Ontario City Council
May 20, 2025

(BB&K 2024) Exhibit D-1 Goods and Services Agreement

EXHIBIT “C”

COMPENSATION
NTE $757,858
1140
Department: Communications and Community
Relations
Prepared By: Dan Bell
Staff Member Presenting: Dan Bell,
Communications and Community Relations
Director
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 17
SUBJECT:
2025 RESIDENT SATISFACTION SURVEY RESULTS

CITY OF ONTARIO
Agenda Report
May 20, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council receive and file the 2025 Resident Satisfaction Survey results and direct staff to incorporate the findings into strategic planning and performance-based initiatives.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Maintain the Current High Level of Public Safety
Encourage, Provide or Support Enhanced Recreational, Educational, Cultural and Healthy City Programs, Policies and Activities
Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
FISCAL IMPACT:

There is no direct fiscal impact associated with this action.

BACKGROUND & ANALYSIS:

Every two years, the City of Ontario conducts a Resident Satisfaction Survey to evaluate community sentiment, assess public service delivery, and identify emerging needs. The 2025 survey builds on prior efforts conducted in 2021 and 2023, enabling the City to monitor trends over time and align municipal priorities with resident feedback.

From February 6 through 19, 2025, Fairbank, Maslin, Maullin, Metz & Associates (FM3) conducted a random-sample survey of 547 adult residents. Participants were 18 years of age or older and represented a broad cross-section of the community. The survey aimed to better understand public opinion on quality of life, service performance, and future opportunities afforded in Ontario.

The survey was administered using a dual-mode methodology—via telephone and online—with residents receiving invitations through email, text message, and phone calls. To support broader participation, it was offered in both English and Spanish.

The 2025 results reflect several encouraging trends. Seventy-three percent (73%) of respondents rated Ontario as a good or excellent place to live, up from 66% in 2023. Sixty percent (60%) believe 1141
the City is headed in the right direction, marking an eight-point gain from previous years. Residents praised Ontario’s safe neighborhoods, abundant recreational and retail amenities, and strategic location near major highways, regional destinations, and employment centers.

Ratings for City services also improved. Fifty-nine percent (59%) of residents gave favorable marks to overall City service delivery, a 14-point increase from the previous survey. High-performing areas included fire protection, paramedic response, library programming, and community events such as the Summer Concert Series and Independence Day Parade. Additional gains were noted in road maintenance, 911 emergency response, traffic safety, and business attraction.

Continued attention is needed in several areas— particularly addressing homelessness, enhancing environmental programs, and maintaining local road infrastructure. Housing affordability and assistance in buying a home were also seen as priorities.

Overall, the 2025 Resident Satisfaction Survey demonstrates that Ontario residents continue to value the City’s direction, while also providing clear input on where strategic improvements can be made.
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March 31 , 2025 320- 1188

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Table of Contents
INTRODUCTION AND METHODOLOGY ................................................................................................................................. 3 SUMMARY OF FINDINGS ..................................................................................................................................................... 5 PART 1: PERCEPTIONS OF LIFE IN ONTARIO ....................................................................................................................................... 5 PART 2: PERCEPTIONS OF ONTARIO CITY GOVERNMENT ...................................................................................................................... 7 PART 3: PERCEPTIONS OF NEIGHBORHOOD SAFETY AND EMERGENCY PREPAREDNESS................................................................................ 9 PART 4: CITY PARKS .................................................................................................................................................................... 10 PART 5: OPINIONS OF CITY POLICIES AND PROPOSALS ....................................................................................................................... 11 PART 6: SOURCES OF INFORMATION .............................................................................................................................................. 12 DETAILED FINDINGS ........................................................................................................................................................... 13 SECTION 1: PERCEPTIONS OF LIFE IN ONTARIO ................................................................................................................................. 13

1.1 Ontario as a Place to Live ............................................................................................................................................ 13

1.2 City's Direction ............................................................................................................................................................ 14

1.3 Best Aspects of Living in Ontario ................................................................................................................................. 15

1.4 Concerns Among Residents ......................................................................................................................................... 18 SECTION 2: PERCEPTIONS OF ONTARIO CITY GOVERNMENT ................................................................................................................ 28

2.1 Overall Impression of City Government Performance ................................................................................................. 28

2.2 Satisfaction with City Services ..................................................................................................................................... 31

2.3 Perception of Need for More Funding ......................................................................................................................... 38 SECTION 3: PERCEPTIONS OF NEIGHBORHOOD SAFETY AND EMERGENCY PREPAREDNESS ......................................................................... 39

3.1 Crime in Neighborhood ............................................................................................................................................... 39

3.2 Emergency Preparedness ............................................................................................................................................ 43 SECTION 4: CITY PARKS ............................................................................................................................................................... 44 SECTION 5: OPINIONS OF CITY POLICIES AND PROPOSALS .................................................................................................................. 47

5.1 Home Ownership and First-Time Buying Assistance Program .................................................................................... 47

5.2 Charter City Proposal .................................................................................................................................................. 48 SECTION 6: SOURCES OF INFORMATION .......................................................................................................................................... 50 SECTION 7: SUMMARY OF RESULTS BY CITY COUNCIL DISTRICTS .......................................................................................................... 52 District 1 ............................................................................................................................................................................ 52 District 2 ............................................................................................................................................................................ 52 District 3 ............................................................................................................................................................................ 53 District 4 ............................................................................................................................................................................ 54

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LIST OF FIGURES
FIGURE 1: RATINGS OF ONTARIO AS A PLACE TO LIVE, 2021-2025 ....................................................................................... 13 FIGURE 2: CITY OF ONTARIO'S DIRECTION, 2021-2025 ...................................................................................................... 14 FIGURE 3: WHAT LIKE BEST ABOUT LIVING IN ONTARIO, 2025............................................................................................. 16 FIGURE 4: WHAT LIKE BEST ABOUT LIVING IN ONTARIO, 2021-2025 ................................................................................... 17 FIGURE 5: BIGGEST ISSUES OF CONCERN FACING RESIDENTS OF ONTARIO, 2025 .................................................................... 19 FIGURE 6: BIGGEST ISSUES OF CONCERN FACING RESIDENTS OF ONTARIO, 2021-2025 ........................................................... 20 FIGURE 7: RANKING OF ISSUE CONCERNS, 2025 ................................................................................................................ 24 FIGURE 8: ISSUE CONCERNS, 2021-2025 ......................................................................................................................... 26 FIGURE 9: RATING OF JOB BEING DONE BY CITY GOVERNMENT IN PROVIDING SERVICES TO RESIDENTS, 2021-2025 ................... 28 FIGURE 10: JOB RATING OF CITY GOVERNMENT’S SERVICES TO RESIDENTS BY DEMOGRAPHIC GROUPS ...................................... 30 FIGURE 11: SATISFACTION WITH CITY SERVICES, 2025 ........................................................................................................ 33 FIGURE 12: SATISFACTION WITH CITY SERVICES, 2021-2025 .............................................................................................. 35 FIGURE 13: SATISFACTION WITH CITY SERVICES, 2021-2025 .............................................................................................. 36 FIGURE 14: PERCEPTION OF NEED FOR ADDITIONAL FUNDING TO PROVIDE SERVICES .............................................................. 38 FIGURE 15: PERCEPTION OF CHANGE IN NEIGHBORHOOD CRIME IN THE LAST FIVE YEARS, 2021-2025 ..................................... 39 FIGURE 16: PERCEPTION OF CHANGE IN NEIGHBORHOOD CRIME IN THE LAST FIVE YEARS BY AREA ............................................ 40 FIGURE 17: PERCEPTION OF SAFETY AT NIGHT IN NEIGHBORHOOD OR CLOSEST PARK, 2021-2025 ........................................... 41 FIGURE 18: MOST SERIOUS PUBLIC SAFETY CONCERN IN YOUR NEIGHBORHOOD, 2025 .......................................................... 42 FIGURE 19: PREPAREDNESS FOR A NATURAL DISASTER ........................................................................................................ 43 FIGURE 20: FREQUENCY OF VISITING CITY PARKS, 2025 ..................................................................................................... 44 FIGURE 21: FEATURES THAT WOULD INCREASE LIKELIHOOD OF VISITING A CITY PARK, 2025 .................................................... 46 FIGURE 22: INTEREST IN HOMEOWNERSHIP IN ONTARIO AMONG RENTERS AND CONFIDENCE IN AFFORDING TO DO SO ............... 47 FIGURE 23: SUPPORT/OPPOSITION FOR A FIRST-TIME HOMEBUYER DOWN PAYMENT ASSISTANCE PROGRAM ............................ 48 FIGURE 24: SUPPORT/OPPOSITION TOWARD BECOMING A CHARTER CITY BEFORE AND AFTER INFORMATION ............................. 49 FIGURE 25: USE OF SOURCES FOR INFORMATION ON CITY PROGRAMS, EVENTS, AND ISSUES. 2021-2025 .................................. 51 FIGURE 26: RANKING OF ISSUE CONCERNS BY CITY COUNCIL DISTRICT, 2025 ......................................................................... 55

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INTRODUCTION AND METHODOLOGY
From February 6 through 19, 2025 , Fairbank, Maslin, Maullin, Metz & Associates (FM3) conducted a random - sample survey among 547 City of Ontario adult residents 18 years of age and older. The survey was commissioned by the City of Ontario to better understand residents’ opinions and attitudes toward issues affecting Ontario as well as the delivery of City services. The survey was also designed to measure any changes in opinion from surveys conducted in 2021 and 2023.

The survey was conducted using a dual -mode methodology where interviews are conducted by telephone and online, and residents were invited to take the survey via email and texts as well as by phone. The survey was offered in English and Spanish.

The margin of error for the survey sample as a whole is +/- 4.4% at the 95% confidence level, and for split-sampled questions—those asked of half of the sample —the margin of error is +/ - 6.2%. For smaller subgroups of the sample, the margin of error is larger.

Additionally, the sum of two parts may not add up to the whole because of rounding. For example, if 34.3 percent of residents gave an “excellent” review and 21.3 percent gave a “good” review, the total for positive reviews would equal 56 percent, not the 55 percent one would expect from adding up the two parts.

It is also important to note when reviewing this report that there are correlations between subgroups. For example, renters are more likely to be younger, less affluent, and less educated. There are fewer renters in District 3 (26%) than in Districts 1 (42%), 2 (39%) and 4 (45%). And people of color are more likely to be renters. Therefore, we may see a finding where renters are more likely to give a certain response, as are younger, less affluent, and less educated respondents and people of color and residents outside of District 3.

As mentioned, the study was conducted using a dual -mode methodology (online and by telephone) with an address-based sample—a sampling and contact methodology that is considered the best practice at this time. This approach for gathering statistically -reliable data on the opinions of adult residents within a given jurisdiction draws a random sample of residential households (sourced from lists provided by the U.S. Postal Service), matches these residential addresses against publicly -available and commercially-available lists to acquire the names and contact information (phone numbers and email addresses) of the residents, and interview s them by telephone (landlines and cellular phones) and online. While many respondents are willing to offer their opinions through a telephone survey, there are several identifiable segments of the population who are more likely to respond to an online version of the survey. In this way, combining the data from the telephone and online surveys produces an all-inclusive, representative sample of Ontario residents. The resulting data were weighted using figures from the U.S. Census Bureau to ensure that demographic and geographic community characteristics of residents 18 years of age or older within the surveyed jurisdiction is proportionally represented by the final survey results.

This report compares findings to the 2021 and 2023 City of Ontario Resident Satisfaction Surveys, when applicable, which were conducted using the same research methodology (although, in 2021, Spanish -language interviews were only offered on the telephone). Within the margin of error, the 2021 , 2023, and the current survey 1146

respondents’ demographics mirror Ontario adult residents’ demographics and the results can be generalized to the Ontario adult population.

Below is an outline of the various sections of the report where the results are presented in detail:
• Part 1 examines Ontario residents’ general attitudes toward the City and their perceptions of Ontario as a place to live as well as the level of concern they feel about issues in the City of Ontario. • Part 2 assesses perceptions of Ontario City government, including views on the delivery of services generally as well as satisfaction with specific services provided by Ontario City government . For the first time in the Ontario Resident Satisfaction Survey, this year’s survey also explored residents’ opinions on the City’s need for more funding to provide the level of services residents need and want. • Part 3 looks at perceptions of safety in their neighborhoods and opinions on whether crime in their neighborhood has increased, decreased, or stayed about the same. For the first time this year, this section also explores how prepared residents feel they are for a natural disaster. • Part 4 measures how often residents visit the City’s parks and what features would increase their likelihood to do so. These questions were asked for the first time this year. • Part 5 explores opinions on potential policies or programs, including a first -time buyer assistance program and Ontario becoming a Charter City. These questions were also asked for the first time this year. • Part 6 determines sources used for information about City programs, events, and issues. • Part 7 provides a summary of notable differences or key findings by City Council Districts.

Full topline results of the current survey are included at the end of the report as Appendix A.

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SUMMARY OF FINDINGS
Part 1: Perceptions of Life in Ontario
Strong proportions of residents view the City positively as a place to live and are optimistic about the City’s direction. Moreover, positive perceptions in these areas are up notably from the 2023 survey. Residents continue to most appreciate the City’s quiet, small -town feel; convenient location; and availability of activities—Ontario “has everything.” While crime and homelessness remain the most salient issues, the survey consistently finds a softening or lower level of concern about these issues compared to 2023—a finding that may stand behind the more positive reviews of the City generally. However, the survey reveals that concerns related to housing, including the cost of housing and the ability to purchase a home, continue to grow and intensify. Housing issues and, relatedly, the cost of living generally rank higher on a list of concerns than issues related to crime.
• Nearly three out of four (73%) respondents consider Ontario to be an "excellent" (17%) or "good" (56%) place to live. While 23 percent have a "just fair" impression (suggesting an average review), only four percent view the City poorly in this regard. This positive sentiment is up seven points from 66 percent in 2023, returning it to near 2021 levels (76% at that time). Furthermore, Ontario’s reviews as a place to live are more positive in comparison to what FM3 has found in many other jurisdictions throughout the state. (Section 1.1) • Six in 10 (60%) believe that the City is headed in the right direction, and this optimism is up eight points from 52 percent in 2023. Furthermore, the proportion who feel things are off on the wrong track declined from 30 percent in 2023 to 19 percent currently. And while the proportion feeling optimistic has not quite returned to the level found at the time of the 2021 survey (66% right direction at that time), again, this is a stronger level of optimism than FM3 has seen in many other jurisdictions in the state in recent times. (Section 1.2) • Residents value the City of Ontario’s small-town feel, availability of activities, and convenient location. When asked to volunteer in their own words what they like best about living in Ontario, the highest proportion mentioned attributes related to Ontario’s location, including 15 percent specifically mentioning its convenience and location in general; 10 percent that it is close to freeways, mountains, the ocean, Los Angeles, or their workplace; four percent that it is close to the airport, and two percent that it is close to family. The next most mentioned responses relate to the City’s size, including 16 percent volunteering Ontario’s safe, quiet, small- town feel and two percent naming the City’s low population and little traffic.

Another 16 percent volunteered that the best thing about living in Ontario is the City’s activities, including shopping and restaurants and that Ontario “has everything,” and 14 percent the community and their neighbors. The proportion volunteering that the availability of activities is what they like best about living in Ontario has grown consistently since 2021. At that time, eight percent gave this response, compared to 12 percent in 2023 and 16 percent currently. (Section 1.3) • Homelessness and crime remain the most salient issues to Ontario residents. When asked what they consider the most serious issue facing the residents of Ontario that they would like to see City government do something about, one in four (25%) volunteered h omelessness. Issues related to crime are the second most 1148

mentioned, including crime generally (11%), speeding and unsafe driving conditions (3%), the lack of a police presence (3%), and drugs and drug abuse (2%).

Notably, the saliency of both homelessness and crime has declined compared to 2023. The proportion mentioning homelessness fell from 38 percent in 2023 to 25 percent currently—a 13-point decline (and closer to the 28% who gave this response in 2021). Eighteen percent (18%) volunteered crime in general in 2021 and 17 percent did so in 2023—both higher than the 11 percent currently.

Concern about construction, development, and overpopulation follows in saliency , and the proportion for whom this issue is top of mind continues to increase —perhaps reflecting Ontario’s investment in City infrastructure. Fourteen percent (14%) volunteered issues related to construction, development, and overpopulation as their top concern. This compares to 12 percent giving this response in 2023 and a much lower two percent in 2021. Given the value of the City’s small-town feel, it is not surprising that development has been met by many as a concern. Included in this category are conce rns about there being too many warehouses—with five percent volunteering this concern—statistically unchanged from six percent in 2023 but both up notably from less than one percent in 2021.

Rounding out the most mentioned issues is housing costs and affordable housing, with 11 percent volunteering this issue—up from seven percent in 2021 and eight percent in 2023. (Section 1.4) • When provided with a list of issues and asked to rate how serious they consider each one, homelessness remains at the top of the list. However, the cost of living— asked for the first time this year— generates a statistically equal level of concern, and issues related to housing costs generate more concern than issues related to crime. While homelessness and crime remain top concerns, the intensity of concern has dec lined since 2023—consistent with the finding in the open-ended question asking residents what is their top concern. (Section 1.4)
• The cost of living is a serious concern to nearly nine in 10 residents, at 88 percent, and considered a “very” serious issue by 55 percent.
• Eighty-five percent (85%) called the number of individuals who are homeless a serious problem, with 49 percent calling it "very" serious. The proportion calling this issue serious overall is little changed since 2021, but the proportion calling it "very" serious has declined from 55 percent in 2021 and 61 percent in 2023 to 49 percent currently.
• The proportion calling issues related to housing serious concerns continues to grow. This includes the cost of housing (75% in 2021 to 83% in 2025) and a lack of affordable housing 1 (71% in 2021 to 79% in 2025).

Issues related to the ability to purchase a house were asked for the first time this year and generate some of the strongest concern, including the ability to purchase a house (81%, 57% very serious) and the difficulty for residents who have grown up in Ontario to own a home in the City (78%, 57% very serious).

1 Affordable housing is a term that can be interpreted in different ways by residents, such as meaning affordable to the average resident or low-income housing.
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• Crime-related issues fall behind those related to homelessness, the cost of living, and housing—with concern down about crime compared to past surveys. While a still high 67 percent consider crime in general to be a serious concern (33% very serious), this is down 11 points from 78 percent in 2021 and 2023 (and the proportion calling it very serious is down from 40% in 2021 and 42% in 2023). Serious concern about other issues related to crime declined compared to 2023, including drug use and abuse (8 point decline); use and abuse of drugs such as opioids and fentanyl (7 points); speeding and unsafe driving (6 points); and burglary, car theft, and other property crimes (5 points).
• Rounding out the most mentioned concerns is the loss of local business. Seventy-seven percent (77%) consider this a serious concern (39% very serious) —up slightly from 72 percent in 2023. The proportion giving this response more closely reflects the 78 percent who did so in 2021 —a time when local businesses were particularly impacted by the COVID-19 pandemic.
• While not among the top issues, the results show growing concern about the amount of taxes people have to pay for city services. In the current study 68 percent called this a serious concern, which continues the upward trend from 59 percent in 2021 and 65 percent in 2023.
• Concern about the number of warehouses and industrial buildings in the city is little changed from 2023, with 54 percent calling it a serious concern currently compared to 58 percent in 2023. These results remain up from 44 percent in 2021.

Part 2: Perceptions of Ontario City Government
As with overall impressions of the City, the City’s job rating has rebounded from 2023, with six in 10 giving the City of Ontario a positive rating for the job it is doing in providing services to Ontario residents (and just 7% a “poor” review). Furthermore, residents are satisfied on average with 22 of the 24 specific services tested in the survey, with satisfaction strongest toward public safety services ; library services; special events; and services related to maintaining the appearance of the city, including tree trimming , landscaping on streets and other public areas, and graffiti removal . The City gets its weakest reviews for addressing homelessness and management of City government finances.
• Fifty-nine percent (59%) of respondents gave Ontario City government an “excellent” (12%) or “good” (48%) review for the job it is doing providing services to residents, while another 27 percent gave the City a “just fair” rating (often considered an “average” review) for providin g services, and seven percent have a “poor” impression. Positive reviews are up 14 points from 2023 (59 percent to 45 percent in 2023) and have returned to 2021 levels (57% at that time). (Section 2.1)
• Ontario residents are satisfied on average with 22 of the 24 specific City services tested this year, with the exceptions being addressing homelessness and management of city government finances. Using a 7 -point scale, residents were asked to rate their satisfaction where a “1” indicated they are not at all satisfied and a 1150

“7” indicated they are very satisfied with the job Ontario City government is doing in providing that service.

The level of satisfaction was evaluated using both the mean (average) score and the proportion who gave each item a 6 or 7 rating which indicates they are very satisfied with the service. (Section 2.2) • Public safety-related services are ranked at the top in terms of satisfaction as well as a few services related to city upkeep. The services generating the strongest satisfaction include the following:
• Fire protection and paramedic services (mean rating of 5.9 and 6-7 rating of 62%, indicating very satisfied) • Library services (5.8, 55%)
• Special City events, such as the 4th of July parade and summer concerts in the park (5.8, 59%) • 911 emergency response (5.7, 53%)
• Tree trimming (5.2, 49%)
• Landscaping on street medians and other public areas (5.2, 43%) • Graffiti removal (5.1, 39%)
• Police protection in your neighborhood (5.0, 45%)
• Condition of city parks (5.0, 42%)—asked for the first time this year

Satisfaction as measured by either the mean score or “6” or “7” rating improved in all these areas other than for fire protection (which has consistently been well-reviewed). • Services generating slightly lower satisfaction mean ratings or “6”/”7” scores include those related to community programs and maintenance, including:
• Cultural and arts opportunities (mean rating of 5.0 and 6-7 rating of 34%) • Activities for children and youth (5.0, 30%)—asked for the first time this year • Senior programs (4.9 and 6-7 rating of 21%)—45 percent were unable to give an opinion • Maintaining traffic safety (4.8, 39%)
• Sidewalk maintenance (4.7, 34%)
• Keeping city streets and alleys clean (4.7, 34%)
• Afterschool activities for young people (4.7, 25%)

• The City gets more modest satisfaction ratings—albeit all above the mid-point—for preventing street flooding (4.6 mean rating and 6-7 rating of 34%); enforcing city codes to keep neighborhoods safe and clean (4.6, 29%); parking enforcement (4.5, 30%); retaining and attracting local businesses (4.5, 24%); programs that protect the environment (4.3, 21%)—34 percent were unable to give an opinion; and l ocal road maintenance (4.3, 29%).
• The areas where the City receives ratings at or below the midpoint are for management of city government finances (4.0, 14%—39% unable to give an opinion) and addressing homelessness (3.1, 11%) —the latter reflecting the still prominent concern about homelessness despite signs of improved impressions of City government’s management of the problem.
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The only areas where the City receives ratings at or below the midpoint are for management of city government finances (4.0, 14%, 39% unable to give an opinion) and addressing homelessness (3.1, 11%)—the latter reflecting the still prominent concern about homelessness despite signs of improved impressions of City government’s management of the problem.
• Over six in 10 (63%) residents recognize the City’s need for additional funding to provide the level of city services that Ontario residents need and want, with 24 percent believing there is a “great” need for more funding and 38 percent “some” need. While 12 percent believe there is “a little” need, just 11 percent said there is “no real need” for additional funding (14% are unsure). This question was asked for the first time in the Resident Satisfaction Survey. However, the question was asked in voter sur veys conducted in 2021 and 2022. Perception of need is lower in the current survey of all residents than in the past likely voter surveys (70% in 2021 and 72% in 2022) in part because of the lower proportion of non -voters who perceive a need; sixty-five percent (65%) of respondents who are registered voters believe there is a need for more funding, while 50 percent of non-voters feel this way. (Section 2.2)

Part 3: Perceptions of Neighborhood Safety and Emergency Preparedness Residents continue to express concern about crime in their neighborhoods, with most believing crime has increased or stayed the same over the past five years. However, perceptions of safety have improved since the 2023 study. The proportion who believe crime has decreased in their neighborhood nearly doubled from 12 percent to 21 percent currently. And the proportion who feel safe walking around in their neighborhood or nearby park at night has improved by 15 and 14 points, respectively. While just under half feel safe in a nearby park, 7 in 10 do so in their neighborhood. The most salient public safety-related concerns in their neighborhood are homelessness; traffic, road and sidewalk -related safety issues; home break -ins and theft, speeding and street racing; and drug use and abuse.

For the first time this year, the survey also asked about emergency preparedness and found that most residents believe they know what to do in an emergency but only slightly over half report having at least a week’s worth of supplies on hand if there is an emergency.
• One in three (34%) respondents feel crime in their neighborhood has increased "a lot" (11%) or "a little" (23%) in the last five years. While 35 percent believe crime in their neighborhood has stayed the same, 21 percent believe it has decreased “a lot” (8%) or “a little” (13%). Taking together the proportion who believe crime has increased along with those who believe it has remained the same (often reflecting the perception that crime remains a concern ) shows that seven in 10 residents believe crime is a continued concern in their neighborhood.

The proportion who believe crime has increased in their neighborhood in the last five years is down from 40 percent in 2023 and has returned to 2021 levels (33% increased). Moreover, the proportion who believe crime has increased “a lot” is less than half of the proportion who felt this way in 2023 (from 25% increased “a lot” to 11%) and also down from 2021 (17% increased “a lot” ). And the proportion who believe crime has 1152

decreased has nearly doubled since 2023 (12% decreased) and 2021 (11% decreased). This finding further shows that perceptions of crime in Ontario have improved in recent years. (Section 3.1) • Seven in 10 (69%) respondents feel safe walking around their neighborhood at night overall, although a modest 28 percent feel “very safe.” Two in 10 (21%) feel unsafe, with 10 percent feeling neither safe nor unsafe. Perceptions of overall safety in their neighborhood at night has improved since 2023 when 54 percent felt safe and 32 percent unsafe. While there is a 48 -point gap between those who feel safe and unsafe currently, that gap was a much more narrow 22 points in 2023. Perceptions are also slightly more positive compared to 2021 (63% safe to 26% unsafe, for a 37-point gap). • Residents do not feel as safe in the park closest to them at night as they do in their neighborhood , with 49 percent saying they feel safe (13% very safe) and 38 percent unsafe (with 10% feeling neither safe nor unsafe and 3% uncertain). However, the proportion who feel safe is up notably from 2023 when 35 percent gave this response and 50 percent unsafe. Perceptions are also slightly improved from 2021 as well (42% safe and 42% unsafe). (Section 3.1)
• When asked what they consider the most serious public safety concern in their neighborhood, the highest proportion volunteered homelessness, with 28 percent giving this response. The second most mentioned concern (although a distant second to homelessness) w as issues related to traffic, road, and sidewalk safety (14%). Home burglaries, theft, break -ins, and stealing packages was named by 13 percent, while 12 percent brought up speeding and street racing, 11 percent drugs and drug abuse, and nine percent crime in general.

No other issue was mentioned by more than three percent. This question was asked for the first time in 2025. (Section 3.1)
• Eight in 10 (80%) residents feel they and their household know what to do during an emergency such as an earthquake or other natural disaster. However, a lower 56 percent said they currently have at least seven days of supplies on hand in case of an emergency, such as an earthquake or other natural disaster. These questions were asked for the first time in 2025. (Section 3.2)

Part 4: City Parks
For the first time, the Ontario Resident Satisfaction Survey explored residents’ use of the City’s parks and found that nine out of 10 residents visit a City park at least a few times a year. Moreover, over half of residents do so at least once a month. To encourage more use, park visitors would like to see improved safety and maintenance, as well as more active and passive attractions, including sports courts, walking and running trails, gardens and picnic areas, activities for kids, and concerts.
• Nearly six in 10 (57%) residents are frequent park visitors, including 13 percent who visit more than once a week, 14 percent who do so about once a week, and 30 percent who visit once to a few times a month.

Another 31 percent visit a city park one to a few times a year, while just 10 percent said they never do so. 1153

• When those who visit a City park at least once a year were asked what one park feature they would like the City to add that would lead them to visit City parks more often, responses included those focused on safety, maintenance, passive areas, and active features.
• Safety-related improvements volunteered included 11 percent volunteering if there was less crime and improved security, seven percent if the homeless were “removed,” and five percent if there was more lighting.
• Responses focused on passive spaces include landscaping, trees, ponds, and gardens (7%), water fountains, picnic tables, and food (5%), shaded areas (3%), and park benches and seating (3%). • Improvements related to maintenance were the next most mentioned, including cleanliness in general (6%), bathroom cleaning or more restrooms (5%), and maintenance or upgrades of equipment (4%). • Active features including walking, running, and hiking paths or trails (9%); sports courts (8%); playgrounds, rides, and activities for kids (8%); exercise equipment (4%); and pools and water features (3%). • Seven percent (7%) said they would go to City parks more frequently if there were more concerts, events, and other activities.

Features related to safety were the most mentioned among the small number of respondents who never go to City parks, with 27 percent mentioning more police or safety, removing homeless, and increasing lighting. (Section 4)

Part 5: Opinions of City Policies and Proposals
• The survey finds that large numbers of renters would like to own a home in Ontario, but most do not have confidence that they will be able to afford to do so. For the first time this year, the survey explored resident sentiments around homeownership and a potential fi rst-time buyer assistance program. Seven in 10 (71%) renters are interested in owning a home in the City of Ontario at some point in the future. Of those who are interested (or said they are unsure) , a modest 32 percent are confident they will be able to afford to do so, with just eight percent “very” confident” they will be able to afford to own a home in the City.

• There is overwhelming support for a down payment assistance program for first -time homebuyers that would prioritize Ontario residents and workers . Eight in 10 (81%) support this program (55% strongly) — including 75 percent of homeowners and 89 percent of renters.

• Support far outweighs opposition for becoming a charter city overall once residents learn more about it— showing the importance of education about what it means to become a charter city. Before receiving any information about being a charter city, 45 percent of residents surveyed supported it—more than twice the number who opposed it at 19 percent, with 36 percent unsure. After hearing a brief statement explaining what it would mean for Ontario to become a charter city, support rose 23 points to 68 percent, while 1154

opposition was statistically unchanged at 22 percent —for more than 3 to 1 support (9% were uncertain).

However, both before information and after, support is soft, with 20 percent initially and 27 percent after information saying they would “strongly” support Ontario becoming a charter city. This finding highlights that most residents need more information to solidify their position.

• Non-voters show far more support than voters for Ontario becoming a charter city. This is a critical finding given it will be voters who will ultimately decide the City’s direction on this issue at the ballot box. When first asked about becoming a charter city , 39 percent of voters support ed the proposal while 21 percent opposed it, and 40 percent were uncertain. This compares to support from 77 percent of non -voters and opposition from a low nine percent (15% uncertain). After information, nine in 10 (90%) non-voters support becoming a charter city —26 points higher than the 64 percent of voters who do so (with 25% of voters opposed).

Part 6: Sources of Information
• As found in past years, Ontario residents utilize a variety of information sources to learn about the City’s programs, events, and issues. The highest proportion of respondents turn most frequently to Ontario Living Magazine (61% frequently or occasionally), word of mouth (55%), the City of Ontario's website (53%), and local unofficial social media pages (51%). Nearly four in 10 to just over that proportion utilize City of Ontario’s official social media pages (45%), inserts included in your utility bill (40%), the Nextdoor website or app (37%), and the City of Ontario e -newsletters (37%). The lowest proportion turn to the My Ontario phone app (25%) and the Inland Valley Daily Bulletin online or in print (24%). (Section 5)

The remainder of this report presents the results in more detail. 1155

DETAILED FINDINGS
Section 1: Perceptions of Life in Ontario

1.1 Ontario as a Place to Live
Nearly three out of four (73%) residents consider Ontario an "excellent" ( 17%) or "good" ( 56%) place to live.

Another 23 percent say it is "just fair" —representing an "average" rating. Just four percent view the City as a "poor" place to live (notably, virtually no respondents were undecided).

As shown in Figure 1, positive reviews are up seven points (from 66% to 73%) from 2023 and are more similar to those found in 2021 (76% at that time). In fact, the current findings, including the proportion who gave an “excellent” or “good” review, are statistically equal to those from 2021. While there remains a slight —but statistically insignificant —uptick in “poor” reviews since 2021, the proportion with this negative impression remains very low, at four percent.

The improved evaluation of Ontario as a place to live is in contrast to what FM3 has seen in many cities throughout the state. This may reflect residents’ slightly lesser concern about homelessness and crime compared to 2023.

Figure 1: Ratings of Ontario as a Place to Live, 2021-2025

Results Among Subgroups: Positive reviews of the City of Ontario as a place to live are far-reaching, with six in 10 or more respondents in nearly every subgroup analyzed having an “excellent” or “good” impression, and there is little variation among the subgroups. Ratings are least positive with less affluent residents, younger residents, and renters—all of which are correlated with each other:
• Positive reviews increase with rising age, including 60 percent among those 18 to 29, 70 percent of those 30 to 49, and 84 percent of those 50 years of age or older. • Homeowners are more positive than renters (80% to 64% positive).

May 2021 June 2023
18%
58%
21%
2%
Excellent
Good
Just fair
Poor
15%
51%
29%
5%
Excellent/
Good
76%
Excellent/
Good
66%
February 2025
17%
56%
23%
4%
Excellent/
Good
73%
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• Residents with household incomes of less than $30,000 are less positive about Ontario as a place to live than those more affluent, with 51 percent calling it “excellent” or “good .” This compares to 7 1 percent of those earning $30,000 to $100,000 and 80 percent of those earning more. Low proportions of each income cohort have a “poor” view (2% to 7%), with the difference lying in the proportion with a “just fair” view. • Views are more positive in City Council Districts 2 (77%) and 3 ( 78%) than 1 (68%) and 4 (67%). Relatedly, impressions are also the most positive in the 91761 (75%) and 91762 (76%) zip codes than in 91764 (66%) as well as in Ontario Ranch (80%) than Old Town (71%).

1.2 City's Direction
Optimistic views of the City’s direction outweigh pessimistic ones by a 3 to 1 ratio. Specifically, 60 percent believe Ontario is generally headed in the right direction while 19 percent believe it is off on the wrong track (20% unsure). Furthermore, optimism is up notably from the 2023 study (52% right direction to 30% wrong track). And while the current level of optimism did not make a full return to 2021 levels (66% right direction at that time), the improved optimism along with improved reviews of Ontario as a place to live suggests residents recognize the City’s efforts to address their concerns. Figure 2 illustrates the results.

The improved impressions of the City’s direction are again a departure from what FM3 has seen in most cities where economic conditions, crime, and homelessness have continued to undermine resident satisfaction.

Figure 2: City of Ontario's Direction, 2021-2025

Would you say that things in the City of Ontario are generally headed in the right direction or do you feel that things are off on the wrong track? Right
Direction
66%
Wrong
Track
16%
Don't
Know
18%
Right
Direction
52%
Wrong
Track
30%
Don't
Know
18%
May 2021 June 2023 February 2025
Right
Direction
60%
Wrong
Track
19%
Don't
Know
20%
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Results Among Subgroups: Notable differences in impressions of the direction of Ontario by subgroups include the following:
• White residents are less likely to believe things are going in the right direction (50%) than are Latinos (63%), African Americans (69%) and AAPI residents (70%). White residents are both slightly more pessimistic and unsure. Latino men (69% right direction) are more optimistic than Latinas (59%). • Sixty-eight percent (68%) of residents under 4 0 are optimistic about the City’s direction, compared to 53 percent of those older.
• The proportion who believe things in the City of Ontario are headed in the right direction rises with income, from 47 percent of those with household incomes of less than $30,000 to 65 percent of those with household incomes over $100,000.

1.3 Best Aspects of Living in Ontario
As seen in past studies, no one attribute stands out when asked what residents like best about living in Ontario (in an open-ended question where no response options were provided). The top attributes remain the same as found in 2021 and 2023 : the safety, quiet, and small -town feel; the activities and shopping available; the location, and the sense of community and neighbors. Figure 3 shows the results in the current study and Figure 4 shows a comparison of the current results to 2021 and 2023. The illustration below shows the most mentioned words, with the size of the word representing how often it was mentioned.

As in past years, the highest proportion of residents, at 30 percent, gave a response related to the City’s location.

Specifically, 15 percent
volunteered Ontario’s convenient
location in general as what they
like best about living in Ontario ;
10 percent gave specific mentions
about Ontario being close to Los
Angeles and near freeways,
mountains, the ocean, and their
workplace; and four percent
specifically mentioned Ontario’s
proximity to an airport . Another
two percent mentioned that the
best thing about living in Ontario is that it is close to their family. The proportion mentioning a factor related to location is similar to past years.

Sixteen percent (16%) gave a response related to the City being safe, quiet, and having a small-town feel, and two percent mentioned the City having little traffic or a low population—all of which are highlighting the appeal of the City's size. This is similar to the proportion giving these responses in 2021 and 2023. 1158

Also little changed from 2021 and 2023 is the value placed on Ontario’s sense of community and neighbors, with 14 percent volunteering this as what they like best about living in Ontario in the current study.

The results show growing salience compared to past years with the City’s activities, including shopping, food, and the downtown (that the city “has everything”) as the best thing about living in Ontario . Sixteen percent volunteered this as what they like best about living in Ontario in the current study, compared to 12 percent in 2023 and eight percent in 2021.

There is little change from 2021 and 2023 in other top responses, including growth and opportunities (6%); the open space, environment, or views (5%); and that th ey or their family are from Ontario or they are a long -time resident (3%). However, the proportion volunteering city government and City services as what they like best about living in Ontario is down slightly, from nine percent in 2021 and eight percent in 2023 to five percent currently.

Figure 3: What Like best About Living in Ontario, 2025
(Open-ended question where no response options were provided; Responses grouped; Responses of 2% or greater shown)

16%
16%
15%
14%
10%
6%
5%
5%
4%
3%
3%
3%
3%
3%
2%
2%
2%
2%
2%
1%
1%
5%
1%
2%
Safe/quiet/small town feel
Activities/shopping/food/downtown/has everything
Location general/convenience
Community/neighbors
Location — close to LA, freeway, ocean, mountains, work Growth/opportunities
City government/city services/maintenance
Open space/environment/views
Location/close to airport
Family/home/grew up here/20+ years
Affordable
General/nice place to live
Diversity
Parks and Recreation
Little traffic/low population
Location/close to family
Schools
Police
Weather
Don't like it
Historic places/history
Other
None/Nothing
Don’t know/unsure/refused/no comment
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Figure 4: What Like best About Living in Ontario, 2021-2025 (Open-ended question where no response options were provided; Responses grouped; Ranked by 2023 to 2025 Difference)

There are few notable differences in response to this question by subgroups, with the one of these difference being that white residents are more likely to give a mention related to location (38%) than residents of color (28%).

Some comments from respondents include the following:

"All the activities and events offered to children and families through the rec department. I also enjoy the proximity to so many different places like the airport, mall, arena, and other places. Traffic is rarely, if ever bad."
"I like the growth of the city; I see expansion. It's nice to see growth over the years including businesses and the new stadium under construction."
"I like how calm the area I live in is and how the city is intent on improving and redeveloping several areas of the city."
"I like my neighborhood, the friendly people and the many different stores I could shop at." "Tranquility and the fact that nothing ever happens here." "I grew up in Ontario. I like almost everything about it." Difference
(2023-2025)February 2025June 2023May 2021Response
+4%16%12%8%Activities/shopping/food/has everything
+2%14%12%14%~Community/neighbors
+1%10%9%12%Location — non-airport/close to LA, freeway, ocean, mountains, shopping, parks +1%2%1%2%Schools
+1%3%2%2%Diversity
+1%3%2%4%General/nice place to live
+1%6%5%4%Growth/opportunities
0%5%5%6%Open space/environment/views
0%3%3%5%Affordable
0%2%2%2%Location/close to family
0%1%1%--Historic places/history
-1%4%5%4%Location/close to airport
-1%16%17%20%Safe/quiet/small town feel
-2%2%4%3%Little traffic/low population
-2%3%5%4%Family/home/grew up here/20+ years
-3%5%8%9%City government/parks/maintenance/police
-3%1%4%3%~Don't like it
-4%15%19%13%Location general/convenience
+1%5%4%3%Other
-2%1%3%2%~Don't know/unsure
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"Its proximity to other big cities and places to visit. It's a relatively safe place to live too." "I would probably say how everything is local; Everything is close by. They are always making improvements in the city.”
"Things are pretty close by, there is a good amount of jobs you can get." "I like the focus on economic development by bringing in more businesses, the revitalization of our downtown area.”
"Lots of city and community services provided to residents." "Close to LA, the beach, the mountains and the low desert. Close enough to the airport."

1.4 Concerns Among Residents
Homelessness remains the most top-of-mind concern. However, the proportion calling it the most serious issue facing Ontario residents has declined notably from 2021.

One in four (25%) respondents volunteered homelessness when asked what they consider the most serious issue facing the residents of Ontario that they would
like to see City government do something
about—making it the most mentioned concern
(in an open -ended question where no response
options were provided) . Yet, notably, the
proportion volunteering homelessness is down
from 38 percent in 2023 and is now more in line
with the 28 percent who gave this response in
2021 (see Figure 5 for 2025 results and Figure 6
for a comparison to 2021 and 2023). The
illustration to the right shows the most
mentioned words, with the size of the word representing how often it was mentioned.

The second-most volunteered concern are issues related to crime, with 11 percent mentioning crime generally, three percent speeding and unsafe traffic conditions, three percent a lack of police presence, and two percent drugs and drug abuse. As with homelessness, the proportion volunteering crime in general as their biggest concern is down from 17 percent in 2023 and 18 percent in 2021 to 11 percent currently. It is important to note that FM3 research at the local and statewide level has found that many people view homelessness as a crime-related issue, while others see it as a social services/humanitarian issue, or both.

Concern about growth and development continues to increase . Fourteen percent (14%) volunteered issues related to construction, development, and overpopulation as their top concern . This compares to 12 percent giving this response in 2023 and a much lower two percent in 2021. The level of concern is not surprising when 1161

considering that the City’s small-town feel is a major part of why residents like living in Ontario. Included in this category are concerns about there being too many warehouses—which was up notably from 2021.

Included in the category of construction, development, and overpopulation are those respondents who mentioned concern about there being too many warehouses in the city , with five percent volunteering this concern. This is statistically equal to the six percent who did so in 2023 and up from the less than one percent who gave this response in 2021.

Housing costs and affordable housing follow behind homelessness, crime, and development in saliency, with the proportion volunteering housing as their top issue increasing slightly from 2021 ( 7%) to 2025 (11%). Other to p concerns include street maintenance (9%), traffic congestion (7%), jobs and keeping and attracting business (4%), education and public schools (4%), and government waste and inefficiency (4%--joining the top items for the first time this year). No other issue was mentioned by more than three percent of respondents.

Figure 5: Biggest Issues of Concern Facing Residents of Ontario, 2025 (Open-ended question where no response options were provided; Responses grouped; Responses of 2% or greater shown)

25%
14%
11%
11%
9%
7%
4%
4%
4%
3%
3%
3%
3%
3%
2%
2%
2%
2%
12%
2%
2%
2%
Homelessness
Construction/development/overpopulation
Crime generally
Housing costs/affordable housing
Street maintenance
Traffic congestion
Jobs/keeping and attracting businesses
Government waste/inefficiency
Education/public schools
Speeding/unsafe traffic conditions
Parking/lack of parking
Lack of police presence
Public recreation/parks/open spaces
Cost of living/inflation
Drugs/drug abuse
Taxes
Revitalizing neighborhoods
Air quality
Other
None/Nothing/everything is fine/good
Don’t know/unsure
Refused/no comment
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Figure 6: Biggest Issues of Concern Facing Residents of Ontario, 2021-2025 (Open-ended question where no response options were provided; Responses grouped; Responses of 2% or greater shown; ~Wording Slightly Different in Previous Surveys; -- indicates volunteered by less than 1% )

Results Among Subgroups:
• Homelessness was mentioned by more Latino (30%) and African American (32%) residents than white (14%) or AAPI (13%) residents. Homelessness was also mentioned by more residents under 65 (27%) than older (13%).
• There is little difference in the proportion who volunteered a crime-related comment. White men volunteered a crime-related issue in slightly higher numbers (31%) as did white residents ages 50 or older (27%), college- educated men (29%), and post-graduates generally (34%). • Housing costs was mentioned in the highest proportions by white residents ages 18 to 49 ( 19%), those with household incomes of $30,000 or less, renters (16%), and District 4 residents (16%). • One in three (33%) Ontario Ranch residents named construction or development —making it far and away their most mentioned issue, with the next most mentioned issues being housing costs (10%), schools (10%), and crime in general (9%). Notably, just six percent mentioned homelessness, compared to 27 percent in Old Town.
• Homelessness was the most mentioned concern in City Council Districts 1, 2, and 4 (28% to 30%), but it was a far lower concern in District 3 (12%), which includes Ontario Ranch. As a result, construction and development was also a greater concern (26%).

Difference
(2023-2025)February 2025June 2023May 2021Response
+3%11%8%7%Housing costs/affordable housing
+2%14%12%2%Construction/development/overpopulation
+2%4%2%--Education/public schools
+2%3%1%--Public recreation/parks/open spaces
+1%7%6%6%Traffic congestion
+1%4%3%--Government waste/inefficiency
+1%2%1%--Taxes
+1%2%1%--Revitalizing neighborhoods
0%3%3%--Parking/lack of parking
0%2%2%4%~None/nothing/everything is fine/good
0%1%1%--Street Lighting
0%1%1%--Water supplies
0%1%1%--Cows/smell from cows/farm
-1%9%10%8%Street maintenance
-1%4%5%2%Jobs/keeping and attracting businesses
-1%1%2%2%Enforcing codes/residence regulations
-2%3%5%4%Speeding/unsafe traffic conditions
-2%2%4%3%Drugs/drug abuse
-2%2%4%9%~Don’t know/unsure
-4%1%5%3%Blight/abandoned buildings
-6%11%17%18%~Crime generally
-6%7%13%12%Other
-13%25%38%28%Homelessness
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Some comments from respondents include the following:

" Homeless issues!! I see at the parks and walking up and down shopping centers." " Stop proliferation of warehouses and resulting bad air quality." " Too many warehouses. It's ridiculous. It causes way too much traffic." " Rent increases. I would like to see more affordable living. Also, less empty buildings in downtown Ontario." “Crime, cleaning up the city, it's way too big to manage, and being infiltrated by gangs.” “There are a lot of potholes; the streets are very rough.” “City not consulting residents about major construction in their local area. Not getting their feedback.” “Would like to see more small businesses, less traffic, more schools.”

