Minutes — Fontana City Council, October 28, 2025 (part 3 of 4)

8353 Sierra Avenue
City of Fontana
Fontana, CA92335
Action Report
City Council Meeting
File #: 25- 0611 Agenda Date: 10/ 28/ 2025
Agenda #: W. Category: Consent Calendar
FROM:

Police Department
SUBJECT:

Fontana Police CAD/ RMS System Selection Consultant Services Funding Request RECOMMENDATION:

1. Approve an appropriation in the amount of $ 200, 000. 00 from the Federal Asset Seizure Fund 223.

2. Authorize the Purchasing Department to proceed with collecting bids for the CAD/ RMS System Selection Consultant Services.

COUNCIL GOALS:

Operate in a businesslike manner by improving services through the effective use of technology.

Practice sound fiscal management by living within our means while investing in the future.

Practice sound fiscal management by producing transparent information in a timely matter.

DISCUSSION:

The Fontana Police Department is seeking a qualified project consultant to assist in the evaluation, selection, and potential implementation planning of a Computer -Aided Dispatch ( CAD) and Records Management System ( RMS). This effort aims to modernize our existing infrastructure, improve operational efficiency, and ensure compliance with current public safety standards.

The current CentralSquare CAD system has been in place at the department since 2005.

CentralSquare RMS has served the department since 2019. Our existing Computer -Aided Dispatch CAD) and Records Management System ( RMS) has become increasingly outdated, with limited integration capabilities, inefficient workflows, and a lack of modern features that are now considered essential in policing.

For the last decade, public safety technology has evolved significantly. The integration of body -worn camera ( BWC) systems, artificial intelligence ( Al) tools for incident analysis, real-time data sharing, and automated reporting features have transformed the way agencies collect, manage, and analyze information. However, our current system lacks the necessary interoperability and automation to meet these growing demands. Additionally, our agency is facing increased public expectations for transparency, accountability, and data -driven policing.

The department is requesting $ 200, 000. 00 in initial funding to commence the project. This amount will allow the project to begin without delay. Any necessary budget adjustments or additional funding City of Fontana Page 1 of 2 Printed on 10/ 23/ 2025
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File #: 25- 0611 Agenda Date: 10/ 28/ 2025
Agenda #: W. Category: Consent Calendar
requests will be made upon award of the contract for said consulting services. The project is planned to be executed in three phases.

FISCAL IMPACT:

The Police Department would like to request an increase in appropriations for expenditures in the amount of $ 200, 000. 00 from the Federal Asset Seizure Fund ( Fund 223). Appropriate budge adjustments will be submitted to the Budget Office with the 2025/ 2026 1st Quarter Budget Status Report.

MOTION:

Approve staff recommendations.

City of Fontana Page 2 of 2 Printed on 10/ 23/ 2025
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00 C I T Y 0 F
Consultant Services for Fontana Police CAD/ RMS
System Selection

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1. NOTICE INVITING REQUESTS FOR PROPOSALS........................................................................................... 3

2. 1 INTRODUCTION: ..................................................................................................................................... 4

2. 2 BACKGROUND: ...................................................................................................................................... 4

2. 3 OBJECTIVES: ........................................................................................................................................... 5

2. 4 SCOPE OF WORK: .................................................................................................................................. 5 Recommendation& Reporting........................................................................................................ 7 Pre - Implementation Guidance............................................................................................................. 7 ImplementationGuidance.................................................................................................................... 7

3. INSTRUCTIONS TO PROPOSERS.................................................................................................................... 8

3.1 PROPOSAL TIMELIME............................................................................................................................. 8

3.2 PROPOSER' S EXAMINATION................................................................................................................... 8

3.3 INTERPRETATION OF PROPOSALS AND DOCUMENTS............................................................................ 8

3. 4 NOTICE TO PROPONENTS....................................................................................................................... 8

3.5 LEGAL RESPONSIBILITIES........................................................................................................................ 8

3.6 DELIVERYAND OPENING OF PROPOSALS........................................................................._..................... 9

3. 7 WITHDRAWAL OF PROPOSAL................................................................................................................ 9

3. 8 IRREGULAR PROPOSALS..........................................................................._..............._............................ 9

3. 9 PROPRIETARY..................................................................................................................... .......... 9

3. 10 COMPETENCY OF PROPONENT............................................................................................................ 9

3.11 QUESTIONS AND COMMENTS............................................................................................................. 10

3. 12 CORRESPONDENCE.............._.............................................................................................................. 10 909- 350- 6605................................................................................................. Error! Bookmark not defined.

3.13 AWARD OF CONTRACT........................................................................................................................ 10

3. 14 TERM OF CONTRACT........................................................................................................................... 10

3. 15 INSURANCE......................................................................................................................................... 10

3. 10 PROTEST PROCEDURES...................................................................................................................... 11

4. PROPOSAL DOCUMENTS........................................................................................................................... 12

4. 1 PROPOSAL SUBMITTAL INFORMATION................................................................................................. 12

4. 2 EVALUATION AND SELECTION PROCESS................................................................................................ 12

4. 3 RESPONSE TO PROPOSAL...................................................................................................................... 13

5. PROPOSAL EVALUATION FORM................................................................................................................. 14 2 1 P a g e
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NOTICE IS HEREBY GIVEN that sealed proposals will be received only by submitting electronically at www. fonta a rchasing,,,9M, for Consultant Services for Fontana Police CAD/ RMS System Selection, no later than October 16, 2025, 2: 00 PM ( PST), at which time or thereafter said proposals will be electronically opened. Proposals received after this time will not be able to submit electronically. Hard copies of bids will not be accepted as a viable bid.

The City of Fontana is accepting proposals from qualified firms to provide Consultant Services for Fontana Police CAD/ RMS System Selection.

Detailed information and the scope of Consultant Services for Fontana Police CAD/ RMS System Selection may be obtained from w.w.w.Jor,i.ta The scope ofthe Consultant Services for Fontana Police CAD/ RMS Sostern Selectiono,- iropsa' s formpuziad contract documents are hereby referredto and incorporated herein and made a part hereof by reference and P-1
not be considered for review.

The City of Fontana reserves the right to reject any and all proposals and to waive minor irregularities, to accept any qualifications or portion thereof, and to take all proposals under advisement for a period of ninety (90) days.

Any contract entered into pursuant to this notice will incorporate the provisions of the State Labor Code. Labor Code Section 1735 requires that no discrimination be made in the employment of persons because of the race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, or sex of such persons, except as provided in Government Code Section 12940. Compliance with the prevailing rates of wages and apprenticeship employment standards established by the State Director of Industrial Relations will be required.

City of Fontanahereby notifiesall proposers that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, minority business enterprises will be afforded full opportunity to submit qualifications in response to this invitation and will not be discriminated against on the grounds of race, color, sex, or national origin in consideration for the award.

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CITY OF FONTANA

2. SCOPE OF SERVICES

2. 1 INTRODUCTION:

The Fontana Police Department is seeking a qualified project consultant to assist in the evaluation, selection, and potential implementation planning of a Computer -Aided Dispatch CAD) and Records Management System ( RMS). This effort aims to modernize our existing infrastructure, improve operational efficiency, and ensure compliance with current public safety standards.

In addition, the same consultant must be able to assist in the same capacities for Phase Two and Phase 3 project components which may include but is not limited to the integration of Body Worn Cameras, License Plate Readers, Drones, and development of a Real -Time data sharing center.

2. 2 BACKGROUND:

The FontanaPoliceDepartmentserves a diverse and growing community, providing essential public safety services through dispatch, patrol, investigations, records management, and emergency response coordination. Our existing Computer -Aided Dispatch ( CAD) and Records Management System ( RMS) has become increasingly outdated, with limited integration capabilities, inefficient workflows, and a lack of modern features that are now considered essential in policing. The current CentralSquare CAD system has been in place at the department since 2005. CentralSquare RMS has served the department since 2019.

Over the last decade, public safety technology has evolved significantly. The integration of bodyworn camera ( BWC) systems, artificial intelligence ( AI) tools for incident analysis, real- time data sharing, and automated reporting features have transformed the way agencies collect, manage, and analyze information. However, our current system lacks the necessary interoperability and automation to meet these growing demands. Additionally, our agency is facing increased public expectations for transparency, accountability, and data - driven policing.

As state and federal mandates ( e.g., NIBRS compliance, AB 748 in California, CJIS security standards) continue to evolve, it is critical that our agency transitions to a modern, scalable, and fully integrated CAD/RMS platform that can:

Seamlessly incorporate BWC video/ audio evidence.

Support real- time data access across mobile and field units.

Leverage Al for smart dispatching, automated narratives, and crime trend forecasting.

Reduce manual data entry, transcription delays, and reporting redundancies. 41P' age
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Given the complexity and significance of this transition, the department is seeking an experienced project consultant with specialized knowledge in public safety technology to guide the assessment, selection, and procurement of a future -ready CAD/ RMS solution.

Central Square is increasingly unable to meet the growing demands of our operations, data requirements, and interoperability needs. With the rapid advancement of public safety technologies, a comprehensive evaluation is necessary to guide us in selecting a future - ready solution that supports dispatch, patrol, investigations, reporting, and data analytics with heavy consideration of Artificial Intelligence.

2. 3 OBJECTIVES:

The consultant will:

Assess the department' s current CAD/ RMS environment and future needs.

Facilitate stakeholder engagement across divisions ( e.g., Dispatch, Patrol, Records, IT).

Develop functional and technical requirements.

Identify and compare leading CAD/ RMS solutions.

Identify and compare integration capabilities.

Provide a cost - benefit analysis.

Prepare an RFP ( Request for Proposal) or RFQ ( Request for Quote), if needed.

Offer guidance through the vendor selection process.

Collaborate with all applicable Prosecuting agencies.

2. 4 SCOPE OF WORK:

Needs Assessment
Conduct stakeholder interviews across operational divisions, units, and teams. and conduct workshops with key stakeholders. Minimally include Dispatch, Patrol, Records, Investigations, IT, and Administration.

Review current workflows, hardware, and software ecosystems for capability, integration, and identify current operational gaps.

Identify inefficiencies and potential compliance issues.

Evaluate existing CAD/ RMS, Al, Redaction, and Body Worn Computer systems.

Identify workflows that can benefit from AI/ automation and integration that are missing in current CAD/ RMS systems.

Benchmark current compliance and ease of use of systems for CJIS, NIBRS, AB 748 and other regulatory components.

Requirements Development
Develop a detailed set of functional and technical requirements for the new CAD/RMS system.
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Create a functional requirements catalog including:
o Dispatch & call Handling
o Records & Case Management
o Evidence & Digital Media Integration ( BWC, CCTV, Drones, LPRs, etc.) o Mobile date functionality ( field report writing, mobile CAD) o Reporting & Analytics ( crime analysis dashboards, Al insights) Define integration needs with body - worn cameras, digital evidence management systems, mobile data terminals, and state/ federal databases.

Specify AI -readiness requirements, ensuring the system can adopt or integrate with emerging Al solutions.

Establish cybersecurity, CJIS, and NIBRS compliance requirements.

Identify and specify interoperability requirements for CLETS, DOJ, Courts, District Attorney' s Office, Jail, allied agencies and any regional or federal data -sharing systems.

Define technical requirements including:
o Cloud v. on -premises considerations
o System security (encryption, user access, and audit trails) o Disaster recovery and continuity planning
Draft a requirements matrix ( functional, technical, and compliance) that can be used during vendor evaluations.

Draft evaluation criteria to be used in vendor scoring.

Market Research and Vendor Shortlisting
Conduct a market scan of leading CAD/RMS providers
Gather information from allied agencies on lessons learned and system satisfaction and dissatisfaction.

Evaluate vendor solutions for:
o Native or third - party Al functionality.
o Seamless BWC integration ( video ingestion, automatic incident linkage, evidence auditing).
o Scalability, cloud -readiness, and disaster recovery. o Create a vendor comparison matrix highlighting features, strengths, and risks.

Prepare a comparison matric identifying strengths, risks, allied agency satisfaction/ dissatisfaction, and costs.

Procurement Support
Assist in drafting or reviewing the Request for Proposal ( RFP) or Request for Quote RFQ).

Develop structured evaluation tools ( e. g., weighted scoring matrix) for vendor selection. ( Technical features, AI/ BWC capabilities, cost, support, training, etc.) Coordinate and facilitate vendor demonstrations, ensuring CAD/RMS, Al, and BWC functionalities are tested against requirements.

Provide independent scoring analysis to supplement internal evaluations.

Provide technical and operational input during procurement negotiations. 2 1qT
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Deliver a comprehensive Final ?keport summarizing findings, vendor evaluations, cost - benefit analyses, and recommended solution( s).

Provide a roadmap for phased implementation, highlighting staffing, training, and policy considerations.

Present findings and recommendations to project panel, IT, and Command Staff.

Pre - Implementation Guidance
Advise on change management and stakeholder communication strategies.

Provide input on policies related to Al and BWC data handling ( transparency, privacy, evidence retention).

Assist in defining project governance structures to support implementation.

Implementation Guidance
Develop an Implementation Plan with milestones, dependencies, and risk management strategies.

Advise on data migration planning, including legacy records, CAD history, and BWC evidence,
Recommend training plans for dispatchers, officers, and records staff.

Provide policy guidance on Al, BWC and any other integrated uses, addressing privacy, transparency, and accountability.

Provide training recommendations for each individual team tailored by role.

Support change management strategies to ensure smooth adoption.

Define success metrics and establish performance measures to track system effectiveness post go -live.

Provide contingency plan and rollback strategies in the event either are necessary, Ln
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3. INSTRUCTIONS TO PROPOSERS
PD- 26- 49- SP

3. 1 PROPOSAL TIMELIME
Closing Date: October 16, 2025 @ 2:OOP.M.

3. 2 PROPOSER' S EXAMINATION
Before submitting a proposal, the proponent shall carefully examine the scope of services and other contract documents and ensure that he/she has a clear understanding of the requirements of the contract work regarding the performance of work.

By submitting a response, the applicant represents that it has thoroughly examined and become familiar with the contents of the solicitation and conditions of the standard City contract documents, and that it is capable of performing quality work to achieve the City of Fontana' s objectives.

3. 3 INTERPRETATION OF PROPOSALS AND DOCUMENTS
If any person contemplates submission of a proposal for the proposed contract and is in doubt as to the true meaning of any part of the scope of services, or other proposed contract documents, or finds discrepancies in, or omissions from the proposal, shall be immediately brought to the attention of the City by submission using the electronic bid system. Such submission, if any, must be sent using the Q&A tab of the electronic bid system. Any interpretation or correction of the proposed documents shall be made only by addendum duly issued electronically to each person registered on the prospective bidder' s list. The Purchasing Office will not be responsible for any other explanation or interpretation of the proposed documents.

3. 4 NOTICE TO PROPONENTS
The proponents shall be considered based on the best overall value to the City. The City shall not be limited to awarding to the lowest responsive proponent, but instead shall be entitled to negotiate for the best overall value to the City.

The City may automatically disqualify any proposal that does not meet the terms and conditions set forth in these " Instructions to Proposers."

3. 5 LEGAL RESPONSIBILITIES
All proposals must be submitted, filed, made, and executed in accordance with State and Federal laws relating to proposals for contracts of this nature whether the same are expressly referred to herein or not. Any Proposer submitting a proposal shall by such action thereby agree to each and all of the terms, conditions, provisions, and requirements set forth, LO
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contemplated, and referred to in scope of services, contract documents, and to full compliance therewith.

3. 6 DELIVERY AND OPENING OF PROPOSALS
Proposals are to be submitted electronically. Electronic Bid System will close exactly at the time set forth in the document. All applicable forms required to be completed per the proposal documents, shall be submitted electronically prior to the proposal date and time.

Hard copies will not be accepted as a viable proposal. It is the Proposer' s sole responsibility to ensure that its proposal is received as specified. Proposals may be submitted earlier than the dates( s) and time( s) indicated.

Proposal will be available at the date and time state

3. 7 WITHDRAWAL OF PROPOSAL
d
Prior to proposal opening, a proposal may be withdrawn by the Proposer only by using the City's electronic bidding system.

3. 8 IRREGULAR PROPOSALS
Unauthorized conditions, limitations, or provisions attached to a proposal will render it irregular and may cause its rejection. The completed proposal forms shall be without interlineations, alterations, or erasures. Alternative proposals will not be considered unless specifically requested. No oral, telegraphic, or telephonic proposal, modification, or withdrawal will be considered.

3. 9 PROPRIETARY
The proponent shall identify those portions of their proposal that they deem to be confidential, proprietary information or trade secrets, and provide justification why such materials shall not be disclosed by the City. All materials the proponent desires to remain confidential shall be clearly indicated by stamping the pages on which such information appears, at the top and bottom thereof with the word " Confidential". All such materials so indicated shall be reviewed by the City and any decision not to honor a request for confidentiality shall be communicated in writing to the proponent. Prices, makes and model or catalog numbers of the items offered, deliveries, and terms of payment SHALL NOT be classified as confidential.

3.10 COMPETENCY OF PROPONENT
No proposal will be accepted from or contract awarded to a proponent who is not licensed in accordance with the law, who does not hold a license qualifying them to perform work under this contract, to whom a proposal form has not been provided and who has not I-
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successfully performed on projects of similar character and scope. The proponent may be required, before the award of any contract, to show, to the complete satisfaction of the City, that it has the necessary facilities, ability, experience, and financial resources to provide the services specified herein in a satisfactory manner. The City may make reasonable investigations deemed necessary and proper to determine the ability of a contractor to perform the work, and the contractor shall furnish the City all information requested for this purpose.

3. 11 QUESTIONS AND COMMENTS
Questions and comments regarding this solicitation must be submitted online using the city' s bid system and click the Q & A tab of the bid, no later than three ( 3) days before the Submittal Deadline. Answers, if any, made by the City will be sent using the online bid system to all known proposal holders.

3. 12 CORRESPONDENCE
All correspondence and questions to be submitted via Planet Bids online platform. After bid closingany bid withdrawlsor other correspondence can be sent to Purchasing Division, City of Fontana, 8353 Sierra Ave, Ca 92335.

3. 13 AWARD OF CONTRACT
Issuance of this Request for Proposal and receipt of proposals does not commit the City to award a contract. The City reserves the right to reject any or all proposals to accept any proposal or portion thereof, to waive any irregularity, and to take the proposals under advisement for the period of time stated in the " Request for Proposals", as may be required to provide for the best interests of the City of Fontana. In no event will an award be made until all necessary investigations are made as to the responsibility and qualifications of the proponent to whom the award is contemplated. All responses to this solicitation shall become the propertyof the City and will be retained or disposed of accordingly. No proponent may withdraw his proposal for a period of ninety ( 90) days after the time set for opening thereof.

3. 14 TERM OF CONTRACT
Contract period shall be limited to the respective project. Proposer understands that this contract shall not bind nor purportto bind the City of Fontana for any contractual commitment in excess of the original contract period. In the event the City exercises its options, all terms, conditions, and provisions of the original contract shall remain the same and apply during the extension period, unless otherwise mutually agreed to in writing by both parties.

3. 15 INSURANCE
Prior to the commencement of any services hereunder, Consultant shall provide to the City certificates of insurance with the City named as additional insured. Such policies shall be subject to approval by the City and shall require thirty days' notice to the City before any cancellation. Failure to furnish such evidence, if required, may be considered default of the Consultant.
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1) Worker' s Compensation Insurance covering all employees and principals of the Consultant, in a minimum amount of $ 1 million per accident, and meeting the laws of the State of California;
2) Commercial General Liability Insurance covering third party liability risks; including without limitation contractual liability, in a minimum amount of $ 1 million per occurrence for bodily injury, personal injury, and property damage.

If commercialgeneral liability insurance or other form with a general aggregate limit is used, either the general aggregate shall apply separately to this project, or the general aggregate limit shall be twice the occurrence limit; 3) Commercial Auto Liability and Property Insurance covering " any auto" with a minimum amount of $ 1 million combined single limit per accident for bodily injury and property damage.

3. 10 PROTEST PROCEDURES
Bidders mayfile a `protest' of a solicitation with the Purchasing Division. In order for a Bidder's protest to be considered valid, the protest must:
a) Bidders who have submitted a bid proposal are permitted to challenge the City's intent to award a contract.
b) Submitted protest in writing within five (5) calendar days after the posting of the Notice of Award on the City's electronic bid management system to file a protest. c) Identification of the project and the solicitation or contract number. d) A detailed statement of all the grounds for the protest, including, without limitation, all facts, supporting documentation, legal authorities, and arguments in support of the grounds for the protest, including providing copies of all relevant documents. All factual contentions must be supported by competent, admissible, and credible evidence.

Any matters not set forth in the written protest shall be deemed waived. Any protest not conforming to these procedures shall be rejected as invalid.

If the protestis valid, the City's PurchasingManager, or other designatedCity staffmember, shall reviewthe basis of the protest and all relevant information. The Purchasing Manager will providea writtendecisionto the protester. The decisionof the PurchasingManagershall be final unless the protesting Bidder appeals within three ( 3) business days of receipt of the response.
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4. PROPOSAL DOCUMENTS
PD- 26- 49- SP

4. 1 PROPOSAL SUBMITTAL INFORMATION
A. Submittal of Proposal: A digital file containing proposal and cost shall be submitted in response to this RFP. The proposal( s) shall be submittedno laterthan 2:00 p.m. on October 16, 2025 and submitted online through the electronic bid system.

Late submittals will not be considered. Fax submittals will not be accepted.

B. Examinationof the content of the RFP: By submitting a response, the applicant represents that it has thoroughly examined and become familiar with the contents of the RFP's and conditions of the standard City contract documents ( Professional Services Agreement) ( Attached), and that it is capableof performingquality work to achievethe City of Fontana's objectives.

C. Pre -ContractualExpenses: TheCityshallnotbeliableto payanycost incurredbyanyfirmor personsin submittinga proposal(s) in responseto this request for qualification/request for proposal.

D. Contract Award: Issuanceof this RFP and receiptof proposals does not commit the City to award a contract. The City reserves the right to acceptorrejectanyor allresponsesreceivedinreplytothisRFP; reject or cancelin partor in its entiretythis requestfor proposal. Similarly, all responsesto this requestfor qualifications/requestfor proposalshall becomethe propertyof the City and will be retainedor disposedof accordingly.

4.2 EVALUATION AND SELECTION PROCESS
A. Submittal Review: A committee will review and evaluate each submittal to determine if it meets the " submittal information" requirements fortheproject. Failureto meettherequirementswillbecauseforeliminating the applicant from further consideration.

B. Selection: Based on the committee' s evaluation and utilizing the Proposalscoringmethodof eachapplicant's proposals, additionaldata submission and oral interview, the firms will be ranked by the Evaluation Committee.

C. Oral Interview: Applicants meeting the submittal requirements may be requestedto participatein an oral interviewat City's discretion.

Applicantswill be notifiedin writingof the timeandplacefor the interview.

Failureto appearfor the oral interviewwill be causeto disqualifythe firm from further consideration.
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4. 3 RESPONSE TO PROPOSAL
Proposal shall be a digital file ( PDF format) shall be submitted online through the city's onlinebidsystemat www.fontanapurchasing.org.

A. Introduction: Thisproposalas a minimummustcontainthefollowing:

1. Identification of the offering firm including name, address, telephone, fax number, and email address;

2. Name, title, address and telephone number of contact person during the evaluation period.

3. List of Sub -Consultants ( if any)
B. Qualifications: The overall capabilities of the consultant's and sub - consultants' organization should be discussed in this section. Include a briefsummaryof thefirm's history, itsrecentrelatedexperience, toplevel managementandabilityof personsassignedto performthe work. Indicate the firm' s experience over the past three calendar years. Possessions of appropriate license and certifications.

C. Reference: List three ( 3) former municipal or any public clients for whom comparable services have been performed within last three years.

Include the name, mailing address, email address, and telephone number of each client's principal representative.

D. Authorization: The proposalshallbe signedby an officialauthorized to bindthefirmandshallcontaina statementto theeffectthat the proposal is valid for ninety ( 90) days.

E. Insurance: Insurance certificates are required prior to contract execution.

F. Costs: Includeall costs associatedwith performanceof the contractas outlinedin The Scopeof Services. Non -disclosureof all costs during the RFP processcould result in disqualification.

The cost must be a separate file and should contain a proposedfee schedulefor services and include a list of other categories of out-of-pocket expenses which are expectedtobepaidbytheCityandabasisforanyadditionalcompensationwhichwould be requested by your firm.
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5. PROPOSAL EVALUATION FORM
Proposer' s Name:

FACTOR WEIGHT SCORE
0- 4)

WEIGHT SCORE

1. QUALIFICATIONSOFFIRM
Relevant Experience of Firm
15 Reputation of Firm
based on references)
5 Qualifications of Personnel
experience, training, etc.)
15 2. TECHNICAL APPROACH
Responsiveness to meet or exceed scope of
services and law enforcement needs
25 Ability to communicate service in an
organized, clear, and concise manner
15 3. FEE STRUCTURE AND SCHEDULE
Cost, Reasonableness and Transparency 10
Timeline/ Ability of Deliver Milestones 15
TOTA 100
SCORE: O= Unacceptable 1= Poor 2= Fair 3= Good 4= Excellent 141Page
8353 Sierra Avenue
City of Fontana
Fontana, CA92335
Action Report
City Council Meeting
File #: 25- 0620 Agenda Date: 10/ 28/ 2025
Agenda #: X. Category: Consent Calendar
FROM:

Finance
SUBJECT:

American Rescue Plan Act Expenditure Plan Quarterly Report RECOMMENDATION:

Receive and file the American Rescue Plan Act ( ARPA) Expenditure Plan quarterly report.

COUNCIL GOALS:

Operate in a businesslike manner by improving services through the effective use of technology.

Practice sound fiscal management by producing timely and accurate financial information.

Practice sound fiscal management by living within our means while investing in the future.

Practice sound fiscal management by emphasizing capital formation.

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 creating and promoting community through people, parks, and programs.

DISCUSSION:

The American Rescue Plan Act ( ARPA) was signed into law on March 11, 2021, providing additional relief to address the continued impact of COVID- 19 on the economy, public health, state and local governments, individuals, and businesses. ARPA funding of $ 1.9 trillion provided for $ 362 billion in flexible fiscal aid to state and local governments in America under the State & Local Fiscal Recovery Funds ( SLFRF). The City of Fontana was allocated $ 50. 3 million in ARPA SLFRF funds. The U. S.

Department of the Treasury issued an Interim Final Rule in May 2021, and the Final Rule in January 2022, to implement the Coronavirus State and Local Fiscal Recovery Funds established under ARPA.

On March 8, 2022, the City Council approved the original ARPA Expenditure Plan ( Plan). On September 13, 2022, the City Council subsequently approved a revised Plan which properly categorized existing projects per the Final Rule and eliminated projects that were determined to be ineligible. As all projects were determined eligible in concept for ARPA funding, staff has worked diligently with the City Attorney' s office and HdL ECONSolutions ensuring that all project details met ARPA Final Rule requirements. Currently, all projects have received a final legal determination as to City of Fontana Page 1 of 3 Printed on 10/ 23/ 2025
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File #: 25- 0620 Agenda Date: 10/ 28/ 2025
Agenda M X. Category: Consent Calendar
their eligibility.

Current Plan
The current Plan reflects expenditures in four primary Federal Eligible Use Categories. and the table below reflects the current budget by category per the Treasury reporting requirements.

Federal Eligible Use Category
Project
Current
Plan
1) Pul6li, c Health & Economic Ies ponse

1. 0 Public Health 2, 000.,, 561

2. 0 Negative Economic Impacts 0. 074.,104

3. 0 PH Negative Economic Impact Public Sector 1 . 027.,, 75 Cap acity
2), Revenue Loss

6.0 Revenue Rep] acen-ent 10. 000.,10010
Uniform AdministrativeRequirem ent, Cost Principles,
and Audit Requirementsfor FederalAwards (
2 CFRPart 200) 7.
0Adminstrative51,, 400 Water, '
Sewer, and BroadbandInfrastructure 5.
01 nfrastucture10., 1726,,701 51)
PremiumPay 4.
0 PremiumPay 007, 0, 01To
Be DeterminedTotal
Programmed510, 2517,113 Available -
Total
AIIocation ,510, 267, 11 Thereare
no proposedplanrevisions for the currentreportingperiod. All projectshavebeen fully obligatedmeaning committed by contract, purchaseorder, or interagencyagreementas required by Treasury Guidelines as of December31, 2024. Thecity mustexpendall SLFRF fundsby December31, 2026.

LeveragedProjects
The original
Plan approvedby Council included $18. 0 millionin projectsunderthe RevenueLosscategory. However, per the FinalRule, only $10. 0 millionin fundingwasavailableunderthe standardallowance, leaving $

8. 0 millionin projectsunfunded. To address thisshortfall, the City identifiedARPA-eligible projectsthat had initiallybeenfunded by the GeneralFundand reprogrammedthemto be funded by ARPA instead. This reallocationfreed up or leveragedGeneralFund resources, which were then used to cover thepreviouslyunfundedprojects. The leveraged projectsinclude a Police Departmenthelicopter ($

3. 0 million) andvarious pavementrehabilitationprojects ($ 5. 0 million). PlanUpdate As of
September30, 2025, $ 45. 4 millionhasbeen expended. Since all projectshavebeen obligatedCity of FontanaPage2 of 3 Printedon 10/ 23/ 2025px ) ver
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File #: 25- 0620 Agenda Date: 10/ 28/ 2025
Agenda #: X. Category: Consent Calendar
as of December 31, 2024, no changes are expected at this time. Attachment B provides a brief update on each project.

FISCAL IMPACT:

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

MOTION:

Receive and file.

City of Fontana Page 3 of 3 Printed on 10/ 23/ 2025
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ATTACHMENT A CITY OF FONTANA

AMERICAN RESCUE PLAN ACT ( ARPA) EXPENDITURE PLAN UPDATE ESTIMATED AS OF SEPTEMBER 30, 2025
Federal Eligible Use Category
Treasury Expenditure Category Project Current Plan Proposed Plan Estimated
Expenditures
as of 9/ 30/ 25
1) Public Health & Economic Response

1. 0 Public Health Metrolink Station Security Cameras 66, 411 66, 411 66, 411 Ventilation Upgrade for City Facilities 2, 322, 150 2, 322, 150 2, 322, 150

2. 0 Negative Economic Impacts Fontana Forward Grant Program 190, 786 190, 786 190, 786 Homelessness Prevention Resources and Care Center 6, 442, 229 6, 442, 229 6, 360, 455 Park Improvements 3, 241, 828 3, 241, 828 3, 009, 270

3. 0 PH Negative Economic Impact Public Sector Leveraged Project: Support Government Employment 9, 842, 762 9, 842, 762 9, 842, 763 Capacity ( hiring above the pre -pandemic baseline)
Vaccine Bonus 526, 986 526, 986 526, 986
Leveraged Project: Accela 3, 406, 636 3, 406, 636 3, 406, 636 Leveraged Project: Fontana 311 2, 398, 355 2, 398, 355 2, 033, 040 Part - Time Employee Retention 152, 936 152, 936 152, 936 2) Revenue Loss

6. 0 Revenue Replacement Parking Structure 10, 000, 000 9, 999, 606 3) Uniform Administrative Requirement, Cost 10, 000, 000 Principles, and Audit Requirements for Federal
Awards ( 2 CFR Part 200)

7. 0 Adminstrative Administrative Costs 51, 433 51, 433 51, 433 4) Water, Sewer, and Broadband Infrastructure

5. 0 Infrastucture Cypress Storm Drain Project 7, 340, 000 7, 340, 000 3, 726, 727 Data Security & Threat Detection 157, 927 157, 927 157, 927 Endpoint Detection & Response Solution 154, 806 154, 806 154, 806 Fiber to City facilities 1, 773, 968 1, 773, 968 1, 271, 685 Network Detection & Response Solution
Septic to Sewer 500, 000 500, 000 451, 508
Storm Drain Infrastructure Masterplan 375, 130 375, 130 375, 130 Sewer Infrastructure Masterplan 424, 870 424, 870 424, 781 5) Premium Pay
Public Safety Premium Pay
887, 901 887, 901 887, 900
50, 257, 113 50, 257, 113 45, 412, 937Total
Total Unappropriated Fund Balance
Total Allocation 50, 257, 113 50, 257, 113
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ATTACHMENT B CITY OF FONTANA

Cypress Storm Drain Project 7, 340, 000 3 726, 727 Water. Sewer, and Broadband Construction of
a stormdrainfacilityalongFoothillBlvdbetweenSierra Inprogress 12131/ 2026 26,200,000 Theprojectwill beconstructedin twophases:

Infrastructure Ave and Cypress Ave and Cypress Ave between Foothill Blvd and Orange Waytoconnecttothe newlyconstructedWestFontanaChannelalongthe Phase 1 will be on Foothill Blvd between Sierra Ave and Cypress Ave, and on Cypress Ave Metrolink railroad track. The project also includes landscaped median on between Foothill Blvd and Orange Way ($ 19.7 million) FoothillBlvd, reconstructionofAC pavement, andADAcompliant Phase 2 will be on Cypress Ave between Miller Ave and Foothill Blvd and on Juniper Ave sidewalks and curb ramps upgrades. between Miller Ave and Foothill Blvd ($

6. 5 million)
ARPAfundswill beusedtowardsthefirstphase. Phase2 will heconstructedoncefundingis identifiedinthefuture. ThetotalprojectcostforPhase
1 is fundedbyARPA, LocalMeasureI,
StormDrain, andLandscape. The projectopenedbidonApril 18. The lowestbidcamein higher thananticipated. Pendingadditionalprojectfundingallocation, the projecthasbegunits construction with anticipated completion in late 2026.

