Fontana City Council
October 13, 2026

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Cell Site Name: SB101 City of Fontana Her/Heritage Circle Park Fixed Asset No.: BUN 827332/IE04101A
Address: Baseline Road/Heritage Circle, Fontana CA 92336

FOURTH AMENDMENT TO WIRELESS COMMUNICATIONS SITE LICENSE

AGREEMENT

THIS FOURTH AMENDMENT TO WIRELESS COMMUNICATIONS SITE LICENSE AGREEMENT (“Fourth Amendment”), dated as of the later of the signature dates below (the “Effective Date”) is made by and among the CITY OF FONTANA, a California municipal corporation, having a mailing address of 8353 Sierra Ave., Fontana, California 92335 (“Licensor”), and T-MOBILE WEST TOWER LLC, a Delaware limited liability company, by and through CCTMO LLC, a Delaware limited liability company, its attorney in fact (“Licensee”), having a mailing address of 8020 Katy Freeway, Houston, Texas 77024.

WHEREAS, Licensor entered into a Wireless Communications Site License Agreement, dated September 14, 2000 (the “Original Agreement”), with Licensee’s predecessor in interest, Pacific Bell Wireless, LLC, a Nevada limited liability company (“Original Licensee”), as amended by that First Amendment to the Communications Site License Agreement dated January 2, 2001, as further amended by that Second Amendment to the Wireless Communications Site License Agreement dated April 25, 2001 and by that Third Amendment to Wireless Communications Site License Agreement, dated on or about July 22, 2019, a memorandum of which was recorded in the official records of San Bernardino County, California (the “Official Records”) on September 13, 2019 at Document No. 2019-0326047 (hereinafter the Original Agreement and all subsequent amendments are collectively referred to as the “Agreement”), whereby Licensor leases to Licensee certain premises therein described, that are a portion of the real property located at Baseline Road/Heritage Circle, Fontana CA 92336 (“Land”) for purposes of installing Licensee’s communications equipment (such portion of the Land is hereinafter, the “Premises”); and
WHEREAS, the name of the Original Licensee was changed from “Pacific Bell Wireless, LLC” to “TMO CA/NV, LLC” pursuant to the Amendment to Articles of Organization filed with the Secretary of State of the State of Nevada on February 15, 2005, and TMO CA/NV, LLC merged into T-Mobile West Corporation pursuant to a Certificate of Merger of Domestic Corporation and Foreign Limited Liability Company filed with the Secretary of State of the State of Delaware on June 26, 2009, and “T-Mobile West Corporation” converted to “T-Mobile West LLC” pursuant to a Certificate of Conversion filed with the Delaware Secretary of State on June 25, 2012, and T-Mobile West LLC assigned its interest in the Agreement to Licensee pursuant to a Memorandum of Assignment and Assumption Agreement dated November 28, 2012, and Licensee granted Limited Power of Attorney to CCTMO LLC on November 30, 2012;
WHEREAS, Licensee is the ultimate successor-in-interest to Original Licensee under the Agreement and is duly authorized and has the full power, right and authority to enter into this Fourth Amendment and to perform all of its obligations under this Fourth Amendment; WHEREAS, Licensee, through its agent and manager CCTMO LLC, seeks Licensor’s consent to make modifications and upgrades to the existing mobile/wireless communications facilities on the Premises; and
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WHEREAS, Licensor and Licensee desire to amend the Agreement on the terms and conditions contained herein.

NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

1. Incorporation of Recitals. The recitals set forth above are incorporated herein as if set forth in their entirety.

2. Term Extension. At the end of the final Renewal Term presently set forth in the Agreement, which the Parties agree is December 21, 2030, the Term will automatically renew for four (4) separate consecutive additional periods of five (5) years each (each being defined as a “Renewal Term”) upon the same terms and conditions of the Agreement, provided that Licensee is not then in default under the Agreement beyond any applicable cure periods, and unless Licensee notifies Licensor in writing of Licensee’s intention not to renew the Agreement at least sixty (60) days prior to the expiration of the existing Term.

3. Rent Increase. Commencing on December 22, 2030, the Rent shall increase to Three Thousand and 00/100 Dollars ($3,000) per month. The Rent shall be payable and subject to adjustment in the same manner and on the same terms as described in Section 5(a) and 5(b) of the Original Agreement.

4. Consent to Modifications. Pursuant to Section 6(b) of the Original Agreement, Licensor hereby consents to Licensee’s request to make certain modifications and upgrades to the existing mobile/wireless communication facilities on the Premises as are specifically described and depicted in Exhibit B-3 of this Fourth Amendment (the “T-Mobile Modifications”).

5. Signing Bonus. Within sixty (60) days of Licensee’s receipt of a fully executed copy of this Fourth Amendment, Licensee shall pay to Licensor a one-time amount of Five Thousand and 00/100 Dollars ($5,000.00) for the full execution of this Fourth Amendment (the “Conditional Signing Bonus”). In the event that this Fourth Amendment is not fully executed by Licensor for any reason, Licensee shall have no obligation to pay the Conditional Signing Bonus to Licensor.

6. Parking Restrictions. Licensee or Licensee’s sublicensees, contractors, agents, personnel or invitees shall not park or store any vehicles, equipment, or other appurtenances on the sidewalk or parkway adjoining the Premises and Baseline Road at any time, except as approved and depicted in Exhibit B-3; provided that Licensee will notify Licensor in writing prior to any overnight parking or storage of construction vehicles or equipment within the permissible areas shown in Exhibit B-3. Licensee hereby acknowledges that this prohibition is intended to ensure the unobstructed and safe passage of pedestrians, including but not limited to students from the nearby primary and secondary schools via the existing sidewalk. Any violation of this provision shall constitute a breach of the Agreement and shall be grounds for Licensor to immediately declare Licensee in default of the Agreement; provided that to cure such violation, Licensee will pay a fine in the amount of One Thousand and 00/100 Dollars ($1,000.00) for the first violation, Two Thousand and 00/100 Dollars ($2,000.00) for the second violation, and Three Thousand and 00/100 Dollars ($3,000.00) for the third and subsequent violations, within thirty (30) days following receipt of Licensor’s written notice of violation together with photo 724

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documentation evidencing the violation, which photos will include clear images of (i) the vehicle or equipment, (ii) the location of the vehicle or equipment, and (iii) the license plate number including state of issuance. In furtherance of the foregoing, Licensee may install signs at the Premises and areas surrounding the Premises related to the restrictions set forth in this Section upon written approval from Licensor, such approval not to be unreasonably withheld, conditioned or delayed.

7. Governmental Approvals. All parties acknowledge that Licensor, in executing this Fourth Amendment, is acting only in its proprietary capacity as the owner of the Land and Premises, and not in any regulatory fashion. Licensee shall not consider this Fourth Amendment as approval of any applicable permits, licenses or other governmental approvals required for the construction or operation needed for the use described herein. Any required permits or approvals for the T-Mobile Modifications shall be obtained by Licensee at Licensee’s sole expense. Furthermore, it is understood and agreed that Licensee’s ability to install the T-Mobile Modifications is contingent upon its obtaining, prior to construction of the T-Mobile Modifications, all of the certificates, permits, authorizations, and other approvals, including, but not limited to, the preparation and approval of a traffic control plan, that may be required by any federal, state, or local authorities (collectively, the “Governmental Approvals”; individually, a “Governmental Approval”). Licensor shall bear no responsibility or liability under the Agreement and this Fourth Amendment for Licensee’s inability to make use of the Premises for the T-Mobile Modifications due to a failure to obtain any required permit, authorization, or approval. If Licensee fails to receive such permits, authorizations, or approvals within one (1) year of the Effective Date, Licensor’s consent to the installation of the T-Mobile Modifications shall be withdrawn by Licensor’s written notice to Licensee; provided, however, the Agreement and remaining terms of this Fourth Amendment shall remain in full force and effect.

8. Notice Address. Licensee’s notice address as stated in the Agreement is amended as follows:

Licensee: T-Mobile West Tower LLC
12920 S.E. 38th Street
Bellevue, Washington 98006
Attention: Leasing Administration
With a copy to:

T-Mobile West Tower LLC
c/o CCTMO LLC
Attn: Legal - Real Estate Department
8020 Katy Freeway
Houston, TX 77024

9. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this Fourth Amendment, the terms of this Fourth Amendment shall control.

Except as expressly set forth in this Fourth Amendment, the Agreement is otherwise unmodified and remains in full force and effect. Each reference in the Agreement shall be deemed also to refer to this Fourth Amendment.

10. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as defined in the Agreement.
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11. Ratification.
a. Licensor and Licensee agree that Licensee is the current licensee under the Agreement, the Agreement is in full force and effect, as amended herein, and the Agreement contains the entire agreement between Licensor and Licensee with respect to the Premises.
b. Licensor and Licensee agree that no known breaches or defaults exist as of the date of this Fourth Amendment.
c. Licensor and Licensee each represent and warrant that they are duly authorized and have the full power, right and authority to enter into this Fourth Amendment and to perform all of their obligations under the Agreement as amended. d. Each party agrees to provide such further assurances as may be requested to carry out and evidence the full intent of the parties under the Agreement as amended hereby, and ensure Licensee’s quiet enjoyment of the Premises under the Agreement as amended hereby.

12. Recordation. Licensee, at its cost and expense, shall have the right to record a memorandum of this Fourth Amendment (“Memorandum”) in the Official Records at any time following the execution of this Fourth Amendment by all parties hereto.

13. Signatures Required; Counterparts. This Fourth Amendment shall have no force or effect whatsoever unless and until it has been executed by Licensor and Licensee. This Fourth Amendment may be executed in two or more counterparts, each of which will be deemed an original and all of which together constitute one agreement. Counterparts and/or signatures delivered by facsimile, pdf or other electronic means have the same force and effect as the use of a manual signature. Both Licensor and Licensee wish to permit this Fourth Amendment to be electronically signed in accordance with applicable federal and California law. Either party to this Fourth Amendment may revoke its permission to use electronic signatures at any time for future documents by providing notice pursuant to the Agreement. The parties agree that electronic signatures, by their respective signatories are intended to authenticate such signatures and to give rise to a valid, enforceable, and fully effective Fourth Amendment. [continues on following page]
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IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute this Fourth Amendment as of the latter dates set forth below. “LICENSOR”

CITY OF FONTANA,
a California municipal corporation
By:

Name:

Its:

Date:
“LICENSEE”

T-MOBILE WEST TOWER LLC,
a Delaware limited liability company
By: CCTMO LLC,
a Delaware limited liability company
Its: Attorney in Fact
By:

Name:

Its:

Date:
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Exhibit B-3
Site Plan for Modifications
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City of Fontana
Action Report
City Council Meeting
8437 Sierra Avenue
Fontana, CA 92335
File #: 26-1315 Agenda Date: 10/13/2026
Agenda #: AD. Category: Consent Calendar
FROM:

City Manager's Office
SUBJECT:

Memorandum of Understanding (MOU) with San Antonio Hospital supporting their participation in the 340B Drug Pricing Program.

RECOMMENDATION:

Approve Memorandum of Understanding (MOU) between the City of Fontana and the San Antonio Regional Hospital for participation in the 340B Drug Pricing Program pursuant to Section 340B of the Public Health Service Act.
..End
COUNCIL GOALS:
· To concentrate on Inter-governmental relations by working cooperatively with neighboring jurisdictions.
· To concentrate on Inter-governmental relations by establishing partnerships and positive working relationships with other public agencies providing services to residents and local businesses.

DISCUSSION:

The 340B Drug Pricing Program was established by Congress to allow eligible health care providers to stretch scarce federal resources in order to serve more patients and provide more comprehensive services.

This Memorandum of Understanding is entered into pursuant to Section 340B of the Public Health Service Act (42 U.S.C. §256b). Under this statute, a private nonprofit hospital may qualify for participation in the 340B Drug Pricing Program if it has a contract with a unit of State or local government to provide health care services to low-income individuals who are not entitled to benefits under Medicare and who are not eligible for assistance under Medicaid.

The purpose of this MOU is to formalize and document San Antonio Regional Hospital’s longstanding commitment to provide health care services to low-income, uninsured, and underserved individuals within the community, including individuals who are not entitled to Medicare or Medicaid benefits.

This agreement memorializes San Antonio Regional Hospital’s commitment to serve these populations and the City of Fontana’s recognition of San Antonio Regional Hospital’s role in supporting the public health of the community.

City of Fontana Page 1 of 2 Printed on 10/6/2026
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File #: 26-1315 Agenda Date: 10/13/2026
Agenda #: AD. Category: Consent Calendar
San Antonio Regional Hospital is a nonprofit corporation and has a longstanding commitment to providing health care services to low-income individuals within the community, and providing Community Benefit Programs including but not limited to:
· charity care programs
· financial assistance policies
· community outreach initiatives
· preventive health programs
· access-to-care programs for uninsured patients.

FISCAL IMPACT:

None
MOTION:

Approve staff recommendation.

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City of Fontana
Action Report
City Council Meeting
8437 Sierra Avenue
Fontana, CA 92335
File #: 26-1245 Agenda Date: 10/13/2026
Agenda #: A. Category: New Business
FROM:

Finance
SUBJECT:

Fiscal Year 2026-27 First Quarter Budget Status Report
RECOMMENDATION:

1. Approve the recommended Fiscal Year 2026-27 First Quarter Budget adjustments.

2. Approve the recommended Updated Fiscal Year 2026-27 Productive Hourly Rate Schedule and Fully Burdened Hourly Rate Schedule.

COUNCIL GOALS:
· Operate in a businesslike manner by ensuring that the public debate is based on accurate information.
· Operate in a businesslike manner by correcting problems immediately. · 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 fully funding liabilities and reserves. · Practice sound fiscal management by developing long-term funding and debt management plans.
· 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 utilizing Measure-I Funds wisely.

DISCUSSION:

The City’s budget is an important policy document, serving as the annual financial plan that identifies the spending priorities for the organization. Quarterly budget status reports are developed and presented to the City Council to provide the most current information on the financial activities of the City upon which to base decisions. Additionally, quarterly reports assist City departments in communicating their financial operations throughout the fiscal year including any program changes and significant impacts to their annual budgets, as well as gauging the City’s budget plan as City of Fontana Page 1 of 8 Printed on 10/7/2026
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File #: 26-1245 Agenda Date: 10/13/2026
Agenda #: A. Category: New Business
compared to actual revenue and expenditures. This report includes requested departmental budget adjustments and preliminary year-to-date actuals through the First Quarter of Fiscal Year 2026-27, covering the period through September 30, 2026.

The current citywide Fiscal Year 2026-27 budget is comprised of a total of 200 funds including the General Fund, Other General Funds (10 funds), Special Revenue Funds (135 funds), Enterprise Funds (5 funds), Capital Project Funds (36 funds), a Debt Service Fund, an Internal Service Fund, and Other Agency Funds (11 funds). The current total citywide Fiscal Year 2026-27 budget (excluding other agency funds) includes total uses (expenditures and transfers out) for all City funds of $424.0 million and total sources (revenues and transfers in) of $440.4 million. The Recommended Budget includes an increase in total sources of $23.9 million for a total of $464.3 million and an increase in total uses of $60.7 million for a total of $484.7 million. 2026-27 Budget
All City Funds
Proposed
Current Revisions Recommended
Revenues $ 366,948,400 $ 23,942,422 $ 390,890,822
Transfers In $ 73,475,190 $ (28,155) $ 73,447,035
Total Sources $ 440,423,590 $ 23,914,267 $ 464,337,857
Expenditures $ (350,569,760) $ (60,713,409) $ (411,283,169) Transfers Out $ (73,475,190) $ 28,155 $ (73,447,035)
Total Uses $ (424,044,950) $ (60,685,254) $ (484,730,204) Results from Operations $ 16,378,640 $ (36,770,987) $ (20,392,347)

GENERAL FUND
The current Fiscal Year 2026-27 General Fund Operating Budget includes total uses of $222.5 million and total sources of $223.3 million. The Recommended Budget includes a decrease in total sources of $18,490 for a total of $223.3 million and an increase in total uses of $3.9 million for a total of $226.3 million.

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File #: 26-1245 Agenda Date: 10/13/2026
Agenda #: A. Category: New Business
2026-27 Budget
General Fund (Fund 101)
Proposed
Current Revisions Recommended
Revenues $ 214,023,770 $ 58,030 $ 214,081,800
Transfers In $ 9,290,460 $ (76,520) $ 9,213,940
Total Sources $ 223,314,230 $ (18,490) $ 223,295,740
Expenditures $ (167,279,600) $ (3,805,614) $ (171,085,214) Transfers Out $ (55,208,560) $ (48,365) $ (55,256,925)
Total Uses $ (222,488,160) $ (3,853,979) $ (226,342,139) Results from Operations $ 826,070 $ (3,872,469) $ (3,046,399) Notable Changes
· Offsetting Adjustments - an increase in revenues and appropriations of $58,030 primarily for dispatch unit service agreement and battery backup.
· One-time Requests - increase in appropriations of $1.5 million in various operating accounts to fund one-time expenditures mainly due to one-time requests in the 2026-27 budget cycle that were not approved. Funding was approved by Council in the 2025-26 Fourth Quarter Budget Report. Notable adjustments include:
o Administrative Services: increase in appropriations of $500,000 for City Rose Parade float.
o Building & Safety: increase in appropriations of $400,000 for graffiti abatement. o Public Works & Engineering: increase in appropriations of $290,761 for consultant fees. · Recurring Requests - an increase in appropriations of $176,650 primarily for retail consulting services, Co-sponsorship program (File #21-1060), and new vehicle maintenance. · Carryovers - increase in appropriations $2.1 million in various operating accounts which represents the carrying forward of prior year one-time budget for purchases and projects that were not completed by the 2025-26 fiscal yearend and appropriation for forecasted one-time requests in the 2026-27 budget cycle that were not funded with the budget adoption.

The carry forward requests of prior year one-time budget represents numerous requests across multiple departments including:
o City Admin ($16,662)
o City Clerk ($37,402)
o Community Services ($1,926)
o Finance ($1.9 million)
o Development Services ($368,485)
City of Fontana Page 3 of 8 Printed on 10/7/2026
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File #: 26-1245 Agenda Date: 10/13/2026
Agenda #: A. Category: New Business
o Building & Safety ($94,510)
o Planning ($777,315)
o Public Works & Engineering ($127,859)
o Police ($271,530)
Fund Balance Analysis
The recommended 2026-27 ending fund balance of $59.5 million reflects a decrease of $3.9 million.

Included in the fund balance of are total operating reserves of $52.9 million which includes a $9.4 million increase and represents 31% of recurring annual expenditures.

The recommended ending fund balance reserves and designations are revised as follows:
· Reserved - Increase in inventories of $197,042.
· Designated:
o PERS Rate Stability: decrease and move $14.4 million to Fund #109 o Contingencies: increase of $9.4 million to $52.9 million o Animal Shelter JPA: no change and maintained at $582,570 (reserved for required annual contributions)
o Operating Contingencies: no change and maintained at $3.0 million o Future Projects & Reserves: increase of $796,869 to $2,418,535 2026-27 Budget
General Fund Balance
Proposed
Current Revisions Recommended
Reserved $ 340,263 $ 197,042 $ 537,305
Designated
PERS Rate Stability $ 14,355,753 $ (14,355,753) $ -
Contingencies $ 43,492,700 $ 9,444,814 $ 52,937,514
Annual Shelter JPA $ 582,570 $ - $ 582,570
Operating Contingencies $ 3,000,000 $ - $ 3,000,000
Future Projects & Resv. $ 1,621,666 $ 796,869 $ 2,418,535 Unappropriated $ - $ - $ -
Ending Fund Balance $ 63,392,952 $ (3,917,028) $ 59,475,924

OTHER GENERAL FUNDS
Other General Funds includes a total of 10 funds which are funded by the General Fund for services that support the City’s general operations. The most notable funds include City Technology, Facility Maintenance, Office of Emergency Services, KFON, Self-Insurance, Retiree Medical Benefits, and General Fund Operating Projects.

The current 2026-27 Other General Funds Operating Budget includes total uses of $43.7 million and total sources of $43.0 million. The Recommended Budget includes no change in total sources for a City of Fontana Page 4 of 8 Printed on 10/7/2026
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File #: 26-1245 Agenda Date: 10/13/2026
Agenda #: A. Category: New Business
total of $43.7 million and an increase in total uses of $4.0 million for a total of $47.7 million. 2026-27 Budget
Other General Funds
Proposed
Current Revisions Recommended
Revenues $ 19,410,540 $ - $ 19,410,540
Transfers In $ 23,586,270 $ - $ 23,586,270
Total Sources $ 42,996,810 $ - $ 42,996,810
Expenditures $ (36,775,030) $ (3,979,894) $ (40,754,924) Transfers Out $ (6,962,950) $ - $ (6,962,950)
Total Uses $ (43,737,980) $ (3,979,894) $ (47,717,874)
Results from Operations $ (741,170) $ (3,979,894) $ (4,721,064) Notable Changes
· City Technology - increase appropriations of $253,000 for 6-months of Fontana 311 subscription increases, Splunk licenses, Microsoft SQL server licenses, Wasabi cloud storage subscriptions, and fire/intrusion alarm services.
· Facility Maintenance - increase appropriations of $143,000 for Civic Center Phase I, File #26 -1138
· Self-Insurance (Litigation) - increase appropriations of $3.4 million for estimated risk settlements.

OTHER CITY FUNDS
Other City Funds includes a total of 178 funds which Special Revenue Funds, Debt Service Funds, Capital Project Funds, Enterprise Funds, and Internal Service Funds.

The current 2026-27 Other City Funds Operating Budget includes total uses of $157.8 million and total sources of $174.1 million. The Recommended Budget includes an increase in total sources of $23.9 million for a total of $198.0 million and an increase in total uses of $40.9 million for a total of $198.7 million.
2026-27 Budget
Other City Funds
Proposed
Current Revisions Recommended
Revenues $ 133,514,090 $ 23,884,392 $ 157,398,482
Transfers In $ 40,598,460 $ 48,365 $ 40,646,825
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File #: 26-1245 Agenda Date: 10/13/2026
Agenda #: A. Category: New Business
Proposed
Current Revisions Recommended
Revenues $ 133,514,090 $ 23,884,392 $ 157,398,482
Transfers In $ 40,598,460 $ 48,365 $ 40,646,825
Total Sources $ 174,112,550 $ 23,932,757 $ 198,045,307
Expenditures $ (146,515,130) $ (40,927,901) $ (187,443,031) Transfers Out $ (11,303,680) $ 76,520 $ (11,227,160)
Total Uses $ (157,818,810) $ (40,851,381) $ (198,670,191) Results from Operations $ 16,293,740 $ (16,918,624) $ (624,884) Notable adjustments include:
· Special Revenue Funds - decrease in fund balance of $11.0 million primarily due to:
o Municipal Services Fiscal Impact - increase in appropriations of $12.0 million for the Water of Life acquisition reserve.
o Federal Asset Seizure (Fund 223) - decrease in fund balance of $2.2 million primarily due to:
• Increase appropriations of $1.0 million for CellXion - Triggerfish subscription, vehicles, and outfitting.
• Increase appropriations of $490,000 for airship mapping system carryover.
• Increase appropriations of $375,000 for CLOSURE AI subscription (File #26-1239).
o PD Traffic Safety - increase in appropriations of $505,000 for new street improvement federal grant.
o Grants (Fund 301) no change in fund balance which includes the reprogramming of existing resources and the addition of the following grants:
• Economic Development Incentive Program: increase revenue and appropriations of $500,000.
• Cypress Grove Apartments: increase revenues and appropriations of $2.0 million.
• OTS Grant: increase in revenues and appropriations of $305,800. o ARPA - City (Fund 302) - increase in revenues of $5.7 million to recognize earned grant revenue.
· Capital Project Funds - decrease in fund balance of $15.7 million primarily due to:
o Capital Reinvestment (Fund 601): net decrease in fund balance of $224,609 primarily due to:
• Defund $10.0 million of the Lease Revenue Bond Series 2025A project and move appropriations for the Westgate at Cherry and Victoria Ave project.
• Defund $2.2 million of the Economic Development Incentive Prog project and the 8491 Sierra Ave Shops project for the FY26/27 Pavement Rehab project.

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File #: 26-1245 Agenda Date: 10/13/2026
Agenda #: A. Category: New Business
• Increase appropriations of $209,300 for 8464 Nuevo Ave warm shell improvements project.
o Capital Improvement (Fund 602): net decrease in fund balance of $3.9 million due to the carry forward of prior year projects including a land purchase/demolition and other special projects org funding.
o Capital Project - TUT (Fund 604): net decrease in fund balance of $4.5 million including the following adjustments:
• Defund $8.0 million from TUT admin and Pavement Rehab project and move appropriations to the Westgate at Cherry and Victoria Ave project. • Defund $4.2 million from TUT admin, Pavement Rehab, and Fernandes Park Fiber Optic projects for the Westgate at Cherry and Victoria Ave project.
• Defund $3.0 million of the Cypress Grove Apartments project and move to the Pavement Rehab project.
• Carryover $4.6 million in prior year operating budget and purchase orders for various TUT projects.
o Circulation Mitigation (Fund 630): decrease in fund balance of $7.1 million for the City match portion of the Westgate at Cherry and Victoria Ave project. · Enterprise Funds - decrease in fund balance of $1.5 million primarily due to:
o Stage Red (Fund 720): Increase revenues of $790,288 for Stage Red ASM. Carryover of $2.0 million for Stage Red grant and city match, ASM expenses, and purchase orders.
o Fleet Operations (Fund 751): Carryover of $761,750 for outstanding FY25/26 purchase orders.
· Internal Service Fund - Increase appropriations of $3.7 million for carryover purchase orders.

ORGANIZATIONAL CHANGES
There are no organizational changes included in the 2026-27 First Quarter Budget Status Report.

However, included in the report are updated fully burdened hourly rate and productive hourly rate schedules that were updated to correct duplicate positions and reflect current year costs.

FISCAL IMPACT:

The fiscal impact associated with this item is summarized below and details are provided in the First Quarter Budget Status Report.

Sources
Inc/(Dec)
Uses
(Inc)/Dec
Fund Bal Impact
Icr/(Dec)
General Fund $ (18,490) $ (3,853,979) $ (3,872,469)
Other General Funds $ - $ (3,979,894) $ (3,979,894)
Other City Funds $ 23,932,757 $ (40,851,381) $ (16,918,624) Total $ 23,914,267 $ (48,685,254) $ (24,770,987)
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File #: 26-1245 Agenda Date: 10/13/2026
Agenda #: A. Category: New Business
Sources
Inc/(Dec)
Uses
(Inc)/Dec
Fund Bal Impact
Icr/(Dec)
General Fund $ (18,490) $ (3,853,979) $ (3,872,469)
Other General Funds $ - $ (3,979,894) $ (3,979,894)
Other City Funds $ 23,932,757 $ (40,851,381) $ (16,918,624) Total $ 23,914,267 $ (48,685,254) $ (24,770,987)
The General Fund projected ending fund balance reflects a net decrease of $3.9 million to a total of $59.5 million. The net increase is due to the results of prior year operations and the net impact of the recommended budget adjustments.

MOTION:

Approve staff recommendation.

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First Quarter Budget Status Report
Fiscal Year 2026/2027
*Compared to same period prior fiscal year
Quick Look Indicators First Quarter* See Page
Revenues ▲ 8
Expenditures ▼ 9
Fund Balance ▲ 11

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Table of Contents
Report Objectives ................................................................................................................................................................................................... 3 Summary of Key Points ........................................................................................................................................................................................ 4 Results of General Fund Operations for the Prior Year............................................................................................................................... 5 Significant Economic Trends ............................................................................................................................................................................... 6 Summary of Proposed General Fund Adjustments...................................................................................................................................... 7 General Fund Revenues........................................................................................................................................................................................ 8 General Fund Expenditures ................................................................................................................................................................................. 9 Carryover Projects ............................................................................................................................................................................................... 10 Fund Balance Review ......................................................................................................................................................................................... 11 Organizational Changes..................................................................................................................................................................................... 12 Liability Claims...................................................................................................................................................................................................... 13 American Rescue Plan Act (ARPA) Expenditure Plan................................................................................................................................ 14 Grants Submitted & Awarded.......................................................................................................................................................................... 15 Transaction Use Tax (TUT) Expenditure Plan .............................................................................................................................................. 17 Treasury Report ................................................................................................................................................................................................... 19 Conclusion.............................................................................................................................................................................................................. 27 Schedules:

General Fund – Fund Balance Reconciliation..................................................................................................................................28 Fund Balance – Other Funds ................................................................................................................................................................29 Recommended Adjustments – General Fund.................................................................................................................................35 Recommended Adjustments – Other Funds ..................................................................................................................................36

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Report Objectives
The purpose of the First Quarter Budget Status Report is to:
• Report on the results of the prior fiscal year;
• Comment on significant economic trends;
• Recommend budget changes to address known budget deficiencies which will materially impact fund balance; and • Recommend the reappropriation of prior year project budgets that were not completed as of June 30.

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Summary of Key Points
General Fund:
• Net decrease in General Fund inflows of $18,490:
o Increase to Reimbursables of $58,030
o Decrease to transfers in of $76,520
• Net increase in General Fund outflows of $3,853,979:
o Offsetting adjustments of $58,030 (offset by revenue) o Increase to new one-time requests of $1,496,290
o Increase to new recurring requests of $176,650
o Increase carryover appropriations from prior year of $2,074,644 o Increase to transfers out of $48,365
• Reserve adjustments
o Decrease to PERS Rate Stability Reserve of $14,355,753; Increase to Total available for contingencies of $9,444,814; Increase to Future Projects and Reserves of $796,869; Increase to Inventories of $197,042.

Other Funds:
• Additional funding for the following projects:
o $14,938,000 Westgate at Cherry and Victoria Ave (Measure I 2010-2040 Reimb #245) o $12,000,000 Water of Life Church Property Acquisition (Muni Svcs Fiscal Impact #201) o $10,000,000 Westgate at Cherry and Victoria Ave (Capital Reinvestment Fund #601) o $8,500,000 Westgate at Cherry and Victoria Ave (Capital Project-TUT Fund #604) o $7,062,000 Westgate at Cherry and Victoria Ave (Circulation Mitigation Fund #630) o $4,200,000 Regional Navigation Center (Capital Project-TUT Fund #604) o $4,633,509 Cypress Grove Apartments [SLOVENE] (HOME Fund #363) o $3,000,000 Cypress Grove Apartments [SLOVENE] (Capital Project-TUT Fund #604) o $2,200,000 FY 26/27 Pavement Rehab (Capital Reinvestment Fund #601) o $2,000,000 Cypress Grove Apartments [SLOVENE] (Grants #301) o $500,000 Economic Development Incentive Prog (Grants #301) This report recommends to carryover encumbrances from prior year in the amount of $6.6 million and recommends the reappropriation of $334.8 million of prior year project budgets that were not completed as of June 30.

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Results of General Fund Operations for the Prior Year
NOTE: Interest and Rentals revenues do not include Fair Market Value (FMV) amounts.

Revenue Source
FY 25/26
Adopted
Budget
FY 25/26
Revised
Budget
FY 25/26
Actuals
%
Variance from
Adopted
Budget
Variance from
Revised
Budget
Sales Tax $ 54,914,670 $ 54,914,670 $ 55,305,998 100.71% $ 391,328.19 $ 391,328.19 Transaction Use Tax 42,740,750 48,278,000 49,045,806 101.59% 6,305,055.52 767,805.52 Property Tax 46,948,270 48,690,790 48,430,441 99.47% 1,482,170.85 (260,349.15) Interest and Rentals 4,013,580 5,398,975 6,298,488 116.66% 2,284,908.48 899,513.48 Franchises 10,828,300 10,828,300 10,327,516 95.38% (500,783.86) (500,783.86) Business Related 11,260,870 11,260,870 11,448,769 101.67% 187,898.84 187,898.84 Development Related 9,599,490 9,599,490 9,913,174 103.27% 313,683.81 313,683.81 Recreation 4,220,670 4,220,670 4,828,074 114.39% 607,403.52 607,403.52 Motor Vehicle in-Lieu 250,000 250,000 327,519 131.01% 77,518.63 77,518.63 Miscellaneous Revenues 2,034,740 2,104,740 1,917,607 91.11% (117,133.23) (187,133.23) Reimbursables 1,794,870 1,807,086 2,177,564 120.50% 382,694.49 370,478.49 From Other Agencies 9,390,310 9,390,310 9,390,310 100.00% 0.04 0.04 Total Revenues $ 197,996,520 $ 206,743,901 $ 209,411,265 101.29% $ 11,414,745 $ 2,667,364 Transfers in $ 12,244,050 $ 12,262,084 $ 12,630,108 103.00% $ 386,058 $ 368,024 Total Expenditures $ 153,758,210 $ 162,176,774 $ 151,870,647 93.65% $ 1,887,563 $ 10,306,128 Transfers out $ 52,916,410 $ 56,061,627 $ 56,061,657 100.00% $ (3,145,247) $ (30) GASB 31 valuation adjustment 672,301.00
Carryover appropriations (2,074,644.00)
Net First Quarter Adjustments (3,872,486.00)
City of Fontana
Results of Operations
Fiscal Year 2025/2026

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Significant Economic Trends
Nationally:
• The national economy continued to show positive growth entering the first quarter of FY 2026–27. The latest available estimate showed that real gross domestic product (GDP) increased at an annual rate of 1.5% in the second quarter of 2026, following a 2.1% increase in the first quarter.

Growth was supported by increases in consumer spending, exports, and investment, while government spending decreased. • The national labor market remained relatively stable during the first quarter of FY 2026–27. Through August 2026, the unemployment rate remained at approximately 4.1%, while employers added approximately 162,000 jobs in August. Job gains were reported in several industries, including food services and local government education, while the information sector experienced job losses.

The State of California:
• California’s labor market remained relatively stable during the first quarter of FY 2026–27. Through August 2026, the state’s unemployment rate remained at approximately 5.1%, compared with 5.5% in August 2025. California added approximately 39,400 jobs in August and had 138,500 more payroll jobs than a year earlier. Employment gains were led by private education and health services, followed by government employment.

City of Fontana
• Fiscal Year 2025/26 ended with 430 single family dwelling permits being issued. At the end of September 2026, 43 single family dwelling permits have been issued compared to 143 permits for the prior fiscal year. • First Quarter 2026/27 sales were 5.1% higher than the same quarter one year ago. This is primarily due to a slightly stronger economy, higher taxable sales, shifts in consumer behavior, and timing of revenue reporting. • The Local Agency Investment Fund (LAIF) is currently paying 3.92% (daily rate) on City investments as of September 30, 2026, down from 4.19% for the same time last year. The 2-year treasury benchmark rate as of September 30, 2026, is 4.85% up from 3.60% compared to the same time last year.

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Summary of Proposed General Fund Adjustments
The First Quarter Budget Report recommends the following General Fund budget adjustments:

Although budget adjustments are recommended across all City funds, the emphasis of the First Quarter Budget Report is directed at the General Fund. The General Fund provides most of the services commonly associated with government (public safety, recreation, parks, building and planning). This report concentrates on budget trends and issues that impact the delivery of services.

Fund Balance
Impact
Results from prior year operations (net)
Fund balance available at the beginning of the fiscal year $ (44,559) Revenue adjustments
Increase to Reimbursables revenue $ 58,030 58,030
Expenditure adjustments
New Recurring departmental requests $ (176,650)
New One-Time departmental requests (1,496,290)
Offsetting adjustments (58,030) (1,730,970)
Carryover appropriations from prior year $ (2,074,644)
Transfers
Decrease Xfer in from Fund #301 for OAHMP grant cost allocation $ (76,520) Xfer to CFD #9M Morningside Fund #409 for operating expenditures (19,338) Xfer to CFD #27M Fund #427 for operating expenditures (27,530) Xfer to CFD #59M Fund #459 for operating expenditures (1,497) (124,885) Changes to reserves
Increase to Inventory (197,042)
Decrease to PERS Rate Stability Reserve 14,355,753
Increase to Future projects and reserves (796,869)
Increase to Total available for contingencies (9,444,814) $ -

750
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
General Fund Revenues
Revenues continue to be monitored on a monthly basis. Staff recommends a net increase in revenues of $58,030 as part of the First Quarter Budget Status Report. See page 35 for details of the revenue adjustments.

NOTE: Property Tax in-lieu of VLF collections are lagging due to the State’s distribution which provides for lump-sum payments in January and May. Interest revenue is received starting in October and is followed by a year-end accrual for a full twelve months of interest. A large number of Business Licenses are renewable in December. A large share of Franchise revenues is received annually in the month of April. When adjusted for these anomalies, the percent of recommended budget received is 10.20%.

Revenue Source Adopted Budget
Current Budget
Before
Adjustments
Received as of
09/30/2026
Percent of Current
Budget Received
Recommended
First Quarter
Adjustments
Recommended
Budget After
Adjustments
Percent of
Recommended
Budget Received
Sales Tax $ 56,548,090 $ 55,108,170 $ 4,522,808 8.21% $ - $ 55,108,170 8.21% Transactional Use Tax 44,019,830 48,111,000 4,459,081 9.27% - 48,111,000 9.27% Property Tax 49,603,270 51,345,790 - 0.00% - 51,345,790 0.00% Interest and Rentals 3,802,260 5,202,260 8,621 0.17% - 5,202,260 0.17% Franchises 11,207,290 11,207,290 616,200 5.50% - 11,207,290 5.50% Business Related 11,748,350 11,817,870 2,523,001 21.35% - 11,817,870 21.35% Development Related 9,599,490 9,599,490 2,392,347 24.92% - 9,599,490 24.92% Recreation 4,226,210 4,226,210 1,173,050 27.76% - 4,226,210 27.76% Motor Vehicle in-Lieu 250,000 250,000 356,813 142.73% - 250,000 142.73% Miscellaneous Revenues 2,062,970 3,918,290 440,875 11.25% - 3,918,290 11.25% Reimbursables 1,794,870 1,794,870 55,373 3.09% 58,030 1,852,900 2.99% From Other Agencies 9,730,400 11,442,530 - 0.00% - 11,442,530 0.00% Total General Fund $ 204,593,030 $ 214,023,770 $ 16,548,169 7.73% $ 58,030 $ 214,081,800 7.73%

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
General Fund Expenditures
General Fund expenditures for First Quarter are on track and within budget. Staff recommends a net increase in appropriations of $3.8 million. See page 35 for details of the expenditure adjustments.

NOTE: The above amounts do not include projects or transfers-out.

Department Adopted Budget
Current Budget
Before
Adjustments
Spent as of
9/30/2026
Percent of Current
Budget Spent
Recommended
First Quarter
Adjustments
Recommended
Budget After
Adjustments
Percent of
Recommended
Budget Spent
City Administration $ 4,995,310 $ 4,933,390 $ 604,517 12.25% 76,662 $ 5,010,052 12.07% Human Resources 2,515,770 2,606,630 313,414 12.02% - 2,606,630 12.02% Administrative Services 914,090 922,340 187,371 20.31% - 922,340 20.31% City Clerk 1,226,160 1,202,080 178,275 14.83% 37,402 1,239,482 14.38% Community Services 16,448,660 16,724,580 3,288,454 19.66% 64,426 16,789,006 19.59% Innovation & Technology 5,643,930 5,731,110 968,960 16.91% - 5,731,110 16.91% Finance 6,048,730 6,494,120 974,568 15.01% 878,955 7,373,075 13.22% Development Services 6,651,930 5,723,860 519,861 9.08% 368,485 6,092,345 8.53% Building and Safety 4,974,670 4,660,790 902,217 19.36% 494,510 5,155,300 17.50% Planning 3,827,400 3,897,210 515,293 13.22% 880,435 4,777,645 10.79% Public Works & Engineering 17,621,770 19,558,830 2,901,692 14.84% 442,029 20,000,859 14.51% Police 89,160,790 94,824,660 16,303,600 17.19% 562,710 95,387,370 17.09% Total General Fund $ 160,029,210 $ 167,279,600 $ 27,658,221 16.53% $ 3,805,614 $ 171,085,214 16.17%

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Carryover Projects
Staff recommends the reappropriation of prior year project budgets that were not completed as of June 30.

Amount Amount
102 City Technology $ 2,870,964 363 HOME $ 4,595,579
103 Facility Maintenance 5,669 601 Capital Reinvestment 155,799,276 110 GF Operating Projects 354,216 602 Capital Improvement 3,156,117 223 Federal Asset Seizure 1,540,125 603 Future Capital Projects 344,883 226 Opioid Settlement 870,747 604 Capital Project -TUT 3,734,081 241 Air Quality Mgmt Dist 544,068 610 Fire Capital Projects 23,603,303 245 Measure I 2010-2040 Reimb 22,616,042 622 Storm Drain 11,098,028 246 Measure I 2010-2040 Local 9,088,528 623 Sewer Expansion 683,702 281 Gas Tax (State) 37,052 630 Circulation Mitigation 16,446,774 282 Solid Waste Mitigation 1,233,335 631 Fire Assessment 423,922 283 Road Maintenance & Rehab 4,584,572 632 General Government 4,218,572 295 Permanent Local Hsg Alloc 2,438,559 633 Landscape Medians 1,525,243 297 Housing Authority - LMIHF 600,000 635 Parks Development 2,090,551 301 Grants 50,911,595 636 Police Capital Facilities 165,315 302 ARPA - City 533,916 698 Affordable Housing Trust 1,196,781 303 TDA/Article 3 1,539,606 702 Sewer Capital Projects 1,154,600 304 ARPA - County 126,979 703 Sewer Replacement 2,080,950 362 CDBG 2,625,242 $ 334,838,892
Fund Fund

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Fund Balance Review
The City Council has established an Undesignated General Fund Balance goal of 40% (currently funded at 25%) of adopted recurring annual appropriations. The First Quarter Report recommendations maintain this balance. The City’s Undesignated General Fund Balance represents the available resources to provide funding for future contingencies such as earthquakes, economic fluctuations, major infrastructure repairs and investment in capital for improved productivity and efficiencies.

The First Quarter Budget Report recommends the following:
• $14,355,753 Move PERS Rate Stability Reserve from General Fund (Fund #101) to Pension - 115 Trust (Fund #109) • $9,444,814 Increase to 40% Contingency (funded @ 31%) • $796,869 Increase to Future Projects and Reserves.
• $197,042 Increase to Inventories
General Fund (Fund #101) Balance Reserves After Adjustments 40% Contingency (funded @ 25%) $52,937,514
Animal Shelter JPA Reserve $582,570
Operating Contingencies Reserve $3,000,000
Future Projects and Reserves $2,418,535
PERS Rate Stability Reserve $0
Total $58,938,619
Pension - 115 Trust (Fund #109) Balance Reserves After Adjustments PERS Rate Stability Reserve $16,185,285
115 Trust (Fund #903) Balance Reserves After Adjustments Fund Balance Total $33,925,041

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Organizational Changes
Quarterly Budget Reports are routinely used to recommend organizational and/or personnel changes within a fiscal year. Upon approval, the total recurring costs for these organizational changes will be added to the department’s target numbers. The changes have been reviewed by Human Resources and comply with City personnel rules.

There are no organizational changes recommended as part of the First Quarter Budget Status Report.

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Liability Claims
The City Council has authorized the Director of Human Resources and the City Manager to settle liability claims within specified dollar amounts as follows:

City Manager with the concurrence of the City Attorney $50,000 Director of Human Resources/Risk Management with concurrence of the City Attorney $10,000 The City Council has directed staff to report claim settlements as part of each quarterly budget report. There were nine liability claims settled during the First Quarter of Fiscal Year 2026/2027.

Claim Number Description Amount
3071692 Bodily Injury $ 1,992,889
3071692 Bodily Injury $ 1,001,806
3071692 Bodily Injury $ 251,806
3066408 Bodily Injury $ 100,000
3116814 Property Damage $ 25,000
3122202 Property Damage $ 7,670
3072511 Property Damage $ 2,900
3110472 Property Damage $ 1,757
3121985 Property Damage $ 1,042
$ 3,384,869

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
American Rescue Plan Act (ARPA) Expenditure Plan
Approved Projects by Federal Use Category Amount Expended Available Public Health & Economic Response 22,633,152 22,430,513 202,639 Fontana Forward Grant Program 190,786 190,786 -
Homelessness Prevention Resources and Care Center 6,442,229 6,408,682 33,547 Leveraged Project: Support Government Employment 9,842,763 9,842,763 - Metrolink Station Security Cameras 66,411 66,411 -
Park Improvements 3,241,828 3,072,736 169,092
Vaccine Bonus 526,986 526,986 -
Ventilation Upgrade for City Facilities 2,322,150 2,322,150 - Revenue Loss 10,000,000 9,999,970 30
Parking Structure 10,000,000 9,999,970 30
Uniform Administrative Requirement, Cost Principles, and Audit Requirements for Federal Awards (2 CFR Part 200)
51,433 51,433 -
Administrative Costs 51,433 51,433 -
Water, Sewer, and Broadband Infrastructure 16,531,692 16,190,186 341,506 Cypress Storm Drain Project 7,340,000 7,293,382 46,618
Data Security & Threat Detection 157,927 157,927 -
Endpoint Detection & Response Solution 154,806 154,806 - Fiber to City facilities 1,773,968 1,669,588 104,380
Leveraged Project: Accela 3,406,636 3,406,636 -
Leveraged Project: Fontana 311 2,398,355 2,232,610 165,745 Septic to Sewer 500,000 475,326 24,674
Sewer and Storm Drain Infrastructure Masterplan 375,130 375,130 - Update Master Infrastructure Plans 424,870 424,781 89
Premium Pay 1,040,837 1,040,837 -
Part-Time Employee Retention 152,936 152,936 -
Public Safety Premium Pay 887,901 887,900 -
Total 50,257,114 49,712,938 544,175

CITY OF FONTANA

AMERICAN RESCUE PLAN ACT (ARPA) EXPENDITURE PLAN
ESTIMATED AS OF June 30, 2026

757
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Grants Submitted & Awarded
Department > Grant Name Funding Source Fund # Date Awarded Expended Remaining Community Services 57,864,798 24,432,651 33,432,147
After School Education and Safety - ASES (2025-2027) State 385 Jul-24 13,222,206 9,127,413 4,094,793 Extended Learning Program - ELO-P (2025-2027) State 386 Jul-24 44,642,592 15,305,239 29,337,353 Development Services Admin 8,223,578 3,786,796 4,436,782 Beverage Recycling Grant (2024-2026) State 301 161,561 54,168 107,393 Catawba SRTS Sidewalk State 303 Dec-23 396,348 34,536 361,812 TDA Article 3 2025 State 303 Nov-25 1,124,400 - 1,124,400 City of Fontana Support Local Arts Events (2025-2026) County 720 250,000 133,079 116,921 Oil Payment Program (2025-2026) State 301 May-25 59,419 29,531 29,888 Organic Waste SB1383 State 301 May-24 561,790 298,553 263,237 Permanent Local Housing Allocation State 295 Aug-21 5,670,060 3,236,929 2,433,131 Housing 32,220,211 12,267,080 19,953,131
Calhome Program Grant State 301 Apr-22 500,000 436,334 63,666 CDBG (2020-2026) Federal 362 11,899,192 7,830,119 4,069,073 HESG (2024-2026) Federal 362 517,472 200,033 317,439
HOME (2019-2026) Federal 363 8,003,547 2,888,615 5,114,932 HHPP - Healthy Homes Grant Federal 301 1,500,000 141,649 1,358,351 HHPP - Housing & Homelessness State 301 1,700,000 27,003 1,672,997 Clean CA Program State 301 1,700,000 2,741 1,697,259
LBP Healthy Home Grant Federal 301 Dec-23 4,400,000 565,570 3,834,430 Older Adults Grant (OAHMP) Federal 301 Jan-25 2,000,000 175,015 1,824,985

CITY OF FONTANA

GRANTS SUBMITTED & AWARDED
ESTIMATED AS OF September 30, 2026

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Grants Submitted & Awarded – continued
Department > Grant Name Funding Source Fund # Date Awarded Expended Remaining Public Works & Engineering 81,840,624 75,581,800 6,258,824 Alder-Locust-Ramona SRTS State 301 Jun-23 167,000 154,826 12,174 Alder-Locust-Ramona SRTS Federal 301 Jun-23 1,746,000 1,632,994 113,006 ARPA - City Federal 302 Jun-22 50,257,113 49,850,864 406,249 ARPA - County Federal 304 Jun-22 3,125,000 2,998,021 126,979 Courtplace Housing Development Federal 301 Mar-23 4,000,000 4,000,000 - Date Elementary SRTS State 301 Jul-21 1,790,000 1,001,902 788,098 Downtown - Norma Torres Federal 301 Mar-24 850,000 728,826 121,174 Downtown Revital - Reyes State 301 Sep-23 3,000,000 1,684,376 1,315,624 EECBG - Energy Efficiency & Conservation Federal 301 Sep-24 230,640 230,640 - Fontana SRTS State 301 Mar-23 1,477,000 1,432,364 44,636 LEAP State 301 500,000 497,859 2,141
Pacific Electric Trail Improvement Project Federal 301 Mar-23 750,000 741,035 8,965 San Sevaine - CRP Federal 301 Aug-23 4,221,400 3,936,702 284,698 San Sevaine - MSRC State 301 Nov-15 500,000 500,000 -
San Sevaine - RTP Federal 301 May-16 6,560,571 6,158,361 402,210 SMART Grant Federal 301 Jun-24 2,000,000 2,683 1,997,317 TMS Signal Updates State 301 Sep-23 665,900 30,349 635,551 Police Department 2,369,791 497,605 1,872,186
Alcoholic Beverage Control (2026) State 301 27,080 23,279 3,801 Edward Byrne Memorial JAG (2022) Federal 301 51,334 51,334 - Selective Traffic Enforcement Program (STEP) ( 2026) Federal 301 335,000 285,602 49,398 State COPS AB3229 2023-2027 (other funding source) State 322 1,956,377 137,390 1,818,987 Total 182,519,002 116,565,932 65,953,069

CITY OF FONTANA

GRANTS SUBMITTED & AWARDED
ESTIMATED AS OF September 30, 2026

759
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Transaction Use Tax (TUT) Expenditure Plan
Fund Distribution By Category Amount Obligated Actuals Available Facilities 18,794,970 6,024,599 563,971 12,206,400
Art Depot Flooring - - - -
Art Depot HVAC Replacement - - - -
Backflow Device Replacements 75,974 25,974 - 50,000
Baseball Field Laser Grading - Bill Martin 33,638 33,638 - - Baseball Field Laser Grading - Jack Bulik 72,000 - - 72,000 Baseball Field Laser Grading - Veteran's 101,000 - - 101,000 Cypress Grove 3,000,000 - 3,000,000
DSO Water Heater Replacement - - - -
East Courtyard Fountain Repair 18,736 18,736 -
Facility Improvements - Paint - - - -
Facility Improvements 26/27 1,949,200 - - 1,949,200
Facility Improvements 25/26 - - - -
Fence & Handrail Painting - - - -
Heritage Center Flooring Replacement - - - -
Heritage Center Water Heater Rplcmt - - - -
Historical Society Re-roof - - - -
HUD Grant - PE Trail - - - -
Jesse Turner Fountain New Q1 - - -
Jessie Turner Center HVAC Replacement - - - -
Library HVAC Replacement - - - -
Library Water Heater Replacement - - - -
Martin Tudor Parking Lot Upgrade 1,500,000 - 1,500,000
Mary Vagle Nature Center Rehabilitation - - - -
Miller Park Pool Plaster 150,000 - 150,000
Navigation Center 8,400,000 4,200,000 - 4,200,000
Park Light Pole Painting - Fontana - - - -
Park Restroom Renovation - Fontana - - - -
Parking Structure Improvments 20,000 - 20,000
Public Works HVAC Replacement - - - -
Ralph Lewis Park Field Replacement 2,704,723 1,404,723 135,800 1,164,200 Seville Park Pickle Ball Court 266,321 266,321 - -
Southridge Ballfield Shade Structures 503,379 93,944 409,435 - Stage Red HVAC and Water Heater Rplcmt - - - -
Sycamore Hills Rubber Playground Surfacing Replacement - - - - Village of Heritage Pools New Q1 - - - -

CITY OF FONTANA

TRANSACTION USE TAX (TUT) EXPENDITURE PLAN
ESTIMATED AS OF September 30, 2026

760
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Transaction Use Tax (TUT) Expenditure Plan - continued
Fund Distribution By Category Amount Obligated Actuals Available Transportation 12,165,078 339,484 192,045 11,633,549
2025-26 Pavement Rehabilitation ($7.9M BOND 601) 180,412 180,412 - - 2026-27 Pavement Rehabilitation 2,800,000 - 2,800,000
ADA Ramps Upgrade 7,018 7,018 - -
Development Reimbursement 636,149 - - 636,149
Pavement and Asset Management 242,335 50,290 192,045 -
Pavement Software Program 199,710 99,710 - 100,000
RAISE Gap Funding 7,997,401 - - 7,997,401
Specialty Sign Requests 100,000 - - 100,000
Street Maintenance 2,055 2,055 - -
Utilities 423,847 59,051 - 364,797
Storm Drain Maintenance 423,847 59,051 - 364,797
Housing / Community Development - - - -
Aldea Apartments Gap Funding Q1 - - - -
Aldea Apartments Purchase Q1 - - - -
Communications - - - -
Police Dept Dispatch Radios New Q1 - - - -
Technology 9,920 - - 9,920
Park Security Camera with Fiber 9,920 - - 9,920
Total 31,393,816 6,423,134 756,016 24,214,666

CITY OF FONTANA

TRANSACTION USE TAX (TUT) EXPENDITURE PLAN
ESTIMATED AS OF September 30, 2026

761
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Treasury Report

762
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Treasury Report – continued

763
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Treasury Report – continued

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First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Treasury Report – continued

765
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Treasury Report - continued

766
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Treasury Report - continued

767
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Treasury Report - continued

768
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Treasury Report - continued

769
First Quarter Budget Status Report – 2026/2027 City of Fontana October 13, 2026
Conclusion
The City Council has provided fiscal policy direction that has laid the foundation for the 2026/2027 Operating Budget's conservative approach to revenues and expenditures. The recommended budget changes included in the First Quarter Budget Report continue to adhere to City Council Policy.

As stated by the City Council’s Mission Statement below, the City of Fontana embraces every opportunity to enrich the lives of those who reside in this community, and this is possible due to its committed elected leadership and the talents and ingenuity of the individuals in this community and organization.