As in past years, respondents were asked how concerned they are about a number of issues in the City of Ontario (
1164

Figure 7 illustrates the results). While the open-ended question about the most serious concern (discussed above) measures salience —or issues that were top -of-mind and easily recalled —this question measures recognition, meaning issues that residents recognize as serious concerns when reminded of them.

Issues related to the cost of living and housing stand out among the list—with more intensity of concern about them than about crime, homelessness, or any other issue. Among the list of 24 issues, five of the top seven concerns overall are focused on housing and the cost of living. The loss of local businesses—an economic concern that relates to the cost of living—and homelessness round out the top issues. Of course, homelessness, which is statistically tied with the cost of living as the top concern, is a housing and cost of living issue. But respondents may consider it a crime or social issue as well. These top concerns include the following:
• The cost of living (88% “very” or “somewhat” serious, 55% “very” serious) • The number of individuals who are homeless (85%, 49%) • The cost of housing (83%, 62%)
• The ability to purchase a home (81%, 57%)
• A lack of affordable housing (79%, 48%)
• The difficulty of residents who have grown up in Ontario to own a home in the City (78%, 57%) • The loss of local businesses (77%, 39%)

Crime-related issues emerge among second-tier concerns, particularly when looking at the proportion who call each “very serious.” Overall, two-thirds to nearly three- fourths call crime in general, property crimes, and drug use serious concerns. Other second-tier concerns are varied and include issues related to education, taxes, and city maintenance:

• Burglary, car theft, and other property crimes (73% “very” or “somewhat” serious, 39% “very” serious) • Use and abuse of drugs such as opioids and fentanyl (69%, 42%) • Drug usage and drug abuse (69%, 39%)
• The condition of streets and roads (69%, 31%)
• The amount of taxes people have to pay for city services (68%, 34%) • Speeding and unsafe driving (67%, 37%)
• Crime in general (67%, 33%)
• The quality of public education (65%, 34%)
• Illegal dumping of bulky items (63%, 33%)

Issues of relatively lower concern—but still serious issues to more than half of respondents—include the following:
• The amount of truck traffic (61%, 32%)
• Local air quality (62%, 34%)
• Inefficiency in City government (59%, 26%)
• The number of warehouses and industrial buildings in the city (54%, 29%) 1165

• Rundown and abandoned buildings (53%, 23%)

The areas generating the lowest level of concern—although still of concern nearly half of respondents include the following:
• Too much growth and development (49%, 21%)
• A lack of park space in the city (45%, 22%)
• The lack of afterschool and youth recreational programs (45%, 21%)

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Figure 7: Ranking of Issue Concerns, 2025
(Ranked by Very/Somewhat Concerned; ^Indicates not part of split sample)

There are several notable changes in perceptions of seriousness in the current survey results compared to the 2021 and 2023 surveys (see Figure 8).
• While the number of people who are homeless remains a top concern, the proportion calling it “very serious” has declined from 55 percent in 2021 and 61 percent in 2023 to 49 percent currently (overall concern is little changed). This supports the finding from the open -ended question asking what the 1167

respondents consider the most important problem facing Ontario where the proportion mentioning homelessness has declined.

• The proportion calling issues related to housing serious concerns increased from past years, including the cost of housing (75% in 2021, 77% in 2023, and 83% in 2025) and a lack of affordable housing (71% in 2021, 74% in 2023, and 79% in 2025). Issues related to the ability to purchase a house were asked for the first time this year.

• The proportion calling crime in general a serious concern is down from past years. In 2021 and 2023, 78 percent called this issue a serious concern. A lbeit still high , the proportion giving this response has declined 11 points to 67 percent. Moreover, the proportion calling crime in general “very” serious is down from 40 percent in 2021 and 42 percent in 2023 to 33 percent currently.

• Serious concern about other issues related to crime declined compared to 2023, including drug use and abuse (8-point decline); use and abuse of drugs such as opioids and fentanyl (7 points); speeding and unsafe driving (6 points); and burglary, car theft, and other property crimes (5 points). However, concern remains high, with between 67 percent and 73 percent calling each a serious concern.

• The results continue to show an upward trend in concern about the amount of taxes people have to pay for city services, with 59 percent calling this a serious concern overall in 2021, 65 percent in 2023, and 68 percent currently.

• Concern about the number of warehouses and industrial buildings in the city showed a marked increase from 2021 to 2023 : 44 percent serious in 2021 to 58 percent in 2023 , with a 21 -point increase in the proportion calling this issue "very serious" ( 15% in 2021 to 36% in 2023). In the current study, while concern is down slightly, it remains elevated in comparison to 2021, with 54 percent calling the issue serious (29% very serious).

• The results show a downward trend in concern about the lack of afterschool and youth recreation programs, from a high of 55 percent in 2021 to 49 percent in 2023, and 45 percent currently.

• The proportion calling the condition of streets and roads serious also fell from 2023 (the first time the question was asked) to 2025, 76 percent to 69 percent.

• Concern about rundown and abandoned buildings increased notably from 2021 (51% concerned) to 2023 (61%) but has returned to near 2021 levels currently (53%).

• While there is little change in the proportion who are concerned about inefficiency in City government from 2023 to 2025 (60% to 59%), both are up from 51 percent in 2021.

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• Overall concern about local air quality remains up from 2021 (56% in 2021 and 62% in 2023 and 2025), with a particularly notable increase in the proportion calling this issue “very serious” (22% in 2021 to 33% in 2023 and 34% in 2025).

• The level of concern about the loss of local businesses, the quality of public education, a lack of park space in the city, the amount of truck traffic (although intensity is up from 2021) , and illegal dumping of bulky items has remained consistent. In the 2025 study, the language used to assess opinions about growth and development was changed from the amount of growth and development to too much growth and development. Despite this change, there was no notable change in the proportion calling the issue a serious concern.

Figure 8: Issue Concerns, 2021-2025
(Showing % Very/Somewhat Concerned; Ranked by 2025; ^Indicates not part of split sample)

February
2025
June
2023
May
2021Issue
88%----^Cost of living
85%86%84%^The number of individuals who are homeless
83%77%75%The cost of housing
81%----Ability to purchase a home
79%74%71%A lack of affordable housing
78%----The difficulty for residents, who have grown up in Ontario, to own a home in the City
77%72%78%The loss of local businesses
73%78%--^Burglary, car theft, and other property crimes 69%76%68%Use and abuse of drugs such as opioids and fentanyl 69%77%71%Drug usage and drug abuse
69%76%--^The condition of streets and roads
68%65%59%^The amount of taxes people have to pay for city services 67%73%67%Speeding and unsafe driving
67%78%78%^Crime in general
65%64%60%The quality of public education
63%66%--Illegal dumping of bulky items
62%62%56%Local air quality
61%63%59%The amount of truck traffic
59%60%51%Inefficiency in City government
54%58%44%The number of warehouses and industrial buildings in the city 53%61%51%Rundown and abandoned buildings
49%----Too much growth and development
45%46%39%A lack of park space in the city
45%49%55%The lack of afterschool and youth recreational programs 1169

Results Among Subgroups, 2025
• The highest proportion of nearly every subgroup called the cost of living a serious concern. The number of individuals who are homeless was either statistically tied with the cost of living as the most mentioned concern or the second most mentioned with every subgroup. And 80 percent or more of nearly every subgroup called these issues serious.
• Generally, the top five issues with the sample as a whole were also the top issues with each subgroup.

Race/Ethnicity:
• The issues ranked at the top of the list are the same among white and Latino respondents . However, Latino respondents call each both “very” serious and serious overall in higher proportions. This is particularly so regarding issues related to housing, including the cost of housing (66% to 40% very serious), the ability to purchase a home (62% to 38%), the difficulty for residents to own a home in the city (64% to 41%), and a lack of affordable housing (52% to 35%).
• Latino residents are also more likely to call drug use and abuse a serious concern than white respondents (73% to 56%), putting it among their top 10 concerns. They also responded with more intensity ( 45% to 23% very serious).

Age:
• The top concerns are the same among those 18 to 49 and 50 years or older. However, those 18 to 49 respond with more intensity than those older to a lack of affordable housing (53% to 38% very serious), the difficulty for residents to own a home in the City (61% to 51%), and use and abuse of drugs such as opioids and fentanyl (46% to 36%). Notably, they do not react with more intensity when asked about drug use without mention of opioids and fentanyl.
• Speeding and unsafe driving generates more intensity with those 50 years or older than those younger (44% to 33% very serious).

Gender:
• The top issues were again the same with women and men , with little difference in intensity of response on the top concerns as well. Women ages 18 to 49 respond in some of the strongest numbers to local air quality, with 71 percent calling this a serious problem and 44 percent a “very” serious one. This compares with 52 percent and 31 percent, respectively with women 50 years of age or older. The issue is also stronger with men 18 to 49 than those older (62% to 52% overall), but with no difference in intensity. • Nearly nine in 10 (87%) women ages 18 to 49 call a lack of affordable housing a serious concern —making it their second highest ranking issue behind the related issue of the cost of living.

Education:
• The top issues are generally the same with non -college and college -educated respondents, although non - college respondents react with more intensity to most— particularly those related to the cost of living and housing.
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• Non-college-educated respondents expressed more concern overall about the cost of housing (86% serious to 73% of college-educated respondents), the ability to purchase a home (84% to 72%), the difficulty for residents to own a home in the City (81% to 70%), drug usage and drug abuse (72% to 62%), use and abuse of drugs such as opioids and fentanyl (72% to 61%), and speeding and unsafe driving (70% to 59%). • College-educated respondents express more concern about local air quality (73% to 57%), the amount of truck traffic (68% to 58%), the number of warehouse and industrial buildings (68% to 49%), and a lack of park space in the City (55% to 41%). However, the top concerns are the same regardless of educational attainment.

Areas:
• The top concerns are similar across zip codes and City Council Districts. However, those in the 91764 zip code respond with more intensity to issues related to cost of living and housing costs. Issues related to drug use rank higher in District 1. And issues related to housing and cost of living and drug use generate more concern in Old Town than in Ontario Ranch. In Ontario Ranch, truck traffic and warehouses generate more concern.

See Summary by City Council Districts starting on page 51 for more details by City Council District.

Section 2: Perceptions of Ontario City Government

2.1 Overall Impression of City Government Performance
Six in 10 (59%) residents give the City of Ontario an “excellent” (12%) or “good” (48%) review for the job the City is doing overall in providing services to Ontario residents. While 27 percent give the City a “just fair” job rating, a low seven percent have a “poor” impression.

Positive reviews are up 14 points from 45 percent in 2023 and have rebounded to the level of satisfaction seen in 2021 when 57 percent had a positive impression of the City’s job performance. The proportion with a “poor” view declined from 12 percent in 2023 to seven percent currently. Figure 9 illustrates the results.

Figure 9: Rating of Job Being Done by City Government in Providing Services to Residents, 2021-2025

9%
49%
28%
7%
8%
7%
39%
37%
12%
6%
May 2021 June 2023
Excellent
Good
Just fair
Poor
Don’t know
Excellent/
Good
57%
February 2025
Excellent/
Good
45%
12%
48%
27%
7%
6%
Excellent/
Good
59%
1171

Results Among Subgroups: Differences in job performance ratings by subgroups include the following:
• African American (65%), Latino (63%), and AAPI (63%) residents are more positive in their review than white residents (50%).
• Men ages 50 or older are among the most positive about the City’s job performance (68%, compared to 60% of younger men and 56% of women generally). College-educated men are also more positive (71%) than those less educated (60%) and women generally.
• Latino men are more positive in their review ( 69%) than Latinas (56%). The reverse was found among white men and women, with white women giving positive reviews in higher proportions than white men (5 6% to 44%).2
• Spanish-speaking Latino respondents are more positive in their review (73%) than English-speaking Latino and non-Latino respondents (58% and 54%, respectively).
• Homeowners are more positive in their assessment than renters (64% to 55%) • Ratings rise generally with income, from 48 percent among those earning less than $30,000 to 65 percent among those earning more than $100,000.
• Residents in City Council District 4 are the least positive (54%), although this review is only slightly lower than those in Districts 1-3 (59% to 63%).

Figure 10 illustrates the results among age, gender, race/ethnicity, income, education, and region.

2 Because of the small sample size of these subgroups, findings should be viewed with caution. 1172

Figure 10: Job Rating of City Government’s Services to Residents by Demographic Groups

50%
63%
62%
56%
74%
52%
60%
63%
64%
55%
63%
56%
44%
56%
69%
56%
55%
59%
65%
59%
61%
63%
54%
60%
56%
58%
62%
42%
33%
32%
37%
22%
38%
34%
32%
32%
36%
30%
39%
47%
38%
25%
40%
38%
36%
29%
35%
33%
33%
37%
34%
39%
36%
31%
Whites
Latinos
All People of Color
Interviewed in English
Interviewed in Spanish
Ages 18-29
Ages 30-49
Ages 50+
Homeowners
Renters
Men
Women
White Men
White Women
Latino Men
Latinas
<$60,000
$60,000-$100,000
$100,000+
CCD 1
CCD 2
CCD 3
CCD 4
Old Part of Town (North of Riverside)
Ontario Ranch (South of Riverside)
Some College or Less
Four-Year College or More
Excellent/Good Just Fair/Poor
1173

2.2 Satisfaction with City Services
The survey results show that residents are at least somewhat satisfied on average with 22 of the 24 City services they were asked to evaluate.

Residents were asked to rate their satisfaction with different services on a 7 -point scale. A “1” rating indicated they are not at all satisfied with the service and “7” indicated that they are very satisfied. Respondents were also instructed to say if they had no opinion or simply did not know enough about a particular service to give a rating.3 As seen in the past Ontario surveys and typically seen in other jurisdictions where FM3 has asked a similar question, there is a high rate of uncertainty —reflected in the proportion who were unable to give a rating —in areas where respondents may have had little to no interaction or direct experience—particularly services targeted to a smaller sector of the population such as seniors or children. As in 2021 and 2023, this includes senior programs (45% unable to give a rating), management of city government f inances (39%), after-school activities for young people (37%, as well as activities for children and youth at 27% that was asked for the first time this year), programs that protect the environment (34%), cultural and arts opportunities (22%), 911 emergency response (21%), and library services (21%). The mean rating excludes those who did not provide a rating.

As Figure 11 illustrates, among the respondents who felt they could rate the various services, the City receives a mean (or an average) rating of 4.1 or higher—a number above the mid-point on the scale of 1 to 7—in every area other than addressing homelessness (3.1) and management of city government finances (4.0) . This shows that residents are at least somewhat satisfied on average in each area.

Public safety services are among those generating the highest mean satisfaction score (based on mean score and 6-7 score):
• Fire protection and paramedic services (mean rating of 5.9 and 6-7 rating, indicating very satisfied, of 62%) • Library services (5.8, 55%)
• Special City events, such as the 4th of July parade and summer concerts in the park (5.8, 59%) • 911 emergency response (5.7, 53%)
• Tree trimming (5.2, 49%)
• Landscaping on street medians and other public areas (5.2, 43%) • Graffiti removal (5.1, 39%)
• Police protection in your neighborhood (5.0, 45%)
• Condition of city parks (mean rating of 5.0 and 6-7 rating of 42%)—asked for the first time this year

Either the mean average rating o r the intensity of satisfaction (based on a “6” or “7” score) increased at least slightly in all areas asked in past years other than fire protection and paramedic services —which already was widely well-received.

3 Those who said they had no opinion or did not know enough to offer an opinion about a particular service were excluded from the analysis of the mean satisfaction of that service. 1174

Services generating slightly lower mean ratings and/or a lower proportion giving each a "6" or "7" score, include the following:
• Cultural and arts opportunities (5.0, 34%)
• Activities for children and youth (5.0, 30%)—asked for the first time this year • Senior programs (4.9 and 6-7 rating of 21%)—45 percent were unable to give an opinion • Maintaining traffic safety (4.8, 39%)
• Sidewalk maintenance (4.7, 34%)
• Keeping city streets and alleys clean (4.7, 34%)
• Afterschool activities for young people (4.7, 25%)

Areas generating lower satisfaction, but still above the mid-point include those focused on city maintenance:
• Preventing street flooding (4.6 mean rating and 6-7 rating of 34%) • Enforcing city codes to keep neighborhoods safe and clean (4.6, 29%) • Parking enforcement (4.5, 30%)
• Retaining and attracting local businesses (4.5, 24%)
• Programs that protect the environment (4.3, 21%)—34 percent were unable to give an opinion • Local road maintenance (4.3, 29%)

The only areas where the City receives ratings at or below the midpoint are for m anagement of city government finances (4.0, 14%, 39% unable to give an opinion) and addressing homelessness (3.1, 11%)—the latter reflecting the still prominent concern about homelessness despite signs of improved impressions of City government’s management of the problem.

1175

Figure 11: Satisfaction with City Services, 2025
(Ranked by Mean Score)
(Using a Scale of 1 to 7, where 1 = "not at all satisfied" and 7 = "very satisfied")

1176

Mean satisfaction scores stayed fairly consistent compared to 2023, with most scores unchanged or within one - tenth to three- tenths of the 2023 results. The largest increase in mean scores since 2023 are for enforcing city codes to keep neighborhoods safe and clean (4.1 in 2023 to 4.6 currently), l ocal road maintenance ( 3.8 to 4.3), keeping City streets and alleys clean (4.3 to 4.7), and retaining and attracting local businesses (4.1 to 4.5). The only area showing a decline is programs to protect the environment, which fell by a statistically insignificant one-tenth of a point.

The proportion giving a “6” or “7” score —indicating they are very satisfied—has increased at least slightly since 2023 for most services, with the largest gains in the following areas:
• Local road maintenance (+9, from 20% to 29%)
• Library services (+8, from 47% to 55%)
• 911 emergency response (+8, from 45% to 53%)
• Maintaining traffic safety (+8, from 31% to 39%)
• Retaining and attracting local businesses (+7, from 17% to 24%) • Special City events, such as the 4th of July parade and summer concerts in the park (+6, from 53% to 59%)

Figure 12 shows the change in mean satisfaction ratings from 2023 to 2025 for all services tested, and Figure 13 shows the change in strong satisfaction (“6” or “7” score). 1177

Figure 12: Satisfaction with City Services: Mean Scores, 2021-2025 (Ranked by 2025-2023 Mean Score Difference)
(Using a Scale of 1 to 7, where 1 = "not at all satisfied" and 7 = "very satisfied")

Difference
(2023-2025)
February
2025
June
2023
May
2021Service
+0.54.64.1--Enforcing city codes to keep neighborhoods
safe and clean
+0.54.33.84.4Local road maintenance
+0.44.74.34.5Keeping City streets and alleys clean
+0.44.54.1--Retaining and attracting local businesses
+0.33.12.83.2Addressing homelessness
+0.35.24.95.1Landscaping on street medians and other public areas +0.34.84.54.9Maintaining traffic safety
+0.25.85.65.1Special City events, such as the 4th of July parade and summer concerts in the park
+0.25.25.05.1Tree trimming
+0.25.04.84.9Police protection in your neighborhood
+0.25.04.84.6Cultural and arts opportunities
+0.24.74.54.6Afterschool activities for young people
+0.24.64.44.7Preventing street flooding
+0.15.75.65.7911 emergency response
+0.14.74.64.7Sidewalk maintenance
+0.15.85.75.7Library services
+0.15.15.0--Graffiti removal

0.05.95.95.9Fire protection and paramedic services

0.04.94.94.9Senior programs

0.04.54.54.7Parking enforcement

0.04.04.04.4Management of city government finances
-0.14.34.44.5Programs that protect the environment
1178

Figure 13: Satisfaction with City Services: Proportion Giving a 6-7 Rating, 2021-2025 (% 6-7 (Very Satisfied) Ratings Shown; Ranked by 2023-2025 Difference in % 6-7 (Very Satisfied) Rating (Using a Scale of 1 to 7, where 1 = "not at all satisfied" and 7 = "very satisfied")

Difference
(2023-2025)
February
2025
June
2023
May
2021Service
+9%29%20%30%Local road maintenance
+8%55%47%49%Library services
+8%53%45%50%911 emergency response
+8%39%31%36%Maintaining traffic safety
+7%24%17%--Retaining and attracting local businesses
+6%59%53%41%Special City events, such as the 4th of July parade and summer concerts in the park
+5%49%44%47%Tree trimming
+5%45%40%40%Police protection in your neighborhood
+5%34%29%34%Preventing street flooding
+5%25%20%22%Afterschool activities for young people
+5%34%29%24%Cultural and arts opportunities
+4%34%30%34%Keeping City streets and alleys clean
+3%62%59%60%Fire protection and paramedic services
+3%43%40%47%Landscaping on street medians and other public areas +3%30%27%28%Parking enforcement
+2%29%27%--Enforcing city codes to keep
neighborhoods safe and clean
+2%11%9%12%Addressing homelessness
+1%34%33%35%Sidewalk maintenance
0%39%39%--Graffiti removal
0%14%14%18%Management of city government finances
-1%21%22%22%Senior programs
-2%21%23%20%Programs that protect the environment
1179

2025 Results Among Subgroups
The services generating the highest mean scores for the sample as a whole also are the top-rated services among virtually every subgroup analyzed.
• Race/Ethnicity: There is little difference in the mean ratings for nearly all the services among white and Latino residents, with no greater than a three-tenths difference in mean scores other than in three areas. Moreover, the areas generating the greatest satisfaction and the lowest are the same among white and Latino residents.

Specifically, white residents are more satisfied on average than Latino residents with fire protection and paramedic services (6.2 to 5.8) and 911 emergency response (6.1 to 5.6). And while addressing homelessness is the area of lowest satisfaction for both subgroups, white residents show more satisfaction on average than Latino residents (3.5 to 2.9). Comparisons are not made with African Americans and AAPI residents because of the small sample size. However, African American residents show at least slightly more satisfaction on average in most areas, particularly for graffiti removal (5.9 to 5.1 sample average), maintaining traffic safety (5.9 to 4.8), and keeping City streets and alleys clean (5.5 to 4.7).

• Age: The same services rank among the top in terms of satisfaction among those ages 18 to 49 and 50 or older.

The largest differences in mean satisfaction ratings are for 911 emergency response (5.5 for those 18 to 49 and 6.0 for those older), maintaining traffic safety (4.6 to 5.1), and programs to protect the environment (4.1 to 4.8).

• Gender: There is no difference in the top -ranked services by gender and no more than a three -tenths difference in any area other than four -tenths of a point for graffiti removal (5.3 among men and 4.9 among women). Women ages 50 or older are more satisfied with 911 emergency response (6.3) than younger women (5.3) and men generally (5.7). Women ages 18 to 49 have lower average satisfaction ratings in many areas, but most notably toward programs to protect the environment (3.9 mean score compared to 5.0 of older women and 4.4 of men) and local road maintenance (3.9 to 4.5 of older women and 4.4 of men).

• Other subgroups: There is little notable differences by those with a college education or less education; zip codes; parents of minor children or not ; and homeowners and renters (with the most notable difference in satisfaction with preventing street flooding at 4.8 for homeowners to 4.3 for renters and programs to protect the environment at 4.6 to 4.0). There was also little notable difference by City Council Districts. However, those in District 3 are less satisfied on average with most of the top -rated services than those in the other City Council Districts—although they rank them similarly.

1180

2.3 Perception of Need for More Funding
Over 6 in 10 (63%) residents believe the City o f Ontario has at least “some” need for additional funding to provide the level of city services that Ontario residents need and want, with 1 in 4 (24%) believing there is a “great” need (Figure 14 illustrates the results). Another 24 percent believe there is a little need (12%) or “no real need” (11%), while 14 percent are unsure.

While this question was not asked in the 2021 or 2023 Resident Satisfaction Survey, it was asked in two surveys of likely voters conducted in November 2021 and June 2022 (see Figure 14). Perception of need is lower in the current survey of all residents than it was in these voter surveys (72% in 2022 and 70% in 2021). However, it is important to note that the difference in samples between the two surveys—the current being conducted among all residents and the 2021 and 2022 surveys being conducted among likely voter electorates —may stand behind the difference in results. To this point, 65 percent of respondents who are registered voters believe there is a need for more funding, while 50 percent of non-voters gave this response.

Figure 14: Perception of Need for Additional Funding To Provide Services

Results Among Subgroups: Differences in the proportion who believe there is at least some need for more funding by subgroups include the following:
• Residents of color (66% great/some need), including African American (73%), Latino (67%) and AAPI (57%) residents believe there is a need for more funding in higher proportions than white residents (52%). • The proportion believing there is at least some need for more funding declines with rising age, from 68 percent among those under 40 years of age to 49 percent of those 65 years of age or older. • Women are more likely than men to believe there is at least some need for more funding (69% to 56%), with women ages 18 to 49 the most likely to feel this way (75%, compared to 56% of younger men and residents 50 or older generally) as well as women with minor children (74%). Latinas are also more likely to feel this way than Latino men (73% to 60%).
30%
39%
9%
10%
12%
Great need
Some need
A little need
No real need
Don’t know
November 2021 June 2022
32%
40%
8%
11%
9%
Great/
Some Need
70%
A Little/
No Real Need
19%
Great/
Some Need
72%
A Little/
No Real Need
19%
24%
38%
12%
11%
14%
A Little/
No Real Need
24%
Great/
Some Need
63%
February 2025
1181

• Districts 1 and 3 residents (59% each) are less likely to say there is a need for more funding than residents in Districts 2 (67%) and 4 (66%). This reflects Districts 1 and 3 residents being more uncertain rather than believing there is little to no need in higher numbers. Perception of need is much stronger in Old Town (65%) than Ontario Ranch (49%).

Section 3: Perceptions of Neighborhood Safety and Emergency Preparedness

3.1 Crime in Neighborhood
One in three (34%) respondents believe crime has increased “a lot” (11%) or “a little” (23%) in their neighborhood in the last five years , while another 3 5 percent believe it has “stayed about the same. ” Twenty- one percent (21%) believe crime has decreased “a lot” (8%) or “a little” (13%). Given the high level of concern about crime (although the survey suggests it has lessened somewhat since 2023), those who feel crime has “stayed the same” are most likely offering a negative assessment.

Perceptions about crime in their neighborhood have improved since 2023, returning to 2021 levels. Specifically, 40 percent believed crime had increased in the 2023 survey. This compares to a lower 34 percent currently—more in line with the 33 percent who gave this response in 2021. Moreover, while 25 percent felt crime had increased “a lot” in 2023, just 11 percent hold that view currently. And the proportion who believe crime has decreased has doubled since both 2021 and 2023 (11% in 2021 and 12% in 2023 to 21 percent in 2025). Figure 15 illustrates the results.

Figure 15: Perception of Change in Neighborhood Crime in the Last Five Years, 2021-2025

17%
16%
43%
7%
4%
13%
25%
15%
37%
7%
4%
11%
Increased a lot
Increased a little
Stayed the same
Decreased a little
Decreased a lot
Don't know
Thinking about the last five years, do you think crime in your neighborhood has increased, stayed the same, or decreased? 11%
23%
35%
13%
8%
10%
Total
Increased
34%
Total
Increased
33%
Total
Increased
40%
Total
Decreased
21%
Total
Decreased
12%
Total
Decreased
11%
May 2021 June 2023 February 2025
1182

Results Among Subgroups : Notable differences in the proportion who feel crime has increased include the following:
• Mothers of minor children are more likely to feel crime has increased than fathers of minor children (42% to 29%).
• Homeowners are more likely to believe crime has increased in their neighborhoods (40%) than renters (27%). • The perception that crime has increased in their neighborhood is higher with those earning $150,000 or more in household income (42%) than those earning less (33%). • Those in the 91761 zip code are more likely to feel that crime has increased (41%) than those in the 91762 (34%) or 91764 (28%) zip codes. And 47 percent of those in City Council District 3 feel this way, compared to 27 percent to 31 percent of those in other districts (see Figure 16). • Over half (54%) of residents in Ontario Ranch believe crime has increased in their neighborhood, far more than feel this way in Old Town (31%). Figure 16 demonstrates the results.

Figure 16: Perception of Change in Neighborhood Crime in the Last Five Years by Area (By City Council District & Model Colony)

Perceptions of safety in their neighborhood or park closest to them at night are up substantially from two years ago.

Sixty-nine percent (69%) feel at least somewhat safe walking around their neighborhood at night—improved from 54 percent in 2023 and 63 percent in 2021. However, perception of safety is modest, with 28 percent feeling “very” safe and the remaining 41 percent feel ing “somewhat” safe. A low 21 percent feel “unsafe” in their neighborhood at night —again an improvement from the 32 percent who gave this response in 2023 and 26 percent in 2021.
31%
31%
47%
27%
31%
54%
30%
35%
27%
46%
36%
22%
31%
20%
14%
19%
22%
11%
8%
14%
12%
8%
10%
13%
CCD 1
CCD 2
CCD 3
CCD 4
Old Part of Town (North of Riverside)
Ontario Ranch (South of Riverside)
Total Increased Stayed the Same Total Decreased Don't Know 1183

A lower 49 percent feel safe at night in the park closest to them (with just 13% feeling “very” safe)—although this is up from 35 percent in 2023 and 42 percent in 2021 (see Figure 17).

Figure 17: Perception of Safety at Night in Neighborhood or Closest Park, 2021-2025 (Ranked by 2025 Total Safe)

Results Among Subgroups:
• Women are less likely than men to say they feel safe walking around at night in their neighborhood (63% safe among women to 75% of men) or the park closest to them (38% to 60% of men). • Perceptions of safety in their neighborhood at night increases with age , from 62 percent among those 18 to 29 and 68 percent among those 30 to 49 to 74 percent of those 50 or older. This is also true about feeling safe in a nearby park at night: 40 percent among those 18 to 29, 46 percent among those 30 to 49, and 57 percent of those older.
• Men ages 50 or older are the most likely to feel safe both in their neighborhood (80%) and park (65%) at night.

Women ages 18 to 49 or older are less likely than older women to feel safe in their nearby park at night (33% to 49% of those 50+ ). There is little difference among women by age in perceptions of safety in their neighborhood at night.
• Among all subgroups, Latino men (63%) are among the most likely to feel safe at the park closest to them at night. And Spanish-speaking Latino residents are more likely than English- speaking Latino residents to feel safe both in their neighborhood (75% to 64%) and nearest park (56% to 47%) at night. • College-educated men are among the most likely to feel safe in their neighborhood (83%) and nearby park (65%) at night.
• Homeowners are more likely than renters to feel safe in their neighborhood (73% to 62% of renters) or nearest park (53% to 42%) at night.
• Perceptions of safety rise with income as well, from 59 percent of those earning $30,000 or less in household income feeling safe at night in their neighborhood to 75 percent of those earning over $150,000. This trend is less pronounced when considering their nearby park.
28%
20%
27%
13%
12%
17%
41%
34%
35%
36%
23%
25%
10%
13%
11%
10%
9%
12%
15%
20%
16%
18%
26%
21%
7%
12%
10%
19%
24%
21%
6%
4%
Feb 2025
June 2023
May 2021
Feb 2025
June 2023
May 2021
Very Safe Somewhat Safe Neither Safe Nor Unsafe Somewhat Unsafe Very Unsafe Don't Know Total Unsafe
Total
Safe
21%69%
32%54%
26%63%
38%49%
50%35%
42%42%
~Your neighborhood
~The park closest to you
1184

• Respondents from City Council District 3 are the most likely to feel safe in their neighborhood (81%) or nearest park (57%) at night. Those in City Council District 1 are the least likely to feel safe in their neighborhood (58%) or nearest park (39%) at night. Eighty-two percent (82%) of those in Ontario Ranch feel safe in their neighborhood at night and 57 percent feel this way at a nearby park. This compares to 67 percent in their neighborhood and 48 percent in a nearby park at night in Old Town.

Far and away the highest proportion of respondents consider homelessness to be the most serious public safety concern in their neighborhood, with 28 percent volunteering this response in an open-ended question where no response options were provided. The
illustration at right shows the most mentioned
words, with the size of the word representing
how often it was mentioned.

The next most mentioned concern is safety
issues related to traffic, roads, streetlights, and
sidewalks (14%), followed by home property
crime (13%), speeding and street racing (12%),
and drug use and abuse (11%). Eleven percent
(11%) volunteered crime in general. No other
issue was mentioned by more than three percent of respondents (see Figure 18). This question was not asked in 2021 or 2023.

Figure 18: Most Serious Public Safety Concern in Your Neighborhood, 2025 (Ranked Open-ended Grouped Responses; Multiple Responses Accepted; Responses 2% and Above Shown)

28%
14%
13%
12%
11%
9%
3%
3%
3%
2%
2%
10%
3%
5%
1%
Homelessness
Traffic/roads/street lights/sidewalks
Home burglaries/break-ins/theft/stealing packages
Speeding cars/street racing
Drugs/drug abuse
Crime in general
Lack of police, patrols
Graffiti/vandalism/trash/litter
Access to parking/parking enforcement
Gangs/juvenile violence
Car theft/break-ins
Other
None/nothing
Don't know/unsure
Refused/no comment
1185

Results Among Subgroups:
• Homelessness was the most volunteered issue with nearly every subgroup. Notable differences include the following:
o This issue was named in some of the highest numbers by Spanish-speaking Latino residents (37%). o Residents ages 65 or older were less likely to mention homelessness as the most serious public safety concern in their neighborhood, with 13 percent giving this response compared to 29 percent of those 18 to 49 and 35 percent of those 50 to 64 years of age.
o Those in City Council District 3 were among the least likely to volunteer homelessness as their most serious public safety concern (20%, compared to 28% to 31% in other districts). Relatedly, just 12 percent mentioned this issue in Ontario Ranch, compared to 30 percent in Old Town. • Speeding cars and street races was named in much higher numbers by those 65 years of age or older (23%) than those younger (10%).
• Residents of 10 years or less were among the most likely to mention home burglaries, break -ins, theft, or stealing packages (20%), compared to residents of 11 to 20 years (13%) or longer (8%). Subgroups mentioning this issue in the highest numbers include those with incomes of $150,000 or more (24%) and Ontario Ranch (28%), District 3 (22%) and 91761 (20%) residents.
• Those earning $30,000 or less and those earning $100,000 or more were more likely to volunteer traffic and street safety issues (26% and 17%, respectively) than those with household incomes in between (7%)

3.2 Emergency Preparedness
Eighty percent (80%) of respondents said they fee l they know what to do during an emergency such as an earthquake or other natural disaster . However, a lower 56 percent reported they have at least seven days of supplies on hand in case of an emergency, such as an earthquake or other natural disaster (see Figure 19). This question was not asked in 2021 or 2023.

Figure 19: Preparedness for a Natural Disaster

Yes
56%
No
40%
Don't
Know
4%
Yes
80%
No
17%
Don't
Know
3%
Perceived Household Knows What
to Do During an Emergency
Reported Having at Least 7-Days
of Supplies on Hand
1186

Results Among Subgroups
High proportions of all subgroups believe they know what to do during an emergency such as an earthquake or other natural disaster. Yet, there are some notable differences in the proportion who feel they know what to do in an emergency:
• White residents (93%) more than residents of color (77%) • Those ages 30 to 49 (82%) and older (85%) more than those 18 to 29 (69%) • Post-graduates (80%) and those without a college education (83%) more than those with an undergraduate degree (64%)
The subgroups most likely to have at least seven days of supplies on hand in case of an emergency include white men (78%), those with household incomes of $150,000 or greater (70%), African American residents (65%), those ages 50 or older (63%--particularly men at 70%), and homeowners (62%). Those 18 to 29 were the most likely to say they do not have these supplies (at 50%).

Section 4: City Parks
As mentioned earlier, residents are satisfied on average with the condition of city parks —with reviews similar among those who visit city parks at least once a week or once to a few times a year.

Most residents surveyed visit a city park at least one to a few times a year, with just 10 percent saying they never do so. Just over 1 in 4 (27%) visit a city park once a week (14%) or more (13%), while 20 percent do so a few times a month, 10 percent once a month, and 31 percent one to a few times a year (see Figure 20).

Figure 20: Frequency of Visiting City Parks, 2025

13%
14%
20%
10%
31%
10%
1%
More than once a week
About once a week
A few times a month
Once a month
One to a few times a year
Never
Don’t know
1187

Results Among Subgroups: The following subgroups are among the most likely to report that they visit city parks at least once a month:
• Those with minor children (72%)
• Residents of Ontario Ranch (66%)
• Those ages 18 to 39 (62%)
• Latinos (61%)
• Some college or less (60%)
• Those residing in zip codes 91761 (62%) and 91762 (60%) more than those in 91764 (50%) • Those in City Council Districts 2 (63%) and 3 (62%) compared to Districts 1 (54%) and 4 (50%)

Those who visit city parks at least once a year, were asked what one park feature they would like the City to add that would increase how often they visited a city park. While some respondents mentioned specific attractions at the parks, others had issues related to safety and maintenance at the forefront of their thinking (see Figure 21). The illustration at right below shows the most mentioned words, with the size of the word representing how often it was mentioned.

Eleven percent (11%) volunteered that they would visit the parks more if there was more policing, security, or safety or less crime and drug activity. Related to safety for many, seven percent would visit more often if people experiencing homelessness were “removed.” Five percent (5%) also mentioned they would like to see more lighting.

Related to maintenance, improvements
mentioned include cleanliness in general, trash
removal, and groundskeeping ( 6%); bathroom
cleaning and more restrooms (5%) ; and
equipment maintenance and upgrades (4%).

Many mentioned specific amenities that would
draw them to the parks more frequently. The
most mentioned amenities include more
walking, running, and bike paths and hiking trails
(9%); more playgrounds, rides, and activities for children (8%); and more activities, events, and concerts generally (7%). Six percent volunteered that they would like to see more sports courts and field s (with an additional 2% mentioning basketball courts specifically) , five percent more dog parks , four percent more exercise equipment, and three percent more water features.

Residents also mentioned improvements related to passive spaces, including seven percent who said they would be more likely to visit city parks if they had improved landscaping, trees, ponds, or gardens ; five percent who mentioned water fountains, picnic tables and food; and three percent each who mentioned more shaded areas or more park benches or seating.
1188

The small number of respondents who never go to City parks gave similar answers when asked what one park feature they would like the City to add that would increase their likelihood of visiting a city park. This includes policing and greater public safety (12%), and “removing” the homeless (10%) as well as more walking and running paths (6%), improved lighting (4%), and more benches or places to sit (2%). No one issue or change stood out as a barrier to park use.

Figure 21: Features that Would Increase Likelihood of Visiting a City Park, 2025 (Ranked Open-ended Grouped Responses; Multiple Responses Accepted; Responses 3% and Above Shown; Asked of those who go to City Parks at least once a year; n=485)

Results Among Subgroups:
• The proportion giving a response related to safety rises with education, from 11 percent of those with a high school education or less to 30 percent of post -graduates. A higher proportion of Old Town residents gave a safety-related response than those in Ontario Ranch as well (22% to 12%). • Residents of color were more likely to mention an improvement related to active spaces, with 36 percent giving such a response compared to 24 percent of white residents. • Fathers of minor children were the most likely to give a response related to grounds and maintenance, with 31 percent doing so compared to 17 percent of mothers with minor children and 17 percent of residents without minor children.

11%
9%
8%
7%
7%
7%
6%
6%
5%
5%
5%
5%
4%
4%
3%
3%
3%
3%
3%
10%
3%
4%
4%
Policing/crime/drugs/safety/security
Walking paths/hiking trails/biking/running
Playgrounds/fun rides/for kids/activities
Landscaping/trees/ponds/garden
Remove the homeless
Activities/events/concerts
Sports/courts and fields (baseball, pickleball, soccer, etc.) Cleanliness/trash removal/groundskeeping
Dog parks/pets
More lights/lighting
Bathroom cleaning/more restrooms
Water fountains/picnic tables/food
Exercise equipment/workout/zipline
Maintenance/general equipment/upgrades
Water park/pools/splash pad/water activities
Shaded areas/more shade
Park benches/seating
Parks are fine/don't change anything
General parks/park names (Westwind, James Bryant, etc.) Other
None/nothing
Don't know/unsure
Refused
1189

Section 5: Opinions of City Policies And Proposals

5.1 Home Ownership and First-Time Buying Assistance Program For the first time this year, the survey explored resident sentiments around homeownership and a potential first- time buyer assistance program. These questions were included to better understand residents’ views on home ownership in Ontario—an area of known concern and confirmed in this survey.

Seven in 10 (71%) renters (with renters accounting for 38% of the sample) express an interest in owning a home in the City of Ontario at some point in the future, while 14 percent are unsure, and 14 percent are not interested.

Of those who are unsure or are interested, just 32 percent are confident they will be able to afford to do so.

Moreover, just eight percent are “very” confident, with 24 percent only “somewhat.” Meanwhile, 22 percent are somewhat unconfident, and 45 percent are not confident (2% are unsure). Figure 22 illustrates the results.

Figure 22: Interest in Homeownership in Ontario Among Renters And Confidence in Affording to Do So (Asked among Renters Only, n=208)

Interest in homeownership is high among renters in all subgroups analyzed, but particularly so among men (80%), those with minor children (80%), residents with household incomes of $100,000 or more (80%), and City Council District 2 residents (83%). Confidence in being able to afford a home is no greater than 35 percent with any of these subgroups.

Eight in 10 (81%) of all respondents (renters and homeowners) support a down payment assistance program for first-time buyers, with priority given to Ontario residents and workers—with 55 percent “strongly” in support and 25 percent “somewhat” in support. Just 12 percent oppose this proposal, with eight percent uncertain (see Figure 23).

Yes
71%No
14%
Don't
Know
14%
(Asked of Renters, who have an Interest in Owning a
Home or Who Report They Don’t Know, n=178)
(Asked of Renters, n=208)
8%
24%
22%
45%
2%
Confident
Somewhat confident
Somewhat unconfident
Not confident
Don’t know
Total
Confident
32%
Homeownership Interest Confidence in Affording a
Home In Ontario Someday
1190

Figure 23: Support/Opposition for a First-Time Homebuyer Down Payment Assistance Program

Results Among Subgroups: Three out of four residents in nearly all subgroups analyzed support such a down payment assistance program with priority given to Ontario residents and workers. Renters support this program more than homeowners (89% to 75% of homeowners), as do women more than men (85% to 76%) , residents earning less than $60,000 in household income more than those more affluent (90% to 80%), and residents under age 65 than those 65 or older (83% to 68%) —with older and more affluent residents more likely to be homeowners. Support is weaker in City Council District 3 (73%) than other districts (between 83% and 85%), and there is less support in Ontario Ranch than Old Town as well (69% to 83%).

5.2 Charter City Proposal
By more than a 2 to 1 ratio, those able to give an opinion support Ontario becoming a charter city—before hearing any information about it (see Figure 24). Forty-five percent (45%) support becoming a charter city while 19 percent oppose it, and 36 percent are unsure. Support is soft, however, with 20 percent “strongly” in support and 25 percent only “somewhat.”
Support increased 23 points, from 45 percent to 68 percent, after respondents heard or read a brief statement describing what it means to become a Charter City (see Figure 24). The statement read as follows:

Here is some more information. Currently, Ontario is a general law city, meaning that the City only has those powers and may only adopt local laws governing the City as provided by State law. Becoming a charter city would give Ontario “home rule” authority over its local affairs to exercise powers and adopt laws which may be different than State law and which are tailored to the specific issues in our own community. It would provide more local control in determining land use decisions and contracts with vendors.

There was statistically no change in the proportion who oppose Ontario becoming a Charter City; the increased support reflects those who were initially undecided now offering their support.

Generally speaking, does a down payment assistance program for first-time homebuyers, with priority given to Ontario residents and workers, sound like something you would strongly support, somewhat support, somewhat oppose, or strongly oppose? 55%
25%
5%
7%
8%
Strongly support
Somewhat support
Somewhat oppose
Strongly oppose
Don’t know
Total
Oppose
12%
Total
Support
81%
1191

While overall support is strong, intensity of support remains modest, with 27 percent saying they would “strongly” support the City of Ontario becoming a charter city, while 41 percent “somewhat” support this proposal. This reflects that most of the increase in support came from those who were initially undecided and, therefore, may only be willing to offer soft support.

While 22 percent oppose it, just 10 percent “strongly” do so (13% “somewhat” oppose), and nine percent are uncertain.

Figure 24: Support/Opposition Toward Becoming a Charter City Before and After Information

Whether Ontario becomes a charter city or not will be decided at the ballot box if the City Council chooses to pursue it. The survey results show that registered voters are far more undecided and less supportive than non- voters. When first asked about becoming a charter city, 39 percent of registered voters supported the proposal while 21 percent opposed it, and 40 percent were uncertain. This compares to support from 77 percent of non - voters and opposition from a low nine percent (15% uncertain). After inf ormation, nine in 10 (90%) non -voters support becoming a charter city—26 points higher than the 64 percent of voters who do so (with 25% of voters opposed).

Results Among Subgroups:

Support for becoming a charter city rose by double digits with every major subgroup analyzed, with support now above 60 percent with every subgroup other than those least affluent. Notable differences in support after information include the following:
• Those earning $30,000 or less are far less likely to support becoming a charter city (50% support) than those earning between $30,000 and $100,000 (72%), or more (71%). 27%
41%
13%
10%
9%
20%
25%
8%
11%
36%
Strongly support
Somewhat support
Somewhat oppose
Strongly oppose
Don’t know
Initial After Info
Total
Support
45%
Total
Oppose
19%
Total
Support
68%
Total
Oppose
22%
Here is some more information. Currently, Ontario is a general law city, meaning that the City only has those powers and may only adopt local laws governing the City as provided by State law. Becoming a charter city would give Ontario “home rule” authority over its local affairs to exercise powers and adopt laws which may be different than State law and which are tailored to the specific issues in our own community. It would provide more local control in determining land use decisions and contracts with vendors. 1192

• Support is stronger among Spanish-speaking Latino residents (76%) than English-speaking Latino residents (66%)
• Support is stronger in City Council District 2 (74%) than other districts (64% to 68%). • Support is slightly weaker with those 18 to 49 than those older (65% to 73%).

