Agenda packet — Ontario City Council, November 18, 2025 (part 1 of 2)

CITY OF ONTARIO
Regular City Council/Housing
Authority/Ontario Public Financing Authority
Meeting
NOVEMBER 18, 2025
City Hall
303 East B Street, Ontario, CA 91764

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

WELCOME TO A MEETING OF THE ONTARIO CITY COUNCIL

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

Anyone wishing to speak in person during public comment or on a particular item will be required to ﬁll out a blue slip. Blue slips must be turned in prior to public comment beginning or before an agenda item is taken up. The Clerk will not accept blue slips after that time.

To submit written public comments by email, please send your name, the agenda item you are commenting on, and your comments to
[email protected]
. The public comment
submission window opens at the time the agenda is published and remains open until 4:00 p.m. on the day of the meeting. All comments received during this timeframe will be forwarded to the City Council for consideration before action is taken on the matter and will be entered into the record.

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

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

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

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

ACCOMMODATIONS

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

ORDER OF BUSINESS

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

CALL TO ORDER
(OPEN SESSION)

ROLL CALL

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

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

PLEDGE OF ALLEGIANCE
Council Member Macias

INVOCATION
Pastor Gary Ovitt, Community Christian Fellowship
PUBLIC COMMENTS 6:30 P.M.

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

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

1. APPROVAL OF MINUTES

ATTACHMENT:

20251021 Meeting Minutes (Not Official Until Approved)

2. BILLS & PAYROLL

3. A RESOLUTION APPROVING A PUBLIC PARKS PROCEEDS AGREEMENT BETWEEN THE CITY

OF ONTARIO AND THE COUNTY OF SAN BERNARDINO

ATTACHMENT:

Ontario-Reso City Approving Public Proceeds Agreement_01_RM

ATTACHMENT:

Ontario - SB County Public Parks Proceeds Agmt - Grand Park^02.docx To comment by email, submit your comments by email no later than 4:00 p.m. on the day of the meeting by emailing your name, agenda item you are commenting on and your comment to [email protected]. All Comments received by the deadline will be forwarded to the City Council for consideration before action is taken on the matter and entered into the record. As previously noted -- if you wish to address the Council, fill out one of the blue slips at the rear of the chambers and give it to the City Clerk.

AGENDA REVIEW/ANNOUNCEMENTS

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

CONSENT CALENDAR

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

Minutes for the regular meetings of the City Council and Housing Authority of October 21, 2025 and approving same as on file in the Records Management Department.

Bills October 17, 2025 through October 30, 2025, and Payroll October 5, 2025 through October 18, 2025.

That the City Council authorize the City Manager, or his designee, to negotiate and execute the Public Parks Proceed Agreement
and execute such further documents and take such actions as may be necessary or desirable to carry out the intent of the Agreement.

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

PUBLIC PARKS PROCEEDS AGREEMENT WITH THE COUNTY OF SAN BERNARDINO AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT AND RELATED DOCUMENTS.

CITY OF ONTARIO Regular City Council/Housing Authority/Ontario Public Financing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 3

4. AN AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH SELBERT PERKINS

DESIGN FOR DESIGN SERVICES FOR THE DEVELOPMENT OF A COMPREHENSIVE

DOWNTOWN SIGNAGE AND WAYFINDING MASTER PLAN WITH BRANDING SERVICES

ATTACHMENT:

Selbert Perkins 1st Amend PSA.docx

5. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, LEVYING SPECIAL TAXES WITHIN CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 76 (COMPASS POINTE)

ATTACHMENT:

CFD 76 Compass Pointe Ordinance Levy Tax RM

6. A CONSTRUCTION CONTRACT WITH AWI BUILDERS, INC. FOR THE CONSTRUCTION OF THE

ONTARIO ARENA PLAZA PROJECT

ATTACHMENT:

Ontario Arena Plaza Contract - AWI Builders, Inc.

7. AN AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH RONALD IVIE FOR

CONSULTING SUPPORT SERVICES FOR THE ONTARIONET BROADBAND STRATEGIC

PLANNING
That the City Council authorize the City Manager, or his designee, to execute Amendment No. 1 to the Professional Services Agreement with Selbert Perkins Design, of Playa del Rey, California, for design services for the development of a comprehensive Downtown Signage and Wayﬁnding Master Plan and graphic design and branding services, in the amount of $212,000 to increase the not-to-exceed contract amount of $289,500.

That the City Council adopt an Ordinance authorizing the levy of special taxes within City of Ontario Community Facilities District No. 76 (Compass Pointe).

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, LEVYING A SPECIAL TAX WITHIN CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 76 (COMPASS

POINTE)
That the City Council take the following actions:

A
.

Authorize the City Manager, or his designee, to execute a Construction Contract with AWI Builders, Inc., of Ontario, California, for the Ontario Arena Plaza Project in the amount of $25,991,911 and authorize a 10% contingency of $2,599,191 for a total not-to- exceed contract amount of $28,591,102; and
B
.

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

That the City Council approve and authorize the City Manager, or his designee, to execute Amendment No. 4 to the Professional Services Agreement with Ronald Ivie, of Boise, ID, for CITY OF ONTARIO Regular City Council/Housing Authority/Ontario Public Financing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 4

ATTACHMENT:

Ronald Ivie No.4.docx

8. A PROFESSIONAL SERVICES AGREEMENT WITH TELCON SERVICES, LLC, FOR THE

ONTARIONET BROADBAND DESIGN, ENGINEERING, MAPPING, SYSTEM INTEGRATION,

AND INSPECTION SERVICES

ATTACHMENT:

Telcon No.0A PSA.docx

9. ACCEPT AND APPROVE LAW ENFORCEMENT GRANT PROGRAM FOR FISCAL YEAR 2025- 26

ATTACHMENT:

FY 2025 26 COPS State Allocation Letter.pdf

10. AN ORDINANCE APPROVING A DEVELOPMENT AGREEMENT (FILE NO. PDA25-003) BETWEEN THE CITY OF ONTARIO AND GDC INVESTMENTS 13, L.P.

ATTACHMENT:

File No. PDA25-003_GDC Investments 13 LP^01^EXH A&B&C.pdf

ATTACHMENT:

File No. PDA25-003 GDC Investments 13 LP 02 RM

ATTACHMENT:

File No. PDA25-003_GDC Investments 13 LP^03^DEV^AGR.doc

11. PROFESSIONAL SERVICES AGREEMENT FOR EMERGENCY COMMUNICATION NURSE

SYSTEM (ECNS) SERVICES WITH CONSOLIDATED FIRE AGENCIES (CONFIRE) AND CITY OF

ONTARIO
consulting support services for the OntarioNet Broadband strategic business, operations and technology network planning, and systems project management in the amount of $540,000 for a total not-to-exceed contract amount of $1,800,000 and extending the term of the agreement to June 30, 2029.

That the City Council authorize the City Manager, or his designee, to execute a Professional Services Agreement with Telcon Services, LLC, of Eagle, ID, for the OntarioNet Broadband Integration Support services, in the amount of
$1,080,000 from December 1, 2025, to
November 30, 2028, with the option to extend the agreement for up to two successive one- year periods for a total not-to-exceed contract amount of $1,800,000.

That the City Council authorize the City Manager or his designee to execute all documents necessary to accept and approve the Citizen' s Option for Public Safety (COPS) / Enhancing Law Enforcement Activities Subaccount (ELEAS) Grant for Fiscal Year 2025- 26 in the amount of $281,812.

That the City Council consider and adopt an Ordinance approving a Development Agreement (File No. PDA25-003) between the City of Ontario and GDC Investments 13 L.P.

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, RECOMMENDING CITY COUNCIL APPROVE FILE NO. PDA25-003, A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ONTARIO AND GDC INVESTMENTS 13, LP TO ESTABLISH THE TERMS AND CONDITIONS ASSOCIATED WITH TENTATIVE TRACT MAP 20730 (FILE NO. PMTT24-008)

LOCATED SOUTH OF CHATHAM STREET, WEST OF CLIFTON STREET, EAST OF AMHERST AVENUE, AND NORTH OF EUCALYPTUS AVENUE, WITHIN PLANNING AREA 11 (RD-7 / ROW TOWNHOMES) OF THE ESPERANZA SPECIFIC PLAN. (APN: 1073-101-05).

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

ATTACHMENT:

2025-26_Agreement - City of Ontario (ECNS).v7.pdf

12. AN AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH RMA GROUP FOR

ON-CALL GEOTECHNICAL CONSULTING AND MATERIALS TESTING SERVICES FOR THE

ONTARIO SPORTS EMPIRE

ATTACHMENT:

RMA Group - Amendment No. 2.pdf

13. AN AMENDMENT TO THE DESIGN SERVICES AGREEMENT WITH FREDERICK FISHER &

PARTNERS, ARCHITECTS FOR THE ONTARIO MUSEUM OF HISTORY AND ART NORTH WING

GALLERY UPGRADE

ATTACHMENT:

Frederick Fisher & Partners, Architects - Amdt No. 2.pdf

14. ACCEPT AND APPROVE LAW ENFORCEMENT GRANT PROGRAM ADDITIONAL AWARD FOR FISCAL YEAR 2024-25
That the City Council authorize the City Manager, or his designee, to execute the Agreement between the Consolidated Fire Agencies (CONFIRE) and the City of Ontario for the provision of Emergency Communication Nurse System (ECNS) services through the Ontario Fire Department
with a projected not-to-exceed amount of $333,501.00
.

That the City Council take the following actions:

A
.

Authorize the City Manager, or his designee, to execute Amendment No. 2 to the Professional Services Agreement with RMA Group, of Rancho Cucamonga, California, to provide on-call geotechnical consulting, materials testing, and special inspection services for the Ontario Sports Empire in the amount of $997,740 for a total not-to-exceed contract amount of $3,440,100; and
B
.

That the City Council take the following actions:

A
.

Authorize the City Manager, or his designee, to execute Amendment No. 2 to the Design Services Agreement with Frederick Fisher & Partners, Architects, of Los Angeles, California, for additional work for the North Wing Gallery of the Ontario Museum of History and Art in the amount of $30,755 for a total not-to-exceed contract amount of $467,464; and
B
.

That the City Council authorize the City Manager or his designee to execute all documents CITY OF ONTARIO Regular City Council/Housing Authority/Ontario Public Financing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 6

ATTACHMENT:

2025-COPS-GROWTH.pdf

15. A PROFESSIONAL SERVICES AGREEMENT WITH ARCADIS U.S. INC. FOR THE DEVELOPMENT

OF A WATER RESOURCES OPTIMIZATION PLAN

ATTACHMENT:

Exhibit A1.pdf

ATTACHMENT:

20251118 PSA with Arcadis^03 AGMT.pdf

16. AN AMENDMENT TO THE SOFTWARE AGREEMENT WITH GREAT LAKES DATA SYSTEMS, INC.

TO SUPPORT ONTARIONET BILLING

ATTACHMENT:

GLDS No.2.doc

17. AN AMENDMENT TO THE MAINTENANCE SERVICES AGREEMENT WITH CONVERGINT

TECHNOLOGIES, LLC FOR ENHANCEMENT OF CITYWIDE VIDEO COVERAGE

ATTACHMENT:

Convergint-Quote-Ontario-Police-Department-Intersection-Cameras-

10.29.2025 (Rev).pdf

ATTACHMENT:

Convergint-Quote-Ontario-Police-Department-Intersection-Cameras-

10.31.2025 (Grant #2).pdf

ATTACHMENT:

Ontario - Amendment_No. 7 10-31-25-convergint tech.pdf

18. PURCHASE OF A NEW REPLACEMENT HELICOPTER AND EQUIPMENT necessary to accept and approve the Citizen's Option for Public Safety (COPS) /Enhancing Law Enforcement Activities Subaccount (ELEAS) Grant growth payment for Fiscal Year 2024-25 in the amount of $284,159.13.

That the City Council authorize the City Manager, or designee, to execute a three-year Professional Services Agreement with Arcadis U.S. Inc., of Los Angeles, California, for the development of a Water Resources Optimization Plan for a not-to-exceed amount of $1,579,488 and a term from November 18, 2025 to November 17, 2028, with the option to extend the Agreement for up to two additional one-year terms consistent with City Council approved budgets.

That the City Council authorize the City Manager, or his designee, to execute Amendment No. 2 to the Professional Services Agreement, with Great Lakes Data Systems (GLDS), Inc., of Wisconsin, increasing the not-to-exceed contract amount to $403,540 and extending the term of the agreement to June 30, 2028.

That the City Council authorize the City Manager, or his designee, to execute Amendment No. 7 to the
Maintenance Services Agreement with Convergint Technologies, LLC, of La Palma, California
,
increasing the authorized contract amount for
the increased Citywide video
coverage

by $
95,053
for a total not-to-exceed amount of $
4,485,189.

That the City Council authorize the City Manager, or his designee, to execute a sole source purchase agreement with Airbus Helicopters, of Grand Prairie, Texas in the amount of $4,628,531 for the purchase of a new police helicopter, and execute a purchase agreement with Hangar One Avionics Inc., of Carlsbad, California in the amount of $2,745,248 for the purchase and installation of specialized equipment; and execute a required 30% deposit to Airbus in the amount of $1,388,559.

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

ATTACHMENT:

Exhibit 1_2025 H125-137_9Sept2025.pdf

ATTACHMENT:

20250913-1 H125 Completion Ontario PD.pdf

ATTACHMENT:

Airbus Purchase Agreement_2025 H125-137_31Oct2025.pdf

19. APPROVAL OF THE MEMORANDUM OF UNDERSTANDING WITH THE COUNTY OF SAN

BERNARDINO FOR THE OPERATION OF THE WEST END NAVIGATIONAL CENTER

ATTACHMENT:

MOU Operation of Regional Navigation Center

20. AN AGREEMENT WITH THE CITY OF EASTVALE FOR OPERATIONS AND MAINTENANCE OF

THE LANDSCAPED MEDIAN ON MILLIKEN AND HAMNER AVENUES

ATTACHMENT:

20251118 Landscaped Median O&M Agreement^01 Agreement.docx

21. A RESOLUTION APPROVING A PARKS INCENTIVE REIMBURSEMENT AGREEMENT BETWEEN

THE CITY OF ONTARIO AND THE COUNTY OF SAN BERNARDINO

ATTACHMENT:

Ontario Reso City Approving Parks Reimbursement Agreement_01_RM

ATTACHMENT:

Ontario - SB County Parks Incentive Reimbursement Agmt^02.docx That the City Council take the following actions:

A
.

Approve the Memorandum of Understanding between the City of Ontario, the County of San Bernardino, and the cities of Chino, Chino Hills, Fontana, Montclair, Rancho Cucamonga, Rialto, and Upland for the operation of the West End Navigation Center.

B
.

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

That the City Council approve an Agreement with the City of Eastvale for the shared Operations and Maintenance (O&M) of the landscaped median on Milliken and Hamner Avenues between the State Route (SR) 60 Freeway and Bellegrave Avenue.

That the City Council authorize the City Manager, or his designee, to execute such further documents and take such actions as may be necessary or desirable to carry out the intent of the Agreement.