The key is through a well-planned, long-term fiscal plan, based upon economic development that will continue to generate high paying long-term employment opportunities, bring in new and stable sales tax revenue sources, and maintaining intergovernmental relations. Though there are still great challenges ahead, the City is firmly committed to meeting each and every challenge that comes our way. “We seek and embrace every opportunity to enrich the lives of those who live, work, play and invest in the City of Fontana.” Mission Statement Adopted April 26, 2022

770
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
2022/23 2023/24 2024/25 2025/26
Audited Audited Audited Estimated Adopted Adjusted Proposed Proposed Actuals Actuals Actuals Actuals Budget Budget Adjustments Budget $ 146,743,017 $ 151,466,541 $ 164,278,569 $ 206,821,636 $ 204,593,030 $ 214,023,770 $ 58,030 $ 214,081,800 118,017,538 128,062,185 136,851,861 151,870,647 160,029,210 167,279,600 3,805,614 171,085,214 28,725,479 23,404,356 27,426,708 54,950,989 44,563,820 46,744,170 (3,747,584) 42,996,586 Other sources & uses:
11,585,264 11,566,054 12,384,062 12,630,108 12,837,900 9,290,460 (76,520) 9,213,940 (26,336,232) (43,805,438) (45,398,527) (56,061,657) (53,369,240) (55,208,560) (48,365) (55,256,925) (14,750,968) (32,239,384) (33,014,465) (43,431,548) (40,531,340) (45,918,100) (124,885) (46,042,985) 13,974,511 (8,835,028) (5,587,758) 11,519,441 4,032,480 826,070 (3,872,469) (3,046,399) 57,517,445 72,639,194 64,798,697 61,081,278 57,324,986 62,566,882 (2,213,606) 60,353,276 Fund Balance Adjustment 1,147,238 994,531 2,405,106 (12,919,743) 0 2,169,047 2,169,047 (534,767) 672,301
$ 72,639,194 $ 64,798,697 $ 61,081,278 $ 60,353,276 $ 61,357,466 $ 63,392,952 $ (3,917,028) $ 59,475,924 $ 407,053 $ 512,764 $ 340,263 $ 537,325 $ 512,764 $ 340,263 $ 197,042 $ 537,305 0 0 0 0 0 0 0
407,053 512,764 340,263 537,325 512,764 340,263 197,042 537,305 10,694,317 12,204,822 13,644,923 0 11,651,142 14,355,753 (14,355,753) 0 Annual Shelter JPA 0 800,000 800,000 582,570 582,570 582,570 582,570 Operating Contingencies 0 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 Future projects and reserves 0 750,000 750,000 4,494,226 5,666,180 1,621,666 796,869 2,418,535 38,595,914 14,443,275 9,458,256 10,726,455 0 0 0
$ 49,697,284 $ 31,710,861 $ 27,993,442 $ 19,340,576 $ 21,412,656 $ 19,900,252 $ (13,361,842) $ 6,538,410 $ 22,941,910 $ 33,087,836 $ 33,087,836 $ 41,012,700 $ 39,944,810 $ 43,492,700 $ 9,444,814 $ 52,937,514 Operating transfers in
Operating transfers out
General Fund - Fund Balance Reconciliation
Revenues
Expenditures
Revenues over (under) expenditures
(Five-Year Summary)
2026/2027
Designated
Unappropriated
Total available for contingencies
PERS Rate Stability
Total reserved
Inventories
Reserved
Fund balance, end of year

FUND BALANCE
Total other sources & uses
Revenues & other sources over (under) expenditures and
other uses
Fund balance, beginning of year
GASB 31 Adjustment

771
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Unaudited
Fund Balance
July 1, 2026
Revenues Transfers In Expenditures Transfers Out Available Net Project Carryover Net
Proposed
Adjustments
Estimated
Fund Balance
June 30, 2027
Other General Funds:
102 City Technology $ 3,487,364 $- $ 9,191,690 $ (9,291,240) $ - $ 3,387,814 $ (2,870,964) (253,000) $ 263,850 103 Facility Maintenance 1,272,152 0 9,955,570 (10,008,040) 0 1,219,682 (5,669) (256,422) 957,591 104 Office of Emergency Services 1,189,819 0 0 (58,840) 0 1,130,979 0 1,130,979 105 KFON 1,923,802 250,000 0 (303,090) 0 1,870,712 0 (98,605) 1,772,107 106 Self Insurance 22,339,612 12,054,580 0 (12,307,380) 0 22,086,812 0 (3,396,500) 18,690,312 107 Retirees Medical Benefits 3,018,948 268,000 2,600,000 (2,827,270) 0 3,059,678 0 3,059,678 108 Supplemental Retirement 40,352 0 35,000 (36,570) 0 38,782 0 38,782 109 Pension - 115 Trust 16,026,552 0 0 0 0 16,026,552 0 16,026,552 110 General Fund Operating Projects 378,939 0 1,374,510 (1,374,510) 0 378,939 (354,216) 25,754 50,477 115 Lease-Fire 3 6,533,460 429,500 0 (6,962,950) 13 0 13 125 Storm Water Compliance 479,917 304,500 0 (568,090) 0 216,327 0 (1,121) 215,206 Total Other General Funds $ 50,157,459 $ 19,410,540 $ 23,586,270 $ (36,775,030) $ (6,962,950) $ 49,416,289 $ (3,230,849) $ (3,979,894) $ 42,205,546 Special Revenue Funds:
201 Muni Svcs Fiscal Impact Fee $ 27,254,178 $ 943,100 $- $- $ (1,265,350) $ 26,931,928 $ - $ (12,000,000) $ 14,931,928 221 Federal Seizure Treasury 242,312 0 0 (75,000) 0 167,312 0 167,312 222 Crime Prev Asset Seizure 27,086 2,500 0 (18,000) 0 11,586 0 11,586 223 Federal Asset Seizure 9,070,717 2,000,000 0 (3,823,640) 0 7,247,077 (1,540,125) (2,223,182) 3,483,770 224 State Asset Seizure 487,233 20,000 0 (69,910) 0 437,323 0 437,323 225 PD Traffic Safety 3,753,160 400,000 0 (304,250) 0 3,848,910 0 (553,401) 3,295,509 226 Opioid Settlement 1,112,601 250,000 0 0 (9,730) 1,352,871 (489,937) 862,934 241 Air Quality Mgmt District 1,175,543 304,000 0 (20,000) (3,550) 1,455,993 (544,068) 911,926 243 Traffic Safety 84,950 45,000 0 (54,270) 0 75,680 0 75,680 244 Prop 1B 152,631 0 0 0 0 152,631 0 152,631
246 Measure I Local 2010-2040 15,782,047 5,873,110 0 (3,402,550) (465,750) 17,786,857 (9,088,528) (919,312) 7,779,017 281 Gas Tax (State) 1,755,905 6,251,840 0 (5,815,050) (398,480) 1,794,215 (37,052) (7,376) 1,749,787 282 Solid Waste Mitigation 12,440,363 5,505,000 0 (3,170,970) (348,730) 14,425,663 (1,233,335) (993) 13,191,335 283 Road Maintenance & Rehab 6,997,170 6,149,640 0 (6,149,640) 0 6,997,170 (3,577,918) 3,419,252 301 Grants (8,556,035) 23,200 0 53,320 (76,520) (8,556,035) 8,556,035 - 0 302 ARPA 2021 533,916 0 0 0 0 533,916 (6,242,219) 5,708,303 0 303 TDA/Article 3 (92,665) 0 0 0 0 (92,665) 92,665 0
304 ARPA - County (330,084) 0 0 0 0 (330,084) 330,084 0 322 State COPS AB 3229 579,406 400,000 0 (474,110) 0 505,296 0 (505,296) 0 362 CDBG (31,593) 2,115,710 0 (2,081,230) (34,480) (31,593) 470,133 (365,000) 73,539 363 Home Program 89,598 588,010 0 (588,010) 0 89,598 207,375 - 296,972 Other Funds - Unreserved Fund Balances
Budget
Fiscal Year 2026/2027

772
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Unaudited
Fund Balance
July 1, 2026
Revenues Transfers In Expenditures Transfers Out Available Net Project Carryover Net
Proposed
Adjustments
Estimated
Fund Balance
June 30, 2027
Other Funds - Unreserved Fund Balances
Budget
Fiscal Year 2026/2027
Special Revenue Funds:
385 After School Program $ (19,220) $ 4,407,400 $ - $ (4,119,680) $ (268,500) $ - $ - $ - 386 ASES ELO-P Grant (32,740) 13,127,390 0 (12,592,750) (501,000) 900 0 (900) 0 395 LMD #1 City Wide 698,456 909,540 908,510 (1,604,690) (213,360) 698,456 0 (130,160) 568,296 396 LMD #2 Village of Heritage 1,572,217.57 2,743,980.00 1,602,340.00 (3,881,820.00) (464,500.00) 1,572,217.57 0.00 (54,742.00) 1,517,475.57 397 LMD #3 Empire Center 273,321 62,120 0 (76,980) (7,270) 251,191 0 251,191 398 LMD #3 Hunter's Ridge 2,107,172 1,061,860 0 (1,260,450) (160,210) 1,748,372 0 (1,480) 1,746,892 399 LLMD #3 Hunter's Ridge 130,885 37,260 0 (36,730) (2,390) 129,025 0 129,025 401 CFD #1 Southridge Village 1,518,177 7,166,800 0 (5,391,650) (2,396,180) 897,147 0 - 897,147 403 CFD #6-3A Bellgrove II 515,406 245,800 0 (346,200) 0 415,006 0 415,006 404 CFD #6-2 N Morningside 353,951 110,290 0 (133,110) 0 331,131 0 331,131 405 CFD #6-1 Stratham 489,917 214,470 0 (294,880) 0 409,507 0 409,507 406 CFD #6 The Landings 3,178,705 425,540 0 (699,680) 0 2,904,565 0 2,904,565 407 CFD #7 Country Club Estates 201,656 146,300 0 (276,090) 0 71,866 0 71,866 408 CFD #8 Presley 450,283 83,090 0 (199,280) 0 334,093 0 334,093 409 CFD #9M Morningside (19,338) 212,340 56,380 (268,720) 0 (19,338) 0 19,338 0 410 CFD #10M Jurupa Industrial 231,095 42,610 0 (15,220) 0 258,485 0 258,485 412 CFD #12 Sierra Lakes 1,356,171 1,033,680 0 (1,350,060) 0 1,039,791 0 1,039,791 413 CFD #13M Summit Heights 101,179 581,670 71,220 (682,340) 0 71,729 0 71,729 414 CFD #14M Sycamore Hills 100,591 500,030 59,530 (568,530) 0 91,621 0 91,621 415 CFD #15M Silver Ridge 105,521 382,210 74,270 (536,750) 0 25,251 0 25,251 416 CFD #16M Ventana Pointe 49,000 55,970 0 (76,760) 0 28,210 0 28,210 418 CFD #18M Badiola Homes 51,470 7,290 0 (11,630) 0 47,130 0 47,130 420 CFD #20M 49,080 39,590 0 (46,560) 0 42,110 0 42,110 421 CFD #21M 259,723 42,590 0 (53,820) 0 248,493 0 248,493 423 CFD #23M 26,866 9,670 0 (18,910) 0 17,626 0 17,626
424 CFD#24M 199,626 48,240 0 (74,180) 0 173,686 0 173,686 425 CFD #25M 273,627 95,960 0 (130,580) 0 239,007 0 239,007 427 CFD #27M (35,260) 70,850 0 (63,120) 0 (27,530) 0 27,530 0 428 CFD #28M 431,357 170,280 0 (258,200) 0 343,437 0 343,437 429 CFD #29M 14,417 34,390 10,360 (44,750) 0 14,417 0 14,417 430 CFD #30M 731,690 250,680 0 (352,750) 0 629,620 0 629,620 431 CFD #31 Citrus Heights North 963,137 500,240 0 (745,210) 0 718,167 0 718,167 432 CFD #32M 112,722 19,470 0 (36,370) 0 95,822 0 95,822 433 CFD #33M Empire Lighting 239,244 46,700 0 (52,750) 0 233,194 0 233,194

773
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Unaudited
Fund Balance
July 1, 2026
Revenues Transfers In Expenditures Transfers Out Available Net Project Carryover Net
Proposed
Adjustments
Estimated
Fund Balance
June 30, 2027
Other Funds - Unreserved Fund Balances
Budget
Fiscal Year 2026/2027
Special Revenue Funds:
434 CFD #34 Empire Detention Basin $ 322,799 $ 21,140 $ - $ (32,870) $ - $ 311,069 $ - $ 311,069 435 CFD #35M 1,301,048 603,660 0 (489,530) (71,220) 1,343,958 0 1,343,958 436 CFD #36M 26,257 28,680 1,800 (45,100) 0 11,637 0 11,637 437 CFD #37 Montelago 66,309 98,460 0 (104,750) 0 60,019 0 60,019 438 CFD #38M 975,733 181,870 0 (267,320) 0 890,283 0 890,283 439 CFD #39M 16,343 27,830 0 (34,910) 0 9,263 0 9,263
440 CFD #40M 85,179 10,950 0 (19,640) 0 76,489 0 76,489 441 CFD #41M 126,441 16,140 0 (19,310) 0 123,271 0 123,271 442 CFD #42M 265,348 51,360 0 (64,000) (3,110) 249,598 0 249,598 444 CFD #44M 25,211 10,500 0 (13,090) 0 22,621 0 22,621 445 CFD #45M 304,788 113,380 0 (129,510) 0 288,658 0 288,658 446 CFD #46M 327,660 49,890 0 (61,000) (1,800) 314,750 0 314,750 447 CFD #47M 528 13,240 0 (12,370) 0 1,398 0 1,398
448 CFD #48M 462,653 76,050 0 (68,750) (10,360) 459,593 0 459,593 449 CFD #49M 23,471 14,470 0 (12,370) 0 25,571 0 25,571 450 CFD #50M 74,664 46,680 0 (70,440) 0 50,904 0 50,904 451 CFD #51M 52,069 75,350 0 (82,130) 0 45,289 0 45,289 453 CFD #53M 94,167 9,080 0 (11,630) 0 91,617 0 91,617
454 CFD #54M 7,869 28,850 3,110 (31,960) 0 7,869 0 7,869 455 CFD #55M 68,559 7,320 0 (6,550) 0 69,329 0 69,329
456 CFD #56M 134,064 27,860 0 (67,630) 0 94,294 0 94,294 457 CFD #57M 58,046 16,950 0 (13,870) 0 61,126 0 61,126 458 CFD #58M 19,528 4,720 0 (10,180) 0 14,068 0 14,068
459 CFD #59M 15,216 2,500 0 (4,360) 0 13,356 0 (13,356) 0 460 CFD #60M 90,214 12,940 0 (15,580) 0 87,574 0 87,574 461 CFD #61M 414,056 57,490 0 (70,740) 0 400,806 0 400,806 462 CFD #62M 62,913 5,690 0 (10,820) 0 57,783 0 57,783
463 CFD #63M 655,057 54,640 0 (74,090) (130,650) 504,957 0 504,957 464 CFD #64M 94,270 5,070 0 (5,820) 0 93,520 0 93,520
465 CFD #65M 215,469 20,430 0 (27,300) 0 208,599 0 208,599 467 CFD #67M 197,545 43,450 0 (53,820) 0 187,175 0 - 187,175 468 CFD #68M 169,727 25,280 0 (35,340) 0 159,667 0 159,667 469 CFD #69M 646,874 178,130 0 (248,860) 0 576,144 0 576,144 470 CFD #70M Avellino 223,161 80,220 0 (89,120) 0 214,261 0 214,261

774
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Unaudited
Fund Balance
July 1, 2026
Revenues Transfers In Expenditures Transfers Out Available Net Project Carryover Net
Proposed
Adjustments
Estimated
Fund Balance
June 30, 2027
Other Funds - Unreserved Fund Balances
Budget
Fiscal Year 2026/2027
Special Revenue Funds:
471 CFD #71M Sierra Crest $ 488,282 $ 132,740 $ - $ (136,000) $ - $ 485,022 $ - $ 485,022 472 CFD #72M 26,672 12,650 0 (16,310) 0 23,012 0 23,012 473 CFD #73M 313,743 67,580 0 (88,390) 0 292,933 0 292,933 474 CFD #74M 664,349 84,810 0 (138,670) 0 610,489 0 610,489 475 CFD #75M 57,225 15,340 0 (23,390) 0 49,175 0 49,175 476 CFD #76M 84,383 39,370 0 (39,150) 0 84,603 0 84,603 477 CFD #77M 50,163 13,820 0 (17,640) 0 46,343 0 46,343 478 CFD #78M 244,297 90,920 0 (149,090) 0 186,127 0 186,127 479 CFD #79M 240,301 21,500 0 (72,730) 0 189,071 0 189,071 480 CFD #80M 400,244 240,820 0 (278,280) 0 362,784 0 362,784 481 CFD #81M 80,801 132,250 0 (152,050) 0 61,001 0 61,001 482 CFD #82M 250,382 29,480 0 (80,000) 0 199,862 0 199,862 483 CFD #83M 224,844 63,940 0 (73,140) 0 215,644 0 215,644 484 CFD #84M 49,210 20,280 0 (21,820) 0 47,670 0 47,670 485 CFD #85 THE MEADOWS 1,260,108 431,720 0 (437,180) (5,350) 1,249,298 0 1,249,298 486 CFD #86 ETIWANDA RIDGE 203,265 67,660 0 (77,480) 0 193,445 0 193,445 487 CFD #87 El Paseo 222,561 88,840 0 (175,280) 0 136,121 0 136,121 488 CFD #88 SIERRA CREST II 392,921 113,730 0 (130,190) 0 376,461 0 376,461 489 CFD #89 BELROSE 256,674 60,980 0 (80,270) 0 237,384 0 237,384 490 CFD #90 SUMMIT @ ROSENA PH i 1,607,085 363,610 0 (442,040) 0 1,528,655 0 1,528,655 491 CFD #91M 41,394 6,320 0 (5,820) 0 41,894 0 41,894
492 CFD #92M 109,469 17,570 0 (13,810) 0 113,229 0 113,229 493 CFD #93M 46,503 13,290 0 (10,920) 0 48,873 0 48,873 494 CFD #94M 10,757 2,180 0 (4,360) 0 8,577 0 8,577
495 CFD #95 SUMMIT @ ROSENA PH II 472,519 184,120 0 (207,550) 0 449,089 0 449,089 496 CFD #96M Tr. 19957 46,882 11,560 0 (10,590) 0 47,852 0 47,852 497 CFD #97M 28,832 5,480 0 (9,460) 0 24,852 0 24,852
498 CFD #98M 31,359 6,290 0 (6,550) 0 31,099 0 31,099
500 CFD #100M 286,703 82,990 0 (140,380) 0 229,313 0 229,313 501 CFD #101M 41,072 8,320 0 (8,720) 0 40,672 0 40,672
502 CFD #102M 27,044 5,210 0 (4,360) 0 27,894 0 27,894
503 CFD #103M Estrada 25,171 4,510 0 (3,640) 0 26,041 0 26,041 504 CFD #104M 48,609 14,060 0 (12,060) 0 50,609 0 50,609 505 CFD #105M 120,110 50,890 0 (69,840) 0 101,160 0 101,160

775
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Unaudited
Fund Balance
July 1, 2026
Revenues Transfers In Expenditures Transfers Out Available Net Project Carryover Net
Proposed
Adjustments
Estimated
Fund Balance
June 30, 2027
Other Funds - Unreserved Fund Balances
Budget
Fiscal Year 2026/2027
Special Revenue Funds:
506 CFD #106M $ 288,277 $ 92,070 $ - $ (116,070) $ - $ 264,277 $ - $ 264,277 507 CFD #107M 66,452 45,900 0 (77,830) 0 34,522 0 34,522 509 CFD #109M 835,683 353,570 0 (352,030) 0 837,223 0 837,223 510 CFD #510M 39,850 17,770 0 (13,090) 0 44,530 0 44,530 511 CFD #111M 64,900 83,340 5,350 (144,020) 0 9,570 0 9,570 512 CFD #112M 189,070 350,270 0 (382,570) 0 156,770 0 156,770 513 CFD #113 66,327 74,700 0 (81,470) 0 59,557 0 59,557 514 CFD #114M 53,775 56,180 0 (61,820) 0 48,135 0 48,135 515 CFD #115M 435,314 426,000 0 (21,100) (59,530) 780,684 0 780,684 516 CFD #116M 68,389 76,970 0 (92,370) 0 52,989 0 52,989 Total Special Revenue Funds $ 105,253,804 $ 71,859,280 $ 2,792,870 $ (69,078,800) $ (6,898,020) $ 103,929,134 $ (10,882,691) $ (11,020,027) $ 82,026,417 Debt Service Funds:
580 General Debt Service $ 112,962 $ 1,119,300 $ 9,828,880 $ (10,952,180) $- $ 108,962 $ - $ - $ 108,962 Total Debt Service Funds $ 112,962 $ 1,119,300 $ 9,828,880 $ (10,952,180) $ - $ 108,962 $ - $ - $ 108,962 Capital Project Funds:
601 Capital Reinvestment $ 161,286,139 $ 1,346,620 $ 2,500,000 $ (3,338,700) $ (300,000) $ 161,494,059 $ (155,799,276) $ (224,609) $ 5,470,174 602 Capital Improvements 5,924,095 210,000 0 0 0 6,134,095 (1,406,721) (3,947,105) 780,268 603 Future Capital Projects 8,916,034 0 0 0 0 8,916,034 (344,883) 8,571,151 604 Capital Project -TUT 14,970,715 0 24,055,510 (22,179,920) 0 16,846,305 (3,734,081) (4,485,257) 8,626,967 620 San Sevaine Flood Control 2,800,023 585,000 0 0 (7,460) 3,377,563 0 3,377,563 621 Upper Etiwanda Flood Control 51,631 0 0 0 0 51,631 0 51,631 622 Storm Drain 16,828,353 780,000 0 (47,100) (77,270) 17,483,983 (11,098,028) (2,980) 6,382,974 623 Sewer Expansion 4,761,907 5,205,770 0 0 (1,870) 9,965,807 (683,702) 9,282,104 630 Circulation Mitigation 37,098,471 4,917,030 0 (12,670) (47,730) 41,955,101 (16,446,774) (7,062,000) 18,446,327 631 Fire Assessment 794,503 260,000 0 0 (272,010) 782,493 (423,922) 358,571 632 General Government 6,589,206 430,000 0 0 (21,470) 6,997,736 (4,218,572) 2,779,164 633 Landscape Medians 2,842,037 400,000 0 0 (29,330) 3,212,707 (1,525,243) 1,687,465 634 Library Capital Improvement 1,555,616 152,090 0 0 (7,100) 1,700,606 0 1,700,606 635 Parks Development 17,203,877 3,904,230 0 0 (35,790) 21,072,317 (2,090,551) (582) 18,981,185 636 Police Capital Facilities 5,029,387 655,500 0 (100,000) (36,770) 5,548,117 (165,315) (20,200) 5,362,603 637 Underground Utilities 1,485,379 600,000 0 0 0 2,085,379 0 2,085,379 657 CFD #31 Citrus Heights North 1,962,822 0 0 0 0 1,962,822 0 1,962,822 658 CFD #31 6,052 0 0 0 0 6,052 0 6,052
659 CFD #70 Avellino 798 0 0 0 0 798 0 798

776
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Unaudited
Fund Balance
July 1, 2026
Revenues Transfers In Expenditures Transfers Out Available Net Project Carryover Net
Proposed
Adjustments
Estimated
Fund Balance
June 30, 2027
Other Funds - Unreserved Fund Balances
Budget
Fiscal Year 2026/2027
Capital Project Funds:
660 CFD #71 Sierra Crest $ 2,686 $ - $ - $ - $ - $ 2,686 $ - $ 2,686 661 CFD #80 Bella Strada 16,464 0 0 0 0 16,464 0 16,464 663 CFD #74B Citrus/Summit 194,361 0 0 0 0 194,361 0 194,361 664 CFD #86 Etiwanda Ridge 998,842 0 0 0 0 998,842 0 998,842 665 CFD #85 The Meadows 19,660 0 0 0 0 19,660 0 19,660
666 CFD #88 Sierra Crest II 106,277 0 0 0 0 106,277 0 106,277 668 CFD #90 Summit @ Rosena Ph I 8,092,330 0 0 0 0 8,092,330 0 8,092,330 669 CFD #95 Summit @ Rosena II 432,202 0 0 0 0 432,202 0 432,202 670 CFD #87 El Paseo 1,029,370 0 0 0 0 1,029,370 0 1,029,370 671 CFD #106 Mountain View 69,542 0 0 0 0 69,542 0 69,542 672 CFD #99 The Retreat 86,979 0 0 0 0 86,979 0 86,979
673 CFD #100 Victoria 2,170,354 0 0 0 0 2,170,354 0 2,170,354 674 CFD #111 Monterado 2,041,338 0 0 0 0 2,041,338 0 2,041,338 675 CFD#107 Highland 794,635 0 0 0 0 794,635 0 794,635
676 CFD#109 Narra Hills 95,942 0 0 0 0 95,942 0 95,942
677 CFD #112 The Gardens Phase One 2,274,812 0 0 0 0 2,274,812 0 2,274,812 Total Capital Project Funds $ 308,532,838 $ 19,446,240 $ 26,555,510 $ (25,678,390) $ (836,800) $ 328,019,398 $ (197,937,068) $ (15,742,733) $ 114,339,597 Enterprise Funds:
701 Sewer Maintenance & Operations $ 14,005,604 $ 31,162,640 $- $ (27,449,870) $ (3,556,530) $ 14,161,844 $ - $ (93,211) $ 14,068,633 702 Sewer Capital Projects 2,485,964 300,010 0 (138,350) (12,330) 2,635,294 (1,154,600) (5,066) 1,475,628 703 Sewer Replacement 3,839,504 1,000,000 1,171,200 (1,894,450) 0 4,116,254 (2,080,950) (10,600) 2,024,705 710 Water Utility 2,027,217 0 0 0 0 2,027,217 0 2,027,217 720 Stage Red 1,730,008 0 0 0 0 1,730,008 0 (1,344,047) 385,961 Total Enterprise Funds $ 24,088,298 $ 32,462,650 $ 1,171,200 $ (29,482,670) $ (3,568,860) $ 24,670,618 $ (3,235,550) $ (1,452,924) $ 19,982,144 Internal Service Fund:
751 FLEET OPERATIONS $ 26,797,161 $ 8,626,620 $ 250,000 $ (11,323,090) $ - $ 24,350,691 $ - $ (702,940) $ 23,647,751 Total Internal Service Funds $ 26,797,161 $ 8,626,620 $ 250,000 $ (11,323,090) $ - $ 24,350,691 $ - $ (702,940) $ 23,647,751 TOTAL ALL FUNDS $ 514,942,521 $ 152,924,630 $ 64,184,730 $ (183,290,160) $ (18,266,630) $ 530,495,091 $ (215,286,158) $ (32,898,518) $ 282,310,416

777
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Fund Organization
Project #
Dept Organization/Project
Description Object Object Description Appropriations Revenues TransfersIn Transfers
Out FB Impact Reason
101 General Fund 3,805,614 58,030 (76,520) 48,365 (3,872,469) Offsetting Adjustments 58,030 58,030 - - -
10137218 PW&E CFD Operating Exp 8010 Departmental Expense 15,525 (15,525) } 10137218 PW&E CFD Operating Exp 8098 CFD Exp - Operating Costs (15,525) 15,525 } 10137218 PW&E CFD Operating Exp 8329 Other Construction 132 (132) } 10137218 PW&E CFD Operating Exp 8398 CFD Exp - Capital Expenditure (132) 132 } 10140492 PD Dispatch 6480 Miscellaneous Reimb 58,030 58,030 } 10140492 PD Dispatch 8030 Equipment Maintenance 58,030 (58,030) } New Requests (One-Time) 1,496,290 - (76,520) 48,365 (1,621,175) 10128000 FN Management Services 6900 Operating Transfers In (76,520) (76,520) Xfer decrease from fund #301 for unallowable Housing Grants cost allocation plan
10120000 FN Management Services 8130 Other Professional Svcs 500,000 (500,000) Increase appropriations for city's rose parade float 10130102 DS DSO Operating Transfers 8790 Operating Transfer Out 19,338 (19,338) Xfer to Fund #409 to cover operating expenditures 10130102 DS DSO Operating Transfers 8790 Operating Transfer Out 27,530 (27,530) Xfer to Fund #427 to cover operating expenditures 10130102 DS DSO Operating Transfers 8790 Operating Transfer Out 1,497 (1,497) Xfer to Fund #459 to cover operating expenditures 10132401 BS Graffiti 8130 Other Professional Svcs 400,000 (400,000) Increase appropriations for graffiti abatement 10134100 PL Planning 8130 Other Professional Svcs 103,120 (103,120) Increase appropriations for Housing Element update 10137### PW&E Various 8012 Uniform Expense 23,409 (23,409) Increase appropriations for uniforms and boots 10137505 PW&E Traffic/Streets 8130 Other Professional Svcs 290,761 (290,761) Increase appropriations for consultant fees 10140107 PD Police Facilities 8314 Land & Bldg Improvements 100,000 (100,000) Increase appropriations for PD parking expansion/improvement 10140231 PD Patrol Units 8318 Office Equip Furn & Fix 34,000 (34,000) Increase appropriations for Grappler equipment 10140235 PD Shooting Range 8010 Departmental Expense 45,000 (45,000) Increase appropriations to replace defective holsters New Requests (Recurring) 176,650 - - - (176,650)
10110500 CA Economic Development 8130 Other Professional Svcs 60,000 (60,000) Increase appropriations for Retail Consulting Services 10124301 CS Co-Sponsorships 8010 Departmental Expense 62,500 (62,500) Increase appropriations for Co-Sponsorship program File #21-1060, CC approved 6/9/26
1014022# PD Various 8210 Vehicle Maintenance 54,150 (54,150) Increase appropriations for new vehicle maintenance Carryovers 2,074,644 - - - (2,074,644)
10128100 FN Mgmt Services Admin 8090 Managed Savings 1,500,000 (1,500,000) } 10128100 FN Mgmt Services Admin 8090 Managed Savings (1,500,000) 1,500,000 } 10128100 FN Mgmt Services Admin 8130 Other Professional Svcs 50,000 (50,000) C/O Beacon Economic Contract (FY25-26 Q4) 10134100 PL Planning 8130 Other Professional Svcs 50,000 (50,000) C/O Chapter 30 citywide sign code update (FY25-26 Q1) 10134100 PL Planning 8130 Other Professional Svcs 50,000 (50,000) C/O Chapter 30 zoning and development code update (FY25-26 Q1) 10134100 PL Planning 8130 Other Professional Svcs 300,000 (300,000) C/O Housing element update (FY25-26 Q2) 10134100 PL Planning 8130 Other Professional Svcs 150,000 (150,000) C/O Retyping of specific plans (FY25-26 Q3) Various CA Various Various Operating Accounts 16,662 (16,662) } 10122000 CC Records and Elections 8130 Other Professional Svcs 37,402 (37,402) } Various CS Various 8019 Communications 1,926 (1,926) }
Various FN Various 8130 Other Professional Svcs 328,955 (328,955) } Various DS Various Various Operating Accounts 368,485 (368,485) } Various BS Various Various Operating Accounts 94,510 (94,510) } 10134100 PL Planning 8130 Other Professional Svcs 227,315 (227,315) } Various PW&E Various Various Operating Accounts 127,859 (127,859) } Various PD Various Various Operating Accounts 271,530 (271,530) } General Fund - Recommended Adjustments
Fiscal Year 2026/2027
Carryover purchase orders from FY25/26
Increase revenues and expenditures for dispatch unit service agreement and battery backup
Move carry over purchase orders from Fund #401 for CFD allocation C/O appropriations for FY26-27 One-Time request funding (FY25-26 Q4)

778
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Fund Organization
Project #
Dept Organization/Project
Description Object Object Description Appropriations Revenues TransfersIn Transfers
Out FB Impact Reason
102 City Technology 253,000 - - - (253,000)
10226101 IT Information Systems 8053 Cloud/Hosted 133,000 (133,000) Increase appropriations for 6-months of Fontana 311 subscription ($266,000 annually)
10226201 IT Enterprise Systems 8035 Software Maint 5,000 (5,000) Increase appropriations for recurring Splunk licenses increase
10226204 IT Network 8035 Software Maint 32,000 (32,000) Increase appropriations for Microsoft SQL server licenses 10226204 IT Network 8053 Cloud/Hosted 43,000 (43,000) Increase appropriations for recurring Wasabi cloud storage subscription
10226206 IT Security 8130 Other Professional Svcs 40,000 (40,000) Increase appropriations for recurring fire/intrusion alarm services
103 Facility Maintenance 256,422 - - - (256,422)
10337314 PW&E EV Charging Stations 8035 Software Maint 46,060 (46,060) } 10337314 PW&E EV Charging Stations 8053 Cloud/Hosted 53,940 (53,940) } 10337317 PW&E Facilities Maintenance 8012 Uniform Expense 1,700 (1,700) Increase appropriations for uniforms and boots 10337317 PW&E Facilities Maintenance 8314 Land & Bldg Improvements 143,000 (143,000) Increase appropriations for Civic Center Phase 1 File #26- 1138, CC approved 7-14-26
37300004-103-A PW&E Lewis Library Steps 8329 Other Construction (1,085) 1,085 Project complete; return to fund balance 10337317 PW&E Facilities Maintenance Various Operating Accounts 12,807 (12,807) Carryover purchase orders from FY25/26 105 KFON 98,605 - - - (98,605)
10510401 CA Media Support Services 8329 Other Construction 34,810 (34,810) Increase appropriations for FXN studio File #26-0886, CC approved 03-24-26
10510401 CA Media Support Services 8329 Other Construction 63,795 (63,795) Carryover purchase orders from FY25/26 106 Self-Insurance 3,396,500 - - - (3,396,500)
10615200 HR Risk Liability 8026 Settlement Claim 3,396,500 (3,396,500) Increase appropriations for risk settlements 110 GF Operating Projects (25,754) - - - 25,754
04032033-110-A PD Bike Patrol-CDBG Public Safety Various Personnel Accounts (25,754) 25,754 FY25-26 portion complete; return to fund balance 125 Storm Water Compliance 1,121 - - - (1,121)
12537401 PW&E Plan Check Engineering 8130 Other Professional Svcs 1,121 (1,121) Carryover purchase orders from FY25/26 201 Muni Svcs Fiscal Impact 12,000,000 - - - (12,000,000) 28001009-201-A FN Water of Life Church Property Acqui 8320 Capital Acquisition 12,000,000 (12,000,000) Water of Life property acquisition reserve 223 Federal Asset Seizure 2,223,182 - - - (2,223,182)
22340373 PD Federal Seizures 8018 Conference & Meetings 50,000 (50,000) Increase appropriations for specialized training 22340373 PD Federal Seizures 8130 Other Professional Svcs 75,000 (75,000) Increase appropriations for cell tower ping services 22340373 PD Federal Seizures 8319 Vehicles 1,000,000 (1,000,000) Increase appropriations for CellXion - Triggerfish subscription, vehicles, and outfitting
22340373 PD Federal Seizures 8317 Maintenance Equipment 375,000 (375,000) Increase appropriations for CLOSURE AI subscription File #26-1239, CC approved 9-8-26
22340373 PD Federal Seizures 8317 Maintenance Equipment 128,950 (128,950) Increase appropriations for FLOCK subscription 22340373 PD Federal Seizures Various Operating Accounts 490,000 (490,000) C/O helicopter mapping system (FY24-25 Q1) Various PD Various Various Operating Accounts 104,232 (104,232) Carryover purchase orders from FY25/26 225 PD Traffic Safety 553,401 - - - (553,401)
22540222 PD Traffic 8319 Vehicles 505,000 (505,000) Increase appropriations for new vehicles and outfitting 22540362 PD PD Traffic Safety 8032 Outsourced Svcs (HW/SW) 48,401 (48,401) Carryover purchase orders from FY25/26 Other Funds - Recommended Adjustments
Fiscal Year 2026/2027
Increase appropriations for ChargePoint vehicle charging subscriptions

779
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Fund Organization
Project #
Dept Organization/Project
Description Object Object Description Appropriations Revenues TransfersIn Transfers
Out FB Impact Reason
Other Funds - Recommended Adjustments
Fiscal Year 2026/2027
245 Measure I 2010-2040 Reimb 14,938,000 14,938,000 - - - 37600042-245-D PW&E Westgate at Cherry and Victoria Ave 5348 Measure I 2010-2040 14,938,000 14,938,000 } 37600042-245-D PW&E Westgate at Cherry and Victoria Ave 8329 Other Construction 14,938,000 (14,938,000) } 246 Measure I 2010-2040 Local 919,312 - - - (919,312)
24637507 PW&E MI Traffic Engineering Study 8130 Other Professional Svcs 186,000 (186,000) Increase appropriations for consultant fees 37600003-246-# PW&E Fontana SRTS Gap Closure Various Operation Accounts (322,864) 322,864 Project complete; return to fund balance 37600031-246-A PW&E Baseline Ave and Palmetto Ave TS Various Personnel Accounts 7,810 (7,810) } 37600031-246-A PW&E Baseline Ave and Palmetto Ave TS 8220 Risk Liability 440 (440) } 37603354-246-A PW&E Arrow/Tokay TS Various Personnel Accounts (7,810) 7,810 } 37603354-246-A PW&E Arrow/Tokay TS 8220 Risk Liability (440) 440 } 37603354-246-A PW&E Arrow/Tokay TS Various Operating Accounts (154,938) 154,938 Project complete; return to fund balance Various PW&E Various Various Operating Accounts 1,211,114 (1,211,114) Carryover purchase orders from FY25/26 281 Gas Tax (State) 7,376 - - - (7,376)
Various PW&E Various Various Operating Accounts 7,376 (7,376) Carryover purchase orders from FY25/26 282 Solid Waste Mitigation 993 - - - (993)
28237105 PW&E Asphalt 8010 Departmental Expense 993 (993) Carryover purchase orders from FY25/26 301 Grants 2,867,861 2,791,341 - (76,520) -
30100004-301-A DS Economic Development Incentive Prog 6450 Miscellaneous Income 500,000 500,000 30100004-301-A DS Economic Development Incentive Prog 8120 Development Incentives 500,000 (500,000) 30200022-301-A DS LBP & Healthy Home Grant 8130 Other Professional Svcs 58,490 (58,490) } 30200022-301-A DS LBP & Healthy Home Grant 8790 Operating Transfer Out (58,490) 58,490 } 30200026-301-A DS Older Adults Home Mod Program 8130 Other Professional Svcs 18,030 (18,030) } 30200026-301-A DS Older Adults Home Mod Program 8790 Operating Transfer Out (18,030) 18,030 } 30200024-301-A DS Cypress Grove Apartments [SLOVENE] 5328 CDBG Grant Reimbursement 2,000,000 2,000,000 } 30200024-301-A DS Cypress Grove Apartments [SLOVENE] 8329 Other Construction 2,000,000 (2,000,000) } 37600003-301-A PW&E Fontana SRTS Gap Closure 5390 Misc Grant Reimb (3,050) (3,050) } 37600003-301-D PW&E Fontana SRTS Gap Closure 8330 Construction Contracts (3,050) 3,050 } 37600060-301-A PW&E Public Arts Building 5367 State Grant (600,000) (600,000) } 37600074-301-D PW&E Honor Roll Monument 5367 State Grant 600,000 600,000 } 37603345-301-A PW&E San Sevaine PH I 5311 Federal Grant Funds (79,929) (79,929) } 37603345-301-A PW&E San Sevaine PH I 8330 Construction Contracts (79,929) 79,929 } 40100005-301-A PD ABC Grant 25/26-APP14 5325 Police OTS Reimb (3,801) (3,801) } 40100005-301-A PD ABC Grant 25/26-APP14 Various Operating Accounts (3,801) 3,801 } 40100008-301-A PD ABC Grant 26/27-APP10 5325 Police OTS Reimb 29,000 29,000 } 40100008-301-A PD ABC Grant 26/27-APP10 Various Operating Accounts 29,000 (29,000) } 40200010-301-A PD STEP Grant 2027-PT27059 5325 Police OTS Reimb 305,800 305,800 } 40200010-301-A PD STEP Grant 2027-PT27059 Various O Overtime 305,800 (305,800) } 40200011-301-A PD 2025 JAG Grant 5311 Federal Grant Funds 43,321 43,321 } 40200011-301-A PD 2025 JAG Grant 8013 Equip (Non-Comp) <$5000 43,321 (43,321) } 302 ARPA - City - 5,708,303 - - 5,708,303
302###99 Var Various 5311 Federal Grant Funds 5,708,303 5,708,303 Adjust revenue budget to match earned revenue posted by Accounting
322 State COPS AB 3229 505,296 - - - (505,296)
32240233 PD Air Support 8317 Maintenance Equipment 250,000 (250,000) Increase appropriations for Helicopter Mapping System Various PD Various Various Operating Accounts 255,296 (255,296) Carryover purchase orders from FY25/26 Increase revenues for Fontana's Downtown Economic
Incentive Program File #26-1258, CC agenda 10-13-26
Increase revenues and appropriations for Cypress Grove
Apartments grant
Increase revenue and appropriations for 2027 ABC Grant
File #26-1216, CC approved 9-8-26
Increase revenue and appropriations for 2027 OTS Grant
File #26-1217, CC approved 9-8-26
Project complete; return to fund balance
Xfer decrease to GF #101 for unallowable Housing Grants cost allocation plan
Increase revenues and appropriations for new street
improvement federal grant
Defund project to fund Baseline Ave and Palmetto Ave TS Transfer revenue budget to match expenditures from FY25 Q2 item 376-16 & 376-17
Decrease revenues and appropriations to match final grant amount
Increase revenue and appropriations for 2025 JAG Grant
File #26-1263, CC agenda 10-13-26
Project complete; return to fund balance

780
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Fund Organization
Project #
Dept Organization/Project
Description Object Object Description Appropriations Revenues TransfersIn Transfers
Out FB Impact Reason
Other Funds - Recommended Adjustments
Fiscal Year 2026/2027
362 CDBG (27,800) (392,800) - - (365,000)
30200002-362-H DS CDBG Acq/Rehab/Rental 5328 CDBG Grant Reimbursement (16,754) (16,754) } 30200002-362-H DS CDBG Acq/Rehab/Rental 8310 Land (16,754) 16,754 } 30200004-362-F DS Housing Rehab Loan Program 5328 CDBG Grant Reimbursement (319,688) (319,688) } 30200004-362-G DS Housing Rehab Loan Program 5328 CDBG Grant Reimbursement 319,688 319,688 } 30200004-362-H DS Housing Rehab Loan Program 5328 CDBG Grant Reimbursement (365,000) (365,000) } 30200011-362-A DS CDBG Housing Admin 5328 CDBG Grant Reimbursement (5,161) (5,161) } 30200011-362-A DS CDBG Housing Admin 8130 Other Professional Svcs (5,161) 5,161 } 30200012-362-A DS Emergency Solutions Grant 5328 CDBG Grant Reimbursement (2,017) (2,017) 30200012-362-A DS Emergency Solutions Grant 8130 Other Professional Svcs (2,017) 2,017 04032033-362-A PD Bike Patrol-CDBG Public Safety 5328 CDBG Grant Reimbursement (3,868) (3,868) 04032033-362-A PD Bike Patrol-CDBG Public Safety 7010 Full-Time Employees (3,868) 3,868 363 HOME (12,250) (12,250) - - -
03020004-363-B DS HOME-ARP TBD 5328 CDBG Grant Reimbursement (2,241,996) (2,241,996) } 30200006-363-A DS Home Project TBD 5328 CDBG Grant Reimbursement (2,368,958) (2,368,958) } 30200024-363-A DS Cypress Grove Apartments [SLOVENE] 5328 CDBG Grant Reimbursement 4,610,954 4,610,954 } 03020004-363-B DS HOME-ARP TBD 8310 Land (2,241,996) 2,241,996 } 30200006-363-A DS Home Project TBD 8130 Other Professional Svcs (2,368,958) 2,368,958 } 30200006-363-A DS Home Project TBD 8329 Other Construction (22,555) 22,555 } 30200024-363-A DS Cypress Grove Apartments [SLOVENE] 8329 Other Construction 4,633,509 (4,633,509) } 30200006-363-A DS Home Project TBD 5328 CDBG Grant Reimbursement (11,026) (11,026) } 30200006-363-A DS Home Project TBD 8130 Other Professional Svcs (11,026) 11,026 } 30200017-363-A DS Home Program 5328 CDBG Grant Reimbursement (1,224) (1,224) } 30200017-363-A DS Home Program 8130 Other Professional Svcs (1,224) 1,224 } 386 ASES ELO-P Grant 900 - - - (900)
38624101 CS ASES ELO-P Admin 8021 Rents 900 (900) Carryover purchase orders from FY25/26 395 LMD #1 City Wide 130,160 - - - (130,160)
39537250 PW&E LMD #1 8130 Other Professional Svcs 130,160 (130,160) Increase appropriations for tree maintenance 396 LMD #2 Vlg of Heritage 54,742 - - - (54,742)
Various PW&E Various 8012 Uniform Expense 2,050 (2,050) Increase appropriations for uniforms and boots Various PW&E Various Various Operating Accounts 52,692 (52,692) Carryover purchase orders from FY25/26 398 LMD #3 Hunter's Ridge 1,480 - - - (1,480)
Various PW&E Various 8012 Uniform Expense 700 (700) Increase appropriations for uniforms and boots 39837209 PW&E Landscape Maintenance 8021 Rents 780 (780) Carryover purchase orders from FY25/26 401 CFD #1 Southridge Village - - - - -
40137202 PW&E Parks Various Operating Accounts 15,657 (15,657) Carryover purchase orders from FY25/26 40137202 PW&E Parks Various Operating Accounts (15,657) 15,657 Move carried over purchase orders to GF #101 for CFD allocation
409 CFD #9M Morningside - - 19,338 - 19,338
40937209 PW&E Landscape Maintenance 6900 Operating Transfers In 19,338 19,338 Xfer from GF #101 to cover operating expenditures 427 CFD #27M - - 27,530 - 27,530
42737209 PW&E Landscape Maintenance 6900 Operating Transfers In 27,530 27,530 Xfer from GF #101 to cover operating expenditures Decrease revenues and appropriations to match grant
amounts
Decrease revenues and appropriations to match grant
amounts
Defund projects to fund Cypress Grove Apartments
[SLOVENE] project
Decrease revenues and appropriations to match grant
amounts
Decrease revenues and appropriations to match grant
amounts
Decrease revenues and appropriations to match grant
amounts
Decrease revenues and appropriations to match grant
amounts
Adjust revenues and appropriations to match grant amounts

781
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Fund Organization
Project #
Dept Organization/Project
Description Object Object Description Appropriations Revenues TransfersIn Transfers
Out FB Impact Reason
Other Funds - Recommended Adjustments
Fiscal Year 2026/2027
459 CFD #59M 14,853 - 1,497 - (13,356)
45937208 PW&E Street Lights 8097 Reimbursements-Developers 14,853 (14,853) Increase appropriations for unused tax refund 45937209 PW&E Landscape Maintenance 6900 Operating Transfers In 1,497 1,497 Xfer from GF #101 to cover operating expenditures 601 Capital Reinvestment 224,609 - - - (224,609)
30100004-601-A DS Economic Development Incentive Prog 8120 Development Incentives (1,000,000) 1,000,000 } 37600091-601-A PW&E FY 26/27 Pavement Rehab 8329 Other Construction 2,200,000 (2,200,000) } 37600093-601-A PW&E 8491 Sierra Ave Shops 8329 Other Construction (1,200,000) 1,200,000 } 37000001-601-A PW&E Lease Revenue Bond Series 2025A 8130 Other Professional Svcs (10,000,000) 10,000,000 } 37600042-601-D PW&E Westgate at Cherry and Victoria Ave 8329 Other Construction 10,000,000 (10,000,000) } 37100002-601-A PW&E Citywide Storm Drain Repairs 8130 Other Professional Svcs (2) 2 Project complete; return to fund balance 37300006-601-A PW&E Public Works Yard Improvements 8130 Other Professional Svcs (713) 713 } 37300011-601-A PW&E PW East Yard – 16641/43 Orange Way 8329 Other Construction 713 (713) } 37600076-601-A PW&E Co-Op Workspace Improvements 8113 Design/Architect Service (2,187) 2,187 Project complete; return to fund balance 37600082-601-A PW&E 8464 Nuevo - Warm Shell Impr. 8329 Other Construction 209,300 (209,300) Increase appropriations for 8464 Nuevo Ave - Warm Shell Improvements project
37600035-601-A PW&E Downtown Parking Structure Various Operating Accounts (505,591) 505,591 } 37600082-601-A PW&E 8464 Nuevo - Warm Shell Impr. 8329 Other Construction 505,589 (505,589) } 37600076-601-A PW&E Co-Op Workspace Improvements 8113 Design/Architect Service (360,000) 360,000 } 37600082-601-A PW&E 8464 Nuevo - Warm Shell Impr. 8329 Other Construction 360,000 (360,000) } - 60130106 DS Economic Development 8130 Other Professional Svcs 17,500 (17,500) Carryover purchase orders from FY25/26 602 Capital Improvement 3,947,105 - - - (3,947,105)
60230000 DS Special Projects 8026 Settlement Claim 130,188 (130,188) C/O settlement funds for Southridge residents air filters (FY24-25 Q2)
60230000 DS Special Projects 8113 Design/Architect Service 100,000 (100,000) C/O Fontana fairgrounds design costs (FY25-26 Q2) 60230000 DS Special Projects 8310 Land 3,300,000 (3,300,000) C/O 15166 Foothill Blvd. purchase (FY24-25 Q2) 60230000 DS Special Projects 8310 Land 200,000 (200,000) C/O 16717 Spring St. demolition (FY25-26 Q3) 60230000 DS Special Projects 8310 Land 140,000 (140,000) C/O SBCTA PE Trail purchase (FY25-26 Q2) 60230000 DS Special Projects Various Operating Accounts 76,917 (76,917) Carryover purchase orders from FY25/26 604 Capital Project -TUT 4,485,257 - - - (4,485,257)
60437000 PW&E PW Admin - TUT 8130 Other Professional Svcs (6,377,000) 6,377,000 } 60437300 PW&E Facility Improvement TUT 8130 Other Professional Svcs (500,000) 500,000 } 37600091-604-A PW&E FY26/27 Pavement Rehabilitation Pr 8330 Construction Contracts (1,623,000) 1,623,000 } 37600042-604-D PW&E Westgate at Cherry and Victoria Ave 8329 Other Construction 8,500,000 (8,500,000) } 60437000 PW&E PW Admin - TUT 8130 Other Professional Svcs (1,132,920) 1,132,920 } 37600091-604-A PW&E FY26/27 Pavement Rehabilitation Pr 8330 Construction Contracts (2,577,000) 2,577,000 } 37600095-604-A PW&E Fernandez Park Fiber Optic 8329 Other Construction (490,080) 490,080 } 37600084-604-A PW&E Regional Navigation Center 8330 Construction Contracts 4,200,000 (4,200,000) } 30200024-604-A DS Cypress Grove Apartments [SLOVENE] 8329 Other Construction 3,000,000 (3,000,000) } 37600091-604-A PW&E FY26/27 Pavement Rehabilitation Pr 8330 Construction Contracts (3,000,000) 3,000,000 } 37300007-604-A PW&E Public Works HVAC Replacement 8130 Other Professional Svcs (446) 446 Project complete; return to fund balance 37300008-604-A PW&E Heritage Center Flooring Replacemen 8130 Other Professional Svcs (59,729) 59,729 Project complete; return to fund balance 37300009-604-A PW&E FP Aquatic Ctr HVAC Replacement 8130 Other Professional Svcs (14,716) 14,716 Project complete; return to fund balance 60437000 PW&E PW Admin - TUT 8130 Other Professional Svcs 1,636,149 (1,636,149) C/O TUT development reimbursement (FY25-26 Adopted) 60437100 PW&E Utility & Streets TUT 8330 Construction Contracts 11,150 (11,150) C/O TUT storm drain maintenance (FY25-26 Adopted) 60437100 PW&E Utility & Streets TUT 8331 Construction Contingency 25,847 (25,847) C/O TUT storm drain maintenance (FY25-26 Adopted) 60437200 PW&E Parks & Landscape - TUT 8130 Other Professional Svcs 93,944 (93,944) C/O TUT Southridge ballfield shade structures (FY25-26 Adopted)
60437300 PW&E Facility Improvement TUT 8130 Other Professional Svcs 497,401 (497,401) C/O TUT facility improvements (FY25-26 Adopted) Various PW&E Various Various Operating Accounts 2,295,657 (2,295,657) Carryover purchase orders from FY25/26 Defund project to fund Cypress Grove Apartments
[SLOVENE] project
Defund project to fund Westgate at Cherry and Victoria Ave project
Defund to fund Regional Navigation Center project File #26- 1103, CC approved 7-14-26
Defund project to fund FY 26/27 Pavement Rehab project
Defund project to fund Westgate at Cherry and Victoria Ave project
Defund project to fund PW East Yard project
Project complete; move funds to 8464 Nuevo - Warm Shell Impr. project

782
First Quarter Budget Status Report - 2026/2027 City of Fontana October 13, 2026
Fund Organization
Project #
Dept Organization/Project
Description Object Object Description Appropriations Revenues TransfersIn Transfers
Out FB Impact Reason
Other Funds - Recommended Adjustments
Fiscal Year 2026/2027
622 Storm Drain 2,980 - - - (2,980)
62237000 PW&E Storm Drain Admin-Eng 8130 Other Professional Svcs 2,980 (2,980) Carryover purchase orders from FY25/26 630 Circulation Mitigation 7,062,000 - - - (7,062,000)
37600042-630-D PW&E Westgate at Cherry and Victoria Ave 8329 Other Construction 7,062,000 (7,062,000) Increase appropriations for city match 635 Parks Development 582 - - - (582)
63537211 PW&E Parks Development 8130 Other Professional Svcs 582 (582) Carryover purchase orders from FY25/26 636 Police Capital Facilities 20,200 - - - (20,200)
63640111 PD Admin Serv Pol Cap Facilities Various Operating Accounts 20,200 (20,200) C/O start up funds 2 Sergent, 2 Corporal, 2 Records Specialist, and 2 Dispatchers (FY25-26 Adopted)
701 Sewer Maint & Operations 93,211 - - - (93,211)
70130101 DS DS Adm-Technology 8316 Computer Software >$5000 16,000 (16,000) C/O Aquatwin software (FY25-26 Q1) Various Var Various Various Operating Accounts 77,211 (77,211) Carryover purchase orders from FY25/26 702 Sewer Capital Projects 5,066 - - - (5,066)
70237000 PW&E Eng Sewer Improvement Ad 8130 Other Professional Svcs 5,066 (5,066) Carryover purchase orders from FY25/26 703 Sewer Replacement 10,600 - - - (10,600)
70337117 PW&E Sewer Line Replacement 8112 Engineering Services 10,600 (10,600) Carryover purchase orders from FY25/26 720 Stage Red 2,134,335 790,288 - - (1,344,047)
72030104 DS Stage Red 6488 Revenues - ASM 790,288 790,288 Increase revenues for projected Stage Red ASM 72030104 DS Stage Red 8092 Expenses - ASM 132,000 (132,000) Increase appropriations for Stage Red operating agreement and CPI
72030100 DS Stage Red Admin 8130 Other Professional Svcs 138,000 (138,000) } 72030108 DS Stage Red Grants 8130 Other Professional Svcs 118,922 (118,922) } 72030104 DS Stage Red 8092 Expenses - ASM 1,685,413 (1,685,413) C/O Stage Red enterprise fund (FY25-26 Q4) Various DS Various 8130 Other Professional Svcs 60,000 (60,000) Carryover purchase orders from FY25/26 751 Fleet Operations 764,450 61,510 - - (702,940)
75137305 PW&E Fleet Maintenance 6710 Motorpool Charges 61,510 61,510 Increase revenue for Motorpool projections 75137305 PW&E Fleet Maintenance 8012 Uniform Expense 2,700 (2,700) Increase appropriations for uniforms and boots Various PW&E Various Various Operating Accounts 761,750 (761,750) Carryover purchase orders from FY25/26 C/O Stage Red grant and city match (FY25-26 Q2)

783

CITY OF FONTANA
FY 2026-27

FULLY BURDENED

HOURLY RATE SCHEDULE
Prepared By: Finance Department
Effective Date: July 1, 2026
784
City of Fontana..........................