Section 6: Sources of Information

As in 2021 and 2023, residents were asked to evaluate how often they turn to a number of sources for information about the City of Ontario’s programs, events, and issues (see Figure 25). As in past years, the most mentioned source is Ontario Living Magazine , with 61 percent utilizing this source at least occasionally. This is followed by word of mouth (55%), the City of Ontario's website (53%), and local unofficial social media pages belonging to private community groups (51%). An only slightly lower proportion, 45 percent, turn to City of Ontario’s official social media pages for information.

Lower numbers utilize inserts included in your utility bill (40% frequently or occasionally), the Nextdoor website or app (37%), the City of Ontario’s e-newsletter (37%), the phone app known as My Ontario (25%), and Inland Valley daily Bulletin online or in print (24%).

The proportion relying on word of mouth has increased from past years (55% from 45% in 2023 and 47% in 2021).

There is little change in the proportion utilizing the other sources of information at least occasionally compared to past years.

Results Among Subgroups
The top four sources of information are generally the same among the subgroups analyzed. Notable differences include the following:
• Residents ages 18 to 29 rely most on word of mouth (58%) and unofficial social media pages (55%). Those 30 to 49 rely most on Ontario Living Magazine (67%) as well as word of mouth (59%) , the City’s website (57%), and unofficial social media pages ( 56%). Two out of three (66%) of those older rely on Ontario Living Magazine while 54 percent also turn to the City’s website. • Women ages 50 or older are among the most likely to utilize Ontario Living Magazine (71%). While 51 percent of women ages 50 or older rely on unofficial social media—putting it among their top sources— a lower 36 percent of men ages 50 or older do so.
• Homeowners turn most to Ontario Living Magazine (68%) while renters utilize local unofficial social media (58%) and word of mouth (57%) sources in the highest numbers. • While the top sources of information are generally the same regardless of City Council D istrict, residents in Districts 1 and 4 are more likely to turn to local unofficial social media sources (61% each) than those in District 2 (37%) or 3 (45%).
• Ontario Ranch residents get information from word of mouth in some of the highest numbers (73%).

However, the top sources are the same among residents of Ontario Ranch and Old Town. 1193

Figure 25: Use of Sources for Information on City programs, Events, and Issues. 2021-2025 (Ranked by Frequently/Occasionally 2025; *Indicates item was split sampled)

24%
20%
18%
27%
19%
14%
15%
12%
9%
9%
36%
35%
36%
24%
26%
25%
21%
25%
16%
15%
12%
22%
28%
19%
23%
22%
14%
23%
16%
23%
25%
19%
18%
26%
29%
28%
44%
37%
52%
50%
4%
4%
10%
5%
8%
Ontario Living Magazine
Word of mouth
City of Ontario’s website
Inserts included in your utility bill
*The Nextdoor website or app
City of Ontario e-newsletter
*The phone app known as My Ontario
Frequently Occasionally Rarely Never Don’t Know Rarely/ Never
Freq/
Occas
37%61%
41%55%
46%53%
45%51%
52%45%
50%40%
58%37%
60%37%
68%25%
73%24%
*Local unofficial social media pages belonging to private community groups, on platforms such as Facebook,
Instagram and X, formerly known as Twitter
*City of Ontario’s official social media pages such as
Facebook; Instagram; and X, formerly known as Twitter
Inland Valley Daily Bulletin online or in print
1194

Section 7: Summary of Results by City Council Districts

The following outlines the results by City Council D istrict for easy reference. There were few notable differences by Council District. Only notable differences are reported below, as well as the top issue priorities in each district.

District 1
• Two out of three (68%) District 1 residents believe Ontario is an “excellent” or “good” place to live —slightly below the 77 percent and 78 percent who feel this way in District 2 and 3, but similar to the 67 percent who gave this response in District 4.

• When asked to rate how serious they consider a number of issues, the highest proportion gave responses related to the cost of living and cost of housing, as well as homelessness . Top concerns in District 1 are as follows (ranked by “very serious”):

• The ability to purchase a home (63% very serious, 80% total serious) • The difficulty for residents to own a home in the City (63%, 80%) • The cost of housing (60%, 80%)
• The cost of living (56%, 88%)
• The number of individuals who are homeless (59%, 86%) • A lack of affordable housing (46%, 72%)
• Use and abuse of drugs such as opioids and fentanyl (48%, 76%) • Speeding and unsafe driving (50%, 70%)—a higher concern in District 1 than District 2 (41%), 3 (28%), and 4 (30%)
• Drug use and drug abuse (45%, 78%)

Figure 26 shows evaluations of local issues by each City Council District.

District 2
• Seventy-seven percent (77%) of District 2 residents believe Ontario is an “excellent” or “good” place to live— similar to the 78 percent in District 3 and higher than 68 percent in District 1 and 67 percent in District 4.

• When asked to rate how serious they consider a number of issues, as in District 1, issues related to housing and cost of living as well as homelessness top the list. Top concerns in District 2 are as follows (ranked by “extremely serious”):

• The cost of housing (73%, 92%)—called a serious issue by the highest proportion across all districts • The ability to purchase a home (60%, 90%)—called a serious issue by the highest proportion across all districts • Cost of living (59%, 90%)
• The number of individuals who are homeless (52%, 81%) 1195

• Use and abuse of drugs such as opioids and fentanyl (50%, 69%) • The difficulty for residents to own a home in the City (48%, 68%) • A lack of affordable housing (46%, 81%)
• Drug use and drug abuse (45%, 72%)

• When asked to rate their level of satisfaction with the delivery of various city services, the same services are generally ranked at the top regardless of district of residence. However, District 2 residents are more likely to be very satisfied (based on a rating of “6” or “7” on the 7-point scale) with the job the City is doing maintaining traffic safety (52% “6” or “7” rating, compared to 31% to 37% in other districts)—putting it among the services with which these residents express the most satisfaction.

• District 2 residents are the least likely to feel safe in their neighborhood at night (58%, compared to 64% to 81% in other districts ) or nearby park at night ( 39%, compared to 49% to 57%). However, notably, they are more likely to belie ve crime has decreased in their neighborhood (31%, compared to 14% to 20% in other districts).

• Over 8 in 10 (83%) District 2 renters are interested in owning a home in Ontario at some point in the future— the highest proportion across the four districts (66% to 73% in other districts). Yet just 33 percent are at least somewhat confident they will be able to afford to do so.

District 3
• Seventy-eight percent (78%) of District 3 residents believe Ontario is an “excellent” or “good” place to live— similar to the 77 percent in District 2 and higher than 68 percent in District 1 and 67 percent in District 4.

• When asked what is the most serious issue facing residents in an open -ended question where no response options were provided, District 3 residents were more likely to mention issues related to construction, development, and overpopulation, with 26 percent giving this response compared to eight percent to 12 percent in other districts. While homelessness was the most volunteered issue in other districts, it is a far lower concern in District 3, with 12 percent giving this response compared to 28 percent to 30 percent in other districts.

• District 3 residents react with less intensity to most issues tested than those in other districts . Moreover, residents in this district express much less concern about homelessness. Top concerns in District 3 are (ranked by “very serious”):

• The cost of housing (49%, 78%)—far lower than 60% to 73% very serious in other districts • The difficulty for residents to own a home in the City (49%, 77%) • Cost of living (45%, 82%)—lower than 56% to 61% very serious in other districts • The ability to purchase a home (45%, 77%)—far lower than 60% to 64% very serious in other districts • The amount of truck traffic (41%, 71%)—higher than 24% to 35% very serious in other districts 1196

• Burglary, car theft, and other property crimes (39%, 74%) • A lack of affordable housing (39%, 67%)
• The number of warehouses and industrial buildings in the City (37%, 67%)—overall named by more residents as a serious concern in District 3 than other districts (44% to 54%) • The amount of taxes people have to pay for city services (37%, 66%) • The number of individuals who are homeless (36%, 81%)—lower than 52% to 59% very serious in other districts • The loss of local business (36%, 80%)

• When asked to rate their level of satisfaction with the delivery of various city services, the same services are generally ranked at the top regardless of district of residence. However, District 3 residents are less likely to say they are very satisfied (based on a rating of “6” or “7” on the 7-point scale) with most services. Moreover, the average— or mean —score for most service s is lower among District 3 residents than those in other districts.

• District 3 residents are more likely to be homeowners (69% compared to the sample average of 56%). They are slightly less likely to support down payment assistance (73%) than those in other districts (83% to 85%) potentially as a result of this.

• These residents are the most likely to feel safe in their neighborhood at night (81% compared to 58% to 72% in other districts) or nearby park at night (57% compared to 39% to 50% in other districts). Yet, they are also the most likely to believe crime has increased in their neighborhood (47% compared to 27% to 31% in other districts).

• Property theft, including home burglaries, break-ins, theft, and stealing packages was volunteered by nearly 1 in 4 (22%) District 3 residents as the most serious public safety concern in their neighborhood —making it the most mentioned concern (statistically similar to the 20% saying homelessness). This is far greater than the eight percent to 11 percent in other districts who volunteered this issue.

District 4
• Sixty-seven percent (67%) of District 4 residents believe Ontario is an “excellent” or “good” place to live — similar to the 68 percent in District 1 but lower than 77 percent in District 2 and 78 percent in District 3.

• District 4 residents called homelessness a serious concern in the highest proportion across the four districts— although they expressed far more concern about the cost of housing and the cost of living. Specifically, the issues considered most serious in District 4 are (ranked by “extremely serious”):

• The cost of housing (70%, 81%)
• The difficulty for residents to own a home in the City (67%, 86%) • The ability to purchase a home (64%, 81%)
• Cost of living (61%, 93%)
1197

• A lack of affordable housing (59%, 96%)—the highest proportion calling this issue “very” serious across the four districts (39% to 46%) and serious overall (67% to 81%) • The number of individuals who are homeless (52%, 92%)—highest overall concern across four districts • The local air quality (47%, 78%)—far more overall concern (50% to 59%) and intensity (35% to 34%) compared to other districts
• The loss of local business (42%, 75%)

Figure 26: Ranking of Issue Concerns by City Council District, 2025 (Very Concerned Shown; ^Indicates not part of split sample)

District 4District 3District 2District 1TotalIssue
70%49%73%60%62%The Cost Of Housing
64%45%60%63%57%Ability To Purchase A Home
67%49%48%64%57%The Difficulty For Residents To Own A Home In The City 61%45%59%56%55%Cost Of Living
52%36%52%59%49%The Number Of Individuals Who Are Homeless 59%39%46%46%48%A Lack Of Affordable Housing
39%31%50%48%42%Use And Abuse Of Drugs Such As Opioids And Fentanyl 37%39%41%39%39%Burglary, Car Theft, And Other Property Crimes 35%34%45%45%39%Drug Usage And Drug Abuse
42%36%37%39%39%The Loss Of Local Businesses
30%28%41%50%37%Speeding And Unsafe Driving
28%37%41%29%34%The Amount Of Taxes People Have To Pay For City Services 30%32%39%36%34%The Quality Of Public Education
47%34%30%25%34%Local Air Quality
33%33%27%38%33%Crime In General
37%31%34%32%33%Illegal Dumping Of Bulky Items
35%41%28%24%32%The Amount Of Truck Traffic
35%29%29%33%31%The Condition Of Streets And Roads
34%37%23%23%29%The Number Of Warehouses And Industrial Buildings In The City 20%30%22%31%26%Inefficiency In City Government
7%20%26%39%23%Rundown And Abandoned Buildings
17%21%18%32%22%A Lack Of Park Space In The City
22%19%23%22%21%Too Much Growth And Development
27%24%15%19%21%The Lack Of Afterschool And Youth Recreational Programs 1198
Department: Economic Development
Prepared By: Jennifer Hiramoto
Staff Member Presenting: Jennifer McLain
Hiramoto, Economic Development Director
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 18
SUBJECT:

STADIUM OPERATING AND MANAGEMENT AGREEMENT BETWEEN THE CITY OF

ONTARIO AND ASM GLOBAL STADIUM MANAGEMENT, LLC

CITY OF ONTARIO
Agenda Report
May 20, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize the City Manager or his designee, to execute a 10-year Operating and Management Agreement with ASM Global Stadium, LLC, ("Manager"), in substantially the form attached, for the Ontario Baseball Stadium ("Stadium").

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the Growth and Evolution of the City's Economy Operate in a Businesslike Manner
Encourage, Provide or Support Enhanced Recreational, Educational, Cultural and Healthy City Programs, Policies and Activities
FISCAL IMPACT:

The fiscal impact is as described below:

EXPENSES
The City will incur the following expenses related to the Management Services Agreement:
1 .

Pre-Opening Term:

From one year before the Grand Opening Day to one month before the Grand Opening Day, the monthly fixed fee will be $10,000.
2 .

Post-Opening Term:

Starting one month before the Grand Opening Day, the City will pay the Manager a base fixed fee of $20,000 per month ($240,000 annually), subject to annual adjustments based on the lesser of 2.5% or the Consumer Price Index (CPI-U), excluding the fiscal year ending in July 2025.

REVENUE
1 .

Incentive Fee:
1199
1 .

Incentive Fee:

Starting after the first full fiscal year following the Grand Opening Day, the Manager will be entitled to an incentive fee based on Net Operating Income (NOI):

First Benchmark: For NOI up to $500,000, the City receives the first $250,000, and the Manager receives the next $250,000.

Second Benchmark: For NOI exceeding $500,001, the City receives 75%, and the Manager receives 25%.

NOI excludes revenue from Stadium naming rights.

These financial obligations will be funded from the appropriate budget allocations for the project each fiscal year.

BACKGROUND & ANALYSIS:

The City of Ontario is in the process of developing a 199-acre Regional Sports Complex south of Riverside Drive, and bounded Chino Avenue, Vineyard Avenue and the Cucamonga Creek Flood Channel. Anchoring this development, dubbed the "Ontario Sports Empire," is a 6,500-capacity professional baseball stadium ("Stadium") on approximately 11.33 acres.

The Stadium will be delivered by March 2026, and
is the future home of the Single A-Dodger affiliate
minor league baseball team. Construction is underway now. The City entered into a Stadium Venue Agreement on October 10, 2024, with Rancho Baseball LLC., who later assigned the contract to Diamond Baseball Holdings, LLC ("DBH"). This Stadium Venue Agreement allows DBH to host all regular season and postseason baseball games (approximately 66 days) and 20 other related- baseball event days and gives DBH certain rights to operate baseball-related activities - and 20 non- baseball special events - during the baseball season within the Stadium. This includes activities include selling tickets, sponsorship and advertisement, operating the Dodger-affiliate Single-A Team, and programming the non-baseball days. DBH is also permitted to use portions of the Stadium throughout the year, including 365-day exclusive access to Team offices, merchandise, sales facilities, and the home and visiting club houses.

While DBH holds a license permitting limited use of the Stadium - specifically, the ability to program events for up to approximately 88 days per year in accordance with the Venue Stadium Agreement - a dedicated Stadium Operator (“Operator”) is required to manage activities during the remaining days. This may include concerts, graduations, sports competitions, and other special events.

Additionally, the Operator will work collaboratively with DBH to ensure the smooth operation of the baseball season. This includes operating concessions, managing parking and coordinating municipal services such as traffic control and security.

Under the terms of the Venue Stadium Agreement, the City has a right to select an Operator of the Stadium. The action before the City Council is requesting authorization to execute a Stadium Operating Agreement between the City of Ontario and ASM Global Stadium Management, LLC. ("ASM").

The proposed Agreement would hire ASM to operate, manage, market and promote the Stadium 1200
once it opens March 2026. The Agreement also allows for pre-opening services, which includes consulting, management and marketing services in connection with the preparation of the Stadium to conduct business leading up to opening day.

Key terms of the contract include the following:

TERM: Commencing one (1) month prior to the ballpark grand opening in March 2026, a ten (10) year initial term with two additional five-year renewable options at the discretion of the City.

STANDARD OF SERVICE: Establishes a standard of service to ensure effective management of a First-Class multi-purpose sports, entertainment and concert venue that generates revenue, maximizes positive economic impact, maximizes number of events and attendance, and ensures that it is an attractive venue to promote and book a wide variety of events.

FEES: Establishes a pre-opening fee, a fixed-rate once the stadium is open, and a Net Operating Income share formula between the Operator and the City.

RE-OPENER: After the third full year, the City and ASM have the right to reopen discussions pertaining to the term and the structure of the incentive fee.

The City has existing contracts with ASM and/or its affiliate companies for the management of other City facilities, including the Toyota Arena and the Ontario Convention Center. Given the City's previous positive experiences in working with ASM at these other locations in addition to ASM's global experience in venue management, it is recommended that the City Council adopt this Stadium Operating Agreement.

1201
46700.12006\42072218.4

STADIUM OPERATING AND MANAGEMENT AGREEMENT

BETWEEN

CITY OF ONTARIO,
a California municipal corporation

AND

ASM GLOBAL STADIUM MANAGEMENT, LLC,
a Delaware limited liability company

Dated _________________
(For Reference Purposes Only)

1202
46700.12006\42072218.4

i

TABLE OF CONTENTS

1 DEFINITIONS .................................................................................................................... 2 2 ENGAGEMENT OF THE MANAGER ............................................................................. 5 3 TERM AND RENEWAL TERM ....................................................................................... 7 4 STANDARD OF SERVICE ............................................................................................... 8 5 OPERATING AND MANAGEMENT SERVICES .......................................................... 9 6 FINANCIAL PROVISIONS ............................................................................................ 11 7 UTILITIES ........................................................................................................................ 13 8 FUNDING; BUDGETS; BANK ACCOUNTS ................................................................ 13 9 RECORDS; AUDITS AND REPORTS ........................................................................... 18 10 MANAGER’S EMPLOYEES .......................................................................................... 19 11 SUBCONTRACTING ...................................................................................................... 19 12 INDEMNIFICATION....................................................................................................... 20 13 INSURANCE .................................................................................................................... 20 14 OWNERSHIP OF ASSETS .............................................................................................. 23 15 ASSIGNMENT; AFFILIATES ........................................................................................ 23 16 LAWS AND PERMITS .................................................................................................... 24 17 TERMINATION ............................................................................................................... 25 18 MISCELLANEOUS ......................................................................................................... 26

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1 STADIUM OPERATING AND MANAGEMENT AGREEMENT

This STADIUM OPERATING AND MANAGEMENT AGREEMENT (“Agreement”) dated as of , 2025 (for reference purposes only), is made by and between the City of Ontario, a municipal corporation organized under the laws of the State of California ("City"), and ASM Global Stadium Management, LLC, a Delaware limited liability company , whose current principal office address is 300 Conshohocken State Road, Suite 770, West Conshohocken, PA 19428 ("Manager"). The City and Manager are sometimes collectively referred to herein as the “Parties” and each individually as a “Party.”

RECITALS
A. The City is the owner of that certain real property consisting of approximately 199 gross acres of land, bounded to the north by Riverside Drive, to the south by Chino Avenue, to the west by the unimproved right -of-way for Vineyard Avenue, and to the east by the C ucamonga Creek Flood Control Channel, located in the City of Ontario, County of San Bernardino, California, (the “Site”), upon which the City intends to improve the Site with municipal sports complex facilities (the “Sports Complex”).

B. A portion of the Sports Complex Site will be improved with a state -of-the-art baseball stadium reasonably necessary for the proper playing of pr ofessional baseball, which includes permanent seating for approximately 4,000 to 5,000 fans, plus grass berm seating for between 500 and 1,500 fans, the playing field, home and visiting team locker rooms, umpires’ dressing rooms, ticket sales facilities, press facilities, radio and television broadcast facilities, stadium offices, concession/merchandise stands, reas onable storage and maintenance areas, and other elements required for use and operation of the Stadium and all areas of the Stadium normally made available to spectators, (the “Stadium”) situated on approximately 11.33 acres of the Site.

C. The Stadium is to be the home location for use by a professional minor league baseball franchise to hold its home games and other related baseball events (“Team Events”) and for other events to be held throughout each calendar year, including but not limited to, the State of the City event, community and civic events, certain holiday celebrations, conventions, trade shows, concerts and similar attractions (“City Events” and “Other Events” ). Team Events, City Events and Other Events shall have the meaning as each term is defined in the Stadium Venue Agreement (described below) and may be hereinafter collectively referred to as the “Events” in this Agreement.

D. The City and Rancho Baseball, LLC (“Team”) entered into that certain Stadium Venue Agreement dated October 10, 2024 (the “Venue Agreement”) whereby the City has granted a license to Team to train its baseball team , hold its Home G ames and other Team Events (for purposes of this Agreement, (“Home Games” and “Team Events” shall have the meaning as such terms are defined in the Stadium Venue Agreement) at the Stadium.

E. Rancho Baseball, LLC, as Assignor, has assigned to DBH Rancho Cucamonga, LLC, as Assignee, and Assignee has accepted and assumed from Assignor, all of its rights, duties and obligations in, to and under the Venue Agreement pursuant that certain Assignment and Assumption of License Agreement dated January 10, 2025 (the “Assignment”) . The City has consented to and acknowledged the Assignment by Assignor to Assignee pursuant to that certain 1204
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2 Consent and Acknowledgement Agreement to Assignment and Assumption of Stadium Venue Agreement dated January 10, 2025 between the City and DBH Rancho Cucamonga, LLC.

F. The City has the right and authority to enter into a contract for the operating and management of the Stadium, subject to the terms and conditions of the Venue Agreement.

G. The Manager is experienced and engaged in the business of providing operating and management services, including operations and marketing services, for sports, entertainment, convention and other multipurpose facilities.

H. The City desires to engage the Manager, and the Manager desires to accept such engagement, to provide operating and management services for the Stadium on the terms and conditions set forth herein.

NOW THEREFORE , in consideration of the mutual covenants contained herein, the foregoing recitals are true and correct and are incorporated herein as a part of this Agreement and for good and valuable consideration, the receipt of which are hereby acknowledged, the Parties hereto agree as follows:
1 DEFINITIONS
For purposes of this Agreement, the following terms have the meanings referred to in this Section 1:

1.1 "Affiliate" means a person that directly or indirectly, through one or more intermediaries, controls or is controlled by, or is under common control with, a specified person.

For purposes of this definition, "control" means ownership of equity securities or other ownership interests which represent more than 40% of the voting power in the controlled person.

1.2 "Approved Budget" means any budget submitted by Manager, as approved by the City pursuant to Section 8 hereof.

1.3 "Business Day" means any day other than a Saturday, Sunday or legal holiday or a day on which banks located in the State of California are not open for business.

1.4 "Capital Equipment" means any and all furniture, fixtures, machinery or equipment, either additional or replacement, having a per item original cost of Fifteen Thousand Dollars ($15,000) or more and an expected useful life of more than one year , or as such cost may be amended from time to time and defined in the City’s capital asset policy.

1.5 "Capital Improvements " means any and all building additions, alterations, renovations, repairs or improvements that have an initial dollar cost of not less than Fifteen Thousand Dollars ( $15,000) per project, or as such cost may be amended from time to time and defined in the City’s capital asset policy .

1.6 "City Manager" means the senior administrative official of the City as from time to time appointed by the City Council, or such person as may from time to time be authorized in writing by such administrative official to act for him/her with respect to any or all matters pertaining to this Agreement.

1.7 “Effective Date” means the last date upon which the parties have fully executed this Agreement.

1.8 "Event Expenses " means any and all expenses incurred or payments made by 1205
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3 Manager in connection with the occurrence of events at the Stadium , including but not limited to costs for event staffing including ticket takers, security and other event staff, and costs relating to setup and cleanup.

1.9 "First-Class" means quality of the best; the finest; the highest class, grade, or rank; and highest distinction with respect to the operation, management, marketing, and promotion of the Stadium, including, but not limited to, professional promotion and marketing efforts, service oriented guest and tenant services, premium food and beverage services, timely repairs, maintenance, and cleaning of building, equipment, and grounds, providing a positive, safe and secure Stadium for patrons and employees, providing state-of-the-art technology to patrons, and parking services.

1.10 "Fiscal Year" means a one year period beginning July 1 and ending June 30 (i.e., a reference to the 2025 Fiscal Year means the year ending June 30, 2025).

1.11 “Grand Opening Day” means the date scheduled as the Team’s first Home Game to be held and played at the Stadium.

1.12 "Gross Operating Revenues" means the total gross revenue earned and received by the City or Manager from the operations of the Stadium or any portion thereof, including without limitation, revenue received in connection with Stadium naming rights sponsorship, all ticket sales revenue, license fee from Team (or annual base lease payment), ticket fees, service fees or charges, handling fees, concession revenue, naming or advertising rights revenue, merchandise revenue, neighborhood or concourse sponsorship re venue, or other revenue derived from attendance or ticket sales, concession, merchandise, sponsorship, in- Stadium Concessions Related Sponsors (non-exclusive pouring or serving rights), signage and digital and stadium advertising inventory, off-Stadium pre mises advertising on Sport Complex digital sign on the 60 freeway, naming, advertising, parking, for all operations and/or events held in the Stadium (including all Team Events, Other Events and City Events), any sources of revenue not provided for in the Venue Agreement with the Team , or Revenue share amounts received from Team per the terms of the Venue Agreement with the Team.

Notwithstanding the foregoing, Gross Operating Revenue shall not include (i) any funding provided by the City, including, but not limited to, any shortfall funding as described in Section

8.1 herein, (ii) any parking taxes or other taxes collected by the Manager (or the TEAM) and due to the City where such taxes are specifically required to be collected and transmitted to the City or where the City is pass-through entity for any such taxes, including but not limited to, those certain parking taxes under Tit le 3, Chapter 8 of the Ontario Municipal Code, and (iii) certain revenue where Team has the right to collect and retain, in whole or in part, including revenue sharing percentages due to Team under the Venue Agreement with Team), in the following areas:
(i) Team’s ticket revenue, except $1 for every ticket over 225,000 tickets sold for its baseball events each year goes to the City.
(ii) Team’s merchandise, and advertising revenue generated (except as otherwise provided in agreement with Team) during and connected to its games and events. The Team will select and manage its ticketing vendor.
(iii) Team shall receive 60% of the parking revenue (gross revenue minus the parking tax, which will be retained by the City) received from City-owned or operated lots within the vicinity of the Stadium on game days starting three (3) hours before game time until the end 1206
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4 of the game.
(iv) Team shall receive 50% of all gross revenues amount (before sales commissions or other expenses, if any) from in- stadium concessions related sponsorship and pouring/serving rights to be applied toward mutually agreed upon advertising and hospitality package for Team Events.
(v) Team receives on a monthly basis an amount equal to thirty five percent (35%) of the total net concessions and catering revenue during baseball games and Team Events, and ten percent (10%) of the total net concession and catering revenue for any City Events (City- sponsored non- baseball events) taking place during the baseball season. Net concessions and catering revenue is defined as total concessions revenue minus applicable state and local sales tax. (vi) Agreed upon amounts Team receives from stadium title sponsorship revenue: $200,000/year for first 10 years and $225,000/year for remainder years of Agreement with Team (for foregoing receipt of the stadium title sponsorship directly). (vii) Team shall receive 50% share of gross neighborhood/concourse sponsorship revenue.

1.13 “Net Operating Income” means the amount by which the Gross Operating Revenue (that does not include the Team’s Revenue share amounts described below) exceeds the Operating Expenses in any given Fiscal Year during the Term of the Agreement.

1.14 "Net Operating Loss " means with respect to a Fiscal Year, the excess, if any, of Operating Expenses for such Fiscal Year over Operating Revenues for such Fiscal Year.

1.15 "Operating Expenses " Means all of the costs and expenses paid or incurred in connection with the ownership, operation, repair, restoration, maintenance and management of the Stadium, including but not limited to, water and sewer charges; insurance premiums; any deductible portion of an insured loss conce rning the Site, the Stadium premises or any items or matters described in this Section (except for earthquake deductibles); management fixed fees payable pursuant to Sections 6.1.1 and 6.1.2 herein; utilities; refuse disposal; lighting; fire detection systems including monitoring, maintenance and repair; security; janitorial services; reasonable costs incurred in the management of the Stadium, if any, maintenance (but not installation) of air -conditioning and heating; supplies, materi als, equipment and tools, including maintenance and repair costs and service contracts; costs of licenses, permits and inspections; ordinary maintenance and repair of the Stadium, reasonable costs, included in the Approved Budgets, of travel by such corporate or regional personnel in connection with Manager's operation and management of the Stadium, and other items that are stated elsewhere in this Agreement to be "Operating Expenses."
Notwithstanding the foregoing, Operating Expenses does not include (i ) Team costs and expenses for its own operations of the baseball team, the salaries, benefits, expenses or overhead of Team, any costs related to, incurred by or associated with any ve ndors engaged directly by Team; (ii) other costs, such as financing costs, administrative costs, vendor enforcement costs, rent taxes, gross receipt taxes (whether assessed against City or assessed against Team and collected by City, or both); (iii) capital expenditures where the City provides the funding for any such capital expenditures; (iv) the incentive fee payable pursuant to Section 6.1.3 below, (v) real property taxes or similar charges levied or assessed against the Stadium or the land in which the Stadium is situated, including but not limited to any possessory interest tax assessed upon the Manager arising 1207
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5 as a result of this Agreement, (vi) any expenses relating to Manager personnel based in Manager's corporate headquarters in Pennsylvania or its regional field locations (other than the reasonable costs, included in the Approved Budgets, of travel by such corporate or regional personnel in connection with Manager 's operation and management of the Stadium , which costs shall be Operating Expenses) and (vii) any taxes based upon or measured by gross receipts, income, profits, sales, use and occupation, and value added, ad valorem, transfer, franchise, withholding, payroll, recapture, employment, service, excise and property taxes which are not directly related to the operation of the Facility which are owed by the Manager.. Solely for purposes of (i) calculating Net Operating Loss and (ii) identifying Operating Expenses which will be budgeted in Approved Budgets, Operating Expenses shall exclude all extraordinary expenses and all interest, income tax, depreciation and amortization expenses.

Notwithstanding anything else to the contrary contained herein, to the extent that any affiliate of Manager provides certain corporate overhead -type services on behalf of Manager and other affiliates of Manager, including without limitation such services a s financial or human resources, then Manager shall be permitted to include within the definition of Operating Expenses an expense equal to the reasonable allocation to Manager (and therefore to the Stadium) of the cost of such expenses incurred, as determined by Manager (or its affiliate) in its reasonable discretion; provided such allocated and proportionate cost is directly related to the operation of the Stadium.

1.16 "Pre-Existing Agreement" means each contract, license, agreement, option, lease and commitment existing as of the date of this Agreement that grants any person or entity any right (i) to license, use, occupy or rent all or any portion of the Stadium , or (ii) to provide goods and/or services to be used in the management, operation, use, possession, occupation, maintenance, promotion or marketing of all or any portion of the Stadium, including the Stadium Venue Agreement . Before the Effective Date of this Agreement, Manager has revi ewed t he Stadium Venue Agreement and any other pre -existing a greements submitted by the City to the Manager and Manager shall perform its duties under this Agreement subject to the rights and obligations under such Pre -Existing Agreement s.

1.17 "Primary User " means DBH Rancho Cucamonga , LLC, as licensee, under the Venue Agreement. Primary User may also be sometimes referred to as “Team”.

1.18 "Renewal Term" means the additional period for which this Agreement may be renewed at the option of the City Council in accordance with Section 3.2 hereof beyond the Initial Term.
2 ENGAGEMENT OF THE MANAGER

2.1 General Scope of Engagement . The City hereby engages Manager to promote, manage, operate and market the Stadium during the Initial Term and the Renewal Term, if any, upon the terms and conditions hereinafter set forth, and Manager hereby accepts such engagement.

During the Initial Term, the Manager will provide the following services:

2.1.1 Pre-Opening Consulting and Management Services. Commencing on the Effective Date and continuing to one (1) month prior to the Grand Opening Day, subject to the limitations set forth in this Agreement, including the terms and conditions of the Venue Agreement, Manager, as agent and representative and for the account of City, shall provide consulting, management and marketing services which includes undertaking the following activities ("Pre-Opening Services") in connection with the preparation of the Stadium to conduct 1208
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6 business on and after the Opening Date:
(a) Develop and implement, subject to review and approval by City, a pre-opening marketing plan and budget through the first year of operation of the Stadium following the Opening Date for purposes of (i) selling all commercial rights with respect to the Stad ium, including naming rights, pouring rights, sponsorship, suites and club seats, and (ii) attracting patrons to the Stadium on and after the Opening Date in accordance with the goals of the pre - opening marketing plan and budget; provided that Manager shall use its commercially reasonable efforts to accomplish the sale of the commercial rights and the goals of the marketing plan but does not guaranty that all or any of the commercial rights referenced above will be sold, nor that the goals of the pre-opening marketing plan will be achieved. Manager shall reserve a suite at the Stadium for the Stadium title sponsor for use by said title sponsor at any time during the year, including during any Events at the Stadium.
(b) Negotiate licenses and bookings for, and promote, post -opening events.
(c) Negotiate agreements with food and beverage vendors, merchandise concessionaires, and any other vendors deemed necessary or appropriate by Manager. (d) Recruit and arrange for the employment of an initial staff for the Stadium; train such staff in the operations of the Stadium; and develop procedures as necessary to open and operate the Stadium in accordance with this Agreement. (e) Establish and implement all additional policies and procedures necessary to open and operate the Stadium in accordance with the terms of this Agreement, including policies regarding general operations, accounting systems and controls, food and beverage operations, merchandise concessions, sponsorship, event booking, parking, and security.

Manager shall submit to City, for City's review and approval, any such policies or procedures as City may reasonably request from time to time.

2.1.2 Post-Opening Operating, Management and Maintenance Services .

Commencing one (1) month prior to the Grand Opening Date and for the duration of the Post - Opening Term, subject to the limitations set forth in this Agreement, including the terms and conditions of the Venue Agreement, Manager, as agent and representative and for the account of City, shall undertake the following activities ("Post- Opening Services") in connection with the operation and management of the Stadium to conduct business on and after the Opening Date: any activities listed above in Section 2.1.1 and the management, operations, maintenance, booking, commercial sales, marketing, parking, and concessions and catering services . The parties acknowledge and agree that the concessions and catering services will be supported by Premier or a concessions and catering service provider acceptable to the City.

2.2 Manager for the Stadium. Subject to the terms of this Agreement and the Pre - existing Agreements, (i) Manager, as an independent contractor, shall manage, operate, maintain, market and promote the Stadium during the Initial Term and the Renewal Term, if any, and (ii) Manager shall have authority over the day -to-day operations of the Stadium and all activities therein; provided that in each instance Manager shall follow all existing policies of the City (“Policies”) and guidelines of the City (“Guidelines”) now or hereafter established or modified by the City that the City notifies Manager in writing are applicable to the Stadium (including without limitation any methodology pertaining to the allocation of any costs and expenses by the City to 1209
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7 the Stadium as permitted herein) ; provided further that in each instance to the extent that such Policies hereafter modified by the City or Guidelines made or modified adversely affect revenues or expenses at the Stadium , then and in that event, the Revenue, Expense and Net Operating Income/Loss benchmarks, as appropriate, shall be correspondingly adjusted so that they reflect the additional costs or reduced revenues resulting from such established or modified Policies or Guidelines (including without limitation any accounting methodology pertaining to the allocation of any costs and expenses by the City to the Stadium).

2.3 Appointment of Authorized Representatives . The City hereby appoints the City Manager, the Manager hereby appoints the General Manager, and the Primary User has appointed its Manager, each to act as a liaison and contact person between that party and the Manager in matters concerning the administration of this Agreement as it pertains, in the case of the Primary User, all Home Games and Team Events, in the case of the City, all City Events and Other Events (each an " Authorized Representative"). Each Party and the Primary User will have the right to designate a new or substitute Authorized Representative by providing written notice to the Parties.

If the Manager or the Primary User desire to engage in or do any act hereunder which requires the City's approval, such request will be submitted to the City's Authorized Representative and, in the case of the Primary User, the General Manager.

2.4 Approval of the City. To the extent that the approval of the City is required under the terms of this Agreement, the approval of the City Manager shall constitute the approval of the City, except to the extent the approval of the City Council is expressly required by the terms of this Agreement.

2.5 Option to Expand Services . The City shall have the option for the expansion of services, in the areas of sponsorships and concessions, to include the adjacent planned Sports Complex, whereby such expansion shall be done by a separate agreement. 3 TERM AND RENEWAL TERM

3.1 Initial Term. The Initial Term of this Agreement shall commence on the Effective Date and continues for a period of ten (10) years, ending at midnight on the tenth anniversary of the Initial Term, unless extended or terminated earlier pursuant to the provisions of this Agreement. For purposes of accounting for the fees to be paid to the Manager associated with the services provided by the Manager pursuant to the terms in Sections 6.1.1 and 6.1.2 of this Agreement, the Initial Term i s comprised of a Pre -Opening Term and a Post-Opening Term as defined herein this Section 3.1. The “ Pre-Opening Term ” shall mean the period described in Section 2.1.1 hereof. The “Post-Opening Term” shall mean the period described in Section 2.1.2.

The City may, in its sole and absolute discretion, terminate this Agreement during the Initial Term or Renewal Term effective as of the date provided in a Notice of Termination by giving not less than ninety (90) days prior written notice of such termination to Manager, unless Manager agrees to shorter notice.

3.2 Renewal Term . At the sole discretion of the City, t he Initial Term of this Agreement may be extended for up to two additional term periods of five (5) years each (“Renewal Term”) on the same terms and conditions, whereby such extensions must be in w riting signed by both parties. The Initial Term and any Renewal Term may sometimes be referred to as the “Term.”

3.3 New Contract. If (i) the City intends, upon termination of the Initial or Renewal Term to continue to provide management at the Stadium through a private provider and (ii) this 1210
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8 Agreement has not been terminated upon a default by Manager , then the City will prior to December 31 of the final Fiscal Year of the Initial Term (unless the City exercises the option to renew under Section 3.2) or Renewal Term, as the case may be, begin to negotiate and discuss in good faith a new contract or arrangement with Manager for the provision of such services following the completion of such term. The obligation to negotiate with Manager is not intended to guarantee any contract rights for a future contract with Manager or any specific terms or a new contract.
4 STANDARD OF SERVICE

4.1 Standard. The Manager will perform its obligations hereunder according to industry standards and in no event less than the standards adhered to in the management, operation, maintenance and promotion of ot her similar First Class venues. The Manager will exercise its reasonable, good faith efforts in managing and operating the Stadium so as to (a) maintain and operate the Stadium as a First Class multi-purpose sports, public assembly, exhibit, entertainment, concert, events facility, to a standa rd of quality comparable to other f acilities of its kind; (b) maximize Operating Revenues while minimizing Operating Expenses; (c) maximize the number of Events and attendance at Events at the Stadium for at least the Minimum Utilization Standard (as defined below in Section 5.1.1); (d) minimize the legal liability and exposure of the City to the greatest extent possible; (e) enhance the quality of exper ience for all patrons attending Events at the Stadium; (f) maximize the positive economic impact and employment opportunities from the Stadium to the City and the public; and (g) make the Stadium an attractive venue to promote and book a wide variety of Events.

4.2 Manager's Duties . The Manager will owe to the City a duty to perform its obligations under this Agreement and to conduct the management and operation of the Stadium at all times with integrity and good faith and in a manner which in the good faith judgment of the Manager is in the best interest of the Stadium and the City and consistent with the terms of this Agreement. Notwithstanding anything to the contrary set forth in this Agreement, the City recognizes and agrees that performance by the Manager of its responsibilities under this Agreement is in all respects subject to and conditioned upon the timely provision of funds to the Manager for such purposes as hereinafter provided; except that City shall not be deemed in default of this Agreement if any of the events described in Section 8.2 shall occur or exist.

4.3 Primary User's Standard.

4.3.1 Services Related to Primary User . The management and operation of the Stadium and security, staffing and other elements of staging Home Games at the Stadium will be consistent with certain minimum standards negotiated by the City and Primary User consistent with standards as defined in the Venue Agreement (the "Primary User Standards").

4.3.2 Primary User's Representative . The Manager will take direction from the Primary User's Authorized Representative during Home Games and Team Events, provided that the Manager can accomplish any direction from the Primary User's Authorized Representative within the Approved Budget.

4.4 Conflict Between Standards. In the event of any conflict between the standards of performance of the Manager set forth in Sections 4.1 and 4.3.1, the standards agreed to by the City pursuant to Section 4.3.1 will control the performance of the Mana ger with respect to Home Games.
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9 4.5 Compliance with Other Agreements; No Amendments. Nothing in this Agreement is intended to or will modify or amend the Venue Agreement. With respect to the Manager's performance of its services under this Agreement, the Manager will comply with all provisions that the City is subject to pursuant to the Venue Agreements, and all limitations on the City in the Venue Agreement will be limitations on the Manager. In the event the Venue Agreement is amended or supplemented after the Effective Date with terms that materially impact the rights and benefits granted to the Manager under this Agreement, the Parties will mutually negotiate an accommodation or amendment to this Agreement so that the Manager enjoys, to the extent possible, the rights and benefits granted to the Manager on the Effective Date. 5 OPERATING AND MANAGEMENT SERVICES

5.1 Scope of Services. Manager shall perform and furnish such management services and systems as are appropriate or necessary to operate, manage, market and promote the Stadium in a manner consistent with Manager's policies and procedures and the operations of other similar First-Class facilities and subject to the terms and conditions of the Venue Agreement . Manager shall create a positive, safe, clean, organized, service oriented, professional and prosperous premier facility operation and marketing effort with the very highest integri ty, ethical and maintenance standards.

5.1.1 Manager covenants and agrees to use its good faith efforts to utilize the Stadium for at least the Minimum Utilization Standard, subject to interruption of business actually caused by total casualty or force majeure. Minimum Utilization Standard shall mean that Manager agrees to use its best and good faith efforts for securing at least thirty-nine (39) events (“Manager Scheduled Events”) each year during in the Initial Term and Renewal Term, if applicable, of this Agreement. The term “Manager Scheduled Ev ents” shall include any ticketed or non -ticketed performance or event that Manager has initiated or secured such event.

5.2 Specific Services. Without limiting the generality of the foregoing, Manager shall have, without any prior approval by the City (except as otherwise expressl y noted in this Agreement), the right and authority to:

5.2.1 Employ, supervise and direct employees and personnel consistent with the provisions of this Agreement;

5.2.2 Administer relationships with all subcontractors, concessionaires and all other contracting parties to, and during the Initial Term, and any Renewal Terms if applicable, be responsible for performance under the Pre-Existing Agreements;

5.2.3 Negotiate, execute in its own name, deliver and administer any and all licenses, occupancy agreements, rental agreements, booking commitments, advertising agreements, concession agreements, supplier agreements, service contracts (including, without limitation, contracts for cleaning, decorating and set -up, general maintenance and maintenance and inspection of HVAC systems, elevators, stage equipment, fire control panel and other safety equipment, staffing and personnel needs, including guards and ushers, an d other services which are necessary or appropriate) and all other contracts and agreements in connection with the management, promotion and operation of the Stadium , provided that if any such license, agreement, commitment or contract (other than those involving the license, lease or rental of the Stadium in the ordinary course of business) (i) has a term that extends beyond the remaining Initial Term or Renewal Term, if any, as the case may be, or (ii) is a material contract with a 1212
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10 substantial ongoing impact to the Stadium, then such license, agreement, commitment or contract shall be pre -approved and executed by the City (which approval shall not be unreasonably withheld). In connection with any licenses, agreements, commitments or contracts for the Stadium, Manager will use best efforts to include in such documents the right of Manager to assign all of its rights and obligations under such licenses, agreements, commitments and contracts to the City (or to any successor management company retained by the City) upon the expiration or termination of this Agreement, and upon such expiration or termination, such assignment and assumption shall automatically occur as provided in Section 1 7 hereof;

5.2.4 To the extent that Operating Revenues or funds supplied by the City are made available therefore, maintain the Stadium in the condition received, reasonable wear and tear excepted, and in accordance with industry standards; provided that the City shall be responsible for funding all Capital Improvements and Capital Equipment purchases desired or initiated by the City as provided in Section 8.9, which may be administered by Manager;

5.2.5 To the extent that Operating Revenues or funds supplied by the City are made available therefore, rent, lease or purchase all equipment and maintenance supplies necessary or appropriate for the operation and maintenance of the Stadium , provided that the City shall be responsible for funding all Capital Improvements and Capital Equipment purchases pursuant to Section 8.9, which may be administered by Manager;

5.2.6 Subject to City approval, establish and adjust prices, rates and rate schedules for the aforesaid licenses, agreements and contracts and any other commitments relating to the Stadium to be negotiated by Manager in the course of its management, operation and promotion of the Stadium. In determining such prices and rate schedules, Manager shall evaluate comparable charges for similar goods and services at similar and/or competing facilities and shall consult with the City Manager about any adjustments to the rate schedules at the Stadium to be made by Manager;

5.2.7 Pay, when due, all Operating Expenses from Accounts established pursuant to Sections 8.7 and 8.8 of this Agreement;

5.2.8 Provide day-to-day administrative services in support of its management activities pursuant to Approved Budgets and annual plans described herein, including, but not limited to, the acquisition of services, equipment, supplies and facilities; internal budgeting and accounting; maintenance and property management; personnel management; recordkeeping; collections and billing; and similar services;

5.2.9 Engage in such advertising, solicitation, and promotional activities as Manager deems necessary or appropriate to develop the potential of the Stadium and the cultivation of broad community support (including without limitation selling naming rights, advertising inventory and securing product and/or pouring rights for the Stadium ); provided, however, that prior to selling any naming rights for the Stadium, Manager shall meet with the City and provide its recommendation and receive the City's prior approval with respect to the sale of such rights;

5.2.10 City and Manager acknowledge and agree that the Stadium shall contain no fewer than fourteen (14) suites , of which 10 consist of regular suites, one City Suite and one Naming Rights suite, plus one (1) party suite and one (1) Dugout Suite . Subject to the Venue Agreement and the terms of this Agreement, one suite shall be reserved for the City at no cost to 1213
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11 the City (“City Suite”) and one suite reserved for the Title Sponsor as part of the title sponsorship program (“Title Sponsor Suite”) for any Events . Manager shall, or cause its designated concessionaire to, provide City with food and beverages at a discount representing Manager’s cost of the food and beverages purchased by City for consumption in the City Suite. Any food and beverage charges incurred in the City Suite by City shall be paid by Manager and then recouped by Manager from City’s share of Net Operating Income. City or a City representative shall be entitled to carry out from the City Suite any food ordered in connection with and provided within the City Suite for any event.

