations or warranties being untrue or misleading, Seller and Buyer have initialed this Section 10 to further indicate their awareness and acceptance of each and every provision.
___________________________ __________________________ SELLER’S INITIALS BUYER’S INITIALS

11. DEFAULT/REMEDIES.

11.1 Events of Default. In addition to other acts or omissions of a Party that may legally or equitably constitute a Default or breach of this Agreement, the occurrence of any of the following specific events shall constitute an “Event of Default” under this Agreement:
(a) Monetary Default. If a Monetary Default occurs and continues for seven (7) days after written notice from the Seller, specifying in reasonable det ail the amount of money not paid and the nature and calculation of each such payment. (b) Bankruptcy or Insolvency . If , prior to the Close of Escrow, the Buyer ceases to do business as a going concern, ceases to pay its debts as they become due or admits in writing that it is unable to pay its debts as they become due, or becomes subject to any Bankruptcy Proceeding (except an involuntary Bankruptcy Proceeding dismissed within sixty (60) days after commencement), or a custodian or trustee is appointed to take possession of, or an attachment, execution or other judicial seizure is made with respect to, substantially all of the Buyer’s assets or the Buyer’s interest in this Agreement (unless such appointment, attachment, execution, or other seizure was in voluntary and is contested with diligence and continuity and vacated and discharged within sixty (60) days).
(c) Breach of Representation or Warranty . If a ny representation, warranty or disclosure made by the Seller or by the Buyer in this Agreement is materially false or misleading.
(d) Deposit of Funds, Bonds or Other Security . If the Buyer fails to make any deposit of funds or provide or maintain any bond or other security required under this Agreement within seven (7) days’ after Notice of such Default to the Buyer. (e) Non-Monetary Default. If any Non -Monetary Default occurs and the defaulting party does not cure such Non-Monetary Default within thirty (30) days after Notice from the non-defaulting party describing the Default in reasonable detail, or, in the case of a Non- Monetary Default that cannot with reasonable due diligence be cured within thirty (30) days from such Notice, if the defaulting party shall not: (a) within thirty (30) days after the Notice, advise the non-defaulting party of the defaulting party’s intention to take all reasonable steps to cure such Non-Monetary Default; (b) duly commence such cure within such period, and then diligently 75 prosecute such cure to completion; and (c) complete such cure within a reasonable time under the circumstances.
(f) Transfer. The occurrence, prior to the Close of Escrow, of a transfer other than a Permitted Transfer, whether voluntarily or involuntarily or by operation of Law, in violation of the terms and conditions of this Agreement.

11.2 THE BUYER WAIVES ANY RIGHT TO MAINTAIN AN ACTION

AGAINST THE SELLER FOR SPECIFIC PERFORMANCE OF ANY TERM OR PROVISION OF THIS AGREEMENT, PRIOR TO THE CLOSE OF ESCROW. UPON THE OCCURRENCE

OF AN EVENT OF DEFAULT BY THE SELLER, PRIOR TO THE CLOSE OF ESCROW, THE

BUYER SHALL BE LIMITED TO RECOVERING ANY AMOUNTS ACTUALLY

EXPENDED BY THE BUYER IN REASONABLE RELIANCE ON THIS AGREEMENT,

PRIOR TO THE DATE OF THE OCCURRENCE OF THE DEFAULT BY THE SELLER, NOT TO EXCEED AN AGGREGATE AMOUNT OF TEN THOUSAND DOLLARS ($10,000) AND

FURTHER, THE SELLER SHALL WAIVE ANY REQUIREMENT THAT THE PROPERTY

BE ACQUIRED BY THE BUYER, OR ANY AFFILIATE OF THE BUYER, AS A CONDITION

OF APPROVAL OF THE PENDING PROJECT FOR THE CONSTRUCTION BY BUYER , AND THE ANTICIPATED OPERATION BY BUYER’S AFFILIATE, OF AN INDUSTRIAL COMMERCE CENTER FACILITY ON A PARCEL ADJOINING THE PROPERTY . THE

BUYER WAIVES ANY RIGHT TO RECOVER ANY OTHER SUMS FROM THE SELLER ARISING FROM A DEFAULT BY THE SELLER, PRIOR TO THE CLOSE OF ESCROW.

THE BUYER ACKNOWLEDGES THE PROTECTIONS OF CIVIL CODE SECTION 1542

RELATIVE TO THE WAIVERS AND RELEASES CONTAINED IN THIS SECTION, WHICH CIVIL CODE SECTION READS AS FOLLOWS:

A GENERAL RELEASE DO ES NOT EXTEND TO CLA IMS THAT T HE

CREDITOR OR RELEASING PARTY DOES NOT KNO W OR SUSPECT TO

EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE

RELEASE AND THAT, IF KNOWN BY HIM OR HER , WOULD HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMEN T WITH THE
DEBTOR OR RELEASED PARTY.

BY INITIALIN G BELOW, THE BUYER KNOWINGLY AND VOLUNTARILY WAIVES THE PROVISIONS OF SECTION 1542 SOLELY IN CONNECTION WITH THE WAIVERS AND RELEASES OF THIS SECTION.

__________________
Initials of Authorized
Buyer Representative

11.3 LIQUIDATED DAMAGES. THE PARTIES AGREE THAT IT WOULD

BE IMPRACTICAL OR EXTREMELY DIFFICULT TO FIX PRIOR TO SIGNING THIS

AGREEMENT, THE ACTUAL DAMAGES WHICH WOULD BE SUFFERED BY SELLER IF 76 BUYER FAILS TO PERFORM BUYER’S OBLIGATIONS UNDER THIS AGREEMENT.

THEREFORE, IF AFTER SATISFACTION OR WAIVER OF ALL CONDITIONS PROVIDED

FOR IN THIS AGREEMENT, OR FAILURE OF ANY CONDITION DUE TO BUYER'S

BREACH HEREUNDER, THIS AGREEMENT FAILS TO CLOSE AS A RESULT OF BUYER’S BREACH, THE SELLER WILL BE ENTITLED TO RETAIN AS LIQUIDATED DAMAGES THE DEPOSIT OF NINE HUNDRED FORTY DOLLARS ($ 940.00) AS SELLER’S SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT, WHICH WILL BE RELEASED TO SELLER. UPON PAYMENT OF SAID SUMS TO SELLER, BUYER WILL BE RELEASED FROM ANY FURTHER LIABILITY UNDER THIS AGREEMENT. _______________ _______________
Buyer Initials Seller Initials

11.4 Legal Actions. Following the Close of Escrow, either Party may institute legal action to cure, correct or remedy any Default, to recover damages for any Default, or to obtain any other remedy available to that Party under this Agreement, at law or in equity regarding any Default. Any such legal action must be instituted in the Superior Court of the State of California in San Bernardino County, in any other appropriate court within the County, or in the United States District Court with jurisdiction in the County.

12. BROKER’S COMMISSION/ESCROW FEES.

Seller shall not be responsible for any of Buyer’s real estate brokerage or sales commissions, finder fees or similar charges that may arise from or be related to this Agreement.

Seller represents that it has not used a broker or finder in connection with this Agreement. Buyer shall be solely responsible for any real estate brokerage or sales commissions, finder fees or similar charges that may arise from or be related to this Agreement that are claimed by any person engaged by the Buyer relating to the Property or this Agreement , and, Buyer shall indemnify the Seller from any such claims for real estate brokerage or sales commissions, finder fees or similar charges from any person engaged by Buyer. Except as specifically set forth otherwise in this Agreement, escrow/title fees will be split equally between Buyer and Seller.

13. MISCELLANEOUS.
(a) Authority. Each individual and entity executing this Agreement hereby represents and warrants that he/she/it has the capacity set forth on the signature pages hereof with full power and authority to bind the party on whose behalf he or it is executing this Agreement to the terms hereof.
(b) Entire Agreement . This Agreement and the exhibits hereto is the entire Agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether oral or written, between the parties with respect to the matters contained in this Agreement. Any waiver, modification, consent or acquiescence with respect to any provision of this Agreement shall be set forth in writing and duly executed by or in 77 behalf of the party to be bound thereby. No waiver by any party of any breach hereunder shall be deemed a waiver of any other or subsequent breach.
(c) Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument. The sig nature page of any counterpart may be detached therefrom without impairing the legal effect of the signatures(s) thereon provided such signature page is attached to any other counterpart identical thereto except having additional signature pages executed by other parties to this Agreement attached hereto. (d) Time of Essence . Time is of the essence in the performance of and compliance with each of the provisions and conditions of this Agreement. (e) Notices. Any communication, notice or demand of any kind whatsoe ver which either party may be required or may desire to give to or serve upon the other shall be in writing and delivered by personal service (including express or courier service), by electronic communication (if receipt is confirmed in writing ), or by recognized overnight courier with delivery costs prepaid (e.g., FedEx):

Buyer: CPL Slover LLC, a Delaware limited liability company c/o Panattoni Development Company, Inc.

Attn: Jacob R. LeBlanc, Local Partner
2442 Dupont Drive
Irvine, California 92612
Telephone: (949) 296-2943
Email: [email protected]

Seller: City of Fontana
Attn: City Manager
8353 Sierra Ave.

Fontana, CA 92335

With a Copy to: Fontana City Attorney
2855 East Guasti Road
Suite 400
Ontario, CA 91761

Escrow Company: First American Title Insurance Company Attn: Phyllis Chambers
3281 East Guasti Road, Suite 440
Ontario, CA 91761
Telephone: (909) 518-0552
Email: [email protected]

Title Company: First American Title Insurance Company
78 Attn: Greg Franke
3281 East Guasti Road, Suite 440
Ontario, CA 91761
Telephone: (909) 510-6233
Email: [email protected]

Any party may change its address for notice by written notice given to the other in the manner provided in this Section. Any such communication notice or demand shall be deemed to have been duly given or served on the date personally served, if by persona l service, one (1) day after the date of written acknowledgment of receipt, if by electronic communication, and one (1) day after deposit with recognized overnight courier.
(f) Further Actions. The parties agree to execute such other instruments and to do such further acts as may be reasonably necessary to carry out the provisions of this Agreement. (g) Construction. Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law; but, if any provision of this Agreement shall be invalid or prohibited thereunder, such invalidity or prohibition shall be construed as if such invalid or prohibited provision had not been inserted herein and shall not affect the remainder of such provision or the remaining provisions of this Agreement. (h) Interpretation. The language in all parts of this Agreement shall be in all cases construed simply according to its fair meaning and not strictly for or against any of the parties hereto. Section headings of this Agreement are solely for convenience of reference and shall not govern the interpretation of any of the provisions of this Agreement. References to “Sections” are to Sections of this Agreement, unless otherwise specifically provided. (i) Governing Law. This Agreement sha ll be governed by and construed in accordance with the laws of the State of California.
(j) Attorneys’ Fees. If any action is brought by either party against the other party, the prevailing party shall be entitled to recover from the other party reasonable at torneys’ fees, costs and expenses incurred in connection with the prosecution or defense of such action.

For purposes of this Agreement, the term “attorneys’ fees” or “attorneys’ fees and costs” shall mean the fees and expenses of counsel to the parties hereto. (k) Relationship of Parties. Notwithstanding anything to the contrary contained herein, this Agreement shall not be deemed or construed to make the parties hereto partners or joint venturers, or to render either party liable for any of the debts or obl igations of the other, it being the intention of the parties to merely create the relationship of Seller and Buyer with respect to the Property to be conveyed as contemplated hereby.
(l) No Recording. This Agreement, or a memorandum thereof, shall not be recorded or filed in the public land or other public records of any jurisdiction by either party and any attempt to do so may be treated by the other party as a breach of this Agreement. 79 (m) Assignment. Buyer shall neither assign its rights nor delegate its obligations hereunder without obtaining Seller’s prior written consent, which may be withheld in Seller’s sole discretion. Notwithstanding the foregoing, Buyer may, at any time prior to the Close of Escrow and without Seller’s prior written consent but upon ten (10) day’s prior written notice to Seller , assign its rights and obligations hereunder to an entity that controls, is controlled by or under common control with Buyer ( “Affiliate”). Any other purported or attempted assignment or delegation without obtaining Seller’s prior written consent shall be void and of no effect. (n) Binding Effect. Subject to the restrictions on transfer set forth in subsection (m) hereof, this Agreement shall be binding upon and inure to the benefits of the heirs, successors and assigns of the parties hereto.
(o) Effective Date. This Agreement shall be effective as of the date upon which it is executed by the final party executing the same (the “Effective Date”).

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

SIGNATURE PAGE FOLLOWS

80 SIGNATURE PAGE
TO

PURCHASE AND SALE AGREEMENT

AND JOINT ESCROW INSTRUCTIONS

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives as of the date first above written.

Dated:

SELLER:

CITY OF FONTANA,
a California municipal corporation

Matthew Ballantyne
City Manager

ATTEST:

CITY CLERK

APPROVED AS TO FORM:

CITY ATTORNEY

Dated:

81 BUYER:

CPL SLOVER LLC,
a Delaware limited liability company

By: CP LOGISTICS PLATFORM, LLC,
a Delaware limited liability company, its Sole
Member

By: PANATTONI CLP, LLC,
a Delaware limited liability company, its
Administrator

By: PANATTONI CLP OPERATOR, LLC,
A Delaware limited liability company, its
Manager

By:

Name: William Bullen
Its: Vice President

82 83

84 EXHIBIT “B”

GRANT DEED

RECORDING REQUESTED BY

AND WHEN RECORDED MAIL TO:

City of Fontana
8353 Sierra Ave.

Fontana, CA 92335
Attention: City Manager

GRANT DEED
The undersigned Grantor declares:

Exempt from fee per GC 27388.1(a)(2); recorded in connection with a transfer subject to the imposition of documentary transfer tax

Documentary transfer tax payable to San Bernardino County $__________ City of Fontana Tax $ ____________
( ) Computed on the consideration or value of property conveyed; OR
( ) Computed on the consideration or value less liens or encumbrances remaining at time of sale.
( ) Unincorporated area (X) City of Fontana

CITY OF FONTANA, a California municipal corporation (hereinafter referred to as "Grantor"),

FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, does hereby GRANT and CONVEY to

CPL Slover LLC, a Delaware limited liability company (hereinafter referred to as "Grantee"),

Fee simple absolute title to that certain property more fully described in EXHIBIT “A” and depicted in EXHIBIT “B”, both attached hereto and incorporated herein by reference.

IN WITNESS WHEREOF, Grantor has caused this instrument to be executed on the date set forth below.

Dated: __________ CITY OF FONTANA, a California municipal corporation

By: _____________________________
Matthew Ballantyne
City Manager
APN: 0236-021-02 SPACE ABOVE THIS LINE FOR RECORDER'S USE 85 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF

COUNTY OF

On ______________, 2023 before me, __________________________________, Notary Public, personally appeared __________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

__________________________________________ [Seal]
Signature of Notary Public

__________________________________________
My Commission Expires:

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
86 87

88 July 5, 2022
Mr. Michael Sizemore
CPL Slover LLC
2442 Dupont Drive
Irvine, California 92612
Reference: 375 sf portion of Slover Avenue to be acquired via surplus property process, City of Fontana, San Bernardino
County, California.

Dear Mr. Sizemore:

In accordance with your request and authorization, this writing transmits Restricted Use Appraisal Report in accordance with Standards Rule 2-2© of the Uniform Standards of Professional Appraisal Practice (USPAP). The subject property comprises a relatively small - 375 sf - parcel of land, which consists of a former dedicated roadway easement, located contiguous to a proposed industrial project planned for development by CPL Slover LLC.

The purpose of this Restricted Use Appraisal report is to set forth the investigations and analysis leading to our opinion of the as is fee simple market value of the subject property. The date of value is July 1, 2022, which corresponds to the last date of inspection; all references to property use and description relate to the date of value. The report is dated July 5, 2022, which generally corresponds to the completion of the investigations, analysis of relevant data and the completion of this report document.

The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with: the appraisal guidelines of the requirements of the Code of Professional Ethics & Standards of Professional Appraisal Practice of the Appraisal Institute, which include the Uniform Standards of Professional Appraisal Practice (USPAP). 38 61st Place
Long Beach, CA 90803
Phone: 562.881.3998
Fax: 562.434.5315
Email: [email protected]
1 89
Mr. Michael Sizemore
CPL Slover LLC
July 5, 2022

This report is a Restricted Use Appraisal Report in accordance with Standards Rule 2-2© of the Uniform Standards of Professional Appraisal Practice (USPAP). As such, it presents only summary discussions of the data, reasoning, analyses that were used in the appraisal process to develop the appraiser’s opinion of value. Supporting documentation concerning the data, reasoning, and analyses has been retained in the appraiser’s work files. The depth of discussion contained in this report was limited based upon the clients specific verbal and written instructions.

As a result of the studies and analyses made, we have formed the opinion that the market values, subject to the attached Limiting Conditions and Certification, are:

As Is Fee Simple Market Value
Nine Hundred Forty Dollars
($940.00)
The values represent cash or cash equivalent terms without any special or creative financing or sales concessions granted by anyone associated with a sale. The following Restricted Use Appraisal is for the exclusive use of CPL Slover LLC and its subsidiaries and/or affiliates, and the City of Fontana.

