Agenda packet — Ontario City Council, May 21, 2024 (part 1 of 3)

CITY OF ONTARIO
Regular City Council/Housing Authority
Meeting
MAY 21, 2024
City Hall
303 East B Street, Ontario, CA 91764

MAYOR PAUL S. LEON • MAYOR PRO TEM DEBRA DORST-PORADA
COUNCIL MEMBERS ALAN D. WAPNER, JIM W. BOWMAN AND RUBEN VALENCIA CITY CLERK SHEILA MAUTZ • TREASURER JAMES R. MILHISER
CITY MANAGER SCOTT OCHOA • CITY ATTORNEY RUBEN DURAN

WELCOME TO A MEETING OF THE ONTARIO CITY COUNCIL

All documents for public review are on ﬁle with the Records Management/City Clerk's Department located at 303 East B Street, Ontario, CA 91764.

Anyone wishing to speak in person during public comment or on a particular item will be required to ﬁll out a blue slip. Blue slips must be turned in prior to public comment beginning or before an agenda item is taken up. The Clerk will not accept blue slips after that time. To comment by email, submit your comments no later than 4:00 p.m. on the day of the meeting by emailing your name, agenda item you are commenting on and your comments to
[email protected].

All
comments received by the deadline will be forwarded to the City Council for consideration before action is taken on the matter and will be entered into the record.

Comments will be limited to 3 minutes. Speakers will be alerted when they have 1 minute remaining and when their time is up. Speakers are then to return to their seats and no further comments will be permitted.

In accordance with State Law, remarks during public comment are to be limited to subjects within Council's jurisdiction. Remarks on other agenda items will be limited to those items.

Remarks from those seated or standing in the back of the chamber will not permitted. All those wishing to speak including Council and Staff need to be recognized by the Chair before speaking.

CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 1

ATTACHMENT:

20240507 Proclamation of The Ontario Museum of History & Art as an Accredited Museum^01^PROC.docx

ACCOMODATIONS

If you need special assistance or accommodations to participate in this meeting, please contact the City Clerk's oﬃce at 909-395-2009. Notiﬁcation of 48 hours prior to the meeting will help the City make reasonable arrangements. Equipment for the hearing impaired is available in the Records Management Office.

ORDER OF BUSINESS

The regular City Council and Housing Authority meeting begins with Public Comment at 6:30 p.m. immediately followed by the Regular Meeting and Public Hearings. No agenda item will be introduced for consideration after 10:00 p.m. except by majority vote of the City Council.

CALL TO ORDER
(OPEN SESSION)

ROLL CALL

Porada, Wapner, Bowman, Valencia, Mayor/Chairman Leon

SPECIAL CEREMONIES

PROCLAMATION OF THE ONTARIO MUSEUM OF HISTORY & ART AS AN ACCREDITED MUSEUM That the City Council proclaim the Ontario Museum of History & Art as an accredited museum.

PUBLIC COMMENTS 6:30 P.M.

The Public Comment portion of the Council/Housing Authority meeting is limited to 30 minutes with each speaker given a maximum of 3 minutes. An opportunity for further Public Comment may be given at the end of the meeting. Under provisions of the Brown Act, Council is prohibited from taking action on oral requests.

To comment by email, submit your comments by email no later than 4:00 p.m. on the day of the meeting by emailing your name, agenda item you are commenting on and your comment to [email protected]. All Comments received by the deadline will be forwarded to the City Council for consideration before action is taken on the matter and entered into the record. As previously noted -- if you wish to address the Council, fill out one of the blue slips at the rear of the chambers and give it to the City Clerk.

AGENDA REVIEW/ANNOUNCEMENTS
CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 2

1. APPROVAL OF MINUTES

ATTACHMENT:

20240416 Meeting Minutes (Not official until approved)

2. BILLS & PAYROLL

3. ACCEPT WRITTEN PETITIONS TO CREATE A COMMUNITY FACILITIES DISTRICT; ADOPT A

RESOLUTION OF INTENTION TO ESTABLISH CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 71 (NEUHOUSE PHASE 2) AND TO AUTHORIZE THE LEVY OF SPECIAL TAXES;

AND ADOPT A RESOLUTION DECLARING IT NECESSARY TO INCUR BONDED INDEBTEDNESS

The City Manager will go over all updated materials and correspondence received after the Agenda was distributed to ensure Council Members have received them. He will also make any necessary recommendations regarding Agenda modiﬁcations or announcements regarding Agenda items to be considered.

INFORMATION RELATIVE TO POSSIBLE CONFLICT OF INTEREST
Agenda item contractors, subcontractors and agents may require member abstentions due to conflict of interests and financial interests. Council Member abstentions shall be stated under this item for recordation on the appropriate item.

CONSENT CALENDAR

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

Each member of the public wishing to address the City Council on items listed on the Consent Calendar will be given a total of 2 minutes.

Minutes for the regular meetings of the City Council and Housing Authority of April 16, 2024, and approving same as on file in the Records Management Department.

Bills April 19, 2024 through May 2, 2024, and Payroll April 7, 2024 through April 20, 2024.

That the City Council consider and:

A
.

Accept written petitions (on ﬁle with the Records Management Department) from LS- ONTARIO II LLC, AG EHC II (LSEA) CA 2, L.P., and Landsea Homes of California LLC ("Landowners"), to
create a Community Facilities District, and to waive certain procedural CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 3

ATTACHMENT:

CFD No. 71 Neuhouse Phase 2 RESO of Intention 01 RESO RM

ATTACHMENT:

CFD No. 71 Neuhouse Phase 2^01A Map, EXH A

ATTACHMENT:

CFD No. 71 Neuhouse Phase 2^01B RMA, EXH C

ATTACHMENT:

CFD No. 71 Neuhouse Phase 2 02 RESO to Incur Bonded
Indebtedness^02^RESO^RM

4. A RESOLUTION ORDERING THE SUMMARY VACATION OF AN EASEMENT FOR RAILROAD

PURPOSES

ATTACHMENT:

20240521 Summary Vacation^01 Exhibit 1.pdf

ATTACHMENT:

20240521 Summary Vacation 02^RESO^RM

ATTACHMENT:

20240521 Summary Vacation^03 Exhibits A and B.pdf

5. A RESOLUTION APPROVING AN IMPROVEMENT AGREEMENT, IMPROVEMENT SECURITY AND FINAL TRACT MAP NO. 20599 LOCATED AT THE NORTHWEST AND NORTHEAST

CORNERS OF DUESENBERG DRIVE AND CONCOURS STREET
matters, under the Mello-Roos Community Facilities Act of 1982; B
.

Adopt a Resolution of Intention to establish a Community Facilities District proposed to be named City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2) and to authorize the levy of a special tax therein; and set a public hearing for the formation of the Community Facilities District as part of the regularly scheduled City Council meeting on Tuesday, July 2, 2024; and
C
.

Adopt a Resolution Declaring it Necessary for City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2) to Incur Bonded Indebtedness.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, OF

INTENTION TO ESTABLISH A COMMUNITY FACILITIES DISTRICT PROPOSED TO BE NAMED CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 71 (NEUHOUSE PHASE 2) AND TO AUTHORIZE THE LEVY OF A SPECIAL TAX THEREIN.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA,

DECLARING IT NECESSARY FOR THE CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 71 (NEUHOUSE PHASE 2) TO INCUR BONDED INDEBTEDNESS.

That the City Council adopt a Resolution ordering the summary vacation of an easement for railroad purposes located east of Cucamonga Avenue and north of Francis Street.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA,

ORDERING THE SUMMARY VACATION OF AN EASEMENT FOR RAILROAD PURPOSES LOCATED EAST OF CUCAMONGA AVENUE AND NORTH OF FRANCIS STREET.

That the City Council adopt a Resolution approving an Improvement Agreement, Improvement Security and Final Tract Map No. 20599 located at the northwest and northeast corners of Duesenberg Drive and Concours Street.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, APPROVING AN IMPROVEMENT AGREEMENT, IMPROVEMENT SECURITY AND FINAL TRACT MAP NO. 20599 CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 4

ATTACHMENT:

20240521 TM-20599^01 Exhibit A.pdf

ATTACHMENT:

20240521 TM-20599 02^RESO^RM.docx

ATTACHMENT:

20240521 TM-20599^03 SIA.pdf

6. AN AMENDMENT TO A PROFESSIONAL SERVICES AGREEMENT FOR ON-CALL PROJECT

MANAGEMENT SERVICES, AND AN AMENDMENT TO A DESIGN SERVICES AGREEMENT FOR

THE SULTANA AVENUE STORM DRAIN, STREET, AND SEWER IMPROVEMENT PROJECTS

ATTACHMENT:

02-IEC_ Amendment No. 2.pdf

ATTACHMENT:

02 - AKM Amendment No. 7.pdf

7. A QUITCLAIM DEED WITH LENNAR HOMES OF CALIFORNIA, LLC FOR LOT A AND LOT C OF FINAL PARCEL MAP NO. 19787

ATTACHMENT:

20240521 Quitclaim V-316^01 EXH A.pdf

8. AN AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH COMMUNICATIONS & MEDIA MANAGEMENT CONSULTANTS, INC. FOR CITYWIDE MARKETING,

COMMUNICATIONS, MITIGATION AND PUBLIC RELATIONS CONSULTING SERVICES

LOCATED AT THE NORTHWEST AND NORTHEAST CORNERS OF DUESENBERG DRIVE AND CONCOURS STREET.

That the City Council take the following actions:

A
.

Approve Amendment No. 7 to the Professional Services Agreement with AKM Consulting Engineers of Irvine, California, to provide construction management and inspection services for the Sultana Avenue Storm Drain, Street, and Sewer Improvement Projects in the amount of $353,850 for a revised not-to-exceed total of $1,026,549.44; and authorize the City Manager, or his designee, to execute said Agreement and future amendments within the authorization limits.

B
.

Approve Amendment No. 2 to the Design Services Agreement for the Sultana Avenue Storm Drain and Street Improvements Project with Infrastructure Engineering Corporation of Poway, California, to provide additional utility coordination, sewer improvement plan implementation, and construction support in the amount of $201,600 for a revised not-to-exceed total of $1,014,205; and authorize the City Manager, or his designee, to execute said Agreement and future amendments within the authorization limits.

That the City Council a
uthorize the City Manager or his designee to execute a Quitclaim Deed to Lennar Homes of California, LLC, for fee title ownership transfer of Lot A and Lot C of Parcel Map 19787.

That the City Council authorize the City Manager or his designee to execute Amendment No. 1 to the Professional Services Agreement with Communications & Media Management Consultants, Inc. (CMMC), of Santa Clarita, California, for the provision of citywide marketing, communications, mitigation, and public relations consulting services, in the amount of $120,000, for a total not-to-exceed contract amount of $190,000, and to extend the term to June 30, 2025.

CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 5

ATTACHMENT:

CMMC - Amendment No. 1.doc

9. A CHANGE ORDER TO THE CONSTRUCTION CONTRACT WITH HP COMMUNICATIONS, INC.

FOR ON-CALL FIBER CONDUIT AND CABLE INSTALLATION

ATTACHMENT:

20240521 HP Communications - Change Order No. 1 AGMT^01.pdf

ATTACHMENT:

20240521 Exhibit A^02.pdf

ATTACHMENT:

20240521 Contract Recap Worksheet^03.pdf

10. A PROFESSIONAL SERVICES AGREEMENT WITH SWA GROUP FOR THE PREPARATION OF

DESIGN AND CONSTRUCTION DOCUMENTS FOR THE GRAND PARK PROJECT

ATTACHMENT:

SWA Professional Services Agreement - The Grand Park 1.pdf

11. A PUBLIC HEARING TO CONSIDER A RESOLUTION REGARDING THE FORMATION OF THE CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 65 (FALLONCREST); ADOPTION OF A RESOLUTION DEEMING IT NECESSARY TO INCUR BONDED INDEBTEDNESS; AND

INTRODUCTION OF AN ORDINANCE LEVYING SPECIAL TAXES
That the City Council authorize Change Order No.1 to Construction Contract No. BB-2022-001 with HP Communications, Inc. of Corona, California, for on-call citywide ﬁber conduit installation services, in the amount of $274,071 for a revised total of $8,274,071; and authorize the City Manager, or his designee, to execute said Contract and future amendments within the authorization limits.

That the City Council take the following actions:

A
.

Authorize the City Manager or his designee to execute a Professional Services Agreement with SWA Group, of Laguna Beach, California, for the preparation of the design and construction documents for the Grand Park Project for a total not-to-exceed contract amount of $5,972,996; and
B
.

Authorize the City Manager or his designee to execute all documents required for the completion of the project including, but not limited to agreements, assessments, easements, lot line adjustments, reduction of retention accounts, contracts and contract amendments within the authorization limits, and ﬁling a notice of completion at the conclusion of all construction related activities.

PUBLIC HEARINGS

Pursuant to Government Code Section 65009, if you challenge the City’s zoning, planning or any other decision in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City Council at, or prior to the public hearing. Aﬃdavits of posting compliance, for all items below, are on file with the Records Management Department.

Each member of the public wishing to address the City Council on Public Hearing items will be given a total of 2 minutes.

CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 6

ATTACHMENT:

CFD 65 Falloncrest 01 Resolution of Formation^01^RESO^RM

ATTACHMENT:

CFD 65 Falloncrest^01A RMA EXH B.pdf

ATTACHMENT:

CFD 65 Falloncrest 02 Resolution Deeming Necessity to Incur Bonded Indebtedness^02^RESO^RM

ATTACHMENT:

CFD 65 Falloncrest 03 Resolution Calling Election^03^RESO^RM That the City Council consider take the following actions:

A
.

Adopt a Resolution of Formation of Community Facilities District No. 65 (Falloncrest), proposing that the community facilities district be authorized to levy a special tax and proposing that an appropriations limit of the community facilities district be established; B
.

Adopt a Resolution deeming it necessary for the district to incur bonded indebtedness within Community Facilities District No. 65 (Falloncrest); C
.

Adopt a Resolution calling a special election for City of Ontario Community Facilities District No. 65 (Falloncrest);
D
.

Adopt a Resolution declaring the results of the special election and directing the recording of a Notice of Special Tax Lien;
E
.

Introduce and waive further reading of an ordinance levying special taxes within City of Ontario Community Facilities District No. 65 (Falloncrest); and F
.

Adopt a Resolution authorizing the execution and delivery of an acquisition and funding agreem
ent with Lennar Homes of California, LLC, a California limited liability company.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, OF FORMATION OF THE CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 65 (FALLONCREST), PROPOSING THAT THE COMMUNITY FACILITIES DISTRICT BE

AUTHORIZED TO LEVY A SPECIAL TAX AND PROPOSING THAT AN APPRPRIATIONS LIMIT OF THE COMMUNITY FACILITIES DISTRICT BE ESTABLISHED.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA,

DEEMING IT NECESSARY FOR CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 65 (FALLONCREST) TO INCUR BONDED INDEBTEDNESS ).

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA,

CALLING SPECIAL ELECTION FOR CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 65 (FALLONCREST).

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA,

DECLARING RESULTS OF SPECIAL ELECTION AND DIRECTING RECORDING OF NOTICE OF SPECIAL TAX LIEN.

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, LEVYING A SPECIAL TAX WITHIN COMMUNITY FACILITIES DISTRICT NO. 65 (FALLONCREST).

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA,

AUTHORIZING THE EXECUTION AND DELIVERY OF AN ACQUISITION AND FUNDING AGREEMENT WITH LENNAR HOMES OF CALIFORNIA, LLC.

CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 7

ATTACHMENT:

CFD 65 Falloncrest 04 Resolution Declaring Election^04^RESO^RM

ATTACHMENT:

CFD 65 Falloncrest 05 Ordinance^05^ORD^RM

ATTACHMENT:

CFD 65 Falloncrest 06 Resolution Authorizing the Acquisition Agreement^06^RESO^RM

ATTACHMENT:

CFD 65 Falloncrest^07 Concurrence of Election Official.docx

12. A PUBLIC HEARNG TO CONSIDER AN URGENCY ORDINANCE

TO IMPLEMENT MULTIPLE-

FAMILY RESIDENTIAL AND MIXED-USE RESIDENTIAL OBJECTIVE DESIGN AND DEVELOPMENT STANDARDS, FILE NO. PDCA24-001

ATTACHMENT:

20240521 File No. PDCA 24-001 Urgency Ordinance 01^ORD^RM

ATTACHMENT:

20240521 File No. PDCA 24-001 ^02 ODDS Ordinance Attachement A - ODDS Document.docx

13. A PUBLIC HEARING TO CONSIDER ADOPTING A RESOLUTION OF NECESSITY FOR THE

ACQUISITION BY EMINENT DOMAIN OF A FEE SIMPLE INTEREST IN CERTAIN REAL PROPERTY LOCATED AT 301 NORTH EUCLID AVENUE FOR THE GRANADA THEATER

REVITALIZATION PROJECT

ATTACHMENT:

301 North Euclid Resolution 01^RESO^RM

ATTACHMENT:

301 North Euclid Resolution Exhibt A^02.pdf

ATTACHMENT:

301 North Euclid Staff Report Exhibit 1^03.pdf
That the City Council adopt an Urgency Ordinance amending the reference document section of the City's Development Code, to implement Objective Development and Design Standards for multiple-family and mixed-use residential development.

AN URGENCY ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, APPROVING FILE NO. PDCA24-001 AMENDING THE REFERENCE DOCUMENT SECTION OF THE CITY’S DEVELOPMENT CODE, TO IMPLEMENT OBJECTIVE DEVELOMENT AND DESIGN STANDARDS FOR MULTIPLE-FAMILY AND MIXED-USE DEVELOPMENT.

That the City Council conduct a public hearing and adopt a Resolution of Necessity declaring that the acquisition of a fee simple interest in certain real property located at 301 North Euclid Avenue, more particularly described as Assessor Parcel No. 1048-566-07 ("Property"), is necessary for the rehabilitation of the Historic Granada Theater.

A RESOLUTION OF NECESSITY OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA,

FOR THE ACQUISITION BY EMINENT DOMAIN OF A FEE SIMPLE INTEREST IN CERTAIN REAL PROPERTY LOCATED AT 301 NORTH EUCLID AVENUE, IN ONTARIO, SAN BERNARDINO COUNTY, CALIFORNIA, MORE PARTICULARLY DESCRIBED AS APN: 1048-566-07, FOR PUBLIC PURPOSE.

STAFF MATTERS

City Manager Ochoa
CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 8

COUNCIL MATTERS

Mayor Leon
Mayor pro Tem Porada
Council Member Wapner
Council Member Bowman
Council Member Valencia

ADJOURNMENT
CITY OF ONTARIO Regular City Council/Housing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 9 Department: Museum
Prepared By: Marissa Kucheck
Staff Member Presenting: Helen McAlary,
Executive Director Community Life and Culture
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No:

SUBJECT:

PROCLAMATION OF THE ONTARIO MUSEUM OF HISTORY & ART AS AN

ACCREDITED MUSEUM

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

SPECIAL CEREMONIES

RECOMMENDATION:

That the City Council proclaim the Ontario Museum of History & Art as an accredited museum.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Encourage, Provide or Support Enhanced Recreational, Educational, Cultural and Healthy City Programs, Policies and Activities
FISCAL IMPACT:

There is no direct fiscal impact associated with this action.

BACKGROUND & ANALYSIS:

The American Alliance of Museums has been bringing museums together since 1906. They help develop standards and best practices, gather and share knowledge, and advocate on issues of concern to the entire museum community. The American Alliance of Museums represents more than 35,000 individual museum professionals, volunteers, institutions, and corporate partners serving the museum field.

In November 2023, the Ontario Museum of History & Art was notified of its successful application to become an accredited museum. Accreditation is a rigorous but highly rewarding process that examines all aspects of a museum’s operations. To earn accreditation a museum must ﬁrst conduct a year of self-study, and then undergo a site visit by a team of peer reviewers.

Museum staﬀ and the Museum Board of Trustees began diligently developing and implementing key documents, procedures, and best practices over ﬁve years ago, in anticipation of the application process. City staﬀ from across departments, the Museum Associates, community volunteers and key external stakeholders worked in collaboration with Museum staﬀ and the Museum Board of Trustees to ensure the Museum was well-prepared for the examination and site assessment.

The American Alliance of Museum's Accreditation Commission, an independent and autonomous body of museum professionals, considers the self-study and visiting committee report to determine whether a museum should receive accreditation.
10 Accreditation by The American Alliance of Museums is the highest national recognition oﬀered to the nation’s museums. Accreditation signiﬁes excellence to the museum community, to governments, funders, outside agencies, and to the museum-going public. Of the nation’s estimated 33,000 museums, over 1,080 are currently accredited. The Ontario Museum of History & Art is one of only 78 museums accredited in California.

On May 18, from 6PM to 9PM, the museum will celebrate the accomplishment of becoming an accredited museum during the Ontario Art Walk. Attendees can explore the Museum, support artisan vendors, shop at the Museum store, and participate in a workshop led by artists and creative strategist Danielle Giudici. Visit ontariomuseum.org for more information or contact the Museum directly at 909-395-2510.
11

Page 1 of 1 ends

PROCLAMATION OF THE ONTARIO MUSEUM OF HISTORY & ART

AS AN ACCREDITED MUSEUM
WHEREAS, the Ontario Museum of History & Art is a community resource with a mission to be a vibrant cultural resource for our diverse communities that advances an understanding of regional history and art; and
WHEREAS, the work of the Ontario Museum of History & Art highlights the fact that the museum is a cornerstone of the community, providing opportunities for all to engage in the joy of life-long learning and creating, by connecting with the thoughts and ideas of others from ages past to the present; and WHEREAS, the Ontario Museum of History & Art enables the City of Ontario to be a destination for arts & culture in the region by providing dynamic exhibits, programs, and original research that fosters civic identity and inspires residents, and preserves our historic legacy as stewards preserving its collections; and
WHEREAS, the American Alliance of Museums develops standards and best practices for the nation’s museums and recognizes excellence to the museum community by awarding accreditation only to institutions that meet those best practices.

NOW THEREFORE, the City of Ontario, its City Council and staff members do declare the Ontario Museum of History & Art an accredited museum and urges everyone to join the museum on Saturday, May 18th from 6 PM to 9 PM during Ontario Art Walk, to celebrate this national distinction and learn more about why having an accredited museum makes our community great. 12 ONTARIO CITY COUNCIL/

ONTARIO HOUSING AUTHORITY

MINUTES
April 16, 2024
(Not Official Until Approved)
(Not Official Until Approved)

JOINT MEETINGS

The regular meetings of the Ontario City Council and the Housing Authority were held on Tuesday, April 16, 2024 at Ontario City Hall, 303 E. B Street Ontario, California.

CALL TO ORDER

Mayor Leon called the joint meetings to order at 6:32 p.m.

ROLL CALL

PRESENT: Mayor/Chairman: Paul S. Leon
Mayor pro Tem/Vice Chair: Debra Porada
Council/Authority Members: Jim W. Bowman, and Ruben Valencia.

ABSENT: Council/Authority Members: Alan D. Wapner

Also present were City Manager / Executive Director Scott Ochoa, City Attorney/Legal Counsel Ruben Duran, and City Clerk / Secretary Sheila Mautz.

INFORMATION RELATIVE TO POSSIBLE CONFLICTS OF INTEREST

There were no conflicts of interest announced by the City Council.

PLEDGE OF ALLEGIANCE

The Pledge of Allegiance was led by Council Member Bowman.

INVOCATION

Mayor Leon held a moment of silence in lieu of an invocation.

REPORT ON CLOSED SESSION

City Attorney Duran stated there was no reportable action.

PUBLIC COMMENTS

Assistant City Clerk Isbell announced there were no written public comments.

Mayor Leon called upon the first speaker:

13 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – April 16, 2024

Page 2 of 8 ends

Mike Cargile, spoke regarding security measures at the California Institute for Men.

Assistant City Clerk Isbell corrected herself and announced there were two written public comments:

Eduardo Arias, regarding affordable housing.

Stephanie Diaz, regarding a potential neighbor dispute.

Mayor Leon continued with the next speaker.

Luis Lagos, spoke regarding the Hispanic Chamber of Commerce’s upcoming events.

Edgar Estrada, spoke regarding the Hispanic Chamber of Commerce’s difficulty in obtaining event permits.

Stephen Rodgers, spoke in regards of a personal matter and his desire to meet with Councilman Valencia.

AGENDA REVIEW/ANNOUNCEMENTS

City Manager Ochoa stated there was a revision to an exhibit regarding a genda Item No. 06. The revision is an update to the payments received by property owners by 9:00 a.m. on Tuesday April 16th, 2024. The materials convey an updated and reduced amount for assessments totaling $101,459.99, th e amount concerns eighty -six parcels. In turn, $109,713.27 for twenty-four parcels was collected or postponed since the publication of the agenda last week.

CONSENT CALENDAR

MOTION: Moved by Council Member Bowman, seconded by Council Member Valencia and carried by a unanimous vote 4 -0, with Council Member Wapner absent, to approve the Consent Calendar as presented.

1. APPROVAL OF MINUTES

Approved minutes for the regular meetings of the City Council and Housing Authority of March 19 , 2024, and approving same as on file in the Records Management Department.

2. BILLS & PAYROLL

Approved Bills March 15 , 2024 through March 28 , 2024, in the amount of $23,509,277.90, and Payroll March 10, 2024 through March 23, 2024 in the amount of $5,160,883.80.

3. ACCEPT WRITTEN PETITIONS TO CREATE A COMMUNITY FACILITIES DISTRICT; ADOPT A RESOLUTION OF INTENTION TO ESTABLISH CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 65 (FALLONCREST) AND TO AUTHORIZE THE LEVY OF SPECIAL TAXES; AND ADOPT A RESOLUTION

DECLARING IT NECESSARY TO INCUR BONDED INDEBTEDNESS
14 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – April 16, 2024

Page 3 of 8 ends

The City Council considered and:

A. Accepted written petitions from Lennar Homes of California, LC and KL LHB DSD AIV LLC (“Landowners”), to create a Community Facilities District (“CFD”) and to waive certain procedural matters, under the Mello- Roos Community Facilities Act of 1982;
B. Adopted a Resolution of Intention to establish City of Ontario Community Facilities District No. 65 (Falloncrest), authorized the associated levy of special taxes therein; and set a public hearing for the formation of the CFD as part of the regularly scheduled City Council meeting on Tuesday, May 21, 2024; and
C. Adopted a Resolution Declaring It Necessary for the City of Ontario Facilities District No. 65 (Falloncrest) to Incur Bonded Indebtedness.

RESOLUTION NO. 2024 -017 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, OF INTENTION TO ESTABLISH A

COMMUNITY FACILITIES DISTRICT PROPOSED TO BE NAMED CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 65 (FALLONCREST) AND TO AUTHORIZE THE LEVY OF A SPECIAL TAX THEREIN.

RESOLUTION NO. 2024 -018 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, DECLARING IT NECESSARY FOR THE CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 65 (FALLONCREST) TO INCUR BONDED INDEBTEDNESS.