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

PARKS INCENTIVE REIMBURSEMENT AGREEMENT WITH THE COUNTY OF SAN BERNARDINO

AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT AND RELATED DOCUMENTS.

PUBLIC HEARINGS

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

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

22. LEASE FINANCING PLAN FOR THE PROPOSED ACQUISITION OF PROPERTY LOCATED AT 9175 EAST CHINO AVENUE

ATTACHMENT:

9175 East Chino Ave Resolution City Approving Bonds 01_RM

ATTACHMENT:

9175 East Chino Ave Reso Authority Authorizing Financing_02_RM

ATTACHMENT:

9175 East Chino Ave Lease Agreement^03.docx

ATTACHMENT:

9175 East Chino Ave Form of Assignment Agreement^04.docx

ATTACHMENT:

9175 East Chino Ave Ontario PFA 2025 - Form of Note^05.docx That the City Council authorize the City Manager, or his designee, to execute all documents required for the completion of the lease-leaseback ﬁnancing within the authorization limits and adopt a Resolution approving:

A
.

The ﬁnancing for the acquisition of real property located at 9175 East Chino Avenue for a period of five (5) years; and
B
.

The Lease Agreement between the City of Ontario and the Ontario Public Finance Authority; and
C
.

The Site and Facility Lease between the City of Ontario and Ontario Public Finance Authority; and
D
.

All documents required to be delivered pursuant to the Lease Agreement and/or Site and Facility Lease, including without limitation the Assignment Agreement and Note.

That the Ontario Public Finance Authority authorize the Executive Director, or his designee, to execute all documents required for the completion of the lease-leaseback ﬁnancing within the authorization limits and adopt a Resolution approving:

A
.

The ﬁnancing for the acquisition of real property located at 9175 East Chino Avenue for a period of five (5) years; and
B
.

The Lease Agreement between the City of Ontario and the Ontario Public Finance Authority; and
C
.

The Site and Facility Lease between the City of Ontario and Ontario Public Finance Authority; and
D
.

The Assignment Agreement between the Ontario Public Finance Authority and the Ronald and Kristine Pietersma Family Trust.

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

PROCEEDINGS AND AGREEMENTS RELATING TO THE FINANCING OF PUBLIC CAPITAL

IMPROVEMENTS FOR PUBLIC PURPOSES, APPROVING PREPARATION AND DELIVERY OF A NOTE BY THE ONTARIO PUBLIC FINANCING AUTHORITY AND AUTHORIZING OFFICIAL ACTIONS.

A RESOLUTION OF THE ONTARIO PUBLIC FINANCING AUTHORITY AUTHORIZING THE

PREPARATION OF A LEASE REVENUE NOTE IN THE AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $25,500,000 IN CONNECTION WITH THE FINANCING OF PUBLIC CAPITAL

IMPROVEMENTS, AUTHORIZING AND DIRECTING EXECUTION OF A SITE AND FACILITIES LEASE,

LEASE AGREEMENT, ASSIGNMENT AGREEMENT, NOTE AND AUTHORIZING OFFICIAL ACTIONS AND EXECUTION OF RELATED DOCUMENTS.

CITY OF ONTARIO Regular City Council/Housing Authority/Ontario Public Financing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 9

ATTACHMENT:

9175 East Chino Ontario PFA 2025 - Site and Facility Lease^06.docx

23. QUALIFICATION OF TWO INITIATIVE MEASURE PETITIONS PROPOSING TO REQUIRE

VOTER-APPROVED DEVELOPMENT AGREEMENTS FOR MAJOR HOTEL AND EVENT CENTER

PROJECTS AND ESTABLISHING HOTEL/HOSPITALITY WORKER PROTECTION AND MINIMUM

WAGE REQUIREMENTS

ATTACHMENT:

Petitions-Certified.pdf

ADMINISTRATIVE REPORTS/DISCUSSION/ACTION
That the City Council receive, ﬁle, and accept the certiﬁcate(s) of suﬃciency of initiative petition signatures as valid in all respects; and order an impact report from Staﬀ for both initiative measures.

STAFF MATTERS

City Manager Ochoa

COUNCIL MATTERS

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

ADJOURNMENT
CITY OF ONTARIO Regular City Council/Housing Authority/Ontario Public Financing Authority Meeting CITY HALL 303 EAST B STREET, ONTARIO CA 91764 • www.OntarioCA.gov 10

ONTARIO CITY COUNCIL/

ONTARIO HOUSING AUTHORITY

MINUTES
OCTOBER 21, 2025
(Not Official Until Approved)
(Not Official Until Approved)

JOINT MEETINGS

The regular meetings of the Ontario City Council and Housing Authority were held on Tuesday, October 21, 2025, at Ontario City Hall, 303 E. B Street Ontario, California.

OPEN MEETING CALLED TO ORDER

Mayor Leon called the joint meetings to order at 6:30 p.m.

ROLL CALL

PRESENT: Mayor/Chairman: Paul S. Leon
Mayor pro Tem/Vice Chair: Alan D. Wapner
Council/Authority Members: Jim W. Bowman, Debra Porada, and Daisy Macias

ABSENT: Council/Authority Members: None

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

INFORMATION RELATIVE TO POSSIBLE CONFLICTS OF INTEREST

There were no conflicts of interest reported.

PLEDGE OF ALLEGIANCE

The Pledge of Allegiance was led by Mayor pro Tem Wapner.

INVOCATION

Invocation was led by Rabbi Stephen Epstein from Temple Sholom of Ontario.

PUBLIC COMMENT

Assistant City Clerk Isbell announced there were written communications:

Anonymous, regarding community improvement concerns.

Martha Aragon, regarding senior discounts for utilities.

Mayor Leon called upon the first speaker:

Lesia Beasom, spoke regarding water rates and water conservation.

Martha Aragon, spoke regarding several topics.
11 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – October 21, 2025

Page 2 of 10 ends

Steve Soto, read a poem.

Tina Silva, gave a land acknowledgement and spoke regarding immigration concerns.

Todd Warden, announced the availability of Invest Clean and Go Zero funds on behalf of the South Coast Air Quality Management District.

Marty McBride, spoke about clean energy and thanked the Ontario Police Department.

Brandy Rodriguez, spoke about personal experiences.

AGENDA REVIEW/ANNOUNCEMENTS

City Manager Ochoa announced the updated copy of the exhibits to the Resolution being considered under agenda Item No. 7. The update reflected payments received from property owners up to 9:00 am on Tuesday, October 21, 2025. The updated materials reflected a revised and reduced amount for assessments totaling $317,892.41 related to 124 parcels, which meant that $ 14,521.59 for 44 parcels was collected, postponed, or settled since the public agenda was prepared. The updated materials provided were incorporated into the public record.

CONSENT CALENDAR

Public Comment:

Lory Mason, submitted a written comment regarding Item No. 16.

MOTION: Moved by Council Member Bowman, seconded by Council Member Porada and carried by a unanimous vote of 5-0, to approve the consent calendar as presented.

1. APPROVAL OF MINUTES

Approved minutes for the regular meetings of the City Council and Housing Authority of September 16, 2025, and approving same as on file in the Records Management Department.

2. BILLS & PAYROLL

Approved Bills September 19, 2025 through October 2, 2025, in the amount of $60,029,518.37 and Payroll September 7, 2025 through September 20, 2025, in the amount of $6,450,153.48.

3. AN ORDINANCE LEVYING SPECIAL TAXES WITHIN CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 69 (SOUTH ONTARIO LOGISTICS

CENTER)

The City Council adopted an Ordinance authorizing the levy of special taxes within City of Ontario Community Facilities District No. 69 (South Ontario Logistics Center).

First reading and introduction took place at a regular meeting on October 7, 2025.

12 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – October 21, 2025

Page 3 of 10 ends

ORDINANCE NO. 3316 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY

OF ONTARIO, CALIFORNIA, LEVYING A SPECIAL TAX WITHIN CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 69 (SOUTH ONTARIO LOGISTICS CENTER).

4. A CONSTRUCTION CONTRACT WITH J&E CONSTRUCTION FOR THE GEYER

COURT IMPROVEMENTS PROJECT

The City Council took the following actions:

A. Authorized the City Manager, or his designee, to execute a Construction Contract with J&E Construction, of Chino, California, for the Geyer Court Improvements Project in the amount of $1,379,328, plus a 10% contingency of $137,933 for a total not-to-exceed contract amount of $1,517,261; and B. Authorized the City Manager, or his designee, to execute all documents required for the completion of the project which may include, but not limited to, agreements, assessments, easements, reduction of retention accounts, contract amendments within the authorization limits, and filing a notice of completion at the conclusion of all construction-related activities.

5. A RESOLUTION ORDERING THE SUMMARY VACATION OF THE RIGHT -OF-

WAY IN A PORTION OF MISSION BOULEVARD AND RECONVEYING ANY OF

THE CITY'S INTEREST THEREIN

The City Council adopted a Resolution ordering the summary vacation of the right - of-way in a portion of Mission Boulevard located near the southwest corner of Cucamonga Avenue and Mission Boulev ard, and authorize d City Manager, or his designee, to execute the documents necessary to evidence the vacation and reconveyance of the City's interest therein.

RESOLUTION NO. 2025-147 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, ORDERING THE SUMMARY VACATION OF

RIGHT-OF-WAY IN A PORTION OF MISSION BOULEVARD AND RECONVEYING ANY OF THE CITY'S INTEREST THEREIN.

6. A RESOLUTION APPROVING AN IMPROVEMENT AGREEMENT,
IMPROVEMENT SECURITY, AND FINAL TRACT MAP NO. 20472 LOCATED ON

THE SOUTHWEST CORNER OF HAVEN AVENUE AND EUCALYPTUS AVENUE

The City Council adopt ed a Resolution approving an Improvement Agreement, Improvement Security, and Final Tract Map No. 20472, located on the southwest corner of Haven Avenue and Eucalyptus Avenue.

RESOLUTION NO. 2025-148 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, APPROVING AN IMPROVEMENT
AGREEMENT, IMPROVEMENT SECURITY AND FINAL TRACT MAP NO. 20472

GENERALLY LOCATED AT THE SOUTHWEST CORNER OF HAVEN AVENUE 13 Ontario City Council/Ontario Housing Authority
Regular Meeting Minutes – October 21, 2025

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AND EUCALYPTUS AVENUE.

7. A RESOLUTION FOR PLACEMENT OF SPECIAL ASSESSMENTS ON THE SAN

BERNARDINO COUNTY TAX ROLLS

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

RESOLUTION NO. 2025-149 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, ADOPTING A REPORT REQUESTING THE

PLACEMENT OF SPECIAL ASSESSMENTS ON PROPERTY TAX BILLS FOR

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

8. AN AMENDMENT TO THE GOODS AND SERVICES AGREEMENT WITH HOLT

BLVD CAR WASH FOR FULL-SERVICE CAR WASH AND DETAILING

The City Council authorize d the City Manager, or his designee, to execute Amendment No. 2 to the Goods and Services Agreement with Holt Blvd Car Wash, of Ontario, California, for full-service car wash and detailing services in the amount of $180,000, for a total not -to-exceed contract amount of $330,000 over the three - year term.

9. AN AMENDMENT TO THE GOODS AND SERVICES AGREEMENT WITH SAFETY KLEEN SYSTEMS, INC. FOR FLEET OIL, LUBRICANTS, AND OTHER

RELATED ITEMS

The City Council authorize d the City Manager, or his designee, to execute Amendment No. 1 to the Goods and Services Agreement with Safety Kleen Systems, Inc., of Richardson, Texas, for the procurement of fleet oil, lubricants, and other related items in the amount of $1,050,000, for a total not-to-exceed contract amount of $1,20 0,000, extend the term through Fiscal Year 2026 -27, and authorize the option to extend the Agreement for up to three (3) additional one-year terms.

10. SOLE SOURCE PURCHASE APPROVAL FOR POLICE HELICOPTER ENGINE

OVERHAUL

The City Council authorize d the City Manager, or his designee, to execute a sole source purchase contract with Safran Helicopter Engines USA, Inc., of Grand Prairie, Texas, in the approximate amount of $569,342 to overhaul the engine of one of the City's Police Air Support helicopters.

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11. AN AMENDMENT TO THE DESIGN SERVICES AGREEMENT WITH MILLER

ARCHITECTURAL CORPORATION FOR ARCHITECTURAL DESIGN SERVICES

FOR THE PERMANENT FACILITY FOR THE ANIMAL RESOURCE CENTER OF

THE INLAND EMPIRE

The City Council authorize d the City Manager, or his designee, to execute Amendment No. 1 to the Design Services Agreement with Miller Architectural Corporation, of Redlands, California, for the architectural design services for the permanent facility for the Animal Resource Center of the Inland Empire, in the amount of $3,116,400 for a total not-to-exceed contract amount of $3,235,075.

12. A CONSTRUCTION CONTRACT WITH BERNARDS BROS, INC., AND AN

AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH SMITH- EMERY LABORATORIES, INC., FOR ON -CALL GEOTECHNICAL AND

MATERIAL TESTING FOR THE CITY SERVICES BUILDING PROJECT

The City Council took the following actions:

A. Authorized the City Manager, or his designee, to execute Construction Contract No. D&C22 -015 City Services Building with Bernards Bros, Inc., of San Fernando, California, for the construction of the City Services Building in the amount of $42,880,000 plus a 10% contingency of $4,288,000, for a total not-to- exceed contract amount of $47,168,000.

B. Authorized the City Manager, or his designee, to execute Amendment No. 1 to the Professional Services Agreement with Smith -Emery Laboratories, Inc., of Los Angeles, California, for on-call geotechnical and material testing for the City Services Building in the amount of $210,165 for a total not -to-exceed contract amount of $360,165; and
C. Authorized the City Manager, or his designee, to execute all documents required for the completion of the project which may include, but not limited to, agreements, assessments, easements, reduction of retention accounts, contract amendments within the authorization limits, and filing a notice of completion at the conclusion of all construction-related activities.

13. A CONSTRUCTION CONTRACT WITH ELEGANT CONSTRUCTION, INC. FOR

THE EUCLID AVENUE MONUMENT SIGN PROJECT

The City Council took the following actions:

A. Authorized the City Manager, or his designee, to execute Construction Contract No. PM 2526-2 with Elegant Construction, Inc., of Irvine, California, for the Euclid Avenue Monument Sign Project in the amount of $597,000 plus a 15% contingency of $89,550 for a total not -to-exceed contract amount of $686,550; and
B. Authorized the City Manager, or his designee, to execute all documents required for the completion of the project which may include, but is not limited to, agreements, assessments, easements, reduction of retention accounts, contract amendments within the authorization limits, and filing a notice of completion at the conclusion of all construction-related activities.
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14. A CHANGE ORDER TO THE CONSTRUCTION CONTRACT WITH WAKECO, INC. AND AN AMENDMENT TO THE GOODS AND SERVICES AGREEMENT WITH CONSTANT TECHNOLOGIES, INC., FO R THE ONTARIO POLICE

DEPARTMENT REAL TIME INFORMATION CENTER AND TENANT

IMPROVEMENT PROJECT

The City Council took the following actions:

A. Authorized the City Manager, or his designee, to execute Change Order No. 6 to the Construction Contract No. D&C23 -014 with Wakeco, Inc., of Temecula, California, for the Ontario Police Department (OPD) Real Time Information Center (RTIC) and Tenant Improvement (TI) project in the amount of $207,480 plus a contingency of $361,100 for a new total not-to-exceed contract amount of $4,540,680;
B. Authorized the City Manager, or his designee, to approve Amendment No. 2 to the Goods and Services Agreement with Constant Technologies, Inc., of North Kingstown, Rhode Island, for the OPD RTIC and TI project in the amount of $13,038 for a total not-to-exceed contract amount of $806,743, which includes a previously approved contingency amount of $10,856; and
C. Authorized the City Manager, or his designee, to execute all documents required for the completion of the project which may include, but not limited to, agreements, assessments, easements, reduction of retention accounts, contract amendments within the authorization limits, and filing a notice of completion at the conclusion of all construction-related activities.