Respectfully submitted,
Steven P. Sullivan Michael Comstock, MAI
Director, Business Valuation & Real Estate Appraisals Certified General Real Estate Appraiser Auto Dealership Appraisal Group
38 61st Place
Long Beach, CA 90803
Phone: 562.881.3998
Fax: 562.434.5315
Email: [email protected]
2 90

CERTIFICATION
We certify that, to the best of our knowledge and belief, .... - The statements of fact contained in this report are true and correct. - The reported analyses, opinions and conclusions are limited only by the reported assumptions and limiting conditions and are my personal, impartial, and unbiased professional analyses, opinions and conclusions. - We have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved.
- We ave no bias with respect to the property that is the subject of this report or to the parties involved with this assignment.
- Our engagement in this assignment was not contingent upon developing or reporting predetermined results. - Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal.
- Our analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. - Steven P. Sullivan made a personal inspection of the property that is the subject of this report. No other person provided significant professional assistance to my reported analysis and conclusions. Steven P. Sullivan is in conformity with all requirements stated within this certification. - The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics & Standards of Professional Appraisal Practice of the Appraisal Institute, which include the Uniform Standards of Professional Appraisal Practice (USPAP); Title XI of the Federal Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA) and its regulations, the Standards for the Federal Deposit Insurance Corporation (FDIC), 12 CFR Part 323; and 12 CFR Part 34, Subpart C-Appraisals, 34.42 Definitions (g); and the Office of Thrift Supervision (OTS) Federal Regulation 12 CFR, Parts 506, 563, 564 and 571. - The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.
- Steven P. Sullivan and Michael Comstock, MAI have adequate education, previously appraised many properties similar to this type of property, and is familiar with the area. Each is competent to appraise the subject property. Please see the qualifications section of this report for additional information. - We performed no appraisal services regarding the property that is the subject of this report within the three- year period immediately preceding acceptance of this assignment.

Steven P. Sullivan Michael Comstock, MAI
Director, Business Valuation & Real Estate Appraisals Certified General Real Estate Appraiser Auto Dealership Appraisal Group
3 91

COMPETENCY PROVISION
Steven P. Sullivan has adequate education, previously appraised many properties similar to this type of property, and is familiar with the area. As such, Steven P. Sullivan is competent to appraise the subject property. Please see the qualifications section of this report for additional information.

TYPE OF APPRAISAL REPORT
This report is a Restricted Use Appraisal Report in accordance with Standards Rule 2-2© of the Uniform Standards of Professional Appraisal Practice (USPAP). As such, it presents only summary discussions of the data, reasoning, analyses that were used in the appraisal process to develop the appraiser’s opinion of value. Supporting documentation concerning the data, reasoning, and analyses has been retained in the appraiser’s work files. The depth of discussion contained in this report was limited based upon the clients specific verbal and written instructions.

STATEMENT OF OWNERSHIP AND PROPERTY HISTORY
Title to the subject property is vested as follows:

City of Fontana
The subject property’s grant deed was acquired by the city of Fontana September 15, 1993 as instrument number 93-395647. To the best of our knowledge, the subject property has not transferred ownership during the past three years.

IDENTIFICATION OF THE PROPERTY
The subject property comprises a dedicated roadway easement which is scheduled to be abandoned by the city of Fontana. No address has been assigned to the parcel. The property is further identified within the attached Tentative Parcel Map No. 20508.

CLIENT AND INTENDED USERS
The client and intended user of this report is Mr. Michael Sizemore, CPL Slover LLC, its subsidiaries and/or affiliates, and the City of Fontana. The report is based, in part, upon documents, writings, and other information provided by the client. The depth of discussion contained herein is specific to the client’s needs and for the stated use. Use of this report by anyone other than the stated intended user and for any other use than the stated intended use, is prohibited. 4 92

CLIENT AND INTENDED USERS
The appraiser is unaware of any other users as specified in the engagement of this assignment.

PURPOSE OF THE APPRAISAL
The purpose of this appraisal report is to set forth the investigations and analyses leading to our opinion of the as is fee simple market value of the subject property.

FUNCTION / USE OF REPORT
For use by the Mr. Michael Size more for internal decision making purposes and the city of Fontana.

It may not be used in connection with a federally related transaction per FIRREA.

DEFINITION OF MARKET VALUE
Market value means 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 interest;

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 property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.1 1 Office of the Comptroller of the Currency under 12 CFR, Part 34, Subpart C-Appraisals, 34.42 Definitions (g). 5 93

DEFINITION OF MARKET VALUE AS IS
Market value as is means the value of specific ownership rights to an identified parcel of real estate as of the effective date of the appraisal; relates to what physically exists and is legally permissible and excludes all assumptions concerning hypothetical market conditions or possible rezoning.2

PROPERTY RIGHTS / INTEREST APPRAISED
The existing vacant parcel is not encumbered by lease. The property rights appraised are those of the fee simple estate.

SCOPE OF WORK
The scope of this assignment required investigation of sufficient data relative to the subject property to derive an opinion of value. The investigation undertaken in the preparation of this appraisal report included, but was not limited to, the following: The subject property was inspected to determine the locational and physical characteristics. An investigation was made of the surrounding properties to determine conformity and influences. An investigation was made at the appropriate City/County offices to determine the subject property zoning, development standards, approvals, permits, etc.

Site development plans, building plans and specifications were reviewed to determine size and quality of the existing improvements. A survey was conducted of surrounding competitive properties to obtain land sell data. The resulting data was then analyzed, conclusions were made and, utilizing applicable appraisal techniques, an opinion of market value was formed.

This report is a Restricted Use Appraisal Report in accordance with Standards Rule 2-2© of the Uniform Standards of Professional Appraisal Practice (USPAP). As such, it presents only summary discussions of the data, reasoning, analyses that were used in the appraisal process to develop the appraiser’s opinion of value. Supporting documentation concerning the data, reasoning, and analyses has been retained in the appraiser’s work files. The depth of discussion contained in this report was limited based upon the clients specific verbal and written instructions.

EFFECTIVE DATE OF VALUE
The date of value is July 1, 2022, which corresponds to the last date of inspection; all references to property use and description relate to the date of value. 2 The Dictionary of Real Estate Appraisal, 6th Edition, page 306 (2015 by the Appraisal Institute). 6 94

DATE OF REPORT
July 5, 2022 which generally corresponds to the completion of the investigations, analysis of relevant data and the completion of this report document.

Physical Location:

The subject property consists of a 375 sf
triangular shaped portion of Slover Avenue
which is contiguous to a 289,875 sf
industrial building project planned on the
north side of the intersection of Slover
Avenue & Banana Avenue, city of Fontana,
county of San Bernardino, California. A
satellite photo utilizing Google Pro is
located below.
7 95
Fontana was incorporated in 1952. The city is 36 square miles in size and has a sphere of influence of approximately 56 square miles. As a result of the construction of numerous housing tracts in the southern and northern area of the city, by 2010 Fontana’s population more than doubled from about 20 years prior.

Affordable housing is one of the main sources of Fontana’s overall growth. Because of the high cost of new homes in Los Angeles and Orange County, people began to look elsewhere for their new home purchases. This created a strong demand in the community and Fontana began planning for this boom in 1981. Fontana has eight Specific Planned communities. Each creates a separate environment of parks, recreational facilities, shopping centers, schools, public services and homes.

Ten additional Specific Planned residential communities are under development in the North Fontana area. Altogether, these residential specific plans total over 8,200 acres with over 25,000 residential units.

Four major freeways serve the city. The San Bernardino (10) and Foothill (210) freeways bisect the city in an east-west direction, while the Pomona (60) freeway is near the southern border and the Ontario (15) freeway is at the western boundary. In addition, the (215) freeway is approximately seven miles to the east.

Physical Address: Not available
Legal Description:

Assessor Parcel Number: Not available
Parcel Size: 375 sf per due diligence materials.

Topography: The site is essentially level.

Easements: Based upon inspection of the subject there does not appear to be any easements that would negatively impact the subject property. 8 96
Access/Off-Site
Improvements: The subject property has frontage along Slover and Banana which is proposed to be abandoned. Slover Avenue is a main thoroughfare with two lanes of traffic in each direction, plus turn lanes. The subject has frontage along the northerly line of the frontage road which experiences an average daily traffic county of approximately 15,000 average daily trips, as of 2016 (per the City of Fontana).

Zone Use Designation: The site has a land use designation of Light Industrial (I-L), a zoning of Southwest Industrial Park (SWIP) Specific Plan, and a specific plan designation of Freeway Industrial/Commercial District (FID).

Within the FID, a variety of commercial/industrial uses are permitted.

Utility Availability: All the usual and necessary public utilities are available to the subject property and serviced by the normal agencies.

Flood Zone: Flood Zone X, an area determined to be outside the 100- and 500-year floodplains, per Map No. 06071C8653J, dated 09/02/2016.

Environmental
Observations: The property appears to have no significant archeological, cultural, historical, natural, recreational or scientific value. The property is not affected by the Wetlands Act nor were any endangered species or habitats noted during the inspection. There appear to be no hazardous waste or toxic materials affecting the subject property and to the best of our knowledge, the subject property is not on any Environmental Protection Agency, State, County or Superfund List. It is possible that a tenant has stored some type of hazardous or toxic material on the site or within the building; however, this appraisal is being made under the assumption that no such materials exist. We are not experts in detecting or identifying hazardous substances or material and an expert in this field should be obtained if a more definitive study is desired.
9 97
Highest & Best Use: It is our opinion that the highest and best use of the subject site “As if Vacant” is to hold the land for a industrial warehouse development in conjunction with adjacent land. The subject parcel is too small and has no value as an independent stand-alone parcel.

VALUATION
Land Valuation
As part of the subject’s market land value estimate, our office researched vacant land sales involving relatively small parcels located within the immediate Fontana market area, which extends into nearby Corona, sold over the past roughly 18 months. Although numerous other transactions were reviewed, many were not included in the report because of their limited assistance in arriving at an opinion of value. The selected comparables, which were considered most pertinent in forming the opinion of value, have been summarized in the following table. 10 98
Obviously, the comparable sales were not identical to the subject property; therefore, adjustments were consider to adequately reflect the differences between the subject property and each sale comparable. There are ten (10) basic elements of comparison that should be considered in land comparison analysis, summarized as follows:

Elements of Comparison
1) Real property rights conveyed 6) Location
2) Financing terms 7) Physical characteristics
3) Conditions of sale 8) Economic characteristics
4) Expenditures made immediately after purchase 9) Use 5) Market conditions (Time) 10) Non-realty components of value As indicated in The Appraisal of Real Estate, Twelfth Edition, “Comparative analysis includes the consideration of both quantitative and qualitative factors. Various techniques used in quantitative adjustments and qualitative analyses are as follows.”
Quantitative Qualitative
Paired data analysis Relative comparison analysis
Grouped data analysis Ranking analysis
Secondary data analysis Personal interviews
Statistical analysis
Graphic analysis
Trend analysis
Cost analysis
Direct comparisons
Capitalization of income differences
Quantitative adjustments have been developed as either dollar or percentage amounts. Some factors that cannot be quantified are dealt with in a qualitative analysis. Although paired data analysis is a theoretically sound method, it is sometimes impractical because only a narrow sampling of sufficiently similar properties may be available and it is difficult to quantify the adjustments attributable to the other variables present. Some paired analysis has been undertaken within this appraisal. In addition to paired analysis, we have performed other analyses with analytical tools pertinent to the appraisal problem. These adjustments reflect our opinion of simulated market behavior, and are based upon cost analysis in the case of missing off-site improvements, personal interviews, trend analysis, and secondary data analysis of published information. A description of the adjustments used in this approach and the appropriate adjustments for each of the comparables has been retained in appraisal work file.
11 99
The unadjusted sale price per square foot of the comparables range from $1.35 to $3.30 per square foot, with an average of $2.09 per square foot. Given the preceding, a value of $2.50 per square foot appears reasonable for the subject, as summarized below, as of July 1, 2022, is as following:

Land Valuation
375 sf $2.50 psf $937.50
Indicated Fee Simple Value Rounded $940.00
As Is Fee Simple Market Value
Nine Hundred Forty Dollars
($940.00)
12 100

ADDENDA
101

STANDARD DEFINITIONS
102
The definitions included in this Addenda have been extracted, solely or in combination, from definitions and descriptions printed in:
< The Uniform Standards of Professional Appraisal Practice 2008 Edition (USPAP); < The Dictionary of Real Estate Appraisal, 6th Edition, Appraisal Institute, Chicago, Illinois, 2002 (Dictionary); < The Appraisal of Real Estate, Twelfth Edition, Appraisal Institute, Chicago, Illinois, 2001 (Twelfth Edition); and/or
< Marshall Valuation Service, Marshall & Swift, L. P., Los Angeles, California, 2009 (MVS).

ACCRUED DEPRECIATION
The difference between the reproduction or replacement cost of the improvements on the effective date of the appraisal and the market value of the improvements on the same date. (Dictionary)

APPRAISAL
(noun) The act or process of developing an opinion of value; an opinion of value. (adjective) Of or pertaining to appraising and related functions such as appraisal practice or appraisal services. Comment: An appraisal must be numerically expressed as a specific amount, as a range of numbers, or as a relationship (e.g., not more than, not less than) to a previous value opinion or numerical benchmark (e.g., assessed value, collateral value). (USPAP)

DEFERRED MAINTENANCE
Curable, physical deterioration that should be corrected immediately, although work has not commenced; denotes the need for immediate expenditures, but does not necessarily suggest inadequate maintenance in the past. (Dictionary)

EFFECTIVE DATE OF THE APPRAISAL
The date at which the analyses, opinions, and advice in an appraisal, review, or consulting service apply, which may or may not be the date of inspection; the date of the market conditions that provide the context for the value opinion.

Current appraisals occur when the effective date of the appraisal is contemporaneous with the date of the report.

Prospective value opinions (effective date of the appraisal subsequent to the date of the report) are intended to reflect the current expectations and perceptions along with available factual data. Retrospective value opinions are likely to apply as of a specific historic date; the opinions are intended to reflect the expectations and perceptions of market participants at the specified date, along with available factual data. Data subsequent to the effective date may be considered in estimating a retrospective value as a confirmation of trends. (Dictionary and USPAP)

ENTREPRENEURIAL PROFIT
A market-derived figure that represents the amount an entrepreneur receives for his or her contribution to a project and risk; the difference between the total cost of a property (cost of development) and its market value (property value after completion), which represents the entrepreneur’s compensation for the risk and expertise associated with development. (Dictionary)

ENTREPRENEURIAL INCENTIVE
The term “entrepreneurial incentive” has the same definition as profit, but the perspective of the use of the word “incentive” is forward-looking (expected reward), whereas the use of the word “profit” indicates a retrospective perspective of a quantifiable amount earned. Unless otherwise noted, as used in this report, the terms are synonymous.

The definition is a market-derived figure that represents the amount an entrepreneur expects to receive for his or her contribution to a project and risk. (Dictionary)
103

EXPOSURE TIME
The estimated length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal; a retrospective estimate based on an analysis of past events assuming a competitive and open market. Exposure time is always presumed to occur prior to the effective date of the appraisal. The overall concept of reasonable exposure encompasses not only adequate, sufficient and reasonable time but also adequate, sufficient and reasonable effort. Exposure time differs from the marketing period in that exposure time is assumed to precede the effective date of the appraisal. (USPAP and Dictionary)

FEE SIMPLE ESTATE
Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat. (Dictionary)

GROSS BUILDING AREA (GBA)
The total floor area of a building, including below-grade space but excluding unenclosed areas; measured from the exterior of the walls. (Dictionary)

GROSS LEASABLE AREA (GLA)
The total floor area designed for the occupancy and exclusive use of tenants, including basements and mezzanines, and measured from the center of partitioning to outside wall surfaces; the standard measure for shopping centers. (Dictionary)

HIGHEST AND BEST USE
The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and that results in the highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum profitability. (Dictionary)

LEASED FEE ESTATE
An ownership interest held by a landlord with the rights of use and occupancy conveyed by lease to others. The rights of the lessor (the leased fee owner) and the leased fee are specified by contract terms contained within the lease. (Dictionary)

LEASEHOLD ESTATE
The interest held by the lessee (the tenant or renter) through a lease conveying the rights of use and occupancy for a stated term under certain conditions. (Dictionary)

MARKET VALUE
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:
• buyer and seller are typically motivated;
• both parties are well informed or well advised, and acting in what they consider their best interests; • a reasonable time is allowed for exposure in the open market; • payment is made in terms of cash in United States dollars or in terms of financial arrangements comparable thereto; and
• the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (USPAP, according to the Federal Register, CFR 34.42 (g))
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MARKETING PERIOD
A reasonable marketing period is the period of time it might take to sell a property interest in real estate at or near the concluded market value during the period immediately following the effective date of the appraisal. A marketing period is a function of price, time, use, and anticipated market conditions. (Dictionary)

RENTABLE AREA (NRA)
The (net) rentable area is the amount of space on which rent is based; it is calculated according to local practice. (Dictionary)

REPLACEMENT COST
The estimated cost to construct, at current prices as of the effective date of the appraisal, a building with utility equivalent to the building being appraised, using modern materials and current standards, design and layout. (Dictionary and USPAP)

REPRODUCTION COST
The estimated cost to construct, at current prices as of the effective date of the appraisal, an exact duplicate or replica of the building being appraised, using the same materials, construction standards, design, layout, and quality of workmanship and embodying all the deficiencies, superadequacies, and obsolescence of the subject building. (Dictionary)

ASSUMPTIONS AND CONDITIONS
Standards Rule 2-1 of the Uniform Standards of Professional Appraisal Practice (USPAP) requires the appraiser to clearly and accurately set forth the appraisal in a manner that will not be misleading; contain sufficient information to enable the intended users of the appraisal to understand the report properly; and clearly and accurately disclose all assumptions, extraordinary assumptions, hypothetical conditions, and limiting conditions used in the assignment.

General Assumptions and Limiting Conditions
Unless specified otherwise in the text of this report, the following 18 general assumptions and limiting conditions apply.

NO. 1
The appraiser was not provided a current Policy of Title (CLTA or ALTA), which is the best method for the appraiser to determine if any easements or encumbrances exist that could negatively impact the marketability or market value of the subject property. It is recommended that the client obtain a current Policy of Title. The reported value conclusion(s) contained within this report are contingent upon a review of said title policy and the absence of any negative easements and/or encumbrances.

NO. 2
The existence of hazardous substances, including without limitation asbestos, polychlorinated biphenyl, petroleum leakage, or agricultural chemicals, which may or may not be present on the property, was not called to the attention of nor did the appraiser become aware of such during the appraiser’s inspection. The appraiser has no knowledge of the existence of such materials on or in the property unless otherwise stated. The appraiser, however, is not qualified to test for such substances. The presence of such hazardous substances may affect the value of the property. The value opinion developed herein is predicated on the assumption that no such hazardous substances exist on or in the property or in such proximity thereto, which would cause a loss in value. No responsibility is assumed for any such hazardous substances, nor for any expertise or knowledge required to discover them.