5.2.11 Manager shall market the Stadium and its environs for shows, public entertainment shows and tourism/visitors and provide services to local members and Stadium patrons, including, but not limited to, housing, visitor guides and membership sales and services.

In connection with its activities under this Agreement, including without limitation advertising relating to the Stadium, Manager shall be permitted to use logos for such name in its advertising, subject to the approval of the City Manager;

5.2.12 Develop annual marketing plans for the Stadium and a booking policy in conjunction with the City and maintain a master set of all booking records and schedules for the Stadium; and

5.2.13 Manage and operate the food and beverage concession and any catering services at the Stadium , including setting the prices for such concession items and catering services. In connection therewith, Manager shall evaluate comparable prices for similar items and services at similar and/or competing facilities.

5.3 City’s Reserved Rights.

The City shall have the sole discretion and final approval for the following: (i) the annual budget, which upon approval will be an Approved Budget, (ii) booking of City Events ; and (iii) selection of the General Manager and any successor General Manager.

5.4 Right of Entry Reserved. Representatives of the City designated in writing by the City Manager shall have the right, upon reasonable advance notice to Manager and at all times , to enter all portions of the Stadium to inspect same, to observe the performance of Manager of its obligations under this Agreement, to install, remove, adjust, repair, replace or otherwise handle any equipment, utility lines, or other matters in, on, or about the premises, or to do any act or thing which the City may be obligated or have the right to do under this Agreement or otherwise.

Nothing contained in this Section is intended or shall be construed to limit any other rights of the City under this Agreement. Nothing in this Section shall impose or be construed to impose upon the City any i ndependent obligation to construct or maintain or make repairs, replacements, alterations, additions or improvements or create any independent liability for any failure to do so.

5.5 Confidentiality. The parties hereto agree that they shall, to the extent permitted by law, keep confidential any and all proprietary information (which shall include all documents which City or Manager mark as confidential or proprietary), and neither party shall divulge any such information, in whole or in part, to any third party, except as required by law, without the prior written consent of the other party.
6 FINANCIAL PROVISIONS

6.1 Management Fees. Commencing upon the Effective Date and for the duration of 1214
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12 the Initial Term and any Renewal Term, if applicable, of the Agreement , the Manager shall be entitled to and be paid a management fee for the provisions of services during the Term periods described herein this Agreement as follows:

6.1.1 Pre-Opening Term Base Fixed Fee. As compensation to Manager for providing the services herein specified during the Pre-Opening Term, the City shall pay Manager a monthly fixed fee in the amount of Ten Thousand Even Dollars ($10,000.00) for pre-opening consulting, management and marketing services. The monthly fixed fees shall be payable on the last day of each month during each Fiscal Year.

6.1.2 Post-Opening Term Base Fixed Fee. Commencing on Post-Opening Term and for the duration of the Initial Term and Renewal Term, if applicable , the City shall pay Manager a monthly management services base fixed fee in the amount of Twenty Thousand Even Dollars ($20,000.00) ($240,000.00 per year), payable on the last day of each month during each Fiscal Year, which amount shall be adjusted upward on the first day of each Fiscal Year, commencing on July 2027, during the Initial Term and any Renewal Term , if applicable, hereof by the lesser of 2.5% or the percentage change in the Consumer Price Index - All Urban Consumers (CPI-U) – San Bernardino- Riverside-Ontario Area -- All Items, during the calendar year immediately preceding such Fiscal Year, as published by the Bureau of Labor Statistics of the U.S.

Department of Labor, or of any revised or successor index hereafter published by the Bureau of Labor Statistics or other City of the United States Government succeeding to its functi ons, as adjusted.

6.1.3 Incentive Fee. Commencing upon the first day after the completion of an entire twelve (12) month Fiscal Year following the Grand Opening Day, Manager shall be entitled to an annual incentive fee with respect to and in the form of a percentage share of the Net Operating Income (“NOI”) with the City, to the extent that there is NOI for that Fiscal Year , and provided that within such Fiscal Year all Operating Expenses have been paid together with debt service on any City Financing (defined below in Section 18.3) relating to the Stadium, during the Initial Term and any Renewal Term which shall be based on certain benchmarks and a distribution schedule of Net Operating Income described below. Additionally, in calculating such incentive fee, Operating Revenues shall not include (i) the revenues related to the sale of naming rights for the Stadium that are limited or otherwise committed pursuant to the financial terms contained in the Venue Agreement, and (ii) any funding or advances from the City to the Manager for cash flow shortfalls that may be provided by the City as described in Section 8.1.2 of the Agreement.

6.1.3.1 Incentive Fee Benchmarks for Distribution of Net Operating Income. Subject to the audit terms in Section 9 herein and the terms of the Stadium Venue Agreement, the distribution of NOI, to the extent that there is NOI, each Fiscal Year is as follows:
(a) First Benchmark : For Net Operating Income up to and including Five Hundred Thousand Even Dollars ($500,000.00), the City shall receive the first Two Hundred Fifty Thousand Even Dollars ($250,000) and Manager shall receive the remainder of NOI up to the next Two Hundred Fifty Thousand Even Dollars ($250,000). (b) Second Benchmark: For Net Operating Income exceeding Five Hundred Thousand and One Dollars ($500,001) , the City shall receive seventy -five percent (75%) of the NOI within this range and Manager shall receive remaining and up to twenty five percent (25%) of the NOI within this range.
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13 Calculations of the NOI each Fiscal Year under this Agreement is subject to the terms and conditions of the Stadium Venue Agreement between the City and the Team.

6.1.3.2 Reopener. At the expiration of the third full Fiscal Year of the Initial Term, the City and Manager have agreed to reopen discussions pertaining the aforementioned terms and structure of the Incentive Fee for the purpose of determining if such terms are appropriate and need to be renegotiated. In the event that the discussions between the parties result in a different Incentive Fee structure, then such changes shall be done by written amendment and executed by the parties respective authorized delegates.

6.1.3.3 Payment. W ithin thirty ( 30) days after the City's receipt from Manager of an annual statement certified by one of its officers setting forth the Operating Revenues and Operating Expenses for the Fiscal Year for which incentive fees are payable and showing the calculation of the incentive fees payable with respect to such Fiscal Year , Manager shall: (i) be entitled to payment of and may withdraw the Incentive fees determined pursuant to the above from the Accounts to satisfy payment of the Incentive F ee for that Fiscal Year, and (ii) remit payment to the City the amount determined to be the City’s share of the NOI for that Fiscal Year. Promptly following the availability of the audited annual financial statements described in Section 9 .1.1 hereof for a Fiscal Year, Manager shall recalculate the incentive fee payable under 6.1.3 for that Fiscal Year; in the event that the amount of such incentive fee which was paid based on Manager's invoice differs from such recalculated amount, Manager shal l promptly remit to the City any excess amount which was paid, or the City shall promptly pay the shortfall, as the case may be. To the extent that the Agreement terminates during any Fiscal Year, the calculation of the incentive fee shall be prorated to take account of the partial Fiscal Year for wh ich the Agreement was in effect.

6.2 Travel and Related Expenses to Manager . Manager is entitled to have any reasonable out-of-pocket travel and related expenses covered and payable from the Accounts and is considered an Operating Expense as described in Section 1.15 above; subject to the audit terms described in Section 9 herein.
7 UTILITIES
The Manager will be responsible for paying for all utilities (including electri city, water, gas, air conditioning and sewer services), to the Stadium with funds from the Accounts established pursuant to Section 8.7; provided, however, in the event of an extraordinary rate increase, which will be deemed to occur if and only if such increase is in the amount of five percent (5%) or more over the prior year and that materially impacts the Operating Budget , the City and the Manager will, in good faith, negotiate an appropriate adjustment to the Operating Budget to account for such extraordinary rate increase. Additionally, the Manager will develop an effective and continuous energy management and conservation program with the City for the management, operation and maintenance of the Manager throughout the term of this Agreement. The City may establish performance goals based on energy resource conservation. The Manager will be responsible f or paying, with funds from the A ccounts established pursuant to Section 8.7, all communication expenses, including all expenses for installation, monthly service and use costs, and taxes incurred for telephones, i nternet, facsimile machines and mobile phones used by the Manager in the performance of the management services under this Agreement. 8 FUNDING; BUDGETS; BANK ACCOUNTS
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14 8.1 Operating Funds.

8.1.1 Subject to Section 8.2 below, following the approval of the annual operating budget for a Fiscal Year, the City shall make available pursuant to Sections 8.1.2, 8.1.3, 8.1.4 and

8.1.5 to Manager any funds (i.e., shortfall) necessary to pay and cover all Operating Expenses incurred or accrued in such Fiscal Year where there was a shortfall in the Gross Operating Revenues.

8.1.2 Subject to Section 8.2 below, to the extent that Operating Revenues during a fiscal quarter period are insufficient, or expected to be insufficient, to cover Operating Expenses for such period, plus a cash reserve amount as approved by the City or such other amount as Manager and the City mutually agree (such aggregate deficiency is hereinafter a "Cash Flow Shortfall"), the City shall advance funds to Manager as provided in Section 8.1.3 below.

8.1.3 Thirty (30) days prior to the beginning of each fiscal quarter during the Initial Term and any Renewal Term, Manager will submi t to the City an invoice for a projected Cash Flow Shortfall for such quarter and the City will transfer such funds to Manager within thirty (30) days after the start of such fiscal quarter. Such funds shall be deposited by Manager in the operating or payroll account(s) est ablished pursuant to Section 8.7 and used to pay Operating Expenses. Within thirty (30) days following the end of each fiscal quarter during the Initial Term and any Renewal Term, Manager will provide a cash reconciliation, in a form acceptable to the City, of the Operating Revenues and Operating Expenses for the Stadium for the fiscal quarter just ended.

8.1.4 If the excess based on actual numbers or on Manager's estimates at the time of funding a Cash Flow Shortfa ll request under Section 8.1.3 of Operating Revenues over Operating Expenses for the Stadium for the fiscal quarter just ended exceeds Manager's entire Cash Flow Shortfall request under Section 8.1.3 for the upcoming fiscal quarter, then the amount of such excess under this Section 8.1.4 shall be either retained by Manager to enhance interest income or returned back to the City, as determined by the City.

8.1.5 To the extent that any such estimates by Manager are used under Section

8.1.3 or 8.1.4, the quarterly cash reconciliations shall include a reconciliation of the difference between (i) such estimates of the excess of Operating Revenues over Operating Expenses for the prior fiscal quarter, if any, and (ii) the actual amount of such excess. At the time of the yearend audit pursuant to Section 9.1 hereof, Manager and the City shall perform a final cash reconciliation for the operating account(s) under Section 8.7 for the previous Fiscal Year.

8.2 Non-Funding.

8.2.1 Any failure by the City to provide funds (beyond the aggregate level of appropriated funds) for the payment of Operating Expenses incurred or committed for after Manager receives a notice of insufficiency of funds shall not be a breach of or default under this Agreement by the City. Any failure by Manager to perform its obligations under this Agreement shall not be a breach of or default under this Agreement if such breach or default results from the City's failure to appropriate sufficient funds for the ma nagement, operation and promotion of the Stadium.

8.2.2 If the City appropriates funds at or reduces appropriated funds to a level that, in Manager's judgment, renders the management of the Stadium not feasible, Manager may, at its option, either (i) continue management of the Stadium at a reduced level consistent with 1217
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15 anticipated Operating Revenues and available funding or (ii) subject to Section 18.4, terminate this Agreement pursuant to Section 17. Following such termination, Manager shall have the right to resume management of the Stadium at such time as the City shall first restore appropriated funds to reasonable levels, if such restoration occurs at any time within the period of the Initial Term or any Renewal Term, as the case may be.

8.3 Annual Operating Plan. On or before the Effective Date, the parties will agree upon an annual management plan (the " Annual Operating Plan"), which will include the annual operating budget described in Section 8.4 for the Fiscal Year beginning on the Effective Date. On or before March 1 of each subsequent year during the Term, the Manager will provide to the City an Annual Operating Plan, which will include the annual operating budget described in Section

8.4 for the next Fiscal Year. The Annual Operating Pl an will include information regarding the Manager's anticipated operations for such Fiscal Year, including planned operating maintenance activities by the Manager, requested Capital Improvements and Capital Equipment purchases and an anticipated budget therefor (the "Annual Capital Improvements and Capital Equipment Plan"), as more fully described in Section 8.9, anticipated Events at the Stadium, anticipated advertising, marketing and promotional activities, planned equipment and furnishings purchases and such other information as the City may request. The Manager shall provide a five (5) year Capital Improvements and Capital Equipment Plan per Section 8.9.1. The Manager will prepare the Annual Operating Plan after consultation with the Primary User regarding Home Games and Team Events. The Annual Operating Plan will be subject to review, revision and approval by the City.

Following review and revision by the City, the Manager will have thirty (30) days to inco rporate the City's revisions into its proposed Annual Operating Plan. Upon approval by the City, its City Manager or its City Council, such approved Annual Operating Plan and adopted budget will constitute the operating program for the Manager for the following Fiscal Year.

8.4 Annual Budget; Cash Flow Budget .

8.4.1 As part of the Annual Operating Plan described in Section 8.3, on or before the Effective Date and March 1 of each subsequent year during the Term, the Manager will prepare and submit a Pre-Opening Term Budget and an annual operating budget for the next Fiscal Year to meet the scope of services and objectives under this Agreement. Such budget will contain appropriate line items for revenues and expenses and the projected Net Operating Loss/Profit (the "Net Operating Loss/Profit Goal").

8.4.2 The Manager will prepare and submit to the City Manager on or before the Effective Date and March 1 of each subsequent year during the Term an annual cash flow budget for the succeeding Fiscal Year.

8.4.3 The annual budgets referred to in Section 8.4 above will be reviewed and are subject to approval by the City. On or before June 30 of each subsequent year during the Term, the City will notify the Manager of any changes to the proposed annual operating budget and the cash flow funding budget for the succeeding Fiscal Year proposed by the Manager and with such changes, if any, as are made by the City , such budget(s) will be an "Approved Budget" upon the approval of the City Manager and the City Council for the following Fiscal Year.

8.5 Budget Modifications Proposed by the Manager. Manager may submit to the City Manager at any time prior to the close of a Fiscal Year a supplemental or revised annual operating budget or cash flow budget for such Fiscal Year at such times that are consistent with the City’s quarterly budget updates . Any supplemental or revised annual operating budget or cash flow 1218
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16 budget submitted by the Manager to the City would be presented as part of the City’s quarterly budget updates and is subject to approval by the City Council for the City . Upon the approval of the City of such supplemental or revised budget, the Approved Budgets for such Fiscal Year shall be deemed amended to incorporate such supplemental or revised budget. The Approved Budgets may only be amended as set forth in Section 8.6 below or in the two preceding sentences except that Manager shall have the right to amend the Approved Budgets as may be necessary or appropriate as the result of the scheduling by Manager of additional events or activities at the Stadium (and the incurrence of additional Operating Expenses arising from the scheduling of additional events or activities at the Stadium ) as long as prior to the scheduling of such events or activities, Manager had a good faith belief that the projected Net Operating Loss for the Fiscal Year as set forth in the Approved Budgets would not be increased as a result of such additional events or activities. Manager will promptly notify the City in the event that it believes that it is likely that the actual Net Operating Loss for any Fiscal Year will be larger than projected in the annual operating budget for such Fiscal Year.

8.6 Budget Modifications Proposed by the City. In the event that it appears reasonably likely, in any year during the term hereof, that the actual Net Operating Loss for such Fiscal Year will be larger than proje cted in the annual operating budget for such Fiscal Year, the City may request from Manager a plan for reduction of Operating Expenses to a level consistent with the budgeted Net Operating Loss amount. Manager shall forthwith comply with any such expense reduction requested by the City and the approved budgets for such Fiscal Year shall be modified accordingly, provided that if the annual operating budget or annual cash flow budget is modified in a manner which, in Manager's judgment, could materially interfere with, impede or impair the ability of Manager to manage, operate, market or promote the Stadium , Manager shall have the right to terminate this Agreement pursuant to Section 17 and provided further that Manager shall not be construed to have breached its obligations under this Agreement if such alleged breach has been caused by the limitations in the Fiscal Year's budgets.

8.7 Receipts and Disbursements. The Manager shall establish and maintain in one or more depositories acceptable to the City one or more operating, payroll, operating and other bank accounts for the marketing, operation and management of the Stadium (the “Accounts”), in the name of the Manager and under the Manager's federal identification number, with the Manager as agent and with signature authority in such employees of the Manager as the Manager and City will determine. All revenues collected by the Manager from the operation of the Stadium shall be deposited into such Accounts and the Manager shall pay Operating Expenses from such Accounts.

All revenues collected by the Manager arising from operation of the Stadium, including revenues from box office sales, facilit y or equipment rentals, utility rental agreements, food and beverage concessions, or any other source, are the sole property of the City, held in trust by the Manager for the City for application as provided herein. The Manager sha ll promptly pay to the City any amounts remaining in such A ccounts upon termination of this Agreement for any reason, after payment of all outstanding Operating Expenses.

8.8 Ticket Sales Revenue. Manager shall hold in a separate interest-bearing account in a banking institution depository in Ontario, California, any ticket sale revenues which it receives with respect to an event to be held at the Stadium pending the completion of the event. Such monies are to be held for the protection of ticket purchasers, the City and Manager, and to provide a source of funds, as required for such payments to performers and promoters and for such payments of Operating Expenses in connection with the presentation of events as may be required to be paid 1219
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17 contemporaneously with the event. Following the satisfactory completion of the events, Manager shall make a deposit into the operating account(s) established pursuant to Section 8.7 above of the amount in such ticket account and shall pay from the operating account all Event Expenses. As part of the monthly reports prepared by the Manager , the Manager will provide to the City a detailed full settlement event report for each Event. Interest which accrues on amounts deposited in the operating account(s) referred to in Section 8.7 and the ticket account referred to above shall be considered Operating Revenues. Bank service charges, if any, on such account(s) shall be considered Operating Expenses.

8.9 Capital Improvements: Capital Equipment.

8.9.1 The obligation to pay for, and authority to perform, direct and supervise Capital Improvements and Capital Equipment purchases shall remain with the City and will not be considered an Operating Expenses, except the City Financing and as otherwise provided in this Agreement or agreed upon in writing by the Parties. The annual plan submitted pursuant to Section

8.3 shall include Manager 's recommendation for Capital Improvements and Capital Equipment purchases to be accomplished during the year and shall be accompanied by an estimate of the cost of all such items and projects and a request that the City budget funds therefore. In addition to an annual plan for Capital Improvements and Capital Equipment purchases , Manager shall prepare and submit a five (5) year plan for Capital Improvements and Capital Equipment. The City shall retain the discretion to determine whether and to what level to fund Capital Improvements and Capital Equipment purchases to the Stadium. In the event the City implements or installs Capital Improvements or Capital Equipment which result in or are expected to result in a substantial modification to recurring Operating Expenses, the City and Manager shall work cooperatively to come to a mutual agreement to an adjustment to the annual operating budget. Additionally, at the City's written request, Manager shall administer certain capital programs funded by the City.

8.9.2 Notwithstanding the provisions of Section 8.9.1 above, within ninety (90) days of the commencement of the Post-Opening Term defined in Section 3.1, Manager shall make at its sole expense a Five Hundred Thousand Even Dollars ($500,000.00) a funding contribution (“Funding Contribution”) to the City to be deposited into the Capital Reserve Account referenced in Section 8.9.3 below, whereby such Funding Contribution is to be used to fund mutually agreed upon initiatives such as capital equipment and improvement purchases, event development fund, customer service and program enhancements, or other projects which help generate revenue or enhance the guest experience at the Stadium and for mutually agreed upon Capital Improvements, Capital Equipment, or other Stadium uses as deemed necessary by the City. The parties shall meet each Fiscal Year to prepare a list of priorities on what type of projects or programs to implement during the next year. Manager's Funding Contribution shall be amortized on a straight-line basis over the Post-Opening Term. In the event of the expiration or termination of this Agreement occurs for any reason, the City shall pay, or cause any successor management company to pay, to the Manager unconditionally and without set-off the unamortized, unallocated and unused amount of the Capital Contribution existing as of such expiration or termination. The payment of any such unamortized amounts shall be made to the Manager no later than sixty (60) days following the effective date of such expiration or termination.

8.9.3 Manager shall establish an account , to be known as the “Capital Reserve Account” for use in accordance with the terms of this Agreement, and shall be initially funded with the Funding Contribution made by Manager as provided in Section 8.9.2 above. At the end of each Fiscal Year, Manager shall provide an accounting of the funds expended from the Capital 1220
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18 Reserve Account and the parties shall meet to determine if additional funding is needed for the priorities or projects that the parties intend to implement the following Fiscal Year.

8.10 Funds for Emergency Repairs. Manager shall have the right to act, with the consent of the City, in situations which Manager determines to be an emergency with respect to the safety, welfare and protection of the general public, including spending and committing funds held in the operating account(s) or the Capital Reserve Account of the Stadium, even if such expenses are not budgeted; provided, however, Manager shall have no obligation under any circumstance to spend or commit funds other than funds then a vailable in such A ccounts for any such purpose.

Immediately following such action, Manager shall inform the City of the situation and the action(s) taken, and the City shall pay into such account(s) the amount of funds, if any, spent or committed by Manager pursuant to this Section 8.10 in excess of budgeted amounts and any funds available from the Capital Reserve Account, subject to the terms in Section 8.2 above. 9 RECORDS; AUDITS AND REPORTS

9.1 Records and Audits.

9.1.1 Manager shall keep full and accurate accounting records on an accrual basis relating to its activities at the Stadium in accordance with generally accepted United States accounting principles. Manager shall maintain a system of bookkeeping adequate for its operations hereunder. Manager shall give the City's authorized representatives access to such books and records maintained at the Stadium during reasonable business hours and upon reasonable advance notice. Manager shall keep and preserve for at least three (3) years following each Fiscal Year all sales slips, rental agreements, purchase orders, sales books, credit card invoices, bank books or duplicate deposit slips, and other evidence of Operating Revenues and Operating Expenses. In addition, within one hundred eighty (180) days of the end of each Fiscal Year for which Manager is managing the Stadium hereunder, Manager shall furnish to the City a balance sheet, a statement of profit or loss and a statement of cash flows for the Stadium for the preceding F iscal Year, prepared in accordance with generally accepted United States accounting principles and accompanied by an independent auditor's report of an independent certified public accountant. The audit shall contain an opinion expressed by the independent auditor of the accuracy of financial records kept by Manager and of amounts due to the City. The audit shall also provide a certification of Operating Revenues and Operating Expenses as defined in this Agreement for such Fiscal Year.

The audit shall be conducted by a reputable firm selected by Manager with City approval. The City shall not withhold or delay such consent or approval unreasonably. Notwithstanding anything to the contrary herein, the costs of such audit shall be deemed Operating Expenses.

9.1.2 The City Council shall have the right at any time, and from time to time, to cause independent auditors to audit all of the books of Manager relating to Operating Revenues and Operating Expenses, including, without limitation, cash register tapes, credit card invoices, duplicate deposit tapes, and invoices. No costs incurred by the City in conducting such audit shall be considered an Operating Expense. If any such audit demonstrates that the Operating Revenues or Operating Expenditures reflected in any financial statements prepared by Manager and audited as specified in the foregoing subparagraph (a) are understated (in the case of Operating Expenses) or overstated (in the case of Operating Revenues), in either case by more than five percent (5%), Manager shall pay to the City the reasonable cost of such audit and shall promptly refund to the City any portion of the incentive fee paid for such Fiscal Year which is attributable to the overstatement or understatement, as the case may be, together with interest at a rate per annum 1221
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19 equal to the prime rate of interest as published in The Wall Street Journal at such time, commencing from the date of original payment of such incentive fee to the date when such refund is paid. The City's right to have such an audit made with respect to a ny Fiscal Year and Manager's obligation to retain the above records shall expire three (3) years after Manager 's statement for such Fiscal Year has been delivered to the City.

9.2 Monthly Reports. By the twenty- fifth day of each month, Manager shall provide to the City a written monthly report in a form approved by the City and similar to that used in other Manager-managed facilities setting out the Stadium's anticipated activities and financial condition for the upcoming month and reporting on the prior month's activities and finances. 10 MANAGER’S EMPLOYEES

10.1 Manager shall be responsible for hiring, training, supervising and directing its employees and all existing employees at the Stadium shall not for any purpose be considered to be employees of the City subsequent to execution of the Agreement. Manager shall compens ate its own employees as an allowable expense and shall be solely responsible for paying its federal, state and local employment taxes and health and welfare benefit plans and other fringe benefits.

Employees hired by Manager to perform work at the Stadium shall be employees of the Manager and not of City. Subject to the other terms and provisions of this Agreement, Manager shall have complete and absolute discretion and authority with respect to the number, functions, qualifications and compensation and other terms and conditions relating to its employees.

10.2 Manager shall select, train and employ at the Stadium such number of employees as Manager deems necessary or appropriate to satisfy its responsibilities hereunder; Manager shall use its reasonable efforts to recruit new employees who will be proficient, pr oductive and courteous to patrons; and Manager shall have authority to hire, terminate and discipline any and all personnel working at the Facility.

10.3 Manager shall assign to the Stadium a general manager who has demonstrated to City that he is a competent manager of this subject facility. Prior to Manager's assignment of any other duties and obligations of such general manager, other than the management and supervision of the Stad ium, if applicable, Manager shall consult with the City Manager with respect to any other additional assignments contemplated by the Manager.

10.4 Manager's employees at the Stadium shall not for any purpose be considered to be employees of the City, and Manager shall be solely responsible for their supervision and daily direction and control and for setting, and paying as an Operating Expense, their compensation (and federal income tax withholding) and any employee benefits, and all costs related to their employment shall be an Operating Expense.
11 SUBCONTRACTING

11.1 General Ability to Subcontract . Except as set forth in Section 11.2, the Manager may subcontract certain of the services to be performed under this Agreement without prior written consent of the City , provided, that the Manager enters into each such subcontract agreement in accordance with the terms of this Section 11 .1. The Manager will exercise due care in selecting any subcontractor, including by reviewing whether the subcontractor has the financial ability to fully and punctually perform their obligations under such subcontract and the general business reputation of the subcontractor. No subcontract relationship will be entered into except upon the execution of a form of subcontract agreement to be agreed to by the Parties, which will include 1222
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20 appropriate insurance and indemnity coverage for the benefit of the City, its officials, officers and employees. Any subcontracting is subject to the rights of the Primary User under the Venue Agreement.

11.2 Restrictions on Subcontracting. In addition to complying with the requirements set forth in Section 11.1, the Manager will not, without the prior written consent of the City, enter into any subcontract agreement:

11.2.1 that has a term that expires at a date beyond the Term of this Agreement;

11.2.2 for maintenance or repair services of the Stadium that are not part of any approved budgets or plans for the Stadium; and

11.2.3 for services that may otherwise be provided pursuant to the Venue Agreement.
12 INDEMNIFICATION

12.1 Manager’s Indemnification Obligations. To the fullest extent permitted by law, Manager shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials (elected or appointed), 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 (“Claims”), to property or persons, including wrongful death, in any manner arising out of: (i) any default by Man ager in the observance or performance of any of the terms, covenants or conditions of the Agreement on Manager’s part to be observed or performed; or (ii) any negligence or willful misconduct of Manager or of its managerial employees; or (iii) the negligent supervision or hiring by Manager of its agents or non- managerial employees; provided that without negating Manager’s liability for claims arising from the matters described in clauses (i), (ii) or (iii) above the terms of the foregoing indemnity shall not apply to the negligence or willful misconduct of City, or its contractors, agents, servants, employees, visitors or licensees (which, for this purpose, shall exclude Manager) , including without limitation the payment of all damages, expert witness fees and attorneys’ fees and other related costs and expenses. Manager's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Manager, the City, its officials, officers, employees, agents, or volunteers.

12.2 City’s Indemnification Obligations . To the fullest extent permitted by law, City shall defend, indemnify and hold Manager, its parents, subsidiaries, members, managers, agents, employees and representatives harmless from and against any and all Claims incurred in connection with or arising from (a) any negligence or willful misconduct of City and its employees (excluding the matters described in clauses (i), (ii), or (iii) in Section 12.1 above), (b) any defa ult by City in the observance or performance of any of the terms, covenants or conditions of this Agreement on City’s part to be observed or performed, (c) the presence of release of any Hazardous Materials in, under or around the Stadium (excluding the ma tters described in clauses (i), (ii) or (iii) in Section 12.1 above), or (d) any violation of the Americans With Disabilities Act, as relates to accessibility only, or any state or local law of similar import.

12.3 Survival. The provisions set forth in Section s 12.1 and 12.2 above shall survive expiration or termination of this Agreement.
13 INSURANCE
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21 Manager shall procure and maintain insurance coverage for the Term of the Agreement, at minimum, at least the limits and in accordance with the insurance requirements provided in the Venue Agreement and to the extent that the insurance requirements may differ under this Agreement. In the event that there be conflicts in the insurance provisions of the Venue Agreement and in this Agreement, the provisions of this Agreement shall govern.

13.1 Commercial General Liability (CGL) Insurance. Manager shall procure and deliver to the City Manager prior to the commencement of the Initial Term hereunder and shall keep in force at all times during the term of this Agreement, a Commercial General Liability insurance policy, insuring City and Stadium Manager against all claims, demands, actions or liability for injury to or death of any persons, and for damage to property arising from or related to City’s ownership of the Stadium, the City and Stadium Manager’s use, occupancy or maintenance of the Stadium and naming Team as an additional insured. Coverage shall be at least as broad as Insurance Services Form CG 00 01 covering CGL on an “occurrence” basis, including coverage for property damage, bodily injury, personal & advertising injury, premises/operations, contractual liability (including City ’s indemnity under this Agreement), independent contractors, personal injury, product/completed operations, owned and non- owned automobiles, and, if applicable, liquor liability insurance. The insurance shall be written on an occurrence basis with coverage in a minimum amount of $2,000,000.00 per occurrence and at least $5,000,000.00 general aggregate limit. Defense costs shall be paid in addition to the limits. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City .

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) cont aining any other exclusion(s) contrary to the terms or purposes of this Agreement. No deductible in excess of $10,000.00 will be carried under this coverage without the prior written consent of the Team.

13.2 Additional Insurance. Manager shall also maintain Umbrella liability insurance with a limit of Five Million Dollars ($5,000,000). In addition, City shall obtain and keep in force during the term of this Agreement, a policy of rental value insurance covering the loss of the full rent and other charges payable by all licensees of the Stadium to City for a period of one year, in the name of City with loss payable to City.

13.3 Automotive Insurance. Manager shall also maintain Comprehensive Automotive Bodily Injury and Property Damage Insurance for business use covering all vehicles operated by Manager officers, agents and employees in connection with the Stadium, whether owned by Manager, the City, or otherwise, with a combined single limit of not less than One Million Dollars ($1,000,000) per occurrence (including an extension of hired and non-owned coverage).

13.4 Workers Compensation Insurance . Manager shall at all times maintain worker's compensation insurance (including occupational disease hazards) with an authorized insurance company or through the California State Compensation Insurance Fund or its functional equivalent or through an authorized sel f-insurance plan approved by the State of California, insuring its employees at the Stadium in amounts equal to or greater than required under law.

13.5 Fidelity Insurance . Manager shall maintain during the Initial Term and any Renewal Term fidelity insurance covering all of Manager's personnel under this Agreement in the amount of Five Hundred Thousand Dollars ($500,000) for each loss, to reimburse the City for losses experienced due to the dishonest acts of Manager's employees. 1224
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22 13.6 Property Insurance.

13.6.1 Except for personal property insurance relating to earthquake coverage which may be maintained by the City at the City's sole cost and expense, Manager shall maintain sufficient property damage or loss insurance (excluding earthquake coverage) to cover personal property owned by the City and Manager at the Stadium and shall maintain such insurance throughout the Initial Term and any Renewal Term. In connection with Manager's efforts to obtain such insurance, the City will provide to Manager as may be needed from time to time a schedule of declaration of values at replacement or original cost for the personal property owned by the City at the Stadium.

13.6.2 The City shall, subject to Section 13.1, maintain its current property and hazard insurance covering the premises of the Stadium , including the real property (i) for non- earthquake hazards and (ii) for earthquake coverage. The City may obtain and maintain, at its own cost and expense, earthquake coverage on the personal property of the City at the Stadium . The City shall cause Manager to be named as an additional insured under (A) all of the property and hazard insurance policies covering or relating to the Stadium or the City's personal property which are described in this Section herein and (B) each policy obtained by each of the existing and future independent contractors engaged by the City in connection with the Stadium . In addition, the Manager shall, with respect to the Losses covered by such property and hazard insurance and business interruption and extra expenses insurance, waive any subrogation rights that it may have against the City, its officials, officers, employees and agents for Losses covered by such insurance, whether or not the City self-insures for the Losses covered by such insurance.

13.7 Additional Insured. Manager shall be the named insured under all such policies.

The City and its officers, elected officials, employees and agents shall be additional insureds under the foregoing insurance policies, as its interests may appear, and said policies shall contain a provision covering the parties' indemnification liabilities to each other.

13.8 Certificates of Insurance. Certificates evidencing the existence of the above policies, all in such form as the City may reasonably require, shall be delivered to the City Manager prior to the commencement of this Agreement. Notwithstanding the provisions of this Section

13.8, the parties hereto acknowledge that the above policies may contain exclusions from coverage which are reasonable and customary for policies of such type. Each such policy or certificate shall contain a valid provision or endorsement s tating, "This policy will not be canceled or materially changed or altered without first giving thirty (30) days' written notice thereof to the City, sent by certified mail, return receipt requested." A renewal binder of coverage (or satisfactory evidence of such renewal) shall be delivered to the City Manager at least twenty (20) days after a policy's expiration date except for any policy expiring on the termination date of this Agreement or thereafter.

13.9 All insurance procured by Manager in accordance with the requirements of this Agreement shall be primary over any insurance carried by the City and not require contribution by the City.

13.10 All policies obtained pursuant to this Agreement shall be obtained from insurers licensed to do business and issue insurance in the State of California and shall be rated A:V III or better in Best's Insurance Guide.

13.11 The original or a certified copy of the above policy, or policies, referred to in 1225
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23 Section 8.5(b) (with all required policy endorsements), plus certificates evidencing the existence thereof all in such form as Manager may reasonably require, shall be delivered to Manager prior to the commencement of this Agreement. Notwithstanding the provisions of Section 8.5(b), the parties hereto acknowledge that the above policies may contain exclusions from coverage which are reasonable and customary for policies of such type. Each such policy or certificate shall contain a valid provision or endorsement stating, "This policy will not be canceled or materially changed or altered without first giving thirty (30) days' written notice thereof to Manager, sent by certified mail, return receipt requested."
14 OWNERSHIP OF ASSETS

14.1 Ownership. The ownership of buildings and real estate, technical and office equipment and facilities, furniture, displays, fixtures, vehicles and similar tangible property located at the Stadium shall remain with the City. Ownership of and title to all intellectual property rights of whatsoever value, held in the City's name shall remain in the name of the City. The ownership of consumable assets (such as office supplies and cleaning materials) p urchased with Operating Revenues or City funds shall remain with the City, but such assets may be utilized and consumed by Manager in the performance of services under this Agreement. The ownership of data processing programs and software owned by the City shall remain with the City, and the ownership of data processing programs and software owned by Manager shall remain with Manager. Manager shall not take or use, for its own purposes, customer or exhibitor lists or similar materials developed by the City for the use of the Stadium , unless written consent is granted by the City Manager.

Ownership of equipment, furnishings, materials, or fixtures not considered to be real property and other personal property purchased by Manager with City funds for use at and for the Stadium shall vest in the City automatically and immediately upon purchase or acquisition. The assets of the City as described herein shall not be pledged, liened, encumbered or otherwise alienated or assigned other than in the ordinary course of business of the Stadium without the prior approval of the City.

14.2 City Obligations. Except as herein otherwise set forth, throughout the term of this Agreement, the City will maintain full beneficial use and ownership of the Stadium and will pay, keep, observe and perform all payments, terms, covenants, conditions and obligations under any bonds, debentures or other security agreements or contracts relating to the Stadium to which the City may be bound.
15 ASSIGNMENT; AFFILIATES

15.1 Assignment. Neither this Agreement nor any of the rights or obligations hereunder may be assigned by either party hereto without the prior written consent of the other party hereto.

Notwithstanding the foregoing, Manager may assign all or any part of its rights hereunder to an Affiliate, provided that (i) such Affiliate possesses substantially the same degree of expertise and quality of personnel as originally provided under this Agreement, and (ii) such assignment shall be at no increased cost to the City. For sake of clarity, the parties acknowledge that the foregoing does not preclude the assignment by Manager of its rights to receive its management and incentive fees hereunder to its lender(s) as collateral security for Manager 's obligations under any credit facilities provided to it by such lender(s), provided that such collateral assignment shall not in any event cover Manager's rights to manage, promote or operate the Stadium hereunder.

15.2 Manager Affiliates.
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24 15.2.1 Transactions with Affiliates . Any contract entered into between Manager and an Affiliate of Manager relating to the Stadium shall be on terms and for prices customarily charged in the industry for comparable goods and services. In addition, Manager may rent the Stadium or any part thereof to itself or any of its Affiliates in connection with any event in the promotion of which Manager or such Affiliate is involved, so long as such rental is on prevailing rates and terms or such other rates and terms as the City Manager or the City Council approves.

15.2.2 Conflicts of Interest. The City acknowledges that Manager manages other public assembly facilities which may, from time to time, be in competition with the Stadium. The management of competing facilities will not, in and of itself, be deemed a conflict of interest or breach of Manager's duties hereunder; provided, however, in all instances in which the Stadium is in competition with other public assembly facilities managed by Manager for the solicitation of certain events, Manager shall not involve its principal office (currently in Pennsylvania) on behalf of any such other facility in an attempt to influence the decision- making process regarding the selection of a site by such events.
16 LAWS AND PERMITS

16.1 Permits, Licenses, Taxes and Liens . Manager shall use reasonable efforts to procure and maintain any permits and licenses required for the business to be conducted by it hereunder. The City shall cooperate with Manager in applying for such permits and licenses.

Manager shall deliver copies of all such permits and licenses to the City Manager. Manager shall pay promptly, out of the A ccounts specified in Section 8.7, all taxes, excises, license fees and permit fees of whatever nature arising from its operation, promotion and management of the Stadium. Manager shall use reasonable efforts to prevent mechanic's or materialman's or any other lien from becoming attached to the premises or improvements at the Stadium, or any part or parcel thereof, by reason of any work or labor performed or materials furnished by any mechanic or materialman, so long as the work, labor or material was provided at Manager 's direction and the City has supplied funds for the payment of charges therefore in accordance with this Agreement.

16.2 Governance, Compliance. Manager , its officers, agents and employees shall comply with all federal, state, local and municipal regulations, ordinances, statutes, rules, laws and constitutional provisions (collectively, "Laws") applicable to Manager 's management of the Stadium hereunder, including without limitation Title III of the ADA and the provision of such auxiliary aids or alternate services as may be required by the ADA. Nothing in this Section 11.2 or elsewhere in this Agreement shall, however, require Manager to undertake any of the foregoing compliance activity, nor shall Manager have any liability under this Agreement therefore, if (a) such activity requires any Capital Improvements or Capital Equipment purchases, unless the City provides funds for such Capital Improvements and Capital Equipment purchases pursuant to Section 5.8 hereof, or (b) any Pre-Existing Agreement fails to require, but only to the extent it fails to require, any licensee, lessee, tenant, promoter or user of any portion of the Stadium to comply, and to be financially responsible for compliance, with Title Ill of the ADA in connection with any activities of such licensee, lessee, tenant, promoter or user at the Stadium and liability is caused by such licensee, lessee, tenant, promoter or user. Furthermore, Manager shall have the right to require any licensee, lessee, tenant, promoter or user of any portion of the Stadium to comply, and to be financially responsible for compliance, with Title III of the ADA in connection with any activities of such licensee, lessee, tenant, promoter or user at the Stadium.

16.3 No Discrimination in Employment. In connection with the performance of work 1227
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25 under this Agreement, Manager shall not refuse to hire, discharge, refuse to promote or demote, or to discriminate in matters of compensation against, any person otherwise qualified, solely because of race, color, religion, gender, age, national origin, military status, sexual orientation, marital status or physical or mental disability.

16.4 Acknowledgement of Possessory Interest Tax. The Manager recognizes and acknowledges that, if and to the extent that this Agreement gives rise to assessment of a possessory interest tax under the California Revenue and Taxation Code Sections 107 or 107.6, the Manager shall be obligated to pay such tax.
17 TERMINATION

17.1 Termination Upon Default . Either party may terminate this Agreement upon a default by the other party hereunder. A party shall be in default hereunder if (i) such party fails to pay any sum payable hereunder within thirty (30) days after same is due and payable, or (ii) such party fails in any material respect to perform or comply with any of the other terms, covenants, agreements or conditions hereof and such failure continues for more than thirty ( 30) days after written notice thereof from the other party. In the event that a default (other than a default in the payment of money) is not reasonably susceptible to being cured within the thirty (30) day period, the defaulting party shall not be considered in default if it shall within such thirty (30) day pe riod have commenced with due diligence and dispatch to cure such default and thereafter diligently proceeds to rectify and cure such default as soon as practically possible for such event of default.

17.2 Termination Other than Upon Default . Manager shall have the right to terminate this Agreement upon sixty (60) days written notice to the City (i) under the circumstances described in Sections 8.2 or 8.6 hereof, or (ii) if the City fails to make Capital Improvements or Capital Equipment purchases at the Stadium to the extent that such omission, in Manager 's reasonable judgment, materially interferes with, impedes or impairs the ability of Manager to manage the Stadium effectively, unless in the case of clause (ii) above (A) the City cures such failure within thirty (30) days of receipt of such notice or (B) if such failure is not reasonably susceptible to being cured within such thirty (30) day period, the City shall not be considered in default if it shall within such thirty (30) day period have comme nced with due diligence and dispatch to cure such failure and thereafter completes with dispatch and due diligence the curing of such failure.

17.3 Either party shall have the right to terminate this Agreement under the circumstances specified in Section 17.1.

17.4 Effect of Termination. In the event this Agreement expires or is terminated, (i) all Operating Expenses incurred or committed for prior to the date of expiration or termination shall be paid using funds on deposit in the account(s) described in Sections 8.7 and 8.8 and to the extent such funds are not sufficient, the City shall pay all such Operating Expenses and shall indemnify and hold Manager harmless therefrom and (ii) the City shall promptly pay Manager all fees earned to the date of expiration or termination (the fixed and incentive fees described in Section 6.1 hereof being subject to proration), provided that the City shall be entitled to offset against such unpaid fees any damages directly incurred by the City in remedying any default by Manager hereunder which resulted in such termination (other than the fees or expenses of any replacement manager for the Stadium). Upon a termination pursuant to Section 17.1, all further obligations of the parties hereunder shall terminate except for the obligation s in this Section 17.4 and in Sections 12 and 1228
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26 17.5; provided, however, that if such termination is the result of a willful default, the non- defaulting party exercising its right to terminate this Agreement shall be entitled to recover damages for breach arising from such willful default.

17.5 Surrender of Stadium. Upon termination of this Agreement (termination shall, for all purposes in this Agreement, include termination pursuant to the terms of this Section 17 and any expiration of the Initial Term or Renewal Term, if any), Manager shall surrender and vacate the Stadium upon the effective date of such termination. The Stadium and all equipment and furnishings shall be returned to the City in good repair, reasonable wear and tear excepted, to the extent funds were made available therefore by the City. All reports, records, including without limitation financial records, and documents maintained by Manager at the Stadium relating to this Agreement other than materials containing Manager 's proprietary information shall be immediately surrendered to the City by Manager upon termination. 18 MISCELLANEOUS

18.1 Use of Stadium at Direction of City.

At the direction of the City, upon reasonable advance notice (and in no event less than 30 days' notice) and subject to availability, the Manager will provide use of the Stadium or any part thereof to civic and nonprofit organizations located in the Ontario/Inland Empire metropolitan area at reduced rates, for the purpose of holding non-commercial Events. The City will have the right to use the Stadium or any part thereof, upon reasonable advance notice and subject to availability, for such purposes as city or civic uses without the payment of any rental or use fee. Additionally, City shall be entitled to a suite in the Stadium being reserved for the City’s use at any time during the year, including during any Events scheduled at the Stadium.

18.2 Manager's Office. The City, at no cost to the Manager, will provide to the Manager finished space for the Manager's administrative and operational offices in the Stadium . The Manager, at no cost to the City, will furnish the administrative offices of the Manager, which will include sufficient furniture to enable the Manager to perform its duties hereunder.

18.3 Cooperation with Further Financing. The Manager acknowledges that the City may obtain or has obtained financing through the issuance of tax-exempt or taxable bonds (“City Financing”), in the past or future for any portion or all of its Sports Complex Site, including but not limited to the Stadium. Manager agrees that any City Financing shall unconditionally be and remain at all times prior and superior to any interests or rights granted by or under this Agreement.

18.3.1 If necessary or desirable in connection with any financing of the Stadium by the City, the Manager agrees that, without charge or expense to the City , within twenty ( 20) Business Days after the request by the City , to deliver an opinion letter from independent legal counsel to the Manager regarding the due execution and authority of the Manager to execute this Agreement and to perform its obligations hereunder and such other matters as are reasonably requested by the City.

18.3.2 The Manager will, without charge or expense to the City , at any time and from time to time, within ten ( 10) Business Days after written request therefore from the City , execute, acknowledge and deliver a written estoppel certificate certifying the following: (i) whether or not this Agreement is unmodified and in full force and effect (or if there have been modifications, that this Agreement is in full force and effect a s modified and stating such modifications), (ii) whether or not the Manager has knowledge of any then uncured default by the 1229
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27 City under this Agreement (and if the Manager has such knowledge, specifying the same in detail), (iii) the address of the Manager to which notices should be sent, and (iv) any other factual information reasonably requested by the City.