15. A RESOLUTION APPROVING AMENDMENT NO. 6 TO THE CHINO BASIN

DESALTER AUTHORITY JOINT EXERCISE OF POWERS AGREEMENT

The City Council adopt ed a Resolution approving Amendment No. 6 to the Chino Basin Desalter Authority Joint Exercise of Powers Agreement (JPA) with the Chino Basin Desalter Authority (CDA), subject to non -substantive changes and approval by all CDA Member Agencies; and authorize d the City Manager to execute the Amendment.

RESOLUTION NO. 2025 -150 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, APPROVING AMENDMENT NO. 6 TO JOINT

EXERCISE OF POWERS AGREEMENT CREATING THE CHINO BASIN
DESALTER AUTHORITY .

16. A RESOLUTION APPROVING THE FILING OF AN APPLICATION FOR GRANT

FUNDING FROM THE CALIFORNIA DEPARTMENT OF HEALTH CARE

SERVICES - BEHAVIORAL HEALTH CONTINUUM INFRASTRUCTURE
PROGRAM ROUND 2

The City Council took the following actions:

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A. Adopted a Resolution approving the filing of an application for $25 million in grant funds from the California Department of Health Care Services Behavioral Health Continuum Infrastructure Program Phase 2 for the Ontario Wellness Campus.

B. Authorized the City Manag er or designee to execute any documents or agreements needed to complete the application and implement the grant; and C. Approved acceptance of funding of $25 million from the California Department of Health Care Services, if awarded.

RESOLUTION NO. 2025-151 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, AUTHORIZING SUBMITTAL OF AN

APPLICATION TO THE CALIFORNIA STATE DEPARTMENT OF HEALTH CARE

SERVICES (DHCS) FOR FUNDING UNDER THE BEHAVIORAL HEALTH CONTINUUM INFRASTRUCTURE PROGRAM ROUND 2 (2025): UNMET
NEEDS; THE EXECUTION OF A STANDARD AGREEMENT IF SELECTED FOR SUCH FUNDING AND ANY AMENDMENTS THERETO; AND ANY RELATED DOCUMENTS NECESSARY TO PARTICIPATE IN THE BHCIP ROUND 2: UNMET NEEDS PROGRAM.

17. A PROFESSIONAL SERVICES AGREEMENT WITH UNIVERSAL PROTECTION

SERVICE, LP, DBA ALLIED UNI VERSAL SECURITY SERVICES, FOR JAIL

FACILITY STAFFING SUPPORT SERVICES

The City Council authorize d the City Manager, or his designee, to execute a Professional Services Agreement for up to five years with Universal Protection Service, LP, dba Allied Universal Security Services of Irvine, California, for jail facility staﬃng and support services for a not-to-exceed agreement amount of $4,735,387.

18. AUTHORIZE THE RENEWAL OF THE CITY'S BUSINESS INTELLIGENCE AND DATA VISUALIZATION PLATFORM, SISENSE, INC.

The City Council authorized the City Manager, or his designee, to execute a renewal with Sisense, Inc., of New York, NY , for licensing, and increasing the subscription amount by $108,000 for a one -year term, for a total subscription amount not -to- exceed $499,286.

PUBLIC HEARINGS

19. A PUBLIC HEARING TO CONSIDER A DEVELOPMENT CODE AMENDMENT FILE NO. PDCA25-002 REVISING AND CLARIFYING CERTAIN PROVISIONS OF

THE CITY OF ONTARIO DEVELOPMENT CODE

The City Council introduced and waived further reading of an Ordinance approving File No. PDCA2 5-002, a Development Code Amendment revising and clarifying certain provisions of Chapters 2.0 (Administration and Procedures), 4.0 (Permits, Actions, and Decisions), and 6.0 (Development and Subdivision Regulations) of the City of Ontario Development Code.

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ORDINANCE NO. 3317 ( FIRST READING ) AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, APPROVING FILE NO.

PDCA25-002, A DEVELOPMENT CODE AMENDMENT REVISING AND
CLARIFYING CERTAIN PROVISIONS OF CHAPTERS 2.0 (ADMINISTRATION AND PROCEDURE S), 4.0 (PERMITS, ACTIONS, AND DECISIONS), AND 6.0 (DEVELOPMENT AND SUBDIVISION REGULATIONS) OF THE CITY OF

ONTARIO DEVELOPMENT CODE, AND MAKING FINDINGS IN SUPPORT THEREOF.

Notice of public hearing was duly given and affidavits of compliance are on file in the Records Management Department.

The City Clerk announced one written comment:

Jordan Sisson, in opposition to the item.

Mayor Leon opened the public hearing and called upon the speakers:

Andrea Romero, spoke in opposition to the item.

Charlie Carnow, spoke in opposition to the item.

Hearing no one else, Mayor Leon closed the public hearing and opened the item for Council discussion.

MOTION: Moved by Council Member Bowman, seconded by Council Member Porada, and carried by a unanimous vote of 5-0, to introduce Ordinance No. 3317.

ADMINISTRATIVE REPORTS/DISCUSSION/ACTION

20. RESOLUTIONS AUTHORIZING THE ISSUANCE OF CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 71 (NEUHOUSE PHASE 2) SPECIAL TAX BONDS, SERIES 2025 AND RELATED MATTERS

The City Council took the following actions:

A. Adopted a Resolution authorizing the issuance of City of Ontario Community Facilities District No. 71 (Neuhouse Phase 2) Special Tax Bonds, Series 2025, in an aggregate principal amount not -to-exceed $17 million, autho rizing the execution and delivery of an Indenture, a Bond Purchase Agreement, and a Continuing Disclosure Agreement, authorizing the distribution of an Oﬃcial Statement, authorizing the execution of necessary documents and certificates and related actions;
B. Adopted a Resolution of the City of Ontario making a declaration of oﬃcial intent to reimburse facilities expenditures with bond proceeds and related actions; C. Authorized the issuance of special tax bonds for public improvements required to facilitate the development of the Neuhouse Phase 2 project and the Ontario Ranch development;
D. Approved the forms of the Indenture, the Bond Purchase Agreement, the Continuing

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RESOLUTION NO. 2025-152 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, AUTHORIZING THE ISSUANCE OF CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 71 (NEUHOUSE PHASE 2) SPECIAL TAX BONDS, SERIES 2025, IN AN AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $17,000,000 AUTHORIZING THE EXECUTION AND

DELIVERY OF AN INDENTURE, A BOND PURCHASE AGREEMENT AND A

CONTINUING DISCLOSURE AGREEMENT, AUTHORIZING THE DISTRIBUTION

OF AN OFFICIAL STATEMENT IN CONNECTION THEREWITH AND

AUTHORIZING THE EXECUTION OF NECESSARY DOCUMENTS AND
CERTIFICATES AND RELATED ACTIONS.

RESOLUTION NO. 2025-153 A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ONTARIO, CALIFORNIA, MAKING A DECLARATION OF OFFICIAL

INTENT TO REIMBURSE EXPENDITURES FOR COSTS OF FACILITIES WITH BOND PROCEEDS AND RELATED ACTIONS.

MOTION: Moved by Council Member Porada, seconded by Council Member Macias, and carried by a unanimous vote of 5-0, to adopt Resolution Nos. 2015-152 and 2025-153.

STAFF MATTERS

City Manager Ochoa made no announcements.

COUNCIL MATTERS

Council Member Porada commented on the Art Festival.

Mayor pro Tem Wapner had no comments.

Council Member Macias commented on the Community Cleanup event.

Council Member Bowman commented on the downtown murals.

Mayor Leon commented on the downtown murals and Art Festival.

ADJOURNMENT
Mayor Leon adjourned the meetings of the Joint Agencies at 7:01 p.m., and announced the next regular meeting was scheduled for November 4, 2025.

Respectfully submitted,

____________________________________

SHEILA MAUTZ, CITY CLERK/SECRETARY

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APPROVED:

_____________________________________
PAUL S. LEON, MAYOR/CHAIRMAN
20 Department: Economic Development
Prepared By: Karla Tavera
Staff Member Presenting: Jennifer McLain
Hiramoto, Economic Development Director
Approved By:

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

A RESOLUTION APPROVING A PUBLIC PARKS PROCEEDS AGREEMENT BETWEEN

THE CITY OF ONTARIO AND THE COUNTY OF SAN BERNARDINO

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize the City Manager, or his designee, to negotiate and execute the Public Parks Proceed Agreement and execute such further documents
and take such actions as may be necessary or desirable to carry out the intent of the Agreement.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
Pursue City's Goals and Objectives by Working with Other Governmental Agencies Encourage, Provide or Support Enhanced Recreational, Educational, Cultural and Healthy City Programs, Policies and Activities
FISCAL IMPACT:

To incentivize the County to sell one or more properties to the City to facilitate the City's ability to acquire and develop land for the Grand Park Project, the City will pay fair market value for eligible real property ("Property") that the City approves and acquires from the County as established by an appraisal and negotiations between the parties. Should the City resell any Property to a bona ﬁde third party, the City shall receive sixth percent (60%) and the County shall receive forty percent (40%) of net proceeds on each sale (net of closing costs pursuant to each subsequent resale). Pursuant to the Agreement, the City shall not resell any Property to a third party for any amount equal to or less than the purchase price City paid County for such Property.

If approved, the exact price, and therefore future proceeds, shall be determined at a future date, and the appropriations will be included in the Capital Projects Fund at a future date to City Council for approval as needed.

BACKGROUND & ANALYSIS:

The City of Ontario ("City") and the County of San Bernardino ("County") are committed to advancing the quality of life for their residents and protecting the natural environment. As a way to further this commitment and expedite the City's adopted master plan to deliver a recreational and open space public facility in South Ontario, commonly known as the "Grand Park," the City and County are contemplating a partnership through this Agreement. The Grand Park is envisioned as a 340-acre passive park. To date, the City owns 120 acres, and this 21 Agreement, with the assistance of the County, would provide a mechanism for the City to fulﬁll its vision of delivering a 340-acre park.

The County owns property within the City that was acquired pursuant to the Wildlife, Coastal and Park Land Conservation Bond Act. It is the intent of this Agreement to incentivize the County to sell one or more of the Properties to the City for the beneﬁt of City parks and projects serving the residents of both the City and the County.

The term of the Agreement shall be twenty (20) years after its eﬀective date, subject to earlier termination or extension agreed to in writing by the parties. 22 RESOLUTION NO. _______

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

CALIFORNIA, APPROVING THE PUBLIC PARKS PROCEEDS

AGREEMENT WITH THE COUNTY OF SAN BERNARDINO AND

AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT
AND RELATED DOCUMENTS.

WHEREAS, the City of Ontario (“ City”) and the County of San Bernardino (“County”) are committed to advancing the quality of life for their residents and protecting the natural environment; and

WHEREAS, the City has adopted a master plan to deliver a large, recreational and open-space public facility in South Ontario commonly known as “Grand Park,” envisioned as approximately 340 acres of passive parkland, of which the City curren tly owns approximately 120 acres; and

WHEREAS, the County owns certain real property within the City that was acquired pursuant to the Wildlife, Coastal and Park Land Conservation Bond Act, and the Parties desire to partner in a manner that incentivizes County to sell one or more eligible properties (“ Property” or “ Properties”) to the City at fair market value to facilitate acquisition and development of Grand Park; and

WHEREAS, the Public Parks Proceeds Agreement (“ Agreement”) establishes that the City will pay fair market value, as established by appraisal and negotiations, for any Property the City elects to acquire from County, and further provides that if City resells a Property to a bona fide third party, City shall receive sixty percent (60%) and Co unty shall receive forty percent (40%) of net proceeds of such resale (net of closing costs per each resale), and that City shall not resell any such Property for an amount equal to or less than the purchase price City paid County; and

WHEREAS, the Agreement has a term of twenty (20) years from its effective date, subject to earlier termination or written extension by the Parties; and

WHEREAS, this action advances the City Council goals to (1) Operate in a Businesslike Manner; (2) Pursue City’s Goals and Objectives by Working with o ther Governmental Agencies; and (3) Encourage, Provide or Support Enhanced Recreational, Educational, Cultural and Healthy City Programs, Policies and Activities.

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 incorporated herein by this reference as findings of the City Council.

SECTION 2. City Council hereby approves the Public Parks Pr oceeds Agreement by and between the City and the County of San Bernardino, in substantially the form on file with the City Clerk, together with such minor, non -substantive changes, insertions, and omissions as are approved by the City Manager or his design ee, in consultation with the City Attorney.
23 SECTION 3. City Manager, or his designee, is authorized and directed to execute the Agreement and to execute such further documents and take such actions as may be necessary or desirable to carry out the intent of the Agreement, including without limitation opening escrows, delivering notices, approving implementing instruments, and executing ancillary or “side” documents consistent with the Agreement.

SECTION 4. City Clerk shall attest to the City Manager’s sign ature and maintain the fully executed Agreement on file.

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 18th day of November 2025.

_____________________________________
PAUL S. LEON, MAYOR

ATTEST:

____________________________________

SHEILA MAUTZ, CITY CLERK

APPROVED AS TO FORM:

____________________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY

24 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 November 18, 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 November 18, 2025.

_____________________________________

SHEILA MAUTZ, CITY CLERK

(SEAL)

25 46700.12007\44134626.6

1 PUBLIC PARKS PROCEEDS AGREEMENT
THIS PUBLIC PARKS PROCEEDS AGREEMENT (this “Agreement”) dated as of ________________, 202 5 (the “ Effective Date ”), is by and between the City of Ontario, a California municipal corporation (the “City”), and San Bernardino County, a political subdivision of the State of California (the “County”) (collectively City and County are the “Parties” and each, a “Party”), with reference to the following:

RECITALS
A. City and County are desirous of advancing the quality of life of their respective residents and protecting the natural environment by supporting and encouraging long term development of high-quality parks and open space for the benefit of present and future residents.

B. County is the owner in fee of certain real properties within the City acquired pursuant to the Wildlife, Coastal, and Park Land Conservation Bond Act ( a “Property” or the “Properties”).

C. City has adopted a master plan for a recreational and o pen space public facility commonly known as the “Grand Park” in the City of Ontario city limits totaling approximately 340 acres (“ Grand Park” or the “Project”), but currently approximately only 120 acres have been acquired for the Project. City desires to enter into this Agreement to fund and facilitate the City’s ability to acquire and develop land for the Project.