DataSecurity & ThreatDetection 157, 927 157, 927 Water, Sewer, and Broadband A software suite that integrates with our servers and Office 365 to detect, Complete Complete 157, 927 Varonis DatAdvantage software suite was deployed and is currently in use to monitor the City' s file Infrastructure report, andalertonpermissionsandactivityto helpdetectunauthorized serversandOffice365environment. Approvedvia consentcalendarduringtheJune28, 2022City access. Councilmeeting. PO #22300174. Projectis completed.

Endpoin[ Network Detection & Response 154, 806 154, 806 Water, Sewer, and Broadband A technologysolutionthatwouldhelpdetect, alert, andpotentiallyrespond Complete Complete 154, 806 Combined with Network Detection and Response solution. Purchased Arctic Wolf Managed Solution Infrastructure automaticallyto anomalousormaliciousnetworkactivityonthe City's Detection and Response ( MDR) solution to monitor network traffic to alert on malicious or network suspiciousactivity. ApprovedviaconsentcalendarduringtheJune14, 2022CityCouncilMeeting.

Network, A technologysolutionthatwouldhelpdetect, alert, andrespond PO # 22300235. Project is completed to unauthorizedactivityonthestaffcomputersthroughouttheCity. This wouldfillthegapbetweenwhatanti -virussoftwarewill detectandour network defenses.

Fiberto Cityfacilities 1,773, 968 1,271, 685 Water, Sewer, and Broadband ThisprojectwouldrunCityownedfiberto our6facilitieswithleasedlines, Inprogress 1/31/2026 1,773, 968 Sites to be connected are: Palm Court Substation, Southridge Substation, Cypress Center, Don Infrastructure ipolice substationwitha leasedline,
4 of our largerparksthatcurrently DayCenter, HeritageCenter, JackBulikCenter, MartinTudorPark. MaryVagleNatureCenter, havenoconnectivity, and1 policesubstationthatcurrentlyhasno BillMartinPark, CentralCity Park, RalphM. LewisSportsComplex, SouthFontanaPark, and connectivity. Thiswouldhelpfacilitatetheuseoftechnologyatthe Veteran's Park. The projecthasbeenadvertisedandscheduledto openbidonMay7. Theproject locations (Wi-Fi, securitycameras, irrigationsystems, etc.). hasbeenstartedandsubstantiallycompleted. Finalacceptanceanticipatedin January2026.

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ATTACHMENT B CITY OF FONTANA

AMERICAN RESCUE PLAN ACT ( ARPA) EXPENDITURE PLAN UPDATE DETAIL ESTIMATED AS OF SEPTEMBER 30, 2025
Project Recommended Est Expended As of FederalUseCategory Description Est. Project Start Est. Project End Est. Project Cost Project Update Amount 9/ 30/ 25 Date Date
Fontana Eats Grant Program 190, 786 190,786PublicHealth & EconomicResponse Councilapprovedprogramto grantCovidImpactedordisproportionate Complete Complete 190,786ProjectdetailsarebeingdevelopedandwillbepresentedtoCouncilforconsiderationin residents $100to $600dependingonfamilysizeandincome. September2022. // ProjectNameChangedto: FontanaEats // Councilapprovedprogramto grant CovidImpactedordisproportionateresidents $100to $600dependingon familysizeandincomell OnOctober25, 2022, CityCouncilapprovedtheFontanaEatsfood Total Applications Submitted: 225 // First 100 applicants to be funded mid -April. assistanceprogramto providea directbenefittoeligiblehouseholds Thesunsetof the programcommencedonorbeforeSeptember30, 2023. Fundsforthe Fontana impactedby COVID-19. As ofAugust17, 2023, a total406 households Eatsprogramwereexhausted, leavinga totalamountof $83,440.00remainingandanyadditional havereceived $103,512.81 infunding. Inpartnershipwith Fontanals fundsnotexpendedafterfinalbillingfromUsioCardServices, werereallocatedtoARPApriority SocialWorkActionGroup (SWAG) thistotalincludes35individuals projects. This project has been completed. experiencinghousinginsecuritiesthatreceivedFontanaEatsfundingas additionalassistancewhileplacedinlocalrapidhousing.

Homelessness Prevention Resources and 6, 442, 229 6, 360, 455 Public Health & Economic Response The design and construction of
a homeless shelter to serve the homeless Leveraged Leveraged 17,000,000Additionalfundingof $9,000,000is requiredandpotentialsourcesinclude:

Care Center populationoftheCity. CountyofSanBernardino-S5,000,000 USHUD $ 4, 000, 000
Projectwill providetransitionalhousingandwraparoundservices (24hourmanagedcare) for up to30chronicallyhomelessindividualsaswell as housingandappropriatesupportservicesfor up to 16families. ThisIncludesthepurchase
of
a Hotel, theConversionCostsand2 yearsof
property management and utilities. Hotel has been purchased and the conversion has been completedwithimprovementsbeingfundedbyothersources.

Leveraged Project: Support Government 9, 842, 763 9, 842, 763 Public Health & Economic Response PertheTreasuryFinalRule, theCitymayhireabovethepre -pandemic Complete Complete 9.842,763Allcostsassociatedwith newpositionsapprovedbyCouncilcanbeconsideredforthisleveraged Employment (hiringabovethepre -pandemic baselineanduseSLFRFfundsto payforpayrollandcoveredbenefits project, includingbutnotlimitedtothenewPoliceDepartmentpositionsaddedin 2021-22and baseline; associatedwiththe recipientincreasingitsnumberof budgetedFTFsup 2022- 23. to

7. 5 percent above its pre -pandemic baseline.

MetrolinkStationSecurityCameras 66,411 66,411 Public Health & Economic Response Installation of
8 securitycamerasattheFontanaMetrolinkstationto help Complete Complete 66,411 Projectiscomplete. Delaysweredueto supplychainissues. keeptheareamoresecure. Thestationcurrentlyhasnooperational cameras, noranyCityownedcameras.

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ATTACHMENT B CITY OF FONTANA

3. 6 millioninaneffortto leveragefundsfor projectsoriginally inthelandmanagementandpermittingsystems. Duringthepandemic, it becameclearthat paper requestedinthe RevenueLosscategory. processeswerenolongeran effectiveway ofservingourresidentsor businesspartners. The city wishedto replacetheexistingsolutionwithanimproveddigitalsolutionto meetthe needsofcity employees, residents, andbusinesses. Overthecourse
of
a year, citystaffreviewedprocesses
andgatheredrequirementsfor a newsolution.

A newsolutionwasselectedinlate2021to helpimproveprocessesin thelandmanagementand permittingsystemspace. Throughout2022the ITdepartmenthascontinuedto leadthisproject, workingalongsidealmosteverycitydepartmentto ensurethe newsolutionwill betailoredtomeet thecityof Fontana's needsinthisspace. Thisprojecthasbeen a
3- yeareffort, andwe are now
nearingthetail -endof theproject. Thenew, improvedsolutionwill seamlesslyconnectwith surroundingsystems, assistcustomerswithaneasy -to -useinterface, ensurecityemployees processrequests
in
a consistentandefficientmanner, andprovidedynamicinsightsto internal operations. The newsolutionwentliveJuly2023andhasrequiredsome improvements/ enhancements. This project has been completed.

Leveraged Project: Fontana 311 2,398, 355 2,033, 040 Public Health & Economic Response This is
a newprojectand
it
is recommendedthat
it
is fundedintheamount In Progress 12/1/2026 2,398,355 TheCityof FontanadevelopedandimplementedtheFontana311systemto improve of $

3. 2 millioninaneffortto leveragefundsfor projectsoriginally communicationandstreamlineservicesto its ResidentsandBusinessesby bringingall customer requestedinthe RevenueLosscategory. interactions to one central location.

TheFontana311systemwill bea one -stopshopforbusinessesandresidentstofile complaints, getanswerstoquestions, keepresidentsinformedandoverallimprovecitizenengagement. The InnovationandTechnologydepartmentledtheprojecttodevelopthisnewsystemandwas sponsoredbyourCommunicationsand Marketingoffice. Throughout2022and2023, therehas beenextensiveworkwithalmosteverycitydepartmenttoensureall city servicesarecaptured within the application.

Residentswill beableto call311, usea website, orour311appto makethatfirstrequestand then see it through to completion. The Fontana 311 system will allow staff to track requests from initiationto completion. Fontana311offersdigitalgovernmentservicesandmakesinteractingwith governmenta muchsmootherprocessfor ourresidentsandbusinesses. TheFontana311system wentlivein Februaryof 2023andis nowenteringphase
2 of theproject, whichwill bringan UR
withAl toassistourresidentswhentheycallforservices. Theproject is
in progressandis
expectedtobecompletedby December2026.

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ATTACHMENT B CITY OF FONTANA

AMERICAN RESCUE PLAN ACT ( ARPA) EXPENDITURE PLAN UPDATE DETAIL ESTIMATED AS OF SEPTEMBER 30, 2025
Project Recommended Est Expended As of FederalUseCategory Description Est. Project Start Est. Project End Est. Project Cost Project Update Amount 9/ 30/ 25 Date Date
Park Improvements 3, 241, 828 3,009,270PublicHealth & EconomicResponse Variousprojectsneededto replaceand/or upgradeaginginfrastructurein Leveraged Leveraged 3,241,828Improvementsarebeingrecommendedat thefollowing11parks:
ourCity's parks. Veteran' s Park -installation of ballfield dugout shade structures ( Completed) Veteran' s West Park- installationof new ballfield backstops Construction ( Completed) SevillePark (installationofnewADA Inclusiveplaygroundstructure (Completed) Fernandez Park -( Completed)
BIII Vartln Park - Ballfield dugout shade structures and Shade structures for spectator areas( Completed)
NorthgatePark (installationofplayground, shadestructureandADAinclusiveplayground equipment- ( Completed)
NorthTamarindPark (installationof newjumboparkgazebofor largegroups, a newADA inclusiveplayground, shadestructures, andrubbersafetysurfacing- (Construction in progress.

Est Completion: December 2025)
LemonPepperPark (installationof playgroundshadestructure(Completed) CarmelaPark (installationofplaygroundshadestructure (Completed) Miller Park - Improvements ( Completed)
Jack Bulik improvements ( Completed)
ParkingStructure 10, 000, 000 9, 999, 606 Revenue Loss Theprojectwillconstructa newparkingstructurewithintheparking lot
of Complete Complete 15,000,000Theproposedproject
is
to beconstructedwithintheexistingparkinglotoftheCity's Human the Fontana HR Office. ResourcesDepartmentBuildinglocatedat8491SierraAvenue, Fontana, CA92335, andshall consistate 4-tierparkingstructure. Eachtier will havea footprintof approximately130feetby 230 feetwithtwovehicularentrances, onealongLearnerLaneandtheotheralongWheelerAvenue.

TheCityanticipatesthestructureto include311vehicularparkingspacesandtwoelevators. The intentofthestructure
is
to serveas bothpublicandemployeeparkingforthe civiccentercampus.

TheDesign -Buildcontractwasapprovedbycouncilon June13, 2023. Theconstructionhasbeen completed and accepted by City Council in September, 2025.

Part - Time Employee Retention 152, 936 152, 936 Public Health & Economic Response Project includes recruitment and retention bonuses for part-time Complete Complete 152,936Projectincludesrecruitmentandretentionbonusesforpart-timepersonnelwitha current personnel. allocation of$ 250, 000.

PublicSafetyPremiumPay 887, 901 887,901 PremiumPay Projectincludespublicsafetyretentionbonuseswhichwerepreviously Complete Complete 887,901Projectincludespublicsafetyretentionbonuses. Projectis Complete categorized as Employee Retention/ Incentive as Public Health & Economic Response.

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ATTACHMENT B CITY OF FONTANA

AMERICAN RESCUE PLAN ACT ( ARPA) EXPENDITURE PLAN UPDATE DETAIL ESTIMATED AS OF SEPTEMBER 30, 2025
Project Recommended Est Expended As of FederalUseCategory Description Est. Project Start Est. Project End Est. Project Cost Project Update Amount 9/ 30/ 25 Date Date
Septic to Sewer 500, 000 451, 508 Water, Sewer, and Broadband Theprojectwill providesepticto sewerconversion in
a disadvantaged InProgress (Staff 12/31/2025(staffwill 2,000.000 TheCitywillcreatesewermainlineconstructionplansonArrowAvebetweenIlexStreetand Infrastructure communities (DAC) areainthecity. support only) continue to change BeechAve, CherryAvenuefromArrowBlvdto FoothillBlvd, andBeechAvenuefromArrowBlvd untilcounty toFoothillBlvdpertheCity's MasterPlanofSewer. TheDesignphasehasbeencompleted. The completes SanBernardinoCountywill leadconstruction. Staffchargeswill continueduringthe construction. construction)
Storm Infrastructure Masterplan 375, 130 375, 130 Water. Sewer, and Broadband Forconsultantprovidedservicesinordertodevelopa maslerplan Complete Complete 375, 130 Contract with David Evans and Associates. for $ 375, 130 was approved on October 10, 2022.

Infrastructure document to forecast future infrastructure needs. Contractis beingfundedby ARPA. Duetostaffshortagein consultant, the expecteddatefor Council workshop is September 2024. Contract has been completed.

Sewer Infrastructure Masterplan 424, 870 424, 781 Water. Sewer, and Broadband Storm Drain and Sewer master plans update. With completed projects and Complete Complete 424, 870 Contract with Albert A. Webb Associates, Inc. for $ 478, 502 was approved on October 3, 2022.

Infrastructure variouschangessincethe lastupdate, themasterplansare dueforan Contractis beingfundingbyARPAand553,632fromFund702. Anaddendumfor $40,000is update. approvedbythe CityCouncilfromFund702to providemoredetailedanalysisoftheDowntown Areawiththe fundsbeingdrawnfromtheSewerCapitalProjectsFund. Dueto additionalscopeof theproject, the projectwill be readyfor a Councilworkshopin September2024. As of
10/ 20/2025,
theContractis complete. Expendituresarebeingreconciledforcompleteness.

Vaccine Bonus 526, 986 526, 986 Public Health & Economic Response Project includes a citywide vaccine bonus. Complete Complete 526,986Projectincludesa citywidevaccinebonus. CitywideVaccineBonus, 40 hoursperfull-time employee with a current allocation of $526, 986. Project ended in December 31, 2022.

Ventilation Upgrade for City Facilities 2, 322, 150 2, 322, 150 Public Health & Economic Response Upgrades to existing HVAC equipment to provide better protection to Complete Complete 2,322, 150 Project went out to bid and closed August 23, 2022. Bid responses are being evaluated by employees from Covid- 19. Purchasingandcontractwill bepresentedto councilfor considerationin September2022.

InstallationbeganJanuary2023andwascompletedJulyof2023. Therewerea totalof990air purifiersinstalledalongwith200airmonitors
in
a totalof20 citybuildings. Projectiscomplete
Totall 50, 257, 114 45,412, 937
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ATTACHMENT B CITY OF FONTANA

AMERICAN RESCUE PLAN ACT ( ARPA) EXPENDITURE PLAN UPDATE DETAIL ESTIMATED AS OF SEPTEMBER 30, 2025
Project Recommended
Amount
Est Expended As of
9/ 30/ 25
FederalUseCategory Description Est. Project Start
Date
Est. Project End
Date
Est. Project Cost Project Update
REVISED: Helicopter Purchase 3, 000, 000 3, 000, 000 This request is for an A -Star helicopter which will allow for a more 5/ 27/ 2022 Fundedby General 3,000,000TheAirbusHelicopterwas purchasedanddeliveredin May2022aswell astheChopperSpotter available fleet and readied aircraft while one or more are down for Fund Thebalanceofthe outstandingexpenditureswill bepresentedto Councilandfunding (General scheduledorunscheduledmaintenance. TheA -Starcanfly inwindy Fund101) requestwill besubmittedforapprovalas needed. Projectdetailsincludethefollowing:
conditionsandeliminatethecurrentlossofapproximately30%of hours 2011Air BusAS350B2 ($1,670,125) -purchasedusingGeneralFund (101) May2022. duetoinclementweather. Additionally, theupgradedprogramcould ChopperSpoiler ($22,760) - purchasedusingGeneralFund (101) provideforthe abilitytosupportanofficerdownrescue. 5 Year Impound Fees ($ 625, 000) - General Fund ( 101) monies need to be requested and placed
in
a projectas a onetimepaymentof ($625,000). Fundswereinoriginalproposalfor TheincreasedfunctionalityoftheA -Starwillallowfor integratedmapsto annualmaintenance (5 yrs. x $125,000) supportin pursuitsandtacticalsituations; recordingcapabilitiestoassist 12 Year Maintenance ($ 225, 000) - General fund ( 101) request submitted for 1st Qtr. ( 2023- inevidence, training, andcivil litigations; theabilitytofly athigheraltitudes 2024) to assist in covert surveillances to aid the Narcotics Unit. Fugitive FY21/22ProratedPremiumInsurance ($3,962) -GeneralFund (101) paid July 2022.

Apprehension Team, and other units in the special operations division. FY 22/ 23 Insurance ($ 47, 541) Increase cost of insurance. FY 23/ 24 Insurance billed at the same Additionally, theA -Starwill alsoprovideairsupportto theFireDistrict rateof FY22/23. Insurancepremiumpaidfrom GeneralFund (101). includingfire patrolandreal-timetacticalassessmentsimproving CargoHookKit/BambiBucket (5100,000) - Currentlyaircraftunavailableto installequipment. responsetimesanddecreasinglossof property. FireDistricf/Deptwill becontactedwhenreadyto proceedwithpurchase.

Additionally, thereareongoingassociatedcostsrelatedto generalcontractincreaseforfuel, maintenance, storage, flighthours, andinsurancepremiums. ThePoliceDepartmentwill include GeneralFund (101) increaserequestannuallyduringbudgetpreparationandsupplementbudget preparation.

Thisprojectis nowfundedby GeneralFund. Remainingoutstandingitemsto bepurchased included: RemainingImpoundFees, 12Year Maintenance, andCargoHoakKit/BambiBucket 1 D0, 000). Theaircraftiscurrentlyunavailableto installequipment. Inprogress- replacing helicopterenginesandtraining.

Pavement Rehabilitation 5,000, 000 Ongoing ForannualworkrelatedtotheCity's PavementManagementPlan. 3/
1/ 2023 Ongoing 5,000,000VariousPavementRehabilitationprojects, perCity' s
7- YearPavementManagementPlan, are
currentlyindesignandconstructionphases.

Page 6 of 6 ends

3 City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 25- 0623 Agenda Date: 10/ 28/ 2025
Agenda #: Y. Category: Consent Calendar
FROM:

Community Services
SUBJECT:

Accept Donation from County Supervisor Jesse Armendarez ( 2025 Veteran' s Day Celebration) RECOMMENDATION:

Accept donation from County Supervisor Jesse Armendarez in the amount of $ 1, 000 for use towards the 2025 Veteran' s Day Celebration.

COUNCIL GOALS:

Operate in a businesslike manner by creating a memorable customer experience with every interaction.

Increase citizen involvement by seeking community input.

Invest in the City' s infrastructure ( streets, sewers, parks, etc.) by creating and promoting community through people, parks, and programs.

DISCUSSION:

The Community Services Department receives donations and sponsorships from many local companies to help support and enhance various programs, activities, and events. County Supervisor Jesse Armendarez donated $ 1,000 towards the 2025 Veteran' s Day Celebration and is recognized as a Presenting Title Sponsor of this event.

FISCAL IMPACT:

The $ 1,000 was deposited into the 101.3520 for use in offsetting costs for the 2025 Veteran' s Day Celebration.

MOTION:

Approve staff recommendation.

City of Fontana Page 1 of 1 Printed on 10/ 23/ 2025
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372

CITY OF FONTANA

COMMUNITY SERVICES DEPARTMENT

DONATION ACCEPTANCE
For All Donations)
Name of Donor/ Organization:

County Supervisor Jesse Armendarez
Address.
268 W. Hospitality Lane
San Bernardino, CA, 92415- 0018
Contact Person, Title: Phone No.

JesseArmendarez ( 909) 387- 8322
Type of Donation: ( Check boxes)
0 Monetary
Goods/ Services
Intended use of Donation:

Specific —
General
Amount $ Receipt No.
1, 000. 00 1049751, 002
Attach Copy of Receipt)
Estimated Value $ Description
Description:
2025 Veteran' s Day Celebration
0 Thank you/ acknowledgement letter sent to Donor? (Required for ALL donations) 0 Attachcopof acknowledgementletter to thisform. G.

E.T. OnlineDonationTracking Form Has BeenCompleted. Required for ALLdonationswith a valuegreaterthan $ 500. 00) Received By: Date: Diana
Escobar Copy
of thisformsentto Supervisor/Manager) City
CouncilAgenda Date 1.

Entered
in Novusby: Date This
form must be filledout for all donationsreceived regardless of valueamount. This donationmust be approvedby CityCouncilprior to anyspendingor useof thedonation. S:\ CommunityServices\ Special EventsWeteran's Day\2024\DonationAcceptanceJesse Armendarez2025. xls\ 10/ 15/2025\10: 34 AM Iti
City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
Phone: ( 909) 349- 6900
FAX: ( 909) 349- 6911

COUNTY OF SAN BERNARDINO

JESUS ARMENDAREZ
268 W. HOSPITALITY LANE
SAKI BERNARDINO, CA 92415- 0018
Receipt # 1049751. 002
Nov 19, 2024 11:35 AM
Primary phone: ( 951) 201- 8677, Secondary phone:

Payment Suirnimairy
Check: $ 1, 000. 00 Check # 8001230634
Total Received: $ 1, 000. 00
Jesus Armendarez Events General Revolving # 0168. 301 . FA24 16860 Valencia Ave Action: Enrol
Fontana, CA 92335
Primary phone: ( 951) 201- Meets: From September 2, 2024 to December 8677 31, 2024
Ernail: -- Location: Community Services Department
ID: 37120 office
Total Charges $ 1, 000. 00
Total Payments $ 1, 000. 00
Balance $ 0
City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 25- 0624 Agenda Date: 10/ 28/ 2025
Agenda #: Z. Category: Consent Calendar
FROM:

Community Services
SUBJECT:

Accept Donation from Adam Perez ( 2025 Veteran' s Day Celebration) RECOMMENDATION:

Accept donation from Adam Perez in the amount of $ 1,000 for use towards the 2025 Veteran' s Day Celebration.

COUNCIL GOALS:

Operate in a businesslike manner by creating a memorable customer experience with every interaction.

Increase citizen involvement by seeking community input.

Invest in the City' s infrastructure ( streets, sewers, parks, etc.) by creating and promoting community through people, parks, and programs.

DISCUSSION:

The Community Services Department receives donations and sponsorships from many local companies to help support and enhance various programs, activities, and events. Adam Perez donated $ 1,000 towards the 2025 Veteran' s Day Celebration and is recognized as a Presenting Title Sponsor of this event.

FISCAL IMPACT:

The $ 1,000 was deposited into account 101.3520 for use in offsetting costs for the 2025 Veteran' s Day Celebration.

MOTION:

Approve staff recommendation
City of Fontana Page 1 of 1 Printed on 10/ 23/ 2025
p , ver d by u,js i . '
375

CITY OF FONTANA

COMMUNITY SERVICES DEPARTMENT

DONATION ACCEPTANCE
For All Donations)
Name of Donor/ Organization:

Adam Perez
Address.
3649 Mission Ine Ave. Fl2nd
Riverside CA 92501 :: 1
Contact Person, Title: Phone No.

Adam Perez :
1 Type of Donation: ( Check boxes)
0 Monetary
Goods/ Services
Intended use of Donation:

Specific 10
General
Amount $ Receipt No.
1, 000. 00 1050605. 002
Attach Copy of Receipt)
Estimated Value $ Description
Description:
2025 Veterans Day Celebration
0 Thank you/ acknowledgement letter sent to Donor? ( Required for ALL donations) 0 Attachcopofacknowledgementlettertothisform.

G.E.T. Online Donation Tracking Form Has Been Completed.

Required for ALL donations with a value greater than $ 500. 00) Received By: Date: j
Diana Ambriz ii Ulfyl9i)
0 Copy of this form sent to Supervisor/ Manager
flJXl'O/65--
I. .

City Council Agenda Date f,,, b7, v/ ,, y.

Entered in Novus by: Date
This form must be filled out for all donations received regardless of value amount. This donation musl be approved by City Council prior to any spending or use of the donation. https:// fontana365- my. sharepoint. com/ personal/ efarrar fontanaca_ goviDocuments/ Documents/ EVENTSNETERANS Day/ Adam Perez_ Donatiot 2025. x1s\ 10/ 15/ 2025\ 1 0: 40 AM
City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
Phone: ( 909) 349- 69• 00
FAX: ( 909) 349- 6911

II- IMMUM MI '
3 9 MISSI ON INN A E Fl- 2N649 MISSION INN AVE Fl- 2ND
RIVERSIDE, CA 92501
Receipt # 1050605. 002
Nov 26, 2024 10: 42 AM
Primary phone: ( 909) 999- 9999, Secondary phone:

Payment Summary
Check: $ 1, 000. 00 Check# 1100
Total Received: $ 1,000.(2
HOMED=
Adam Perez For Events General Revolving # 0168, 301. FA24 Assembly 2024 Action: E:
3649 Mission Inn Ave FL
end Meets: From September 2, 2024 to December
Riverside, CA 92501 31, 2024
Primary phone: ( 9o9) 999- Location: Community Services Department 9999 office
Email: --
ID: 56787
Total Charges $ 1, 000. 00
Total Payments $ 1, 000. 00
Balance $ 0
8353 Sierra Avenue
City of Fontana
Fontana, CA92335
Action Report
City Council Meeting
File #: 25- 0629 Agenda Date: 10/ 28/ 2025
Agenda #: AA. Category: Consent Calendar
FROM:

Planning Department
SUBJECT:

Out - Of - Area Sewer Service Agreement ( ANX No. 24- 0001), between the City of Fontana and Jose Felix Garcia, for the sewer service provided by the City of Fontana to 9266 Poplar Avenue ( APN:
0233- 271- 08), pursuant to a Statutory Exemption in accordance with CEQA Guidelines Section No 15268( b)( 4).

RECOMMENDATION:

1. Find that the project is Exempt pursuant to Section No. 15268( b)( 4) ( Ministerial Project, Utility Connection) of the California Environmental Quality Act ( CEQA) and, direct staff to file a Notice of Exemption; and,

2. Approve and authorize the City Manager to execute an Out - Of- Area Sewer Service Agreement ( ANX No. 24- 0001) with Jose Felix Garcia, for the provision of sewer service to an existing single- family residence located at 9266 Poplar Avenue, within the Western Sphere of influence of the City of Fontana.

COUNCIL GOALS:

To promote economic development by aggressively pursuing annexations.

BACKGROUND:

The City' s First Amended and Restated Memorandum of Understanding with the County of San Bernardino for the Western Sphere of Influence states that to the extent the city has available wastewater ( sewer) treatment capacity, the city agrees to provide sewer services to and authorize a sewer connection by any landowner requesting such connection and services within the City' s Western Sphere of influence area subject to landowner' s compliance with the City' s annexation policy, meeting of all City requirements and paying applicable sewer fees, and payment of the applicable Western Sphere development impact fees. An Out - Of - Area Sewer Service Agreement incorporating the aforementioned components will allow for the provision of sewer service for an existing single- family residence within the Western Sphere area, consistent with the City Council' s annexation policy. After approval by the City Council, the application would be forwarded to the Local Agency Formation Commission ( LAFCO).

As outlined in Government Code Section 56133, state law requires cities to obtain approval from the Local Agency Formation Commission ( LAFCO) prior to extending a municipal service outside their corporate limits. The City of Fontana ( City) is agreeing to provide a sewer connection prior to annexation of the project site and LAFCO approval is therefore necessary. Upon City Council approval of this Out -Of -Area Sewer Service Agreement, a service boundary modification request will City of Fontana Page 1 of 2 Printed on 10/ 23/ 2025
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File #: 25- 0629 Agenda Date: 10/ 28/ 2025
Agenda #: AA. Category: Consent Calendar
be submitted to San Bernardino LAFCO.

DISCUSSION:

The project involves a . 16-acre parcel located at 9266 Poplar Avenue. The parcel is outside of and adjacent to Fontana' s City limits and is within the City' s Western Sphere of Influence area. The proposed Out -Of -Area Sewer Service Agreement would provide connection to the City' s sewer system to an existing single- family residence and proposed accessory dwelling units within the Western Sphere of influence of the City of Fontana.

The parcel is located in the City' s unincorporated Western Sphere of Influence area and, in keeping with the City' s Annexation Policy, an Out -Of -Area Sewer Service Agreement is necessary to establish the agreed upon terms between the City and the landowner in order to provide sewer service. The Memorandum of Understanding and the City Council Policy Pertaining to Annexation are included as attachments to the Agreement. Presented below is an outline of the major terms of the agreement; a copy of the Out -Of -Area Sewer Service Agreement is attached to this report.

1. The City' s Development Impact Fees, as required by the City, are outlined in Exhibit D of the Out - Of - Area Sewer Service Agreement.

2. The City hereby agrees to furnish, and Owner hereby agrees to accept, Service to the Property in accordance with the terms and conditions in the Agreement, subject to the Owner completing the Improvements in accordance with the City' s municipal code, ordinances, rules, regulations, policies, procedures and orders (" Rules and Regulations").

3. The landowner agrees not to oppose any future annexation into the City.

ENVIRONMENTAL IMPACT:

Staff has reviewed the proposed project and prepared the following environmental recommendation for the City Council' s consideration: There will be no significant environmental impacts caused by this project, therefore, a Notice of Exemption has been prepared pursuant to Section No. 15268 ( b) ( 4) Ministerial Project, Utility Connection) of CEQA.

FISCAL IMPACT:

This project will not have any direct negative fiscal impact.

MOTION:

Approve staff' s recommendation.

ATTACHMENTS:

1. Vicinity Map

2. Out - Of - Area Sewer Service Agreement

3. Notice of Exemption
City of Fontana Page 2 of 2 Printed on 10/ 23/ 2025
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ATTACHMENT NO. 1 380
I T
M
RECORDING REQUESTED BY:

Order No:

WHEN RECORDED MAIL
DOCUMENT TO:

City of Fontana
8353 Sierra Avenue
Fontana, California 92335
Altn.: City Clerk
Space Above This Line for Recorder' s Use Only
Exempt from Recording Fees Pursuant
to Gov. Code §§ 27383, 6103

OUT - OF - AREA SEWER SERVICE AGREEMENT

BETWEEN

THE CITY OF FONTANA,
a California municipal corporation
and
Jose Felix Garcia and Lucila Garcia
Bate effective upon authorization of Local Agency Formation Commission LAFCO) for reference purposes

OUT - OF - AREA SEWER SERVICE AGREEMENT
This Out - of - Area Sewer Service Agreement ( also referred to as " Irrevocable Agreement to Annex") ( this " Agreement") is entered into by and between the City of Fontana, a California municipal corporation (" City") and Jose F. Garcia and Lucila Garcia, an individual (" Owner"). City and Owner may be individually referred to herein as a "Party."