Overhead Rate Calculations
Department
Total Personnel
Services
Department
Operations &
Administration
Direct
Overhead %
Indirect
Allocation %
101: Accounting 1,360,200 74,640 5% 0%
101: Admin Services Admin 492,990 113,040 23% 0%
101: Budget/Payroll 623,600 45,470 7% 0%
101: Building & Safety 1,972,200 852,420 43% 14%
101: Building & Safety Admin 607,640 34,540 6% 14%
101: City Manager's Office 871,450 228,300 26% 0%
101: Community Services 10,649,410 2,540,520 24% 16%
101: Customer Service 490,290 24,880 5% 0%
101: Development Svc Admin 849,020 132,210 16% 14%
101: Economic Development 163,240 134,380 82% 12%
101: Elected Officials 363,890 129,900 36% 0%
101: Engineering/PW 5,337,040 3,481,100 65% 33%
101: Engineering Administration 348,330 54,970 16% 0%
101: HR Administration 1,097,900 187,390 17% 0%
101: IT Administration 417,630 44,690 11% 0%
101: IT Operations & Support 2,027,030 70,400 3% 0%
101: IT Systems 2,179,470 76,260 3% 0%
101: Marketing & Communications 360,160 68,160 19% 0%
101: Mgmt Services Admin 577,860 72,630 13% 0%
101: Planning 2,250,790 631,640 28% 29%
101: Planning Administration 434,350 23,120 5% 0%
101: Police 65,333,140 8,633,430 13% 16%
101: Purchasing 549,450 25,970 5% 0%
101: Records and Elections 629,720 60,120 10% 0%
103: Facility Maintenance 1,385,190 722,420 52% 0%
125: Storm Water Compliance 143,180 6,000 4% 20%
210: Fontana Fire District 2,403,820 687,010 29% 13%
385: After School Program 3,690,360 133,480 4% 14%
622: Storm Drain 139,650 24,750 18% 29%
701: Sewer Maint & Operations 2,561,650 1,128,090 44% 7% 751: Fleet Operations 1,354,210 994,380 73% 6%
785
City of Fontana
Fully Burdened Hourly Rate Calculation
Department Position
Fully Burdened
Hourly Rate
Blended rates
Fire Blended $150.82
101: Accounting Acct - Accountant I $85.02
101: Accounting Acct - Accountant II $92.01
101: Accounting Acct - Accounting Manager $177.39
101: Accounting Acct - Accounting Supervisor $125.62
101: Accounting Acct - Accounting Technician $76.47
101: Accounting Acct - Administrative Technician $63.65 101: Accounting Acct - Payroll Coordinator $109.55
101: Accounting Acct - Payroll Supervisor $98.50
101: Accounting Acct - Payroll Technician $70.30
101: Accounting Acct - Senior Accountant $107.05
101: Admin Services Admin Admin - Deputy City Manager $313.70 101: Admin Services Admin Admin - Executive Assistant $95.24 101: Building & Safety B&S - Administrative Clerk I $71.01 101: Building & Safety B&S - Building Inspector I $132.37 101: Building & Safety B&S - Building Inspector II $140.22 101: Building & Safety B&S - Permit Technician I $106.17 101: Building & Safety B&S - Permit Technician II $119.21 101: Building & Safety B&S - Plans Examiner I $148.15
101: Building & Safety B&S - Plans Examiner II $173.75
101: Building & Safety B&S - Senior Building Inspector $161.16 101: Building & Safety B&S - Senior Code Compliance Inspector $164.44 101: Building & Safety B&S - Senior Plans Examiner $177.57 101: Building & Safety Admin B&S Admin - Assistant Building Official $162.57 101: Building & Safety Admin B&S Admin - Director of Building & Safety $216.31 101: Building & Safety Admin B&S Admin - Permit Supervisor $144.30 101: Budget/Payroll Budget - Accounting Technician $78.21 101: Budget/Payroll Budget - Budget Analyst I $84.46
101: Budget/Payroll Budget - Budget Analyst II $93.00
101: Budget/Payroll Budget - Budget Manager $166.40
101: Budget/Payroll Budget - Resource Budget Officer $133.64 101: City Manager's Office CM - City Manager $430.23
101: City Manager's Office CM - Executive Assistant to City Manager $143.21 101: City Manager's Office CM - Senior Management Analyst $177.28 101: Community Services CS - Administrative Clerk I $68.40 101: Community Services CS - Administrative Analyst II $140.22 101: Community Services CS - Administrative Assistant $84.96 101: Community Services CS - Administrative Clerk II $74.29 101: Community Services CS - Administrative Technician $111.18 101: Community Services CS - Aquatics Coordinator $104.39 101: Community Services CS - Community Services Coordinator $106.55 Rates include salary, benefits, and fully allocated departmental and citywide overhead. They apply to external customer billing, co-sponsored activities, and other cost recovery purposes approved by Finance, subject to applicable agreements and City-approved cost-sharing arrangements. 786
City of Fontana
Fully Burdened Hourly Rate Calculation
Department Position
Fully Burdened
Hourly Rate
Rates include salary, benefits, and fully allocated departmental and citywide overhead. They apply to external customer billing, co-sponsored activities, and other cost recovery purposes approved by Finance, subject to applicable agreements and City-approved cost-sharing arrangements. 101: Community Services CS - Community Services Director $278.23 101: Community Services CS - Community Services Manager $200.42 101: Community Services CS - Community Services Supervisor $154.89 101: Community Services CS - Marketing Specialist II $136.38 101: Community Services CS - Office Manager $137.02
101: Customer Service Customer - Account Clerk I $60.05 101: Customer Service Customer - Account Clerk II $61.88 101: Customer Service Customer - Administrative Technician $69.01 101: Customer Service Customer - Cashier $40.28
101: Customer Service Customer - Revenue Operations Manager $134.06 101: Development Svc Admin DS Admin - Admin & Finance Manager $208.92 101: Development Svc Admin DS Admin - Administrative Analyst I $99.70 101: Development Svc Admin DS Admin - Administrative Analyst II $142.89 101: Development Svc Admin DS Admin - Administrative Technician $82.95 101: Development Svc Admin DS Admin - Deputy City Manager $355.85 101: Development Svc Admin DS Admin - Economic Development Analyst $129.83 101: Development Svc Admin DS Admin - Executive Assistant $111.10 101: Development Svc Admin DS Admin - Homeless Solutions Manager $175.07 101: Development Svc Admin DS Admin - Management Analyst I $126.11 101: Development Svc Admin DS Admin - Management Analyst II $131.97 101: Development Svc Admin DS Admin - Senior Administrative Analyst $138.70 101: Engineering Administration Eng Admin - Deputy Director of Public Works $204.25 101: Engineering Administration Eng Admin - Director of Public Works/City Engineer $225.48 101: Engineering Administration Eng Admin - Engineering Technician II $93.93 101: Engineering Administration Eng Admin - Executive Assistant $93.79 101: Engineering/PW Eng/PW - Assistant Engineer $221.87 101: Engineering/PW Eng/PW - Associate Engineer $242.25 101: Engineering/PW Eng/PW - Engineering Manager $355.25 101: Engineering/PW Eng/PW - Engineering Technician I $147.24 101: Engineering/PW Eng/PW - Equipment Mechanic II $168.61 101: Engineering/PW Eng/PW - Heavy Equipment Operator $185.27 101: Engineering/PW Eng/PW - Irrigation Technician $172.12 101: Engineering/PW Eng/PW - Landscape Technician I $184.88 101: Engineering/PW Eng/PW - Lead Equipment Mechanic $202.18 101: Engineering/PW Eng/PW - Parks and Landscape Supervisor $255.52 101: Engineering/PW Eng/PW - Permit Technician I $141.17 101: Engineering/PW Eng/PW - Public Works Crew Leader $195.67 101: Engineering/PW Eng/PW - Public Works Inspection Supervisor $297.51 101: Engineering/PW Eng/PW - Public Works Inspector $199.00 101: Engineering/PW Eng/PW - Public Works Maintenance Worker I $138.10 101: Engineering/PW Eng/PW - Public Works Maintenance Worker II $138.52 101: Engineering/PW Eng/PW - Public Works Manager $339.82 101: Engineering/PW Eng/PW - Public Works Supervisor $234.67 101: Engineering/PW Eng/PW - Pump Maintenance Technician I $144.62 101: Engineering/PW Eng/PW - Pump Maintenance Technician II $196.48 101: Engineering/PW Eng/PW - Senior Civil Engineer $324.15 101: Engineering/PW Eng/PW - Senior Engineer $305.79
787
City of Fontana
Fully Burdened Hourly Rate Calculation
Department Position
Fully Burdened
Hourly Rate
Rates include salary, benefits, and fully allocated departmental and citywide overhead. They apply to external customer billing, co-sponsored activities, and other cost recovery purposes approved by Finance, subject to applicable agreements and City-approved cost-sharing arrangements. 101: Engineering/PW Eng/PW - Senior Public Works Inspector $260.01 101: Engineering/PW Eng/PW - Senior Public Works Maintenance Worker $160.50 101: Engineering/PW Eng/PW - Traffic Engineering Technician $232.59 101: Engineering/PW Eng/PW - Traffic Signal Maintenance Supervisor $273.78 101: Engineering/PW Eng/PW - Traffic Signal Maintenance Technician I $212.95 101: Engineering/PW Eng/PW - Traffic Signal Maintenance Technician II $218.65 101: Engineering/PW Eng/PW - Tree Trimmer Specialist $188.55 101: Engineering/PW Eng/PW - Welder/Fabricator $174.78
210: Fontana Fire District Fund 210 - Administrative Assistant $79.88 210: Fontana Fire District Fund 210 - Assistant Fire Marshal $178.97 210: Fontana Fire District Fund 210 - Code Compliance Inspector $121.28 210: Fontana Fire District Fund 210 - Code Compliance Manager $222.98 210: Fontana Fire District Fund 210 - Code Compliance Supervisor $180.12 210: Fontana Fire District Fund 210 - Emergency Services Coordinator $152.73 210: Fontana Fire District Fund 210 - Environmenal Compliance Supervisor $166.56 210: Fontana Fire District Fund 210 - Environmental Compliance Inspector I $108.87 210: Fontana Fire District Fund 210 - Environmental Compliance Inspector II $117.38 210: Fontana Fire District Fund 210 - Fire Prevention Officer $138.62 210: Fontana Fire District Fund 210 - Fire Prevention Specialist $134.86 210: Fontana Fire District Fund 210 - Front Counter Technician $93.41 210: Fontana Fire District Fund 210 - Office Assistant II $59.17 210: Fontana Fire District Fund 210 - Office Assistant III $61.00 210: Fontana Fire District Fund 210 - Project Coordinator $142.21 210: Fontana Fire District Fund 210 - Senior Code Compliance Inspector $153.55 210: Fontana Fire District Fund 210 - Senior Environmental Control Inspector $133.83 210: Fontana Fire District Fund 210 - Senior Plans Examiner $142.05 101: HR Administration HR Admin - Benefits Analyst $104.88 101: HR Administration HR Admin - Human Resources & Risk Mgmt Director $213.81 101: HR Administration HR Admin - Human Resources Analyst $115.56 101: HR Administration HR Admin - Human Resources Clerk $65.24 101: HR Administration HR Admin - Human Resources Manager $153.52 101: HR Administration HR Admin - Human Resources Technician $85.73 101: HR Administration HR Admin - Risk Management Analyst $129.43 101: HR Administration HR Admin - Risk Manager $170.54
101: HR Administration HR Admin - Senior Admin Assistant - Confidential $84.57 101: HR Administration HR Admin - Senior Human Resources Analyst $149.66 101: IT Administration IT Admin - Director of Innovation & Tech $206.98 101: IT Administration IT Admin - GIS Analyst $97.46
101: IT Administration IT Admin - GIS Specialist $76.96 101: IT Administration IT Admin - GIS Supervisor $148.95 101: IT Administration IT Admin - Senior Administrative Technician $108.14 101: IT Operations & Support IT Oper - Database Administrator $139.92 101: IT Operations & Support IT Oper - IT Customer Service Manager $127.11 101: IT Operations & Support IT Oper - IT Manager $170.06 101: IT Operations & Support IT Oper - IT System Specialist $84.55 101: IT Operations & Support IT Oper - IT System Technician $68.66 101: IT Operations & Support IT Oper - IT Systems Analyst $99.75 788
City of Fontana
Fully Burdened Hourly Rate Calculation
Department Position
Fully Burdened
Hourly Rate
Rates include salary, benefits, and fully allocated departmental and citywide overhead. They apply to external customer billing, co-sponsored activities, and other cost recovery purposes approved by Finance, subject to applicable agreements and City-approved cost-sharing arrangements. 101: IT Operations & Support IT Oper - IT Systems Supervisor $162.38 101: IT Operations & Support IT Oper - IT Technician I $65.85 101: IT Operations & Support IT Oper - IT Technician II $73.12 101: IT Operations & Support IT Oper - Senior IT Systems Analyst $142.59 101: IT Operations & Support IT Oper - Senior IT Technician $83.00 101: IT Systems IT Sys - Business System Analyst $109.64 101: IT Systems IT Sys - Data Analyst $104.25
101: IT Systems IT Sys - IT Manager $135.98
101: IT Systems IT Sys - Senior Business System Analyst $137.20 101: IT Systems IT Sys - Senior Public Safety System Analyst $154.78 101: IT Systems IT Sys - Software Development Engineer $146.76 101: Mgmt Services Admin Mgmt - Deputy Finance Officer $208.53 101: Mgmt Services Admin Mgmt - Management Services Director $236.95 101: Marketing & Communications Mktg - Marketing & Economic Dev Manager $154.02 101: Marketing & Communications Mktg - Marketing Specialist I $80.19 101: Marketing & Communications Mktg - Multimedia Production Specialist I $103.04 101: Marketing & Communications Mktg - Senior Production Coordinator $113.13 101: Planning Plan - Administrative Assistant $101.44
101: Planning Plan - Assistant Planner $131.84
101: Planning Plan - Associate Planner $160.28
101: Planning Plan - Planning Inspector $138.15
101: Planning Plan - Planning Manager $259.86
101: Planning Plan - Planning Technician $118.22
101: Planning Plan - Senior Landscape Planner $215.77
101: Planning Plan - Senior Planner $206.43
101: Planning Administration Plan Admin - Director of Planning $203.11 101: Planning Administration Plan Admin - Senior Administrative Technician $106.60 101: Police Police - Animal Services Officer I $95.96
101: Police Police - Animal Services Officer II $87.18
101: Police Police - Chief of Police $460.52
101: Police Police - Civilian Investigations Technician $106.17 101: Police Police - Community Outreach Coordinator $120.08 101: Police Police - Community Services Officer I $82.27 101: Police Police - Community Services Officer II $101.45 101: Police Police - Corporal/Advanced $231.23
101: Police Police - Court Liaison $109.68
101: Police Police - Dispatch Call Taker $86.03
101: Police Police - Dispatch Manager $156.76
101: Police Police - Dispatch Supervisor $134.51
101: Police Police - Dispatcher I $89.55
101: Police Police - Dispatcher II $106.51
101: Police Police - Executive Assistant $110.48
101: Police Police - Forensics Investigator $122.14
101: Police Police - Lead Property Control Clerk $113.67 101: Police Police - Lieutenant/Advanced $330.16
101: Police Police - Officer $162.47
101: Police Police - Officer/Advanced $205.03
789
City of Fontana
Fully Burdened Hourly Rate Calculation
Department Position
Fully Burdened
Hourly Rate
Rates include salary, benefits, and fully allocated departmental and citywide overhead. They apply to external customer billing, co-sponsored activities, and other cost recovery purposes approved by Finance, subject to applicable agreements and City-approved cost-sharing arrangements. 101: Police Police - Officer/Intermediate $186.51
101: Police Police - Officer/Trainee $144.89
101: Police Police - Police Administrative Analyst I $116.16 101: Police Police - Police Administrative Analyst II $142.93 101: Police Police - Police Administrative Assistant $89.10 101: Police Police - Police Administrative Technician $99.84 101: Police Police - Police Captain $378.05
101: Police Police - Police Digital Forensics Tech I $117.54 101: Police Police - Police Digital Forensics Tech II $139.80 101: Police Police - Police Property Supervisor $103.49 101: Police Police - Police Property Technician $93.49
101: Police Police - Police Records Manager $148.82
101: Police Police - Police Records Supervisor $115.64
101: Police Police - Police Records Technician I $69.18 101: Police Police - Police Records Technician II $85.22 101: Police Police - Police Support Services Admin $198.18 101: Police Police - Police Training Specialist $104.43 101: Police Police - Senior Administrative Analyst $171.91 101: Police Police - Senior Community Services Officer $114.05 101: Police Police - Sergeant/Advanced $277.25
101: Police Police - Supervising ASO $124.55
101: Police Police - Traffic Investigations Technician $106.59 101: Purchasing Purch - Buyer I $75.62
101: Purchasing Purch - Contract Analyst $88.61
101: Purchasing Purch - Purchasing Manager $150.76
101: Purchasing Purch - Purchasing Specialist $105.26
101: Records and Elections Records - Administrative Clerk II $58.88 101: Records and Elections Records - Chief Deputy City Clerk $146.14 101: Records and Elections Records - Deputy City Clerk $131.21 101: Records and Elections Records - Records Coordinator $100.06 101: Records and Elections Records - Senior Administrative Assistant $75.85 *The fully burdened labor rates contained in this schedule are intended as general billing rates. Actual billable rates may vary based on the function performed, funding source, project assignment, or applicable departmental and citywide overhead allocations. The City reserves the right to apply the rate that most accurately reflects the cost of providing the service
790

CITY OF FONTANA
FY 2026-27

PRODUCTIVE HOURLY RATE

SCHEDULE
Prepared By: Finance Department
Effective Date: July 1, 2026
791
City of Fontana
Overhead Rate Calculations FY26-27
Department
Total Personnel
Services
Department
Operations &
Administration
Dept/Div
Direct Rate
City
Overhead
(CAP)
101: Admin Services Admin 729,760 79,760 10.93% 16.31%
101: Building & Safety 3,284,260 334,330 10.18% 16.31%
101: City Manager's Office 2,253,540 235,570 10.45% 16.31% 101: Community Services 11,654,910 1,214,290 10.42% 16.31% 101: Development Svc Admin 1,787,100 150,030 8.40% 16.31% 101: Finance 4,847,700 361,370 7.45% 16.31%
101: Public Works & Engineering 8,430,330 1,630,790 19.34% 16.31% 101: HR Administration 1,704,110 108,900 6.39% 16.31%
101: IT Operations & Support 5,398,630 309,120 5.73% 16.31% 101: Planning 3,103,950 231,140 7.45% 16.31%
101: Police 77,348,910 11,129,350 14.39% 16.31%
101: City Clerk 761,460 59,520 7.82% 16.31%
103: Facility Maintenance 1,873,050 620,910 33.15% 16.31% 125: Storm Water Compliance 419,040 18,810 4.49% 16.31% 210: Fontana Fire District 2,741,110 635,430 23.18% 16.31% 622: Storm Drain 220,500 30,370 13.77% 16.31%
701: Sewer Maint & Operations 2,774,730 774,790 27.92% 16.31% 751: Fleet Operations 1,526,610 405,350 26.55% 16.31%

792
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Administrative Services Admin Administrative Clerk I $41.26 10.93% 16.31% $53.23 Deputy City Manager $284.31 10.93% 16.31% $366.81
Emergency Services Coordinator $117.83 10.93% 16.31% $152.02 Executive Assistant $83.22 10.93% 16.31% $107.36
Building and Safety Administrative Clerk I $41.52 10.18% 16.31% $53.20 Assistant Building Official $146.33 10.18% 16.31% $187.52 Building Inspector I $91.50 10.18% 16.31% $117.25
Building Inspector II $93.22 10.18% 16.31% $119.45
Director of Building & Safety $186.22 10.18% 16.31% $238.62 Permit Supervisor $128.58 10.18% 16.31% $164.76
Permit Technician I $63.60 10.18% 16.31% $81.50
Permit Technician II $76.96 10.18% 16.31% $98.62
Plans Examiner I $100.27 10.18% 16.31% $128.48
Plans Examiner II $111.33 10.18% 16.31% $142.66
Senior Building Inspector $103.11 10.18% 16.31% $132.13 Senior Code ompliance Inspector $105.34 10.18% 16.31% $134.99 Senior Plans Examiner $113.03 10.18% 16.31% $144.84
City Administration Business Development Coordinator $61.69 10.45% 16.31% $79.24 City Manager $371.97 10.45% 16.31% $477.85
Executive Assistant to City Manager $123.06 10.45% 16.31% $158.09 Marketing & Economic Dev Manager $133.61 10.45% 16.31% $171.64 Marketing Specialist I $67.58 10.45% 16.31% $86.81
Multimedia Production Specialist I $90.43 10.45% 16.31% $116.17 Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

City of Fontana:Productive Hourly Rates Page 2 of 12
793
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

City Administration Multimedia Production Specialist II $72.26 10.45% 16.31% $92.82 Multimedia Production Supervisor $73.03 10.45% 16.31% $93.82 Production Editor $67.97 10.45% 16.31% $87.32
Public Information Coordinator $93.15 10.45% 16.31% $119.66 Senior Management Analyst $144.82 10.45% 16.31% $186.04 City Clerk Administrative Clerk II $55.83 7.82% 16.31% $70.01 Chief Deputy City Clerk $138.74 7.82% 16.31% $173.98
Deputy City Clerk $130.19 7.82% 16.31% $163.25
Records Coordinator $71.03 7.82% 16.31% $89.07
Senior Administrative Assistant $74.97 7.82% 16.31% $94.01 Community Services Administrative Clerk I $49.42 10.42% 16.31% $63.46 Administrative Analyst II $101.17 10.42% 16.31% $129.92 Administrative Assistant $62.25 10.42% 16.31% $79.94
Administrative Clerk II $54.82 10.42% 16.31% $70.40
Administrative Technician $72.38 10.42% 16.31% $92.95
Aquatics Coordinator $75.37 10.42% 16.31% $96.80
Community Services Coordinator $76.38 10.42% 16.31% $98.09 Community Services Manager $133.73 10.42% 16.31% $171.74 Community Services Superintendent $165.96 10.42% 16.31% $213.14 Community Services Supervisor $112.10 10.42% 16.31% $143.96 Director of Community Services $215.06 10.42% 16.31% $276.19 Marketing Specialist II $103.17 10.42% 16.31% $132.49
Office Manager $114.41 10.42% 16.31% $146.92
Development Services Admin Admin & Finance Manager $161.03 8.40% 16.31% $203.01 City of Fontana:Productive Hourly Rates Page 3 of 12
794
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

Development Services Admin Administrative Analyst I $78.17 8.40% 16.31% $98.55 Administrative Analyst II $92.25 8.40% 16.31% $116.30
Administrative Assistant $57.57 8.40% 16.31% $72.58
Administrative Technician $64.40 8.40% 16.31% $81.19
Deputy City Manager $281.04 8.40% 16.31% $354.31
Economic Development Analyst $97.20 8.40% 16.31% $122.54 Executive Assistant $87.37 8.40% 16.31% $110.15
Housing Manager $147.90 8.40% 16.31% $186.46
Housing Technician $88.53 8.40% 16.31% $111.60
Management Analyst I $102.51 8.40% 16.31% $129.23
Management Analyst II $98.78 8.40% 16.31% $124.53
Senior Admin Assistant - Confidential $78.79 8.40% 16.31% $99.33 Senior Administrative Analyst $113.35 8.40% 16.31% $142.90 Senior Management Analyst $111.01 8.40% 16.31% $139.95
Finance Account Clerk I $66.55 7.45% 16.31% $83.17
Account Clerk II $60.74 7.45% 16.31% $75.91
Accountant I $83.58 7.45% 16.31% $104.46
Accountant II $86.24 7.45% 16.31% $107.78
Accounting Manager $166.16 7.45% 16.31% $207.65
Accounting Supervisor $121.98 7.45% 16.31% $152.44
Accounting Technician $69.35 7.45% 16.31% $86.67
Administrative Technician $68.11 7.45% 16.31% $85.12
Budget Analyst I $89.20 7.45% 16.31% $111.47
Budget Analyst II $93.69 7.45% 16.31% $117.10
Budget Manager $159.81 7.45% 16.31% $199.72
Buyer I $74.97 7.45% 16.31% $93.69
City of Fontana:Productive Hourly Rates Page 4 of 12
795
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

Finance Cashier $52.60 7.45% 16.31% $65.74
Chief Financial Officer $228.55 7.45% 16.31% $285.62
Contract Analyst $112.40 7.45% 16.31% $140.47
Deputy Finance Officer $192.27 7.45% 16.31% $240.29
Payroll Coordinator $80.36 7.45% 16.31% $100.43
Payroll Supervisor $116.60 7.45% 16.31% $145.72
Payroll Technician $75.59 7.45% 16.31% $94.46
Purchasing Manager $148.64 7.45% 16.31% $185.77
Purchasing Specialist $77.07 7.45% 16.31% $96.32
Resource Budget Officer $132.38 7.45% 16.31% $165.44
Revenue Operations Manager $121.43 7.45% 16.31% $151.76 Senior Accountant $96.96 7.45% 16.31% $121.17
Fire Administrative Assistant $62.20 23.18% 16.31% $89.12 Code Compliance Inspector $85.48 23.18% 16.31% $122.47
Code Compliance Manager $152.67 23.18% 16.31% $218.73
Code Compliance Supervisor $133.90 23.18% 16.31% $191.84 Senior Code Compliance Inspector $110.79 23.18% 16.31% $158.72 Human Resources Benefits Analyst $92.36 6.39% 16.31% $114.28 Director of Human Resources & Risk Mgmt $199.91 6.39% 16.31% $247.37 Human Resources Analyst $108.23 6.39% 16.31% $133.92
Human Resources Clerk $57.36 6.39% 16.31% $70.98
Human Resources Manager $129.28 6.39% 16.31% $159.97
Human Resources Technician $76.43 6.39% 16.31% $94.57
Risk Management Analyst $119.12 6.39% 16.31% $147.40
Risk Manager $146.35 6.39% 16.31% $181.09
City of Fontana:Productive Hourly Rates Page 5 of 12
796
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

Human Resources Senior Admin Assistant - Confidential $74.47 6.39% 16.31% $92.15 Senior Human Resources Analyst $131.98 6.39% 16.31% $163.31 Innovation and Technology Business System Analyst $111.58 5.73% 16.31% $137.21 Data Analyst $108.46 5.73% 16.31% $133.36
Database Administrator $139.86 5.73% 16.31% $171.97
Director of Innovation & Tech $203.86 5.73% 16.31% $250.68 GIS Analyst $95.77 5.73% 16.31% $117.76
GIS Specialist $64.72 5.73% 16.31% $79.58
GIS Supervisor $144.62 5.73% 16.31% $177.83
IT Customer Service Manager $144.49 5.73% 16.31% $177.67 IT Manager $155.62 5.73% 16.31% $191.35
IT System Specialist $84.73 5.73% 16.31% $104.19
IT Systems Analyst $95.55 5.73% 16.31% $117.50
IT Systems Supervisor $162.63 5.73% 16.31% $199.98
IT Technician I $68.57 5.73% 16.31% $84.31
IT Technician II $76.75 5.73% 16.31% $94.38
Senior Administrative Technician $100.56 5.73% 16.31% $123.65 Senior Business System Analyst $117.23 5.73% 16.31% $144.15 Senior IT Systems Analyst $142.39 5.73% 16.31% $175.09
Senior IT Technician $84.52 5.73% 16.31% $103.93
Senior Public Safety System Analyst $154.07 5.73% 16.31% $189.46 Software Development Engineer $146.21 5.73% 16.31% $179.78 Planning Administrative Assistant $63.56 7.45% 16.31% $79.43 Assistant Planner $79.82 7.45% 16.31% $99.74
Associate Planner $98.96 7.45% 16.31% $123.67
City of Fontana:Productive Hourly Rates Page 6 of 12
797
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

Planning Director of Planning $210.24 7.45% 16.31% $262.73 Planning Inspector $86.25 7.45% 16.31% $107.78
Planning Manager $161.92 7.45% 16.31% $202.34
Planning Technician $71.44 7.45% 16.31% $89.28
Senior Administrative Technician $104.52 7.45% 16.31% $130.62 Senior Landscape Planner $135.60 7.45% 16.31% $169.45
Senior Planner $128.84 7.45% 16.31% $161.00
Police Department Animal Services Officer I $73.88 14.39% 16.31% $98.29 Animal Services Officer II $78.93 14.39% 16.31% $105.00 Chief of Police $384.69 14.39% 16.31% $511.79
Civilian Investigations Technician $92.39 14.39% 16.31% $122.92 Community Outreach Coordinator $95.25 14.39% 16.31% $126.72 Community Services Officer I $68.42 14.39% 16.31% $91.03 Community Services Officer II $80.56 14.39% 16.31% $107.18 Corporal/Advanced $194.46 14.39% 16.31% $258.71
Court Liaison $90.35 14.39% 16.31% $120.20
Dispatch Call Taker $69.88 14.39% 16.31% $92.97
Dispatch Manager $121.09 14.39% 16.31% $161.10
Dispatch Supervisor $107.18 14.39% 16.31% $142.60
Dispatcher I $64.21 14.39% 16.31% $85.42
Dispatcher II $84.57 14.39% 16.31% $112.51
Executive Assistant $87.55 14.39% 16.31% $116.47
Forensics Investigator $91.02 14.39% 16.31% $121.09
Lead Property Technician $90.89 14.39% 16.31% $120.93
Lieutenant/Advanced $285.70 14.39% 16.31% $380.09
Officer $138.08 14.39% 16.31% $183.70
City of Fontana:Productive Hourly Rates Page 7 of 12
798
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

Police Department Officer/Advanced $169.17 14.39% 16.31% $225.07 Officer/Intermediate $156.07 14.39% 16.31% $207.63
Officer/Trainee $117.31 14.39% 16.31% $156.07
Police Administrative Analyst II $107.43 14.39% 16.31% $142.92 Police Administrative Assistant $73.27 14.39% 16.31% $97.47 Police Administrative Technician $80.03 14.39% 16.31% $106.48 Police Captain $326.03 14.39% 16.31% $433.75
Police Digital Forensics Tech I $94.03 14.39% 16.31% $125.10 Police Digital Forensics Tech II $119.78 14.39% 16.31% $159.35 Police Property Supervisor $85.13 14.39% 16.31% $113.25 Police Property Technician $77.15 14.39% 16.31% $102.64 Police Records Manager $119.01 14.39% 16.31% $158.33
Police Records Supervisor $95.21 14.39% 16.31% $126.66
Police Records Technician I $58.00 14.39% 16.31% $77.16 Police Records Technician II $68.07 14.39% 16.31% $90.57 Police Support Services Admin $157.29 14.39% 16.31% $209.26 Police Training Specialist $82.45 14.39% 16.31% $109.70 Senior Administrative Analyst $135.62 14.39% 16.31% $180.42 Senior Community Services Officer $90.05 14.39% 16.31% $119.81 Sergeant/Advanced $236.94 14.39% 16.31% $315.23
Supervising ASO $97.95 14.39% 16.31% $130.32
Traffic Investigations Technician $88.36 14.39% 16.31% $117.55 Public Works & Engineering Administrative Clerk II $44.93 19.34% 16.31% $62.37 Assistant Engineer $95.75 19.34% 16.31% $132.91
Associate Engineer $118.30 19.34% 16.31% $164.20
Deputy Director of PW $176.41 19.34% 16.31% $244.87
City of Fontana:Productive Hourly Rates Page 8 of 12
799
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

Public Works & Engineering Director of Public Works/City Engineer $212.64 19.34% 16.31% $295.15 Engineering Manager $162.69 19.34% 16.31% $225.82
Engineering Technician I $73.60 19.34% 16.31% $102.15
Engineering Technician II $83.34 19.34% 16.31% $115.68
Environmenal Compliance Supervisor $114.99 19.34% 16.31% $159.61 Environmental Compliance Inspector I $78.13 19.34% 16.31% $108.45 Environmental Compliance Inspector II $80.33 19.34% 16.31% $111.49 Environmental Compliance Manager $151.44 19.34% 16.31% $210.21 Equipment Mechanic I $85.17 19.34% 16.31% $118.22
Equipment Mechanic II $87.98 19.34% 16.31% $122.12
Equipment Mechanic Supervisor $111.17 19.34% 16.31% $154.31 Facilities Maintenance Supervisor $113.17 19.34% 16.31% $157.09 Heavy Equipment Operator $87.56 19.34% 16.31% $121.54
Irrigation Technician $84.08 19.34% 16.31% $116.70
Landscape Technician I $86.02 19.34% 16.31% $119.39
Lead Equipment Mechanic $87.98 19.34% 16.31% $122.12
Lead Traffic Signal Maintenance Technician $117.19 19.34% 16.31% $162.67 Parks and Landscape Supervisor $119.39 19.34% 16.31% $165.72 Permit Technician I $82.80 19.34% 16.31% $114.93
Project Coordinator $101.77 19.34% 16.31% $141.26
Public Works Crew Leader $90.09 19.34% 16.31% $125.05
Public Works Inspection Supervisor $139.65 19.34% 16.31% $193.83 Public Works Inspector $91.70 19.34% 16.31% $127.28
Public Works Maintenance Worker I $53.55 19.34% 16.31% $74.32 Public Works Maintenance Worker II $66.21 19.34% 16.31% $91.90 Public Works Manager $143.47 19.34% 16.31% $199.14
Public Works Supervisor $112.46 19.34% 16.31% $156.10
City of Fontana:Productive Hourly Rates Page 9 of 12
800
FY 2026-27 PRODUCTIVE HOURLY RATES
Department Position
Direct Labor
Cost Rate
Dept/Div
Direct
Rate
City
Overhead
(CAP)
Billable
Rate/Hr
Rates include salary, benefits, departmental overhead, and citywide administrative overhead. These rates are intended for grant reimbursement, contract billing, and other cost recovery purposes approved by Finance. Use of these rates is subject to applicable funding requirements, agreement terms, and allowable costs.

Public Works & Engineering Pump Maintenance Technician I $67.96 19.34% 16.31% $94.34 Pump Maintenance Technician II $93.25 19.34% 16.31% $129.43 Senior Admin Assistant - Confidential $83.55 19.34% 16.31% $115.97 Senior Civil Engineer $147.68 19.34% 16.31% $204.99
Senior Engineer $142.53 19.34% 16.31% $197.83
Senior Environmental Control Inspector $99.49 19.34% 16.31% $138.10 Senior Public Works Inspector $123.02 19.34% 16.31% $170.76 Senior Public Works Maintenance Worker $80.19 19.34% 16.31% $111.30 Traffic Engineering Technician $110.82 19.34% 16.31% $153.82 Traffic Signal Maintenance Supervisor $130.35 19.34% 16.31% $180.93 Traffic Signal Maintenance Technician I $92.40 19.34% 16.31% $128.25 Traffic Signal Maintenance Technician II $94.58 19.34% 16.31% $131.27 Tree Trimmer Specialist $65.25 19.34% 16.31% $90.57
Welder/Fabricator $82.13 19.34% 16.31% $113.99
Assumptions Value
Productive Hours 1,650
Citywide Overhead Rate 16.31%
Purpose Cost Recovery / Grants / Contracts
Effective Date 7/1/2026
*The hourly billing rates contained in this schedule are intended as general billing rates. Actual billable rates may vary based on the function performed, funding source, project assignment, or applicable departmental and citywide overhead allocations. The City reserves the right to apply the rate that most accurately reflects the cost of providing the service City of Fontana:Productive Hourly Rates Page 10 of 12
801
FY 2026-27 HOURLY BILLING RATE

PART-TIME
Billing Function Position
Sum of Step
Rate
Sum of
Function
OH %
Sum of
City OH %
Sum of
Billable
Rate/Hr
City Manager's Office Audio Visual (AV) Technician I $22.86 10.45% 16.31% $29.37 Audio Visual (AV) Technician II $25.52 10.45% 16.31% $32.79Senior Audio Visual (AV) Technician $28.08 10.45% 16.31% $36.08 Community Services After School Community Services Assistant I $23.68 10.42% 16.31% $30.41 After School Community Services Assistant II $25.17 10.42% 16.31% $32.33After School Community Services Assistant III $26.73 10.42% 16.31% $34.33Assistant Pool Manager $24.91 10.42% 16.31% $31.99Community Services Assistant $20.86 10.42% 16.31% $26.79Intern I $20.86 10.42% 16.31% $26.79Intern II $22.21 10.42% 16.31% $28.52Intern III $24.19 10.42% 16.31% $31.06Lifeguard $20.98 10.42% 16.31% $26.94Pool Manager $27.17 10.42% 16.31% $34.89Senior Community Services Assistant $22.21 10.42% 16.31% $28.52Senior Transportation Specialist $24.91 10.42% 16.31% $31.99Transportation Specialist $22.94 10.42% 16.31% $29.46Transportation Specialist Trainee $17.15 10.42% 16.31% $22.02Water Safety Instructor (WSI) $22.88 10.42% 16.31% $29.38 Innovation and Technology Intern I $20.86 5.73% 16.31% $25.65 Intern II $22.21 5.73% 16.31% $27.31Intern III $24.19 5.73% 16.31% $29.74IT Applications Programer $44.05 5.73% 16.31% $54.17 Planning Intern I $20.86 7.45% 16.31% $26.07
Intern II $22.21 7.45% 16.31% $27.75Intern III $24.19 7.45% 16.31% $30.23

802
FY 2026-27 HOURLY BILLING RATES

PART-TIME
Police Animal Services Assistant $20.86 14.39% 16.31% $27.75 Police Background Investigator $38.59 14.39% 16.31% $51.34Police Cadet $20.86 14.39% 16.31% $27.75Police Reserve Officer $27.00 14.39% 16.31% $35.92 Public Works & Engineering Intern I $20.86 19.34% 16.31% $28.95 Intern II $22.21 19.34% 16.31% $30.83Intern III $24.19 19.34% 16.31% $33.57Maintenance Assistant $17.15 19.34% 16.31% $23.80Office Assistant $21.56 19.34% 16.31% $29.92Traffic Signal Maintenance Assistant $20.86 19.34% 16.31% $28.95 *The productive hourly rates contained in this schedule are intended as general billing rates. Actual billable rates may vary based on the function performed, funding source, project assignment, or applicable departmental and citywide overhead allocations. The City reserves the right to apply the rate that most accurately reflects the cost of providing the service

803
City of Fontana
Action Report
City Council Meeting
8437 Sierra Avenue
Fontana, CA 92335
File #: 26-1301 Agenda Date: 10/13/2026
Agenda #: B. Category: New Business
FROM:

Finance
SUBJECT:

Issuance of Special Tax Bonds for Community Facilities District No.113 (The Gardens Phase Two).

RECOMMENDATION:

Adopt Resolution No. 2026-092, of the City Council of the City of Fontana authorizing the issuance of City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026, in an aggregate principal amount of not to exceed $21,000,000, authorizing the execution and delivery of an Indenture, a Bond Purchase Agreement and a Continuing Disclosure Agreement, authorizing the distribution of an Official Statement in connection therewith and authorizing the execution of necessary documents and certificates and related actions. ..End
COUNCIL GOALS:
· Practice sound fiscal management by developing long-term funding and debt management plans.

DISCUSSION:

On May 14, 2024, the City Council authorized the formation of City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the District) and conducted a special election to levy a special tax within the District. This project consists of 388 residential lots located along the west side of Citrus Avenue, just south of Duncan Canyon Road, with homes being constructed by Risewell Homes and Richmond American Homes. The project is part of the master planned community known as “The Arboretum,” which is being developed by the North Fontana Investment Company, an affiliate of The Lewis Group of Companies (the Master Developer).

During the period in which the Acquisition and Funding Agreement was created, additional improvement costs were identified. The overall costs have increased by $19,089,501 for the street, sewer, storm drain, landscape, traffic signal, and rights-of-way components since the formation of the District, necessitating an amendment to the original Acquisition Agreement.

Proceeds of the Bonds will be used primarily to acquire public improvements constructed by the Master Developer or public improvements to be constructed by the City.

In order to issue the Bonds, it is necessary to execute documents and agreements relating to the District. The recommended action complies with the City’s debt management strategy.

The following documents, in their materially correct form, are attached hereto:

City of Fontana Page 1 of 2 Printed on 10/7/2026
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File #: 26-1301 Agenda Date: 10/13/2026
Agenda #: B. Category: New Business

1. Authorizing Resolution;

2. Indenture;

3. Continuing Disclosure Agreement;

4. First Amendment to Acquisition Agreement;

5. Bond Purchase Agreement;

6. Preliminary Official Statement and;

7. Appraisal Report
Government Code Section 5852.1 requires the City to obtain and disclose a good faith estimate of certain information about the Bonds, including the true interest cost, the financing costs, the use of proceeds and the total payment amount, and the information is included in Exhibit A of the Authorizing Resolution.

The Official Statement is the primary disclosure document for investors in the Bonds. A Preliminary Official Statement will be circulated to potential investors prior to the pricing of the Bonds, a draft of which is attached to this staff report. After the Bonds have been priced, a Final Official Statement will be circulated to investors; the Final Official Statement should be identical to the Preliminary Official Statement except for the addition of pricing information (principal amount, interest rates, redemption terms). The Preliminary Official Statement has been reviewed and approved for transmittal to the City Council by the City’s financing team. The distribution of the Preliminary Official Statement by the City is subject to federal securities laws, including the Securities Act of 1933 and the Securities Exchange Act of 1934. These laws require the Preliminary Official Statement to include all facts that would be material to an investor in the 2026 Bonds. Material information is information that there is a substantial likelihood would have actual significance in the deliberations of the reasonable investor when deciding whether to buy or sell the bonds. If the City Council concludes that the Preliminary Official Statement includes all facts that would be material to an investor in the Bonds, it must adopt a resolution that authorizes staff to execute a certificate to the effect that the Preliminary Official Statement has been “deemed final.

FISCAL IMPACT:

Most of the issuance costs are contingent upon the sale of the Bonds and will be paid from proceeds of the Bonds, the Special Taxes levied within the District, or from a deposit advanced by the Master Developer. Annual debt service and maintenance costs will be paid from special taxes levied on the landowners within the District.

MOTION:

Approve staff recommendation.

City of Fontana Page 2 of 2 Printed on 10/7/2026
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RESOLUTION NO. 2026-092

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FONTANA

AUTHORIZING THE ISSUANCE OF CITY OF FONTANA COMMUNITY
FACILITIES DISTRICT NO. 113 (THE GARDENS PHASE TWO) SPECIAL TAX BONDS, SERIES 2026, IN AN AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $21,000,000, AUTHORIZING THE EXECUTION

AND DELIVERY OF AN INDENTURE, A BOND PURCHASE

AGREEMENT AND A CONTINUING DISCLOSURE AGREEMENT,

AUTHORIZING THE DISTRIBUTION OF AN OFFICIAL STATEMENT IN

CONNECTION THEREWITH AND AUTHORIZING THE EXECUTION OF

NECESSARY DOCUMENTS AND CERTIFICATES AND RELATED
ACTIONS.

WHEREAS, the City Council (the “City Council”) of the City of Fontana (the “City”) has formed City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Community Facilities District”) under the provisions of the Mello-Roos Community Facilities Act of 1982 (the “Act”);
WHEREAS, the Community Facilities District is authorized under the Act to levy a special tax (the “Special Tax”) to pay for the costs of certain public facilities (the “Facilities”) and to issue bonds payable from the Special Tax; WHEREAS, in order to provide funds to finance certain of the Facilities, the Community Facilities District proposes to issue its City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026 (the “Series 2026 Bonds”), in the aggregate principal amount of not to exceed $21,000,000; WHEREAS, in order to provide for the authentication and delivery of the Series 2026 Bonds, to establish and declare the terms and conditions upon which the Series 2026 Bonds are to be issued and secured and to secure the payment of the principal thereof, premium, if any, and interest thereon, the Community Facilities District proposes to enter into an Indenture with U.S. Bank Trust Company, National Association, as trustee (the “Trustee”) (such Indenture, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the “Indenture”);
WHEREAS, Stifel, Nicolaus & Company, Incorporated (the “Underwriter”), has presented the Community Facilities District with a proposal, in the form of a Bond Purchase Agreement, to purchase the Series 2026 Bonds from the Community Facilities District (such Bond Purchase Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the “Purchase Agreement”);
WHEREAS, Rule 15c2-12 promulgated under the Securities Exchange Act of 1934 (“Rule 15c2-12”) requires that, in order to be able to purchase or sell the Series 2026 Bonds, the underwriter thereof must have reasonably determined that the Community 806
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Facilities District, as the issuer of the Series 2026 Bonds, has undertaken in a written agreement or contract for the benefit of the holders of the Series 2026 Bonds to provide disclosure of certain financial information and certain listed events on an ongoing basis; WHEREAS, in order to cause such requirement to be satisfied, the Community Facilities District desires to enter into a Continuing Disclosure Agreement with U.S. Bank Trust Company, National Association, in its capacity as Trustee and in its capacity as dissemination agent thereunder (such Continuing Disclosure Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the “Continuing Disclosure Agreement”);
WHEREAS, a form of the Preliminary Official Statement to be distributed in connection with the public offering of the Series 2026 Bonds has been prepared (such Preliminary Official Statement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the “Preliminary Official Statement”);
WHEREAS, the Community Facilities District, the City and North Fontana Investment Company, LLC (the “Developer”) entered into the Acquisition and Funding Agreement, dated as of May 1, 2024, (the “Acquisition Agreement”), pursuant to which the Developer agreed to construct, or cause to be constructed, certain facilities described in the Acquisition Agreement, and the Community Facilities District agreed to purchase such facilities from the Developer with proceeds of bonds payable from the Special Taxes; WHEREAS, the Community Facilities District, the City and the Developer now desire to make certain amendments to the Acquisition Agreement pursuant to a First Amendment to Acquisition and Funding Agreement (such First Amendment to Acquisition and Funding Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the “First Amendment”);
WHEREAS, there have been prepared and submitted to this meeting forms of:
(a) the Indenture;
(b) the Purchase Agreement;
(c) the Continuing Disclosure Agreement;
(d) the Preliminary Official Statement; and
(e) the First Amendment;
WHEREAS, Kitty Siino & Associates, Inc. has prepared and provided to the Community Facilities District an appraisal report, dated September 22, 2026 (the “Appraisal”), providing an opinion of value of the property in the Community Facilities District, which has been submitted to this meeting;
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WHEREAS, Section 5852.1 of the California Government Code requires that the City Council obtain from an underwriter, financial advisor or private lender and disclose, in a meeting open to the public, prior to authorization of the issuance of the Series 2026 Bonds, good faith estimates of (a) the true interest cost of the Series 2026 Bonds, (b) the sum of all fees and charges paid to third parties with respect to the Series 2026 Bonds, (c) the amount of proceeds of the Series 2026 Bonds expected to be received net of the fees and charges paid to third parties and any reserves or capitalized interest paid or funded with proceeds of the Series 2026 Bonds, and (d) the sum total of all debt service payments on the Series 2026 Bonds calculated to the final maturity of the Series 2026 Bonds plus the fees and charges paid to third parties not paid with the proceeds of the Series 2026 Bonds;
WHEREAS, in compliance with Section 5852.1 of the California Government Code, the City Council has obtained from CSG Advisors Incorporated, as the Community Facilities District’s municipal advisor (the “Municipal Advisor”), the required good faith estimates, which the Municipal Advisor has prepared in consultation with the Underwriter, and such estimates are disclosed and set forth in Exhibit “A” attached hereto; WHEREAS, the Community Facilities District desires to proceed to issue and sell the Series 2026 Bonds and to authorize the execution of such documents and the performance of such acts as may be necessary or desirable to effect the offering, sale and issuance of the Series 2026 Bonds; and
WHEREAS, the City Council is the legislative body of the Community Facilities District;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Fontana, California, as follows:

Section 1. The foregoing recitals are true and correct, and the City Council so finds and determines.

Section 2. Subject to the provisions of Section 3 hereof, the issuance of the Series 2026 Bonds, in an aggregate principal amount of not to exceed $21,000,000, on the terms and conditions set forth in, and subject to the limitations specified in, the Indenture, be and the same is hereby authorized and approved. The Series 2026 Bonds shall be dated, shall bear interest at the rates, shall mature on the dates, shall be subject to call and redemption, shall be issued in the form and shall be as otherwise provided in the Indenture, as the same shall be completed as provided in this Resolution.

Section 3. The Indenture, in substantially the form submitted to this meeting and made a part hereof as though set forth herein, be and the same is hereby approved. Each of the Mayor of the City, and such other member of the City Council as the Mayor may designate, the City Manager of the City, the Chief Financial Officer, Finance Department, of the City and such other officer or employee of the City as the City Manager may designate (the “Authorized Officers”) is hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the Community Facilities District, to 808
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execute and deliver the Indenture in the form submitted to this meeting, with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of the Indenture by such Authorized Officer; provided, however, that such changes, insertions and omissions shall not authorize an aggregate principal amount of Series 2026 Bonds in excess of $21,000,000, shall not result in a final maturity date of the Series 2026 Bonds later than September 1, 2058, and shall not result in a true interest cost for the Series 2026 Bonds in excess of 6.50%.

Section 4. The Purchase Agreement, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved. Each of the Authorized Officers is hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the Community Facilities District, to execute and deliver the Purchase Agreement in the form presented to this meeting, with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of the Purchase Agreement by such Authorized Officer; provided, however, that such changes, insertions and omissions shall not result in an aggregate underwriter’s discount (not including any original issue discount) from the principal amount of the Series 2026 Bonds in excess of 1.00% of the aggregate principal amount of the Series 2026 Bonds. The City Council hereby finds and determines that the sale of the Series 2026 Bonds at negotiated sale as contemplated by the Purchase Agreement will result in a lower overall cost.

Section 5. The Continuing Disclosure Agreement, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved. Each of the Authorized Officers is hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the Community Facilities District, to execute and deliver the Continuing Disclosure Agreement in the form presented to this meeting, with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of the Continuing Disclosure Agreement by such Authorized Officer.

Section 6. The Preliminary Official Statement, in substantially the form presented to this meeting and made a part hereof as though set forth in full herein, with such changes, insertions and omissions therein as may be approved by an Authorized Officer, be and the same is hereby approved, and the use of the Preliminary Official Statement in connection with the offering and sale of the Series 2026 Bonds is hereby authorized and approved. Each of the Authorized Officers is hereby authorized, and any one of the Authorized Officers is hereby directed, to certify on behalf of the Community Facilities District that the Preliminary Official Statement is deemed final as of its date, within the meaning of Rule 15c2-12 (except for the omission of certain final pricing, rating and related information as permitted by Rule 15c2-12).

Section 7. The preparation and delivery of a final Official Statement (the “Official Statement”), and its use in connection with the offering and sale of the Series 2026 Bonds, 809
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be and the same is hereby authorized and approved. The Official Statement shall be in substantially the form of the Preliminary Official Statement, with such changes, insertions and omissions as may be approved by an Authorized Officer, such approval to be conclusively evidenced by the execution and delivery thereof. Each of the Authorized Officers is hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the Community Facilities District, to execute the final Official Statement and any amendment or supplement thereto.

Section 8. The First Amendment, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved. Each of the Authorized Officers is hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the Community Facilities District, to execute and deliver the First Amendment in the form presented to this meeting, with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of the First Amendment by such Authorized Officer.

Each of the Authorized Officers is hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the City, to execute and deliver the First Amendment in the form presented to this meeting, with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of the First Amendment by such Authorized Officer.

Section 9. Based upon the value of the property within the Community Facilities District reported in the Appraisal and the value-to-lien information for such property set forth in the Preliminary Official Statement, the City Council, for purposes of Section 53345.8 of the Act, hereby finds and determines that the value of the real property that would be subject to the Special Tax to pay debt service on the Series 2026 Bonds will be at least three times the principal amount of the Series 2026 Bonds to be sold and the principal amount of all other bonds outstanding that are secured by a special tax levied pursuant to the Act on property within the Community Facilities District or a special assessment levied on property within the Community Facilities District.

Section 10. The City Council hereby waives the provisions of the City of Fontana Community Facilities and Assessment District Policy for the Provision of Public Facilities and Services (Operation and Maintenance) and Fee Deferrals in Proposed Development Projects (the “Policy”) inconsistent or in conflict with the offering, issuance and sale of the Series 2026 Bonds and the financing of the Facilities authorized hereby, including, without limitation, the absorption related requirements of the Policy. No absorption study, analysis, or review shall be required or provided in connection with the Series 2026 Bonds. In the judgment of the City Council, additional benefit inures to the ultimate property owners, the Community Facilities District and/or the City as a result of such waiver.

Section 11. The City Council hereby approves the execution and delivery of all agreements, documents, certificates and instruments referred to herein with electronic 810
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signatures as may be permitted under the California Uniform Electronic Transactions Act and digital signatures as may be permitted under Section 16.5 of the California Government Code using DocuSign.

Section 12. All actions heretofore taken by the officers, employees and agents of the City with respect to the issuance and sale of the Series 2026 Bonds, or in connection with or related to any of the agreements, documents, certificates or instruments referred to herein, are hereby approved, confirmed and ratified.

Section 13. The Authorized Officers and the officers, employees and agents of the City are, and each of them is, hereby authorized and directed, for and in the name of the Community Facilities District to take all actions and do any and all things and to execute and deliver any and all agreements, documents, certificates or instruments that they, or any of them, may deem necessary or advisable in order to consummate the transactions contemplated by this Resolution and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution not inconsistent with the provisions hereof.

Section 14. This Resolution shall take effect immediately upon its adoption.

Section 15. The City Clerk shall certify as to the adoption of this Resolution.

APPROVED AND ADOPTED this 13th day of October, 2026.

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 13th day of October 2026, by the following vote to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:
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_____________________________________
City Clerk of the City of Fontana
_____________________________________
Mayor of the City of Fontana
ATTEST:
_____________________________________
City Clerk
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A-1

EXHIBIT A

GOOD FAITH ESTIMATES
The good faith estimates set forth herein are provided with respect to the Series 2026 Bonds in accordance with Section 5852.1 of the California Government Code. Such good faith estimates have been provided to the Community Facilities District by the Municipal Advisor, which the Municipal Advisor has prepared in consultation with the Underwriter, and is based on market conditions as of September 10, 2026.

Principal Amount. The Municipal Advisor has informed the Community Facilities District that, based on the Community Facilities District’s financing plan and current market conditions, its good faith estimate of the aggregate principal amount of the Series 2026 Bonds to be issued and sold is $18,450,000 (the “Estimated Principal Amount”), which does not include approximately $219,000 of net original issue discount estimated to be generated based on current market conditions. Net original issue discount is generated when, on a net aggregate basis for a single issuance of bonds, the price paid for such bonds is less than the face value of such bonds. Such Estimated Principal Amount less such estimated net original issue discount amount would produce approximately $18,231,000 of gross proceeds.

True Interest Cost of the Series 2026 Bonds. The Municipal Advisor has informed the Community Facilities District that, assuming that the Estimated Principal Amount of the Series 2026 Bonds is issued and sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the true interest cost of the Series 2026 Bonds, which means the rate necessary to discount the amounts payable on the respective principal and interest payment dates to the purchase price received for the Series 2026 Bonds, is 5.43%.

Finance Charge of the Series 2026 Bonds. The Municipal Advisor has informed the Community Facilities District that, assuming that the Estimated Principal Amount of the Series 2026 Bonds is issued and sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the finance charge for the Series 2026 Bonds, which means the sum of all fees and charges paid to third parties (or costs associated with the Series 2026 Bonds), is $450,000.

Amount of Proceeds to be Received. The Municipal Advisor has informed the Community Facilities District that, assuming that the Estimated Principal Amount of the Series 2026 Bonds is issued and sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the amount of proceeds expected to be received by the Community Facilities District for sale of the Series 2026 Bonds, less the finance charge of the Series 2026 Bonds, as estimated above, and any reserves or capitalized interest paid or funded with proceeds of the Series 2026 Bonds, is $16,479,000.

Total Payment Amount. The Municipal Advisor has informed the Community Facilities District that, assuming that the Estimated Principal Amount of the Series 2026 813
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Bonds is issued and sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the total payment amount, which means the sum total of all payments the Community Facilities District will make to pay debt service on the Series 2026 Bonds, plus the finance charge for the Series 2026 Bonds, as described above, not paid with the proceeds of the Series 2026 Bonds, calculated to the final maturity of the Series 2026 Bonds, is $37,777,000, which excludes any reserves (or interest accrued thereon) or capitalized interest funded or paid with proceeds of the Series 2026 Bonds (which may offset such total payment amount).

The foregoing estimates constitute good faith estimates only and are based on market conditions prevailing at the time of preparation of such estimates. The actual principal amount of the Series 2026 Bonds issued and sold, the true interest cost thereof, the finance charges thereof, the amount of proceeds received therefrom and total payment amount with respect thereto may differ from such good faith estimates due to (a) the actual date of the sale of the Series 2026 Bonds being different than the date assumed for purposes of such estimates, (b) the actual principal amount of Series 2026 Bonds issued and sold being different from the Estimated Principal Amount, (c) the actual amortization of the Series 2026 Bonds being different than the amortization assumed for purposes of such estimates, (d) the actual market interest rates at the time of sale of the Series 2026 Bonds being different than those estimated for purposes of such estimates, (e) other market conditions, or (f) alterations in the Community Facilities District’s financing plan, or a combination of such factors. The actual date of sale of the Series 2026 Bonds and the actual principal amount of Series 2026 Bonds issued and sold will be determined by the Community Facilities District based on the timing of the need for proceeds of the Series 2026 Bonds and other factors. The actual interest rates borne by the Series 2026 Bonds will depend on market interest rates at the time of sale thereof.

The actual amortization of the Series 2026 Bonds will also depend, in part, on market interest rates at the time of sale thereof. Market interest rates are affected by economic and other factors beyond the control of the Community Facilities District. 814
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INDENTURE
by and between

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
and
U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

AS TRUSTEE
Dated as of ________ 1, 2026
Relating to
City of Fontana
Community Facilities District No. 113
(The Gardens Phase Two)
Special Tax Bonds
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ARTICLE I DEFINITIONS; EQUAL SECURITY................................................................ 3 Section 1.01. Definitions.................................................................................................... 3 Section 1.02. Rules of Construction ................................................................................ 11 Section 1.03. Equal Security............................................................................................ 11 ARTICLE II THE BONDS..................................................................................................... 12 Section 2.01. Authorization of Bonds; Special, Limited Obligations.............................. 12 Section 2.02. Terms of Series 2026 Bonds...................................................................... 12 Section 2.03. Execution of Bonds.................................................................................... 13 Section 2.04. Authentication of Bonds............................................................................ 13 Section 2.05. Registration Books..................................................................................... 14 Section 2.06. Transfer and Exchange of Bonds............................................................... 14 Section 2.07. Book-Entry System.................................................................................... 14 Section 2.08. Bonds Mutilated, Lost, Destroyed or Stolen.............................................. 16 Section 2.09. Temporary Bonds....................................................................................... 17 ARTICLE III ISSUANCE OF SERIES 2026 BONDS; APPLICATION OF PROCEEDS; ADDITIONAL BONDS ............................................................. 18 Section 3.01. Issuance of Series 2026 Bonds .................................................................. 18 Section 3.02. Application of Proceeds............................................................................. 18 Section 3.03. Costs of Issuance Fund .............................................................................. 18 Section 3.04. Improvement Fund..................................................................................... 19 Section 3.05. Conditions for the Issuance of Additional Bonds...................................... 21 Section 3.06. Procedure for the Issuance of Additional Bonds ....................................... 23 Section 3.07. Additional Bonds....................................................................................... 23 ARTICLE IV REDEMPTION OF BONDS............................................................................. 24 Section 4.01. Redemption of Series 2026 Bonds............................................................. 24 Section 4.02. Notice of Redemption................................................................................ 26 Section 4.03. Selection of Bonds for Redemption........................................................... 26 Section 4.04. Partial Redemption of Bonds..................................................................... 27 Section 4.05. Effect of Notice of Redemption................................................................. 27 ARTICLE V SECURITY FOR BONDS; FLOW OF FUNDS; INVESTMENTS................. 28 Section 5.01. Pledge......................................................................................................... 28 Section 5.02. Special Tax Fund ....................................................................................... 28 817

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Section 5.03. Bond Fund.................................................................................................. 29 Section 5.04. Reserve Fund ............................................................................................. 30 Section 5.05. Redemption Fund....................................................................................... 31 Section 5.06. Rebate Fund ............................................................................................... 31 Section 5.07. Administrative Expense Fund.................................................................... 32 Section 5.08. Investment of Moneys................................................................................ 32 ARTICLE VI COVENANTS................................................................................................... 34 Section 6.01. Collection of Special Tax Revenues.......................................................... 34 Section 6.02. Foreclosure................................................................................................. 34 Section 6.03. Compliance with Act ................................................................................. 35 Section 6.04. Punctual Payment....................................................................................... 35 Section 6.05. Extension of Payment of Bonds................................................................. 35 Section 6.06. Against Encumbrances; Defense of Pledge ............................................... 35 Section 6.07. Tax Covenants ........................................................................................... 35 Section 6.08. Non-Cash Payments of Special Tax .......................................................... 36 Section 6.09. Reduction in Special Tax ........................................................................... 36 Section 6.10. Continuing Disclosure ............................................................................... 36 Section 6.11. Accounting Records................................................................................... 36 Section 6.12. State Reporting........................................................................................... 36 Section 6.13. Annual Reports to the California Debt and Investment Advisory Commission ......................................................................................................... 36 Section 6.14. Further Assurances..................................................................................... 37 ARTICLE VII EVENTS OF DEFAULT AND REMEDIES.................................................... 38 Section 7.01. Events of Default ....................................................................................... 38 Section 7.02. Foreclosure................................................................................................. 38 Section 7.03. Other Remedies.......................................................................................... 38 Section 7.04. Remedies Not Exclusive ............................................................................ 39 Section 7.05. Application of Net Special Tax Revenues After Default........................... 39 Section 7.06. Power of Trustee to Enforce ...................................................................... 39 Section 7.07. Owners’ Direction of Proceedings............................................................. 40 Section 7.08. Limitation on Owners’ Right to Sue.......................................................... 40 Section 7.09. Absolute Obligation ................................................................................... 40 818

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Section 7.10. Termination of Proceedings....................................................................... 40 Section 7.11. No Waiver of Default................................................................................. 41 ARTICLE VIII TRUSTEE; SECURITIES INTERMEDIARY ................................................. 42 Section 8.01. Duties and Liabilities of Trustee................................................................ 42 Section 8.02. Qualifications; Removal and Resignation; Successors.............................. 42 Section 8.03. Liability of Trustee .................................................................................... 43 Section 8.04. Right to Rely on Documents and Opinions ............................................... 45 Section 8.05. Accounting Records and Financial Statements.......................................... 45 Section 8.06. Preservation and Inspection of Documents................................................ 45 Section 8.07. Compensation and Indemnification ........................................................... 45 Section 8.08. Securities Intermediary .............................................................................. 46 ARTICLE IX SUPPLEMENTAL INDENTURES.................................................................. 48 Section 9.01. Supplemental Indentures............................................................................ 48 Section 9.02. Effect of Supplemental Indenture .............................................................. 49 Section 9.03. Endorsement of Bonds; Preparation of New Bonds.................................. 49 Section 9.04. Amendment of Particular Bonds................................................................ 49 ARTICLE X DEFEASANCE ................................................................................................. 50 Section 10.01. Discharge of Indenture............................................................................. 50 Section 10.02. Bonds Deemed To Have Been Paid......................................................... 50 Section 10.03. Unclaimed Moneys.................................................................................. 51 ARTICLE XI MISCELLANEOUS.......................................................................................... 52 Section 11.01. Notices ..................................................................................................... 52 Section 11.02. Successor Is Deemed Included in All References to Predecessor ........... 52 Section 11.03. Limitation of Rights................................................................................. 52 Section 11.04. Destruction of Bonds ............................................................................... 53 Section 11.05. Severability of Invalid Provisions............................................................ 53 Section 11.06. Evidence of Rights of Owners................................................................. 53 Section 11.07. Disqualified Bonds................................................................................... 53 Section 11.08. Money Held for Particular Bonds............................................................ 54 Section 11.09. Funds and Accounts................................................................................. 54 Section 11.10. Business Days.......................................................................................... 54 Section 11.11. Waiver of Personal Liability.................................................................... 54 819

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Section 11.12. Conflict with Act...................................................................................... 54 Section 11.13. Conclusive Evidence of Regularity ......................................................... 54 Section 11.14. Governing Laws....................................................................................... 55 Section 11.15. Electronic Signature................................................................................. 55 Section 11.16. Execution in Several Counterparts........................................................... 55 EXHIBIT A PERMITTED INVESTMENTS ..........................................................................A-1 EXHIBIT B FORM OF SERIES 2026 BOND......................................................................... B-1 820
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INDENTURE
THIS INDENTURE (this “Indenture”), dated as of ________ 1, 2026, is by and between CITY OF FONTANA COMMUNITY FACILITIES DISTRICT NO. 113 (THE GARDENS PHASE TWO), a community facilities district organized and existing under the laws of the State of California (the “Community Facilities District”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee”).