NO. 3
The Americans with Disabilities Act (ADA) became effective January 26, 1992. The appraiser has not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property together with a detailed analysis of the requirements of the ADA could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since the appraiser has no direct 105
evidence relating to this issue, possible noncompliance with the requirements of ADA was not considered in developing an opinion of the value of the property.

NO. 4
This report does not address unforeseeable events that could alter the property and/or the market conditions reflected in the analyses, opinions and conclusions.

NO. 5
The value estimate in this appraisal report is gross, without consideration given to any encumbrance, restriction or question of title, unless otherwise specified. We assume no responsibility for matters legal in character, nor do we render any opinions as to title, which is assumed to be good and marketable. All existing liens and encumbrances have been disregarded, and the property is appraised as though free and clear, under responsible ownership and competent management. The legal description is assumed to be correct.

NO. 6
This appraisal report covers only the property described and any values or rates utilized are not to be construed as applicable to any other property, however similar the property might be. The distribution of the total value in this report between land and improvements applies only under the existing or proposed program of utilization. The separate values for land and building must not be used in connection with any other appraisal, and are invalid if so used.

NO. 7
We assume that the utilization of the land is within the boundaries or property lines and that no encroachments or trespasses exist unless specifically noted in the records and data sources utilized. We have made no survey of the property, nor has a survey been provided. All references to dimensions are based on data obtained from the public records or other sources thought reliable, but accuracy cannot be guaranteed.

NO. 8
We were not provided with a certified soil or subsoil analysis of the property. Though no adverse soil conditions were noted upon visual inspection of the property, the discovery of adverse soil conditions is beyond our area of expertise.

We, therefore, assume that there exist no soil or subsoil conditions, which would preclude or adversely affect the development of the site or render it more or less valuable. We assume no responsibility for any such conditions or for the engineering that might be required to discover these factors.

NO. 9
Any maps, sketches, reproductions or photographs included in this report are only for illustration and as an aid in visualizing the property.

NO. 10
This report contains a section including the “Sales History,” which describes the recent title history of the subject property. This should not be construed as a title search or report of title. We render no opinion as to title, which is assumed to be good and marketable.

NO. 11
It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless a nonconformity has been stated, defined and considered in the appraisal report. Required licenses, certificates of occupancy, consents or other legislative or administrative authority from any local, state or national government, private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based.

NO. 12
Market data regarding land sales, rents, and improved sales have been abstracted from public records or obtained from other sources. To the extent possible within time and resource constraints, we confirmed or verified recorded data with private sources judged to be informed and reliable. These sources are considered reliable and believed to be accurate.

However, we cannot assume responsibility for accuracy of such data. Following standard professional real estate market analysis procedures, verification with a knowledgeable individual was accepted as confirmation of public record data.

When verification was not possible, the formal, official public record data was accepted as correct. We assume that all buyers, sellers, and other participants in the transactions reported in this report communicated accurate data, were well informed and behaved prudently on the basis of the information available to them at the time of such transactions. 106
NO. 13
We shall not be required to give further consultation or testimony or attend court or be at any governmental hearing with reference to the subject property unless prior arrangements have been made for such employment.

NO. 14
We have not reviewed any environmental impact studies in conjunction with this appraisal assignment; therefore, no responsibility is assumed for any factors that might be disclosed as the result of such studies that could influence the opinions or values set forth in the appraisal report. In the absence of such studies, we hereby reserve the right to review, alter, revise and/or rescind this appraisal or any part thereof, based on the subsequent environmental impact studies.

NO. 15
The descriptions and estimates of the condition of the physical improvements found herein are based on approved building plans. As no engineering tests were conducted, no liability can be assumed for soundness of structural members or any other conditions not readily apparent to the untrained observer.

NO. 16
Disclosure of the contents of this report is governed by the bylaws and regulations of the Appraisal Institute. Neither all nor any part of the contents of the report or copies thereof (including conclusions as to the property value, the identity of the appraiser, professional designations, reference to any professional organizations, or the firm with which the appraiser is connected), shall be used for any purposes by anyone but the client specified in the report, professional appraisal organizations, or any authorized department, agency or instrumentality of the United States, without the previous written consent of the appraiser; nor shall it be conveyed by anyone to the public through advertising, public relations, news, sales, or other media, without written consent and approval of the appraiser.

NO. 17
No determination has been made about the existence of any latent or claimed defection on the property. Such defects include UFFI (Urea Formaldehyde Foam Insulation), asbestos, ground water contamination, radon gas, lead-based paint, soil contamination, toxic or radioactive waste effects, geological or topographic defects, flood hazards or any other unnamed hazards. We assume no responsibility for the presence of such defects on the property.

NO. 18
We assume that acceptance of and/or use of this report constitutes acceptance of the foregoing general assumptions and limiting conditions.

Compliance With Uniform Standards of Professional Appraisal Practice (USPAP).

USPAP includes an Ethics Rule concerning conduct, management, confidentiality and record keeping; a Competency Rule; a Scope of Work Rule; a Jurisdictional Exception Rule; and ten (10) Standards. These Rules and Standards were most recently updated by the Appraisal Standards Board (ASB) of the Appraisal Foundation effective as of January 1, 2008 effective through December 31, 2009.

Standard 1 and Standard 2 governs analysis, production and certification of appraisal reports. Standards Rule 2-2 distinguishes between three different types of appraisals with separate rules for each. (a) Self-Contained Appraisal Report
(b) Summary Appraisal Report
© Restricted Use Appraisal Report
The essence of these rules is reproduced in the following pages as a reference, useful in reading this report. Please refer to ASB of the Appraisal Foundation publications for the full text of the new Rules and Standards. Also refer to the table of contents in this report to identify the sections in response to Standard 1 and Standard 2.

Standard 1: Real Property Appraisal, Development
In developing a real property appraisal, an appraiser must identify the problem to be solved, determine the scope of work necessary to solve the problem, and correctly complete research and analyses necessary to produce a credible appraisal.

Standards Rule 1-1
In developing a real property appraisal, an appraiser must: (a) be aware of, understand, and correctly employ those recognized methods and techniques that are necessary to produce a credible appraisal; (b) not commit a substantial error 107
of omission or commission that significantly affects an appraisal; and © not render appraisal services in a careless or negligent manner, such as by making a series of errors that, although individually might not significantly affect the results of an appraisal, in the aggregate affects the credibility of those results.

Standards Rule 1-2
In developing a real property appraisal, an appraiser must: (a) identify the client and other intended users; (b) identify the intended use of the appraiser’s opinions and conclusions; © identify the type and definition of value, and, if the value opinion to be developed is market value, ascertain whether the value is to be the most probable price: (I) in terms of cash; or (ii) in terms of financial arrangements equivalent to cash; or (iii) in other precisely defined terms; and (iv) if the opinion of value is to be based on non-market financing or financing with unusual conditions or incentives, the terms of such financing must be clearly identified and the appraiser’s opinion of their contributions to or negative influence on value must be developed by analysis of relevant market data; (d) identify the effective date of the appraiser’s opinions and conclusions; (e) identify the characteristics of the property that are relevant to the type and definition of value and intended use of the appraisal, including: (I) its location and physical, legal, and economic attributes; (ii) the real property interest to be valued; (iii) any personal property, trade fixtures, or intangible items that are not real property but are included in the appraisal; (iv) any known easements, restrictions, encumbrances, leases, reservations, covenants, contracts, declarations, special assessments, ordinances, or other items of a similar nature; and (v) whether the subject property is a fractional interest, physical segment, or partial holding; (f) identify any extraordinary assumptions necessary in the assignment; (g) identify any hypothetical conditions necessary in the assignment; (h) determine the scope of work necessary to produce credible assignment results in accordance with the Scope of Work Rule.

Standards Rule 1-3
When necessary for credible assignment results in developing a market value opinion, an appraiser must: (a) identify and analyze the effect on use and value of existing land use regulations, reasonably probably modifications of such land use regulations, economic supply and demand, the physical adaptability of the real estate, and market area trends; and (b) develop an opinion of the highest and best use of the real estate.

Standards Rule 1-4
In developing a real property appraisal, an appraiser must collect, verify, and analyze all information necessary for credible assignment results. (a) When a sales comparison approach is necessary for credible assignment results, an appraiser must analyze such comparable sales data as are available to indicate a value conclusion. (b) When a cost approach is necessary for credible assignment results, an appraiser must: (I) develop an opinion of site value by an appropriate appraisal method or technique; (ii) analyze such comparable cost data as are available to estimate the cost new of the improvements (if any); and (iii) analyze such comparable data as are available to estimate the difference between the cost new and the present worth of the improvements (accrued depreciation). © When an income capitalization approach is necessary for credible assignment results, an appraiser must: (I) analyze such comparable rental data as are available and/or the potential earnings capacity of the property to estimate the gross income potential of the property; (ii) analyze such comparable operating expense data as are available to estimate the operating expenses of the property; (iii) analyze such comparable data as are available to estimate rates of capitalization and/or rates of discount; and (iv) base projections of future rent and/or income potential and expenses on reasonably clear and appropriate evidence. (d) When developing an opinion of the value of a leased fee estate or a leasehold estate, an appraiser must analyze the effect on value, if any, of the terms and conditions of the lease(s). (e) When analyzing the assemblage of the various estates or component parts of a property, an appraiser must analyze the effect on value, if any, of the assemblage. An appraiser must refrain from valuing the whole solely by adding together the individual values of the various estates or component parts. (f) When analyzing anticipated public or private improvements, located on or off the site, an appraiser must analyze the effect on value, if any, of such anticipated improvements to the extent they are reflected in market actions. (g) When personal property, trade fixtures, or intangible items are included in the appraisal, the appraiser must analyze the effect on value of such non-real property items.

Standards Rule 1-5
When the value opinion to be developed is market value, an appraiser must, if such information is available to the appraiser in the normal course of business: (a) analyze all agreements of sale, options, and listings of the subject property current as of the effective date of the appraisal; and (b) analyze all sales of the subject property that occurred within the three (3) years prior to the effective date of the appraisal.

Standards Rule 1-6
In developing a real property appraisal, an appraiser must: (a) reconcile the quality and quantity of data available and analyzed within the approaches used; and (b) reconcile the applicability or suitability of the approaches used to arrive at the value conclusion(s).
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Standard 2: Real Property Appraisal, Reporting
In reporting the results of a real property appraisal, an appraiser must communicate each analysis, opinion and conclusion in a manner that is not misleading.

Standards Rule 2-1
Each written or oral real property appraisal report must: (a) clearly and accurately set forth the appraisal in a manner that will not be misleading; (b) contain sufficient information to enable the intended users of the appraisal to understand the report properly; and © clearly and accurately disclose all assumptions, extraordinary assumptions, hypothetical conditions, and limiting conditions used in the assignment.

Standards Rule 2-2
Each written real property appraisal report must be prepared under one of the following three options and prominently state which option is used: Self-Contained Appraisal Report, Summary Appraisal Report, or Restricted Use Appraisal Report.
(a) The content of a Self-Contained Appraisal Report must be consistent with the intended use of the appraisal and, at a minimum: (I) state the identity of the client and any intended users, by name or type; (ii) state the intended use of the appraisal; (iii) describe information sufficient to identify the real estate involved in the appraisal, including the physical and economic property characteristics relevant to the assignment; (iv) state the real property interest appraised; (v) state the type and definition of value and cite the source of the definition; (vi) state the effective date of the appraisal and the date of the report; (vii) describe the scope of work used to develop the appraisal; (viii) describe the information analyzed, the appraisal methods and techniques employed, and the reasoning that supports the analyses, opinions, and conclusions; exclusion of the sales comparison approach, cost approach, or income capitalization approach must be explained; (ix) state the use of the real estate existing as of the date of value and the use of the real estate reflected in the appraisal; and, when an opinion of highest and best use was developed by the appraiser, describe the support and rationale for that opinion; (x) clearly and conspicuously state all extraordinary assumptions and hypothetical conditions; and state that their use might have affected the assignment results; and (xi) include a signed certification in accordance with Standards Rule 2-3.
(b) The content of a Summary Appraisal Report must be consistent with the intended use of the appraisal and, at a minimum: (I) state the identity of the client and any intended users, by name or type; (ii) state the intended use of the appraisal; (iii) summarize information sufficient to identify the real estate involved in the appraisal, including the physical and economic property characteristics relevant to the assignment; (iv) state the real property interest appraised; (v) state the type and definition of value and cite the source of the definition; (vi) state the effective date of the appraisal and the date of the report; (vii) summarize the scope of work used to develop the appraisal; (viii) summarize the information analyzed, the appraisal methods and techniques employed, and the reasoning that supports the analyses, opinions, and conclusions; exclusion of the sales comparison approach, cost approach, or income capitalization approach must be explained; (ix) state the use of the real estate existing as of the date of value and the use of the real estate reflected in the appraisal; and, when an opinion of highest and best use was developed by the appraiser, summarize the support and rationale for that opinion; (x) clearly and conspicuously state all extraordinary assumptions and hypothetical conditions; and state that their use might have affected the assignment results; and (xi) include a signed certification in accordance with Standards Rule 2-3.
© The content of a Restricted Use Appraisal Report must be consistent with the intended use of the appraisal and, at a minimum: (I) state the identity of the client, by name or type; and state a prominent use restriction that limits use of the report to the client and warns that the appraiser’s opinions and conclusions set forth in the report may not be understood properly without additional information in the appraiser’s workfile; (ii) state the intended use of the appraisal; (iii) state information sufficient to identify the real estate involved in the appraisal, (iv) state the real property interest appraised; (v) state the type of value and cite the source of the definition; (vi) state the effective date of the appraisal and the date of the report; (vii) state the scope of work used to develop the appraisal; (viii) state the appraisal methods and techniques employed, state the value opinion(s) and conclusion(s) reached, and reference the workfile; exclusion of the sales comparison approach, cost approach, or income capitalization approach must be explained; (ix) state the use of the real estate existing as of the date of value and the use of the real estate reflected in the appraisal; and, when an opinion of highest and best use was developed by the appraiser, state that opinion; (x) clearly and conspicuously state all extraordinary assumptions and hypothetical conditions; and state that their use might have affected the assignment results; and (xi) include a signed certification in accordance with Standards Rule 2-3. 109
Standards Rule 2-3
Each written real property appraisal report must contain a signed certification that is similar in content to that which is summarized in this Standards Rule. A similar certification is included on page 3 of this report.

Standards Rule 2-4
To the extent that it is both possible and appropriate, an oral real property appraisal report must address the substantive matters set forth in Standards Rule 2-2(b).
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PROFESSIONAL QUALIFICATIONS
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PROFESSIONAL QUALIFICATIONS

PROFESSIONAL QUALIFICATIONS
EXPERIENCE:
1991-Present SULLIVAN & ASSOCIATES
Sullivan and Associates, founded in 1991 by Mr. Steven P. Sullivan, is an independent appraisal company specializing in the appraisal of all types of low- to high-rise office buildings, single-tenant industrial buildings and multi-tenant industrial parks, cold storage/food processing facilities, retail shopping centers and automotive dealerships. All work is completed by Mr. Sullivan, who has appraised approximately one thousand appraisal assignments on properties totaling billions of dollars.

All appraisals meet current requirements of the Uniform Standards of Professional Appraisal Practice (USPAP), the standards for the Federal Deposit Insurance Corporation (FDIC) and are FIRREA compliant. Mr. Sullivan is licensed/authorized to work on federally related transactions in the states of California, Nevada and Arizona. Fully proficient in most types of real estate cash flow analyses software, including ARGUS, PROJECT, OFFICE 2 and CENTER.

Auto Dealership Appraisal Group - Auto Dealership Appraisal Group was formed by Mr. Sullivan in response to his specialty in the valuation of automotive dealership facilities. Mr. Sullivan, has over twenty years of appraisal experience and in addition to his regular commercial appraisal portfolio he has appraised roughly one hundred dealership facilities in the past two years alone.

Mr. Sullivan is an approved appraiser for all known financial institutions specializing in dealership lending (Comerica, Bank of America, Citibank, US Bank, etc.) as well as all factory credit corporations, including Chrysler, GM, Nissan, Toyota, Mercedes-Benz, BMW, Porsche and VW Credit - to name a few. Mr. Sullivan’s major clients include AutoNation, Sonic Automotive, Van Tuyl, Inc., Group 1 Automotive, Wilson Automotive, Hitchcock Automotive and Keyes Automotive. 1986-1991 GRUBB & ELLIS APPRAISAL / CONSULTATION
Assistant Vice President - completed full narrative appraisals on virtually all types of commercial properties, including hotels, golf courses, office and retail properties. During this time, Mr. Sullivan completed valuation services on some of the largest hotel, resort and office properties in North America. Also responsible for client relations as well as the review and training of junior staff. 1983-1986 LANDAUER ASSOCIATES
Staff Appraiser - primary duties included full narrative appraisals on all types of commercial office, retail and industrial properties located throughout the Western United States. 1983 TARRANTELLO and ASSOCIATES
Staff Appraiser - Employed in Phoenix Arizona office, primary duties included full narrative appraisals on all types of commercial and industrial properties.