D. The Parties desire to work together to achieve necessary or desirable agreements between Parties for the funding, acquisition, and dispositi on of land for enlargement and development of the Project, and the intent of this Agreement is to provide City backed incentives for the County to sell one or more of the Properties to City for the benefit of the Project and other related City parks and projects serving the residents of both City and County. The Parties acknowledge that the County could continue to hold ownership of the Properties for long term investment opportunity, and this Agreement is to incentivize the County to sell at an earlier date.

NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

ARTICLE 1

TERM, CONDITIONS TO RESALE, AND OTHER PARAMETERS OF AGREEMENT

1.1 Term of this Agreement. The term of this Agreement (the “ Term”) shall commence upon the Effective Date and, unless earlier terminated in accordance with the terms hereof, shall terminate twenty (20) years after the Effective Date, subject to extensions agreed to in writing by the Parties (the “Termination Date”). The Parties may agree to extend the Term as reasonably necessary for up to one year, or for another specific time period as may deemed 26 46700.12007\44134626.6

2 necessary to allow additional time to satisfy the conditions set forth below, as well as any other relevant issues, which Party’s consent shall not be unreasonably withheld, conditioned, or delayed (the "Extension Period").

1.2 Sale and Resale of Properties. To incentivize Co unty to sell one or more Properties to City (an “Eligible City–County Purchase”), City agrees as follows:

1.2.1 City will pay the fair market value for each Property, as established through an appraisal and reasonable negotiation between the Parties.

1.2.2 City shall resell (as provided under Section 1.2.4) all Properties but not without ensuring all of the following steps are completed before the close of escrow of the subsequent sale: (a) City has complied with the Surplus Land Act (Gov. Code §§ 54220 et seq.); (b) City has complied with CEQA (Pub. Res. Code § 21000 et seq.) and/or the Endangered Species Act; and (c) City has complied with any other applicable statute or required approval necessary to consummate a subsequent Property sale by City to another party.

1.2.3 City will bear sole responsibility and all risk of either: (a) completing all entitlements, approvals or authorizations to establish use in accordance with the Project or City’s requirements; or (b) negotiating for a subsequent bona fide third -party buyer to complete all entitlements, approvals or authorizations to establish use in accordance with City requirements, in each case City shall use commercially reasonable efforts to cause completion of within two (2) years of the closing date of the sale of any Pr operties from the County to the City; provided, however, that such periods may be extended as reasonably necessary, as mutually agreed by the Parties, which Party’s consent shall not be unreasonably withheld , conditioned, or delayed , to permit City’s compliance with Section 1.2.2.

1.2.4 As a condition to the purchase of the Properties by City, City shall resell the Properties to bona fide third -party purchasers pursuant to separate purchase and sale agreements only for more than the price the City paid to the Cou nty for the Properties ( each, a “Resale”), based on the Net Proceeds (as defined in Section 2.1) above the original purchase price generated by any City Resale of County Properties sold by the County to the City which sale occurs during this Agreement’s Term, and the City will pay the County its proportionate share of the Net Proceeds in accordance with Section 2.1 below.

1.3 Cooperation. The Parties shall cooperate in good faith to prepare, submit, and obtain all necessary approvals from any necessary Governmental Authorities for each Eligible City-County Purchase and Resale.

1.4 Definitions; Recitals. Initially-capitalized terms used in this Agreement (including in the Recitals to this Agreement) are defined pursuant to Section 8.1. The Recitals are incorporated into this Agreement by this reference.

1.5 Limitations of this Agreement. By its execution of this Agreement, except for City’s entitling the Properties sold from County to City and the Resale of such Properties which are conditions of such initial sale, neither City nor County are committing itself to or agreeing to undertake any other acts or activities requiring the subsequent independent exercise of discretion by City or County, Regulatory Approval, or any department thereof. 27 46700.12007\44134626.6

3 ARTICLE 2

FUND SHARING FOR PROPERTY RESALES

2.1 Share of Resale of Property. For any City Resale of a Property after the Effective Date and which are subsequently required to be sold by City for more than the net sale price above the original purchase price of such Eligible City-County Purchase, City and County shall share in the sales proceeds (net of closing costs including reasonable broker commissions, and costs for City’s entitlement and environmental review (including CEQA/EIR) costs, consultant/professional fees, and related legal expenses reasonably incur red and allocable to the Resale, if any, collectively, the “ Net Proceeds ”) so that City receives sixty percent (60%) and County shall receive forty percent (40%) for each Resale. Such proceeds shall be paid by City to County within 30 days of the close of escrow of any City Property Resale (the “Revenue Sharing Payment”).

City shall additionally market each Eligible City -County Purchase for Resale and economic development for the funding, acquisition, and disposition of land for enlargement and development of the Project.

2.2 No Resale Below Purchase Price. City shall not make any Resale to a third party for amounts equal to or less than the actual purchase price City paid County for such Property purchase.

ARTICLE 3

INDEMNIFICATION AND INSURANCE

3.1 Indemnification. The Parties shall indemnify, defend, and hold harmless the other party, its respective officers, agents and employees, from and against any claims, damages, costs, expenses, or liabilities (collectively, “ Claims”) arising out of or in any way connected with this Agreement including, without limitation, Claims for loss or damage to any property, or for death or injury to any person or persons but only in proportion to and to the extent that such Claims arise from the negligent or wrongful acts or omissions of Parties, its officers, agents, partners, or employees. In the event that either Party is determined to be comparatively at fault for any Claims, which result from its respective obligations under this Agreement, the Party determined to be comparatively at fault shall indemnify the other to the extent of its comparative fault.

3.2 Insurance. The Parties are authorized self-insured public entities for purposes of Professional Liability, Automobile Liability, General Liability and Worker’s Compensation, and warrant that through their respective programs of self -insurance they have adequate coverage or resources to protect against any claim, demand, liability, damage, cost and expense, including reasonable attorney’s fees and costs (including any claims based on a party’s indemnity obligation) arising out of performance of the terms, conditions or obligations of this Agreement.

ARTICLE 4

ASSIGNMENT AND TRANSFER

4.1 Prohibition Against Transfer of the Agreement. Parties shall not sell, convey, assign, transfer, alienate or otherwise dispose of all or any of its interests, rights or obligations in, 28 46700.12007\44134626.6

4 to or under this Agreement, perform a party’s obligations or otherwise do any of the above or make any contract or agreement to do any of the same (“Transfer”).

4.2 Effect of Violation.

4.2.1 Event of Default . If a Party makes a Transfer or Significant Change in violation of Section 4.1 and such violation remains uncured after sixty (60) days after such Party’s receipt of writte n notice from the non -violating Party of such violation, then either the non - violating Party may, in its sole discretion, either cancel this Agreement, or declare an Event of Default from and after the time of the Transfer or Significant Change.

4.2.2 No Release of Obligations. Except by the specific written approval of a party which such party may give or withhold in its sole discretion, no Transfer or Significant Change shall relieve Parties from any obligations under this Agreement.

ARTICLE 5

REMEDIES

5.1 Waiver of Consequential Damages. NOTWITHSTANDING ANYTHING TO

THE CONTRARY SET FORTH IN THIS AGREEMENT, NONE OF THE PARTIES, NOR

ANY OF THEIR EMPLOYEES, AGENTS, REPRESENTATIVE OR CONSULTANTS,

NOR THE AFFILIATES OF ANY OF THEM, SHALL BE LIABLE FOR ANY SPECIAL,

INDIRECT OR CONSEQUENTIAL LOSSES OR DAMAGES, FOR LOST REVENUES

OR LOST PROFITS, OR FOR ANY OTHER SPECIAL, INCIDENTAL, PUNITIVE,

EXEMPLARY OR SIMILAR DAMAGES, IN EACH CASE ARISING OUT OF,

RELATING TO OR RESULTING FROM (A) AN ACTUAL OR ALLEGED DEFAULT

OR BREACH OF TH IS AGREEMENT, (B) THE TRANSACTIONS CONTEMPLATED

UNDER THIS AGREEMENT, OR (C) THE RELATIONSHIP OF THE PARTIES

HEREUNDER, IN EACH CASE EVEN IF A PARTY HAS BEEN ADVISED OF THE

POSSIBILITY OF SUCH DAMAGES, AND EACH PARTY HEREBY EXPRESSLY

RELEASES THE OTHER PAR TIES, AND THEIR EMPLOYEES, AGENTS,

REPRESENTATIVE OR CONSULTANTS, AND THE AFFILIATES OF ANY OF THEM, THEREFROM.

5.2 Transaction Document Separate From This Agreement . Notwithstanding any other provisions of this Agreement, the Parties’ respective rights and remedies with respect to the Transaction Document shall be governed exclusively by the applicable Transaction Document and the rights and remedies under this Agreement shall be limited to the matters contained herein.

ARTICLE 6

GENERAL PROVISIONS

6.1 Notices.

6.1.1 Manner of Delivery. All notices, statutory notices, demands, statements or communications (collectively, “ Notices”) given or required to be given by either Party to the other hereunder shall be in writing, shall be sent by United States certified or registered mail, postage prepaid, return receipt requested, or by recognized overnight delivery service (such as, but 29 46700.12007\44134626.6

5 not limited to, Federal Express), or delivered personally to each Party at the appropriate address set forth below, or to such other place as each Pa rty may from time to time designate in a Notice to the other Party.

6.1.2 Addresses for Notices . All notices shall be properly addressed and delivered to the Parties at the addresses set forth below or at such other addresses as either Party may designate by written notice given in the manner provided in this Section 6.1.2:

To City: City of Ontario
Attn: City Manager
303 E. B Street
Ontario, CA 91764
Phone: 909-395-2289

With a copy to: City Attorney (at the same address)

To County: San Bernardino County
Attn: Director of Real Estate Services
385 N. Arrowhead Ave., 3rd Floor
San Bernardino, CA 92415

6.2 Time of Performance. Time is of the essence for timely performance under this Agreement. All periods for performance specified in this Agreement in terms of days shall be calendar days, and not Business Days, unless otherwise expressly provided in this Agreement.

6.3 Interpretation of Agreement.

6.3.1 No Presumption Against Drafter. This Agreement has been negotiated at arm’s length and between persons sophisticated and knowledgeable in the matters dealt with herein. In addition, each Party has been represented by experienced and knowledgeable legal counsel. Accordingly, this Agreement shall be interpreted to achieve the intents and purposes of the Parties, without any presumption against the Party responsible for drafting any part of this Agreement (including California Civil Code Section 1654).

6.4 Successors and Assigns. This Agreement is binding upon and shall inure to the benefit of the permitted suc cessors and assigns of the Parties, subject to the limitations on assignment set forth in Section 3.1. Where the term “ Party,” or “ Parties” is used in this Agreement, it means and includes their respective successors and permitted assigns.

6.5 No Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the Parties and their successors and permitted assigns. No third party beneficiaries are intended or created by this Agreement.

6.6 Counterparts. This Agreement may be executed in counterparts, each of which is deemed to be an original, and all such counterparts constitute one and the same instrument. The 30 46700.12007\44134626.6

6 Parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other mail transmission), which signature shall be binding on the Party whose name is contained therein. Each Party providing an electronic signature agrees to promptly execute and deliver to the other party an original signed Agreement upon request.

6.7 Entire Agreement. This Agreement (including all of the Exhibits) constitutes the entire agreement among the Parties with respect to the subject matter of this Agreement and supersedes all negotiations or previous agreements, among the Parties with re spect to all or any part of the terms and conditions mentioned in or incidental to this Agreement. No parol evidence of any prior draft of this Agreement, or of any other agreement shall be permitted to contradict or vary the terms of this Agreement.

6.8 Amendment. Neither this Agreement nor any of its terms may be amended, modified or supplemented except by a written instrument executed by the Parties in each instance.

6.9 Governing Law; Choice of Venue . The Laws of the State of California shall govern the interpretation and enforcement of this Agreement. As part of the consideration for the Parties entering into this Agreement, except as otherwise provided in this Agreement, the Parties agree that all actions or proceedings arising directly or indirectly under this Agreement shall be litigated in courts having jurisdiction within the State of California and the venue shall be in San Bernardino County. The Parties expressly consent to the jurisdiction of any such local, state or federal court, and consent that any service of process in such action or proceeding may be made by personal service upon the applicable Party wherever it may then be located, or by certified or registered mail directed to the ap plicable Party at the address set forth in Section 6.1.2 for the delivery of notices.

6.10 Disputes.

6.10.1 Negotiation. Except as otherwise provided in this Article, at any time following the receipt by one Party of a written notice from the other Party of a confl ict, disagreement or dispute between the Parties arising under this Agreement (a “ Dispute”), the receiving Party may require that an authorized representative of each Party (each with authority to settle) meet, confer, and attempt to resolve such Dispute. If the Dispute is not resolved during such meeting or within five (5) Business Days thereafter, neither Party may initiate litigation under this Article unless the Dispute is first subjected to mediation. This requirement for mediation may only be waived in a written instrument.

6.10.2 Mediation. Disputes not resolved through negotiation shall be subject to mandatory mediation. A request for mediation shall be filed in writing by a Party with the other Party, and the Parties shall promptly attempt to mutually agree upon a Mediator. If the Parties have not reached agreement on a Mediator within five (5) Business Days of the request, either Party may file the request with JAMS in Los Angeles, California, with a copy to the other Party, and the mediation shall, unless another location is mutually agreed upon, be administered by JAMS and held in Los Angeles, California by a single Mediator having demonstrated expertise regarding the subject of the Dispute and appointed in accordance with JAMS Rules. Mediation shall proceed in advance of arbitration, which shall be stayed pending mediation unless stayed for a longer period by agreement of the Parties or court order. The Parties to the mediation shall share the Mediator’s 31 46700.12007\44134626.6

7 fee and any filing fees equally. Represent atives of the Parties must attend the mediation session in person with authority to settle the dispute and with authority to adjust pre -existing settlement authority if necessary. To the extent there are other parties in interest, such as architects, insurers, contractors or subcontractors, then representatives of such other parties, also with authority to settle the Dispute and to adjust pre-existing settlement authority if necessary, shall also attend the mediation session in person. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof.

6.10.3 Litigation. All Disputes that cannot be resolved through mediation shall be resolved by a Court of competent jurisdiction.

6.12 Further Assurances. The Parties agree to execute and acknowledge such other and further documents as may be necessary or reasonably required to express the intent of the Parties or otherwise effectuate the terms of this Agreement.

6.13 Attorneys’ Fees and Costs. If any legal ac tion is instituted to enforce or declare any party's rights hereunder, each party, including the prevailing party, must bear its own costs and attorneys' fees. This paragraph shall not apply to those costs and attorneys' fees directly arising from any thi rd party legal action against a party hereto and payable under Section 3.1 Indemnification.

6.14 Severability. If any provision of this Agreement, or its application to any Person or circumstance, is held invalid by any court, the invalidity or inapplicabili ty of such provision shall not affect any other provision of this Agreement or the application of such provision to any other person or circumstance, and the remaining portions of this Agreement shall continue in full force and effect, unless enforcement of this Agreement as so modified by and in response to such invalidation would be grossly inequitable under all of the circumstances, or would frustrate the fundamental purposes of this Agreement.