RECITALS
A. The Owner is fee title holder of one ( 1) parcel in the County of San Bernardino, State of California (" County") with Assessor' s Parcel Number 0233- 271- 08- 0000 ( the " Property"). The Property is located outside the City' s boundaries but within the City' s sphere of influence, and is more particularly described in Exhibit A, attached hereto and incorporated herein.

B. The Property currently includes one residential structure of approximately 1, 028 square feet in size (" Existing Development"). The sewage disposal needs of the Existing Development are presently served by a septic tank system.

C. The County of San Bernardino is requiring that the Existing Development and the connect to a public sewer system to receive sewer service (" Service").

D. The Owner has requested to connect to the City' s sewer system and receive service for the Existing Development pursuant to subsection ( b) of Section No. 56133 of the California Government Code and the policies and procedures of the County of San Bernardino' s Local Agency Formation Commission (" SBLAFCO").

E. Pursuant to the " First Amended and Restated Memorandum of Understanding" between the City and the County to provide Service to the Existing Development, the Owner must: 1) comply with the City' s annexation policy, 2) meet all City requirements and pay applicable services fees imposed by the City pursuant to the Fontana Municipal Code and other such policies and regulations in connection with sewer services and 3) pay the required Development Impact Fees (" DIF") to the City.

F. The City' s annexation policy, attached hereto as Exhibit B and incorporated herein, requires existing landowners to enter into an " Irrevocable Agreement to Annex for Sewer Service" also referred to as " Out - of -Area Service Agreement," with the City before providing sewer services to the respective landowner' s property.

G. The DIF associated with this Service is attached hereto as Exhibit C and incorporated herein.
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H. The Owner shall, at the Owner' s sole cost and expense, and subject to the City's ordinances, rules, regulations, policies, procedures, and orders, shall install one or more private laterals and any necessary appurtenances ( collectively, " Private Improvements"), as well as any public improvements or appurtenances ( generally, " City Facilities") which the City deems necessary to provide Service to the Property. The City Facilities and Private Improvements shall collectively be known as the " Improvements" for purposes of this Agreement.

I. If the Owner and the City wish to set forth the circumstances and terms and conditions under which the City will provide Service to the Property.

J. Pursuant to California Government Code Section No. 56133, new or extended sewer service agreements must be approved by SBLAFCO. SBLAFCO may authorize a city to provide new or extended services outside its jurisdictional boundary but within its sphere of influence in anticipation of a later change of organization.

K. Following execution by the Parties, the City will submit this Agreement to SBLAFCO for approval.

AGREEMENT
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants as well as for other good and valuable consideration, the receipt and sufficiency of which is acknowledged, the Parties agree as follows:

1. PROVISION OF SERVICES

1. 1. City Provision of Service. The City hereby agrees to furnish, and Owner hereby agrees to accept, Service to the Property in accordance with the terms and conditions in this Agreement, subject to the Owner completing the Improvements in accordance with the City' s municipal code, ordinances, rules, regulations, policies, procedures, and orders (" Rules and Regulations").

1. 2. Construction, Ownership, and Responsibility for Private Improvements.

The Owner shall install and connect the Private Improvements in accordance with all applicable federal, state, and local statutes and regulations, and all of the terms and conditions of this Agreement, including, but not limited to, review and approval of the planning materials for the Private Improvements, obtaining all inspections, City or County permits, or other authorizations required to install and connect the Private Improvements.

The Owner shall specifically agree that ownership and maintenance of the Private Improvements shall be and remain Owner' s responsibility.

1. 3. Service Strictly Limited to Existing Development and Proposed Development. The Parties agree that City's Service under this Agreement is exclusively limited to sewer service to the Existing Development as described in the Recitals. The Owner understands and agrees that no additional construction, development, or subdivision of the Property shall receive sewer service from the City under this Agreement. Any sewer service to structures or facilities on the Property other than the 3 IV
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Existing Development shall require SBLAFCO review and approval prior to the addition/ extension of any such services. Further, the Owner understands and agrees that, in the event of any material change to the nature of the Existing Development, or increase in size thereof, this Agreement must be amended by the Parties, and such amendment shall be subject to review and approval by SBLAFCO.

2. PAYMENT FOR CONNECTION AND SERVICES
The Owner hereby agrees to and shall timely pay to the City all monthly or yearly charges for the Service, a sewer connection fee as illustrated in Exhibit D, and incorporated herein, facilities expansion fee as illustrated in Exhibit D, plan check fee, inspection fee, capacity charge, and any other applicableone-time or recurringfees and chargesin effect and paidbythe ownersof similarlysituatedrealpropertyat the rate(s) establishedthereforby the City (subject to any adjustments provided for by the City from time to time), including any applicable penalties or interest lawfully imposed by the City ("Fees and Charges").

TheCityreservesthe rightto collectthe FeesandCharges (or anydelinquenciesthereof) in any lawfulmanner, including, but not limitedto, havingthemcollectedon the property tax bill for the Property.

3. CONDITIONS AND COVENANTS

3. 1. Conditions Prior to Services. Prior to and as a condition of providing Service to the Property, the Ownershallcompletethe installationof City Facilities, which shallbe subject to acceptance by the City under its Rules and Regulations.

3. 2. Compliance with Applicable Law. The Owner shall comply with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of San Bernardino, the City, or any otherpoliticalsubdivisionwithjurisdictionoverthe Property, andof any otherpolitical subdivision, agency, or instrumentality exercising jurisdiction over the City, Owner, or the Property, includingall applicablefederal, state, and local occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, zoning and development standards, City or County permits and approvals, building, plumbing, mechanical, and electrical codes, as they apply to work undertaken pursuant to this Agreement, and all other provisions of the City and its Rules and Regulations. Without limitingthe generalityor applicabilityof the foregoing, the Ownershall not dischargeinto the Improvements any waste oil, acid, storm water, ground water, or any other matter detrimental to the City's sewer system or treatment processes and shall otherwise comply with City requirements related thereto. Further, if the Owner makes or allows any such non -permitteddischarge, the City may performrepairs, mitigation, or maintenancework at the expense of the Owner, who agrees to pay for such repair, mitigation, or maintenance work.

3. 3. Failure to Construct City Facilities and Connect. The Owner understands and agrees that this Agreement and the City's obligations, duties, and responsibilities hereunder shall be null and void and of no further force or effect in the event that the Owner fails, neglects, or refuses to construct the City Facilities to the satisfaction of the CityEngineerandactuallyconnectthePrivateImprovementstotheCityFacilities. 4 Ln
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3. 4. Submission of Plans; Notification of Construction and Connection. Before the Owner submits any plans for the aforementioned Private Improvements to the County for approval, the Owner shall submit such plans to the City of Fontana' s Engineer Department. The City of Fontana's Engineer Department will review and reasonably approve or deny the Owner's plans for Private Improvements within 15 days of receipt.

TheOwnershall provideat least48-hourswritten noticeto the Citypriorto commencing any construction activity and prior to making connection to the City's sewer system.

3. 5. Indemnification.

3. 5. 1. Indemnification of City. The Owner agrees and covenants to indemnify, defend, and hold the City and its officers, employees, contractors, and agents (" Indemnitees") harmless from and against any and all liability, loss, damage, costs, or expenses (including reasonable attorneys' fees and court costs) collectively, " Claims") arising from or as a result of the Owner's failure to comply with any provision of this Agreement, or by any act or omission of the Owner, or the Owner' s officers, employees, contractors, and agents arising out of or in connection with this Agreement or the design, construction or installation of the Improvements. In case the City shall, without fault, be made a party to any litigation that is commenced by or against the Owner or any other person, or if the City shall, in its sole and reasonable discretion, determine that it must intervene in such litigation to protect its interest hereunder, including, without limitation, the incurring of costs, expenses, and attorneys' fees, then the Owner shall protect and hold the City harmless by attorneys satisfactory to the City and shall pay all costs, expenses, and reasonable attorneys' fees incurred or paid by the City in connection with such litigation.

3. 5. 2. City's Right to Engage Attorneys. The City shall have the right to engage its own attorneys in connection with any of the provisions of this section or any other provision of this Agreement, including, without limitation, any defense of the City or intervention by the City, notwithstanding any contrary provisions of the laws or court decisions of the state.

3. 5. 3. Survival. The Owner' s obligations under this Section No. 3. 5 Indemnification) shall survive the expiration or termination of this Agreement.

3. 6. Further Construction and Dedication Requirements. The City and the Owner anticipate that they may enter into a Facilities Agreement or other separate agreement(s) regarding the construction of the City Facilities. Any such agreement shall not limit or abrogate the City' s or the Owner' s obligations under this Agreement.

3. 7. Annexation Of Property. The Owner covenants and agrees not to oppose any future attempts by City to annex the Property into the City of Fontana.

4. NO EFFECT ON ANNEXATION OR PROVISION OF OTHER SERVICES Notwithstanding any other provision of this Agreement, the City does not waive any rights with regard to future annexation of the Property to the City or commit itself to any future decisions or actions related thereto. Further, the City shall have no obligation to provide any other service to the Property except as expressly set forth in this Agreement. 5 W
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5. DEPOSIT FOR CITY PROCESSING COSTS
The Owner will submit one thousand five -hundred and thirty- two dollars ($ 1,532) to City as an initial deposit to cover City costs and expenses related to the processing and approval of this Agreement (" Initial Deposit"). Payment of the Initial Deposit shall be made prior to or concurrently with the execution of this Agreement. The City shall use the Owner's deposited funds toward City staff or consultant expenses, attorney review costs, SBLAFCO fees, and other direct expenses the City incurs related to the processing or approval of this Agreement. The Owner will deposit additional funds with the City, as necessary, to maintain sufficient funds to cover the City's costs as outlined in this section.

The Owner will deposit additional funds within 15 days of written notice to Owner by the City. If applicable after the Effective Date, any balance of deposited funds remaining will be refunded to the Owner. The Owner will pay any outstanding balance due as of the Effective Date within 10 days of notification of said balance due.

The Owner acknowledges and agrees that the deposit described in this section is not intended to cover fees or costs described in Section No. 2 of this Agreement, and such amounts shall be separately due and payable to the City of Fontana as provided under Section No. 2 and the City's Rules and Regulations.

6. SBLAFCO APPROVAL; EFFECTIVE DATE; TERM
Because this Agreement is an out -of -area service agreement, California Government Code Section No. 56133 requires that Agreement be submitted for approval by SBLAFCO. The effective date of this Agreement is the date on which SBLAFCO approves this Agreement (" Effective Date"). The term of this Agreement shall commence on the Effective Date and shall remain in full force and effect unless terminated: ( i) by the City; ( ii) by annexation of the Property into the City (after which time the Property will receive Service in the same manner as other properties situated within the boundaries of the City and subject to the City's Rules and Regulations), or ( iii) as otherwise specified herein.

7. DEFAULT; REMEDIES.

The Owner shall be in default under this Agreement if the Owner fails to comply with any obligation hereunder, has been given a written notice specifying the failure, and: (a) with respect to a default involving the payment of money, fails to cure it within the period of ten ( 10) days, or ( b) with respect to any other type of default, ( i) fails to cure it within the period of thirty (30) days, or (ii) commences to cure the default within such period of time, and if the default cannot be cured within the time specified above in ( i), thereafter does not diligently proceed to complete the curing of the default. In addition to any other available rights in law or equity, in the event the Owner defaults under this Agreement, the City shall have the right to seek damages, immediately terminate this Agreement includingthe rightthereafterto plug or disconnectthe PrivateImprovementsfrom the City's sewer system), or enjoin such violation or threatened violation in a court of competent jurisdiction.

8. RECORDATION
This Agreement shall be recorded in the Official Records of the County of San Bernardino, C
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State of California within fifteen days of receipt of SCLAFCO' s approval of this Agreement. This Agreement shall be recorded at the Owner' s sole cost.

9. MISCELLANEOUS PROVISIONS

9. 1. Recitals. The above Recitals are true and correct and fully incorporated in this Agreement.

9. 2. Scope of Agreement. Nothing contained in this Agreement shall be construed as representing the establishment of any precedent or the formation of any policy by the City to provide Service or any other type of City service in the future to any unincorporated territory on the terms and conditions contained herein or on any terms and conditions whatsoever.

9. 3. No Third - Party Beneficiaries. This Agreement is intended to benefit only the parties hereto and no other person or entity has or shall acquire any rights hereunder.

This Agreement does not create any third -party beneficiary rights.

9. 4. Binding Effect; Assignment. All of the terms, conditions, and provisions hereof shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns. No assignment of this Agreement shall be made without the prior written consent of the parties to the Agreement, which consent may not be unreasonably withheld.

9. 5. Covenants Running with the Land. All of the benefits and obligations described herein, including any and all covenants, conditions, and restrictions set forth in this Agreement shall be binding on the Parties and their heirs, successors, grantees, transferees, and permissible assigns and shall run with the land comprising the Property.

9. 6. Performance. Whenever performance is required of any party hereunder, that party shall use all due diligence to perform and take all necessary measures in good faith to perform; provided, however, that if performance shall be delayed at any time by reason of acts of God, war, civil commotion, riots, strikes, picketing, or other labor disputes, or damage to work in progress by reason of fire or other casualty or cause beyond the reasonable control of a party ( acts by the performing party causing the situation to be beyond reasonable control excepted), then the time for performance as herein specified shall be appropriately extended by the amount of the delay actually so caused.

9. 7. Severability. Invalidation of any of the provisions contained in this Agreement, or of the application thereof to any person or circumstance, by judgment or court order, shall in no way affect any of the other provisions hereof or the application thereof to any other person or circumstance and the same shall remain in full force and effect, unless enforcement of this Agreement as so invalidated would be unreasonable or grossly inequitable under all the circumstances or would frustrate the purposes of this Agreement.

9. 8. Notice.

9. 8. 1. Form of Notice. Any notice to any party shall be in writing and given by delivering the same to such party in person or by sending the same by certified mail, return receipt requested, with postage prepaid to the party's mailing address. 7 00
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The respective mailing addresses of the parties thereto are, until changed as hereinafter provided, the following:

To the City: City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
Attn: Jon Dille, Associate Planner
To Owner: Jose Felix Garcia and Lucila Garcia
1096 North Lancewood Avenue
Rialto, CA 92376

9. 8. 2. Change of Address. Any party may change its mailing address at anytime by givingwrittennoticeof suchchangeto the otherpartiesin the manner providedhereinat leastten dayspriorto the datesuchchangeis effective.

9. 8. 3. Effective Date of Notice. All notices under this Agreement shall be deemed given, received, made, or communicated on the date personal delivery is effected or, if mailed, on the delivery date shown on the return receipt.

9. 9. Entire Agreement. This writing constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all oral or written representations or written agreements which may have been entered into between the parties. This Agreement may be cancelled, changed, modified, or amended in whole or in part only by a written and recorded instrument executed by the Parties ( or their respective successors and assigns).

9. 10. Time is of the Essence. Time is of the essence of this Agreement and each and every provision hereof.

9. 11. Governinq Law; Venue. This Agreement shall be governed by the laws of the State of California. Any legal action concerning or arising out of this Agreement shall be filed in a court of the State of California having jurisdiction of the subject matter, and venue shall be in the County of San Bernardino, California.

9. 12. Section Headings. All section headings and subheadings are inserted for convenience only and will not affect any construction or interpretation of this Agreement.

9. 13. AttorneFees. The prevailing party in any action or proceeding to enforce or interpret this Agreement or otherwise arising out of or in connection with the subject matter hereof ( including, but not limited to, any suit, arbitration, entry of judgment, post -judgment motion or enforcement, appeal, bankruptcy litigation, attachment, or levy) shall be entitled to recover its costs and expenses, including, but not limited to, reasonable attorneys', experts', and consultants' fees and costs.

9. 14. Non - Waiver. Nowaiverby any Partyof any defaultin performanceon the part of the another Party, or of any breach or series of breaches of the terms, covenants, or conditions of this Agreement, will constitute a waiver of any subsequent breach or a waiver of any term, covenant, or condition.
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9. 15. Counterparts. This Agreement may be executed in one or more counterparts, each of which counterparts shall, for all purposes, be deemed an original and all of which counterparts, when taken together, shall constitute one and the same instrument.

SIGNATURES AND APPROVAL ON THE FOLLOWING PAGES
0 IN WITNESS WHEREOF, this Out -of -Area Sewer Service Agreement has been executed and deliveredby City and Owner as of a date effective upon authorizationof the Local Agency Formation Commission ( LAFCO).

CITY
CITY OF FONTANA, a California municipal corporation
By:

Date: Matthew C. Ballantyne, City Manager
Attest:

Germaine Key, City Clerk
OWNER
J aDate: dZ y'` By: ".-
Jose Felix Garcia, Owner
Date: 17 Zzl By: _ -
Lucila Gar ia, Owner
10 T"
F.'TqIL, in 194 4 -oilW IA11
Anotarypublicorotherofficercompletingthis
certificateverifiesonlytheidentityoftheindividual
who signed the document to which this cerfificate is
attached, andnotthetruthfulness, accuracy, or
validityofthatdocument.

State of California
County L. .... ... .-
before me,
iriseirt name and title of the officer)
personalyappeared
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paragraphistrueandcorrect.

WITNESSmyhandandofficialseal.

Signature ( Seal)
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COMM, # 2495406 z
Notary Public , California
San BernardinoCounty
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Anotarypublicorotherofficercompletingthis
ceffifiGateverifiesonlytheidentityoftheindividual
who signedthe documentto whichthis certificateis
attached, andnotthetruthfulness, accuracy, or
validityofthatdocument.

State of California
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before me, IoALlwaso- Aac,17
insert name andfitle of the officer)
Wher/tKirauthorizedcapacity(06andthatby0/her/tWirsignatffejontheinstrumentthe person(g ortheentityuponbehalfofwhichthepersonofacted, executedtheinstrument.

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EXHIBIT A 9266 Poplar Street
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0 0. 01 0. 02 W E This information provided " as is" without WarrantyFONTANAMiles + 393

CALIFORNIA
S

EXHIBIT B

FIRST AMENDED AND RESTATED

MEMORANDUM OF UNDERSTANDING

BETWEEN

CITY OF FONTANA
AND

COUNTY OF SAN BERNARDINO
AMENDED AS OF OCTOBER 9, 2012

WESTERN SPHERE OF INFLUENCE
164 9 8. 00000\ 7 5 6 90 21, 3
394

CITY OF FONTANA / COUNTY OF SAN BERNARDINO

FIRST AMENDED AND RESTATED

MEMORANDUM OF UNDERSTANDING
Western Sphere of Influence)
This First Amended and Restated Memorandum of Understanding ( Western Sphere of Influence) (" Agreement") is entered into between ( 1) the City of Fontana, a California general law city and municipal corporation (" City") and, ( 2) the County of San Bernardino, a political subdivision of the State of California (" County"). This Agreement is reference dated as of October 9, 2012, and supersedesthat certain Memorandum of Understanding (Western Sphere of Influence) dated August 26, 2008 ( the " 2008 MOU" ). This Agreement will not become effective until the occurrence of the " Effective Date" defined below. If the Effective Date does not occur on or before December 31, 2012, then this Agreement may not thereafter become effective and any prior approvals and/or signatures of the Parties shall be deemed, automatically and without need of further act or instrument by either Party, rescinded and void ab initio. The City and the County are sometimes referred to in this Agreement, individually, as a " Party" and, collectively, as the " Parties".

This Agreement will become effective on the date (" lffective Date") on which it has been approved by both the City Council on behalf of the City and the Board of Supervisors on behalf of the County and fully executed counterpart originals have been exchanged between the Parties. The term ("" Perm") of this Agreement shall commence on the Effective Date and shall automatically end upon the City' s annexation of the entire Western Sphere (as defined in Recital A, below), or either Party's election to terminate this Agreement, which election may be made at any time and for any reason ( or for no reason), notice of which shall be given as provided by Section 6,

RECITALS
A. Immediately adjacent to the westerly border of the City is an unincorporated area of land located within the County and designated by the San Bernardino County I_.ocal Agency Formation Commission (" LAFCO") as the City' s Western Sphere of Influence (" Western Sphere"). The Western Sphere is approximately 8.5 square miles in size. A map depicting the boundaries of the Western Sphere is attached as Exhibit " A".

B. The City provides sanitary sewer services within portions of the Western Sphere.

The City owns and maintains tl:e pipes and other transmission infrastructure needed to provide such service, whereas the Inland Empire Utilities Agency (" IEUA") provides wastewater treatment services within portions of the Western Sphere through a series of agreements with the City. The City' s current annexation policy is to require any landowner or developer within the Western Sphere who desires to connect to the City' s sanitary sewer system to either sign an irrevocable agreement to annex to the City or to complete a pre -annexation agreement. By this Agreement, the City and County have agreed on certain practices and procedures that they intend will facilitate economic development within the Western Sphere, 16498. 00000% 7568621. 3
395
C. The City and the County acknowledge that the Western Sphere, or some portion of it, may be annexed into the City at same future date. The County further acknowledges that the City' s intent in entering into this Agreement includes ensuring that development within the Western Sphere which occurs prior to such annexation be accomplished in a manner that as closely as possible reflects the City' s practices and requirements as established in the City' s Development Code as it exists from time to time throughout the Term of this Agreement.

D. The Parties recognize that development within the Western Sphere will be enhanced and facilitated by the investment of public funds into the public infrastructure needed to support such development. The chief sourcesof public funds for such public infrastructure are those fees and charges imposed and collected from developers within the Western Sphere as a condition to the obtaining of building permits and other entitlements for such development.

County has a limited program for the collection of such fees. The City, in connection with the pre -annexation agreements describes{ in Recital " B" above, requires developers within the Western Sphereto pay to the City certain of those development impact fees that would otherwise be assessed against such development if it were located within the City' s jurisdictional boundaries. As to the Western Sphere, these development impact fees will consist solely of sewer connection and expansion fees, a storm drainage facilities fee, a fire facilities fee, and a park development fee ( for residential properties only) ( collectively, the " Western Sphere Development Impact Fees" or " Western Sphere DIF"). The Western Sphere DIF shall be charged at the same rates which City charges for similar development projects within the City' s incorporated boundaries, as such rates may be amended from time to time. To facilitate the economic development and revitalization of the Western Sphere, the City and the County have agreed that the Western Sphere DIP and the corresponding impact fees collected by the County from projects being developed within the Western Sphere shall be invested into public infrastructure projects located within the Western Sphere as more particularly described in this Agreement.

AGREEMENT
Section 1. Incorporation of Recitals. The Parties each acknowledge the accuracy of the factual matters set forth in the Recitals and further acknowledge that such facts form the material basis for their entry into this Agreement.

Section 2. Counter Obligation to Consult re Development Entitlements and Development Code and Development Standard Changes, The City has reviewed the County' s current Development Code and other regulations concerning development within the Western Sphere (collectively, the " County Standards"). Although not identical to City standards, the City is nonetheless satisfied that development which takes place in accordance with the County Standards will be of sufficient quality and character so as to be compatible with the development in the adjoining portion of the City. Accordingly, and in order to foster the continued development of the Western Sphere consistent with the above objective, the County agrees as follows:

2. 1. The County shall submit to the City full and complete copies of any and all development or other entitlement permits or applications for development entitlements occurring within the Western Sphere. Such information shall be provided to the City I6499, 0000OV568621. 1
396
no less than thirty ( 30) days prior to the administrative or County Planning Commission hearing at which the development application or other entitlement is to be considered. The City shall promptly review the application and, within twenty ( 20) days following its receipt from the County, the City will provide written comments to the County for its consideration, The County agrees to reasonably consider the City' s comments and, to the extent not in conflict with the County Standards, to incorporate such City -recommended changes as either modifications to or conditions of approval of such entitlement.

2. 2. The County shall provide to the City no less than thirty ( 30) days prior notice of any proposed changes to any of the County Standards, including General Plan, amendments and Zoning and Development Code amendments. The County shall review and reasonably respond to any suggested changes and County staff shall incorporate such City - recommended changes for consideration by the County Planning Commission or Board of Supervisors, as applicable.

2. 3. The requirements of the foregoing Sections 2. 1 and 2.2 shall not operate to modify, waive or abridge any County obligation arising under the California Environmental Quality Act ( Public Resources Code Sections 21000, et seq.) (" CEQA") to provide the City with environmental notice and opportunity to comment asprescribed by CEQA.

2. 4. The County shall review and consider a proposed change to the County Standards to make the County Standards consistent with the City' s Automatic Fire Sprinkler Systemsstandards as set forth in City Code Sections 11-26 thru 11-31.

Section 3, City Provision of Sewer Service. To the extent the City/ IEUA has available wastewater (sewer) treatment capacity, the City agrees to provide sewer service to and authorize a sewer connection by any landowner requesting such connection and service within the Western Sphere provided that: ( 1) such landowner complies with the City' s annexation policy, as it may be amended from time to time ( a current copy of which is attached as Exhibit B"); ( 2) the landowner meets all other City requirements and pays the applicable sewer service fees which are imposed by the City pursuant to the City' s Municipal Code and other policies and regulations, as they may be amended from time -to -time, in connection with such sewer service; and (3) the landowner pays to the City the Western SphereDIF which would beapplicable to the development if it were to occur in the City at the time a sewer connection permit is issued.

Provided, however, that the City shall not require the payment of any development impact fee which is imposed by the County to fund the same infrastructure as being funded by the City impact fee, City agrees that this Agreement will accomplish, in major pa.-t, what annexation would provide for the Western Sphere. Therefore, notwithstanding the requirement for a landowner to comply with the City' s annexation policy or LAFCO' s requirements, or both, the City agrees it will not file a formal application with the Local Agency Formation Commission seeking to annexany part of the Western Sphere as long as this Agreerent is in effect, unless the annexation application is otherwise agreed upon by the City and the County.

Section 4. Use of Development Impact fees Within Western Sphere. Each year as part of their preparation and approval of their respective Capital Improvement Plans described by Government Code Section 66002, the City and the County shall each use reasonable good faith efforts to include capital improvelnent/ public infrastructure projects within 1649 8'. 00000\ 75 6862 1.3
397
the Western Sphere which will be funded by the Western Sphere DIF ( as to the City) and those development impact fees received by the County from developmentoccurring within the WesternSphere. Without limiting the legislativediscretiongrantedto eithertheCity Council or the Board of Supervisors, the Parties agree that, to the extent possible, the following projects shall be given priority in the allocation of Western Sphere DIF and those development impact fees received by the County from development occurring within the Western Sphere:

4. 1 Sewer Facilities

4. 2 Storm Drainage Facilities

4. 3 Park Development: a central park

4. 4 Fire Facilities
The abovelist is intendedby the Partiesto be precatoryonly andshall not be a binding commitment to fund. The County' s Second District Supervisor and City' s Mayor are authorized to meet and attempt to resolve any disputes regarding the priority of projects to be funded and/or acid new projects, subject to the consent and ratification of the City Council and Board of Supervisors. Actual funding of such projects shall require separateagreementsfor each specific project, as approved by both the City Council and Board of Supervisors.

Section 5. SalesTax Allocations. Sharing of SalesTax under the 2008 MOU is hereby terminated, In lieu of the ongoing SalesTax allocation by the County under the 2008 MOU, theCounty's remainingobligation underSection5 shall befulfilled in its entiretyby the following actions:

5. 1 FiveMillion Five HundredSixty SevenThousandFight HundredandSixty Seven Dollars and 39/ 100 ($ 5,567,867.39) currently set aside in the County Fire CIP accounts to fund construction of Fire Station 80 shall be paid by the County to the Fontana Fire Protection District within ten (10) days following the Effective Date of this Agreement, for use in the acquisition of land and construction of a fire station to serve the Western Sphere area, tentatively located near the intersection of Foothill Boulevard and Banana Avenue; and

5. 2 County shall, within ten ( 10) days following the Effective Date of this Agreement, pay to the City Four Million Five Hundred Thousand Dollars ($ 4, 500, 000. 00) to fund the improvement of a flood control/ water quality control basin by the City.

Section 6. Notices. All notices permitted or required under this Agreement shall be givento therespectivePartiesat thefollowing addresses, or at suchother addressasthe respective parties may provide in writing for this purpose.

City
City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
Attention: City Manager
16498. 0000OW5586213
County
County of San Bernardino
385 North Arrowhead Avenue
San Bernardino, CA 92415
Attention: County Administrative Officer
398
Section 7. Integration/ Modifications. This Agreement contains the entire understanding of the Parties with respect to the matters set forth in this Agreement and supersedesanyand all prior writings andoral discussionsconcerningthe same. This Agreement maynotbeamendedexceptbya writingdulysignedanddulyapprovedbytheCity andCounty.

This Agreementis notintendedto andshallnot accrueto thebenefitof anypersonor entity other than the City and the County.

Section 8. Governing Law. This Agreement shall be governed by the procedural and substantive laws of the State of California.

Section 9. lnvalidity; Severability. If any portion of this Agreement is declaredinvalid, illegal, or otherwiseunenforceableby a court of competentjurisdiction, the remaining provisions shall continue in full force and effect.

Section 10. Counterpart Originals, nal.s, This Agreementmay be executedby the Parties in counterparts, all of which together shall constitute a single Agreement.

Section 11. Attorney 's Fees. If any legal action is instituted to enforce or declareanyParty's rightshereunder, eachParty, includingtheprevailingParty, shallbearits oven costs and attorneys' fees.

Section 12. Authority to Enter into Agreement. City andCounty both warrant. thattheindividuals who havesignedthis Agreementhavethelegalpower, right andauthorityto make this Agreement and bind both respective Parties to this Agreement, Signatures on following pages]
16498. 0000017. 568621. 3
399

SIGNATURE PAGE
TO

FIRST AMENDED AND RESTATED

MEMORANDUM OF UNDERSTANDING
Western Sphere of Influence)
COUNTY.

COUNTY OF SAN BERNARDINO
0#
Board of Supervisors
Dated: S 2017,

SIGNED AND CERTIFIED THAT
A COPY OF- T11IS,': DOCUMENT
HAS BEEN D-'ELIVE11RVP' DI' THET
CHAIRMAX.OF-r-nAo" "' IJ
LAURA
ClerR, of the - oaid of.,Sbj` qrvjsorsl'
By:

Dated:

APPROVED AS TO LEGAL FORM:

JEAN- RENE BASLE
County Counsel
By:

Dated: 16
16498. 00000\ 7568621. 3
CITY:

CI I'Y OF FONTANA, aCalifornia general
law city and municipal corporation
By:

Kenneth R. Hunt
City Manager
Dated: 1 1tb,>_

ATTES' P
By:

City Clerk
Dated:

APPROVED AS TO LEGAL FORM:

BEST BEST & KRIEGER LLP
By:

J f in -,er, City Aftorney
Dated: 1?
400

EXHIBIT A
TO

FIRST AMENDED AND RESTATED

MEMORANDUM OF UNDERSTANDING

WESTERN SPHERE AREA MAP
Seefollowing page)
16498. 00000\ 7568621. 3
401
Western Sphere of Influence

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WHEREAS, theCityCounciloftheCityofFontana ("City") has approveda policy pertainingto annexationasnotedinChapter3 (LandUseElement) of theGeneralPlan; WHEREAS, theCityhasdeterminedthatinordertopromotetheCityCouncil's economicand GeneralPlangoalsandobjectives, amendingthe City's policyon annexationis an importantbenefitfor the City's economicdevelopment; NOWTHEREFORE, BEITRESOLVED, determinedandorderedbytheCityCouncil of the City of Fontana as follows:

Section 1.