EDUCATION:

CALIFORNIA STATE COLLEGE, BAKERSFIELD
Business Administration Major

UNIVERSITY OF CALIFORNIA AT LOS ANGELES (UCLA)
Hotel & Motel Financial Analysis
Hotel/Restaurant Feasibility Studies
Real Estate Law
Restaurant Management & Financial Analysis
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Appraisal Courses
USPAP
Mortgage Fraud
Construction Details & Trends
The Cost Approach
Private Appraisal Assignments
California Law & Regulations
Risky Business Practices: Minimize Liability
Sales Verification: Principles, Procedures & Case Studies Introduction to Expert Witness Testimony
Real Estate Appraisal Principles
Real Estate Appraisal Standards
Advanced Real Estate Appraisal
Income Property Appraisal (AIREA)
Urban Properties (AIREA)
Investment Analysis (AIREA)
Capitalization Theory & Technique Part 1B-A, 1B-B
Real Estate Economics
Real Estate Law
Appraisal Conferences, Seminars and Clinics Attended:

Appraisal of Special Purpose Properties
Appraisal of Vacant Land
Hotel/Motel Valuation Seminar
Apartment Valuation Seminar
Industrial Properties Seminar
Subdivision Seminar
Licensed Real Estate Broker (#01237595): Relate Classes Real Estate Economics
Property Management
Real Estate Finance
Legal Aspects of Real Estate
Office Administration
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PARCEL MAP NO. 20508

CITY OF FONTANA, CALIFORNIA

City of Fontana
Department of Engineering, Land Development Section
Regular City Council Meeting
114
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City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2059 Agenda Date: 3/28/2023
Agenda #: D. Category: Consent Calendar
FROM:

Engineering
SUBJECT:

Final Acceptance of the Valley Boulevard at Almond Avenue Traffic Signal Project RECOMMENDATION:

Accept as complete the work performed by All American Asphalt for the construction of the Valley Boulevard at Almond Avenue Traffic Signal Project (# 36003307) and approve the final construction amount of $1,092,802.38 (SB-81-DE-20).

COUNCIL GOALS:
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by maintaining and improving the city's existing infrastructure.
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by providing for the development of new infrastructure.
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by focusing on relief of traffic congestion.

DISCUSSION:

On June 23, 2020, the City Council authorized the award of a construction contract to the lowest responsible/responsive bidder (All American Asphalt) in the amount of $1,020,000.00 with a 10% contingency in the amount of $102,000.00 for the Valley Boulevard at Almond Avenue Traffic Signal Project (# 36003307). This traffic signal is a component of a comprehensive transportation improvement and traffic management program. Implementation of the signal at this intersection will improve the flow of traffic for all roadway users.

All American Asphalt completed construction of the project on February 2, 2023. The project was successfully completed for the final contract amount of $1,092,802.38, an increase of 7.14% from the original contract amount of $1,020,000.00 and $29,197.62 under the total authorized budget in Fund 246 - Measure I Local. All work has been completed to the satisfaction of the City.

FISCAL IMPACT:

There is no fiscal impact associated with the approval of this item.

MOTION:

Approve staff’s recommendation.

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City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2071 Agenda Date: 3/28/2023
Agenda #: E. Category: Consent Calendar
FROM:

Human Resources
SUBJECT:

Establishing Updated Rules and Regulations Relating to Employer-Employee Relations RECOMMENDATION:

Adopt Resolution No. 2023-020, Repealing Resolution No. 90-273 and Establishing Updated Rules and Regulations Relating to Employer-Employee Relations.

COUNCIL GOALS:
· Operate in a businesslike manner by becoming more service oriented DISCUSSION:

The City of Fontana is subject to Meyers-Milias-Brown Act (MMBA; Government Code section 3500 et seq.) which empowers the City to adopt reasonable rules and regulations after consultation in good faith with representatives of its employee organizations for the administration of employer- employee relations. The City last adopted or amended such rules and regulations in 1990 (Resolution No. 273).

The California Public Employee Relations Board (PERB) administers the MMBA among other laws and investigates alleged violations of the MMBA.

In October 2019, Teamsters Local 1932, which represents City employees in its General bargaining unit filed an unfair practice charge with PERB alleging that the City violated the MMBA in misapplying its locally adopted rules and regulations. As part of a settlement of that unfair practice charge, the City agreed to update the rules and regulations it had last revised in 1990 and bring them into compliance with changes in the MMBA that had occurred over the years. The proposed Resolution reflects this update and would replace all prior rules and regulations governing the administration of employer-employee relations.

In particular, this update will:
· Clarify the time or “window period” for when a petition to decertify an existing employee organization can be filed, including when an existing memorandum of understanding may preclude the filing of such a petition;
· Provide for when recognition of an employee organization must be granted in the absence of a City of Fontana Printed on 3/23/2023Page 1 of 2
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File #: 21-2071 Agenda Date: 3/28/2023
Agenda #: E. Category: Consent Calendar
secret-ballot election, in accordance with existing law; · Clarify the City’s role in appeals involving decertification petitions; and · Incorporate statutory resolution procedures for negotiation impasses, including mandatory factfinding proceedings.

Upon reaching this settlement with Teamsters Local 1932, the City consulted with all other recognized representatives of its various bargaining units, and all such employee organizations have consented to the proposed changes to these rules and regulations.

FISCAL IMPACT:

None.

MOTION:

None.

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RESOLUTION NO. 23-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
FONTANA REPEALING RESOLUTION NO. 90-273 AND

ESTABLISHING UPDATED RULES AND REGULATIONS

RELATING TO EMPLOYER-EMPLOYEE RELATIONS

WHEREAS, the Meyers -Milias-Brown Act (California Governme nt Code Sections 3500 et seq.) has enacted for the purpose of promoting improved employer-employee relations between public employers and their employees by establishing uniform and orderly methods of communication between employees and the public agencies by which they are employed; and

WHEREAS, Government Code Section 3507 empowers a city to adopt reasonable rules and regulations after consultation in good faith with representatives of its employee organizations for the administration of employer -employee relations; and

WHEREAS, it is incumbent upon the municipal employee relations officer to establish specific rules and regulations governing the personnel system; and

WHEREAS, the City of Fontana has adopted and amended such rules and regulations as authorized by law in City of Fontana Resolution No. 90-273; and

WHEREAS, after good faith consultations with representatives of its employee organizations, the City of Fontana desires to update its current rules and regulations governing the personnel system as authorized by law; and

WHEREAS, these updated rules and regulations shall not deprive said employees of any right to representation which they may have under Section 3500 et. seq. the California Government Code.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Fontana resolves as follows:

Section 1. The above recitals are true and correct and are incorporated herein by this reference.

Section 2. Resolution No. 90 -273 is hereby repealed and replaced in entirety by this Resolution No. 23-XX.

Section 3. The City Council of the City of Fontana does hereby adopt an updated policy establishing orderly procedures for the administration of employer employee relations between the City and its employees and employee organizations representing City employees, and for resolving disputes regarding terms and 120

conditions of employment , as set forth in Exhibit “A” attached hereto and incorporated herein by reference.

Section 4. Severability. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications, and to this end the provisions of this Resolution are declared to be severable.

Section 5. Effective Date. The City Clerk shall certify to the adoption of this Resolution. This Resolution shall become effective upon the passage by the City Council.

EFFECTIVE DATE: March 29, 2023

APPROVED AND ADOPTED this 28th day of March 2023

READ AND APPROVED AS TO LEGAL FORM:

City Attorney

I, Germaine McClellan Key, City Clerk of the City of Fontana, and Ex - Officio Clerk of the City Council, do hereby certify that the foregoing Resolution is the actual Resolution duly and regula rly adopted by the City Council of said City at a regular meeting thereof, held on March 28, 2023, by the following vote to wit:

AYES:

NOES:

ABSENT:

___________________________
City Clerk of the City of Fontana

___________________________
Mayor of the City of Fontana

ATTEST:

______________________________
City Clerk

121

EXHIBIT A

Employer-Employee Relations Policy
of the City of Fontana

[ATTACHED]
122

EMPLOYER-EMPLOYEE RELATIONS POLICY

OF THE CITY OF FONTANA
Article I -- General Provisions ..................... 1 Sec. 1. Title of Policy ................................ 1 Sec. 2. Statement of Purpose ........................... 1 Sec. 3. Definitions .................................... 1 Sec. 4. Employee Rights ................................ 5 Sec. 5. City-Rights . . . .............................. 5 Sec. 6. Meet and Confer in Good Faith Scope ........... 5 Sec. 7. Advance Notice ................................. 6 Sec. 8. Consultation in Good Faith -- Scope ............ 7 Article II -- Representation Proceedings ............ 7 Sec. 9. Petition for Recognition ....................... 7 Sec. 10. Representation Proceedings ...................... 9 Sec. 11. Procedure for Decertification or Withdrawal
of Recognition of Exclusively Recognized
Employee Organization ......................... 12
Sec. 12. Policy and Standards for Determination of
Appropriate Units 14
Sec. 13. Procedure for Modification of Established
Appropriate Units ............................. 15
Sec. 14. Appeals. ...................................... 16 Article III -- Administration ...................... 17 Sec. 15. Submission of Current Information by Recog-
nized Employee Organizations .................. 17
Sec. 16. Employee Organization Activities Use of
City Resources ................................ 17
Sec. 17. Administrative Rules and Procedures ........... 17 Article IV – Impasse Procedures .................... 18 Sec. 18. Initiation of Impasse Procedures .............. 18 123
Sec. 19. Impasse Procedures ............................ 18 Sec. 20. Costs of Impasse Procedures ................... 18 Sec. 21. State Mandated Factfindings ................... 18 Article V – Miscellaneous Provisions ............... 18 Sec. 22. Construction .................................. 18 Sec. 23. Severability .................................. 19

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Article I -- General Provisions
Sec. 1. Title of Policy. This Policy shall be known
as the Employer-Employee Relations Policy of the City of Fontana.

Sec. 2. Statement of Purpose. This Policy implements
Chapter 10, Division 4, Title 1 of the Government Code of the State of California (Sections 3500, et seq.,) captioned "Local Public Employee Organizations," by providing orderly procedures for the administration of employer-employee relations between the City of Fontana ("City") and such employee organizations as may represent various groups of employees at the several facilities operated in the City. This Policy repeals and supersedes any resolution or policy heretofore enacted
pertaining to Employer-Employee Relations and any policies, rules or regulations pertaining thereto that are in conflict with this Policy.

It is the purpose of this Policy to provide procedures
for meeting and conferring in good faith, to the extent required by law, with Recognized Employee Organizations regarding wages, hours and other terms and conditions of employment. However, nothing herein shall be construed to restrict any legal or inherent exclusive City rights with respect to matters of general legislative or managerial policy, which include among others: The exclusive right to determine the mission of its constituent departments,
commissions and boards; set standards of service; determine the procedures and standards of selection for employment; direct its employees; take disciplinary action; relieve its employees from duty because of lack of work or for other lawful reasons; maintain the efficiency of City operations; determine the methods, means and personnel by which operations are to be conducted; determine the content of job
classifications take all necessary actions to carry out its mission in emergencies; and exercise complete control and discretion over its organization and the technology of
performing its work.

Sec. 3. Definitions.

As used in this Policy, the following terms shall have
the meanings indicated:

A. "Appropriate Unit" means a unit of employee classes
or positions, established pursuant to Section 13 of Article II.
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B. "City" means the City of Fontana, a municipal
corporation, and where appropriate herein, "City" refers to the City Council, the governing body of said City, or any duly authorized management employee as herein defined.

C. "Confidential Employee" means an employee who, in the course of their duties, has access to confidential information relating to the City's administration of employer-employee relations or to matters pertaining to the evaluations of employees.

D. "Consult/Consultation in Good Faith" means to commu- nicate orally or in writing for the purpose of presenting and obtaining views or advising of intended actions; and, as dis- tinguished from meeting and conferring in good faith regarding matters within the required scope of such meet and confer pro- cess, does not necessarily involve an exchange of proposals and counterproposals with an exclusively recognized employee organization in an endeavor to reach agreement in the form of a Memorandum of Understanding, nor is it subject to Article IV hereof.

E. "Day" means calendar day unless expressly
stated otherwise.

F. "Employee" means any person regularly employed full- time by the City and such part-time employees who are formally recognized by the City as "regular/classified" part-time employees. Employee for the purpose of this Policy does not include individuals elected by popular vote.

G. "Employee Organization" means any organization
which includes employees of the City and which has as one of its primary purposes representing such employees in
their employment relations with the City.

H. "Employer-Employee Relations" means the
relationship between the City and its employees and their employee organization, or when used in a general sense, the relationship between City management and employees or
employee organizations.

I. "Executive Employee" means a department head
or the City Manager.

J. "Exclusively Recognized Employee Organization" means an employee organization which has been formally acknowledged by the City as the sole employee organization representing the employees in an appropriate representation unit pursuant to Article II hereof, having the exclusive right to meet and confer in good faith concerning statutorily required subjects pertaining to unit employees, and thereby assuming the
126
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corresponding obligation of fairly representing such
employees.

K. "Impasse" means that the representatives of the City and a Recognized Employee Organization have reached a point in their meeting and conferring in good faith where their differ- ences on matters to be included in a Memorandum of
Understanding, and concerning which they are required to meet and confer, remain so substantial and prolonged that further meeting and conferring would be futile.

L. "Majority Representative" means an employee
organization, or its duly authorized representative, that has been granted formal recognition by the Municipal Employee Relations Officer as representing the majority of employees in an appropriate unit.

M. "Management Employee" means an employee who has
responsibility for influencing or effecting organization change, formulating, initiating, and/or administering city rules of programs, and/or significantly directing units of work, and/or significant participation in privy or with other access to confidential management decision, and/or the process of management rule formulation and decision making as it relates to employer-employee relations; and/or having
significant authority in the determination of discipline levels, evaluating performance, hiring, termination, and work scheduling actions.

N. "Mediation or Conciliation" means the efforts of an
impartial, mutually agreed upon third person, or persons, func- tioning as intermediaries, to assist the parties in reaching a voluntary resolution to an impasse, through interpretation, suggestions and advice. Mediation and conciliation are inter- changeable terms.

O. "Meet and Confer in Good Faith" (sometimes referred
to herein as "meet and confer" or "meeting and conferring") - - means performance by duly authorized City representatives and duly authorized representatives of an employee
organization recognized as the majority representative of their mutual obligation to meet at reasonable times and to confer in good faith regarding matters within the scope of representation including wages, hours, and other terms and conditions of employment, in an effort to:
(1) Reach agreement on those matters within the
authority of such representatives.
(2) Reach agreement on what will be recommended to
the City Council on those matters within the
decision making authority of the City Council.
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P. "Municipal Employee Relations Officer" means the
City Manager of the City of Fontana or their designee. The City Manager or their designee are the only individuals authorized to administer this Policy.

Q. "Peace Officer" shall be as defined in Section 830,
California Penal Code and as applied to sworn personnel in the Fontana Police Department.

R. "Proof of Employee Support" means (1) an
authorization card recently signed and personally dated by an employee, or (2) a verified authorization petition or
petitions recently signed and personally dated by an
employee. The only authorization which may be considered as proof of employee support hereunder shall be the
authorization last signed by an employee. The words "recently signed" shall mean within thirty (30) days prior to the filing of a petition.

S. "Professional Employee" means employees engaged in
work requiring specialized knowledge and skills attained through completion of a recognized course of instruction, including, but not limited to, attorneys, physicians,
registered nurses, engineers, architects, teachers, and various types of physical, chemical, and biological
scientists.

T. Recognized Employee Organizations" means an
employee organization which has been acknowledged by the Municipal Employee Relations Officer as an employee
organization that represents employees of the City. The rights accompanying recognition are either:
(1) Formal Recognition which is the right to meet and
confer in good faith as the majority
representative in an appropriate unit; or
(2) Informal Recognition which is the right to
consultations in good faith by all recognized
employee organizations.

U. "Scope of Representation" means all matters
relating to employment conditions and employer-employee relations, including, but not limited to, wages, hours and other terms and conditions of employment except, however, that the scope of representation shall not include
consideration of the merits, necessity, or organization of any service or activity provided by law or executive order.

V. "Supervisory Employee" means any employee having
authority, in the interest of the City, to hire, transfer, suspend, lay off, recall, promote, discharge, assign, reward, or discipline other employees, or responsibility to direct 128
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them, or to adjust their grievances, or effectively to
recommend such action if, in connection with the foregoing, the exercise of such authority is not of a merely routine or clerical nature, but requires the use of independent judgment.

W. “Window Period” means the 29-day period which is
less than 120 days but more than 90 days prior to the
expiration date of a lawful Memorandum of Understanding negotiated by the City and the Exclusively Recognized Employee Organization. Expiration date means the last effective date of the Memorandum of Understanding. The expiration date shall not be counted for the purpose of computing the window period.

Sec. 4. Employee Rights. Employees of the City shall
have the right to form, join and participate in the activities of employee organizations of their own choosing for the purpose of representation on all matters of employer-employee relations including but not limited to wages, hours and other terms and conditions of employment. Employees of the City also shall have the right to refuse to join or participate in the activities of employee organizations and shall have the right to represent themselves individually in their employment relations with the City. No employee shall be interfered with, intimidated, re- strained, coerced or discriminated against by the City or by any employee organization because of their exercise of these rights.

Sec. 5. City Rights. See Section 2.

Sec. 6. Meet and Confer in Good Faith -- Scope.

A. The City, through its representatives, shall meet
and confer in good faith with representatives of formally recognized employee organizations with majority representation rights regarding matters within the scope of representation including
wages, hours, and other terms and conditions of
employment directly applicable to the unit they
represent.

B. The City shall not be required to meet and confer in good faith on any subject pre-empted by Federal or State law, nor shall it be required to meet and confer in good faith on Employee or City Rights as defined in Sections 4 and 2 of this Policy. Any changes that may be deemed necessary from time to time in these rules and regulations shall be excluded from the scope of meeting and conferring.

The City, through its representatives, and
representatives of recognized employee associations may, by mutual agreement, meet and confer on matters of employment 129
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concerning which meeting and conferring is neither required nor prohibited by these rules and regulations.

C. The City will make available to employee
organizations such non-confidential information pertaining to employment relations as is contained in the public records of the agency subject to the limitations and conditions set forth in these rules and regulations and Government Code Sections 6250 et seq.

Such information shall be made available during regular office hours in accordance with the City's rules and
regulations and procedures for making public records available and after payment of reasonable costs, where applicable.

To facilitate the meeting and conferring process, the City shall provide to recognized employee organizations concerned the published data it regularly has available concerning subjects under consideration in meeting and conferring
including data gathered concerning salaries and other terms and conditions of employment provided by comparable public and private employers, provided that when such data is gathered on a promise to keep its source confidential, the data may be provided in statistical summaries so the sources shall not be revealed.