4. A RESOLUTION APPROVING AN IMPROVEMENT AGREEMENT,
IMPROVEMENT SECURITY AND FINAL TRACT MAP NO. 20530, LOCATED

SOUTH OF CHINO AVENUE BETWEEN HAVEN AVENUE AND MILL CREEK

AVENUE WITHIN THE RICH-HAVEN SPECIFIC PLAN

The City Council adopted a Resolution approving an Improvement Agreement, Improvement Security and Final Tract Map No. 20530, located south of Chino Avenue between Haven Avenue and Mill Creek Avenue within the Rich- Haven Specific Plan.

RESOLUTION NO. 2024 -019 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, APPROVING AN IMPROVEMENT
AGREEMENT, IMPROVEMENT SECURITY AND FINAL TRACT MAP NO. 20530

LOCATED SOUTH OF CHINO AVENUE BETWEEN HAVEN AVENUE AND MILL CREEK AVENUE WITHIN THE RICH-HAVEN SPECIFIC PLAN.
.

5. A LEASE AGRE EMENT WITH FLETCHER JONES MERCEDES BENZ OF

ONTARIO

The City Council authorized the City Manager, or his designee, to execute a Lease Agreement between the City and Fletcher Jones Mercedes Benz of Ontario 15 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – April 16, 2024

Page 4 of 8 ends

(‘Fletcher Jones”) related to upgrades to their existing LED sign.

6. A RESOLUTION FOR PLACEMENT OF SPECIAL ASSESSMENT ON THE SAN

BERNARDINO COUNTY TAX ROLLS

The City Council adopted a Resolution for recovery of fees and costs incurred in abating property and dangerous building violations, as well as administrative citations and civil penalties associated with property maintenance violations and placing assessments on the San Bernardino County Tax Rolls.

RESOLUTION NO. 2024 -020 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, ADOPTING A REPORT REQUESTING THE

PLACEMENT OF SPECIAL ASSESSMENTS ON PROPERTY TAX BILLS FOR

CIVIL PENALTIES OR RECOVERY OF COSTS INCURRED FOR ABATEMENT OF VIOLATIONS OF CITY CODES AND ORDINANCES.

7. A RESOLUTION OF INTENT TO DESIGNATE PORTIONS OF D STREET, PLUM

AVENUE, CHERRY AVENUE, AND SULTANA AVENUE AS A RESIDENTIAL

PERMIT PARKING ZONE FOR THE BENEFIT OF ADJACENT RESIDENCES

The City Council adopted a Resolution declaring the intent to designate portions of D Street, Plum Avenue, Cherry Avenue, and Sultana Avenue as a residential permit parking zone for the benefit of adjacent residences and to set the date, time, and place for a public hearing to consider the matter.

RESOLUTION NO. 2024 -021 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, PERTAINING TO DESIGNATING PORTIONS

OF D STREET, PLUM AVENUE, CHERRY AVENUE, AND SULTANA AVENUE AS

A RESIDENTIAL PERMIT PARKING ZONE AND TO SET THE DATE, TIME, AND PLACE FOR A PUBLIC HEARING.

8. AN AMENDMENT TO THE DESIGN SERVICES AGREEMENT WITH RJM DESIGN GROUP, INC. FOR LANDSCAPE ARCHITECTURAL SERVICES FOR

THE ONTARIO SPORTS COMPLEX PROJECT AND AN AMENDMENT TO THE

PROFESSIONAL SERVICES AGREEMENT WITH TILDEN -COIL
CONSTRUCTORS, INC. FOR CONSTRUCTION MANAGEMENT MULTI -PRIME

SERVICES FOR THE ONTARIO SPORTS COMPLEX PROJECT

The City Council took the following actions:

A. Authorized the City Manager, or his designee, to execute Amendment No. 6 to the Design Services Agreement for Contract No. PM 1819- 1 with RJM Design Group, Inc., of San Juan Capistrano, California, to provide landscape architectural services for the Ontari o Sports Complex Project in the amount of $6,552,590 for a total not-to exceed contract amount of $7,079,690; B. Authorized the City Manager, or his designee, to execute Amendment No. 3 to the Professional Services Agreement with Tilden-Coil Constructors, Inc., of 16 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – April 16, 2024

Page 5 of 8 ends

Riverside, California, to provide Construction Management Multi -Prime Services for the Ontario Sports Complex in the amount of $11,691,003 for a total not-to-exceed contract amount of $30,043,947 and extend the term of the contract to October 27, 2028, and
C. Authorized the City Manager, or his designee, to execute all documents required for the completion of the project including, but not limited to, contracts, agreements, assessments, easements, reduction of retention accounts, and filing a notice of completion at the conclusion of all construction related activities.

9. MAINTENANCE SERVICES AGREEMENTS WITH PRIORITY LANDSCAPE SERVICES, LLC. AND RPW SERVICES, INC. FOR LANDSCAPE

MAINTENANCE SERVICES IN THE ONTARIO PARKWAY MAINTENANCE

ASSESSMENT DISTRICTS AND CITYWIDE WEED ABATEMENT SERVICES

The City Council took the following actions:

A. Authorized the City Manager, or his designee, to execute a Maintenance Services Agreement for Contract No. PM 2425- 02 Ontario Parkway Maintenance Assessment Districts Landscape Maintenance Services with Priority Landscape Services, LLC., of Anaheim, California, for a total contract amount not-to-exceed $2,368,361 for up to five (5) years; and B. Authorized the City Manager, or his designee, to execute a Maintenance Services Agreement for Contract No. PM 2425-01 Citywide Weed Abatement Services with RPW Services, Inc., of Orange, California, for a total contract amount not-to-exceed $394,680 for up to five (5) years.

10. MAINTENANCE SERVICES AGREEMENTS WITH BRIGHTVIEW LANDSCAPE SERVICES, INC. AND MERCHANTS LANDSCAPE SERVICES, INC. FOR

LANDSCAPE MAINTENANCE SERVICES AT THE ONTARIO SOCCER PARK,

THE ONTARIO TOWN SQUARE AND VARIOUS CITY PARKS

The City Council took the following actions:

A. Authorized the City Manager, or his designee, to execute a Maintenance Services Agreement for Ontario Soccer Park with BrightView Landscape Services, Inc., of Upland, California, for a total contract amount not-to-exceed $1,413,113 for up to five (5) years, and
B. Authorized the City Manager, or his designee, to execute a Maintenance Services Agreement for Ontario Town Square with BrightView Landscape Services, Inc., of Upland, California, for a total contract amount not-to-exceed $558,147 for up to five (5) years; and
C. Authorized the City Manager or his designee to execute a Maintenance Services Agreement for Various City Parks with Merchants Landscape Services, Inc., of Rancho Cucamonga, California, for a total contract amount not-to-exceed $4,108,498 for up to five (5) years.

17 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – April 16, 2024

Page 6 of 8 ends

11. MAINTENANCE SERVICES AGREEMENTS WITH GREENTECH LANDSCAPE, INC. AND MERCHANTS LANDSCAPE SERVICES, INC. FOR LANDSCAPE

MAINTENANCE SERVICES IN THE NORTHEAST, NORTHWEST, SOUTHEAST,

AND SOUTHWEST QUADRANTS OF ONTARIO RANCH

The City Council took the following actions:

A. Authorized the City Manager, or his designee, to execute a Maintenance Services Agreement for Northeast Quadrant of Ontario Ranch Landscape Maintenance Services with Greentech Landscape Inc., of Whittier, California, for a total contract amount not-to-exceed $2,315,439 for up to five (5) years, and
B. Authorized the City Manager, or his designee, to execute a Maintenance Services Agreement for Northwest Quadrant of Ontario Ranch Landscape Maintenance Services with Merchants Landscape Services, Inc., of Rancho Cucamonga, California, for a total contract amount not-to-exceed $427,492 for up to five (5) years, and
C. Authorized the City Manager, or his designee, to execute a Maintenance Services Agreement for Southeast Quadrant of Ontario Ranch Landscape Maintenance Services with Merchants Landscape Services, Inc., of Rancho Cucamonga, California, for a total contract amount not-to-exceed $1,546,460 for up to five (5) years; and
D. Authorized the City Manager, or his designee, to execute a Maintenance Services Agreement for Southwest Quadrant of Ontario Ranch Landscape Maintenance Services with Merchants Landscape Services, Inc., of Rancho Cucamonga, California, for a total contract amount not-to-exceed $1,491,488 for up to five (5) years.

12. AN AMENDMENT TO THE AGREEMENT WITH GRANICUS, LLC., TO ADD

SPANISH CAPTIONS

The City Council authorized the City Manager, or his designee, to execute Amendment No. 1 to the Software as a Services Agreement with Granicus, LLC., of St. Paul, Minnesota, for Spanish captioning services, in the amount of $10,501 for a total not-to-exceed contract amount of $346,981.

PUBLIC HEARING

13. A PUBLIC HEARING TO CONSIDER AN AMENDMENT TO THE GROVE AVENUE SPECIFIC PLAN, FILE NO PSPA22 -007, FOR PROPERTY LOCATED AT 2042 S. GROVE AVENUE (APN: 1050-491-11)

The City Council adopted:

A. A Resolution approving an addendum to The Ontario Plan (TOP) 2050 Supplemental Environmental Impact Report (State Clearinghouse No. 2021070364), certiﬁed by the City of Ontario City Council on August 16, 2022, 18 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – April 16, 2024

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in conjunction with File No. PGPA20-002; and
B. A Resolution approving an amendment to the Grove Avenue Specific Plan (File No. PSPA22-007), to change the land use designation on 4.20 acres of land, from Office/Commercial to Business Park for property located at 2042 S. Grove Avenue.

RESOLUTION NO. 2024-022 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, APPROVING AN ADDENDUM TO THE ONTARIO PLAN (TOP) 2050 SUPPLEMENTAL ENVIRONMENTAL IMPACT REPORT (STATE CLEARINGHOUSE NO. 2021070364), CERTIFIED BY THE ONTARIO CITY COUNCIL ON AUGUST 16, 202 2, PURSUANT TO THE

REQUIREMENTS OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT, AS AMENDED, FOR FILE NO PSPA22-007.

RESOLUTION NO. 2024-023 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, APPROVING FILE NO. PSPA22 -007, AN

AMENDMENT TO THE GROVE AVENUE SPECIFIC PLAN TO CHANGE THE LAND USE DESIGNATION OF 4.20 ACRES OF LAND FROM

OFFICE/COMMERCIAL TO BUSINESS PARK FOR PROPERTY LOCATED AT 2042 S. GROVE AVENUE, AND MAKING FINDINGS IN SUPPORT THEREOF - APN: 1050- 491-11.

Notice of public hearing was duly given and affidavits of compliance are on file in the Records Management Department. There were no written communications.

Mayor Leon opened the public hearing and inquired if anyone was interested in speaking to the item. Hearing no one, Mayor Leon closed the public hearing and opened the item for Council discussion.

Mayor pro Tem Porada requested a presentation on the item by Executive Director of Community Development Scott Murphy. Mr. Murphy provided a presentation after which Council discussed.

MOTION: Moved by Council Member Bowman, seconded by Mayor pro Tem Porada and carried by a unanimous vote 4 -0, with Council Member Wapner absent, to adopt Resolution No. 2024-022 and Resolution No. 2024-023.

STAFF MATTERS:

City Manager Ochoa made no announcements.

COUNCIL MATTERS:

Mayor pro Tem Porada spoke on the City’s scholarship program available to qualified high school students as well as the upcoming Ontario Hertiage Historic Home Tour.

Mayor Leon spoke on an upcoming event hosted by local Downtown Ontario Arts District 19 Ontario City Council/Ontario Housing Authority
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business Holt x Palm.

ADJOURNMENT:

Mayor Leon adjourned the meetings of the Joint Agencies at 6:47 p.m. and announced the next regular meeting was scheduled for May 7, 2024.

Respectfully submitted,

____________________________________

SHEILA MAUTZ, CITY CLERK/SECRETARY

APPROVED:

_____________________________________
PAUL S. LEON, MAYOR

20 Department: Financial Services
Prepared By: Nathaniel Gibson
Staff Member Presenting: Armen Harkalyan,
Executive Director of Finance
Reviewed By: Claudia Hernandez
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 3
SUBJECT:

ACCEPT WRITTEN PETITIONS TO CREATE A COMMUNITY FACILITIES DISTRICT;

ADOPT A RESOLUTION OF INTENTION TO ESTABLISH CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 71 (NEUHOUSE PHASE 2) AND TO AUTHORIZE THE LEVY OF SPECIAL TAXES; AND ADOPT A RESOLUTION

DECLARING IT NECESSARY TO INCUR BONDED INDEBTEDNESS

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council consider and:

A
.

Accept written petitions (on ﬁle with the Records Management Department) from LS- ONTARIO II LLC, AG EHC II (LSEA) CA 2, L.P., and Landsea Homes of California LLC ("Landowners"), to
create a Community Facilities District, and to waive certain procedural matters, under the Mello-Roos Community Facilities Act of 1982; B
.

Adopt a Resolution Declaring it Necessary for City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2) to Incur Bonded Indebtedness.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
Focus Resources in Ontario's Commercial and Residential Neighborhoods Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
Ensure the Development of a Well Planned, Balanced, and Self-Sustaining Community in Ontario Ranch
FISCAL IMPACT:

The use of Mello-Roos ﬁnancing in the Neuhouse Phase 2 residential development is projected to generate approximately $415,627 per year, at build-out, to fund administrative fees and municipal services; and approximately $15.9 million in bond proceeds to be used to fund a 21 portion of the public infrastructure improvements needed to serve the project. Mello-Roos bonds are not a direct obligation of the City and are paid from special taxes levied on each taxable parcel in the district; therefore, there is no ﬁscal impact on the General Fund from the issuance of Mello- Roos bonds. City Council approval will be required to process annual special tax levies in future years.

BACKGROUND & ANALYSIS:

The Mello-Roos Community Facilities Act of 1982 provides local government, with the consent from a majority of the property owners, the authority to establish community facilities districts for the purpose of levying special taxes to ﬁnance various kinds of public infrastructure facilities and municipal services. Municipal services that may be funded by a community facilities district include: police protection services, ﬁre protection and suppression services, ambulance and paramedic services, maintenance and lighting of parks, parkways, streets, roads and open space, ﬂood and storm drain protection services, maintenance and operation of ﬁber optic telecommunication, wireless communication and public safety camera systems and maintenance and operation of any real property or tangible property with an estimated useful life of ﬁve or more years that is owned by the governmental entity. Under the Mello-Roos Act, the initial steps in forming a community facilities district to ﬁnance public improvements and municipal services are to adopt a Resolution declaring the intention to establish a community facilities district, authorize the levy of special taxes, and issue bonds.

In the First Amended and Restated Agreement for the Financing and Construction of Limited Infrastructure Improvements to Serve an Easterly Portion of the New Model Colony (“First Amended and Restated Construction Agreement”) between the City of Ontario and NMC Builders, LLC, the City agreed to cooperate with the members of NMC Builders, LLC in the formation of community facilities districts to assist in the ﬁnancing of the public improvements included in the Agreement.

LS-ONTARIO II LLC, AG EHC II (LSEA) CA 2, L.P., and Landsea Homes of California LLC have provided written petitions to the City requesting formation of a community facilities district, along with a deposit pursuant to a Deposit Agreement dated June 1, 2023, to be used to pay costs incurred in creating the Community Facilities District and the incurrence of bonded indebtedness, and provides for the repayment to LS-ONTARIO II LLC from the proceeds from any bonded indebtedness by the Community Facilities District.

The Neuhouse Phase 2 project addresses the development of two zones. Zone 1 is appr
oximately 9.18 gross acres located west of Mill Creek Avenue, east of Twinkle Avenue, south of Chino Avenue, and north of Schaefer Avenue, and Zone 2 is approximately 19.73 gross acres located w
est of Haven Avenue, east of Clover Place, south of Riverside Drive, and north of Chino Avenue. At build-out, the project is expected to include 335 residential units, comprised of 144 attached units in Zone 1, and 191 units in Zone 2 (96 attached and 95 detached).

Included, as part of the Resolution of Intention is the proposed Rate and Method of Apportionment of Special Tax for the District. Under the proposed Rate and Method of Apportionment, the portion of the maximum annual special tax rates which will be used to fund debt service payments on the bonds is ﬁxed and will not increase over time. As proposed, the amount of bonds authorized for the District ($65 million) is set intentionally higher than the current estimated bond amount (approximately
$15.9 mil
lion) in order to allow future City Council, the option, without increasing the amount of the annual special taxes, to issue additional bonds to replace and/or construct new public infrastructure improvements in the future, or to fund municipal services. The term and structure of the Rate and Method of Apportionment of Special Tax for the Neuhouse Phase 2 22 project is consistent with those of previously adopted Rates and Methods of Apportionment for Ontario Ranch community facilities districts. This ensures that the special tax rates levied on all residential property owners in community facilities districts in Ontario Ranch are developed in a consistent and equivalent manner. In addition, under the provisions of the Mello-Roos Act, to ensure that home buyers are making an informed decision, all residential builders in the Ontario Ranch community facilities districts will be required to disclose the maximum annual special tax amount to each homeowner before entering into a sales contract.

List of infrastructure to be financed:

Storm Drain System Facilities
Streets and Traffic Circulation System Facilities
Fiber Optic System Facilities

City Staﬀ has discussed the proposed Rate and Method of Apportionment of Special Tax with the landowners. As proposed, the Resolution of Intention to establish the Community Facility District and to levy special taxes will set a public hearing date on the formation of the community facilities district for the regularly scheduled City Council meeting on Tuesday, July 2, 2024, to consider the matter.
23 4153-1026-7721.2
RESOLUTION NO. ________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO,

CALIFORNIA, OF INTENTION TO ESTABLISH A COMMUNITY

FACILITIES DISTRICT PROPOSED TO BE NAMED CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 71 (NEUHOUSE PHASE 2)

AND TO AUTHORIZE THE LEVY OF A SPECIAL TAX THEREIN
WHEREAS, Section 53318 of the Mello-Roos Community Facilities Act of 1982 (the “Act”) provides that proceedings for the establishment of a community facilities district shall be instituted by a legislative body of a local agency when a petition requesting the institution of the proceedings signed by the owners of not less than 10% of the area of land proposed to be included within the community facilities district and not proposed to be exempt from the special tax, describing the boundaries of the territory that is proposed for inclusion in the area and specifying the type or types of facilities and services to be financed by the community facilities district is filed with the clerk of the legislative body; and
WHEREAS, Section 53318 of the Act further provides that such a petition may not be acted upon until the payment of a fee in an amount that the legislative body determines, within 45 days of receiving such petition, is sufficient to compensate the legislative body for all costs incurred in conducting proceedings to create a community facilities district pursuant to the Act; and
WHEREAS, the City Council (the “City Council”) of the City of Ontario (the “City”) has received from each of LS-ONTARIO II LLC (“LS-ONTARIO II”), AG EHC II (LSEA) CA 2, L.P. and Landsea Homes of California LLC (collectively, the “Landowners”) a written petition (together, the “Petitions”), requesting the City Council to institute proceedings pursuant to the Act to establish a community facilities district (the “Community Facilities District”) and to authorize the Community Facilities District to levy a special tax within the Community Facilities District, describing the boundaries of the territory that is proposed for inclusion in the Community Facilities District and specifying the types of facilities and services to be financed by the Community Facilities District; and WHEREAS, in connection with such request to institute proceedings to establish the Community Facilities District, LS-ONTARIO II paid a fee in an amount that the City Council has determined is sufficient to compensate the City Council for all cost incurred in conducting proceedings to create the Community Facilities District pursuant to the Act; and
WHEREAS, the Landowners have represented and warranted to the City Council that the Landowners are the owners of 100% of the area of land proposed to be included within the Community Facilities District and not proposed to be exempt from the special tax; and
WHEREAS, Section 53314.9 of the Act provides that, at any time either before or after the formation of a community facilities district, the legislative body may accept 24 2
4153-1026-7721.2
advances of funds from any source, including, but not limited to, private persons or private entities and may provide, by resolution, for the use of those funds for any authorized purpose, including, but not limited to, paying any cost incurred by the local agency in creating a community facilities district; and
WHEREAS, Section 53314.9 of the Act further provides that the legislative body may enter into an agreement, by resolution, with the person or entity advancing the funds, to repay all or a portion of the funds advanced, as determined by the legislative body, with or without interest, under all the following conditions: (a) the proposal to repay the funds is included in both the resolution of intention to establish a community facilities district adopted pursuant to Section 53321 of the Act and in the resolution of formation to establish a community facilities district pursuant to Section 53325.1 of the Act, (b) any proposed special tax is approved by the qualified electors of the community facilities district pursuant to the Act, and (c) any agreement shall specify that if the qualified electors of the community facilities district do not approve the proposed special tax, the local agency shall return any funds which have not been committed for any authorized purpose by the time of the election to the person or entity advancing the funds; and WHEREAS, the City and LS-ONTARIO II have entered into the Deposit and Reimbursement Agreement, dated as of June 1, 2023 (the “Deposit Agreement”), which provides for the advancement of funds by LS-ONTARIO II to be used to pay costs incurred in creating the Community Facilities District and the incurrence of bonded indebtedness thereby, and provides for the repayment to LS-ONTARIO II of such funds advanced, without interest, from the proceeds of any such bonded indebtedness incurred by the Community Facilities District; and
WHEREAS, the City desires to include in this Resolution, in accordance with Section 53314.9 of the Act, the proposal to repay funds pursuant to the Deposit Agreement;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Ontario as follows:

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

Section 2. The City Council hereby finds that the Petitions are signed by the landowners owning the requisite area of land proposed to be included within the Community Facilities District and not proposed to be exempt from the Special Tax.

Section 3. The City Council proposes to establish the Community Facilities District under the terms of the Act. The boundaries of the territory proposed for inclusion in the Community Facilities District are described in the map showing the proposed Community Facilities District (the “Boundary Map”) on file in the office of the City Clerk of the City (the “City Clerk”), a copy of which is attached hereto as Exhibit A, which boundaries are hereby preliminarily approved and to which map reference is hereby made for further particulars. The City Clerk is hereby directed to sign the original Boundary Map and record, or cause to be recorded, the Boundary Map with all proper endorsements 25 3
4153-1026-7721.2
thereon in the office of the San Bernardino County Recorder within 15 days of the date of adoption of this Resolution, all as required by Section 3111 of the California Streets and Highways Code.

Section 4. The name proposed for the Community Facilities District is “City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2).” Section 5. The public facilities (the “Facilities”) proposed to be financed by the Community Facilities District pursuant to the Act are described under the caption “Facilities” on Exhibit B hereto, which is by this reference incorporated herein. Those Facilities proposed to be purchased as completed public facilities are identified under the caption “Facilities to be Purchased” on Exhibit B hereto. The services (the “Services”) proposed to be financed by the Community Facilities District pursuant to the Act are described under the caption “Services” on Exhibit B hereto. The incidental expenses proposed to be incurred are identified under the caption “Incidental Expenses” on Exhibit B hereto. All or any portion of the Facilities may be financed through a financing plan, including, but not limited to, a lease, lease-purchase or installment-purchase arrangement.

Section 6. The City Council proposes that, except where funds are otherwise available, the Community Facilities District be authorized to annually levy within the Community Facilities District a special tax (the “Special Tax”) sufficient to pay for all Facilities and Services, secured by recordation of a continuing lien against all nonexempt real property in the Community Facilities District. The rate, method of apportionment and manner of collection of the Special Tax in sufficient detail to allow each landowner or resident within the proposed Community Facilities District to estimate the maximum amount that he or she will have to pay, is specified in the Rate and Method of Apportionment of Special Tax (the “Rate and Method”) attached hereto as Exhibit C, which is by this reference incorporated herein. The conditions under which the obligation to pay the Special Tax to be levied to pay for Facilities may be prepaid and permanently satisfied are specified in the Rate and Method. The Special Tax will be collected in the same manner as ordinary ad valorem property taxes or in such other manner as the City Council shall determine, including direct billing of the affected property owners.

Section 7. The Special Tax may only finance the Services to the extent that they are in addition to those provided in the territory of the Community Facilities District before the Community Facilities District is created. The Services may not supplant services already available within that territory when the Community Facilities District is created.

Bonds of the Community Facilities District may not be issued to fund any of the Services.

Section 8. The tax year after which no further Special Tax to pay for Facilities shall be levied against any parcel used for private residential purposes is specified in the Rate and Method. Under no circumstances shall the Special Tax to pay for Facilities in any fiscal year against any parcel used for private residential purposes be increased as a consequence of delinquency or default by the owner or owners of any other parcel or parcels within the Community Facilities District by more than 10% above the amount that would have been levied in that fiscal year had there never been any such delinquencies or defaults. For purposes of this paragraph, a parcel shall be considered “used for private 26 4
4153-1026-7721.2
residential purposes” not later than the date on which an occupancy permit for private residential use is issued. The Special Tax to pay for Services will be levied in perpetuity, as provided in the Rate and Method.

Section 9. Pursuant to Section 53344.1 of the Act, the City Council hereby reserves to itself the right and authority to allow any interested owner of property within the Community Facilities District, subject to the provisions of said Section 53344.1 and to those conditions as it may impose, and any applicable prepayment penalties as prescribed in the bond indenture or comparable instrument or document, to tender to the Community Facilities District treasurer in full payment or part payment of any installment of the Special Tax or the interest or penalties thereon that may be due or delinquent, but for which a bill has been received, any bond or other obligation secured thereby, the bond or other obligation to be taken at par and credit to be given for the accrued interest shown thereby computed to the date of tender.

Section 10. The City Council hereby fixes Tuesday, July 2, 2024, at 6:30 p.m., or as soon thereafter as the City Council may reach the matter, at 303 East B Street, Ontario, California, as the time and place when and where the City Council will conduct a public hearing on the establishment of the Community Facilities District; provided, that, in the event the July 2, 2024 City Council meeting is held via teleconference and/or videoconference only, the means by which the public may observe such public hearing and offer public comment shall be prescribed in the notice and agenda for such City Council meeting.

Section 11. The City Clerk is hereby directed to publish, or cause to be published, a notice of said public hearing one time in a newspaper of general circulation published in the area of the proposed Community Facilities District. Publication of said notice shall be completed at least seven days prior to the date herein fixed for said public hearing.

Said notice shall contain all of the information prescribed by Section 53322 of the Act.

Section 12. The authorization to levy the Special Tax shall be submitted to the qualified electors of the Community Facilities District at a special election. The proposed voting procedure shall be a vote by the landowners in the Community Facilities District conducted by mail or hand-delivered ballots, with each owner having one vote for each acre or portion of an acre such owner owns in the Community Facilities District.

Section 13. Each officer of the City who is or will be responsible for providing one or more of the proposed types of Facilities or Services is hereby directed to study, or cause to be studied, the proposed Community Facilities District and, at or before said public hearing, file a report with the City Council containing a brief description of the Facilities and Services by type that will in his or her opinion be required to adequately meet the needs of the Community Facilities District, and his or her estimate of the cost of providing the Facilities and Services. Such officers are hereby also directed to estimate the fair and reasonable cost of the Facilities proposed to be purchased as completed public facilities and of the incidental expenses proposed to be paid. Such report shall be made a part of the record of said public hearing.
27 5
4153-1026-7721.2
Section 14. LS-ONTARIO II has heretofore advanced certain funds, and may advance additional funds, that have been or may be used to pay costs incurred in connection with the creation of the Community Facilities District and the incurrence of bonded indebtedness thereby. The City Council proposes to repay all or a portion of such funds so advanced, without interest, solely from the proceeds of such bonded indebtedness, pursuant to the Deposit Agreement. The Deposit Agreement is hereby incorporated herein as though set forth in full herein.