18.3.3 In addition, the Manager agrees to modify this Agreement or any other necessary contract documents in good faith as reasonably necessary to accommodate any City Financing, provided that any such modifications will, to the maximum extent possible, preserve the economic benefits afforded to the Manager hereunder, and will not materially increase the Manager's obligations hereunder or materially decrease the Manager's rights or economic benefits hereunder, provided, that if the foregoing modifications to prese rve the rights and economic benefits and not increase the obligations of the Manager are not possible, the Manager will have the right to terminate this Agreement after Manager and City have reopened discussions pursuant to Section 6.1.3.2 and have not been able to reach an agreement on the terms pertaining to incentive fees after a reasonable period of time, but no later than ninety (90) after commencement of active discussions.

18.3.4 Without limiting the generality of the preceding sentences, the Manager acknowledges and agrees that the respective cash contributions (or letters of credit or other funding devices) or receipts of the City from the activities of the Manager under this Agreement may be pledged to the holders of the bonds issued or to be issued by the City and may be held in trust by the trustee for such bonds or City Financing which would result in the payments for such debt service to be paid utilizing the Gross Operating Revenues.

18.4 Implementation of Agreement. The City shall implement this Agreement through its City Manager (or his or her duly authorized representative). The City Manager shall have the authority to issue interpretations, waive provisions, and/or enter into amendments to this Agreement on behalf of the City so long as such actions do not materially or substantially change the uses or concept of the Agreement. All other materials and/or substantive interpretations, waivers, or amendments shall require consideration, action and written consent of the City and/or City Council.

18.5 Cooperation, Mediation.

18.5.1 In General . The Parties desire to cooperate with each other in the management and operation of the Stadium pursuant to the terms hereof. Any dispute arising hereunder will first be referred to the Parties' respective Representatives prior to either Party initiating arbitration, who will in good faith attempt to resolve any such disputes within forty five (4)5 days after the commencement of such discussions. If any dispute remains unresolved after the Parties have had such discussions, then the matter will be resolved pursuant to Section 18.4.2.

18.5.2 Mediation. If a dispute cannot be settled through negotiation, the Parties agree to submit the dispute to mediation prior to commencing arbitration, it being understood that neither Party may commence or pursue arbitration until this non- binding mediation has been conducted and concluded. The mediation will follow the procedures set forth in the American Arbitration Association Commercial Mediation Rules. The Parties will attempt in good faith to agree on a neutral mediator to resolve the dispute. If the Parties cannot agree on a mediator within twenty (20) days after mediation has been demanded, they will submit the dispute for mediation to be administered by the American Arbitration Association under the Commercial Mediation 1230
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28 18.6 Use of Stadium Names and Logos. Subject to the terms and conditions of the Venue Agreement, the Manager will have the right to use throughout the Term (and permit others to use in furtherance of the Manager's obligations hereunder), without restriction and for no charge, the name and all logos of the Stadium, on the Manager's stationary, in its advertising of the Stadium , and whenever conducting business of the Stadium; provided, that the Manager will take all prudent and appropriate measures to protect the intellectual property rights of the City relating to such name and/or logos. All intellectual property rights in any Stadium logos developed by the Manager or the City will be and at all times remain the sole and exclusive property of the City. The Manager agrees to execute any documentation requested by the City from time to time to establish, protect or convey any such intellectual property rights.

18.7 Entire Agreement . This Agreement contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements and understandings with respect thereto. No other agreements, representations, warranties or other matters, whether oral or written, will be deemed to bind the Parties hereto with respect to the subject matter hereof.

18.8 Amendments. This Agreement will not be altered, modified or amended in whole or in part, except in a writing executed by each of the Parties hereto. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

18.9 Force Majeure.

18.9.1 The prevention or delay in the performance of either Party's obligations under this Agreement caused by acts of war, riot, rebellion, acts of God, pandemic, actions of governmental agencies, or any other circumstances beyond the reasonable control of either Party (any such event being called " Force Majeure") will entitle the Party affected to suspend the obligations of that Party under the terms of this Agreement to the extent and for so long as its performance is made impracticable by such event of Force Majeure, by the affected Party giving written notice thereof to the other Party. The Party invoking the provisions of this Section 18.8 will not be liable for non-performance of any obligations under this Agreement during continuation of such event; provided, however, that such Party exercises its best efforts to limit and obviate the event of Force Majeure.

18.9.2 Except as otherwise expressly provided in this Agreement, no abatement, diminution or reduction of the Management Fees payable to the Manager will be claimed by the City or charged against the Manager, nor will the Manager be entitled to additional payments beyond those provided for in this Agreement for any event of Force Majeure.

18.9.3 In the event of damage to or destruction of the Stadium by reason of fire, storm or other casualty or occurrence of any nature or any regulatory action or requirements that, in either case, is expected to render the Stadium materially unusable for Events notwithstanding the City's reasonable efforts to remedy such situation for a period estimated by the City of at least six (6) months from the occurrence of the event, either Party may terminate this Agreement by written notice to the other. In the event that the Stadium becomes either wholly or partially useable as a result of any of the foregoing, the Parties will agree upon appropriate adjustments to the Net Operating Loss/Profit Goals.

18.9.4 If an event of Force Majeure is of such effect and duration as to effectively 1231
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29 curtail the use of the Stadium so as effect a substantial reduction in the need for the Management Services provided by the Manager for a period in excess of ninety ( 90) days or more, and that reduction results in it being economically impractical for the Manager to continue to provide the Management Services, then the Manager may suspend performance required under this Agreement, without any further liability. The City will not be obligated to make any payments of the Management Fees otherwise due and payable to the Manager during the period of suspension, provided, however, the City and the Manager may mutually agree to a reduced fee payment for the period of time that corresponds with the reduction in services.

18.9.5 In the event of a material increase in any Operating Expense not reasonably anticipated by or within the control of either Party (including, by way of example and not by limitation, an increase in the cost of insurance or utilities for the Stadium), the Parties will attempt to mutually negotiate and agree upon in good faith an adjustment to the Net Operating Loss/Profit Goals to take into account such increased Operating Expenses.

18.10 Binding Upon Successors and Assigns; No Third-Party Beneficiaries.

18.10.1 This Agreement and the rights and obligations set forth herein will inure to the benefit of, and be binding upon, the Parties hereto and each of their respective successors and permitted assigns.

18.10.2 This Agreement will not be construed as giving any person, other than the Parties hereto and their successors and permitted assigns, any legal or equitable right, remedy or claim under or in respect of this Agreement or any of the provisions herein contained, this Agreement and all provisions and conditions hereof being intended to be, and being, for the sole and exclusive benefit of such Parties and their successors and permitted assigns and for the benefit of no other person or entity.

18.11 Notices. Any notice, consent or other communication given pursuant to this Agreement will be in writing and will be effective either (a) when delivered personally to the Party for whom intended, (b) on the 2
nd Business Day following mailing by a nationally recognized overnight courier service, (c) on the 5th day following mailing by certified or registered mail, return receipt requested, postage prepaid, or (d) on the date transmitted by facsimile as shown on the confirmation as long as such facsimile trans mission is followed by mailing of such notice by certified or registered mail, return receipt requested, postage prepaid, in any case addressed to such Party as set forth below or as a Party may designate by written notice given to the other Party in accordance herewith.

CITY
City of Ontario
Attn: Scott Ochoa, City Manager
303 East “B” Street
Ontario, CA 91764
Phone: (909) 395-2555
Email: [email protected]

With Copy To:

Ruben Duran, Esq.

MANAGER
ASM Global Stadium Management, LLC
Attn: President
300 Conshohocken State Road, Suite 770
West Conshohocken, PA 19428

With Copy To:

ASM Global Stadium Management, LLC
Attn: General Counsel
300 Conshohocken State Road, Suite770
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30 City Attorney
Best Best & Krieger LLP
2855 E. Guasti Rd., Suite 400
Ontario, CA 91761
Phone: (213) 787-2569
Email: [email protected]

West Conshohocken, PA 19428
Email: Legal [email protected]

18.12 Prohibited Interests. Manager maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Manager, to solicit or secure this Agreement. Manager 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 Manager, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Manager further agrees to file, or shall cause its employees or sub- consultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the services under this Agreement. 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.

18.13 Severability. The invalidity or unenforceability of any particular provision, or part of any provision, of this Agreement will not affect the other provisions or parts hereof, and this Agreement will be construed in all respects as if such invalid or unenforceable provisions or parts were omitted. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

18.14 Counterparts. This Agreement may be executed in two or more counterparts, each of which will be deemed an original copy of this Agreement.

18.15 Non-Waiver. A failure by either Party to take any action with respect to any default or violation by the other of any of the terms, covenants, or conditions of this Agreement will not in any respect limit, prejudice, diminish, or constitute a waiver of any rights of such Party to act with respect to any prior, contemporaneous, or subsequent violation or default or with respect to any continuation or repetition of the original violation or default. 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.

18.16 Section Headings; Defined Terms . The section headings contained herein are for reference purposes only and will not in any way affect the meaning and interpretation of this Agreement. The terms defined herein and in any agreement executed in connection herewith include the plural as wel l as the singular and the singular as well as the plural, and the use of masculine pronouns will include the feminine and neuter. Except as otherwise indicated, all agreements defined herein refer to the same as from time to time amended or supplemented or the terms thereof waived or modified in accordance herewith and therewith.

18.17 Governing Law and Venue. This Agreement will be governed by and construed in accordance with the internal laws of the State of California , without giving effect to otherwise 1233
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31 applicable principles of conflicts of law. Venue shall be in San Bernardino County, California.

18.18 Survival. 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.

18.19 Certain Representations and Warranties.

18.19.1 The City represents and warrants to the Manager the following: (i) all required approvals have been obtained, and the City has full legal right, power and authority to enter into and perform its obligations hereunder, and (ii) this Agreement has been duly executed and delivered by the City and constitutes a valid and binding obligation of the City, enforceable in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors' rights generally or by general equitable principles.

18.19.2 The Manager represents and warrants to the City the following: (i) all required approvals have been obtained, and the Manager has full legal right, power and authority to enter into and perform its obligations hereunder, and (ii) this Agreement has been duly executed and delivered by the Manager and co nstitutes a valid and binding obligation of the Manager, enforceable in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecti ng creditors' rights generally or by general equitable principles.

18.20 Implementation of Agreement. The City shall implement this Agreement through its City Manager (or his or her duly authorized representative). The City Manager shall have the authority to issue interpretations, waive provisions, and/or enter into amendments to this Agreement on behalf of the City so long as such actions do not materially or substantially change the uses or concept of the Project. All other materials and/or substantive interpretations, waivers, or amendments shall require consideration, action and written consent of the City and/or City Council.

18.21 Calculation of Time. Whenever any provision of this Agreement requires or permits any act or decision to be performed or made within a specified period of time, the day of the act or event from which the designated time period begins to run will not be included in computing such time period. The last day of such period will be included, unless it is a Saturday, Sunday or a legal holiday of the State of California or the United States of America, in which case, the period will run until the end of the next day which is not a Saturday, Sunday or legal holiday of the State of California or the United States of America. All notice and other time periods will expire as of 5:00 p.m. (PST) on the last day of the notice or other period. (Signature provisions on following page(s))
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32 IN WITNESS WHEREOF , the parties have executed this OPERATING AND MANAGEMENT AGREEMENT as of the dates written below.

CITY OF ONTARIO

By:

Scott Ochoa
City Manager

Dated: _______________________

ASM GLOBAL STADIUM

MANAGEMENT, LLC

By: _________________________________
Tim Lamoriello
General Counsel

Dated: ____________________________

ATTEST:

City Clerk

By: __________________________________

APPROVED AS TO FORM:

BEST BEST & KRIEGER LLP

By: ________________________________
Ruben Duran, City Attorney

1235
Department: Police Department
Prepared By: Vanny Khu
Department:

Prepared By: Vanny Khu
Staff Member Presenting: Mike Lorenz, Chief of
Police
Reviewed By: Jordan T Villwock
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 19
SUBJECT:

AN AMENDMENT TO EXTEND THE CITY CONTRACT TOWING SERVICES

AGREEMENTS

CITY OF ONTARIO
Agenda Report
May 20, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council take the following actions:

A
.

Authorize the City Manager, or his designee, to execute a two-year extension of the City Contract Towing Services Agreements with Certified Towing, Inc., Dietz Towing, Inc., Foglesong Towing & Storage, Inc., and Pepe's Towing Service, extending the term through November 17, 2027.

B
.

Authorize the City Manager, or his designee, to execute any necessary future amendments consistent with City Council approved budgets and administrative requirements.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Maintain the Current High Level of Public Safety
Operate in a Businesslike Manner
FISCAL IMPACT:

The FY 2025-26 Proposed Budget includes revenue estimates in the General Fund for these services. The City Council will consider a 4% increase during the adoption of the City-Wide Fee Schedule on June 18, 2025.

BACKGROUND & ANALYSIS:

The City of Ontario entered into five-year agreements for City- Initiated Contract Towing Services with Certified Towing, Inc., Dietz Towing, Inc., Foglesong Towing & Storage, Inc., and Pepe's Towing Service. The original agreements were brought to the City Council and approved on November 17, 2020, and are set to expire on November 16, 2025.

The towing providers have demonstrated reliable and consistent service during the contract term.

The proposed amendments are being presented to the City Council to extend the agreements for an additional two years, resulting in a new expiration date of November 16, 2027. During the Fiscal Year 2025-26 Budget Adoption, the City Council will consider a 4% increase to towing fees, which, if 1236
approved, will go into effect July 1, 2025.

The proposed amendments ensure continued compliance with Ontario Municipal Code, Title 4, Chapter 19, governing rotational towing services. It also continues to align with the current best practices and municipal requirements.

Staff recommends extending the City Contract Towing Services Agreements through November 2027. If approved, the City Manager, will be authorized to execute the amendments, with the updated terms effective July 2025.
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PAUL S. LEON
MAYOR

ALAN D. WAPNER

MAYOR PRO TEM

JIM W. BOWMAN

DEBRA PORADA

DAISY MACIAS

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK

JAMES R. MILHISER

CITY TREASURER

SCOTT OCHOA

CITY MANAGER

AMENDMENT NO. 1 TO THE CITY CONTRACT TOWING SERVICES
AGREEMENT FOR CITY-INITIATED CONTRACT TOWING SERVICES –

ROTATIONAL TOWING PROGRAM BETWEEN THE CITY OF ONTARIO AND JAMES FOGLESONG TOWING AND STORAGE, 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 James Foglesong Towing and Storage, Inc. (“Contract Towing Carrier” or “Tow Carrier”). City and Contract Towing Carrier are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 The City and Contract Towing Carrier entered into a five-year agreement for City-Initiated Contract Towing Service dated November 17, 2020 (“Agreement”).

2.2 Amendment Purpose. The City and Contract Towing Carrier desire to amend the Agreement to extend its term by an additional two (2) years.

2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 5 of the Agreement.

3. Terms.

3.1 Amendment. Section 3 of the Agreement is hereby amended in its entirety to read as follows:
“3. Term
a. The term of this Agreement shall be from November 17, 2020, to November 17, 2027, unless earlier terminated
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as provided herein. Contract Towing Carrier shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. The City may, at its sole discretion, extend the term of this Agreement.

b. The Activity Schedule for all towing carrier services will be determined by the Police Department based upon the number of towing carriers selected to fulfill the 24-hour/7-day-per- week coverage required of contract towing services. The Police Department will work with all selected towing carriers to develop a rotation schedule that meets the needs of the City and the Police Department, while taking into account the limitations and capabilities of each contract towing carrier.”

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.

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]
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SIGNATURE PAGE FOR AMENDMENT NO. 1 TO THE CITY CONTRACT TOWING SERVICES AGREEMENT FOR CITY-INITIATED CONTRACT TOWING SERVICES – ROTATIONAL

TOWING PROGRAM BETWEEN THE CITY OF ONTARIO
AND JAMES FOGLESONG TOWING AND STORAGE, 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 James Foglesong Towing and Storage, Inc.

Approved By:

By:

Its:

Printed Name:

By:

Its:

Printed Name:

Scott Ochoa
City Manager
Approved as to Form:

Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

A
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PAUL S. LEON
MAYOR

ALAN D. WAPNER

MAYOR PRO TEM

JIM W. BOWMAN

DEBRA PORADA

DAISY MACIAS

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK

JAMES R. MILHISER

CITY TREASURER

SCOTT OCHOA

CITY MANAGER

AMENDMENT NO. 1 TO THE CITY CONTRACT TOWING SERVICES
AGREEMENT FOR CITY-INITIATED CONTRACT TOWING SERVICES –

ROTATIONAL TOWING PROGRAM BETWEEN THE CITY OF ONTARIO AND DIETZ TOWING, 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 Dietz Towing, Inc. (“Contract Towing Carrier” or “Tow Carrier”).

City and Contract Towing Carrier are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 The City and Contract Towing Carrier entered into a five-year agreement for City-Initiated Contract Towing Service dated November 17, 2020 (“Agreement”).

2.2 Amendment Purpose. The City and Contract Towing Carrier desire to amend the Agreement to extend its term by an additional two (2) years.

2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 5 of the Agreement.

3. Terms.

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

a. The term of this Agreement shall be from November 17, 2020, to November 17, 2027, unless earlier terminated as provided herein. Contract Towing Carrier shall complete the Services within the term of this Agreement and
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shall meet any other established schedules and deadlines. The City may, at its sole discretion, extend the term of this Agreement.

b. The Activity Schedule for all towing carrier services will be determined by the Police Department based upon the number of towing carriers selected to fulfill the 24- hour/7-day-per-week coverage required of contract towing services. The Police Department will work with all selected towing carriers to develop a rotation schedule that meets the needs of the City and the Police Department, while taking into account the limitations and capabilities of each contract towing carrier.”

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.

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]
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SIGNATURE PAGE FOR AMENDMENT NO. 1 TO THE CITY CONTRACT TOWING SERVICES AGREEMENT FOR CITY-INITIATED CONTRACT TOWING SERVICES – ROTATIONAL

TOWING PROGRAM BETWEEN THE CITY OF ONTARIO
AND DIETZ TOWING, 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 Dietz Towing, Inc.

Approved By:

By:

Its:

Printed Name:

By:

Its:

Printed Name:

Scott Ochoa
City Manager
Approved as to Form:

Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

A
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PAUL S. LEON
MAYOR

ALAN D. WAPNER

MAYOR PRO TEM

JIM W. BOWMAN

DEBRA PORADA

DAISY MACIAS

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK

JAMES R. MILHISER

CITY TREASURER

SCOTT OCHOA

CITY MANAGER

AMENDMENT NO. 1 TO THE CITY CONTRACT TOWING SERVICES
AGREEMENT FOR CITY-INITIATED CONTRACT TOWING SERVICES –

ROTATIONAL TOWING PROGRAM BETWEEN THE CITY OF ONTARIO AND CERTIFIED TOWING, 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 Certified Towing, Inc. (“Contract Towing Carrier” or “Tow Carrier”). City and Contract Towing Carrier are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 The City and Contract Towing Carrier entered into a five-year agreement for City-Initiated Contract Towing Service dated November 17, 2020 (“Agreement”).

2.2 Amendment Purpose. The City and Contract Towing Carrier desire to amend the Agreement to extend its term by an additional two (2) years.

2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 5 of the Agreement.

3. Terms.

3.1 Amendment. Section 3 of the Agreement is hereby amended in its entirety to read as follows:
“3. Term
a. The term of this Agreement shall be from November 17, 2020, to November 17, 2027, unless earlier terminated
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as provided herein. Contract Towing Carrier shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. The City may, at its sole discretion, extend the term of this Agreement.

b. The Activity Schedule for all towing carrier services will be determined by the Police Department based upon the number of towing carriers selected to fulfill the 24-hour/7-day-per-week coverage required of contract towing services. The Police Department will work with all selected towing carriers to develop a rotation schedule that meets the needs of the City and the Police Department, while taking into account the limitations and capabilities of each contract towing carrier.”

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.

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]
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SIGNATURE PAGE FOR AMENDMENT NO. 1 TO THE CITY CONTRACT TOWING SERVICES AGREEMENT FOR CITY-INITIATED CONTRACT TOWING SERVICES – ROTATIONAL

TOWING PROGRAM BETWEEN THE CITY OF ONTARIO
AND CERTIFIED TOWING, 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 Certified Towing, Inc.

Approved By:

By:

Its:

Printed Name:

By:

Its:

Printed Name:

Scott Ochoa
City Manager
Approved as to Form:

Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

A
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PAUL S. LEON
MAYOR

ALAN D. WAPNER

MAYOR PRO TEM

JIM W. BOWMAN

DEBRA PORADA

DAISY MACIAS

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK

JAMES R. MILHISER

CITY TREASURER

SCOTT OCHOA

CITY MANAGER

AMENDMENT NO. 1 TO THE CITY CONTRACT TOWING SERVICES
AGREEMENT FOR CITY-INITIATED CONTRACT TOWING SERVICES –

ROTATIONAL TOWING PROGRAM BETWEEN THE CITY OF ONTARIO AND PEPE’S TOWING, 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 Pepe’s Towing, Inc. (“Contract Towing Carrier” or “Tow Carrier”). City and Contract Towing Carrier are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 The City and Contract Towing Carrier entered into a five-year agreement for City-Initiated Contract Towing Service dated November 16, 2020 (“Agreement”).

2.2 Amendment Purpose. The City and Contract Towing Carrier desire to amend the Agreement to extend its term by an additional two (2) years.

2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 5 of the Agreement.

3. Terms.

3.1 Amendment. Section 3 of the Agreement is hereby amended in its entirety to read as follows:
“3. Term
a. The term of this Agreement shall be from November 17, 2020, to November 17, 2027, unless earlier terminated
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as provided herein. Contract Towing Carrier shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. The City may, at its sole discretion, extend the term of this Agreement.

b. The Activity Schedule for all towing carrier services will be determined by the Police Department based upon the number of towing carriers selected to fulfill the 24-hour/7-day-per-week coverage required of contract towing services. The Police Department will work with all selected towing carriers to develop a rotation schedule that meets the needs of the City and the Police Department, while taking into account the limitations and capabilities of each contract towing carrier.”

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.

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]
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SIGNATURE PAGE FOR AMENDMENT NO. 1 TO THE CITY CONTRACT TOWING SERVICES AGREEMENT FOR CITY-INITIATED CONTRACT TOWING SERVICES – ROTATIONAL

TOWING PROGRAM BETWEEN THE CITY OF ONTARIO
AND PEPE’S TOWING, 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 Pepe’s Towing, Inc.

Approved By:

By:

Its:

Printed Name:

By:

Its:

Printed Name:

Scott Ochoa
City Manager
Approved as to Form:

Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

A
1249
Department: Public Works
Prepared By: Jay Bautista
Staff Member Presenting: Tito Haes, Executive
Director Public Works
Reviewed By: Khoi Do, Andrea Ampig, Bonnie
Tam
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 20
SUBJECT:

A PUBLIC HEARING TO CONSIDER ADOPTION OF A RESOLUTION TO DESIGNATE

PORTIONS OF D STREET, LYNN HAVEN COURT, NOCTA STREET, AND SULTANA

AVENUE AS A RESIDENTIAL PERMIT PARKING ZONE

CITY OF ONTARIO
Agenda Report
May 20, 2025
SECTION:

PUBLIC HEARINGS

RECOMMENDATION:

That the City Council conduct a Public Hearing and adopt a Resolution to designate portions of D Street, Lynn Haven Court, Nocta Street, and Sultana Avenue as a residential permit parking zone for the benefit of adjacent residences.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
Focus Resources in Ontario's Commercial and Residential Neighborhoods FISCAL IMPACT:

The Fiscal Year 2024-25 Adopted Budget includes appropriations in the General Fund for nominal administrative costs related to the signage production and installation.

BACKGROUND & ANALYSIS:

Residents in the neighborhood near Lynn Haven Court contacted City Staff with concerns regarding non-resident vehicles parking within their neighborhood. Residents have stated that they have difficulty finding parking near their homes and observed litter in the parkway adjacent to non-resident vehicles. Because of the safety and quality of life concerns, Staff evaluated the proposed permit parking zone and observed most of the vehicles parking in the neighborhood belonged to non-residents. Municipal Code Section 4-6.1305 states that permit parking zones can be considered if the vehicles causing on-street parking concerns are non-resident vehicles.

On May 6, 2025, the City Council adopted Resolution No. 2025-030 declaring the City's intent to designate portions of D Street, Lynn Haven Court, Nocta Street, and Sultana Avenue as a residential permit parking zone for the benefit of adjacent residences and setting the date, time, and place for this public hearing. Appropriate notice of intention to designate a residential permit parking zone has been posted. Additionally, an announcement of this Public Hearing was published in the Inland Valley Daily Bulletin prior to this meeting and the full text of said adopted Resolution has been made available in the Records Management Department.
1250

City Staff notified residents in the vicinity of the proposed permit parking area. Exhibit "A" illustrates the notification area and the proposed permit area.

The Resolution, if adopted, would authorize the installation of parking district signs allowing exclusive parking for the residents of D Street, Lynn Haven Court, Nocta Street, and Sultana Avenue.

Permits will be issued for up to 3 vehicles registered to the owners with an authorized address. The permits will be in the form of a placard, and they will be free of charge. A photo identification with the resident's address and a document such as a utility bill will be required for proof of residency.

Signage will be properly placed in the neighborhoods that will define the limits and restrictions of the permit parking zones. Once City Staff has determined that a general consensus with the neighborhood is achieved, implementation of this program will proceed. Implementation is expected to begin in Summer 2025.

1251
1252
RESOLUTION NO. __________

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

CALIFORNIA, ORDERING THE DESIGNATION OF PORTIONS OF D

STREET, LYNN HAVEN COURT, NOCTA STREET, AND SULTANA
AVENUE AS A RESIDENTIAL PERMIT PARKING ZONE.

WHEREAS, the City Council of the City of Ontario, California, did on the 6 th day of May 2025 adopt a Resolution of Intent, entitled:

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

CALIFORNIA, PERTAINING TO DESIGNATING PORTIONS OF D

STREET, LYNN HAVEN COURT, NOCTA STREET, AND SULTANA

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

WHEREAS, notice of the date, time, and place of hearing any and all persons interested in, or objecting to, the proposed permit parking zone has been published and posted in the manner prescribed by law; and
WHEREAS, a hearing on the proposed designation was duly and regularly held by said City Council at the time and place specified in said Resolution of Intention, and the said Council has determined that said locations, as described in said Resolution of Intention, are qualified for a permit parking zone; and WHEREAS, the City Council found:

1. That such zone is necessary to provide reasonably available and convenient parking for the benefit of the adjacent residences;

2. That the proposed zone is desirable to encourage the use of carpooling;

3. That the proposed zone is desirable to enhance or protect the quality of life in the area of the proposed zone;

4. That the proposed zone will tend to encourage nonresident vehicles to park in off-street parking facilities; and
WHEREAS, the City Council considered:

1. Whether nonresident vehicles do or may substantially and regularly interfere with the use by or for the benefit of adjacent residences of a majority of available public street parking spaces in the proposed permit parking zone, and whether such interference occurs at regular and significant intervals;

2. Whether nonresident vehicles driven or parked in the proposed permit parking zone are a source of unreasonable litter, noise, traffic hazards, environmental 1253
pollution, or devaluation of real property in the area of the proposed permit parking zone;

3. Whether the occupants of adjacent residences in the proposed permit parking zone desire its establishment;

4. Whether a shortage of residential-related parking spaces exists in the area of the proposed permit parking zone;

5. Whether an alternative solution is feasible or practical; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Ontario as follows:

SECTION 1. That pursuant to Section 4-6.1305 of the City of Ontario Municipal Code, the following locations are established as a permit parking zone: (see Exhibit “A”) SECTION 2. 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, California.

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

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

PASSED, APPROVED, AND ADOPTED this 20th day of May, 2025. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
1254

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. 2025- was duly passed and adopted by the City Council of the City of Ontario at their regular meeting held May 20, 2025 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. 2025- duly passed and adopted by the Ontario City Council at their regular meeting held May 20, 2025. _____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
1255
1256
Department: Financial Services
Prepared By: Cruz Torres
Department:

Prepared By: Stephanie Castro
Staff Member Presenting: Armen Harkalyan,
Executive Director of Finance
Reviewed By: Claudia Hernandez, Matthew
Hernandez
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 21
SUBJECT:

A PUBLIC HEARING TO CONSIDER A RESOLUTION REGARDING THE FORMATION OF THE CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 75 (SPRINGHILL); ADOPTION OF A RESOLUTION DEEMING IT NECESSARY TO INCUR BONDED INDEBTEDNESS; AND INTRODUCTION OF AN ORDINANCE LEVYING

SPECIAL TAXES

CITY OF ONTARIO
Agenda Report
May 20, 2025
SECTION:

PUBLIC HEARINGS

RECOMMENDATION:

That the City Council consider and:

A
.

Adopt a Resolution of Formation of Community Facilities District No. 75 (Springhill), 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. 75 (Springhill);
C
.

Adopt a Resolution calling a special election for City of Ontario Community Facilities District No. 75 (Springhill);
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. 75 (Springhill); F
.

Adopt a Resolution authorizing the execution and delivery of an acquisition and funding agreement with Lennar Homes of California, LLC; and
G
.

Adopt a Resolution making a declaration of official intent to reimburse facilities expenditures with bond proceeds and related actions.

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 1257
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 Springhill residential development is
projected to generate approximately
$348,472
per year, at buildout, to fund administrative fees
and municipal services; and approximately
$9.8 million
in bond proceeds to be used to fund a
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 to 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. Under the Mello-Roos Act the initial steps in the formation of a community facilities district to finance public improvements and municipal services are to adopt resolutions decla
ring the intention to establish a community facilities district, authorize the levy of special taxes, and issue bonds. Accordingly, on April 1, 2025,
the City Council
approved Resolution
No. 2025-013
, a Resolution of Intention to establish City of Ontario Community Facilities District No. 75 (Springhill) and authorize the levy of special taxes; and Resolution No. 2025-014
decla
ring the City Council's intention to issue bonds for the district. The Resolution of Intention set the public hearing date for the regularly scheduled City Council meeting on May 20, 2025, to consider formation matters.

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.

The Springhill project is approximately 23.22 gross acres located south of Riverside Drive, north of Chino Avenue, west of Archibald Avenue, and east of Colonial Avenue. At build-out, the project is expected to include 265 residential units consisting of 139 single-family units and 126 attached units.

Included, as part of the Resolution of Formation 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 ($32 million) is set intentionally higher than the current estimated bond amount ($9.8 million) 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 Springhill project is consistent with those of previously adopted Rates and Methods of Apportionment for 1258
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 districts are required to disclose the maximum annual special tax amount to each homeowner before entering into a sales contract.

Attached are six Resolutions and an Ordinance. The first attached Resolution establishes the community facilities district, with the rate and method of apportionment of special taxes and authorizes the levy of special taxes within the district. The second attached Resolution deeming it necessary to incur bonded indebtedness for the district. The third attached Resolution calls for a special landowner election to be held on May 20, 2025. The fourth attached Resolution declares the results of the election, including a statement from the City Clerk as to the canvass of ballots, and directs the recording of the Notice of Special Tax Lien. The fifth attached Resolution authorizes the acquisition and funding agreement. The sixth Resolution declares the intent to reimburse facilities expenditures with bond proceeds and related actions. The attached Ordinance authorizes the levying of special taxes.
1259
RESOLUTION NO. ________

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

CALIFORNIA, OF FORMATION OF CITY OF ONTARIO COMMUNITY
FACILITIES DISTRICT NO. 75 (SPRINGHILL), 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
WHEREAS, on April 1, 2025, 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”), 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. 75 (Springhill) and to Authorize the Levy of a Special Tax Therein” (the “Resolution of Intention”), stating its intention to establish City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”), to authorize the Community Facilities District to levy a special tax within the Community Facilities District for the purpose of financing certain public facilities and services and setting the date for a public hearing to be held on the establishment of the Community Facilities District; and
WHEREAS, pursuant to the Resolution of Intention, notice of said public hearing was published in the Inland Valley Daily Bulletin , a newspaper of general circulation published in the area of the Community Facilities District, in accordance with the Act; and WHEREAS, on this date, the City Council opened, conducted and closed said public hearing; and
WHEREAS, pursuant to the Resolution of Intention, each officer of the City who is or will be responsible for providing one or more of the proposed types of public facilities or services to be financed by the Community Facilities District was 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 public 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 such public facilities and services; such officers were also directed to estimate the fair and reasonable cost of the public facilities proposed to be purchased as completed public facilities and of the incidental expenses proposed to be paid; and WHEREAS, said report was so filed with the City Council and made a part of the record of said public hearing; and
WHEREAS, at the hearing, the testimony of all persons for or against the establishment of the Community Facilities District, the extent of the Community Facilities District and the furnishing of the specified types of public facilities and services was heard; and
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WHEREAS, written protests against the establishment of the Community Facilities District, the furnishing of any specified type or types of facilities and services within the Community Facilities District or the levying of a specified special tax were not made or filed at or before said hearing by 50% or more of the registered voters, or six registered voters, whichever is more, residing within the territory proposed to be included in the Community Facilities District, or the owners of one-half or more of the area of land in the territory proposed to be included in the Community Facilities District and not exempt from the special tax; and
WHEREAS, there has been filed with the City Clerk of the City a letter from the Registrar of Voters of the County of San Bernardino indicating that no persons were registered to vote within the territory of the proposed Community Facilities District as of April 16, 2025, which demonstrates that 12 or more persons have not been registered to vote within the territory of the proposed Community Facilities District for each of the 90 days preceding the close of said public hearing; 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 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 Lennar Homes of California, LLC (“Lennar Homes”), have entered into the Deposit and Reimbursement Agreement, dated as of May 1, 2024 (the “Deposit Agreement”), that provides for the advancement of funds by Lennar Homes 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 Lennar Homes 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;
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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 Community Facilities District is hereby established.

SECTION 3. The name for the Community Facilities District is “City of Ontario Community Facilities District No. 75 (Springhill).”
SECTION 4. 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 A 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 A 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 A hereto. The incidental expenses proposed to be incurred are identified under the caption “Incidental Expenses” on Exhibit A 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 5. The proposed special tax to be levied within the Community Facilities District has not been precluded by majority protest pursuant to Section 53324 of the Act.

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 B, 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 date 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.
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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 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 name, address and telephone number of the office, department or bureau that will be responsible for preparing annually a current roll of Special Tax levy obligations by assessor’s parcel number and that will be responsible for estimating further Special Tax levies pursuant to Section 53340.2 of the Act are as follows: City of Ontario, Financial Services Agency, 303 East B Street, Ontario, California 91764, (909) 395-2015 or email [email protected].

SECTION 11. Upon recordation of a notice of special tax lien pursuant to Section 3114.5 of the California Streets and Highways Code, a continuing lien to secure each levy of the Special Tax shall attach to all nonexempt real property in the Community Facilities District and this lien shall continue in force and effect until the Special Tax obligation is prepaid, permanently satisfied and canceled in accordance with law or until the Special Tax ceases to be levied and a notice of cessation of the Special Tax is recorded in accordance with Section 53330.5 of the Act.

SECTION 12. The boundary map of the Community Facilities District has been recorded in San Bernardino County in Book 92 at Page 36 of Maps of Assessments and Community Facilities Districts in the San Bernardino County Recorder’s Office (Document No. 2025-0072054).

SECTION 13. The City Council proposes that the annual appropriations limit, as defined by subdivision (h) of Section 8 of Article XIII B of the California Constitution, of the Community Facilities District be established at $40,000,000. 1263
SECTION 14. Pursuant to the provisions of the Act, the propositions to authorize the Community Facilities District to levy the Special Tax and to establish the appropriations limit of the Community Facilities District specified above shall be subject to the approval of the qualified electors of the Community Facilities District at a special election. The City Council hereby finds and determines that no persons were registered to vote within the territory of the proposed Community Facilities District as of April 16, 2025, and that 12 or more persons have not been registered to vote within the territory of the Community Facilities District for each of the 90 days preceding the close of the public hearing held by the City Council on the establishment of the Community Facilities District.

Accordingly, pursuant to Section 53326 of the Act, the vote shall be by the landowners of the Community Facilities District and each person who is the owner of land as of the close of said public hearing, or the authorized representative thereof, shall have one vote for each acre or portion of an acre that he or she owns within the Community Facilities District not exempt from the Special Tax. The voting procedure shall be by mailed or hand- delivered ballot.

SECTION 15. Lennar Homes has heretofore advanced certain funds, and may advance additional funds, that have been or may be used to pay costs incurred in creating the Community Facilities District and the incurrence of bonded indebtedness thereby. The City Council has previously approved the acceptance of such funds for the purpose of paying costs incurred in creating the Community Facilities District and the incurrence of bonded indebtedness thereby. The City Council proposes to repay Lennar Homes all or a portion of such funds so advanced, without interest, solely from the proceeds of any such bonded indebtedness incurred by the Community Facilities District, pursuant to the Deposit Agreement. The Deposit Agreement is hereby incorporated herein as though set forth in full herein.

SECTION 16. The City Council hereby finds and determines that all proceedings, up to and including the adoption of this Resolution, were valid and in conformity with the requirements of the Act. In accordance with Section 53325.1 of the Act, such finding shall be final and conclusive.

SECTION 17. 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 18. 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 19. 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.
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PASSED, APPROVED, AND ADOPTED this 20th day of May, 2025. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
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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. 2025- was duly passed and adopted by the City Council of the City of Ontario at their regular meeting held May 20, 2025 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. 2025- duly passed and adopted by the Ontario City Council at their regular meeting held May 20, 2025. _____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
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EXHIBIT A

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.
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EXHIBIT B

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
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City of Ontario CFD No. 75 1 February 27, 2025

CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 75
(SPRINGHILL)

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX

Special Tax es shall be levied on all Assessor’s Parcels in the City of Ontario Community Facilities District No. 75 (Springhill) (“ CFD No. 75” ) and collected each Fiscal Yea r, commencing in Fiscal Year 2025-26, 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. 75, 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. 75: the costs of computing the Special Taxes and preparing the annual Special Tax collection schedules (whether by the City or CFD No. 75 or both); the costs of collecting the Special Taxes (whether by the County or otherwise); the cost s of remitting the Special Tax es 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 c osts to the City or CFD No. 75 of complying with arbitrage rebate requirements; the costs to the City or CFD No. 75 of complying with City, CFD No. 75, 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. 75 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. 75 related to an appeal of the Special Tax; the costs associated with the release of fun ds from any escrow account; the City’s administration fees and third party expenses; the costs of City staff time and reasonabl e overhead relating t o CFD No. 75; and amounts estimated or advanced by the City or CFD No. 75 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.

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City of Ontario CFD No. 75 2 February 27, 2025

“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. 75 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. 7 5 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. 75” means City of Ontario Community Facilities District No. 75 (Springhill).

“City” means the City of Ontario, California.

“City Council” means the City Council of the City, acting as the legislative body of CFD No. 75.

“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.

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City of Ontario CFD No. 75 3 February 27, 2025
“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, 2024, and before May 1 of the prior Fiscal Year.

“Expected Residential Lot Count” means 126 Buildable Lots of Single Family Attached Property and 139 Buildable Lots of Single Family Detached Property, 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. 75.

“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 P arcels 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 and 2 below.

“Lower Income Household Welfare Exemption Property” means, for each Fiscal Year, an Assessor’s Parcel wit hin the boundaries of CFD No. 75 that is subject to a welfare exemption under subdivision (g) of Section 214 of the California Revenue and 1271

City of Ontario CFD No. 75 4 February 27, 2025
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 co nstructing 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 s uch consultants selected by CFD No. 75 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 a nd not under the control of CFD No. 75 or the City, (d) does not have any substantial interest, direct or indirect, with or in (i) CFD No. 75, (ii) the City, (iii) any owner of real property in CFD No. 75, or (iv) any real property in CFD No. 75, and (e) is not connected with CFD No. 75 or the City as an officer or employee thereof, but who may be regularly retained to make reports to CFD No. 75 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.

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City of Ontario CFD No. 75 5 February 27, 2025
“Property Owner Association Property ” means, for each Fiscal Year, any property within the boundaries of CFD No. 75 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 Spe cial 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 Ow ner Association Property; and (f ) for Taxable Public Property, that the ra tio 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 w ithin the boundaries of CFD No. 75 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 righ t-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 F ootage 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. 75. The actual Square F ootage shall be rounded up to the next whole square f oot. Once such det ermination has been made for a n 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, 2024, and before May 1 of the prior Fiscal Year.
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City of Ontario CFD No. 75 6 February 27, 2025

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

75. “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, with respect to Special Tax B, 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. 75 to be levied within the boundaries of CFD No. 75 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. 75 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 rat a share of Administrative Expenses; (iv) provide any amounts required to establis h 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 amount s 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. 75 to be levied within the boundaries of CFD No. 75 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 1274

City of Ontario CFD No. 75 7 February 27, 2025
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 appropri ate means selected by CFD No. 75, issued for construction of Residential Property or Non- Residential Property , plus any square f ootage 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. 75 that are not exempt from the Special Tax es 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.

“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 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 20536” means Tentative Tract Map No. 20536, the area of which is located within CFD No. 75.

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City of Ontario CFD No. 75 8 February 27, 2025

“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 202 5-26, all Taxable Property within CFD No. 75 shall be classified as Developed Property, Final Mapped Property, Taxable Public Property, Taxable Property Owner Association Pr operty, 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 Singl e Family Attached Property shall be assigned to Land Use Classes 1 through 4, and Single Family Detached Property shall be assigned to Land Use Classes 5 through 10, as listed in Table 1 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 11 and 12, respectively.

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 Table 1 below) shall be analyzed in accordance with and subject to the conditions set forth in this Section C. At such time, CFD No. 75 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 applicable to Units within one or more Land Use Classes of Single Family Attached Property to be constructed within CFD No. 75 exceeds

2.55% of the Minimum Sale Price of Units of Single Family Attached Property, the Assigned Special Tax A shall be reduced to the extent necessary to cause the Total Tax Burden that shall apply to Units within such Land Use Class(es) not to exceed 2.55% of the Minimum Sale Price of such Units.

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City of Ontario CFD No. 75 9 February 27, 2025

In addition, if based upon such Price Point Study the CFD Administrator calculates that the Total Tax Burden applicable to Units within one or more Land Use Classes of Single Family Detached Property to be constructed within CFD No. 75 exceeds 2.15% of the Minimum Sale Price of Units of Single Family Detached Property , the Assigned Special Tax A shall be reduced to the extent necessary to cause the Total Tax Burden that shall apply to Units within such Land Use Class(es) not to exceed 2.15% of the Minimum Sale Price of such Units.

Finally, 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. 75 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. 75 . Upon receipt thereof, if in satisfactory form, CFD No. 75 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 Certific ate of Modification by CFD No. 75.

The Special Tax A reductions required pursuant to this section shall be reflected in an amended notice of Special Tax lien, which CFD No. 75 shall cause to be recorded with the County Recorder as soon as practicable after execution of the Certificate of Modification by CFD No. 75. The reductions in this section apply to Single Family Property, but not to Other Residential Property or Non- Residential Property.

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City of Ontario CFD No. 75 10 February 27, 2025
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 applicati on 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 Table 1.

T
ABLE 1
ASSIGNED SPECIAL TAX A – DEVELOPED PROPERTY

3) Backup Special Tax A

The Backup Special Tax A shall be $2,826 per Unit of Single Family Attached Property and $ 3,946 per Unit of Single Family Detached Property . However, if the Expected Residential Lot Count for Single Family Attached Property does not equal 126 and for Single Family Detached Property does not equal 139, and the

Land
Use
Class

Description

Residential
Floor Area
(Square
Footage)

Assigned
Special Tax A
1 Single Family Attached Property < 1,401 $1,957 per Unit 2 Single Family Attached Property 1,401 – 1,600 $2,623 per Unit 3 Single Family Attached Property 1,601 – 1,800 $3,231 per Unit 4 Single Family Attached Property > 1,800 $3,612 per Unit 5 Single Family Detached Property < 1,601 $2,528 per Unit 6 Single Family Detached Property 1,601 – 1,800 $3,077 per Unit 7 Single Family Detached Property 1,801 – 2,000 $3,451 per Unit 8 Single Family Detached Property 2,001 – 2,200 $3,969 per Unit 9 Single Family Detached Property 2,201 – 2,400 $4,900 per Unit 10 Single Family Detached Property > 2,400 $5,095 per Unit 11 Other Residential Property $70,087 per Acre
12 Non-Residential Property $70,087 per Acre
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City of Ontario CFD No. 75 11 February 27, 2025
City has not issued Bonds , then the Backup Special Tax A for Designated Buildable Lots of Single Family Attached Property and Single Family Detached Property shall be calculated according to the following formulas:

Attached = $356,034 ÷ Expected Residential Lot
Count for Single Family Attached
Property

Detached = $548,509 ÷ Expected Residential Lot
Count for Single Family Detached
Property

If any portion of a Final Subdivision Map, or any area expected by CFD No. 75 to become Final Mapped Property – such as the area within TTM 20 536, 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 Sin gle 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 Attached Property
or Single Family Detached Property 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 Attached Property or Single Family
Detached Property that exists 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 Sin gle Family
Attached Property or Single Family Detached
Property.

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

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City of Ontario CFD No. 75 12 February 27, 2025
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 $70,087 per Acre, 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 2 below.

T
ABLE 2
MAXIMUM SPECIAL TAX B – DEVELOPED PROPERTY

Land Use Class Maximum Special Tax B
Fiscal Year 2025-26
Residential Property
Single Family Detached Dwelling Unit $1,426.38 per Unit Multiple Family Dwelling Unit $1,236.46 per Unit
Gated Community Attached Dwelling Unit $1,036.38 per Unit Non-Residential Property

$0.260110 per Sq. Ft.

On January 1 of each Fiscal Year, commencing January 1, 2026, 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 Acre s 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, c ondominium 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 permit s, 1280

City of Ontario CFD No. 75 13 February 27, 2025
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.

D. METHOD OF APPORTIONMENT OF THE SPECIAL TAX

1. Special Tax A

Each Fiscal Year, beginning with Fisca l Year 20 25-26, 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 ne eded 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 need ed 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 1281

City of Ontario CFD No. 75 14 February 27, 2025
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 Asse ssor’s Parcels within CFD No. 75 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.

2. Special Tax B

Each Fiscal Year, beginning with Fiscal Year 20 25-26, the CFD Administrator shall determine the Special Tax B Requirement. The Sp ecial 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

No Special Tax shall be levied on up to 0.93 Acres of Public Property and up to 7.95 Acres of Property Owner Association Property. Tax-exempt status 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. 75 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 1282

City of Ontario CFD No. 75 15 February 27, 2025
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.