6.15 Effective Date. This Agreement shall become effective on the Effective Date.

ARTICLE 7

REPRESENTATIONS AND WARRANTIES

7.1 Representations and Warranties of County. County represents and warrants as follows, as of the Effective Date:

7.1.1 Authority. The County is a political subdivision of the State of California duly organized and in good standing under the Laws of California with all corporate power to execute and deliver and perform its obligations under this Agreement and the agreements contemplated by this Agreement.

7.1.1 Litigation. County is not party to, and has no knowled ge of, any pending or threatened actions, suits, proceedings or undischarged judgments affecting County or the Project, before any court, Governmental Authority, or arbitrator which might materially and adversely affect the enforceability of this Agreement , or prevent County from performing its obligations under this Agreement.
32 46700.12007\44134626.6

8 7.1.2 Condemnation. County has no knowledge of, any condemnation proceedings relating to the Project or any part thereof or any access ways or roadways adjacent to the Project or any part thereof.

7.1.3 Violations. County has not received written notice of, and has no knowledge of, any uncured violations of any federal, state or local law relating to the use or operation of the Project.

7.2 Representations of the City. The City represents (as to itself only) as follows, as of the Effective Date:

7.2.1 Authority. The City is a municipal corporation duly organized and is in good standing under the Laws of California with all corporate power to execute and deliver and perform its obligations under this Agreement and the agreements contemplated by this Agreement.

7.2.2 Litigation. City is not party to, and has no knowledge of, any pending or threatened actions, suits, proceedings or undischarged judgments affecting City or the Project, before any court, Go vernmental Authority, or arbitrator which might materially and adversely affect the enforceability of this Agreement, or prevent City from performing its obligations under this Agreement.

7.2.3 Condemnation. City has no knowledge of, any condemnation proceedings relating to the Project or any part thereof or any access ways or roadways adjacent to the Project or any part thereof.

7.2.4 Violations. City has not received written notice of, and has no knowledge of, any uncured violations of any federal, state or local law relating to the use or operation of the Project.

ARTICLE 8

DEFINITIONS

8.1 Definitions. Initially -capitalized terms used but not defined in this Agreement (including in the Recitals and Exhibits to this Agreement) shall have the meanings ascribed thereto in this Agreement. The following terms as used in this Agreement shall have the following meanings, unless the context indicates otherwise:
“Governmental Authority” means any and all entities, courts, boards, agencies, bureaus, commissions, offices, divisions, subdivisions, departments, bodies, or authorities of any nature whatsoever of any governmental unit (Federal, state, county, city or otherwise) whether now or hereafter in existence.
“Regulatory Approval” means any authorization, approval or permit required by or from any Governmental Authority having jurisdiction over the Project, or the Project relating to the development or construction of the Project, or the Project. The term “Regulatory Approval” shall not include any authorization, approval or permit required for the Party’s use and occupancy of the Project.
33 46700.12007\44134626.6

9 IN WITNESS WHEREOF the Parties have caused this Agreement to be executed by their duly appointed representatives as of the Effective Date.

Date: _________________, 2025

CITY OF ONTARIO,
a California municipal corporation
By:

Scott Ochoa, City Manager
ATTEST:

By:

City Clerk

APPROVED AS TO FORM:

BEST BEST & KRIEGER LLP
By: ___________________________________
Ruben Duran
City Attorney

Signatures continue on the following page.

34 46700.12007\44134626.6

10 Date: ______, 2025

SAN BERNARDINO COUNTY

Dawn Rowe, Chair, Board of Supervisors
Dated:

SIGNED AND CERTIFIED THAT A COPY OF THIS

DOCUMENT HAS BEEN DELIVERED TO THE

CHAIRMAN OF THE BOARD
Lynna Monell
Clerk of the Board of Supervisors
of San Bernardino County

APPROVED AS TO FORM:

LAURA FEINGOLD

COUNTY COUNSEL

By: ___________________________________
Name:_________________________________
Title:__________________________________
Date: __
35 Department: Planning
Prepared By: Elly Antuna
Department:

Prepared By: Elly Antuna
Staff Member Presenting: Rudy Zeledon,
Executive Director Community Development
Approved By:

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

AN AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH SELBERT

PERKINS DESIGN FOR DESIGN SERVICES FOR THE DEVELOPMENT OF A

COMPREHENSIVE DOWNTOWN SIGNAGE AND WAYFINDING MASTER PLAN WITH

BRANDING SERVICES

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize the City Manager, or his designee, to execute Amendment No. 1 to the Professional Services Agreement with Selbert Perkins Design, of Playa del Rey, California, for design services for the development of a comprehensive Downtown Signage and Wayﬁnding Master Plan and graphic design and branding services, in the amount of $212,000 to increase the not-to-exceed contract amount of $289,500.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

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

The proposed Amendment No. 1 to the Professional Services Agreement with Selbert Perkins Design is the amount of $212,000 increasing the not-to-exceed total contract amount to $289,500. The Fiscal Year 2025-26 Adopted Budget includes appropriations in the General Fund for design services. If approved, additional appropriation in the General Fund will be included in a future Quarterly Budget Update Report to Council as needed.

BACKGROUND & ANALYSIS:

On December 31, 2024, the City entered into a one-year Professional Services Agreement, with four optional one-year extensions to Selbert Perkins Design. The initial agreement included year-round creative services to develop a uniﬁed brand for the City's 2025 State of the City event including engaging digital and print materials. Amendment No. 1 increases the not-to-exceed contract amount to $289,500 and includes graphic design services for the City's 2026 State of the City Event and the development of a comprehensive Downtown Wayﬁnding and Signage Master Plan. The Downtown Signage and Wayﬁnding Master Plan will create an intuitive and visually compelling wayﬁnding system to guide residents, visitors, and businesses through 36 Downtown Ontario. The Master Plan will include design concepts, policies for placement and spacing, and guidelines for future signage and branding integration to enhance the downtown visitor experience.
37 46700.00100\33287662.1

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AMENDMENT NO. 1 TO THE PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND

SELBERT PERKINS DESIGN

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 Selbert Perkins Design , a limited liability company “Consultant”. City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 Agreement. The City and Consultant have entered into an agreement entitled “Creative Services to Develop and Design Collateral” dated December 31, 2024 (“Agreement”).

2.2 Amendment Purpose . T he City and Consultant desire to amend the Agreement to include design services for the development of a comprehensive Downtown Signage and Wayfinding Master Plan with branding services; increase the not -to exceed compensation amount to Two Hundred Eighty-Nine Thousand Five Hundred Dollars ($289,500); and amend the task list.

2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 3 of the Agreement.

3. Terms.

3.1 Amendment. The Agreement is hereby amended in its entirety to read as follows:

1. Services.

Consultant shall provide the City with the services described in the Scope of Services attached as Exhibit “A” to the original agreement and the added Scope of Services attached hereto as Exhibit “B.”

2. Compensation.

In no event shall the total amount paid for services rendered by Consultant during the extended period through December 31, 2026, exceed the sum of Two Hundred Eighty-Nine Thousand Five Hundred Dollars ($289,500).

Periodic payments shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed. Payments to Consultant for work performed will be made on a monthly billing basis.

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 shal l mean the Agreement as amended by this 38 46700.00100\33287662.1

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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 in corporated herein. This is an integrated amendment.

[SIGNATURES ON FOLLOWING PAGE]

39 46700.00100\33287662.1

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SIGNATURE PAGE FOR AMENDMENT NO. 1 TO PROFESSIONAL SERVICES

AGREEMENT BETWEEN THE CITY OF ONTARIO

AND SELBERT PERKINS DESIGN

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

CITY OF ONTARIO SELBERT PERKINS DESIGN
By:

Its:

Printed Name:

By:

Its:

Printed Name:

Approved By:

Scott Ochoa
City Manager
Approved as to Form:

_____________________________________
Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

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EXHIBIT “B”

SCOPE OF SERVICES AND COMPENSATION

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EXHIBIT “C”
FEES

46 Department: Financial Services
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: 5
SUBJECT:

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

LEVYING SPECIAL TAXES WITHIN CITY OF ONTARIO COMMUNITY FACILITIES DISTRICT NO. 76 (COMPASS POINTE)

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council adopt an Ordinance authorizing the levy of special taxes within City of Ontario Community Facilities District No. 76 (Compass Pointe).

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

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

The use of Mello-Roos ﬁnancing in the Compass Pointe residential development is projected to generate approximately $462,518 per year, at build-out, to fund administrative fees and municipal services; and approximately
$14.9 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. As a result, 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 (the Act) provides local government, with the consent from the qualiﬁed electors, the authority to establish community facilities districts for the purpose of levying special taxes to ﬁnance various public infrastructure facilities and municipal services.

At a public hearing conducted by the City Council on November 4, 2025, the City Council adopted a Resolution of Formation of Community Facilities District No. 76 (Compass Pointe); authorized the levy of a special tax; established an appropriations limit of the Community Facilities District; adopted a Resolution Deeming it Necessary for City of Ontario Community Facilities District No. 76 47 (Compass Pointe) to Incur Bonded Indebtedness; and called a special election for the Community Facilities District. On that date, 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. Adoption of the proposed Ordinance to authorize the levy of special taxes within the Community Facilities District will conclude the formation process for the City of Ontario Community Facilities District No. 76 (Compass Pointe).

The Compass Pointe is a residential project development that is approximately 51.1 gross acres located south of Eucalyptus Avenue, north of Parkview Street, west of Haven Avenue, east of Archibald Avenue. At build-out, the project is expected to include 350 residential units consisting of 67 single-family units and 283 attached units.
48 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. 76 (COMPASS POINTE).

WHEREAS, on September 16, 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 o f the City of Ontario, California, of Intention to Establish a Community Facilities District Proposed to be Named City of Ontario Community Facilities District No. 76 (Compass Pointe) and to Authorize the Levy of a Special Tax Therein ,” stating its intenti on to establish City of Ontario Community Facilities District No. 76 (Compass Pointe) (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 November 4, 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. 76 (Compass Pointe ), 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. 76 (Compass Pointe) 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. 76 (Compass Pointe),” 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 quali fied 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 November 4, 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.

THE CITY COUNCIL OF THE CITY OF ONTARIO DOES ORDAIN AS FOLLOWS:

49 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 2026-27 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 particu lar 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 M ayor 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 ado ption. 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.

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

PASSED, APPROVED, AND ADOPTED this 18th day of November 2025.

_____________________________________
PAUL S. LEON, MAYOR

50 ATTEST:

_________________________________

SHEILA MAUTZ, CITY CLERK

APPROVED AS TO FORM:

_______________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY

51 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. 3319 was duly introduced at a regular meeting of the City Council of the City of Ontario held November 4, 2025 and adopted at the regular meeting held November 18, 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. 3319 duly passed and adopted by the Ontario City Council at their regular meeting held November 18, 2025 and that Summaries of the Ordinance were published on November 11, 2025 and _____________, in the Inland Valley Daily Bulletin newspaper.

__________________________________

SHEILA MAUTZ, CITY CLERK

(SEAL)

52 Department: Public Works
Prepared By: Jeffrey Tang
Department:

Prepared By: Henry D Pham
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: 6
SUBJECT:

A CONSTRUCTION CONTRACT WITH AWI BUILDERS, INC. FOR THE

CONSTRUCTION OF THE ONTARIO ARENA PLAZA PROJECT

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council take the following actions:

A
.

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

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

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

The proposed Construction Contract with AWI Builders, Inc. is in the amount of $25,991,911 plus a 10% contingency of $2,599,191 for a total not-to-exceed contract amount of $28,591,102. The Fiscal Year 2025-26 Adopted Budget includes partial appropriations for the D&C24-009 Ontario Arena Plaza Project in the Capital Projects-Measure Q Fund. If approved, additional appropriations will be included in future quarterly budget updates to the City Council for approval as needed.

BACKGROUND & ANALYSIS:

The Arena Plaza Project is a public plaza within the Arena 53 Entertainment District, designed to include two wine bars integrated into the surrounding Adept mixed-use development, creating a vibrant and connected community space. The construction of the Plaza will include custom water features, lighting, enhanced paving, and landscaping. The Plaza will encourage entertainment, dining, and pedestrian activities.

On September 11, 2025, the City solicited bids for Invitation No. 1937 Ontario Arena Plaza and received eight responses at the close of the bid on October 21, 2025. The following is a summary of the bid results:

COMPANY

LOCATION
AMOUNT
AWI Builders, Inc.

Ontario, CA
$25,991,911
PCN3, Inc.

Los Alamitos, CA
$27,680,000
Bogh Construction LLC
Beaumont, CA
$28,734,700
Woodcliff Corporation
Los Angeles, CA
$28,757,000
RCCI
Azusa, CA
$29,808,869
Plyco Corp.

Jurupa Valley, CA
$32,947,000
2H Construction
Signal Hill, CA
$33,979,000
ACC CONTRACTORS, Inc.

Azusa, CA
$39,000,000

AWI Builders, Inc., of Ontario, California, submitted the lowest responsive and responsible bid.

Based on their credentials, pricing, favorable reference checks, and successful completion of similar work in the past, Staﬀ recommends awarding Construction Contract D&C24-009 Ontario Arena Plaza Project to AWI Builders, Inc. The project's estimated completion date is November 2026.

54 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

CITY OF ONTARIO

CONTRACT FOR CONSTRUCTION

This Contract for Construction (“Contract”), No. ________ is made and entered as of ____________, by and between City of Ontario, with its principal place of business at 303 East “B” Street, Ontario, CA 91764, sometimes hereinafter called the “City” and AWI Builders, Inc., sometimes hereinafter called “Contractor.”
WITNESSETH: That the parties hereto have mutually covenanted and agreed, and by these presents do covenant and agree with each other as follows:

ARTICLE 1. SCOPE OF WORK.

The Contractor shall perform all Work within the time stipulated in the Contract, and shall provide all labor, materials, equipment, tools, utility services, and transportation to complete all of the Work required in strict compliance with the Contract Documents as specified in Article 5, below, for the following Project:

D&C24-009 ONTARIO ARENA PLAZA
Contractor is an independent contractor and not an agent of the City. The Contractor and its surety shall be liable to the City for any damages arising as a result of the Contractor’s failure to comply with this obligation.

ARTICLE 2. TIME FOR COMPLETION.

Time is of the essence in the performance of the Work. The Work shall be commenced on the date stated in the City’s Notice to Proceed. The Contractor shall complete all Work required by the Contract Documents within 320 calendar days from the commencement date stated in the Notice to Proceed. By its signature hereunder, Contractor agrees the time for completion set forth above is adequate and reasonable to complete the Work. 55 ARTICLE 3. CONTRACT PRICE.

The City shall pay to the Contractor as full compensation for the performance of the Contract, subject to any additions or deductions as provided in the Contract Documents, and including all applicable taxes and costs, the sum of Twenty-Five Million Nine Hundred Ninety -One Thousand Nine Hundred Eleven Dollars ($25,991,911.00). Payment shall be made as set forth in the General Conditions . The City will pay to Contractor compensation based upon the prices set forth in the Bid Schedule.