Section 15. All actions heretofore taken by the officers, employees and agents of the City with respect to the establishment of the Community Facilities District, or in connection with or related to any of the matters referred to herein, are hereby approved, confirmed and ratified.

Section 16. The officers, employees and agents of the City are hereby authorized and directed to take all actions and do all things that they, or any of them, may deem necessary or desirable to accomplish the purposes of this Resolution and not inconsistent with the provisions hereof.

Section 17. This Resolution shall take effect immediately upon its adoption.

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

PASSED, APPROVED, AND ADOPTED this 21st day of May, 2024. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
28 6
4153-1026-7721.2
29 7
4153-1026-7721.2

STATE OF CALIFORNIA )

COUNTY OF SAN BERNARDINO )

CITY OF ONTARIO )
I, SHEILA MAUTZ, City Clerk of the City of Ontario, DO HEREBY CERTIFY that foregoing Resolution No. 2024- was duly passed and adopted by the City Council of the City of Ontario at their regular meeting held May 21, 2024 by the following roll call vote, to wit:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
The foregoing is the original of Resolution No. 2024- duly passed and adopted by the Ontario City Council at their regular meeting held May 21, 2024. _____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
30 A-1
4153-1026-7721.2

EXHIBIT A

BOUNDARY MAP
31 B-1
4153-1026-7721.2

EXHIBIT B

FACILITIES, SERVICES AND INCIDENTAL EXPENSES
Facilities
The types of public facilities to be financed by the Community Facilities District are street and bridge improvements, including grading, paving, curbs and gutters, sidewalks, street signalization and signage, street lights and parkway and landscaping related thereto, domestic and recycled water distribution facilities, sewer collection facilities, solid waste facilities, storm drainage facilities, park and recreation facilities and equipment, aquatic facilities and equipment, fire facilities and equipment, police facilities and equipment, library facilities and equipment, fiber optic telecommunication, wireless communication and public safety camera facilities and equipment, general governmental office, administrative and meeting facilities, and land, rights-of-way and easements necessary for any of such facilities.

Facilities to be Purchased
The types of public facilities to be purchased as completed facilities are street and bridge improvements, including grading, paving, curbs and gutters, sidewalks, street signalization and signage, street lights and parkway and landscaping related thereto, domestic and recycled water distribution facilities, sewer collection facilities, solid waste facilities, storm drainage facilities, and land, rights-of-way and easements necessary for any of such facilities.

Services
The types of City services to be financed by the Community Facilities District are police protection services, fire protection and suppression services, ambulance and paramedic services, maintenance and lighting of parks, parkways, streets, roads and open space, flood and storm protection services, maintenance and operation of fiber optic telecommunication, wireless communication and public safety camera systems and maintenance and operation of any real property or other tangible property with an estimated useful life of five or more years that is owned by the City.

Incidental Expenses
The incidental expenses proposed to be incurred include the following:
(a) the cost of planning and designing public facilities to be financed, including the cost of environmental evaluations of those facilities; (b) the costs associated with the creation of the Community Facilities District, issuance of bonds, determination of the amount of taxes, collection of taxes, payment of taxes, or costs otherwise incurred in order to carry out the authorized purposes of the Community Facilities District; and (c) any other expenses incidental to the construction, completion, and inspection of the authorized work.
32 4153-1026-7721.2

EXHIBIT C

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
33 City of Ontario Community Facilities
District No. 71 (Neuhouse Phase 2)
LEGEND
34 City of Ontario Community Facilities
District No. 71 (Neuhouse Phase 2)
TAX ZONE 1
LEGEND
35 City of Ontario Community Facilities
District No. 71 (Neuhouse Phase 2)
TAX ZONE 2
LEGEND
36 City of Ontario CFD No. 71 1 April 17, 2024

CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 71
(NEUHOUSE PHASE 2)

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
Special Taxes shall be levied on all Assessor’s Parcels in the City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2) (“CFD No. 71”) and collected each Fiscal Year, commencing in Fiscal Year 2024-25, in an amount determined by the City Council of the City of Ontario through the application of the Rate and Method of Apportionment, as described below.

All of the real property in CFD No. 71, unless exempted by law or by the provisions hereof, shall be taxed for the purposes, to the extent, and in the manner herein provided.

A. DEFINITIONS
The terms hereinafter set forth have the following meanings:
“Acre” or “Acreage” means the land area of an Assessor’s Parcel as shown on an Assessor’s Parcel Map, or if the land area is not shown on an Assessor’s Parcel Map, the land area shown on the applicable Final Subdivision Map, parcel map, condominium plan, or other recorded County map.
“Act” means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5 of Part 1 of Division 2 of Title 5 of the California Government Code. “Administrative Expenses” means the following actual or reasonably estimated costs directly related to the administration of CFD No. 71: the costs of computing the Special Taxes and preparing the annual Special Tax collection schedules (whether by the City or CFD No. 71 or both); the costs of collecting the Special Taxes (whether by the County or otherwise); the costs of remitting the Special Taxes to the Trustee; the costs of the Trustee (including its legal counsel) in the discharge of the duties required of it under the Indenture; the costs to the City or CFD No. 71 of complying with arbitrage rebate requirements; the costs to the City or CFD No. 71 of complying with City, CFD No. 71, or obligated persons disclosure requirements associated with applicable federal and state securities laws and of the Act; the costs associated with preparing Special Tax disclosure statements and responding to public inquiries regarding the Special Taxes; the costs of the City or CFD No. 71 related to the analysis and reduction, if any, of the Special Tax A on Single Family Property in accordance with Section C.1 herein; the costs of the City or CFD No. 71 related to an appeal of the Special Tax; the costs associated with the release of funds from any escrow account; the City’s administration fees and third party expenses; the costs of City staff time and reasonable overhead relating to CFD No. 71; and amounts estimated or advanced by the City or CFD No. 71 for any other administrative purposes of the CFD, including attorney’s fees and other costs related to commencing and pursuing to completion any foreclosure of delinquent Special Taxes. 37 City of Ontario CFD No. 71 2 April 17, 2024
“Assessor’s Parcel” means a lot or parcel shown in an Assessor’s Parcel Map with an assigned Assessor’s Parcel Number.

“Assessor’s Parcel Map” means an official map of the Assessor of the County designating parcels by Assessor’s Parcel Number.

“Assessor’s Parcel Number” means, with respect to an Assessor’s Parcel, that number assigned to such Assessor’s Parcel by the County for purposes of identification.

“Assigned Special Tax A” means the Special Tax A for each Land Use Class of Developed Property, as determined in accordance with Section C.1.a.2 below.

“Backup Special Tax A” means the Special Tax A for each Land Use Class of Developed Property, as determined in accordance with Section C.1.a.3 below.

“Bonds” means any bonds or other debt (as defined in Section 53317(d) of the Act) issued by CFD No. 71 under the Act and payable from Special Tax A.

“Buildable Lot” means an individual lot, within a Final Subdivision Map or an area expected by CFD No. 71 to become Final Mapped Property, such as the area within a Tentative Tract Map, for which a building permit may be issued without further subdivision of such lot.

“CFD Administrator” means an official of the City responsible for determining the Special Tax A Requirement and Special Tax B Requirement, providing for the levy and collection of the Special Taxes, and performing the other duties provided for herein.

“CFD No. 71” means City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2).

“City” means the City of Ontario, California.

“City Council” means the City Council of the City, acting as the legislative body of CFD No. 71.

“Contractual Impositions” means (a) a voluntary contractual assessment established and levied on an Assessor’s Parcel pursuant to Chapter 29 of Part 3 of Division 7 of the California Streets and Highways Code (commencing with Section 5898.10 et seq.), as amended from time to time, (b) a special tax established and levied on an Assessor’s Parcel pursuant to Section 53328.1 of the California Government Code and related provisions of the Act, as amended from time to time, and (c) any other fee, charge, tax, or assessment established and levied on an individual Assessor’s Parcel pursuant to a contractual agreement or other voluntary consent by the owner thereof (e.g., property owner association assessments).

“County” means the County of San Bernardino.

38 City of Ontario CFD No. 71 3 April 17, 2024
“Designated Buildable Lot” means a Buildable Lot for which a building permit has not been issued by the City as of the date of calculation of the Backup Special Tax A.

“Developed Property” means for each Fiscal Year, all Taxable Property, exclusive of Final Mapped Property, Taxable Property Owner Association Property, and Taxable Public Property, for which a building permit or other applicable permit for new construction was issued after January 1, 2023, and before May 1 of the prior Fiscal Year.

“Expected Residential Lot Count” means 144 Buildable Lots of Single Family Property in Tax Zone 1 and 191 Buildable Lots of Single Family Property in Tax Zone 2, or, as determined by the CFD Administrator, the number of Buildable Lots of Single Family Property based on the most recent Tentative Tract Map(s) or most recently recorded Final Subdivision Map(s) or modified Final Subdivision Map(s).

“Facilities” means the public facilities authorized to be financed, in whole or in part, by CFD No. 71.

“Final Mapped Property” means, for each Fiscal Year, all Taxable Property, exclusive of Developed Property, Taxable Property Owner Association Property, and Taxable Public Property, which as of January 1 of the previous Fiscal Year was located within a Final Subdivision Map. The term Final Mapped Property shall include any parcel map or Final Subdivision Map, or portion thereof, that creates individual lots for which a building permit may be issued, including Parcels that are designated as a remainder Parcel (i.e., one where the size, location, etc., precludes any further subdivision or taxable use).

“Final Subdivision Map” means a final tract map, parcel map, or lot line adjustment approved by the City pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or a condominium plan recorded pursuant to California Civil Code Section 4285 that, in either case, creates individual lots for which building permits may be issued without further subdivision.

“Fiscal Year” means the period starting July 1 and ending on the following June 30.

“Gated Community Attached Dwelling Unit” means, with respect to Special Tax B, a Unit within any residential building containing two or more dwelling units (including attached condominiums, townhouses, duplexes, triplexes, and apartments) within a gated community that, within such community, is primarily served by private interior streets.

“Indenture” means the indenture, fiscal agent agreement, resolution, or other instrument pursuant to which Bonds are issued, as modified, amended, and/or supplemented from time to time.

“Land Use Class” means any of the classes listed in Tables 1, 2, and 3 below.

“Lower Income Household Welfare Exemption Property” means, for each Fiscal Year, an Assessor’s Parcel within the boundaries of CFD No. 71 that is subject to a welfare exemption under subdivision (g) of Section 214 of the California Revenue and 39 City of Ontario CFD No. 71 4 April 17, 2024
Taxation Code (or any successor statute), as indicated in the most recent County assessor’s roll finalized prior to such Fiscal Year.

“Maximum Special Tax A” means, with respect to an Assessor’s Parcel of Taxable Property, the Maximum Special Tax A determined in accordance with Section C.1 below that can be levied in any Fiscal Year on such Assessor’s Parcel of Taxable Property.

“Maximum Special Tax B” means, with respect to an Assessor’s Parcel of Taxable Property, the Maximum Special Tax B determined in accordance with Section C.2 below that can be levied in any Fiscal Year on such Assessor’s Parcel of Taxable Property.

“Minimum Sale Price” means the minimum price at which Units of a given Land Use Class have sold or are expected to be sold in a normal marketing environment and shall not include prices for such Units that are sold at a discount to expected sales prices for the purpose of stimulating the initial sales activity with respect to such Land Use Class.

“Multiple Family Dwelling Unit” means, with respect to Special Tax B, a Unit within any residential building containing two or more dwelling units, including attached condominiums, townhomes, duplexes, triplexes, and apartments, but excluding Gated Community Attached Dwelling Units.

“Non-Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit was issued by the City permitting the construction of one or more non-residential structures or facilities.

“Other Residential Property” means, with respect to Special Tax A, all Assessor’s Parcels of Developed Property for which a building permit was issued by the City for purposes of constructing Units, excluding Single Family Attached Property and Single Family Detached Property.

“Outstanding Bonds” means all Bonds which are outstanding under and in accordance with the provisions of the Indenture.

“Price Point Consultant” means any consultant or firm of such consultants selected by CFD No. 71 that (a) has substantial experience in performing price point studies for residential units within community facilities districts established under the Act or otherwise estimating or confirming pricing for residential units in such community facilities districts, (b) has recognized expertise in analyzing economic and real estate data that relates to the pricing of residential units in such community facilities districts, (c) is in fact independent and not under the control of CFD No. 71 or the City, (d) does not have any substantial interest, direct or indirect, with or in (i) CFD No. 71, (ii) the City, (iii) any owner of real property in CFD No. 71, or (iv) any real property in CFD No. 71, and (e) is not connected with CFD No. 71 or the City as an officer or employee thereof, but who may be regularly retained to make reports to CFD No. 71 or the City.

“Price Point Study” means a price point study or a letter updating a previous price point study prepared by the Price Point Consultant pursuant to Section C herein.

40 City of Ontario CFD No. 71 5 April 17, 2024
“Property Owner Association Property” means, for each Fiscal Year, any property within the boundaries of CFD No. 71 that was owned by a property owner association, including any master or sub-association, as of January 1 of the prior Fiscal Year.

“Proportionately” means (a) for Developed Property in the first step of Section D.1 below, that the ratio of the actual Special Tax A levy to the Maximum Special Tax A is equal for all Assessor’s Parcels of Developed Property; however, for Developed Property in the fourth step of Section D.1 below, Proportionately means that the amount of the increase above the Assigned Special Tax A, if necessary, is equal for all Assessor’s Parcels of Developed Property, except that if the Backup Special Tax A limits the increase on any Assessor’s Parcel(s), then the amount of the increase shall be equal for the remaining Assessor’s Parcels; (b) with respect to Special Tax B, that the ratio of the actual Special Tax B levy to the Maximum Special Tax B is equal for all Assessor’s Parcels of Developed Property; (c) for Final Mapped Property, that the ratio of the actual Special Tax A levy to the Maximum Special Tax A is equal for all Assessor’s Parcels of Final Mapped Property; (d) for Undeveloped Property, that the ratio of the actual Special Tax A levy to the Maximum Special Tax A is equal for all Assessor's Parcels of Undeveloped Property; (e) for Taxable Property Owner Association Property, that the ratio of the actual Special Tax A levy to the Maximum Special Tax A is equal for all Assessor’s Parcels of Taxable Property Owner Association Property; and (f) for Taxable Public Property, that the ratio of the actual Special Tax A levy to the Maximum Special Tax A is equal for all Assessor’s Parcels of Taxable Public Property.

“Public Property” means, for each Fiscal Year, property within the boundaries of CFD No. 71 that is (a) owned by, irrevocably offered to, or dedicated to the federal government, the State, the County, the City, or any local government or other public agency or (b) encumbered by an easement for purposes of public or utility right-of-way that makes impractical its use for any purpose other than that set forth in such easement; provided that any property leased by a public agency to a private entity and subject to taxation under Section 53340.1 of the Act shall be taxed and classified according to its use.

“Rate and Method of Apportionment” means this Rate and Method of Apportionment of Special Tax.

“Residential Floor Area” means all of the Square Footage of living area within the perimeter of a Unit, not including any carport, walkway, garage, overhang, patio, enclosed patio, or similar area. The determination of Residential Floor Area shall be as set forth in the building permit(s) issued for such Assessor’s Parcel, or as set forth in other official records maintained by the City’s Building Department or other appropriate means selected by CFD No. 71. The actual Square Footage shall be rounded up to the next whole square foot. Once such determination has been made for an Assessor’s Parcel, it shall remain fixed in all future Fiscal Years unless an appeal pursuant to Section F below is approved that results in a change in the actual Square Footage.

“Residential Property” means, for each Fiscal Year, an Assessor’s Parcel for which a building permit for new construction of one or more Units was issued after January 1, 2023, and before May 1 of the prior Fiscal Year.
41 City of Ontario CFD No. 71 6 April 17, 2024

“Services” means the services authorized to be financed, in whole or in part, by CFD No.

71. “Single Family Attached Property” means all Assessor’s Parcels of Developed Property for which a building permit or use permit was issued for construction of a residential structure consisting of two or more Units that share common walls, have separate Assessor’s Parcel Numbers assigned to them (except for a duplex unit, which may share an Assessor’s Parcel with another duplex unit), and may be purchased by individual homebuyers (which shall still be the case even if the Units are purchased and subsequently offered for rent by the owner of the Unit), including such residential structures within a condominium project as defined in Civil Code Section 4125.

“Single Family Detached Dwelling Unit” means a Unit of Single Family Detached Property.

“Single Family Detached Property” means all Assessor’s Parcels of Developed Property for which a building permit was issued for construction of a Unit, on one legal lot, that does not share a common wall with another Unit.

“Single Family Property” means all Assessor’s Parcels of Single Family Attached Property and Single Family Detached Property.

“Special Taxes” means, collectively, Special Tax A and Special Tax B.

“Special Tax A” means the special tax authorized by the qualified electors of CFD No. 71 to be levied within the boundaries of CFD No. 71 to pay for Facilities and Services.

“Special Tax A Requirement” means for any Fiscal Year that amount required, after taking into account available amounts held in the funds and accounts established under the Indenture, for CFD No. 71 to: (i) pay debt service on all Outstanding Bonds which is due in the calendar year that commences in such Fiscal Year; (ii) pay periodic costs on the Bonds, including, but not limited to, credit enhancement and rebate payments on the Bonds; (iii) pay a pro rata share of Administrative Expenses; (iv) provide any amounts required to establish or replenish any reserve fund for the Bonds; (v) pay directly for acquisition or construction of Facilities, or the cost of Services, to the extent that the inclusion of such amounts does not increase the Special Tax A levy on Final Mapped Property or Undeveloped Property; and (vi) provide an amount equal to Special Tax A delinquencies based on the historical delinquency rate for Special Tax A as determined by the CFD Administrator.

“Special Tax B” means the special tax authorized by the qualified electors of CFD No. 71 to be levied within the boundaries of CFD No. 71 to pay for Services.

“Special Tax B Requirement” means for any Fiscal Year that amount required, after taking into account available amounts in any funds and accounts established to pay for Services, to pay the cost of Services, a pro rata share of Administrative Expenses, and an 42 City of Ontario CFD No. 71 7 April 17, 2024
amount equal to Special Tax B delinquencies based on the historical delinquency rate for Special Tax B as determined by the CFD Administrator.

“Square Footage” or “Sq. Ft.” means the floor area square footage reflected on the original construction building permit, or as set forth in other official records maintained by the City’s Building Department or other appropriate means selected by CFD No. 71, issued for construction of Residential Property or Non-Residential Property, plus any square footage subsequently added to a building of Non-Residential Property after issuance of a building permit for expansion or renovation of such building.

“State” means the State of California.

“Taxable Property” means, for each Fiscal Year, all of the Assessor’s Parcels within the boundaries of CFD No. 71 that are not exempt from the Special Taxes pursuant to law or Section E below.

“Taxable Property Owner Association Property” means, for each Fiscal Year, all Assessor’s Parcels of Property Owner Association Property that are not exempt from the Special Taxes pursuant to Section E below.

“Taxable Public Property” means, for each Fiscal Year, all Assessor’s Parcels of Public Property that are not exempt from the Special Taxes pursuant to law or Section E below.

“Tax Zone” means a mutually exclusive geographic area, within which particular Special Taxes may be levied pursuant to this Rate and Method of Apportionment.

Attachment 1 identifies the two Tax Zones in CFD No. 71.

“Tax Zone 1” means the geographic area designated in Attachment 1 of this Rate and Method of Apportionment as Tax Zone 1, is consistent with the boundaries of TTM 20530, and was commonly referred to as the Neuhouse II project at the time of formation of CFD No. 71.

“Tax Zone 2” means the geographic area designated in Attachment 1 of this Rate and Method of Apportionment as Tax Zone 2, is consistent with the boundary of TTM 20452, and was commonly referred to as the DUSA project at the time of formation of CFD No.

71. “Tentative Tract Map” means a map: (i) showing a proposed subdivision of an Assessor’s Parcel(s) and the conditions pertaining thereto; (ii) that may or may not be based on a detailed survey; and (iii) that is not recorded by the County to create legal lots.

“Total Tax Burden” means, for a Unit within a Land Use Class, for the Fiscal Year in which the Total Tax Burden is being calculated, the sum of (a) the Assigned Special Tax A for such Land Use Class for such Fiscal Year, plus (b) the Special Tax B for such Land Use Class for such Fiscal Year, plus (c) the ad valorem property taxes, special assessments, special taxes for any overlapping community facilities districts, and any other governmental fees, charges (other than fees or charges for services such as sewer and trash), taxes, and assessments (which do not include Contractual 43 City of Ontario CFD No. 71 8 April 17, 2024
Impositions) collected by the County on ad valorem tax bills, plus (d) property owner association assessments (but excluding the refuse collection portion of such assessments), and that the CFD Administrator estimates would be levied or imposed on such Unit in such Fiscal Year if the residential dwelling unit thereon or therein had been completed and sold, and was subject to such fees, charges, taxes, and assessments in such Fiscal Year.

“Trustee” means the trustee or fiscal agent under the Indenture.

“TTM 20452” means Tentative Tract Map No. 20452, the area of which is located within CFD No. 71.

“TTM 20530” means Tentative Tract Map No. 20530, the area of which is located within CFD No. 71.

“Undeveloped Property” means, for each Fiscal Year, all Taxable Property not classified as Developed Property, Final Mapped Property, Taxable Public Property, or Taxable Property Owner Association Property.

“Unit” means an individual single-family detached or attached home, townhome, condominium, apartment, or other residential dwelling unit, including each separate living area within a half-plex, duplex, triplex, fourplex, or other residential structure.

B. ASSIGNMENT TO LAND USE CATEGORIES

Each Fiscal Year, beginning with Fiscal Year 2024-25, all Taxable Property within CFD No. 71 shall be organized into Tax Zone 1 or Tax Zone 2, and then classified as Developed Property, Final Mapped Property, Taxable Public Property, Taxable Property Owner Association Property, or Undeveloped Property, and shall be subject to Special Taxes in accordance with the Rate and Method of Apportionment as determined pursuant to Sections C and D below.

Assessor’s Parcels of Developed Property shall be further classified as: Single Family Property (and further classified as Single Family Attached Property or Single Family Detached Property, as needed) or Other Residential Property (for Special Tax A); Single Family Detached Dwelling Unit, Multiple Family Dwelling Unit, or Gated Community Attached Dwelling Unit (for Special Tax B); or Non-Residential Property. For Special Tax A, Assessor’s Parcels of Single Family Property in Tax Zone 1 shall be assigned to Land Use Classes 1 through 7, and Single Family Property in Tax Zone 2 shall be assigned to Land Use Classes 10 through 18, as listed in Tables 1 and 2 below based on the Residential Floor Area of the Units on such Assessor’s Parcels. Also for Special Tax A, Other Residential Property and Non-Residential Property shall be assigned to Land Use Classes 8 and 9, respectively, in Tax Zone 1, and to Land Use Classes 19 and 20 in Tax Zone 2.

44 City of Ontario CFD No. 71 9 April 17, 2024

C. MAXIMUM SPECIAL TAX

1. Special Tax A

At least 30 days prior to the issuance of Bonds, the Assigned Special Tax A on Developed Property (set forth in Tables 1 and 2 below) shall be analyzed in accordance with and subject to the conditions set forth in this Section C. At such time, CFD No. 71 shall select and engage a Price Point Consultant and the CFD Administrator shall request the Price Point Consultant to prepare a Price Point Study setting forth the Minimum Sale Price of Units within each Land Use Class.

If based upon such Price Point Study the CFD Administrator calculates that the Total Tax Burden, excluding property owner association assessments, applicable to Units within one or more Land Use Classes of Single Family Property to be constructed within CFD No. 71 exceeds 1.95% of the Minimum Sale Price of such Units, the Assigned Special Tax A shall be reduced to the extent necessary to cause the Total Tax Burden, excluding property owner association assessments, that shall apply to Units within such Land Use Class(es) not to exceed 1.95% of the Minimum Sale Price of such Units.

Each Assigned Special Tax A reduction for a Land Use Class shall be calculated by the CFD Administrator separately, and it shall not be required that such reduction be proportionate among Land Use Classes. In connection with any reduction in the Assigned Special Tax A, the Backup Special Tax A shall also be reduced by the CFD Administrator based on the percentage reduction in Maximum Special Tax A revenues within the Tentative Tract Map area(s) where the Assigned Special Tax A reductions occurred. Upon determining the reductions, if any, in the Assigned Special Tax A and Backup Special Tax A required pursuant to this Section C, the CFD Administrator shall complete the Certificate of Modification of Special Tax substantially in the form attached hereto as Exhibit A (the “Certificate of Modification”), shall execute such completed Certificate of Modification, and shall deliver such executed Certificate of Modification to CFD No. 71. Upon receipt thereof, if in satisfactory form, CFD No. 71 shall execute such Certificate of Modification. The reduced Assigned Special Tax A and Backup Special Tax A specified in such Certificate of Modification shall become effective upon the execution of such Certificate of Modification by CFD No. 71.

The Special Tax A reductions required pursuant to this section shall be reflected in an amended notice of Special Tax lien, which CFD No. 71 shall cause to be recorded with the County Recorder as soon as practicable after execution of the Certificate of Modification by CFD No. 71. The reductions in this section apply to Single Family Property, but not to Other Residential Property or Non- Residential Property.

45 City of Ontario CFD No. 71 10 April 17, 2024
a. Developed Property

1) Maximum Special Tax A

The Maximum Special Tax A that may be levied in any Fiscal Year for each Assessor’s Parcel classified as Developed Property shall be the greater of (i) the amount derived by application of the Assigned Special Tax A or (ii) the amount derived by application of the Backup Special Tax A. The Maximum Special Tax A shall not increase in future years, other than as calculated pursuant to Section C.1.a.3 below.

2) Assigned Special Tax A

The Assigned Special Tax A that may be levied in any Fiscal Year for each Land Use Class is shown below in Tables 1 and 2.

TABLE 1
TAX ZONE 1
ASSIGNED SPECIAL TAX A – DEVELOPED PROPERTY

Land
Use
Class
Description
Residential
Floor Area
(Square
Footage)
Assigned
Special Tax A
1 Single Family Property < 901 $3,037 per Unit
2 Single Family Property 901 – 1,050 $3,063 per Unit 3 Single Family Property 1,051 – 1,200 $3,628 per Unit
4 Single Family Property 1,201 – 1,350 $3,798 per Unit
5 Single Family Property 1,351 – 1,500 $3,879 per Unit
6 Single Family Property 1,501 – 1,650 $4,083 per Unit
7 Single Family Property > 1,650 $4,229 per Unit
8 Other Residential Property $96,400 per Acre
9 Non-Residential Property $96,400 per Acre
46 City of Ontario CFD No. 71 11 April 17, 2024

TABLE 2
TAX ZONE 2
ASSIGNED SPECIAL TAX A – DEVELOPED PROPERTY

3) Backup Special Tax A

The Backup Special Tax A shall be $3,693 per Unit for Single Family Property in Tax Zone 1 and $4,598 in Tax Zone 2.