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 $10,907,000 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. 75.

“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.

1283

City of Ontario CFD No. 75 16 February 27, 2025
“Prepayment Period” means one of three periods of time during which a Special Tax prepayment may be made.

“Prepayment Period 1” means July 1, 2025, through June 30, 2059.

“Prepayment Period 2” means July 1, 2059, through June 30, 2092.

“Prepayment Period 3” means July 1, 2092, through June 30, 2126.

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. 75.

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, 2024, 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.

1284

City of Ontario CFD No. 75 17 February 27, 2025

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 Speci al 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.

3. (a) Divide the Assigned Special Tax A computed pursuant to Paragraph 2 by the total estimated Assigned Special Tax A for CFD No. 75 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. 75, 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. 75, 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 prem ium (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. 75, 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”). 1285

City of Ontario CFD No. 75 18 February 27, 2025

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.

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. 75.

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 wi th 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 p repaid 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 wi th the Act to indicate that Special Tax A has been satisfied for the remainder of the applicable Prepayment Period but h as 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.

1286

City of Ontario CFD No. 75 19 February 27, 2025
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. 75 (after excluding 0.93 Acres of Public Property and 7.95 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, 2024, may be partially prepaid. The amount of 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 Parce l(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. 75 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 (1 00% - “%”, 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 P eriod 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.

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City of Ontario CFD No. 75 20 February 27, 2025

I. TERM OF SPECIAL TAX

The Fiscal Year after which no further Special Tax A shall be levied or collected is Fiscal Year 2125-2126, 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 co ntinue to be levied indefinitely on an annual basis on all Developed Property in CFD No. 75.

1288

EXHIBIT A

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

CITY OF ONTARIO AND CFD NO. 75 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. 75 (Springhill) (“CFD No. 75”) , the Assigned Special Tax A and the Backup Special Tax A for Developed Property within CFD No. 75 has been modified.

a. The informa tion in Table 1 below relating to Assigned Special Tax A for Developed Property within CFD No. 75, as stated in Section C.1.a.2 of the Rate and Method of Apportionment, has been modified as follows:

T
ABLE 1
ASSIGNED SPECIAL TAX A – DEVELOPED PROPERTY

Land
Use
Class

Description

Residential
Floor Area
(Square
Footage)

Assigned
Special Tax A
1 Single Family Attached Property < 1,401 $[ ] per Unit 2 Single Family Attached Property 1,401 – 1,600 $[ ] per Unit 3 Single Family Attached Property 1,601 – 1,800 $[ ] per Unit 4 Single Family Attached Property > 1,800 $[ ] per Unit 5 Single Family Detached Property < 1,601 $[ ] per Unit 6 Single Family Detached Property 1,601 – 1,800 $[ ] per Unit 7 Single Family Detached Property 1,801 – 2,000 $[ ] per Unit 8 Single Family Detached Property 2,001 – 2,200 $[ ] per Unit 9 Single Family Detached Property 2,201 – 2,400 $[ ] per Unit 10 Single Family Detached Property > 2,400 $[ ] per Unit 11 Other Residential Property $[ ] per Acre
12 Non-Residential Property $[ ] per Acre
1289

EXHIBIT A

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

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 of Single Family Attached Property and $[ ] per Unit of Single Family Detached Property. However, if the Expected Residential Lot Count for Single Family Attached Property does not equal 126 and for Single Family Detached Property does not equal 139, and the City has not issued Bonds, then the Backup Special Tax A for Designated Buildable Lots of Single Family Attached Property and Single Family Detached Property shall be calculated according to the following formulas:

Attached = $[ ] ÷ Expected Residential Lot
Count for Single Family Attached
Property

Detached = $[ ] ÷ Expected Residential Lot
Count for Single Family Detached
Property

2. The Special Tax A for Developed Property may only be modified prior to the first issuance of CFD No. 75 Bonds.

3. Upon execution of this certificate by CFD No. 7 5, CFD No. 75 shall cause an amended notice of Special Tax lien for CFD No. 75 to be recorded reflecting the modifications set forth herein.

1290

EXHIBIT A

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

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. 75
(SPRINGHILL)

By:_________________________________ Date:______________________

1291
RESOLUTION NO. __________

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

CALIFORNIA, DEEMING IT NECESSARY FOR CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 75 (SPRINGHILL) TO INCUR

BONDED INDEBTEDNESS
WHEREAS, on April 1, 2025, 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”), 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. 75 (Springhill) and to Authorize the Levy of a Special Tax Therein,” stating its intention to establish City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”) and to authorize the Community Facilities District to levy a special tax (the “Special Tax”) within the Community Facilities District for the purpose of financing certain public facilities (the “Facilities”) and services; and
WHEREAS, on April 1, 2025, the City Council also adopted a resolution entitled “A Resolution of the City Council of the City of Ontario, California, Declaring it Necessary for City of Ontario Community Facilities District No. 75 (Springhill) to Incur Bonded Indebtedness” (the “Resolution Declaring Necessity”), declaring it necessary for the Community Facilities District to incur bonded indebtedness and setting the date for a public hearing to be held on the proposed debt authorization; and WHEREAS, pursuant to the Resolution Declaring Necessity, notice of said public hearing was published in the Inland Valley Daily Bulletin , a newspaper of general circulation published in the area of the Community Facilities District, in accordance with the Act; and
WHEREAS, on this date, the City Council opened, conducted and closed said public hearing; and
WHEREAS, at said public hearing, any person interested, including persons owning property within the area and desiring to appear and present any matters material to the questions set forth in the Resolution Declaring Necessity appeared and presented such matters; and
WHEREAS, oral or written protests against the proposed debt issue were not made or filed at or before said public hearing by 50% or more of the registered voters, or six registered voters, whichever is more, residing within the territory proposed to be included in the Community Facilities District, or the owners of one-half or more of the area of land in the territory proposed to be included in the Community Facilities District and not exempt from the Special Tax; and
WHEREAS, the City Council deems it necessary for the Community Facilities District to incur bonded indebtedness; and
1292
WHEREAS, on this date, the City Council adopted a resolution entitled “A Resolution of the City Council of the City of Ontario, California, of Formation of City of Ontario Community Facilities District No. 75 (Springhill), 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;” and WHEREAS, the City Clerk of the City (the “City Clerk”) is the election official that will conduct the special election on the proposition to authorize the Community Facilities District to incur bonded indebtedness; and
WHEREAS, there has been filed with the City Clerk a letter from the Registrar of Voters of the County of San Bernardino indicating that no persons were registered to vote within the territory of the Community Facilities District as of April 16, 2025, which demonstrates that 12 or more persons have not been registered to vote within the territory of the Community Facilities District for each of the 90 days preceding the close of said public hearing; and
WHEREAS, there has been filed with the City Clerk consents and waivers of all of the landowners of record in the Community Facilities District consenting to the waiver of, and waiving, any time limit specified by Section 53326 of the Act and any requirement pertaining to the conduct of said special election, including any time limit or requirement applicable to an election pursuant to Article 5 of the Act (commencing with Section 53345 of the Act), consenting to the holding of said special election on May 20, 2025, and consenting to the waiver of, and waiving, any impartial analysis, arguments or rebuttals, as set forth in Sections 53326 and 53327 of the Act; and WHEREAS, the City Clerk has concurred in said waivers and has concurred in holding said special election on May 20, 2025;
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 deems it necessary for the Community Facilities District to incur the bonded indebtedness.

SECTION 3. The bonded indebtedness 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. In accordance with the previous determination of the City Council, the whole of the Community Facilities District will pay for the bonded indebtedness.

SECTION 5. The maximum amount of debt to be incurred is $40,000,000. 1293
SECTION 6. The maximum term the bonds to be issued shall run before maturity is 40 years.

SECTION 7. The maximum annual rate of interest to be paid shall not exceed the maximum interest rate permitted by applicable law at the time of sale of the bonds, payable semiannually or at such times as the City Council or its designee shall determine, the actual rate or rates and times of payment of such interest to be determined by the City Council or its designee at the time or times of sale of the bonds.

SECTION 8. The proposition to authorize the Community Facilities District to incur the bonded indebtedness shall be submitted to the qualified electors of the Community Facilities District.

SECTION 9. The City Council hereby finds and determines that no persons were registered to vote within the territory of the Community Facilities District as of April 16, 2025, and that 12 or more persons have not been registered to vote within the territory of the Community Facilities District for each of the 90 days preceding the close of the public hearing held by the City Council on the proposed debt issue for the Community Facilities District. Accordingly, pursuant to Section 53326 of the Act, the vote shall be by the landowners of the Community Facilities District and each person who is the owner of land as of the close of said public hearing, or the authorized representative thereof, shall have one vote for each acre or portion of an acre that he or she owns within the Community Facilities District not exempt from the Special Tax.

SECTION 10. The City Council hereby finds and determines that the qualified electors of the Community Facilities District have (a) unanimously consented to the waiver of, and have waived, any time limit specified by Section 53326 of the Act and any requirement pertaining to the conduct of said election, including any time limit or requirement applicable to an election pursuant to Article 5 of the Act (commencing with Section 53345 of the Act), (b) unanimously consented to the holding of said election on May 20, 2025, and (c) unanimously consented to the waiver of, and have waived, any impartial analysis, arguments or rebuttals, as set forth in Sections 53326 and 53327 of the Act. The City Council hereby finds and determines that the City Clerk has concurred in said waivers and has concurred in holding said election on May 20, 2025.

SECTION 11. The date of the special community facilities district election (which shall be consolidated with the special district election to authorize the Community Facilities District to levy the Special Tax) at which time the proposition to authorize the Community Facilities District to incur the bonded indebtedness shall be submitted to the voters is May 20, 2025.

SECTION 12. As authorized by Section 53353.5 of the Act, the propositions to authorize the Community Facilities District to incur such bonded indebtedness, to authorize the Community Facilities to levy the Special Tax and to establish an appropriations limit of the Community Facilities District shall be combined into one ballot proposition.
1294
SECTION 13. Pursuant to Section 53326 of the Act, the election shall be conducted by mail or hand-delivered ballot. The voted ballots are required to be received in the office of the City Clerk no later than 7:30 p.m. on May 20, 2025; provided, however, that if all of the qualified electors have voted prior to such time, the election may be closed with the concurrence of the City Clerk.

SECTION 14. 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 15. 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 16. 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 20th day of May, 2025. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
1295

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. 2025- was duly passed and adopted by the City Council of the City of Ontario at their regular meeting held May 20, 2025 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. 2025- duly passed and adopted by the Ontario City Council at their regular meeting held May 20, 2025. _____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
1296
RESOLUTION NO. ________

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

CALIFORNIA, CALLING SPECIAL ELECTION FOR CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 75 (SPRINGHILL)
WHEREAS, on this date, 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”), adopted a resolution entitled “A Resolution of the City Council of the City of Ontario, California, of Formation of City of Ontario Community Facilities District No. 75 (Springhill), 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” (the “Resolution of Formation”), establishing City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”), proposing that the Community Facilities District be authorized to levy a special tax (the “Special Tax”) within the Community Facilities District for the purpose of financing certain public facilities (the “Facilities”) and services and proposing that an appropriations limit of the Community Facilities District be established at $40,000,000; and
WHEREAS, on this date, the City Council also adopted a resolution entitled “A Resolution of the City Council of the City of Ontario, California, Deeming it Necessary for City of Ontario Community Facilities District No. 75 (Springhill) to Incur Bonded Indebtedness” (the “Resolution Deeming Necessity”), deeming it necessary for the Community Facilities District to incur bonded indebtedness in a maximum amount of $40,000,000; and
WHEREAS, pursuant to the provisions of the Act and said resolutions, the propositions to authorize the Community Facilities District to incur such bonded indebtedness, to authorize the Community Facilities District to levy the Special Tax and to establish such appropriations limit of the Community Facilities District are to be submitted to the qualified electors of the Community Facilities District at a special election; and
WHEREAS, the City Council desires to designate the City Clerk of the City (the “City Clerk”) as the election official for such special election; and WHEREAS, there has been filed with the City Clerk a letter from the Registrar of Voters of the County of San Bernardino indicating that no persons were registered to vote within the territory of the Community Facilities District as of April 16, 2025, which demonstrates that 12 or more persons have not been registered to vote within the territory of the Community Facilities District for each of the 90 days preceding the close of the public hearings on the establishment of the Community Facilities District and the proposed debt issue for the Community Facilities District; and WHEREAS, there has been filed with the City Clerk consents and waivers of all of the landowners of record in the Community Facilities District consenting to the waiver 1297
of, and waiving, any time limit specified by Section 53326 of the Act and any requirement pertaining to the conduct of said special election, including any time limit or requirement applicable to an election pursuant to Article 5 of the Act (commencing with Section 53345 of the Act), consenting to the holding of said special election on May 20, 2025 and consenting to the waiver of, and waiving, any impartial analysis, arguments or rebuttals, as set forth in Sections 53326 and 53327 of the Act; and WHEREAS, the City Clerk has concurred in said waivers and has concurred in holding said special election on May 20, 2025;
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. Pursuant to Sections 53351, 53326 and 53325.7 of the Act, the propositions to authorize the Community Facilities District to incur bonded indebtedness, to authorize the Community Facilities District to levy the Special Tax and to establish the appropriations limit of the Community Facilities District shall be submitted to the qualified electors of the Community Facilities District at an election called therefor as provided below.

SECTION 3. The City Clerk is hereby designated as the official to conduct said election.

SECTION 4. As authorized by Section 53353.5 of the Act, the propositions to authorize the Community Facilities District to incur such bonded indebtedness, to authorize the Community Facilities District to levy the Special Tax and to establish such appropriations limit of the Community Facilities District shall be combined into one ballot proposition.

SECTION 5. The City Council hereby finds and determines that no persons were registered to vote within the territory of the Community Facilities District as of April 16, 2025, and that 12 or more persons have not been registered to vote within the territory of the Community Facilities District for each of the 90 days preceding the close of the public hearings heretofore held by the City Council on the establishment of the Community Facilities District and the proposed debt issue for the Community Facilities District. Accordingly, pursuant to Section 53326 of the Act, the vote shall be by the landowners of the Community Facilities District and each person who is the owner of land as of the close of said public hearings, or the authorized representative thereof, shall have one vote for each acre or portion of an acre that he or she owns within the Community Facilities District not exempt from the Special Tax.

SECTION 6. The City Council hereby finds and determines that the qualified electors of the Community Facilities District have (a) unanimously consented to the waiver of, and have waived, any time limit specified by Section 53326 of the Act and any requirement pertaining to the conduct of said election, including any time limit or 1298
requirement applicable to an election pursuant to Article 5 of the Act (commencing with Section 53345 of the Act), (b) unanimously consented to the holding of said election on May 20, 2025, and (c) unanimously consented to the waiver of, and have waived, any impartial analysis, arguments or rebuttals, as set forth in Sections 53326 and 53327 of the Act. The City Council hereby finds and determines that the City Clerk has concurred in said waivers and has concurred in holding said election on May 20, 2025.

SECTION 7. The City Council hereby calls a special election to submit to the qualified electors of the Community Facilities District the combined ballot proposition to authorize the Community Facilities District to incur bonded indebtedness in a maximum amount of $40,000,000, to authorize the Community Facilities to levy the Special Tax and to establish the appropriations limit of the Community Facilities District at $40,000,000, which election shall be held at 303 East B Street, Ontario, California, on May 20, 2025. The City Council has caused to be provided to the City Clerk, as the official to conduct the election, the Resolution of Formation, the Resolution Deeming Necessity, a certified map of sufficient scale and clarity to show the boundaries of the Community Facilities District and a sufficient description to allow the City Clerk to determine the boundaries of the Community Facilities District.

The voted ballots shall be returned to the City Clerk not later than 7:30 p.m. on May 20, 2025; provided, however, that if all of the qualified electors have voted prior to such time, the election may be closed with the concurrence of the City Clerk.

SECTION 8. Pursuant to Section 53326 of the Act, the election shall be conducted by mail or hand-delivered ballot pursuant to Section 4000 et. seq. of the California Elections Code. Except as otherwise provided in the Act, the provisions of law regulating elections of the City, insofar as they may be applicable, shall govern the election.

SECTION 9. The form of the ballot for the election, which sets forth the measure to be submitted to the voters, is attached hereto as Exhibit A and by this reference incorporated herein, and such form of ballot is hereby approved. The City Clerk shall cause to be delivered to each of the qualified electors of the Community Facilities District a ballot in said form, together with all supplies and written instructions necessary for the use and return of the ballot. The number of votes to be voted by a particular landowner shall be specified on the ballot provided to that landowner.

The identification envelope for return of a ballot shall be enclosed with such ballot, shall have the return postage prepaid, and shall contain: (a) the name and address of the landowner, (b) a declaration, under penalty of perjury, stating that the voter is the owner of record or the authorized representative of the landowner entitled to vote and is the person whose name appears on the identification envelope, (c) the printed name and signature of the voter, (d) the date of signing and place of execution of the declaration described in clause (b) above, and (e) a notice that the envelope contains an official ballot and is to be opened only by the canvassing board.

Analysis and arguments with respect to the measure submitted to the voters are hereby waived, as provided in Section 53327 of the Act. 1299
SECTION 10. The City Clerk shall accept the ballots of the qualified electors in the office of the City Clerk at 303 East B Street, Ontario, California, to and including 7:30 p.m. on May 20, 2025, whether said ballots be personally delivered or received by mail. The City Clerk shall have available ballots that may be marked at said location on the election day by said qualified electors.

SECTION 11. The City Council hereby determines that the facilities and services financed by the Community Facilities District are necessary to meet increased demands placed upon local agencies as a result of development occurring in the Community Facilities District.

SECTION 12. The specific purpose of the bonded indebtedness that the Community Facilities District is proposed to be authorized to incur is the financing of the Facilities, including all costs and estimated costs incidental to, or connected with, the accomplishment of such purpose, and the proceeds of such bonded indebtedness shall be applied only to such specific purpose.

Upon approval of the proposition to authorize the Community Facilities District to incur bonded indebtedness, and the sale of any bonds evidencing such indebtedness, the City Council shall take such action as may be necessary to cause to be established an account for deposit of the proceeds of sale of the bonds. For so long as any proceeds of the bonds remain unexpended, the Executive Director of Finance of the City shall cause to be filed with the City Council, no later than January 1 of each year, a report stating (a) the amount of bond proceeds received and expended during the preceding year, and (b) the status of any project funded or to be funded from bond proceeds. Said report may relate to the calendar year, fiscal year, or other appropriate annual period, as the Executive Director of Finance of the City shall determine, and may be incorporated into the annual budget, audit, or other appropriate routine report to the City Council.

SECTION 13. All actions heretofore taken by the officers, employees and agents of the City with respect to the special election called pursuant hereto, or in connection with or related to any of the matters referred to herein, are hereby approved, confirmed and ratified.

SECTION 14. 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 15. 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.
1300
PASSED, APPROVED, AND ADOPTED this 20th day of May, 2025. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
1301

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. 2025- was duly passed and adopted by the City Council of the City of Ontario at their regular meeting held May 20, 2025 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. 2025- duly passed and adopted by the Ontario City Council at their regular meeting held May 20, 2025. _____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
1302

EXHIBIT A

OFFICIAL BALLOT

CITY OF ONTARIO
May 20, 2025

SPECIAL ELECTION
This ballot is for a special, landowner election. The number of votes to be voted pursuant to this ballot is ____.

INSTRUCTIONS TO VOTERS:

To vote on the measure, mark a cross (+ or X) in the voting square after the word “YES” or after the word “NO”. All distinguishing marks or erasures are forbidden and make the ballot void. If you wrongly mark, tear or deface this ballot, return it to the City Clerk of the City of Ontario and obtain another.

CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 75
(SPRINGHILL)
MEASURE: Shall the measure to authorize City of
Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”) to incur bonded indebtedness in a maximum amount of $40,000,000, to authorize the Community Facilities District to levy a special tax in order to finance certain facilities and services and to establish the annual appropriations limit of the Community Facilities District at $40,000,000, as specified in the resolutions adopted by the City Council of the City of Ontario on May 20, 2025 entitled “A Resolution of the City Council of the City of Ontario, California, of Formation of City of Ontario Community Facilities District No. 75 (Springhill), 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” and “A Resolution of the City Council of the City of Ontario, California, Deeming it Necessary for City of Ontario Community Facilities District No. 75 (Springhill) to Incur Bonded Indebtedness,” be adopted?
Yes:

No:

1303
RESOLUTION NO. ________

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
WHEREAS, on May 20, 2025, 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”), adopted a resolution entitled “A Resolution of the City Council of the City of Ontario, California, Calling Special Election for City of Ontario Community Facilities District No. 75 (Springhill)” (the “Resolution Calling Election”), calling a special election to submit to the qualified electors of City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”) the combined ballot proposition to authorize the Community Facilities District to incur bonded indebtedness, to authorize the Community Facilities District to levy a special tax and to establish the appropriations limit of the Community Facilities District; and
WHEREAS, pursuant to the terms of the Resolution Calling Election and the provisions of the Act, the special election was held on May 20, 2025; and WHEREAS, the City Clerk of the City (the “City Clerk”) has certified the canvass of the returns of the election and has filed a Canvass and Statement of Results of Election (the “Canvass”), a copy of which is attached hereto as Exhibit A; 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 has received, reviewed and hereby accepts the Canvass.

SECTION 3. The City Council hereby finds and declares that the ballot proposition submitted to the qualified electors of the Community Facilities District pursuant to the Resolution Calling Election has been passed and approved by such electors in accordance with Section 53355, Section 53328 and Section 53325.7 of the Act.

SECTION 4. The City Clerk is hereby directed to execute and cause to be recorded in the office of the County Recorder of the County of San Bernardino a notice of special tax lien in the form required by the Act, said recording to occur no later than 15 days following adoption by the City Council of this Resolution.

SECTION 5. All actions heretofore taken by the officers, employees and agents of the City with respect to the special election, or in connection with or related to any of the matters referred to herein, are hereby approved, confirmed and ratified. 1304
SECTION 6. 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 7. 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 20th day of May, 2025. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
1305

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. 2025- was duly passed and adopted by the City Council of the City of Ontario at their regular meeting held May 20, 2025 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. 2025- duly passed and adopted by the Ontario City Council at their regular meeting held May 20, 2025. _____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
1306

EXHIBIT A
[See attached]
1307

CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 75
(SPRINGHILL)

CANVASS AND STATEMENT OF RESULTS OF ELECTION
I hereby certify that on May 20, 2025, I canvassed the returns of the special election for City of Ontario Community Facilities District No. 75 (Springhill) held on May 20, 2025, that the total number of ballots cast in said Community Facilities District and the total number of votes cast for and against the combined ballot proposition submitted to the qualified electors of the Community Facilities District are as follows and that the totals as shown for and against such proposition are true and correct:

Qualified
Landowner
Votes
Votes
Cast YES NO
City of Ontario Community Facilities
District No. 75 (Springhill) Special
Election, May 20, 2025
24 ___ ___ ___
MEASURE: Shall the measure to authorize City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”) to incur bonded indebtedness in a maximum amount of $40,000,000, to authorize the Community Facilities District to levy a special tax in order to finance certain facilities and services and to establish the annual appropriations limit of the Community Facilities District at $40,000,000, as specified in the resolutions adopted by the City Council of the City of Ontario on May 20, 2025 entitled “A Resolution of the City Council of the City of Ontario, California, of Formation of City of Ontario Community Facilities District No. 75 (Springhill), 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” and “A Resolution of the City Council of the City of Ontario, California, Deeming it Necessary for City of Ontario Community Facilities District No. 75 (Springhill) to Incur Bonded Indebtedness,” be adopted?
IN WITNESS WHEREOF, I HAVE HEREUNTO SET MY HAND this 20th day of May, 2025.

BY:

SHEILA MAUTZ, CITY CLERK
1308
ORDINANCE NO. ________

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO,

CALIFORNIA, LEVYING A SPECIAL TAX WITHIN CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 75 (SPRINGHILL)
WHEREAS, on April 1, 2025, 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”), 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. 75 (Springhill) and to Authorize the Levy of a Special Tax Therein,” stating its intention to establish City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”) and to authorize the Community Facilities District to levy a special tax (the “Special Tax”) within the Community Facilities District for the purpose of financing certain public facilities (the “Facilities”) and services (the “Services”); and
WHEREAS, on May 20, 2025, the City Council held a noticed public hearing on the establishment of the Community Facilities District, as required by the Act; and WHEREAS, subsequent to the close of said hearing, the City Council adopted resolutions entitled “A Resolution of the City Council of the City of Ontario, California, of Formation of City of Ontario Community Facilities District No. 75 (Springhill), 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” (the “Resolution of Formation”), “A Resolution of the City Council of the City of Ontario, California, Deeming it Necessary for City of Ontario Community Facilities District No. 75 (Springhill) to Incur Bonded Indebtedness” and “A Resolution of the City Council of the City of Ontario, California, Calling Special Election for City of Ontario Community Facilities District No. 75 (Springhill),” which resolutions established the Community Facilities District, proposed that the Community Facilities District be authorized to levy the Special Tax within the Community Facilities District, proposed that an appropriations limit of the Community Facilities District be established and called a special election to submit to the qualified electors of the Community Facilities District the combined ballot proposition to authorize the Community Facilities District to incur bonded indebtedness, to authorize the Community Facilities District to levy the Special Tax and to establish the appropriations limit of the Community Facilities District; and
WHEREAS, on May 20, 2025, an election was held in which the qualified electors of the Community Facilities District approved said proposition by more than the two-thirds vote required by the Act; and
WHEREAS, the City Council is the legislative body of the Community Facilities District;
1309
THE CITY COUNCIL OF THE CITY OF ONTARIO DOES ORDAIN AS FOLLOWS:

SECTION 1. The City Council hereby authorizes and levies the Special Tax within the Community Facilities District pursuant to Sections 53328 and 53340 of the Act, at the rate and in accordance with the method of apportionment set forth in Exhibit B to the Resolution of Formation (the “Rate and Method”). The Special Tax is hereby levied commencing in fiscal year 2025-26 and in each fiscal year thereafter until the last fiscal year in which the Special Tax is authorized to be levied pursuant to the Rate and Method.

SECTION 2. The City Council may, pursuant to subdivision (b) of Section 53340 of the Act, provide, by resolution, for the levy of the Special Tax in the current tax year or in future tax years at the same rate or at a lower rate than the rate provided by this Ordinance. In no event shall the Special Tax be levied on any parcel within the Community Facilities District in excess of the maximum tax specified therefor in the Rate and Method.

SECTION 3. The Special Tax shall be levied on all of the parcels in the Community Facilities District, unless exempted by law or by the Rate and Method.

SECTION 4. The proceeds of the Special Tax shall only be used to pay, in whole or in part, the cost of providing the Facilities and Services and incidental expenses pursuant to the Act.

SECTION 5. The Special Tax shall be collected in the same manner as ordinary ad valorem property taxes are collected and shall be subject to the same penalties and the same procedure, sale and lien priority in the case of delinquency as is provided for ad valorem taxes or in such other manner as the City Council shall determine, including direct billing of the affected property owners.

SECTION 6. If for any reason any portion of this Ordinance is found to be invalid, or if the Special Tax is found inapplicable to any particular parcel within the Community Facilities District by a court of competent jurisdiction, the balance of this Ordinance and the application of the Special Tax to the remaining parcels within the Community Facilities District shall not be affected.

SECTION 7. The Mayor shall sign this Ordinance and the City Clerk shall certify as to the adoption and shall cause a summary thereof to be published at least once, in a newspaper of general circulation in the City of Ontario, California within fifteen (15) days of the adoption. The City Clerk shall post a certified copy of this ordinance, including the vote for and against the same, in the Office of the City Clerk, in accordance with Government Code Section 36933.
1310
PASSED, APPROVED, AND ADOPTED this ________ day of _________ 2025. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
_________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
_______________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
1311

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 Ordinance No. _______ was duly introduced at a regular meeting of the City Council of the City of Ontario held _____________ and adopted at the regular meeting held ___________, 2025 by the following roll call vote, to wit:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
_________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
I hereby certify that the foregoing is the original of Ordinance No. _______ duly passed and adopted by the Ontario City Council at their regular meeting held ____________ and that Summaries of the Ordinance were published on ___________ and _____________, in the Inland Valley Daily Bulletin newspaper.
__________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
1312
RESOLUTION NO. ________

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
WHEREAS, certain real property within the boundaries of the City of Ontario (the “City”) located generally south of State Route 60 is commonly referred to as Ontario Ranch; and
WHEREAS, the City has approved a General Plan Amendment for the New Model Colony (the name by which Ontario Ranch was formerly known), which has been supplemented by certain water, recycled water and sewer master plans (as so supplemented, the “General Plan Amendment”) and has certified an Environmental Impact Report and adopted a Mitigated Negative Declaration in connection with the General Plan Amendment (together, the “Environmental Impact Report”); and WHEREAS, the City has specified in the General Plan Amendment and the Environmental Impact Report the major backbone transportation, water, sewer, storm drainage, parks, public safety infrastructure and fiber optic systems required to serve Ontario Ranch; and
WHEREAS, Lennar Homes of California, LLC (“Lennar Homes”), is developing certain of the property within Ontario Ranch (the “Property”); and WHEREAS, certain of such major backbone infrastructure is required to serve the Property; and
WHEREAS, in order to provide a mechanism to fund, in a timely manner, the costs of certain of such major backbone infrastructure required to serve Ontario Ranch (the “Facilities”) so that such development may occur, the City has, pursuant to the provisions of the Mello-Roos Community Facilities Act of 1982 (the “Act”), established City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”), the boundaries of which include the Property; and WHEREAS, pursuant to the Act, the proceedings of the City Council of the City and an election held within the Community Facilities District, the Community Facilities District is authorized to levy a special tax (the “Special Tax”) within the Community Facilities District and issue special tax bonds (the “Bonds”) secured by the Special Tax in order to finance certain of the Facilities; and
WHEREAS, it is anticipated that the Special Tax will be levied by the Community Facilities District and that, from time to time, Bonds will be issued by the Community Facilities District; and
1313
WHEREAS, Lennar Homes proposes to construct, or cause to be constructed, certain of the Facilities proposed to be financed by the Community Facilities District pursuant to the Act, and the City proposes to purchase such Facilities from Lennar Homes pursuant to an Acquisition and Funding Agreement by and between the City and Lennar Homes (such Acquisition and Funding Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the “Acquisition Agreement”); and WHEREAS, the City Council is the legislative body of the Community Facilities District;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Ontario as follows:

SECTION 1. The Acquisition Agreement, in substantially the form submitted to this meeting and made a part hereof as though set forth herein, be and the same is hereby approved. Each of the Mayor of the City, and such other member of the City Council as the Mayor may designate, the City Manager of the City and the Executive Director of Finance of the City, and such other officer or employee of the City as the City Manager may designate (the “Authorized Officers”) is hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the City, to execute and deliver the Acquisition Agreement in the form submitted to this meeting, with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of the Acquisition Agreement by such Authorized Officer.

SECTION 2. All actions heretofore taken by the officers, employees and agents of the City with respect to the Acquisition Agreement, or in connection with or related to any of the matters referred to herein, are hereby approved, confirmed and ratified.

SECTION 3. 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 4. 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 20th day of May, 2025. _____________________________________
PAUL S. LEON, MAYOR
1314
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
1315

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. 2025- was duly passed and adopted by the City Council of the City of Ontario at their regular meeting held May 20, 2025 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. 2025- duly passed and adopted by the Ontario City Council at their regular meeting held May 20, 2025. _____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
1316
4149-7157-8714.2

RECORDING REQUESTED BY AND
AFTER RECORDATION RETURN TO:

City Clerk
City of Ontario
303 East B Street
Ontario, California 91764

NOTICE OF SPECIAL TAX LIEN

CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 75
(SPRINGHILL)
Pursuant to the requirements of Section 3114.5 of the California Streets and Highways Code and Section 53328.3 of the Mello-Roos Community Facilities Act of 1982 (the “Act”), the undersigned City Clerk of the City of Ontario, State of California, hereby gives notice that a lien to secure payment of a special tax is hereby imposed by the City Council of the City of Ontario, County of San Bernardino, State of California. The special tax secured by this lien is authorized to be levied for the purpose of (a) paying the principal of and interest on bonds, the proceeds of which are being used to finance the facilities described in Exhibit A attached hereto and hereby made a part hereof, (b) providing such facilities, and (c) providing the services described in Exhibit A.

The special tax is authorized to be levied within City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”) that has now been officially formed and the lien of the special tax is a continuing lien that shall secure each annual levy of the special tax and that shall continue in force and effect until the special tax obligation is prepaid, permanently satisfied and canceled in accordance with law or until the special tax ceases to be levied and a notice of cessation of special tax is recorded in accordance with Section 53330.5 of the Act.

The rate, method of apportionment and manner of collection of the authorized special tax is as set forth in Exhibit B attached hereto and hereby made a part hereof. Conditions under which the obligation to pay the special tax for facilities may be prepaid and permanently satisfied and the lien of the special tax canceled are as set forth in Exhibit B. No provision has been made for the prepayment of the special tax for services.

Notice is further given that upon the recording of this notice in the office of the County Recorder of the County of San Bernardino, the obligation to pay the special tax levy shall become a lien upon all nonexempt real property within the Community Facilities District in accordance with Section 3115.5 of the California Streets and Highways Code.

The name(s) of the owner(s) and the assessor’s tax parcel number(s) of the real property included within the Community Facilities District and not exempt from the special tax are as set forth in Exhibit C attached hereto and hereby made a part hereof. 1317
2 4149-7157-8714.2
Reference is made to the boundary map of the Community Facilities District recorded at Book 92 of Maps of Assessment and Community Facilities Districts at Page 36, in the office of the County Recorder for the County of San Bernardino, State of California (Document No. 2025-0072054), which map is now the final boundary map of the Community Facilities District.

For further information concerning the current and estimated future tax liability of owners or purchasers of real property subject to this special tax lien, interested persons should contact the City of Ontario, Financial Services Agency, 303 East B Street, Ontario, California 91764, (909) 395-2015 or email [email protected].

Dated: May ___, 2025
By:

Sheila Mautz, City Clerk
1318
A-1
4149-7157-8714.2

EXHIBIT A

FACILITIES AND SERVICES TO BE FINANCED
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.

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.
1319
B-1
4149-7157-8714.2

EXHIBIT B

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
1320
C-1
4149-7157-8714.2

EXHIBIT C
PROPERTY OWNER AND ASSESSOR’S PARCEL NUMBERS
Name of
Property Owner San Bernardino County Assessor’s Parcel Nos.

Lennar Homes of California, LLC
0218-684-08 through and including 0218-684-17
0218-684-53 through and including 0218-684-55
0218-685-09 through and including 0218-685-11
0218-685-17 through and including 0218-685-27
0218-685-57
0218-704-33 (portion)
0218-704-41
AG EHC II (LEN) CA 3, L.P.
0218-684-01 through and including 0218-684-07
0218-684-18 through and including 0218-684-52
0218-684-56 through and including 0218-684-59
0218-685-01 through and including 0218-685-08
0218-685-12 through and including 0218-685-16
0218-685-28 through and including 0218-685-56
0218-685-58
0218-704-01 through and including 0218-704-32
0218-704-33 (portion)
0218-704-34 through and including 0218-704-40
0218-705-01 through and including 0218-705-10
1321
4142-5015-8426.1

CITY OF ONTARIO
COMMUNITY FACILITIES DISTRICT NO. 75
(SPRINGHILL)

CONCURRENCE OF ELECTION OFFICIAL
I, Sheila Mautz, City Clerk of the City of Ontario (the “City”), hereby certify as follows:
(a) that I am the election official responsible for conducting special elections in the City; and
(b) that, pursuant to Section 53326(a) of the Mello-Roos Community Facilities Act of 1982 (the “Act”), I do hereby concur in (i) the holding on the date hereof of the special election to submit to the qualified electors of City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”) the combined ballot proposition to authorize the Community Facilities District to incur bonded indebtedness, to authorize the Community Facilities District to levy a special tax and to establish an appropriations limit of the Community Facilities District, as provided in the resolution entitled “A Resolution of the City Council of the City of Ontario, California, Calling Special Election for City of Ontario Community Facilities District No. 75 (Springhill),” proposed to be adopted by the City Council of the City on the date hereof, and (ii) the waiving by the unanimous consent of the qualified electors of the Community Facilities District of any time limit specified by Section 53326 of the Act and any requirement pertaining to the conduct of the election, including any time limit or requirement applicable to any election pursuant to Article 5 of the Act (commencing with Section 53345 of the Act).

Dated: May 20, 2025
Sheila Mautz, City Clerk
1322
RESOLUTION NO. ________

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

CALIFORNIA, MAKING A DECLARATION OF OFFICIAL INTENT TO

REIMBURSE FACILITIES EXPENDITURES WITH BOND PROCEEDS

AND RELATED ACTIONS
WHEREAS, the City Council (the “City Council”) of the City of Ontario (the “City”) has formed City of Ontario Community Facilities District No. 75 (Springhill) (the “Community Facilities District”) under the provisions of the Mello-Roos Community Facilities Act of 1982 (the “Act”); and
WHEREAS, the Community Facilities District is authorized under the Act to levy a special tax (the “Special Tax”) to pay for the costs of certain public facilities (the “Facilities”) and to issue bonds payable from the Special Tax; and WHEREAS, in order to provide funds to finance certain of the Facilities, the Community Facilities District proposes to issue its City of Ontario Community Facilities District No. 75 (Springhill) Special Tax Bonds (the “Bonds”); and WHEREAS, beginning the 60-day period prior to the date hereof, the City has paid or incurred, or expects to pay or incur, costs with respect to the Facilities prior to the issuance of the Bonds in order to finance the Facilities; and WHEREAS, the City also may pay or incur certain ‘preliminary expenditures’ in connection with the Facilities, which term includes architectural, engineering, surveying, soil testing, reimbursement bond issuance, and similar costs that are incurred prior to commencement of acquisition, construction, or rehabilitation of a project, other than land acquisition, site preparation, and similar costs incident to commencement of construction; and
WHEREAS, in order to reimburse itself for the payment, or pay unpaid costs, of the Facilities, the City anticipates it will issue Bonds in an amount not expected to exceed $40,000,000 for the purpose of financing costs of the Facilities; and WHEREAS, proceeds of the Bonds will be allocated to reimbursement expenditures no later than 18 months after the later of (i) the date the cost is paid, or (ii) the date the Facilities (or each component thereof) is placed in service or abandoned (but in no event more than three years after the cost is paid); and WHEREAS, Section 1.150-2 of the Treasury Regulations requires the City to declare its reasonable official intent to reimburse prior expenditures for the Facilities with proceeds of indebtedness; and
WHEREAS, the City wishes to declare its official intent to use proceeds of indebtedness (such as the Bonds) to reimburse expenditures of the Facilities paid 1323
before its obligations are issued and to finance the Facilities costs on a long-term basis with the proceeds of such 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. This Resolution is adopted by the City Council solely for purposes of establishing compliance with the requirements of Section 1.150-2 of the Treasury Regulations. Unless otherwise defined, terms used herein shall have the meaning set forth in the Internal Revenue Code of 1986 and in Section 1.150-2 of the Treasury Regulations. This Resolution does not bind the City to make any expenditure, incur any indebtedness, or proceed with construction of the Facilities.

SECTION 3. All actions heretofore taken by the officers, employees and agents of the City with respect to the actions set forth above are hereby approved, confirmed and ratified.

SECTION 4. The officers, employees and agents of the City are, and each of them is, hereby authorized and directed, for and in the name of the Community Facilities District to take all actions and do any and all things that they, or any of them, may deem necessary or advisable in order to consummate the transactions contemplated by this Resolution and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution not inconsistent with the provisions hereof.

SECTION 5. 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 20th day of May, 2025. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
____________________________________

SHEILA MAUTZ, CITY CLERK
1324
APPROVED AS TO FORM:
____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
1325

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. 2025- was duly passed and adopted by the City Council of the City of Ontario at their regular meeting held May 20, 2025 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. 2025- duly passed and adopted by the Ontario City Council at their regular meeting held May 20, 2025. _____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
1326
Department: Development Administration
Prepared By: Pablo De Lara
Staff Member Presenting: Rudy Zeledon,
Executive Director Community Development
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 22
SUBJECT:

A PUBLIC HEARING TO CONSIDER THE ADOPTION OF AN ORDINANCE APPROVING A DEVELOPMENT AGREEMENT (FILE NO. PDA23-006) BETWEEN THE

CITY OF ONTARIO, LEGACY LAND PARTNERS, LLC, JAB MILL CREEK, LLC, AND RICHLAND ONTARIO DEVELOPERS, LLC.

CITY OF ONTARIO
Agenda Report
May 20, 2025
SECTION:

PUBLIC HEARINGS

RECOMMENDATION:

That the City Council introduce and waive further reading of an Ordinance Approving a Development Agreement (File No. PDA23-006) between the City of Ontario, Legacy Land Partners, LLC, JAB Mill Creek, LLC, and Richland Ontario Developers, LLC.

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)
Ensure the Development of a Well Planned, Balanced, and Self-Sustaining Community in Ontario Ranch
FISCAL IMPACT:

The proposed Development Agreement (File No. PDA23-006) will not have a direct impact on the City's General Fund. The Development Agreement will provide funding from the formation of a Community Facilities District (CFD) for City services and facilities required to support the Rich Haven Specific Plan (Specific Plan) development, thereby mitigating the increased costs associated with such services. In addition, the City will receive development impact, compliance processing, licensing, and permitting fees. No General Fund revenue will be used to support the Ontario Ranch development.

BACKGROUND & ANALYSIS:

The Ontario Ranch Financial commitments required for construction of properties within a specific plan are substantial. Therefore, to adequately forecast these costs and gain assurance that the Project may proceed under the existing policies, rules, and regulations, Legacy Land Partners, LLC, JAB Mill Creek, LLC, and Richland Ontario Developers, LLC (collectively the "Applicant" or "Owner"), has requested that the City enter into negotiations to create a Development Agreement (Agreement).

1327
The Agreement proposes to include 32.67 gross acres of land within Planning Areas 3C, 5A and 5C (Light Industrial District and Open Space - Non-Recreation) of the Rich Haven Specific Plan, the Agreement grants the Applicant a vested right to develop Tentative Parcel Map 20685 (File No.

PMTT23-004), provided the Owner complies with the terms and conditions of the Specific Plan and related EIR.

The Tentative Parcel Map proposes to subdivide 32.67 gross acres of land into 8 lots and the associated Development Plan is for the construction of one industrial building totaling 460,000 square feet located at the northwest corner of Ontario Ranch Road and Mill Creek Avenue within Planning Areas 3C, 5A and 5C (Light Industrial District and Open Space - Non-Recreation) of the Rich Haven Specific Plan, as shown on the attached Exhibit B.

The term of the Agreement is for 10 years, with a 5-year option to renew. The main points of the Agreement address funding for all new City expenses created by the project, which includes:

Development Impact Fees (DIF) for construction of public improvements (i.e. streets and bridges, sewer, water, storm drain and fiber); and the creation of a Community Facilities District (CFD) for the maintenance of public facilities. Additionally, the Owner shall pay in lieu-fees to the City for the future construction and completion of Ontario Ranch Regional Water and Storm Drain improvements.

In considering the Agreement at their meeting on April 22, 2025, the Planning Commission found the Agreement to be consistent with State law, The Ontario Plan, and the City's Development Agreement policies. As a result, the Planning Commission adopted Resolution No. PC25-016 with a 6 to 0 vote, recommending City Council approval of the Agreement.

ENVIRONMENTAL REVIEW:

The environmental impacts of this Project were previously reviewed in conjunction with the Rich Haven Specific Plan Amendment (File No. PSPA22-001), for which an Environmental Impact Report (State Clearinghouse No. 2022100425) was adopted by the City Council on June 20, 2023. This Application introduces no new significant environmental impacts. All previously adopted mitigation measures are a condition of Project approval and are incorporated herein by this reference.
1328
Exhibit A: RICH-HAVEN SPECIFIC PLAN LAND USE MAP

1329
Exhibit B: TENATIVE PARCEL MAP

1330
ORDINANCE NO. ________

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, RECOMMENDING CITY COUNCIL APPROVE FILE NO.

PDA23-006, A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF

ONTARIO AND LEGACY LAND PARTNERS, LLC, JAB MILL CREEK, LLC,

AND RICHLAND ONTARIO DEVELOPERS, LLC, TO ESTABLISH THE

TERMS AND CONDITIONS ASSOCIATED WITH TENTATIVE PARCEL
MAP 20685 (FILE NO. PMTT23-004), LOCATED AT THE NORTHWEST

CORNER OF ONTARIO RANCH ROAD AND MILL CREEK AVENUE
WITHIN PLANNING AREAS 3C, 5A AND 5C (LIGHT INDUSTRIAL
DISTRICT AND OPEN SPACE – NON RECREATION) OF THE RICH

HAVEN SPECIFIC PLAN, AND MAKING FINDINGS IN SUPPORT
THEREOF—APNS: 218-016-22 AND 218-211-42
WHEREAS, RICHLAND ONTARIO DEVELOPERS, LLC ("Applicant") has filed an Application for the approval of a Development Agreement, File No. PDA23-006, as described in the title of this Resolution (hereinafter referred to as "Application" or "Project"); and
WHEREAS, the property to the north of the Project site is within Planning Area 3C (Light Industrial) of the Rich Haven Specific Plan and is vacant. The properties to the east are within the Specific Plan Agricultural Overlay zoning district and Planning Areas 6A and 6B (Light Industrial and Regional Commercial) of the Rich Haven Specific Plan, and are developed with SCE Mira Loma Substation, an industrial building and vacant land.

The property to the south is within Planning Area 5B (Regional Commercial and Stand- alone residential overlay) of the Rich Haven Specific Plan and is vacant. The property to the west is within Planning Area 4A (Stand-alone residential overlay) of the Rich Haven Specific Plan, and is developed with a residential community; and WHEREAS, the Application applies to 32.67 gross acres of land, located at the northwest corner of Ontario Ranch Road and Mill Creek Avenue within Planning Areas 3C, 5A and 5C (Light Industrial District and Open Space – Non-Recreation) of the Rich Haven Specific Plan; and
WHEREAS, the Applicant submitted Tentative Parcel Map No. 20685 (File No.