W I T N E S S E T H:

WHEREAS, the City Council of the City of Fontana has formed the Community Facilities District under the provisions of the Mello-Roos Community Facilities Act of 1982 (the “Act”); WHEREAS, the Community Facilities District is authorized under the Act to levy a special tax (the “Special Tax”) to pay for the costs of certain public facilities (the “Facilities”) and to issue bonds payable from the Special Tax;
WHEREAS, in order to provide funds to finance a portion of the Facilities, the Community Facilities District desires to provide for the issuance of its City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026 (the “Series 2026 Bonds”), in the aggregate principal amount of not to exceed $___________; WHEREAS, the Community Facilities District desires to provide for the issuance of additional bonds (the “Additional Bonds”) for refunding purposes payable from the Special Tax on a parity with the Series 2026 Bonds, provided that said issuance is in accordance with the Act and this Indenture (the Series 2026 Bonds and any such Additional Bonds being collectively referred to as the “Bonds”);
WHEREAS, in order to provide for the authentication and delivery of the Bonds, to establish and declare the terms and conditions upon which the Bonds are to be issued and secured and to secure the payment of the principal thereof, premium, if any, and interest thereon, the Community Facilities District has authorized the execution and delivery of this Indenture; and WHEREAS, the Community Facilities District has determined that all acts and proceedings required by law necessary to make the Bonds, when executed by the Community Facilities District, authenticated and delivered by the Trustee and duly issued, the valid, binding and legal special, limited obligations of the Community Facilities District, and to constitute this Indenture a valid and binding agreement for the uses and purposes herein set forth in accordance with its terms, have been done and taken, and the execution and delivery of this Indenture has been in all respects duly authorized;
NOW, THEREFORE, THIS INDENTURE WITNESSETH, that in order to secure the payment of the principal of, premium, if any, and the interest on all Bonds at any time issued and outstanding under this Indenture, according to their tenor, and to secure the performance and observance of all the covenants and conditions therein and herein set forth, and to declare the terms and conditions upon and subject to which the Bonds are to be issued, and in consideration of the premises and of the mutual covenants herein contained and of the purchase and acceptance of the 821
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Bonds by the owners thereof, and for other valuable consideration, the receipt whereof is hereby acknowledged, the Community Facilities District does hereby covenant and agree with the Trustee, for the benefit of the respective owners from time to time of the Bonds, as follows:
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ARTICLE I
DEFINITIONS; EQUAL SECURITY
Section 1.01. Definitions. Unless the context otherwise requires, the terms defined in this Section shall for all purposes of this Indenture and of any certificate, opinion or other document herein or therein mentioned, have the meanings herein specified. “Accounts” means the accounts from time to time established pursuant to this Indenture in any of the Funds established and maintained by the Trustee pursuant hereto. “Act” means the Mello-Roos Community Facilities Act of 1982, constituting Sections 53311 et seq. of the California Government Code.
“Acquisition Account” means the Account by that name within the Improvement Fund established and maintained by the Trustee pursuant to Section 3.04. “Acquisition Agreement” means the Acquisition and Funding Agreement, dated as of May 1, 2024, as amended by the First Amendment to Acquisition and Funding Agreement, dated as of _______ 1, 2026, each by and among the Community Facilities District, the City and the Developer, as it may be amended from time to time in accordance with the terms thereof. “Acquisition Facilities” has the meaning ascribed to such term in the Acquisition Agreement.
“Additional Bonds” means Bonds other than Series 2026 Bonds issued hereunder in accordance with the provisions of Sections 3.05 and 3.06. “Administrative Expense Fund” means the Fund by that name established and maintained by the Trustee pursuant to Section 5.07.
“Administrative Expenses” means costs directly related to the administration of the Community Facilities District, including: the costs of computing the Special Tax and preparing the annual Special Tax collection schedules and the costs of collecting the Special Tax, the costs of remitting the Special Tax to the Trustee, the fees and costs of the Trustee (including its legal counsel) in the discharge of the duties required of it under this Indenture, the costs incurred by the Community Facilities District in complying with the disclosure provisions of any continuing disclosure undertaking and this Indenture, including those related to public inquiries regarding the Special Tax and disclosures to Owners, the costs of the Community Facilities District related to an appeal of the Special Tax, any amounts required to be rebated to the federal government in order for the Community Facilities District to comply with Section 6.07, an allocable share of the salaries of the City staff providing services on behalf of the Community Facilities District directly related to the foregoing and a proportionate amount of City general administrative overhead related thereto, and the costs of foreclosure of any delinquent Special Tax. “Affiliate” of another Person means (a) each Person that, directly or indirectly, owns or controls, whether beneficially or as trustee, guardian, or other fiduciary, 50% or more of any class of equity securities of such other Person, and (b) each Person that controls, is controlled by or is 823
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under common control with or by such Person or any Affiliate of such Person. For the purpose of this definition, “control” of a Person shall mean the possession, directly or indirectly, of the power to direct or cause the direction of its management or policies, whether through the ownership of voting securities, by contract or otherwise.
“Annual Debt Service” means, for each Bond Year, the sum of (a) the interest due on the Outstanding Bonds in such Bond Year, assuming that the Outstanding Bonds are retired as scheduled (including by reason of mandatory sinking fund redemptions), and (b) the principal of the Outstanding Bonds due in such Bond Year (including by reason of mandatory sinking fund redemptions).
“Authorized Denominations” means (a) with respect to the Series 2026 Bonds, $5,000 and any integral multiple thereof, and (b) with respect to each Series of Additional Bonds, the authorized denominations for such Series of Additional Bonds specified in the Supplemental Indenture pursuant to which such Additional Bonds are issued. “Authorized Representative” means (a) with respect to the Community Facilities District, the City Manager of the City and the Chief Financial Officer, Finance Department, of the City, and any other Person designated as an Authorized Representative of the Community Facilities District in a Written Certificate of the Community Facilities District submitted to the Trustee, and (b) with respect to the Water District, the General Manager of the Water District, and any other Person designated as an Authorized Representative of the Water District in a Written Certificate of the Water District submitted to the Trustee. “Average Annual Debt Service” means the average of the Annual Debt Service for all Bond Years, including the Bond Year in which the calculation is made. “Beneficial Owners” means those Persons for which the Participants have caused the Depository to hold Book-Entry Bonds.
“Bond Counsel” means a firm of nationally recognized bond counsel selected by the Community Facilities District.
“Bond Fund” means the Fund by that name established and maintained by the Trustee pursuant to Section 5.03.
“Bond Year” means the twelve-month period beginning on September 2 in each year and extending to the next succeeding September 1, both dates inclusive, except that the first Bond Year shall begin on the Closing Date and end on September 1, 2027. “Bonds” means the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds issued hereunder, and includes the Series 2026 Bonds and any Additional Bonds.
“Book-Entry Bonds” means the Bonds of a Series registered in the name of the Depository, or the Nominee thereof, as the registered owner thereof pursuant to the terms and provisions of Section 2.07.
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“Business Day” means a day that is not (a) a Saturday, Sunday or legal holiday in the State, (b) a day on which banking institutions in the State, or in any state in which the Office of the Trustee is located, are required or authorized by law (including executive order) to close, or (c) a day on which the New York Stock Exchange is closed. “Capitalized Interest Account” means the Account by that name within the Bond Fund established and held by the Trustee pursuant to Section 5.03. “Cede & Co.” means Cede & Co., the nominee of DTC, and any successor nominee of DTC with respect to a Series of Book-Entry Bonds.
“City” means the City of Fontana, a general law city organized and existing under the laws of the State, and its successors.
“City Council” means the City Council of the City.
“Closing Date” means the date upon which the Series 2026 Bonds are delivered to the Original Purchaser, being __________, 2026.
“Code” means the Internal Revenue Code of 1986.
“Community Benefit Account” means the Account by that name within the Improvement Fund established and maintained by the Trustee pursuant to Section 3.04. “Community Benefit Facilities” means Construction Facilities, the costs of which are paid from the Community Benefit Account.
“Community Facilities District” means City of Fontana Community Facilities District No. 113 (The Gardens Phase Two), a community facilities district organized and existing under the laws of the State, and its successors.
“Construction Account” means the Account by that name within the Improvement Fund established and maintained by the Trustee pursuant to Section 3.04. “Construction Facilities” means the Facilities other than the Acquisition Facilities. “Continuing Disclosure Agreement” means the Continuing Disclosure Agreement, dated as of ________ 1, 2026, by and between the Community Facilities District and U.S. Bank Trust Company, National Association, in its capacity as Trustee and in its capacity as dissemination agent thereunder, as originally executed and as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof. “Corresponding Bond Year” means, with respect to any Fiscal Year, the Bond Year that commences in such Fiscal Year.
“Costs of Issuance” means all items of expense directly or indirectly payable by or reimbursable to the Community Facilities District relating to the authorization, issuance, sale and delivery of the Bonds, including printing expenses, rating agency fees, filing and recording fees, 825
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initial fees, expenses and charges of the Trustee and its counsel, including the Trustee’s first annual administrative fee, fees, charges and disbursements of attorneys, municipal advisors, accounting firms, consultants and other professionals, fees and charges for preparation, execution and safekeeping of the Bonds, any premium for a bond insurance policy securing payment of the Bonds and any other cost, charge or fee in connection with the original issuance of the Bonds. “Costs of Issuance Fund” means the Fund by that name established and maintained by the Trustee pursuant to Section 3.03.
“County” means the County of San Bernardino, a county and political subdivision of the State organized and existing under the laws of the State, and any successor thereto. “County Assessor” means the Assessor of the County.
“County Auditor” means the Auditor-Controller of the County. “Defeasance Securities” means (a) non-callable direct obligations of the United States of America (“United States Treasury Obligations”), and (b) evidences of ownership of proportionate interests in future interest and principal payments on United States Treasury Obligations held by a bank or trust company as custodian, under which the owner of the investment is the real party in interest and has the right to proceed directly and individually against the obligor and the underlying United States Treasury Obligations are not available to any person claiming through the custodian or to whom the custodian may be obligated.
“Depository” means DTC, and its successors as securities depository for any Series of Book-Entry Bonds, including any such successor appointed pursuant to Section 2.07. “Developer” means North Fontana Investment Company, LLC, a limited liability company organized and existing under the laws of the State of Delaware, and any successor thereto.
“DTC” means The Depository Trust Company, a limited-purpose trust company organized under the laws of the State of New York.
“Event of Default” means any event specified in Section 7.01. “Facilities” means the public facilities authorized to be financed by the Community Facilities District, as described in the Resolution of Formation. “Fiscal Year” means the period beginning on July 1 of each year and ending on the next succeeding June 30, or any other twelve-month period hereafter selected and designated as the official fiscal year period of the Community Facilities District. “Funds” means the separate funds from time to time established and maintained by the Trustee pursuant hereto.
“Improvement Fund” means the Fund by that name established and maintained by the Trustee pursuant to Section 3.04.
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“Indenture” means this Indenture, dated as of ________ 1, 2026, by and between the Community Facilities District and U.S. Bank Trust Company, National Association, as Trustee, as originally executed and as it may be amended, supplemented or otherwise modified from time to time by any Supplemental Indenture.
“Independent Consultant” means any consultant or firm of such consultants selected by the Community Facilities District and who, or each of whom (a) is generally recognized to be qualified in the financial consulting field, (b) is in fact independent and not under the control of the Community Facilities District, the City, the Developer or any Affiliate thereof, (c) does not have any substantial interest, direct or indirect (i) with or in the Community Facilities District, the City, the Developer or any Affiliate thereof, (ii) with or in any owner of real property in the Community Facilities District, or (iii) in any real property in the Community Facilities District, and (d) is not connected with the Community Facilities District, the City, the Developer or any Affiliate thereof as an officer or employee thereof, but who may be regularly retained to make reports to the Community Facilities District or the City. “Interest Account” means the Account by that name within the Bond Fund established and maintained by the Trustee pursuant to Section 5.03. “Interest Payment Dates” means March 1 and September 1 of each year, commencing [March] 1, 2027.
“Letter of Representations” means the Letter of Representations from the Community Facilities District to the Depository, in which the Community Facilities District makes certain representations with respect to issues of its securities for deposit by the Depository. “Maximum Annual Debt Service” means the largest Annual Debt Service for any Bond Year, including the Bond Year in which the calculation is made. “Moody’s” means Moody’s Investors Service, Inc., a corporation duly organized and existing under the laws of the State of Delaware, and its successors and assigns, except that if such entity shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, then the term “Moody’s” shall be deemed to refer to any other nationally recognized securities rating agency selected by the Community Facilities District. “Net Special Tax Revenues” means Special Tax Revenues, less amounts required to pay Administrative Expenses.
“Nominee” means the nominee of the Depository, which may be the Depository, as determined from time to time pursuant to Section 2.07.
“Office of the Trustee” means the principal corporate trust office of the Trustee in Los Angeles, California, or such other office as may be specified to the Community Facilities District by the Trustee in writing; provided, however, that with respect to presentation of Bonds for payment or for registration of transfer and exchange, such term shall mean the office or agency of the Trustee at which, at any particular time, its corporate trust agency business shall be conducted, which other office or agency shall be specified to the Community Facilities District by the Trustee in writing.
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“Ordinance” means any ordinance adopted by the City Council levying the Special Tax. “Original Purchaser” means the original purchaser of the Series 2026 Bonds from the Community Facilities District.
“Outstanding” means, when used as of any particular time with reference to Bonds, subject to the provisions of Section 11.07, all Bonds theretofore, or thereupon being, authenticated and delivered by the Trustee under this Indenture except (a) Bonds theretofore canceled by the Trustee or surrendered to the Trustee for cancellation, (b) Bonds with respect to which all liability of the Community Facilities District shall have been discharged in accordance with Section 10.01, and (c) Bonds in lieu of which other Bonds shall have been authenticated and delivered by the Trustee, or that have been paid without surrender thereof, pursuant to Section 2.08. “Owner” means, with respect to a Bond, the Person in whose name such Bond is registered on the Registration Books.
“Participant” means any entity that is recognized as a participant by DTC in the bookentry system of maintaining records with respect to Book-Entry Bonds. “Participating Underwriter” has the meaning ascribed to such term in the Continuing Disclosure Agreement.
“Payment Request” has the meaning ascribed to such term in the Acquisition Agreement. “Permitted Investments” is defined in Exhibit A hereto. “Person” means an individual, corporation, limited liability company, firm, association, partnership, trust or other legal entity or group of entities, including a governmental entity or any agency or political subdivision thereof.
“Principal Account” means the Account by that name within the Bond Fund established and maintained by the Trustee pursuant to Section 5.03. “Rate and Method” means the rate and method of apportionment of the Special Tax approved by the qualified electors of the Community Facilities District. “Rebate Fund” means the Fund by that name established and maintained by the Trustee pursuant to Section 5.06.
“Rebate Requirement” has the meaning ascribed to such term in the Tax Certificate. “Record Date” means, with respect to interest payable on any Interest Payment Date, the 15th calendar day of the month preceding such Interest Payment Date, whether or not such day is a Business Day.
“Redemption Fund” means the Fund by that name established and maintained by the Trustee pursuant to Section 5.05.
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“Redemption Price” means the aggregate amount of principal of and premium, if any, on the Bonds upon the redemption thereof pursuant hereto.
“Registration Books” means the records maintained by the Trustee for the registration of ownership and registration of transfer of the Bonds pursuant to Section 2.05. “Reserve Fund” means the Fund by that name established and maintained by the Trustee pursuant to Section 5.04.
“Reserve Requirement” means, as of the date of any calculation, the least of (a) “10% of the proceeds of the issue,” within the meaning of Section 148 of the Code, with respect to the Bonds (excluding from such calculation Bonds refunded with the proceeds of subsequently issued Bonds), (b) Maximum Annual Debt Service, and (c) 125% of Average Annual Debt Service. “Resolution of Formation” means Resolution No. 2024-022, adopted by the City Council on May 14, 2024, as originally adopted and as it may be amended, supplemented or otherwise modified from time to time.
“S&P” means S&P Global Ratings, a business unit of Standard and Poor’s Financial Services, LLC, and its successors and assigns, except that if such entity shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, then the term “S&P” shall be deemed to refer to any other nationally recognized securities rating agency selected by the Community Facilities District.
“Securities Intermediary” means U.S. Bank National Association, as securities intermediary under the Indenture, or any successor thereto as Securities Intermediary under the Indenture substituted in its place as provided herein.
“Series” means the initial series of Bonds executed, authenticated and delivered on the date of initial issuance of the Bonds and designated pursuant to this Indenture as the Series 2026 Bonds, and any Additional Bonds issued pursuant to a Supplemental Indenture and identified as a separate Series of Bonds.
“Series 2026 Bonds” means the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026, issued hereunder. “Special Tax” means the special tax described and defined in the Rate and Method as the “Facilities Special Tax” approved by the qualified electors to be levied within the Community Facilities District pursuant to the Act and the Rate and Method. “Special Tax Fund” means the Fund by that name established and maintained by the Trustee pursuant to Section 5.02.
“Special Tax Revenues” means the proceeds of the Special Tax received by or on behalf of the Community Facilities District, including any prepayments thereof, interest and penalties thereon and proceeds of the redemption or sale of property sold as a result of foreclosure of the lien of the Special Tax, which shall be limited to the amount of said lien and interest and penalties thereon.
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“State” means the State of California.
“Supplemental Indenture” means any supplemental indenture modifying or amending this Indenture, but only if and to the extent that such Supplemental Indenture is specifically authorized hereunder.
“Tax Certificate” means the Tax Certificate executed by the Community Facilities District at the time of issuance of the Series 2026 Bonds relating to the requirements of Section 148 of the Code, as originally executed and as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof. “Trustee” means U.S. Bank Trust Company, National Association, a national banking association organized and existing under the laws of the United States of America, or any successor thereto as Trustee hereunder substituted in its place as provided herein. “Verification Report” means, with respect to the deemed payment of Bonds pursuant to clause (ii) of Section 10.02(a), a report of a nationally recognized certified public accountant, or firm of such accountants, verifying that the Defeasance Securities and cash, if any, deposited in connection with such deemed payment satisfy the requirements of clause (ii) of Section 10.02(a). “Water District” means the West Valley Water District, a municipal water district organized and existing under the laws of the State of California. “Water District Account” means the Account by that name within the Improvement Fund established and maintained by the Trustee pursuant to Section 3.04. “Water District Acquisition Agreement” means the Acquisition and Funding Agreement, entered into as of _________, 20__, by and between the Water District and the Developer, as originally executed and as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof. “Water District Facilities” means water distribution, treatment and storage facilities, together with appurtenances and appurtenant work, that are to be owned and operated by the Water District.
“Water District Joint Community Facilities Agreement” means the Joint Community Facilities Agreement, dated as of May 1, 2024, by and among the City, the Community Facilities District and the Water District, as originally executed and as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof. “Written Certificate” and “Written Request” (a) of the Community Facilities District mean, respectively, a written certificate or written request signed in the name of the Community Facilities District by an Authorized Representative of the Community Facilities District, and (b) of the Water District mean, respectively, a written certificate or written request signed in the name of the Water District by an Authorized Representative of the Water District. Any such certificate or request may, but need not, be combined in a single instrument with any other instrument, opinion or representation, and the two or more so combined shall be read and construed as a single instrument.
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Section 1.02. Rules of Construction. (a) The terms defined herein expressed in the singular shall, unless the context otherwise indicates, include the plural and vice versa. (b) The use herein of the masculine, feminine or neuter gender is for convenience only and shall be deemed and construed to include correlative words of the masculine, feminine or neuter gender, as appropriate.
(c) References herein to a document shall include all amendments, supplements or other modifications to such document, and any replacements, substitutions or novation of, that document.
(d) Any term defined herein by reference to another document shall continue to have the meaning ascribed thereto whether or not such other document remains in effect. (e) The use herein of the words “including” and “includes,” and words of similar import, shall be deemed to be followed by the phrase “without limitation.” (f) Headings of Articles and Sections herein and the table of contents hereof are solely for convenience of reference, do not constitute a part hereof and shall not affect the meaning, construction or effect hereof.
(g) All references herein to designated “Articles,” “Sections,” “Exhibits,” “subsections,” “paragraphs,” “clauses,” and other subdivisions are to the designated Articles, Sections, Exhibits, subsections, paragraphs, clauses, and other subdivisions of this Indenture. (h) The words “hereof” (except when preceded by a specific Section or Article reference) “herein,” “hereby,” “hereunder,” “hereinabove,” “hereinafter,” and other equivalent words and phrases used herein refer to this Indenture and not solely to the particular portion hereof in which any such word is used.
(i) Any reference to a Person, or a Person in a specified capacity, shall be construed to include such Person’s successors or such Person’s successors in such capacity, as the case may be.

Section 1.03. Equal Security. In consideration of the acceptance of the Bonds by the Owners thereof, this Indenture shall be deemed to be and shall constitute a contract among the Community Facilities District, the Trustee and the Owners from time to time of all Bonds authorized, executed, issued and delivered hereunder and then Outstanding to secure the full and final payment of the principal of, premium, if any, and interest on all Bonds that may from time to time be authorized, executed, issued and delivered hereunder, subject to the agreements, conditions, covenants and provisions contained herein; and all agreements and covenants set forth herein to be performed by or on behalf of the Community Facilities District shall be for the equal and proportionate benefit, protection and security of all Owners of the Bonds without distinction, preference or priority as to security or otherwise of any Bonds over any other Bonds by reason of the number or date thereof or the time of authorization, sale, execution, issuance or delivery thereof or for any cause whatsoever, except as expressly provided herein or therein. 831
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ARTICLE II

THE BONDS
Section 2.01. Authorization of Bonds; Special, Limited Obligations. (a) The Community Facilities District hereby authorizes the issuance of the Bonds under and subject to the terms of this Indenture, the Act and other applicable laws of the State. The Bonds may consist of one or more Series of Bonds of varying denominations, dates, maturities, interest rates and other provisions, subject to the provisions and conditions contained herein. The Bonds shall be designated generally as the “City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds,” each Series thereof to bear such additional designation as may be necessary or appropriate to distinguish such Series from every other Series of Bonds. (b) The Bonds shall be special, limited obligations of the Community Facilities District, payable, as provided herein, solely from Net Special Tax Revenues and the other assets pledged therefor hereunder. Neither the faith and credit nor the taxing power of the Community Facilities District (except to the limited extent set forth herein), the City or the State, or any political subdivision thereof, is pledged to the payment of the Bonds.

Section 2.02. Terms of Series 2026 Bonds. (a) The Series 2026 Bonds shall be designated “City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026.” The aggregate principal amount of Series 2026 Bonds that may be issued and Outstanding under this Indenture shall not exceed $___________, except as may be otherwise provided in Section 2.08.
(b) The Series 2026 Bonds shall be issued in fully registered form without coupons in Authorized Denominations, so long as no Series 2026 Bond shall have more than one maturity date. The Series 2026 Bonds shall be dated as of the Closing Date, shall be in the aggregate principal amount of $___________, shall mature on September 1 of each year, shall bear interest at the rates per annum (calculated on the basis of a 360-day year comprised of twelve 30-day months) and shall be in the principal amounts as follows:

Maturity Date
(September 1)
Principal
Amount
Interest
Rate
$ %
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(c) Interest on the Series 2026 Bonds shall be payable from the Interest Payment Date next preceding the date of authentication thereof unless (i) a Series 2026 Bond is authenticated on or before an Interest Payment Date and after the close of business on the preceding Record Date, in which event interest thereon shall be payable from such Interest Payment Date, (ii) a Series 2026 Bond is authenticated on or before the first Record Date, in which event interest thereon shall be payable from the Closing Date, or (iii) interest on any Series 2026 Bond is in default as of the date of authentication thereof, in which event interest thereon shall be payable from the date to which interest has previously been paid or duly provided for. Interest shall be paid in lawful money of the United States on each Interest Payment Date. Interest shall be paid by check of the Trustee mailed by first-class mail, postage prepaid, on each Interest Payment Date to the Owners of the Series 2026 Bonds at their respective addresses shown on the Registration Books as of the close of business on the preceding Record Date. Notwithstanding the foregoing, interest on any Series 2026 Bond that is not punctually paid or duly provided for on any Interest Payment Date shall, if and to the extent that amounts subsequently become available therefor, be paid on a payment date established by the Trustee to the Person in whose name the ownership of such Series 2026 Bond is registered on the Registration Books at the close of business on a special record date to be established by the Trustee for the payment of such defaulted interest, notice of which shall be given to such Owner not less than ten days prior to such special record date. (d) The principal of the Series 2026 Bonds shall be payable in lawful money of the United States of America upon presentation and surrender thereof upon maturity or earlier redemption at the Office of the Trustee.
(e) The Series 2026 Bonds shall be subject to redemption as provided in Article IV. (f) The Series 2026 Bonds shall be in substantially the form set forth in Exhibit B hereto, with appropriate or necessary insertions, omissions and variations as permitted or required hereby.

Section 2.03. Execution of Bonds. The Bonds shall be executed in the name and on behalf of the Community Facilities District with the manual or facsimile signature of the Mayor of the City attested by the manual or facsimile signature of the City Clerk of the City. The Bonds shall then be delivered to the Trustee for authentication by it. In case any of such officers who shall have signed or attested any of the Bonds shall cease to be such officers before the Bonds so signed or attested shall have been authenticated or delivered by the Trustee, or issued by the Community Facilities District, such Bonds may nevertheless be authenticated, delivered and issued and, upon such authentication, delivery and issue, shall be as binding upon the Community Facilities District as though those who signed and attested the same had continued to be such officers, and also any Bonds may be signed and attested on behalf of the Community Facilities District by such Persons as at the actual date of execution of such Bonds shall be the proper officers of the City although at the nominal date of such Bonds any such Person shall not have been such officer of the City.

Section 2.04. Authentication of Bonds. Only such of the Bonds as shall bear thereon a certificate of authentication substantially in the form as that set forth in Exhibit B hereto for the Series 2026 Bonds, manually executed by the Trustee, shall be valid or obligatory for any purpose or entitled to the benefits of this Indenture, and such certificate of the Trustee shall be conclusive 833
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evidence that the Bonds so authenticated have been duly executed, authenticated and delivered hereunder and are entitled to the benefits of this Indenture.

Section 2.05. Registration Books. The Trustee shall keep or cause to be kept, at the Office of the Trustee, sufficient records for the registration and transfer of ownership of the Bonds, which shall be open to inspection during regular business hours and upon reasonable notice by the Community Facilities District. Upon presentation for such purpose, the Trustee shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be registered or transferred, on such records, the ownership of the Bonds.

Section 2.06. Transfer and Exchange of Bonds. (a) Any Bond may be transferred upon the Registration Books by the Person in whose name it is registered, in person or by such Person’s duly authorized attorney, upon surrender of such Bond to the Trustee for cancellation, accompanied by delivery of a written instrument of transfer, duly executed in a form acceptable to the Trustee. Whenever any Bond or Bonds shall be so surrendered for transfer, the Community Facilities District shall execute and the Trustee shall authenticate and shall deliver a new Bond or Bonds of the same Series and maturity in a like aggregate principal amount, in any Authorized Denomination. The Trustee shall require the Owner requesting such transfer to pay any tax or other governmental charge required to be paid with respect to such transfer. (b) The Bonds may be exchanged at the Office of the Trustee for a like aggregate principal amount of Bonds of the same Series and maturity of other Authorized Denominations.

The Trustee shall require the payment by the Owner requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange. (c) The Trustee shall not be obligated to make any transfer or exchange of Bonds of a Series pursuant to this Section during the period established by the Trustee for the selection of Bonds of such Series for redemption, or with respect to any Bonds of such Series selected for redemption.

Section 2.07. Book-Entry System. (a) Prior to the issuance of a Series of Bonds, the Community Facilities District may provide that such Series of Bonds shall initially be issued as Book-Entry Bonds, and in such event, the Bonds of such Series for each maturity date shall be in the form of a separate single fully registered Bond (which may be typewritten). Upon initial issuance, the ownership of each such Bond of such Series shall be registered in the Registration Books in the name of the Nominee, as nominee of the Depository. The Series 2026 Bonds shall initially be issued as Book-Entry Bonds.

Payment of principal of, and interest and premium, if any, on, any Book-Entry Bond registered in the name of the Nominee shall be made on the applicable payment date by wire transfer of New York clearing house or equivalent next day funds or by wire transfer of same day funds to the account of the Nominee. Such payments shall be made to the Nominee at the address that is, on the Record Date, shown for the Nominee in the Registration Books. (b) With respect to Book-Entry Bonds, the Community Facilities District and the Trustee shall have no responsibility or obligation to any Participant or to any Person on behalf of which such a Participant holds an interest in such Book-Entry Bonds. Without limiting the 834
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immediately preceding sentence, the Community Facilities District and the Trustee shall have no responsibility or obligation with respect to (i) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in Book-Entry Bonds, (ii) the delivery to any Participant or any other Person, other than an Owner as shown in the Registration Books, of any notice with respect to Book-Entry Bonds, including any notice of redemption, (iii) the selection by the Depository and its Participants of the beneficial interests in Book-Entry Bonds of a maturity to be redeemed in the event such Book-Entry Bonds are redeemed in part, (iv) the payment to any Participant or any other Person, other than an Owner as shown in the Registration Books, of any amount with respect to principal of, or premium, if any, or interest on Book-Entry Bonds, or (v) any consent given or other action taken by the Depository as Owner. (c) The Community Facilities District and the Trustee may treat and consider the Person in whose name each Book-Entry Bond is registered in the Registration Books as the absolute Owner of such Book-Entry Bond for the purpose of payment of principal of, and premium, if any, and interest on such Bond, for the purpose of selecting any Bonds, or portions thereof, to be redeemed, for the purpose of giving notices of redemption and other matters with respect to such Book-Entry Bond, for the purpose of registering transfers with respect to such Book-Entry Bond, for the purpose of obtaining any consent or other action to be taken by Owners and for all other purposes whatsoever, and the Community Facilities District and the Trustee shall not be affected by any notice to the contrary.
(d) In the event of a redemption of all or a portion of a Book-Entry Bond, the Depository, in its discretion (i) may request the Trustee to authenticate and deliver a new BookEntry Bond, or (ii) if the Depository is the sole Owner of such Book-Entry Bond, shall make an appropriate notation on the Book-Entry Bond indicating the date and amounts of the reduction in principal thereof resulting from such redemption, except in the case of final payment, in which case such Book-Entry Bond must be presented to the Trustee prior to payment. (e) The Trustee shall pay all principal of, and premium, if any, and interest on the Book-Entry Bonds only to or “upon the order of” (as that term is used in the Uniform Commercial Code as adopted in the State) the respective Owner, as shown in the Registration Books, or such Owner’s respective attorney duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge the obligations with respect to payment of principal of, and premium, if any, and interest on the Book-Entry Bonds to the extent of the sum or sums so paid.

No Person other than an Owner, as shown in the Registration Books, shall receive an authenticated Book-Entry Bond. Upon delivery by the Depository to the Owners, the Community Facilities District and the Trustee of written notice to the effect that the Depository has determined to substitute a new nominee in place of the Nominee, and subject to the provisions herein with respect to Record Dates, the word Nominee in this Indenture shall refer to such nominee of the Depository. (f) In order to qualify the Book-Entry Bonds for the Depository’s book-entry system, the Community Facilities District shall execute and deliver to the Depository a Letter of Representations. The execution and delivery of a Letter of Representations shall not in any way impose upon the Community Facilities District or the Trustee any obligation whatsoever with respect to Persons having interests in such Book-Entry Bonds other than the Owners, as shown on the Registration Books. Such Letter of Representations may provide the time, form, content and manner of transmission, of notices to the Depository. In addition to the execution and delivery of 835
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a Letter of Representations by the Community Facilities District, the Community Facilities District and the Trustee shall take such other actions, not inconsistent with this Indenture, as are reasonably necessary to qualify Book-Entry Bonds for the Depository’s book-entry program. (g) In the event the Community Facilities District determines that it is in the best interests of the Beneficial Owners that they be able to obtain certificated Bonds and that such Bonds should therefore be made available, and notifies the Depository and the Trustee of such determination, the Depository will notify the Participants of the availability through the Depository of certificated Bonds. In such event, the Trustee shall transfer and exchange certificated Bonds as requested by the Depository and any other Owners in appropriate amounts. In the event (i) the Depository determines not to continue to act as securities depository for Book-Entry Bonds, or (ii) the Depository shall no longer so act and gives notice to the Trustee of such determination, then the Community Facilities District shall discontinue the Book-Entry system with the Depository. If the Community Facilities District determines to replace the Depository with another qualified securities depository, the Community Facilities District shall prepare or direct the preparation of a new single, separate, fully registered Bond of the appropriate Series for each maturity date of such Book-Entry Bonds, registered in the name of such successor or substitute qualified securities depository or its nominee. If the Community Facilities District fails to identify another qualified securities depository to replace the Depository, then the Book-Entry Bonds shall no longer be restricted to being registered in the Registration Books in the name of the Nominee, but shall be registered in whatever name or names the Owners transferring or exchanging such Bonds shall designate, in accordance with the provisions of Sections 2.06, 2.08 and 2.09. Whenever the Depository requests the Community Facilities District to do so, the Community Facilities District shall cooperate with the Depository in taking appropriate action after reasonable notice (i) to make available one or more separate certificates evidencing the Book-Entry Bonds to any Participant having Book-Entry Bonds credited to its account with the Depository, and (ii) to arrange for another securities depository to maintain custody of certificates evidencing the Book-Entry Bonds. (h) Notwithstanding any other provision of this Indenture to the contrary, if the Depository is the sole Owner of the Bonds of a Series, so long as any Book-Entry Bond of such Series is registered in the name of the Nominee, all payments of principal of, and premium, if any, and interest on such Book-Entry Bond and all notices with respect to such Book-Entry Bond shall be made and given, respectively, as provided in the Letter of Representations or as otherwise instructed by the Depository.
(i) In connection with any notice or other communication to be provided to Owners pursuant to this Indenture by the Community Facilities District or the Trustee, with respect to any consent or other action to be taken by Owners of Book-Entry Bonds, the Trustee shall establish a record date for such consent or other action and give the Depository notice of such record date not less than 15 calendar days in advance of such record date to the extent possible.

Section 2.08. Bonds Mutilated, Lost, Destroyed or Stolen. If any Bond shall become mutilated, the Community Facilities District, at the expense of the Owner of said Bond, shall execute, and the Trustee shall thereupon authenticate and deliver, a new Bond of the same Series and maturity in a like principal amount in exchange and substitution for the Bond so mutilated, but only upon surrender to the Trustee of the Bond so mutilated. Every mutilated Bond so surrendered to the Trustee shall be canceled by it and delivered to, or upon the order of, the Community 836
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Facilities District. If any Bond shall be lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the Trustee and, if such evidence and indemnity reasonably satisfactory to the Trustee shall be given, the Community Facilities District, at the expense of the Owner, shall execute, and the Trustee shall thereupon authenticate and deliver, a new Bond of the same Series and maturity in a like aggregate principal amount in lieu of and in replacement for the Bond so lost, destroyed or stolen (or if any such Bond shall have matured or shall have been selected for redemption, instead of issuing a replacement Bond, the Trustee may pay the same without surrender thereof). The Community Facilities District may require payment by the Owner of a sum not exceeding the actual cost of preparing the replacement Bond delivered thereto under this Section and the expenses incurred by the Community Facilities District and the Trustee in connection therewith. Any Bond of a Series issued under the provisions of this Section in lieu of any Bond of such Series alleged to be lost, destroyed or stolen shall constitute an original additional contractual obligation on the part of the Community Facilities District whether or not the Bond so alleged to be lost, destroyed or stolen be at any time enforceable by anyone, and shall be entitled to the benefits of this Indenture with all other Bonds of such Series secured by this Indenture.

Section 2.09. Temporary Bonds. The Bonds of a Series may be issued in temporary form exchangeable for definitive Bonds of such Series when ready for delivery. Any temporary Bonds may be printed, lithographed or typewritten, shall be of such Authorized Denominations as may be determined by the Community Facilities District, shall be in fully registered form without coupons and may contain such reference to any of the provisions of this Indenture as may be appropriate. Every temporary Bond shall be executed by the Community Facilities District and authenticated by the Trustee upon the same conditions and in substantially the same manner as the definitive Bonds. If the Community Facilities District issues temporary Bonds of a Series it shall execute and deliver definitive Bonds of such Series as promptly thereafter as practicable, and thereupon the temporary Bonds of such Series may be surrendered, for cancellation, at the Office of the Trustee and the Trustee shall authenticate and deliver, in exchange for such temporary Bonds, an equal aggregate principal amount of definitive Bonds of such Series and maturities in Authorized Denominations. Until so exchanged, the temporary Bonds of such Series shall be entitled to the same benefits under this Indenture as definitive Bonds of such Series authenticated and delivered hereunder.
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ARTICLE III
ISSUANCE OF SERIES 2026 BONDS; APPLICATION OF PROCEEDS;

ADDITIONAL BONDS
Section 3.01. Issuance of Series 2026 Bonds. The Community Facilities District may at any time execute the Series 2026 Bonds and deliver the same to the Trustee. The Trustee shall authenticate the Series 2026 Bonds and deliver the Series 2026 Bonds to the Original Purchaser upon receipt of a Written Request of the Community Facilities District and upon receipt of the purchase price therefor.

Section 3.02. Application of Proceeds. (a) On the Closing Date, the proceeds of the sale of the Series 2026 Bonds received by the Trustee, $___________, shall be deposited or transferred by the Trustee as follows:
(i) the Trustee shall deposit the amount of $_______ in the Capitalized Interest Account within the Bond Fund, constituting capitalized interest with respect to the Series 2026 Bonds through [September 1, 2027];
(ii) the Trustee shall deposit the amount of $_______ in the Costs of Issuance Fund;
(iii) the Trustee shall deposit the amount of $_______ in the Reserve Fund, which is equal to the Reserve Requirement;
(iv) the Trustee shall deposit the amount of $_________ in the Acquisition Account;
(v) the Trustee shall deposit the amount of $_________ in the Construction Account; and
(vi) the Trustee shall deposit the amount of $_________ in the Water District Account.
(b) On the Closing Date, the amount transferred by the Community Facilities District to the Trustee, $________, which consists of amounts of the Special Tax collected by the Community Facilities District, shall be deposited by the Trustee as follows:
(i) the Trustee shall deposit the amount of $_______ in the Community Benefit Account; and
(ii) the Trustee shall deposit the amount of $_______ in the Construction Account.

Section 3.03. Costs of Issuance Fund. (a) The Trustee shall establish and maintain in trust in the name of the Trustee a separate Fund designated the “Costs of Issuance Fund.” On the Closing Date, the Trustee shall deposit in the Costs of Issuance Fund the amount required to be deposited therein pursuant to Section 3.02. There shall additionally be deposited in the Cost of 838
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Issuance Fund the portion, if any, of the proceeds of the sale of any Additional Bonds required to be deposited therein under the Supplemental Indenture pursuant to which such Additional Bonds are issued.
(b) The moneys in the Costs of Issuance Fund shall be used and withdrawn by the Trustee from time to time to pay the Costs of Issuance upon submission of a Written Request of the Community Facilities District stating (i) the Person to whom payment is to be made, (ii) the amount to be paid and instructions for such payment, (iii) the purpose for which such costs were incurred, (iv) that such payment is a proper charge against the Costs of Issuance Fund, and (v) that payment of such amount has not been the subject of a prior disbursement from the Costs of Issuance Fund, in each case together with a statement or invoice for each amount requested thereunder. On the last Business Day that is no later than six months after the Closing Date, the Trustee shall transfer any amount remaining in the Costs of Issuance Fund to the Construction Account and, upon making such transfer, the Costs of Issuance Fund shall be closed. (c) If the Costs of Issuance Fund has been closed in accordance with the provisions hereof, the Costs of Issuance Fund shall be reopened and reestablished by the Trustee in connection with the issuance of any Additional Bonds, if so provided in the Supplemental Indenture pursuant to which such Additional Bonds are issued.

Section 3.04. Improvement Fund. (a) The Trustee shall establish and maintain in trust in the name of the Trustee a separate Fund designated the “Improvement Fund.” Within the Improvement Fund, the Trustee shall establish and maintain in trust in the name of the Trustee (i) a separate Account designated the “Acquisition Account,” (ii) a separate Account designated the “Community Benefit Account,” (iii) a separate Account designated the “Construction Account,” and (iv) a separate Account designated the “Water District Account.” On the Closing Date, the Trustee shall deposit in the Acquisition Account, the Community Benefit Account, the Construction Account and the Water District Account the respective amounts required to be deposited therein pursuant to Section 3.02.
(b) The moneys in the Acquisition Account shall be used and withdrawn by the Trustee from time to time to pay the costs of the Acquisition Facilities upon submission of a Written Request of the Community Facilities District stating (i) the Person to whom payment is to be made, (ii) the amount to be paid and instructions for such payment, (iii) the purpose for which such costs were incurred, (iv) that such payment is for costs of the Acquisition Facilities and is a proper charge against the Acquisition Account, (v) that payment of such costs has not been the subject of a prior disbursement from the Acquisition Account, the Construction Account or the Community Benefit Account, and (vi) whether or not such costs of the Acquisition Facilities are to be paid pursuant to a Payment Request submitted in accordance with the Acquisition Agreement, in each case together with a statement or invoice for each amount requested thereunder. If costs of the Acquisition Facilities are to be paid pursuant to a Payment Request submitted in accordance with the Acquisition Agreement, a duplicate original of the signed and approved Payment Request relating to such costs of the Acquisition Facilities, together with all exhibits and attachments thereto, must accompany such Written Request of the Community Facilities District.

Upon the submission of a Written Certificate of the Community Facilities District stating (i) that the portion of the Acquisition Facilities to be financed from the Acquisition Account has 839
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been completed and that all costs of such Acquisition Facilities have been paid, or (ii) that such portion of the Acquisition Facilities has been substantially completed and that all remaining costs of such portion of the Acquisition Facilities have been determined and specifying the amount to be retained therefor, the Trustee shall transfer all of the amount remaining in the Acquisition Account (less any such retention) to the Construction Account or the Community Benefit Account, as directed in a Written Certificate of the Community Facilities District submitted to the Trustee. (c) The moneys in the Community Benefit Account shall be used and withdrawn by the Trustee from time to time to pay the costs of Construction Facilities that constitute Community Benefit Facilities upon submission of a Written Request of the Community Facilities District stating (i) the Person to whom payment is to be made, (ii) the amount to be paid and instructions for such payment, (iii) the purpose for which such costs were incurred, (iv) that the Construction Facilities, the costs of which are to be paid, constitute Community Benefit Facilities and such payment is for costs of the Community Benefit Facilities and is a proper charge against the Community Benefit Account, and (v) that payment of such costs has not been the subject of a prior disbursement from the Community Benefit Account, the Construction Account or the Acquisition Account, in each case together with a statement or invoice for each amount requested thereunder.

Additionally, upon submission of a Written Request of the Community Facilities District stating (i) that a portion of the amount on deposit in the Community Benefit Account is to be transferred to the Construction Account, and (ii) the amount to be so transferred, the Trustee shall transfer such amount from the Community Benefit Account to the Construction Account.

Upon the submission of a Written Certificate of the Community Facilities District stating (i) that the portion of the Community Benefit Facilities to be financed from the Community Benefit Account has been completed and that all costs of such Community Benefit Facilities have been paid, or (ii) that such portion of the Community Benefit Facilities has been substantially completed and that all remaining costs of such portion of the Community Benefit Facilities have been determined and specifying the amount to be retained therefor, the Trustee shall transfer all of the amount remaining in the Community Benefit Account (less any such retention) to the Construction Account.
(d) The moneys in the Construction Account shall be used and withdrawn by the Trustee from time to time to pay the costs of the Construction Facilities upon submission of a Written Request of the Community Facilities District stating (i) the Person to whom payment is to be made, (ii) the amount to be paid and instructions for such payment, (iii) the purpose for which such costs were incurred, (iv) that such payment is for costs of the Construction Facilities and is a proper charge against the Construction Account, and (v) that payment of such costs has not been the subject of a prior disbursement from the Construction Account, the Community Benefit Account or the Acquisition Account, in each case together with a statement or invoice for each amount requested thereunder.

Upon the submission of a Written Certificate of the Community Facilities District stating (i) that the portion of the Construction Facilities to be financed from the Construction Account has been completed and that all costs of such Construction Facilities have been paid, or (ii) that such portion of the Construction Facilities has been substantially completed and that all remaining costs of such portion of the Construction Facilities have been determined and specifying the amount to be retained therefor, the Trustee shall (A) if the amount remaining in the Construction Account 840
21 4137-4438-8716.2
(less any such retention) is equal to or greater than $25,000, transfer the portion of such amount equal to the largest integral multiple of $5,000 that is not greater than such amount to the Redemption Fund, to be applied to the redemption of Bonds, and (B) after making the transfer, if any, required to be made pursuant to the preceding clause (A), transfer all of the amount remaining in the Construction Account (less any such retention) to the Bond Fund, to be applied to the payment of interest on the Bonds.
(e) The moneys in the Water District Account shall be used and withdrawn by the Trustee from time to time to pay the costs of the Water District Facilities upon submission of a Written Request of the Water District stating (i) the Person to whom payment is to be made, (ii) the amount to be paid and instructions for such payment, (iii) the purpose for which such costs were incurred, (iv) that such payment is for costs of the Water District Facilities and is a proper charge against the Water District Account, (v) that payment of such costs has not been the subject of a prior disbursement from the Water District Account, (vi) that each portion of the Water District Facilities for which payment of such costs is requested was constructed under the direction and supervision, or under the authority of, the Water District or was constructed as if it had been constructed under the direction and supervision, or under the authority of, the Water District, and (vii) that each portion of the Water District Facilities for which payment of such costs is requested (A) has been [if applicable: constructed, acquired or installed by the Water District] [if applicable:
constructed, acquired or installed for the Water District pursuant to an agreement for such construction, acquisition or installation between the Water District and a Person other than the Developer], or (B) is being acquired and purchased in accordance with the provisions of the Act and the Water District Acquisition Agreement.

Upon the submission of a Written Certificate of the Water District stating that the portion of the Water District Facilities to be financed from the Water District Account has been completed and that all costs of such Water District Facilities have been paid, the Trustee shall transfer all of the amount remaining in the Water District Account to the Construction Account or, if the Construction Account has been closed, to the Bond Fund, to be applied to the payment of interest on the Bonds.

Section 3.05. Conditions for the Issuance of Additional Bonds. The Community Facilities District may at any time issue one or more Series of Additional Bonds payable from Net Special Tax Revenues as provided herein on a parity with all other Bonds theretofore issued hereunder, but only subject to the following conditions, which are hereby made conditions precedent to the issuance of such Additional Bonds:
(a) upon the issuance of such Additional Bonds, no Event of Default shall have occurred and be continuing hereunder;
(b) the issuance of such Additional Bonds shall have been authorized under and pursuant to this Indenture and the Act and shall have been provided for by a Supplemental Indenture, which shall specify the following:
(i) the purposes for which the proceeds of such Additional Bonds are to be applied, which purposes may only include one or more of (A) providing funds to refund any Bonds previously issued hereunder, (B) providing funds to pay 841
22 4137-4438-8716.2
Costs of Issuance incurred in connection with the issuance of such Additional Bonds, and (C) providing funds to make any deposit to the Reserve Fund required pursuant to paragraph (viii) below;
(ii) the designation of such Series of Additional Bonds, the aggregate principal amount of the Additional Bonds of such Series, and the principal amount of, and the interest rate to be borne by, each maturity of such Additional Bonds; (iii) that such Additional Bonds shall be payable as to interest on the Interest Payment Dates, except that the first installment of interest may be payable on either March 1 or September 1 and shall be for a period of not longer than twelve months;
(iv) the date, the maturity date or dates and the dates on which mandatory sinking fund redemptions, if any, are to be made for such Additional Bonds; provided, however, that each such maturity date and date on which a mandatory sinking fund redemption is to be made shall be a September 1 and, provided, further, that serial maturities of serial Bonds or mandatory sinking fund redemptions for term Bonds, or any combination thereof, shall be established to provide for the redemption or payment of such Additional Bonds on or before their respective maturity dates;
(v) the Authorized Denominations of such Additional Bonds; (vi) the redemption premiums and terms, if any, for such Additional Bonds;
(vii) the form of such Additional Bonds;
(viii) the amount, if any, to be deposited from the proceeds of sale of such Additional Bonds in the Reserve Fund; provided, however, that the amount on deposit in the Reserve Fund at the time that such Additional Bonds become Outstanding shall be at least equal to the Reserve Requirement; and (ix) such other provisions that are appropriate or necessary and are not inconsistent with the provisions hereof;
(c) The Community Facilities District shall have received a certificate from an Independent Consultant certifying that Annual Debt Service in each Bond Year, calculated for all Bonds that will be Outstanding after the issuance of such Additional Bonds, will be less than or equal to Annual Debt Service in such Bond Year, calculated for all Bonds that are Outstanding immediately prior to the issuance of such Additional Bonds.

Nothing contained herein shall limit the issuance of any special tax bonds payable from the Special Tax if, after the issuance and delivery of such special tax bonds, none of the Bonds theretofore issued hereunder will be Outstanding.
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Section 3.06. Procedure for the Issuance of Additional Bonds. At any time after the sale of any Additional Bonds in accordance with the Act, such Additional Bonds shall be executed by the Community Facilities District for issuance hereunder and shall be delivered to the Trustee and thereupon shall be authenticated and delivered by the Trustee, but only upon receipt by the Trustee of the following:
(a) a certified copy of the Supplemental Indenture authorizing the issuance of such Additional Bonds;
(b) a Written Request of the Community Facilities District as to the delivery of such Additional Bonds;
(c) a Written Certificate of the Community Facilities District stating that the conditions precedent to the issuance of such Additional Bonds specified in Section 3.05 have been satisfied;
(d) an opinion of Bond Counsel substantially to the effect that (i) this Indenture, as modified and amended by all Supplemental Indentures theretofore, or thereupon being, entered into has been duly authorized, executed and delivered by, and constitutes the valid and binding obligation of, the Community Facilities District, (ii) such Additional Bonds constitute valid and binding special, limited obligations of the Community Facilities District, and (iii) the issuance of such Additional Bonds, in and of itself, will not adversely affect the exclusion of interest on the Bonds Outstanding prior to the issuance of such Additional Bonds from gross income for federal income tax purposes; (e) the proceeds of the sale of such Additional Bonds; and (f) such further documents or money as are required by the provisions hereof or by the provisions of the Supplemental Indenture pursuant to which such Additional Bonds are issued.

Section 3.07. Additional Bonds. So long as any of the Bonds remain Outstanding, the Community Facilities District shall not issue any Additional Bonds or obligations payable from Net Special Tax Revenues on a parity with the Bonds, except pursuant to Sections 3.05 and 3.06.

So long as any of the Bonds remain Outstanding, the Community Facilities District shall not issue any obligations payable from Net Special Tax Revenues on a basis senior to the Bonds. The Community Facilities District may issue obligations payable from Net Special Tax Revenues on a basis subordinate to the Bonds, without complying with Sections 3.05 and 3.06. 843
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ARTICLE IV

REDEMPTION OF BONDS
Section 4.01. Redemption of Series 2026 Bonds. (a) Optional Redemption. The Series 2026 Bonds maturing on and after September 1, 20__, shall be subject to optional redemption, in whole, or in part in Authorized Denominations, on any date on or after September 1, 20__, from any source of available funds, at the following respective Redemption Prices (expressed as percentages of the principal amount of the Series 2026 Bonds to be redeemed), plus accrued interest thereon to the date of redemption:

Redemption Dates Redemption Price
September 1, 20__ through August 31, 20__ 103%
September 1, 20__ through August 31, 20__ 102
September 1, 20__ through August 31, 20__ 101
September 1, 20__ and thereafter 100
The Community Facilities District shall give the Trustee written notice of its intention to redeem Series 2026 Bonds pursuant to this subsection not less than 45 days prior to the applicable redemption date, unless a later date is agreed to by the Trustee. (b) Mandatory Redemption from Special Tax Prepayments. The Series 2026 Bonds shall be subject to mandatory redemption, in whole, or in part in Authorized Denominations, on any Interest Payment Date, from and to the extent of Special Tax prepayments required to be applied thereto pursuant to Section 5.02(a) and any amount required to be applied thereto pursuant to Section 5.04(c), at the following respective Redemption Prices (expressed as percentages of the principal amount of the Series 2026 Bonds to be redeemed), plus accrued interest thereon to the date of redemption:

Redemption Dates Redemption Price
Any Interest Payment Date through March 1, 20__ 103%
September 1, 20__ and March 1, 20__ 102
September 1, 20__ and March 1, 20__ 101
September 1, 20__ and thereafter 100
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(c) Mandatory Sinking Fund Redemption. The Series 2026 Bonds maturing September 1, 20__ shall be subject to mandatory sinking fund redemption, in part, on September 1 in each year, commencing September 1, 20__, at a Redemption Price equal to the principal amount of the Series 2026 Bonds maturing September 1, 20__ to be redeemed, without premium, plus accrued interest thereon to the date of redemption, in the aggregate respective principal amounts in the respective years as follows:

Sinking Fund
Redemption Date
(September 1)
Principal Amount
to be
Redeemed
$
(Maturity)
If some but not all of the Series 2026 Bonds maturing on September 1, 20__ are redeemed pursuant to Section 4.01(a), the principal amount of the Series 2026 Bonds maturing on September 1, 20__ to be redeemed pursuant to Section 4.01(c) on any subsequent September 1 shall be reduced, by $5,000 or an integral multiple thereof, as designated by the Community Facilities District in a Written Certificate of the Community Facilities District submitted to the Trustee; provided, however, that the aggregate amount of such reductions shall not exceed the aggregate amount of the Series 2026 Bonds maturing on September 1, 20__ redeemed pursuant to Section 4.01(a). If some but not all of the Series 2026 Bonds maturing on September 1, 20__ are redeemed pursuant to Section 4.01(b), the principal amount of the Series 2026 Bonds maturing on September 1, 20__ to be redeemed pursuant to Section 4.01(c) on any subsequent September 1 shall be reduced by the aggregate principal amount of the Series 2026 Bonds maturing on September 1, 20__ so redeemed pursuant to Section 4.01(b), such reduction to be allocated among redemption dates as nearly as practicable on a pro rata basis in amounts of $5,000 or integral multiples thereof, as determined by the Trustee, notice of which determination shall be given by the Trustee to the Community Facilities District.

The Series 2026 Bonds maturing September 1, 20__ shall be subject to mandatory sinking fund redemption, in part, on September 1 in each year, commencing September 1, 20__, at a Redemption Price equal to the principal amount of the Series 2026 Bonds maturing September 1, 20__ to be redeemed, without premium, plus accrued interest thereon to the date of redemption, in the aggregate respective principal amounts in the respective years as follows:

Sinking Fund
Redemption Date
(September 1)
Principal Amount
to be
Redeemed
$
(Maturity)
845
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If some but not all of the Series 2026 Bonds maturing on September 1, 20__ are redeemed pursuant to Section 4.01(a), the principal amount of the Series 2026 Bonds maturing on September 1, 20__ to be redeemed pursuant to Section 4.01(c) on any subsequent September 1 shall be reduced, by $5,000 or an integral multiple thereof, as designated by the Community Facilities District in a Written Certificate of the Community Facilities District submitted to the Trustee; provided, however, that the aggregate amount of such reductions shall not exceed the aggregate amount of the Series 2026 Bonds maturing on September 1, 20__ redeemed pursuant to Section 4.01(a). If some but not all of the Series 2026 Bonds maturing on September 1, 20__ are redeemed pursuant to Section 4.01(b), the principal amount of the Series 2026 Bonds maturing on September 1, 20__ to be redeemed pursuant to Section 4.01(c) on any subsequent September 1 shall be reduced by the aggregate principal amount of the Series 2026 Bonds maturing on September 1, 20__ so redeemed pursuant to Section 4.01(b), such reduction to be allocated among redemption dates as nearly as practicable on a pro rata basis in amounts of $5,000 or integral multiples thereof, as determined by the Trustee, notice of which determination shall be given by the Trustee to the Community Facilities District.

Section 4.02. Notice of Redemption. The Trustee on behalf and at the expense of the Community Facilities District shall mail (by first-class mail) notice of any redemption to the respective Owners of any Bonds designated for redemption at their respective addresses appearing on the Registration Books and to the Original Purchaser, at least 30 but not more than 60 days prior to the date fixed for redemption. Such notice shall state the date of the notice, the redemption date, the redemption place and the Redemption Price and shall designate the CUSIP numbers, if any, the Bond numbers and the maturity or maturities of the Bonds to be redeemed (except in the event of redemption of all of the Bonds of such maturity or maturities in whole), and shall require that such Bonds be then surrendered at the Office of the Trustee for redemption at the Redemption Price, giving notice also that further interest on such Bonds will not accrue from and after the date fixed for redemption. Neither the failure to receive any notice so mailed, nor any defect in such notice, shall affect the validity of the proceedings for the redemption of the Bonds or the cessation of accrual of interest thereon from and after the date fixed for redemption. With respect to any notice of any optional redemption of Bonds, unless at the time such notice is given the Bonds to be redeemed shall be deemed to have been paid within the meaning of Section 10.02, such notice shall state that such redemption is conditional upon receipt by the Trustee, on or prior to the date fixed for such redemption, of moneys that, together with other available amounts held by the Trustee, are sufficient to pay the Redemption Price of, and accrued interest on, the Bonds to be redeemed, and that if such moneys shall not have been so received said notice shall be of no force and effect and the Community Facilities District shall not be required to redeem such Bonds. In the event a notice of redemption of Bonds contains such a condition and such moneys are not so received, the redemption of Bonds as described in the conditional notice of redemption shall not be made and the Trustee shall, within a reasonable time after the date on which such redemption was to occur, give notice to the Persons and in the manner in which the notice of redemption was given, that such moneys were not so received and that there shall be no redemption of Bonds pursuant to such notice of redemption.

Section 4.03. Selection of Bonds for Redemption. Whenever provision is made in this Indenture for the redemption of less than all of the Bonds, the Trustee shall select the Bonds to be redeemed from all Bonds not previously called for redemption (a) with respect to any optional redemption of Bonds of a Series, among maturities of Bonds of such Series as directed in a Written 846
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Request of the Community Facilities District, (b) with respect to any redemption pursuant to Section 4.01(b) and the corresponding provisions of any Supplemental Indenture pursuant to which Additional Bonds are issued, among maturities of all Series of Bonds on a pro rata basis as nearly as practicable, and (c) with respect to any other redemption of Additional Bonds, among maturities as provided in the Supplemental Indenture pursuant to which such Additional Bonds are issued, and by lot among Bonds of the same Series with the same maturity in any manner that the Trustee in its sole discretion shall deem appropriate. For purposes of such selection, all Bonds shall be deemed to be comprised of the greatest number of separate denominations that would result in each such denomination being an Authorized Denomination and each such separate denomination shall be treated as a separate Bond that may be separately redeemed.