However, if the Expected Residential Lot Count of Single Family Property does not equal 144 in Tax Zone 1 and 191 in Tax Zone 2, and the City has not issued Bonds, then the Backup Special Tax A for Designated Buildable Lots of Single Family Property in each Tax Zone shall be calculated according to the following formulas:

Tax Zone 1 = $531,840  Expected Residential Lot
Count in Tax Zone 1 for Single
Family Property

Tax Zone 2 = $878,188  Expected Residential Lot
Count in Tax Zone 2 for Single
Family Property

Land
Use
Class
Description
Residential
Floor Area
(Square
Footage)
Assigned
Special Tax A
10 Single Family Property < 1,101 $3,686 per Unit
11 Single Family Property 1,101 – 1,300 $3,888 per Unit 12 Single Family Property 1,301 – 1,500 $4,058 per Unit 13 Single Family Property 1,501 – 1,700 $4,163 per Unit 14 Single Family Property 1,701 – 1,900 $4,229 per Unit 15 Single Family Property 1,901 – 2,100 $4,956 per Unit 16 Single Family Property 2,101 – 2,300 $5,080 per Unit 17 Single Family Property 2,301 – 2,500 $5,376 per Unit 18 Single Family Property > 2,500 $5,676 per Unit
19 Other Residential Property $86,658 per Acre
20 Non-Residential Property $86,658 per Acre
47 City of Ontario CFD No. 71 12 April 17, 2024
If any portion of a Final Subdivision Map, or any area expected by CFD No. 71 to become Final Mapped Property – such as the area within TTM 20452, TTM 20530, or any other Tentative Tract Map – changes any time after the City has issued Bonds, causing an adjustment to the number of Designated Buildable Lots, then the Backup Special Tax A for all Designated Buildable Lots of Single Family Property subject to the change shall be calculated according to the following steps:

Step 1: Determine the total Backup Special Tax A that
could have been collected from Designated
Buildable Lots of Single Family Property within the
applicable Tax Zone, prior to the Final Subdivision
Map or expected Final Mapped Property change.

Step 2: Divide the amount determined in Step 1 by the
number of Designated Buildable Lots of Single
Family Property that exists in the applicable Tax
Zone after the Final Subdivision Map or expected
Final Mapped Property change.

Step 3: Apply the amount determined in Step 2 as the
Backup Special Tax A per Unit for Single Family
Property in the applicable Tax Zone.

The Backup Special Tax A for an Assessor’s Parcel shall not change once an Assessor’s Parcel is classified as Developed Property.

b. Final Mapped Property, Taxable Public Property, Taxable Property Owner Association Property, and Undeveloped Property

The Maximum Special Tax A for Final Mapped Property, Taxable Public Property, Taxable Property Owner Association Property, and Undeveloped Property shall be $96,400 per Acre in Tax Zone 1 and $86,658 per Acre in Tax Zone 2, and shall not be subject to increase or reduction and, therefore, shall remain the same in every Fiscal Year.

2. Special Tax B

The Maximum Special Tax B for each Assessor’s Parcel classified as Developed Property shall be determined by reference to Table 3 below.

48 City of Ontario CFD No. 71 13 April 17, 2024

TABLE 3
MAXIMUM SPECIAL TAX B – DEVELOPED PROPERTY

Land Use Class Maximum Special Tax B
Fiscal Year 2024-25
Residential Property
Single Family Detached Dwelling Unit $1,501.46 per Unit Multiple Family Dwelling Unit $1,301.51 per Unit
Gated Community Attached Dwelling Unit $1,091.38 per Unit Non-Residential Property

$0.273800 per Sq. Ft.

On January 1 of each Fiscal Year, commencing January 1, 2025, the Maximum Special Tax B to be applied in the next Fiscal Year shall be subject to an automatic increase at a rate equal to 4.0% of the amount in effect for the prior Fiscal Year.

3. Multiple Land Use Classes on an Assessor’s Parcel

In some instances an Assessor’s Parcel of Developed Property may contain more than one Land Use Class. The Maximum Special Tax A levied on such Assessor’s Parcel shall be the sum of the Maximum Special Tax A for all Units of Single Family Property and Acres of Other Residential Property and Non- Residential Property (based on the pro rata share of Square Footage between Other Residential Property and Non-Residential Property, according to the applicable building permits, Final Subdivision Map, parcel map, condominium plan, or other recorded County map) located on that Assessor’s Parcel. The Maximum Special Tax B levied on such Assessor’s Parcel shall be the sum of the Maximum Special Tax B for all Units of Residential Property and all Square Footage of Non-Residential Property (based on the applicable building permits, Final Subdivision Map, parcel map, condominium plan, or other recorded County map) located on that Assessor’s Parcel.

4. Developed Property Special Tax Obligation

Once an Assessor’s Parcel has been taxed in any Fiscal Year as Developed Property, the Assessor’s Parcel shall continue to be taxed as Developed Property regardless of changes to or expiration of the original building permit, and regardless of revisions to or destruction of the structure that was, or was expected to be, constructed pursuant to the original building permit.

49 City of Ontario CFD No. 71 14 April 17, 2024
D. METHOD OF APPORTIONMENT OF THE SPECIAL TAX

1. Special Tax A

Each Fiscal Year, beginning with Fiscal Year 2024-25, the CFD Administrator shall determine the Special Tax A Requirement for such Fiscal Year. The Special Tax A shall then be levied as follows:

First: If needed to satisfy the Special Tax A Requirement, Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Developed Property up to 100% of the applicable Assigned Special Tax A;

Second: If additional monies are needed to satisfy the Special Tax A Requirement after the first step has been completed, then Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Final Mapped Property up to 100% of the Maximum Special Tax A for Final Mapped Property;

Third: If additional monies are needed to satisfy the Special Tax A Requirement after the first two steps have been completed, then Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Undeveloped Property up to 100% of the Maximum Special Tax A for Undeveloped Property;

Fourth: If additional monies are needed to satisfy the Special Tax A Requirement after the first three steps have been completed, then the levy of Special Tax A on each Assessor’s Parcel of Developed Property whose Maximum Special Tax A is determined through the application of the Backup Special Tax A shall be increased Proportionately from the Assigned Special Tax A up to the Maximum Special Tax A for each such Assessor’s Parcel;

Fifth: If additional monies are needed to satisfy the Special Tax A Requirement after the first four steps have been completed, then Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Taxable Property Owner Association Property up to the Maximum Special Tax A for Taxable Property Owner Association Property;

Sixth: If additional monies are needed to satisfy the Special Tax A Requirement after the first five steps have been completed, then Special Tax A shall be levied Proportionately on each Assessor’s Parcel of Taxable Public Property up to the Maximum Special Tax A for Taxable Public Property.

Notwithstanding the above, under no circumstances shall Special Tax A levied in any Fiscal Year on any Assessor’s Parcel of Single Family Property or Other Residential Property for which an occupancy permit for private residential use has been issued be increased as a result of delinquency or default by the owner or owners of any other Assessor’s Parcel or Assessor’s Parcels within CFD No. 71 by more than ten percent above the amount that would have been levied in that Fiscal Year had there never been any such delinquencies or defaults.

50 City of Ontario CFD No. 71 15 April 17, 2024

2. Special Tax B

Each Fiscal Year, beginning with Fiscal Year 2024-25, the CFD Administrator shall determine the Special Tax B Requirement. The Special Tax B shall then be levied Proportionately on each Assessor’s Parcel of Developed Property up to 100% of the applicable Maximum Special Tax B for such Assessor’s Parcel, until the Special Tax B Requirement is satisfied. However, the Special Tax B levied in any Fiscal Year shall not increase by more than 4.0% of the amount of the Special Tax B levied in the prior Fiscal Year.

E. EXEMPTIONS

In Tax Zone 1, no Special Tax shall be levied on up to 3.06 Acres of Property Owner Association Property. In Tax Zone 2, no Special Tax shall be levied on up to 4.25 Acres of Public Property and up to 4.22 Acres of Property Owner Association Property. Tax- exempt status in each Tax Zone will be assigned by the CFD Administrator in the chronological order in which property becomes Public Property or Property Owner Association Property.

Property Owner Association Property or Public Property that is not exempt from the Special Tax A under this section shall be subject to the levy of Special Tax A and shall be taxed Proportionately as part of the fifth or sixth step, respectively, in Section D above, up to 100% of the applicable Maximum Special Tax A for Taxable Property Owner Association Property and Taxable Public Property. No Special Tax A shall be levied in any Fiscal Year on Assessor’s Parcels that have fully prepaid the Special Tax A obligation pursuant to the formula set forth in Section H.

No Special Tax shall be levied on Lower Income Household Welfare Exemption Property; provided, however, that if, in any Fiscal Year, applicable law does not require that Lower Income Household Welfare Exemption Property be exempt from some portion, or all, of the Special Tax, such portion, or all, of the Special Tax shall be levied on such property in accordance with this Rate and Method of Apportionment based on the Land Use Class to which the Assessor’s Parcel is assigned.

F. APPEALS

Any property owner may file a written appeal of the Special Tax with CFD No. 71 claiming that the amount or application of the Special Tax is not correct. The appeal must be filed not later than one calendar year after having paid the Special Tax that is disputed, and the appellant must be current in all payments of Special Taxes. In addition, during the term of the appeal process, all Special Taxes levied must be paid on or before the payment date established when the levy was made.

The appeal must specify the reasons why the appellant claims the Special Tax is in error.

The CFD Administrator shall review the appeal, meet with the appellant if the CFD Administrator deems necessary, and advise the appellant of its determination.

51 City of Ontario CFD No. 71 16 April 17, 2024
If the property owner disagrees with the CFD Administrator’s decision relative to the appeal, the owner may then file a written appeal with the City Council whose subsequent decision shall be final and binding on all interested parties. If the decision of the CFD Administrator or subsequent decision by the City Council requires the Special Tax to be modified or changed in favor of the property owner, then the CFD Administrator shall determine if sufficient Special Tax revenue is available to make a cash refund. If a cash refund cannot be made, then an adjustment shall be made to credit future Special Tax levy(ies).

This procedure shall be exclusive and its exhaustion by any property owner shall be a condition precedent to filing any legal action by such owner.

G. MANNER OF COLLECTION

The Special Taxes shall be collected in the same manner and at the same time as ordinary ad valorem property taxes; provided, however, that the Special Taxes may be collected in such other manner as the City Council shall determine, including direct billing of affected property owners.

H. PREPAYMENT OF SPECIAL TAX A

The following definitions apply to this Section H:

“CFD Public Facilities” means $17,673,000 for each Prepayment Period, or such lower number as determined by the City Council to be sufficient to fund the Facilities and Services to be provided by CFD No. 71.

“Expenditures Fund” means funds or accounts, regardless of their names, that are established to hold moneys that are available to acquire or construct Facilities and to fund Services.

“Future Facilities Costs” means the CFD Public Facilities minus (i) Facilities and Services costs previously paid from the Expenditures Fund during the Prepayment Period in which the prepayment is being made, (ii) moneys currently on deposit in the Expenditures Fund from deposits made during the Prepayment Period in which the prepayment is being made, and (iii) moneys currently on deposit in an escrow fund that are expected to be available to finance Facilities costs. In no event shall the amount of Future Facilities Costs be less than zero.

“Prepayment Period” means one of three periods of time during which a Special Tax prepayment may be made.

“Prepayment Period 1” means July 1, 2024, through June 30, 2058.

“Prepayment Period 2” means July 1, 2058, through June 30, 2091.

“Prepayment Period 3” means July 1, 2091, through June 30, 2125.

52 City of Ontario CFD No. 71 17 April 17, 2024
Only Special Tax A may be prepaid; Special Tax B shall continue to be levied on an annual basis on all Developed Property in CFD No. 71.

1. Prepayment in Full

The obligation of an Assessor's Parcel to pay the Special Tax A may be prepaid as described herein, provided that a prepayment may be made only for Assessor’s Parcels for which a building permit for new construction was issued after January 1, 2023, and only if there are no delinquent Special Taxes with respect to such Assessor's Parcel at the time of prepayment. An owner of an Assessor's Parcel intending to prepay the Special Tax A obligation shall provide the CFD Administrator with written notice of intent to prepay. Within 30 days of receipt of such written notice, the CFD Administrator shall notify such owner of the prepayment amount for such Assessor's Parcel. The CFD Administrator may charge a fee for providing this service. Prepayment in any six month period must be made not less than 45 days prior to the next occurring date that notice of redemption of Bonds from the proceeds of such prepayment may be given to the Trustee pursuant to the Indenture.

The Special Tax A Prepayment Amount (defined below) shall be calculated as summarized below (capitalized terms as defined below):

Bond Redemption Amount
plus Redemption Premium
plus Future Facilities Amount
plus Defeasance Amount
plus Administrative Fees and Expenses
less Reserve Fund Credit
Total Prepayment Amount

As of the proposed date of prepayment, the Special Tax A Prepayment Amount (defined below) shall be calculated by the CFD Administrator as follows:

Paragraph No.

1. Confirm that no Special Tax delinquencies apply to such Assessor’s Parcel, and determine the Prepayment Period for the proposed prepayment.

2. Compute the Assigned Special Tax A and Backup Special Tax A for the Assessor’s Parcel to be prepaid based on the Developed Property Special Tax A which is, or could be, charged in the current Fiscal Year. For Assessor’s Parcels of Final Mapped Property (for which a building permit has been issued but which is not yet classified as Developed Property) to be prepaid, compute the Assigned Special Tax A and Backup Special Tax A for that Assessor’s Parcel as though it was already designated as Developed Property, based upon the building permit which has already been issued for that Assessor’s Parcel. 53 City of Ontario CFD No. 71 18 April 17, 2024

3. (a) Divide the Assigned Special Tax A computed pursuant to Paragraph 2 by the total estimated Assigned Special Tax A for CFD No. 71 based on the Developed Property Special Tax A which could be charged in the current Fiscal Year on all expected development through buildout of CFD No. 71, excluding any Assessor’s Parcels which have been prepaid, and

(b) Divide the Backup Special Tax A computed pursuant to Paragraph 2 by the estimated total Backup Special Tax A at buildout of CFD No. 71, excluding any Assessor’s Parcels which have been prepaid.

4. Multiply the larger quotient computed pursuant to Paragraph 3(a) or 3(b) by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the “Bond Redemption Amount”).

5. Multiply the Bond Redemption Amount computed pursuant to Paragraph 4 by the applicable redemption premium (e.g., the redemption price minus 100%), if any, on the Outstanding Bonds to be redeemed (the “Redemption Premium”).

6. Compute the Future Facilities Costs for the applicable Prepayment Period.

7. Multiply the larger quotient computed pursuant to Paragraph 3(a) or 3(b) by the amount determined pursuant to Paragraph 6 to compute the amount of Future Facilities Costs to be prepaid (the “Future Facilities Amount”).

8. Compute the amount needed to pay interest on the Bond Redemption Amount from the first bond interest and/or principal payment date following the current Fiscal Year until the earliest redemption date for the Outstanding Bonds.

9. Determine the Special Tax A levied on the Assessor’s Parcel in the current Fiscal Year which has not yet been paid.

10. Add the amounts computed pursuant to Paragraphs 8 and 9 to determine the “Defeasance Amount”.

11. Verify the administrative fees and expenses of CFD No. 71, including the costs to compute the prepayment, the costs to invest the prepayment proceeds, the costs to redeem Bonds, and the costs to record any notices to evidence the prepayment and the redemption (the “Administrative Fees and Expenses”).

12. If reserve funds for the Outstanding Bonds, if any, are at or above 100% of the reserve requirement (as defined in the Indenture) on the prepayment date, a reserve fund credit shall be calculated as a reduction in the applicable reserve fund for the Outstanding Bonds to be redeemed pursuant to the prepayment (the “Reserve Fund Credit”). No Reserve Fund Credit shall be granted if reserve funds are below 100% of the reserve requirement on the prepayment date or the redemption date.

54 City of Ontario CFD No. 71 19 April 17, 2024

13. The Special Tax A prepayment is equal to the sum of the amounts computed pursuant to Paragraphs 4, 5, 7, 10, and 11, less the amount computed pursuant to Paragraph 12 (the “Prepayment Amount”).

14. From the Prepayment Amount, the amounts computed pursuant to Paragraphs 4, 5, 10, and 12 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Outstanding Bonds or make debt service payments. The amount computed pursuant to Paragraph 7 shall be deposited into the Expenditures Fund. The amount computed pursuant to Paragraph 11 shall be retained by CFD No. 71.

The Special Tax A Prepayment Amount may be sufficient to redeem other than a $5,000 increment of Bonds. In such cases, the increment above $5,000, or integral multiple thereof, will be retained in the appropriate fund established under the Indenture to be used with the next prepayment of Bonds or to make debt service payments.

As a result of the payment of the current Fiscal Year’s Special Tax A levy as determined under Paragraph 9 (above), the CFD Administrator shall remove the current Fiscal Year’s Special Tax A levy for such Assessor’s Parcel from the County tax rolls. With respect to any Assessor's Parcel that is prepaid during Prepayment Period 3, the CFD Administrator shall cause a suitable notice to be recorded in compliance with the Act to indicate that Special Tax A has been prepaid and that the obligation of such Assessor's Parcel to pay Special Tax A shall cease.

With respect to Special Tax A for any Assessor’s Parcel that is prepaid during Prepayment Period 1 or Prepayment Period 2, the obligation of such Assessor’s Parcel to pay Special Tax A shall be tolled, or suspended, through the end of such Prepayment Period, but shall resume in the first Fiscal Year of the subsequent Prepayment Period.

The CFD Administrator shall cause a suitable notice to be recorded in compliance with the Act to indicate that Special Tax A has been satisfied for the remainder of the applicable Prepayment Period but has not been permanently satisfied and the obligation to pay Special Tax A will resume in the first Fiscal Year of the Prepayment Period following the Prepayment Period in which the prepayment was made. Once the obligation of an Assessor’s Parcel to pay Special Tax A resumes, Special Tax A for the then applicable Prepayment Period may be prepaid.

Notwithstanding the foregoing, no Special Tax A prepayment shall be allowed unless the amount of Maximum Special Tax A that may be levied on Taxable Property within CFD No. 71 (after excluding 4.25 Acres of Public Property and 7.28 acres of Property Owner Association Property) both prior to and after the proposed prepayment is at least 1.1 times the maximum annual debt service on all Outstanding Bonds.

2. Prepayment in Part

The Special Tax A on an Assessor’s Parcel for which a building permit for new construction was issued after January 1, 2023, may be partially prepaid. The amount of 55 City of Ontario CFD No. 71 20 April 17, 2024
the prepayment shall be calculated as in Section H.1, except that a partial prepayment shall be calculated by the CFD Administrator according to the following formula:

PP = (PF – AE) x % + AE.

The terms above have the following meaning:

PP = the partial prepayment
PF = the Prepayment Amount (full prepayment) for Special Tax A calculated according to Section H.1
AE = the Administrative Fees and Expenses determined pursuant to paragraph 11 above % = the percentage by which the owner of the Assessor’s Parcel(s) is partially prepaying Special Tax A

The Special Tax A partial prepayment amount must be sufficient to redeem at least a $5,000 increment of Bonds.

The owner of any Assessor’s Parcel who desires such prepayment shall notify the CFD Administrator of such owner’s intent to partially prepay Special Tax A and the percentage by which Special Tax A shall be prepaid. The CFD Administrator shall provide the owner with a statement of the amount required for the partial prepayment of Special Tax A for an Assessor’s Parcel within thirty (30) days of the request and may charge a fee for providing this service. With respect to any Assessor’s Parcel that is partially prepaid, the CFD Administrator shall (i) distribute the remitted prepayment funds according to Section H.1, and (ii) indicate in the records of CFD No. 71 that there has been a partial prepayment of Special Tax A and that a portion of Special Tax A with respect to such Assessor’s Parcel, equal to the outstanding percentage (100% - “%”, as defined above) of the Maximum Special Tax A, shall continue to be levied on such Assessor’s Parcel pursuant to Section D during the Prepayment Period in which the partial prepayment is made.

For partial prepayments made during Prepayment Period 1 or Prepayment Period 2, the full amount of Special Tax A shall resume in the first Fiscal Year of the Prepayment Period following the Prepayment Period in which the partial prepayment was made.

Once the obligation of an Assessor’s Parcel to pay Special Tax A resumes, Special Tax A for the then applicable Prepayment Period may be prepaid.

I. TERM OF SPECIAL TAX

The Fiscal Year after which no further Special Tax A shall be levied or collected is Fiscal Year 2124-2125, except that Special Tax A that was lawfully levied in or before such Fiscal Year and that remains delinquent may be collected in subsequent years. Special Tax B shall continue to be levied indefinitely on an annual basis on all Developed Property in CFD No. 71.

56 Tax Zone 1
Tax Zone 2
Legend
57 EXHIBIT A

CERTIFICATE OF MODIFICATION OF SPECIAL TAX A
(PAGE 1 OF 3)

CITY OF ONTARIO AND CFD NO. 71 CERTIFICATE

1. Pursuant to Section C.1 of the Rate and Method of Apportionment of Special Tax (the “Rate and Method”) for City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2) (“CFD No. 71”), the Assigned Special Tax A and the Backup Special Tax A for Developed Property within CFD No. 71 has been modified.

a. The information in Tables 1 and 2 relating to Assigned Special Tax A for Developed Property within CFD No. 71, as stated in Section C.1.a.2 of the Rate and Method of Apportionment, has been modified as follows:

TABLE 1
TAX ZONE 1
ASSIGNED SPECIAL TAX A – DEVELOPED PROPERTY

Land
Use
Class
Description
Residential
Floor Area
(Square
Footage)
Assigned
Special Tax A
1 Single Family Property < 901 $[ ] per Unit
2 Single Family Property 901 – 1,050 $[ ] per Unit 3 Single Family Property 1,051 – 1,200 $[ ] per Unit 4 Single Family Property 1,201 – 1,350 $[ ] per Unit 5 Single Family Property 1,351 – 1,500 $[ ] per Unit 6 Single Family Property 1,501 – 1,650 $[ ] per Unit 7 Single Family Property > 1,650 $[ ] per Unit
8 Other Residential Property $[ ] per Acre
9 Non-Residential Property $[ ] per Acre
58 EXHIBIT A

CERTIFICATE OF MODIFICATION OF SPECIAL TAX A
(PAGE 2 OF 3)

TABLE 2
TAX ZONE 2
ASSIGNED SPECIAL TAX A – DEVELOPED PROPERTY

b. The Backup Special Tax for Developed Property, as stated in Section C.1.a.3, shall be modified as follows:

The Backup Special Tax A shall be $[___] per Unit for Single Family Property in Tax Zone 1 and $[___] in Tax Zone 2.

Tax Zone 1 = $[_____]  Expected Residential Lot
Count in Tax Zone 1 for Single
Family Property
Land
Use
Class
Description
Residential
Floor Area
(Square
Footage)
Assigned
Special Tax A
10 Single Family Property < 1,101 $[ ] per Unit
11 Single Family Property 1,101 – 1,300 $[ ] per Unit 12 Single Family Property 1,301 – 1,500 $[ ] per Unit 13 Single Family Property 1,501 – 1,700 $[ ] per Unit 14 Single Family Property 1,701 – 1,900 $[ ] per Unit 15 Single Family Property 1,901 – 2,100 $[ ] per Unit 16 Single Family Property 2,101 – 2,300 $[ ] per Unit 17 Single Family Property 2,301 – 2,500 $[ ] per Unit 18 Single Family Property > 2,500 $[ ] per Unit
19 Other Residential Property $[ ] per Acre
20 Non-Residential Property $[ ] per Acre
59 EXHIBIT A

CERTIFICATE OF MODIFICATION OF SPECIAL TAX A
(PAGE 3 OF 3)

Tax Zone 2 = $[_____]  Expected Residential Lot
Count in Tax Zone 2 for Single
Family Property

2. The Special Tax A for Developed Property may only be modified prior to the first issuance of CFD No. 71 Bonds.

3. Upon execution of this certificate by CFD No. 71, CFD No. 71 shall cause an amended notice of Special Tax lien for CFD No. 71 to be recorded reflecting the modifications set forth herein.

Capitalized undefined terms used herein have the meanings ascribed thereto in the Rate and Method. The modifications set forth in this Certificate have been calculated by the CFD Administrator in accordance with the Rate and Method.

GOODWIN CONSULTING GROUP, INC.

CFD ADMINISTRATOR

By:_________________________________ Date:______________________

The undersigned acknowledges receipt of this Certificate and of the modification of the Assigned Special Tax A and Backup Special Tax A for Developed Property as set forth in this Certificate.

CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 71
(NEUHOUSE PHASE 2)

By:_________________________________ Date:______________________

60 4160-6524-2441.3
RESOLUTION NO. ____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO,

CALIFORNIA, DECLARING IT NECESSARY FOR CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 71 (NEUHOUSE PHASE 2) TO

INCUR BONDED INDEBTEDNESS
WHEREAS, the City Council (the “City Council”) of the City of Ontario (the “City”), pursuant to the Mello-Roos Community Facilities Act of 1982 (the “Act”), has this date adopted a resolution entitled “A Resolution of the City Council of the City of Ontario, California, of Intention to Establish a Community Facilities District Proposed to be Named City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2) and to Authorize the Levy of a Special Tax Therein,” stating its intention to establish City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2) (the “Community Facilities District”) and to authorize the Community Facilities District to levy a special tax within the Community Facilities District for the purpose of financing certain public facilities (the “Facilities”) and services; and
WHEREAS, the City Council deems it necessary for the Community Facilities District to incur bonded indebtedness;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Ontario as follows:

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

Section 2. The City Council declares it necessary for the Community Facilities District to incur bonded indebtedness.

Section 3. The proposed debt will be incurred for the purpose of financing the costs of the Facilities, including all costs and estimated costs incidental to, or connected with, the accomplishment of said purpose, including, but not limited to, such costs and estimated costs as are described in Section 53345.3 of the Act.

Section 4. The maximum amount of the proposed debt is $65,000,000.

Section 5. The City Council hereby fixes Tuesday, July 2, 2024, at 6:30 p.m., or as soon thereafter as the City Council may reach the matter, at 303 East B Street, Ontario, California, as the time and place when and where the City Council will conduct a public hearing on the proposed debt authorization; provided, that, in the event the July 2, 2024 City Council meeting is held via teleconference and/or videoconference only, the means by which the public may observe such public hearing and offer public comment shall be prescribed in the notice and agenda for such City Council meeting.

Section 6. The City Clerk of the City is hereby directed to publish, or cause to be published, a notice of said public hearing one time in a newspaper of general 61 circulation published in the area of the proposed Community Facilities District.

Publication of said notice shall be completed at least seven days prior to the date herein fixed for said public hearing. Said notice shall contain all of the information prescribed by Section 53346 of the Act.

Section 7. All actions heretofore taken by the officers, employees and agents of the City with respect to the incurrence of bonded indebtedness by the Community Facilities District, or in connection with or related to any of the matters referred to herein, are hereby approved, confirmed and ratified.

Section 8. The officers, employees and agents of the City are hereby authorized and directed to take all actions and do all things that they, or any of them, may deem necessary or desirable to accomplish the purposes of this Resolution and not inconsistent with the provisions hereof.