Annexationsshallbe pursuedthatpromoteCommunitybalance,
qualitydevelopment, and improvementof the City's economicbase as follows:

Annexationsmaybe InitiatedbytheCityCouncil (adoptedresolution) or by property owners or registered voters (written petition); A Planfor Servicesshallbe preparedfor all annexationsand subMitledto the City Council for review and consideration;
A fiscal impactanalysisshall be conductedfor all annexationareas; All City and Local Agency Formation Commission (LAFCO) filing fees for annexation must be paid by the applicant,
Section 2, Irrevocable Agreements to Annex for Sewer Service —ExistingDevelopment ( Contiguous and Non -Contiguous Areas) An IrrevocableAgreementtoAnnexisanagreementbetweenthelandownerand the City for only sewer service, Thisagreementoutlinesthatthe City shallprovide sewer service outside its corporate limits and the landowner agrees riot to oppose, a future attempt by the City to annex the area, Uponapprovalby LAFCO, the agreement shall be recordedwith the CountyRecorder's office, Upon recordation, the agreement shall be considered a covenant an the land.

IrrevocableAgreementsto Annex may be utilized when sewer serviceis extendedousidetheCity's corporatelimitstoanexistingresidenceor anexistingc 0 n1lm Ici rialestablishmentthatisexperiencinga failingsepticsystem NO

CORRECT
4 CHIEFDEp(j 7,(

Page 1 of 3 ends

Resolution No. 2008-- 142
Section 3. IrrevocableAgreementsto Annexfor Sewer Service --New Develop- ment ( Non - Contiguous Areas) IrrevocableAgreementsto Annexfor sewerservicemay be utilizedfor new developmentsforareasthatarenotcontiguoustotheCity's limits.

IrrevocableAgreementstoAnnexintheWesternSphereof Influencewillbesub- jecttothetermsof theadoptedMemorandumof Understanding (MOU) betweenthe Cityand Countyof San Bernardino (copy attached).

Section 4. Preannexation Agreements — New Development ( Contiguous and Non - Contiguous Areas)
A PreannexationAgreementmaybeutilizedfornewdevelopmentsfor areasthat arecontiguousornotcontiguoustotheCity's limits. Anapplicantmaywishto consider a preannexationagreementto outline land use designations, development standards, conditionalusepermitsapprovedbytheCountyofSanBernardino, donationofright-of- wayeasements, sewerservice, andotherrequirementsasnecessary.

Annexationmay be deferredby use of a PreannexationAgreementif the following condition is met:

PreannexationAgreementsintheWesternSphereofInfluencewillbesubjectto thetermsoftheadoptedMOUbetweentheCityandCounty (copyattached).

Section5, ThisResolutionshalltakeeffectimmediatelyuponitsadoption.

APPROVEDANDADOPTEDthis9thdayofDecember, 2008.

READANDAPPROVEDAS TO LEGAL FORM:
s/ Clark Alsop
City Attorney

Page 2 of 3 ends

Ln
0 V
Resolution No. 2008- 142
I, TonlaLewis, CityClerkoftheCityofFontana, California, andExOfficioClerk oftheCityCouncil, doherebycertifythattheforegoingresolutionis theactualresolution dulyandregularlyadoptedbytheCityCouncilataregularmeetingthereof, heldonthe9thdayofDecember, 2008bythefollowingvotetowit:

AYES:

MayorNuaimi, CouncilMembersRoberts, Rutherford, Scialdone, Warren NOES: None
ABSENT: None
s/ Tonia Lewis
City Clerk of the City of Fontana
s/ Mark Nuaimi
Mayor of the City of Fontana
ATTEST;
s/ Tonia Lewis
City Clerk of the City of Fontana

Page 3 of 3 ends

11 11 Ir'I 4
Pre - Annexation Agreement
Estimated
Development Impact Fees
Sewer Connection Charges/ LAFCO Fee
Impact Fees Fee Multiplier Fee Amount
Fire Facilities 431. 00 - SFD 0. 5 215. 50
Engineering Fees
Park Development 7, 733 - SFD 0. 5 3, 866. 50
Storm Drain Fee 16, 550. 00 0. 5 8, 275. 00
Fontana East
Sewer Deposit 60. 24 4 month deposit 240. 96
City Sewer
Connection Master 1,023. 00 per EDU 1 EDU' s3 1, 023. 00 Fee
City Sewer 25. 00 1 25. 00
Connection Permit
2SanitarySewage
Facilities Expansion
8, 620 Per EDU 1 EDU' s3 8, 620. 00
Fee ( Inland Empire
Effective 7/ 1/ 24
Utilities Agency)
4LAFCO Fee 650. 00 1 650. 00
Total 1 1 $ 22, 916. 96
Fees listed are reduced by 50% pursuant to City of Fontana In -fill Ordinance No. 1748 adopted on September 13, 2016. ( If applicable)
2 Indicates a pass -through fee collected for other agencies. 3 Equivalent Dwelling Units (EDU's) have been estimated for the project and will be adjusted at time of plan check for the " Sewer Connection" permit. 4 Subject to LAFCO' s adopted fee resolution.

All Fees shall be due and payable prior to issuance of the " Sewer Construction" permit issued by the Engineering Department and the " Sewer Connection" permit issued by the Building & Safety Division. Additional fees will apply for the permit issuance and inspection. The estimated fee will be collected at the actual rate when the construction permit is issued.
406

NOTICE OF EXEMPTION
TO: Office of Land Use and Climate FROM: Name: City of Fontana Innovation Public
Address: 8353 Sierra Ave,
State Clearinghouse Agency) Fontana CA 92335
P. O. Box 3044, Room 113
Sacramento, CA 95812- 3044 Telephone: 909- 350- 6656
x Clerk of the Board of Supervisors
or
County Clerk ( Include County
name)
Address:

1. Project Title: Master Case No. 24- 0004 and Annexation No. 24- 0001.

2. Project Applicant ( include address, City of Fontana telephone number and email address): Salvador Quintanilla Senior Planner
squintanilla@fontanaca. gov
909) 350- 6656
Planning Department
8353 Sierra Avenue
Fontana, CA 92336

3. Project Location — Identify street The Project site is located at 9266 Poplar address and cross streets or attach a Avenue ( APN: 0233- 271- 08). map showing project site ( preferably a
USGS 15' or 7 1/2' topographical map
identified by quadrangle name):

4. a) Project Location — City: Fontana b) Project Location — County: San Bernardino

5. Description of nature, purpose, and The project is for establishment of an beneficiaries of Project: Out - Of - Area Sewer Service Agreement to provide sewer service to an existing
single- family residence that is outside of
Fontana' s city limits and inside of
Fontana' s unincorporated sphere of
influence.

6. Name of Public Agency approving City of Fontana
project:

7. Name of Person or Agency undertaking City of Fontana the project, including any person Salvador Quintanilla
undertaking an activity that receives Senior Planner
financial assistance from the Public squintanilla@fontanaca. gov Notice of Exemption FORM " A"
ATTACHMENT NO. 3 407
Agency as part of the activity or the 909) 350- 6656
person receiving a lease, permit, Planning Department
license, certificate, or other entitlement 8353 Sierra Avenue of use from the Public Agency as part of Fontana, CA 92336 the activity:

8. Exempt status: ( check one)
a) Ministerial project.

Pub. Resources Code § 21080( b)( 1); State
CEQA Guidelines § 15268( b)( 4))
b) Not a project.

State CEQA Guidelines 15050( c)( 2)-( 3)
e) Declared Emergency Pub. Resources Code § 21080( b)( 3); State CEQA Guidelines § 15269( a))
d) Emergency Project.

Pub. Resources Code § 21080( b)( 4); State
CEQA Guidelines § 15269( b),( c))
e) Categorical Exemption.

State type and section
number:
fl 0 Statutory Exemption. Exempt pursuant to Section No.

State Code section number: 15268( b)( 4) ( Ministerial Project, Utility Connection)
g) Other. Explanation:

9. Reason why project was exempt: The project is for a utility connection, which is exempt pursuant to Section No.
15268 ( b)( 4) of the California
Environmental Quality Act ( CEQA).

10. Lead Agency Contact Person: Salvador Quintanilla, Senior Planner Telephone: 909- 350- 6656

11. If filed by applicant: Attach Certificate of Determination ( Form " B") before filing.

12. Was a public hearing held by the Lead Agency to consider the exemption? Yes 0 No
If yes, the date of the public hearing was: October 28, 2025 Date: October 28, 2025
Signature
Name: DiTanyon Johnson
Notice of Exemption FORM " A"
ATTACHMENT NO. 3 408
Title: Planning Manager
x Signed by Lead Agency Signed by Applicant
Date Received for Filing:

Clerk Stamp Here)
Authority cited: Sections 21083 and 21110, Public Resources Code.

Reference: Sections 21108, 21152, and 21152. 1, Public Resources Code.

Notice of Exemption FORM " A"
ATTACHMENT NO. 3 409
8353 Sierra Avenue
City of Fontana
Fontana, CA92335
Action Report
City Council Meeting
File #: 25- 0631 Agenda Date: 10/ 28/ 2025
Agenda #: AB. Category: Consent Calendar
FROM:

Administrative Services
SUBJECT:

Second amendment to the letter of agreement between the Fontana Historical Society and the City of Fontana.

RECOMMENDATION:

Approve second amendment to the letter of agreement between the Fontana Historical Society and the City of Fontana.

COUNCIL GOALS:

Increase citizen involvement by promoting healthy lifestyle opportunities to residents of all ages.

Concentrate on Inter -governmental relations by working cooperatively with neighboring jurisdictions.

DISCUSSION:

The City of Fontana entered into an agreement with the Fontana Historical Society to subsidize costs associated with operating the organization. In 2015, the costs associated with Fontana Historical Society operations was $ 2000 annually. An amendment was agreed to in 2020 due to increased costs. That first amendment increased the subsidy to $ 3500.

Today, costs have continued to increase, and staff is recommending increasing the subsidy to $ 5000 annually, paid in quarterly payments of $ 1250, through a second amendment to the agreement letter.

FISCAL IMPACT:

An increase in annual expenditure from the Administrative Services Admin budget 10120000- 8130 by 1500 annually.

MOTION:

Approve staff recommendation to amend Letter of Agreement between the Fontana Historical Society and the City of Fontana.

City of Fontana Page 1 of 1 Printed on 10/ 23/ 2025
p , ver d by u,js i . '
410

SECOND AMENDMENT LETTER TO LETTER AGREEMENT

BETWEEN

THE CITY OF FONTANA AND

FONTANA HISTORICAL SOCIETY
FontanaHistorical Society
16830 Spring St
Fontana, CA 92335
Dear Mr. Matt Slowik:

October 28, 2025
This letter will memorialize and confirm the terms and conditions of this Amendment Number 2 ( the " Amendment") to that certain Letter Agreement dated July 1, 2015 ( the Agreement") by and between the City of Fontana, a municipal corporation organized under the laws of the State of California with its principal place of business at 8353 Sierra Avenue, Fontana, California 92335 ( the " City") and Fontana Historical Society, a 501( c)( 3) Non Profit, with its principal place of business at 16830 Spring St, Fontana, CA 92335 ( the " Society"). The City and the Society are sometimes individually referred to as "Party" and collectively as "Parties".

The City, under the Agreement, has retained the services of the Society to participate or provide assistance at City events or activities. The City and the Society desire to amend the Agreement, to increase the annual financial contribution to three thousand five hundred dollars 5,000.00) per year to the Society. The annual contribution will be paid on a quarterly basis in four ( 4) payments in the amount of eight hundred seventy- five dollars ($ 1250. 00) each.

Except as amended by this Amendment, all other provisions of the Agreement remain in full force and effect. From and after the date of this Amendment, whenever the term " Agreement" appears in the Agreement, it shall mean the Agreement as amended by this Amendment.

The Parties irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.

AGREED and ACCEPTED:
411

CITY OF FONTANA
By:

Matthew C. Ballantyne City Manager
Attest:

By:

City Clerk
Approved as to form:

Best Best & Krieger LLP City Attorney

FONTANA HISTORICAL SOCIETY
By:

Matt Slowik President

IN COMPLIANCE WITH PURCHASING AND CONTRACT ADMINISTRATION POLICIES/ PROCEDURES Lisa Strong, Management Services Director Purchasing Office 412
DocuSign Envelope ID: BCBAADE8- 5EE9- 4C07- 94F2- 017FC9A844A2

AMENDMENT LETTER TO LETTER AGREEMENT

BETWEEN

THE CITY OF FONTANA AND

FONTANA HISTORICAL SOCIETY
Fontana Historical Society 16830 Spring St
Fontana, CA 92335 Dear Mr. Matt Slowik:

January22, 2020
This letter will memorialize and confirm the terms and conditions of this Amendment Number 1 ( the " Amendment") to that certain Letter Agreement dated July 1, 2015 ( the " Agreement") by and between the City of Fontana, a municipal corporation organized under the laws of the State of California with its principal place of business at 8353 Sierra Avenue, Fontana, California 92335 ( the " City") and Fontana Historical Society, a 501(c)(3) Non Profit, with its principal place of business at 16830 Spring St, Fontana, CA 92335 ( the " Society"). The City and the Society are sometimesindividually referred to as "Party" and collectively as "Parties".

The City, under the Agreement, has retained the services of the Society to participate or provide assistance at City events or activities. The City and the Society desire to amendthe Agreement, to increasethe annual financial contribution to three thousand five hundred dollars ($ 3,500. 00) per year to the Society. The annual contribution will be paid on a quarterly basis in four ( 4) payments in the amount of eight hundred seventy-five dollars ($875. 00) each.

The Parties irrevocably stipulate and agreethat they have eachreceived adequateand independentconsideration for the performance of the obligations they have undertaken pursuant to this Amendment.

AGREED and ACCEPTED:
413
DocuSign Envelope ID: BCBAADE8- 5EE9- 4C07- 94F2- 017FC9A844A2

CITY OF FONTANA FONTANA HISTORICAL SOCIETY
DOCUSIgned by:
hi" l
By:

FF7rr.. 1. 1R7441A
G. Michael Milhiser
Interim City Manager
Attest: D oCUS' gned by:

By: BCCr- FDA17754F5...

City Clerk
Approved as toform:

IDocuSignedb
Best Best & Krieger LLP
City Attorney
By: 11DocuSigned
by,
M.- tr 544 , a
85RA. q() COFr A407
Matt Slowik
President

IN COMPLIANCE WITH PURCHASING AND CONTRACT ADMINISTRATION POLICIES/ PROCEDURES FD ...
gig— d ly:
09E8H18931 54B3
IFIM95--+ FIP I - - 11 -
Lisa Strong, Management Services Director Purchasing Office BB& KH. Shane RV PUB- 751301- A- Fontana 2
414
DocuSign Envelope ID: BCBAADE8- 5EE9- 4C07- 94F2- 017FC99A844A2 cIiY r
city y of Fontana
Fontana Historical Society
16830 Spring Street
Fontana, CA 92335

CALIFORNIA

LETTER AGREEMENT
July 1st, 2015
This letter shall be the Agreement regarding the financial contributions that will be provided by the City of Fontana, a municipal corporation organized under the laws of the State of California, ( the " City") to the Fontana Historical Society ( the Society"). This Agreement is entered into this 1 st
day of July, 2015.

The Society is a community organization dedicated to the preservation and promotion of history and heritage in the City. The Society is the record owner of certain properties and facilities generally located at 16830 Spring Street and 8863 Pepper Street, Fontana, California. The Society' s facilities include a Research Library, the History Room at the Lewis Library and Technology Center, the Fontana Family Rose Garden, and the Pepper Street Agricultural Museum. The Society' s various facilities and locations are dedicated to the study and appreciation of all aspects of the history of the City of Fontana.

The Society provides educational programs, research, preservation advocacy, and collection and preservation of fine arts, decorative arts, archeological objects, printed and manuscript materials, maps, and historic artifacts related to the heritage of the City of Fontana. The Society' s many activities and pursuits enrich the City of Fontana' s community and help the City learn about and value its historical roots. The City acknowledges the important role that the Society plays in the community by maintaining its facilities, providing programs to students, youth organizations and the public at large, offering community service opportunities, and preserving the City' s past for all to appreciate and enjoy.

The City wishes to enrich City events or activities and City -sponsored events or activities with the wealth of information and resources that the Society provides to the community. The City aims to enrich such events or activities by having the Society actively participate in and assist at events or activities as requested by the City.

The Society hereby agrees to participate in or provide assistance at City events or activities and City -sponsored events or activities in response to a request from the City for the Society' s participation or assistance. The Society shall make all reasonable efforts to be available to participate in or assist at events or activities when so requested by the City.
www. fontana. org
8353 SIERRA AVENUE FONTANA. CALIFORNIA 92335- 3528 ( 909) 350- 7600 16498. 00001 \ 9795030. 1 O recycled paper
415
DocuSign Envelope ID: BCBAADE8- 5EE9- 4C07- 94F2- 017FC9A844A2 The Society' s participation and assistance at City events or activities and City -sponsored events or activities may include, but shall not be limited to, the following:
being present at a booth or table in the Society' s name, providing information and resources to members of the public, providing literature or other materials to members of the public, answering questions from members of the public, or providing volunteers to assist with City event or City -sponsored event programming.

In exchange for the Society providing this valuable assistance and resources at City events or activities and City -sponsored events or activities upon request, the City desires to provide annual financial contributions to the Society in return.

The City hereby agrees to make an annual financial contribution in the sum of Two Thousand Dollars ($ 2,000) per year to the Society. The annual contribution will be paid on a quarterly basis in four ( 4) quarterly installment payments in the amount of Five Hundred Dollars ($ 500) each. The quarterly payments will be made according to the following payment schedule in any given year: January 1, April 1, July 1, and October 1.

The City recognizes that the contributions of the Society at City events or activities and City -sponsored events or activities are ongoing, and as such the City's financial contributions will be ongoing. No fixed termination date for this Agreement is set.

This Agreement may be terminated by either the City or the Society for any or no reason upon thirty ( 30) days' prior written notice to the other party.

To the fullest extent permitted by law, the Society hereby agrees to defend, indemnify and hold City, its officials, officers, employees, subcontractors, consultants and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions of City, its officials, officers, employees, subcontractors, consultants or agents in connection with this Agreement except to the extent caused by the negligence or willful misconduct of City, its officials, officers, employees, subcontractors, consultants or agents.

The City finds that the City Manager has proper authority to approve this Agreement pursuant to the City Manager' s authority to procure services for and on behalf of the City.

If the Society agrees with the terms of this Letter Agreement, please indicate by signing and dating below. An original, executed copy of this Letter Agreement is enclosed for the Society' s records.

Signatures on following page.]
16498. 00001 \ 9795030. 1
416
DocuSign Envelope ID: BCBAADE8- 5EE9- 4C07- 94F2- 017FC9A844A2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective officers.

CITY OF FONTANA
Date: 4.. 4Q/ 4-
ATTEST:

Tonia Lewis, City Clerk
APPROVED AS TO FORM:

BEST BEST & KRIEGER LLP
Jeff Ball inger, e•Attorney

FONTANA HISTORICAL SOCIETY
I
ary eth hider, President
Nate: A q // r
16498. 00001 \ 9795030. 1
417
Docu
IIIIII 5ECIIII9t99
Certificate Of Completion
Envelope Id: BCBAADE85EE94CO794F2017FC9A844A2
Subject: Fontana Historical Society Amendment No. 1
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Mary Aguilar
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Matt Slowik
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Ruben Duran
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Sid Lambert
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Ontario Reign Hockey Club, LLC
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Lisa Strong
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City of Fontana
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G. Michael Milhiser
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Toni Lewis
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City of Fontana
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Electronic Record and Signature Disclosure created on: 2/ 2/ 2017 6: 54: 36 AM Parties agreed to: Mary Aguilar, Matt Slowik, Ruben Duran, G. Michael Milhiser

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8353 Sierra Avenue
City of Fontana
Fontana, CA92335
Action Report
City Council Meeting
File #: 25- 0632 Agenda Date: 10/ 28/ 2025
Agenda #: AC. Category: Consent Calendar
FROM:

Economic Development
SUBJECT:

Resolution of the City Council of The City of Fontana, California, approving an amendment to the agreement for services between The City of Fontana and AMPAC Business Capital RECOMMENDATION:

City Council adopt Resolution No. 2025- 103, approving the Amendment to the Agreement for Services Between the City of Fontana and AmPac Tri- State CDC doing business as Ampac Business Capital
COUNCIL GOALS:

Promote economic development by being business friendly at all levels and striving to constantly improve the city' s competitiveness.

DISCUSSION:

On March 1, 2024, the City Council established a Revolving Loan Fund ( RLF) of $ 500, 000 to provide debt financing to entrepreneurs and small businesses in Fontana, with the goal of stimulating business growth and job creation within the community.

The City previously entered into an Agreement for Services with AmPac Business Capital ( AmPac), to manage the day- to-day operations and servicing of the RLF. This included loan application processing, underwriting, disbursement, and management.

Since the program' s inception, staff has identified opportunities to clarify and update certain terms and conditions within the original Agreement to enhance administrative efficiency and ensure the RLF continues to operate effectively in line with its original intent. The core intent, scope of work, and the City' s financial commitment under the original $ 500, 000 RLF program remain unchanged.

Furthermore, the Resolution grants the City Manager the authority to execute future non -material amendments. This authority is requested to allow staff to quickly make minor, operational adjustments that may become necessary over the life of the Agreement.

FISCAL IMPACT:

No fiscal impact
MOTION:

Approve Staff recommendation
City of Fontana Page 1 of 1 Printed on 10/ 23/ 2025
pcvwTi fl by mystar
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RESOLUTION NO. 2025- 103

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FONTANA,

CALIFORNIA, APPROVING AN AMENDMENT TO THE AGREEMENT

FOR SERVICES BETWEEN THE CITY OF FONTANA AND AMPAC

BUSINESS CAPITAL
WHEREAS, the City of Fontana (" City") has previously established a Revolving Loan Fund (" RLF") in the amount of Five Hundred Thousand Dollars ($ 500, 000. 00) to provide entrepreneurs and small businesses within the City with access to debt financing for the purposes of business growth; and
WHEREAS, the City entered into an Agreement with AmPac Tri- State CDC doing business as Ampac Business Capital (" AmPac") for the administration and servicing of said RLF; and
WHEREAS, the City and AmPac now desire to update and clarify the terms and conditions of the Agreement to reflect their mutual understanding; and WHEREAS, staff finds that the execution of this Amendment is in the best interest of the City and its residents, as it enhances the administration and efficacy of the RLF program.

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

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

Section 2. CEQA. The City Council finds that this Resolution is not subject to the California Environmental Quality Act ( CEQA) pursuant to Section 15060( c)(3) ( the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly.

Section 3. Approvals. The City Council of the City of Fontana (" City Council") approves this Amendment to the Agreement for Services Between the City of Fontana and AmPac Business Capital, a copy of which is attached hereto and incorporated herein by reference. Furthermore, the City Manager is granted the authority to negotiate and execute any subsequent non -material amendments, modifications, or changes to this Agreement that are necessary or desirable to further the intent of the RLF program, provided such changes do not result in an increase in the City' s financial obligation or fundamentally alter the scope of services. The City Manager is also authorized to take all other actions necessary to implement the terms and intent of this Resolution.

Section 4. Effective Date. This Resolution shall become effective immediately upon its adoption.

Page 1 of 3 ends

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Resolution No. 2025- 103
Section 5. 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 Council declares that it would have adopted this Resolution irrespective of the invalidity of any particular portion of this Resolution.

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

Section 7. Custodian of Records. The documents and materials that constitute the record of proceedings on which this Resolution is based are located at the City Clerk' s office located at 8353 Sierra Avenue, Fontana, CA 92335. The custodian of records is the City Clerk.

APPROVED AND ADOPTED this 28t" day of October, 2025.

READ AND APPROVED AS TO LEGAL FORM:

City Attorney
I, Germaine 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 regularly adopted by the City Council at a regular meeting held on the 28t" day of October 2025, by the following vote to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

City Clerk of the City of Fontana
Mayor of the City of Fontana

Page 2 of 3 ends

426
Resolution No. 2025- 103
ATTEST:

City Clerk

Page 3 of 3 ends

427

AMENDMENT TO AGREEMENT FOR SERVICES BETWEEN THE CITY OF

FONTANA AND AMPAC BUSINESS CAPITAL
This Amendment (" Amendment") is made and enteredinto asof October 28, 2025, by and between the City of Fontana ( the " City") and AmPac Tri- State CDC doing business as AmPac Business Capital (" AmPac"), and amendsthe Agreement for Servicesbetween the City of Fontana and AmPac Business Capital, entered into as of March 1, 2024 ( the " Agreement").

WHEREAS, the City has established a Revolving Loan Fund (" RLF") in the amount of Five Hundred Thousand Dollars ($ 500,000. 00) to provide entrepreneurs and small businesses within the City of Fontana with access to debt financing for the purposes of business growth; and WHEREAS, the Parties desire to update and clarify the terms and conditions of the Agreement to reflect their mutual understanding and to refine the scopeof services.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and for other good andvaluable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties, the Parties agreeasfollows:

1. ARTICLE 1. DEFINITIONS.

The following new Section 1.8 " Technical Assistance" is hereby added to the Agreement:

1. 8 Technical Assistance. Shall mean comprehensive, individualized support designed to facilitate the inception, expansion, and endurance of businesses for entrepreneurs participating in the RLF program. This encompasses, without limitation, professional coaching, educational resources, instrumental tools, and strategic advisory services focused upon financial viability, operational efficacy, and preparedness for capital investment."

2. ARTICLE 2. TERMS.
a. Section 2.4 " Term" is hereby amended to read as follows:

2. 4 Term. The terin (" Term") of this Agreement shall be from April 9, 2024, to June30, 2029. The term of this Agreement may be extendedby mutual written agreement of the Parties."
b. Section 2.5 " Final Program Activity Report" is hereby amended to read as follows:

2.5 Final Program Activity Report. Onehundred eighty ( 180) daysprior to the conclusion of this Agreement, AMPAC shall provide the City with a final Program Activity Report. This report shall be a comprehensivesummary of all 428
Program Activity Reports submitted to the City under Section 3.2 throughout the term of this Agreement."
ARTICLE 3. RESPONSIBILITIES OF AMPAC.

Section 3.2 " Program Activity Report" of the Agreement is amended to read as follows:

3.2 Program Activity Report. AmPac shall submit to the City' s Representative, at mcarter ckfontanaca.. go a quarterly written report (" Program Activity Report") within 10 (ten) business days after the last day of each calendar quarter, consisting of datametrics illustrating AmPac' sperformance andprogress with respect to the services delineated herein, including, without limitation, information and materials pertaining to the volume of businessapplications processedand funded through the City' s RLF, as well as comprehensive business loan servicing information. In addition to the foregoing, the Program Activity Report shall include the following data:

Loan Application Disposition Date ( including reason for decline, if applicable);
Applicant Business Name;
Applicant Business Address;
Approved Loan Amount;
Loan Funding Date;
Borrower Ethnicity/ Race ( if provided);
Borrower Gender ( if provided);
Borrower Veteran Status;
Low - to - Moderate Income (" LMI") Census Tract ( based on business address);
Number of Jobs Created or Retained;
Number of Past Due Payments;
Loan Status and Modification Details;
Name of Defaulted Loans and Corresponding Loan Count; and Quarterly Amount of Principal and Interest Reallocated to the RLF Balance for New Loan Funding.

The Program Activity Report shall further incorporate copies of all ( thirty-) 30- day and ( sixty-) 60-day past due loan payment letters dispatched to borrowers, accompanied by proof of certified mailing of those letters. For any loan exceeding ninety ( 90) days past due, AmPac shall additionally generate and transmit a copy of the final Default Loan Package to the City of Fontana as part of this report." 429
b. The following new Section 3.8 " Loan Origination" is hereby added to the Agreement:

3. 8 Loan Origination. AmPac shall be responsible for the initiation and origination of all loansunder this Agreement. This responsibility includes, but is not limited to: ( i) receiving, processing, and conducting the due diligence review of all loan applications; ( ii) reviewing and evaluating applications for completeness and eligibility; ( iii) ensuring that applicants meet all requirements and eligibility criteria as establishedby the City; and (iv) approving and granting loans in accordance with such requirements. All loan originations must utilize the standard documents provided in Exhibit B, attached hereto and incorporated herein, and any other required instruments. AmPac shall not alter, revise, or substitute any of the loan documents without the prior written approval of the City."
The following new Section 3.9 " Loan Modifications" is hereby added to the Agreement:

3.9 Loan Modifications. Loan modifications may be requested by the borrower.

The City reserves the right to approve or deny any such modification request. Any request for modification must be submitted in writing and shall acknowledge the borrower' s understanding that, for any approved modification, a charge of Three Hundred Fifty Dollars ($ 350. 00) shall be applicable for the generation of requisite new documents by AmPac, which shall be paid to AmPac concurrently with the signing of said documents, provided that the subject loan is not delinquent." d. The following new Section 3. 10 " Payments and Collection" is hereby added to the Agreement:

3.10 Payment Collection and Loan Servicing. AmPac shall be responsible for the collection of monthly principal and interest payments from borrowers for the RLF. Such payments shall be made from the borrower' s business checking account. The preferred method of payment shall be Automated Clearing House ACH") auto -debit, as duly authorized by the borrower; however, payments may also be accepted in the form of a certified check drawn from the borrower' s business checking account.

If a payment made via ACH is rejected for any reason, the rejected payment shall be resubmitted for processing only once following the initial attempt. This resubmission shall occur within seven ( 7) business days of the original rejection.

As part of their initial agreementwith AmPac, the borrower shall agreeto assume all fees borne by AmPac in connection with the collection of any returned payment.
430
If payment is not received within ten ( 10) business days of the payment due date, AmPac shall initiate collection efforts. AmPac shall retain servicing responsibility for the loan until the loan reaches ninety ( 90) days past due. When a loan reaches ninety ( 90) days past due, the City shall assume all further collection efforts. At that time, AmPac shall transmit the Default Loan Packageto the City via certified mail, the contents of which are outlined in Section 3. 11 of this Agreement." The following new Section 3.11 "Default Loans" is hereby addedto the Agreement:

3.11 Default Loans. If a loan becomes ninety ( 90) days or more past due, AmPae shall reduce the amount of the borrower' s loan amount by the portion that remains unused. This unused portion shall be returned to the RLF balance to be reallocated to other borrowers. This reduction must take place before AmPac submits the Default Loan Package to the City. Following this, the City shall assume all further collection efforts. In the event of such a default, AmPae shall transmit the following comprehensive Default Loan Package (" Default Loan Package") to the City for the purpose of further liquidation and collection efforts:

All original loan documents;
30-day and 60-day letters of default with proof of certified mailing; Credit memo generatedby AmPac pertaining to the loan;
Approval memo generated by AmPac pertaining to the loan; Copies of all notes recorded within AmPac' s system; and A comprehensive printout of the loan' s history from AmPac' s system.

The loan agreement with the borrower shall include the provision that, if the loan reaches ninety ( 90) days past due, the borrower' s loan amount will be reduced by the amount of the loan that is unused by the borrower, and the borrower' s express agreement to this terra shall be required."
The following new Section 3. 11 " Technical Assistance" is hereby added to the Agreement:

3.11. Technical Assistance. AmPac shall provide Technical Assistance to borrowers, as defined in Section 1. 8 of this Agreement."

4. ARTICLE 4. RESPONSIBILITIES OF THE CITY.

The following new Section 4.2 "Disbursement and Funding" is hereby addedto the Agreement:

4.2 Disbursement and Funding. The funds provided by the City for the RLF shall originate from its general fund. Thesefunds will be disbursedto AmPac specifically for the purpose of facilitating RLF disbursements. Disbursements shall be made in increments of One Hundred Thousand Dollars ($ 100, 000. 00), 431
following AmPac' s submission of an invoice to the City, which shall be subject to the City' s review and approval. This entire invoice and disbursementprocessshall comply with the City' s purchasing guidelines."