Section 4.04. Partial Redemption of Bonds. Upon surrender of any Bonds redeemed in part only, the Community Facilities District shall execute and the Trustee shall authenticate and deliver to the Owner thereof, at the expense of the Community Facilities District, a new Bond or Bonds of the same Series in Authorized Denominations in an aggregate principal amount equal to the unredeemed portion of the Bonds surrendered.

Section 4.05. Effect of Notice of Redemption. (a) Notice of redemption of the Bonds subject to redemption having been mailed as aforesaid, and moneys for the Redemption Price thereof, and the interest thereon to the applicable date fixed for redemption, having been set aside with the Trustee, such Bonds shall become due and payable on said date, and, upon presentation and surrender thereof at the Office of the Trustee, said Bonds shall be paid at the Redemption Price thereof, together with interest accrued and unpaid to said date. (b) If, on said date fixed for redemption, moneys for the Redemption Price of all the Bonds to be redeemed, together with interest to said date, shall be held by the Trustee so as to be available therefor on such date, and, if notice of redemption thereof shall have been mailed as aforesaid and not canceled, then, from and after said date, interest on said Bonds shall cease to accrue and become payable. All moneys held by or on behalf of the Trustee for the redemption of Bonds shall be held in trust for the account of the Owners of the Bonds so to be redeemed without liability to such Owners for interest thereon.
(c) All Bonds paid at maturity or redeemed prior to maturity pursuant to the provisions hereof shall be canceled upon surrender thereof and destroyed. 847
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ARTICLE V
SECURITY FOR BONDS; FLOW OF FUNDS; INVESTMENTS
Section 5.01. Pledge. Subject only to the provisions of this Indenture permitting the application thereof for the purposes and on the terms and conditions set forth herein, in order to secure the payment of the principal of, premium, if any, and interest on the Bonds in accordance with their terms, the provisions of this Indenture and the Act, the Community Facilities District hereby pledges to the Owners, and grants thereto a lien on and a security interest in, all of the Net Special Tax Revenues and any other amounts held in the Special Tax Fund, the Bond Fund and the Reserve Fund. Said pledge shall constitute a first lien on and security interest in such assets, which shall immediately attach to such assets and be effective, binding and enforceable against the Community Facilities District, its successors, purchasers of any of such assets, creditors and all others asserting rights therein, to the extent set forth in, and in accordance with, this Indenture, irrespective of whether those parties have notice of the pledge of, lien on and security interest in such assets and without the need for any physical delivery, recordation, filing or further act.

Section 5.02. Special Tax Fund. (a) The Trustee shall establish and maintain in trust in the name of the Trustee a separate Fund designated the “Special Tax Fund.” As soon as practicable after the receipt by the Community Facilities District of any Special Tax Revenues, but in any event no later than the date ten Business Days after such receipt, the Community Facilities District shall transfer such Special Tax Revenues to the Trustee for deposit in the Special Tax Fund; provided, however, that with respect to any such Special Tax Revenues that represent a Special Tax prepayment (i) said Special Tax prepayment shall be identified as such in a Written Certificate of the Community Facilities District submitted to the Trustee at the time such Special Tax prepayment is transferred to the Trustee, (ii) the portion of such Special Tax prepayment that is to be applied to the Redemption Price of the Bonds shall be identified in such Written Certificate of the Community Facilities District, shall be deposited by the Trustee in the Redemption Fund and shall be applied to the redemption of Bonds pursuant to Section 4.01(b) and the corresponding provisions of any Supplemental Indenture pursuant to which Additional Bonds are issued, and (iii) the portion of such Special Tax prepayment that is to be applied to the payment of interest on the Bonds to be so redeemed shall be identified in such Written Certificate of the Community Facilities District, shall be deposited by the Trustee in the Interest Account and shall be applied to the payment of such interest.
(b) Upon receipt of a Written Request of the Community Facilities District, the Trustee shall withdraw from the Special Tax Fund and transfer to the Administrative Expense Fund the amount specified in such Written Request of the Community Facilities District as the amount necessary to be transferred thereto in order to have sufficient amounts available therein to pay Administrative Expenses.
(c) No later than the Business Day immediately preceding each Interest Payment Date, after having made any requested transfer to the Administrative Expense Fund, the Trustee shall withdraw from the Special Tax Fund Net Special Tax Revenues in an amount sufficient to enable the Trustee to make the following transfers in the following order of priority:
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(i) Interest Account. To the Interest Account, the amount, if any, necessary to cause the amount on deposit in the Interest Account to be equal to the interest due on the Bonds on such Interest Payment Date;
(ii) Principal Account. To the Principal Account, the amount, if any, necessary to cause the amount on deposit in the Principal Account to be equal to the principal, if any, due on the Bonds on such Interest Payment Date, including principal due and payable by reason of mandatory sinking fund redemption of such Bonds; and (iii) Reserve Fund. To the Reserve Fund, the amount, if any, necessary to cause the amount on deposit in the Reserve Fund to be equal to the Reserve Requirement.

Upon the receipt of such amounts from the Community Facilities District, the Trustee shall make such transfers in said order of priority.

Section 5.03. Bond Fund. (a) The Trustee shall establish and maintain in trust in the name of the Trustee a separate Fund designated the “Bond Fund.” Within the Bond Fund, the Trustee shall establish and maintain in trust in the name of the Trustee a separate Account designated the “Capitalized Interest Account,” a separate Account designated the “Principal Account” and a separate Account designated the “Interest Account.” There shall be deposited in the Capitalized Interest Account the amount required to be deposited therein pursuant to Section

3.02. The Trustee shall deposit in the Interest Account and the Principal Account from time to time the amounts required to be deposited therein pursuant to Section 5.02. The Trustee shall establish such subaccounts of the Interest Account, and Capitalized Interest Account as specified in a Supplemental Indenture with respect to a Series of Additional Bonds and shall deposit in the Bond Fund and the Capitalized Interest Account the portion, if any, of the proceeds of the sale of Additional Bonds required to be deposited therein under the Supplemental Indenture pursuant to which such Additional Bonds are issued.
(b) In the event that, on the Business Day prior to an Interest Payment Date, after the deposit in the Interest Account of the amounts required to be deposited therein pursuant to Section 5.02, amounts in the Interest Account are insufficient to pay the interest on the Bonds due and payable on such Interest Payment Date, the Trustee shall withdraw from the Reserve Fund, to the extent of any funds therein, the amount of such insufficiency, and shall transfer any amounts so withdrawn to the Interest Account.
(c) On each Interest Payment Date, the Trustee shall withdraw from the Interest Account for payment to the Owners of the Bonds the interest on the Bonds then due and payable.

Notwithstanding the foregoing, on each Interest Payment Date through and including [September 1, 2027], the amount set forth in the following table shall be transferred from the Capitalized Interest Account to the Interest Account. Any amount remaining in the Capitalized Interest Account on [September 2, 2027], shall, unless otherwise provided in a Supplemental Indenture, be transferred to the Interest Account, whereupon the Capitalized Interest Account shall be closed pending direction in a Supplemental Indenture to provide for interest payments on a Series of Additional Bonds. There shall additionally be transferred from the Capitalized Interest Account to the Interest Account the amounts required to be so transferred under any Supplemental Indenture.
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Interest Payment Date Amount Transferred
[March 1, 2027] $
[September 1, 2027]
(d) In the event that, on the Business Day prior to a September 1 on which principal of the Bonds is due and payable, after the deposit in the Principal Account of the amounts required to be deposited therein pursuant to Section 5.02, including principal due and payable by reason of mandatory sinking fund redemption of the Bonds, amounts in the Principal Account are insufficient to pay such principal, after having withdrawn any amounts from the Reserve Fund required to be withdrawn therefrom on such date pursuant to subsection (b) of this Section, the Trustee shall withdraw from the Reserve Fund, to the extent of any funds therein, the amount of such insufficiency, and shall transfer any amounts so withdrawn to the Principal Account. (e) On each September 1 on which principal of the Bonds is due and payable, including principal due and payable by reason of mandatory sinking fund redemption of the Bonds, the Trustee shall withdraw from the Principal Account for payment to the Owners of the Bonds such principal then due and payable.

Section 5.04. Reserve Fund. (a) The Trustee shall establish and maintain in trust in the name of the Trustee a separate Fund designated the “Reserve Fund.” On the Closing Date, the Trustee shall deposit in the Reserve Fund the amount required to be deposited therein pursuant to Section 3.02. The Trustee shall deposit in the Reserve Fund from time to time the amounts required to be deposited therein pursuant to Section 5.02(c). There shall additionally be deposited in the Reserve Fund, in connection with the issuance of Additional Bonds, the amount required to be deposited therein under the Supplemental Indenture pursuant to which such Additional Bonds are issued.
(b) Except as otherwise provided in this Section, amounts in the Reserve Fund shall be used and withdrawn by the Trustee solely for the purpose of (i) making transfers to the Interest Account in accordance with Section 5.03(b) in the event of any deficiency in the Interest Account of the amount then required for payment of the interest on the Bonds, (ii) making transfers to the Principal Account in accordance with Section 5.03(d) in the event of any deficiency in the Principal Account of the amount then required for payment of the principal of the Bonds, and (iii) redeeming Bonds in accordance with the provisions of this Section. (c) Whenever Bonds are to be optionally redeemed or redeemed from Special Tax prepayments, a proportionate share, determined as provided below, of the amount on deposit in the Reserve Fund shall, on the date on which amounts to redeem such Bonds are deposited in the Redemption Fund or otherwise deposited with the Trustee pursuant to Section 10.02, be transferred by the Trustee from the Reserve Fund to the Redemption Fund or to such deposit held by the Trustee and shall be applied to the redemption of said Bonds; provided, however, that such amount shall be so transferred only if and to the extent that the amount remaining on deposit in the Reserve Fund will be at least equal to the Reserve Requirement (excluding from the calculation thereof said Bonds to be redeemed). Such proportionate share shall be equal to the largest integral multiple of the minimum Authorized Denomination for said Bonds that is not larger than the amount equal to the product of (i) the amount on deposit in the Reserve Fund on the date of such transfer, times (ii) a fraction, the numerator of which is the principal amount of Bonds to be so redeemed and the 850
31 4137-4438-8716.2
denominator of which is the principal amount of Bonds to be Outstanding on the day prior to the date on which such Bonds are to be so redeemed.
(d) Whenever the balance in the Reserve Fund exceeds the amount required to redeem or pay all Outstanding Bonds, including interest accrued to the date of payment or redemption and premium, if any, due upon redemption, the Trustee shall, upon receipt of a Written Request of the Community Facilities District, transfer the amount in the Reserve Fund to the Interest Account, Principal Account and/or Redemption Fund, as applicable, to be applied, on the next succeeding Interest Payment Date to the payment and redemption of all of the Outstanding Bonds. (e) If, as a result of the scheduled payment of principal of or interest on the Bonds, the Reserve Requirement is reduced, the Trustee shall transfer an amount equal to the amount of such reduction to the Interest Account.

Section 5.05. Redemption Fund. (a) The Trustee shall establish and maintain in trust in the name of the Trustee a separate Fund designated the “Redemption Fund.” The Trustee shall deposit in the Redemption Fund (i) amounts received from the Community Facilities District in connection with the Community Facilities District’s exercise of its rights to optionally redeem Bonds, (ii) the portion of Special Tax prepayments required to be deposited therein pursuant to Section 5.02(a), (iii) amounts required to be transferred to the Redemption Fund from the Improvement Fund (or Accounts therein) pursuant to Section 3.04, (iv) amounts required to be transferred to the Redemption Fund from the Reserve Fund pursuant to Section 5.04(c) or Section

5.04(d), and (v) amounts required to be deposited therein pursuant to any Supplemental Indenture. (b) Amounts in the Redemption Fund shall be disbursed therefrom for the payment of the Redemption Price of Series 2026 Bonds redeemed pursuant to Section 4.01(a) or Section

4.01(b) and for the payment of the Redemption Price of Additional Bonds redeemed under the Supplemental Indenture pursuant to which such Additional Bonds are issued (other than mandatory sinking fund redemptions thereof).

Section 5.06. Rebate Fund. (a) The Trustee shall establish and maintain in the name of the Trustee a separate Fund designated the “Rebate Fund.” There shall be deposited in the Rebate Fund such amounts as are required to be deposited therein pursuant to the Tax Certificate, as specified in a Written Request of the Community Facilities District. All money at any time deposited in the Rebate Fund shall be held by the Trustee in trust, to the extent required to satisfy the Rebate Requirement, for payment to the United States of America. Notwithstanding defeasance of the Bonds pursuant to Article X or anything to the contrary contained herein, all amounts required to be deposited into or on deposit in the Rebate Fund shall be governed exclusively by this Section and by the Tax Certificate, which is hereby incorporated herein as if fully set forth herein. The Trustee shall be deemed conclusively to have complied with such provisions if it follows the written directions of the Community Facilities District, and shall have no liability or responsibility to enforce compliance by the Community Facilities District with the terms of the Tax Certificate. The Trustee may conclusively rely upon the Community Facilities District’s determinations, calculations and certifications required by the Tax Certificate. The Trustee shall have no responsibility to independently make any calculation or determination or to review the Community Facilities District’s calculations.
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(b) Any funds remaining in the Rebate Fund after payment in full of all of the Bonds and after payment of any amounts described in this Section, shall, upon receipt by the Trustee of a Written Request of the Community Facilities District, be withdrawn by the Trustee and remitted to the Community Facilities District.

Section 5.07. Administrative Expense Fund. (a) The Trustee shall establish and maintain in trust in the name of the Trustee a separate Fund designated the “Administrative Expense Fund.” The Trustee shall deposit in the Administrative Expense Fund the amounts transferred from the Special Tax Fund and required to be deposited therein pursuant to Section

5.02. (b) The moneys in the Administrative Expense Fund shall be used and withdrawn by the Trustee from time to time to pay the Administrative Expenses upon submission of a Written Request of the Community Facilities District stating (i) the Person to whom payment is to be made, (ii) the amount to be paid and instructions for such payment, (iii) the purpose for which such costs were incurred and that such purpose constitutes an Administrative Expense, (iv) that such payment is a proper charge against the Administrative Expense Fund, and (v) that payment of such amount has not been the subject of a prior disbursement from the Administrative Expense Fund, in each case together with a statement or invoice for each amount requested thereunder.

Section 5.08. Investment of Moneys. (a) Except as otherwise provided herein, all moneys in any of the Funds or Accounts shall be invested by the Trustee solely in Permitted Investments, as directed in a Written Request of the Community Facilities District received by the Trustee no later than two Business Days prior to the making of such investment. Moneys in all such Funds and Accounts shall be invested in Permitted Investments maturing not later than the date on which it is estimated that such moneys will be required for the purposes specified in this Indenture; provided, however, that Permitted Investments in which moneys in the Reserve Fund are so invested shall mature no later than the earlier of five years from the date of investment or the final maturity date of the Bonds and, provided, further, that if such Permitted Investments may be redeemed at par so as to be available on each Interest Payment Date, any amount in the Reserve Fund may be invested in such redeemable Permitted Investments maturing on any date on or prior to the final maturity date of the Bonds. Absent a timely Written Request of the Community Facilities District with respect to the investment of moneys in any of the Funds or Accounts, the Trustee shall invest such moneys in Permitted Investments described in paragraph (6) of the definition thereof.
(b) Subject to the provisions of Section 5.06, all interest, profits and other income received from the investment of moneys in any Fund or Account (other than the Reserve Fund and the Capitalized Interest Account) shall be retained therein. Subject to the provisions of Section 5.06, all interest, profits or other income received from the investment of moneys in the Reserve Fund or the Capitalized Interest Account shall (i) prior to the date on which a Written Certificate of the Community Facilities District is submitted to the Trustee pursuant to subsection (b) of Section 3.04, be transferred to the Construction Account, and (ii) unless a Written Certificate of the Community Facilities District has been previously submitted to the Trustee pursuant to subsection (c) of Section 3.04, on and after the date such Written Certificate of the Community Facilities District is submitted to the Trustee pursuant to subsection (b) of Section 3.04 and prior to the date on which the Written Certificate of the Community Facilities District is submitted to 852
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the Trustee pursuant to subsection (c) of Section 3.04, be transferred to the Community Benefit Account and, thereafter, shall be transferred to the Interest Account; provided, however, that, notwithstanding the foregoing, any such transfer shall be made from the Reserve Fund only if and to the extent that, after such transfer, the amount on deposit in the Reserve Fund is at least equal to the Reserve Requirement.
(c) Permitted Investments acquired as an investment of moneys in any Fund or Account shall be credited to such Fund or Account. For the purpose of determining the amount in any Fund or Account, all Permitted Investments credited to such Fund or Account shall be valued by the Trustee at the market value thereof (without regard to costs incurred in the acquisition or disposition thereof, including breakage, unwind or other similar fees), such valuation to be performed not less frequently than semiannually on or before each February 15 and August 15. To the extent of any valuations to be made by the Trustee hereunder, the Trustee may utilize computerized securities pricing services that may be available to it, including those available through its regular accounting system. Any Permitted Investment that is a registrable security shall be registered in the name of the Trustee.
(d) The Trustee may act as principal or agent in the making or disposing of any investment. Upon the Written Request of the Community Facilities District, the Trustee shall sell or present for redemption any Permitted Investments so purchased whenever it shall be necessary to provide moneys to meet any required payment, transfer, withdrawal or disbursement from the Fund or Account to which such Permitted Investments are credited, and the Trustee shall not be liable or responsible for any loss resulting from any investment made or sold pursuant to this Section. For purposes of investment, the Trustee may commingle moneys in any of the Funds and Accounts. The Trustee, in making or disposing of any investment permitted by this Section, may deal with itself (in its individual capacity) or with any one or more of its affiliates, whether it or such affiliate is acting as an agent of the Trustee or for any third person or dealing as a principal for its own account.
(e) The Community Facilities District acknowledges that to the extent regulations of the Comptroller of the Currency or other applicable regulatory entity grant the Community Facilities District the right to receive brokerage confirmations of security transactions as they occur, the Community Facilities District specifically waives receipt of such confirmations to the extent permitted by law. The Trustee shall furnish the Community Facilities District periodic cash transaction statements, which shall include detail for all investment transactions made by the Trustee hereunder.
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ARTICLE VI

COVENANTS
Section 6.01. Collection of Special Tax Revenues. (a) The Community Facilities District shall comply with all requirements of the Act so as to assure the timely collection of Special Tax Revenues, including the enforcement of delinquent Special Tax payments. (b) Prior to August 1 of each year, the Community Facilities District shall ascertain from the County Assessor the relevant parcels on which the Special Tax is to be levied, taking into account any parcel splits during the preceding and then current year. The Community Facilities District shall effect the levy of the Special Tax each Fiscal Year in accordance with the Ordinance by each August 10, or otherwise such that the computation of the levy is complete before the final date on which the County Auditor will accept the transmission of the Special Tax amounts for the parcels within the Community Facilities District for inclusion on the next real property tax roll.

Upon the completion of the computation of the amounts of the levy, the Community Facilities District shall prepare or cause to be prepared, and shall transmit to the County Auditor, such data as the County Auditor requires in order to include the levy of the Special Tax on the next real property tax roll.
(c) The Community Facilities District shall fix and levy the Special Tax within the Community Facilities District in each Fiscal Year in accordance with the Rate and Method and, subject to the limitations in the Rate and Method as to the maximum Special Tax that may be levied on each parcel, in an amount sufficient to yield Special Tax Revenues in the amount required for (i) the payment of principal of and interest on any Outstanding Bonds becoming due and payable during the Corresponding Bond Year, (ii) any necessary replenishment of the Reserve Fund, and (iii) the payment of Administrative Expenses estimated to be paid from such Special Tax Revenues, taking into account the balances in the Funds and Accounts. (d) The Special Tax shall be payable and be collected in the same manner and at the same time and in the same installment as the general taxes on real property are payable (or in such other manner as the City Council shall determine, including direct billing of the affected property owners), and have the same priority, become delinquent at the same time and in the same proportionate amounts and bear the same proportionate penalties and interest after delinquency as do the ad valorem taxes on real property.

Section 6.02. Foreclosure. Pursuant to Section 53356.1 of the Act, the Community Facilities District hereby covenants with and for the benefit of the Owners that it will determine or cause to be determined, no later than September 15 of each year, whether or not any owners of property within the Community Facilities District are delinquent in the payment of the Special Tax levied thereon and, if such delinquencies exist, the Community Facilities District will order and cause to be commenced no later than November 1, and thereafter diligently prosecute, an action in the superior court to foreclose the lien of the Special Tax or installment thereof not paid when due; provided, however, that the Community Facilities District shall not be required to order the commencement of foreclosure proceedings if (a) the total Special Tax delinquency in the Community Facilities District for such Fiscal Year is less than 5% of the total amount of the Special Tax levied in such Fiscal Year, and (b) the amount then on deposit in the Reserve Fund is 854
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equal to the Reserve Requirement. Notwithstanding the foregoing, if the Community Facilities District determines that any single parcel in the Community Facilities District is delinquent in the payment of four installments of the Special Tax levied on such parcel, then the Community Facilities District shall diligently institute, prosecute and pursue foreclosure proceedings against such parcel.

Section 6.03. Compliance with Act. The Community Facilities District shall comply with all applicable provisions of the Act.

Section 6.04. Punctual Payment. The Community Facilities District shall punctually pay or cause to be paid the principal, premium, if any, and interest to become due in respect of all the Bonds, in strict conformity with the terms of the Bonds and of this Indenture, according to the true intent and meaning thereof, but only out of Net Special Tax Revenues and other assets pledged for such payment as provided in this Indenture and received by the Community Facilities District or the Trustee.

Section 6.05. Extension of Payment of Bonds. The Community Facilities District shall not directly or indirectly extend or assent to the extension of the maturity of any of the Bonds or the time of payment of any claims for interest by the purchase of such Bonds or by any other arrangement, and in case the maturity of any of the Bonds or the time of payment of any such claims for interest shall be extended, such Bonds or claims for interest shall not be entitled, in case of any default hereunder, to the benefits of this Indenture, except subject to the prior payment in full of the principal of all of the Bonds then Outstanding and of all claims for interest thereon that shall not have been so extended. Nothing in this Section shall be deemed to limit the right of the Community Facilities District to issue Bonds for the purpose of refunding any Outstanding Bonds in accordance with the provisions hereof, and such issuance shall not be deemed to constitute an extension of maturity of the Bonds.

Section 6.06. Against Encumbrances; Defense of Pledge. The Community Facilities District shall not create, or permit the creation of, any pledge of, lien on, security interest in or charge or other encumbrance upon the assets pledged under this Indenture, except as permitted hereby. The Community Facilities District shall at all times, to the extent permitted by law, defend, preserve and protect said pledge of such assets, and the lien thereon and security interest therein created hereby, against all claims and demands of all Persons whomsoever.

Section 6.07. Tax Covenants. (a) The Community Facilities District shall not take any action, or fail to take any action, if such action or failure to take such action would adversely affect the exclusion from gross income of interest on the Series 2026 Bonds under Section 103 of the Code. Without limiting the generality of the foregoing, the Community Facilities District shall comply with the requirements of the Tax Certificate, which is incorporated herein as if fully set forth herein. This covenant shall survive payment in full or defeasance of the Series 2026 Bonds. (b) In the event that at any time the Community Facilities District is of the opinion that for purposes of this Section it is necessary or helpful to restrict or limit the yield on the investment of any moneys in any of the Funds or Accounts, the Community Facilities District shall so instruct the Trustee in writing, and the Trustee shall take such action as may be necessary in accordance with such instructions.
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(c) Notwithstanding any provisions of this Section, if the Community Facilities District shall provide to the Trustee an opinion of Bond Counsel to the effect that any specified action required under this Section is no longer required or that some further or different action is required to maintain the exclusion from federal income tax of interest on the Series 2026 Bonds, the Trustee may conclusively rely on such opinion in complying with the requirements of this Section and of the Tax Certificate, and the covenants hereunder shall be deemed to be modified to that extent.

Section 6.08. Non-Cash Payments of Special Tax. The Community Facilities District shall not authorize owners of taxable parcels within the Community Facilities District to satisfy Special Tax obligations by the tender of Bonds unless the Community Facilities District shall have first obtained a report of an Independent Consultant certifying that doing so would not result in the Community Facilities District having insufficient Special Tax Revenues to pay the principal of and interest on all Outstanding Bonds when due.

Section 6.09. Reduction in Special Tax. The Community Facilities District shall not initiate proceedings under the Act to modify the Rate and Method if such modification would adversely affect the security for the Bonds. If an initiative is adopted that purports to modify the Rate and Method in a manner that would adversely affect the security for the Bonds, the Community Facilities District shall, to the extent permitted by law, commence and pursue reasonable legal actions to prevent the modification of the Rate and Method in a manner that would adversely affect the security for the Bonds.

Section 6.10. Continuing Disclosure. Each of the Community Facilities District and the Trustee shall comply with and carry out all of the provisions of the Continuing Disclosure Agreement applicable to it. Notwithstanding any other provision of this Indenture, failure of the Community Facilities District or the Trustee to comply with the Continuing Disclosure Agreement shall not be considered an Event of Default; provided, however, that the Trustee may (and, at the written direction of any Participating Underwriter or the Owners of at least 25% aggregate principal amount of Outstanding Series 2026 Bonds, and upon receipt of indemnification reasonably satisfactory to the Trustee, shall) or any Owner or Beneficial Owner of the Series 2026 Bonds may, take such actions as may be necessary and appropriate to compel performance, including seeking mandate or specific performance by court order.

Section 6.11. Accounting Records. The Community Facilities District shall keep or cause to be kept appropriate accounting records in which complete and correct entries shall be made of all transactions relating to the Special Tax, which records shall be available for inspection by the Trustee at reasonable hours and under reasonable conditions.

Section 6.12. State Reporting. If at any time principal or interest due on any scheduled payment date for the Bonds is not paid, or if funds are withdrawn from the Reserve Fund to pay principal of or interest on the Bonds, the Trustee shall notify the Community Facilities District in writing of such failure or withdrawal, and the Community Facilities District shall notify the California Debt and Investment Advisory Commission of such failure or withdrawal within ten days of the failure to make such payment or the date of such withdrawal.

Section 6.13. Annual Reports to the California Debt and Investment Advisory Commission. Not later than October 30 of each year, commencing October 30, 2027 and 856
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continuing until the October 30 following the final maturity of the Bonds, the Community Facilities District shall supply to the California Debt and Investment Advisory Commission the information required to be provided thereto pursuant to Section 53359.5(b) of the Act. Such information shall be made available to any Owner upon written request to the Community Facilities District accompanied by a fee determined by the Community Facilities District to pay the costs of the Community Facilities District in connection therewith. The Community Facilities District shall in no event be liable to any Owner or any other person or entity in connection with any error in any such information.

Section 6.14. Further Assurances. The Community Facilities District shall make, execute and deliver any and all such further agreements, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Indenture and for the better assuring and confirming unto the Owners of the rights and benefits provided in this Indenture.
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ARTICLE VII

EVENTS OF DEFAULT AND REMEDIES
Section 7.01. Events of Default. The following events shall be Events of Default:
(a) failure to pay any installment of principal of any Bonds when and as the same shall become due and payable, whether at maturity as therein expressed, by proceedings for redemption or otherwise;
(b) failure to pay any installment of interest on any Bonds when and as the same shall become due and payable;
(c) failure by the Community Facilities District to observe and perform any of the other covenants, agreements or conditions on its part in this Indenture or in the Bonds contained, if such failure shall have continued for a period of 30 days after written notice thereof, specifying such failure and requiring the same to be remedied, shall have been given to the Community Facilities District by the Trustee, or to the Community Facilities District and the Trustee by the Owners of not less than 5% in aggregate principal amount of the Bonds at the time Outstanding; provided, however, that, if in the reasonable opinion of the Community Facilities District the failure stated in the notice can be corrected, but not within such 30 day period, such failure shall not constitute an Event of Default if corrective action is instituted by the Community Facilities District within such 30 day period and the Community Facilities District shall thereafter diligently and in good faith cure such failure in a reasonable period of time; or
(d) the commencement by the Community Facilities District or the City of a voluntary case under Title 11 of the United States Code or any substitute or successor statute.

Section 7.02. Foreclosure. If an Event of Default shall occur under Section 7.01(a) or Section 7.01(b) then, and in each and every such case during the continuance of such Event of Default, the Trustee may, or at the written direction of the Owners of not less than a majority in aggregate principal amount of the Bonds at the time Outstanding, and upon being indemnified to its satisfaction therefor, shall, commence foreclosure against any parcels of land in the Community Facilities District delinquent in the payment of the Special Tax, as provided in Section 53356.1 of the Act.

Section 7.03. Other Remedies. If an Event of Default shall have occurred and be continuing, the Trustee shall have the right:
(a) by mandamus, suit, action or proceeding, to compel the Community Facilities District and its officers, agents or employees to perform each and every term, provision and covenant contained in this Indenture and in the Bonds, and to require the carrying out of any or all such covenants and agreements of the Community Facilities District and the fulfillment of all duties imposed upon it by this Indenture and the Act; 858
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(b) by suit, action or proceeding in equity, to enjoin any acts or things that are unlawful, or the violation of any of the rights of the Trustee or the Owners; or (c) by suit, action or proceeding in any court of competent jurisdiction, to require the Community Facilities District and its officers and employees to account as if it and they were the trustees of an express trust.

Section 7.04. Remedies Not Exclusive. No remedy herein conferred upon or reserved to the Trustee or to the Owners is intended to be exclusive of any other remedy or remedies, and each and every such remedy, to the extent permitted by law, shall be cumulative and in addition to any other remedy given hereunder or now or hereafter existing at law or in equity or otherwise.

Section 7.05. Application of Net Special Tax Revenues After Default. If an Event of Default shall occur and be continuing, all Net Special Tax Revenues and any other funds thereafter received by the Trustee under any of the provisions of this Indenture shall be applied by the Trustee as follows and in the following order:
(a) to the payment of any expenses incurred by the Trustee necessary in the opinion of the Trustee to protect the interests of the Owners and payment of reasonable fees, charges and expenses of the Trustee (including reasonable fees and disbursements of its counsel) incurred in and about the performance of its powers and duties under this Indenture;
(b) to the payment of the principal and interest then due with respect to the Bonds (upon presentation of the Bonds to be paid, and stamping thereon of the payment if only partially paid, or surrender thereof if fully paid) subject to the provisions of this Indenture, as follows:

First: to the payment to the Persons entitled thereto of all installments of interest on the Bonds then due in the order of the maturity of such installments and, if the amount available shall not be sufficient to pay in full any installment or installments maturing on the same date, then to the payment thereof ratably, according to the amounts due thereon, to the Persons entitled thereto, without any discrimination or preference; and
Second: to the payment to the Persons entitled thereto of all installments of principal of the Bonds then due, whether at maturity or by call for redemption, with interest on the overdue principal at the rate borne by the respective Bonds on the date of maturity or redemption, and, if the amount available shall not be sufficient to pay in full all the Bonds, together with such interest, then to the payment thereof ratably, according to the amounts of principal due on such date to the Persons entitled thereto, without any discrimination or preference; (c) any remaining funds shall be transferred by the Trustee to the Special Tax Fund.

Section 7.06. Power of Trustee to Enforce. All rights of action under this Indenture or the Bonds or otherwise may be prosecuted and enforced by the Trustee without the possession of 859
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any of the Bonds or the production thereof in any proceeding relating thereto, and any such suit, action or proceeding instituted by the Trustee shall be brought in the name of the Trustee for the benefit and protection of the Owners of such Bonds, subject to the provisions of this Indenture.

Section 7.07. Owners’ Direction of Proceedings. Anything in this Indenture to the contrary notwithstanding, the Owners of a majority in aggregate principal amount of the Bonds then Outstanding shall have the right, by an instrument or concurrent instruments in writing executed and delivered to the Trustee, and upon indemnification of the Trustee to its reasonable satisfaction, to direct the method of conducting all remedial proceedings taken by the Trustee hereunder; provided, however, that such direction shall not be otherwise than in accordance with the provisions of this Indenture, the Act and other applicable law and, provided, further, that the Trustee shall have the right to decline to follow any such direction that in the opinion of the Trustee would be unjustly prejudicial to Owners not parties to such direction.

Section 7.08. Limitation on Owners’ Right to Sue. No Owner of any Bond shall have the right to institute any suit, action or proceeding at law or in equity, for the protection or enforcement of any right or remedy under this Indenture, the Act or any other applicable law with respect to such Bond, unless (a) such Owner shall have given to the Trustee written notice of the occurrence of an Event of Default, (b) the Owners of a majority in aggregate principal amount of the Bonds then Outstanding shall have made written request upon the Trustee to exercise the powers hereinbefore granted or to institute such suit, action or proceeding in its own name, (c) such Owner or said Owners shall have tendered to the Trustee indemnity reasonably satisfactory to the Trustee against the costs, expenses and liabilities to be incurred in compliance with such request, and (d) the Trustee shall have refused or omitted to comply with such request for a period of 60 days after such written request shall have been received by, and said tender of indemnity shall have been made to, the Trustee.

Such notification, request, tender of indemnity and refusal or omission are hereby declared, in every case, to be conditions precedent to the exercise by any Owner of any remedy hereunder or under law; it being understood and intended that no one or more Owners shall have any right in any manner whatever by such Owner’s or Owners’ action to affect, disturb or prejudice the security of this Indenture or the rights of any other Owners, or to enforce any right under the Bonds, this Indenture, the Act or other applicable law with respect to the Bonds, except in the manner herein provided, and that all proceedings at law or in equity to enforce any such right shall be instituted, had and maintained in the manner herein provided and for the benefit and protection of all Owners, subject to the provisions of this Indenture.

Section 7.09. Absolute Obligation. Nothing in this Indenture or the Bonds contained shall affect or impair the obligation of the Community Facilities District, which is absolute and unconditional, to pay the principal of and interest on the Bonds to the respective Owners as the same become due, as herein provided, but only out of the Net Special Tax Revenues and other assets pledged therefor hereunder, or affect or impair the right of such Owners, which is also absolute and unconditional, to enforce such payment by virtue of the contract embodied in the Bonds.

Section 7.10. Termination of Proceedings. In case any proceedings taken by the Trustee or any one or more Owners on account of any Event of Default shall have been discontinued or 860
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abandoned for any reason or shall have been determined adversely to the Trustee or the Owners, then in every such case the Community Facilities District, the Trustee and the Owners, subject to any determination in such proceedings, shall be restored to their former positions and rights hereunder, severally and respectively, and all rights, remedies, powers and duties of the Community Facilities District, the Trustee and the Owners shall continue as though no such proceedings had been taken.

Section 7.11. No Waiver of Default. No delay or omission of the Trustee or of any Owner to exercise any right or power arising upon the occurrence of any default or Event of Default shall impair any such right or power or shall be construed to be a waiver of any such default or Event of Default or an acquiescence therein, and every power and remedy given by this Indenture to the Trustee or to the Owners may be exercised from time to time and as often as may be deemed expedient.
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ARTICLE VIII
TRUSTEE; SECURITIES INTERMEDIARY
Section 8.01. Duties and Liabilities of Trustee. The Trustee shall, prior to an Event of Default, and after the curing or waiver of all Events of Default that may have occurred, perform such duties and only such duties as are expressly and specifically set forth in this Indenture. The Trustee shall, during the existence of any Event of Default that has not been cured or waived, exercise such of the rights and powers vested in it by this Indenture, and use the same degree of care and skill in their exercise, as a prudent person would exercise or use under the circumstances in the conduct of such person’s own affairs.

Section 8.02. Qualifications; Removal and Resignation; Successors. (a) The Trustee initially a party hereto and any successor thereto shall at all times be a trust company, national banking association or bank having trust powers in good standing in or incorporated under the laws of the United States or any state thereof, having (or if such trust company, national banking association or bank is a member of a bank holding company system, its parent bank holding company shall have) a combined capital and surplus of at least $250,000,000, and subject to supervision or examination by a federal or state agency. If such trust company, national banking association or bank publishes a report of condition at least annually, pursuant to law or to the requirements of any supervising or examining agency above referred to, then for the purpose of this subsection the combined capital and surplus of such trust company, national banking association or bank shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published.
(b) The Community Facilities District may, by an instrument in writing, upon at least 30 days’ notice to the Trustee, remove the Trustee initially a party hereto and any successor thereto unless an Event of Default shall have occurred and then be continuing, and shall remove the Trustee initially a party hereto and any successor thereto if (i) at any time requested to do so by an instrument or concurrent instruments in writing signed by the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding (or their attorneys duly authorized in writing), or (ii) the Trustee shall cease to be eligible in accordance with subsection (a) of this Section, or shall become incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee or its property shall be appointed, or any public officer shall take control or charge of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, in each case by giving written notice of such removal to the Trustee. (c) The Trustee may at any time resign by giving written notice of such resignation by first-class mail, postage prepaid, to the Community Facilities District, and to the Owners at the respective addresses shown on the Registration Books. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of subsection (a) of this Section, the Trustee shall resign immediately in the manner and with the effect specified in this Section. (d) Upon removal or resignation of the Trustee, the Community Facilities District shall promptly appoint a successor Trustee by an instrument in writing. Any removal or resignation of the Trustee and appointment of a successor Trustee shall become effective upon acceptance of appointment by the successor Trustee; provided, however, that any successor Trustee shall be 862
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qualified as provided in subsection (a) of this Section. If no qualified successor Trustee shall have been appointed and have accepted appointment within 45 days following notice of removal or notice of resignation as aforesaid, the removed or resigning Trustee or any Owner (on behalf of such Owner and all other Owners) may petition any court of competent jurisdiction for the appointment of a successor Trustee, and such court may thereupon, after such notice, if any, as it may deem proper, appoint such successor Trustee. Any successor Trustee appointed under this Indenture shall signify its acceptance of such appointment by executing and delivering to the Community Facilities District and to its predecessor Trustee a written acceptance thereof, and thereupon such successor Trustee, without any further act, deed or conveyance, shall become vested with all the moneys, estates, properties, rights, powers, trusts, duties and obligations of such predecessor Trustee, with like effect as if originally named Trustee herein; but, nevertheless at the Written Request of the Community Facilities District or the request of the successor Trustee, such predecessor Trustee shall execute and deliver any and all instruments of conveyance or further assurance and do such other things as may reasonably be required for more fully and certainly vesting in and confirming to such successor Trustee all the right, title and interest of such predecessor Trustee in and to any property held by it under this Indenture and shall pay over, transfer, assign and deliver to the successor Trustee any money or other property subject to the trusts and conditions herein set forth. Upon acceptance of appointment by a successor Trustee as provided in this subsection, the successor Trustee shall, within 15 days after such acceptance, mail, by first-class mail postage prepaid, a notice of the succession of such Trustee to the trusts hereunder to the Owners at the addresses shown on the Registration Books. (e) Any trust company, national banking association or bank into which the Trustee may be merged or converted or with which it may be consolidated or any trust company, national banking association or bank resulting from any merger, conversion or consolidation to which it shall be a party or any trust company, national banking association or bank to which the Trustee may sell or transfer all or substantially all of its corporate trust business, provided such trust company, national banking association or bank shall be eligible under subsection (a) of this Section, shall be the successor to such Trustee, without the execution or filing of any paper or any further act, anything herein to the contrary notwithstanding.

Section 8.03. Liability of Trustee. (a) The recitals of facts herein and in the Bonds contained shall be taken as statements of the Community Facilities District, and the Trustee shall not assume responsibility for the correctness of the same or incur any responsibility in respect thereof, other than as expressly stated herein in connection with the respective duties or obligations herein or in the Bonds assigned to or imposed upon it. The Trustee shall, however, be responsible for its representations contained in its certificate of authentication on the Bonds. (b) The Trustee makes no representations as to the validity or sufficiency of this Indenture or of any Bonds, or in respect of the security afforded by this Indenture and the Trustee shall incur no responsibility in respect thereof. The Trustee shall be under no responsibility or duty with respect to the issuance of the Bonds for value, the application of the proceeds thereof except to the extent that such proceeds are received by it in its capacity as Trustee, or the application of any moneys paid to the Community Facilities District or others in accordance with this Indenture. (c) The Trustee shall not be liable in connection with the performance of its duties hereunder, except for its own negligence or willful misconduct. 863
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(d) No provision of this Indenture or any other document related hereto shall require the Trustee to risk or advance its own funds.
(e) The Trustee may execute any of its powers or duties hereunder through attorneys, agents or receivers and shall not be answerable for the actions of such attorneys, agents or receivers if selected by it with reasonable care.
(f) The Trustee shall not be liable for any error of judgment made in good faith by a responsible officer, unless it shall be proved that the Trustee was negligent in ascertaining the pertinent facts.
(g) The immunities and protections extended to the Trustee also extend to its directors, officers, employees and agents.
(h) Before taking action under Article VII, under this Article or upon the direction of the Owners, the Trustee may require indemnity reasonably satisfactory to the Trustee be furnished to it to protect it against all fees and expenses, including those of its attorneys and advisors, and protect it against all liability it may incur.
(i) The Trustee shall not be liable with respect to any action taken or omitted to be taken by it in good faith in accordance with the direction of the Owners of not less than a majority in aggregate principal amount of the Bonds at the time Outstanding relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee under this Indenture. (j) The Trustee may become the Owner of Bonds with the same rights it would have if it were not Trustee and, to the extent permitted by law, may act as depository for and permit any of its officers or directors to act as a member of, or in any other capacity with respect to, any committee formed to protect the rights of Owners, whether or not such committee shall represent the Owners of a majority in aggregate principal amount of the Bonds then Outstanding. (k) The Trustee shall have no responsibility with respect to any information, statement, or recital in any official statement, offering memorandum or any other disclosure material prepared or distributed with respect to the Bonds.
(l) The Trustee shall not be liable for the failure to take any action required to be taken by it hereunder if and to the extent that the Trustee’s taking such action is prevented by reason of an act of God, terrorism, war, riot, strike, fire, flood, earthquake, epidemic or other, similar occurrence that is beyond the control of the Trustee and could not have been avoided by exercising due care.
(m) The Trustee shall not be deemed to have knowledge of an Event of Default hereunder unless it has actual knowledge thereof.
(n) The permissive right of the Trustee to do things enumerated in this Indenture shall not be construed as a duty and it shall not be answerable for other than its negligence or willful misconduct.
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(o) The Trustee shall not be responsible for or accountable to anyone for the subsequent use or application of any moneys that shall be released or withdrawn in accordance with the provisions hereof.

Section 8.04. Right to Rely on Documents and Opinions. (a) The Trustee shall be protected in acting upon any notice, resolution, request, consent, order, certificate, report, opinion, bonds or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties.
(b) Whenever in the administration of the duties imposed upon it by this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively proved and established by a Written Certificate of the Community Facilities District, and such Written Certificate shall be full warrant to the Trustee for any action taken or suffered in good faith under the provisions of this Indenture in reliance upon such Written Certificate, but in its discretion the Trustee may, in lieu thereof, accept other evidence of such matter or may require such additional evidence as it may deem reasonable.
(c) The Trustee may consult with counsel, who may be counsel to the Community Facilities District, with regard to legal questions, and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by it hereunder in good faith and in accordance therewith.

Section 8.05. Accounting Records and Financial Statements. The Trustee shall at all times keep, or cause to be kept, proper books of record and account, prepared in accordance with prudent corporate trust industry standards, in which accurate entries shall be made of all transactions made by it relating to the proceeds of the Bonds, the Special Tax Revenues received by it and all Funds and Accounts established by it pursuant to this Indenture. Such books of record and account shall be available for inspection by the Community Facilities District during regular business hours and upon reasonable notice and under reasonable circumstances as agreed to by the Trustee. The Trustee shall deliver to the Community Facilities District a monthly accounting of the Funds and Accounts; provided, however, that the Trustee shall not be obligated to deliver an accounting for any Fund or Account that (a) has a balance of zero, and (b) has not had any activity since the last reporting date.

Section 8.06. Preservation and Inspection of Documents. All documents received by the Trustee under the provisions of this Indenture shall be retained in its possession and shall be subject during business hours and upon reasonable notice to the inspection of the Community Facilities District, the Owners and their agents and representatives duly authorized in writing.

Section 8.07. Compensation and Indemnification. The Community Facilities District shall pay to the Trustee from time to time from Special Tax Revenues all reasonable compensation pursuant to a pre-approved fee letter for all services rendered under this Indenture, and also all reasonable expenses, charges, legal and consulting fees pursuant to a pre-approved fee letter and other disbursements pursuant to a pre-approved fee letter and those of its attorneys, agents and employees, incurred in and about the performance of their powers and duties under this Indenture. 865
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The Community Facilities District shall, to the extent permitted by law, from Special Tax Revenues, indemnify and save the Trustee harmless against any costs, claims, expenses (including fees and expenses of its counsel) and liabilities that it may incur in the exercise and performance of its powers and duties hereunder, including the enforcement of any remedies and the defense of any suit, and that are not due to its negligence or its willful misconduct. The duty of the Community Facilities District to indemnify the Trustee shall survive the resignation or removal of the Trustee and the discharge and satisfaction of this Indenture.

Section 8.08. Securities Intermediary. (a) At all times during which the Trustee does not maintain hereunder securities accounts to which financial assets may be credited, there shall be a Securities Intermediary acting as such pursuant hereto. (b) U.S. Bank National Association is hereby appointed as the initial Securities Intermediary and U.S. Bank National Association hereby accepts such appointment. (c) The initial Securities Intermediary and any successor thereto (i) shall at all times be a trust company, national banking association or bank in good standing in or incorporated under the laws of the United States or any state thereof having (or if such trust company, national banking association or bank is a member of a bank holding company system, its parent bank holding company shall have) a combined capital and surplus of at least $250,000,000, and subject to supervision or examination by a federal or state agency, (ii) shall not be an affiliate of the Community Facilities District or the City, and (iii) shall, in the ordinary course of its business, maintain securities accounts for others and be so maintaining accounts hereunder. (d) Each Fund and Account shall be a securities account maintained with the Securities Intermediary to which financial assets may be credited and the Securities Intermediary shall treat the Trustee as entitled to exercise the rights that comprise such financial assets. (e) The Securities Intermediary shall not change the name or the account number of any Fund or Account without the prior written consent of the Trustee. (f) Each item of property credited to each Fund or Account shall be treated as a financial asset.
(g) The Securities Intermediary shall comply with entitlement orders originated by the Trustee, without the need for consent by the Community Facilities District or any other Person. (h) The Securities Intermediary shall not agree with any Person, other than the Trustee, that it will comply with entitlement orders originated by any Person other than the Trustee. (i) The Securities Intermediary shall not take any action inconsistent with this Section or any other provision of this Indenture applicable to it. The Securities Intermediary shall not be a party to any agreement that is inconsistent with this Section or any other provision of this Indenture or that limits or conditions any of its obligations under this Section or any other provision of this Indenture.
(j) Each item of property credited to each Fund or Account shall not be subject to, and the Securities Intermediary hereby waives, any security interest, lien, claim, encumbrance or right 866
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of setoff in favor of the Securities Intermediary or any Person claiming through the Securities Intermediary, other than the Trustee.
(k) For purposes of Article 8 of the Uniform Commercial Code, the securities intermediary’s jurisdiction of the Securities Intermediary with respect to the Funds and Accounts shall be the State.
(l) It is the intent of the Community Facilities District, the Trustee and the Securities Intermediary that each Fund and Account shall be a securities account of the Trustee and not an account of the Community Facilities District.
(m) The Securities Intermediary shall be entitled to all of the immunities, protections, limitations of liability and indemnities afforded to the Trustee pursuant to Article VIII hereof. (n) The Securities Intermediary may at any time resign by providing no less than 30 days’ written notice of such resignation to the Trustee and the Community Facilities District. The Trustee may remove the Securities Intermediary by providing no less than 20 days’ written notice of such removal to the Securities Intermediary. In case at any time the Securities Intermediary shall cease to be eligible in accordance with the provisions of subsection (b) of this Section, the Securities Intermediary shall resign immediately. The Trustee shall promptly remove the Securities Intermediary if at any time the Securities Intermediary shall cease to be eligible in accordance with the provisions of subsection (b) of this Section. The Trustee shall appoint a successor Securities Intermediary that satisfies the provisions of subsection (b) of this Section. The Trustee shall cause (i) each Fund and Account to be established and maintained with such successor Securities Intermediary in accordance with the terms hereof, and (ii) the successor Securities Intermediary to execute and deliver a written agreement between the Trustee and such successor Securities Intermediary, pursuant to which such successor Securities Intermediary agrees to be the Securities Intermediary hereunder and to be bound by the provisions of this Indenture applicable to the Securities Intermediary. The duties and obligations of the resigning or removed Securities Intermediary hereunder shall remain in effect until the successor Securities Intermediary has accepted its appointment and each Fund and Account and all property credited thereto have been transferred to the successor Securities Intermediary. 867
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ARTICLE IX

SUPPLEMENTAL INDENTURES
Section 9.01. Supplemental Indentures. (a) This Indenture and the rights and obligations of the Community Facilities District, the Trustee and the Owners hereunder may be amended, supplemented or otherwise modified from time to time and at any time by a Supplemental Indenture, which the Community Facilities District and the Trustee may enter into when there are submitted to the Trustee the written consents of the Owners of a majority of the aggregate principal amount of the Bonds then Outstanding, exclusive of Bonds disqualified as provided in Section 11.07. No such modification or amendment shall (i) extend the fixed maturity of any Bond, reduce the amount of principal thereof or the rate of interest thereon, extend the time of payment thereof or alter the redemption provisions thereof, without the prior written consent of the Owner of each Bond so affected, (ii) permit any pledge of, or the creation of any lien on, security interest in or charge or other encumbrance upon the assets pledged under this Indenture prior to or on a parity with the pledge contained in, and the lien and security interest created by, this Indenture or deprive the Owners of the pledge contained in, and the lien and security interest created by, this Indenture, except as expressly provided in this Indenture, without the prior written consents of the Owners of all Bonds then Outstanding, or (iii) modify or amend this Section without the prior written consents of the Owners of all Bonds then Outstanding. (b) This Indenture and the rights and obligations of the Community Facilities District, the Trustee and the Owners hereunder may also be amended, supplemented or otherwise modified from time to time and at any time by a Supplemental Indenture, which the Community Facilities District and the Trustee may enter into without the consent of any Owners for any one or more of the following purposes:
(i) to add to the covenants and agreements of the Community Facilities District in this Indenture contained, other covenants and agreements thereafter to be observed, to pledge or assign additional security for the Bonds (or any portion thereof), or to surrender any right or power herein reserved to or conferred upon the Community Facilities District; (ii) to make such provisions for the purpose of curing any ambiguity, inconsistency or omission, or of curing or correcting any defective provision contained in this Indenture, provided that such modification or amendment does not materially adversely affect the rights or interests of the Owners hereunder; (iii) to provide for the issuance of one or more Series of Additional Bonds, and to provide the terms and conditions under which such Series of Additional Bonds may be issued, subject to and in accordance with the provisions of Article III; (iv) to permit the qualification of this Indenture under the Trust Indenture Act of 1939, as amended, or any similar federal statute hereafter in effect; (v) to cause interest on the Bonds to be excludable from gross income for purposes of federal income taxation by the United States of America; and 868
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(vi) in any other respect whatsoever as the Community Facilities District may deem necessary or desirable, provided that such modification or amendment does not materially adversely affect the rights or interests of the Owners hereunder. (c) Promptly after the execution by the Community Facilities District and the Trustee of any Supplemental Indenture, the Trustee shall mail a notice (the form of which shall be furnished to the Trustee by the Community Facilities District), by first-class mail postage prepaid, setting forth in general terms the substance of such Supplemental Indenture, to the Owners at the respective addresses shown on the Registration Books. Any failure to give such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such Supplemental Indenture.

Section 9.02. Effect of Supplemental Indenture. Upon the execution of any Supplemental Indenture pursuant to this Article, this Indenture shall be deemed to be modified and amended in accordance therewith, and the respective rights, duties and obligations under this Indenture of the Community Facilities District, the Trustee and the Owners shall thereafter be determined, exercised and enforced hereunder subject in all respects to such modification and amendment, and all the terms and conditions of any such Supplemental Indenture shall be deemed to be part of the terms and conditions of this Indenture for any and all purposes.

Section 9.03. Endorsement of Bonds; Preparation of New Bonds. Bonds delivered after the effective date of any Supplemental Indenture pursuant to this Article may and, if the Community Facilities District so determines, shall bear a notation by endorsement or otherwise in form approved by the Community Facilities District and the Trustee as to any modification or amendment provided for in such Supplemental Indenture, and, in that case, upon demand of the Owner of any Bond Outstanding at the time of such effective date and presentation of such Bond for such purpose at the Office of the Trustee a suitable notation shall be made on such Bonds. If the Supplemental Indenture shall so provide, new Bonds so modified as to conform, in the opinion of the Community Facilities District and the Trustee, to any modification or amendment contained in such Supplemental Indenture, shall be prepared and executed by the Community Facilities District and authenticated by the Trustee and, in that case, upon demand of the Owner of any Bond Outstanding at the time of such effective date, and presentation of such Bond for such purpose at the Office of the Trustee, such a new Bond in equal principal amount of the same Series, interest rate and maturity shall be exchanged for such Owner’s Bond so surrendered.

Section 9.04. Amendment of Particular Bonds. The provisions of this Article shall not prevent any Owner from accepting any amendment, supplement or other modification as to any particular Bond owned by it, provided that due notation thereof is made on such Bond. 869
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ARTICLE X

DEFEASANCE
Section 10.01. Discharge of Indenture. (a) If the Community Facilities District shall pay or cause to be paid or there shall otherwise be paid to the Owners of all Outstanding Bonds the principal thereof and the interest and premium, if any, thereon at the times and in the manner stipulated herein and therein, then the Owners shall cease to be entitled to the pledge of the Net Special Tax Revenues and the other assets pledged therefor hereunder, and all agreements, covenants and other obligations of the Community Facilities District hereunder shall thereupon cease, terminate and become void and this Indenture shall be discharged and satisfied. In such event, the Trustee shall execute and deliver to the Community Facilities District all such instruments as may be necessary or desirable to evidence such discharge and satisfaction, and the Trustee shall pay over or deliver to the Community Facilities District all money or securities held by it pursuant hereto that are not required for the payment of the principal of and interest and premium, if any, on the Bonds.
(b) Subject to the provisions of subsection (a) of this Section, if the Community Facilities District shall pay or cause to be paid to the Owner of an Outstanding Bond the principal thereof and the interest and premium, if any, thereon at the times and in the manner stipulated herein and therein, such Owner shall cease to be entitled to the pledge of the Net Special Tax Revenues and the other assets pledged therefor hereunder and all agreements, covenants and other obligations of the Community Facilities District hereunder shall thereupon cease, terminate and become void and this Indenture shall be discharged and satisfied as to such Bond. (c) Notwithstanding the discharge and satisfaction of this Indenture or the discharge and satisfaction of this Indenture in respect of any Bond, those provisions of this Indenture relating to the maturity of the Bonds, interest payments and dates thereof, exchange and transfer of Bonds, replacement of mutilated, destroyed, lost or stolen Bonds, the safekeeping and cancellation of Bonds, non-presentment of Bonds, and the duties of the Trustee in connection with all of the foregoing, shall remain in effect and shall be binding upon the Trustee and the Owner of such Bond, and the Trustee shall continue to be obligated to hold in trust any moneys or investments then held by the Trustee for the payment of the principal of and interest and premium, if any, on such Bond, and to pay to the Owner of such Bond the funds so held by the Trustee as and when such payment becomes due.

Section 10.02. Bonds Deemed To Have Been Paid. (a) If moneys shall have been set aside and held by the Trustee for the payment or redemption of any Bond and the payment of the interest thereon to the maturity or redemption date thereof, such Bond shall be deemed to have been paid within the meaning and with the effect provided in Section 10.01. Any Outstanding Bond shall prior to the maturity date or redemption date thereof be deemed to have been paid within the meaning of and with the effect expressed in Section 10.01 if (i) in case such Bond is to be redeemed on any date prior to its maturity date, the Community Facilities District shall have given to the Trustee in form satisfactory to it irrevocable instructions to mail, on a date in accordance with the provisions of Section 4.02, notice of redemption of such Bond on said redemption date, said notice to be given in accordance with Section 4.02, (ii) there shall have been deposited with the Trustee either (A) money in an amount that shall be sufficient, or 870
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(B) Defeasance Securities, the principal of and the interest on which when due, and without any reinvestment thereof, together with the money, if any, deposited therewith, will provide moneys that shall be sufficient to pay when due the interest to become due on such Bond on and prior to the maturity date or redemption date thereof, as the case may be, and the principal of and premium, if any, on such Bond, and (iii) in the event such Bond is not by its terms subject to redemption within the next succeeding 60 days, the Community Facilities District shall have given the Trustee, in form satisfactory to it, irrevocable instructions to mail as soon as practicable, a notice to the Owner of such Bond that the deposit required by clause (ii) above has been made with the Trustee and that such Bond is deemed to have been paid in accordance with this Section and stating the maturity date or redemption date upon which money is to be available for the payment of the principal of and premium, if any, on such Bond.
(b) No Bond shall be deemed to have been paid pursuant to clause (ii) of subsection (a) of this Section unless the Community Facilities District shall have caused to be delivered to the Community Facilities District and the Trustee (i) an executed copy of a Verification Report with respect to such deemed payment, addressed to the Community Facilities District and the Trustee, in form and in substance acceptable to the Community Facilities District, (ii) a copy of the escrow agreement entered into in connection with the deposit pursuant to clause (ii)(B) of subsection (a) of this Section resulting in such deemed payment, which escrow agreement shall be in form and in substance acceptable to the Community Facilities District and which escrow agreement shall provide that no substitution of Defeasance Securities shall be permitted except with other Defeasance Securities and upon delivery of a new Verification Report, and no reinvestment of Defeasance Securities shall be permitted except as contemplated by the original Verification Report or upon delivery of a new Verification Report, and (iii) a copy of an opinion of Bond Counsel, dated the date of such deemed payment and addressed to the Community Facilities District and the Trustee, in form and in substance acceptable to the Community Facilities District, to the effect that such Bond has been paid within the meaning and with the effect expressed in this Indenture, all agreements, covenants and other obligations of the Community Facilities District hereunder have ceased, terminated and become void and the Indenture has been discharged and satisfied as to such Bonds.