Section 9. This Resolution shall take effect immediately upon its adoption.

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

PASSED, APPROVED, AND ADOPTED this 21st day of May, 2024. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
62 STATE OF CALIFORNIA )

COUNTY OF SAN BERNARDINO )

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
63 Department: Engineering
Prepared By: Henry D Pham
Staff Member Presenting: Scott Murphy,
Executive Director Community Development
Reviewed By: Raymond Lee, Khoi Do
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 4
SUBJECT:

A RESOLUTION ORDERING THE SUMMARY VACATION OF AN EASEMENT FOR

RAILROAD PURPOSES

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council adopt a Resolution ordering the summary vacation of an easement for railroad purposes located east of Cucamonga Avenue and north of Francis Street.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the Growth and Evolution of the City's Economy Focus Resources in Ontario's Commercial and Residential Neighborhoods Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
FISCAL IMPACT:

There is not a direct ﬁscal impact associated with this action. The City did not pay to acquire the subject easement. The Developer has paid the applicable processing fees to defray any City cost to process this request.

BACKGROUND & ANALYSIS:

The applicant, Rexford Industrial-1555 Cucamonga LLC, has requested that the City vacate an existing easement for railroad purposes, as shown on Exhibit 1, to facilitate the development of the area. The easement is not needed for any present or future public railroad purposes. There currently are no existing public improvements within the easement and the easement is determined to be excess. Further, the railroad easement does not exist to the north or south and is necessary for railroad circulation in the area.

Section 8333(c) of the California Streets and Highways Code authorizes the City to summarily vacate (by Resolution with no public hearing) a public service easement that has been superseded by relocation or determined to be excess, and there are no public facilities located within the easement.

This summary vacation meets the California Government Code, Streets and Highways Code, and Ontario Municipal Code, and has been reviewed and approved by the City Engineer. 64 65
RESOLUTION NO. ________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO,

CALIFORNIA, ORDERING THE SUMMARY VACATION OF AN

EASEMENT FOR RAILROAD PURPOSES LOCATED EAST OF
CUCAMONGA AVENUE AND NORTH OF FRANCIS STREET.

WHEREAS, the City Council of the City of Ontario, California, pursuant to Division 9, Part 3, Chapter 4, of the Streets and Highways Code, may summarily vacate an easement under certain conditions specified therein; and WHEREAS, an easement for railroad purposes located approximately 645 feet east of Cucamonga Avenue and approximately 1330 feet north of East Francis Street, as described in the documents recorded on February 15 th, 1973 on book 8121, page 578 across the real property in the City of Ontario, County of San Bernardino, State of California, is not needed for any present or future railroad purpose purposes and is determined to be excess; and
WHEREAS, Section 8333(c) of the California Streets and Highways Code authorizes the City to summarily vacate (by Resolution with no public hearing) a public service easement that has been superseded by relocation or determined to be excess and there are no other public utilities located within the easement; NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Ontario, California:

1. That the above recitals are true and correct.

2. That title to the above-described said properties, more specifically described in Exhibit “A” and depicted on Exhibit “B” attached hereto, shall be vacated.

3. That the City Clerk of the City of Ontario, California, shall cause a copy of this Resolution to be recorded in the office of the County Recorder of San Bernardino County, California.

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

PASSED, APPROVED, AND ADOPTED this 21st day of May 2024. _____________________________________
PAUL S. LEON, MAYOR
66 ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
67 STATE OF CALIFORNIA )

COUNTY OF SAN BERNARDINO )

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
68 69
70 71
Department: Engineering
Prepared By: Henry D Pham
Staff Member Presenting: Scott Murphy,
Executive Director Community Development
Reviewed By: Raymond Lee, Khoi Do
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 5
SUBJECT:

A RESOLUTION APPROVING AN IMPROVEMENT AGREEMENT, IMPROVEMENT SECURITY AND FINAL TRACT MAP NO. 20599 LOCATED AT THE NORTHWEST AND

NORTHEAST CORNERS OF DUESENBERG DRIVE AND CONCOURS STREET

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the Growth and Evolution of the City's Economy Operate in a Businesslike Manner
Focus Resources in Ontario's Commercial and Residential Neighborhoods Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
FISCAL IMPACT:

There is not a direct ﬁscal impact associated with this action. All public infrastructure improvements required for this project will be constructed by the Developer at its sole cost.

BACKGROUND & ANALYSIS:

Final Tract Map No. 20599, consisting of two numbered lots on approximately 3.5 acres of land, as shown on Exhibit A, has been submitted by the Developer, Shea Homes Limited Partnership. Tentative Tract Map No. 20599 was approved by the Planning Commission on June 27, 2023.

Improvements will include streets, storm drain, domestic water, recycled water, sewer, ﬁber optic conduits, streetlights, signing and striping, and parkway landscaping with irrigation. All landscape improvements will be consistent with current City approved drought measures.

The Developer has entered into an Improvement Agreement with the City for Final Tract Map No. 20599 and has posted adequate security to ensure construction of the required improvements.

This project meets all conditions of the Ontario Municipal Code and has been reviewed and approved by the City Engineer.
72 INTERSTATE
73 RESOLUTION NO. ______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO,

CALIFORNIA, APPROVING AN IMPROVEMENT AGREEMENT,
IMPROVEMENT SECURITY AND FINAL TRACT MAP NO. 20599

LOCATED AT THE NORTHWEST AND NORTHEAST CORNERS OF
DUESENBERG DRIVE AND CONCOURS STREET.

WHEREAS, Tentative Tract Map No. 20599 submitted for approval by Shea Homes Limited Partnership, was approved by the Planning Commission of the City of Ontario on June 27, 2023; and
WHEREAS, Tentative Tract Map No. 20599 consists of 2 numbered lots on 3.5 acres of land, in the City of Ontario, County of San Bernardino, State of California, being a subdivision of all of parcel “B” of Lot Line Adjustment No. LLA 22-025; and WHEREAS, to meet the requirements established as prerequisite to final approval of Tract Map No. 20599, Shea Homes Limited Partnership, has offered the Improvement Agreement together with good and sufficient improvement security, in conformance with the City Attorney’s approved format, for approval and execution by the City; and WHEREAS, the requirement for the preparation of Covenants, Conditions and Restriction (CC&R’s), approved by the City Attorney’s Office, to ensure the right to mutual ingress and egress and continued maintenance of common facilities by the commonly affected property owners has been deferred to a date that coincides with the recordation of the subject Tract Map; and
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Ontario, California, as follows:

1. That said Improvement Agreement be, and the same is, approved and the City Manager is authorized to execute same on behalf of said City, and the City Clerk is authorized to attest thereto; and

2. That said Improvement Security is accepted as good and sufficient, subject to approval as to form and content thereof by the City Attorney.

3. That Final Tract Map No. 20599 be approved and that the City Clerk be authorized to execute the statement thereon on behalf of said City.

The City Clerk of the City of Ontario shall certify as to the adoption of this Resolution.
74 PASSED, APPROVED, AND ADOPTED this 21st day of May 2024. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO LEGAL FORM:
_______________________________

BEST, BEST & KREIGER LLP

CITY ATTORNEY
75 STATE OF CALIFORNIA )

COUNTY OF SAN BERNARDINO )

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
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Department: Engineering
Prepared By: Leonard Lui
Staff Member Presenting: Scott Murphy,
Executive Director Community Development
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 6
SUBJECT:

AN AMENDMENT TO A PROFESSIONAL SERVICES AGREEMENT FOR ON-CALL

PROJECT MANAGEMENT SERVICES, AND AN AMENDMENT TO A DESIGN SERVICES

AGREEMENT FOR THE SULTANA AVENUE STORM DRAIN, STREET, AND SEWER

IMPROVEMENT PROJECTS

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council take the following actions:

A
.

B
.

Approve Amendment No. 2 to the Design Services Agreement for the Sultana Avenue Storm Drain and Street Improvements Project with Infrastructure Engineering Corporation of Poway, California, to provide additional utility coordination, sewer improvement plan implementation, and construction support in the amount of $201,600 for a revised not-to- exceed total of $1,014,205; and authorize the City Manager, or his designee, to execute said Agreement and future amendments within the authorization limits.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the Growth and Evolution of the City's Economy Operate in a Businesslike Manner
Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
FISCAL IMPACT:

The Fiscal Year 2023-24 Adopted Budget appropriated funds for construction support services for the Sultana Avenue Storm Drain and Street Improvements Project (SM2302) in the amount of $800,000 in Measure Q Capital Projects.
160
The proposed Amendment No. 7 with AKM Consulting Engineers increases the Agreement amount by $353,850, for a revised total not-to-exceed amount of $1,026,549.44. Based on an agreed-upon proportion of work relative to Projects SM2302 and SE2505, $325,542 will be funded by Measure Q for SM2302 and $28,308 will be funded by Sewer Enterprise Funds for SE2505.

The proposed Amendment No. 2 with Infrastructure Engineering Corporation increases the Agreement amount by $201,600. The revised total contract amount is $980,331, with a remaining contingency of $33,874 for a revised total not-to-exceed authorization amount of $1,014,205. The Amendment will be funded based on the scope of work directly associated with each project in the amounts of $100,180 from Measure Q for SM2302 and the remaining $101,420 from Sewer Enterprise Funds for SE2505.

If amendments are approved, appropriations will be included in future Annual Budgets to City Council for approval for construction support services for the Ontario Municipal Utilities Company’s (OMUC) Sultana Avenue Sewer Main Improvements Project (SE2505) in Sewer Funds.

BACKGROUND & ANALYSIS:

AKM Consulting Engineers will provide on-call construction management and inspection services that will be necessary during construction of the Sultana Avenue Storm Drain and Street Improvements Project (SM2302), and the Sultana Avenue Sewer Main Improvements Project (SE2505), which will be executed under one construction contract. The City ﬁrst contracted with AKM Consulting Engineers in October of 2019 after an extensive request for proposal selection process for on-call project and construction management services. This Amendment is to revise the scope of work for AKM to include services for the Sultana Avenue Storm Drain, Street, and Sewer Improvement Projects.

Infrastructure Engineering Corporation is working under an active design services contract and will provide additional services to complete the design for the preparation of plans, speciﬁcations, and estimates (PS&E). The City ﬁrst contracted with Infrastructure Engineering Corporation in January of 2023 after an extensive request for the proposal selection process for the Sultana Avenue Storm Drain and Street Improvements Project (SM2302). Amendment No. 2 will revise the scope of work to include services for additional utility coordination, sewer improvement plan implementation, and construction support for the Sultana Avenue Storm Drain, Street, and Sewer Improvement Projects. 161

AMENDMENT NO. 2

TO THE DESIGN SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND

INFRASTRUCTURE ENGINEERING COORPORATION

AND ARDURRA COMPANY

1. Parties and Date.

This Amendment No. 2 to the Agreement (as defined herein) is made and entered as of ____________, by and between the City of Ontario (“City”) and Infrastructure Engineering Corporation, an Ardurra Company, a CORPORATION, with its principal place of business at 1960 E. Grand Ave., Sui te 300, El Segundo, Ca. 90245. City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 Agreement. The City and Consultant have entered into an agreement entitled Design Services Agreement for the Sultana Ave. Storm Drain and Improvement Street Project” dated January 17, 2023 (“Agreement”).

2.2 Amendment Purpose. The City and Consultant desire to amend the Agreement to include additional utility coordination, sewer improvement plan impl ementation, and construction support , in the amount of $201,600; and increase the not-to-exceed compensation amount to One Million Fourteen Thousand Two Hundred and Five Dollars ($1,014,205.00). The Parties have heretofore entered that Amendment No. 1, dated November 15, 2023.

2.3 Amendment Authority. This Amendment No. 2 is authorized pursuant to Section 3 of the Agreement.

3. Terms.

3.1 Amendment. Section 3.1.1, 3.7.1, 3.7.3, 3.10.1 and 3.10.3 of the Agreement is hereby amended in its entirety to read as follows:

PAUL S. LEON
MAYOR

DEBRA PORADA

MAYOR PRO TEM

ALAN D. WAPNER
JIM W. BOWMAN

RUBEN VALENCIA

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK

JAMES R. MILHISER

TREASURER

SCOTT OCHOA

CITY MANAGER

162

2 3.1.1 Scope of Services. Consultant promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional engineering and related services necessary for the full and adequate completion of the Project consistent with the provisions of this Agreement (hereinafter referred to as “Services”). The Services are more particularly described throughout this Ag reement, including Exhibit “A”, “A-1”, and “A-2” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, any exhibits attached hereto and incorporated herein by reference, an d all applicable local, state and federal laws, rules and regulations. All Services preformed by Consultant shall be subject to the sole and discretionary approval of the City, which approval shall not be unreasonably withheld.

3.7.1 Consultant Service s. Consultant shall fully and adequately complete the Services described in this Agreement and in Exhibit “A”, “A -1”, and “A-2” attached to this hereto and incorporated herein by reference.

3.7.3 Performance Schedule. Consultant shall perform the Servic es in a prompt and timely manner and in accordance with the Schedule of Services set forth in Exhibit “B -1” attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. The Schedule shall not be exceeded by Consultant without the prior written approval of City. I f the Consultant’s Services are not completed within the time provided by the agreed upon performance schedule, or any milestones established therein, it is understood, acknowledged and agreed that the City will suffer damage for which the Consultant will be responsible.

3.10.1 Consultant’s Compensation for Basic Services . City shall pay to Consultant, for the performance of all Services rendered under this Agreement, the total not -to-exceed amount of One Million Fourteen Thousand Two Hundred and Five Dollars ($1,014,205.00) (“Total Compensation”). This Total Compensation amount shall be based upon, and as Exhibit “ C-2” and incorporated herein by reference. The Total Compensation, as may be adjusted upon mutual agreement, shall constitute complete an d adequate payment for Services under this Agreement.

3.10.3 Reimbursable Expenses. Reimbursable expenses are in addition to compensation for the Services and Additional Services. Consultant Shall not be reimbursed for any expenses unless authorized in writing by City, which approval may be evidenced by inclusion in Exhibit “C”, “C -1” and “C-2” attached hereto. Such reimbursable expenses shall include only those expenses which are reasonably and necessarily incurred by Consultant in the in terest of the Project. Consultant shall be required to acquire prior written consent in order to obtain reimbursement for the following: (1) extraordinary transportation expenses incurred in connection with the Project; (2) out -of-town travel expenses incu rred in connection with the Project; (3) fees paid for securing excess of $1,000; and (5) other costs, fees and expenses in excess of $1,000.

3.2 Continuing Effect of Agreement . Except as amended by this Amendment No. 2, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 2. From and after the date of this Amendment No. 2, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 2.

163

3 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2.

3.4 Severability. If any portion of this Amendment No. 2 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5 Integration. This Amendment represents the entirety of the Parties’ understanding relating to the subject of this Amendment, including written or verbal communications between the Parties, which shall have no relevance unless expressly incorporated herein. This is an integrated amendment.

[SIGNATURES ON FOLLOWING PAGE]

164

4 SIGNATURE PAGE FOR AMENDMENT NO. 2

TO DESIGN SERVICES AGREEMENT BETWEEN THE CITY OF ONTARIO

AND INFRASTRUCTURE ENGINEERING CORPORATION,

AN ARDURRA COMPANY

IN WITNESS WHEREOF, the Parties have entered into this Amendment No. 2 as of the day and year first above written.

CITY OF ONTARIO INFRASTRUCTURE ENGINEERING

CORPORATION, AN ARDURRA

COMPANY
By:

Its:

Printed Name:

By:

Its:

Printed Name:

Approved By:

Scott Ochoa
City Manager
Approved as to Form:

_____________________________________
Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

165

AMENDMENT NO. 7

TO THE PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND

AKM CONSULTING ENGINEERS

1. Parties and Date.

This Amendment No. 7 to the Agreement (as defined herein) is made and entered into as of ________________, by and between the City of Ontario (“City”) and AKM Consulting Engineers, a California Corporation (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 Agreement. The City and Consultant have entered into an agreement entitled “On-Call Management Services PW1920-01” dated September 17, 2019 (“Agreement”).

2.2 Amendment Purpose . The City and Consultant desire to amend the Agreement to include services for the Sultana Avenue Storm Drain and Street Improvements Project (Contract No. SM2302) and Sultana Avenue Sewer Main Improvements Project (Contract No. UT1069) in the amount of $353,85 0; and increase the not-to-exceed compensation amount to One Million Twenty-Six Thousand, Five Hundred Forty- Nine Dollars and 44/100 ($1,026,549.44) . The Parties have heretofore entered into that Amendment No. 1 dated, January 22, 2021, Amendment No. 2 dated, Octob er 18, 2022, Amendment No. 3 dated, January 31, 2023, No. 4 (Extension Letter) dated September 14, 2022, Amendment No. 5 dated, May 2, 2023, and Amendment No. 6 dated, January 16, 2024.

2.3 Amendment Authority. This Amendment No. 7 is authorized pursuant to Section 3 of the Agreement.

3. Additional Work (Term).

3.1 Amendment. Section 1, 2b and 5 of the Agreement is hereby amended as follows:

PAUL S. LEON
MAYOR

DEBRA PORADA

MAYOR PRO TEM

ALAN D. WAPNER
JIM W. BOWMAN

RUBEN VALENCIA

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK

JAMES R. MILHISER

TREASURER

SCOTT OCHOA

CITY MANAGER

166

2 1. Services.

Consultant shall provide the City with the services described in the Scope of Services attached as Exhibit “A-1” as described in this Agreement and in Exhibit “A” as described in the original agreement and the Task List attached hereto as Exhibit “C”.

2. Compensation

b. In no event shall the total amount paid for services re ndered by Consultant under this Agreement exceed the sum of amount in accordance with City Council approved work plans and budgets. This amount is to cover all printing and related costs, and the City will not pay any additional fees for printing expenses. Periodic payments shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed. Payments to Consultant for work performed will be made on a monthly billing basis.

City shall pay to Consultant, for the performance of all Services rendered under this agreement, the total not-to-exceed amount of One Million Twenty-Six Thousand Five Hundred Forty- Nine Dollars and 44/100 ($1,026,549.44) (“Total Compensation”). This Total Compensation amount shall be based up on, and may be adjusted according to, the fee schedule and related terms and conditions attached hereto as Exhibit “B” and incorporated herein by reference. The not-to-exceed fees per task are included in Exhibit “C”. This amount is to cover all printing and related costs, and the City will not pay any additional fees for printing expenses. Periodic payments shall be made within 30 days of receipt of an invoice (per task) which includes a detailed description of the work performed. Payments to Consultant for work performed will be made on a monthly billing basis.

3.3 Continuing Effect of Agreement . Except as amended by this Amendment No. 7, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 7. From and after the date of this Amendment No. 7, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 7.

3.4 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 7.

3.5 Severability. If any portion of this Amendment No. 7 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.6 Integration. This Amendment represents the entirety of the Parties’ understanding relating to the subject of this Amendment, including written or verbal communications between the Parties, which shall have no relevance unless expressly incorporated herein. This is an integrated amendment.

5. Time of Performance

The term of this Agreement is hereby amended to extend to the completion of the Sultana Avenue 167

3 Storm Drain and Street Improvements Project (Contract No. SM2302), and the Sultana Avenue Sewer Main Improvements Project (Contract No. UT1069).

[SIGNATURES ON FOLLOWING PAGE]
168

4 SIGNATURE PAGE FOR AMENDMENT NO. 7.0 TO PROFESSIONAL SERVICES

AGREEMENT BETWEEN THE CITY OF ONTARIO

AND AKM CONSULTING ENGINEERS

IN WITNESS WHEREOF, the Parties have entered into this Amendment No. 7.0 as of the day and year first above written.

CITY OF ONTARIO AKM CONSULTING ENGINEERS

If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED
By:

Its:

Printed Name:

By:

Its:

Printed Name:

Approved By:

Scott Ochoa
City Manager
Approved as to Form:

_____________________________________
Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

169
Department: Engineering
Prepared By: Jeffrey Tang
Staff Member Presenting: Scott Murphy,
Executive Director Community Development
Reviewed By: Raymond Lee, Khoi Do
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 7
SUBJECT:

A QUITCLAIM DEED WITH LENNAR HOMES OF CALIFORNIA, LLC FOR LOT A AND LOT C OF FINAL PARCEL MAP NO. 19787

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council a
uthorize the City Manager or his designee to execute a
Quitclaim Deed to Lennar Homes of California, LLC, for fee title ownership transfer of Lot A and Lot C of Parcel Map 19787.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the Growth and Evolution of the City's Economy Operate in a Businesslike Manner
Focus Resources in Ontario's Commercial and Residential Neighborhoods Ensure the Development of a Well Planned, Balanced, and Self-Sustaining Community in Ontario Ranch
FISCAL IMPACT:

There is not a direct ﬁscal impact associated with this action. Lennar Homes of California, LLC (Developer) has paid the applicable processing fees at its sole cost.

BACKGROUND & ANALYSIS:

Final Parcel Map No. 19787, consisting of four numbered parcels and three lettered parcels on approximately 77 acres of land (see Exhibit A) was recorded on February 20, 2020. Lot A and Lot C were dedicated to the City of Ontario for landscape buﬀer purposes.

Because the letter lots did not provide any points of access to the property, the site was essentially land-locked. To remedy this situation, fee title ownership of said lots is being replaced with easements to the City. This provides ﬂexibility for the developer and the City for future development of the site. Further, the City shall reserve all the required easements to provide access for maintenance responsibility of the area.
170
PARCEL 1ARCHIBALD AVENUE (PUBLIC)

ONTARIO RANCH ROAD (PUBLIC)

GRAND PARK STREET (PUBLIC)

BROADWAY AVENUE (PUBLIC)
LOT APARCEL 2
PARCEL 4PARCEL 3
LOT A
LOT C
LOT C
EXHIBIT APARCEL MAP 19787

ONTARIO FREEWAYRIVERSIDE COUNTY

FREEWAY

SAN BERNARDINO COUNTYRIVERSIDE COUNTY

PROJECTLOCATION
909.581.06762850 Inland Empire BlvdOntario, California 91764fuscoe.com RFULLCIRCLETHINKINGENGINEERINGFUSCOESuite BLENNAR HOMES171 Department: Communications and Community
Relations
Prepared By: Vanny Khu
Staff Member Presenting: Dan Bell,
Communications and Community Relations
Director
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 8
SUBJECT:

AN AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH COMMUNICATIONS & MEDIA MANAGEMENT CONSULTANTS, INC. FOR CITYWIDE

MARKETING, COMMUNICATIONS, MITIGATION AND PUBLIC RELATIONS

CONSULTING SERVICES

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
FISCAL IMPACT:

If approved, appropriations will be included in the General Fund of the next Annual Budget to City Council for approval as needed. The recommended Amendment No. 1 will increase the contract amount by $120,000, for a total not-to-exceed contract amount of $190,000.

BACKGROUND & ANALYSIS:

The City of Ontario has demonstrated a commitment to expanding its marketing and communications presence in the City. This growth has included concentrated efforts on enhancing social media accounts, increased publication of newsworthy City initiatives, and refining the accessibility of information channels for the public.

Along with the expansion of communication has come greater responsibility and the need for specialized expertise in managing these endeavors. CMMC has provided key guidance in shaping the City’s communication and marketing strategies. The collaborative eﬀorts between the City and CMMC have led to increased resident awareness, enhanced transparency, and strengthened civic participation. Staﬀ recommends increasing the total authorized contract amount and extension the contract term with CMMC.
172
46700.00100\33287662.1

Page 1 of 3 ends

BB&K 2020
PAUL S. LEON
MAYOR

DEBRA PORADA

MAYOR PRO TEM
ALAN D. WAPNER
JIM W. BOWMAN

RUBEN VALENCIA

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK
JAMES R. MILHISER

TREASURER

SCOTT OCHOA

CITY MANAGER
AMENDMENT NO. 1

TO THE PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND
COMMUNICATIONS & MEDIA MANAGEMENT CONSULTANTS, INC.

1. Parties and Date.

This Amendment No. 1 to the Agreement (as defined herein) is made and entered as of ____________, by and between the City of Ontario (“City”) and Communications & Media Management Consultants, Inc. , a Corporation (Consultant). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 Agreement. The City and Consultant have entered into an agreement entitled “Professional Services Agreement” dated December 15, 2023 (“Agreement”).

2.2 Amendment Purpose. The City and Consultant desire to amend the Agreement to increase the compensation by One-Hundred Twenty Thousand Dollars ($120,000) and to extend the term to June 30, 2025.

2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 3.1 of the Agreement.
173
46700.00100\33287662.1

Page 2 of 3 ends

BB&K 2020

3. Terms.

3.1 Amendment. Section 3 of the Agreement is hereby amended in its entirety to read as follows:

3.1.2 Term. The term of this Agreement shall be from December 15, 2023 to June 30, 2025, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than one additional 6-month term. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

3.2.2 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference.

The total compensation shall not exceed One-Hundred Ninety Thousand Dollars ($190,000) without written approval of the City Council or City Manager, as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1.

3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1.

3.4 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

Page 3 of 3 ends

BB&K 2020
SIGNATURE PAGE FOR AMENDMENT NO. 1 TO PROFESSIONAL SERVICES

AGREEMENT BETWEEN THE CITY OF ONTARIO
AND COMMUNICATIONS & MEDIA MANAGEMENT SERVICES, INC.

IN WITNESS WHEREOF, the Parties have entered into this Amendment No. 1 as of the day and year first above written.

CITY OF ONTARIO COMMUNICATIONS & MEDIA
MANAGEMENT CONSULTANTS, INC.

By:

Its:

Printed Name:

By:

Its:

Printed Name:

Approved By:

Scott Ochoa
City Manager
Approved as to Form:
_____________________________________
Best Best & Krieger LLP
City Attorney
Attested By:

City Clerk
175
Department: Broadband Operations
Prepared By: Judy Witrago
Staff Member Presenting: Jimmy Chang,
Broadband General Manager
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 9
SUBJECT:

A CHANGE ORDER TO THE CONSTRUCTION CONTRACT WITH HP
COMMUNICATIONS, INC. FOR ON-CALL FIBER CONDUIT AND CABLE

INSTALLATION

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize Change Order No.1 to Construction Contract No. BB-2022-001 with HP Communications, Inc. of Corona, California, for on-call citywide ﬁber conduit installation services, in the amount of $274,071 for a revised total of $8,274,071; and authorize the City Manager, or his designee, to execute said Contract and future amendments within the authorization limits.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the Growth and Evolution of the City's Economy Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
FISCAL IMPACT:

The Fiscal Year 2023-24 Budget includes appropriations for construction support services for the Ontario Municipal Utilities Company (OMUC) Facility Site Security Improvement Project (WA0205).

If approved, appropriations will be included in future Annual Budgets to City Council for approval as needed
to fund Change Order No. 1 for for on-call citywide ﬁber conduit installation services.

BACKGROUND & ANALYSIS:

On January 17, 2023, Construction Contract No. BB-2022-001 was awarded to HP Communications, Inc. for on-call ﬁber conduit installation services in the amount of $8,000,000. HP Communications, Inc. supports the Broadband Department's Phase 1 Fiber Broadband Expansion project, approved by the City Council on July 20, 2021, and Broadband's construction projects for fiber optic conduit installation services throughout the City.