ARTICLE 4. LIQUIDATED DAMAGES.

Contractor acknowledges that the City will sustain actual damages for each and every Day completion of the Project is delayed beyond the Contract Time. Because of the nature of the Project, it would be impracticable or extremely difficult to determine the City’s actual damages.

Accordingly, in accordance with Government Code section 53069.85, it is agreed that the Contractor will pay the City the sum of $500 for each and every calendar day of delay beyond the time prescribed in the Contract Documents for finishing the Work, as Liquidated Dama ges and not as a penalty or forfeiture. In the event this is not paid, the Contractor agrees the City may deduct that amount from any money due or that may become due the Contractor under the Contract. This Section does not exclude recovery of other damages specified in the Contract Documents. Liquidated damages may be deducted from progress payments due Contractor, Project retention or may be collected directly from Contractor, or from Contractor's surety. These provisions for liquidated damages shall not prevent the City, in case of Contractor's default, from terminating the Contractor.

ARTICLE 5. COMPONENT PARTS OF THE CONTRACT.

The “Contract Documents” include the following:

Notice Inviting Bids
Instructions to Bidders
Bid Forms
Bid Acknowledgement
Bid Schedule
Bid Guarantee
Designation of Subcontractors
Information Required of Bidders
Non-Collusion Declaration Form
Iran Contracting Act Certification
Public Works Contractor DIR Registration Certification
Performance Bond
Payment (Labor and Materials) Bond
Contract for Construction
General Conditions
Special Conditions
Specifications
Addenda
Construction Plans and Drawings
56 Standard Specifications for Public Works Construction “Greenbook”, latest edition, Except Sections 1-9
Applicable Local Agency Standards and Specifications, as last revised Reference Specifications
Approved and fully executed Change Orders
Permits
Any other documents contained in or incorporated into the Contract The Contractor shall complete the Work in strict accordance with all of the Contract Documents.

All of the Contract Documents are intended to be complementary. Work required by one of the Contract Documents and not by others shall be done as if required by all. In the event of conflict, the various Contract Documents will be given effect in the order set forth in the General Conditions. This Contract shall supersede any prior agreement of the parties.

ARTICLE 6. PROVISIONS REQUIRED BY LAW AND CONTRACTOR COMPLIANCE.

Each and every provision of law required to be included in these Contract Documents shall be deemed to be included in these Contract Documents. The Contractor shall comply with all requirements of applicable federal, state and local laws, rules and regulations, including, but not limited to, the provisions of the California Labor Code and California Public Contract Code which are applicable to this Work.

ARTICLE 7. INDEMNIFICATION.

Contractor shall provide indemnification and defense as set forth in the General Conditions.

ARTICLE 8. PREVAILING WAGES.

Contractor shall be required to pay the prevailing rate of wages in accordance with the Labor Code which such rates shall be made available at the City’s Office or may be obtained online at http://www.dir.ca.gov and which must be posted at the job site.

ARTICLE 9. FALSE CLAIMS.

Contractor acknowledges that if a false claim is submitted to the City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that the False Claims Act, California Government Code sections 12650, et seq., provides for civil penalties where a person knowingly submits a fals e claim to a public entity. These provisions include within their scope false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of the information. In the event the City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorneys’ fees. Contractor hereby acknowledges that the filing of a false claim may the Contractor to an administrative debarment proce eding wherein Contractor may be prevented from further bidding on public contracts for a period of up to five (5) years. 57 IN WITNESS WHEREOF, this Contract has been duly executed by the above-named parties, on the day and year above written.

CITY OF ONTARIO
By:______________________________________
Scott Ochoa
City Manager

ATTEST:

By:______________________________________
Sheila Mautz, City Clerk

APPROVED AS TO FORM:

By:______________________________________
Best Best & Krieger LLP
City Attorney

AWI Builders, Inc.

By:______________________________________
Its:

Printed Name:

[DELETE THE FOLLOWING SIGNATURE LINE
IF NOT REQUIRED]
By:______________________________________
Its:

Printed Name:

____________________________________
Contractor’s License Number and
Classification

____________________________________
DIR Registration Number

[IF CORPORATION, TWO SIGNATURES,

PRESIDENT OR VICE PRESIDENT AND
SECRETARY OR TREASURER REQUIRED]
58 Department: Broadband Operations
Prepared By: Vanny Khu
Department:

Prepared By: Vanny Khu
Staff Member Presenting: Jimmy Chang,
Broadband General Manager
Approved By:

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

AN AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH RONALD

IVIE FOR CONSULTING SUPPORT SERVICES FOR THE ONTARIONET BROADBAND

STRATEGIC PLANNING

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council approve and authorize the City Manager, or his designee, to execute Amendment No. 4 to the Professional Services Agreement with Ronald Ivie, of Boise, ID, for consulting support services for the OntarioNet Broadband strategic business, operations and technology network planning, and systems project management in the amount of $540,000 for a total not-to-exceed contract amount of $1,800,000 and extending the term of the agreement to June 30, 2029.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
FISCAL IMPACT:

The Fiscal Year 2025-26 Adopted Budget includes appropriations in the Broadband/Fiber Fund to cover the cost of the services. The proposed Amendment No. 4 increases the authorized contract amount by $540,000, for a revised total not-to-exceed contract amount of $1,800,000. If approved, appropriations will be added to the future years’ budgets consistent with the annual adoption process. There is no direct impact to the General Fund.

BACKGROUND & ANALYSIS:

Broadband strategic planning and project management are key components to the continuation of the City’s Broadband/Fiber Optic Expansion Project, commonly known as OntarioNet. These services are essential in ensuring the project’s business operations is developed, maintained, and enhanced to meet the current and future demands and operated at or above industry standards.

The City entered into an agreement with Ronald Ivie in July 2022, under which Ronald Ivie has provided specialized broadband strategy, development and operations support consulting services.

Since that time, Ronald Ivie has played an integral role in the planning, design, and oversight of the City’s broadband expansion eﬀorts. Throughout the course of this agreement, Ronald Ivie has consistently demonstrated the ability to deliver a high level of technical proﬁciency, responsiveness, 59 and commitment to the success of OntarioNet.

Staﬀ recommends approval of Amendment No. 4 under the sole source provision. Ronald Ivie has been an advisor on the City’s broadband ﬁber-optic network for over 20 years and was the author of the City’s ﬁber-optic master plan, adopted in 2013. He is uniquely qualiﬁed to perform broadband advanced network planning, strategic operational support, and business development.

Transitioning to a new consultant at this stage would require signiﬁcant time and resources to duplicate the institutional knowledge and project familiarity that Ronald Ivie already possesses. The use of the sole source provision will allow the City to minimize disruption to ongoing work and ensure the continued advancement of this critical infrastructure initiative while supporting the City’s strategic goals for connectivity and technological advancement. 60 BB&K (2021)

November 11, 2025

Ronald Ivie
3401 S Old Wick Ave.

Eagle, ID 83616

Re: Notice to Extend Agreement with Ronald Ivie, Amendment No. 4

Dear Ronald Ivie,
As you know, the City of Ontario (“City”) and Ronald Ivie (“Consultant”) entered into a Professional Services Agreement dated July 19, 2022, Amendment No.1 dated September 17, 2024, Amendment No.2 dated June 3, 2025 , and Amendment No.3 dated July 28, 2025 (the “Agreement”). The term of the Agreement is set to expire on July 18, 2026.

Pursuant to the Agreement, the City has the sole discretion to renew the Agreement for additional term years. Through this letter, the City hereby extends the term of the Agreement an additional three years and increases the dollar value by $540,000 for a new total not-to-exceed amount of $1,800,000.

The terms and conditions of the Agreement shall remain the same.

If you have any questions, please don’t hesitate to contact Vanny Khu at the City.

Sincerely,

Scott Ochoa
City Manager

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
61 Department: Broadband Operations
Prepared By: Vanny Khu
Staff Member Presenting: Jimmy Chang,
Broadband General Manager
Approved By:

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

A PROFESSIONAL SERVICES AGREEMENT WITH TELCON SERVICES, LLC, FOR THE

ONTARIONET BROADBAND DESIGN, ENGINEERING, MAPPING, SYSTEM

INTEGRATION, AND INSPECTION SERVICES

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize the City Manager, or his designee, to execute a Professional Services Agreement with Telcon Services, LLC, of Eagle, ID, for the OntarioNet Broadband Integration Support services, in the amount of $1,080,000 from December 1, 2025, to
November 30, 2028, with the option to extend the agreement for up to two successive one-year periods for a total not-to-exceed contract amount of $1,800,000.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
FISCAL IMPACT:

The recommended Agreement is for $1,080,000 for the initial term. At the City’s discretion, up to two additional one-year extensions may be executed. Should the City exercise the two successive one-year extensions, the projected amount for the ﬁve years (December 1, 2025, to November 30, 2030) would be a total not-to-exceed amount of $1,800,000. The Fiscal Year 2025-26 Current Budget includes appropriations in the Broadband/Fiber Fund to cover the cost of the services. There is no direct impact to the General Fund.

BACKGROUND & ANALYSIS:

Broadband design, engineering, project management, and inspection services are critical components to the continuation of the City’s Broadband/Fiber Optic Expansion Project, commonly known as OntarioNet. These services are essential in ensuring the project’s infrastructure is designed to meet the current and future demands, is built to industry standards, and is delivered in a timely manner.

The City entered into an agreement with Telcon Services in December 2021, under which Telcon Services has provided specialized expertise and support for the implementation of OntarioNet.

Since that time, Telcon Services has played an integral role in the planning, design, and oversight of the City’s broadband expansion eﬀorts. Throughout the course of this agreement, Telcon Services has consistently demonstrated its ability to deliver a high level of technical proﬁciency, responsiveness, and commitment to the success of OntarioNet. The City has now exhausted the allowable term limits for renewing this agreement.
62 Staﬀ recommends approval of a new agreement under the sole source provision. This recommendation is based on Telcon Services' knowledge of the City’s broadband infrastructure and proven ability to deliver quality work. Transitioning to a new service provider at this stage would require signiﬁcant time and resources to duplicate the institutional knowledge and project familiarity that Telcon Services already possesses. The use of the sole source provision will allow the City to minimize disruption to ongoing work and ensure the continued advancement of this critical infrastructure initiative while supporting the City’s strategic goals for connectivity and technological advancement.
63 46700.00100\40935195.1

BB&K (2024) -1- PROFESSIONAL SERVICES AGREEMENT

CITY OF ONTARIO

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered as of ____________, by and between the City of Ontario, a municipal corporation organized under the laws of the State of California with its principal place of business at 303 East “B” Street, Ontario, California 91764-4196, County of San Bernardino, State of California ("City") and Telcon Services, LLC, an Independent Contractor, with its principal place of business at 3401 S Old Wick Ave, Eagle, ID 83616 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

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

Consultant represents that it is experienced in providing Consulting Support for the OntarioNet Broadband Strategic Planning services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional services for OntarioNet Broadband Strategic Planning consulting project ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to 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
64 46700.00100\40935195.1

BB&K (2024) -2- PROFESSIONAL SERVICES AGREEMENT

the City all labor, materials, tools, equipment, services, and incidental and custom ary work necessary to fully and adequately supply the professional OntarioNet Broadband Strategic Planning consulting services necessary for the Project ( "Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorpor ated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from December 1, 2025 , to November 30, 2028 , unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two additional one-year terms. Consu ltant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

3.2 Compensation.

3.2.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed one million eighty-thousand dollars ($1,080,000) without written approval of the City Council or City Manager, as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

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

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

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

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

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

3.2.5 Automated Clearing House (“ACH”) payments. It is the City’s policy to pay its consultant invoices via electronic fund transfers through the ACH network. All payments due and owing pursuant to a properly issued and correct invoice or under th is Agreement shall be made through electronic ACH transfers, unless otherwise agreed upon by both Parties in writing.

Consultant shall provide the City with ACH payment details whereby the City shall initiate the ACH 65 46700.00100\40935195.1

BB&K (2024) -3- PROFESSIONAL SERVICES AGREEMENT

transfers to Consultant in the amount required pursuant to a properly issued and correct invoice or under this Agreement. Each Party shall undertake any and all required actions and execute any required documents, instruments, or agreements required to effectuate the requirements of this Sectio n. In the event the City erroneously deposits funds into an account, or otherwise deposits funds to which Consultant is not entitled: (1) Consultant shall immediately notify the City and the financial institution; (2) Consultant shall not withdraw any of t he funds which were erroneously deposited or to which Consultant is not entitled; and (3) Consultant authorizes both the City and financial institution to take all actions necessary to correct the error and return to the City all funds erroneously deposited or to which Consultant is not entitled.

3.3 Responsibilities of Consultant.

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

Any personnel performing the Services on behalf of Consultant shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, or any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Con sultants officers, employees or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law.

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

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

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

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

Ronald Ivie.
66 46700.00100\40935195.1

BB&K (2024) -4- PROFESSIONAL SERVICES AGREEMENT

3.3.5 City's Representative . The City hereby designates Jimmy Chang, Broadband General Manager , or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative").

City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to en large the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Cons ultant's total compensation subject to the provisions contained in this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

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

3.3.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.

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

3.3.9 Period of Performance.

3.3.9.1 Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Tim e and/or pursuant to any such 67 46700.00100\40935195.1

BB&K (2024) -5- PROFESSIONAL SERVICES AGREEMENT

Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

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

3.3.9.3 Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Force Majeure Events and/or delays, regardless of the Party responsible for the delay, shall not entitle Consultant to any additional compensation.

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

3.3.10 Laws and Regulations; Employee/Labor Certification.

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

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

3.3.10.3 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non -discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business 68 46700.00100\40935195.1

BB&K (2024) -6- PROFESSIONAL SERVICES AGREEMENT

Enterprise program, Affirmative Action Plan or other related progr ams or guidelines currently in effect or hereinafter enacted.

3.3.10.4 Air Quality . To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but no t limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.3.10.5 Water Quality Management and Compliance . Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter -Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. City may seek damages from Consultant for delay in completing the Services caused by Consultan t’s failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.

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

3.3.11 Insurance.

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

3.3.11.2 Types of Insurance Required . As a condition precedent to the effectiveness of this Agreement for work to be performed h ereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
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BB&K (2024) -7- PROFESSIONAL SERVICES AGREEMENT

(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 00 01, or the exact equivalent, with limits of not less than $ 2,000,000 per occurrence and no less than $4,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); (3) products/completed operations li ability; or (4) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 00 01 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $2,000,000 combined limit for each occurrence. (C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance ap propriate to Consultant’s profession with limits of not less than $ 2,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be perfor med (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least five (5) years from termination or expiration of this Agreement.