Section 10.03. Unclaimed Moneys. Any moneys held by the Trustee in trust for the payment of the principal of, or premium or interest on, any Bond that remain unclaimed for two years after the date when such principal, premium or interest has become payable, if such moneys were held by the Trustee at such date, or for two years after the date of deposit of such moneys if deposited with the Trustee after the date when such principal, premium or interest become payable, shall be repaid by the Trustee to the Community Facilities District as its absolute property free from trust, and the Trustee shall thereupon be released and discharged with respect thereto and the Owner of such Bond shall look only to the Community Facilities District for the payment of such principal, premium or interest. The Trustee shall hold any such moneys uninvested. 871
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ARTICLE XI

MISCELLANEOUS
Section 11.01. Notices. Any written notice, statement, demand, consent, approval, authorization, offer, designation, request or other communication to be given hereunder shall be given to the party entitled thereto at its address set forth below, or at such other address as such party may provide to the other parties in writing from time to time, namely:

If to the Community Facilities District:

City of Fontana Community Facilities
District No. 113 (The Gardens Phase Two)
c/o City of Fontana
8353 Sierra Avenue
Fontana, California 92335
Attention: Chief Financial Officer, Finance Department
If to the Trustee:

U.S. Bank Trust Company, National Association
633 West Fifth Street, 24th Floor
Los Angeles, California 90071
Attention: Global Corporate Trust
Each such notice, statement, demand, consent, approval, authorization, offer, designation, request or other communication hereunder shall be deemed delivered to the party to whom it is addressed (a) if given by courier or delivery service or if personally served or delivered, upon delivery, (b) if given by electronic mail, on the date sent, but only if confirmation of the receipt of such electronic mail is received or if notice is concurrently sent by another means specified herein, (c) if given by registered or certified mail, return receipt requested, deposited with the United States mail postage prepaid, 72 hours after such notice is deposited with the United States mail, or (d) if given by any other means, upon delivery at the address specified in this Section.

Section 11.02. Successor Is Deemed Included in All References to Predecessor.

Whenever in this Indenture either the Community Facilities District or the Trustee is named or referred to, such reference shall be deemed to include the successors or assigns thereof, and all the covenants and agreements in this Indenture contained required hereby to be performed by or on behalf of the Community Facilities District or the Trustee shall bind and inure to the benefit of the respective successors and assigns thereof whether so expressed or not.

Section 11.03. Limitation of Rights. Nothing in this Indenture or in the Bonds expressed or implied is intended or shall be construed to give to any Person other than the Trustee, the Community Facilities District and the Owners any legal or equitable right, remedy or claim under or in respect of this Indenture or any covenant, condition or provision therein or herein contained, and all such covenants, conditions and provisions are and shall be held to be for the sole and exclusive benefit of the Trustee, the Community Facilities District and the Owners. 872
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Section 11.04. Destruction of Bonds. Whenever in this Indenture provision is made for the cancellation by the Trustee and the delivery to the Community Facilities District of any Bonds, the Trustee shall, in lieu of such cancellation and delivery, destroy such Bonds.

Section 11.05. Severability of Invalid Provisions. If any term or provision of this Indenture or the Bonds, or the application of the term or provision to any Person or circumstance is, to any extent, held to be invalid or unenforceable in any jurisdiction, but the extent of such invalidity or unenforceability does not destroy the basis of the bargain between the parties as contained herein, the remainder of this Indenture or the Bonds, as applicable, or the application of the term or provision to Persons or circumstances other than those as to which the term or provision is held invalid or unenforceable, shall not be affected by such invalidity or unenforceability, and each remaining term or provision of this Indenture and the Bonds shall be valid and will be enforced to the fullest extent permitted by law.

Section 11.06. Evidence of Rights of Owners. (a) Any request, consent or other instrument required or permitted by this Indenture to be signed and executed by Owners may be in any number of concurrent instruments of substantially similar tenor and shall be signed or executed by such Owners in person or by an agent or agents duly appointed in writing. Proof of the execution of any such request, consent or other instrument or of a writing appointing any such agent, shall be sufficient for any purpose of this Indenture and shall be conclusive in favor of the Trustee and the Community Facilities District if made in the manner provided in this Section. (b) The fact and date of the execution by any Person of any such request, consent or other instrument or writing may be proved by the certificate of any notary public or other officer of any jurisdiction, authorized by the laws thereof to take acknowledgments of deeds, certifying that the Person signing such request, consent or other instrument acknowledged to such notary public or such officer the execution thereof, or by an affidavit of a witness of such execution duly sworn to before such notary public or other officer.
(c) The ownership of Bonds shall be proved by the Registration Books. (d) Any request, consent or other instrument or writing of the Owner of any Bond shall bind every future Owner of the same Bond and the Owner of every Bond issued in exchange therefor or in lieu thereof, in respect of anything done or suffered to be done by the Trustee or the Community Facilities District in accordance therewith or reliance thereon.

Section 11.07. Disqualified Bonds. In determining whether the Owners of the requisite aggregate principal amount of Bonds have concurred in any demand, request, direction, consent or waiver under this Indenture, Bonds that are known by the Trustee to be owned or held by or for the account of the Community Facilities District, or by any other obligor on the Bonds, or by any Person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the Community Facilities District or any other obligor on the Bonds, shall be disregarded and deemed not to be Outstanding for the purpose of any such determination; provided, however, that if 100% of the Bonds are so owned or held, such Bonds shall be deemed to be Outstanding. Bonds so owned that have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgee’s right to vote such Bonds and that the pledgee is not a Person directly or 873
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indirectly controlling or controlled by, or under direct or indirect common control with, the Community Facilities District or any other obligor on the Bonds. In case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee. Upon request of the Trustee, the Community Facilities District shall specify in a Written Certificate of the Community Facilities District submitted to the Trustee those Bonds disqualified pursuant to this Section and the Trustee may conclusively rely on such Written Certificate.

Section 11.08. Money Held for Particular Bonds. The money held by the Trustee for the payment of the interest, principal or premium due on any date with respect to particular Bonds (or portions of Bonds in the case of Bonds redeemed in part only) shall, on and after such date and pending such payment, be set aside on its books and held in trust by it for the Owner entitled thereto, subject, however, to the provisions of Section 10.03, but without any liability for interest thereon.

Section 11.09. Funds and Accounts. Any Fund or Account required by this Indenture to be established and maintained by the Trustee may be established and maintained in the accounting records of the Trustee, either as a fund or an account, and may, for the purposes of such records, any audits thereof and any reports or statements with respect thereto, be treated either as a fund or as an account, but all such records with respect to all such Funds and Accounts shall at all times be maintained in accordance with prudent corporate trust industry standards, and with due regard for the requirements hereof and for the protection of the security of the Bonds and the rights of every Owner thereof. The Trustee may establish any such additional Funds or Accounts as it deems necessary to perform its obligations hereunder.

Section 11.10. Business Days. If the date for making any payment or the last date for performance of any act or the exercising of any right, as provided in this Indenture, shall not be a Business Day, such payment may be made or act performed or right exercised on the next succeeding Business Day, with the same force and effect as if done on the nominal date provided in this Indenture and, unless otherwise specifically provided in this Indenture, no interest shall accrue for the period from and after such nominal date.

Section 11.11. Waiver of Personal Liability. No member, officer, agent or employee of the Community Facilities District or the City shall be individually or personally liable for the payment of the principal of or premium or interest on the Bonds or be subject to any personal liability or accountability by reason of the issuance thereof, but nothing herein contained shall relieve any such member, officer, agent or employee from the performance of any official duty provided by any applicable provision of law or by this Indenture.

Section 11.12. Conflict with Act. In the event of any conflict between any provision of this Indenture and any provision of the Act, the provision of the Act shall prevail over the provision of this Indenture.

Section 11.13. Conclusive Evidence of Regularity. Bonds issued pursuant to this Indenture shall constitute evidence of the regularity of all proceedings under the Act relative to their issuance and to the levy of the Special Tax.
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Section 11.14. Governing Laws. This Indenture shall be governed by and construed in accordance with the laws of the State.

Section 11.15. Electronic Signature. Each of the parties hereto agrees that the transaction consisting of this Indenture may be conducted by electronic means. Each party agrees, and acknowledges that it is such party’s intent, that if such party signs this Indenture using an electronic signature, it is signing, adopting and accepting this Indenture and that signing this Indenture using an electronic signature is the legal equivalent of having placed its handwritten signature on this Indenture on paper. Each party acknowledges that it is being provided with an electronic or paper copy of this Indenture in a usable format.

Section 11.16. Execution in Several Counterparts. This Indenture may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. 875
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IN WITNESS WHEREOF, the Community Facilities District has caused this Indenture to be signed in its name by its representative thereunto duly authorized, and the Trustee, in token of its acceptance of the trusts created hereunder, has caused this Indenture to be signed in its corporate name by its officer thereunto duly authorized, all as of the day and year first above written.

CITY OF FONTANA

COMMUNITY FACILITIES DISTRICT
NO. 113 (THE GARDENS PHASE TWO)
By:

Matthew C. Ballantyne,
City Manager of the City of Fontana
U.S. BANK TRUST COMPANY,

NATIONAL ASSOCIATION, AS

TRUSTEE
By:

Authorized Officer
U.S. BANK NATIONAL ASSOCIATION HEREBY ACCEPTS APPOINTMENT AS

SECURITIES INTERMEDIARY UNDER THIS INDENTURE AND AGREES TO BE BOUND

BY THE PROVISIONS OF THIS INDENTURE APPLICABLE TO THE SECURITIES INTERMEDIARY.

U.S. BANK NATIONAL ASSOCIATION
By:

Authorized Officer
876
A-1
4137-4438-8716.2

EXHIBIT A

PERMITTED INVESTMENTS
“Permitted Investments” means the following:
(1) Direct general obligations of the United States of America (including obligations issued or held in book-entry form on the books of the Department of the Treasury of the United States of America);
(2) Obligations of any of the following federal agencies which obligations represent the full faith and credit of the United States of America, including:
-Export-Import Bank
-Rural Economic Community Development Administration
-U.S. Maritime Administration
-Small Business Administration
-U.S. Department of Housing & Urban Development (PHAs)
-Federal Housing Administration
-Federal Financing Bank;
(3) Direct obligations of any of the following federal agencies which obligations are not fully guaranteed by the full faith and credit of the United States of America:
-Senior debt obligations issued by the Federal National Mortgage Association (FNMA) or Federal Home Loan Mortgage Corporation (FHLMC)
-Obligations of the Resolution Funding Corporation (REFCORP) -Senior debt obligations of the Federal Home Loan Bank System; (4) U.S. dollar denominated deposit accounts, federal funds and bankers’ acceptances with domestic commercial banks which have a rating on their short term certificates of deposit on the date of purchase of “P-1” by Moody’s and “A-1” or “A-1+” by S&P and maturing not more than 360 calendar days after the date of purchase (ratings on holding companies are not considered as the rating of the bank);
(5) Commercial paper which is rated at the time of purchase in the single highest classification, “P-1” by Moody’s and “A-1+” by S&P and which matures not more than 270 calendar days after the date of purchase;
(6) Investments in a money market fund rated “AAAm” or “AAAm-G” or better by S&P, including a fund for which the Trustee, its parent holding company, if any, or any affiliates or subsidiaries of the Trustee provide investment advisory or other management services; (7) Pre-refunded Municipal Obligations defined as follows: any bonds or other obligations of any state of the United States of America or of any agency, instrumentality or local governmental unit of any such state which are not callable at the option of the obligor prior to maturity or as to which irrevocable instructions have been given by the obligor to call on the date specified in the notice; and
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(a) which are rated, based on an irrevocable escrow account or fund (the “escrow”), in the highest rating category of Moody’s or S&P or any successors thereto; or (b) (i) which are fully secured as to principal and interest and redemption premium, if any, by an escrow consisting only of cash or obligations described in paragraph (2) above, which escrow may be applied only to the payment of such principal of and interest and redemption premium, if any, on such bonds or other obligations on the maturity date or dates thereof or the specified redemption date or dates pursuant to such irrevocable instructions, as appropriate, and (ii) which escrow is sufficient, as verified by a nationally recognized independent certified public accountant, to pay principal of and interest and redemption premium, if any, on the bonds or other obligations described in this paragraph on the maturity date or dates specified in the irrevocable instructions referred to above, as appropriate;
(8) Municipal obligations rated “Aaa/AAA” or general obligations of states with a rating of “A2/A” or higher by both Moody’s and S&P;
(9) Investment agreements with a domestic or foreign bank or corporation (other than a life or property casualty insurance company) the long-term debt of which, or, in the case of a guaranteed corporation the long-term debt, or, in the case of a monoline financial guaranty insurance company, claims paying ability, of the guarantor is rated at least “Aa3” by Moody’s and “AA-” by S&P; provided, that, by the terms of the investment agreement:
(a) the invested funds are available for withdrawal without penalty or premium, at any time upon not more than seven days’ prior notice; (b) the investment agreement shall state that it is the unconditional and general obligation of, and is not subordinated to any other obligation of, the provider thereof or, if the provider is a bank, the agreement or the opinion of counsel shall state that the obligation of the provider to make payments thereunder ranks pari passu with the obligations of the provider to its other depositors and its other unsecured and unsubordinated creditors; (c) the Trustee or the Community Facilities District receive the opinion of domestic counsel that such investment agreement is legal, valid and binding and enforceable against the provider in accordance with its terms and of foreign counsel (if applicable);
(d) the investment agreement shall provide that if during its term (i) the provider’s rating by either Moody’s or S&P falls below “Aa3” or “AA-,” respectively, the provider shall, at its option, within 10 days of receipt of publication of such downgrade, either (A) collateralize the investment agreement by delivering or transferring in accordance with applicable state and federal laws (other than by means of entries on the provider’s books) to the Trustee or a holder of the collateral, collateral free and clear of any third-party liens or claims the market value of which collateral is maintained at levels and upon such conditions as would be acceptable to Moody’s and S&P to maintain an “A” rating in an “A” rated structured financing (with a market value approach); or (B) repay the principal of and accrued but unpaid interest, on the investment, and (ii) the provider’s 878
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rating by either Moody’s or S&P is withdrawn or suspended or falls below “A3” or “A-,” respectively, the provider must, at the direction of the Community Facilities District or the Trustee, within 10 days of receipt of such direction, repay the principal of and accrued but unpaid interest on the investment, in either case with no penalty or premium to the Trustee; (e) the investment agreement shall state, and an opinion of counsel shall be rendered, in the event collateral is required to be pledged by the provider under the terms of the investment agreement, at the time such collateral is delivered, that the holder of collateral has a perfected first priority security interest in the collateral, any substituted collateral and all proceeds thereof (in the case of bearer securities, this means the holder of collateral is in possession); and
(f) the investment agreement must provide that if during its term (i) the provider shall default in its payment obligations, the provider’s obligations under the investment agreement shall, at the direction of the Community Facilities District or the Trustee, be accelerated and amounts invested and accrued but unpaid interest thereon shall be repaid to the Trustee, and (ii) the provider shall become insolvent, not pay its debts as they become due, be declared or petition to be declared bankrupt, etc., the provider’s obligations shall automatically be accelerated and amounts invested and accrued but unpaid interest thereon shall be repaid to the Trustee.
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EXHIBIT B
FORM OF SERIES 2026 BOND
No. ___ $____________

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BOND, SERIES 2026

INTEREST RATE MATURITY DATE DATED DATE CUSIP
% September 1, 20__ __________, 2026
REGISTERED OWNER:

PRINCIPAL AMOUNT:

City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Community Facilities District”), for value received, hereby promises to pay, solely from the sources hereinafter described, to the Registered Owner identified above or registered assigns (the “Registered Owner”), on the Maturity Date identified above or on any earlier redemption date, the Principal Amount identified above in lawful money of the United States of America; and to pay interest thereon at the Interest Rate identified above in like lawful money from the date hereof payable semiannually on March 1 and September 1 in each year, commencing [March] 1, 2027 (the “Interest Payment Dates”), until payment of such Principal Amount in full.

This Bond is one of a series of a duly authorized issue of bonds approved by the qualified electors of the Community Facilities District, pursuant to the Mello-Roos Community Facilities Act of 1982, constituting Sections 53311 et seq. of the California Government Code (the “Act”), and issued for the purpose of financing certain public facilities, and is one of the series of bonds designated “City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026” (the “Series 2026 Bonds”) in the aggregate principal amount of $___________. The Series 2026 Bonds are issued pursuant to the Indenture, dated as of ________ 1, 2026 (the “Indenture”), by and between the Community Facilities District and U.S.

Bank Trust Company, National Association, as trustee (said entity or any successor thereto as trustee under the Indenture, the “Trustee”), and this reference incorporates the Indenture herein, and by acceptance hereof the owner of this Bond assents to said terms and conditions. Pursuant to and as more particularly provided in the Indenture, additional bonds (“Additional Bonds”) may be issued by the Community Facilities District on a parity with the Series 2026 Bonds. The Series 2026 Bonds and any Additional Bonds are collectively referred to as the “Bonds.” The Indenture is entered into, and this Bond is issued under, the Act and the laws of the State of California.

Capitalized undefined terms used herein shall have the meanings ascribed thereto in the Indenture. 880
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Interest on the Series 2026 Bonds shall be payable from the Interest Payment Date next preceding the date of authentication thereof unless (a) a Series 2026 Bond is authenticated on or before an Interest Payment Date and after the close of business on the preceding Record Date, in which event interest thereon shall be payable from such Interest Payment Date, (b) a Series 2026 Bond is authenticated on or before the first Record Date, in which event interest thereon shall be payable from the Closing Date, or (c) interest on any Series 2026 Bond is in default as of the date of authentication thereof, in which event interest thereon shall be payable from the date to which interest has previously been paid or duly provided for. Interest shall be paid in lawful money of the United States on each Interest Payment Date. Interest shall be paid by check of the Trustee mailed by first-class mail, postage prepaid, on each Interest Payment Date to the Owners of the Series 2026 Bonds at their respective addresses shown on the Registration Books as of the close of business on the preceding Record Date. Notwithstanding the foregoing, interest on any Series 2026 Bond that is not punctually paid or duly provided for on any Interest Payment Date shall, if and to the extent that amounts subsequently become available therefor, be paid on a payment date established by the Trustee to the Person in whose name the ownership of such Series 2026 Bond is registered on the Registration Books at the close of business on a special record date to be established by the Trustee for the payment of such defaulted interest, notice of which shall be given to such Owner not less than ten days prior to such special record date. The principal of the Series 2026 Bonds shall be payable in lawful money of the United States of America upon presentation and surrender thereof upon maturity or earlier redemption at the Office of the Trustee.

The Bonds are special, limited obligations of the Community Facilities District, payable, as provided in the Indenture, solely from Net Special Tax Revenues and the other assets pledged therefor thereunder. Neither the faith and credit nor the taxing power of the Community Facilities District (except to the limited extent set forth in the Indenture), the City of Fontana or the State of California, or any political subdivision thereof, is pledged to the payment of the Bonds.

Pursuant to and as more particularly provided in the Indenture, subject only to the provisions of the Indenture permitting the application thereof for the purposes and on the terms and conditions set forth therein, in order to secure the payment of the principal of, premium, if any, and interest on the Bonds in accordance with their terms, the provisions of the Indenture and the Act, the Community Facilities District pledges to the Owners, and grants thereto a lien on and a security interest in, all of the Net Special Tax Revenues and any other amounts held in the Special Tax Fund, the Bond Fund and the Reserve Fund. Said pledge constitutes a first lien on and security interest in such assets, which shall immediately attach to such assets and be effective, binding and enforceable against the Community Facilities District, its successors, purchasers of any of such assets, creditors and all others asserting rights therein, to the extent set forth in, and in accordance with, the Indenture, irrespective of whether those parties have notice of the pledge of, lien on and security interest in such assets and without the need for any physical delivery, recordation, filing or further act.

The Series 2026 Bonds are subject to redemption on the dates, at the Redemption Prices and pursuant to the terms set forth in the Indenture. Notice of redemption of any Series 2026 Bond or any portion thereof shall be given as provided in the Indenture.

The Series 2026 Bonds are issuable as fully registered Bonds without coupons in Authorized Denominations ($5,000 and any integral multiple thereof). 881
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Any Series 2026 Bond may be transferred upon the Registration Books by the Person in whose name it is registered, in person or by such Person’s duly authorized attorney, upon surrender of such Series 2026 Bond to the Trustee for cancellation, accompanied by delivery of a written instrument of transfer, duly executed in a form acceptable to the Trustee. Whenever any Series 2026 Bond or Series 2026 Bonds shall be so surrendered for transfer, the Community Facilities District shall execute and the Trustee shall authenticate and shall deliver a new Series 2026 Bond or Series 2026 Bonds of the same maturity in a like aggregate principal amount, in any Authorized Denomination. The Trustee shall require the Owner requesting such transfer to pay any tax or other governmental charge required to be paid with respect to such transfer. The Series 2026 Bonds may be exchanged at the Office of the Trustee for a like aggregate principal amount of Series 2026 Bonds of the same maturity of other Authorized Denominations. The Trustee shall require the payment by the Owner requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange.

The Indenture and the rights and obligations of the Community Facilities District, the Owners and the Trustee may be modified or amended in the manner, to the extent, and upon the terms provided in the Indenture.

The Indenture contains provisions permitting the Community Facilities District to make provision for the payment of the principal of and the interest and premium, if any, on any of the Bonds so that such Bonds shall no longer be deemed to be Outstanding under the terms of the Indenture.

Unless this Bond is presented by an authorized representative of The Depository Trust Company to the Trustee for registration of transfer, exchange or payment, and any Bond issued is registered in the name of Cede & Co. or such other name as requested by an authorized representative of The Depository Trust Company and any payment is made to Cede & Co., ANY

TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof, Cede & Co., has an interest herein.
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IN WITNESS WHEREOF, the Community Facilities District has caused this Bond to be signed in its name and on its behalf by the manual or facsimile signature of the Mayor of the City of Fontana attested by the manual or facsimile signature of the City Clerk of the City of Fontana, all as of the Dated Date identified above.

CITY OF FONTANA COMMUNITY
FACILITIES DISTRICT NO. 113 (THE

GARDENS PHASE TWO)
By:

Mayor of the City of Fontana
ATTEST:

By:

City Clerk of the City of Fontana
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CERTIFICATE OF AUTHENTICATION
This is one of the Series 2026 Bonds described in the within-mentioned Indenture and registered on the Registration Books.

Date: __________, 2026
U.S. BANK TRUST COMPANY,

NATIONAL ASSOCIATION, AS TRUSTEE
By:

Authorized Officer
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ASSIGNMENT
For value received the undersigned hereby sells, assigns and transfers unto __________________________________, whose address and social security or other tax identifying number is ____________________, the within-mentioned Bond and hereby irrevocably constitute(s) and appoint(s) ______________________________, attorney, to transfer the same on the registration books of the Trustee with full power of substitution in the premises.

Dated:

Signature Guaranteed:

Note: Signature guarantee shall be made by a guarantor
institution participating in the Securities Transfer
Agents Medallion Program or in such other guarantee
program acceptable to the Trustee.

Note: The signature(s) on this Assignment must correspond with the name(s) as written on the face of the within Bond in every particular without alteration or enlargement or any change whatsoever.
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4140-2960-1388.1

CONTINUING DISCLOSURE AGREEMENT
by and among

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

AS TRUSTEE
and
U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

AS DISSEMINATION AGENT
Dated as of ________ 1, 2026
City of Fontana
Community Facilities District No. 113
(The Gardens Phase Two)
Special Tax Bonds, Series 2026
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CONTINUING DISCLOSURE AGREEMENT
THIS CONTINUING DISCLOSURE AGREEMENT (this “Disclosure Agreement”), dated as of ________ 1, 2026, is by and among CITY OF FONTANA COMMUNITY FACILITIES DISTRICT NO. 113 (THE GARDENS PHASE TWO), a community facilities district organized and existing under the laws of the State of California (the “Community Facilities District”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, in its capacity as Trustee (the “Trustee”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, in its capacity as Dissemination Agent (the “Dissemination Agent”).

W I T N E S S E T H :

WHEREAS, the Community Facilities District has issued its City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026 (the “Series 2026 Bonds”), in the aggregate principal amount of $___________, pursuant to the Indenture, dated as of ________ 1, 2026 (the “Indenture”), by and between the Community Facilities District and the Trustee; and
WHEREAS, this Disclosure Agreement is being executed and delivered by the Community Facilities District, the Trustee and the Dissemination Agent for the benefit of the owners and beneficial owners of the Series 2026 Bonds and in order to assist the underwriter of the Series 2026 Bonds in complying with Securities and Exchange Commission Rule 15c2-12(b)(5);
NOW, THEREFORE, for and in consideration of the mutual promises and covenants herein contained, the receipt whereof is hereby acknowledged, the parties hereto agree as follows:

Section 1. Definitions. Unless the context otherwise requires, the terms defined in this Section shall for all purposes of this Disclosure Agreement have the meanings herein specified.

Capitalized undefined terms used herein shall have the meanings ascribed thereto in the Indenture. “Annual Report” means any Annual Report provided by the Community Facilities District pursuant to, and as described in, Sections 2 and 3 hereof. “Annual Report Date” means the date in each year that is the first day of the month following the eighth month after the end of the Community Facilities District’s fiscal year, which date, as of the date of this Disclosure Agreement, is March 1. “Community Facilities District” means City of Fontana Community Facilities District No. 113 (The Gardens Phase Two), a community facilities district organized and existing under the laws of the State, and its successors.
“Disclosure Representative” means the Chief Financial Officer, Finance Department, of the City, or his or her designee, or such other person as the Community Facilities District shall designate in writing to the Trustee and the Dissemination Agent from time to time. 887
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“Dissemination Agent” means U.S. Bank Trust Company, National Association, acting in its capacity as Dissemination Agent hereunder, or any successor Dissemination Agent designated in writing by the Community Facilities District and that has filed with the Trustee and the then existing Dissemination Agent a written acceptance of such designation. “Financial Obligation” means (a) a debt obligation of the Community Facilities District, (b) a derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation of the Community Facilities District, or (c) a guarantee of (i) a debt obligation of the Community Facilities District, or (ii) a derivative instrument described in clause (b), above; provided, however, that the term “Financial Obligation” shall not include “municipal securities” (as such term is defined in the Securities Exchange Act of 1934, as amended) as to which a “final official statement” (as such term is defined in the Rule) has been provided to the MSRB consistent with the Rule.
“Indenture” means the Indenture, dated as of ________ 1, 2026, by and between the Community Facilities District and U.S. Bank Trust Company, National Association, as Trustee, as originally executed and as it may be modified or amended from time to time in accordance with its terms.
“Listed Events” means any of the events listed in subsection (a) or subsection (b) of Section 4 hereof.
“MSRB” means the Municipal Securities Rulemaking Board or any other entity designated or authorized by the Securities and Exchange Commission to receive reports pursuant to the Rule.

Until otherwise designated by the MSRB or the Securities and Exchange Commission, filings with the MSRB are to be made through the Electronic Municipal Market Access (EMMA) website of the MSRB, currently located at http://emma.msrb.org.
“Participating Underwriter” means the original underwriter of the Series 2026 Bonds required to comply with the Rule in connection with the offering of the Series 2026 Bonds. “Rule” means Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. “Trustee” means U.S. Bank Trust Company, National Association, as Trustee under the Indenture, or any successor thereto as Trustee thereunder substituted in its place as provided therein.

Section 2. Provision of Annual Reports. (a) The Community Facilities District shall, or shall cause the Dissemination Agent to, provide to the MSRB an Annual Report that is consistent with the requirements of Section 3 hereof, not later than the Annual Report Date, commencing with the report for the 2025-26 Fiscal Year. The Annual Report may include by reference other information as provided in Section 3 hereof; provided, however, that the audited financial statements of the Community Facilities District, if any, may be submitted separately from the balance of the Annual Report, and later than the date required above for the filing of the Annual Report if they are not available by that date. If the Community Facilities District’s fiscal year changes, it shall, or it shall instruct the Dissemination Agent to, give notice of such change in a filing with the MSRB.
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(b) Not later than 15 business days prior to the date specified in subsection (a) of this Section for the providing of the Annual Report to the MSRB, the Community Facilities District shall provide the Annual Report to the Dissemination Agent. If by such date, the Dissemination Agent has not received a copy of the Annual Report, the Dissemination Agent shall contact the Community Facilities District to determine if the Community Facilities District is in compliance with the first sentence of this subsection (b).
(c) If the Dissemination Agent has not received a copy of the Annual Report from the Community Facilities District by the date specified in subsection (a) of this Section, the Dissemination Agent shall, in a timely manner, send a notice to the MSRB in substantially the form attached as Exhibit A.
(d) The Dissemination Agent shall:
(i) provide each Annual Report received by it to the MSRB, as provided herein; and
(ii) file a report with the Community Facilities District and the Trustee certifying that such Annual Report has been provided pursuant to this Disclosure Agreement and stating the date it was provided to the MSRB.

Section 3. Content of Annual Reports. The Community Facilities District’s Annual Report shall contain or incorporate by reference the following:
(a) The Community Facilities District’s audited financial statements, if any, prepared in accordance with generally accepted accounting principles as promulgated to apply to governmental entities from time to time by the Governmental Accounting Standards Board. If the Community Facilities District’s audited financial statements, if any, are not available by the time the Annual Report is required to be filed pursuant to subsection (a) of Section 2 hereof, the Annual Report shall contain unaudited financial statements, in a format similar to that used for the Community Facilities District’s audited financial statements, and the audited financial statements, if any, shall be filed in the same manner as the Annual Report when they become available.
(b) The following information:
(i) The principal amount of Series 2026 Bonds Outstanding as of the December 31 next preceding the Annual Report Date;
(ii) The principal amount of Additional Bonds, if any, Outstanding as of the December 31 next preceding the Annual Report Date;
(iii) The balance in the Reserve Fund, and a statement of the Reserve Requirement, as of the December 31 next preceding the Annual Report Date; (iv) The balance in (A) the Acquisition Account, (B) the Construction Account, and (C) the Community Benefit Account, as of the December 31 next preceding the Annual Report Date;
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(v) The total assessed value of all parcels within the Community Facilities District on which the Special Tax is levied, as shown on the assessment roll of the San Bernardino County Assessor last equalized prior to the December 31 next preceding the Annual Report Date, and a statement of assessed value-toBonded debt ratios therefor, either by individual parcel or by categories (e.g., “below 3:1,” “3:1 to 4.99:1,” etc.);
(vi) Value-to-Bonded debt information, based on the assessed values in the assessment roll of the San Bernardino County Assessor last equalized prior to the December 31 next preceding the Annual Report Date, for (A) each property owner that owns four or more taxable parcels within the Community Facilities District, and (B) all other property owners, grouped together, owning taxable parcels within the Community Facilities District;
(vii) The Special Tax delinquency rate for all parcels within the Community Facilities District, as shown on the assessment roll of the San Bernardino County Assessor last equalized prior to the December 31 next preceding the Annual Report Date, the number of parcels within the Community Facilities District delinquent in payment of the Special Tax as of the December 31 next preceding the Annual Report Date, the amount of each delinquency, the length of time delinquent and the date on which foreclosure was commenced, or similar information pertaining to delinquencies deemed appropriate by the Community Facilities District; provided, however, that parcels with aggregate delinquencies of $5,000 or less (excluding penalties and interest) may be grouped together and such information may be provided by category;
(viii) The status of foreclosure proceedings and a summary of the results of any foreclosure sales as of the December 31 next preceding the Annual Report Date;
(ix) The identity of any property owner representing more than 5% of the Special Tax levy delinquent in payment of the Special Tax as of the December 31 next preceding the Annual Report Date;
(x) A land ownership summary listing property owners responsible for more than 5% of the annual Special Tax, as shown on the assessment roll of the San Bernardino County Assessor last equalized prior to the December 31 next preceding the Annual Report Date;
(xi) A description of any changes to the Rate and Method approved by, or submitted for approval to, the qualified electors of the Community Facilities District during the period from the date of filing the prior year’s Annual Report to the date of filing such Annual Report; and
(xii) A description of the number of building permits issued for initial construction of units on property within the Community Facilities District during 890
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the one-year period ending on the December 31 next preceding the Annual Report Date.

Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the Community Facilities District or related public entities that have been made available to the public on the MSRB’s website. The Community Facilities District shall clearly identify each such other document so included by reference.

Section 4. Reporting of Significant Events. (a) Pursuant to the provisions of this Section, the Community Facilities District shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Series 2026 Bonds in a timely manner not later than ten business days after the occurrence of the event:
(i) Principal and interest payment delinquencies.
(ii) Unscheduled draws on debt service reserves reflecting financial difficulties. (iii) Unscheduled draws on credit enhancements reflecting financial difficulties. (iv) Substitution of credit or liquidity providers, or their failure to perform. (v) Adverse tax opinions or issuance by the Internal Revenue Service of proposed or final determination of taxability or of a Notice of Proposed Issue (IRS Form 5701 TEB).
(vi) Tender offers.
(vii) Defeasances.
(viii) Rating changes.
(ix) Bankruptcy, insolvency, receivership or similar event of the Community Facilities District.
(x) Default, event of acceleration, termination event, modification of terms or other similar events under the terms of a Financial Obligation, any of which reflect financial difficulties.

For purposes of the event identified in paragraph (ix) of this subsection, the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for the Community Facilities District in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Community Facilities District, or if such jurisdiction has been assumed by leaving the existing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement 891
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or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Community Facilities District. (b) Pursuant to the provisions of this Section, the Community Facilities District shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Series 2026 Bonds, if material, in a timely manner not later than ten business days after the occurrence of the event:
(i) Unless described in paragraph (v) of subsection (a) of this Section, material notices or determinations by the Internal Revenue Service with respect to the tax status of the Series 2026 Bonds or other material events affecting the tax status of the Series 2026 Bonds.
(ii) Modifications to rights of holders of the Series 2026 Bonds. (iii) Series 2026 Bond calls.
(iv) Release, substitution, or sale of property securing repayment of the Series 2026 Bonds.
(v) Non-payment related defaults.
(vi) The consummation of a merger, consolidation, or acquisition involving the Community Facilities District or the sale of all or substantially all of the assets of the Community Facilities District other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms.
(vii) Appointment of a successor or additional Trustee or the change of name of a Trustee.
(viii) Incurrence of a Financial Obligation, or agreement to covenants, events of default, remedies, priority rights or other similar terms of a Financial Obligation, any of which affect holders of the Series 2026 Bonds. (c) The Trustee shall, within one business day of obtaining actual knowledge of the occurrence of any of the Listed Events, contact the Disclosure Representative and inform such person of the event.
(d) Whenever the Community Facilities District obtains knowledge of the occurrence of a Listed Event described in subsection (b) of this Section, the Community Facilities District shall determine if such event would be material under applicable Federal securities law. (e) Whenever the Community Facilities District obtains knowledge of the occurrence of a Listed Event described in subsection (a) of this Section, or determines that knowledge of a Listed Event described in subsection (b) of this Section would be material under applicable Federal securities law, the Community Facilities District shall, or shall cause the Dissemination Agent to, 892
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file a notice of the occurrence of such Listed Event with the MSRB, within ten business days of such occurrence.
(f) Notwithstanding the foregoing, notice of Listed Events described in paragraph (iii) of subsection (b) of this Section need not be given any earlier than the notice (if any) of the underlying event is given to holders of affected Series 2026 Bonds pursuant to the Indenture.

Section 5. Format for Filings with MSRB. Any report or filing with the MSRB pursuant to this Disclosure Agreement must be submitted in electronic format, accompanied by such identifying information as is prescribed by the MSRB.

Section 6. Termination of Reporting Obligation. The Community Facilities District’s obligations under this Disclosure Agreement shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Series 2026 Bonds. If such termination occurs prior to the final maturity of the Series 2026 Bonds, the Community Facilities District shall give, or cause to be given, notice of such termination in a filing with the MSRB.

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

Section 8. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Agreement, the Community Facilities District, the Trustee and the Dissemination Agent may amend this Disclosure Agreement (and the Trustee and the Dissemination Agent shall agree to any amendment so requested by the Community Facilities District, so long as such amendment does not adversely affect the rights or materially increase the obligations of the Trustee or the Dissemination Agent), and any provision of this Disclosure Agreement may be waived, provided that the following conditions are satisfied:
(a) if the amendment or waiver relates to the provisions of subsection (a) of Section 2 hereof, Section 3 hereof or subsection (a) or (b) of Section 4 hereof, it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature or status of an obligated person with respect to the Series 2026 Bonds, or the type of business conducted; (b) the undertakings herein, as proposed to be amended or waived, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the primary offering of the Series 2026 Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and
(c) the proposed amendment or waiver (i) is approved by Owners of the Series 2026 Bonds in the manner provided in the Indenture for amendments to the Indenture with the consent of Owners, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of Owners or Beneficial Owners of the Series 2026 Bonds.
893
8 4140-2960-1388.1
In the event of any amendment or waiver of a provision of this Disclosure Agreement, the Community Facilities District shall describe such amendment or waiver in the next Annual Report, and shall include, as applicable, a narrative explanation of the reason for the amendment or waiver and its impact on the type (or in the case of a change of accounting principles, on the presentation) of financial information or operating data being presented by the Community Facilities District. In addition, if the amendment relates to the accounting principles to be followed in preparing financial statements (i) notice of such change shall be given in a filing with the MSRB, and (ii) the Annual Report for the year in which the change is made shall present a comparison (in narrative form and also, if feasible, in quantitative form) between the financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles.

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

Section 10. Default. In the event of a failure of the Community Facilities District, the Trustee or the Dissemination Agent to comply with any provision of this Disclosure Agreement, the Trustee may (and, at the written direction of any Participating Underwriter or the Owners of at least 25% of the aggregate principal amount of Outstanding Series 2026 Bonds, shall, upon receipt of indemnification reasonably satisfactory to the Trustee), or any Owner or Beneficial Owner of the Series 2026 Bonds may, take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Community Facilities District, the Trustee or the Dissemination Agent, as the case may be, to comply with its obligations under this Disclosure Agreement. A default under this Disclosure Agreement shall not be deemed an Event of Default under the Indenture, and the sole remedy under this Disclosure Agreement in the event of any failure of the Community Facilities District, the Trustee or the Dissemination Agent to comply with this Disclosure Agreement shall be an action to compel performance.

Section 11. Duties, Immunities and Liabilities of Trustee and Dissemination Agent.

Article VIII of the Indenture is hereby made applicable to this Disclosure Agreement as if this Disclosure Agreement were (solely for this purpose) contained in the Indenture. The Dissemination Agent shall be entitled to the protections and limitations from liability afforded to the Trustee thereunder. Neither the Trustee nor the Dissemination Agent shall be responsible for the form or content of any Annual Report or notice of Listed Event. The Dissemination Agent shall receive reasonable compensation for its services provided under this Disclosure Agreement. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Agreement. To the extent permitted by law, the Community Facilities District agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities that any such Person may incur in the exercise or performance of the Dissemination Agent’s powers and duties hereunder, including the costs and expenses 894
9 4140-2960-1388.1
(including attorneys’ fees) of defending against any claim of liability, and that are not due to such Person’s negligence or its willful misconduct. The obligations of the Community Facilities District under this Section shall survive resignation or removal of the Dissemination Agent and the termination of this Disclosure Agreement.

The Dissemination Agent has no power to enforce performance on the part of the Community Facilities District. The Dissemination Agent shall not be responsible for the content of any notice or report prepared by the Community Facilities District pursuant to this Disclosure Agreement.

Section 12. Beneficiaries. This Disclosure Agreement shall inure solely to the benefit of the Community Facilities District, the Trustee, the Dissemination Agent, the Participating Underwriter and the Owners and Beneficial Owners from time to time of the Series 2026 Bonds, and shall create no rights in any other person or entity.

Section 13. Governing Laws. This Disclosure Agreement shall be governed by and construed in accordance with the laws of the State of California.

Section 14. Electronic Signature. Each of the parties hereto agrees that the transaction consisting of this Disclosure Agreement may be conducted by electronic means. Each party agrees, and acknowledges that it is such party’s intent, that if such party signs this Disclosure Agreement using an electronic signature, it is signing, adopting and accepting this Disclosure Agreement and that signing this Disclosure Agreement using an electronic signature is the legal equivalent of having placed its handwritten signature on this Disclosure Agreement on paper. Each party acknowledges that it is being provided with an electronic or paper copy of this Disclosure Agreement in a usable format.

Section 15. Counterparts. This Disclosure Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.
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IN WITNESS WHEREOF, the parties hereto have executed this Disclosure Agreement as of the date first above written.

CITY OF FONTANA

COMMUNITY FACILITIES DISTRICT
NO. 113 (THE GARDENS PHASE TWO)
By:

Matthew C. Ballantyne,
City Manager of the City of Fontana
U.S. BANK TRUST COMPANY,

NATIONAL ASSOCIATION, AS

TRUSTEE
By:

Authorized Signatory
U.S. BANK TRUST COMPANY,

NATIONAL ASSOCIATION, AS

DISSEMINATION AGENT
By:

Authorized Signatory
896
A-1
4140-2960-1388.1

EXHIBIT A

NOTICE OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: City of Fontana Community Facilities District No. 113 (The Gardens Phase Two)
Name of Issue: City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026
Date of Issuance: ___________, 2026
NOTICE IS HEREBY GIVEN that City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Community Facilities District”) has not provided an Annual Report with respect to the above-named Bonds as required by the Continuing Disclosure Agreement, dated as of ________ 1, 2026, by and among the Community Facilities District, U.S.

Bank Trust Company, National Association, in its capacity as Trustee, and U.S. Bank Trust Company, National Association, in its capacity as Dissemination Agent. [The Community Facilities District anticipates that such Annual Report will be filed by ____________.] Dated: ____________
U.S. Bank Trust Company, National
Association, as Dissemination
Agent, on behalf of City of Fontana
Community Facilities District
No. 113 (The Gardens Phase Two)
cc: City of Fontana
Community Facilities District
No. 113 (The Gardens Phase Two)
897
OH&S Draft 9/23/2026
4125-3642-9164.3

FIRST AMENDMENT TO

ACQUISITION AND FUNDING AGREEMENT
by and among

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
and

CITY OF FONTANA
and

NORTH FONTANA INVESTMENT COMPANY, LLC
Dated as of October 1, 2026
City of Fontana
Community Facilities District No. 113
(The Gardens Phase Two)
Special Tax Bonds
898
OH&S Draft 9/23/2026
4125-3642-9164.3
899
4125-3642-9164.3

FIRST AMENDMENT TO

ACQUISITION AND FUNDING AGREEMENT

THIS FIRST AMENDMENT TO ACQUISITION AND FUNDING AGREEMENT (this “First Amendment”), dated as of October 1, 2026, is by and among the CITY OF FONTANA COMMUNITY FACILITIES DISTRICT NO. 113 (THE GARDENS PHASE TWO), a community facilities district organized and existing under the laws of the State of California (the “Community Facilities District”), the CITY OF FONTANA, a general law city organized and existing under the laws of the State of California (the “City”), and NORTH FONTANA INVESTMENT COMPANY, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Developer”).

WITNESSETH:

WHEREAS, the Community Facilities District, the City and the Developer previously entered into the Acquisition and Funding Agreement, dated as of May 1, 2024 (the “Original Acquisition Agreement”), pursuant to which, in accordance with the terms set forth therein, the Developer is to construct or cause to be constructed certain public facilities (the “Acquisition Facilities”) that, upon satisfaction of the conditions specified therein, the City is to acquire and take title to, and the Developer is to be paid the purchase price of, determined as set forth therein; WHEREAS, pursuant to the Original Acquisition Agreement, such purchase price with respect to each segment of the Acquisition Facilities is to be paid from the proceeds of the special tax or bonds of the Community Facilities District;
WHEREAS, the Original Acquisition Agreement provides that the Original Acquisition Agreement may be amended by an instrument in writing executed and delivered by the Community Facilities District, the City and the Developer; and WHEREAS, the City and the Developer desire to enter into this First Amendment in order to amend and restate in full the list of the Acquisition Facilities set forth in the Original Acquisition Agreement;
NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the receipt of which is hereby acknowledged, the parties hereto agree as follows:

Section 1.1. Definitions. Capitalized undefined terms used herein shall have the meanings ascribed thereto in the Original Acquisition Agreement.

Section 1.2. Amendment to Exhibit A. Exhibit A of the Original Acquisition Agreement is hereby amended and restated to read in full as set forth in Exhibit A hereto.

Section 1.3. Effect of First Amendment. This First Amendment and all of the terms and provisions herein contained shall form part of the Original Acquisition Agreement as fully and with the same effect as if all such terms and provisions had been set forth in the Original 900
2 4125-3642-9164.3
Acquisition Agreement. The Original Acquisition Agreement is hereby ratified and confirmed and shall continue in full force and effect in accordance with the terms and provisions thereof, as amended hereby. If there shall be any conflict between the terms of this First Amendment and the terms of the Original Acquisition Agreement (as in effect on the day prior to the effective date of this First Amendment), the terms of this First Amendment shall prevail.

Section 1.4. Electronic Signature. Each of the parties hereto agrees that the transaction consisting of this First Amendment may be conducted by electronic means. Each party agrees, and acknowledges that it is such party’s intent, that if such party signs this First Amendment using an electronic signature, it is signing, adopting and accepting this First Amendment and that signing this First Amendment using an electronic signature is the legal equivalent of having placed its handwritten signature on this First Amendment on paper. Each party acknowledges that it is being provided with an electronic or paper copy of this First Amendment in a usable format.

Section 1.5. Counterparts. This First Amendment may be executed in counterparts, each of which shall be deemed an original.

Section 1.6. Effective Date. Upon the execution and delivery hereof by the parties hereto, this First Amendment shall be effective as of October 13, 2026. 901
3 4125-3642-9164.3
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment as of the day and year first hereinabove written.

CITY OF FONTANA COMMUNITY
FACILITIES DISTRICT NO. 113 (THE

GARDENS PHASE TWO)
By:

Matthew C. Ballantyne,
City Manager of the City of Fontana

CITY OF FONTANA
By:

Matthew C. Ballantyne,
City Manager

NORTH FONTANA INVESTMENT

COMPANY, LLC,
a Delaware limited liability company
By:

Bryan T. Goodman,
Authorized Agent
902
A-1
4125-3642-9164.3

EXHIBIT A

ACQUISITION FACILITIES
Segment/Component
Acquisition
Cost
Street Improvements
Sierra Avenue. Approximately 2,640 LF of asphalt paving, sidewalks, streetlights, signage and striping, and related improvements on the west side of Sierra Avenue between Casa Grande to Duncan Canyon Road. $2,002,144
Casa Grande Avenue. Approximately 1,300 LF of asphalt paving, sidewalks, streetlight, signage and striping, and related improvements on the north side of Casa Grande Avenue between the westerly boundary of Tr. 20362 and Sierra Avenue.
$231,838
Cypress Avenue. Approximately 1,960 LF of asphalt paving, sidewalks, streetlight, signage and striping, and related improvements on the east side of Cypress Avenue between the southerly boundary of Tr. 20362 and Duncan Canyon Road.
$1,244,144
Duncan Canyon Road. Approximately 2,640 LF of asphalt paving, sidewalks, streetlight, signage and striping, and related improvements on the south side of Duncan Canyon Road between Cypress Avenue and Sierra Avenue.
$1,263,104
Cassava Drive, Fieldcress Drive, Gardens Street, and Montelena Road.

Approximately 5,280 LF of asphalt paving, sidewalks, streetlight, signage and striping, and related improvements for collector streets. $2,472,732
Terra Vista Drive. Approximately 430 LF of asphalt paving, sidewalks, streetlights, signage and striping, landscaping and related improvements on the west side of Sierra Avenue between Grapeland St. to Duncan Canyon Road.
$247,652
Sierra Avenue. Approximately 3,150 LF of asphalt paving, sidewalks, streetlight, signage and striping, and related improvements on the west side of Sierra Avenue between the Duncan Canyon Rd. and Grapeland St. $2,240,337
Grapeland Ave. Approximately 2,700 LF of asphalt paving, sidewalks, streetlight, signage and striping, including required drainage improvements and other related appurtenances on Grapeland St between Cypress Ave. and Sierra Ave.
$1,555,177
903
A-2
4125-3642-9164.3
Segment/Component
Acquisition
Cost
Cypress Avenue. Approximately 2,250 LF of asphalt paving, sidewalks, streetlight, signage and striping, and related improvements on Cypress between the Duncan Canyon Rd. and Grapeland St.
$1,352,435
Duncan Canyon Rd. Approximately 4,850 LF of asphalt paving, sidewalks, streetlight, signage and striping, and related improvements on the north side of Duncan Canyon Rd. between Sierra Ave. and Citrus Ave. $3,981,062
Subtotal $16,590,625
Sewer Improvements
Cypress Avenue. Approximately 62 LF of sewer main, manholes, and appurtenances within Cypress Avenue between the southerly boundary of Tr. 20362 and Duncan Canyon Road.
$240,523
Cassava Drive, Fieldcress Drive, Gardens Street, and Montelena Road.

Approximately 4,600 LF of sewer main, manholes, and appurtenances within the collector streets.
$1,204,480
Terra Vista. Approximately 514 LF of sewer main, manholes, and related improvements on the west side of Sierra Avenue between Grapeland St. to Duncan Canyon Road.
$70,100
Duncan Canyon Rd. Approximately 3,970 LF of sewer main, manholes, and related improvements on the north side of Duncan Canyon Rd. between the Sierra Ave. and Citrus Ave.
$601,225
Subtotal $2,116,328
Storm Drain Improvements
Sierra Avenue. Approximately 2,600 LF of storm drain mainline, laterals, and appurtenances within Sierra Avenue between Casa Grande and Duncan Canyon Road.
$2,111,589
Cypress Avenue. Approximately 1,900 LF of storm drain mainline, laterals, and appurtenances within Cypress Avenue between the southerly boundary of Tr. 20362 and Duncan Canyon Road.
$1,024,839
Duncan Canyon Road. Approximately 1,020 of storm drain mainline, laterals, and appurtenances within Duncan Canyon Road between Arboretum Avenue and Sierra Avenue.
$895,813
904
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4125-3642-9164.3
Segment/Component
Acquisition
Cost
Cassava Drive, Fieldcress Drive, Gardens Street, and Montelena Road.

Approximately 6,800 LF of storm drain mainline, laterals and appurtenances within the collector streets.
$3,524,506
Terra Vista. Appurtenances on Terra Vista west of Sierra Ave. $1,563 Grapeland St. Appurtenances on Grapeland between Sierra Ave. and Cypress Ave
$1,563
Cypress Ave. Appurtenances on Cypress Ave between Sierra Ave. and Duncan Canyon Rd.
$4,688
Duncan Canyon Rd. Approximately 8,204 LF of various sizing of storm drain mainline, laterals, and appurtenances within Duncan Canyon Rd between Sierra Ave and Citrus Ave.
$4,539,381
Subtotal $12,103,942
Landscape Improvements
Sierra Avenue. Approximately 2,640 LF of plant materials, irrigation, monumentation, and ancillary improvements on the west side of Sierra Avenue between Casa Grande Avenue and Duncan Canyon Road. $2,633,967
Casa Grande Avenue. Approximately 1,300 LF of plant materials, irrigation, monumentation, and ancillary improvements on the north side of Casa Grande Avenue between the westerly boundary of Tr. 20362 and Sierra Avenue.
$899,940
Cypress Avenue. Approximately 1,960 LF of plant materials, irrigation, monumentation, and ancillary improvements on the east side of Cypress Avenue between the southerly boundary of Tr. 20362 and Duncan Canyon Road.
$1,423,924
Duncan Canyon Road. Approximately 2,640 LF of plant materials, irrigation, monumentation, and ancillary improvements on the south side of Duncan Canyon Road between Cypress Avenue and Sierra Avenue. $1,456,572
Terra Vista. Approximately 21,985 SF of plant materials, irrigation, monumentation, and ancillary improvements on Terra Vista West of Sierra Ave.
$329,775
Sierra Avenue. Approximately 59,415 SF of plant materials, irrigation, monumentation, and ancillary improvements on the west side of Sierra $891,225
905
A-4
4125-3642-9164.3
Segment/Component
Acquisition
Cost
Avenue between Grapeland St and Duncan Canyon Road.

Grapeland St. Approximately 47,100 LF of plant materials, irrigation, monumentation, and ancillary improvements on Grapeland St. between Cypress Ave. and Sierra Ave.
$706,500
Cypress Avenue. Approximately 31,897 LF of plant materials, irrigation, monumentation, and ancillary improvements on the west side of Sierra Avenue between Grapeland St. and Duncan Canyon Road.
$478,455
Duncan Canyon Rd. Approximately 71,880 LF of plant materials, irrigation, monumentation, and ancillary improvements on the west side of Sierra Avenue between Casa Grande Avenue and Duncan Canyon Road. $1,078,200
Sierra Avenue. Approximately 2,640 LF of plant materials, irrigation, monumentation, and ancillary improvements on the west side of Sierra Avenue between Casa Grande Avenue and Duncan Canyon Road. $39,600
Subtotal $9,938,158
Traffic Signal Improvements
Casa Grande Avenue and Cypress Traffic Signal including all appurtenances.
$584,250
Duncan Canyon Road and Sierra Avenue Traffic Signal including all appurtenance and interconnect systems.
$1,310,215
Arboretum Ave. and Duncan Canyon Road Traffic Signal including all appurtenance and interconnect systems.
$720,563
Duncan Canyon Road and Cassava Drive Traffic Signal including all appurtenance and interconnect systems. $1,250,000
Subtotal $3,865,028
Right of Way
Street Right of Way at APN 0239-081-38 (North side of Duncan Canyon Road between Citrus and Cypress Avenues). Property Owner: Southern California Gas Company.
$52,074
Street Right of Way at APN 1118-031-01 (Southeast Corner of Duncan Canyon Road and Sierra Avenue). Property Owner: Sat Purkh Jan. $5,000
906
A-5
4125-3642-9164.3
Segment/Component
Acquisition
Cost
Street Right of Way at APN 0239-081-23 and 0239-081-24 (Northwest Corner of Duncan Canyon Road and Sierra Avenue). Property Owner: San Gabriel Valley Water Company.
$188,387
Subtotal $245,461
TOTAL: $44,859,542
907
Anzel Galvan Draft 9-29-2026

BOND PURCHASE AGREEMENT
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026
[Pricing Date]
City of Fontana Community Facilities
District No. 113 (The Gardens Phase Two)
c/o City of Fontana
8353 Sierra Avenue
Fontana, California 92335
Attention: Chief Financial Officer, Finance Department
Ladies and Gentlemen:

Stifel, Nicolaus & Company, Incorporated, as underwriter (the “Underwriter”) offers to enter into this Bond Purchase Agreement (this “Agreement”) with City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Issuer” or the “District”), which, upon your acceptance of this offer, will be binding upon the Issuer and the Underwriter. This offer is made subject to the acceptance by the Issuer of this Agreement on or before 11:59 p.m. on the date set forth above.

Terms not otherwise defined herein have the meanings given them in the Indenture described below.

1. Upon the terms and conditions and in reliance upon the respective representations, warranties and covenants herein, the Underwriter hereby agrees to purchase from the Issuer, and the Issuer hereby agrees to sell to the Underwriter, all (but not less than all) of the above-captioned bonds (the “Bonds”) at a purchase price (the “Purchase Price”) of $________ (equal to the par amount of the Bonds ($[PAR].00), plus original issue premium of $________, and less an Underwriter’s discount of $________).

The Bonds will be issued by the Issuer under the Mello-Roos Community Facilities Act of 1982 (constituting Section 53311 et seq. of the California Government Code) (the “Act”) and a resolution adopted on [October 13], 2026 (the “Bond Resolution”) by the City Council (the “City Council”) of the City of Fontana (the “City”) acting as the legislative body of the Issuer.

The special tax that provides a source of payment for the Bonds (the “Special Tax”) will be levied under Ordinance No. 1952 adopted by the City Council on May 28, 2024 (the “Ordinance”).

In addition to the Ordinance, the City Council adopted the following in connection with initial formation of the District and the levy of the Special Tax: (i) Resolution No. 2024-012 (the “Resolution of Intention to Form the District”), (ii) Resolution No. 2024-013 (the “Resolution of Intention to Incur Bonded Indebtedness”), (iii) Resolution No. 2024-022 (the “Resolution of Formation”), (iv) Resolution No. 2024-023 (the “Resolution Declaring Necessity to Incur Bonded Indebtedness”), (v) 908
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Resolution No. 2024-024 (the “Resolution Calling Election”), and (vi) Resolution No. 2024-025 (the “Resolution Declaring Election Results”; together, the “Formation Resolutions and Ordinance”).

Together, the Bond Resolution and the Formation Resolutions and Ordinance are referred to as the “Resolutions and Ordinance.”
The Bonds will be issued under the terms of an Indenture (the “Indenture”), dated as of November 1, 2026, by and between the Issuer and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). The proceeds of the sale of the Bonds will be used by the Issuer to (i) provide financing for certain public facilities and costs related to development within the District, (ii) fund capitalized interest on the Bonds through September 1, 2027, (iii) fund a reserve fund with respect to the Bonds, and (iv) pay the costs of issuing the Bonds. Proceeds of the Bonds will be applied in accordance with the Indenture.

The Issuer acknowledges and agrees that: (i) the primary role of the Underwriter is to purchase securities for resale to investors in an arms-length commercial transaction between the Issuer and the Underwriter and that the Underwriter has financial and other interests that differ from those of the Issuer, and in connection therewith and with the discussions, undertakings and procedures leading up to the consummation of such transaction, the Underwriter is and has been acting solely as a principal and is not acting as the agent or fiduciary of the District, (ii) the Underwriter is not acting as a municipal advisor (within the meaning of Section 15B of the Securities Exchange Act of 1934, as amended), financial advisor or fiduciary to the Issuer or any other person or entity and has not assumed any advisory or fiduciary responsibility to the Issuer with respect to the transaction contemplated hereby and the discussions, undertakings and proceedings leading thereto (irrespective of whether the Underwriter has provided other services or is currently providing other services to the Issuer on other matters), (iii) the only obligations the Underwriter has to the Issuer with respect to the transaction contemplated hereby expressly are set forth in this Agreement, except as otherwise provided by applicable rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) or the rules of the Municipal Securities Rulemaking Board (the “MSRB”) or other law, and (iv) the Issuer has consulted its own legal, accounting, tax, municipal, financial and other advisors, as applicable, to the extent it has deemed appropriate in connection with the transaction contemplated herein. The Issuer acknowledges that it has previously provided the Underwriter with an acknowledgement of receipt of the required Underwriter disclosure under Rule G-17 of the MSRB.