5. ARTICLE 5. COMPENSATION.

It is hereby acknowledged and agreedby both Partiesthat the original Agreement contained an inaccuracy in the terms for compensation for the services. To correct this, the Parties agree that Section 5. 1 of the Agreement shall be amended to read as follows:

5. 1. AmPac' s compensation for the services rendered under this Agreement shall comprise a one-time payment of Fifteen Thousand Dollars ($ 15, 000. 00), representing three percent ( 3%) of the Five Hundred Thousand Dollar 500,000.00) RLF principal amount. This compensationis solely for the servicing of this specific Five Hundred Thousand Dollar $ 500,000. 00 RLF allocation.

In the event that an additional Five Hundred Thousand Dollars ($ 500, 000. 00) is added to the RLF, AmPac shall receive an additional one-time payment of Fifteen Thousand Dollars ($ 15,000. 00), representing three percent ( 3%) of the Five Hundred Thousand Dollar ($ 500, 000.00) RLF principal amount increase, for the servicing of that additional allocation, subject to the same terms and conditions set forth in this Agreement.

The compensation described herein shall constitute the full, sole, and exclusive compensationto AmPac from the City for servicesrendered and obligations fulfilled under this Agreement. AmPac shall not be entitled to any additional payment, reimbursement, or compensationof any kind from the City." Both Parties shall initial this Section to confirm their mutual agreement and acceptance of the revised compensation terms.

AmPac Initials City Initials

6. ARTICLE 6. GENERAL PROVISIONS.
a. Section 6.1 " Termination of Agreement" is hereby amended to read as follows:

6. 1 Termination of Agreement. The City may terminate this Agreement without cause by providing sixty ( 60) days' written notice to AmPac. The notice shall specify the effective date of termination, which shall be no less than sixty ( 60) days from the date of the notice. In the event of such termination, AmPac shall be compensated only 432
for services performed through the effective date of termination. Upon termination, AmPac shall return all undistributed funds under the RLC, as well as all documents and materials related to this Agreement."
b. The following new Section 6.24 "Ownership of Documents" is hereby addedto the Agreement:

6.24 Ownership of Documents. All reports, documents, data, records, and other materials prepared or obtainedby AmPac in connection with this Agreement shall be the sole property of the City. Upon termination or expiration of this Agreement, AmPac shall promptly deliver all suchmaterials to the City, including any copies in AmPac' s possession, custody, or control." c. The following new Section 6.25 " Exhibits" is hereby added to the Agreement:

6.25 Exhibits. All exhibits attached hereto are hereby incorporated into and made a part of this Agreement asif fully setforth herein."

7. EXHIBIT A.

Exhibit A to the Agreement is hereby modified as set forth in the attached Exhibit A- 1, which is incorporated herein by reference. Exhibit A- 1 reflects only the specific amendments to Exhibit A, and all other provisions of Exhibit A shall remain unchanged and in full force and effect.

8. FULL FORCE AND EFFECT.

Except as expressly modified by this Amendment, all other terms, covenants, conditions, and provisions of the Agreement shall remain in full force and effect.

9. COUNTERPARTS.

This Amendment may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Signaturepage follows]
433
IN WITNESS WHEREOF, the Parties have caused this Amendment to the Agreement for ServicesBetween the City of Fontana and AmPac Tri- StateCDC DBA AmPac BusinessCapital to be executed on the date set forth above.

ATTEST:

By:

City Clerk
APPROVED AS TO FORM:

By:

City Attorney

CITY OF FONTANA
City Manager

AMPAC TRI- STATE CDC DBA AMPAC

BUSINESS CAPITAL
Its:
434

EXHIBIT A - I
a. Exhibit A, Section B. 1, " Business Coverage Ratio" is hereby amended and retitled as " Business Debt Coverage Ratio," and shall read as follows:

Business Debt Coverage Ratio: the Annual Funds Available to Service Debt defined as Net Earnings + Depreciation and/ or Amortization + Debt Interest Expense, or ` EBITDA') must be sufficient to cover the total principal and interest paymentsfor the subject debt and all other debt obligations asof the fiscal year- end (" FYE") period of businessoperations. This ratio is expressedasEBITDA divided by Total Principal & Interest ( EBITDA/ Total P& I) and must be at least

1. 0: 1. 0."
b. Exhibit A, Section B. 1, " Interest Rate" is hereby amendedto read asfollows:

Interest Rate: The Loan shall bear a fixed interest rate of six and one- half percent ( 6.5%) per annum. Of this interest income, five percent ( 5%) shall be re- allocated to the RLF, with the remaining one and one-half percent ( 1.5%) to be retained by AmPac as a loan origination fee for services provided to the borrowers as performed under this Agreement.
c. Exhibit A, Section B. 1, " Loan Fee" is hereby amended to read as follows:

Origination Fee: An origination fee equal to one and one-half percent ( 1.5%) of the approved and funded loan amount shall be allocated to AmPac at the funding of the loan from loan proceeds. This fee shall be a line item in the sources and uses chart and will cover the expense to document, underwrite, close, and disburse the loan."
d. Exhibit A, Section B. 1, " Payment Terms" is hereby amendedto read as follows:

Payment Terms: The Loan shall have a sixty (60) month fully amortized loan period, with no prepayment penalty."
e. The following new section B.5 is hereby addedto Exhibit A:

Application Requirements:

Applicants are required to complete a curated Loan Fund Pre - Course series, consisting of four ( 4) short courses available on -demand. These videos are preparedand provided by AmPac and/or City of Fontana. Upon completion of all four courses, each applicant will receive a certificate of completion and an email with direct instructions to schedule an appointment with an AmPac. Applicants shall compile the following items while taking the pre -course to have the 435
necessary documents readily available to meet with the AmPac. AmPac will assist eachapplicant in reviewing the application and ensuringthat the useof funds is appropriate for the businessgrowth.

List of Required Documents:

Current Business License
CA Statement of Information
Sellers Permit ( if applicable)
CA Driver' s License
2 years of Business Tax Returns
2 years' Personal Tax Returns
3 Months' Business bank statements
3 Months of Personal bank statements
Debt schedule ( list of all outstanding debt amounts and payment dates) Business Financial Statements
0 Project Cost Detail
Completion Certificate from Loan Fund Pre - Course
Pre - Course Video Classes Defined:

Course Outline:

Getting Started ( 4 minutes)
Video Lin 1P),u v, u:, a, ), fir 5 I nliir.. yv n al
Description: on: Description of required documentsand Stepby Step instructions of the application process.

Business Plans Advice for the Busy Small Business Owner ( 55 minutes) Video Lin : i) I [, o, 6E1 (:' rr
Description: Knowing how to createa businessplan is important for entrepreneurs. In this session, Diana White, gives tips for creating powerful business plans. Diana is the President of D.E.W. Business Solutions, LLC, a consulting firm, and the Executive Director of Moonshot at NACET.

Building ( and Executing) Your Action Plan ( 33 minutes) Video Link: f tti I"j, <( , C ( r1, I I '( () , 7 1) 1,, Description: We all want to set our companies on autopilot once in a while, but our businessgoals can't achieve themselves. Getting (and staying) on the right track takes careful thinking and hands-on strategy that spurs your team into action. Steve Thompson CEO of operations consulting firm SteveZT and co- founder of The Surf Network presents his webinar, " Building ( and Executing) Your Action Plan." This talk will guide you through his tips for creating a plan that drives results.
436
5 Ways to Communicate Your Product/ Service Authentically ( 43 minutes) Vi eo Link: gee --° i rr; r;
Description: As a consumer, you' re probably tired of all the salespitches and ads flying at you each day. Your customers are, too. What businesses don' t give enoughof is authenticity, so when you know how to put your heart and soul into your sales, you have the potential to sell anything. According to Halley Yatros author, keynote speakerand owner of Conscious Coaching the companies that excel are out to make a difference. Going back to why you started and connecting with people on an emotional level arethe strategiesthat really sell.
437

EXHIBIT B
Origination Documents
438
1[IEoirroweir' s ILegal I arne;l- lf;lll,,,,,oan Ill"'iroduct] Loan # I[Loan INuimlheir] Check all
that apply

1. Business Loan Agreement

2. Promissory Note

3. Security Agreement with Guarantor ( Form 03 WG)
Security Agreement without Guarantor ( Form 03 W/ OG)

4. Unconditional Guarantee by Individual ( Form 04 IND) Unconditional Guarantee by Entity, ! if alplpllliicalhllle (Form 04 ENT)

5. Agreement to Provide Insurance

6. Guarantee Resolution ( LLC), or
Resolution of Board of Directors ( Corporation), ! if alplpllliicalhllle

7. Error and Omissions Agreement

8. Disbursement Request and Authorization

9. Authorization Agreement for Pre - Authorization Payment

10. IRS Form W- 9 ( Rev March 2024) ( update for the current year)

11. Advertising Marketing Release Form

12. Certification of Identity

13. Closing and Business Purpose Certification

14. Other:

15. Other:
439
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilf orrower' s Ill,,,,,egalll fame]- I[;Ill,,,,,oan Ii:) roduct]- Loan # I[Il,,,,,oaiin INumlber] This BUSINESS LOAN AGREEMENT (" Agreement"), dated ate], is made between IBonrrower' s Ill,,,,,egalll Iairne], a [ legal capacity] (" Borrower"), whose principal address is Borrower' s address] and AmPac Tri- State CDC, Inc. dba AmPac Business Capital whose address is 3110 B Inland Empire Blvd. Ontario, CA 91764 (" Lender" or " AmPac"), with the following terms and conditions.

RECITALS
A. The City of Fontana has established a loan fund for its Empowerment Revolving Loan Fund Program (" Program") to provide entrepreneurs and small businesses within the City of Fontana with access to funding for the purposes of business growth.

B. AmPac Tri- State CDC, Inc. dba AmPac Business Capital (" AmPac") and the City of Fontana (" City") have entered into that certain Agreement for Services dated March 1, 2024 whereby AmPac will provide loan management services to administer, implement and manage the Program on behalf of the City.

C. AmPac will review, process and approve loan applications based on criteria established by the City for its Program, including, among other things, Borrower must be in business 2 or more years, the business is located in the City of Fontana, the business has twenty- five ( 25) or fewer employees, and the use of the funds must be for business growth of the Borrower' s business.

D. For purposes of this Agreement, AmPac is serving as the " Lender" on behalf of the City to administer this Agreement with the Borrower.

E. Borrower has applied to Lender for a Business Loan for I[Use of Funds], as further described in the Borrower' s loan application. Borrower understands and agrees that:

A) Lender is relying upon Borrower' s representations, warranties, and Agreements as set forth herein and below; ( B) the obligation to extend the requested Business Loan shall always be subject to the Lender' s sole judgement and discretion; and ( C) the terms of this Business Loan extended to Borrower by Lender shall remain subject to the terms and conditions of this Agreement.

F. Lender desires to provide to Borrower, and Borrower desires to borrow from Lender, a loan in the amount up to [ Iloarnarrnourntwirltt.ern out.] Dollars ($ IlNurrneriicall airrnournt), subject to the terms and conditions set forth herein.

AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants, conditions and promises set forth herein, the parties hereto agree as follows:

1. DEFINTIONS: The following capitalized words and terms shall have the following meanings when used in this Agreement. Unless specifically state to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise defined in this Agreement shall have the meaning attributed to such terms in the Uniform Commercial Code. Accounting words Business Loan Agreement Page 1 of 15
440
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll IName;l- 11;I11,,,,,oan Ilf:Iiroduct]- Loan # 1[Il,,,,,own INumlber;] and terms not otherwise defined in this Agreement shall have the meanings assigned to them in accordance with accepted accounting principles as in effect on the date of this Agreement:

Advance. The word " Advance" means a disbursement of Loan funds made, or to be made, to Borrower on Borrower' s behalf on a line of credit or multiple Advances under the terms and conditions of this Agreement.

Agreement. The word " Agreement" means this Business Loan Agreement, as this Business Loan Agreement may be amended or modified from time to time, together with all exhibits, schedules and Program Documents referenced in the Table of Contents attached to this Business Loan Agreement. Lender may make modifications to this Agreement provided to the Borrower.

Borrower. The word " Borrower" means [ Borrower' s Il,,,,,egalll ( Name] and includes all co- signers and co -makers signing the Note and all their successors and assigns.

Collateral. The word " Collateral" means all property and assets granted as Collateral security for a Loan, whether real or personal property, whether granted in the form of a Security Interest, mortgage, Collateral mortgage, deed of trust, assignment, pledge, crop pledge, chattel mortgage, Collateral chattel mortgage, chattel trust, factor' s lien, equipment trust, conditional sale, trust receipt, lien, charge, lien or title retention contract, lease or consignment intended as a security device, or any other security or lien interest whatsoever, whether created by law, contract, or otherwise.

Default. The word " Default"' means the Defaults set forth in this Agreement in the section titled " Default."
Environmental Laws. The words " Environmental Laws" mean any and all state, federal, and local statutes, regulations, and ordinances relating to the protection of human health or environment, including without limitation the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. (" CERCLA"), the Superfund Amendments and Reauthorization Act of 1986, Pub. L. No. 99- 499 (" SARA"), the Hazardous Materials Transportation Act, 49 U. S. C. Section 1801, et seq., Chapters 6.5 through 7.7 of Division 20 of the California Health and Safety Code, Section 25100, et seq., or other applicable state of federal laws, rules, or regulations adopted by pursuant thereto.

Event of Default.' The words " Event of Default"' mean any of the events of Default' set forth in this Agreement in the Default' section of this Agreement.

GAAP. The word " GAAP" means Generally Accepted Accounting Principles.

Grantor. The word " Grantor" means each and all the persons or entities granting a Security Interest in any Collateral for the Loan, including without limitation all Borrowers granting such Security Interest.

Business Loan Agreement Page 2 of 15
441
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll IName]- 11;I11,,,,,oan Piroduct]- Loan # 1[I1,,,,,oan Number] Hazardous Substances. The words " Hazardous Substances" mean material that, because of their quantity, concentration or physical, chemical, or infectious characteristics, may cause or pose a present or potential hazard to human health or the environment when improperly used, treated, stored, disposed of, generated, manufactured, transported, or otherwise managed. The words " Hazardous Substances" are used in their very broadest sense and include without limitation all hazardous or toxic substances, materials, or waste as defined by or listed under the Environmental Laws. The term " Hazardous Substances" also includes, without limitation, petroleum and petroleum by- products or any fraction thereof and asbestos.

Indebtedness. The word " Indebtedness" means the Indebtedness evidenced by the Note or Related Documents, including all principal and interest together with all other Indebtedness and costs and expenses for which the Borrower is responsible under this Agreement or under any of the Related Documents.

Lender. The word " Lender" means AmPac Tri- State CDC, Inc. dba AmPac Business Capital, its successors, and assigns.

Loan. The word " Loan" means all Business Loans and financial accommodations from Lender to Borrower whether now or hereafter existing, and however evidenced, including without limitation those Business Loans and financial accommodations described herein or described on any exhibit or schedule attached to this Agreement from time to time.

Note. The word " Note" means the Note executed by the Borrower in the principal amount of [ Loan Aiirnount ( „ 00)], dated ate], together with all renewals of, extensions of, modifications of, refinancing of, consolidations of, and substitutions for the Note or credit Agreement.

Permitted Liens. The words " Permitted Liens" mean: ( 1) liens and Security Interests securing Indebtedness owed by the Borrower to Lender; ( 2) liens for taxes, assessments, or similar charges either not yet due or being contested in good faith; ( 3) liens of materialmen, mechanics, warehousemen, or carriers, or other like liens arising in the ordinary course of business and securing obligations which are not yet delinquent; ( 4) purchase money liens or purchase money Security Interests upon or in any property acquired or held by Borrower in the ordinary course of business to secure Indebtedness outstanding on the date of this Agreement or permitted to be incurred under the paragraph of the Agreement titled " Indebtedness and Liens"; liens and Security Interests which, as of the date of this Agreement, have been disclosed to and approved by the Lender in writing; and ( 6) those liens and Security Interests which in the aggregate constitute an immaterial and insignificant monetary amount with respect to the net value of Borrower' s assets.

Related Documents. The words " Related Documents" mean all Promissory Notes, credit Agreements, Loan Agreements, environmental Agreements, guaranties, Security Agreements, mortgages, deeds of trust, security deeds, Collateral mortgages, and all other instruments, Agreements, and documents, whether now or hereafter existing, executed in connection with the Loan.

Business Loan Agreement Page 3of15
442
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilf orrower' s Ill,,,,,egalll ( Name;)- I[;Ill,,,,,oan Ilf:Iiroduct]- Loan # I[Il,,,,,oan Numlbeir] Security Agreement The words " Security Agreement" mean and include without limitation any Agreements, promises, covenants, arrangements, understandings, or other Agreements, whether created by law, contract, or otherwise, evidencing, governing, representing, or creating a Security Interest.

Security Interest. The words " Security Interest" mean, without limitation, any and all types of Collateral security, present and future, whether in the form of a lien, charge, encumbrance, mortgage, deed of trust, security deed, assignment, pledge, crop pledge, chattel mortgage, Collateral chattel mortgage, chattel trust, factor' s lien, equipment trust, conditional sale, trust receipt, lien or title retention contract, lease or consignment intended as a security device, or any other security or lien interest whatsoever whether created by law, contract, or otherwise.

2. LOAN TERMS: This Agreement shall be effective as of [ Date] and shall remain in effect until such time Borrower has paid in full the Loan, including principal, accrued and capitalized interest, any costs, expenses, attorneys' fees, and other fees and charges due under this Loan, which shall be sixty ( 60) months from the date of the Note ( the " Maturity Date"). The Maturity Date is the date by which the Borrower shall be required to pay the Loan in full, including principal, accrued and capitalized interests and any other costs, charges and fees.

2. 1. Use of Funds:

2. 1. 1. [ Remaining Funds;) for I[Use of (Proceeds;;

2. 1. 2. ([ Fees] for Il,,,,,oan l::1rocessiing & III3aclkagiiingIlf:::'ees

2. 1. 3. I[Ill,,,,,oan Aimnount.I Total Loan Amount

2. 2. Loan Term:

2. 2. 1. I[# of Years] Year Term.

2. 3. Fixed Interest Rate:

2. 3. 1. [ Illirnteirest ( Rate;)%.

2. 4. Maturity Date:
2,. 4„ 1„ jinseirt datel

2. 5. Prepayment: All or any portion of the Note and this Loan may be prepaid on any business day without penalty in an amount equal to the principal amount remaining hereunder and interest accrued thereon to the date of such prepayment. Borrower shall provide notice to Lender of such prepayment with five ( 5) days' notice of the payment thereof.

Initials:

Siigneir( s) ILegal Name( s), and Tltllle( s)]
Date: [ Date]

3. LOAN ADVANCE: This Loan includes and contemplates Advances as Borrower Business Loan Agreement Page 4 of 15
443
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll I 'ame;l- 11;I11,,,,,oan Ilf:Iiiroduct]- Loan # 1[I1,,,,,oain INumber;] requests them provided undisbursed funds remain on the Loan. Lender in its sole discretion will determine the sufficiency of the documentation supporting the requested Advance. Once the entire principal amount of this Loan is Advanced, no other draws will be permitted or are contemplated as part of this Loan.

4. LEGAL EFFECT: This Agreement including any additional exhibit, attachment, or document Borrower may additionally provide constitutes a legal, valid, and binding obligation.

Said obligations are enforceable against Borrower in accordance with local, state, and federal law any respective terms and conditions.

5. REPRESENTATIONS AND WARRANTIES: Borrower represents and warrants to Lender, as of the date of this Agreement, of each disbursement, of any renewal, extension, or modification of any Loan, and all times any Indebtedness exists, that:

5. 1. Litigation And Claims: No litigation, claim, investigation, administrative proceeding, or similar action ( including those for unpaid taxes) against Borrower is pending or threatened, and no other event has occurred which may adversely affect Borrower' s financial condition or properties, other than litigation, claims, or other events, if any, that have been disclosed to and acknowledged by Lender in writing.

5. 2. Notice Of Claims And Litigations: Borrower shall inform Lender in writing of all existing or threatened litigation, claims, investigations, administrative proceedings, or similar actions affecting Borrower or any Guarantor which could materially affect their financial condition.

5. 3. Hazardous Substances: Except as disclosed and acknowledged by Lender in writing, Borrower represents and warrants that: ( 1) Borrower has no knowledge of ( A) any violation of Environmental Laws; ( B) any use, generation, manufacture, storage, treatment, disposal, release, or threatened release of any hazardous substance on the Collateral by any prior owners or occupants of any of the Collateral: or any litigation or claims of any kind relating to such matters. Any inspections or tests made by Lender shall be at Borrower' s expense and for Lender' s purposes only. Borrower hereby releases and waives any future claims against Lender for indemnity or contribution in the event Borrower becomes liable for cleanup or other costs and ( 2) agrees in to indemnify, defend, and hold harmless Lender against any and all claims, losses, liabilities, damages, penalties, and expenses which Lender may directly or indirectly suffer as a consequence of any use, generation, manufacture, storage, disposal, release or threatened release of hazardous waste on the Collateral. The provisions of this section of the Agreement shall survive the payment of the debt and termination, expiration or otherwise satisfaction of this Agreement and shall not be affected by Lender' s acquisition of any interest in Collateral, whether by foreclosure or other means.

5. 4. Taxes: All of Borrower' s tax returns, required to be filed, have been filed, and all taxes, assessments, or other charges resulting therefrom have been paid in full.

Notwithstanding the foregoing, Borrower may have disclosed certain contested disclosed certain contested amounts that have been contested in good faith and for which adequate reserves have been set aside.

5. 5. Lien Priority: Unless otherwise disclosed in writing to Lender, Borrower has not granted any Security Interest or affected the Lender' s ability to perfect its priority lien position on Collateral.

Business Loan Agreement Page 5of15
444
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll I 'ame;l- I[;Ill,,,,,oan 11f:)iiroduct]- Loan # I[II,,,,,own Numlber;]

5. 6. Financial Information: All financial statements supplied to Lender accurately and truly represent the financial condition of the Borrower on the applicable date. Moreover, Borrower is explicitly stating that as of the date of signing this Agreement there has been no material adverse change in Borrower' s financial condition. Borrower agrees to provide Lender financial statements on an annual basis. Each Loan party shall permit any representative that agent or Lender authorizes, including its attorneys and accountants, to inspect the Collateral and examine and make copies and abstracts of the books of account and records of such Loan party at reasonable times and upon reasonable notice during normal business hours; provided, however, that so long as no Event of Default" has occurred and is continuing, such examinations shall be limited to no more often than once per fiscal year. In addition, any such representative shall have the right to meet with management and officers such Loan party to discuss such books of account and records. In addition, agent or Lender shall be entitled at reasonable times and intervals to consult with and advise the management and officers of Loan parties concerning significant business issues affecting the Loan parties. Such consultations shall not unreasonably interfere with Loan parties' business operations. The parties intend that the rights granted agent and Lender shall constitute " management rights" within the meaning of 29 C.F.R. Section 2510. 3- 101 ( d)( 3)( ii), but that any advice, recommendations or participation by agent or Lender with respect to any business issues shall not be deemed to give agent or Lender, nor be deemed an exercise by agent of Lender of, control over a Loan party' s management or policies.

5. 7. Authorization: Borrower' s executing, delivery, and performance of the terms and conditions contained within this Agreement and all Related Documents have been duly authorized by all necessary action of the Borrower and do not conflict with or violate any prior existing or contemporaneously created governing the ability of Borrower to enter into such an Agreement.

5. 8. Binding Effect: Borrower agrees and acknowledges that this Agreement, and all Related Documents are binding upon the signers, their successors, representatives, and assigns, and legally enforceable in accordance with their respective terms and conditions.

6. BORROWER' S COVENANTS: Borrower agrees and makes further covenants with Lender, for the Term of this Agreement:

6. 1. Repayment. Borrower acknowledges that the source of funds for this Loan are from public funds provided by the City of Fontana under its Program and as such must be paid per the terms of this Agreement and the Note. The City of Fontana is a third party beneficiary to this Agreement and enjoys all the rights and benefits of the Lender under this Agreement.

The Borrower covenants to pay all the payments, accrued and capitalized interests and any as applicable fees, costs and charges in full on or before the Maturity Date.

6. 2. Organization: Borrower is duly organized, validly existing, and in good standing under the virtue of the laws of the State of California. Borrower is duly authorized to conduct business in all states in which Borrower is doing so. Specifically, Borrower is, and always shall be, duly qualified as a foreign entity where necessary to conduct business. Borrower has the full power and authority to own its properties and to transact business in which it presently does so or proposes to operate from. Borrower will notify Lender prior to any change in the location of Borrower' s state of organization or any change in Borrower' s name.

6. 3. Assumed Business Names: Borrower has filed or recorded all documents or Business Loan Agreement Page 6of15
445
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll I 'ame;l- I[;Ill,,,,,oan 11f:)iiroduct]- Loan # I[II,,,,,own INumlber;] filings required by law relating to all assumed business names used by Borrower. Excluding the name of Borrower, the following is a complete list of all assumed business names under which the Borrower does business:

Borrower: [ Boirroweir' s dba and II_egall Name

6. 4. Additional Information: Provide such information and supporting documentation as may be required by Lender from time to time.

6. 5. Other Agreements: Comply with all terms and conditions of all other Agreements, now existing or later entered, and provide written notice to Lender of any Default' in connection with any such Agreements.

6. 6. Responsibilities: Perform and satisfy, in a timely fashion, all terms and conditions in this Agreement, in Related Documents, and in all other Agreements between Borrower and Lender.

6. 7. Government Requirements: Comply with all laws, ordinances, and regulations now or hereafter created applicable to Borrower' s properties, business, and operations.

Borrower may contest such regulatory regulation so long as it is done in good faith, Lender is notified in writing and Lender' s interest in Collateral is not jeopardized.

6. 8. Entity And Inspection: Permit Lender' s employees or agents, at reasonable times to inspect any Collateral for the Loan.

6. 9. Additional Assurance: Make, executed, and deliver to Lender such Promissory Notes, mortgages, deeds of trust, Security Agreements, assignments, financing statements, instruments, documents, and other Agreements as Lender may request to secure the Loans and perfect its interest in the Collateral.

7. INSURANCE: Borrower for the entire Term of this Agreement, must procure and maintain fire and other risk insurance, public liability insurance, and such other insurance as Lender may require with respect to Borrower' s properties and operations, in form and amounts, coverage and with providers acceptable to Lender. Borrower will deliver to Lender, upon request, the policies, or certificates of insurance in a form satisfactory to Lender. All such policies shall include an endorsement providing coverage in favor of Lender that cannot be impaired in any way by an act or omission of Borrower or any other person. Financials records and statements. Maintain its books and records in accordance with GAAP, applied on a consistent basis, and permit Lender to examine and audit Borrower' s books and records at all reasonable times. Further Borrower shall provide Lender with financial statements and other supporting documentation as may be requested.

8. INDEMNIFICATION. Borrower agrees to defend, indemnify and hold City of Fontana, and its officials, officers, employees, agents, contractors, including Lender, free and harmless from and against any and all claims, liabilities, penalties, damages, judgments, costs, expenses, fees and interest arising from or related to any act or omission of Borrower in performing its obligations hereunder and arising out of or incident to any failure or alleged failure to comply with all applicable laws, rules or regulations, or in operating its Business, and including without limitation the payment of all consequential damages and attorneys' fees and other related costs and expenses. Borrower assumes all risk of liability arising from any decision not to comply with applicable laws, rules or regulations.

9. Business Loan Agreement Page 7of15
446
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
11orrower' s Ill,,,,,egalll fame]- 11".111,,,,oan Ilf:Iiroduct]- Loan # 1[I1,,,,,oain INumlber]

10. GUARANTIES: In the event that a Guaranty was required as a condition to approval of the Loan, the following is the Guarantor for the Borrower:
111111= APPLICABLE ,- Guaraintor( s) Legal Name( s)] [ Illf not applicable: Note " None"]

11. LENDER' S OBLIGATION: Lender shall provide funds and disbursed pursuant to the terms provided herein at the time of closing should no condition of Borrower' s application amend during final review.

12. LENDER' S EXPENSES: All outstanding Lender expenses incurred through and after the closing date, when due ( or, if no stated due date, within five ( 5) business days after demand by Lender).

13. LENDER EXPENDITURES: Where any action by Borrower would materially affect Lender' s interest in the Collateral or where Borrowers should fail to comply with any provision of this Agreement or any Related Documents, Lender may take any action necessary to preserve the Collateral. The cost of any action by Lender to preserve the Collateral, not paid by Borrower, shall incur interest at the stated rate until paid by Borrower. These expenses will become a part of the Borrower' s Indebtedness.

14. BORROWER' S NEGATIVE COVENANTS: The Borrower is prohibited from the following actions without the Lender' s prior consent, during the Term of this Agreement:

14. 1. Continuity of Operations. ( 1) Perform business activities different than what Borrower is presently engaged in, or ( 2) Shut down operations, merge, transfer, acquire or consolidate with another entity, sell Collateral.

14. 2. Agreements. Enter into any Agreement where performance under that or this Agreement would cause a violation or breach under either Agreement.

15. UNFORESEEN CIRCUMSTANCES: No commitment by Lender under this Agreement or any other shall create any further obligation if any of the following occur: Borrower or any Guarantor is in "Default" under the terms of this Agreement or any of the Related Documents; Borrower or any Guarantor dies, becomes incompetent, files for bankruptcy protection, or is adjudged a bankrupt; there is a material adverse changes in Borrower' s financial condition, that of any Guarantor, or in the value of the Collateral; or any Guarantor attempts to limit or revoke Guarantor' s Guaranty of the Loan with Lender.

16. DEFAULT: In the event of a Default by the Borrower, Lender shall have all rights and remedies provided in the Related Documents or available at law, in equity, or otherwise.

Lender' s rights are cumulative, except as may be prohibited by law. Lender may exercise its rights singularly or concurrently as its sole option. se Language if Borrower has more than 1 loan with Pac: " Default occurs where Borrower does not meet any and all existing loan obligations and commitments including but not limited to the aforementioned loan or any loan commitment Borrower has with Lender. Where Default occurs, Lender shall have all rights and remedies provided in the Related Documents or available at law, in equity, or otherwise.

Lender' s rights are cumulative, except as may be prohibited by law. Lender may exercise its rights singularly or concurrently as its sole option. Where a Default occurs on any existing loan commitments between Borrower and Lender, all obligations under existing loan commitments are immediately due regardless of the prior loan obligation."

17. REMEDIES IN DEFAULT: The Lender may elect in its sole discretion to pursue and Business Loan Agreement Page 8of15
447
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll I 'ame;l- I[;Ill,,,,,oan Piroduct; l- Loan # I[II,,,,,own INumber;] elect methods to recoup expenditures or to take action to fulfil an obligation of Borrower or of any Grantor. Such action shall not affect Lender' s right to declare a Default' and to exercise its rights and remedies.

18. LENDER' S RIGHTS AND REMEDIES: Upon the occurrence and during the continuance of an Event of Default, Lender may, without notice or demand do any or all of the following:

18. 1. Declare all obligations immediately due and payable ( but in an Event of Default described in Event of Default occurs all obligations are immediately due and payable without any action by Lender);

18. 2. Stop advancing money or extending credit for Borrower' s benefit under this Agreement or under any other Agreement between any Loan party and Lender;

18. 3. Verify the amount of demand payment of and performance under, and collect any accounts and general intangibles, settle, or adjust disputes and claims directly with account debtors for amounts on terms and in any order that Lender consider advisable, and notify any person owing a Loan party money of Lender' s Security Interest in such funds;

18. 4. Make any payments and do any acts it considers necessary or reasonable to protect the Collateral and/ or its Security Interest in the Collateral. Loan parties shall assemble the Collateral if Lender requests and make it available as Lender designates. Lender may enter premises where the Collateral is located, take, and maintain possession of any part of the Collateral, and pay, purchase, contest, or compromise any lien which is prior or superior to its Security Interest and pay all expenses incurred. Each Loan party grants Lender a license to enter and occupy any of its premises, without charge, to exercise any of Lender' s rights or remedies.