Nothing in this rule shall be construed to require
disclosure of records that are:
(1) Personnel, medical and similar files, the
disclosure of which would constitute an
unwarranted invasion of personal privacy or be
contrary to the merit system principle;
(2) Working papers or memoranda which are not retained
in the ordinary course of business or any records
where the public interest severed by not making the
record available clearly outweighs the public
interest served by disclosure of the record;

(3) Records pertaining to pending litigation to which
the City is a party, or to claims or appeals which
have not been settled; or
(4) Not immediately available and would require
research for an inquirer or to do programming or
assemble data in a manner other than usually done
by the City.

Sec. 7. Advance Notice. Reasonable written notice shall be given to each recognized employee organization affected by any ordinance, rule, resolution or regulation directly
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relating to matters within the scope of representation
proposed to be adopted by the City Council or by any board or commission of the City and shall be given the opportunity to meet with such body prior to adoption. A reasonable number of representatives of the recognized employee groups shall be given reasonable time off from their duties to meet and confer on all matters within the scope of meeting and conferring.

For purposes of attending scheduled meetings with the
designated City representatives on subjects within the scope of representation during regular work hours without loss of compensation, the formally recognized employee organization may select two employee representatives without regard to the size of the organization. Where circumstances warrant, the Municipal Employee Relations Officer may approve the
attendance at such meetings of additional employee
representatives with or without loss of compensation. The employee organization shall, whenever practicable, submit the names of all such employee representatives to the Municipal Employees Relations Officer at least two working days in advance of such meetings. Provided further:

A. That no employee representative shall leave their
duty or work station or assignment without specific
approval of the department head or other authorized
City management official.

B. That any such meeting is subject to scheduling by
City management in a manner consistent with operating
needs and work schedules.

Nothing provided herein, however, shall limit or
restrict City management from scheduling such meetings
before or after regular duty or work hours under
appropriate circumstances.

Sec. 8. Consultation in Good Faith -- Scope. All matters affecting employer-employee relations, including those that are not subject to meeting and conferring, are subject to consultation. The City, through its representatives, shall consult in good faith with representatives of all recognized employee organizations on employer-employee relations matters which affect them. The City Manager shall consult with
representatives of recognized employee organizations that are affected on matters relating to employer-employee relations before any action is taken, unless to do so would be impractical, in which case the City shall consult as soon as it is practical to do so.

Article II -- Representation Proceedings
Sec. 9. Petition for Recognition. There are two levels of 131
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employee organization recognition - formal and informal.

The recognition requirements of each are set forth
below.

A. Formal Recognition -- The Right to Meet and Confer in Good Faith as Majority Representative: An employee
organization that seeks formal recognition for the purpose of meeting and conferring in good faith as the majority
representative of employees in an appropriate unit shall file a petition with the Municipal Employee Relations Officer containing the following information and documentation:
(1) Name and address of the employee organization.
(2) Names and titles of its officers.
(3) Names of employee organization representatives
who are authorized to speak on behalf of its
members.
(4) A statement that the employee organization has,
as one of its primary purposes, representing
employees in their employment relations with the
City.
(5) A statement whether the employee organization is a
chapter or local of, or affiliated directly or
indirectly in any manner with, a regional or
state, or national or international organization,
and, if so, the name and address of each such
regional, state or international organization.
(6) Certified copies of the employee organization's
constitution and bylaws.
(7) A designation of those persons, not exceeding two in number, and their addresses, to whom notice sent by
regular United States mail will be deemed sufficient
notice on the employee organization for any purpose.

In the event one of the individuals designated to
receive notices from the City will be on a leave of
absence for more than a week, the affected
organization may appoint an alternate to receive
notices during his absence. It will be the
responsibility of the organization to notify the
Municipal Employees Relations Officer in writing
whenever an alternate is to be appointed and for
what period of time.
(8) A statement that the employee organization has no
restriction on membership based on race, color,
creed, sex, national origin, age or physical
handicap.
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(9) The job classifications or titles of employees in
the unit claimed to be appropriate and the
approximate number of member employees therein.
(10) A statement that the employee organization has in
its possession written proof, dated within six
months of the date upon which the petition is filed,
to establish that at least 50% of the employees in
the unit claimed to be appropriate have designated
the employee organization to represent them in their
employment relations with the City. Such written
proof shall be submitted for confirmation to the
Municipal Employee Relations Officer or to a
mutually agreed upon disinterested third party.
(11) A request that the Municipal Employees Relations
Officer recognize the employee organization as the
majority representative of the employees in the unit
claimed to be appropriate for the purpose of meeting
and conferring in good faith on all matters within
the scope of representation.
(12) The petition, including the proof of employee
support and all accompanying documentation, shall
be declared to be true, correct and complete, under
penalty of perjury, by the duly authorized
officer(s) of the employee organization executing
it.

B. Informal Recognition -- The Right to Consult in
Good Faith: An employee organization that seeks recognition for purposes of consultation in good faith shall file a petition with the Municipal Employee Relations Officer
containing the following information and documentation:
(1) All of the information enumerated in A - (1)
through (9) and (12) of this Section inclusive.
(2) A statement that the employee organization has in its possession written proof, dated within six months of
the date upon which the petition is filed, to
establish that a majority of employees in the unit
claimed to be appropriate have designated the
employee organization to represent them in their
employment relations with the City. Such written
proof shall be submitted for confirmation to the
Municipal Employee Relations Officer or to a mutually
agreed upon disinterested third party.

Sec. 10. Representation Proceedings.

A. City Response to Recognition Petition.
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An employee organization that seeks formal recognition as the majority representative in an appropriate unit shall file a Petition for Recognition as set forth above. Upon receipt of the Petition for Recognition, the Municipal Employees
Relations Officer shall determine whether:
(1) There has been compliance with the requirements of
the Petition for Recognition; and
(2) The proposed unit is an appropriate unit.

If an affirmative determination is made by the Municipal Employee Relations Officer on the foregoing two matters, said officer shall so inform the petitioning employee
organization, shall give written notice of such request for recognition to the employees in the unit, and shall take no action on said request for thirty (30) days thereafter.

If either of the foregoing matters are not affirmatively determined, the Municipal Employee Relations Officer may offer to consult thereon with such petitioning employee organization and, if such determination thereafter remains unchanged, shall inform that organization of the reasons therefor in writing.

The petitioning employee organization may appeal such
determination in accordance with Section 14 of this Policy.

B. Open Period for Filing Challenging Petition.

Within thirty (30) days of the date written notice was
given to affected employees that a valid recognition petition for an appropriate unit has been filed, any other employee organization may file a competing request to be formally acknowledged as the exclusively recognized employee
organization of the employees in the same or in an overlapping unit (one which corresponds with respect to some but not all the classifications or positions set forth in the recognition petition being challenged), by filing a petition evidencing proof of employee support in the unit claimed to be appropriate of at least thirty (30) percent and otherwise in the same form and manner as set forth in Section 9 of this Article II. If such challenging petition seeks establishment of an overlapping unit, the Municipal Employee Relations Officer shall call for an informal hearing on such overlapping petitions for the purpose of ascertaining the more appropriate unit, at which time the petitioning employee organizations shall be heard.

Thereafter, the Municipal Employee Relations Officer shall determine the appropriate unit or units in accordance with the standards in Section 12 of this Article II. The petitioning employee organizations shall have fifteen (15) days from the date notice of such unit determination is communicated to them by the Municipal Employee Relations Officer to amend their petitions to conform to such determination or to appeal such determination pursuant to Section 14 of this Article II. 134
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C. Election Procedure.

The Municipal Employee Relations Officer shall arrange for a secret ballot election to be conducted by a party agreed to by the Municipal Employee Relations Officer and the concerned employee organization(s), subject to the provisions of this Policy. All employee organizations who have duly submitted petitions which have been determined to be in conformance with this Article II shall be included on the ballot. The ballot shall also reserve to employees the choice of representing themselves individually in their employment relations with the City. This choice shall be designated "No organization." Employees entitled to vote in such election shall be those persons employed in regular permanent positions within the designated appropriate unit who were employed during the pay period immediately prior to the date which ended at least fifteen (15) days before the date the election commences, including those who did not work during such period because of illness, vacation or other authorized leaves of absence, and who are employed in the same unit on the date of the election.

An employee organization shall be formally acknowledged as the Exclusively Recognized Employee Organization for the designated appropriate unit following an election or runoff election if it received a numerical majority of all valid votes cast in the election providing that at least 60% of the employees in the appropriate unit have voted. In the event that 60% of the employees in the appropriate unit have failed to vote, another election shall be scheduled within ninety (90) days. In an election involving three or more choices, where none of the choices receives a majority of the valid votes cast, a run-off election shall be conducted between the two choices receiving the largest number of valid votes cast; the rules governing an initial election being applicable to a run-off election.

There shall be no more than one valid election under this Policy pursuant to any recognition or unit modification petition in a 12-month period affecting the same or a substan- tially similar (as determined by the Municipal Employee Relations Officer) unit.

In the event that the parties are unable to agree on a
third party to conduct an election, the election shall be conducted by the State Mediation and Conciliation Service or other disinterested party designated by the Municipal
Employee Relations Officer.

Costs of conducting elections shall be borne in equal
shares by the City and by each employee organization
appearing on the ballot.

D. Recognition Based on Written Proof of Employee
Support. If the written proof submitted by the employee organization in the unit found to be appropriate establishes that it represents more than 50% of the employees in such 135
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unit, and there has been no challenging petition filed that is supported by written proof that at least 30% of the
employees in the unit, the Municipal Employees Relations Officer shall grant formal recognition to such employee organization without a secret ballot election. The
determination as to whether sufficient employee support exists shall be made by a neutral third party, agreed upon by the City and the involved employee organizations. If the parties cannot agree upon a neutral third party, the
California State Mediation and Conciliation Service shall be the neutral third party and shall verify the exclusive or majority status of the employee organization. In the event that the neutral third party determines that a second labor organization has written proof of the support of at least 30% of the employees in the unit in which recognition is sought, the neutral third party shall order an election to establish which labor organization, if any, has majority status.

Sec. 11. Procedure for Decertification or Withdrawal
of Recognition of Exclusively Recognized Employee
Organization.

A. Petition for Decertification.

A Decertification Petition alleging that the incumbent
Exclusively Recognized Employee Organization no longer
represents a majority of the employees in an established appropriate unit may not be filed with the Municipal Employee Relations Officer during the term of a lawful Memorandum of Understand except during the Window Period specified in Article I, Section 3 of this Policy. A Decertification Petition may be filed by two or more employees or their representative, or an employee organization, and shall contain the following
information and documentation declared by the duly authorized signatory under penalty of perjury to be true, correct and complete:
(1) The name, address and telephone number of the
petitioner and a designated representative authorized to receive notices or requests for further information.
(2) The name of the established appropriate unit and
of the incumbent Exclusively Recognized Employee
Organization sought to be decertified as the representative of that unit.
(3) An allegation that the incumbent Exclusively Recognized Employee Organization no longer represents a majority of the employees in the appropriate unit, and any other relevant and material facts relating thereto.
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(4) Proof of employee support that at least thirty (30) percent of the employees in the established appropriate unit no longer desire to be represented by the incumbent Exclusively Recognized Employee Organization. Such proof shall be submitted for confirmation to the Municipal Employee Relations Officer or to a mutually agreed upon disinterested third party within ten (10) days of filing the petition.

An employee organization may, in satisfaction of the
Decertification Petition requirements hereunder, file a Petition under this section in the form of a Recognition Petition that evidences proof of employee support of at least thirty (30) percent that includes the allegations and
information required under paragraphs A (2)-(4) inclusive of this Section 11, and otherwise conforms to the requirements of Section 9 of this Article.

The Municipal Employee Relations Officer shall initially determine whether the Petition has been filed in compliance with the applicable provisions of this Article II. If their determination is in the negative, they shall offer to consult thereon with the representative(s) of such petitioning
employees or employee organization and, if such determination thereafter remains unchanged, shall return such Petition to the employees or employee organization with a statement of the reasons therefor in writing. The petitioning employees or employee organization may appeal such determination in
accordance with Section 14 of this Article II. If the
determination of the Municipal Employee Relations Officer is in the affirmative, or if their negative determination is reversed on appeal, they shall give written notice of such Decertification or Recognition Petition to the incumbent Exclusively Recognized Employee Organization and to unit employees.

The Municipal Employee Relations Officer shall thereupon arrange for a secret ballot election to be held on or about fifteen (15) days after such notice to determine the wishes of unit employees as to the question of decertification and, if a Recognition Petition was duly filed hereunder, the question of representation. Such election shall be conducted in conformance with Section 10 of this Article II.

B. Municipal Employee Relations Officer Ordered
Election.

During the Window Period or upon expiration of a lawful Memorandum of Understanding, the Municipal Employee Relations Officer may on their own motion, when they have reason to believe that a majority of unit employees no longer wish to be represented by the incumbent Exclusively Recognized Employee Organization, give notice to that organization and all unit employees that they will arrange for an election to determine 137
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that issue. In such event any other employee organization may within fifteen (15) days of such notice file a Recognition Petition in accordance with this Section 11, which the
Municipal Employee Relations Officer shall act on in
accordance with this Section 11.

C. Withdrawal of Recognition Based on Good Faith Doubt.

The City may withdraw recognition from an employee
organization which has previously been granted formal
recognition if the City has a good faith doubt as to the continued majority status of the employee organization if done in accordance with the procedures and safeguards required by the National Labor Relations Act.

Recognition may not be withdrawn under this procedure
until the employee organization in question has served for a full year, as measured by the date of election, as a recognized employee organization.

D. Effect on Existing Memorandum of Understanding.

A valid Memorandum of Understanding shall not be affected by any of the procedures set forth in subsections (A)-(C), and the City shall not be obligated to meet and confer with any newly recognized employee organization to which the Memorandum of Understanding applies, on any matters addressed or
considered in the meet and confer sessions which resulted in the Memorandum of Understanding, until such Memorandum of Understanding expires.

E. Contract Bar.

A Petition for Decertification under this Section may not be considered by the Municipal Employee Relations Officer during the term of a lawful Memorandum of Understanding except during the Window Period. Any Petition for Decertification that is filed during the term of a lawful Memorandum of Understanding other than during the Window Period will be summarily rejected by the City, and will not be subject to the appeal procedures under Section 14 of this Article.

Sec. 12. Policy and Standards for Determination of Appro- priate Units. The policy objectives in determining the
appropriateness of units shall be the effect of a proposed unit on (1) the efficient operations of the City and its
compatibility with the primary responsibility of the City and its employees to effectively and economically serve the public,) and (2) providing employees with effective
representation based on recognized community of interest considerations. These policy objectives require that the appropriate unit shall be the broadest feasible grouping of 138
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positions that share an identifiable community of interest.

Factors to be considered shall be:

A. Similarity of the general kinds of work
performed, types of qualifications required, and the
general working conditions;
B. History of representation in the City, and
similar employment: except however, that no unit shall be deemed to be an appropriate unit solely on the basis of the extent to which employees in the proposed unit have organized;
C. Consistency with the organizational patterns of
the City;
D. Number of employees and classifications, and the
effect on the administration of employer-employee relations created by the fragmentation of classifications and
proliferation of units; and
E. Effect on the classification structure and impact on the stability of the employer-employee relationship of dividing a single or related classifications among two or more units.

Notwithstanding the foregoing provisions of this Section, managerial, supervisory and confidential responsibilities, as defined in Section 3 of this Policy, are determining factors in establishing appropriate units hereunder, and therefore managerial, supervisory and confidential employees may only be included in a unit consisting solely of managerial, supervisory or confidential employees. Managerial, supervisory and
confidential employees may not represent any employee
organization which represents other employees.

The Municipal Employee Relations Officer shall, after
notice to and consultation with affected employee
organizations, allocate new classifications or positions, delete eliminated classifications or positions, and retain, reallocate or delete modified classifications or positions from units in accordance with the provisions of this Section.

Sec. 13. Procedure for Modification of Established Appro- priate Units. Requests by employee organizations for modifica- tions of established appropriate units may be considered by the Municipal Employee Relations Officer only during the period specified in Section 11 of this Article II. Such requests shall be submitted in the form of a Recognition Petition and, in addition to the requirements set forth in Section 9 of this Article, shall contain a complete statement of all relevant facts and citations in support of the proposed modified unit in terms of the policies and standards set forth in Section 12 hereof. The Municipal Employee Relations Officer shall process 139
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such petitions as other Recognition Petitions under this Article II.

The Municipal Employee Relations Officer may on said
Officer's own motion propose during the period specified in Section 11 of this Article that an established unit be
modified. The Municipal Employee Relations Officer shall give written notice of the proposed modification(s) to any
affected employee organization and shall hold a meeting concerning the proposed modification(s), at which time all affected employee organizations shall be heard. Thereafter the Municipal Employee Relations Officer shall determine the composition of the appropriate unit or units in accordance with Section 12 of this Article II, and shall give written notice of such determination to the affected employee
organizations. The Municipal Employee Relations Officer's determination may be appealed as provided in Section 14 of this Article. If a unit is modified pursuant to the motion of the Municipal Employee Relations Officer hereunder, employee organizations may thereafter file Recognition Petitions seeking to become the Exclusively Recognized Employee
Organization for such new appropriate unit or units pursuant to Section 9 hereof.

Sec. 14. Appeals. An employee organization aggrieved by an appropriate unit determination of the Municipal Employee Relations Officer under this Article II may, within ten (10) days of notice thereof, request the intervention of the California State Medication and Conciliation Service pursuant to Government Code Sections 3507.1 and 3507.3, or may, in lieu thereof or thereafter appeal such determination to the City Council for final decision within fifteen (15) days of notice of the Municipal Employee Relations Officer's determination or the termination of proceedings pursuant to Government Code Sections 3507.1 and 3507.3, whichever is later.

An employee organization aggrieved by a determination of the Municipal Employee Relations Officer that a Recognition Petition (Section 9); Challenging Petition (Section 9) or Decertification Recognition Petition (Section 11) -- or employees aggrieved by a determination of the Municipal Employee Relations Officer that a Decertification Petition (Section 11) -- has not been filed in compliance with the applicable provisions of this Article may, within ten (10) days of notice of such determination, appeal the determination to the City Council for final decision.