2. The Bonds will mature on the dates and in the principal amounts and will bear interest at the rates (and have the redemption terms) as set forth in Exhibit A hereto. The Underwriter agrees to make a bona fide public offering of all of the Bonds at the offering prices set forth on the inside cover of the Final Official Statement described below. Additional details related to the establishment of the issue price of the Bonds are set forth in Section 14.

3. The Issuer agrees to deliver or cause to be delivered to the Underwriter the Official Statement, (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board), and (b) in printed form in such reasonable quantity as the Underwriters shall request in order to comply with the rules of the Municipal Securities Rulemaking Board.

In addition, the Issuer has authorized and approved the Preliminary Official Statement dated [POS Date] (the “Preliminary Official Statement”) and the final Official Statement dated the date hereof (the “Final Official Statement”) and consents to their distribution and use by the Underwriter and the execution and approval of the Final Official Statement by a duly authorized officer of the Issuer. The Issuer deems such Preliminary Official Statement final as of its date for purposes of Rule 909
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15c2-12 of the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended (“Rule 15c2-12”), except for information allowed by Rule 15c2-12 to be omitted, and has executed a certificate to that effect in the form of Exhibit D.

In connection with issuance of the Bonds, and in order to assist the Underwriter in complying with Rule 15c2-12, the Issuer will execute a Continuing Disclosure Agreement, dated as of November 1, 2026 (the “District Continuing Disclosure Agreement”), substantially in the form of Appendix G to the Preliminary Official Statement.

4. The Issuer represents and warrants to the Underwriter that:
(a) The Issuer is duly organized and validly existing as a community facilities district under the laws of the State of California (the “State”), and has the full legal right, power and authority, among other things, (i) upon satisfaction of the conditions in this Agreement and the Indenture, to issue the Bonds as provided herein, and (ii) to secure the Bonds in the manner set forth in the Indenture. (b) The City Council has the full legal right, power and authority to adopt the Resolutions and Ordinance, and the Issuer has the full legal right, power and authority (i) to enter into this Agreement, the Indenture, and the District Continuing Disclosure Agreement (collectively, the “Issuer Documents”), (ii) to issue, sell and deliver the Bonds to the Underwriter as provided herein, and (iii) to carry out and consummate all other transactions on its part contemplated by the Final Official Statement and each of the Issuer Documents, and the Issuer and the City Council have complied with all provisions of applicable law, including the Act, in all matters relating to such transactions. (c) The Issuer has duly authorized (i) the execution and delivery by the Issuer of the Bonds and the execution, delivery and due performance by the Issuer of its obligations under the Issuer Documents, (ii) the distribution and use of the Preliminary Official Statement and execution, delivery and distribution of the Final Official Statement, and (iii) the taking of any and all such action as may be required on the part of the Issuer to carry out, give effect to and consummate the transactions on its part contemplated by such instruments. All consents or approvals necessary to be obtained by the Issuer in connection with the foregoing have been received, and the consents or approvals so received are still in full force and effect.
(d) The Resolutions and Ordinance have been duly adopted by the City Council and are in full force and effect; and the Issuer Documents, when executed and delivered by the Issuer and the other party thereto, will constitute a legal, valid and binding obligation of the Issuer enforceable against the Issuer in accordance with their terms, except as enforceability thereof may be limited by bankruptcy, insolvency or other laws affecting creditors’ rights generally. (e) When delivered to the Underwriter, the Bonds will have been duly authorized by the City Council and duly executed, issued and delivered by the Issuer and will constitute legal, valid and binding special obligations of the Issuer enforceable against the Issuer in accordance with their respective terms, except as 910
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enforceability thereof may be limited by bankruptcy, insolvency or other laws affecting creditors’ rights generally, and will be entitled to the benefit and security of the Indenture.
(f) The information (excluding information under the first six paragraphs of the caption “INTRODUCTION – The District,” information under the caption “PROPERTY OWNERSHIP AND THE DEVELOPMENT,” and information relating to The Depository Trust Company (“DTC”) and its book-entry system) contained in the Preliminary Official Statement is, and as of the Closing Date such information in the Final Official Statement will be true and correct in all material respects, and the Preliminary Official Statement does not as of its date and the Final Official Statement will not as of the Closing Date contain any untrue or misleading statement of a material fact (excluding information under the first six paragraphs of the caption “INTRODUCTION – The District,” information under the caption “PROPERTY OWNERSHIP AND THE DEVELOPMENT,” and information relating to DTC and its book-entry system) or omit to state any material fact (excluding information under the first six paragraphs of the caption “INTRODUCTION – The District,” information under the caption “PROPERTY OWNERSHIP AND THE DEVELOPMENT,” and information relating to DTC and its book-entry system) necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.
(g) If, at any time up to and including 25 days after the End of the Underwriting Period (as defined below), any event known to the officers of the Issuer participating in the issuance of the Bonds occurs with respect to the Issuer or the City as a result of which the Final Official Statement as then amended or supplemented might include an untrue statement of a material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, the Issuer shall promptly notify the Underwriter in writing of such event and shall promptly prepare, or cooperate in the preparation of, an amendment or supplement to the Official Statement which will correct such statement or omission. Any information supplied by the Issuer for inclusion in any amendments or supplements to the Final Official Statement will not contain any untrue or misleading statement of a material fact relating to the Issuer or the City or omit to state any material fact relating to the Issuer or the City necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. As used herein, the term “End of the Underwriting Period” means the later of such time as: (i) the Bonds are delivered to the Underwriter; or (ii) the Underwriter does not retain, directly or as a member of an underwriting syndicate, an unsold balance of the Bonds for sale to the public. Unless the Underwriter gives notice to the contrary, the End of the Underwriting Period shall be deemed to be the Closing Date (as described in Section 6 below). Any notice delivered pursuant to this provision shall be written notice delivered to the District at or prior to the Closing Date, and shall specify a date (other than the Closing Date) to be deemed the “End of the Underwriting Period.” 911
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(h) Neither the adoption of the Resolutions and Ordinance, the execution and delivery of the Issuer Documents, nor the consummation of the transactions on the part of the Issuer contemplated herein or therein or the compliance by the Issuer with the provisions hereof or thereof will conflict with, or constitute on the part of the Issuer, a violation of, or a breach of or default under, (i) any material indenture, mortgage, commitment, note or other agreement or instrument to which the Issuer is a party or by which it is bound, (ii) any provision of the State Constitution or (iii) any existing law, rule, regulation, ordinance, judgment, order or decree to which the Issuer or the City (or the members of the City Council or any of its officers in their respective capacities as such) is subject, that would have a material adverse effect on the ability of the Issuer to perform its obligations under the Issuer Documents.
(i) The Issuer has never been in default at any time, as to principal of or interest on any obligation which it has issued, including those which it has issued as a conduit for another entity, which default may have an adverse effect on the ability of the Issuer to consummate the transactions on its part under the Issuer Documents, except as specifically disclosed in the Final Official Statement; and the Issuer has not entered into any contract or arrangement of any kind which might give rise to any lien or encumbrance on the Special Tax. (j) Except as is specifically disclosed in the Final Official Statement, to the best knowledge of the Issuer, there is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, pending with respect to which the Issuer has been served with process or threatened, which in any way questions the powers of the City Council, the City or the Issuer referred to in paragraph (b) above, or the validity of any proceeding taken by the City Council in connection with the issuance of the Bonds, or wherein an unfavorable decision, ruling or finding could materially adversely affect the transactions contemplated by the Issuer Documents, or which, in any way, could adversely affect the validity or enforceability of the Resolutions and Ordinance, the Bonds or the Issuer Documents or, to the knowledge of the Issuer, which in any way questions the exclusion from gross income of the recipients thereof of the interest on the Bonds for federal income tax purposes or in any other way questions the status of the Bonds under State tax laws or regulations. (k) Any certificate signed by an official of the Issuer authorized to execute such certificate and delivered to the Underwriter in connection with the transactions contemplated by the Issuer Documents shall be deemed a representation and warranty by the Issuer to the Underwriter as to the truth of the statements therein contained.
(l) The Issuer has not been notified of any listing or proposed listing by the Internal Revenue Service to the effect that it is a bond issuer whose arbitrage certifications may not be relied upon.
(m) The Bonds will be paid from Net Special Tax Revenues (as defined in the Indenture) received by the Issuer and amounts held in certain funds and accounts established and pledged under the Indenture.
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(n) The Special Tax may lawfully be levied in accordance with the rate and method of apportionment of the Special Tax relating to the District (the “Rate and Method”), the Resolutions and Ordinance as described in the Preliminary Official Statement and the Final Official Statement, and, when levied, will be secured by a lien on the property on which it is levied. (o) The Indenture creates a valid pledge of, and first lien upon the Net Special Tax Revenues deposited thereunder, and the amounts held in certain funds and accounts established and pledged under the Indenture, subject in all cases to the provisions of the Indenture permitting the application thereof for the purposes and on the terms and conditions set forth therein.
(p) Except as disclosed in the Final Official Statement, in the last five years, neither the City, nor the District, nor any other entity for which the City Council is the legislative body, has failed to comply with any undertaking under Rule 15c2-12 in any material respect.

5. The Issuer covenants with the Underwriter that the Issuer will cooperate with the Underwriter (at the cost of the Underwriter), in qualifying the Bonds for offer and sale under the securities or Blue Sky laws of such jurisdictions of the United States as the Underwriter may reasonably request; provided, however, that the Issuer shall not be required to consent to suit or to service of process, or to qualify to do business, in any jurisdiction. The Issuer consents to the use by the Underwriter of the Issuer Documents in the course of its compliance with the securities or Blue Sky laws of the various jurisdictions.

6. At 9:00 a.m. on [Closing Date] (the “Closing Date”) or at such other time and/or date as shall have been mutually agreed upon by the Issuer and the Underwriter, the Issuer will deliver or cause to be delivered to the Underwriter the Bonds in definitive form duly executed and authenticated by the Trustee together with the other documents mentioned in Section 8 hereof; and the Underwriter will accept such delivery and pay the Purchase Price of the Bonds by delivering to the Trustee for the account of the Issuer a check payable in federal funds or making a wire transfer in federal funds payable to the order of the Trustee.

The activities relating to the final execution and delivery of the Bonds and the Indenture and the payment therefor and the delivery of the certificates, opinions and other instruments as described in Section 8 of this Agreement shall occur at the offices of Orrick, Herrington & Sutcliffe LLP, Los Angeles, California, as bond counsel to the Issuer (“Bond Counsel”). The payment for the Bonds and simultaneous delivery of the Bonds to the Underwriter is herein referred to as the “Closing.” The Bonds will be delivered as fully registered Bonds initially in denominations of $5,000 each and any integral multiple thereof. The Bonds will be registered in the name of Cede & Co., as nominee of DTC, and will be made available for checking by the Underwriter at such place as the Underwriter and the Trustee shall agree not less than 24 hours prior to the Closing.

7. The Underwriter has the right to cancel its obligations to purchase the Bonds if between the date hereof and the time of Closing:
(a) the House of Representatives or the Senate of the Congress of the United States, or a committee of either, shall have pending before it, or shall have passed or 913
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recommended favorably, legislation introduced previous to the date hereof, which legislation, if enacted in its form as introduced or as amended, would have the purpose or effect of imposing federal income taxation upon revenues or other income of the general character to be derived by the Issuer or by any similar body under the Indenture or upon interest received on obligations of the general character of the Bonds, or of causing interest on obligations of the general character of the Bonds, to be includable in gross income for purposes of federal income taxation, and such legislation, in the Underwriter’s reasonable judgment, materially adversely affects the market price of the Bonds; or (b) a tentative decision with respect to legislation shall be reached by a committee of the House of Representatives or the Senate of the Congress of the United States, or legislation shall be favorably reported or re-reported by such a committee or be introduced, by amendment or otherwise, in or be passed by the House of Representatives or the Senate, or recommended to the Congress of the United States for passage by the President of the United States, or be enacted or a decision by a federal court of the United States or the United States Tax Court shall have been rendered, or a ruling, release, order, circular, regulation or official statement by or on behalf of the United States Treasury Department, the Internal Revenue Service or other governmental agency shall have been made or proposed to be made having the purpose or effect, or any other action or event shall have occurred which has the purpose or effect, directly or indirectly, of adversely affecting the federal income tax consequences of owning the Bonds, including causing interest on the Bonds to be included in gross income for purposes of federal income taxation, or imposing federal income taxation upon revenues or other income of the general character to be derived by the Issuer under the Indenture or upon interest received on obligations of the general character of the Bonds, or the Bonds and also including adversely affecting the tax-exempt status of the Issuer under the Internal Revenue Code of 1986, as amended, which, in the reasonable judgment of the Underwriter, materially adversely affects the market price of or market for the Bonds; or (c) legislation shall have been enacted, or actively considered for enactment with an effective date prior to the Closing, or a decision by a court of the United States shall have been rendered, the effect of which is that the Bonds, including any underlying obligations, or the Indenture, as the case may be, is not exempt from the registration, qualification or other requirements of the Securities Act of 1933, as amended and as then in effect, the Securities Exchange Act of 1934, as amended and as then in effect, or the Trust Indenture Act of 1939, as amended and as then in effect; or
(d) a stop order, ruling, regulation, no-action letter, or official statement by the SEC or any other governmental agency having jurisdiction of the subject matter shall have been issued or made or any other event occurs, the effect of which is that the issuance, offering or sale of the Bonds, including any underlying obligations, or the execution and delivery of the Indenture as contemplated hereby or by the Final Official Statement, is or would be in violation of any provision of the federal securities laws, including the Securities Act of 1933, as amended and as 914
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then in effect, the Securities Exchange Act of 1934, as amended and as then in effect, or the Trust Indenture Act of 1939, as amended and as then in effect; or (e) any event shall have occurred or any information shall have become known to the Underwriter which causes the Underwriter to reasonably believe that the Final Official Statement as then amended or supplemented includes an untrue statement of a material fact, or omits to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, and the Issuer fails to amend or supplement such Final Official Statement to cure such omission or misstatement under Section 4(g); or (f) there shall have occurred any outbreak of hostilities or any national or international calamity or crisis, including a financial crisis, or the sovereign debt rating of the United States is downgraded by any major credit rating agency or a payment default occurs on United States Treasury obligations, the effect of which on the financial markets of the United States is such as, in the reasonable judgment of the Underwriter, would materially adversely affect the market for or market price of the Bonds; or
(g) there shall be in force a general suspension of trading on the New York Stock Exchange or other major exchange, or minimum or maximum prices for trading shall have been fixed and be in force, or maximum ranges for prices for securities shall have been required and be in force on any such exchange, whether by virtue of determination by that exchange or by order of the SEC or any other governmental authority having jurisdiction, the effect of which on the financial markets of the United States is such as, in the reasonable judgment of the Underwriter, would materially adversely affect the market for or market price of the Bonds; or
(h) a general banking moratorium shall have been declared by federal, New York or State authorities; or
(i) any proceeding shall be pending or threatened by the SEC against the Issuer; or (j) additional material restrictions not in force as of the date hereof shall have been imposed upon trading in securities generally by any governmental authority or by any national securities exchange which adversely affects the Underwriter’s ability to sell the Bonds; or
(k) the New York Stock Exchange or other national securities exchange, the SEC, any other federal or State agency or the Congress of the United States, or Executive Order, shall impose, as to the Bonds or obligations of the general character of the Bonds, any restrictions on transactions in securities materially affecting the market for securities (including the imposition of any limitation on interest rates) not now in force, or increase materially those now in force, with respect to the extension of credit by, or the charge to the net capital requirements of, the Underwriter; or
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(l) an amendment to the federal or State constitution shall be enacted or action taken by any federal or State court, legislative body, regulatory body or other authority materially adversely affecting the tax status of the Issuer, its property, income or securities (or interest thereon), the validity or enforceability of the Special Tax or the ability of the Issuer to issue the Bonds and levy the Special Tax as contemplated by the Indenture, the Rate and Method, the Resolution of Formation, the Ordinance and the Final Official Statement; or (m) the entry of any order by a court of competent jurisdiction which enjoins or restrains the Issuer from issuing permits, licenses or entitlements within the District or which order, in the reasonable judgment of the Underwriter, otherwise materially and adversely affects development of the real property located in the District.

8. The obligation of the Underwriter to purchase the Bonds is subject (a) to the performance by the Issuer of its obligations to be performed by it hereunder at and prior to the Closing, (b) to the accuracy as of the date hereof and as of the time of the Closing of the representations and warranties of the Issuer herein, and (c) to the following conditions, including the delivery by the Issuer of such documents as are enumerated herein in form and substance satisfactory to the Underwriter:
(a) At the time of Closing, (i) the Final Official Statement and the Issuer Documents shall be in full force and effect and shall not have been amended, modified or supplemented except as may have been agreed to by the Underwriter, and (ii) the Issuer shall have duly adopted and there shall be in full force and effect such resolutions and ordinances (including, but not limited to, the Resolutions and Ordinance) as, in the opinion of Bond Counsel, shall be necessary in connection with the transactions contemplated hereby.
(b) Receipt of the Bonds, executed by the Issuer and authenticated by the Trustee, at or prior to the Closing. The terms of the Bonds, when delivered, shall in all instances be as described in the Final Official Statement. (c) At or prior to the Closing, the Underwriter shall receive the following documents in such number of counterparts as shall be mutually agreeable to the Underwriter and the Issuer:
(i) A final approving opinion of Bond Counsel dated the Closing Date in the form attached as Appendix D to the Final Official Statement. (ii) A letter or letters of Bond Counsel addressed to the Underwriter, which includes a statement to the effect that Bond Counsel’s final approving opinion may be relied upon by the Underwriter to the same extent as if such opinion were addressed to the Underwriter, and further provides:
(A) the statements contained in the Final Official Statement under the captions “INTRODUCTION – Security and Sources of Payment for the Bonds,” “INTRODUCTION – Description of the Bonds,” “THE BONDS” (other than information relating to DTC and its book-entry only system and information in the section entitled “– Debt Service 916
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Schedule,” as to which no opinion is expressed), “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS” (except information
in the sections entitled “– Special Tax” and “– Rate and Method of Apportionment” as to which no opinion need be expressed),” and in Appendix F thereto, excluding any material that may be treated as included under such captions by cross reference or reference to other documents or sources, insofar as such statements expressly summarize certain provisions of the Indenture, and the statements under “TAX MATTERS,” are accurate in all material respects; (B) this Agreement and the District Continuing Disclosure Agreement have been duly executed and delivered by, and constitute valid and binding agreements of, the Issuer, subject to bankruptcy, insolvency, reorganization, moratorium and other laws affecting enforcement of creditors’ rights in general and to the application of equitable principles if equitable remedies are sought; and
(C) the Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Indenture is exempt from qualification under the Trust Indenture Act of 1939, as amended. (iii) An opinion of Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, addressed to the Issuer and the Underwriter (“Disclosure Counsel”), to the effect that during the course of serving as Disclosure Counsel in connection with the issuance of the Bonds and without having undertaken to determine independently or assuming any responsibility for the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement and the Final Official Statement, no information came to the attention of the attorneys in such firm rendering legal services in connection with the issuance of the Bonds that would lead them to believe that the Preliminary Official Statement as of its date and the date hereof and the Final Official Statement as of its date and the Closing Date, (excluding therefrom the financial statements, any financial or statistical data, or forecasts, charts, numbers, estimates, projections, assumptions or expressions of opinion included in the Preliminary Official Statement and the Final Official Statement, information regarding DTC, and the appendices to the Preliminary Official Statement and the Final Official Statement, as to which no opinion need be expressed), contains any untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.
(iv) A letter of Anzel Galvan LLP, San Francisco, California (“Underwriter’s Counsel”), dated the Closing Date, addressed to the Underwriter and in form and substance acceptable to the Underwriter.
(v) The Final Official Statement executed on behalf of the Issuer by a duly authorized officer.
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(vi) A certificate of the City Clerk of the City to the effect that the Resolutions and Ordinance have not been amended, modified or rescinded since the date of their adoption and remain in full force and effect as of the Closing Date.
(vii) Evidence of recordation in the real property records of the County of San Bernardino of the Notice of Special Tax Lien, in the form required by the Act.
(viii) A certificate of DTA Public Finance, Inc., Irvine, California (“Special Tax Consultant”), in form and substance as set forth in Exhibit B hereto, dated as of the Closing Date.
(ix) A certificate of the Issuer, in form and substance as set forth in Exhibit C hereto, dated as of the Closing Date.
(x) Evidence that Federal Form 8038 has been executed by the Issuer and will be filed with the Internal Revenue Service.
(xi) Executed copies of the Issuer Documents.
(xii) A non-arbitrage certificate executed by the Issuer in form and substance satisfactory to Bond Counsel.
(xiii) An opinion, dated the Closing Date and addressed to the Underwriter, of the City Attorney, as counsel to the Issuer, to the effect that:
(A) the Issuer is duly organized and validly existing as a community facilities district under and by virtue of the Constitution and laws of the State (including the Act);
(B) the City Council of the City, acting as legislative body of the Issuer, has the full legal right, power and authority to adopt the Resolutions and Ordinance;
(C) the Resolutions and Ordinance were duly adopted at meetings of the City Council, acting as legislative body of the Issuer which were called and held under law and with all public notice required by law and at which a quorum was present and acting throughout, and the Resolutions and Ordinance are in full force and effect and have not been amended or repealed;
(D) to their best knowledge, based on reasonable due diligence, no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, regulatory agency, public board or body is pending with respect to which the Issuer has been served with process or threatened, in any way affecting the existence of the City, the Issuer or the titles of the Issuer’s officials to their respective offices, or 918
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seeking to restrain or to enjoin the issuance, sale or delivery of the Bonds or the application of the proceeds thereof in accordance with the Indenture, or the collection or application of the Special Tax to pay the principal of and interest on the Bonds, or in any way contesting or affecting the validity or enforceability of the Bonds, the Issuer Documents or any action of the Issuer contemplated by any of said documents, or in any way contesting the completeness or accuracy of the Preliminary Official Statement or of the Final Official Statement or the powers of the Issuer or its authority with respect to the Bonds, the Issuer Documents or any action on the part of the Issuer contemplated by any of said documents, wherein an unfavorable decision, ruling, or finding could materially adversely affect the validity or enforceability of the Bonds or the Issuer Documents;
(E) the execution and delivery of the Bonds and the Issuer Documents, and compliance with the provisions of each, will not conflict with or constitute a breach of or default under any loan agreement, note, ordinance, resolution, indenture, contract, agreement or other instrument of which the Issuer is a party or is otherwise subject or bound, a consequence of which could be to materially and adversely affect the ability of the Issuer to perform its obligations under the Bonds or the Issuer Documents; and
(F) all approvals, consents, authorization, elections and orders of or filings or registrations with any governmental authority, board, agency or commission having jurisdiction which would constitute a condition precedent to, or the absence of which would materially adversely affect, the ability of the Issuer, to perform its obligations under the Bonds or the Issuer Documents, have been obtained or made, as the case may be, and are in full force and effect. (xiv) In connection with printing and distribution of the Preliminary Official Statement, an executed certificate of the Issuer in the form attached hereto as Exhibit D.
(xv) A certificate of the Trustee in the form and substance attached hereto as Exhibit E, together with certifications as to other matters that Bond Counsel may reasonably require, and an opinion of its counsel in form and substance satisfactory to the Underwriter and Bond Counsel.
(xvi) A certificate of CSG Advisors Incorporated, the City’s municipal advisor (the “Municipal Advisor”), in the form and substance attached hereto as Exhibit F.
(xvii)(A) A Letter of Representations from each of The New Home Company Southern California LLC, a Delaware limited liability company, doing business as Risewell Homes (“Risewell Homes”), and Richmond American Homes of Maryland, Inc., a Maryland corporation (“Richmond 919
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American” and, together with Risewell Homes, the “Developers” and each, a “Developer”) addressed to the District and the Underwriter in connection with the printing of the Preliminary Official Statement dated the date of the Preliminary Official Statement, in the form attached hereto as Exhibit G-1, (B) a Letter of Representations from TPG AG EHC III (NWHM) CA 2, L.P., a Delaware limited partnership (the “Land Bank”) addressed to the District and the Underwriter in connection with the printing of the Preliminary Official Statement dated the date of the Preliminary Official Statement, in the form attached hereto as Exhibit G-2, and (C) a Letter of Representations from North Fontana Investment Company, LLC, a Delaware limited liability company (the “Master Developer”) addressed to the District and the Underwriter in connection with the printing of the Preliminary Official Statement dated the date of the Preliminary Official Statement, in the form attached hereto as Exhibit G-3. (xviii) A Closing Certificate from each Developer, dated the Closing Date, in the form attached hereto as Exhibit H-1, a Closing Certificate from the Land Bank, dated the Closing Date, in the form attached hereto as Exhibit H-2, and a Closing Certificate from the Master Developer, dated the Closing Date, in the form attached hereto as Exhibit H-3.
(xix) A negative assurance letter of counsel to each Developer addressed to the Underwriter and the District, dated the date of the Closing, in form and substance acceptable to the Underwriter and Bond Counsel; (xx) The Continuing Disclosure Certificate of Risewell Homes, dated the Closing Date, substantially in the form of Appendix H to the Final Official Statement;
(xxi) An opinion of counsel to Risewell Homes, addressed to the Underwriter and the District, dated the date of the Closing, to the effect that the Continuing Disclosure Certificate of Risewell Homes has been duly authorized, executed and delivered by Risewell Homes, and otherwise in form and substance acceptable to the Underwriter and Bond Counsel; (xxii)A certificate dated the Closing Date from Kitty Siino & Associates, Inc. (the “Appraiser”) addressed to the District and the Underwriter substantially to the effect that (i) the assumptions made in the appraisal of the taxable properties within the District prepared by the Appraiser (the “Appraisal Report”) are reasonable; (ii) the Appraisal Report fairly and accurately described, as of the stated date of value (the “Date of Value”), the market values of the properties in the District that are subject to the Special Tax; (iii) the Appraiser is not aware of any event or act which occurred since the Date of Value which, in its opinion, would materially and adversely affect the conclusions as to the market value of the appraised property in the Community Facilities District; (iv) the Appraiser consents to the reproduction of the Appraisal Report as an appendix to the Preliminary Official Statement and the Final Official Statement, each with respect to the Bonds, and to the references to the Appraiser and the 920
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Appraisal Report made in the Preliminary Official Statement and the Official Statement; (v) the Appraisal Report complies with the Appraisal Standards for Land-Secured Financings issued by the California Debt and Investment Advisory Commission dated July, 2004; (vi) a true and correct copy of the Appraisal Report is attached as an appendix to the Preliminary Official Statement and the Official Statement; and (vii) neither the Appraisal Report nor the information in the Preliminary Official Statement or the Official Statement referring to it contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading;
(xxiii) A certificate dated the Closing Date from Empire Economics, Inc. addressed to the District and the Underwriter to the effect that the statements in the Preliminary Official Statement and the Official Statement provided by Empire Economics, Inc. and all information supplied by it for use in the Preliminary Official Statement and the Official Statement were as of their respective dates and are as of the Closing Date true and correct, and do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading; (xxiv) Such additional legal opinions, certificates, proceedings, instruments and other documents as the Underwriter, Disclosure Counsel or Bond Counsel may reasonably request to evidence compliance by the Issuer with legal requirements, the truth and accuracy, as of the time of Closing, of the respective representations of the Issuer herein contained and the due performance or satisfaction by the Issuer at or prior to such time of all agreements then to be performed and all conditions then to be satisfied.

If the Issuer is unable to satisfy the conditions to the obligations of the Underwriter contained in this Agreement, or if the obligations of the Underwriter to purchase and accept delivery of the Bonds shall be terminated for any reason permitted by this Agreement, this Agreement shall terminate and neither the Underwriter nor the Issuer shall be under further obligation hereunder; except that the respective obligations to pay expenses, as provided in Section 11 shall continue in full force and effect.

9. The obligations of the Issuer to issue and deliver the Bonds on the Closing Date are subject, at the option of the Issuer, to the performance by the Underwriter of its obligations to be performed hereunder at or prior to the Closing Date.

10. All representations, warranties and agreements of the Issuer hereunder shall remain operative and in full force and effect, regardless of any investigations made by or on behalf of the Underwriter or the Issuer and shall survive the Closing.

11. The Issuer shall pay or cause to be paid all reasonable expenses incident to the performance of its obligations under this Agreement, including, but not limited to, delivery of the Bonds, costs of printing the Bonds, the Preliminary Official Statement and the Final Official Statement, any amendment or supplement to the Preliminary Official Statement or Final Official Statement and this Agreement, fees and disbursements of Bond Counsel and Disclosure Counsel, any financial 921
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advisor and other consultants engaged by the Issuer, including the fees and expenses of the special tax consultant and fees of the Trustee.

The Underwriter shall pay the California Debt and Investment Advisory Commission fee, all advertising expenses in connection with the public offering of the Bonds, and all other expenses incurred by it in connection with its public offering and distribution of the Bonds, including fees and expenses of its counsel, meals, transportation, and lodging (but not entertainment expenses), and fees and disbursements in connection with the qualification of the Bonds for sale under the securities or “Blue Sky” laws of the various jurisdictions and the preparation of “Blue Sky” memoranda.

12. Any notice or other communication to be given to the Issuer under this Agreement may be given by delivering the same in writing at its address set forth above, and any notice or other communication to be given to the Underwriter under this Agreement may be given by delivering the same in writing to the following: Stifel, Nicolaus & Company, Incorporated, 2121 Avenue of the Stars, Suite 2150, Los Angeles, California 90067, Attention: Sara Oberlies Brown.

13. This Agreement is made solely for the benefit of the Issuer and the Underwriter (including the successors or assigns of the Underwriter) and no other person, including any purchaser of the Bonds, shall acquire or have any right hereunder or by virtue hereof. This Agreement supersedes and replaces all prior negotiations, agreements and understanding among the parties hereto in relation to the sale of the Bonds by the Issuer.

14. Establishment of Issue Price.
(a) The Underwriter agrees to assist the Issuer in establishing the issue price of the Bonds and shall execute and deliver to the Issuer at Closing an “issue price” or similar certificate, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit I, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Underwriter, the Issuer and Bond Counsel, to accurately reflect, as applicable, the sales price or prices or the initial offering price or prices to the public of the Bonds. All actions to be taken by Issuer under this section to establish the issue price of the Bonds may be taken on behalf of the District by the Municipal Advisor and any notice or report to be provided to the District may be provided to the District’s Municipal Advisor.
(b) Except as otherwise set forth in Exhibit A attached hereto, the Issuer will treat the first price at which 10% of each maturity of the Bonds (the “10% test”), identified under the column “10% Test Used” in Exhibit A, is sold to the public as the issue price of that maturity. At or promptly after the execution of this Agreement, the Underwriter shall report to the Issuer the price or prices at which it has sold to the public each maturity of Bonds. If at that time the 10% test has not been satisfied as to any maturity of the Bonds, the Underwriter agrees to promptly report to the Issuer the prices at which it sells the unsold Bonds of that maturity to the public. That reporting obligation shall continue, whether or not the Closing Date has occurred, until the 10% test has been satisfied as to the Bonds of that maturity or until all Bonds of that maturity have been sold to the public, provided that the Underwriter’s reporting obligation after the date of the Closing may be at reasonable periodic intervals or otherwise upon request of the Issuer or Bond Counsel. For purposes of this Section, if Bonds mature on the same date but have different interest rates, each separate CUSIP number within that maturity will be treated as a separate maturity of the Bonds. For clarity, and notwithstanding any other condition to Closing set forth in this Agreement, the sale of 10% of each maturity of the Bonds to the public prior to the Closing Date shall not be a condition to Closing. 922
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(c) The Underwriter confirms that it has offered the Bonds to the public on or before the date of this Agreement at the offering price or prices (the “initial offering price”), or at the corresponding yield or yields, set forth in Exhibit A attached hereto, except as otherwise set forth therein. Exhibit A also sets forth, identified under the column “Hold the Offering Price Rule Used,” as of the date of this Agreement, the maturities, if any, of the Bonds for which the 10% test has not been satisfied and for which the Issuer and the Underwriter agree that the restrictions set forth in the next sentence shall apply, which will allow the Issuer to treat the initial offering price to the public of each such maturity as of the sale date as the issue price of that maturity (the “hold-the-offering-price rule”). So long as the hold-the-offering-price rule remains applicable to any maturity of the Bonds, the Underwriter will neither offer nor sell unsold Bonds of that maturity to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following:
(1) the close of the fifth (5th) business day after the sale date; or (2) the date on which the Underwriter has sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public.

The Underwriter will advise the Issuer promptly after the close of the fifth (5th) business day after the sale date whether it has sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. (d) The Underwriter confirms that:
(i) any selling group agreement and any third-party distribution agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer who is a member of the selling group and each brokerdealer that is a party to such third-party distribution agreement, as applicable:
(A)(i) to report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing has occurred, until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter that the 10% test has been satisfied as to the Bonds of that maturity, provided that the reporting obligation after the date of the Closing may be at reasonable periodic intervals or otherwise upon request of the Underwriter, and (ii) to comply with the hold-theoffering-price rule, if applicable, in each case if and for so long as directed by the Underwriter,
(B) to promptly notify the Underwriter of any sales of Bonds that, to its knowledge, are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such term being used as defined below), and
(C) to acknowledge that, unless otherwise advised by the dealer or broker-dealer, the Underwriter shall assume that each order submitted by the dealer or broker-dealer is a sale to the public.
923
-17-
(ii) any selling group agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer that is a party to a third-party distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker-dealer that is a party to such thirdparty distribution agreement to (A) report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing has occurred, until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter or the dealer that the 10% test has been satisfied as to the Bonds of that maturity, provided that the reporting obligation after the date of the Closing may be at reasonable periodic intervals or otherwise upon request of the Underwriter or the dealer, and (B) comply with the hold-theoffering-price rule, if applicable, if and for so long as directed by the Underwriter or the dealer and as set forth in the related pricing wires.
(e) The Issuer acknowledges that, in making the representationsset forth in this subsection, the Underwriter will rely on (i) in the event a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Bonds, as set forth in a selling group agreement and the related pricing wires, and (ii) in the event that a thirdparty distribution agreement was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Bonds, as set forth in the third-party distribution agreement and the related pricing wires. The Issuer further acknowledges that the Underwriter shall not be liable for the failure of any dealer who is a member of a selling group, or of any broker-dealer that is a party to a third-party distribution agreement, to comply with its corresponding agreement to comply with the requirements for establishing issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule if applicable to the Bonds.
(f) The Underwriter acknowledges that sales of any Bonds to any person that is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such term being used as defined below) shall not constitute sales to the public for purposes of this section. Further, for purposes of this section:
(i) “public” means any person other than an underwriter or a related party, (ii) “underwriter” means (A) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member of a selling group or a party to a third-party distribution agreement participating in the initial sale of the Bonds to the public), (iii) a purchaser of any of the Bonds is a “related party” to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one 924
-18-
corporation of another), (B) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (C) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and (iv) “sale date” means the date of execution of this Agreement by all parties.

15. This Agreement shall become effective and binding upon the respective parties hereto upon the execution of the acceptance hereof by the District and shall be valid and enforceable as of the time of such acceptance. In the event that any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate or render unenforceable any other provision of this Agreement.

16. This Agreement may be executed in any number of counterparts, all of which taken together will constitute one agreement, and any of the parties hereto may execute the Agreement by signing any such counterpart. Each of the parties hereto agrees that the transaction consisting of this Agreement may be conducted by electronic means. Each party agrees, and acknowledges that it is such party’s intent, that if such party signs this Agreement using an electronic signature, it is signing, adopting, and accepting this Agreement and that signing this Agreement using an electronic signature is the legal equivalent of having placed its handwritten signature on this Agreement on paper. Each party acknowledges that it is being provided with an electronic or paper copy of this Agreement in a usable format.
[Signature Page Follows]
925
S-1

17. This Agreement shall be governed by and construed in accordance with the laws of the State of California.

Very truly yours,

STIFEL, NICOLAUS & COMPANY,
INCORPORATED, as Underwriter
By:

Authorized Officer
Accepted:

CITY OF FONTANA COMMUNITY
FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
By:

Authorized Officer
Time of Execution: _____ a.m./p.m. California Time
926
A-1

EXHIBIT A
Maturity
(September 1)
Principal
Amount
Interest
Rate Yield Price
10% Test
Used
Hold-TheOfferingPrice Used
_________________
T: Term Bond.

C: Priced to optional redemption date of September 1, 20__, at par. 927
A-2

REDEMPTION TERMS
Optional Redemption. The Bonds maturing on and after September 1, 20__ shall be subject to optional redemption, in whole, or in part in Authorized Denominations, on any date on or after September 1, 20__, from any source of available funds, at the following respective Redemption Prices (expressed as percentages of the principal amount of the Bonds to be redeemed), plus accrued interest thereon to the date of redemption:

Redemption Dates Redemption Price
September 1, 20__ through August 31, 20__ 103%
September 1, 20__ through August 31, 20__ 102
September 1, 20__ through August 31, 20__ 101
September 1, 20__ and thereafter 100
Mandatory Redemption from Special Tax Prepayments. The Bonds shall be subject to mandatory redemption, in whole, or in part in Authorized Denominations, on any Interest Payment Date, from and to the extent of Special Tax prepayments required to be applied thereto pursuant to the Indenture and any amount required to be applied thereto pursuant to the Indenture, at the following respective Redemption Prices (expressed as percentages of the principal amount of the Bonds to be redeemed), plus accrued interest thereon to the date of redemption:

Redemption Dates Redemption Price
Any Interest Payment Date through March 1, 20__ 103%
September 1, 20__ and March 1, 20__ 102
September 1, 20__ and March 1, 20__ 101
September 1, 20__ and thereafter 100
Mandatory Sinking Fund Redemption. The Bonds maturing September 1, 20__ shall be subject to mandatory sinking fund redemption, in part, on September 1 in each year, commencing September 1, 20__, at a Redemption Price equal to the principal amount of the Bonds maturing September 1, 20__ to be redeemed, without premium, plus accrued interest thereon to the date of redemption, in the aggregate respective principal amounts in the respective years as follows:

Term Bond maturing on September 1, 20__
Sinking Fund
Redemption Date
(September 1)
Principal Amount
to be
Redeemed
Maturity)
The Bonds maturing September 1, 20__ shall be subject to mandatory sinking fund redemption, in part, on September 1 in each year, commencing September 1, 20__, at a Redemption Price equal to the principal amount of the Bonds maturing September 1, 20__ to be redeemed, without premium, plus 928
A-3
accrued interest thereon to the date of redemption, in the aggregate respective principal amounts in the respective years as follows:

Term Bond maturing on September 1, 20__
Sinking Fund
Redemption Date
(September 1)
Principal Amount
to be
Redeemed
Maturity)
The Bonds maturing September 1, 20__ shall be subject to mandatory sinking fund redemption, in part, on September 1 in each year, commencing September 1, 20__, at a Redemption Price equal to the principal amount of the Bonds maturing September 1, 20__ to be redeemed, without premium, plus accrued interest thereon to the date of redemption, in the aggregate respective principal amounts in the respective years as follows:

Term Bond maturing on September 1, 20__
Sinking Fund
Redemption Date
(September 1)
Principal Amount
to be
Redeemed
Maturity)
The Bonds maturing September 1, 20__ shall be subject to mandatory sinking fund redemption, in part, on September 1 in each year, commencing September 1, 20__, at a Redemption Price equal to the principal amount of the Bonds maturing September 1, 20__ to be redeemed, without premium, plus accrued interest thereon to the date of redemption, in the aggregate respective principal amounts in the respective years as follows:

Term Bond maturing on September 1, 20__
Sinking Fund
Redemption Date
(September 1)
Principal Amount
to be
Redeemed
Maturity)
929
B-1

EXHIBIT B
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

CERTIFICATE OF SPECIAL TAX CONSULTANT
DTA Public Finance, Inc. (“Special Tax Consultant”), Irvine, California, was retained as Special Tax Consultant and assisted in the preparation of and has reviewed the Rate and Method of Apportionment of Special Tax (the “Rate and Method”) set forth in Appendix A to the Preliminary Official Statement dated [POS Date] (the “Preliminary Official Statement”) and the Official Statement dated [Pricing Date] (the “Official Statement”) relating to the above-referenced bonds (the “Bonds”) being issued by City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Issuer”). Based upon the Special Tax Consultant’s review of the Preliminary Official Statement, the Official Statement and such other documents as it deems relevant in the circumstances, the Special Tax Consultant hereby certifies that the Special Tax, if collected in the maximum amounts permitted under the Rate and Method, would generate at least 110% of the gross annual debt service on the Bonds plus estimated Administrative Expenses, provided that the annual debt service figures on the attached debt service schedule, which were relied upon by Special Tax Consultant, are substantially true and correct.

Further, and for purpose of the City of Fontana Community Facilities and Assessment District Policy, although the Special Tax if collected in the maximum amounts under the Rate and Method will generate at least 110% of the gross annual debt service payable with respect to the Bonds each year (net of estimated Administrative Expenses), no representation is made herein as to actual amounts that will be collected in future years.

All information with respect to the Rate and Method and all other information sourced to the Special Tax Consultant in the Preliminary Official Statement as of its date and [Pricing Date], and the Official Statement as of its date and the date hereof is true and correct, and a true and correct copy of the Rate and Method is attached to the Preliminary Official Statement and the Official Statement as Appendix A.

Dated: [Closing Date]
DTA PUBLIC FINANCE, INC.

By:
930
C-1

EXHIBIT C
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

ISSUER CLOSING CERTIFICATE
I, the undersigned, hereby certify that I am the ____________ of the City of Fontana (the “City”), the City Council of which is the legislative body for City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Issuer”), a community facilities district duly organized and existing under the laws of the State of California (the “State”) and that as such, I am authorized to execute this Certificate on behalf of the Issuer in connection with the issuance of the above-referenced bonds (the “Bonds”).

I hereby further certify on behalf of the Issuer that:
(A) to my best knowledge, after reasonable inquiry, no litigation is pending with respect to which the Issuer has been served with process or threatened (1) to restrain or enjoin the issuance of any of the Bonds or the collection of Net Special Tax Revenues pledged under the Indenture; (2) in any way contesting or affecting the authority for the issuance of the Bonds or the validity or enforceability of the Bonds or the Issuer Documents; or (3) in any way contesting the existence or powers of the Issuer;
(B) the representations and warranties made by the Issuer in the Bond Purchase Agreement dated [Pricing Date], between the Issuer and Stifel, Nicolaus & Company, Incorporated (the “Agreement”) are true and correct in all material respects on the Closing Date, with the same effect as if made on the Closing Date;
(C) no event affecting the Issuer has occurred since the date of the Final Official Statement that, as of the Closing Date, would cause any statement or information contained in the Final Official Statement under the caption “ABSENCE OF LITIGATION” to be incorrect or incomplete in any material respect or would cause the information contained under such caption in the Final Official Statement to contain an untrue statement of a material fact or omit to state a material fact necessary in order to make such statements therein, in the light of the circumstances under which they were made, not misleading;
931
C-2
(D) as of the date hereof, the Issuer Documents are in full force and effect in accordance with their terms and have not been amended, modified or supplemented except in such case as may have been agreed to by the Underwriter; and
(E) the Issuer has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied under the Issuer Documents prior to issuance of the Bonds.

Capitalized terms not defined herein shall have the same meaning set forth in the Agreement.

IN WITNESS WHEREOF, the undersigned has executed this certificate as of the date herein below set forth.

Dated: [Closing Date]

CITY OF FONTANA COMMUNITY
FACILITIES DISTRICT NO. 113 (THE

GARDENS PHASE TWO)
By:

Name:

Title:
932
D-1

EXHIBIT D

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026
I, the undersigned, hereby certify that I am the _____________ of the City of Fontana (the “City”), the City Council of which is the legislative body for City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Issuer”), a community facilities district duly organized and existing under the laws of the State of California (the “State”) and that as such, I am authorized to execute this Certificate on behalf of the Issuer in connection with the issuance of the above-referenced bonds (the “Bonds”).

I further hereby certify on behalf of the Issuer as follows:
(1) This Certificate is delivered in connection with the offering and sale of the Bonds in order to enable the underwriter of the Bonds to comply with Rule 15c2-12 of the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended (“Rule 15c2-12”). (2) In connection with the offering and sale of the Bonds, there has been prepared a Preliminary Official Statement, setting forth information concerning the Bonds, the City and the Issuer (the “Preliminary Official Statement”).
(3) As used herein, “Permitted Omissions” shall mean the offering price(s), interest rate(s), selling compensation, aggregate principal amount, principal amount per maturity, delivery dates, ratings and other terms of the Bonds depending on such matters, all with respect to the Bonds. (4) The Preliminary Official Statement is, except for the Permitted Omissions, deemed final within the meaning of Rule 15c2-12.

IN WITNESS WHEREOF, I have hereunto set my hand as of [POS Date].

CITY OF FONTANA COMMUNITY
FACILITIES DISTRICT NO. 113 (THE

GARDENS PHASE TWO)
By:

Name:

Title:
933
E-1

EXHIBIT E
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026
CERTIFICATE OF U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION The undersigned hereby states and certifies that the undersigned is an authorized officer of U.S. Bank Trust Company, National Association, as trustee (the “Trustee”) under that certain Indenture, dated as of November 1, 2026 (the “Indenture”), between City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Issuer”) and the Trustee, relating to the captioned bonds (the “Bonds”) and as such, is familiar with the following facts and is authorized and qualified to certify the following facts on behalf of the Trustee:
(1) The Trustee is duly organized and existing as a national banking association under the laws of the United States of America, having the full power and authority to enter into and perform its duties under the Indenture and the District Continuing Disclosure Agreement.
(2) The Indenture and the District Continuing Disclosure Agreement have been duly authorized, executed and delivered by the Trustee and the Bonds have been authenticated by a duly authorized representative of the Trustee in accordance with the Indenture.
(3) There is no action, suit, proceeding or investigation, at law or in equity, before or by any court or governmental agency, public board or body pending against the Trustee or threatened against the Trustee which in the reasonable judgment of the Trustee would affect the existence of the Trustee or in any way contesting or affecting the validity or enforceability of the Indenture or the District Continuing Disclosure Agreement or contesting the powers of the Trustee or its authority to enter into and perform its obligation under the Indenture or the District Continuing Disclosure Agreement.

Capitalized terms not defined herein have the same meaning as is set forth in the Bond Purchase Agreement relating to the Bonds.

Dated: [Closing Date] U.S. BANK TRUST COMPANY,

NATIONAL ASSOCIATION,
as Trustee
By
Authorized Officer
934
F-1

EXHIBIT F
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

CERTIFICATE OF MUNICIPAL ADVISOR
The undersigned hereby states and certifies as follows:
(1) The undersigned is an authorized officer of CSG Advisors Incorporated, which has acted as municipal advisor (the “Municipal Advisor”) to City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Issuer”) in connection with the issuance of the above-referenced bonds (the “Bonds”), and as such, is familiar with the facts herein certified and is authorized and qualified to certify the same.
(2) The Municipal Advisor has participated in the preparation of the Preliminary Official Statement dated [POS Date] (the “Preliminary Official Statement”) and the final Official Statement dated [Pricing Date] (the “Official Statement”) relating to the Bonds. (3) Nothing has come to the attention of the Municipal Advisor which would lead it to believe that the Preliminary Official Statement or the Official Statement contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading.

Dated: [Closing Date] CSG ADVISORS INCORPORATED,
as Municipal Advisor
By:

Authorized Officer
935
G-1
EXHIBIT G-1

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

LETTER OF REPRESENTATIONS OF
[THE NEW HOME COMPANY SOUTHERN CALIFORNIA LLC][RICHMOND AMERICAN HOMES OF MARYLAND, INC.]
[POS Date]
City of Fontana Community Facilities
District No. 113 (The Gardens Phase Two)
8353 Sierra Avenue
Fontana, California 92335
Stifel, Nicolaus & Company, Incorporated
2121 Avenue of the Stars, Suite 2150
Los Angeles, California 90067
Reference is made to the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026 (the “Bonds”) and to the Bond Purchase Agreement to be entered into in connection therewith (the “Bond Purchase Agreement”). This Letter of Representations of [The New Home Company Southern California LLC][Richmond American Homes of Maryland, Inc.] (the “Letter of Representations”) is delivered pursuant to and in satisfaction of Section 8(c)(xvii) of the Bond Purchase Agreement. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Bond Purchase Agreement.

The undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of [The New Home Company Southern California LLC, a Delaware limited liability company, doing business as Risewell Homes][Richmond American Homes of Maryland, Inc., a Maryland corporation] (the “Developer”), and the undersigned, on behalf of the Developer, further certifies as follows:

1. The Developer is a [limited liability company duly formed][corporation duly incorporated], validly existing and in good standing under the laws of the State of [Delaware][Maryland], is qualified to transact business in the State of California, and has all requisite right, power and authority (i) to execute and deliver this Letter of Representations, and (ii) to develop property in the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Community Facilities District”) as described in the Preliminary Official Statement.

2. As set forth in the Preliminary Official Statement, title to a certain portion of the property within the Community Facilities District is held in the name of the Developer [FOR RISEWELL HOMES ONLY: or is owned by TPG AG EHC III (NWHM) CA 2, L.P., a Delaware limited partnership (the “Land Bank”) but is under option to the Developer] (all such property is referred to herein as the “Property”). The undersigned, on behalf of the Developer, makes the 936
G-2
representations herein with respect to all such Property. [FOR RISEWELL HOMES ONLY: Except as otherwise described in the Preliminary Official Statement with respect to the Land Bank,] the Developer’s current expectation is that the Developer shall remain the party responsible for the construction and sale of homes within the Property. The Developer has not entered into an agreement for development or management of the Property by any other entity, except such subcontracts, consultant agreements and similar agreements for land development activities associated with the Developer’s development plan as are entered into in the ordinary course of business.

3. Except as set forth in the Preliminary Official Statement, no action, suit, proceeding, inquiry or investigation at law or in equity, before or by any court, regulatory agency, public board or body is pending against the Developer (with proper service of process to the Developer having been accomplished) or, to the Actual Knowledge of the Undersigned, 1is pending against any current Relevant Entity2(with proper service of process to such Relevant Entity having been accomplished) or to the Actual Knowledge of the Undersigned is threatened in writing against the Developer, or any such Relevant Entity (a) to restrain or enjoin the collection of the special tax levied on the Property by the Community Facilities District (the “Special Tax”) or other sums pledged or to be pledged to pay the principal of and interest on the Bonds (e.g., the reserve fund established under the Indenture (herein, the “Reserve Fund”)), (b) to restrain or enjoin the development of the Property as described in the Preliminary Official Statement, [FOR RISEWELL HOMES ONLY: (c) to materially adversely affect the ability of the Developer to perform its obligations under the Continuing Disclosure Certificate (as hereinafter defined),] (d) in any way contesting or affecting the validity of the Special Tax, or (e) which is reasonably likely to materially and adversely affect the Developer’s ability to acquire, develop, and sell the Property as described in the Preliminary Official Statement or to pay the Special Tax due with respect to the Property (to the extent the responsibility of the Developer) prior to delinquency.

4. As of the date of the Preliminary Official Statement, to the Actual Knowledge of the Undersigned, the information contained therein solely with respect to the Developer, its Relevant Entities, the proposed development of the Property, ownership of the Property, the Developer’s development plan, the Developer’s financing plan, the Developer’s lenders, if any, [and] contractual

1 “Actual Knowledge of the Undersigned” means the actual (as opposed to constructive) knowledge that the individual signing on behalf of the Developer currently has as of the date of this Letter of Representations or has obtained through (i) interviews with such current officers and responsible employees of the Developer and its Relevant Entities as the undersigned has determined are reasonably likely, in the ordinary course of their respective duties, to have knowledge of the matters set forth in this Letter of Representations, and/or (ii) review of documents that were reasonably available to the undersigned and which the undersigned has reasonably deemed necessary for the undersigned to obtain knowledge of the matters set forth in this Letter of Representations.

The undersigned has not conducted any extraordinary inspection or inquiry other than such inspections or inquiries as are prudent and customary in connection with the ordinary course of the Developer’s current business and operations. Individuals who are no longer employees of the Developer and its Relevant Entities have not been contacted. 2 “Relevant Entity” means, with respect to the Developer, any other Person (i) who directly, or indirectly through one or more intermediaries, is currently controlling, controlled by or under common control with the Developer, and (ii) for whom information, including financial information or operating data, concerning such Person is material to potential investors in their evaluation of the Community Facilities District and investment decision regarding the Bonds (i.e., information relevant to (a) the Developer’s development plans with respect to the Property and ability to pay its Special Tax on the Property (to the extent the responsibility of the Developer) prior to delinquency, or (b) such Person’s assets or funds that would materially affect the Developer’s ability to develop the Property as described in the Preliminary Official Statement or to pay its Special Tax on the Property (to the extent the responsibility of the Developer). “Person” means an individual, a corporation, a partnership, a limited liability company, an association, a joint stock company, a trust, any unincorporated organization or a government or political subdivision thereof. For purposes hereof, the term “control” (including the terms “controlling,” “controlled by” or “under common control with”) means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise. [FOR RISEWELL HOMES ONLY: The Land Bank is not a Relevant Entity of the Developer.] 937
G-3
arrangements of the Developer or any Relevant Entities (including, if material to the Developer’s development plan or the Developer’s financing plan, loans of such Relevant Entities) [FOR RISEWELL HOMES ONLY: and the Developer’s compliance with its continuing disclosure undertakings] as set forth under the sections of the Preliminary Official Statement captioned “INTRODUCTION – The District” (the first six paragraphs only), “THE COMMUNITY FACILITIES DISTRICT – General Information Regarding the District” (the second through sixth paragraphs thereof only), “PROPERTY OWNERSHIP AND THE DEVELOPMENT – General,” [FOR RISEWELL HOMES ONLY: “– New Home Company dba Risewell Homes,” “– The New Home Company Land Bank Arrangement” and “CONTINUING DISCLOSURE – Risewell Homes”][FOR RICHMOND AMERICAN ONLY: and “– Richmond American”] (but in all cases under all captions excluding therefrom (i) information regarding the Appraisal Report (as defined herein), market value ratios and annual special tax ratios, and (ii) information which is identified as having been provided by a source other than the Developer), is true and correct in all material respects and did not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

5. Except as described in the Preliminary Official Statement, there are no material loans outstanding and unpaid and no material lines of credit of the Developer or its Relevant Entities, that are secured by an interest in the Property. Neither the Developer nor, to the Actual Knowledge of the Undersigned, any of its Relevant Entities is currently in material default on any loans, lines of credit or other obligation related to the development of the Property or any other project which default is reasonably likely to materially and adversely affect the Developer’s ability to develop the Property as described in the Preliminary Official Statement or to pay the Special Tax due with respect to the Property (to the extent the responsibility of the Developer) prior to delinquency.

6. To the Actual Knowledge of the Undersigned, other than as disclosed in the Preliminary Official Statement, the Developer is not aware that any of the Property has a current liability with respect to the presence of a substance presently classified as hazardous under the federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 or applicable California law or is adversely affected by the presence of endangered or threatened species or habitat for endangered or threatened species.

7. The Developer covenants that, while the Bonds or any refunding obligations related thereto are outstanding, the Developer and its Relevant Entities which it controls will not bring any action, suit, proceeding, inquiry or investigation at law or in equity, before any court, regulatory agency, public board or body, that in any way seeks to challenge or overturn the formation of the Community Facilities District, to challenge the adoption of the ordinance of the Community Facilities District levying Special Tax within the Community Facilities District, to invalidate the Community Facilities District or any of the Bonds or any refunding bonds related thereto, or to invalidate the special tax liens imposed under Section 3115.5 of the Streets and Highways Code based on recordation of the notices of special tax lien relating thereto. The foregoing covenant shall not prevent the Developer or a Relevant Entity in any way from bringing any other action, suit, proceeding, inquiry or investigation at law or in equity, before any court, regulatory agency, public board or body including, without limitation, (a) an action or suit contending that the Special Tax has not been levied in accordance with the methodologies contained in the Rate and Method of Apportionment of Special Tax pursuant to which Special Tax is levied, (b) an action or suit with respect to the application or use of the Special Tax levied and collected or (c) an action or suit to enforce the obligations of the City and/or the Community Facilities District under the Resolutions and Ordinance, the Indenture, or any other 938
G-4
agreements among the Developer, a Relevant Entity, the City and/or the Community Facilities District or to which the Developer or a Relevant Entity is a party or beneficiary.

8. The Developer consents to the issuance of the Bonds. The Developer acknowledges and agrees that the proceeds of the Bonds will be used as described in the Preliminary Official Statement.

9. The Developer intends to comply with the provision of the Mello-Roos Community Facilities Act of 1982, as amended, relating to the Notice of Special Tax described in Government Code Section 53341.5 in connection with the sale of the Property to homeowners, or portions thereof.

10. To the Actual Knowledge of the Undersigned, the Developer is able to pay its bills as they become due and no legal proceedings are pending against the Developer (with proper service of process having been accomplished) or, to the Actual Knowledge of the Undersigned, threatened in writing in which the Developer may be adjudicated as bankrupt or discharged from any and all of its debts or obligations, or granted an extension of time to pay its debts or obligations, or be allowed to reorganize or readjust its debts, or be subject to control or supervision of the Federal Deposit Insurance Corporation.

11. To the Actual Knowledge of the Undersigned, Relevant Entities of the Developer are able to pay their bills as they become due and no legal proceedings are pending against any Relevant Entity of the Developer (with proper service of process having been accomplished) or to the Actual Knowledge of the Undersigned, threatened in writing in which the Relevant Entities of the Developer may be adjudicated as bankrupt or discharged from any or all of their debts or obligations, or granted an extension of time to pay their debt or obligations, or be allowed to reorganize or readjust their debts or obligations, or be subject to control or supervision of the Federal Deposit Insurance Corporation which is reasonably likely to have a materially adverse impact on the ability of the Developer to develop the Property as described in the Preliminary Official Statement, or to pay the Special Tax or ad valorem tax obligations with respect to the portion of the Property then owned by the Developer (to the extent the responsibility of the Developer) prior to delinquency.

12. The Developer has been developing or has been involved in the development of numerous projects over an extended period of time. It is likely that the Developer and its Relevant Entities have been delinquent at one time or another in the payment of ad valorem property taxes, special assessments or special taxes. However, to the Actual Knowledge of the Undersigned, during the last five years, neither the Developer nor any current Relevant Entity has, during the period of its ownership, been delinquent to any material extent in the payment of any ad valorem property tax, special assessment or special tax on property included within the boundaries of a community facilities district or an assessment district in California that (a) caused a draw on a reserve fund relating to such assessment district or community facilities district financing or (b) resulted in a foreclosure action being commenced against the delinquent Developer or such Relevant Entity in a court of law.

13. The Developer has not filed for the reassessment of the assessed value of any portions of the Property, other than in connection with the sale of homes to individual homebuyers.