Change Order No. 1 will support unscheduled work to support City infrastructure, as stated in the Fiber Optic Master Plan (on ﬁle with the Records Department). The Fiber Optic Master Plan enables and supports future capabilities and initiatives that will not only reduce telecommunication costs but also represent technology improvements such as digital building access control, surveillance video services, and public safety monitoring.

176
The Ontario Municipal Utilities Company (OMUC) has agreed to fund Change Order No. 1 to construct ﬁber conduit infrastructure at the following locations, however, locations are subject to change based on priority, schedule, and requirements of OMUC and the Broadband Department:

WELL #

LOCATION
24 700 N. HAVEN AVE.
29 2400 E. AIRPORT DR.
30 220 S. WINEVILLE AVE.
35 625 E. MAIN ST.
36 1400 S. ARCHIBALD AVE.
37 10 FREEWAY & MILLIKEN AVE.
38 837 N. CENTER AVE.
39 10 FREEWAY & MILLIKEN AVE.
40 1335 EAST HOLT BLVD.
41 1252 N. HELLMAN AVE.
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47 4255 E. CONCOURS ST.
49 1595 S. DUPONT AVE.

1335 S BON VIEW – BROADBAND POINT OF PRESENCE

1495 S. DUPONT AVE.

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100 YARDS WEST OF CDA-LAT C & D

OntarioNet will provide secure, reliable, and high bandwidth connectivity for OMUC's Supervisory Control and Data Acquisition (SCADA) operation system and Information Technology connectivity for surveillance property protection of the City's water production infrastructure. The surveillance property protection will include cameras and access control which will provide a level of accountability for security and integrate into the Ontario Police Department's Real-Time Information Center.

The City has purchased all conduit, ﬁber, network, and wireless components such as ﬁber optic cable, conduit, handholes, network switches, etc. HP Communications, LLC collects the materials from the City's warehouse and provides the labor to complete the assigned work. Having the material and equipment on hand at the time of construction schedules lessens supply chain delays 177
for ﬁber optic material and network equipment procurement and eliminates costly overhead and markup charges.

City Staﬀ recommends approving Change Order No. 1 to continue these services and City facility growth provided by HP Communications, LLC.
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182
Vendor Name: HP Communications, LLC
Agreement Type: Construction Contract
Description of Scope:

Document Date Value Term Description
Original Agreement 1/17/2023 8,000,000$ 3 years ending 01/31/2026 On-call citywide fiber conduit installation services for Broadband expansion.

Amendment No. 1 5/21/2024 274,071$ 3 years ending 01/31/2026 Adding various OMUC property locations to scope of work.

On-call citywide fiber conduit installation services for Broadband expansion.

Contract/Contingency Recap Worksheet
183
Department: Public Works
Prepared By: Daniel P Beers
Staff Member Presenting: Tito Haes, Executive
Director Public Works
Reviewed By: Bonnie Tam, Andrea Ampig
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 10
SUBJECT:

A PROFESSIONAL SERVICES AGREEMENT WITH SWA GROUP FOR THE

PREPARATION OF DESIGN AND CONSTRUCTION DOCUMENTS FOR THE GRAND

PARK PROJECT

CITY OF ONTARIO
Agenda Report
May 21, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council take the following actions:

A
.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
Ensure the Development of a Well Planned, Balanced, and Self-Sustaining Community in Ontario Ranch
Focus Resources in Ontario's Commercial and Residential Neighborhoods FISCAL IMPACT:

The proposed Professional Services Agreement with SWA Group is a total amount not-to-exceed $5,972,996. The Fiscal Year 2023-2024 Adopted Budget includes appropriations in the Park Impact Fund for the preparation of design and construction documents for the Grand Park Project.

BACKGROUND & ANALYSIS:

In December 2021, the City Council approved the conceptual master plan and the preliminary park design for Phase 1 of Grand Park. Phase 1 builds upon the framework established in the conceptual park master plan and is comprised of approximately 130 acres of land and occurs within the eastern portion of Ontario Ranch. This phase is bordered by 184
Grand Park Street to the north, Eucalyptus Avenue to the south, Haven Avenue on the east and Archibald Avenue on the west. This portion of the park incorporates a central arroyo as drainage, meadows, ﬁelds as dual-use and a hierarchy of trail systems. Park amenities are proposed in the center of this phase, which include a “Market Alley” where farmer’s markets, food trucks, and community events can be organized. There are plans for a community barn and farm hub, kid’s corral (a children’s playground), and an amphitheater along the central plaza.

On June 15, 2023, Staﬀ released a Request for Pre-Qualiﬁcation (RFPQ) to qualiﬁed companies for a Design-Build approach to design and build Grand Park. Two companies met the RFPQ qualifications.

On January 23, 2024, a Request for Proposals (RFP) was released to the two companies who qualiﬁed from the RFPQ. However, with only one company submitting a proposal, the City Attorney recommended rejection of all proposals, since there is no comparable cost to validify the costs in the proposal.

Staﬀ rejected the proposal and decided that a Design-Bid-Build approach will work better for Ontario’s Grand Park. SWA Group was the original designer who conceptualized Ontario’s Grand Park and did the bridging documents for the RFP and has intimate knowledge of the City’s wants and needs for The Grand Park. Staﬀ recommends awarding the Professional Service Agreement to SWA for the preparation of design and construction documents for the Grand Park Project. Grand Park is anticipated to be operational by Summer of 2027. 185
46700.00100\40935195.1
BB&K (2023) PROFESSIONAL SERVICES AGREEMENT

CIT

Y OF ONTARIO

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered as of ____________, by and between the City of Ontario, a municipal corporation organized under the laws of the State of California with its principal place of business at 303 East “B” Street, Ontario, California 91764-4196, County of San Bernardino, State of California ("City") and SWA Group, Inc., a California Corporation, with its principal place of business at 570 Glenneyre Street, Laguna Beach, California 92651 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement.

Consultant represents that it is experienced in providing Architecture, Landscape Architecture, and Engineering services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional services for the Design and Preparation of the Construction Plans for the Ontario Grand Park Project ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional Architecture, Landscape Architecture, and Engineering consulting services necessary for the Project ("Services"). The 186
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BB&K (2023) -2- PROFESSIONAL SERVICES AGREEMENT

Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from May 21, 2024, to October 27, 2028, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.

The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

3.2 Compensation.

3.2.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Five Million Nine Hundred Seventy-Two Thousand and Nine Hundred Ninety-Six Dollars ($5,972,996) without the written approval of the City Council or City Manager , as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.2.2 P
ayment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.

City shall, within 30 days of receiving such invoice, review the invoice and pay all non -disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.

3.2.3 R
eimbursement for Expenses . Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.2.4 E xtra Work . At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.3 Responsibilities of Consultant.

3.3.1 Independent Contractor; Control and Payment of Subordinates . The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Any personnel performing the Services on behalf of Consultant shall not be employees of City 187
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BB&K (2023) -3- PROFESSIONAL SERVICES AGREEMENT

and shall at all times be under Consultant's exclusive direction and control. Neither City, or any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultants officers, employees or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law.

Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.3.2 S
chedule of Services. Consultant shall perform the Services in a prompt and timely manner and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously . Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.3.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3.3.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. The key personnel for performance of this Agreement are as follows: Sean O’Malley, PLA Managing Principal.

3.3.5 City's Representative .

The City hereby designates Rudy Zeledon,
Community Development Assistant Director or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Consultant's total compensation subject to the provisions contained in this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.3.6 Consultant's Representative. Consultant hereby designates S ean
O’Malley, PLA Managing Principal or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.3.7 Coordination of Services.

Consultant agrees to work closely with City staff
in the performance of Services and shall be available to City's staff, consultants and other staff at 188
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BB&K (2023) -4- PROFESSIONAL SERVICES AGREEMENT

all reasonable times.

3.3.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional call ing necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its subconsultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.3.9 P
eriod of Performance.

3.3.9.1 Consultant shall perform and complete all Services under t his Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

3.3.9.2 Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects a Party’s performance and is one or more of the following: (1) Acts of God or other natural disasters; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); (4) strikes and other organized labor action occurring at the site and the effects thereof on the services, only to the extent such strikes and other organized labor action are beyond the control of Consultant and its subcontractors, and to the extent the effects thereof cannot be avoided by use of replacement workers; and (5) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of a public agency applicable to the services and Agreement.

3.3.9.3 Should a Force Majeure Event occur, the non- performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other 189
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BB&K (2023) -5- PROFESSIONAL SERVICES AGREEMENT

Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Force Majeure Events and/or delays, regardless of the Party responsible for the delay, shall not entitle Consultant to any additional compensation.

Notwithstanding the foregoing in this section, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

3.3.10 Law
s and Regulations; Employee/Labor Certification.

3.3.10.1 Compliance with Laws . Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause.

3.3.10.2 Em ployment Eligibility; Consultant . Consultant certifies that it fully comp lies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time and shall require all subconsultants and sub-subconsultants to comply with the same. Consultant certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement.

3.3.10.3 Equal
Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non -discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.3.10.4 Air
Quality . To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.3.10.5 Wat
er Quality Management and Compliance . Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter -Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any 190
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BB&K (2023) -6- PROFESSIONAL SERVICES AGREEMENT

other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.

3.3.10.6 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.3.11 I nsurance .

3.3.11.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.3.11.2 Ty
pes of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 00 01, or the exact equivalent, with limits of not less than $2,000,000 per occurrence and no less than $4,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); (3) products/completed operations liability; or (4) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 00 01 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $2,000,000 combined limit for each occurrence. (C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with 191
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BB&K (2023) -7- PROFESSIONAL SERVICES AGREEMENT

limits of not less than $2,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least five (5) years from termination or expiration of this Agreement.

3.3.11.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability: (1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability : (1) Additional Insured: The City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Vendor or for which the Vendor is responsible. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(C) Professional Liability (Errors & Omissions): 1) Cancellation:

Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non- payment of premium. (2) This insurance shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.
(D) Workers' Compensation: (1) Cancellation: Required
insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.
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BB&K (2023) -8- PROFESSIONAL SERVICES AGREEMENT

3.3.11.4 Primary and Non- Contributing Insurance . All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3.3.11.5 W
aiver of Subrogation. All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.3.11.6 D
eductibles and Self-Insured Retentions. Any deductible or self- insured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self -insured retention.

3.3.11.7 E vidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.3.11.8 A
cceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.3.11.9 E
nforcement of Agreement Provisions (non estoppel) .

Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.3.11.10 R
equirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. 193
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3.3.11.11 Additional Insurance Provisions
(A) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(B) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(C) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (D) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
(E) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.
(F) Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.3.11.12 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.
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3.4 Labor Code Requirements.

3.4.1 P revailing Wages . Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the ful lest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance.

If the Services are being performed on a
public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants.

3.4.3 Compliance Monitoring. Thi
s Project may also be subject to compliance
monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the DIR against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the DIR against Consultant or any subconsultant.

3.4.4 Labor C
ertification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5 T
ermination of Agreement .

3.5.1.1 G rounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by 195
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giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. The rights and remedies of the City provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law, equity or under this Agreement.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.5.1.3 A
dditional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.6 Indemnification.

3.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontrac tors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

3.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civ il Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

3.7 General Provisions.

3.7.1 Accounting Records. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents 196
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created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.7.2 Independent Contractors and Subcontracting.

3.7.2.1 Use of Consultants. Consultant is aware of statutory and case law regarding classification of workers as independent contractors, including California Labor Code Section 2750.3 and Dynamex Operations West, Inc. v. Superior Court , 4 Cal. 5th 903 (2018). To ensure that Consultant is in compliance with the California Labor Code, Consultant shall only utilize its employees to provide the Services. Consultant may not provide the services through any independent contractor, subcontractor or subconsultant (“Subcontractor(s)”) unless approved by the City as set forth in Section 3.7 .2.2 below. Consultant represents and warrants that all personnel who perform the Services on Consultant’s behalf are Consultant’s employees, and that Consultant complies with all applicable laws, rules and regulations governing its employees, including, but not limited to, the California Labor Code, Unemployment Insurance Code and all applicable Industrial Welfare Commission Wage Orders.

3.7.2.2 P
rior Approval Required. Consultant shall not use any
Subcontractor to provide the Services, or any portion of the work required by this Agreement, without prior written approval of City. In the event that City authorizes Consultant to use a Subcontractor, Consultant shall enter into a written agreement with the Subcontractor, which must include all provisions of the Agreement, including a restriction on the Subcontractor’s use of further independent contractors, subcontractors or subconsultants without the City’s prior written consent.

3.7.3 De livery of Notices. All notices per mitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: SWA Group
570 Glenneyre Street
Laguna Beach, CA 92651
ATTN: Sean O’Malley, PLA Managing Principal
City: City of Ontario
303 East “B” Street
Ontario, CA 91764
ATTN: Rudy Zeledon, Community Development Assistant
Director
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.7.4 Ownership of Materials and Confidentiality.
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3.7.4.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.7.4.2 S
ubconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.7.4.3 Rig ht to Use . City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re- use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.7.4.4 I
ndemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, 198
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pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.7.4.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.7.4.6 C
onfidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietar y Information.

Consultant shall have five (5) working days after receipt of the release notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of an objection notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.7.5 C
ooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.7.6 E
ntire Agreement. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements.

3.7.7 A
ttorneys’ Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recov er from the losing party reasonable attorneys’ fees and all costs of such action.

3.7.8 G
overning Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, 199
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BB&K (2023) -15- PROFESSIONAL SERVICES AGREEMENT

disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.7.9 Ti
me of Essence. Time is of the essence for each and every provision of this Agreement.

3.7.10 C ity's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.7.11 S uccessors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.7.12 A ssignment or Transfer . Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination.

Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

3.7.13 C
onst ruction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.7.14 A
mendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.7.15 W aiver . No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.7.16 N
o Third- Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.7.17 I nvalidity; Severability . If any portion of this Agreement is declared invalid, 200
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illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.7.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.7.19 A
uthority to Enter Agreem ent. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.7.20 C ounterparts . This Agreement may be signed in counterparts, each of which shall constitute an original.

3.7.21 S urvival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification obligations, shall survive any such expiration or termination.

SIGNATURES ON NEXT PAGE

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SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND
SWA GROUP, INC.

I
N WITNESS WHEREOF, each of the Parties has caused this Agreement to be executed on the day and year first above written.

CITY OF ONTARIO SWA GROUP, INC.

By: AAA
Its: BB
Printed Name: CCC
By: AAA
Its: BB
Printed Name: CC
Approved By:

Scott Ochoa
City Manager
Approved as to Form:
_____________________________________
Best Best & Krieger LLP
City Attorney
A
ttested By:

City Clerk
202
57 0 Glenneyre Street
Laguna Beach, California
92651-2453
+1.949.497.5471
www.swagroup.com
Sea
n O’Malley
Xiao Zheng
Dhaval Barbhaya
Stephen Rydzon
Gerdo P Aquino
Thomas Balsley
Kinder Baumgardner
Matt Baumgarten
Natalia Beard
René Bihan
Shuyi Chang
Richard Crockett
Ning Deng
Marco Esposito
Leah Hales
Ying-Yu Hung
Bill Hynes
Jeremy Klemic
Hui-Li Lee
James Lee
Margaret Leonard
Chih-Wei Lin
Ye Luo
Scott McCready
Charles S McDaniel
Timothy Peterson
Haifeng Ren
Rhett Rentrop
Michael Robinson
R Joseph Runco
Raymond Siu
David P Thompson
James Vick
John L Wong
Jack Wu
Shuntaro Yahiro
Ji Hyun Yoo
Peiwen Yu
Yang Zhang
April 8, 2024
City
of Ontario
1333 S. Bon View Avenue
Ontario, CA 91761
Attn
: Daniel Beers, Design & Construction – Principal Project Manager Re: Grand Park Phase 1
Ontario, San Bernardino County, California
Dear Dan:

We are pleased to submit the following proposal for Professional Services in connection with the project referenced above.

This Agreement is by and between SWA Group (SWA ), a California corporation, and the City of O ntario (the Client), a municipal corporation organized un the laws of the State of California.

SWA shall provide professional services on the project referenced above, the extent of which is indicated on the attached Exhibit A-1. The general scope to be defined by the full build -out bridging documents (Exhibit A-2) and the Council’s Conditions of Approval (Exhibit A-3 ). The document defines the program and square footage of all items in the park.

SWA has hired a team of professional sub-consultants for this project, their scope of work is indicated in attached Exhibits B through E. Our team includes: Bickel Group, Inc. for Architecture (Exhibit B); Tait & Associates, Inc. (Exhibit C) for Engineering; Lighting Design Alliance, Inc. (Exhibit D) for Lighting Design; and RSM Design (Exhibit E) for Signage & Wayfinding.

SCOPE OF SERVICES
SWA will provide design update, design development, construction documentation, construction observation services, and as later described for the following scope items:

A. Landscape Architecture

1. Pedestrian, plaza, bikeways and decorative vehicular pavements.

2. Landscape walls, steps, railings and related site elements not a part of the buildings, if any.

3. Planting.

4. Irrigation: High efficiency, weather/ET based irrigation system downstream from mainline point-of-connection.

5. Preparation of conceptual grading plan indicating the grading design through use of contours and/or spot elevations.

6. Fences, trellises, shade structures, decks and fixed seating devices, if any.

7. Site furnishings including benches, tables, umbrellas, planter pots, trash receptacles, bike racks and drinking fountains, if any.

8. Coordination, locating, and utility connection for temporary event structures & kiosks.

Exhibit "A"
Scope of Services
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City of Ontario
Grand Park Phase 1
April 8, 2024

Page 2 of 16 ends

9. Coordination with the civil engineer to maintain the aesthetic and surface function on the engineered grading and water quality plans.

10. Child play areas conceptual layout with pre-fab equipment only.

B. Architecture

1. Building architecture as indicated in Exhibit B.

C. Engineering

1. Site-wide engineering including civil, site structural, site electrical, site plumbing, surveying, geotechnical, traffic and dry utility engineering, as indicated in Exhibit C.

D. Lighting

1. Site-wide lighting design as indicated in Exhibit D.

E. Signage & Wayfinding

1. Site signage & wayfinding as indicated in Exhibit E.

F. Assumptions
It is assumed that previously prepared surveys, boundary mapping, and base mapping (utilities and other infrastructure) will be provided by the Client for the adjacent and existing developments. This proposal assumes that the provided data can be used and relied upon for existing and join conditions.

G. Sub-consultants Not Contracted to SWA
If requested by the Client, SWA may retain and direct the services of the following professional consultants . Fees for such services are not included in this contract and shall be the subject of future agreements.

1. Soils consultant.

2. Professional perspective renderings or animations.

3. Arborist, horticultural consultants.

I. PHASE 1
A. Design Update

1. The landscape architectural concept for Grand Park has been developed. This phase will allow the consultant teams, new to the project, and others additional time to provide more advanced drawings for the rest of the park.

2. The other design teams will provide conceptual and schematic design – all of which will be coordinated with the existing park design.

3. Changes to the design will be noted, discussed, and documented.

4. Deliverables
a. Landscape Architectural Deliverables:
i. Updated package reflecting any plan changes to accommodate changes needed by other disciplines.

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City of Ontario
Grand Park Phase 1
April 8, 2024

Page 3 of 16 ends

b. Architecture:
i. Design package as indicated in Exhibit B.
c. Engineering:
i. Design package including civil, site structural, site electrical, site plumbing, geotechnical, and dry utility engineering, as indicated in Exhibit C;
ii. Rough Grading Plans will be delivered four (4) weeks after the conclusion of this phase. d. Lighting:
i. Design package as indicated in Exhibit D.
e. Signage & Wayfinding:
i. Design package as indicated in Exhibit E.

5. Meetings
SWA will attend meetings with the Client and the project team as needed during this phase.

6. Duration
The duration for this phase will not exceed twelve (12) weeks.

II. PHASE 2
A. Design Development

1. Following approval of the design and the Client's authorization to commence design development, SWA ’s team shall prepare design development drawings and a preliminary estimate of probable construction cost for the design. The design development plans will define the character and essentials of the project, including selection of materials. An overall strategy for site soils will be identified, including recommended analysis, stockpiling, removal amendments, etc. Plant selections will be refined based on soils suitability or limitati ons. Stormwater management, infiltration and treatment areas will be identified and coordinated with other project consultants .

Water feature mechanical and electrical systems.

2. Design development of architecture scope of work as indicated in Exhibit B.

3. Design development of engineering scope of work including civil, site structural, site electrical, site plumbing, geotechnical, and dry utility engineering, as indicated in Exhibit C.

4. Design development of lighting scope of work as indicated in Exhibit D.

5. Signage and wayfinding scope of work as indicated in Exhibit E.

6. Deliverables
a. Landscape Architectural:
i. Layout and materials plan;
ii. Area enlargement plans;
iii. Planting plan;
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iv. Irrigation typology diagram;
v. Site furnishings, lighting, materials images;
vi. Plant list;
vii. Sections and/or elevations;
viii. Design development, key element details;
ix. Preliminary water demand estimate;
x. Preparation of code required Cal Green shade coverage analysis documents; xi. Preliminary estimate of probable construction costs. b. Architecture:
i. Plans and reports as indicated in Exhibit B.
c. Engineering:
i. Plans and reports as indicated in Exhibit C.
d. Lighting:
i. Plans and reports as indicated in Exhibit D.
e. Signage & Wayfinding:
i. Plans and reports as indicated in Exhibit E.

7. Meetings
SWA will attend meetings with the Client and the project team as needed during this phase.

8. Duration
The duration for this phase will not exceed sixteen (16) weeks.

III. PHASE 3
A. Construction Documentation

1. Upon the Client's approval of the design development plans and preliminary cost estimate, SWA will develop working drawings and technical sections of specifications to construct the work in a total of two (2 ) drawing packages, and shall prepare a final estimate of probable construction cost. Technical sections of specifications shall be prepared in Construction Specifications Institute (CSI) MasterFormat. The Client shall be responsible for Bidding and Contract Requirements and General Requirements divisions of the specifications.

1. One drawing package for each: (1) Main Site and (1) Off-Site Improvements.

2. SWA shall prepare working drawings and technical sections of specifications to reasonably conform to applicable codes and regulations of governmental bodies having jurisdiction over the work at the time of preparation.

3. In developing working drawings and technical sections of specifications, SWA’s team shall coordinate its services with those of other project consultants to maintain a construction budget in accordance with the preliminary design estimate of probable construction cost accepted by the Client at the end of the preliminary design phase. 206

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When the final estimate of probable construction cost is one hundred twenty percent (120%) of the preliminary design budget estimate, or less, the final estimate will be acceptable to the Client.

4. Deliverables
a. Landscape Architectural Deliverables:
i. Material schedules;
ii. Layout plan;
iii. Area enlargement plans;
iv. Irrigation plan;
v. Irrigation water use calculations, as required;
vi. Tree planting plan;
vii. Ground plane planting plan;
viii. Plant list;
ix. Construction, irrigation, & planting details for all landscape elements; x. Mock up details;
xi. Technical landscape specifications in CSI format;
xii. Updated cost estimate.
b. Architecture:
i. Construction documents as indicated in Exhibit B.
c. Engineering:
i. Construction documents as indicated in Exhibit C.
d. Lighting:
i. Construction documents as indicated in Exhibit D.
e. Signage & Wayfinding:
i. Construction documents as indicated in Exhibit E.

5. Additional drawing packages, beyond the two included herein, will be considered Additional Services provided for an amount to be agreed upon between the parties in writing.

6. Meetings
SWA will attend meetings with the Client and the project team as needed during this phase.

7. Duration
The duration for this phase will not exceed twenty (20) weeks.

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IV. PHASE 4
A. Construction Observation

1. SWA’s team shall make periodic visits to the site to familiarize itself generally with the progress and quality of construction and to determine in general if the construction is proceeding in accordance with SWA's design intent and construction documents. On the basis of its observations while at the site, SWA will keep the Client informed of the progress of construction. SWA may recommend to the Client the rejection of work failing to conform to the contract documents.

2. This phase does not include design updates to the plans.

3. SWA shall select and pre-tag specimen plant materials that are to be City-supplied or proprietarily selected.

4. SWA shall prepare and process change orders with prior approval of Client.

5. Provide clarification of construction documents and respond to contractor Requests for Information.

6. SWA shall endeavor to secure compliance by the contractor to the plans and specifications. SWA shall not be responsible for construction means, methods, techniques, sequences or procedures, or job -site safety, in connection with the work and the Client agrees to hold SWA harmless from and against any and all losses, claims, or damages arising out of or related to contractor's errors or omissions, or failure to carry out the work in accordance with the contract documents.

7. All punch list items will be reviewed in the field by the Contractor and City Inspector with verification of completeness to be provided prior to preparation and signature/stamp of the grading certification for the City’s records. Certification includes visual inspection of field elements only and does not include survey.

8. Deliverables
a. Site visit reports.
b. Submittals review.
c. Review of mock-ups and shop drawings.
d. Field sketches for clarifications purposes.
e. Responses to RFI’s.
f. Punch list report.

9. Construction Site Visits
Site visit/construction observation meetings will be provided that may be scheduled as follows:
a. Landscape Architecture:
i. Client pre-construction coordination;
ii. Pre-construction meeting with contractor;
iii. Layout of hardscape elements;
iv. Mockup review;
v. Fine grading;
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vi. Irrigation;
vii. Nursery visit;
viii. Planting;
ix. Punch list/substantial completion (begin establishment period); x. End of establishment period/final acceptance.
b. Architecture:
i. As indicated in Exhibit B.
c. Engineering:
i. As indicated in Exhibit C.
d. Lighting:
i. As indicated in Exhibit D.
e. Signage & Wayfinding:
i. As indicated in Exhibit E.

10. Duration
The duration for this phase will not exceed sixty (60) weeks.

V. DEVELOPMENT BUDGETS
A. As part of Design Development Phase, a proposed landscape construction budget for all items of work under the Scope of Services shall be established and approved.

B. This budget shall be revised and approved at the completion of the Construction Documentation Phase.

C. In the event that this budget is reduced or increased by more than 20% between the time of approval of the schematic design phase and the time of award of a construction contract, cost of modification of drawings and specifications to meet the changed project budget shall be considered Additional Services.

VI. DESIGN APPROVAL
Daniel Beers has been designated as the person responsible for design direction to SWA for this project and has the authority for design approval. In the event that the design, as approved by Mr. Beers is rejected by others, and re - design is required, such re-design services shall be compensated as Additional Services.

VII. MEETINGS
A. SWA meetings with the Client and/or project team during durations listed in Phase 1 through Phase 3 will be attended as needed. Additional meetings required after durations noted above expire will be considered Additional Services.

B. Sub-consultants will attend meetings as outlined in their corresponding Exhibit.

C. Additional site/construction observation visits after Phase 4 duration expires, or outside of amount included in the Sub-consultants corresponding Exhibit, will be considered Additional Services.

D. Travel expenses shall be billed as Reimbursable Costs pursuant to Appendix A. 209

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VIII. EXCLUSIONS TO SCOPE OF SERVICES
Items not specifically identified in the scope of serv ices sections of this proposal are excluded from this work effort and if requested by the Client shall be considered Additional Services. The Client shall provide the following information or services as required for performance of the work . SWA assumes no responsibility for the accuracy of such information or services and shall not be liable for error or omissions therein. Should SWA be required to provide services in obtaining or coordinating compilation of this information, such services shall be charged as Additional Services.