When an appeal is filed regarding a Decertification
Recognition Petition (Section 11), the City shall remain neutral in any and all subsequent proceedings. To that end, prior to the date of any hearing, the City may submit to the hearing officer a statement about the decision being
appealed, including the facts underlying the City’s decision. 140
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The purpose of this statement shall be to facilitate an accurate and complete record. The employee organization may also submit a statement to the hearing officer outlining its objections to the City’s decision. The City will not
represent or otherwise take any actions on behalf of any employee organization during the proceeding. The City will not object to any request by the employee organization to have a court reporter present to steno graphically record the proceeding. Appeals to the City Council shall be filed in writing with the City Clerk, and a copy thereof served on the Municipal Employee Relations Officer. The City Council shall commence to consider the matter within thirty (30) days of the filing of the appeal. The City Council may, in its discretion, refer the dispute to a third-party hearing process or consider the matter itself pursuant to written briefs or an informal hearing process. Any decision of the City Council on the use of such procedure, and/or any decision of the City Council determining the substance of the dispute shall be final and binding.

Article III -- Administration
Sec. 15. Submission of Current Information by Recognized Employee Organizations. All changes in the information filed with the City by an Exclusively Recognized Employee
Organization under items (1) through (8) of its Recognition Petition under Section 9 of this Policy shall be submitted in writing to the Municipal Employee Relations Officer within ten (10) days of such change.

Sec. 16. Employee Organization Activities -- Use of City Resources. Access to City work locations and the use of City paid time, facilities, equipment and other resources by employee organizations and those representing them shall be authorized only to the extent provided for in Memoranda of Understanding and/or administrative procedures, shall be limited to lawful activities consistent with the provisions of this Policy that pertain directly to the employer-employee relationship and not such internal employee organization business as soliciting membership, campaigning for office, and organization meetings and elections, and shall not interfere with the efficiency, safety and security of City operations.

Sec. 17. Administrative Rules and Procedures. The Municipal Employee Relations Officer is hereby authorized to establish such rules and procedures as appropriate to implement and administer the provisions of this Policy after consultation with affected employee organizations.

Article IV -- Impasse Procedures
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Sec. 18. Initiation of Impasse Procedures. If the meet and confer process has reached impasse as defined in this Policy, either party may initiate the impasse procedures by filing with the other party a written request for an impasse meeting, together with a statement of its position on all issues. An impasse meeting shall then be scheduled promptly by the Municipal Employee Relations Officer. The purpose of such meeting shall be:
a. To review the position of the parties in a final effort to reach agreement on a Memorandum of Understanding; and b. If the impasse is not resolved, to discuss arrangements for the utilization of the impasse procedures provided herein.

Sec. 19. Impasse Procedures. Impasse procedures are
as follows:

If the parties agree to submit the dispute to mediation, and agree on the selection of a mediator, the dispute shall be submitted to mediation. All mediation proceedings shall be private and nonbinding, unless otherwise specifically mutually agreed to in writing. The mediator shall make no public recom- mendation, nor take any public position at any time concerning the issues.

If the parties fail to agree to mediation or to a mediator, or having so agreed, fail to resolve the dispute through mediation, the City Council may take such action as it, in its discretion, deems appropriate as in the public interest. Any legislative action by the City Council on the impasse shall be final and binding.

Sec. 20. Costs of Impasse Procedures. The costs for the services of a mediator utilized by the parties, and other mutually incurred costs of mediation, shall be borne equally by the City and the Exclusively Recognized Employee Organization.

The cost for other separately incurred costs, shall be borne by such party.

Sec. 21. State Mandated Factfinding. To the extent that the impasse resolution procedures set forth in this article conflict with state law and regulations regarding mandatory factfinding, those state laws and regulations shall control.

Article V - Miscellaneous Provisions
Sec. 22. Construction. This Policy shall be
administered and construed as follows:
(a) Nothing in this Policy shall be construed to deny to any person, employee, organization, the City, or any authorized 142
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officer, body or other representative of the City, the rights, powers and authority granted by Federal or State law.
(b) This Policy shall be interpreted so as to carry out its purposes as set forth in Section 2 of Article I.
(c) Nothing in this Policy shall be construed as making the provisions of California Labor Code Section 923 applicable to City employees or employee organizations, or of giving employees or employee organizations the right to participate in, support, cooperate or encourage, directly or indirectly, any strike, sickout or other total or partial stoppage or slowdown of work. In consideration of and as a condition of initial and continued employment by the City, employees recognize that any such actions by them are in violation of their conditions of employment except as expressly otherwise provided by legally preemptive State or contrary local law. In the event employees engage in such actions, they shall subject themselves to discipline up to and including termination, and may be permanently replaced, to the extent such actions are not prohibited by preemptive law; and employee organizations may thereby forfeit any rights accorded them under City law or contract.

The rights, powers, and authority of the City Council in all matters, including the right to maintain any legal action, shall not be modified or restricted by this Policy.

Sec. 23. Severability. If any provision of this Policy, or the application of such provision to any persons or circumstance, shall be held invalid, the remainder of this Policy, or the application of such provision to persons or circumstances other than those as to which it is held invalid, shall not be affected thereby.

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RESOLUTION - 90-273

CITY OF FONTANA
Article I -- General Provisions ..................... 1 Sec. 1. Title of Resolution Policy .................... 1 Sec. 2. Statement of Purpose ........................... 1 Sec. 3. Definitions ................................... 12 Sec. 4. Employee Rights ................................ 5 Sec. 5. City-Rights . . . .............................. 5 Sec. 6. Meet and Confer in Good Faith Scope ........... 5 Sec. 7. Advance Notice ................................ 67 Sec. 8. Consultation in Good Faith -- Scope ............ 7 Article II -- Representation Proceedings ........... 78 Sec. 9. Petition for Recognition ...................... 78 Sec. 10. Representation Proceedings ................... ,910 Sec. 11. Procedure for Decertification or Withdrawal
of Recognition of Exclusively Recognized
Employee Organization ......................... 12
Sec. 12. Policy and Standards for Determination of
Appropriate Units 14
Sec. 13. Procedure for Modification of Established
Appropriate Units ............................. 15
Sec. 14. Appeals. ...................................... 16 Article III -- Administration ..................... 176 Sec. 15. Submission of Current Information by Recog-
nized Employee Organizations ................. 176
Sec. 16. Employee Organization Activities Use of
City Resources ................................ 17
Sec. 17. Administrative Rules and Procedures ........... 17 144
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Article IV -- Impasse Procedures...................... 187 Sec. 18. Initiation of Impasse Procedures 187
Sec. 19. Impasse Procedures ............................ 187 Sec. 20. Costs of Impasse Procedures . ................. 18 Sec.
2 21. State Mandated Factfinding 18

Article V - Miscellaneous Provisions ................ 18 Sec. 221. Construction .................................. 18 Sec. 232. Severability .................................. 19 146
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RESOLUTION NO. ___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF FONTANA AMENDING RESOLUTIONS NOS. 70-34,
82-23 AND 90-140 PERTAINING TO EMPLOYER-EM-

PLOYEE RELATIONS AND RULES AND REGULATIONS
WHEREAS, Government Code Section 3507 empowers a city to adopt reasonable rules and regulations after consultation in good faith with representatives of its employee organizations for the administration of employer-employee relations; and WHEREAS, it is incumbent upon the municipal employee rela- tions officer to establish specific rules and regulations governing the personnel system; and
WHEREAS, this amendment shall not deprive said employees of any right to representation which they may have under Section 3500 et. seq. the California Government Code; and WHEREAS, the City of Fontana desires to adopt such
reasonable rules and regulations as authorized by law:

NOW, THEREFORE, BE IT RESOLVED by the City Council of
the City of Fontana as follows:

Article I -- General Provisions
Sec. 1. Title of ResolutionPolicy. This
ResolutionPolicy shall be known as the Employer-Employee Relations ResolutionPolicy of the City of Fontana.

Sec. 2. Statement of Purpose. This ResolutionPolicy
implements Chapter 10, Division 4, Title 1 of the Government Code of the State of California (Sections 3500, et seq.,) captioned "Local Public Employee Organizations," by providing orderly procedures for the administration of employer-employee relations between the City of Fontana ("City") and such employee
organizations as may represent various groups of employees at the several facilities operated in the City. This ResolutionPolicy repeals and supersedes any resolution or policy heretofore enacted pertaining to Employer-Employee Relations and any policies, rules or regulations pertaining thereto that are in conflict with this ResolutionPolicy.

It is the purpose of this ResolutionPolicy to provide
procedures for meeting and conferring in good faith, to the extent required by law, with Recognized Employee Organizations regarding wages, hours and other terms and conditions of employment. However,
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nothing herein shall be construed to restrict any legal or inherent exclusive City rights with respect to matters of general legislative or managerial policy, which include among others: The exclusive right to determine the mission of its constituent departments, commissions and boards; set standards of service; determine the procedures and standards of selection for employ- ment; direct its employees; take disciplinary action; relieve its employees from duty because of lack of work or for other lawful reasons; maintain the efficiency of City operations; determine the methods, means and personnel by which operations are to be conducted; determine the content of job classifications take all necessary actions to carry out its mission in emergencies; and exercise complete control and discretion over its organization and the technology of performing its work.

Sec. 3. Definitions.

As used in this ResolutionPolicy, the following terms
shall have the meanings indicated:

A. "Appropriate Unit" means a unit of employee classes
or positions, established pursuant to Section 13 of Article II.

B. "City" means the City of Fontana, a municipal corpora- tion, and where appropriate herein, "City" refers to the City Council, the governing body of said City, or any duly authorized management employee as herein defined.

C. "Confidential Employee" means an employee who, in the course of his or hertheir duties, has access to confidential information relating to the City's administration of employer- employee relations or to matters pertaining to the evaluations of employees.

D. "Consult/Consultation in Good Faith" means to commu- nicate orally or in writing for the purpose of presenting and obtaining views or advising of intended actions; and, as dis- tinguished from meeting and conferring in good faith regarding matters within the required scope of such meet and confer pro- cess, does not necessarily involve an exchange of proposals and counterproposals with an exclusively recognized employee organi- zation in an endeavor to reach agreement in the form of a Memo- randum of Understanding, nor is it subject to Article IV hereof.

E. "Day" means calendar day unless expressly
stated otherwise.

F. "Employee" means any person regularly employed full- time by the City and such part-time employees who are formally recognized by the City as "regular/classified" part-time employees. Employ-
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ee for the purpose of this ResolutionPolicy does not include individuals elected by popular vote.

G. "Employee Organization" means any organization
which includes employees of the City and which has as one of its primary purposes representing such employees in their employment relations with the City.

H. "Employer-Employee Relations" means the relationship between the City and its employees and their employee organiza- tion, or when used in a general sense, the relationship between City management and employees or employee organizations.

I. "Executive Employee" means a department head or
the City Manager.

J. "Exclusively Recognized Employee Organization" means an employee organization which has been formally acknowledged by the City as the sole employee organization representing the employees in an appropriate representation unit pursuant to Article II hereof, having the exclusive right to meet and confer in good faith concerning statutorily required subjects pertaining to unit employees, and thereby assuming the corresponding obligation of fairly representing such employees.

K. "Impasse" means that the representatives of the City and a Recognized Employee Organization have reached a point in their meeting and conferring in good faith where their differ- ences on matters to be included in a Memorandum of Understanding, and concerning which they are required to meet and confer, remain so substantial and prolonged that further meeting and conferring would be futile.

L. "Majority Representative" means an employee organiza- tion, or its duly authorized representative, that has been granted formal recognition by the Municipal Employee Relations Officer as representing the majority of employees in an appro- priate unit.

M. "Management Employee" means an employee who has respon- sibility for influencing or effecting organization change, formu- lating, initiating, and/or administering city rules of programs, and/or significantly directing units of work, and/or significant participation in privy or with other access to confidential management decision, and/or the process of management rule formulation and decision making as it relates to employer-employ- ee relations; and/or having significant authority in the determi- nation of discipline levels, evaluating performance, hiring, termination, and work scheduling actions.
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N. "Mediation or Conciliation" means the efforts of an
impartial, mutually agreed upon third person, or persons, func- tioning as intermediaries, to assist the parties in reaching a voluntary resolution to an impasse, through interpretation, suggestions and advice. Mediation and conciliation are inter- changeable terms.

O. "Meet and Confer in Good Faith" (sometimes referred to herein as "meet and confer" or "meeting and conferring") -- means performance by duly authorized City representatives and duly authorized representatives of an employee organization recognized as the majority representative of their mutual obligation to meet at reasonable times and to confer in good faith regarding matters within the scope of representation including wages, hours, and other terms and conditions of employment, in an effort to:
(1) Reach agreement on those matters within the authority of such representatives.
(2) Reach agreement on what will be recommended to the
City Council on those matters within the decision
making authority of the City Council.

P. "Municipal Employee Relations Officer" means the
City Manager of the City of Fontana or his their designee. The City Manager or his their designee are the only individuals authorized to administer this ResolutionPolicy.

Q. "Peace Officer" shall be as defined in Section 830,
California Penal Code and as applied to sworn personnel in the Fontana Police Department.

R. "Proof of Employee Support" means (1) an authorization card recently signed and personally dated by an employee, or (2) a verified authorization petition or petitions recently signed and personally dated by an employee. The only authorization which may be considered as proof of employee support hereunder shall be the authorization last signed by an employee. The words "recently signed" shall mean within thirty (30) days prior to the filing of a petition.

S. "Professional Employee" means employees engaged in work requiring specialized knowledge and skills attained through completion of a recognized course of instruction, including, but not limited to, attorneys, physicians, registered nurses, engi- neers, architects, teachers, and various types of physical, chemical, and biological scientists.

T. "Recognized Employee Organizations" means an employee organization which has been acknowledged by the Municipal eEmployee Relations Officer as an employee organization that -4-
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represents employees of the City. The rights accompanying recognition are either:
(1) Formal Recognition which is the right to meet and
confer in good faith as the majority representative
in an appropriate unit; or
(2) Informal Recognition which is the right to consulta- tions in good faith by all recognized employee organi-
zations.

U. "Scope of Representation" means all matters relating to employment conditions and employer-employee relations, including, but not limited to, wages, hours and other terms and conditions of employment except, however, that the scope of representation shall not include consideration of the merits, necessity, or
organization of any service or activity provided by law or executive order.

V. "Supervisory Employee" means any employee having
authority, in the interest of the City, to hire, transfer, suspend, lay off, recall, promote, discharge, assign, reward, or discipline other employees, or responsibility to direct them, or to adjust their grievances, or effectively to recommend such action if, in connection with the foregoing, the exercise of such authority is not of a merely routine or clerical nature, but requires the use of independent judgment.

V.W. “Window Period” means the 29-day period which is less than 120 days but more than 90 days prior to the expiration date of a lawful Memorandum of Understanding negotiated by the City and the eExclusively rRecognized eEmployee oOrganization.

Expiration date means the last effective date of the Memorandum of Understanding. The date on which the Memorandum of
Understanding expires expiration date shall not be counted for the purpose of computing the window period.

Sec. 4. Employee Rights. Employees of the City shall have the right to form, join and participate in the activities of employee organizations of their own choosing for the purpose of representation on all matters of employer-employee relations including but not limited to wages, hours and other terms and conditions of employment. Employees of the City also shall have the right to refuse to join or participate in the activities of employee organizations and shall have the right to represent themselves individually in their employment relations with the City. No employee shall be interfered with, intimidated, re- strained, coerced or discriminated against by the City or by any employee organization because of his their exercise of these rights.

Sec. 5. City Rights. See Section 2.
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Sec. 6. Meet and Confer in Good Faith -- Scope.

A. The City, through its representatives, shall meet and confer in good faith with representatives of formally recognized employee organizations with majority representation rights regarding matters within the scope of representation including -5-
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wages, hours, and other terms and conditions of employment directly applicable to the unit they represent.

B. The City shall not be required to meet and confer in good faith on any subject pre-empted by Federal or State law, nor shall it be required to meet and confer in good faith on Employee or City Rights as defined in Sections 4 and 2 of this
ResolutionPolicy. Any changes that may be deemed necessary from time to time in these rules and regulations shall be excluded from the scope of meeting and conferring.

The City, through its representatives, and representatives of recognized employee associations may, by mutual agreement, meet and confer on matters of employment concerning which meeting and conferring is neither required nor prohibited by these rules and regulations.

C. The City will make available to employee organizations such non-confidential information pertaining to employment relations as is contained in the public records of the agency subject to the limitations and conditions set forth in these rules and regulations and Government Code Sections 6250 et seq.

Such information shall be made available during regular office hours in accordance with the City's rules and regulations and procedures for making public records available and after payment of reasonable costs, where applicable.

To facilitate the meeting and conferring process, the City shall provide to recognized employee organizations concerned the published data it regularly has available concerning subjects under consideration in meeting and conferring including data gathered concerning salaries and other terms and conditions of employment provided by comparable public and private employers, provided that when such data is gathered on a promise to keep its source confidential, the data may be provided in statistical summaries so the sources shall not be revealed.

Nothing in this rule shall be construed to require
disclosure of records that are:
(1) Personnel, medical and similar files, the disclosure of which would constitute an unwarranted invasion of
personal privacy or be contrary to the merit system
principle;
(2) Working papers or memoranda which are not retained in the ordinary course of business or any records where
the public interest severed by not making the record
available clearly outweighs the public interest served
by disclosure of the record;
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(3) Records pertaining to pending litigation to which the City is a party, or to claims or appeals which have
not been settled; or
(4) Not immediately available and would require research for an inquirer or to do programming or assemble data
in a manner other than usually done by the City.

Sec. 7. Advance Notice. Reasonable written notice shall be given to each recognized employee organization affected by any ordinance, rule, resolution or regulation directly relating to matters within the scope of representation proposed to be adopted by the City Council or by any board or commission of the City and shall be given the opportunity to meet with such body prior to adoption. A reasonable number of representatives of the recog- nized employee groups shall be given reasonable time off from their duties to meet and confer on all matters within the scope of meeting and conferring.