18. 5. Apply to the obligations any amount held by Lender owing to or for the credit or the account of the Loan party;

18. 6. Ship, reclaim, recover, store, finish, maintain, repair, prepare for sale, advertise for sale, and sell the Collateral. Lender is hereby granted a non- exclusive, royalty -free license or other right to us, without charge, a Loan part' s labels, patents, copyrights, mask works, rights of use of any name, trade secrets, trade names, trademarks, and advertising for sale, and selling any Collateral and, in connection with Lender' s exercise of its rights under this section, a Loan party' s rights under all licenses and all franchise Agreements inure to Lender' s benefit;

18. 7. Place a " hold" on any account maintained with Lender and/ or deliver a notice of exclusive control, any entitlement order, or other directions or instructions pursuant to any account control Agreement or similar Agreements providing control of any Collateral;

18. 8. Demand and receive possession of any Borrower' s books; and

18. 9. Exercise all rights and remedies available to Lender under the Loan documents or at law or equity, including all remedies provided under the code ( including disposal of the Collateral pursuant to the terms thereof).

19. CONFLICT OF INTEREST.

19. 1. Borrower has disclosed to the Lender whether it has made any campaign Business Loan Agreement Page 9of15
448
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll I 'ame;l- I[;Ill,,,,,oan Ilf:Iiiroduct]- Loan # I[II,,,,,oaiin INumber;] contributions of more than $ 250 to any member of the City Council for the City of Ontario City") or other City elected officer, within the earlier of: ( 1) the date of the submission of Borrower' s application for the Project, or ( 2) twelve ( 12) months before the date this Agreement was approved by the City Council. Borrower acknowledges that under Government Code section 84308, Borrower is prohibited from making campaign contributions of more than $ 250 to any member of the City Council or City elected officer for twelve ( 12) months after the Lender' s consideration of the Agreement. In the event of a proposed amendment to this Agreement, Borrower will provide the Lender a written statement disclosing any campaign contribution( s) of more than $ 250 to any member of the City Council or other City elected officer within the preceding twelve ( 12) months of the date of the proposed amendment.

Campaign contributions include those made by any agent/ person/ entity on behalf of the Borrower or by a parent, subsidiary or otherwise related business entity of Borrower.

19. 2. Except for approved eligible administrative or personnel costs, no person described in Section 19. 3 below who exercises or has exercised any functions or responsibilities with respect to the activities funded pursuant to this Agreement or who is in a position to participate in a decision - making process or gain inside information with regard to such activities, may obtain a personal or financial interest or benefit from the activity, or have an interest in any contract, subcontract or agreement with respect thereto, or the proceeds thereunder, either for themselves or those with whom they have family or business ties, during, or at any time after, such person' s tenure. Borrower shall exercise due diligence to ensure that the prohibition in this Section is followed.

19. 3. The conflict of interest provisions of this Section apply to any person who is an employee, agent, consultant, officer, or any immediate family member of such person, or any elected or appointed official of the City, or any person related within the third ( 3rd) degree of such person.

19. 4. In accordance with California Government Code Section 1090 and the Political Reform Act, California Government Code section 87100 et seq., no person who is a director, officer, partner, trustee or employee or consultant of Borrower, or immediate family member of any of the preceding, may make or participate in a decision, made by the City or a City board, commission or committee, if it is reasonably foreseeable that the decision will have a material effect on any source of income, investment or interest in real property of that person or Borrower. Interpretation of this Section is governed by the definitions and provisions used in the Political Reform Act, California Government Code Section 87100 et seq., its implementing regulations manual and codes, and California Government Code Section 1090.

20. NON- DISCRIMINATION. Borrower, for itself and its successors and assigns, agrees that, in performing the construction of the Project, it shall not discriminate against any employee or applicant for employment because of race, color, sexual orientation and/ or gender identity, creed, religion, ancestry, political affiliation or opinion, national origin, sex, physical condition, medical condition, pregnancy or pregnancy - related condition, or condition of physical or mental disability or other handicap, age, marital status, or status with regard to public assistance. Borrower will take affirmative action to insure that all employment practices are free from such discrimination. Such employment practices include but are not limited to the following: hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of pay or other forms of compensation and selection for training, Business Loan Agreement Page 10 of 15
449
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll I 'ame;l- I[;Ill,,,,,oan Piiroduct;l- Loan # I[II,,,,,own INurnber;] including apprenticeship. Borrower agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause.

21. ARBITRATION: Borrower and Lender agree that all disputes, claims, controversies, between them whether individual, joint, or class in nature, arising from this Agreement or otherwise, including without limitation contract and tort disputes, shall be arbitrated pursuant to the Rules of the American Arbitration Association in effect at the time the claim is filed, upon request of either party. No act to take or dispose of any Collateral shall constitute a waiver of this arbitration Agreement or be prohibited by this arbitration Agreement. This includes, without limitation, obtaining injunctive relief or a temporary restraining order; invoking a power of sale under any deed of trust or mortgage; obtaining a write of attachment or imposition of a receiver; or exercising any rights relating to personal property, including taking or disposing of such property with or without judicial process pursuant to Articles 9 of the Uniform Commercial Code. Any disputes, claims, or controversies concerning the lawfulness or reasonableness of any act, or exercise of any right, concerning any Collateral, including any claim to rescind, reform, or otherwise modify any Agreement relating to the Collateral, shall also be arbitrated, provided however that no arbitrator shall have the right or the power to enjoin or restrain any act of any party. Borrower and Lender agree that in the event of an action for judicial foreclosure pursuant to California Code of Civil Procedure Section 726, or any similar provision in any other state, the commencement of such an action will not constitute a waiver of the right to arbitrate and the court shall refer to arbitration as much of such action, including counterclaims, as lawfully may be referred to arbitration. Judgement upon any award rendered by any arbitrator may be entered in any court having authority. Nothing in this Agreement shall preclude any party from seeking equitable relief from a court of competent authority. The statute of limitations, estoppel, waiver, laches, and similar doctrines which would otherwise be applicable in an action brough by a party shall be applicable in any arbitration proceeding, and the commencement of an arbitration proceeding shall be deemed the commencement of an action for these purposes. The Federal Arbitration Act shall apply to the construction, interpretation, and enforcement of this arbitration provision.

22. GOVERNING LAW: This Agreement will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the State of California without regard to its conflict of law provisions. The Lender in the State of California have accepted this Agreement.

23. VENUE: Borrower agrees to submit to the authority of the courts of San Bernardino County, State of California.

24. NOTICES: Any notice required to be given under this Agreement shall be given in writing, and shall be effective when delivered, when received by tele- facsimile ( unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Agreement. Any party may change its address for notices under this Agreement by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party' s address.

For notice purposes, Borrower agrees to keep Lender informed at all times of Borrower' s Business Loan Agreement Page 11 of 15
450
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll I 'ame;l- I[;Ill,,,,,oan 11f:)iiroduct]- Loan # I[II,,,,,oan Number] current address. Unless otherwise provided or required by law, if these is more than one Borrower, any notice given by Lender to any Borrower is deemed to be notice given to all Borrowers. Notices shall be sent as follows:

If to Borrower:
name]
Attn:
address]
address]
If to Lender:

AmPac
Attn:

With a copy to:

City of Fontana
Attn:

25. SEVERABILITY: If a court of competent authority finds any provision of this Agreement to be illegal, invalid, or unenforceable as to any circumstance, which finding shall not make the offending provision illegal, invalid, or unenforceable as to any other circumstance. If feasible, the offending provision shall be considered modified so that it becomes legal, valid, and enforceable. If the offending provision cannot be so modified, it shall be considered deleted from this Agreement. Unless otherwise required by law, the illegality, invalidity, or unenforceability of any provision of this Agreement shall not affect the legality, validity, or enforceability of any other provision of this Agreement.

26. ATTORNEYS' FEES AND EXPENSES: Borrower agrees to pay upon demand all of Lender' s costs and expenses, including Lender' s attorney fees and Lender' s legal expenses, incurred in connection with the enforcement of this Agreement. Borrower' s obligation is created whether there is a lawsuit. Borrower also shall pay all court costs and such additional fees as may be directed by the court.

27. FINAL AGREEMENT: This Agreement, together with any Related Documents constitutes the entire understanding and Agreement of the parties as to the matters set forth herein. Only a written amendment signed by the party or parties to be bound will be binding.

28. CAPTION HEADINGS: Caption headings in this Agreement are for convenience purposes only and are not to be used to define or interpret this Agreement.

29. CONSENT TO LOAN PARTICIPATION: Borrower agrees and consents to Lender' s sale or transfer, whether now or later, of one or more participation interests in the Loan to one or more purchasers, whether related or unrelated to Lender. Lender may provide, without any limitation, to anyone or more purchaser, or potential purchaser, any information or knowledge about Borrower or the Loan, and Borrower waives any rights to privacy with respect to such matters. Borrower additionally waives all notices of sale of participation interests, as well as all notices of any repurchase of such participation interests. Borrower also agrees that the purchasers of any such participation interest will be considered as absolute owners of such Business Loan Agreement Page 12 of 15
451
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilforrower' s Ill,,,,,egalll I 'ame;l- I[;Ill,,,,,oan 11f:)iroduct]- Loan # I[II,,,,,oain INumber;] interests in the Loan and have all the rights under the participation Agreement or Agreements governing the sale of such participation interests.

30. WAIVER BY BORROWER: Borrower further waives all rights of offset or counterclaim that it may have now or later against Lender or against any purchaser of such a participation interest and unconditionally agrees that either Lender or such purchaser may enforce Borrower' s obligation under the Loan irrespective of the failure or insolvency of any holder of any interest in the Loan. Borrower further agrees that the purchaser of any such participation interests may enforce its interests irrespective of any personal claims or defenses that Borrower may have against Lender.

31. NO WAIVER BY LENDER: Lender shall not be deemed to have waived any rights under this Agreement unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Agreement shall not prejudice the or constitute a waiver of Lender' s right otherwise to demand strict compliance with that provision or any other provision of this Agreement. No prior waiver by Lender, nor any course of dealing between Lender and Borrower, or between Lender and Grantor, shall constitute a waiver of any Lender' s rights or of any of Borrower' s or any Grantor' s obligations as to any future transactions. Whenever the consent of Lender is required under this Agreement, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender.

32. SUBSIDIARIES AND AFFILIATES OF BORROWER: To the extent the context of any provisions of this Agreement makes it appropriate, including without limitation any representation, warranty or covenant, the word " Borrower" as used in this Agreement shall include all of Borrower' s subsidiaries and affiliates. Notwithstanding the foregoing however, under no circumstances shall this Agreement be construed to require Lender to make any Loan or other financial accommodation to any of Borrower' s subsidiaries or affiliates.

33. SUCCESSOR AND ASSIGNS: All covenants and Agreements by or on behalf of Borrower contained in this Agreement or any Related Documents shall bind Borrower' s successors and assigns and shall inure to the benefit of Lender and its successors and assigns. Borrower shall not, however, have the right to assign Borrower' s rights under this Agreement or any interest therein, without the prior written consent of Lender.

34. SURVIVAL OF REPRESENTATIONS AND WARRANTIES: Borrower understands and agrees that in extending unforeseen circumstances, Lender is relying on all representations, warranties, and covenants made by Borrower in this Agreement or in any certificate or other instrument delivered by Borrower to Lender under this Agreement or the Related Documents. Borrower further agrees that regardless of any investigation made by Lender, all such representations, warranties, and covenants will survive the extension of continuing in nature, shall be deemed made and then dated by Borrower at the time each Loan Advance is made, and shall remain in full force and effect until such time as Borrower' s Indebtedness shall be paid in full, or until this Agreement shall be terminated in the manner provided above, whichever is the last to occur.

Business Loan Agreement Page 13 of 15
452
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilf onroweir' s Ill,,,,,egalll fame;)- I[;Ill,,,,,oan Ilf:Iiroduct]- Loan # I[II,,,,,,own INurnlbeir] TIME IS OF THE ESSENCE: TIME IS OF THE ESSENCE IN THE PERFORMANCE OF THIS BUSINESS LOAN AGREEMENT. BORROWER ACKNOWLEDGES HAVING READ ALL

THE PROVISIONS OF THIS BUSINESS LOAN AGREEMENT BORROWER AGREES TO ITS TERMS.

Signature provisions on following page)
Business Loan Agreement Page 14 of 15
453
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Business Loan Agreement
Ilf onroweir' s Ill,,,,,egalll fame]- I[;Ill,,,,,oan 11f:)iroduct]- Loan # I[II,,,,,,own INurnlbeir] IN WITNESS WHEREOF, the Borrower and Lender have executed this Business Loan Agreement as of the date provided below.

THIS BUSINESS LOAN AGREEMENT IS DATED: [ DATE].

BORROWER:

Ill onroweir' s Ill,,,,,egalll I ' airne]
Slgir- ieir(.$) I1,,,,,egalll INairrne( s), and TlItllle( s)] LENDER:

AmPac Tri- State CDC, Inc. dba AmPac Business Capital
Hilda J. Kennedy, Executive Director
Business Loan Agreement Page 15 of 15
454
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Promissory Note
Ilf orrower' s Ill,,,,,egalll ( Name;)- City of Fontana Empowerment Loan- Loan # 1[I11,,,,,oan INuiirnlber;) Ill,,,,,oain Airnount.) Date: [ Date]
For value received, the undersigned, [ Signer( s) Ill,,,,,egalll INarne( s)], doing business as Borrower' s Ill,,,,,egalll INarne;) (" Borrower"), a business located at [ 113oirrower' s Address], and Siigneir( s) Il,,,,,egalll INairne( s)], an individual residing at [ Siiigneir( s) Addiress( es);], (" Individual"), jointly and severally promise to pay to the order of AmPac Tri- State CDC, Inc., a California Corporation dba AmPac Business Capital, (" Lender"), located at 3110 B Inland Empire Blvd.

Ontario, CA 91764, the principal sum of [ Il,,,,,oarmAmount ($ 0„00fl, together with annual interest at the rate of six and one- half per cent ( 6. 5%) on the principal balance, with all principal and interest due and payable on [ date] ( the " Maturity Date") and subject to the terms and conditions set forth below:

This Note shall be subject to the following additional provisions:

1. Purpose of Loan: This Promissory Note is made and given pursuant to that certain Business Loan Agreement (" Agreement") by and between the Borrower and Lender dated on the same date of this Promissory Note, which is incorporated herein by reference. The loan is being funded by the City of Fontana (" City" as beneficiary under the City' s Empowerment Revolving Loan Fund Program for entrepreneurs and small businesses with the City of Fontana for the purpose of providing access to funding for business growth. All initially capitalized terms used but not defined herein shall have the same meanings given to them in the Agreement.

2. Term; Note Payments; Repayment:

Commencing ate of First Payment], Borrower promises to pay Lender the loan balance of [ Ill,,,.oain Amount ($ 0„00f], in Sixty ( 60) monthly installments of [ I1PayrneintArnount ($ 0„ 00) to be received by Lender on or before the 1st day of the month for each of the following sixty ( 60) months. Principal and interest are payable in lawful money of the United States of America.

Unless due at an earlier time by virtue of the acceleration of the balance hereof in accordance with Section 3 hereof, all unpaid principal shall be due and payable on or by the date that is sixty ( 60) months following the date of this Note ( the " Maturity Date"). Payment shall be made payable to AmPac Tri- State CDC, Inc. dba AmPac Business Capital and shall be collected via ACH transfer collected directly from the Borrower' s bank account provided at the time of closing.

3. Default:

Failure to remit any payment as set forth above shall constitute a default under this Note.

Each payment must be received on or before the due dates stated above, and any payment not received within ten days of each due date shall, in addition to the amount past due, accrue a late fee in the additional amount of 10% of the amount past due.

In addition, the parties underlying loan agreement requires that Borrower remain in business for six months and retain employees. If the Borrower fails to remain in business for six months and retain employees shall constitute a default under this Note.

In the event of default, the entire outstanding balance shall become due and payable, at Lender' s option, and Lender shall recover all its costs and expenses in enforcing this Note, including reasonable attorneys' fees and court costs incurred, whether or not suit has been filed on this Note. Borrower expressly waives notice of the exercise of this option.

Promissory Note Page 1 of 3
455
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Promissory Note
Ilf orrower' s Ill,,,,,egalll IMarne']- City of Fontana Empowerment Loan- Loan # 1[I11,,,,,oan Nuiniber] Lender may waive certain terms or conditions of this Note. Any waiver must be in writing, and constitutes a waiver limited to the specific circumstances set forth in such writing, and not a waiver of any other requirement or condition of this Note.

4. Default Rate of Interest: On the occurrence of a Default under this Note, the entire unpaid principal balance shall then automatically bear interest at an annual rate equal to the lesser of ( a) _ _[ number]_ _ percent (_ _[ number]_ _%) per annum or ( b) the maximum interest rate allowed by law ( the Default Rate).

5. No Pre - Payment Penalty and Application of Payments:

This Note may be prepaid, in whole or in part, without penalty, at option of Borrower and without the consent of Lender, as long as any principal prepayment is accompanied by a payment of interest accrued to the date of prepayment on the amount prepaid. In the event of partial pre- payments, regular monthly payments continue to be due on the dates and in the amounts set forth above.

Additional principal payments will not impact on the fact that regular monthly payments, in the full amount, must be received by Lender. Additional principal payments in addition to regular monthly payments will result in reduction in the number of monthly payments for the loan to be paid off.

Each payment under this Note shall be credited first to interest then due and any remainder to principal. All payments of principal under this Note shall be applied to the most remote principal installment then unpaid.

6. Savings Clause:

This Note shall be deemed a part of and shall be construed pursuant to the terms of the Loan Agreement signed by the parties, which agreement is attached hereto and incorporated herein, as though set forth in full. If any portion of this Note is found to be invalid or unenforceable, then, as far as reasonable, and possible, the remainder of the terms of the Note shall be valid and enforceable and the party' s intent -that Borrower shall pay Lender the entire principal amount due under this Note, plus interest - shall be upheld.

7. Security:

This Note is secured by a security interest on the equipment, furniture, computers and other office machines, supplies, tools, inventory, accounts receivable of the business known as [ Ilforroweir'. s Ill,,,,,egalll IName] more fully described in the Loan Agreement between Lender and Borrower and dated on or about the same date as this Note. Borrower is advised that a UCC- 1 Financing Statement will be filed with the California Secretary of State, to be released upon Borrower' s payment in full of this Note and all obligations related to it.

8. Governing Law/ Jurisdiction/ Venue:

This Note is to be construed in accordance with and governed by the laws of the State of California. The parties agree that authority and venue should be in the courts of San Bernardino County, California.

9. Waiver of any Claim of Consequential Damages and of Trial by Jury:

In any suit between the parties, only actual damages may be recovered. The parties waive any right they might have to any claim for special, exemplary, consequential, or punitive damages.

The parties also specifically waive any right they may have to a trial by jury. Each party signing Promissory Note Page 2 of 3
456
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Promissory Note
113orrower's Ill,,,,,egalll IMaiine;l- City of Fontana Empowerment Loan- Loan # 1[I11,,,,,oan Nuiirwilber] below has had the opportunity to consult with an attorney of their own choosing regarding signing this document.

10. Usury: All agreements between Borrower and Lender are expressly limited, so that in no event or contingency, whether because of the advancement of the proceeds of this Note, acceleration of maturity of the unpaid principal balance, or otherwise, shall the amount paid or agreed to be paid to Lender for the use, forbearance, or retention of the money to be advanced under this Note exceed the highest lawful rate permissible under applicable usury laws. If, under any circumstances, fulfillment of any provision of this Note or the interest or instrument securing this Note or any other agreement pertaining to this Note, after timely performance of such provision is due, shall involve exceeding the limit of validity prescribed by law that a court of competent jurisdiction deems applicable, then, ipso facto, the obligations to be fulfilled shall be reduced to the limit of such validity. If under any circumstances, Lender shall ever receive as interest an amount that exceeds the highest lawful rate, the amount that would be excessive interest shall be applied to reduce the unpaid principal balance under this Note and not to pay interest, or, if such excessive interest exceeds the unpaid principal balance under this Note, such excess shall be refunded to Borrower. This provision shall control every other provision of all agreements between Borrower and Lender.

11. Costs Paid by Borrower. Borrower agrees to pay the following costs, expenses and attorneys' fees paid or incurred by the City, or as adjudged by a court of competent jurisdiction:
a) reasonable costs of collection, costs and expenses and attorneys' fees paid or incurred in connection with the collection or enforcement of this Promissory Note, whether or not suit is filed; and ( b) costs of suit in such sum as the court may adjudge reasonable as attorneys' fees in any action to enforce payment of this instrument.

12. Joint and Several Obligation. Borrower and all other persons liable or to become liable for all or part of this indebtedness, jointly and severally waive demand, presentment for payment, notice of nonpayment, protest and notice of protest hereon, and agree to pay, in the Event of Default hereunder, all costs of collection, including reasonable attorneys' fees of City, whether or not suit is commenced.

13. Time Is of the Essence: Time is of the essence with respect to all obligations of Borrower under this Note.

IN WITNESS WHEREOF, Borrower has executed this Promissory Note as of the date first written above.

Borrower:
113orro eir' s Ill,,,.egalll Name]
Signer( s) Ill,,,,,egalll Name( s), and Tiitllle( s)]
Promissory Note Page 3 of 3
457
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilforiroweir' s Ill,,,,,egalll IName;;1- I[Il,,,,,oan lProduct- Loan # [ Ill,,,,,oan Nuirnber] THIS SECURITY AGREEMENT (" Security"), dated for reference purposes [ Date] is entered into by and among [ Boirro eir's Il,,,,,egalll Name], [ insert Illegalllcalpaciiity] (" Borrower"), and AmPac Tri- State CDC, Inc. ( the " Lender") with reference to the following facts:

RECITALS
A. The Borrower has entered a Loan dated as of ate], ( the " Loan Agreement"), with the Lender, pursuant to which the Lender, subject to the terms and conditions contained therein, is making a Loan to the Borrower in the original principal amount of [ Loan Amount („ 99)] ( referred to as the " Loan").

B. Asa condition of making the Loan, the Lender requires that the Borrower grant to Lender a perfected Security Interest in certain personal or real property as described herein.

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 hereto agree as follows:

1. Definitions: All capitalized terms used herein without definitions shall have their respective meanings provided therefor in the Loan Agreement. The term " State," as used herein, means the State of California. All terms defined in the Uniform Commercial Code of the State and used herein shall have the same definitions herein as specified therein; provided, however, that the terms " Instrument" shall be such term as defined in Article 9 of the Uniform Commercial Code of the State rather than Article 3. The term Obligations", as used herein, means all of the Indebtedness, obligations, and liabilities of the Borrower to the Lender, individually or collectively, whether direct or indirect, joint or several, absolute or contingent, due or to become due, now existing or hereafter arising under or in respect of the Loan Agreement including the Note described in the Loan Agreement, the term " Event of Default"", as used herein, means the failure of the Borrower to pay or perform any of the obligations as and when due to be paid or performed under the terms of the Loan Agreement.

2. Grant of Security Interests: The Borrower hereby grants to the Lender, to secure the payment and performance in full of all of the obligations, a Security Interest in and so pledges and assigns to the Lender the following properties, assets and rights of the Borrower, wherever located, whether now owned or hereafter acquired or arising, and all proceeds and products thereof ( all of the same being hereinafter called the Collateral"): All inventory, equipment, accounts ( including but not limited to all health- care - insurance receivables), chattel paper, instruments ( including but not limited to all promissory notes), letter - of - credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles ( including but not limited to all software and all payment intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as -extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the foregoing property, and all additions, replacements of and substitutions for all or any part of the foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software relating to the foregoing property, and all Security Agreement
Form 03 W/ OG Page 1 of 9
458
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilforiirower' s Ill,,,,,egalll INaime;;1- I[II,,,,,oan lProduct- Loan # [ III,,,,,oain IP uirnlber; equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereafter acquired or whether now or hereafter subject to any rights in the foregoing property; and all products and proceeds ( including but not limited to all insurance payments) of or relating to the foregoing property.

3. Authorization to File Financing Statements: The Borrower hereby irrevocably authorize the Lender at any time and from time to time to file in any Uniform Commercial Code authority any initial financing statements and amendments thereto that:

I. I[UCC I1,,,,,anguage from Credit I erno]

4. Borrower/ Debtor is a ["il'ylpe of I11:;"nt1ty;1organized and existing in and under the laws of the State of California, at the following locations: [ Borrower' s Address] I. whether the Borrower is an organization, the type of organization and any organization identification number issued to the Borrower and, II. in the case of a financing statement filed as a fixture filing or indicating Collateral as as - extracted Collateral or timber to be cut, a sufficient description of real property to which the Collateral relates. The Borrower agrees to furnish any such information to the Lender promptly upon request.

5. Relation to Other Security Documents: The provisions of this Agreement supplement the provisions of any real estate mortgage or deed of trust granted by the Borrower to the Lender and securing the payment or performance of any of the obligations. Nothing contained in any such real estate mortgage or deed of trust shall derogate from any of the rights or remedies of the Lender hereunder.

6. Representation and Warranties Concerning Legal Status: The Borrower represents and warrants that they are the individuals who have the authority to enter into this Agreement.

7. Covenants Concerning Legal Status: The Borrower covenant with the Lender as follows: ( A) without providing at least 30 days prior written notice to the Lender, the Borrower, will not change their place of business or their mailing address ( B) if the Borrower do not have an organizational identification number and later obtain one, the Borrower shall forthwith notify the Lender of such organizational identification number, and ( C) the Borrower will not change their type of organization, jurisdiction of organization or other legal structure.

8. Representations and Warranties Concerning Collateral, etc.: The Borrower further represent the warrant to the Lender as follows:

A) The Borrower are the owners of, or will become the owner of the Collateral, free from any adverse lien, Security Interest, or other encumbrance, except for the Security Interest created by this Agreement,
B) None of the Collateral constitutes, or is the proceeds of, " farm products" as defined in § 9- 102( a)( 34) of the Uniform Commercial Code,
C) None of the account debtor or other persons Obligated on any of the Collateral Security Agreement
Form 03 W/ OG Page 2 of 9
459
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilfoiriirower's Ill,,,,,egalll IName;;1- I[II,,,,,oan Product;- Loan # [ III,,,,,oan IP uirnber; is governmental authority subject to the Federal Assignment of Claims Act or like federal, state, or local statute or rule in respect of such Collateral, D) The Borrower has at all times operated its business in compliance with all applicable provisions of the federal Fair Labor Standards Act, as amended, and with all applicable provisions of federal, state, and local statues and ordinances dealing with the control, shipment, storage or disposal of Hazardous Materials or Substances and
E) All of the representations and warranties set forth in the Loan Agreement remain true and correct.

9. Covenants Concerning Collateral, etc.: The Borrower further covenant with the Lender as follows:

A) The Collateral will all be kept at the Property and the Borrower, will not remove the Collateral from the Property without the express written consent of the Lender, which shall be requested by at least 30 days prior to written notice to the Lender, B) The Borrower shall be the owner of the Collateral free from any Lien, Security Interest, or other encumbrance, and the Borrower shall defend the same against all claims and demands of all persons at any time claiming the same or any interests therein adverse to the Lender
C) The Borrower shall not pledge, mortgage, or create, or suffer to exist a Security Interest in the Collateral in favor of any person other than the Lender D) The Borrower will keep the Collateral in good order and repaid and will not sure the same in violation of law or any policy of insurance there on, E) The Borrower will permit the Lender, or its designee, to inspect the Collateral at any reasonable time, wherever located,
F) The Borrower will pay promptly when due all taxes, assessment, governmental charges, and levies upon the Collateral or incurred in connection with the use or operation of such Collateral or incurred in connection with the Agreement, G) The Borrower will continue to operate, its business in compliance with all applicable provisions of the federal Fair Labor Standards Act, as amended, and with all applicable provisions of federal, state, and local statutes and ordinances dealing with the control, shipment, storage, or disposal of Hazardous Materials or Substances, and
H) The Borrower will not sell or otherwise dispose, or offer to sell or otherwise dispose, of the Collateral or any interest therein except for dispositions with the express written consent of the Lender, which shall be requested by at least 30 days prior written notice to the Lender

10. Collateral Protection and Preservation; Obligations and Duties: Anything herein to the contrary notwithstanding, the Borrower shall remain liable under each contract or Agreement comprised in the Collateral to be observed or performed by the Borrower.

The Lender shall not have any obligation or liability under any such contract or Agreement by reason of or arising out of this Agreement or the receipt by the Lender of Security Agreement
Form 03 W/ OG Page 3 of 9
460
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilforiirower' s Ill,,,,,egalll IName;;1- I[II,,,,,oan lProduct- Loan # [ III,,,,,oan IP uirnlber; any payment relating to any of the Collateral, nor shall the Lender be obligated in any manner to perform any of the obligations of the Borrower under or pursuant to any such contract or Agreement, to make inquiry as to the nature of sufficiency of any payment received by the Lender in respect of the Collateral or as to the sufficiency of any performance by any party under any such contract or Agreement, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to the Lender or to which the Lender may be entitled at any time or times. The Lender' s sole duty with respect to the custody, safe keeping, and physical preservation of the Collateral in its possession, under keeping, and physical preservation of the Collateral in its possession, under § 9- 207 of the Uniform Commercial Code of the Status or otherwise, shall be to deal with such Collateral in the same manner as the Lender deals with similar properties for its own amount.

11. Notification to Account Debtors and Other Persons Obligated on Collateral: If an Event of Default shall have occurred and be continuing, the Borrower shall, at the request of the Lender, notify account debtors and other persons obligated on any of the Collateral of the Security Interest of the Lender in any account, chattel paper, general intangible, instrument or other Collateral and that payment thereof is to be made directly to the Lender or to any financial institution designated by the Lender as the Lender' s agent therefore, and the Lender may itself, if an Event of Default shall have occurred and be continuing, without notice to or demand upon the Borrower, so notify account debtors and other persons obligated on Collateral. After the making of such a request or the giving of any such notification, the Borrower shall hold any proceeds of collection of accounts, chattel paper, general intangibles, instruments, and other Collateral received by the Borrower as trustee for the Lender without commingling the same with other funds of the Borrower and shall turn the same over to the Lender in the identical form received, together with any necessary endorsements or assignments. The Lender shall apply the proceeds of collection of accounts, chattel paper, general intangibles, instruments, and other Collateral received by the Lender to the Obligations, such proceeds to be immediately entered after final payment in cash or other immediately available funds of the items giving rise to them.

12. Power of Attorney:

12. 1 Appointment and Powers of Lender: The Borrower hereby irrevocably constitute and appoint the Lender and any officer or agent thereof, with full power of substitution, as their true and lawful attorneys - in -fact with full irrevocable power and authority in the place and stead of the Borrower or in the Lender' s own name, for the purpose of carrying out the terms of this Agreement, to take any and all appropriate action and to execute any and all documents and instruments that may be necessary or desirable to accomplish the purposes of this Agreement and, without limiting the generality of the foregoing, hereby gives said attorneys the power and right, on behalf of the Borrower, without notice to or assent by the Borrower, to do the following:

A) Upon the occurrence and during the continuance of an Event of Default, generally to sell, transfer, pledge, make any Agreement with respect to or otherwise deal with any of the Collateral in such manner as is consistent with Security Agreement
Form 03 W/ OG Page 4 of 9
461
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilforirower' s Ill,,,,,egalll IName;;1- I[II,,,,,oan lProduct- Loan # [ III,,,,,oan IP uirnlber; the Uniform Commercial Code of the State and as fully and completely as though the Lender were the absolute owner thereof for all purposes, and to do at the Borrower' s expense, at any time, or from time to time, all acts and things which the Lender deems necessary to protect, preserve, or realize upon the Collateral and the Lender' s Security Interest therein, in order to effect the intent of this Agreement, all as fully and effectively as the Borrower might do, including, without limitation.

I. The filing and prosecuting of registration and transfer applications with the appropriate federal or local agencies or authorities with respect to trademarks, copyrights, and patentable inventions and processes,
II. Upon written notice to the Borrower, the exercise of voting rights with respect to voting securities, which rights may be exercised, if the Lender so elects, with a view to causing the liquidation in a commercially reasonable manner of assets of the issuer of any such securities and the execution, delivery, and recording, in connection with a sale or other disposition of any Collateral, of the endorsements, assignments, or other instruments of conveyance or transfer with respect to such Collateral; and
B) To the extent that the authorization given herein is not sufficient, to file such financing statements with respect hereto, with or without the signature, or a photocopy of this Agreement in substitution for a financing statement, as the Lender may deem appropriate and to execute in the Borrower' s names such as financing statements and amendments thereto and continuation statements which may require the Borrower' s signatures.