1. Soils testing except for those listed in Exhibit C.

2. Existing site engineering and utility base information.

3. Engineering other than that provided within the Scope of Services.

4. Shoring design.

5. Gas or telecom design.

6. Utility locating and potholing.

7. Site environmental studies and documentation.

8. SWPPP.

9. Plan check, permit fees, utility company fees, or any fees as may be required by regulatory agencies.

10. BIM/REVIT or similar.

11. LEED documentation preparation and analyses.

12. Graphic design.

13. Expediting, code, zoning consultant.

14. Any item not specifically addressed in this proposal.

IX. FEES AND TERMS
Services described above shall be provided for the fixed sum of Five Million, Eight Hundred Twenty-Six Thousand, Nine Hundred and Ninety-Six ($5,826,996) Dollars, not including Reimbursable Costs or those Excluded Services, in accordance with the terms and conditions in Appendix A attached hereto and which is incorporated and made part of this Agreement by reference.

We estimate the following fee breakdown by phase:

Phase Fee Duration
Phase 1 - Design Update $802,620 12 weeks
Phase 2 - Design Development $1,519,547 16 weeks
Phase 3 - Construction Documentation $2,630,221 20 weeks Phase 4 - Construction Observation $874,608 60 weeks
Fee Total*
*not including reimbursable costs estimated below
$5,826,996
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We estimate the cost of Reimbursable Costs as identified in Appendix A will not exceed $146,000 (approximately 2.5%) without further authorization from the Client. Total Contract Value NTE $5,972,996.

We would be pleased to answer questions you may have or to clarify the various points above. If this proposal meets with your approval, please issue a formal agreement so we may commence with work.

SWA reserves the right to review the Client’s Professional Services Agreement if provided, and work is subject to negotiation and mutual agreement to Terms and Conditions between the parties.

Sincerely yours,
SWA Group

Sean O’Malley
Contracting Agent
Landscape Architect, CA License #3286
Landscape Architects are licensed by the State of California.

SOM/SR/GA/JW/dp

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APPENDIX A
Appended to and part of Agreement for Professional Services between SWA Group (SWA) and the City of Ontario (the Client), a municipal corporation organized un the laws of the State of California (the Client), dated April 8, 2024.

This Agreement supersedes any previous agree ment or arrangement in relation to the Services (whether oral or written) and represents the entire understanding in relation to the Services.

FEES FOR PROFESSIONAL SERVICES
Services outlined under the Scope of Services shall be provided for the fixed sum stipulated in the Agreement for Professional Services.

REIMBURSABLE COSTS
The following costs shall be reimbursed at cost plus ten percent (10%) and are not included in the Fee for Professional Services:

A. Cost of copies of drawings, specifications, reports and cost estimates; in-house prints, reprographic and photographic reproduction of drawings and other documents furnished or prepared in connection with the work of this contract.

B. Cost of commercial carrier and public transportation, lodging, car rental and parking, subsistence and out -of-pocket expenses. Private automobile travel at the IRS-allowable rate at the time of traveling.

C. Delivery or messenger expenses, cost of postage other than first class mail.

ADDITIONAL SERVICES
Provided SWA has been paid per this agreement , Additional Services may be provided for an amount to be agreed upon between the parties in writing. The following principal(s) are committed to this project:

Principals Rate / Hour
O’Malley $341
Rydzon $225
Other principals, if used on this project, have rates ranging from $220 to $352 an hour. These rates may be increased subsequently without written notice. Current staff rates range between $115 and $180.

Additional Services are any services not included within the contract scope and include but are not limited to:

A. Professional renderings, special process printing, special equipment, special printed reports or publications, maps and documents, requested by the Client and approved in writing.

B. Making planning surveys, feasibility studies, and special analyses of the Client's needs to clarify requirements for project programming.

C. Master planning.

D. Preparation of technical sections of specifications in other than Construction Specifications Institute (CSI) format.

E. Revisions and changes in drawings, specifications or other documents when such revisions are inconsistent with approvals or instructions previously given by the Client; required by the enactment or revision of codes, laws or regulations subsequent to the preparation of such documents; or the preparation of alternates or deductive change orders requested by the Client.

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F. Repackaging or modifications to plans due to changes by other consultants following completion of SWA’s 100% construction documents.

G. Plan preparation for and construction observation of portions of a project let on a segregated bid basis or to be phased during construction.

H. Services with respect to replacement of any work damaged during construction.

I. Services required as a result of the default or insolvency of contractor.

J. Providing prolonged construction observation should the construction time be substantially extended through no fault of SWA.

K. Providing services if, in Guaranteed Maximum Price (GMP) projects, the constructio n budget for SWA scope items is reduced through no fault of SWA.

L. Providing services if, in "fast-track" projects, revisions to design or construction documents are required because of prior construction commitments or changes required in the construction process or phasing outside the control of SWA.

M. Cost of review as to form of lenders documents, certifications and consents to assignment requested of SWA during the term of this Agreement.

N. Fees for additional consultants not included in SWA's Basic Services and retained with the approval of the Client.

O. In-house professional photography.

P. 3D printing.

STATEMENTS
Fees for Professional Services shall be billed monthly for progress payment based upon percentage of work complete .

Reimbursable Costs shall be billed with fee invoices. The Client will notify SWA of any disputes or questions regarding an invoice within fifteen (15) days of the Client’s receipt of the invoice in question.

ACCOUNTS
Accounts are payable net thirty (30) days from date of invoice at our office in Sausalito, California. A service charge of 1.25% of invoice amount per month (15% annual rate) will be applied to all accounts not paid within sixty (60) days of invoice date.

INSURANCE
At all times during the performance of its services under this Agreement, SWA shall maintain in full force and effect the following insurance, with the coverages and limits specified:

A. Workers' compensation insurance, including occupational disease, in accordance with the statutory requirements set forth by the state in which the work is to be performed, and employer's liability insurance covering all of SWA's employees engaged in the performance of this Agreement, in the sum of $1,000,000.00.

B. Commercial general liability insurance, including Landscape Architect protective liability and contractual liability insurance, covering death or bodily injury and property damage of $1,000,000.00 for any one accident, bodily injury and property damage combined single limit.

C. Commercial automobile liability insurance covering SWA for claims arising from hired and non-owned vehicles covering death or bodily injury and property damage with limits of $1,000,000.00 for any one accident, bodily injury and property damage combined single limit.
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D. Professional liability (errors and omissions) insurance, on a claims-made basis, with limits of $2,000,000.00 per claim and $4,000,000.00 in the aggregate.

E. Certificates of insurance covering any or all of the above insurance required to be maintained by SWA shall be provided to the Client upon written request.

F. Should the Client request in writing that modifications be made to the stated policy limits or deductibles, SWA shall use its best efforts to have its insurers accommodate such modifications. All charges and additional premiums levied by insurers for such modifications shall be paid by the Client in advance.

G. Upon written request by the Client, SWA shall use its best efforts to have the Client named as an additional insured on the Commercial general liability and Commercial automobile liability policies described above, subject to acceptance by the insurer
H. Each Sub-consultant contracted through SWA on this project is carrying their own insurance as indicated in Exhibits B, C, D, and E.

INDEMNIFICATION
A. To the extent of available coverage under the insurance coverage as provided in this Agreement, SWA shall indemnify and save harmless (but not defend) the Client against any and all loss, liability and damages arising out of any claim, suit or legal proceeding to recover damages for wrongful death, bodily injury, illness or disease, or injury to, or destruction of property to the extent caused by the negligent errors or omissions or willful misconduct of SWA, its subcontractors, agents or employees.

B. The Client shall indemnify and save harmless SWA from and against any and all loss, liability and damage arising out of any claim, suit or legal proceeding to recover damages for wrongful death, bodily injury, illness or disease, or injury to, or destruction of property, to the extent caused by or attributable to:

1. The negligent errors or omissions or willful misconduct of the Client, its contractors, subcontractors, agents or employees.

2. Any hazardous substance, condition, element or material, or any combination of the foregoing, produced by the Client; or emitted intentionally or unintentionally from the property on which the project is located or from the facilities to be designed; or specifically required by the Client to be used or incorporated by SWA into the work to be performed by SWA . SWA shall not be under any duty or obligation to investigate for the existence of such conditions, and shall not be responsible for any failure to discover such conditions.

3. Failure of the Client to provide inf ormation or services required to be provided by the Client under the terms of this Agreement or from any inaccuracy, error or omission in such information or services.

4. Any claim asserted by an individual Home Owner or a Homeowners’ Association formed for or associated with this project or any portion of this project, except to the extent caused by the negligence of SWA, its subcontractors, agents or employees. The Client's obligation to indemnify SWA under this clause shall include (without limitation) reimbursement to SWA for all reasonable costs incurred in the defense of such claims, including attorneys' fees incurred in connection with any appeal of a legal action, and all reasonable settlement costs, unless SWA is found to be negligent with respect to such claim under the dispute resolution procedures agreed to in this Agreement, upon which finding the Client shall have no duty to reimburse SWA for any such damages or costs which are attributable to SWA's negligence.

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STANDARD OF CARE
The standard of care applicable to this Agreement shall be that level of care and skill ordinarily practiced by professionals practicing in the same discipline, location, and at the same time as the services provided by SWA.

LIMITATION OF LIABILITY
The Client agrees, to th e fullest extent permitted by law, to limit the liability of the SWA and SWA’s officers, directors, partners, employees, shareholders, owners and subconsultants (the SWA Parties) for any and all claims, losses, costs, damages of any nature whatsoever or claims expenses from any cause or causes, including attorneys' fees and costs and expert-witness fees and costs, so that the total aggregate liability of the SWA Parties shall not exceed $50,000.00, or one half (½) of the Architect’s total stipulated fee for the services rendered under this Agreement, whichever amount may be greater. It is intended that this limitation apply to any and all liability or cause of action however alleged or arising, un less otherwise prohibited by law.

CONFIDENTIALITY
SWA will take reasonable precautions to protect and maintain the confidentiality of any information supplied by the Client during the course of this Agreement which is identified in writing by the Client as being confidential information, except to the extent that dis closure of such information to third parties is necessary in the performance of SWA's services. This clause shall not apply to any information which is in the public domain, or which was acquired by SWA prior to the execution of this Agreement, or obtained from third parties under no obligation to the Client.

RIGHT TO SUSPEND SERVICES
SWA shall have the right to suspend services on this project if (a) the parties have not executed a written contract for SWA's services and unpaid invoices have been rendered with an aggregate balance exceeding $5 ,000.00; or (b) unpaid project invoices over ninety (90) days old exceed $5,000.00 in the aggregate.

AUTHORIZATION TO PROCEED
If SWA is authorized to commence and/or continue providing its services on the project, eith er verbally or in writing, prior to the full execution of a written contract, such authorization shall be deemed an acceptance of this proposal, and all such services shall be provided and compensated for in accordance with the terms and conditions contain ed herein as though this proposal were fully executed by the Client.

OWNERSHIP OF DOCUMENTS
Original drawings and other documents, as instruments of professional service, are the property of SWA . None of them is to be used on other projects except by written agreement of SWA. One reproducible set of final documents will be furnished to the Client upon request. The Client has license to use/reproduce for purposes of this project provided payments are made to SWA when due.

ESTIMATES OF PROBABLE COST
As SWA has no control over construction costs or contractor's prices, any construction cost estimates are made on the basis of the SWA's experience and judgment as a design professional; but SWA cannot and does not warrant or guarantee that contractor's proposals, bids or costs will not vary from its estimates.

DOCUMENTS FURNISHED IN ELECTRONIC MEDIA
Drawings and data provided to SWA in digital format must be in a form acceptable to SWA. Drawing files shall be in AutoCAD dwg format version 2010 or higher, or an SWA -approved alternative. All files must be created with a legal license. As restricted by copyright law, SWA cannot accept any dwg or other file generated under an educational AutoCAD software license.
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Instruments of professional service provided by SWA in electronic media form, once released by SWA, may be subject to inaccuracies, anomalies and errors due to electronic translation, formatting or interpretation. SWA is not responsible for errors and omissions because of these conditions, nor for those resulting from conversion, modification, misinterpretation, misuse or reuse by others after electronic media is released by SWA.

CURRENCY
All payments to SWA will be made in lawful United States currency, free and clear of any taxes, liens or deductions of any type. The Client will reimburse SWA if any such assessments occur.

CREDITS/ACKNOWLEDGMENTS
SWA shall be given proper credit and acknowledgments for all services rendered including, but no t limited to, planning, design and implementation. Proper credit shall be defined as being named by the Client (or their agent/client) in project identification boards, published articles, promotional brochures, social media and similar communications.

FORCE MAJEURE
SWA shall not be responsible for any delay in the performance or progress of the work, or liable for any costs or damages sustained by the Client resulting from such delay, caused by any act or neglect of the Client or the Client's representatives, or by any third person acting as the agent, servant or employee of the Client, or by changes ordered in the work, or as a result of compliance with any order or request of any federal, state or municipal government authority or any person purporting to act therefore, or by acts of declared or undeclared war or by public disorder, riot or civil commotion, or by any other cause beyond the reasonable control and without the fault or negligence of SWA. In the event of any such delay, SWA shall proceed with due diligence to alleviate such delay and continue the performance of all obligations under this Agreement. The time during which SWA is delayed in the performance of the work, shall be added to the time for completion of its services to the extent such ti me is specified in this Agreement . All additional costs or damages resulting from any delay in the performance or progress of the work caused by any act or neglect of the Client, its agents or representatives, shall be borne entirely by the Client.

LAW
This Agreement shall be interpreted and enforced according to the laws of the State of California.

VALIDITY
Should any provision herein be found or deemed to be invalid, this Agreement shall be construed as not containing such provision, and all other prov isions which are otherwise lawful shall remain in full force and effect, and to this end the provisions of the Agreement are declared to be severable.

DISPUTE RESOLUTION
Any controversy, claim or dispute arising out of or relating to the interpretation, construction, or performance of this Agreement, or breach thereof, shall be referred to voluntary, nonbinding mediation to be conducted by a mutually acceptable mediator prior to resorting to arbitration pursuant to the JAMS Arbitration Rules then in effect . Arbitration through JAMS shall be the sole and exclusive venue for any dispute and the Client waives any right to challenge such jurisdiction. The Prevailing Party —defined as the party ultimately more successful relative to the final offer or demand — shall be entitled to recover its reasonable attorneys’ fees and costs. All disputes shall be governed by the law of the jurisdiction where the project is located.

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SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement shall be binding upon the Client and its successors and assigns and upon SWA, its successors and assigns. Neither party shall assign nor transfer its interest in this Agreement or any part thereof without the written consent of the other party.

TERMINATION AND WORK STOPPAGE
It is understood that these services may be terminated upon ten ( 10) days’ written notice for good reason by either party.

In this event, SWA shall be compensated for all work performed prior to date of termination at the rates set forth above.

Additionally, in the event that the Client stops the project for longer than thirty (30) days, SWA will be compensated for all work which has been performed by SWA prior to the date of work stoppage and payment shall be paid by the Client for such work to SWA within thirty (30) days of SWA’s invoice to the Client for those services rendered.

If the Project is suspended or not active for more than twelve (12 ) months, SWA may, at its discretion, re -negotiate with the Client its compensation hereunder.

If the P roject is suspended or not active for more than eighteen (18 ) months, this Agreement will be terminated without notice.

REVOCATION
This proposal shall be considered revoked if acceptance is not received within sixty (60 ) days of the date hereof. If SWA does not receive a signed copy within this period, SWA reserves the right to revise the fees.

ENTIRE AGREEMENT
This Agreement supersedes any and all other agreements, either oral or in writing, between the parties with respect to the subject matter herein . Each party to this Agreement acknowledges that no representations, by any party which are not embodied herein and that no other agreement, statement or promise not contained in this Agreement shall be valid and binding. Any modification of this Agreement will be effective only if it is in writing signed by the parties.

END

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EXHIBIT A –1

218

April 5, 2024

Mr. Stephen Rydzon - Principal
SWA
570 Glenneyre Street
Laguna Beach, CA
[email protected]

Re: Architectural Proposal for:

Ontario Grand Park – Miscellaneous Structures
Ontario, CA

Tracking No. 24320

Dear Steve:

The following is a proposal for Bickel Group, Inc. to provide architectural and engineering services for the above-referenced project.

Project Description:

This project consists of a new community park at the northwest corner of Mulberry Dr. and Scott Ave. in Whittier, California.

Structures included in this proposal are as follows:

(a) A3 – Picnic Pavilion
(b) A4 – Arroyo Outlook Pavilion
(c) A5 – Entry Trellis (re-used in the exact same configuration at all corners of the park) (d) A6 – Educational Garden Trellis
(e) A9 – Educational Garden Wood Deck
(f) A10 – Arroyo Outlook Wood Deck
(g) SB1 – Amphitheater Building with Stage atop with overhead structures (h) SB1a – Education Garden Accessory Building
(i) SB2 – Park Information Kiosk
(j) SB3 – Community Barn
(k) SB4 – Farm Operations Building (foundations only for prefabricated steel building) (l) SB5 – Farm Operations Accessory Building
(m) SB6 – Park Maintenance Facility
(n) SB7 – Community Farm Shed
(o) A1/2- Restroom Buildings (design only)
(p) Drinking Fountains

Scope of Services:

Bickel Group and its consultants will provide architectural design, structural, electrical, lighting, mechanical, plumbing and acoustical engineering, construction documents for these disciplines, and construction administration on the project. Civil engineering, soils engineering, and fire protection engineering are not included in the Bickel Group scope of work. Bickel Group will provide coordination with the client’s consultants to integrate all design work into a comprehensive package.

EXHIBIT B - April 8, 2024
219
April 5, 2024
Mr. Stephen Rydzon
SWA
Re: Grand Park
Ontario, CA

Page 2 ends

Site Planning– Assumed complete, no scope included.

Schematic Design – Completed by SWA

Planning Department Approval – Assumed not required, no scope included.

Design Development – The schematic designs will be refined and adjusted to create structures that are architecturally and economically consistent with the project program, from there hardline drawings of the floor plan, roof plan, elevations and building sections will be created to confirm that all schematic ideas are achievable, and to further define the engineering systems, exiting, exterior detailing and finishes. After approval by the client, further development of the design development drawing will be provided as an additional service.

Construction Documents - Based on approved design development drawings and any subsequent information supplied by the client, owner or other stakeholders, construction documents will be created for the purpose of competitively bidding, obtaining a building permit, and subsequently constructing the project. The base fee includes conventional processing of construction documents for permit. Additional time required to expedite plan check or process plans through other-than-traditional building, planning and fire department review, will be provided on a time and materials basis per the schedule below.

Construction Administration – Construction administration will be provided by Bickel Group and its direct consultants. This includes review of shop drawings and coordination with contractor on construction questions. The base fee assumes that the contractor will provide a full-time on-site superintendent with digital photo and e-mail capability.

Fee: The fee for the above services is broken down as follows:

Design Update Phase:

Architectural: $55,000
Structural: $16,000
Electrical: $14,000
Mech. Plumb.: $16,000
Acoustic Eng.: $15,000
A/V, IT, & Security: $16,000
Lighting: $14,000
EXHIBIT B - April 8, 2024
220
April 5, 2024
Mr. Stephen Rydzon
SWA
Re: Grand Park
Ontario, CA

Page 3 ends

Architectural Doc’s.
& management of engrs:

DD $61,000
CD $193,000
CA $77,000
Structural Eng.:

DD $24,000
CD $105,000
CA $35,000
Elec. Eng.:

DD $8,000
CD $48,000
CA $12,000
Mech. / Plumbing Eng.

DD $11,000
CD $46,000
CA $12,000
Acoustic Eng.

DD $6,000
CD $18,000
CA $11,000
A/V, IT & Security.

DD $11,000
CD $51,000
CA $17,000
Lighting Des.:

DD $8,000
CD $23,000
CA $12,000

Total Base Fee: $935,000 (plus reimbursables)

The client/owner will be invoiced monthly for work done in the preceding month. Payment on all invoices is due within thirty (30) days of the invoice date. Interest will be charged on all unpaid invoices at a rate of 1.0% per month, until payment is received.

Additional Services / Reimbursables:

Services requested by the owner/client which are not in the basic scope of work will be charged per the schedule below by Bickel Group and at the rate charged to Bickel Group , plus ten percent, for work requested of its sub-consultants.

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April 5, 2024
Mr. Stephen Rydzon
SWA
Re: Grand Park
Ontario, CA

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Sr. Principal.................. $195/hr.

Director / Principal........ $180/hr.

Project Manager............$165/hr.

Job Captain.................. $150/hr.

Architectural Staff..........$140/hr.

Clerical Staff................. $90/hr.

Consultants Services.... Cost plus 10%

Reimbursable expenses (including expenses of reproductions; postage and handling of documents; drafting/graphic materials; transportation in connection with the project; expenses in connection with authorized out-of-town travel; plotting of CAD documents; and long-distance communications) are in addition to basic services and shall be reimbursed at the amount expended by our firm, plus a 10% administration fee for processing the expenses through our office.

Reimbursable fees will not exceed $10,000 without prior written approval.

Exclusions / Qualifications

1) The client / owner will contract directly with a soils engineer, civil engineer, and testing agency for the project.

2) Structures In contract: site screen walls, guardrails, garden decks, fencing, sign structures, and trellises. (as depicted on SWA design pages L7.05, L7.07, L7.08, L7.09, L7.10, L7.11, L7.13, L7.14, L7.15, L7.16, L7.16, & L7.17)

3) Not in contract: Bridges, Culvert overpasses, Retaining walls

4) The lighting design includes the Amphitheater, seating, stage, interior and exterior of the building.

5) The above fee includes up to twenty (20) in person meetings at the city for coordination and progress review during the DD and CD phases by the Architect.

6) The above fee assumes all structures will be drawn and submitted for plan check in a single phase.

7) Landscape Architecture is assumed to be by SWA.

8) The above fee includes two 3-D color renderings of each building.

9) The above DD fee includes 2-D color elevations of each building.

10) The above fee does not include design and engineering of any site retaining walls if required on the project.

11) The above fee includes architectural “design” of the typical toilet facility buildings.

All engineering and approvals are to be done by the design-build manufacturer.

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Mr. Stephen Rydzon
SWA
Re: Grand Park
Ontario, CA

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12) The base fee includes twelve (12) site trips / observations by the structural engineer. If additional trips are required by the city, contractor, or owner, they will be billed at a flat rate of $900 each.

13) The Construction Admin. fee includes up to twenty (20) trips to the job site in addition to staff time over sixty weeks (60) weeks for shop drawings, RFIs, review of pay applications, and “on-line OAC meetings. Any additional site trips will be charged at $900 each, and additional in-house time will be charged per the Bickel Group rate schedule above.

Thank you for your consideration. Please let me know if you feel any of the assumptions made in this proposal should be modified to better suit the project. We will be happy to work with you on anything necessary to accommodate your needs.

Respectfully Yours,

James S. Bickel, Jr., AIA
President C-20925

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April 5, 2024
Mr. Steve Rydzon, PLA, ASLA
SWA
570 Glenneyre Street
Laguna Beach, CA 92651-2453

PROPOSAL TO PROVIDE PROFESSIONAL ENGINEERING SERVICES FOR THE ONTARIO GRAND PARK

Dear Mr. Rydzon:

TAIT & Associates, Inc. is pleased to submit the attached proposal to provide Engineering Services for the Grand Park project located in Ontario CA. This proposal is based on our recent discussions and the information provided to us, including but not limited to the Schematic Phase “Bridging Documents” plan set, the Conditions of Approval, and scope of work exhibit provided to us on March 29, 2024. TAIT’s proposed services include the following disciplines and/or sub-consultants required for the development of the Phase 1 Grand Park Improvements:
x Civil Engineering Services TAIT & Associates
x Surveying Services TAIT & Associates
x Geotechnical Engineering Services Southern California Geotechnical x Traffic Engineering Services TJW Engineering, Inc.
x Dry Utility Services RGI Utility Consultants
x Structural Engineering Services ISE Structural Engineers

All sub-consultant scopes, fees, and proposals have been included in their entirety as supporting material as attachments to this proposal. TAIT’s scope of work descriptions provided on the following pages are for Civil Engineering and Surveying tasks only. All scope descriptions for sub-consultant scopes are deferred to the attached sub-consultant proposals.

It is understood that the extension of Grand Park Street, to the east, will be made a part of the Phase 1 On-site improvement plans, while the improvements within the Right of Way of S. Archibald Avenue, Eucalyptus Avenue, and Haven Avenue will be presented in a standalone set of construction documents that will be constructed at a later phase of work. It is also understood that the construction of the pedestrian bridge will be included as part of the Phase 1 improvements. Per RFP requirements, proposed scope and fees have been sub- divided for each discipline based on these two design packages (Phase 1 On-site, and Phase 2 Off-site) and are estimated based on the following stages and duration of work:
x Design Update Phase: 12 Weeks ( NOTE - Rough grading will be due 4 weeks later) x Design Development: 16 Weeks
x Construction Documents: 20 Weeks
x Construction Observation: 60 Weeks

The following key assumptions have been made in developing the proposed scope of work:
x All previous survey control data, boundary mapping, easements, title report, and topographic/aerial survey data will be provided to TAIT in its original Civil3D format. x Existing utility base files and master roadway/design files for adjacent tracts will be provided to TAIT in CAD format x Existing Civil design CAD files (conceptual grading and conceptual utility) will be provided to TAIT x Existing draft reports (hydrology & water quality) will be provided to TAIT in PDF or Word format EXHIBIT C - April 8, 2024
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x It is assumed that the approved schematic design concept, grades, and layout are the proposed park concept and only minor updates will be made to the park design concept. x Base scope for Survey assumes previous aerial survey and topographic survey is adequate for designing the proposed improvements. Alternate scope is provided for added pickup survey, drone aerial survey, and utility dips on an as-needed basis to augment the previously prepared survey data. x Geotechnical engineering services are assumed to include all on-site, off-site (public roadway), and infiltration testing (on-site only). Should previous testing data be available for the proposed roadway network, scope may be reduced. Attention is directed to the Geotechnical Scope and Fee included as Attachment B x Traffic Engineering Services is assumed to include all required signing and striping, traffic signal, public street lighting system, and public fiber optic system design within the public roadways and backbone utility easement.

Attention is directed to the Traffic Engineering Scope and Fee included as Attachment C. x Dry Utility Services is assumed to include all required undergrounding in the public right of way (Power and Low voltage), as well as on-site routing and point of services coordination for the proposed on-site power and low voltage services (including fiber). Per coordination with SWA and Bickel Group, it is understood that on-site electrical engineering services will be provided by the architectural team and that dry utility services will only provide the point of services form the transformer to the proposed building switch gear. All subsequent site electrical services will be through the architectural team. Attention is directed to the Dry Utility Services Scope and Fee included as Attachment D.
x Structural Engineering Services is assumed to include all on -site structural engineering services associated with site walls, site landscaping features (monuments, trellis, etc.), culverts, on-site light and sign foundations and the wing walls for the proposed pre-manufactured pedestrian bridge (piers/foundation by manufacturer). Structural engineering for buildings is to be provided by others. It is further assumed that structural design for traffic signal and public streetlight/sign foundations are provided per standard plan. Attention is directed to the Structural Engineering Services Scope and Fee included as Attachment E. x Plan processing is assumed to be provided by others/the City. It is further assumed that all design plan submittals will be done digitally.
x Meetings are budgeted as digital meetings; however, occasional in-person meetings will be accounted for on an as- needed basis.
x Attendance and presentation at Council/commission presentation are assumed to not be required of the Civil consultant team.
x It is assumed the specifications and bid schedule will be structured to require the bidding contractor to be responsible for the preparation and approval of the SWPPP. TAIT’s design will include design of erosion control plans which will serve as the minimum basis for the Contractor’s SWPPP.