For purposes of attending scheduled meetings with the
designated City representatives on subjects within the scope of representation during regular work hours without loss of compen- sation, the formally recognized employee organization may select two employee representatives without regard to the size of the organization. Where circumstances warrant, the Municipal Employee Relations Officer may approve the attendance at such meetings of additional employee representatives with or without loss of compensation. The employee organization shall, whenever practi- cable, submit the names of all such employee representatives to the Municipal Employees Relations Officer at least two working days in advance of such meetings. Provided further:

A. That no employee representative shall leave his or
hertheir duty or work station or assignment without
specific approval of the department head or other
authorized City management official.

B. That any such meeting is subject to scheduling by City management in a manner consistent with operating needs
and work schedules.

Nothing provided herein, however, shall limit or restrict City management from scheduling such meetings before or after regular duty or work hours under appropriate circumstances.

Sec. 8. Consultation in Good Faith -- Scope. All matters affecting employer-employee relations, including those that are not subject to meeting and conferring, are subject to consulta- tion. The City, through its representatives, shall consult in good faith with representatives of all recognized employee -7-
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organizations on employer-employee relations matters which affect them. The City Manager shall consult with representatives of recognized employee organizations that are affected on matters relating to employer-employee relations before any action is taken, unless to do so would be impractical, in which case the City shall consult as soon as it is practical to do so.

Article II -- Representation Proceedings
Sec. 9. Petition for Recognition. There are two levels of employee organization recognition - formal and informal.

The recognition requirements of each are set forth below.

A. Formal Recognition -- The Right to Meet and Confer in Good Faith as Majority Representative: An employee organization that seeks formal recognition for the purpose of meeting and conferring in good faith as the majority representative of employees in an appropriate unit shall file a petition with the Municipal Employee Relations Officer containing the following information and documentation:
(1) Name and address of the employee organization.
(2) Names and titles of its officers.
(3) Names of employee organization representatives who
are authorized to speak on behalf of its members.
(4) A statement that the employee organization has, as
one of its primary purposes, representing employees
in their employment relations with the City.
(5) A statement whether the employee organization is a
chapter or local of, or affiliated directly or indi-
rectly in any manner with, a regional or state, or
national or international organization, and, if so,
the name and address of each such regional, state or
international organization.
(6) Certified copies of the employee organization's
constitution and bylaws.
(7) A designation of those persons, not exceeding two in number, and their addresses, to whom notice sent by
regular United States mail will be deemed sufficient
notice on the employee organization for any purpose. In the event one of the individuals designated to receive
notices from the City will be on a leave of absence for more than a week, the affected organization may appoint an alternate to receive notices during his
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absence. It will be the responsibility of the organi-
zation to notify the Municipal Employees Relations
Officer in writing whenever an alternate is to be
appointed and for what period of time.
(8) A statement that the employee organization has no
restriction on membership based on race, color, creed,
sex, national origin, age or physical handicap.
(9) The job classifications or titles of employees in the unit claimed to be appropriate and the approximate
number of member employees therein.
(10) A statement that the employee organization has in its possession written proof, dated within six months of
the date upon which the petition is filed, to establish that at least 50% of the employees in the unit claimed
to be appropriate have designated the employee organi-
zation to represent them in their employment relations
with the City. Such written proof shall be submitted
for confirmation to the Municipal Employee Relations
Officer or to a mutually agreed upon disinterested
third party.
(11) A request that the Municipal Employees Relations Officer recognize the employee organization as the majority
representative of the employees in the unit claimed to
be appropriate for the purpose of meeting and conferring in good faith on all matters within the scope of
representation.
(12) The petition, including the proof of employee support and all accompanying documentation, shall be declared
to be true, correct and complete, under penalty of
perjury, by the duly authorized officer(s) of the
employee organization executing it.

B. Informal Recognition -- The Right to Consult in Good Faith: An employee organization that seeks recognition for purposes of consultation in good faith shall file a petition with the Municipal Employee Relations Officer containing the following information and documentation:
(1) All of the information enumerated in A - (1)
through (9) and (12) of this Section inclusive.
(2) A statement that the employee organization has in its possession written proof, dated within six months of
the date upon which the petition is filed, to establish that a majority of employees in the unit claimed to be
appropriate have designated the employee organization
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to represent them in their employment relations with
the City. Such written proof shall be submitted for
confirmation to the Municipal Employee Relations
Officer or to a mutually agreed upon disinterested
third party.

Sec. 10. Representation Proceedings.

A. City Response to Recognition Petition.

An employee organization that seeks formal recognition as the majority representative in an appropriate unit shall file a Petition for Recognition as set forth above. Upon receipt of the Petition for Recognition, the Municipal Employees Relations Officer shall determine whether:
(1) There has been compliance with the requirements of
the Petition for Recognition; and
(2) The proposed unit is an appropriate unit.

If an affirmative determination is made by the Municipal Employee Relations Officer on the foregoing two matters, said officer shall so inform the petitioning employee organization, shall give written notice of such request for recognition to the employees in the unit, and shall take no action on said request for thirty (30) days thereafter.

If either of the foregoing matters are not affirmatively determined, the Municipal Employee Relations Officer may offer to consult thereon with such petitioning employee organization and, if such determination thereafter remains unchanged, shall inform that organization of the reasons therefor in writing. The petitioning employee organization may appeal such determination in accordance with Section 14 of this ResolutionPolicy.

B. Open Period for Filing Challenging Petition.

Within thirty (30) days of the date written notice was given to affected employees that a valid recognition petition for an appropriate unit has been filed, any other employee organization may file a competing request to be formally acknowledged as the exclusively recognized employee organization of the employees in the same or in an overlapping unit (one which corresponds with respect to some but not all the classifications or positions set forth in the recognition petition being challenged), by filing a petition evidencing proof of employee support in the unit claimed to be appropriate of at least thirty (30) percent and otherwise in the same form and manner as set forth in Section 9 of this Article II. If such challenging petition seeks establishment of an overlapping unit, the Municipal Employee Relations Officer -10-
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shall call for an informal hearing on such overlapping petitions for the purpose of ascertaining the more appropriate unit, at which time the petitioning employee organizations shall be heard.

Thereafter, the Municipal Employee Relations Officer shall determine the appropriate unit or units in accordance with the standards in Section 12 of this Article II. The petitioning employee organizations shall have fifteen (15) days from the date notice of such unit determination is communicated to them by the Municipal Employee Relations Officer to amend their petitions to conform to such determination or to appeal such determination pursuant to Section 14 of this Article II.

C. Election Procedure.

The Municipal Employee Relations Officer shall arrange for a secret ballot election to be conducted by a party agreed to by the Municipal Employee Relations Officer and the concerned employee organization(s), subject to the provisions of this ResolutionPolicy. All employee organizations who have duly submitted petitions which have been determined to be in conformance with this Article II shall be included on the ballot.

The ballot shall also reserve to employees the choice of representing themselves individually in their employment relations with the City. This choice shall be designated "No organization." Employees entitled to vote in such election shall be those persons employed in regular permanent positions within the designated appropriate unit who were employed during the pay period immediately prior to the date which ended at least fifteen (15) days before the date the election commences, including those who did not work during such period because of illness, vacation or other authorized leaves of absence, and who are employed in the same unit on the date of the election. An employee
organization shall be formally acknowledged as the Exclusively Recognized Employee Organization for the designated appropriate unit following an election or runoff election if it received a numerical majority of all valid votes cast in the election providing that at least 60% of the employees in the appropriate unit have voted. In the event that 60% of the employees in the appropriate unit have failed to vote, another election shall be scheduled within ninety (90) days. In an election involving three or more choices, where none of the choices receives a majority of the valid votes cast, a run-off election shall be conducted between the two choices receiving the largest number of valid votes cast; the rules governing an initial election being applicable to a run-off election.

There shall be no more than one valid election under this ResolutionPolicy pursuant to any recognition or unit modification petition in a 12-month period affecting the same or a substan- tially similar (as determined by the Municipal Employee Relations Officer) unit.
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In the event that the parties are unable to agree on a
third party to conduct an election, the election shall be conducted by the State Mediation and Conciliation Service or other disinterested party designated by the Municipal Employee Relations Officer.

Costs of conducting elections shall be borne in equal
shares by the City and by each employee organization appearing on the ballot.

D. Discretionary Recognition Based on Written Proof of
Employee Support. If the written proof submitted by the employee organization in the unit found to be appropriate establishes that it represents more than 50% of the employees in such unit, and there has been no challenging petition filed that is supported by written proof that at least 30% of the employees in the unit, the Municipal Employees Relations Officer may, at his discretion,shall grant formal recognition to such employee organization without a secret ballot
election. The determination as to whether sufficient employee support exists shall be made by a neutral third party, agreed upon by the City and the involved employee organizations. If the parties cannot agree upon a neutral third party, the California State Mediation and Conciliation Service shall be the neutral third party and shall verify the exclusive or majority status of the employee organization. In the event that the neutral third party determines that a second labor organization has written proof of the support of at least 30% of the employees in the unit in which recognition is sought, the neutral third party shall order an election to establish which labor organization, if any, has majority status.

Sec. 11. Procedure for Decertification or Withdrawal of Recognition of Exclusively Recognized Employee Organization.

A. Petition for Decertification.

A Decertification Petition alleging that the incumbent
Exclusively Recognized Employee Organization no longer represents a majority of the employees in an established appropriate unit may not be be filed with the Municipal Employee Relations Officer during the term of a lawful Memorandum of Understand following the first full year of recognition except only during the Window Period specified in Article I, Section 3 of this
ResolutionPolicy. A Decertification Petition may be filed by two or more employees or their representative, or an employee organization, and shall contain the following information and documentation declared by the duly authorized signatory under penalty of perjury to be true, correct and complete:
(1) The name, address and telephone number of the
petitioner and a designated representative authorized to receive notices or requests for further information.
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(2) The name of the established appropriate unit and of the incumbent Exclusively Recognized Employee Organization sought to be decertified as the representative of that unit. (3) An allegation that the incumbent Exclusively Recognized Employee Organization no longer represents a majority of the employees in the appropriate unit, and any other relevant and material facts relating thereto.
(4) Proof of employee support that at least thirty (30) percent of the employees in the established appropriate unit no longer desire to be represented by the incumbent Exclusively Recognized Employee Organization. Such proof shall be submitted -12-
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for confirmation to the Municipal Employee Relations Officer or to a mutually agreed upon disinterested third party within ten (10) days of filing the petition.

An employee organization may, in satisfaction of the Decer- tification Petition requirements hereunder, file a Petition under this section in the form of a Recognition Petition that evidences proof of employee support of at least thirty (30) percent that includes the allegations and information required under para- graphs A (2)-(4) inclusive of this Section 11, and otherwise conforms to the requirements of Section 9 of this Article.

The Municipal Employee Relations Officer shall initially determine whether the Petition has been filed in compliance with the applicable provisions of this Article II. If his their determination is in the negative, he they shall offer to consult thereon with the representative(s) of such petitioning employees or employee organization and, if such determination thereafter remains unchanged, shall return such Petition to the employees or employee organization with a statement of the reasons therefor in writing. The petitioning employees or employee organization may appeal such determination in accordance with Section 14 of this Article II. If the determination of the Municipal Employee Relations Officer is in the affirmative, or if his their negative determination is reversed on appeal, he they shall give written notice of such Decertification or Recognition Petition to the incumbent Exclusively Recognized Employee Organization and to unit employees.

The Municipal Employee Relations Officer shall thereupon arrange for a secret ballot election to be held on or about fifteen (15) days after such notice to determine the wishes of unit employees as to the question of decertification and, if a Recognition Petition was duly filed hereunder, the question of representation. Such election shall be conducted in conformance with Section 10 of this Article II.

B. Municipal Employee Relations Officer Ordered Election.

During the "open period" specified in the first paragraph of this Section 11Window Period or upon expiration of a lawful Memorandum of Understanding, the Municipal Employee Relations Officer may on his their own motion, when he they havehas reason to believe that a majority of unit employees no longer wish to be represented by the incumbent Exclusively Recognized Employee Organization, give notice to that organization and all unit employees that he they will arrange for an election to determine that issue. In such event any other employee organization may within fifteen (15) days of such notice file a Recognition Petition in accordance with this Section 11, which the Municipal Employee Relations Officer shall act on in accordance with this Section 11.
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C. Withdrawal of Recognition Based on Good Faith Doubt.

The City may withdraw recognition from an employee organiza- tion which has previously been granted formal recognition if the City has a good faith doubt as to the continued majority status of the employee organization if done in accordance with the procedures and safeguards required by the National Labor Rela- tions Act.

Recognition may not be withdrawn under this procedure until the employee organization in question has served for a full year, as measured by the date of election, as a recognized employee organization.

D. Effect on Existing Memorandum of Understanding.

A valid Memorandum of Understanding shall not be affected by any of the procedures set forth in subsections (A)-(C), and the City shall not be obligated to meet and confer with any newly recognized employee organization to which the Memorandum of Understanding applies, on any matters addressed or considered in the meet and confer sessions which resulted in the Memorandum of Understanding, until such Memorandum of Understanding expires.

E. Contract Bar.

A Petition for Decertification under this Section may not be considered by the Municipal Employee Relations Officer during the term of a lawful Memorandum of Understanding except only during the Window Period. Any Petition for Decertification that is filed during the term of a lawful Memorandum of Understanding other than duringnot filed within the Window Period will be summarily rejected by the City, and will not be subject to the appeal procedures under Section 14 of this Article.

Sec. 12. Policy and Standards for Determination of Appro- priate Units. The policy objectives in determining the appropri- ateness of units shall be the effect of a proposed unit on (1) the efficient operations of the City and its compatibility with the primary responsibility of the City and its employees to effectively and economically serve the public,) and (2) providing employees with effective representation based on recognized community of interest considerations. These policy objectives require that the appropriate unit shall be the broadest feasible grouping of positions that share an identifiable community of interest. Factors to be considered shall be:

A. Similarity of the general kinds of work performed,
types of qualifications required, and the general working conditions;
B. History of representation in the City, and similar
employment: except however, that no unit shall be deemed to be an appropriate unit solely on the basis of the extent to which employees in the proposed unit have organized;
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C. Consistency with the organizational patterns of
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the fragmentation of classifications and proliferation of units; and
E. Effect on the classification structure and impact on the stability of the employer-employee relationship of dividing a single or related classifications among two or more units.

Notwithstanding the foregoing provisions of this Section, managerial, supervisory and confidential responsibilities, as defined in Section 3 of this ResolutionPolicy, are determining factors in establishing appropriate units hereunder, and therefore managerial, supervisory and confidential employees may only be included in a unit consisting solely of managerial, supervisory or confidential employees. Managerial, supervisory and confidential employees may not represent any employee organization which represents other employees.

The Municipal Employee Relations Officer shall, after notice to and consultation with affected employee organizations, allocate new classifications or positions, delete eliminated classi- fications or positions, and retain, reallocate or delete modified classifications or positions from units in accordance with the provisions of this Section.

Sec. 13. Procedure for Modification of Established Appro- priate Units. Requests by employee organizations for modifica- tions of established appropriate units may be considered by the Municipal Employee Relations Officer only during the period specified in Section 11 of this Article II. Such requests shall be submitted in the form of a Recognition Petition and, in addi- tion to the requirements set forth in Section 9 of this Article, shall contain a complete statement of all relevant facts and citations in support of the proposed modified unit in terms of the policies and standards set forth in Section 12 hereof. The Municipal Employee Relations Officer shall process such petitions as other Recognition Petitions under this Article II.

The Municipal Employee Relations Officer may on said
Officer's own motion propose during the period specified in Section 11 of this Article that an established unit be modified.

The Municipal Employee Relations Officer shall give written notice of the proposed modification(s) to any affected employee organization and shall hold a meeting concerning the proposed modification(s), at which time all affected employee organiza- tions shall be heard. Thereafter the Municipal Employee Rela- tions Officer shall determine the composition of the appropriate unit or units in accordance with Section 12 of this Article II, and shall give written notice of such determination to the affected employee organizations. The Municipal Employee Rela- tions Officer's determination may be appealed as provided in Section 14 of this Article. If a unit is modified pursuant to -15-
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the motion of the Municipal Employee Relations Officer hereunder, employee organizations may thereafter file Recognition Petitions seeking to become the Exclusively Recognized Employee Organiza- tion for such new appropriate unit or units pursuant to Section 9 hereof.

Sec. 14. Appeals. An employee organization aggrieved by an appropriate unit determination of the Municipal Employee Rela- tions Officer under this Article II may, within ten (10) days of notice thereof, request the intervention of the California State Medication and Conciliation Service pursuant to Government Code Sections 3507.1 and 3507.3, or may, in lieu thereof or thereafter appeal such determination to the City Council for final decision within fifteen (15) days of notice of the Municipal Employee Relations Officer's determination or the termination of proceed- ings pursuant to Government Code Sections 3507.1 and 3507.3, whichever is later.

An employee organization aggrieved by a determination of the Municipal Employee Relations Officer that a Recognition Petition (Section 9); Challenging Petition (Section 9) or Decertification Recognition Petition (Section 11) -- or employees aggrieved by a determination of the Municipal Employee Relations Officer that a Decertification Petition (Section 11) -- has not been filed in compliance with the applicable provisions of this Article may, within ten (10) days of notice of such determination, appeal the determination to the City Council for final decision.

When an appeal is filed regarding a Decertification
Recognition Petition (Section 11), the City shall remain neutral in the arbitrationany and all subsequent proceedingss.

TNotwithstanding, the City may undertake any action to ensure there is an accurate and complete record of the appealmatter, including, but not limited to, attendance and appearance at the arbitration hearingproceeding, and cross-examination of witnesses. To that end, Pprior to the date of any
arbitrationhearing, the City may submit to the arbitratorhearing officer and parties, a statement ofabout the City’s decision being appealed, including the reasoningfacts for itsunderlying the City’s decision. The purpose of this statement shall be to createfacilitate an accurate and complete record. TThe employee organization may also be permitted to submit a statement to the hearing officer outlining its objections to the City’s decision.