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

Additional Insured Endorsements shall not (1) be restricted to "ongoing operations "; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability: (1) Additional Insured: T he City, its directors, officials, officers, employees, a gents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Vendor or for which the Vendor is responsible. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a 70 46700.00100\40935195.1

BB&K (2024) -8- PROFESSIONAL SERVICES AGREEMENT

thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(C) Professional Liability (Errors & Omissions): 1) Cancellation:

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

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

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

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

3.3.11.7 Evidence of Insurance . The Consultant, concurrently with the execution of the Agreement, and as a con dition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind cov erage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such 71 46700.00100\40935195.1

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cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

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

3.3.11.9 Enforcement of Agreement Provisions (non est oppel).

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

3.3.11.10 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

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

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

3.4 Labor Code Requirements.

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

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

3.4.3 Compliance Monitoring. This Project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll 73 46700.00100\40935195.1

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records directly to the DIR. Any stop orders issued by the DIR against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the DIR against Consultant or any subconsultant.

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

3.5 Termination of Agreement.

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

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

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

3.6 Indemnification.

3.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consul tant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or 74 46700.00100\40935195.1

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volunteers.

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

3.7 General Provisions.

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

3.7.2 Independent Contractors and Subcontracting.

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

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

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

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Consultant: Telcon Services, LLC
3401 S Old Wick Ave
Eagle, ID 83616
ATTN: Ronald Ivie
City: City of Ontario
303 East “B” Street
Ontario, CA 91764
ATTN: Jimmy Chang, Broadband General Manager
Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.7.4 Ownership of Materials and Confidentiality.

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

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

3.7.4.3 Right to Use . City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or 76 46700.00100\40935195.1

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

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

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

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

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

3.7.5 Cooperation; Further Acts . The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, 77 46700.00100\40935195.1

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appropriate or convenient to attain the purposes of this Agreement.

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

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

3.7.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

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

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

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

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

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

3.7.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ea se of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.
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3.7.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

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

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

3.7.17 Invalidity; Severability. 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.

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

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

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

3.7.21 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.

3.8 provisions of state law, the more stringent requirement shall control.

SIGNATURES ON NEXT PAGE

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SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND

TELCON SERVICES, LLC

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

CITY OF ONTARIO TELCON SERVICES, LLC

By:

Its:

Printed Name:

By:

Its:

Printed Name:

[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]

Approved By:

Scott Ochoa
City Manager
Approved as to Form:

_____________________________________
Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

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BB&K (2024) Exhibit “A”-1 PROFESSIONAL SERVICES AGREEMENT

EXHIBIT "A"

SCOPE OF SERVICES

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BB&K (2024) Exhibit “A”-2 PROFESSIONAL SERVICES AGREEMENT

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BB&K (2024) Exhibit “A”-3 PROFESSIONAL SERVICES AGREEMENT

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BB&K (2024) Exhibit “C”-1 PROFESSIONAL SERVICES AGREEMENT

EXHIBIT "C"

COMPENSATION

84 Department: Police Department
Prepared By: Nicole Alvarez
Department:

Prepared By: Nicole Alvarez
Staff Member Presenting: Mike Lorenz, Chief of
Police
Approved By:

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

ACCEPT AND APPROVE LAW ENFORCEMENT GRANT PROGRAM FOR FISCAL YEAR 2025- 26

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Maintain the Current High Level of Public Safety
Pursue City's Goals and Objectives by Working with Other Governmental Agencies FISCAL IMPACT:

As part of the COPS/ ELEAS grant program, the City of Ontario is eligible to receive a maximum grant award of $281,812. This amount is based on an estimation of the State' s Vehicle License Fee (VLF) revenues for Fiscal Year 2025- 26. The allocation may only be re-calculated and adjusted by the State Controller's Oﬃce. Additionally, the grant funds will be distributed to the City in monthly installments and no matching funds by the City are required. If approved, the associated revenue and appropriations will be included in the Grants Fund at the next quarterly budget update to Council for approval.

BACKGROUND & ANALYSIS:

Beginning in Fiscal Year 2002- 03, the State of California allocated grant monies Citizen' s Option for Public Safety (COPS) / Enhancing Law Enforcement Activities Subaccount (ELEAS), formerly known as Supplemental Law Enforcement Services Fund to counties.

The County granted those monies to cities for the purpose of supporting front-line law enforcement needs including but not limited to equipment and training.

On October 2, 2025 the California State Department of Finance announced the estimated funding allocation amounts to be awarded to each participating agency under the COPS/ ELEAS grant program. The City of Ontario is eligible to receive a maximum grant award of $281,812. 85 September 9, 2025
Honorable Malia M. Cohen
State Controller
3301 C Street
Sacramento, CA 95816
Attention: Evelyn Calderon-Yee, Chief
Bu
reau of Payments, Local Government Programs and Services Division, State Controller’s Office
D
ear Controller Cohen:

P
ursuant to Government Code section 30029.05, subdivision (e), paragraph (2), the Department of Finance respectfully submits the attached (Attachments I and II) percentages for the 2025-26 allocation of $214,200,000 in Citizens’ Option for Public Safety (COPS) and Juvenile Justice Crime Prevention Act (JJCPA) funds deposited in the Enhancing Law Enforcement Activities Subaccount (ELEAS) in the Law Enforcement Services Account within the Local Revenue Fund 2011.

P
ursuant to Government Code section 30061, subdivisions (b) and (g), subsequent to the allocation described in Section 29552, subdivision (d), 47.08727192 percent of the remaining funds deposited in the ELEAS for the COPS (23.54363596 percent) and JJCPA (23.54363596 percent) programs are to be allocated, according to the relative population for each county and city, as follows:
(
1) 5.15 percent to county sheriffs for county jail construction and operation ($11,031,300).
(
2) 5.15 percent to district attorneys for criminal prosecution ($11,031,300). (
3) 50 percent to counties to implement a comprehensive multi-agency juvenile j
ustice plan ($107,100,000).
(
4) 39.7 percent to counties and cities for front-line law enforcement ($85,037,400).

P
lease note that the by-county percentages for the first three allocations above: (1) county jail construction and operation, (2) district attorney criminal prosecution, and (3) multi-agency juvenile justice plans, are specified on Attachment I and the by- county/city percentages for the fourth allocation, front-line law enforcement, are identified on Attachment II.
86 2
Pursuant to Government Code section 30061, subdivision (b), paragraph (3), each law enforcement jurisdiction receiving front-line law enforcement funding is to receive a minimum grant of $100,000. The percentages included in Attachment II are calculated in a manner that provides for a minimum grant allocation of $100,000 to each law enforcement jurisdiction listed in Attachment II.

Al
so note that the allocations shown on Attachments I and II may be slightly different from the final allocations made by the State Controller’s Office due to rounding.

If
you have any questions, or need additional information, please call Kyle Gayman, Finance Budget Analyst, at (916) 445-8913.

Si
ncerely,
AM

Y JARVIS
Program Budget Manager
Atta
chment
cc:

A
nne Kato, Acting Chief, Local Government Programs and Services Division, State Controller’s Office
Evelyn Calderon-Yee, Chief, Bureau of Payments, Local Government Programs and Services Division, State Controller’s Office
Melma Dizon, Manager, Local Apportionments Section, Local Government Programs and Services Division, State Controller’s Office Aaron Maguire, Executive Director, Board of State and Community Corrections 87 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety (COPS) and Juvenile Justice Crime Prevention Act (JJCPA) Allocations Based on Jan. 1, 2025 Population Estimates
Attachment I
Total
100.00%
214,200,000
Co. Jail
Operation
Allocation by
County
Percent of Co.

Jail Operation
Allocation by
County
District
Attorney
Allocation by
County
Percent of District
Attorney
Allocation by
County
Juvenile
Justice
Allocation by
County
Percent of
Juvenile Justice
Allocation by
County
Total
Allocation by
County
Percent of Total
Allocation by
County
Front-line Law
Enforcement
Percent of Total
Allocation by
County
Total Allocation
by County
Alameda 1,662,482 4.20571669% $463,945 4.20571669% $463,945 4.20571669% $4,504,323 4.20571669% $5,432,213 4.20571669% $2,797,398 3.28960930% $8,229,611 Alpine 1,177 0.00297755% $328 0.00297755% $328 0.00297755% $3,189 0.00297755% $3,846 0.00297755% $100,000 0.11759532% $103,846 Amador 39,563 0.10008576% $11,041 0.10008576% $11,041 0.10008576% $107,192 0.10008576% $129,273 0.10008576% $600,000 0.70557190% $729,273 Butte 207,525 0.52499297% $57,914 0.52499297% $57,914 0.52499297% $562,267 0.52499297% $678,095 0.52499297% $673,984 0.79257419% $1,352,079 Calaveras 44,722 0.11313690% $12,480 0.11313690% $12,480 0.11313690% $121,170 0.11313690% $146,131 0.11313690% $200,000 0.23519063% $346,131 Colusa 22,026 0.05572097% $6,147 0.05572097% $6,147 0.05572097% $59,677 0.05572097% $71,971 0.05572097% $300,000 0.35278595% $371,971 Contra Costa 1,158,225 2.93005652% $323,223 2.93005652% $323,223 2.93005652% $3,138,091 2.93005652% $3,784,537 2.93005652% $2,559,844 3.01025712% $6,344,382 Del Norte 26,544 0.06715053% $7,408 0.06715053% $7,408 0.06715053% $71,918 0.06715053% $86,733 0.06715053% $200,000 0.23519063% $286,733 El Dorado 190,770 0.48260647% $53,238 0.48260647% $53,238 0.48260647% $516,872 0.48260647% $623,347 0.48260647% $443,151 0.52112445% $1,066,498 Fresno 1,037,053 2.62351780% $289,408 2.62351780% $289,408 2.62351780% $2,809,788 2.62351780% $3,388,604 2.62351780% $2,593,429 3.04975080% $5,982,033 Glenn 29,369 0.07429716% $8,196 0.07429716% $8,196 0.07429716% $79,572 0.07429716% $95,964 0.07429716% $300,000 0.35278595% $395,964 Humboldt 133,817 0.33852781% $37,344 0.33852781% $37,344 0.33852781% $362,563 0.33852781% $437,251 0.33852781% $807,696 0.94981261% $1,244,947 Imperial 186,499 0.47180177% $52,046 0.47180177% $52,046 0.47180177% $505,300 0.47180177% $609,391 0.47180177% $800,000 0.94076254% $1,409,391 Inyo 18,800 0.04755990% $5,246 0.04755990% $5,246 0.04755990% $50,937 0.04755990% $61,430 0.04755990% $200,000 0.23519063% $261,430 Kern 923,961 2.33741972% $257,848 2.33741972% $257,848 2.33741972% $2,503,377 2.33741972% $3,019,072 2.33741972% $2,309,413 2.71576153% $5,328,485 Kings 154,015 0.38962434% $42,981 0.38962434% $42,981 0.38962434% $417,288 0.38962434% $503,249 0.38962434% $500,000 0.58797658% $1,003,249 Lake 67,254 0.17013794% $18,768 0.17013794% $18,768 0.17013794% $182,218 0.17013794% $219,755 0.17013794% $300,000 0.35278595% $519,755 Lassen 28,716 0.07264521% $8,014 0.07264521% $8,014 0.07264521% $77,803 0.07264521% $93,830 0.07264521% $200,000 0.23519063% $293,830 Los Angeles 9,876,811 24.98617664% $2,756,300 24.98617664% $2,756,300 24.98617664% $26,760,195 24.98617664% $32,272,795 24.98617664% $18,542,720 21.80537059% $50,815,516 Madera 162,599 0.41133999% $45,376 0.41133999% $45,376 0.41133999% $440,545 0.41133999% $531,297 0.41133999% $319,847 0.37612473% $851,144 Marin 254,550 0.64395596% $71,037 0.64395596% $71,037 0.64395596% $689,677 0.64395596% $831,750 0.64395596% $1,201,496 1.41290293% $2,033,246 Mariposa 16,917 0.04279632% $4,721 0.04279632% $4,721 0.04279632% $45,835 0.04279632% $55,277 0.04279632% $100,000 0.11759532% $155,277 Mendocino 89,827 0.22724271% $25,068 0.22724271% $25,068 0.22724271% $243,377 0.22724271% $293,513 0.22724271% $500,000 0.58797658% $793,513 Merced 293,080 0.74142845% $81,789 0.74142845% $81,789 0.74142845% $794,070 0.74142845% $957,648 0.74142845% $784,477 0.92250833% $1,742,125 Modoc 8,491 0.02148038% $2,370 0.02148038% $2,370 0.02148038% $23,005 0.02148038% $27,745 0.02148038% $200,000 0.23519063% $227,745 Mono 12,684 0.03208775% $3,540 0.03208775% $3,540 0.03208775% $34,366 0.03208775% $41,445 0.03208775% $200,000 0.23519063% $241,445 Monterey 438,831 1.11014667% $122,464 1.11014667% $122,464 1.11014667% $1,188,967 1.11014667% $1,433,894 1.11014667% $1,506,114 1.77111902% $2,940,008 Napa 136,124 0.34436402% $37,988 0.34436402% $37,988 0.34436402% $368,814 0.34436402% $444,790 0.34436402% $618,799 0.72767811% $1,063,588 Nevada 100,354 0.25387372% $28,006 0.25387372% $28,006 0.25387372% $271,899 0.25387372% $327,910 0.25387372% $401,973 0.47270110% $729,883 Orange 3,175,427 8.03313741% $886,159 8.03313741% $886,159 8.03313741% $8,603,490 8.03313741% $10,375,809 8.03313741% $5,637,270 6.62916545% $16,013,079 Placer 421,446 1.06616642% $117,612 1.06616642% $117,612 1.06616642% $1,141,864 1.06616642% $1,377,088 1.06616642% $927,171 1.09030948% $2,304,259 Plumas 18,885 0.04777493% $5,270 0.04777493% $5,270 0.04777493% $51,167 0.04777493% $61,707 0.04777493% $200,000 0.23519063% $261,707 Riverside 2,495,640 6.31342463% $696,453 6.31342463% $696,453 6.31342463% $6,761,678 6.31342463% $8,154,583 6.31342463% $4,599,559 5.40886638% $12,754,143 Sacramento 1,604,745 4.05965468% $447,833 4.05965468% $447,833 4.05965468% $4,347,890 4.05965468% $5,243,556 4.05965468% $2,611,378 3.07085879% $7,854,934 San Benito 66,822 0.16904508% $18,648 0.16904508% $18,648 0.16904508% $181,047 0.16904508% $218,343 0.16904508% $300,000 0.35278595% $518,343 San Bernardino 2,207,424 5.58430104% $616,021 5.58430104% $616,021 5.58430104% $5,980,786 5.58430104% $7,212,828 5.58430104% $4,025,057 4.73327828% $11,237,885 San Diego 3,330,139 8.42452501% $929,335 8.42452501% $929,335 8.42452501% $9,022,666 8.42452501% $10,881,336 8.42452501% $5,499,547 6.46720954% $16,380,882 San Francisco 842,027 2.13014457% $234,983 2.13014457% $234,983 2.13014457% $2,281,385 2.13014457% $2,751,350 2.13014457% $1,286,812 1.51323012% $4,038,162 San Joaquin 805,856 2.03863984% $224,888 2.03863984% $224,888 2.03863984% $2,183,383 2.03863984% $2,633,160 2.03863984% $1,493,419 1.75619025% $4,126,579 San Luis Obispo 279,337 0.70666166% $77,954 0.70666166% $77,954 0.70666166% $756,835 0.70666166% $912,743 0.70666166% $883,508 1.03896453% $1,796,251 San Mateo 748,337 1.89312932% $208,837 1.89312932% $208,837 1.89312932% $2,027,542 1.89312932% $2,445,215 1.89312932% $2,340,960 2.75285966% $4,786,175 Santa Barbara 447,132 1.13114639% $124,780 1.13114639% $124,780 1.13114639% $1,211,458 1.13114639% $1,461,018 1.13114639% $1,117,350 1.31395177% $2,578,369 Santa Clara 1,922,259 4.86289582% $536,441 4.86289582% $536,441 4.86289582% $5,208,161 4.86289582% $6,281,043 4.86289582% $3,348,184 3.93730804% $9,629,227 Santa Cruz 263,710 0.66712876% $73,593 0.66712876% $73,593 0.66712876% $714,495 0.66712876% $861,681 0.66712876% $595,821 0.70065803% $1,457,502 Shasta 180,201 0.45586921% $50,288 0.45586921% $50,288 0.45586921% $488,236 0.45586921% $588,813 0.45586921% $443,143 0.52111546% $1,031,956 Sierra 3,170 0.00801941% $885 0.00801941% $885 0.00801941% $8,589 0.00801941% $10,358 0.00801941% $200,000 0.23519063% $210,358 Siskiyou 43,311 0.10956738% $12,087 0.10956738% $12,087 0.10956738% $117,347 0.10956738% $141,520 0.10956738% $1,100,000 1.29354849% $1,241,520 Solano 449,839 1.13799451% $125,536 1.13799451% $125,536 1.13799451% $1,218,792 1.13799451% $1,469,863 1.13799451% $1,028,933 1.20997689% $2,498,796 Sonoma 482,848 1.22150008% $134,747 1.22150008% $134,747 1.22150008% $1,308,227 1.22150008% $1,577,721 1.22150008% $1,272,610 1.49652969% $2,850,331 Stanislaus 555,765 1.40596418% $155,096 1.40596418% $155,096 1.40596418% $1,505,788 1.40596418% $1,815,980 1.40596418% $1,313,945 1.54513815% $3,129,925 Sutter 100,257 0.25362833% $27,979 0.25362833% $27,979 0.25362833% $271,636 0.25362833% $327,593 0.25362833% $307,668 0.36180368% $635,261 Tehama 64,827 0.16399816% $18,091 0.16399816% $18,091 0.16399816% $175,642 0.16399816% $211,824 0.16399816% $400,000 0.47038127% $611,824 Trinity 15,884 0.04018305% $4,433 0.04018305% $4,433 0.04018305% $43,036 0.04018305% $51,901 0.04018305% $100,000 0.11759532% $151,901 Tulare 487,209 1.23253246% $135,964 1.23253246% $135,964 1.23253246% $1,320,042 1.23253246% $1,591,971 1.23253246% $1,144,366 1.34572140% $2,736,337 Tuolumne 54,357 0.13751135% $15,169 0.13751135% $15,169 0.13751135% $147,275 0.13751135% $177,613 0.13751135% $200,000 0.23519063% $377,613 Ventura 829,005 2.09720176% $231,349 2.09720176% $231,349 2.09720176% $2,246,103 2.09720176% $2,708,800 2.09720176% $1,595,987 1.87680654% $4,304,788 Yolo 225,433 0.57029630% $62,911 0.57029630% $62,911 0.57029630% $610,787 0.57029630% $736,610 0.57029630% $500,000 0.58797658% $1,236,610 Yuba 85,023 0.21508964% $23,727 0.21508964% $23,727 0.21508964% $230,361 0.21508964% $277,815 0.21508964% $304,369 0.35792368% $582,184 Total 39,529,101 100.00000000% 11,031,300 100.00000000% 11,031,300 100.00000000% 107,100,000 100.00000000% 129,162,600 100.00000000% 85,037,400 100.00000000% 214,200,000 *The COPS Front-line Law Enforcement breakdown by county and city for SCO distribution is provided in Attachment II. 129,162,600 85,037,400
Subtotal COPS (Front-line Law Enforcement)*