12. 2 Ratification by Borrower: To the extent permitted by law, the Borrower hereby ratify all that said attorney shall lawfully do or cause to be done by virtue hereof.

This role of power of attorney is a power coupled with an interest and shall be irrevocable.

12.3 No Duty on Lender: The powers conferred on the Lender hereunder are solely to protect its interests in the Collateral and shall not impose any duty upon it to exercise any such powers. The Lender shall be accountable only for the amounts that it receives because of the exercise of such powers and neither it nor any of its officers, directors, employees, or agents shall be responsible to the Borrower for any act of failure to act, except for the Lender' s own gross negligence or willful misconduct.

13. Remedies: If an Event of Default shall have occurred and be continuing, the Lender may, without notice to or demand upon the Borrower, declare this Agreement to be in Default, and the Lender shall thereafter have in any jurisdiction in which enforcement hereof is sought, in addition to all other rights and remedies, the rights and remedies of a secured party under the Uniform Commercial Code or of any jurisdiction in which Collateral is located, including, without limitation, the right to take possession of the Security Agreement
Form 03 W/ OG Page 5 of 9
462
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilforiroweir' s Ill,,,,,egalll IName;;1- I[II,,,,,oan lProduct- Loan # [ III,,,,,oan IP uirnlber; Collateral, and for that purpose the Lender may, so far as the Borrower can give authority therefor, enter upon any premises on which the Collateral may be situated and remove the same therefrom. The Lender may in its discretion require the Borrower to assemble all or any part of the Collateral at such location or locations within the authority( ies) of the Borrower' s principal office( s) or at such other locations as the Lender may designate. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Lender shall give to the Borrower at least five business days prior written notice of the time and place of any public sale of Collateral or of the time after which any private sale or any other intended disposition is to be made. The Borrower hereby acknowledge that five business days prior written notice of such sale or sales shall be reasonable notice. In addition, the Borrower waive all rights that it may have to a judicial hearing in Advance of the enforcement of any of the Lender' s rights, including, without limitation, its right following an Event of Default to take immediate possession of the Collateral and to exercise its rights with respect thereto.

14. Standards for Exercising Remedies: To the extent that applicable law imposes duties on the Lender to exercise remedies in a commercially reasonable manner, the Borrower acknowledge and agrees that it is not commercially unreasonable for the Lender:

A) To fail to incur expenses deemed significant by the Lender to prepare Collateral for disposition or otherwise to complete raw material or work in process into finished goods or other finished products for disposition, B) To fail to obtain third party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, to fail to obtain governmental or third - party consents for the collection of disposition of Collateral to be collected or disposed of,
C) To fail to exercise collection remedies against account debtors or other persons obligated on Collateral or to remove liens or encumbrances on or any adverse claims against Collateral,
D) To exercise collection remedies against account debtors and other persons obligated on Collateral directly or through the use of collection agencies and other collection specialists, to advertise dispositions of Collateral through publications or media of general circulation, whether or not the Collateral is of specialized nature,
E) To contact other persons, whether or not in the same business as the Borrower, for expressions of interest in acquiring all or any portion of the Collateral, F) To hire one or more professional auctioneers to assist in the disposition of Collateral, whether or not the Collateral is of a specialized nature, G) To dispose of Collateral by utilizing Internet sites that provide for the auction of assets of the types included in the Collateral or that have the reasonable capability of doing so, or that match buyers and sellers of assets, H) To dispose of assets in wholesale rather than retail markets, Security Agreement
Form 03 W/ OG Page 6 of 9
463
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilforiroweir' s Ill,,,,,egalll IName' 1- I[II,,,,,oan lProduct- Loan # [ III,,,,,oain IP uirnlber; To deny disposition warranties,
J) To purchase insurance or Loan enhancements to insure the Lender against risks of loss, collection, or disposition of Collateral or to provide to the Lender a guaranteed return from the collection or disposition of Collateral, or to the extent deed appropriate by the Lender, to obtain the services of other brokers, investment Lenders, consultants, and other professionals to assist the Lender in the collection of disposition of any of the Collateral. The Borrower acknowledges that the purpose of this Section 14 is to provide non -exhaustive indications of what actions of omissions by the Lender would not commercially unreasonable in the Lender' s exercise of remedies against the Collateral and that other actions or omissions by the Lender shall not be deemed commercially unreasonable solely on account of not being indicated in this Section 16. Without limitation upon the foregoing, nothing contained in this Section 14 shall be construed to grant any rights to the Borrower or to impose any duties on the Lender that would not have been granted or imposed by this Agreement or by applicable law in the absence of this Section

14. 15. No Waiver by Lender: The Lender shall not be deemed to have waived any of its rights upon or under the Obligations or the Collateral unless such waiver shall be in writing and signed by the Lender. No delay or omission on the part of the Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver on any one occasion shall not be construed as a bar to or waiver of any right on any future occasion.

All rights and remedies of the Lender with respect to the Obligations or the Collateral, whether evidenced hereby or by any other instrument or papers, shall be cumulative and may be exercised singularly, alternatively, successively, or concurrently at such time or at such times as the Lender deems expedient.

16. Suretyship Waivers by Borrower: The Borrower waives demand, notice, protest, notice of acceptance of this Agreement, notice of Loans made, Loan extended, Collateral received or delivered, or other action taken in reliance hereon and all other demands and notices of any description. With respect to both the Obligations and the Collateral, the Borrower assents to any extension or postponement of the time of payment or any other indulgence, to any substitution, exchange or release of or failure to perfect any Security Interest in any Collateral, to the addition or release of any party or person primarily or secondarily liable to the acceptance of partial payment thereon and the settlement, compromising, or adjusting of any thereof, all in such manner and at such time or times as the Lender may deem advisable. The Lender shall have no duty as to the collection or protection of the Collateral or any income thereon, nor as to the preservation of rights against prior parties. The Borrower further waives all other suretyship defenses.

17. Marshal Obligation: The Lender shall not be required to marshal any present or future Collateral security( including but not limited to this Agreement and the Collateral) for, or other assurances of payment of, the Obligations or any of them or to resort to such Collateral security or other assurances of payment in any order, and all its rights hereunder and in respect of such Collateral security and other assurances of payment shall be cumulative and in addition to all other rights, however existing or arising. To the Security Agreement
Form 03 W/ OG Page 7 of 9
464
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilforiiroweir's Ill,,,,,egalll IName;;1- I[II,,,,,oan lProduct- Loan # [ III,,,,,oan IP uirnlber; extent that it lawfully may, the Borrower hereby agree that they will not invoke any law relating to the marshalling of Collateral which might cause delay in or impede the enforcement of the Lender' s rights under this Agreement or under any other instrument creating or evidencing any of the Obligations or under which any of the Obligations is outstanding or by which any of the Obligations is secured or payment thereof is otherwise assured, and, to the extent that it lawfully may, the Borrower hereby irrevocably waive the benefits of all such laws.

18. Proceeds of Dispositions: Expenses: The Borrower shall pay to the Lender on demand all expenses, including reasonable attorney' s fees and disbursements, incurred, or paid by the Lender in protecting, preserving, or enforcing the Lender' s rights under or in respect of any of the Obligations or any of the Collateral. After deducting all said expenses, the residue of any proceeds of collection or sale of the Obligations or Collateral shall, to the extent received in cash, be applied to the payment of the Obligations in such order or preference as the Lender may determine proper allowance and provision being made for any Obligations not then due. Upon the final payment and satisfaction in full of all the Obligations and after making any payments required be Sections9- 608( a)( 1)(C) or 9-615( a)(3) of the Uniform Commercial Code, any excess shall be returned to the Borrower, and the Borrower shall remain liable for any deficiency in the payment of the Obligations.

19. Overdue Amounts: Until paid, all amounts due and payable by the Borrower hereunder shall be a debt secured by the Collateral and shall accrue interest at the rate indicated by the contract prejudgment and the legal rate thereafter.

20. Governing Law: Consent to Jurisdiction: This Agreement shall be governed by, and construed in accordance with, the laws of the State of California. The Borrower agrees that any suit for the enforcement of this Agreement may be brought in the courts of the State or any federal court sitting therein and consents to the non- exclusive authority of such court. The Borrower hereby waives any objection that it may now or hereafter have to the venue of any such suit or any such court or that such suit is brought in an inconvenient court.

21. Counterparts, This Agreement may be signed in counterparts and sill be binding on all parties hereto notwithstanding that all the parties are not signatories to the original or same counterpart. The parties agree that this document may be executed and delivered by facsimile, PDF transmission, any electronic signature complying with the applicable laws governing electronic signatures, California Uniform Electronic Transaction Act ( Cal.

Civ. Code Sections 1633. 1- 1633. 17) or the U. S. Federal ESIGN Act of 200, as amended, or similar reproduction of such signed writing using electronic mail shall be as effective as an original executed signature page.

22. Miscellaneous: The headings of each section of this Agreement are for convenience only and shall not define or limit the provisions thereof. This Agreement and all rights and obligations hereunder shall be binding upon the Borrower and their respective successors and assigns and shall inure to benefit of the Lender and its successors and assigns. If any term of this Agreement shall be held to be invalid, illegal, or unenforceable, the validity of all other terms hereof shall in no way be affected thereby, Security Agreement
Form 03 W/ OG Page 8 of 9
465
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Security Agreement Without Guarantor
Ilfonroweir' s Ill,,,,,egalll INaime;;1- I[II,,,,,oan lProduct- Loan # [ III,,,,,oan IP uirnlber] and this Agreement shall be construed and be enforceable as if such invalid, illegal, or unenforceable term had not been included herein. The Borrower acknowledge receipt of a copy of this Agreement.

IN WITNESS WHEREOF, Intending to be legally bound, the parties hereto have caused this Agreement to be duly executed as of the date first above written. This Security Agreement is dated: ate].

Borrower:
111orrower' s Ill,,,,,egalll Warne]
II[Siiginer(s) I1,,,,,egalll IName(s), and Tiitllle( s)] Lender:

AmPac Tri- State CDC, Inc.

Hilda J. Kennedy, Executive Director
Security Agreement
Form 03 W/ OG Page 9 of 9
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Unconditional Guarantee by Entity
Loan # Ill,,,,,oan Number'
Loan Name Ill,,,,,oarn IName'.

Guarantor Guaiirainteeiing Ilf;;°rntiity's Ill,,,.egalll INarne] Borrower Borrower' s ll,,,,,egalll INar ne]
Lender AmPac Tri- State CDC, Inc. Dba AmPac Business Capital Date Date]
Note Amount Ill,,,,,oain Amount (].

1. GUARANTEE:

Guarantor unconditionally guarantees payment to Lender of all amounts owing under the Note. This Guarantee remains in effect until the Note is paid in full. Guarantor must pay all amounts due under the Note when Lender makes written demand upon Guarantor. Lender is not required to seek payment from any other source before demanding payment from Guarantor.

2. NOTE:

The " Note" is the promissory note dated [ Date] in the principal amount of [ Il,,,,,oan Amount ( ft„ )] from Borrower to Lender. It includes any assumption, renewal, substitution, or replacement of the Note, and multiple notes under a line of credit.

3. DEFINITIONS:

Collateral" means any property taken as security for payment of the Note or any guarantee of the Note.

Loan" means the loan evidenced by the Note.

Loan Documents" means the documents related to the Loan signed by Borrower, Guarantor or any other guarantor, or anyone who pledges Collateral.

4. LENDER' S GENERAL POWERS:

Lender may take any of the following actions at any time, without notice, without Guarantor' s consent, and without making demand upon Guarantor:

A Modify the terms of the Note or any other Loan Document except to increase the amounts due under the Note;
B. Refrain from taking any action on the Note, the Collateral, or any guarantee; C. Release any Borrower or any guarantor of the Note;
D. Compromise or settle with the Borrower or any guarantor of the Note; E. Substitute or release any of the Collateral, whether or not Lender receives anything in return; Unconditional Guarantee by Entity Page 1 of 4
Form 04 ENT
467
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Unconditional Guarantee by Entity
F. Foreclose upon or otherwise obtain, and dispose of, any Collateral at public or private sale, with or without advertisement;
G. Bid or buy at any sale of Collateral by Lender or any other lienholder, at any price Lender chooses; and
H. Exercise any rights it has, including those in the Note and other Loan Documents.

These actions will not release or reduce the obligations of Guarantor or create any rights or claims against Lender.

5. FEDERAL LAW:

When Lender is the holder, the Note and this Guarantee will be construed and enforced under federal law, including Lender regulations. Lender may use state or local procedures for filing papers, recording documents, giving notice, foreclosing liens, and other purposes. By using such procedures, Lender does not waive any federal immunity from state or local control, penalty, tax, or liability. As to this Guarantee, Guarantor may not claim or assert any local or state law against Lender to deny any obligation, defeat any claim of Lender, or preempt federal law.

RIGHTS, NOTICES, AND DEFENSES THAT GUARANTOR WAIVES:

To the extent permitted by law,
A. Guarantor waives all rights to:
1) Require presentment, protest, or demand upon Borrower; 2) Redeem any Collateral before or after Lender disposes of it; 3) Have any disposition of Collateral advertised; and
4) Require a valuation of Collateral before or after Lender disposes of it.

B. Guarantor waives any notice of:
1) Any default under the Note;
2) Presentment, dishonor, protest, or demand;
3) Execution of the Note;
4) Any action or inaction on the Note or Collateral, such as disbursements, payment, nonpayment, acceleration, intent to accelerate, assignment, collection activity, and incurring enforcement expenses;
5) Any change in the financial condition or business operations of Borrower or any guarantor; 6) Any changes in the terms of the Note or other Loan Documents, except increases in the amounts due under the Note; and
7) The time or place of any sale or other disposition of Collateral.

C. Guarantor waives defenses based upon any claim that:
1) Lender failed to obtain any guarantee;
2) Lender failed to obtain, perfect, or maintain a security interest in any property offered or taken as Collateral;
3) Lender or others improperly valued or inspected the Collateral; 4) The Collateral changed in value, or was neglected, lost, destroyed, or underinsured; 5) Lender impaired the Collateral;
6) Lender did not dispose of any of the Collateral;
Unconditional Guarantee by Entity
Form 04 ENT

Page 2 of 4 ends

City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Unconditional Guarantee by Entity
7) Lender did not conduct a commercially reasonable sale; 8) Lender did not obtain the reasonable value of the Collateral; 9) Lender did not make or perfect a claim upon the death or disability of Borrower or any guarantor of the Note;
10) The financial condition of Borrower or any guarantor was overstated or has adversely changed;
11) Lender made errors or omissions in Loan Documents or administration of the Loan; 12) Lender did not seek payment from the Borrower, any other guarantors, or any Collateral before demanding payment from Guarantor;
13) Lender impaired Guarantor' s suretyship rights;
14) Lender modified the Note terms, other than to increase amounts due under the Note. If Lender modifies the Note to increase the amounts due under the Note without Guarantor' s consent, Guarantor will not be liable for the increased amounts and related interest and expenses, but remains liable for all other amounts;
15) Borrower has avoided liability on the Note; or
16) Lender has taken an action allowed under the Note, this Guarantee, or other Loan Documents.

7. DUTIES AS TO COLLATERAL:

Guarantor will preserve the Collateral pledged by Guarantor to secure this Guarantee. Lender has no duty to preserve or dispose of any Collateral.

8. SUCCESSORS AND ASSIGNS:

Under this Guarantee, Guarantor includes heirs and successors, and Lender includes its successors and assigns.

9. GENERAL PROVISIONS:

A. ENFORCEMENT EXPENSES. Guarantor promises to pay all expenses Lender incurs to enforce this Guarantee, including, but not limited to, attorney' s fees and costs.

B. LENDER NOT A CO -GUARANTOR. Guarantor' s liability will continue even if Lender pays Lender.

Lender is not a co -guarantor with Guarantor. Guarantor has no right of contribution from Lender.

C. SUBROGATION RIGHTS. Guarantor has no subrogation rights as to the Note or the Collateral until the Note is paid in full.

D. JOINT AND SEVERAL LIABILITY. All individuals and entities signing as Guarantor are jointly and severally liable.

E. DOCUMENT SIGNING. Guarantor must sign all documents necessary at any time to comply with the Loan Documents and to enable Lender to acquire, perfect, or maintain Lender' s liens on Collateral.

F. FINANCIAL STATEMENTS. Guarantor must give Lender financial statements as Lender requires.

G. LENDER' S RIGHTS CUMULATIVE, NOT WAIVED. Lender may exercise any of its rights separately or together, as many times as it chooses. Lender may delay or forgo enforcing any of its rights without losing or impairing any of them.

H. ORAL STATEMENTS NOT BINDING. Guarantor may not use an oral statement to contradict or alter the written terms of the Note or this Guarantee, or to raise a defense to this Guarantee.

Unconditional Guarantee by Entity
Form 04 ENT

Page 3 of 4 ends

469
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Unconditional Guarantee by Entity
I. SEVERABILITY. If any part of this Guarantee is found to be unenforceable, all other parts will remain in effect.

J. CONSIDERATION. The consideration for this Guarantee is the Loan or any accommodation by Lender as to the Loan.

10. STATE— SPECIFIC PROVISIONS:

Guarantor waives its rights of subrogation, reimbursement, indemnification, and contribution and any other rights and defenses that are or may become available to the guarantor by reason of California Civil Code Sections 2787 to 2855, inclusive. The guarantor waives all rights and defenses that the guarantor may have because the debtor' s debt is secured by real property. This means, among other things: ( 1) The creditor may collect from the guarantor without first foreclosing on any real or personal property collateral pledged by the debtor. ( 2) If the creditor forecloses on any real property collateral pledged by the debtor: ( A) The amount of the debt may be reduced only by the price for which that collateral is sold at the foreclosure sale, even if the collateral is worth more than the sale price. ( B) The creditor may collect from the guarantor even if the creditor, by foreclosing on the real property collateral, has destroyed any right the guarantor may have to collect from the debtor. This is an unconditional and irrevocable waiver of any rights and defenses the guarantor may have because the debtor' s debt is secured by real property. These rights and defenses include, but are not limited to, any rights or defenses based upon Section 580a, 580b, 580d, or 726 of the Code of Civil Procedure. The guarantor waives all rights and defenses arising out of an election of remedies by the creditor, even though that election of remedies, such as a nonjudicial foreclosure with respect to security for a guaranteed obligation, has destroyed the guarantor' s rights of subrogation and reimbursement against the principal by the operation of Section 580d of the Code of Civil Procedure or otherwise.

11. GUARANTOR ACKNOWLEDGEMENT OF TERMS.

Guarantor acknowledges that Guarantor has read and understands the significance of all terms of the Note and this Guarantee, including all waivers.

12. GUARANTOR NAME( S) AND SIGNATURE( S):

By signing below, each individual or entity becomes obligated as Guarantor under this Guarantee.

Guarantor:

ICGuarteeiiingIIf;;;;ntiity' s II,,,,,egaJllName
Signer( s) IIegalll Nairnrne(s), and Tiitllle( s)]
Unconditional Guarantee by Entity
Form 04 ENT

Page 4 of 4 ends

470
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Disbursement Request and Authorization
Borrower' s Legal I arne]- [ Ill,,,,,oan ( Product] Loan # I[ILoan IYumber] LOAN TYPE: [ Il,,,,,oan Ilf:1roduct]. This is a Fixed Rate Loan for [ ILoain Airmmount (),], due on Maturity ate].

PRIMARY PURPOSE OF LOAN: [ I11:1riiinmmairyUse of (Funds]. The primary purpose of this Loan is for [ Primary Use of (Funds].

DISBURSEMENT INSTRUCTIONS: Borrower understands that no Loan proceeds will be disbursed until all of Lender' s conditions for making the Loan have been satisfied. Please disburse the Loan proceeds as follows: [ Special Disbursement IInstructions, Ill-f Alplpllliicalbllle].

Other Disbursements:

I111islbuirseirmment( s)]
Total Financed/ Prepaid Charges:

Loan Packaging and Processing:

Legal Fees:

Out of Pocket and Interest to
Month End:

Note Principal Amount:

Total of IDiiisbuirsements;;
IC:(
Total ( Fees]
100. 00,
mmm
Total PrincipalAmount]
FINANCIAL CONDITION: BY SIGNING THIS AUTHORIZATION, BORROWER REPRESENTS

AND WARRANTS TO LENDER THAT THE INFORMATION PROVIDED ABOVE IS TRUE AND

CORRECT AND THAT THERE HAS BEEN NO MATERIAL ADVERSE CHANGE IN

BORROWER' S FINANCIAL CONDITION DISCLOSED IN BORROWER' S MOST RECENT FINANCIAL STATEMENT TO LENDER.

THIS DISBURSEMENT REQUEST AND AUTHORTIZATION IS DATED: ATE].

Borrower:
1113orrower' s Ill,,,,,egalll IName]
Signer( s) Ill,,,,,egalll I ame( s), and Tiitllle( s)"
Disbursement Request and Authorization Page 1 of 1
471
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba Ampac Business Capital Authorization Agreement for Pre- Authorization Payment ( Debit) I ( We) authorize AmPac Tri- State CDC, Inc dba AmPac Business Capital to initiate debit entries payable to the account ( described below) and bank ( named below) to debit the amounts of such entries:

Periodically as such amounts become due, without further authorization ( standing authorization);
Bank name
Address
City State Zip
Account: ® Checking Savings Other
Transit ABA
Transit ro ting number Check digit Account number information HHHM 0 TFF
Check Digit is the Last Digit in the Routing Number*
Designated by Federal Reserve.

NOTICE: When completing account number information, insert a hyphen (-) for each Dash Cue Symbol (-) contained in the field and insert a number sign (#) for each " On Us" Cue Symbol ( l').

This form must be provided to AmPac Tri-State CDC, Inc. dba AmPac Business Capital prior to the 15th of the month for ACH changes/ new accounts to be effective on the first of the subsequent month.

Account Name ( as shown on Check)
Signature
Signature 2 ( as required)
Date
Date]
Date
Attached Voided Check ( Required): ® Yes No
If a Voided Check is not available, a screenshot from the Mobile Banking App reflecting the Routing and Account Number will Suffice*
For AmPac Business Capital Use Only:

CDC Number: 09- 697
Borrower' s Name: llf orroweir' s III ,,,,,e alll Name] Loan Type: Ill,,,,,oan T 1pe]
Loan Number: lll,,,,,oairn Nurnlbeiir]
Authorization Agreement for Pre - Authorization Payment ( Debit) Page 1 of 1 472 Form
Rev. March 2024)
Department of the Treasury
Internal Revenue Service
Request for Taxpayer
Identification Number and Certification
Go to www. irs. gov/ FormW9 for instructions and the latest information.

Before you begin. For guidance related to the purpose of Form W- 9, see Purpose of Form, below.

Give form to the
requester. Do not
send to the IRS.
1 Name of entity/ individual. An entry is required. ( For a sole proprietor or disregarded entity, enter the owner' s name on line 1, and enter the business/ disregarded entity' s name on line 2.)
2 Business name/ disregarded entity name, if different from above.

M 3a Check the appropriate box for federal tax classification of the entity/ individual whose name is entered on line 1. Check 4 Exemptions ( codes apply only to only one of the following seven boxes. certain entities, not individuals; 0 C: Individual/ sole proprietor C corporation S corporation Partnership Trust/ estate see instructions on page 3):
0 e LLC. Enter the tax classification ( C = C corporation, S = S corporation, P = Partnership) Exempt payee code ( if any) Q o
Q
Note: Check the " LLC" box above and, in the entry space, enter the appropriate code ( C, S, or P) for the tax Exemption from Foreign Account Taxclassification of the LLC, unless it is a disregarded entity. A disregarded entity should instead check the appropriate o , i. box for the tax classification of its owner. Compliance Act ( FATCA) reporting LElOther seeinstructions) code ( if any)
ao
3b If on line 3a you checked " Partnership" or " Trust/ estate," or checked " LLC" and entered " P" as its tax classification Applies to accounts maintained y and you are providing this form to a partnership, trust, or estate in which you have an ownership interest, check box if have foreign beneficiaries. instructions outside the United States.) ythis you any partners, owners, or See . .
a) 5 Address (number, street, andapt. orsuiteno.). Seeinstructions.

Requester' s name and address ( optional)
6 City, state, and ZIP code
7 List account number( s) here ( optional)
Taxpayer Identification Number ( TIN)
Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid Social security number backup withholding. For individuals, this is generally your social security number ( SSN). However, for a - Mresident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entities, it is your employer identification number ( EIN). If you do not have a number, see How to get a or TIN, later.

Employer identification number
Note: If the account is in more than one name, see the instructions for line 1. See also What Name and Number To Give the Requester for guidelines on whose number to enter. — rl Certification
Under penalties of perjury, I certify that

1. The number shown on this form is my correct taxpayer identification number ( or I am waiting for a number to be issued to me); and

2. 1am not subject to backup withholding because ( a) I am exempt from backup withholding, or ( b) I have not been notified by the Internal Revenue Service ( IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or ( c) the IRS has notified me that I am no longer subject to backup withholding; and

3. 1am a U.S. citizen or other U.S. person ( defined below); and

4. The FATCA code( s) entered on this form ( if any) indicating that I am exempt from FATCA reporting is correct.

Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement ( IRA), and, generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part 11, later.

Sign Signature of
Here U.S. person Date
General Instructions
Section references are to the Internal Revenue Code unless otherwise noted.

Future developments. For the latest information about developments related to Form W- 9 and its instructions, such as legislation enacted after they were published, go to www. irs. gov/ FormW9.

What' s New
Line 3a has been modified to clarify how a disregarded entity completes this line. An LLC that is a disregarded entity should check the appropriate box for the tax classification of its owner. Otherwise, it should check the " LLC" box and enter its appropriate tax classification.

New line 3b has been added to this form. A flow - through entity is required to complete this line to indicate that it has direct or indirect foreign partners, owners, or beneficiaries when it provides the Form W- 9 to another flow - through entity in which it has an ownership interest. This change is intended to provide a flow - through entity with information regarding the status of its indirect foreign partners, owners, or beneficiaries, so that it can satisfy any applicable reporting requirements. For example, a partnership that has any indirect foreign partners may be required to complete Schedules K- 2 and K- 3. See the Partnership Instructions for Schedules K- 2 and K- 3 (Form 1065).

Purpose of Form
An individual or entity ( Form W- 9 requester) who is required to file an information return with the IRS is giving you this form because they Cat. No. 10231X Form W- 9 ( Rev. 3- 2024)
473
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Advertising/ Marketing Release Form
Ilf orrower' s Ill,,,,,egalll IName'- [ 11.,,oan Product' ; Loan # I[III,,,,,oanrnNumber' Date: [ Date]
Borrower' s Name: [ Ilforrower'' s II,,,,,egalll Naiirne] Business Address: [ 1113usiinrnessAddress]
In addition to that information which is available via public record, such as loan amount and the name of the Borrower and the Business, this Release authorizes AmPac Tri- State CDC, Inc. dba AmPac Business Capital to use the names and pictures of the business principals, pictures of the business and any testimonials given by the undersigned (" Borrower Information").

By signing below, the undersigned acknowledges that AmPac Tri- State CDC, Inc. dba AmPac Business Capital is relying on this Advertising/ Marketing Release in preparing and using press releases, advertising, and marketing materials.

Please acknowledge your agreement and consent to the foregoing by executing this Advertising/ Marketing Release Form. Thank you for your support of AmPac Tri- State CDC, Inc. dba AmPac Business Capital.

The Borrower hereby agrees and consents to the above listed terms and conditions The Borrower hereby opts of the above listed terms and conditions Borrower:

IBorrower' s II,,,,,egalll lame]
Signer( s) Ill,,,,,egalll IName( s), and TiitJlle(.$)]
Advertising/ Marketing Release Form Page 1 of 1 474
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Certification of Identity
Ilf orroweir' s Ill,,,,,egalll IName'- [ 11.,,oan lProduct' Loan # I[III,,,,,oairnNumber' I, [ Signer' s Ill,,,,,egalll ( Name], hereby certify:

THAT, [ Siigneir' s I1,,,,,egalll (Name], whose name appears on the loan papers and [ Variations; of Siigirneir's Il,,,,,egalll (Name on Application I11::::'orms;'1, whose name appears on various other documents in connection with said [ 11..oan ] are on and the same person.

FURTHER CERTIFY, that my date of birth is [ Signer' s I10ateof Ilffirth], and my social security number is [ Signer' s Social Security INumlbeir].

This Certification is dated: [ Date]
Siigneir' s Ill,,,,,egalll IMarne], individually
Certification of Identity Page 1 of 1
475
City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Closing and Business Purpose Certifications
Post -Closing Compliance and Document Correction Agreement Ilf oirrower' s Ill,,,,,egalll IMarne]- [ III,,,,,oain I113iroduct]- Loan # I[II,,,,,oan Numbeir] In consideration of the loan made by AmPac Tri- State CDC, Inc. dba AmPac Business Capital (" Lender") to [ Illi oirroweir' s II,,,,,egalll fame] (" Borrower") in the amount of [ II,,,,,can Amount 6„ 6)] (" Loan") and to induce the Lender to make the Loan, the undersigned do(es) hereby represent, certify, covenant, and agree as follows:

1. The proceeds of such Loan will be used solely for the following business or commercial purposes: I[Use of (Funds] as set forth in the applicable Loan Approval Letter Loan # I[II,,,,,oain Numbeiir] dated [ Date] as modified.

2. No parts of the proceeds of such Loan will be used for personal, family, or household purposes.

3. The undersigned is exercising and will continue to exercise actual control over the managerial decisions of the Borrower concerning the use of funds and/ or credit to be derived from the Loan.

4. The Loan is not secured by an assignment of wages, salaries, or compensation for the services of the undersigned nor by the household furniture or other goods of the Borrower or the undersigned used for personal, family, or household purposes.

5. The undersigned hereby agrees to indemnify and save hold Lender, its successors and assigns, harmless from and against any and all liabilities, losses, damages, suits, judgements, executions, costs, and expenses, including, without limitation, reasonable attorney' s fees and expenses, which may or shall arise or be incurred by Lender by reason of Lender' s consummation of the aforementioned Loan in reliance upon the representations and warranties contained herein and in any documents delivered to Lender by the undersigned in connection with the Loan.

6. ( Please Initial A or B) The undersigned represent and warrant that:
a. They are represented by legal counsel of their choice, are fully aware of the terms and conditions of the loan transaction and all related transactions and have voluntarily and without coercion or duress of any kind, entered into the transaction( s) and the documents executed in connection with the transaction( s).

OR-
b. They have knowingly and intentionally waived their right to have legal counsel of their choice review and represent them with respect to the loan transaction and all related transactions. They further acknowledge that Lender' s legal staff have acted only as in- house counsel to the Lender in this transaction. Any work performed by said Lender legal staff at their request has been solely ministerial in nature; they have been advised of their right to retain legal counsel in the loan transaction and all related transactions and have voluntarily waived their right to do so.

Closing and Business Purpose Certifications Page 1 of 4 476 City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Closing and Business Purpose Certifications
Post -Closing Compliance and Document Correction Agreement Ilforrower' s Ill,,,,,egalll IName;l- [ III,,,,,oain Product; l- Loan # I[II,,,,,oan I umber;]

7. As of this date, there have been no unremedied adverse changes in the Borrower( s) or Guarantor( s) financial condition, organizations, operations or fixed assets and there are no outstanding tax liabilities owed as of this date, including, but not limited to the following:

Federal, State, and Local income and other taxes since the loan application was submitted to Lender.
a. If any properties pledged as collateral are designated by the Federal Government as falling within the boundaries of a special flood hazard area and Federal Flood Insurance becomes available, the undersigned will purchase and maintain such insurance in the amounts and coverage equal to or lesser of ( a) the insurable value of the property, or ( b) the maximum limit of coverage available at subsidized rates during the life of the Loan.
b. F.I.C.A. and Withheld Income Tax of the Borrower are currently being deposited on a regular basis. All other payroll taxes are paid or deposited quarterly. The undersigned hereby certifies that Borrower is current on all Federal and State taxes, including, but not limited to, income taxes, payroll taxes, real estate taxes, and sales taxes, and that all future taxes will be paid when due. c. All insurance, licenses, permits and/ or other approvals necessary to lawfully operate the Borrower' s business have been obtained or have been applied for and will be obtained. To the extent that it may later be determined that any additional insurance, licenses, permits and/ or other approvals may be required, the undersigned will immediately secure them and forward copies to Lender once they have been obtained.