The City will not represent or otherwise take any actions on behalf of any employee organization during the proceeding. The City will not object to any request by the employee organization to have a court reporter present to stenographically record the proceeding.

Appeals to the City Council shall be filed in writing with the City Clerk, and a copy thereof served on the Municipal Employee Relations Officer. The City Council shall commence to consider the matter within thirty (30) days of the filing of the appeal. The City Council may, in its discretion, refer the dispute to a third party hearing process or consider the matter 168
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itself pursuant to written briefs or an informal hearing process.

Any decision of the City Council on the use of such procedure, and/or any decision of the City Council determining the substance of the dispute shall be final and binding.

Article III -- Administration
Sec. 15. Submission of Current Information by Recognized Employee Organizations. All changes in the information filed with the City by an Exclusively Recognized Employee Organization under items (1) through (8) of its Recognition Petition under Section 9 of this ResolutionPolicy shall be submitted in writing to the Municipal Employee Relations Officer within ten (10) days of such change.
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Sec. 16. Employee Organization Activities -- Use of City Resources. Access to City work locations and the use of City paid time, facilities, equipment and other resources by employee organizations and those representing them shall be authorized only to the extent provided for in Memoranda of Understanding and/or administrative procedures, shall be limited to lawful activities consistent with the provisions of this
ResolutionPolicy that pertain directly to the employer-employee relationship and not such internal employee organization business as soliciting membership, campaigning for office, and
organization meetings and elections, and shall not interfere with the efficiency, safety and security of City operations.

Sec. 17. Administrative Rules and Procedures. The Municipal Employee Relations Officer is hereby authorized to establish such rules and procedures as appropriate to implement and admin- ister the provisions of this ResolutionPolicy after consultation with affected employee organizations.

Article IV -- Impasse Procedures
Sec. 18. Initiation of Impasse Procedures. If the meet and confer process has reached impasse as defined in this
ResolutionPolicy, either party may initiate the impasse procedures by filing with the other party a written request for an impasse meeting, together with a statement of its position on all issues. An impasse meeting shall then be scheduled promptly by the Municipal Employee Relations Officer. The purpose of such meeting shall be:
a. To review the position of the parties in a final effort to reach agreement on a Memorandum of Understanding; and b. If the impasse is not resolved, to discuss arrangements for the utilization of the impasse procedures provided herein.

Sec. 19. Impasse Procedures. Impasse procedures are as
follows:

If the parties agree to submit the dispute to mediation, and agree on the selection of a mediator, the dispute shall be submitted to mediation. All mediation proceedings shall be private and nonbinding, unless otherwise specifically mutually agreed to in writing. The mediator shall make no public recom- mendation, nor take any public position at any time concerning the issues.

If the parties fail to agree to mediation or to a mediator, or having so agreed, fail to resolve the dispute through media- tion, the City Council may take such action as it, in its discre- tion, deems appropriate as in the public interest. Any legisla- -17-
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tive action by the City Council on the impasse shall be final and binding.

Sec. 20. Costs of Impasse Procedures. The costs for the services of a mediator utilized by the parties, and other mutual- ly incurred costs of mediation, shall be borne equally by the City and the Exclusively Recognized Employee Organization. The cost for other separately incurred costs, shall be borne by such party.

Sec. 21. State Mandated Factfinding. To the extent that the impasse resolution procedures conflict set forth in this article conflict with state law and regulations regarding mandatory factfinding, those state laws and regulations shall control.

Article V - Miscellaneous Provisions
Sec. 2122. Construction. This ResolutionPolicy shall be administered and construed as follows:
(a) Nothing in this ResolutionPolicy shall be construed to deny to any person, employee, organization, the City, or any authorized officer, body or other representative of the City, the rights, powers and authority granted by Federal or State law.
(b) This ResolutionPolicy shall be interpreted so as to carry out its purposes as set forth in Section 2 of Article I. (c) Nothing in this ResolutionPolicy shall be construed as making the provisions of California Labor Code Section 923 applicable to City employees or employee organizations, or of giving employees or employee organizations the right to participate in, support, cooperate or encourage, directly or indirectly, any strike, sickout or other total or partial stoppage or slowdown of work. In consideration of and as a condition of initial and continued employment by the City, employees recognize that any such actions by them are in violation of their conditions of employment except as expressly otherwise provided by legally preemptive State or contrary local law. In the event employees engage in such actions, they shall subject themselves to discipline up to and including termination, and may be permanently replaced, to the extent such actions are not prohibited by preemptive law; and employee organizations may thereby forfeit any rights accorded them under City law or contract.

The rights, powers, and authority of the City Council in all matters, including the right to maintain any legal action, shall not be modified or restricted by this resolutionPolicy. 171
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Sec. 2223. Severability. If any provision of this Resolu- tionPolicy, or the application of such provision to any persons or circumstance, shall be held invalid, the remainder of this ResolutionPolicy, or the application of such provision to persons or circumstances other than those as to which it is held invalid, shall not be affected thereby.

ATTEST:

I, Kathy Montoya , City Clerk of the City
of Fontana, California, do hereby certify that the foregoing resolution was duly and regularly adopted by the City Council of the City of Fontana at a regular meeting thereof, held on the 18th day of December , 1990 , by the following vote, to- wit:

AYES: Mayor Kragness, Council Members Abernathy, Boyles, Eshleman Murray
NOES: None
ABSENT: None

City Clerk of the City of Fontana

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APPROVED AS TO FORM:

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Sec. 22. Severability. If any provision of this Resolu- tion, or the application of such provision to any persons or circumstance, shall be held invalid, the remainder of this Resolution, or the application of such provision to persons or circumstances other than those as to which it is held invalid, shall not be affected thereby.

APPROVED AND ADOPTED this day of
Mayor of the City of Fontana
ATTEST:

City Clerk
I, ____________________________ , City Clerk of the City of Fontana, California, do hereby certify that the foregoing resolution was duly and regularly adopted by the City Council of the City of Fontana at a regular meeting thereof, held on the ____ day of _______________ , _ , by the following vote, to- wit:

AYES:

NOES:

ABSENT:

City Clerk of the City of Fontana
APPROVED AS TO FORM:

City Attorney
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City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2050 Agenda Date: 3/28/2023
Agenda #: F. Category: Consent Calendar
FROM:

Police Department
SUBJECT:

Police Department Monthly Information Update
RECOMMENDATION:

Accept the Police Department monthly information update for February 2023.

COUNCIL GOALS:
· Operate in a businesslike manner by creating a memorable customer experience with every interaction.
· Increase citizen involvement by informing the public about issues, program, and accomplishments.
· Concentrate on Inter-governmental relations by establishing partnerships and positive working relationships with other public agencies providing services to residents and local businesses.

DISCUSSION:

The February 2023 monthly information report has been completed. Once the report is accepted by the City Council it will be featured on the Department website.

FISCAL IMPACT:

There is no fiscal impact.

MOTION:

Approve staff recommendation.

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City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2083 Agenda Date: 3/28/2023
Agenda #: G. Category: Consent Calendar
FROM:

Engineering
SUBJECT:

Award a Construction Contract for the Cherry Avenue and South Highland Avenue Interim Traffic Signal Project
RECOMMENDATION:

1. Approve and authorize the City Manager to award and execute a construction contract that includes a 10% Contingency with the lowest responsible/responsive bidder for the Cherry Avenue and South Highland Avenue Interim Traffic Signal Project (Bid No. SB-110-DE-23)

2. Authorize the City Manager to execute any and all utility agreements, utility easements, and any related items on behalf of the City of Fontana for the Cherry Avenue and South Highland Avenue Interim Traffic Signal Project.

COUNCIL GOALS:
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by maintaining and improving the city's existing infrastructure.
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by providing for the development of new infrastructure.
· Invest in the City’s infrastructure (streets, sewers, parks, etc.) by focusing on relief of traffic congestion.

DISCUSSION:

The City of Fontana’sapproved Capital Improvement Program Budget includes the Cherry Avenue and South Highland Avenue Interim Traffic Signal Project. The proposed improvements include the construction of a new interim traffic signal at Cherry Avenue and South Highland Avenue intersection.

The permeant traffic signal will be constructed as part of the RAISE Grant project. The construction of the interim project is expected to begin in May 2023 It is anticipated that the lowest responsible/responsive bidder will be determined shortly after the City Council approval of this item. Staff is requesting that the City Manager be authorized to award and execute a construction contract with the lowest responsive/responsible bidder in order to expedite the contract approval process and accommodate the project schedules. With this action, the City Council authorizes the City Manager to award the construction contract to the lowest responsive and responsible bidder, provided that the construction contract cost is within the project budget.

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File #: 21-2083 Agenda Date: 3/28/2023
Agenda #: G. Category: Consent Calendar
FISCAL IMPACT:

The fiscal impact associated with the approval of this item is estimated at $195,000 and is included in the 2022-2023 budget in 36000030-246-A-8330.

MOTION:

Approve staff recommendation.

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N01 inch = 600 feet1200600PROJECT LOCATIONSOUTH HIGHLAND AVENUE AND CHERRY AVENUEINTERIM TRAFFIC SIGNAL PROJECTBID NO. SB-110-DE-23 178
City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2079 Agenda Date: 3/28/2023
Agenda #: H. Category: Consent Calendar
FROM:

Public Works
SUBJECT:

Authorize the Purchase of three Vactor, Freightliner SD114 CNG Chassis Combination Trucks from Haaker Equipment
RECOMMENDATION:

1. Authorize the Purchasing Division to use Sourcewell Cooperative Purchasing Agreement Contract No. 101221-VTR to purchase three (3) Vactor Combination Trucks in the amount of $1,725,633.83 from Haaker Equipment Company of La Verne, California.

2. Authorize the trade in of two (2) Vactor Combination Trucks Unit 8251 and 8673.

3. Authorize the City Manager to Appropriate $382,880.00 from Sewer Fund 701, fund balance to Fund 751 Fleet Operations (75138306 - Fleet replacement).

1. ..End
COUNCIL GOALS:
· Improve public safety by increasing operational efficiency, visibility, and availability. · Operate in a businesslike manner by correcting problems immediately. · Practice sound fiscal management by living within our means while investing in the future.

Invest in the City’sinfrastructure (streets, sewers, parks, etc.) by maintaining and improving the city's existing infrastructure.

DISCUSSION:

The Public Works Department (Utilities and Streets Division) is responsible for the maintenance and repair of the city storm drain and sewer infrastructure which covers a span of 43.07 square miles. A vactor truck is an essential piece of equipment needed to maintain the network of drainage to keep the streets clear of water and debris and the city-owned sewer system.

As part of the Mid-Year Budget Adjustment, the Public Works requested to purchase a combination vactor truck to maintain storm drain catch basins to comply with the Municipal Separate Storm Sewer System permit. In addition, two existing combination vactor trucks (Unit # 8251 and 8673) for sewer maintenance are scheduled to be replaced based on the current age and optimal resale values resulting in a lower purchase price. These vehicles are being replaced as part of the Compliance Plan Agreement with South Coast Air Quality District (SCAQMD), Rule 1196. The City is receiving a $400,000 trade-in offer from the vendor for both vactor combination trucks based on the current age and condition.

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File #: 21-2079 Agenda Date: 3/28/2023
Agenda #: H. Category: Consent Calendar
Based upon the research, the truck that meets the department’sgoals is the Vactor mounted on a Freightliner 114SD CNG chassis truck from Haaker Equipment Company. This unit will meet the needs of the Department and Haaker Equipment Company can also provide quick parts, service, repairs, and technical support. This Vactor CNG combination truck will meet SCAQMD Rule 1196.

Per the City’sPurchasing Policies and Procedures Manual, Section 3.1.5 Non-Competitive Proposal may be used when a product is being purchased under a cooperative purchasing agreement.

FISCAL IMPACT:

Funds were approved by City Council at the Mid-Year budget for the purchase of one vactor combination truck. Funds are currently available in Fiscal Year 2022/2023 budget, Fund 751 Fleet Operations (75138306 - Fleet replacement). The total expenditures are estimated at $708,545.00.

The total estimated replacement cost for the two additional vactor combination trucks is $1,417,090.00. Funding will come from the current balance of $634,210.00 collected for the replacement of the two vehicles in Fund 751 Fleet Operation (75138306 - Fleet replacement) and $400,000.00 from the trade-in offer. The additional amount of $382,880.00 needed to purchase these vehicles will be provided by Sewer Fund 701 fund balance and will be included with the Third Quarter Budget Status Report.

MOTION:

Approve staff recommendation.

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City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21-2096 Agenda Date: 3/28/2023
Agenda #: I. Category: Consent Calendar
FROM:

Development Services
SUBJECT:

Declaring Surplus Land - Property located at 8443 Nuevo Avenue RECOMMENDATION:

1. Approve Resolution No. 2023-021, declaring that the City-owned property on the SEC of Spring Street and Nuevo Avenue (Assessor’s Parcel Number 0191-163-27) is “Surplus Land” pursuant to the Surplus Land Act, Government Code Section 54220 Et Seq.; and approving the form of Notice of Availability.

2. Authorize the City Manager and/or his designee(s) to take all actions necessary or appropriate to comply with the Surplus Land Act.
..End
COUNCIL GOALS:
· To practice sound fiscal management by living within our means while investing in the future. · To invest in the city's infrastructure (streets, sewers, parks, etc.) by improving the aesthetics of the community.
· To preserve the local environment for generations to come and to create a healthy economic and environmental future by creating communities and neighborhoods that are attractive, safe, and convenient for walkers and bicyclists.
· Improve public safety by increasing operational efficiency, visibility and availability.

DISCUSSION:

The City of Fontana owns Assessor’sParcel Number 0191-163-27 on the southeast corner of Spring Street and Nuevo Avenue encompassing approximately 15,200 square feet. The property includes a multi-tenant building currently occupied by service and office tenants. Each of the tenants is occupying their respective space via a month-by-month lease with the City. The parcel is designated as walkable mixed use within the Downtown Gateway Form Based Code District.

The property is no longer necessary for the City’suse, and the City intends to complete the Surplus Land Act process. If there is no interest from affordable housing developers or, if there is a failure to come to terms on some form of disposition and development after good-faith negotiations, the City can then market the property to the general public.

By approving the attached Resolution, the City would declare this property as “surplus land,” under City of Fontana Printed on 3/23/2023Page 1 of 2
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File #: 21-2096 Agenda Date: 3/28/2023
Agenda #: I. Category: Consent Calendar
By approving the attached Resolution, the City would declare this property as “surplus land,” under the Surplus Land Act and Government Code section 54221, and this parcel is no longer necessary for the City’s use.

In order for the City to dispose of this parcel, the City must first go through a public/stakeholder engagement process in accordance with state law and the Surplus. Land Act. This process requires the City to transmit (mainly by email) a Notice of Availability - “NOA”(a form of which is attached to the Resolution) to designated entities under state law and allow for a 60-day period during which these entities, including potential affordable housing developers and public entities with jurisdiction over the parcels, may express their interest in negotiating on any of those parcels.

The Surplus Land Act requires this right of first proposal in an effort to mitigate the state’shousing supply crisis. The City is also required to engage in “good-faith”property negotiations for at least 90- days on price and terms with any qualifying party that submits a qualified notice of interest. The City also has reporting and compliance obligations to the Department of Housing and Community Development, who can impose penalties based on the ultimate sales price of the parcel, if the Surplus Land Act is not followed prior to disposition.

This action and resolution will begin the surplus land disposition process and allows staff to adequately vet any interest by the public, affordable housing developers, and/or other entities designated under the Surplus Land Act.

Upon conclusion of the public engagement process and the required good faith negotiations, the City may market the property to the general public with an HCD required affordability covenant in the event that 10 or more residential units are constructed on the property.

Approval of the attached resolution will allow the City to commence the Surplus Land Act process, by issuing the NOA to those entities statutorily entitled to receive it. The disposition of these properties will contribute to the City’s goals for the revitalization of Downtown Fontana.

FISCAL IMPACT:

No fiscal impact associated with this Notice of Availability. .

MOTION:

Approve staff recommendation.

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ATTACHMENT NO. I

RESOLUTION NO. 2023-___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FONTANA, CALIFORNIA, DECLARING THAT THE CITY OWNED PARCEL KNOWN AS 8443 NUEVO AVENUE (ASSESSOR’S PARCEL NUMBER 0191-163-27-0000) AS “SURPLUS LAND” PURSUANT TO THE SURPLUS LAND ACT, GOVERNMENT CODE SECTION 54220 ET SEQ.; APPROVING FORM OF NOTICE OF AVAILABILITY; AND AUTHORIZING THE CITY MANAGER AND HIS

DESIGNEE(S) TO TAKE ALL ACTIONS NECESSARY TO COMPLY WITH THE

SURPLUS LAND ACT

WHEREAS, The City of Fontana owns a parcel of land (Assessor’s Parcel Number 0191- 163-27-0000) (“Parcel”) that is no longer necessary for the City’s use and should be declared as surplus property suitable for disposition; and

WHEREAS, under the California Surplus Land Act (“SLA”), Government Code Section 54220-54233, surplus property is defined as land owned by any local agency that is no longer necessary for the agency’s use; and

WHEREAS, effective January 1, 2020, the SLA was amended to require all local agencies to formally declare agency-owned properties as “surplus land” prior to taking action to dispose of such properties and to issue a “Notice of Availability” (NOA) to certain entities statutorily entitled to notice; and

WHEREAS, the declaration of surplus land must be made by the local agency’s legislative body at a regular open meeting supported by written findings; and

WHEREAS, the City Council has made findings that the Parcel is no longer necessary for the City’s use; and

WHEREAS, the City intends to follow the provisions of the SLA in the disposition of the Parcels and prioritize affordable housing in the disposition of such land to the extent required by law; and

WHEREAS, this declaration of surplus land does not obligate the City to subsequently dispose of the Parcels and is not an action that results in a binding commitment by the City to move forward with the disposition of the property.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Fontana as follows:

Resolution No. 2023-___
March 28, 2023