14. To the Actual Knowledge of the Undersigned, there are no claims, disputes, suits, actions or contingent liabilities by and among the Developer, its Relevant Entities or any contractors working on the development of the Property which is reasonably likely to materially and adversely affect the Developer’s development of the Property as described in the Preliminary Official Statement, 939
G-5
or the payment of the Special Tax due with respect to the Property (to the extent the responsibility of the Developer) prior to delinquency.

15. Based upon the current development plans, including, without limitation, the current budget and subject to economic conditions and risks generally inherent in the development of real property, including, but not limited to, the risks described in the Preliminary Official Statement under the section entitled “SPECIAL RISK FACTORS,” the Developer presently anticipates that it will have sufficient funds to develop the Property as described in the Preliminary Official Statement and to pay Special Tax levied against the Property (to the extent the responsibility of the Developer) prior to delinquency and does not anticipate that the City or the Community Facilities District will be required to resort to a draw on the Reserve Fund for payment of principal of or interest on the Bonds due to the Developer’s nonpayment of Special Tax. However, neither the Developer nor any of its Relevant Entities are obligated to make any additional capital contribution or loan to the Developer at any time, and the Developer reserves the right to change its development plans and financing plans for the Property at any time without notice.

16. An appraisal of the taxable properties within the Community Facilities District, dated September 22, 2026 (the “Appraisal Report”), was prepared by Kitty Siino & Associates, Inc. (the “Appraiser”). The Appraisal Report estimates the market value of the taxable properties within the Community Facilities District as of August 7, 2026 (the “Date of Value”). To the Actual Knowledge of the Undersigned, all information submitted by, or on behalf of and authorized by, the Developer to the Appraiser and contained in the sections of the Appraisal Report highlighted in yellow or circled in Exhibit A attached hereto, was true and correct in all material respects as of the Date of Value.

17. [FOR RISEWELL HOMES ONLY: The Developer agrees to execute at Closing the Continuing Disclosure Certificate, substantially in the form attached as Appendix H to the Preliminary Official Statement (the “Continuing Disclosure Certificate”), with such additional changes as may be agreed to by the Developer and the Underwriter. Except as disclosed in the Preliminary Official Statement, to the Actual Knowledge of the Undersigned, the Developer is not aware of any material failures by it or any entity under managerial control of the Developer to comply in all material respects with previous continuing disclosure undertakings in a written certificate or agreement executed by it or an entity under the managerial control of the Developer to provide periodic continuing disclosure reports or notices of material events respecting securities offerings in California within the past five years.]

18. [FOR RISEWELL HOMES ONLY: To the Actual Knowledge of the Undersigned, execution and delivery of the Continuing Disclosure Certificate, and the performance by the Developer of its obligations under the Continuing Disclosure Certificate, will not conflict with or constitute a breach of or default under any loans, lines of credit, agreements, or other contractual or financial obligations of the Developer, or any applicable law, regulation, judgment or decree.]

19. Solely as to the limited information described in the sections of the Preliminary Official Statement indicated in Paragraph 4 herein (and subject to the limitations and exclusions set forth in Paragraph 4), the Developer agrees to indemnify and hold harmless, to the extent permitted by law, the City, the Community Facilities District, and their officials and employees, and each Person, if any, who controls any of the foregoing within the meaning of Section 15 of the Securities Act of 1933, as amended, or of Section 20 of the Securities Exchange Act of 1934, as amended (each, an “Indemnified Party” and, collectively, the “Indemnified Parties”), against any and all losses, claims, damages or liabilities, joint or several, to which such Indemnified Party may become subject under any statute or 940
G-6
at law or in equity and shall reimburse any such Indemnified Party for any reasonable legal or other expense incurred by it in connection with investigating any such claim against it and defending any such action, insofar as and solely to the extent such losses, claims, damages, liabilities or actions, or legal or other expenses, arise out of or are based upon any untrue statement or alleged untrue statement of a material fact or the omission or alleged omission of a material fact by the Developer in the abovereferenced information in the Preliminary Official Statement, as of its date, necessary to make the statements made by the Developer contained therein, in light of the circumstances under which they were made not misleading. This indemnity provision shall not be construed as a limitation on any other liability which the Developer may otherwise have to any Indemnified Party, provided that in no event shall the Developer be obligated for double indemnification, or for the negligence or willful misconduct of an Indemnified Party.

If any suit, action, proceeding (including any governmental or regulatory investigation), claim or demand shall be brought or asserted against any Indemnified Party in respect of which indemnification may be sought pursuant to the above paragraph, such Indemnified Party shall promptly notify the Developer in writing; provided that the failure to notify the Developer shall not relieve it from any liability that it may have hereunder except to the extent that it has been materially prejudiced by such failure; and provided, further, that the failure to notify the Developer shall not relieve it from any liability that it may have to an Indemnified Party otherwise than under the above paragraph unless such liability was also conditioned upon such notice. If any such proceeding shall be brought or asserted against an Indemnified Party and it shall have notified the Developer thereof, the Developer shall retain counsel reasonably satisfactory to the Indemnified Party and approved thereby to represent the Indemnified Party in such proceeding and shall pay the fees and expenses of such counsel related to such proceeding, as incurred. In any such proceeding, any Indemnified Party shall have the right to retain its own counsel, but the fees and expenses of such counsel shall be at the expense of such Indemnified Party unless (i) the Developer and the Indemnified Party shall have mutually agreed to the contrary; (ii) the Developer has failed within a reasonable time to retain counsel reasonably satisfactory to the Indemnified Party; (iii) the Indemnified Party shall have reasonably concluded that there may be legal defenses available to it that are different from or in addition to those available to the Developer such that a material conflict of interest exists for such counsel; or (iv) the named parties in any such proceeding (including any impleaded parties) include the Developer and the Indemnified Party and representation of both parties by the same counsel would be inappropriate due to actual or potential differing interest between them. It is understood and agreed that the Developer shall not, in connection with any proceeding or related proceedings in the same jurisdiction, be liable for the fees and expenses of more than one separate firm (in addition to any local counsel) for all Indemnified Parties, and that all such fees and expenses, to the extent reasonable, shall be paid or reimbursed as they are incurred. Any such separate firm shall be designated in writing by such Indemnified Parties. The Developer shall not be liable for any settlement of any proceeding effected without its written consent, but if settled with such consent or if there be a final judgment for the plaintiff, the Developer agrees to indemnify each Indemnified Party from and against any loss or liability by reason of such settlement or judgment to the extent set forth above. If the Developer shall, after receiving notice of the indemnification obligation of the Developer and within a period of time necessary to preserve any and all defenses to any claim asserted, fails to assume the defense or to retain counsel for that purpose satisfactory to the Indemnified Party, the Indemnified Party shall have the right, but not the obligation, to undertake the defense of, and to compromise or settle the claim or other matter on behalf of, for the account of and at the risk of, the Developer. The Developer shall not, without the written consent of the Indemnified Party, effect any settlement of any pending or threatened proceeding in respect of which any Indemnified Party is a party and indemnification could have been sought hereunder by such Indemnified Party, unless such settlement (x) includes an unconditional 941
G-7
release of such Indemnified Party, in form and substance reasonably satisfactory to such Indemnified Party, from all liability on claims that are the subject matter of such proceeding, and (y) does not include any statement as to or any admission of fault, culpability or a failure to act by or on behalf of any Indemnified Party.

20. If between the date hereof and the Closing Date any event relating to or affecting the Developer, its Relevant Entities, ownership of the Property, the proposed development of the Property, the Developer’s development plan, the Developer’s financing plan, the Developer’s lenders, if any, and contractual arrangements of the Developer or any Relevant Entities (including, if material to the Developer’s development plan or the Developer’s financing plan, loans of such Relevant Entities) [FOR RISEWELL HOMES ONLY: and the Developer’s compliance with its continuing disclosure undertakings] shall occur of which the undersigned has actual knowledge which would cause the information under the sections of the Preliminary Official Statement indicated in Paragraph 4 hereof (and subject to the limitations and exclusions contained in Paragraph 4 hereof), to contain an untrue statement of a material fact or to omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Developer shall notify the City, the Community Facilities District and the Underwriter and if in the opinion of counsel to the City or the Underwriter such event requires the preparation and publication of a supplement or amendment to the Preliminary Official Statement, the Developer shall reasonably cooperate with the City and the Community Facilities District in the preparation of an amendment or supplement to the Preliminary Official Statement in form and substance satisfactory to counsel to the City, the Community Facilities District and to the Underwriter.

21. The Developer agrees to deliver a Closing Certificate dated the date of issuance of the Bonds at the time of issuance of the Bonds in substantially the form attached as Exhibit H-1 to the Bond Purchase Agreement. If any event related to or affecting the Developer, its Relevant Entities, or the ownership, development, or sale of the Property occurs, as a result of which it is necessary to modify the Closing Certificate, the Developer agrees to deliver a new Closing Certificate revised to reflect such event.

22. On behalf of the Developer, I have reviewed the contents of this Letter of Representations and have discussed with counsel to the Developer the meaning of the contents of this Letter of Representations. The Developer acknowledges and understands that a variety of state and federal securities laws, including, but not limited to the Securities Act of 1933, as amended, and Rule 10b-5 promulgated under the Securities Exchange Act of 1934, as amended, may apply to the Developer and that under some circumstances, certification as to the matters set forth in this Letter of Representations, without additional disclosures or other action, may not fully discharge all duties and obligations of the Developer under such securities laws. [Remainder of Page Intentionally Left Blank; Signature on Following Page] 942
G-8
The undersigned has executed this Letter of Representations solely in his or her capacity as an authorized officer or representative of the Developer and he or she will have no personal liability arising from or relating to this Letter of Representations. Any liability arising from or relating to this Letter of Representations may only be asserted against the Developer. [THE NEW HOME COMPANY SOUTHERN
CALIFORNIA LLC][RICHMOND AMERICAN
HOMES OF MARYLAND, INC.],
[a Delaware limited liability company][a Maryland
corporation]
By:

Name:

Title:
[SIGNATURE PAGE TO LETTER OF REPRESENTATIONS OF
[THE NEW HOME COMPANY SOUTHERN CALIFORNIA LLC][RICHMOND AMERICAN HOMES OF MARYLAND, INC.]]
943
G-1-9

EXHIBIT A
TO

LETTER OF REPRESENTATIONS OF
[THE NEW HOME COMPANY SOUTHERN CALIFORNIA LLC][RICHMOND AMERICAN HOMES OF MARYLAND, INC.]

DEVELOPER PROVIDED INFORMATION IN APPRAISAL REPORT
See attached.
944
G-2-1
EXHIBIT G-2

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

LETTER OF REPRESENTATIONS OF
TPG AG EHC III (NWHM) CA 2, L.P.
[POS Date]
City of Fontana Community Facilities
District No. 113 (The Gardens Phase Two)
8353 Sierra Avenue
Fontana, California 92335
Stifel, Nicolaus & Company, Incorporated
2121 Avenue of the Stars, Suite 2150
Los Angeles, California 90067
Reference is made to the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026 (the “Bonds”) and to the Bond Purchase Agreement to be entered into in connection therewith (the “Bond Purchase Agreement”). This Letter of Representations of TPG AG EHC III (NWHM) CA 2, L.P. (the “Letter of Representations”) is delivered pursuant to and in satisfaction of Section 8(c)(xvii) of the Bond Purchase Agreement.

Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Bond Purchase Agreement.

The undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of TPG AG EHC III (NWHM) CA 2, L.P., a Delaware limited partnership (the “Land Bank”), and the undersigned, on behalf of the Land Bank, further certifies as follows:

1. The Land Bank is a limited partnership duly formed, validly existing and in good standing under the laws of the State of Delaware and is duly registered to transact business in the State of California as a foreign limited partnership and is in good standing in the State of California, and has all requisite right, power and authority (i) to execute and deliver this Letter of Representations, and (ii) to undertake all of the transactions on its part described in the Preliminary Official Statement.

2. As set forth in the Preliminary Official Statement, title to a certain portion of the property within the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Community Facilities District”) is held in the name of the Land Bank (the “Property”). The undersigned, on behalf of the Land Bank, makes the representations herein with respect to all such Property.
945
G-2-2

3. To the Actual Knowledge of the Undersigned1, as of the date of the Preliminary Official Statement, solely with respect to information contained therein with respect to the Land Bank and ownership of Property by the Land Bank as set forth under the caption “PROPERTY OWNERSHIP AND THE DEVELOPMENT – The New Home Company Land Bank Arrangement,” such information is true and correct in all material respects and did not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

4. If between the date hereof and the Closing Date any event relating to or affecting the Land Bank or the Property shall occur of which the undersigned has actual knowledge which would cause the information under the sections of the Preliminary Official Statement indicated in Paragraph 3 hereof to contain an untrue statement of a material fact or to omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Land Bank shall notify the City, the Community Facilities District and the Underwriter and if in the opinion of counsel to the City or the Underwriter such event requires the preparation and publication of a supplement or amendment to the Preliminary Official Statement, the Land Bank shall reasonably cooperate with the City and the Community Facilities District in the preparation of an amendment or supplement to the Preliminary Official Statement in form and substance satisfactory to counsel to the City, the Community Facilities District and to the Underwriter.

5. The Land Bank agrees to deliver a Closing Certificate dated the date of issuance of the Bonds at the time of issuance of the Bonds in substantially the form attached as Exhibit H-2 to the Bond Purchase Agreement. If any event related to or affecting the Land Bank, the ownership and sale of the Property, or the contractual arrangements relating to the Property, as a result of which it is necessary to modify the Closing Certificate, the Land Bank agrees to deliver a new Closing Certificate revised to reflect such event.
[Remainder of Page Intentionally Left Blank; Signature on Following Page]

1 “Actual Knowledge of the Undersigned” means the actual (as opposed to constructive) knowledge that the individual signing on behalf of the Land Bank currently has as of the date of this Letter of Representations or has obtained through (i) interviews with such current officers and responsible employees of the Land Bank as the undersigned has determined are reasonably likely, in the ordinary course of their respective duties, to have knowledge of the matters set forth in this Letter of Representations, and/or (ii) review of documents that were reasonably available to the undersigned and which the undersigned has reasonably deemed necessary for the undersigned to obtain knowledge of the matters set forth in this Letter of Representations. The undersigned has not conducted any extraordinary inspection or inquiry other than such inspections or inquiries as are prudent and customary in connection with the ordinary course of the Land Bank’s current business and operations. Individuals who are no longer employees of the Land Bank have not been contacted.
946
G-2-3
The undersigned has executed this Letter of Representations solely in his or her capacity as an authorized officer or representative of the Land Bank and he or she will have no personal liability arising from or relating to this Letter of Representations. Any liability arising from or relating to this Letter of Representations may only be asserted against the Land Bank.

TPG AG EHC III (NWHM) CA 2, L.P.,
a Delaware limited partnership
By:

By:

Authorized Representative
[SIGNATURE PAGE TO LETTER OF REPRESENTATIONS OF
TPG AG EHC III (NWHM) CA 2, L.P.]
947
G-3-1
EXHIBIT G-3

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

LETTER OF REPRESENTATIONS OF

NORTH FONTANA INVESTMENT COMPANY, LLC
[POS Date]
City of Fontana Community Facilities
District No. 113 (The Gardens Phase Two)
8353 Sierra Avenue
Fontana, California 92335
Stifel, Nicolaus & Company, Incorporated
2121 Avenue of the Stars, Suite 2150
Los Angeles, California 90067
Reference is made to the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026 (the “Bonds”) and to the Bond Purchase Agreement to be entered into in connection therewith (the “Bond Purchase Agreement”). This Letter of Representations of North Fontana Investment Company, LLC (the “Letter of Representations”) is delivered pursuant to and in satisfaction of Section 8(c)(xvii) of the Bond Purchase Agreement.

Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Bond Purchase Agreement.

The undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of North Fontana Investment Company, LLC, a Delaware limited liability company (the “Master Developer”), and the undersigned, on behalf of the Master Developer, further certifies as follows:

1. As of the date of the Preliminary Official Statement, to the actual (as opposed to constructive) knowledge of the individual executing this Letter of Representations on behalf of the Master Developer, after inquiry of those current officers and employees of the Master Developer who are reasonably likely to have knowledge of the matters set forth herein (the “Actual Knowledge of the Undersigned”), the information contained therein solely with respect to the Master Developer, City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “Community Facilities District”) and the development of the property therein, the Master Developer’s former ownership of property within the Community Facilities District and its sale of property to The New Home Company Southern California LLC, as set forth under the sections of the Preliminary Official Statement captioned “INTRODUCTION – The District” (the eighth paragraph only), “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS – Special Tax” (the first paragraph only), “THE COMMUNITY FACILITIES DISTRICT – General Information Regarding the District,” “PROPERTY OWNERSHIP AND THE DEVELOPMENT – General” and “PROPERTY OWNERSHIP AND THE DEVELOPMENT – The New Home Company Land Bank Arrangement” (the first paragraph only) (but in all cases under all captions excluding therefrom (i) information 948
G-3-2
regarding the Appraisal Report, market value ratios and annual special tax ratios, and (ii) information which is identified as having been provided by a source other than the Master Developer), is true and correct in all material respects and did not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

2. If between the date hereof and the Closing Date any event relating to the information under the sections of the Preliminary Official Statement indicated in Paragraph 1 hereof (and subject to the limitations and exclusions contained in Paragraph 1 hereof) shall occur of which the undersigned has actual knowledge which would cause such information to contain an untrue statement of a material fact or to omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Master Developer shall notify the City, the Community Facilities District and the Underwriter and, if in the opinion of counsel to the City or the Underwriter such event requires the preparation and publication of a supplement or amendment to the Preliminary Official Statement, the Master Developer shall reasonably cooperate with the City and the Community Facilities District in the preparation of an amendment or supplement to the Preliminary Official Statement in form and substance satisfactory to counsel to the City, the Community Facilities District and the Underwriter.

3. The Master Developer agrees to deliver a Closing Certificate dated the date of issuance of the Bonds in substantially the form attached as Exhibit H-3 to the Bond Purchase Agreement. If any event relating to the information under the sections of the Preliminary Official Statement indicated in Paragraph 1 hereof occurs as a result of which it is necessary to modify the Closing Certificate, the Master Developer agrees to deliver a new Closing Certificate revised to reflect such event.

4. On behalf of the Master Developer, I have reviewed the contents of this Letter of Representations and have discussed with counsel to the Master Developer the meaning of the contents of this Letter of Representations. The Master Developer acknowledges and understands that a variety of state and federal securities laws, including, but not limited to, the Securities Act of 1933, as amended, and Rule 10b-5 promulgated under the Securities Exchange Act of 1934, as amended, may apply to the Master Developer and that under some circumstances, certification as to the matters set forth in this Letter of Representations, without additional disclosures or other action, may not fully discharge all duties and obligations of the Master Developer under such securities laws. [Remainder of Page Intentionally Left Blank; Signature on Following Page] 949
G-3-3
The undersigned has executed this Letter of Representations solely in his or her capacity as an authorized officer or representative of the Master Developer and he or she will have no personal liability arising from or relating to this Letter of Representations. Any liability arising from or relating to this Letter of Representations may only be asserted against the Master Developer.

NORTH FONTANA INVESTMENT COMPANY,
LLC, a Delaware limited liability company
By:

Name:

Title:
[SIGNATURE PAGE TO LETTER OF REPRESENTATIONS OF NORTH FONTANA INVESTMENT COMPANY, LLC]
950
H-1-1
EXHIBIT H-1
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

CLOSING CERTIFICATE OF
[THE NEW HOME COMPANY SOUTHERN CALIFORNIA LLC][RICHMOND AMERICAN HOMES OF MARYLAND, INC.]
[Closing Date]
City of Fontana Community Facilities
District No. 113 (The Gardens Phase Two)
8353 Sierra Avenue
Fontana, California 92335
Stifel, Nicolaus & Company, Incorporated
2121 Avenue of the Stars, Suite 2150
Los Angeles, California 90067
Ladies and Gentlemen:

Reference is made to the above-captioned bonds (the “Bonds”) and to the Bond Purchase Agreement, dated [Pricing Date] (the “Bond Purchase Agreement”), entered into in connection therewith. This Closing Certificate of [The New Home Company Southern California LLC][Richmond American Homes of Maryland, Inc.] (the “Closing Certificate”) is delivered pursuant to Section 8(c)(xviii) of the Bond Purchase Agreement. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Letter of Representations of [The New Home Company Southern California LLC][Richmond American Homes of Maryland, Inc.], dated [POS Date] (the “Letter of Representations”), delivered by [The New Home Company Southern California LLC, a Delaware limited liability company, doing business as Risewell Homes][Richmond American Homes of Maryland, Inc., a Maryland corporation] (the “Developer”).

The undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of the Developer, and the undersigned, on behalf of the Developer, further certifies as follows:

1. The Developer has received the final Official Statement dated [Pricing Date] relating to the Bonds (the “Official Statement”). To the Actual Knowledge of the Undersigned, each statement, representation and warranty made in the Letter of Representations is true and correct in all material respects on and as of the date hereof with the same effect as if made on the date hereof, except that all references therein to the Preliminary Official Statement shall be deemed to be references to the Official Statement.

2. To the Actual Knowledge of the Undersigned, no event has occurred since the date of the Preliminary Official Statement affecting the statements and information described in Paragraph 4 951
H-1-2
of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 4 of the Letter of Representations) relating to the Developer, its Relevant Entities, the proposed development of the Property, ownership of the Property, the Developer’s development plan, the Developer’s financing plan, the Developer’s lenders, if any, and contractual arrangements of the Developer or any Relevant Entities (including, if material to the Developer’s development plan or the Developer’s financing plan, loans of its Relevant Entities) [FOR RISEWELL HOMES ONLY: and the Developer’s compliance with its continuing disclosure undertakings], which should be disclosed in the Official Statement for the purposes for which it is to be used in order to make such statements and information contained in the Official Statement not misleading in any material respect.

3. For the period through 25 days after the “End of the Underwriting Period” as defined in the Bond Purchase Agreement (provided the Developer may assume the End of the Underwriting Period is the Closing Date (as defined in the Bond Purchase Agreement), unless it receives written notice from the Underwriter that the End of the Underwriting Period is later than the Closing Date), if any event relating to or affecting the Developer, its Relevant Entities, the proposed development of the Property, ownership of the Property, the Developer’s development plan, the Developer’s financing plan, the Developer’s lenders, if any, [and] contractual arrangements of the Developer or any Relevant Entities (including, if material to the Developer’s development plan or the Developer’s financing plan, loans of its Relevant Entities) [FOR RISEWELL HOMES ONLY: and the Developer’s compliance with its continuing disclosure undertakings] shall occur as a result of which it is necessary, in the opinion of the Underwriter or counsel to the City or the Community Facilities District, to amend or supplement the Official Statement in order to make the information under the sections of the Official Statement indicated in Paragraph 4 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 4 of the Letter of Representations) not misleading in the light of the circumstances under which they were made, the Developer shall reasonably cooperate with the City, the Community Facilities District and the Underwriter in the preparation and publication of a supplement or amendment to the information under the sections of the Official Statement indicated in Paragraph 4 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 4 of the Letter of Representations), in form and substance satisfactory to the Underwriter and counsel to the City and the Community Facilities District which will amend or supplement the Official Statement so that it will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.
[Remainder of Page Intentionally Left Blank; Signature Page Follows] 952
H-1-3
The undersigned has executed this Closing Certificate solely in his or her capacity as an authorized officer or representative of the Developer and he or she will have no personal liability arising from or relating to this Closing Certificate. Any liability arising from or relating to this Closing Certificate may only be asserted against the Developer. [THE NEW HOME COMPANY SOUTHERN
CALIFORNIA LLC][RICHMOND AMERICAN
HOMES OF MARYLAND, INC.],
[a Delaware limited liability company][a Maryland
corporation]
By:

Name:

Title:
[SIGNATURE PAGE TO CLOSING CERTIFICATE OF
[THE NEW HOME COMPANY SOUTHERN CALIFORNIA LLC][RICHMOND AMERICAN HOMES OF MARYLAND, INC.]]
953
H-2-1
EXHIBIT H-2
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

CLOSING CERTIFICATE OF
TPG AG EHC III (NWHM) CA 2, L.P.
[Closing Date]
City of Fontana Community Facilities
District No. 113 (The Gardens Phase Two)
8353 Sierra Avenue
Fontana, California 92335
Stifel, Nicolaus & Company, Incorporated
2121 Avenue of the Stars, Suite 2150
Los Angeles, California 90067
Ladies and Gentlemen:

Reference is made to the above-captioned bonds (the “Bonds”) and to the Bond Purchase Agreement, dated [Pricing Date] (the “Bond Purchase Agreement”), entered into in connection therewith. This Closing Certificate of TPG AG EHC III (NWHM) CA 2, L.P. (the “Closing Certificate”) is delivered pursuant to Section 8(c)(xviii) of the Bond Purchase Agreement. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Letter of Representations of TPG AG EHC III (NWHM) CA 2, L.P., dated [POS Date] (the “Letter of Representations”), delivered by TPG AG EHC III (NWHM) CA 2, L.P., a Delaware limited partnership (the “Land Bank”).

The undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of the Land Bank, and the undersigned, on behalf of the Land Bank, further certifies as follows:

1. The Land Bank has received the final Official Statement dated [Pricing Date] relating to the Bonds (the “Official Statement”). To the Actual Knowledge of the Undersigned, each statement, representation and warranty made in the Letter of Representations is true and correct in all material respects on and as of the date hereof with the same effect as if made on the date hereof, except that all references therein to the Preliminary Official Statement shall be deemed to be references to the Official Statement.

2. To the Actual Knowledge of the Undersigned, no event has occurred since the date of the Preliminary Official Statement affecting the statements and information described in Paragraph 3 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 3 of the Letter of Representations) relating to the Land Bank and ownership of the Property by the Land Bank which should be disclosed in the Official Statement for the purposes for which it is to be 954
H-2-2
used in order to make such statements and information contained in the Official Statement not misleading in any material respect.

3. For the period through 25 days after the “End of the Underwriting Period” as defined in the Bond Purchase Agreement (provided the Land Bank may assume the End of the Underwriting Period is the Closing Date (as defined in the Bond Purchase Agreement), unless it receives written notice from the Underwriter that the End of the Underwriting Period is later than the Closing Date), if any event relating to or affecting the Land Bank or the ownership of the Property by the Land Bank, shall occur as a result of which it is necessary, in the opinion of the Underwriter or counsel to the City or the Community Facilities District, to amend or supplement the Official Statement in order to make the information under the sections of the Official Statement indicated in Paragraph 3 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 3 of the Letter of Representations) not misleading in the light of the circumstances under which they were made, the Land Bank shall reasonably cooperate with the City, the Community Facilities District and the Underwriter in the preparation and publication of a supplement or amendment to the information under the sections of the Official Statement indicated in Paragraph 3 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 3 of the Letter of Representations), in form and substance satisfactory to the Underwriter and counsel to the City and the Community Facilities District which will amend or supplement the Official Statement so that it will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. [Remainder of Page Intentionally Left Blank; Signature Page Follows] 955
H-2-3
The undersigned has executed this Closing Certificate solely in his or her capacity as an authorized officer or representative of the Land Bank and he or she will have no personal liability arising from or relating to this Closing Certificate. Any liability arising from or relating to this Closing Certificate may only be asserted against the Land Bank.

TPG AG EHC III (NWHM) CA 2, L.P.,
a Delaware limited partnership
By:

By:

Authorized Representative
[SIGNATURE PAGE TO CLOSING CERTIFICATE OF
TPG AG EHC III (NWHM) CA 2, L.P.]
956
H-3-1
EXHIBIT H-3
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113 (THE GARDENS PHASE TWO) SPECIAL TAX BONDS, SERIES 2026

CLOSING CERTIFICATE OF

NORTH FONTANA INVESTMENT COMPANY, LLC
[Closing Date]
City of Fontana Community Facilities
District No. 113 (The Gardens Phase Two)
8353 Sierra Avenue
Fontana, California 92335
Stifel, Nicolaus & Company, Incorporated
2121 Avenue of the Stars, Suite 2150
Los Angeles, California 90067
Ladies and Gentlemen:

Reference is made to the above-captioned bonds (the “Bonds”) and to the Bond Purchase Agreement, dated [Pricing Date] (the “Bond Purchase Agreement”), entered into in connection therewith. This Closing Certificate of North Fontana Investment Company, LLC (the “Closing Certificate”) is delivered pursuant to Section 8(c)(xviii) of the Bond Purchase Agreement. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Letter of Representations of North Fontana Investment Company, LLC, dated [POS Date] (the “Letter of Representations”), delivered by North Fontana Investment Company, LLC, a Delaware limited liability company (the “Master Developer”).

The undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of the Master Developer, and the undersigned, on behalf of the Master Developer, further certifies as follows:

1. The Master Developer has received the final Official Statement dated [Pricing Date] relating to the Bonds (the “Official Statement”). To the Actual Knowledge of the Undersigned, each statement, representation and warranty made in the Letter of Representations is true and correct in all material respects on and as of the date hereof with the same effect as if made on the date hereof, except that all references therein to the Preliminary Official Statement shall be deemed to be references to the Official Statement.

2. To the Actual Knowledge of the Undersigned, no event has occurred since the date of the Preliminary Official Statement affecting the statements and information described in Paragraph 1 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 1 of the Letter of Representations) which should be disclosed in the Official Statement for the purposes for which it is to be used in order to make such statements and information contained in the Official Statement not misleading in any material respect.
957
H-3-2

3. For the period through 25 days after the “End of the Underwriting Period” as defined in the Bond Purchase Agreement (provided the Master Developer may assume the End of the Underwriting Period is the Closing Date (as defined in the Bond Purchase Agreement), unless it receives written notice from the Underwriter that the End of the Underwriting Period is later than the Closing Date), if any event relating to the information under the sections of the Official Statement indicated in Paragraph 1 of the Letter of Representations shall occur as a result of which it is necessary, in the opinion of the Underwriter or counsel to the City or the Community Facilities District, to amend or supplement the Official Statement in order to make such information (subject to the limitations and exclusions contained in Paragraph 1 of the Letter of Representations) not misleading in the light of the circumstances under which they were made, the Master Developer shall reasonably cooperate with the City, the Community Facilities District and the Underwriter in the preparation and publication of a supplement or amendment to such information, in form and substance satisfactory to the Underwriter and counsel to the City and the Community Facilities District, which will amend or supplement the Official Statement so that it will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.
[Remainder of Page Intentionally Left Blank; Signature Page Follows] 958
H-3-3
The undersigned has executed this Closing Certificate solely in his or her capacity as an authorized officer or representative of the Master Developer and he or she will have no personal liability arising from or relating to this Closing Certificate. Any liability arising from or relating to this Closing Certificate may only be asserted against the Master Developer.

NORTH FONTANA INVESTMENT COMPANY,
LLC, a Delaware limited liability company
By:

Name:

Title:
[SIGNATURE PAGE TO CLOSING CERTIFICATE OF NORTH FONTANA INVESTMENT COMPANY, LLC]
959
I-1

EXHIBIT I

FORM OF ISSUE PRICE CERTIFICATION
$[PAR]

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113
(THE GARDENS PHASE TWO)
SPECIAL TAX BONDS, SERIES 2026

ISSUE PRICE CERTIFICATE
The undersigned, Stifel, Nicolaus & Company, Incorporated (“Stifel”), hereby certifies as set forth below with respect to the sale and issuance of the above-captioned obligations (the “Bonds”).

1. Sale of the General Rule Maturities. As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule A.

2. Initial Offering Price of the Hold-the-Offering-Price Maturities. (a) Stifel offered the Hold-the-Offering-Price Maturities to the Public for purchase at the respective initial offering prices listed in Schedule A (the “Initial Offering Prices”) on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds is attached to this certificate as Schedule B.
(b) As set forth in the Bond Purchase Agreement, dated [Pricing Date], by and between Stifel, as the Underwriter (as defined below), and the Issuer (as defined below), Stifel has agreed in writing that: (i) for each Maturity of the Hold-the-Offering-Price Maturities, it would neither offer nor sell any of the Bonds of such Maturity to any person at a price that is higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the “hold-the-offering-price rule”); and (ii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any third-party distribution agreement shall contain the agreement of each broker-dealer who is a party to the third-party distribution agreement, to comply with the hold-theoffering-price rule. Pursuant to such agreement, no Underwriter has offered or sold any Maturity of the Hold-the-Offering-Price Maturities at a price that is higher than the respective Initial Offering Price for that Maturity of the Bonds during the Holding Period.

3. Defined Terms.
(a) General Rule Maturities means those Maturities of the Bonds listed in Schedule A hereto as the “General Rule Maturities.”
(b) Hold-the-Offering-Price Maturities means those Maturities of the Bonds listed in Schedule A hereto as the “Hold-the-Offering-Price Maturities.” (c) Holding Period means, with respect to a Hold-the-Offering-Price Maturity, the period starting on the Sale Date and ending on the earlier of (i) the close of the fifth business day after the 960
I-2
Sale Date (which Sale Date is [Pricing Date]), or (ii) the date on which Stifel has sold at least 10% of such Hold-the-Offering-Price Maturity to the Public at prices that are no higher than the Initial Offering Price for such Hold-the-Offering-Price Maturity.
(d) Issuer means the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two).
(e) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities.
(f) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter.

The term “related party” for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (g) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is [Pricing Date]. (h) Underwriter means: (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public; and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a third-party distribution agreement participating in the initial sale of the Bonds to the Public).

4. Reserve Fund. The funding of the Reserve Fund under the Indenture, and as provided in the Tax Certificate, is reasonably required, was a vital factor in marketing the Bonds, facilitated the marketing of the Bonds at an interest rate comparable to that of bonds and other tax-exempt obligations of a similar type, and is not in excess of the amount necessary for such purpose.

The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents Stifel’s interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate of the Issuer dated [Closing Date] and with respect to compliance with the federal income tax rules affecting the Bonds, and by Bond Counsel, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds.

Dated: [Closing Date] STIFEL, NICOLAUS & COMPANY,

INCORPORATED
By:

Managing Director
By:
[Managing] Director
961
I-3

SCHEDULE A

SALE PRICES OF THE GENERAL RULE MATURITIES AND INITIAL OFFERING PRICES

OF THE HOLD-THE-OFFERING-PRICE MATURITIES
(Attached)
962
I-A

SCHEDULE B

PRICING WIRE OR EQUIVALENT COMMUNICATION
(Attached)
963
Stradling Yocca Carlson & Rauth
Draft dated September 27, 2026
4923-2672-3278v5/022777-0047
PRELIMINARY OFFICIAL STATEMENT DATED _______, 2026
NEW ISSUE – BOOK-ENTRY-ONLY NO RATING
In the opinion of Orrick, Herrington & Sutcliffe LLP, Bond Counsel to the District, based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming, among other matters, the accuracy of certain representations and compliance with certain covenants, interest on the Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986 and is exempt from State of California personal income taxes. In the further opinion of Bond Counsel, interest on the Bonds is not a specific preference item for purposes of the federal individual alternative minimum tax. Bond Counsel observes that interest on the Bonds included in adjusted financial statement income of certain corporations is not excluded from the federal corporate alternative minimum tax. Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the amount, accrual or receipt of interest on, the Bonds. See “TAX MATTERS” herein.
$18,450,000*

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113 (THE GARDENS PHASE TWO) SPECIAL TAX BONDS, SERIES 2026
Dated: Date of Delivery Due: September 1, as shown on the inside cover page The City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026 (the “Bonds”) are being issued and delivered by the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “District”) to (i) provide financing for certain public facilities and costs with respect thereto related to the development within the District, (ii) fund capitalized interest through September 1, 2027, (iii) fund a reserve fund with respect to the Bonds, and (iv) pay the costs of issuance with respect to the Bonds. See “ESTIMATED SOURCES AND USES OF FUNDS” herein. The District has been formed by and is located in the City of Fontana, California (the “City”).

The Bonds are authorized to be issued pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (Section 53311 et seq. of the Government Code of the State of California), and pursuant to an Indenture, dated as of _________ 1, 2026, by and between the District and U.S. Bank Trust Company, National Association, as Trustee. The Bonds are special, limited obligations of the District and are payable solely from Net Special Tax Revenues (as defined herein), and the other assets pledged therefor under the Indenture, all as further described herein. The Special Tax (as defined herein) is to be levied according to the rate and method of apportionment approved by the City Council of the City and the qualified electors within the District. The City Council is the legislative body of the District.

The Bonds are issuable in fully registered form and when issued will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). Individual purchases of Bonds may be made in principal amounts of $5,000 and integral multiples thereof. Purchasers of Bonds will not receive certificates representing their beneficial ownership of the Bonds but will receive credit balances on the books of their respective nominees. Interest on the Bonds will be payable on each September 1 and March 1, commencing March 1, 2027. Principal of and interest on the Bonds will be paid by the Trustee to DTC for subsequent disbursement to DTC Participants who are expected to remit such payments to the beneficial owners of the Bonds. See “THE BONDS — General Provisions” and Appendix I — “INFORMATION CONCERNING THE DEPOSITORY TRUST COMPANY AND ITS BOOK-ENTRY SYSTEM” herein.

NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE DISTRICT (EXCEPT TO THE LIMITED

EXTENT SET FORTH IN THE INDENTURE), THE CITY OR THE STATE OF CALIFORNIA, OR ANY POLITICAL SUBDIVISION THEREOF, IS PLEDGED TO THE PAYMENT OF THE BONDS OR ADDITIONAL BONDS. EXCEPT FOR THE

NET SPECIAL TAX REVENUES, NO OTHER TAXES ARE PLEDGED TO THE PAYMENT OF THE BONDS OR ADDITIONAL BONDS. THE BONDS AND ANY ADDITIONAL BONDS ARE NOT GENERAL OR SPECIAL OBLIGATIONS OF THE CITY BUT

ARE SPECIAL, LIMITED OBLIGATIONS OF THE DISTRICT PAYABLE SOLELY FROM NET SPECIAL TAX REVENUES AND THE OTHER ASSETS PLEDGED THEREFOR UNDER THE INDENTURE AS MORE FULLY DESCRIBED HEREIN.

The purchase of the Bonds involves certain risks. See the section of this Official Statement entitled “SPECIAL RISK FACTORS” for a discussion of certain risk factors that should be considered, in addition to the other matters set forth herein, in evaluating the investment quality of the Bonds.

This cover page contains certain information for general reference only. It is not a summary of this issue. Investors are advised to read the entire Official Statement to obtain information essential to the making of an informed investment decision.

The Bonds are offered when, as and if issued and accepted by the Underwriter, subject to approval as to their legality by Orrick Herrington & Sutcliffe, LLP, Los Angeles, California, as Bond Counsel, and subject to certain other conditions. Certain legal matters will be passed on for the City and the District by Best Best & Krieger LLP, Riverside, California, in its capacity as City Attorney, and by Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, as Disclosure Counsel. Certain legal matters will be passed upon for the Underwriter by its counsel, Anzel Galvan LLP, San Francisco, California. It is anticipated that the Bonds will be available for delivery through the facilities of the DTC book-entry only system or its agent in book-entry form on or about __________, 2026. [STIFEL LOGO]
Dated: _____, 2026
* Preliminary, subject to change.

This Preliminary Official Statement and the information contained herein are subject to completion or amendment. These securities may not be sold, nor may offers to buy them be accepted, prior to the time the Official Statement is delivered in final form. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. 964
4923-2672-3278v5/022777-0047

MATURITY SCHEDULE
BASE CUSIP†: ______
Maturity Date
(September 1)
Principal
Amount
Interest
Rate Yield Price CUSIP† No.
$_______ _____% Term Bonds due September 1, 20__, Yield: _____% Price: _______ CUSIP No. ___ †
$_______ _____% Term Bonds due September 1, 20__, Yield: _____% Price: _______ CUSIP No. ___ †
$_______ _____% Term Bonds due September 1, 20__, Yield: _____% Price: _______ CUSIP No. ___ †
$_______ _____% Term Bonds due September 1, 2057, Yield: _____% Price: _______ CUSIP No. ___ †
† CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by FactSet Research Systems Inc. Copyright© 2026 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the District, the City, the Underwriter or their agents or counsel assume responsibility for the accuracy of such numbers.
965
4923-2672-3278v5/022777-0047

CITY OF FONTANA

CITY COUNCIL
Acquanetta Warren, Mayor
Peter Garcia, Mayor Pro Tem
Phillip Cothran, Council Member
John Roberts, Council Member
Jesus “Jesse” Sandoval, Council Member
STAFF
Matthew C. Ballantyne, City Manager
Jessica Brown, Chief Financial Officer, Management Services Janet Koehler-Brooks, City Treasurer
Germaine Key, City Clerk
Best Best & Krieger LLP, City Attorney

BOND COUNSEL
Orrick Herrington & Sutcliffe LLP
Los Angeles, California

MUNICIPAL ADVISOR
CSG Advisors Incorporated
San Francisco, California

DISCLOSURE COUNSEL
Stradling Yocca Carlson & Rauth LLP
Newport Beach, California

TRUSTEE
U.S. Bank Trust Company, National Association
Los Angeles, California

SPECIAL TAX CONSULTANT
DTA Public Finance, Inc.

Irvine, California

APPRAISER
Kitty Siino &Associates, Inc.

Tustin, California

PRICE POINT CONSULTANT
Empire Economics, Inc.

Capistrano Beach, California
966
4923-2672-3278v5/022777-0047
Except where otherwise indicated, all information contained in this Official Statement has been provided by the City and the District. No dealer, broker, salesperson or other person has been authorized by the City, the District, the Trustee or the Underwriter to give any information or to make any representations in connection with the offer or sale of the Bonds other than those contained herein and, if given or made, such other information or representations must not be relied upon as having been authorized by the City, the District, the Trustee or the Underwriter. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale.

This Official Statement is not to be construed as a contract with the purchasers or owners of the Bonds.

Statements contained in this Official Statement which involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as representations of fact.

The Underwriter has provided the following sentence for inclusion in this Official Statement:

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

The information and expressions of opinion herein are subject to change without notice and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the District, or any other parties described herein since the date hereof. All summaries of the Indenture or other documents are made subject to the provisions of such documents respectively and do not purport to be complete statements of any or all of such provisions. Reference is hereby made to such documents on file with the District for further information in connection therewith.

Certain statements included or incorporated by reference in this Official Statement constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended. Such statements are generally identifiable by the terminology used such as a “plan,” “expect,” “estimate,” “project,” “budget” or similar words. Such forward-looking statements include but are not limited to certain statements contained in the information under the captions “THE COMMUNITY FACILITIES DISTRICT” and “PROPERTY OWNERSHIP AND THE DEVELOPMENT.”
The achievement of certain results or other expectations contained in such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements described to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Except as set forth in the District’s Continuing Disclosure Agreement, a form of which is attached hereto as Appendix G, neither the District nor the City plans to issue any updates or revisions to the forward-looking statements set forth in this Official Statement. Risewell Homes (as defined herein) has agreed to provide certain continuing disclosure information concerning Risewell Homes and its property and development within the District in accordance with the form of undertaking attached hereto as Appendix H. See “CONTINUING DISCLOSURE.”
A wide variety of other information, including financial information, concerning the City, is available from publications and websites of the City and others. No such information is a part of or incorporated into this Official Statement.

THE BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, IN RELIANCE UPON AN EXEMPTION CONTAINED IN SUCH ACT. THE BONDS HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE. 967

TABLE OF CONTENTS
Page
4923-2672-3278v5/022777-0047 i
INTRODUCTION ................................................................................................................................................ 1 The District .................................................................................................................................................... 1 Security and Sources of Payment for the Bonds............................................................................................ 3 Description of the Bonds................................................................................................................................ 4 Appraisal Report ............................................................................................................................................ 4 Price Point Study............................................................................................................................................ 4 Professionals Involved in the Offering .......................................................................................................... 5 Continuing Disclosure.................................................................................................................................... 5 Bond Owners’ Risks...................................................................................................................................... 6 Other Information .......................................................................................................................................... 6 ESTIMATED SOURCES AND USES OF FUNDS ............................................................................................ 6 THE BONDS........................................................................................................................................................ 7 General Provisions......................................................................................................................................... 7 Redemption.................................................................................................................................................... 7 Debt Service Schedule ................................................................................................................................. 12 SECURITY AND SOURCES OF PAYMENT FOR THE BONDS .................................................................. 12 General......................................................................................................................................................... 12 Special Tax................................................................................................................................................... 13 Rate and Method of Apportionment ............................................................................................................ 14 Collection and Application of the Special Tax ............................................................................................ 21 Covenant for Superior Court Foreclosure .................................................................................................... 21 Special Tax Fund ......................................................................................................................................... 22 Reserve Fund ............................................................................................................................................... 23 Investment of Moneys.................................................................................................................................. 24 No Additional Bonds Except for Refunding Bonds..................................................................................... 24 THE COMMUNITY FACILITIES DISTRICT ................................................................................................. 24 General Information Regarding the District ................................................................................................ 24 Assigned Special Tax and Development Summary ..................................................................................... 26 Direct and Overlapping Debt ....................................................................................................................... 26 Property Values............................................................................................................................................ 28 Value-to-Lien Ratios.................................................................................................................................... 30 Delinquency History .................................................................................................................................... 33 PROPERTY OWNERSHIP AND THE DEVELOPMENT............................................................................... 34 General......................................................................................................................................................... 34 Risewell Homes........................................................................................................................................... 34 Risewell Homes Land Bank Arrangement................................................................................................... 38 Richmond American .................................................................................................................................... 39 SPECIAL RISK FACTORS ............................................................................................................................... 42 Risks of Real Estate Secured Investments Generally – Declines in Value .................................................. 43 Levy of the Special Tax ............................................................................................................................... 44 Collection of the Special Tax....................................................................................................................... 44 Failure to Develop Properties ...................................................................................................................... 45 Concentration of Property Ownership ......................................................................................................... 46 Exempt Properties........................................................................................................................................ 46 Constitutional Limitations on Taxation and Appropriations........................................................................ 47 Ballot Initiatives........................................................................................................................................... 50 Maximum Special Tax................................................................................................................................. 50 Payment of the Special Tax is Not a Personal Obligation of the Owners.................................................... 51 Disclosures to Future Purchasers................................................................................................................. 51 Parity Taxes and Special Assessments......................................................................................................... 51 968

TABLE OF CONTENTS
(continued)
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Depletion of Reserve Fund .......................................................................................................................... 51 Bankruptcy and Legal Delays...................................................................................................................... 52 FDIC/Federal Government Interests In Properties....................................................................................... 52 Geologic, Topographic and Climatic Conditions......................................................................................... 53 Hazardous Substances.................................................................................................................................. 54 No Acceleration Provision ........................................................................................................................... 55 Bonds Are Limited Obligations................................................................................................................... 55 Loss of Tax Exemption................................................................................................................................ 55 Potential Early Redemption of Bonds from Special Tax Prepayments........................................................ 55 Cybersecurity ............................................................................................................................................... 55 Economic, Political, Social, and Environmental Conditions ....................................................................... 56 CONTINUING DISCLOSURE.......................................................................................................................... 56 The District .................................................................................................................................................. 56 Risewell Homes........................................................................................................................................... 57 TAX MATTERS................................................................................................................................................. 57 ABSENCE OF LITIGATION ............................................................................................................................ 59 ABSENCE OF RATINGS.................................................................................................................................. 59 CERTAIN LEGAL MATTERS ......................................................................................................................... 59 UNDERWRITING ............................................................................................................................................. 60 FINANCIAL INTERESTS................................................................................................................................. 60 MUNICIPAL ADVISOR ................................................................................................................................... 60 ADDITIONAL INFORMATION....................................................................................................................... 60 APPENDIX A RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX ............................A-1 APPENDIX B APPRAISAL REPORT......................................................................................................B-1 APPENDIX C UPDATED PRICE POINT STUDY..................................................................................C-1 APPENDIX D FORM OF OPINION OF BOND COUNSEL...................................................................D-1 APPENDIX E GENERAL INFORMATION CONCERNING THE CITY OF FONTANA.................... E-1 APPENDIX F SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE.................................F-1 APPENDIX G FORM OF DISTRICT CONTINUING DISCLOSURE AGREEMENT ..........................G-1 APPENDIX H FORM OF RISEWELL HOMES CONTINUING DISCLOSURE CERTIFICATE.........H-1

APPENDIX I INFORMATION CONCERNING THE DEPOSITORY TRUST COMPANY AND ITS BOOK-ENTRY SYSTEM ................................................................................. I-1 969
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$18,450,000*

CITY OF FONTANA
COMMUNITY FACILITIES DISTRICT NO. 113 (THE GARDENS PHASE TWO) SPECIAL TAX BONDS, SERIES 2026

INTRODUCTION
This introduction is not a summary of this Official Statement. It is only a brief description of and guide to, and is qualified by, more complete and detailed information contained in the entire Official Statement, including the cover page and appendices hereto, and the documents summarized or described herein. A full review should be made of the entire Official Statement. The offering of the Bonds to potential investors is made only by means of the entire Official Statement.

The purpose of this Official Statement, which includes the cover page, the table of contents and the attached appendices, is to provide certain information concerning the issuance of the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) Special Tax Bonds, Series 2026 (the “Bonds”) by the City of Fontana Community Facilities District No. 113 (The Gardens Phase Two) (the “District”), in the aggregate principal amount set forth on the front cover page. The proceeds of the Bonds will be used to finance certain public facilities and costs with respect thereto related to the development within the District, to fund interest on the Bonds through September 1, 2027, to fund a reserve fund for the Bonds (the “Reserve Fund”), and to pay costs of issuance of the Bonds.

The Bonds are being issued pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (Section 53311 et seq. of the Government Code of the State of California) (the “Act”), and pursuant to the Indenture, dated as of _________ 1, 2026 (the “Indenture”), by and between the District and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). The Bonds are secured under the Indenture by a pledge of, constituting a lien on and security interest in, the Net Special Tax Revenues (as defined herein) and any other amounts held in the Special Tax Fund, the Bond Fund and the Reserve Fund established pursuant to the Indenture.

This introduction is not a summary of this Official Statement. It is only a brief description of and guide to, and is qualified by, more complete and detailed information contained in the entire Official Statement and the documents summarized or described herein. A full review should be made of the entire Official Statement.

The sale and delivery of the Bonds to potential investors is made only by means of the entire Official Statement.

All capitalized terms used in this Official Statement and not defined shall have the meaning set forth in Appendix F — “SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE  Definitions” herein.

The District
The District includes approximately 36 gross acres and is located in the northwestern portion of the City of Fontana (the “City”). The District is located along the west side of Citrus Avenue, just south of Duncan Canyon Road. The District is being developed into a master planned residential community known as “The Gardens Phase Two” by The New Home Company Southern California LLC, a Delaware limited liability company, doing business as Risewell Homes (“Risewell Homes”), which is a wholly-owned subsidiary of Risewell Homes Company Inc. (“Risewell Homes Inc.”), and Richmond American Homes of Maryland, Inc., a Maryland corporation (Richmond American,” and, together with Risewell Homes, the “Developers”).

Overall, the District is planned for a total of 388 residential units at buildout in four product lines:
“Trellis,” “Marigold,” “Iris” and “Flora.” Risewell Homes plans to construct a total of 214 residential units in the District in two product lines of triplex and detached condominium units known as “Trellis” and “Marigold.” Risewell Homes is using a land bank in the development of its property within the District, TPG AG EHC III (NWHM) CA 2, L.P, a Delaware limited partnership (the “Risewell Homes Land Bank”). See “PROPERTY 972
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OWNERSHIP AND THE DEVELOPMENT — Risewell Homes Land Bank Arrangement” herein. Trellis is triplex development planned for a total of 90 units at buildout, and Marigold is a detached alley-load condominium unit development planned for a total of 124 units at buildout.

Richmond American plans to construct a total of 174 residential units in the District in two product lines of detached condominium units, known as “Iris” and “Flora.” Iris is an alley-loaded and cluster detached condominium unit development planned for a total of 88 units at buildout, and Flora is a detached condominium unit development planned for a total of 86 units at buildout.

As of August 7, 2026, within the District, 120 residential units had been completed and conveyed to individual homeowners, including homes within each of the four product lines. As of August 7, 2026, Risewell Homes owned seven completed model units (none of which were in escrow), 9 homes over 95% complete (three of which were in escrow), 11 residential units under construction and less than 95% complete (none of which were in escrow), and 24 finished lots (none of which were in escrow). Sales contracts are subject to cancelation and, therefore, homes currently in escrow may not result in closed escrows with the prospective homebuyers.

Additionally, as of August 7, 2026, Risewell Homes Land Bank owned 142 finished lots. Since August 7, 2026, as of October 1, 2026, Risewell Homes had conveyed an additional ___ residential units to individual homeowners.

As of August 7, 2026, Richmond American owned eight completed model units (none of which were in escrow), 29 homes over 95% complete (two of which were in escrow), and 38 finished lots (none of which were in escrow). Sales contracts are subject to cancelation and, therefore, homes currently in escrow may not result in closed escrows with the prospective homebuyers. Since August 7, 2026, as of October 1, 2026, Richmond American had conveyed an additional ___ residential units to individual homeowners.

Within the District, building permits had been obtained for ____ planned residential units within the District as of October 1, 2026; accordingly, such ____ parcels will be classified as Developed Property for the Fiscal Year 2027-28 Special Tax levy. See “PROPERTY OWNERSHIP AND THE DEVELOPMENT.” The master developer of the master planned community known as “The Arboretum,” of which the development within the District is a portion, is North Fontana Investment Company, LLC, a Delaware limited liability company (the “Master Developer”). The Master Developer is an affiliate of The Lewis Group of Companies. All of the infrastructure required to be completed by the Master Developer within the District has been completed, and the Master Developer will receive Bond proceeds as reimbursement for the acquisition of such infrastructure.

The District was formed to finance certain public facilities and services and costs with respect thereto related to the development within the District. The Act was enacted by the California legislature to provide an alternative method of financing certain public capital facilities and services, especially in developing areas of the State of California (the “State”). Any local agency (as defined in the Act) may establish a community facilities district to provide for and finance the cost of eligible public facilities and services. The legislative body of the local agency which forms a community facilities district acts on behalf of such district as its legislative body. Subject to approval by two-thirds of the votes cast at an election and compliance with the other provisions of the Act, a legislative body of a local agency may issue bonds for a community facilities district and may levy and collect a special tax within such district to repay such indebtedness.

Pursuant to the Act, the City Council adopted the necessary resolutions stating its intent to establish the District, to authorize the levy of special taxes on taxable property within the boundaries of the District, and to have the District incur bonded indebtedness for the purpose of financing authorized facilities (the “Facilities”).

Following public hearings conducted pursuant to the provisions of the Act, the City Council adopted resolutions establishing the District and calling a special election to submit the levy of the special taxes and the incurring of bonded indebtedness to the qualified voters of the District. On May 14, 2024, at an election held pursuant to the Act, the then sole landowners who comprised the qualified voters of the District, Richmond American and North 973
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Fontana Investment company, LLC, Delaware a limited liability company (the “Master Developer”), authorized the District to incur bonded indebtedness in the aggregate principal amount of not to exceed $24,000,000 to be secured by the levy of Special Taxes (as defined below) on taxable property within the District for the purpose of financing the Facilities, and approved the rate and method of apportionment of the special taxes for the District (the “Rate and Method”).

On June 6, 2024, the Board approved a joint community facilities agreement (the “Water District Joint Community Facilities Agreement”) with respect to the District, by and among the City, the District and West Valley Water District (the “Water District”), which provides for certain of the Water District Facilities to be financed through the District.

The Rate and Method provides for a Facilities Special Tax (as defined in the Rate and Method) (the “Facilities Special Tax”) to be levied for the Special Tax Requirement for Facilities (as defined in the Rate and Method) and a Services Special Tax (as defined in the Rate and Method) (the “Services Special Tax”) to be levied for services described in the Rate and Method. As used in this Official Statement, the terms “Special Tax” or “Special Taxes” refer only to the Facilities Special Tax and does not include the Services Special Tax.

The Services Special Tax is not pledged under the Indenture nor is the Services Special Tax available to pay debt service on the Bonds. The Special Tax will be levied against certain property within the District pursuant to the Act, the Ordinance approving the levy of the Special Tax and the Indenture and in accordance with the Rate and Method. The lien of the Special Tax will be co-equal with the lien of the Services Special Tax.

Security and Sources of Payment for the Bonds
Under the Indenture, the District has pledged to repay the Bonds and any additional bonds issued under the Indenture (the “Additional Bonds”) from Net Special Tax Revenues and any other amounts held in the Special Tax Fund, the Bond Fund and the Reserve Fund. Proceeds of any Additional Bonds may only be applied to refund the Bonds or any Additional Bonds previously issued under the Indenture. See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS — No Additional Bonds Except for Refunding Bonds.” The Indenture defines “Net Special Tax Revenues” to mean Special Tax Revenues less amounts required to pay Administrative Expenses. The term “Special Tax Revenues” is defined in the Indenture to mean the proceeds of the Special Tax received by or on behalf of the District, including any prepayments thereof, interest and penalties thereon and proceeds of the redemption or sale of property sold as a result of foreclosure of the lien of the Special Tax, which will be limited to the amount of said lien and interest and penalties thereon. “Administrative Expenses” is defined in the Indenture to mean costs directly related to the administration of the District, including, but not limited to: the costs of computing the Special Tax and preparing the annual Special Tax collection schedules and the costs of collecting the Special Tax, the costs of remitting the Special Tax to the Trustee, the fees and costs of the Trustee (including its legal counsel) in the discharge of the duties required of it under the Indenture, the costs incurred by the District in complying with the disclosure provisions of any continuing disclosure undertaking and the Indenture, including those related to public inquiries regarding the Special Tax and disclosures to Owners, the costs of the District related to an appeal of the Special Tax, any amounts required to be rebated to the federal government in order for the District to comply with the tax covenants in the Indenture, an allocable share of the salaries of the City staff providing services on behalf of the District directly related to the foregoing and a proportionate amount of City general administrative overhead related thereto, and the costs of foreclosure of any delinquent Special Tax.

Net Special Tax Revenues are the primary security for the repayment of the Bonds and any Additional Bonds. In the event that Net Special Tax Revenues are not paid when due, the only sources of funds available to pay the debt service on the Bonds and any Additional Bonds will be the amounts held for such purpose in the Special Tax Fund, the Bond Fund and the Reserve Fund. See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS” herein.

NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE DISTRICT (EXCEPT TO THE LIMITED EXTENT SET FORTH IN THE INDENTURE), THE CITY OR THE 974
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STATE OF CALIFORNIA, OR ANY POLITICAL SUBDIVISION THEREOF, IS PLEDGED TO THE PAYMENT OF THE BONDS OR ADDITIONAL BONDS. EXCEPT FOR THE NET SPECIAL TAX