8. In consideration of Lender disbursing funds for the closing of the Loan secured by the Property being encumbered, and regardless of the reason for any loss, misplacement, or inaccuracy in any loan documentation, the undersigned agree( s) as follows: If any document is lost, misplaced, misstated or inaccurately reflects the true and correct terms and conditions of the Loan, upon request of the Lender, the undersigned will comply with Lender' s request to execute, acknowledge, initial, and deliver to Lender any documentation Lender deems necessary to replace or correct the lost, misplaced, misstated, or inaccurate documents. All documents Lender requests of Borrower( s) and/ or Guarantor( s) shall be referred to as " Replacement Documents." The undersigned agree( s) to deliver the Replacement Documents within ten ( 10) days after receipt by the undersigned of a written request for such replacement. The undersigned also agree( s) that upon request the undersigned will supply additional amounts and/ or pay to Lender any additional sum previously disclosed to Borrower( s) and/ or Guarantor( s) for any cost or fee associated with the Loan, which for whatever reason it was not collected at closing Additional Fees").
a. Any request under this Agreement may be made by the Lender ( including assignees and persons acting on behalf of the Lender) and shall be prima facie evidence of the necessity for same. A written statement addressed to the Closing and Business Purpose Certifications Page 2 of 4 477 City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Closing and Business Purpose Certifications
Post -Closing Compliance and Document Correction Agreement Ilfonroweir' s Ill,,,,,egalll IName;l- [ III,,,,,oan I113iroduct;l- Loan # I[II,,,,,oan I umbeir] undersigned, or any of them at the address indicated in the Loan documentation shall be considered conclusive evidence of the necessity for Replacement Documents.
b. Failure or refusal by the undersigned to comply with the terms of the correction request shall constitute a default under the note and/ or mortgage/ deed of trust and shall give Lender the option of declaring all sums secured by the Loan documents immediately due and payable.
c. If Failure or refusal by the undersigned to execute, acknowledge, initial, and deliver the Replacement Documents or provide the Replacement Documents orAdditional Fees to Lender more than ten ( 10 days after being requested to do so by Lender and understanding that Lender is relying on these representations, Borrower( s) agrees to be liable for any and all loss or damage which Lender reasonably sustains thereby, including, but not limited to all reasonable attorney' s fees and costs incurred by Lender.

9. The undersigned have read all the Loan documents relating to the Loan and understand( s) the meaning and content of said Loan documents.

10. The undersigned understands and acknowledges that the representations made herein are material to Lender' s decision to close and fund the Loan and that Lender is relying upon these representations in connection with the making of the Loan. The undersigned further acknowledge and understand that the obligations enumerated herein shall survive closing and that any failure to comply with the obligations as set forth herein shall constitute a default under the Loan documents, entitling Lender to pursue any and all remedies set forth in the Loan documents, including, but no way limited to acceleration of the indebtedness.

11. Any documents required to be delivered to Lender shall be delivered to the offices of 3110 B Inland Empire Blvd. Ontario, CA 91764.

12. This agreement will survive the closing of the Loan and inure to the benefit of the Lender' s successors and assigns and binding up the heirs, successors, and assigns of Borrower( s).

Signature Provisions on Following Page
Closing and Business Purpose Certifications Page 3 of 4 478 City of Fontana' s Empowerment Revolving Loan Fund Program Administered by AmPac Tri- State CDC, Inc. dba AmPac Business Capital Closing and Business Purpose Certifications
Post -Closing Compliance and Document Correction Agreement Ilf orroweir' s Ill,,,,,egalll IMarne]- [ III,,,,,oan ( Product]- Loan # I[II,,,,,,oan INuiirnl eir] IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed as of the date set forth herein.

Dated: ate].

Borrower:

I[IGorroweir' s Ill,,,.egalll Name]
I[Siigineir(.$) Ill,,,,,egalll INairne( s), and Tiitllle( s)] Guarantor( s):

I[Guairaintoir( s) Ill,,,,,egalll INaime(s);;
I[Siigneir(s) Ill,,,,,egalll INaime(s)], Individually
Closing and Business Purpose Certifications Page 4 of 4 479 8353 Sierra Avenue
City of Fontana
Fontana, CA92335
Action Report
City Council Meeting
File #: 25- 0634 Agenda Date: 10/ 28/ 2025
Agenda #: AD. Category: Consent Calendar
FROM:

Development Services
SUBJECT:

Memorandum of Understanding between the County of San Bernardino, the City of Fontana, and participating cities for the property located at 11109 Jasmine Street.

RECOMMENDATION:

Approve the Memorandum of Understanding ( MOU) between the City of Fontana, the County of San Bernardino, and the cities of Chino, Chino Hills, Fontana, Montclair, Ontario, Rancho Cucamonga, Rialto, and Upland for the operation of the West End Navigation Center for a term of ten ( 10) years from the effective date, at an initial annual cost of $ 1,000, 000 to the City of Fontana.

2. Authorize the City Manager, or designee, to execute the MOU and related documents necessary to implement participation.

COUNCIL GOALS:

Provide a diverse range of housing types and levels of affordability while addressing homelessness in the community by promoting diverse range of housing projects and levels of affordability.

Provide a diverse range of housing types and levels of affordability while addressing homelessness in the community by address Homelessness through proactive programs, including the efforts of the COAST and MET teams.

Concentrate on Inter -governmental relations by pursuing financial participation from county, state, and federal governments.

DISCUSSION:

The City of Fontana has identified Homelessness and Homeless prevention as a top priority. To address this need, the County of San Bernardino, and participating cities are developing the West End Navigation Center ( WENC), a 200- bed, full -service regional facility located at 11109 Jasmine Street, Fontana. The City acquired the property with the intent to convert the existing facility, through the Tenant Improvement Project, into a Regional Navigation Center. Design is underway with the construction estimated expected to last 9- 12 months.

The Navigation Center represents a regional solution that goes beyond traditional shelters or short- term motel vouchers. It is designed as a low -barrier, housing -focused service hub that reduces barriers, provides stability, and connects people directly to permanent housing. Core Features include:

City of Fontana Page 1 of 3 Printed on 10/ 23/ 2025
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File #: 25- 0634 Agenda Date: 10/ 28/ 2025
Agenda #: AD. Category: Consent Calendar
200 beds: 100 emergency shelter, 100 recuperative medical care, plus a sobering center. 24/7 operations: Residents remain in place; stability is prioritized.

Referral -only admissions with " No Walk -Ins / No Walk - Offs": All entries and exits are coordinated for safety and continuity.

One -stop service model: Behavioral Health, Substance Use Services, Public Health, Transitional Assistance, Workforce Development, and the Office of Homeless Services ( OHS) for housing navigation and Continuum of Care coordination.

Low -barrier design: Guests may bring pets, personal belongings, and partners.

Comprehensive supports: Meals, case management, benefits enrollment, transportation, and employment services.

The County has committed $ 25M in capital and reserves, reducing local upfront costs with the following financial structure:

County Capital Investment: $ 20M projected to acquire the building fully improved from the City of Fontana.

County Operating Reserve: $ 5M Capitalized Operating Subsidy Reserve ( COSR).

As a participating city, the City of Fontana also serves as the host city. The contributions of the participating cities for the first year of operation of the WENC will be $ 3. 0 million. Contributions are based upon the size and population of each city party and the estimated unhoused population within each. Contributions by city are as follows:

Chino: Two Hundred Thousand Dollars ($ 200, 000. 00)
Chino Hills: Two Hundred Thousand Dollars ($ 200, 000. 00) Fontana: One Million Dollars ($ 1, 000, 000. 00)
Montclair: Two Hundred Fifty Thousand Dollars ($ 250, 000. 00) Ontario: Two Hundred Fifty Thousand Dollars ($ 250, 000. 00) annually for the first three ( 3) operational years
Rancho Cucamonga: Three Hundred Thousand Dollars ($ 300, 000. 00) Rialto: Two Hundred Fifty Thousand Dollars ($ 250, 000. 00) Upland: Two Hundred Fifty Thousand Dollars ($ 250, 000. 00) County: Four Hundred Seventy -Five Thousand Dollars ($ 475, 000. 00) City contributions shall be adjusted annually by the value of the immediately preceding January Consumer Price Index for All Urban Consumers for Riverside - San Bernardino - Ontario, but not to exceed five percent ( 5%). Contribution levels will be evaluated every two years and adjusted for the most recent Point -in -Time Count, actual usage, actual cost of WENC operation, and a review of grant funding.

FISCAL IMPACT:

The annual fiscal impact associated with the approval of this item is $ 1,000, 000 as the City' s allocated cost of the WENC operations once the facility is operational. This was included in the Fiscal Year 2025/ 2026 budget in account no. 10130000 8130 MOTION:

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File #: 25- 0634 Agenda Date: 10/ 28/ 2025
Agenda M AD. Category: Consent Calendar
Approve staff recommendation.

City of Fontana Page 3 of 3 Printed on 10/ 23/ 2025
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482

MEMORANDUM OF UNDERSTANDING
between

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

SAN BERNARDINO COUNTY
for the

OPERATION OF A REGIONAL NAVIGATION CENTER
This Memorandum of Understanding (" MOU") is entered into as of December 16, 2025 Effective Date") by and between the Cities of Chino, Chino Hills, Fontana, Montclair, Ontario, Rancho Cucamonga, Rialto, and Upland, each of which is a municipal corporation organized and existing under the laws of the State of California ( referred to individually as " City Party" and collectively as " the City Parties"), and San Bernardino County, a political subdivision of the State of California (" County"). The City Parties and the County may be referred to individually as " Party" and collectively as "the Parties." Recitals
WHEREAS, the Parties, like many regions throughout California, have experienced significant growth in their unhoused population in recent years, presenting complex challenges driven by untreated substance use and mental health disorders, rising housing costs, and insufficient emergency, transitional, and affordable housing resources; and
WHEREAS, this growth in the unhoused population has resulted in increased incidents of camping and loitering on public rights -of -way, parks, and other public property within the Parties' jurisdictions, creating public health and safety concerns while straining municipal resources; and WHEREAS, the Parties desire to cooperate to address homelessness through collaborative, evidence - based approaches that prioritize both public safety and the dignified treatment of unhoused individuals; and
WHEREAS, the Parties seek to implement comprehensive solutions to balance enforcement with meaningful support services; and
WHEREAS, the Parties recognize that addressing homelessness effectively requires collaborative regional efforts and hereby commit to establishing an emergency housing facility that offers integrated support services — including case management, behavioral health care, medical oversight, coordinated social services, transportation support, and housing placement assistance — designed to help residents successfully transition to permanent, stable housing; and WHEREAS, the Parties further commit to establishing clear pathways from emergency housing to permanent housing solutions by providing coordinated access to transitional housing, permanent supportive housing, and affordable housing opportunities within their respective jurisdictions; and WHEREAS, the Parties recognize the need for professional expertise in delivering trauma - informed, comprehensive services that address the complex needs of unhoused individuals and families; and PAGE 1 OF 2C483
WHEREAS, this collaborative approach represents the Parties' commitment to addressing homelessness through shared resources, coordinated planning, and evidence - based practices that serve both unhoused individuals and the broader community; and WHEREAS, the Parties' respective governing bodies have reviewed and approved this MOU, finding that this regional partnership advances the health, safety, and welfare of all residents within their jurisdictions; and
WHEREAS, the Parties desire to cooperate in good faith to operate a new regional emergency housing and services center; and
WHEREAS, the Parties desire to define the responsibilities of each Party with respect to the funding and operation of a new Regional Navigation Center.

PAGE 2 OF 2C484

TABLE OF CONTENTS
I. RECITALS............................................................................... 4 II. PURPOSE............................................................................... 4 III. TERM...................................................................................... 4 IV. TERMINATION....................................................................... 4 V. COUNTY RESPONSIBILITIES ....................................... 5 VI. SCOPE OF SERVICES......................................................... 10 VII. RESPONSIBILITIES OF THE CITY PARTIES...................... 12 VIII. PRINCIPAL REPRESENTATIVES AND NOTICE ............. 14 IX. MISCELLANEOUS................................................................ 15 PAGE 3 OF 2C485
I. RECITALS
The Recitals set forth above are true and correct and are hereby incorporated and made a substantive part of this MOU by this reference.

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

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

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

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

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

B. Individual Party Withdrawal. Beginning in the ninth ( 9th) year after the Effective Date of this MOU, any City Party may withdraw from this MOU by providing twelve ( 12) months advance written notice to all other Parties. The withdrawing Party must continue all obligations, including timely payment of costs and any applicable termination fees, PAGE 4 OF 2C486
through the effective date of withdrawal. Notwithstanding the above, beginning in the third 3rd) year after the Effective Date of this MOU, the City of Ontario may withdraw from this MOU by providing three ( 3) months advance written notice to all other Parties.

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

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

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

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

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

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

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

2. Vendor Oversight. The County shall, at all times, have the duty and responsibility to oversee the conduct and performance of any vendor and sub -vendors, and take appropriate measures to ensure vendors are, at all times, in compliance with the PAGE 5 OF 2C487
provisions of this MOU and any operations agreements between the County and such vendors.

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

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

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

H. Indemnification and Insurance Requirements

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

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

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

2. Insurance. County and City Parties are authorized self -insured or partially self -insured public entities for purposes of Professional Liability, General Liability, Automobile Liability and Worker' s Compensation and warrant that through their respective programs of self- insurance and insurance, they have adequate coverage or resources to protect against PAGE 6 OF 2C488
liabilities arising out of performance of the terms, conditions or obligations of this Agreement.

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

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

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

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

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

The data submission shall include, at a minimum, information on client demographics; services provided; bed utilization records by jurisdiction; project PAGE 7 OF 2C489
enrollments and exits; recidivism rates within six ( 6) to twelve ( 12) months; housing outcomes and cost incurred per outcome. Data shall be submitted in a format approved by the City Parties and within fifteen ( 15) days following the end of each quarter. The City Parties reserve the right to request additional HMIS data or performance reports as necessary to evaluate program outcomes and compliance with funding requirements.

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

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

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

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

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

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

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

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

7. Costs.
a. Audit Costs. The County shall bear all costs associated with the annual audit described in this Section V. K. The County shall not charge the City Parties for any expenses directly related to conducting or procuring the annual audit of the Facility Operator' s financial records. b. Administrative Fee. Separately, the County may assess an administrative fee to recover reasonable costs associated with its management and oversight of the Facility, including fiscal administration, contract management, compliance monitoring, and coordination of reporting PAGE 8 OF 2C490
requirements. Any such administrative fee shall not exceed a reasonable percentage of total operating costs and shall be disclosed annually to the Oversight Committee as part of the County' s presentation of the Facility' s annual operating budget.

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

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

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

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

PAGE 9 OF 2C491
f) Require the Facility vendor for operations and management to submit an annual budget and present the annual budget to the Oversight Committee for review and consideration.

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

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

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

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

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

D. Operations and Access Protocols
PAGE 10 OF 2C492
The Facility will not accept walk- ins. All guests must be referred by an approved entity. A bed reservation system will be maintained to manage referrals and ensure capacity coordination. Upon discharge — whether voluntary or involuntary — the Facility Operator will coordinate alternate housing placement or provide return transportation to the originating city, except in cases involving individuals deemed violent or dangerous, in which case coordination with appropriate agencies ( e.g., law enforcement, behavioral health, probation/ parole) will occur.

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

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

F. Compliance and Oversight

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

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

2. Facility Operations Parameters. The Operations Plan shall establish the Facility as a coordinated entry navigation center with the following operational requirements:
a) Admissions Process. The Facility shall not accept walk- in admissions. All prospective residents must be referred through a participating jurisdiction, law enforcement or approved healthcare provider and transported by an agency, department, or organization that has been authorized by the County or a participating City Party to conduct outreach and make referrals to the Facility, before admission can occur.
b) Resident Movement. Residents may leave the premises for activities that support their housing stability and personal well- being, including but not limited to healthcare appointments, employment opportunities, educational programs, family reunification efforts, faith - related activities, and other case plan objectives, subject to coordination with Facility staff and available transportation arrangements. For school - age children at the Facility, the Facility Operator shall coordinate with the appropriate local education agency, in accordance with the federal McKinney- Vento Homeless Assistance Act, to ensure safe and reliable transportation to and from school and related educational activities.
c) Discharge and Transport. When a resident is discharged for non- compliance with facility requirements or voluntarily chooses to leave, the PAGE 11 OF 2C493
Kull
Facility Operator shall coordinate an alternative housing placement if possible. If not available, the Facility Operator will arrange transportation back to the city of origin. Discharges of residents who are deemed violent or otherwise dangerous shall be coordinated with appropriate agencies including law enforcement, behavioral health services, and/ or probation or parole officers as necessary for public safety.
d) Resident Agreement. Prior to admission, all residents must acknowledge and agree in writing to Facility requirements and applicable provisions of the Operations Plan.
e) Plan Modifications. The operational provisions required by this section may not be modified or deleted without advance written approval of all Parties. Notwithstanding the foregoing, the " No Walk -In / No Walk - Out" requirement described in Section VI. F.2(a) and the " Return to City of Origin" provision described in Section VI. F.2(c) are mandatory and shall not be amended, modified, or eliminated under any circumstances.

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

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

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

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

RESPONSIBILITIES OF THE CITY PARTIES
A. The City Parties agree to a pro rata share of costs related to Facility management as detailed in Sections VII. 0 and VII. D.

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

Two Hundred Thousand Dollars ($ 200, 000. 00): five ( 5) beds PAGE 12 OF 2C494

2. Two Hundred Fifty Thousand Dollars ($ 250, 000. 00): seven ( 7) beds

3. Three Hundred Thousand Dollars ($ 300, 000. 00) and above: ten ( 10) beds

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

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

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

C. The contributions of the City Parties for the first year of the operation of the Facility, payable to the County on or before the Effective Date, shall total Three Million Dollars 3,000, 000. 00) and shall be allocated among the City Parties on the basis generally of the size and population of each City Party and the estimated unhoused population within each jurisdiction for the year prior to the Effective Date. The prorated payment allocations for the initial operational year shall be as follows:

1. Chino: Two Hundred Thousand Dollars ($ 200, 000. 00)

2. Chino Hills: Two Hundred Thousand Dollars ($ 200, 000. 00)

3. Fontana: One Million Dollars ($ 1, 000, 000. 00)

4. Montclair: Two Hundred Fifty Thousand Dollars ($ 250, 000. 00)

5. Ontario: Two Hundred Fifty Thousand Dollars ($ 250, 000. 00) annually for the first three ( 3) operational years

6. Rancho Cucamonga: Three Hundred Thousand Dollars ($ 300, 000. 00)

7. Rialto: Two Hundred Fifty Thousand Dollars ($ 250, 000. 00)

8. Upland: Two Hundred Fifty Thousand Dollars ($ 250, 000. 00)

9. County: Four Hundred Seventy - Five Thousand Dollars ($ 475, 000. 00) D. For the City of Ontario, this contribution shall be fixed at $ 250, 000 per year for the first three ( 3) years of Facility operations. After the conclusion of the third year, Ontario shall have no further obligation to provide funding and shall not be entitled to refer or utilize the Facility thereafter, unless Ontario elects to extend the Agreement beyond three ( 3) years in accordance with Section III. A.

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

F. Thereafter, the contributions of the City Parties, payable to the County prior to each fiscal year in semi- annual amounts or an annual lump sum payment at the election of each City Party shall be adjusted in July of each fiscal year for the duration of this MOU by the value of the immediately preceding January Consumer Price Index for All Urban Consumers for Riverside -San Bernardino - Ontario, not to exceed five percent ( 5%) annually. Following PAGE 13 OF 2C495
the second ( 2nd) year of the operation of the Facility, the annual prorated payment allocations of each City Party for subsequent fiscal years shall be adjusted in accordance with the information provided by the most recent Point -in -Time Count, provided that the total annual contributions of all City Parties shall not be less than Three Million Dollars 3,000, 000. 00) per year. Agreed upon adjustments, if any, shall be based on good faith negotiations and written agreements between the Parties after review and audit of the actual usage by each Party and the actual cost of operation of the facility for the prior two- year period.

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

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

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

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

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

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

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

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

D. City Manager or his/her designee is designated as the principal representative of the City of Montclair for purposes of communicating with said city on any matter associated with PAGE 14 OF 2C496
M
the performance of the services set forth in this MOU and for purposes of any notice provided to the Parties, or any of them, in connection with this MOU.

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

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

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

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

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

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

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

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

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

C. Entire Agreement. This MOU supersedes any and all prior or contemporary agreements, either oral or written, between the Parties or any of them with respect to the subject matter of this MOU. This MOU contains all of the covenants and agreements PAGE 15 OF 2C497
between the Parties with respect to the subject matter of this MOU, and each Party hereto acknowledges that no representations, inducements, promises or agreements have been made by or on behalf of any Party, except those covenants and agreements in this MOU.

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

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

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

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

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

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

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

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

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

L. Review by Attorneys. Each Party hereto has had its attorney( s) review this MOU. Each Party hereto has consulted with its attorney( s) and has negotiated the terms of this MOU based on such consultation.

PAGE 16 OF 2C498
M. Authorization of Persons Executing MOU. Each of the Parties to this MOU hereby represent that all necessary and appropriate actions of their governing bodies have been taken to make this MOU a binding obligation of the Parties hereto. The persons executing this MOU warrant that they are duly authorized to execute this MOU on behalf of and bind the Parties each purports to represent.

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

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

PAGE 17 OF 2C499
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

SAN BERNARDINO COUNTY
Do -
Dawn Rowe, Chair, Board of Supervisors
Dated:

SIGNED AND CERTIFIED THAT A COPY OF THIS

DOCUMENT HAS BEEN DELIVERED TO THE

CHAIRMAN OF THE BOARD
By
Lynna Monell
Clerk of the Board of Supervisors
of the San Bernardino County
Deputy
PAGE 18 OF 2C500
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF CHINO
Rv•
Name
Title:

Dated
Authorized signature - sign in blue ink)
Print or type name of person signing contract)
Print or Type)
Address: 13220 Central Avenue
Chino, CA 91710
Approved as to form:

City Attorney)
PAGE 19 OF 2C501
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF CHINO HILLS
Rv•
Authorized signature - sign in blue ink)
Name
Print or type name of person signing contract)
Title
Print or Type)
Dated
Address: 14000 Citv Center Drive
Chino Hills, CA 91709
Approved as to form:

City Attorney)
PAGE 20 OF 2C502
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF FONTANA
R"
Name
Title:

Dated
Authorized signature - sign in blue ink)
Print or type name of person signing contract)
Print or Type)
Address: 8353 Sierra Avenue
Fontana, CA 92335
Approved as to form:

City Attorney)
PAGE 21 OF 2C503
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF MONTCLAIR
R"
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Name
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Title
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Dated
Address: 5111 Benito Street
Montclair, CA 91763
Approved as to form:

City Attorney)
PAGE 22 OF 2C504
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF ONTARIO
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Title:

Dated
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Address: 303 E B Street
Ontario, CA 91764
Approved as to form:

City Attorney)
PAGE 23 OF 2C505
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF RANCHO CUCAMONGA
By:

Name:

Title:

Dated
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Address: 10500 Civic Center Drive
Rancho Cucamonga, CA 91730
Approved as to form:

City Attorney)
PAGE 24 OF 2C506
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF RIALTO
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Dated
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Address: 150 S Palm Avenue
Rialto, CA 92376
Approved as to form:

City Attorney)
PAGE 25 OF 2C507
IN WITNESS WHEREOF, the Parties have each caused this MOU to be executed as of the dates set forth below by its duly authorized officers, on its behalf.

CITY OF UPLAND
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Address: 460 N Euclid Avenue
Upland, CA 91786
Approved as to form:

City Attorney)
PAGE 26 OF 2C508
8353 Sierra Avenue
City of Fontana
Fontana, CA92335
Action Report
City Council Meeting
File #: 25- 0529 Agenda Date: 10/ 28/ 2025
Agenda #: A. Category: Public Hearing
FROM:

Planning Department
SUBJECT:

Appeal No. 25- 0002: Request to overturn the Planning Commission' s August 19, 2025 decision adopting a Categorical Exemption per Section 15332 ( Class No. 32) and approving Conditional Use Permit No. 24- 0022, and Design Review No. 23- 0024 for the development of a mixed use project 163 multi -family units and 5,000 square feet of commercial retail) within the R-5 zoning district that includes a five -story 83, 125 square foot mixed -use building and associate improvements, on a 3.5 acre site located on the northeast corner of Foothill Boulevard and Sultana Avenue and identified as Assessor Parcel Numbers 11110- 331- 13 and 1110- 331- 25.

RECOMMENDATION:

Deny Appeal No. 25-0002, thereby upholding the Planning Commission' s decision on August 19, 2025, approving, pursuant to a categorical exemption under California Environmental Quality Act CEQA) Section No. 15332 ( Class No. 32. Infill Development), Conditional Use Permit No. 24- 0022 and Design Review No. 23- 0024 for the development of a five -story mixed -use project including 163 multi -family units and 5,000 square feet of commercial retail within the R-5 zoning district and for the site and architectural review of a five -story 83, 125 square foot mixed -use building and associated improvements on a 3. 5 acre site located on the northeast corner of Foothill Boulevard and Sultana Avenue ( APN Nos.: 1110- 331- 13 and 1110- 331- 25).

APPELLANT / APPEAL APPLICANT:

Appeal No. 25- 0002: Supporters Alliance for Environmental Responsibility, 1939 Harrison Street, Suite No. 150, Oakland, CA 94612.

COUNCIL GOALS:

Promote economic development by concentrating on job creation.

Promote economic development by establishing a quick, consistent development process.

Promote economic development by being business friendly at all levels and striving to constantly improve the city' s competitiveness.

DISCUSSION:

On August 26, 2025, the City received an application for an appeal ( Appeal No. 25- 0002) from Supporters Alliance for Environmental Responsibility. The application is a request to overturn the Planning Commission adoption of a Categorical Exemption, Section 15332, Class No. 32, and approval of the development of a five -story mixed -use project ( 163 multi -family units and 5,000 square feet of commercial retail) within the R-5 zoning district totaling 83, 125 square feet.

City of Fontana Page 1 of 3 Printed on 10/ 22/ 2025
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File #: 25- 0529 Agenda Date: 10/ 28/ 2025
Agenda #: A. Category: Public Hearing
Project entitlements include Conditional Use Permit No. 24- 0022 and Design Review No. 23- 0024 and adoption of a Categorical Exemption Section 15332 ( Class No. 32) for the development of a five - story mixed use project ( 163 multi -family units and 5,000 square feet of commercial retail) within the R-5 zoning district totaling 83, 125 square foot mixed -use building and associate improvements, on a

3. 5 acre site located on the northeast corner of Foothill Boulevard and Sultana Avenue ( APNs: 11110- 331- 13 and 1110- 331- 25).

Background:

The Planning Commission held a public hearing on August 19, 2025 and approved Conditional Use Permit No. 24-0022 and Design Review No. 23- 0024, pursuant to a Categorical Exemption under CEQA Section 15332 ( Class No. 32), with adoption of Resolution PC Number 2025- 027 on a 4- 0 vote. The staff report and attachments for the August 19, 2025, Planning Commission hearing for the project, along with meeting minutes, are included as Attachment Nos. 4 and 5, respectively, to this staff report.

Appeal:

Subsequent to the Planning Commission' s August 19, 2025, approval of Conditional Use Permit No. 24-0022 and Design Review No. 23-0024, the City received Appeal No. 25- 0002 from Supporters Alliance for Environmental Responsibility. In summary, the appellant contends that the terms of the Class No. 32 Exemption do not apply because the Project site has value as habitat for endangered, rare, or threatened species. The appellant also claims that the City should rescind the Project approvals, conduct an initial study, and prepare a new CEQA document, whether a mitigated negative declaration or environmental impact report, to analyze and mitigate the Project' s environmental impacts. Responses to the letters have been prepared to address the issues raised by the appellant ( see Attachment No. 3).

The project environmental consultant ( Lilburn Corporation), who prepared the CEQA Class No. 32 ( In Fill Development) Categorical Exemption Memorandum for the Mixed -Used Project, has prepared written responses to the applicant' s claims. The responses explain why the claims raised in the Supporters Alliance for Environmental Responsibility letter were not significant and the Categorical Exemption was appropriate. The detailed response to the claims raised in the appeal finds that none of the comments provide substantial evidence to support the preparedness of an Initial Study/ Mitigated Negative Declaration.

FISCAL IMPACT:

None.

MOTION:

Approve staff' s recommendation.

ATTACHMENTS:

1. Vicinity Map

2. Appellant Letter - Support Alliance for Environmental Responsibility Memorandum

3. Applicant' s Environmental Consultant Response to Appeal Letter

4. Planning Commission August 19, 2025, Packet
City of Fontana Page 2 of 3 Printed on 10/ 22/ 2025
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File #: 25- 0529 Agenda Date: 10/ 28/ 2025
Agenda #: A. Category: Public Hearing

5. Planning Commission Minutes of August 19, 2025

6. Clerk of the Board Fee Receipt and NOE

7. Public Hearing Notice
City of Fontana Page 3 of 3 Printed on 10/ 22/ 2025
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ATTACHMENT NO. 1 512
ATTACHMENT NO. 2
Via Accela Portal
August 26, 2025
Germaine Key
City Clerk' s Office
City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
gkey@fontana. org
Patty Nevins
Director of Planning
City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
pnevins@fontanaca. gov
planning@fontanaca. gov
19!,') Harrison S( rer,' t, .`>' Irr ' 1,` 0 vvWW luz rmdrurycom Ocnklsirrr (' AA. 4, 612 I I:yy+l y; ailoz 3ur,,,ira..iryr;. ear'r'- Salvador Quintanilla, Senior Planner
Planning Department
City of Fontana
8353 Sierra Avenue
Fontana, CA 92335
suintanilla@fontanaca. gov
Re: Appeal of August 19, 2025, Planning Commission Decision Approving Master Case No. 23- 0101 ( Conditional Use Permit No. 24- 0022, Design Review No. 23- 0024) and Class 32 Categorical Exemption Dear City Clerk Key, Director Nevins, and Planner Quintanilla:

I am writing on behalf of Supporters Alliance for Environmental Responsibility SAFER"), regarding Master CaseNo. 23-0101 (Conditional Use Permit No. 24-0022, Design Review No. 23- 0024), which proposes the construction of a mixed -use development consisting of 163multi -family residential units located on a 3.5 acre site located on the northeast corner of Foothill Boulevard and Sultana Avenue on APNs 1110- 331- 13 and 1110- 331- 25 in the City of Fontana (" Project"). Through this letter, SAFER appealsthe City of FontanaPlanning Commission' s (" City") August 19, 2025 decision to approve the Project based on the City' s reliance on a Class 32 Categorical Exemption for the Project.

The Planning Commission' s August 19, 2025, decision related to the Project should not be upheld because under the California Environmental Quality Act (" CEQA"), the terms of the Class 32 Exemption do not apply becausethe Project site hasvalue ashabitat for endangered, rare, or threatened species. SAFER requests that the City rescind the Project approvals, conduct an initial study, andprepare a CEQA document, whether a mitigated negative declaration or environmental impact report, to analyze and mitigate the Project' s environmental impacts. 513
Appeal of August 19, 2025, Planning Commission Decision Approving Master Case No. 23- 0101 ( Conditional Use Permit No. 24- 0022, Design Review No. 23- 0024) and Class 32 Categorical Exemption
August 26, 2025

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Fontana City CouncilOctober 28, 2025

Fontana City Council
October 28, 2025