PMTT23-004), to subdivide 32.67 gross acres of land into 2 numbered lots and 6 lettered lots in conjunction with a Development Plan to construct one industrial building totaling 460,000 square feet on the Project site; and
WHEREAS, the term of the Agreement is for 10 years, with a 5-year option to renew. The main points of the Agreement address funding for all new City expenses created by the project, which includes: Development Impact Fees (“DIF”) for construction of public improvements (i.e. streets, sewer, water, storm drain and fiber); and the creation of a Community Facilities District (“CFD”) for the maintenance of public facilities; and 1331
WHEREAS, the environmental impacts of this Project were previously reviewed in conjunction with File No. PSPA22-001, the Rich Haven Specific Plan Amendment for which an Environmental Impact Report (State Clearinghouse No. 2022100425) was adopted by the City Council on June 20, 2023, and this Application introduces no new significant environmental impacts; and
WHEREAS, the City's "Local Guidelines for the Implementation of the California Environmental Quality Act (CEQA)" provide for the use of a single environmental assessment in situations where the impacts of subsequent projects are adequately analyzed; and
WHEREAS, Ontario Development Code Table 2.02-1 (Review Matrix) grants the City Council the responsibility and authority to review and make recommendations to the City Council on the subject Application; and
WHEREAS, the Project has been reviewed for consistency with the Housing Element of the Policy Plan component of The Ontario Plan, as State Housing Element law (as prescribed in Government Code Sections 65580 through 65589.8) requires that development projects must be consistent with the Housing Element, if upon consideration of all its aspects, it is found to further the purposes, principals, goals, and policies of the Housing Element; and
WHEREAS, the Project is located within the Airport Influence Area of Ontario International Airport, which encompasses lands within parts of San Bernardino, Riverside, and Los Angeles Counties, and is subject to, and must be consistent with, the policies and criteria set forth in the Ontario International Airport Land Use Compatibility Plan (hereinafter referred to as "ALUCP"), which applies only to jurisdictions within San Bernardino County, and addresses the noise, safety, airspace protection, and overflight impacts of current and future airport activity; and
WHEREAS, City of Ontario Development Code Division 2.03 (Public Hearings) prescribes the manner in which public notification shall be provided and hearing procedures to be followed, and all such notifications and procedures have been completed; and
WHEREAS, on April 22, 2025, the Planning Commission of the City of Ontario conducted a hearing to consider the Project, and concluded said hearing on that date, voting to issue Resolution No. PC25-016 recommending the City Council approve the Application; and WHEREAS, on May 20, 2025, the City Council of the City of Ontario conducted a hearing to consider the Project, and concluded said hearing on that date; and WHEREAS, all legal prerequisites to the adoption of this Resolution have occurred.

NOW, THEREFORE, IT IS HEREBY FOUND, DETERMINED, AND RESOLVED by the City Council of the City of Ontario, as follows:
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SECTION 1: Environmental Determination and Findings. As the recommending body for the Project, the City Council has reviewed and considered the information contained in the previous Certified EIR and supporting documentation. Based upon the facts and information contained in the previous Certified EIR and supporting documentation, the City Council finds as follows:
(1) The environmental impacts of this Project were previously reviewed in conjunction with File No. PSPA22-001, the Rich Haven Specific Plan Amendment for which an Environmental Impact Report (State Clearinghouse No. 2022100425) was adopted by the City Council on June 20, 2023; and
(2) The previous Certified EIR contains a complete and accurate reporting of the environmental impacts associated with the Project; and
(3) The previous Certified EIR was completed in compliance with CEQA and the Guidelines promulgated thereunder; and
(4) The previous Certified EIR reflects the independent judgment of the City Council; and
(5) The proposed project will introduce no new significant environmental impacts beyond those previously analyzed in the previous Certified EIR, and all mitigation measures previously adopted with the Certified EIR, are incorporated herein by this reference.

SECTION 2: Subsequent or Supplemental Environmental Review Not Required. Based on the information presented to the City Council, and the specific findings set forth in Section 1, above, the City Council finds that the preparation of a subsequent or supplemental Certified EIR is not required for the Project, as the Project:
(1) Does not constitute substantial changes to the Certified EIR that will require major revisions to the Certified EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; and
(2) Does not constitute substantial changes with respect to the circumstances under which the Certified EIR was prepared, that will require major revisions to the Certified EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects; and
(3) Does not contain new information of substantial importance that was not known and could not have been known with the exercise of reasonable diligence at the time the Certified EIR was certified/adopted, that shows any of the following:
(a) The project will have one or more significant effects not discussed in the Certified EIR; or
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(b) Significant effects previously examined will be substantially more severe than shown in the Certified EIR; or
(c) Mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects of the Project, but the City declined to adopt such measures; or
(d) Mitigation measures or alternatives considerably different from those analyzed in the Certified EIR would substantially reduce one or more significant effects on the environment, but which the City declined to adopt.

SECTION 3: Housing Element Compliance. Pursuant to the requirements of California Government Code Chapter 3, Article 10.6, commencing with Section 65580, as the recommending body for the Project, the City Council finds that based on the facts and information contained in the Application and supporting documentation, at the time of Project implementation, the Project is consistent with the Housing Element of the Policy Plan (General Plan) component of The Ontario Plan 2050, as the Project site is not one of the properties in the Housing Element Sites Inventory contained in Tables B-1 and B- 2 of the Housing Element Technical Report.

SECTION 4: Airport Land Use Compatibility Plan ("ALUCP") Compliance.

The California State Aeronautics Act (Public Utilities Code Section 21670 et seq.) requires that an Airport Land Use Compatibility Plan be prepared for all public use airports in the State; and requires that local land use plans and individual development proposals must be consistent with the policies set forth in the adopted Airport Land Use Compatibility Plan.
(1) On April 19, 2011, the City Council of the City of Ontario approved and adopted the Ontario International Airport Land use Compatibility Plan, establishing the Airport Influence Area for Ontario International Airport, which encompasses lands within parts of San Bernardino, Riverside, and Los Angeles Counties, and limits future land uses and development within the Airport Influence Area, as they relate to noise, safety, airspace protection, and overflight impacts of current and future airport activity. As the recommending body for the Project, the City Council has reviewed and considered the facts and information contained in the Application and supporting documentation against the ONT ALUCP compatibility factors, including [1] Safety Criteria (ONT ALUCP Table 2-2) and Safety Zones (ONT ALUCP Map 2-2), [2] Noise Criteria (ONT ALUCP Table 2-3) and Noise Impact Zones (ONT ALUCP Map 2-3), [3] Airspace protection Zones (ONT ALUCP Map 2-4), and [4] Overflight Notification Zones (ONT ALUCP Map 2-5). As a result, the CITY COUNCIL, therefore, finds and determines that the Project will be consistent with the policies and criteria set forth within the ONT ALUCP; and
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SECTION 5: Concluding Facts and Reasons. Based upon the substantial evidence presented to the City Council during the above-referenced hearing, and upon the specific findings set forth in Section 1 through 4, above, the City Council hereby concludes as follows:
(1) The provisions of the development agreement are consistent with the goals, policies, plans, and exhibits of the Vision, Policy Plan (General Plan), and City Council Priorities components of The Ontario Plan 2050, and any applicable specific plans.
(a) The Development Agreement applies to approximately 32.67 gross acres of land located at the northwest corner of Ontario Ranch Road and Mill Creek Avenue within Planning Areas 3C, 5A and 5C (Light Industrial District and Open Space – Non-Recreation) of the Rich Haven Specific Plan; and
(b) The Development Agreement establishes parameters for the development of land within the Rich-Haven Specific Plan. The Development Agreement also grants the Applicant, the right to develop, the ability to quantify the fees; and establish the terms and conditions that apply to those projects. These terms and conditions are consistent with The Ontario Plan Policy Plan (General Plan), design guidelines and development standards for the Rich Haven Specific Plan; and
(c) The Development Agreement grants the Applicant a vested right to develop Tentative Parcel Map 20685 (File No. PMTT23-004) as long as the Applicant complies with the terms and conditions of the Rich Haven Specific Plan and EIR; and
(d) The Development Agreement has been prepared in conformance with the goals and policies of The Ontario Plan Policy Plan (General Plan); and
(e) The Development Agreement does not conflict with the Land Use Policies of The Ontario Plan Policy Plan (General Plan) and will provide for development, within the district, in a manner consistent with the Policy Plan and with related development; and
(f) This Development Agreement will promote the goals and objectives of the Land Use Element of the Policy Plan; and
SECTION 6: City Council Action. Based upon the findings and conclusions set forth in Sections 1 through 5, above, the City Council hereby RECOMMENDS THE CITY COUNCIL APPROVE the herein described Application, subject to each and every condition set forth in the Development Agreement (File No. PDA23-006 attached hereto as "Attachment A," and incorporated herein by this reference. 1335
SECTION 7: City Manager Administrative Authority. The City Council acknowledges that refinements and further development of the Ontario Ranch development area may demonstrate that changes are appropriate with respect to the details and performance of the parties under the Development Agreement. The City Council desires to retain a certain degree of flexibility with respect to the details of the Ontario Ranch developments, and with respect to those items covered in general terms under the Development Agreement. If and when the City Manager (or designee) and the Developer mutually find that changes, adjustments, or clarifications are appropriate to further the intended purposes of the Development Agreement, and such are not materially inconsistent with the Development Agreement, they may, unless otherwise required by law, effectuate such changes, adjustments, or clarifications by written amendment to this Agreement, or through one or more memoranda which are mutually approved by the City Manager on behalf of the City and by the Developer, and, after execution, shall be attached to the Development Agreement and become a part thereof. Unless otherwise required by law, no such changes, adjustments, or clarifications shall require prior notice or hearing before the City Council. The City Manager, with the approval of the City Attorney, shall have the authority but not the obligation to execute amendments, memoranda or other documents, and may take any action necessary to implement the Development Agreement.

SECTION 8: Indemnification. The Applicant shall agree to defend, indemnify and hold harmless, the City of Ontario or its agents, officers, and employees from any claim, action or proceeding against the City of Ontario or its agents, officers or employees to attack, set aside, void, or annul this approval. The City of Ontario shall promptly notify the applicant of any such claim, action, or proceeding, and the City of Ontario shall cooperate fully in the defense.

SECTION 9: Custodian of Records. The documents and materials that constitute the record of proceedings on which these findings have been based are located at the City of Ontario City Hall, 303 East "B" Street, Ontario, California 91764. The custodian for these records is the City Clerk of the City of Ontario.

SECTION 10: Severability. If any section, sentence, clause or phrase of this Ordinance or the application thereof to any entity, person or circumstance is held for any reason to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect other provisions or applications of this Ordinance which can be given effect without the invalid provision or application, and to this end the provisions of this Ordinance are severable. The People of the City of Ontario hereby declare that they would have adopted this Ordinance and each section, sentence, clause or phrase thereof, irrespective of the fact that any one or more section, subsections, sentences, clauses or phrases be declared invalid or unconstitutional.

SECTION 11: Effective Date. This Ordinance shall become effective 30 days following its adoption.

SECTION 12: Publication and Posting. The Mayor shall sign this Ordinance and the City Clerk shall certify as to the adoption and shall cause a summary thereof to be published at least once, in a newspaper of general circulation in the City of Ontario, California within fifteen 1336
(15) days of the adoption. The City Clerk shall post a certified copy of this ordinance, including the vote for and against the same, in the Office of the City Clerk, in accordance with Government Code Section 36933.

PASSED, APPROVED, AND ADOPTED this ________ day of _________ 2025. _____________________________________
PAUL S. LEON, MAYOR
ATTEST:
_________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
_______________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
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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 Ordinance No. _______ was duly introduced at a regular meeting of the City Council of the City of Ontario held _____________ and adopted at the regular meeting held ___________, 2025 by the following roll call vote, to wit:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
_________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
I hereby certify that the foregoing is the original of Ordinance No. _______ duly passed and adopted by the Ontario City Council at their regular meeting held ____________ and that Summaries of the Ordinance were published on ___________ and _____________, in the Inland Valley Daily Bulletin newspaper.
__________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
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ATTACHMENT A:

FILE NO. PDA23-006

DEVELOPMENT AGREEMENT
By and Between
City of Ontario
a California municipal corporation,
and
Legacy Land Partners LLC, a Florida limited liability
company,
and
JAB Mill Creek LLC, a Florida limited liability company and
Richland Ontario Developers, LLC
(Development Agreement to follow this page)
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RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:

CITY OF ONTARIO

CITY CLERK / RECORDS MANAGEMENT
303 EAST “B” STREET
ONTARIO, CA 91764-4196
Exempt from Fees Per Gov. Code § 6103
______________________________________________________________________ Space above this line for Recorder’s Use Only
FILE NO. PDA23-006

DEVELOPMENT AGREEMENT
By and Between
City of Ontario
a California municipal corporation,
and
Legacy Land Partners LLC, a Florida limited liability
company,
and
JAB Mill Creek LLC, a Florida limited liability company and
Richland Ontario Developers, LLC
_________________, 2025
San Bernardino County, California
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DEVELOPMENT AGREEMENT PDA23-006
This Development Agreement (hereinafter “Agreement”) is entered into effective as of the ____ day of ____________, 2025 by and among the City of Ontario, a California municipal corporation (hereinafter “CITY”), and Legacy Land Partners LLC, a Florida limited liability company, JAB Mill Creek LLC, a Florida limited liability company, and Richland Ontario Developers, LLC (hereinafter “OWNER”):

RECITALS
WHEREAS, CITY is authorized to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property, pursuant to Section 65864, et seq. of the Government Code and Section

4.01.015 of the Ontario Development Code; and
WHEREAS, OWNER has requested CITY to enter into a development agreement and proceedings have been taken in accordance with the rules and regulations of CITY; and
WHEREAS, by electing to enter into this Agreement, CITY shall bind future City Councils of CITY by the obligations specified herein and limit the future exercise of certain governmental and proprietary powers of CITY; and
WHEREAS, the terms and conditions of this Agreement have undergone extensive review by CITY and the City Council and have been found to be fair, just and reasonable; and
WHEREAS, the best interests of the citizens of the CITY and the public health, safety and welfare will be served by entering into this Agreement; and WHEREAS, all of the procedures of the California Environmental Quality Act have been met with respect to the Project and the Agreement in the Rich Haven Specific Plan Environmental Impact Report (State Clearinghouse No. 2006051081) (the “FEIR”). The City Council found and determined that the FEIR was prepared in accordance with the requirements of the California Environmental Quality Act and adequately describes the impacts of the project described in the FEIR, which included consideration of this Agreement; and
WHEREAS, this Agreement and the Project are consistent with the CITY’s Comprehensive General Plan and the Rich Haven Specific Plan; and WHEREAS, all actions taken and approvals given by CITY have been duly taken or approved in accordance with all applicable legal requirements for notice, public hearings, findings, votes, and other procedural matters; and WHEREAS, development of the Property in accordance with this Agreement will provide substantial benefits to CITY and will further important policies and goals of CITY; and
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WHEREAS, this Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, ensure progressive installation of necessary improvements, provide for public services appropriate to the development of the Project, and generally serve the purposes for which development agreements under Sections 65864 et seq. of the Government Code are intended; and
WHEREAS, OWNER has incurred and will in the future incur substantial costs in order to assure development of the Property in accordance with this Agreement; and WHEREAS, OWNER has incurred and will in the future incur substantial costs in excess of the generally applicable requirements in order to assure vesting of legal rights to develop the Property in accordance with this Agreement.

WHEREAS, the Property is located in an area of the City of Ontario that has been known as the “New Model Colony” area and the New Model Colony area has now been renamed as “Ontario Ranch.

WHEREAS, Owner’s Property is within the boundaries defined in Exhibit A of the Construction Agreement between the CITY and NMC Builders and the Property covered by this Agreement is what is known as a “Phase 2 Water Property” as such, shall be required to provide funding for CITY’s future construction of the “Phase 2 Water Improvements” which will result in the availability of additional Net MDD Water Availability required for the development as shown on Exhibit “I-1”..

WHEREAS, the property developer/owner is made aware of the South Archibald Trichloroethylene (TCE) Plume “Disclosure Letter” (Exhibit “J”). Property owner may wish to provide the attached Letter as part of the Real Estate Transfer Disclosure requirements under California Civil Code Section 1102 et seq. This may include notifications in the Covenants, Conditions and Restrictions (CC&Rs) or other documents related to property transfer and disclosures. Additional information on the plume is available from the Santa Ana Regional Water Quality Control Board
at http://geotracker.waterboards.ca.gov/profile_report.asp?global_id=T10000004658.

COVENANTS
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. DEFINITIONS AND EXHIBITS.

1.1 Definitions. The following terms when used in this Agreement shall be defined as follows:

1.1.1 “Agreement” means this Development Agreement.

1.1.2 “CITY” means the City of Ontario, California, a California municipal corporation.
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1.1.3 “Construction Agreement” means that certain Agreement for the Financing and Construction of Phases I and II Infrastructure Improvements to Serve an Easterly Portion of the New Model Colony, entered into between the CITY and NMC Builders as of the 4th day of October, 2005, and all future amendments thereto and including 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 entered into between the CITY and NMC Builders as of the 21st day of August, 2012 and the Amendment to the First Amended and Restated Agreement for the Financing and Construction of Limited Infrastructure Improvements to Serve and Easterly Portion of the New Model Colony entered into between the CITY and NMC Builders as of the 19 th day of September 2017.

1.1.4 “Development” means the improvement of the Property for the purposes of completing the structures, improvements and facilities comprising the Project including, but not limited to: grading; the construction of public infrastructure and public facilities related to the Project whether located within or outside the Property; the construction of buildings and structures; and the installation of landscaping. “Development” does not include the maintenance, repair, reconstruction or redevelopment of any building, structure, improvement or facility after the construction and completion thereof.

1.1.5 “Development Approvals” means all permits and other entitlements for use subject to approval or issuance by CITY in connection with development of the Property including, but not limited to:
(a) specific plans and specific plan amendments;
(b) tentative and final subdivision and parcel maps;
(c) development plan review.

1.1.6 “Development Exaction” means any requirement of CITY in connection with or pursuant to any Land Use Regulation or Development Approval for the dedication of land, the construction of improvements or public facilities, or the payment of fees in order to lessen, offset, mitigate or compensate for the impacts of development on the environment or other public interests.

1.1.7 “Development Impact Fee” means a monetary exaction, other than a tax or special assessment, whether characterized as a fee or a tax and whether established for a broad class of projects by legislation of general applicability or imposed on a specific project on an ad hoc basis, that is charged by a local agency to the applicant in connection with approval of a development project for the purpose of defraying all or a portion of the cost of public facilities related to the development project, and, for purposes of this Agreement only, includes fees collected under development agreements adopted pursuant to Article 2.5 of the Government Code (commencing with Section 65864) of Chapter 4. For purposes of this Agreement only, "Development Impact Fee" shall not include processing fees and charges imposed by CITY to cover the estimated actual costs to CITY of processing applications for Development Approvals or for monitoring 1343
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compliance with any Development Approvals granted or issued, including, without limitation, fees for zoning variances; zoning changes; use permits; building inspections; building permits; filing and processing applications and petitions filed with the local agency formation commission or conducting preliminary proceedings or proceedings under the Cortese-Knox-Hertzberg Local Government Reorganization Act of 2000, Division 3 (commencing with Section 56000) of Title 5 of the Government Code; the processing of maps under the provisions of the Subdivision Map Act, Division 2 (commencing with Section 66410) of Title 7 of the Government Code; or planning services under the authority of Chapter 3 (commencing with Section 65100) of Division 1 of Title 7 of the Government Code, fees and charges as described in Sections 51287, 56383, 57004, 65104, 65456, 65863.7, 65909.5, 66013, 66014, and 66451.2 of the Government Code, Sections 17951, 19132.3, and 19852 of the Health and Safety Code, Section 41901 of the Public Resources Code, and Section 21671.5 of the Public Utilities Code, as such codes may be amended or superseded, including by amendment or replacement.

1.1.8 “Development Plan” means the Existing Development Approvals and the Existing Land Use Regulations applicable to development of the Property.

1.1.9 “Effective Date” means the date that the ordinance approving this Agreement goes into effect.

1.1.10 “Existing Development Approvals” means all Development Approvals approved or issued on or prior to the Effective Date. Existing Development Approvals includes the Approvals incorporated herein as Exhibit “C” and all other Approvals which are a matter of public record on the Effective Date.

1.1.11 “Existing Land Use Regulations” means all Land Use Regulations in effect on the date of the first reading of the Ordinance adopting and approving this Agreement.

Existing Land Use Regulations includes the Regulations incorporated herein as Exhibit “D” and all other Land Use Regulations that are in effect and a matter of public record on such date.

1.1.12 “General Plan” means the Ontario Plan adopted on August 16, 2022.

1.1.13 “Improvement” or “Improvements” means those public improvements required to support the development of the Project as described in the Parcel Map conditions for Parcel Map 20685 as further described in Exhibit “E” and depicted in Exhibit “F” (the “Infrastructure Improvements Exhibit”).

1.1.14 “Land Use Regulations” means all ordinances, resolutions, codes, rules, regulations and official policies of CITY governing the development and use of land, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, timing and phasing of development, the maximum height and size of buildings, the provisions for reservation or dedication of land for public purposes, and the design, improvement and construction standards and specifications applicable to the development of the Property. “Land Use Regulations” does not include any CITY ordinance, resolution, code, rule, regulation or official policy, governing:
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(a) the conduct of businesses, professions, and occupations; (b) taxes and assessments;
(c) the control and abatement of nuisances;
(d) the granting of encroachment permits and the conveyance of similar rights and interests that provide for the use of or the entry upon public property; (e) the exercise of the power of eminent domain.

1.1.15 “Mortgagee” means a mortgagee of a mortgage, a beneficiary under a deed of trust or any other security-device lender, and their successors and assigns.

1.1.16 “Net MDD” means net maximum daily water demand.

1.1.17 “NMC Builders” means the consortium of investors and developers responsible for the construction of infrastructure within the New Model Colony incorporated as NMC Builders, LLC.

1.1.18 “OWNER” means the persons and entities listed as owner on page 1 of this Agreement and their permitted successors in interest to all or any part of the Property.

1.1.19 “Phase 2 Water EDUs” means the number of equivalent dwelling units or non-residential square footage assigned to OWNER upon payment to City of the Phase 2 Water Participation Fee for the Project and evidenced by the issuance by CITY of a Certificate of Phase 2 Net MDD Availability in the form attached as Exhibit G.

1.1.20 “Phase 2 Water Improvements” means the future water infrastructure Improvements required for the issuance by CITY of the “Water Availability Equivalents” (WAE) for the Project.

1.1.21 “Phase 2 Water Participation Fee” means the fee paid to City upon City approval of the first Development Entitlement for the Project, to fund the Property’s respective share of the projected costs of the design and construction of the Phase 2 Water Improvements by City. The Phase 2 Water Participation Fee shall be the calculated amount of the Regional Water DIF for the Project based upon the number of units, and land use category for residential units or the number of square feet, and land use category for non-residential square footage of the Project.

1.1.22 “Project” means the development of the Property contemplated by the Development Plan, as such Plan may be further defined, enhanced or modified pursuant to the provisions of this Agreement.

1.1.23 “Property” means the real property described on Exhibit “A” and shown on Exhibit “B” to this Agreement.
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1.1.24 “Reservations of Authority” means the rights and authority excepted from the assurances and rights provided to OWNER under this Agreement and reserved to CITY under Section 3.6 of this Agreement.

1.1.25 “Amendment to the Construction Agreement” means the amendment to the Construction Agreement modifying the boundaries of the property in Exhibit A of such Construction Agreement to include the Property covered by this Agreement and to provide for the additional funds required for CITY’s future construction of the “Phase 2 Water Improvements” described in a modification to Exhibit C-3 of the Construction Agreement.

1.1.26 “Specific Plan” means that certain specific plan adopted by the City Council, and entitled, “Rich Haven Specific Plan.”

1.1.27 “Subsequent Development Approvals” means all discretionary Development Approvals required subsequent to the Effective Date in connection with development of the Property.

1.1.28 “Subsequent Land Use Regulations” means any discretionary Land Use Regulations adopted and effective after the Effective Date of this Agreement.

1.1.29 “Water Availability Equivalent (WAE)” means a designated portion of the total Net MDD made available through the construction of each Phase described in the Water Phasing Plan of the Construction Agreement. The number of Water Availability Equivalents (of portions thereof) required for the approval of a Tract or Subdivision Map shall be based upon water demand factors and assumptions listed in the Construction Agreement and shown in Exhibit “I-2”.

1.2 Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement:

Exhibit “A” — Legal Description of the Property.

Exhibit “B” — Map showing Property and its location.

Exhibit “C” — Existing Development Approvals.

Exhibit “D” — Existing Land Use Regulations.

Exhibit “E” — Description of Required Infrastructure Improvements Exhibit “F” — Infrastructure Improvements Exhibit
Exhibit “G” – Form of Certificate of Net MDD to be issued by CITY Exhibit “H” – Form of Certificate of DIF Credit to be issued by CITY Exhibit “I-1” – Ontario Ranch Water Supply Phasing Plan 1346
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Exhibit “I-2” – Water Demand Equivalents by Land Use
Exhibit “J” - Form of Disclosure letter

2. GENERAL PROVISIONS.

2.1 Binding Effect of Agreement. The Property is hereby made subject to this Agreement. Development of the Property is hereby authorized and shall be carried out only in accordance with the terms of this Agreement.

2.1 Ownership of Property. OWNER represents and covenants that it is the owner of the fee simple title to the Property or a portion thereof, or has the right to acquire fee simple title to the Property or a portion thereof from the current owner(s) thereof. To the extent OWNER does not own fee simple title to the Property, OWNER shall obtain written consent from the current fee owner of the Property agreeing to the terms of this Agreement and the recordation thereof.

2.2 Term. The term of this Agreement shall commence on the Effective Date and shall continue for an initial term of ten (10) years thereafter unless this term is modified or extended pursuant to the provisions of this Agreement. The term of this Agreement may be extended for an additional five (5) years following expiration of the initial ten (10) year term, provided the following have occurred:
(a) OWNER provides at least 180 days written notice to CITY prior to expiration of the initial term; and
(b) OWNER is not then in uncured default of this Agreement.

2.3 Assignment.

2.3.1 Right to Assign. OWNER shall have the right to sell, transfer or assign the Property in whole or in part (provided that no such partial transfer shall violate the Subdivision Map Act, Government Code Section 66410, et seq.), to any person, partnership, limited liability company, joint venture, firm or corporation at any time during the term of this Agreement; provided, however, that any such sale, transfer or assignment shall include the assignment and assumption of the rights, duties and obligations arising under or from this Agreement with respect to the portion of the Property sold and be made in strict compliance with the following:
(a) No sale, transfer or assignment of any right or interest under this Agreement shall be made unless made together with the sale, transfer or assignment of all or a part of the Property. OWNER may be required to provide disclosure that the Property is within the South Archibald Trichloroethylene (TCE) Plume (Exhibit “J”). OWNER may wish to provide the attached Disclosure Letter (Exhibit I) as part of the Real Estate Transfer Disclosure requirements under California Civil Code Section 1102 et seq. (b) Concurrent with any such sale, transfer or assignment, or within fifteen (15) business days thereafter, OWNER shall notify CITY’s City Manager, in writing, of such 1347
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sale, transfer or assignment and shall provide CITY with: (1) an executed agreement, in a form reasonably acceptable to CITY, by the purchaser, transferee or assignee and providing therein that the purchaser, transferee or assignee expressly and unconditionally assumes all the duties and obligations of OWNER under this Agreement with respect to the portion of the Property so sold, transferred or assigned. (c) Any sale, transfer or assignment not made in strict compliance with the foregoing conditions shall constitute a default by OWNER under this Agreement.

Notwithstanding the failure of any purchaser, transferee or assignee to execute the agreement required by Paragraph (b) of this Subsection 2.4.1, the burdens of this Agreement shall be binding upon such purchaser, transferee or assignee, but the benefits of this Agreement shall not inure to such purchaser, transferee or assignee until and unless such agreement is executed. The City Manager shall have the authority to review, consider and either approve, conditionally approve, or deny any proposed sale, transfer or assignment that is not made in compliance with this section 2.4.

2.3.2 Release of Transferring Owner. Notwithstanding any sale, transfer or assignment, a transferring OWNER shall continue to be obligated under this Agreement unless such transferring owner is given a release in writing by CITY, which release shall be provided by CITY upon the full satisfaction by such transferring owner of the following conditions:
(a) OWNER no longer has a legal or equitable interest in all or any part of the portion of the Property sold, transferred or assigned.
(b) OWNER is not then in default under this Agreement.
(c) OWNER has provided CITY with the notice and executed an agreement as required under Paragraph (b) of Subsection 2.4.1 above. (d) The purchaser, transferee or assignee provides CITY with security equivalent to any security previously provided by OWNER (if any) to secure performance of its obligations hereunder which are to be performed upon portion of the Property sold, transferred or assigned .

2.3.3 Effect of Assignment and Release of Obligations. In the event of a sale, transfer or assignment pursuant to the provisions of Section 2.4.2 above:
(a) The assignee shall be liable for the performance of all obligations of OWNER with respect to transferred property but shall have no obligations with respect to the portions of the Property, if any, not transferred (the “Retained Property”). (b) The owner of the Retained Property shall be liable for the performance of all obligations of OWNER with respect to Retained Property but shall have no further obligations with respect to the transferred property.
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(c) The assignee’s exercise, use and enjoyment of the Property or portion thereof shall be subject to the terms of this Agreement to the same extent as if the assignee were the OWNER.

2.3.4 Subsequent Assignment. Any subsequent sale, transfer or assignment after an initial sale, transfer or assignment shall be made only in accordance with and subject to the terms and conditions of this Section 2.4.

2.3.5 Termination of Agreement With Respect to Individual Lots Upon Sale to Public and Completion of Construction. The provisions of Subsection 2.4.1 shall not apply to the sale or lease (for a period longer than one year) of any parcel which has been finally subdivided and is individually (and not in “bulk”) sold or leased to a member of the public or other ultimate user of the parcel. Notwithstanding any other provisions of this Agreement, this Agreement shall terminate with respect to any lot and such lot shall be released and no longer be subject to this Agreement without the execution or recordation of any further document upon satisfaction of both of the following conditions:
(a) The lot has been finally subdivided and individually (and not in “bulk”) sold or leased (for a period longer than one year) to a member of the public or other ultimate user; and,
(b) A certificate of occupancy has been issued for a building on the parcel, and the fees set forth under Section 4 of this Agreement have been paid.

2.4.6 Partial Assignment and Assumption. CITY and OWNER agree OWNER may partially assign its obligations and rights under this Agreement, and all amendments hereto, to a purchaser, transferee or assignee of a lot, which has been subdivided subject to provisions of a partial assignment and assumption agreement in a form approved by CITY. Any such complete and executed partial assignment and assumption of this Agreement shall be submitted to CITY for approval pursuant to Section 2.4.1 of this Agreement. CITY shall review, and if the above conditions, including but not limited to, those conditions in Section 2.4.2, are satisfied, CITY may approve the partial assignment and release and notify the purchaser, transferee or assignee in writing thereof. No such release approved pursuant to this Subsection 2.4.6 shall cause, or otherwise affect, a release of OWNER from the duties and obligations under this Agreement that are retained by OWNER and excluded from the transfer or assignment.

2.4 Amendment or Cancellation of Agreement. This Agreement may be amended or cancelled in whole or in part only in the manner provided for in Government Code Section 65868.1. Any amendment of this Agreement, which amendment has been requested by OWNER, shall be considered by the CITY only upon the payment of the applicable processing charge. This provision shall not limit any remedy of CITY or OWNER as provided by this Agreement. Either Party or successor in interest, may propose an amendment to or cancellation, in whole or in part, of this Agreement. Any amendment or cancellation shall be by mutual consent of the parties or their successors in interest except as provided otherwise in this Agreement or in Government Code Section 65865.1. For purposes of this section, the term “successor in interest” shall mean 1349
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any person having a legal or equitable interest in the whole of the Property, or any portion thereof as to which such person wishes to amend or cancel this Agreement. The procedure for proposing and adopting an amendment to, or cancellation of, in whole or in part, this Agreement shall be the same as the procedure for adopting and entering into this Agreement in the first instance. Notwithstanding the foregoing sentence, if the CITY initiates the proposed amendment to, or cancellation of, in whole or in part, this Agreement, CITY shall first give notice to the OWNER of its intention to initiate such proceedings at least sixty (60) days in advance of the giving the public notice of intention to consider the amendment or cancellation.

2.5.1 Minor Modification. Upon the written application of OWNER, minor modifications and changes to the Development Plan including modifications to building design or footprint (not affecting minimum setbacks), parking layout and design, and landscape area design may be approved by the Director of the Planning Department without the need to amend this Development Agreement. Other changes in the Development Plan shall be processed pursuant to the City Zoning Ordinance. It is also contemplated by CITY and OWNER that OWNER may, from time to time, seek amendments to one or more of the Development Approvals. Any such amendments are contemplated by CITY and OWNER as being within the scope of this Agreement as long as they are consistent with the Land Use Regulations and shall, upon approval by CITY, continue to constitute the Development Approvals as referenced herein. The parties agree that any such modifications or amendments shall not constitute an amendment to this Agreement nor require an amendment to this Agreement.

2.5 Termination. This Agreement shall be deemed terminated and of no further effect upon the occurrence of any of the following events:
(a) Expiration of the stated term of this Agreement as set forth in Section 2.3. (b) Entry of a final judgment setting aside, voiding or annulling the adoption of the ordinance approving this Agreement.
(c) The adoption of a referendum measure overriding or repealing the ordinance approving this Agreement.
(d) Completion of the Project in accordance with the terms of this Agreement including issuance of all required occupancy permits and acceptance by CITY or applicable public agency of all required dedications.

Termination of this Agreement shall not constitute termination of any other land use entitlements approved for the Property. Upon the termination of this Agreement, no party shall have any further right or obligation hereunder except with respect to any obligation to have been performed prior to such termination or with respect to any default in the performance of the provisions of this Agreement which has occurred prior to such termination or with respect to any obligations which are specifically set forth as surviving this Agreement. Upon such termination, any public facilities and services mitigation fees 1350
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paid pursuant to Section 4.2 of this Agreement by OWNER to CITY on which construction has not yet begun shall be refunded to OWNER by CITY within ten (10) business days.

2.6 Notices.
(a) As used in this Agreement, “notice” includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment or other communication required or permitted hereunder. (b) All notices shall be in writing and shall be considered given either: (i) when delivered in person, including, without limitation, by courier, to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and addressed to the recipient named below. All notices shall be addressed as follows:

If to CITY:

Scott Ochoa, City Manager
City of Ontario
303 East "B" Street
Ontario, CA 91764
If to OWNER:

Craig Cristina
Richland
3161 Michelson, Suite 425
Irvine, CA 92612
[email protected]
with a copy to:

Ruben Duran, City Attorney
Best Best & Krieger, LLP
2855 E Guasti Road
Ontario, CA 91761
With a copy to:

Richland Legal Dept.
c/o John Troutman
3161 Michelson, Suite 425
Irvine, CA 92612
[email protected]
(c) Either party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change.

3. DEVELOPMENT OF THE PROPERTY.

3.1 Rights to Develop. Subject to the terms of this Agreement including the Reservations of Authority in Section 3.4, OWNER shall have a vested right to develop the Property in accordance with, and to the extent of, the Development Plan. The Project shall remain subject to all Subsequent Development Approvals required to complete the Project as contemplated by the Development Plan. Except as otherwise provided in this Agreement, the permitted uses of the Property, the density and intensity of use, the maximum height and size of proposed buildings, and provisions for reservation and dedication of land for public purposes shall be those set forth in the Development Plan. 1351
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3.2 Effect of Agreement on Land Use Regulations. Except as otherwise provided under the terms of this Agreement including the Reservations of Authority in Section 3.4, the rules, regulations and official policies governing permitted uses of the Property, the density and intensity of use of the Property, the maximum height and size of proposed buildings, and the design, improvement and construction standards and specifications applicable to development of the Property shall be the Existing Land Use Regulations. In connection with any Subsequent Development Approval, CITY shall exercise discretion in accordance with the same manner as it exercises its discretion under its police powers, including the Reservations of Authority set forth herein; provided however, that such discretion shall not prevent development of the Property for the uses and to the density or intensity of development set forth in this Agreement.

3.3 Timing of Development. The parties acknowledge that OWNER cannot at this time predict when or the rate at which phases of the Property will be developed. Such decisions depend upon numerous factors which are not within the control of OWNER, such as market orientation and demand, interest rates, absorption, completion and other similar factors. Since the California Supreme Court held in Pardee Construction Co. v.

City of Camarillo (1984) 37 Cal. 3d 465, that the failure of the parties therein to provide for the timing of development resulted in a later adopted initiative restricting the timing of development to prevail over such parties’ agreement, it is the parties’ intent to cure that deficiency by acknowledging and providing that OWNER shall have the right to develop the Property in such order and at such rate and at such times as OWNER deems appropriate within the exercise of its subjective business judgment.

3.3.1 Infrastructure Improvement Exhibit. Attached hereto as Exhibit “F” are a description of the Infrastructure Improvements needed for the development of the Property (“the Infrastructure Improvement Exhibits”).

3.4 Reservations of Authority.

3.4.1 Limitations, Reservations and Exceptions. Notwithstanding any other provision of this Agreement, the CITY shall not be prevented from applying new rules, regulations and policies upon the OWNER, nor shall a development agreement prevent the CITY from denying or conditionally approving any subsequent development project application on the basis of such new rules, regulations and policies where the new rules, regulations and policies consist of the following:
(a) Processing fees by CITY to cover costs of processing applications for development approvals or for monitoring compliance with any development approvals; (b) Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records and any other matter of procedure; (c) Regulations, policies and rules governing engineering and construction standards and specifications applicable to public and private improvements, including all uniform codes adopted by the CITY and any local amendments to those codes adopted by the CITY; provided however that, OWNER shall have a vested right to develop the 1352
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Property in accordance with, and to the extent of, the standards and specifications that are expressly identified in the Specific Plan and the building codes in effect as of the Effective Date;
(d) Regulations that may conflict with this Agreement and the Development Plan but that are reasonably necessary to protect the occupants of the Project and/or of the immediate community from a condition perilous to their health or safety; (e) Regulations that do not conflict with those rules, regulations and policies set forth in this Agreement or the Development Plan and which do not impose additional obligations, costs, and expenses on Owner or the Project; (f) Regulations that may conflict but to which the OWNER consents.

3.4.2 Subsequent Development Approvals. This Agreement shall not prevent CITY, in acting on Subsequent Development Approvals, from applying Subsequent Land Use Regulations that do not conflict with the Development Plan and/or the Existing Development Approvals, nor shall this Agreement prevent CITY from denying or conditionally approving any Subsequent Development Approval on the basis of the Existing Land Use Regulations or any Subsequent Land Use Regulation not in conflict with the Development Plan and/or the Existing Development Approvals.

3.4.3 Modification or Suspension by State or Federal Law. In the event that State or Federal laws or regulations, enacted after the Effective Date of this Agreement, prevent or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations, provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce. In the event OWNER alleges that such State or Federal laws or regulations preclude or prevent compliance with one or more provisions of this Agreement, and the CITY does not agree, the OWNER may, at its sole cost and expense, seek declaratory relief (or other similar non-monetary remedies); provided however, that nothing contained in this Section 3.6.3 shall impose on CITY any monetary liability for contesting such declaratory relief (or other similar non-monetary relief).

3.4.4 Intent. The parties acknowledge and agree that CITY is restricted in its authority to limit its police power by contract and that the foregoing limitations, reservations and exceptions are intended to reserve to CITY all of its police power which cannot be so limited. This Agreement shall be construed, contrary to its stated terms if necessary, to reserve to CITY all such power and authority which cannot be restricted by contract.
(INSERT SPECIFIC INFRASTRUCUTRE IMPROVEMENTS)

3.5 Public Works; Utilities. If OWNER is required by this Agreement or a condition of project approval to construct any public works facilities which will be dedicated to CITY or 1353
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any other public agency upon completion, and if required by applicable laws to do so, OWNER shall perform such work in the same manner and subject to the same requirements as would be applicable to CITY or such other public agency should it have undertaken such construction. As a condition of development approval, OWNER shall connect the Project to all utilities necessary to provide adequate water, recycled water, sewer, gas, electric, and other utility service to the Project. As a further condition of development approval, OWNER shall to the extent possible contract with the CITY for CITY-owned or operated utilities for this purpose, for such price and on such terms as may be available to similarly situated customers in the CITY.

3.5.1 OWNER agrees that development of the Project shall require the construction of storm drain Improvements from the Property to the connection with the Cucamonga Creek Channel as described in Exhibit E and depicted in Exhibit F. OWNER shall be responsible for the construction of the necessary extension of storm drain facilities, as described in Exhibit E and depicted in Exhibit F. OWNER and CITY agree that CITY may issue grading, building permits and other required permits for OWNER to initiate construction of structures for the Property according to plans approved by CITY and OWNER agrees that OWNER shall not request, and CITY shall not issue a final occupancy permit for any buildings prior to completion of the storm drain Improvements described in Exhibit E and depicted in Exhibit F. CITY agrees that OWNER may request that CITY issue temporary certificates of occupancy on a building-by-building basis prior to completion of the storm drain improvements.

3.5.2 OWNER agrees that development of the Project shall require the construction of street improvements as described in Exhibit E and depicted in Exhibit F.

OWNER and CITY agree that CITY may issue grading, building permits and other required permits for OWNER to initiate construction of structures for the Property according to plans approved by CITY and OWNER agrees that OWNER shall not request and CITY shall not issue a final occupancy permit for any buildings on the Property prior to Substantial Completion of the street Improvements as described in Exhibit E and depicted in Exhibit F. For purposes of the foregoing, street improvements shall be deemed Substantially Complete even if the final lift of pavement has not been completed (i.e., Owner may install the final lift after completion of all other construction). CITY agrees that OWNER may request that CITY issue temporary certificates of occupancy on a building-by-building basis prior to completion and subject to final acceptance by CITY of the street improvements. OWNER agrees that the street improvements shall be completed and subject to final acceptance by CITY prior to the release of any security for the construction of the street improvements.

3.5.3 OWNER agrees that development of the Property shall require the extension of permanent water utility Improvements as described in Exhibit E and depicted in Exhibit F consisting generally of the construction of the extension of permanent water utility Improvements from two (2) points of connection to serve the Property. OWNER and CITY agree that CITY may issue grading, building and other required permits for OWNER to initiate construction of structures for the Property according to plans approved by CITY upon completion of sufficient water and recycled water improvements to serve the Property from at least one point of connection and sufficient fire protection and 1354
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OWNER agrees that OWNER shall not request and CITY shall not issue a final occupancy permit for any buildings on the Property until the completion of permanent water and recycled water Improvements described in Exhibit E and depicted in Exhibit F. City agrees that OWNER may request that CITY issue temporary certificates of occupancy on a building-by-building basis prior to completion of the water and recycled water improvements if there is available water service from a minimum of two (2) points of connection and sufficient water is available for water quality purposes and fire protection purposes for any buildings while under construction.

3.6 Acquisition of Offsite Provision of Real Property Interests. In any instance where OWNER is required by any Development Approval or Land Use Regulation and the Construction Agreement to construct any public improvement on land not owned by OWNER (“Offsite Improvements”), the CITY and OWNER shall cooperate in acquiring the necessary legal interest (“Offsite Property”) in accordance with the procedures set forth in Section 2.4 of the Construction Agreement. This section 3.6 is not intended by the parties to impose upon the OWNER an enforceable duty to acquire land or construct any public improvements on land not owned by OWNER, except to the extent that the OWNER elects to proceed with the development of the Project, and then only in accordance with valid conditions imposed by the CITY upon the development of the Project under the Subdivision Map Act or other legal authority.

3.6.1 CITY Acquisition of Non-Construction Agreement Offsite Property. In the event OWNER is required to construct any public improvements on land not owned by OWNER, but such requirement is not based upon the Construction Agreement, Sections

3.6.1 and 3.6.2 shall control the acquisition of the necessary property interest(s) (“Non- Construction Agreement Offsite Property”). If the OWNER is unable to acquire such Non- Construction Agreement Offsite Property and following the written request from the OWNER to CITY, CITY agrees to use reasonable and diligent good faith efforts to acquire the Non-Construction Agreement Offsite Property from the owner or owners of record by negotiation to the extent permitted by law and consistent with this Agreement. If CITY is unable to acquire the Non-Construction Agreement Offsite Property by negotiation within thirty (30) days after OWNER’S written request, CITY shall, initiate proceedings utilizing its power of eminent domain to acquire that Non-Construction Agreement Subject Property at a public hearing noticed and conducted in accordance with California Code of Civil Procedure Section 1245.235 for the purpose of considering the adoption of a resolution of necessity concerning the Non-Construction Agreement Offsite Property, subject to the conditions set forth in this Section 3.6.1 The CITY and OWNER acknowledge that the timelines set forth in this Section 3.6.1 represent the maximum time periods which CITY and OWNER reasonably believe will be necessary to complete the acquisition of any Non-Construction Agreement Offsite Property. CITY agrees to use reasonably good faith efforts to complete the actions described within lesser time periods, to the extent that it is reasonably able to do so, consistent with the legal constraints imposed upon CITY.

3.6.2 Owner’s Option to Terminate Proceedings. CITY shall provide written notice to OWNER no later than fifteen (15) days prior to making an offer to the owner of the Non-Construction Agreement Offsite Property. At any time within that fifteen (15) day 1355
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period, OWNER may, at its option, notify CITY that it wants CITY to cease all acquisition proceedings with respect to that Non-Construction Agreement Offsite Property, whereupon CITY shall cease such proceedings. CITY shall provide written notice to OWNER no later than fifteen (15) days prior to the date of the hearing on CITY’S intent to consider the adoption of a resolution of necessity as to any Non-Construction Agreement Offsite Property. At any time within that fifteen (15) day period, OWNER may, at its option, notify CITY that it wants CITY to cease condemnation proceedings, whereupon CITY shall cease such proceedings. If OWNER does not notify CITY to cease condemnation proceedings within said fifteen (15) day period, then the CITY may proceed to consider and act upon the Non-Construction Agreement Offsite Property resolution of necessity. If CITY adopts such resolution of necessity, then CITY shall diligently institute condemnation proceedings and file a complaint in condemnation and seek an order of immediate possession with respect to the Non-Construction Agreement Offsite Property.