TAIT has the standing policy to take reasonable efforts to provide value engineering in every aspect of the design and throughout the preparation of each plan. This not only provides a high-quality product, but also promotes cost effective construction. All design is performed under the supervision of a California Registered Civil Engineer, and each project is reviewed for quality assurance by another Professional Engineer.

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PROPOSED SCOPE OF WORK

1) DESIGN UPDATE PHASE
1A) Civil Engineering Services
Topographic Survey & Control
All survey update scope and fee are assumed to be part of the Phase 1, on-site improvement costs. The base scope for TAIT’s survey scope assumes that previously prepared survey data is adequate for the design fo the proposed improvements. The following tasks are assumed as part of the base scope for TAIT’s adoption and verification of the previous survey data:
x Set up and re-establish control based on previous survey data. Fly drone aerial for new orthographic aerial background (no linework processing as base scope)
x Review previous mapping and update base file with latest encumbrances from client provided title report. x Incorporate previous survey data and aerial survey.

Based on the findings from the above base scope tasks, the following additional survey tasks are included as optional/alternate tasks which may be required or recommended:
x Alt 1: Conduct additional pickup survey to augment drone aerial for joins x Alt 2: Full Street Cross sections on Grand Park Avenue x Alt 3: Half Street Sections on Archibald, Euclid, & Haven x Alt 4: Full Boundary & Encumbrance Mapping
x Alt 5: Dip Utility Inverts
x Alt 6: Existing Easement Quitclaim Support (Assumes up to 2 easements) x Alt 7: Proposed Easement/Dedication Mapping (Assumes up to 4)

Design Updates and Review
This work task includes time for project managers and the design team under TAIT’s scope to review the project history and Agency requirements and to compile previously prepared survey and design data. It is assumed that the schematic design will not require major updates and that the previously completed design, grading, and layout will remain with only minor adjustments. All hours associated with this task are assumed to be part of the Phase 1, on-site improvement costs.

Rough Grading Package
Given the project’s time constraints, TAIT proposes to prepare the Plans, Specification, and Estimates (PS&E) for the Rough Grading of the site as part of the Design Updates Phase in order to begin construction of the project by October of 2024.

Rough grading package will progress immediately in to the CD level of design and will include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Demolition 4
Rough Grading Plans 4
Erosion Control Plans 4
TOTAL SHEET COUNT: 14

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The above package is assumed to include the initial demolition and rough grading work required to mass grade the on-site elements of the grand park project. Offsite rough grading is not included in this task. This task assumes that water quality management plan will not be required for rough grading approvals and that post- construction detention/hydrology calculations will not be required. All costs associated with the hydrology/water quality design are included in separate tasks and assumed to be done in conjunction with the rough grading bid package but not requiring final approvals prior to bid and construction authorization.

This task also includes the engineers cost estimate (earthwork and demo quantities) as well as civil engineering construction specifications for the rough grading activities. Remediation work associated with the demolition activities as well as general contract specifications are assumed to be provided by others.

Preliminary Meetings & Coordination
TAIT will attend one kick-off meeting and provide support during the Design Update Phase. It is assumed that these meetings will take place digitally and that ton-site meetings will not be required. Meetings & coordination will be billed on a T&M basis and assumes up to 30 hours of effort in Phase 1 and 10 hours of effort in phase 2 design packages. All effort is assumed to be incurred concurrently.

2) DESIGN DEVELOPMENT (DD) PHASE
2A) Civil Engineering Services
DD Civil Plans
This task is provided to update the previously authorized SD design package to a DD level to include:

On-Site Phase 1 Improvements*:
x DD Precise Grading Package
o Horizontal Control
o Precise Grading
o Drainage Improvements
o Erosion Control (Provided at CD Phase Only)
x DD On-Site Utility Package (Water & Sewer)
x DD Underground Fire Water Package
x DD Fire Access Package
x DD Public Street Improvement Plans (Grand Park Avenue) x DD Public Storm Drain Extension Plans
x DD Public Water Extension Plans (Grand Park Avenue)
x DD Public Sewer Extension Plans (Grand Park Avenue)
x DD Public Reclaimed Water Extension Plans (Grand Park Avenue)

Off-Site Phase 2 Improvements*:
x DD Public Street Improvement Plans
o Archibald Avenue (1/2 Width)
o Haven Avenue (1/2 Width)
o Eucalyptus Avenue (North Parkway & Driveways Only)
x DD Public Water Extension Plans
o Haven Avenue 12” Water Main

* See construction drawing phase for detail of each package.

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The above noted packages will be set up to the design development level in order to further detail the connections, grading conditions, initial details, and phasing of the proposed civil improvements. Final Construction drawing details, notes, or callouts will be deferred to the construction drawing phase. The above noted civil engineering sheets will be combined with the individual traffic, dry utility, and structural sheets and transmitted to SWA for compilation and submittal to the City during the DD phase of work.

DD Reports
Preliminary Water Quality Management Plan
TAIT will prepare a preliminary WQMP to identify the appropriate BMP’s for this project, based on field percolation tests and previous design layout and reports. Reports will be submitted to the City for preliminary review.

Preliminary Hydrology Study
A preliminary hydrology study will be prepared to outline the existing drainage patterns and peak flow rates as well as the proposed drainage tributary areas and peak flow rates in order to size the on-site storm drain system. It is assumed that any off-site storm drainage will be sized based on the City Drainage Master Plan and no further detention/retention systems will be required.

DD Estimate
TAIT will prepare an engineer’s cost estimate for the Civil, Dry Utility, and Transportation related improvements.

Site electrical, structural, and other discipline work are assumed to be estimated by others. Unit prices will be checked against recent projects. The cost estimate will be reviewed by the QA/QC Manager prior to each submittal per the quality assurance program.

DD Meetings, Coordination, and Project Management (T&M) TAIT will provide meetings & coordination support during the Design Development Phase. It is assumed that these meetings will take place digitally and that on-site meetings will not be required. Meetings & coordination will be billed on a T&M basis and assumes up to 30 hours of effort in Phase 1 and 10 hours of effort in phase 2 design packages. All effort is assumed to be incurred concurrently.

3) CONSTRUCTION DOCUMENTS (CD) PHASE
3A) Civil Engineering Services
CD Plans

On-Site Phase 1 Construction Drawings Plans Are Assumed to Include the Following:

Precise Grading Package
DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 2
Horizontal Control – Overall Control 1
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Horizontal Control – (40 Scale Open Space Areas) 6
Horizontal Control – (20 Scale Active Areas) 9
Precise Grading – (40 Scale Open Space Areas) 6
Precise Grading – (20 Scale Active Areas) 9
Precise Grading – (10 Scale ADA Blowup) 5
Drainage Plan – (40 Scale – Plan View Only) 3
Pedestrian Bridge Plans (20 Scale) 1
Wall Grading + Calcs 3
Erosion Control 4
TOTAL SHEET COUNT: 50

Based upon the Preliminary Grading Plan, TAIT will initiate the preparation of Precise Grading Plans to include all notes and details required for construction. It is assumed that TAIT’s plans will be incorporated into the master package prepared by SWA. Detailed landscape improvements and decorative elements will be per the landscape improvement plans, by others.

On-Site Utility Package
DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Water & Sewer Plans & Details (Plan View Only) 4
TOTAL SHEET COUNT: 6

Final Utility Plans will be prepared for the park limits in plan view only that includes sewer and water infrastructure, as well as storm drainage (for reference and conflict analysis only), within the park limits. Potable water and sewer services will be provided to on site amenities, tapping into existing public main lines. The irrigation system, including any on-site reclaimed water mains, will be prepared by others. A “Final Utility Systems Map” will be prepared per Condition 2.17. This task assumes the backbone public main lines have adequate capacity and upgrades or replacements are not required.

Fire Underground Package
DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Fire Access Plans (40 Scale) 2
TOTAL SHEET COUNT: 4

The above package includes the preparation of the required underground fire water plans to provide services to the proposed on-site structures to be sprinklered as well as to lay out the proposed on-site fire hydrants. Water pressure models will also be developed for the proposed fire water system based on the final design layout. A new hydrant pressure test will be obtained from the water district prior to final modeling and submittal of plans to Ontario Fire. Results will be compiled in a memo for Ontario Fire review.

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Fire Access Package
DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Fire Access Plans (60 Scale) 4
TOTAL SHEET COUNT: 3

The above package includes the preparation of the park fire access plan for circulation and review by Ontario Fire. It is assumed that TAIT will play a supporting role in determining the final fire access in conjunction with the landscape and the Project Architects.

Phase 1 Public Street Improvement Package (Grand Park Avenue) DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Street Improvement (40 Scale, Plan & Profile) 2
Roundabout & ADA Details (10 Scale Blowup) 1
TOTAL SHEET COUNT: 5

The above package includes offsite improvements for the approximate 1,500 l.f. extension of Grand Park Avenue to be prepared as part of the On-Site plan set. Improvements include roadway surface improvements and parkway improvements.

Phase 1 Public Storm Drain Extension Plans (Grand Park Avenue) DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Storm Drain Improvements (40 Scale, Plan & Profile) 2
TOTAL SHEET COUNT: 4

The above package includes offsite improvements for up to 1,500 l.f. extension of Grand Park Avenue storm drain system. Design to include inlets, laterals, and backbone storm drain for the portion of roadway included within the roadway extension only.

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Phase 1 Public Water Extension Plans (Grand Park Avenue) DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Water Improvements (40 Scale, Plan & Profile) 2
TOTAL SHEET COUNT: 4

The above package includes offsite improvements for up to 1,500 l.f. extension of Grand Park Avenue water main to connect to the proposed 12” water main in Haven Avenue. Design to include laterals, hydrants, and meters/backflow devices for the portion of roadway included within the roadway extension only.

Phase 1 Public Sewer Extension Plans (Grand Park Avenue) DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Sewer Improvement (40 Scale, Plan & Profile) 1
TOTAL SHEET COUNT: 3

The above package includes offsite improvements for up to 1000 l.f. extension of Grand Park Avenue sewer improvements to be prepared as part of the On-Site plan set. It is assumed that sewer extension will connect the backbone sewer main located within the public utility easement running through the park. Improvements include sewer lateral and mains.

Phase 1 Public Reclaimed Water Extension Plans (Grand Park Avenue) DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Reclaimed Water Improvement (40 Scale, Plan & Profile) 2 TOTAL SHEET COUNT: 4

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Off-Site Phase 2 Improvements*:

Phase 2 Public Street Improvement Package
DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 2
Archibald Street Improvement (40 Scale, Plan & Profile) 2 Haven Street Improvement (40 Scale, Plan & Profile) 2
Eucalyptus Street Improvement (40 Scale, Plan & Profile) 5 ADA Details (10 Scale Blowup) 2
TOTAL SHEET COUNT: 14

The above package includes offsite improvements for:

1. Archibald Avenue - Widen approximately 1,600 l.f. of roadway, 23’ along frontage, including all parkway improvements.

2. Haven Avenue – Widen approximately 1,300 l.f. of road way 26’ along the project frontage, including all parkway improvements.

3. Eucalyptus Avenue – Improvements lim ited to approximately 5,000 l.f. of the frontage parkway and driveway entrances.

Phase 2 Public Water Extension Plans (Haven Avenue)
DD Level plans will be updated to the CD level to include the following assumed plan types and sheets:

PLAN TYPE NO. OF SHEETS
Title 1
Notes 1
Water Improvements (40 Scale, Plan & Profile) 2
TOTAL SHEET COUNT: 4

The above package includes offsite improvements for up to 1,500 l.f. extension of Haven Avenue water to connect to the 8” water main extension in Grand Park Avenue. Design to include laterals, hydrants, and meters/backflow devices for the portion of Haven Avenue only.

Final Reports
Final Water Quality Management Plan
The WQMP, prepared in the DD Phase will be further refined and finalized for approval by the City.

Final Hydrology Report
Based on the Preliminary Hydrology Study, a final hydrology report will be prepared to outline the existing drainage patterns and peak flow rates as well as the proposed drainage tributary areas and sizing of the on-site storm drain system.

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Specifications
Final Civil Engineering specifications will be prepared for compilation by SWA and City for bidding purposes.

Final Cost Estimate
TAIT will refine the previously prepared Preliminary Cost Estimate for bidding and bonding purposes. The cost estimate will be reviewed by the QA/QC Manager prior to each submittal per the quality assurance program.

CD Meetings, Coordination, and Project Management (T&M) TAIT will provide meetings & coordination support during the Construction Drawing Phase. It is assumed that these meetings will take place digitally and that on-site meetings will not be required. Meetings & coordination will be billed on a T&M basis and assumes up to 30 hours of effort in Phase 1 and 10 hours of effort in phase 2 design packages. All effort is assumed to be incurred concurrently.

4) CONSTRUCTION PHASE
4A) Civil Engineering Services
Construction RFI & Submittals
This task includes construction assistance hours associated with reviewing and responding to RFIs and submittals during the course of the construction phase. The task assumes 40 hours for on-site/Phase 1 and 28 hours for off- site/Phase 2 of civil engineering blended rate support services.

Construction Meetings
This proposal provides for TAIT’s efforts to participate in project related team meetings (as requested) and coordination efforts. This effort does not include labo r to make changes to the plans after construction has commenced. TAIT’s assumed budget for Construction Meetings during construction is based on an estimated 20 hours for on-site/Phase 1 and 12 hours for off-site/Phase 2 labor hours of a blended rate for support. It is further assumed that TAIT will not be required for weekly attenda nce throughout the 60 week construction phase and that attendance will be limited to meetings for which Civil input is needed.

PAD Certifications
During the construction phase, TAIT will provide a up to two pad certifications (inclusive of rough and precise grading). Certifications include only office review and engineering hours and it is assumed that all required field survey hours are provided by the selected construction surveyor.

Construction Punch List & Final Certification
Upon construction completion of the precise grading (final) phase, TAIT will conduct a single field review meeting for each phase of the project to verify (visual verificati on only) the as-built condition and provide any punch-list comments to the Design Builder/contractor for implementation. Should additional field visits be required due to repairs, additional fees and hours may be required.

As-Buit Plans
As-Buit Plans will be prepared based on contractor provided Red-Lines only. It is assumed that as-built plans will be provided in digital format only.

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Optional Services
Alt. 1 - 7. Optional Surveying Tasks (See Design Update Phase Description) Alt. 8. Utility Locating/Potholing
The need for utility locating/potholing will be reviewed as part of the initial design phase of this project.

Depending on the alternative selected and based on the City’s desire to either verify any unknown crossings during design or defer to construction, TAIT will work with the City to obtain location specific proposals for any necessary utility locating, potholing, or tracing that may be desired. TAIT has provided a budgetary fee of $20,000 to cover the costs of any anticipated utility locating services on this contract. Upon authorization of the alternate work item, TAIT will obtain bids from qualified contractors and will work with the City to maximize this budget item.

Alt. 9. On-Sute Utility & Storm Drain Profiling
Base scope assumes that on-site utility layout and design will be in plan view only. Should the City require profiling of all on-site utilities, additional hours and fees will be required. The following added design is included in this alternate task:
x On-Site Sewer Profiling 8 Sheets
x On-Site water Profiling 3 Sheets
x On-Site Storm Drain Profiling 3 Sheets
All plan and profile will be in 40 scale and designed in addition to the plan view layout sheets included as part of the base scope of work.

Alt. 10. Record of Survey
Based on the status of the current tract mapping, a record of survey may be required at the completion of the park construction. This task allows for the mapping and recordation of a record of survey for the entire block fo the Grand Park to record the final perimeter of the park.

Alt. 11. Off-Site Improvement Structural Support
An allowance has been included for the off-site improvement package to allow for potential structural engineering support should there be custom storm drain or other structural engineering needs that are currently unknown.

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FEES
TAIT & Associates will perform the proposed Scope of Work for the fee estimate outlined following. A detailed breakdown of the Civil fees is provided in Attachment A. Subconsultant Scope and Fee breakdowns are provided in Attachments B through E:

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GENERAL TERMS & CONDITIONS

The following items are understood to be provided by others or not required, and are therefore beyond the scope of this proposal.

x Architectural & Landscape Site Plans
x Architecture & Planning
x Radius Maps & Public Notice
x Traffic Control
x Landscaping & Irrigation
x Added Public Improvement Plans
x Water Modeling
x Pump Plans

The above scope of work descriptions are to the best of our knowledge thorough and complete. As the work progresses through the review process and based on final conditions, the scope may change (due to developer or agency request). As these changes occur, we will notify you of the scope and corresponding fee change. No additional work, which will increase the fee, will be performed without your authorization. The fees quoted herein are valid for a period of 90 days from the date hereon. All work may be terminated with a 30-day notice from either party with full compensation for all efforts incurred.

Costs for reimbursable expenses including reports (soils, traffic, title, environmental, etc.), and associated out- of-pocket costs will be invoiced at cost plus 10 percent. Vehicle mileage will be charged at the rate of $.55 per mile and has been included in the assumed reimbursable budget above. The fee estimates shown herein include the costs for assumed mileage and internal reproduction expense items, but submittal package, and Design Builder related material will be plotted through Project Architect accounts in order to limit required budget. A budget has been provided herein.

Our billing procedure is to invoice monthly and payment is expected within 30 days. The invoice format will identify the work completed per task during the invoice period and itemize the out-of-pocket expenses for the period.

We thank you for the opportunity to present this proposal, and look forward to our continued relationship.

Respectfully,
TAIT & ASSOCIATES, INC.

David Sloan, PE
Vice President - Director of Engineering, TAIT Santa Ana

x EIR Studies
x Capacity Studies (Sewer/Water)
x Campus Studies or Parking Counts
x Permit Processing through City
x ALTA Survey
x Subdivision Mapping
x Detention/Retention Plans
x Sewer Flow Monitoring

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ATTACHMENT A

CIVIL FEE TABLE BREAKDOWN

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1) DESIGN UPDATE (12 Weeks) Fee Notes
1A Civil Engineering Services 59,950
Topographic Survey & Control 9,950 Augmenting Survey Only Design Updates and Review 5,000 Set Up Existing Files Only Rough Grading Package 37,500 Full PS&E @ CD Level
Meetings & Coordination 7,500 30 Hours Meetings
1B Geotechnical Engineering Services 63,100 *See Attachment B 1C Traffic Engineering Services 4,400 *See Attachment C 1D Structural Engineering Services 800 *See Attachment D 1E Dry Utility Services 14,200 *See Attachment E
Subtotal 142,450$ -$
2) DESIGN DEVELOPMENT (16 Weeks) Fee Notes
2A Civil Engineering Services 148,500
DD Plans 126,000 See Prop osal for Breakdown
DD Reports 10,000 See Proposal for Breakdown
DD Estimate 5,000 Civil Quantities & Scope Only
DD Meetings & Coordination 7,500 30 Hours Meetings
2B Geotechnical Engineering Services - No Scope
2C Traffic Engineering Services 30,600 *See Attachment C 2D Structural Engineering Services 4,500 *See Attachment D 2E Dry Utility Services 7,700 *See Attachment E
Subtotal 191,300$ -$
3) CONSTRUCTION DRAWING (20 Weeks) Fee Notes
3A Civil Engineering Services 153,000 -
CD Plans 126,000 See Prop osal for Breakdown
CD Reports 10,000 See Proposal for Breakdown
CD Specifications 4,500 Civil Tech Spec Only
CD Estimate 5,000 Civil Quantities & Scope Only
CD Meetings & Coordination 7,500 30 Hours Meetings
3B Geotechnical Engineering Services 1,400 *See Attachment B 3C Traffic Engineering Services 29,500 *See Attachment C 3D Structural Engineering Services 21,700 *See Attachment D 3E Dry Utility Services 17,100 *See Attachment E
Subtotal 222,700$ -$
4) CONSTRUCTION (60 Weeks) Fee Notes
4A Civil Engineering Services 39,000 -
Bid & Construction Assistance 10,000 40 Hours Support
Construction Meetings & Site Visits 5,000 20 Hours of Meetings Pad Certifications 4,000 2 Groups of Certs
Punch List & Final Certification 5,000 1 Punch List Walk Ontario Grand Park Proposal - On-Site Phase 1
EXHIBIT C - April 8, 2024
238
As-Built Plans 15,000 Digital Only
4B Geotechnical Engineering Services - No Scope
4C Traffic Engineering Services 3,300 *See Attachment C 4D Structural Engineering Services 4,200 *See Attachment D 4E Dry Utility Services 8,400 *See Attachment E
Subtotal 54,900$ -$
PROJECT TOTAL 611,350$
REIMBURSABLES (ESTIMATED AT 1%) 6,114$
A) Optional Tasks Fee Fee
ALT 1 Pickup Survey & Drone Aerial Process 10,160 Topo & Drone Linework ALT 2 Full Street Section @ Grand Park 10,160 Grand Park Only ALT 3 Half Street Section on W, S, & E 16,600 W, S, & E Public Streets ALT 4 Boundary & Encumbrance Mapping 10,000 Cilent Provided Title Report ALT 5 Utility Dip & Inverts 10,000 Existing Utility only ALT 6 Existing Easement Quitclaim 6,000 T&M, Assumes 2 Max ALT 7 Proposed Easement/Dedication 12,000 T&M, Assumes 4 Max ALT 8 Utility Locating/Potholing (Budgetary) 20,000 Budgetary ALT 9 On-Site Utility & Storm Drain Profiling 28,000 See Proposal for Breakdown ALT 10 Record of Survey 10,000 Entire Park Block
EXHIBIT C - April 8, 2024
239
1) DESIGN UPDATE PHASE Fee Notes
1A Civil Engineering Services 7,500
Topographic Survey & Control - A ll Scope in On-Site Package Design Updates and Review 5,000 Set Up Existing Files Only Rough Grading Package - All Scope in On-Site Package
Meetings & Coordination 2,500 10 Hours Meetings
1B Geotechnical Engineering Services 15,800 *See Attachment B 1C Traffic Engineering Services 4,400 *See Attachment C 1D Structural Engineering Services - No Scope
1E Dry Utility Services 10,700 *See Attachment E
Subtotal 38,400$ -$
2) DESIGN DEVELOPMENT PHASE Fee Notes
2A Civil Engineering Services 34,500
DD Plans 30,000 See Prop osal for Breakdown
DD Reports None Required
DD Estimate 2,000 Civil Quantities & Scope Only
DD Meetings & Coordination 2,500 10 Hours Meetings
2B Geotechnical Engineering Services -
2C Traffic Engineering Services 81,200
2D Structural Engineering Services -
2E Dry Utility Services 8,600
Subtotal 124,300$ -$
3) CONSTRUCTION DRAWING PHASE Fee Notes
3A Civil Engineering Services 39,500 -
CD Plans 30,000 See Prop osal for Breakdown
CD Reports None Required
CD Specifications 4,000 Civil Tech Spec Only
CD Estimate 3,000 Civil Quantities & Scope Only
CD Meetings & Coordination 2,500 10 Hours Meetings
3B Geotechnical Engineering Services 900
3C Traffic Engineering Services 80,600
3D Structural Engineering Services -
3E Dry Utility Services 19,800
Subtotal 140,800$ -$
4) CONSTRUCTION PHASE Fee Notes
4A Civil Engineering Services 17,500 -
Bid & Construction Assistance 7,000 28 Hours Support
Construction Meetings & Site Visits 3,000 13 Hours of Meetings Pad Certifications - None Required
Punch List & Final Certification 2,500 1 Punch List Walk Ontario Grand Park Proposal - Off-Site Phase 2
EXHIBIT C - April 8, 2024
240
As-Built Plans 5,000 Digital Only
4B Geotechnical Engineering Services -
4C Traffic Engineering Services 6,600
4D Structural Engineering Services -
4E Dry Utility Services 8,400
Subtotal 32,500$ -$
PROJECT TOTAL 336,000$
REIMBURSABLES (ESTIMATED AT 1%) 3,360$
A) Optional Tasks Fee Fee
ALT 11 Structural Engineering Support 3,000
EXHIBIT C - April 8, 2024
241

15 701 N. Parkcenter Drive, Santa Ana, CA 92705
www.tait.com | 714.560.8200

ATTACHMENT B

GEOTECHNICAL SCOPE & FEE

EXHIBIT C - April 8, 2024
242
22885 Savi Ranch Parkway Suite E Yorba Linda California 92887 voice: (714) 685-1115 fax: (714) 685-1118 www.socalgeo.com April 5, 2023

Tait & Associates, Inc.
701 North Parkcenter Drive
Santa Ana, California 92705

Attention: Mr. David Sloan, P.E.

Vice President – Director of Engineering

Proposal No.: 24P176

Subject: Proposal for Geotechnical Investigation and Infiltration Testing Ontario Great Park
NEC Archibald Avenue and Eucalyptus Avenue
Ontario, California

Mr. Sloan:

In accordance with your request, we are pleased to submit this Proposal and attached Engineering Services Agreement, which combined set forth both our responsibilitie s and the scope of our services for the subject project. Prior to prepar ation of this proposal, we have reviewed the Bridging Documents, performed geologic resear ch, and reviewed available internet aerial photographs.

PROJECT DESCRIPTION

The subject site is located at the northeast corner of Archibald Avenue and Eucalyptus Avenue in Ontario, California. The site is bounded to the north by Grand Park Street and vacant land, to the west by South Archibald Avenue, to the south by Eucalyptus Avenue, and to the east by Haven Avenue.

The site consists of several parcels, totaling 16 0± acres in size. Based on aerial photographs obtained from Google Earth, the site is presently vacant and undeveloped. Ground surface cover appears to consist of exposed soil with sparse to dense native grass and weed growth. Based on the assumed topography, the site appears to be readily accessible to truck-mounted drilling equipment.

Based on the conceptual site plan prepared by SWA, the site will be developed as the Ontario Great Park. We understand that the project will include two phases. Phase 1 will include all work to be done on-site, and the paving of Grand Park Street. Phase 2 will include street improvements on Grand Park Street, Archibald Avenue, Haven Avenue, and Eucalyptus Avenue.

As a part of Phase 1, a farm hub, an amphithea ter, several restroom buildings, a maintenance facility, picnic pavilions, arroyo culvert crossings, paved walking trails, and four (4) new parking lots will be constructed within the park. Addition ally, a new dog park, playgrounds, active turf areas, orchards, meadows, and arroyo areas will be constructed. In the northwestern area of the site, a new overpass bridge will be construc ted over Archibald Avenue, providing pedestrian EXHIBIT C - April 8, 2024
243
Ontario Great Park – Ontario, CA
Proposal No. 24P176

Page 2 of 11 ends

Ontario City CouncilMay 21, 2024

Ontario City Council
May 21, 2024