3.7 Regulation by Other Public Agencies. It is acknowledged by the parties that other public agencies not within the control of CITY possess authority to regulate aspects of the development of the Property separately from or jointly with CITY and this Agreement does not limit the authority of such other public agencies. CITY agrees to cooperate fully, at no cost to CITY, with OWNER in obtaining any required permits or compliance with the regulations of other public agencies provided such cooperation is not in conflict with any laws, regulations or policies of the CITY.

3.8 Tentative Parcel Maps; Extension. With respect to applications by OWNER for tentative parcel maps for portions of the Property, CITY agrees that OWNER may file and process tentative maps in accordance with Chapter 4.5 (commencing with Section 66498.1) of Division 2 of Title 7 of the California Government Code and the applicable provisions of CITY’s subdivision ordinance, as the same may be amended from time to time. In accordance with the provisions of Section 66452.6 of the Government Code, each tentative subdivision map or tentative parcel map, heretofore or hereafter approved in connection with development of the Property, shall be deemed to have been granted an extension of time to and until the date that is five (5) years following the Effective Date of this Agreement. The CITY’s City Council may, in its discretion, extend any such map for an additional period of up to five (5) years beyond its original term, so long as the subdivider files a written request for an extension with the City prior to the expiration of the initial five (5) year term.

4. PUBLIC BENEFITS.

4.1 Intent. The parties acknowledge and agree that development of the Property will result in substantial public needs that will not be fully met by the Development Plan and further acknowledge and agree that this Agreement confers substantial private benefits on OWNER that should be balanced by commensurate public benefits. Accordingly, the parties intend to provide consideration to the public to balance the private benefits conferred on OWNER by providing more fully for the satisfaction of the public needs resulting from the Project.
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4.2 Development Impact Fees.

4.2.1 Amount of Development Impact Fee. Development Impact Fees (DIF) shall be paid by OWNER. The Development Impact Fee amounts to be paid by OWNER shall be the amounts that are in effect at the time such amounts are due. Nothing contained in this Agreement shall affect the ability of the CITY to impose new Development Impact Fees or amend the amounts of existing Development Impact Fees. Additionally, nothing contained in this Agreement shall affect the ability of other public agencies that are not controlled by CITY to impose and amend, from time to time, Development Impact Fees established or imposed by such other public agencies, even though such Development Impact Fees may be collected by CITY.

4.2.2 Time of Payment. The Development Impact Fees required pursuant to Subsection 4.2.1 shall be paid to CITY prior to the issuance of building permit for each applicable building (subject to the application/use of available fee deferrals or credits), except for the Open Space and Habitat Acquisition Development Impact fee, which shall be paid by OWNER to CITY prior to the issuance of a grading permit

4.3 Responsibility for Construction of Public Improvements.

4.3.1 Timely Construction of Public Infrastructure. The phasing of the area wide infrastructure construction within the Ontario Ranch area shall be as approved by the CITY. OWNER shall be responsible for the timely construction and completion of all public infrastructure required for the Project as shown on the attached Exhibit “F” and any and all parcel map conditions. Unless otherwise specified in the Parcel Map conditions, and subject to the provisions of Section 3.5 and 3.6, all other required Improvements for each Parcel Map, shall be completed and operational prior to, and as a condition precedent to, OWNER requesting and CITY’s granting of a final occupancy permit for any buildings to be constructed on the Property. All Infrastructure and Improvements shall be completed as required by the Subdivision Agreement/Parcel Map conditions for Parcel Map No.20685.

4.3.2 Availability and Use of Recycled Water. OWNER agrees that recycled water shall be available and utilized by OWNER for all construction-related water uses including prior to, and during, any grading of the Property

4.3.3. Construction of DIF Program Infrastructure. To the extent OWNER is required to construct and complete construction of public improvements that are included in CITY’s Development Impact Fee Program CITY agrees that CITY shall issue DIF Credit and DIF Reimbursement in accordance with the provisions of a separate Fee Credit Agreement between CITY and OWNER. Limitations on the use of DIF Credit issued to OWNER to offset OWNER’s DIF payment obligations shall also be subject to the provisions of a separate Fee Credit Agreement. OWNER may also be eligible to receive reimbursement from DIF collected by CITY and paid by other development that benefits from OWNER’s construction of DIF Program Infrastructure. Any such DIF Reimbursement shall be subject to a Fee Credit Agreement between CITY and OWNER. 1357
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CITY and OWNER agree that the Fee Credit Agreement between CITY and OWNER shall comply with CITY’s adopted policies applicable to such agreements.

4.4 Net MDD/Water Availability Equivalents.

4.4.1 Effectiveness of Agreement. Notwithstanding anything else set forth in this Agreement, CITY and OWNER each acknowledge, confirm, and agree, that (i) the City approval of this Agreement and (ii) the effectiveness of this Agreement, in each case, is conditioned upon OWNER’s admission to NMC Builders as a “Member” thereof pursuant to the terms and conditions of the operating agreement of NMC Builders. OWNER and CITY agree that OWNER shall become a Member of NMC Builders within 30 days of the effective date of this Agreement.

4.4.2 Assigned Net MDD/Water Availability Equivalents. OWNER acknowledges that the City has agreed with NMC Builders to reserve exclusively for Members of NMC Builders, including OWNER, Net MDD made available through the construction of water system improvements funded by NMC Builders and/or OWNER. OWNER acknowledges that the provisions of the Construction Agreement Amendment require that the City shall not issue building permits or certificates of occupancy for the area of development within the New Model Colony served by the water system improvements funded by NMC Builders, except to the bearer of a Certificate of Net MDD Water Availability.

4.4.3 Requirement for NMC Builders LLC Membership as a Phase 2 Water Member. OWNER and CITY agree that OWNER’s’ payment to CITY required by Section

4.5.3 below represents OWNER’s contribution to the funding required for the future construction of the Phase 2 Water Improvements and the availability of additional Net MDD Water Availability required for the development of the Property described in Exhibit A of this Agreement.

4.4.4 CITY issuance of Water Availability Equivalents. Within 30 days after the effectiveness of this Development Agreement OWNER shall pay or have paid to City the applicable Phase 2 Water Participation Fee. The Phase 2 Water Participation Fee shall be calculated based on the amount of the Regional Water DIF for the applicable land use category and the square footage of the applicable buildings. The calculated amount of the Phase 2 Water Participation Fee shall be paid to City within 30 days after the effective date of this Agreement or, at OWNER’s option, the Phase 2 Water Participation Fee may be paid to City in two (2) installments. The first installment shall be fifty percent (50%) of the total Phase 2 Water Participation Fee and such first installment shall be due and payable to City within 30 days after the effective date of this Development Agreement.

The second installment shall be the remaining amount of the Phase 2 Water Participation Fee and such second installment shall be due and payable to City within one (1) year after the payment of the first installment, or prior to, and as a condition precedent to, the recording of any final Parcel Map for the Project, whichever occurs first. Upon OWNER’s complete payment to CITY of the Phase 2 Water Participation Fee CITY shall issue a Certificate of Water Availability Equivalents in the form attached hereto as Exhibit G.

Such Water Availability Equivalents Certificate shall be issued by CITY within thirty (30) days of the receipt of such required payment. CITY and OWNER agree that the amount 1358
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of Water Availability Equivalents issued to OWNER shall be based on the maximum projected need for Water Availability Equivalents required for the Property based upon water demand factors and assumptions listed in Exhibit C-2R of the Phase 2 Water Amendment to the Construction Agreement “Water Demand Equivalents by Land Use” for each land use category. Additionally, within five (5) business days of CITY’s receipt of OWNER’s payment as required under this Section 4.5.2, CITY shall issue a certificate of DIF Credit against OWNER’s DIF obligations in the Regional Water DIF Category.

4.4.5 Requirement for other Water System Improvements. A Certificate of Net MDD Availability is evidence only of available water capacity and does not satisfy any other conditions applicable to OWNER’s Project, including those relating to design and construction of master-planned potable water and recycled water transmission and distribution system for the respective pressure zone and other public infrastructure requirements.

4.5 Requirement for other Water System Improvements. A Certificate of Net MDD Availability is evidence only of available water capacity and does not satisfy any other conditions applicable to OWNER’s Project, including those relating to design and construction of master-planned potable water and recycled water transmission and distribution system for the respective pressure zone and other public infrastructure requirements.

4.6 Compliance with Public Benefits Requirements.

4.6.1 Failure to Provide Public Benefits. In the event OWNER fails or refuses to comply with any condition referenced in Section 4.1 through 4.6, or challenges (whether administratively or through legal proceedings) the imposition of such conditions, OWNER shall be deemed in default of this Agreement pursuant to Section 8 hereof, thereby entitling the City to any and all remedies available to it, including, without limitation, the right of the City to withhold OWNER’s Project-related building permits, certificates of occupancy, or discretionary approvals, without liability. Nothing herein shall waive Owner’s right to assert a default (or failure to perform) by the City has excused Owner’s performance under this Agreement.

5. FINANCING OF PUBLIC IMPROVEMENTS.

5.1 Financing Mechanism(s). OWNER agrees that, prior to the recordation of any Parcel Map, the property subject to such Parcel Map shall be included in a CFD to finance City services through annual special taxes that will initially be $.25 per square foot for non-residential buildings. These amounts shall be subject to an automatic increase at a rate not to exceed four (4%) percent per year, unless otherwise modified by CITY.

Depending on the fiscal year that the CFD is formed and the CFD tax is levied, the annual special taxes may be higher. CITY shall be the sole and exclusive lead agency in the formation of any CFD, assessment district or other public financing mechanism within the Property; provided however, that the proceeds of any such CFD, assessment district, or financing mechanism may be used, subject to restrictions that may be imposed by applicable law, for the purposes of acquiring, constructing or maintaining public facilities 1359
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to be owned or operated by other public agencies, including, without limitation those facilities owned or operated by a school district. In addition to the rights of the CITY pursuant to section 5.1 hereof, CITY shall have the right, but not the obligation, to condition the formation of any CFD, assessment district or other public financing mechanism within the Property on the OWNER mitigating all Project-related impacts to the applicable school district(s) as required by such school district(s). Written evidence by such school district(s) may be required by the CITY as the condition to the formation of any CFD, assessment district or other public financing mechanism within the Property, or any steps preliminary thereto, including, without limitation, the adoption of any resolution of intention to form such CFD, assessment district or other public financing mechanism within the Property. It is not the intent of the parties hereto, by this provision, to prohibit or otherwise limit the City’s ability to take any and all necessary steps requisite to the formation of the CFD to finance City services through annual special taxes as set forth in this Section 5.1. Formation of any CFD, assessment district or other public financing mechanism within the Property, shall be subject to CITY’s ability to make all findings required by applicable law and complying with all applicable legal procedures and requirements including, without limitation, CITY’s public financing district policies as such policies may be amended from time to time. Notwithstanding the foregoing, it is acknowledged and agreed by the parties that nothing contained in this Agreement shall be construed as requiring CITY or the City Council to form any such district.

6. REVIEW FOR COMPLIANCE.

6.1 Periodic and Special Reviews.

6.1.1 Time for and Initiation of Periodic Review. The CITY shall review this Agreement every twelve (12) months from the Effective Date in order to ascertain the good faith compliance by the OWNER with the terms of this Agreement. The OWNER shall submit an Annual Monitoring Report to CITY, in a form acceptable to the City Manager, along with any applicable processing charge within ten (10) days after each anniversary date of the Effective Date of this Agreement. Within fifteen (15) days after the receipt of the Annual Monitoring Report, CITY shall review the Annual Monitoring Report. Prior to the expiration of the fifteen (15) day review period, CITY shall either issue a notice of continuing compliance or a notice of non-compliance and a notice of CITY’s intent to conduct a Special Review pursuant to Sections 6.1.2 through 6.1.6. Issuance of a notice of continuing compliance may be issued by the City Manager or his designee.

6.1.2 Initiation of Special Review. A special review may be called either by agreement between the parties or by initiation in one or more of the following ways:
(a) Recommendation of the Planning staff;
(b) Affirmative vote of at least four (4) members of the Planning Commission; or (c) Affirmative vote of at least three (3) members of the City Council.

6.1.3 Notice of Special Review. The City Manager shall begin the special review proceeding by giving notice that the CITY intends to undertake a special review of this 1360
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Agreement to the OWNER. Such notice shall be given at least ten (10) days in advance of the time at which the matter will be considered by the Planning Commission.

6.1.4 Public Hearing. The Planning Commission shall conduct a hearing at which the OWNER must demonstrate good faith compliance with the terms of this Agreement.

The burden of proof on this issue is upon the OWNER.

6.1.5 Findings Upon Public Hearing. The Planning Commission shall determine upon the basis of substantial evidence whether or not the OWNER has, for the period under review, complied in good faith with the terms and conditions of this Agreement.

6.1.6 Procedure Upon Findings.
(a) If the Planning Commission finds and determines on the basis of substantial evidence that the OWNER has complied in good faith with the terms and conditions of this Agreement during the period under review, the review for that period is concluded. (b) If the Planning Commission finds and determines on the basis of substantial evidence that the OWNER has not complied in good faith with the terms and conditions of this Agreement during the period under review, the Planning Commission may recommend to the City Council to modify or terminate this Agreement. (c) The OWNER may appeal a determination pursuant to paragraph (b) to the City Council in accordance with the CITY's rule for consideration of appeals in zoning matters generally.

6.2 Proceedings Upon Modification or Termination. If, upon a finding under Section

6.1.6(b), the CITY determines to proceed with modification or termination of this Agreement, the CITY shall give notice to the property OWNER of its intention so to do.

The notice shall contain:
(a) The time and place of the hearing;
(b) A statement as to whether or not the CITY proposes to terminate or to modify this Agreement; and
(c) Other information that the CITY considers necessary to inform the OWNER of the nature of the proceeding.

6.3 Hearing on Modification or Termination. At the time and place set for the hearing on modification or termination, the OWNER shall be given an opportunity to be heard.

The OWNER shall be required to demonstrate good faith compliance with the terms and conditions of this Agreement. The burden of proof on this issue shall be on the OWNER.

If the City Council finds, based upon substantial evidence in the administrative record, that the OWNER has not complied in good faith with the terms and conditions of the agreement, the City Council may terminate this Agreement or modify this Agreement and impose those conditions to the action it takes as it considers necessary to protect the 1361
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interests of the CITY. The decision of the City Council shall be final, subject only to judicial review pursuant to Section 1094.5 of the Code of Civil Procedure.

6.4 Certificate of Agreement Compliance. If, at the conclusion of a Periodic or Special Review, OWNER is found to be in compliance with this Agreement, CITY shall, upon written request by OWNER, issue a Certificate of Agreement Compliance (“Certificate”) to OWNER stating that after the most recent Periodic or Special Review and based upon the information known or made known to the Planning Director and City Council that (1) this Agreement remains in effect and (2) OWNER is not in default. The Certificate shall be in recordable form, shall contain information necessary to communicate constructive record notice of the finding of compliance, shall state whether the Certificate is issued after a Periodic or Special Review and shall state the anticipated date of commencement of the next Periodic Review. OWNER may record the Certificate with the County Recorder. Whether or not the Certificate is relied upon by assignees or other transferees or OWNER, CITY shall not be bound by a Certificate if a default existed at the time of the Periodic or Special Review, but was concealed from or otherwise not known to the Planning Director or City Council.

7. [OMITTED]

8. DEFAULT AND REMEDIES.

8.1 Remedies in General. It is acknowledged by the parties that CITY would not have entered into this Agreement if it were to be liable in damages under this Agreement, or with respect to this Agreement or the application thereof. In general, each of the parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement, except that CITY shall not be liable in damages to OWNER, or to any successor in interest of OWNER, or to any other person, and OWNER covenants not to sue for damages or claim any damages:
(a) For any breach of this Agreement or for any cause of action which arises out of this Agreement; or
(b) For the taking, impairment or restriction of any right or interest conveyed or provided under or pursuant to this Agreement; or
(c) Arising out of or connected with any dispute, controversy or issue regarding the application or interpretation or effect of the provisions of this Agreement.

8.2 Specific Performance. The parties acknowledge that money damages and remedies at law generally are inadequate and specific performance and other non- monetary relief are particularly appropriate remedies for the enforcement of this Agreement and should be available to all parties for the following reasons:
(a) Money damages are unavailable against CITY as provided in Section 8.1 above.
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(b) Due to the size, nature and scope of the project, it may not be practical or possible to restore the Property to its natural condition once implementation of this Agreement has begun. After such implementation, OWNER may be foreclosed from other choices it may have had to utilize the Property or portions thereof. OWNER has invested significant time and resources and performed extensive planning and processing of the Project in agreeing to the terms of this Agreement and will be investing even more significant time and resources in implementing the Project in reliance upon the terms of this Agreement, and it is not possible to determine the sum of money which would adequately compensate OWNER for such efforts.

8.3 Release. Except for nondamage remedies, including the remedy of specific performance and judicial review as provided for in Section 6.5, OWNER, for itself, its successors and assignees, hereby releases the CITY, its officers, agents and employees from any and all claims, demands, actions, or suits of any kind or nature arising out of any liability, known or unknown, present or future, including, but not limited to, any claim or liability, based or asserted, pursuant to Article I, Section 19 of the California Constitution, the Fifth Amendment of the United States Constitution, or any other law or ordinance which seeks to impose any other liability or damage, whatsoever, upon the CITY because it entered into this Agreement or because of the terms of this Agreement.

8.4 Termination or Modification of Agreement for Default of OWNER. Subject to the provisions contained in Subsection 6.3 herein, CITY may terminate or modify this Agreement for any failure of OWNER to perform any material duty or obligation of OWNER under this Agreement, or to comply in good faith with the terms of this Agreement (hereinafter referred to as “default”); provided, however, CITY may terminate or modify this Agreement pursuant to this Section only after providing written notice to OWNER of default setting forth the nature of the default and the actions, if any, required by OWNER to cure such default and, where the default can be cured, OWNER has failed to take such actions and cure such default within 60 days after the effective date of such notice or, in the event that such default cannot be cured within such 60 day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such 60 day period and to diligently proceed to complete such actions and cure such default.

8.5 Termination of Agreement for Default of CITY. OWNER may terminate this Agreement only in the event of a default by CITY in the performance of a material term of this Agreement and only after providing written notice to CITY of default setting forth the nature of the default and the actions, if any, required by CITY to cure such default and, where the default can be cured, CITY has failed to take such actions and cure such default within 60 days after the effective date of such notice or, in the event that such default cannot be cured within such 60 day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such 60 day period and to diligently proceed to complete such actions and cure such default.

9. THIRD PARTY LITIGATION.
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9.1 General Plan Litigation. CITY has determined that this Agreement is consistent with its Comprehensive General Plan, as such General Plan exists as of the Effective Date (“General Plan”), and that the General Plan meets all requirements of law. OWNER has reviewed the General Plan and concurs with CITY’s determination. CITY shall have no liability in damages under this Agreement for any failure of CITY to perform under this Agreement or the inability of OWNER to develop the Property as contemplated by the Development Plan of this Agreement as the result of a judicial determination that on the Effective Date, or at any time thereafter, the General Plan, or portions thereof, are invalid or inadequate or not in compliance with law.

9.2 Third Party Litigation Concerning Agreement. OWNER shall defend, at its expense, including attorneys’ fees, indemnify, and hold harmless CITY, its agents, officers and employees from any claim, action or proceeding against CITY, its agents, officers, or employees to attack, set aside, void, or annul the approval of this Agreement or the approval of any permit granted pursuant to this Agreement. CITY shall promptly notify OWNER of any such claim, action or proceeding, and CITY shall cooperate in the defense. If CITY fails to promptly notify OWNER of any such claim, action or proceeding, or if CITY fails to cooperate in the defense, OWNER shall not thereafter be responsible to defend, indemnify, or hold harmless CITY. CITY may in its discretion participate in the defense of any such claim, action or proceeding.

9.3 Indemnity. In addition to the provisions of 9.2 above, OWNER shall indemnify and hold CITY, its officers, agents, employees and independent contractors free and harmless from any liability whatsoever, based or asserted upon any act or omission of OWNER, its officers, agents, employees, subcontractors and independent contractors, for property damage, bodily injury, or death (OWNER’s employees included) or any other element of damage of any kind or nature, to the extent relating to or in any way connected with or arising from the activities contemplated hereunder, including, but not limited to, the study, design, engineering, construction, completion, failure and conveyance of the public improvements, save and except claims for damages arising through the sole active negligence or sole willful misconduct of CITY. OWNER shall defend, at its expense, including attorneys’ fees, CITY, its officers, agents, employees and independent contractors in any legal action based upon such alleged acts or omissions. CITY may in its discretion participate in the defense of any such legal action.

9.4 Environment Assurances. OWNER shall indemnify and hold CITY, its officers, agents, and employees free and harmless from any liability, to the extent based or asserted, upon any act or omission of OWNER, its officers, agents, employees, subcontractors, predecessors in interest, successors, assigns and independent contractors for any violation of any federal, state or local law, ordinance or regulation relating to industrial hygiene or to environmental conditions on, under or about the Property during OWNER’S period of ownership of the Property, including, but not limited to, soil and groundwater conditions caused by OWNER, and OWNER shall defend, at its expense, including attorneys’ fees, CITY, its officers, agents and employees in any action based or asserted upon any such alleged act or omission. CITY may in its discretion participate in the defense of any such action.
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9.5 Reservation of Rights. With respect to Sections 9.2, 9.3 and 9.4 herein, CITY reserves the right to either (1) approve the attorney(s) which OWNER selects, hires or otherwise engages to defend CITY hereunder, which approval shall not be unreasonably withheld, or (2) conduct its own defense, provided, however, that OWNER shall reimburse CITY forthwith for any and all reasonable expenses incurred for such defense, including attorneys’ fees, upon billing and accounting therefor.

9.6 Survival. The provisions of this Sections 9.1 through 9.6, inclusive, shall survive the termination of this Agreement.

10. MORTGAGEE PROTECTION.

10.1 Mortgagee Protection. The parties hereto agree that this Agreement shall not prevent or limit OWNER, in any manner, at OWNER’s sole discretion, from encumbering the Property or any portion thereof or any improvement thereon by any mortgage, deed of trust or other security device securing financing with respect to the Property. CITY acknowledges that the lenders providing such financing may require certain Agreement interpretations and modifications and agrees upon request, from time to time, to meet with OWNER and representatives of such lenders to negotiate in good faith any such request for interpretation or modification. CITY will not unreasonably withhold its consent to any such requested interpretation or modification provided such interpretation or modification is consistent with the intent and purposes of this Agreement. Any Mortgagee of the Property shall be entitled to the following rights and privileges:
(a) Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any mortgage on the Property made in good faith and for value, unless otherwise required by law.
(b) The Mortgagee of any mortgage or deed of trust encumbering the Property, or any part thereof, which Mortgagee, has submitted a request in writing to the CITY in the manner specified herein for giving notices, shall be entitled to receive written notification from CITY of any default by OWNER in the performance of OWNER’s obligations under this Agreement.
(c) If CITY timely receives a request from a Mortgagee requesting a copy of any notice of default given to OWNER under the terms of this Agreement, CITY shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to OWNER. The Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure period allowed such party under this Agreement. (d) Any Mortgagee who comes into possession of the Property, or any part thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of such foreclosure, shall take the Property, or part thereof, subject to the terms of this Agreement.

Notwithstanding any other provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty under this Agreement to perform any of OWNER’s obligations or other affirmative covenants of OWNER hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by OWNER is a 1365
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condition precedent to the performance of a covenant by CITY, the performance thereof shall continue to be a condition precedent to CITY’s performance hereunder, and further provided that any sale, transfer or assignment by any Mortgagee in possession shall be subject to the provisions of Section 2.4 of this Agreement (e) In the event of a default by Owner, any Mortgagee shall have the right to remedy, or cause to be remedied, such default within sixty (60) days following the later to occur of (i) the date of Mortgagee's receipt of the notice referred to in Section 10.1(b) above, or (ii) the expiration of the period provided herein for Owner to remedy or cure such default, and City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by Owner; provided, however, that (i) if such default is not capable of being cured within the timeframes set forth in this Section and Mortgagee commences to cure the default within such timeframes, then Mortgagee shall have such additional time as is required to cure the default so long as Mortgagee diligently prosecutes the cure to completion and (ii) if possession of the Property (or portion thereof) is required to effectuate such cure or remedy, the Mortgagee shall be deemed to have timely cured or remedied if it commences the proceedings necessary to obtain possession thereof within sixty (60) days after receipt of the copy of the notice, diligently pursues such proceedings to completion, and, after obtaining possession, diligently completes such cure or remedy.

11. MISCELLANEOUS PROVISIONS.

11.1 Recordation of Agreement. This Agreement and any amendment or cancellation thereof shall be recorded with the San Bernardino County Recorder by the City Clerk within the ten (10) days after the CITY executes this Agreement, as required by Section 65868.5 of the Government Code. If the parties to this Agreement or their successors in interest amend or cancel this Agreement as provided for herein and in Government Code Section 65868, or if the CITY terminates or modifies the agreement as provided for herein and in Government Code Section 65865.1 for failure of the applicant to comply in good faith with the terms or conditions of this Agreement, the City Clerk shall have notice of such action recorded with the San Bernardino County Recorder.

11.2 Entire Agreement. This Agreement sets forth and contains the entire understanding and agreement of the parties, and there are no oral or written representations, understandings or ancillary covenants, undertakings or agreements which are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall be admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions of this Agreement.

11.3 Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Agreement. Notwithstanding the foregoing, the provision of the Public Benefits set forth in Section 4 of this Agreement, including the payment of the fees set forth therein, are essential elements of this Agreement and CITY would not have entered into this Agreement but for such provisions, 1366
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and therefore in the event such provisions are determined to be invalid, void or unenforceable, this entire Agreement shall be null and void and of no force and effect whatsoever.

11.4 Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement, all parties having been represented by counsel in the negotiation and preparation hereof.

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

11.6 Singular and Plural. As used herein, the singular of any word includes the plural.

11.7 Joint and Several Obligations. Subject to Section 2.4, if at any time during the term of this Agreement the Property is owned, in whole or in part, by more than one owner, all obligations of such owners under this Agreement shall be joint and several, and the default of any such owner shall be the default of all such owners. Notwithstanding the foregoing, no owner of a single lot which has been finally subdivided and sold to such owner as a member of the general public or otherwise as an ultimate user shall have any obligation under this Agreement except as provided under Section 4 hereof.

11.8 Time of Essence. Time is of the essence in the performance of .the provisions of this Agreement as to which time is an element.

11.9 Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not constitute a waiver of such party’s right to insist and demand strict compliance by the other party with the terms of this Agreement thereafter.

11.10 No Third-Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the parties and their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement.

11.11 Force Majeure. Neither party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, earthquakes, other Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyond the party’s control, (including the party’s employment force), government regulations, court actions (such as restraining orders or injunctions), or other causes beyond the party’s control. If any such events shall occur, the term of this Agreement and the time for performance by either party of any of its obligations hereunder may be extended by the written agreement of the parties for the period of time that such events prevented such performance, provided that the term of this Agreement shall not be extended under any circumstances for more than five (5) years. 1367
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11.12 Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the party benefited thereby of the covenants to be performed hereunder by such benefited party.

11.13 Successors in Interest. The burdens of this Agreement shall be binding upon, and the benefits of this Agreement shall inure to, all successors in interest to the parties to this Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do or refrain from doing some act hereunder with regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of the Property; (b) runs with the Property and each portion thereof; and, (c) is binding upon each party and each successor in interest during ownership of the Property or any portion thereof.

11.14 Counterparts. This Agreement may be executed by the parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the parties had executed the same instrument.

11.15 Jurisdiction and Venue. Any action at law or in equity arising under this Agreement or brought by a party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County of San Bernardino, State of California, and the parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court.

11.16 Project as a Private Undertaking. It is specifically understood and agreed by and between the parties hereto that the development of the Project is a private development, that neither party is acting as the agent of the other in any respect hereunder, and that each party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between CITY and OWNER is that of a government entity regulating the development of private property and the owner of such property.

11.17 Further Actions and Instruments. Each of the parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the request of either party at any time, the other party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement. The City Manager may delegate his powers and duties under this Agreement to an Assistant City Manager or other management level employee of the CITY.

11.18 Eminent Domain. No provision of this Agreement shall be construed to limit or restrict the exercise by CITY of its power of eminent domain. 1368
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11.19 Agent for Service of Process. In the event OWNER is not a resident of the State of California or it is an association, partnership or joint venture without a member, partner or joint venturer resident of the State of California, or it is a foreign corporation, then in any such event, OWNER shall file with the Planning Director, upon its execution of this Agreement, a designation of a natural person residing in the State of California, giving his or her name, residence and business addresses, as its agent for the purpose of service of process in any court action arising out of or based upon this Agreement, and the delivery to such agent of a copy of any process in any such action shall constitute valid service upon OWNER. If for any reason service of such process upon such agent is not feasible, then in such event OWNER may be personally served with such process out of this County and such service shall constitute valid service upon OWNER. OWNER is amenable to the process so served, submits to the jurisdiction of the Court so obtained and waives any and all objections and protests thereto.

11.20 Estoppel Certificate. Within thirty (30) business days following a written request by any of the parties, the other party shall execute and deliver to the requesting party a statement certifying that (i) either this Agreement is unmodified and in full force and effect or there have been specified (date and nature) modifications to the Agreement, but it remains in full force and effect as modified; and (ii) either there are no known current uncured defaults under this Agreement or that the responding party alleges that specified (date and nature) defaults exist. The statement shall also provide any other reasonable information requested. The failure to timely deliver this statement shall constitute a conclusive presumption that this Agreement is in full force and effect without modification except as may be represented by the requesting party and that there are no uncured defaults in the performance of the requesting party, except as may be represented by the requesting party. OWNER shall pay to CITY all costs incurred by CITY in connection with the issuance of estoppel certificates requested by Owner under this Section 11.20 prior to CITY’s issuance of such certificates.

11.21 Authority to Execute. The person or persons executing this Agreement on behalf of OWNER warrants and represents that he or she/they have the authority to execute this Agreement on behalf of his or her/their corporation, partnership or business entity and warrants and represents that he or she/they has/have the authority to bind OWNER to the performance of its obligations hereunder.

11.22 Prevailing Wage. OWNER, for itself, its successors, and assigns, agrees, covenants, and warrants that the development of the Property, if any, shall comply with all applicable federal and state labor laws (including, without limitation, the requirement under California law to pay prevailing wages and hire apprentices), and all obligations as set forth herein.

11.22.1 CITY makes no representations concerning prevailing wages in compliance with California Labor Code Section 1770 et seq.

11.22.2 OWNER acknowledges and agrees that it shall be independently responsible for reviewing the applicable laws and regulations with respect to the payment of prevailing wages and complying therewith. OWNER shall bear all risks of payment or 1369
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non-payment of prevailing wages under California law and/or the implementation of Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.

11.22.3 The foregoing indemnity shall survive termination of this Agreement and shall continue after completion of the construction and development of the Property by OWNER, its successors or assigns. OWNER shall be solely responsible for determining and effectuating compliance with such laws.

11.22.4 OWNER, ON BEHALF OF ITSELF, ITS SUCCESSORS, AND ASSIGNS,

WAIVES AND RELEASES CITY FROM ANY RIGHT OF ACTION THAT MAY BE AVAILABLE TO OWNER PURSUANT TO LABOR CODE SECTION 1781 OR THE DAVIS BACON ACT. RELATIVE TO THE WAIVER AND RELEASE CONTAINED IN THIS SECTION 11.22, OWNER ACKNOWLEDGES THE PROTECTIONS OF CIVIL CODE SECTION 1542, WHICH READS AS FOLLOWS: A GENERAL RELEASE DOES

NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT

KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF

EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

INITIALS. BY INITIALING BELOW, OWNER KNOWINGLY AND VOLUNTARILY WAIVES THE PROVISIONS OF SECTION 1542 SOLELY WITH THE MATTERS WHICH ARE THE SUBJECT OF THE FOREGOING WAIVERS AND RELEASES:
_______________
(Owner's Initials)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year set forth below.
[SIGNATURES CONTAINED ON FOLLOWING PAGE]
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SIGNATURE PAGE
TO DEVELOPMENT AGREEMENT PDA23-006
“OWNER”
LEGACY LAND PARTNERS LLC, a
Florida limited liability company

By: ________________________
Name:

Its: ______________________
Date: ___________________
JAB MILL CREEK LLC, a Florida limited
liability company

By: ________________________
Name:

Its: ______________________
Date: ___________________
“CITY”

CITY OF ONTARIO
By:

Scott Ochoa
City Manager
Date: ___________________
ATTEST:

City Clerk, Ontario
APPROVED AS TO FORM:

BEST BEST KRIEGER, LLP
City Attorney
1371

ACKNOWLEDGEMENT

STATE OF CALIFORNIA )
COUNTY OF _______________________ )
On _________________, 20_____, before me,______________________________________, Date Insert Name and Title of the Officer
personally appeared ___________________________________________________________ Name(s) of Signer(s)
____________________________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity, and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature________________________________
Signature of Notary Public
Place Notary Seal Above
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. 1372
A-1

ACKNOWLEDGEMENT

STATE OF CALIFORNIA )
COUNTY OF _______________________ )
On _________________, 20_____, before
me,______________________________________,
Date Insert Name and Title of the Officer
personally appeared
___________________________________________________________ Name(s) of Signer(s)
______________________________________________________________________ ______, who proved to me on the basis of satisfactory evidence to be the person whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity, and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature________________________________
Signature of Notary Public
Place Notary Seal Above
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. 1373
A-1
EXHIBIT "A"

TO DEVELOPMENT AGREEMENT
Legal Description of Property
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B-1
EXHIBIT "B"

TO DEVELOPMENT AGREEMENT
Map showing Property and its location
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C-1
EXHIBIT "C"

TO DEVELOPMENT AGREEMENT
Existing Development Approvals
On October 23, 2007 the Planning Commission:
a) Issued Resolution No. PC07-125 recommending City Council certification of the Rich-Haven Specific Plan EIR (SCH#2006051081).
b) Issued Resolution No. PC07-127 recommending to City Council approval of the Rich-Haven Specific Plan (File No. PSP05-004).

On December 4, 2007, the City Council:
a) Issued Resolution No. 2007-145 certifying the Rich-Haven Specific Plan EIR (SCH#2006051081).
b) Adopted Ordinance No. 2884 approving the Rich-Haven Specific Plan.

On February 23, 2016, the Planning Commission:
a) Issued Resolution No. PC16-003 recommending City Council adoption of an Addendum to the Rich-Haven EIR.
b) Issued Resolution PC16-004 recommending approval of the Rich-Haven Specific Plan Amendment (File No. PSPA16-001).

On March 15, 2016, the City Council:
a) Issued Resolution No. 2016-024 for the adoption of an Addendum (File No. PSPA16-001) to the Rich-Haven Specific Plan EIR.
b) Issued Resolution No. 2016-025 approving an Amendment (File No.

PSPA16-001) to the Rich-Haven Specific Plan.

On January 23, 2018, the Planning Commission:
a) Issued Resolution No. PC18-014 recommending City Council adoption of an Addendum to the Rich-haven EIR.
b) Issued Resolution No. PC18-015 recommending to City Council adoption of the Rich-Haven Specific Plan Amendment (File No. PSPA16-005).

On February 20, 2018, the City Council:
a) Issued Resolution No. 2018-017 for the adoption of an Addendum (File No. PSPA16-005) to the Rich-Haven Specific Plan EIR.
b) Issued Resolution No. 2018-018 approving an Amendment (File No.

PSPA16-005) to the Rich-Haven Specific Plan.
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D-1
EXHIBIT "D"

TO DEVELOPMENT AGREEMENT
Existing Land Use Regulations
These documents are listed for reference only:

1. The Rich-Haven Specific Plan (File No. PSP05-004) Environmental Impact Report, Resolution No. 2007-145.

2. The Rich-Haven Specific Plan (File No. PSP05-004), Ordinance No. 2884.

3. Addendum to the Rich-Haven Specific Plan (File No. PSPA16-001) Environmental Impact Report, Resolution No. 2016-024.

4. Amendment to the Rich-Haven Specific Plan (File No. PSPA16-001), Resolution No. 2016-025.

5. Addendum to the Rich-Haven Specific Plan (File No. PSPA16-005) Environmental Impact Report, Resolution No. 2018-017.

6. Amendment to the Rich-Haven Specific Plan (File No. PSPA16-005), Resolution No. 2018-018.

7. City of Ontario Municipal Code
a. Six – Sanitation & Health
b. Seven – Public Works
c. Eight – Building Regulations
d. Nine – Development Code
e. Ten – Parks & Recreation
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E-1
EXHIBIT "E"

TO DEVELOPMENT AGREEMENT
Description of Required Infrastructure Improvements
OWNER shall design, construct, and complete the following Street, Storm Drain (SD), Potable Water (PW), Recycled Water (RW), and Fiber Optic (FO) improvements, prior to OWNER’s request for any final certificate of occupancy permit for any building within the Property.

Street (ST) Improvements
a. ST improvements on Mill Creek Avenue, between the northerly project limits to Ontario Ranch Road.
b. ST improvements on Ontario Ranch Road, between the Sunrise Avenue and Mill Creek Avenue.
c. Modify Traffic Signal at Mill Creek Avenue and Ontario Ranch Road.

Potable Water (PW) Improvements
a. PW on Mill Creek Avenue, between Chino Avenue and Ontario Ranch Road.

Recycled Water (RW) Improvements
a. RW on Mill Creek Avenue, between Chino Avenue and Ontario Ranch Road.
b. RW on Chino Avenue, between Haven Avenue and Mill Creek Avenue.

Fiber Optic (FO) Improvements
a. FO on Mill Creek Avenue, between the northerly project limits and Ontario Ranch Road.
a. FO on South Twinkle Avenue along the SCE corridor connecting existing FO.

Trail Improvements
a. SCE corridor improvements, between Twinkle Avenue and Mill Creek Avenue.
1378
G-1
EXHIBIT “F”

TO DEVELOPMENT AGREEMENT
Required Infrastructure Improvements
1379
G-1
1380
G-1
EXHIBIT "G"

TO DEVELOPMENT AGREEMENT

FORM OF CERTIFICATE OF NET MDD AVAILABILITY
Pursuant to Section ___ of this Agreement between the City of Ontario, a California municipal corporation, and ________________, a __________________ company, hereinafter called "OWNER", the terms and definitions of which are hereby incorporated herein by this reference and hereinafter called "Agreement", the City of Ontario hereby certifies based on CITY receipt of payment of OWNER’s share of the funding for the Phase 2 Water Improvements, that OWNER is entitled to the following Net MDD Water Availability.

Amount of Net MDD _________________________ gpm
________________________________________
Scott Ochoa, City Manager
Dated:_________________________________
1381
J
EXHIBIT “H”

TO DEVELOPMENT AGREEMENT

FORM OF CERTIFICATE OF REGIONAL DIF CREDIT
Pursuant to Section 4.5.2 of this Agreement by and between the City of Ontario and ____________________, dated _______________, 201_, the terms and definitions of which are hereby incorporated herein by this reference and hereinafter called the “Development Agreement’, the City of Ontario hereby certifies that OWNER is entitled to the following amount and nature of DIF Credits in the Regional Water DIF Infrastructure Category:

Amount of Credit: $
Scott Ochoa, City Manager
Dated:
1382
J
EXHIBIT“I-1”

TO DEVELOPMENT AGREEMENT

ONTARIO RANCH

WATER SUPPLY PHASING PLAN
Phase 2 Water
Availability
Equivalency
Estimated
Net MDD Available1
Phase 2 A
Supply & Storage

1. 1 - Additional Ground Water Well and Collection lines - Design and Construction
8,250 gpm2 7,750 gpm2
Pipelines (Transmission & Distribution)2

2. 925 Zone Transmission lines – Design and Construction

3. Temporary Pressure Reducing Station 3 – Design and
Construction
Phase 2B
Supply & Storage

4. 1 – Additional Ground Water Well and Collection lines – Design and Construction

5. 1 – 6 million gallon Reservoir – 925 Zone – Design and Construction
10,500 gpm2 9,860 gpm2
(1) Upon Completion of the construction of all of the improvements described for each Phase a Certificate of Net MDD Availability shall be issued to Developer for the corresponding amount of Net MDD. Net MDD means the maximum daily demand on the potable water supply, net of the water requirements for public schools and parks. The Water Availability Equivalency includes the estimated requirements for public schools and parks. The amount of Net MDD specified is the cumulative amount for which building permits may be issued upon funding of the corresponding and all preceding Phases of improvements.
(2) The ability of a particular development to utilize Net MDD assigned to it by the Developer will require the completion of design and construction of Master-planned potable and recycled water transmission and distribution pipelines for the respective pressure zone. Other factors may include its location, the particular land use and Water Availability Equivalents assigned to it as specified in Exhibit C-2.
(3) Pressure reducing stations are a component of the pipeline transmission and distribution system.
1383
J
EXHIBIT “I-2”
317129390.1
Available Water Supply - See Exhibit C-1R for Net MDD Available Table A - Water Demand Equivalents By Land Use
Water
Demand
Equivalents
(WDE)2
Recycled
Water
Demand
Factor1
(ADD)
Recycled
Water
Demand Of
Total Water
Demand
(gpd/du) (gpd/ac) (gpm/unit) (gpd/ac) (%)
Detached Dwellings (less than 5 units per acre) 544 0.57 900 28% Detached or Attached Dwellings (between 5 and 11 units per acre) 464 0.48 1,000 21% Attached Dwellings (between 11 and 25 units per acre) 323 0.34 1,500 18% High Density Dwellings (25+ units per acre) 152 0.16 1,500 27% Commercial Lodging 150 0.16 1,700 50%
Retail/Serv ices Uses 2,200 2.29 2,300 51%
Office Uses 3,400 3.54 2,300 40%
Business Park Uses 2,200 2.29 2,200 50%
Industrial Uses 2,000 2.08 2,200 52%
Institutional Use 2,200 2.29 1,600 42%
Parks 1,000 1.04 1,400 58%
Schools 3,500 3.65 1,600 31%
Table B - Example Water Supply Calculation
Land Use Residential
Units
WDE Factor
(gpm)
Potable
MDD
(gpm)
Development
Detached Dwellings (less than 5 units per acre) 5,061 0.57 2,868 Detached or Attached Dw ellings (betw een 5 and 11 units per acre) 2,530 0.48 1,223 Attached Dwellings (between 11 and 25 units per acre) 3,410 0.34 1,147 Retail/Serv ices Uses (per acre)2 2.29 239
TOTAL 11,001 5,477
Three (3) Wells Are required to Support this example, assuming each w ell produces 2,000 gpm and connection to the Recycled Water System maximizing Recycled Water Use. 1 Residential Acres are estimated based on the w eighted average derived from the average number of units per land use category. 2 Commercial acreage is calculated from a total square footage of 1,361,000 SF w ith an average Floor to Area Ratio (FAR) of 0.30 for commercial services in The Ontario Plan. 1Recycled Water Demands include irrigation for right-of-w ay (medians and parkw ays), neighborhood edge, pocket parks, and common areas.

Potable WaterThe Ontario Plan Recycled Water
Land Use
1,428
166
194 202
1,950
1,284
Acres1
(gross)
104
369
803
Recycled
Water ADD
(gpm)
Water Demand Factor
(ADD)
256
2 The WDE is based on the Maximum Day Demand (MDD) w ith a peaking factor of 1.5 in the NMC for all land use categories. 1384
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Exhibit “JI”

FORM OF PLUME DISCLOSURE LETTER
1385
Case Planner: Pablo De Lara Hearing Body Date Decision Action Planning Director
Approval:

DAB N/A N/A N/A
PC 4/22/2025 Recommend
Submittal Date: 1/18/2023 CC 5/20/2025 Final
F
ILE NO: PDA23-006
SU
BJECT: A public hearing to consider a Development Agreement (File No. PDA23 - 006) between the City of Ontario and Legacy Land Partners, LLC, JAB Mill Creek LLC and R
ichland Ontario Developers, LLC to establish the terms and conditions associated with Tentative Parcel Map 20685 (File No. PMTT23 -004), located at the northwest corner of Ontario Ranch Road and Mill Creek Avenue within Planning Areas 3C, 5A and 5C (Light Industrial District and Open Spa ce – Non Recreation) of the Rich Haven Specific Plan ; (APNs: 218-016-22 and 218-211-42). submitted by Richland Ontario Developers, LLC. City C
ouncil action is required.

PR
OPERTY OWNER: Legacy Land Partners, LLC, JAB Mill Creek, LLC, and Richland Ontario Developers, LLC.

R
ECOMMENDED ACTION: That the Planning Commission consider and recommend the City Council adopt an Ordinance approving the Development Agreement (File No.

PDA23-006) between the City of Ontario Legacy Land Partners, LLC, JAB Mill Creek, LLC, and Richland Ontario Developers, LLC , pursuant to the facts and reasons contained in the staff report and attached Resolution.

B
ACKGROUND: On December 4, 2007, the City Council certified the Rich Haven Specific Plan Environmental Impact Report in conjunction with File No. PGPA07 -001. The related Rich Haven Specific Plan, File No. PSP05 -004, was approved by the City Council on December 18, 2007. The Specific Plan established the land use designations, development standards, and design guidelines for approximately 512 acres o f land, which included the potential development of 4,256 residential units and 889,200 square feet of commercial/office land uses.

O
n May 18, 2021, the City Council approved a General Plan Amendment (File No.

PGPA19-005), an Amendment to the Rich-Haven Specific Plan (File No. PSPA19-006), and an Addendum to The Ontario Plan (File No. PGPA06 -001) Environmental Impact Report (State Clearinghouse No. 2008101140). The General Plan and Specific Plan amendments included several land use changes, including the addition of approximately 49 acres of industrial land located south of the SCE Mira Loma Substation. The amendment included updates to the development standards, exhibits, and text changes to reflect the proposed land use changes and overall compliance with the General Plan Amendment. 303 East B Street, Ontario, California 91764 Phone: 909.395.2036 / Email: [email protected]

PLANNING COMMISSION

AGENDA REPORT
April 22, 2025
Approval
1386
Planning Commission Agenda Report
File No.: PDA23-006
April 22, 2025