5.15% 5.15% 50.00% 60.30% 39.70%
JJCPA
107,100,000
County
1/1/2025
Population by
County
Percent of 1/1/2025
Population by County
COPS (Excluding Front-line Enforcement)
11,031,300 11,031,300
88 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
Front-line Law Enforcement Allocation for 2025-26

ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Alameda 1,662,482 $2,797,398 3.28960932%
Alameda 79,020 $120,761 0.14200904%
Albany 20,578 $100,000 0.11759532%
Berkeley 128,348 $196,145 0.23065776%
Dublin 74,691 $114,145 0.13422927%
Emeryville 13,471 $100,000 0.11759532%
Fremont 232,619 $355,496 0.41804607%
Hayward 162,359 $248,122 0.29177987%
Livermore 85,899 $131,273 0.15437148%
Newark 48,886 $100,000 0.11759532%
Oakland 426,457 $651,725 0.76639772%
Piedmont 10,806 $100,000 0.11759532%
Pleasanton 77,232 $118,028 0.13879577%
San Leandro 87,813 $134,199 0.15781118%
Union City 66,657 $101,867 0.11979115%
Balance of County 147,646 $225,637 0.26533873%
Alpine 1,177 $100,000 0.11759532%
Amador 39,563 $600,000 0.70557192%
Amador 196 $100,000 0.11759532%
Ione 9,037 $100,000 0.11759532%
Jackson 4,822 $100,000 0.11759532%
Plymouth 1,122 $100,000 0.11759532%
Sutter Creek 2,538 $100,000 0.11759532%
Balance of County 21,848 $100,000 0.11759532%
Butte 207,525 $673,984 0.79257421%
Biggs 1,973 $100,000 0.11759532%
Chico 113,847 $173,984 0.20459761%
Gridley 7,302 $100,000 0.11759532%
Oroville 19,653 $100,000 0.11759532%
Paradise 11,088 $100,000 0.11759532%
Balance of County 53,662 $100,000 0.11759532%
Calaveras 44,722 $200,000 0.23519064%
Angels City 3,570 $100,000 0.11759532%
Balance of County 41,152 $100,000 0.11759532%
Colusa 22,026 $300,000 0.35278596%
Colusa 6,536 $100,000 0.11759532%
Williams 5,589 $100,000 0.11759532%
Balance of County 9,901 $100,000 0.11759532%
Contra Costa 1,158,225 $2,559,844 3.01025715%
Antioch 116,781 $178,468 0.20987038%
Brentwood 65,747 $100,477 0.11815576%
Clayton 10,743 $100,000 0.11759532%
Concord 122,650 $187,438 0.22041772%
Danville 42,960 $100,000 0.11759532%
El Cerrito 25,862 $100,000 0.11759532%
Hercules 26,225 $100,000 0.11759532%
Lafayette 25,054 $100,000 0.11759532%
Martinez 36,817 $100,000 0.11759532%
Moraga 16,637 $100,000 0.11759532%
Oakley 46,826 $100,000 0.11759532%
Orinda 19,351 $100,000 0.11759532%
Pinole 18,261 $100,000 0.11759532%
Pittsburg 76,374 $116,717 0.13725384%
89 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
Front-line Law Enforcement Allocation for 2025-26

ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Pleasant Hill 33,601 $100,000 0.11759532%
Richmond 113,594 $173,598 0.20414293%
San Pablo 31,507 $100,000 0.11759532%
San Ramon 83,391 $127,441 0.14986428%
Walnut Creek 69,927 $106,865 0.12566775%
Balance of County 175,917 $268,842 0.31614533%
Kensington Police Department 0 $100,000 0.11759532%
Del Norte 26,544 $200,000 0.23519064%
Crescent City 6,056 $100,000 0.11759532%
Balance of County 20,488 $100,000 0.11759532%
El Dorado 190,770 $443,151 0.52112445%
Placerville 10,642 $100,000 0.11759532%
South Lake Tahoe 21,022 $100,000 0.11759532%
Balance of County 159,106 $243,151 0.28593381%
Fresno 1,037,053 $2,593,429 3.04975084%
Clovis 129,121 $197,327 0.23204694%
Coalinga 17,608 $100,000 0.11759532%
Firebaugh 8,714 $100,000 0.11759532%
Fowler 7,667 $100,000 0.11759532%
Fresno 557,032 $851,273 1.00105768%
Huron 6,932 $100,000 0.11759532%
Kerman 17,535 $100,000 0.11759532%
Kingsburg 13,285 $100,000 0.11759532%
Mendota 12,710 $100,000 0.11759532%
Orange Cove 9,717 $100,000 0.11759532%
Parlier 14,649 $100,000 0.11759532%
Reedley 26,603 $100,000 0.11759532%
Sanger 27,037 $100,000 0.11759532%
San Joaquin 3,654 $100,000 0.11759532%
Selma 24,585 $100,000 0.11759532%
Balance of County 160,204 $244,829 0.28790706%
Glenn 29,369 $300,000 0.35278596%
Orland 8,704 $100,000 0.11759532%
Willows 6,475 $100,000 0.11759532%
Balance of County 14,190 $100,000 0.11759532%
Humboldt 133,817 $807,696 0.94981263%
Arcata 19,001 $100,000 0.11759532%
Blue Lake 1,136 $100,000 0.11759532%
Eureka 26,122 $100,000 0.11759532%
Ferndale 1,361 $100,000 0.11759532%
Fortuna 12,198 $100,000 0.11759532%
Rio Dell 3,232 $100,000 0.11759532%
Trinidad 296 $100,000 0.11759532%
Balance of County 70,471 $107,696 0.12664539%
Imperial 186,499 $800,000 0.94076256%
Brawley 28,952 $100,000 0.11759532%
Calexico 40,073 $100,000 0.11759532%
Calipatria 6,061 $100,000 0.11759532%
El Centro 46,007 $100,000 0.11759532%
Holtville 5,685 $100,000 0.11759532%
Imperial 22,866 $100,000 0.11759532%
Westmorland 2,084 $100,000 0.11759532%
Balance of County 34,771 $100,000 0.11759532%
90 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
Front-line Law Enforcement Allocation for 2025-26

ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Inyo 18,800 $200,000 0.23519064%
Bishop 3,850 $100,000 0.11759532%
Balance of County 14,950 $100,000 0.11759532%
Kern 923,961 $2,309,413 2.71576157%
Arvin 19,991 $100,000 0.11759532%
Bakersfield 419,238 $640,692 0.75342426%
California City 13,317 $100,000 0.11759532%
Delano 52,831 $100,000 0.11759532%
Maricopa 1,024 $100,000 0.11759532%
McFarland 14,213 $100,000 0.11759532%
Ridgecrest 28,386 $100,000 0.11759532%
Shafter 23,455 $100,000 0.11759532%
Taft 7,087 $100,000 0.11759532%
Tehachapi 11,476 $100,000 0.11759532%
Wasco 26,235 $100,000 0.11759532%
Balance of County 306,708 $468,721 0.55119347%
Bear Valley Community Services Distri 0 $100,000 0.11759532% Stallion Springs Community Services D 0 $100,000 0.11759532% Kings 154,015 $500,000 0.58797660%
Avenal 13,315 $100,000 0.11759532%
Corcoran 21,612 $100,000 0.11759532%
Hanford 61,238 $100,000 0.11759532%
Lemoore 27,692 $100,000 0.11759532%
Balance of County 30,158 $100,000 0.11759532%
Lake 67,254 $300,000 0.35278596%
Clearlake 16,533 $100,000 0.11759532%
Lakeport 5,026 $100,000 0.11759532%
Balance of County 45,695 $100,000 0.11759532%
Lassen 28,716 $200,000 0.23519064%
Susanville 12,270 $100,000 0.11759532%
Balance of County 16,446 $100,000 0.11759532%
Los Angeles 9,876,811 $18,542,720 21.80536957%
Agoura Hills 19,904 $100,000 0.11759532%
Alhambra 82,374 $125,886 0.14803660%
Arcadia 56,116 $100,000 0.11759532%
Artesia 16,359 $100,000 0.11759532%
Avalon 3,383 $100,000 0.11759532%
Azusa 48,988 $100,000 0.11759532%
Baldwin Park 70,848 $108,272 0.12732291%
Bell 33,315 $100,000 0.11759532%
Bellflower 76,656 $117,148 0.13776063%
Bell Gardens 38,471 $100,000 0.11759532%
Beverly Hills 31,945 $100,000 0.11759532%
Bradbury 902 $100,000 0.11759532%
Burbank 106,146 $162,216 0.19075793%
Calabasas 22,797 $100,000 0.11759532%
Carson 91,812 $140,310 0.16499790%
Cerritos 47,871 $100,000 0.11759532%
Claremont 37,299 $100,000 0.11759532%
Commerce 12,146 $100,000 0.11759532%
Compton 93,692 $143,183 0.16837650%
Covina 51,090 $100,000 0.11759532%
Cudahy 22,132 $100,000 0.11759532%
91 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
Front-line Law Enforcement Allocation for 2025-26

ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Culver City 40,403 $100,000 0.11759532%
Diamond Bar 53,539 $100,000 0.11759532%
Downey 111,871 $170,965 0.20104648%
Duarte 23,746 $100,000 0.11759532%
El Monte 107,986 $165,028 0.19406464%
El Segundo 16,983 $100,000 0.11759532%
Gardena 60,263 $100,000 0.11759532%
Glendale 192,212 $293,744 0.34542953%
Glendora 51,254 $100,000 0.11759532%
Hawaiian Gardens 13,561 $100,000 0.11759532%
Hawthorne 85,653 $130,898 0.15392939%
Hermosa Beach 19,014 $100,000 0.11759532%
Hidden Hills 1,746 $100,000 0.11759532%
Huntington Park 53,051 $100,000 0.11759532%
Industry 431 $100,000 0.11759532%
Inglewood 106,305 $162,459 0.19104367%
Irwindale 1,509 $100,000 0.11759532%
La Canada Flintridge 20,160 $100,000 0.11759532%
La Habra Heights 5,503 $100,000 0.11759532%
Lakewood 80,596 $123,169 0.14484131%
La Mirada 48,233 $100,000 0.11759532%
Lancaster 177,768 $271,671 0.31947181%
La Puente 37,546 $100,000 0.11759532%
La Verne 32,300 $100,000 0.11759532%
Lawndale 30,860 $100,000 0.11759532%
Lomita 20,407 $100,000 0.11759532%
Long Beach 462,561 $706,900 0.83128122%
Los Angeles 3,835,263 $5,861,167 6.89245647%
Lynwood 66,660 $101,872 0.11979654%
Malibu 10,604 $100,000 0.11759532%
Manhattan Beach 34,051 $100,000 0.11759532%
Maywood 24,496 $100,000 0.11759532%
Monrovia 38,920 $100,000 0.11759532%
Montebello 62,732 $100,000 0.11759532%
Monterey Park 59,269 $100,000 0.11759532%
Norwalk 101,075 $154,466 0.18164469%
Palmdale 167,097 $255,363 0.30029466%
Palos Verdes Estates 12,999 $100,000 0.11759532%
Paramount 52,371 $100,000 0.11759532%
Pasadena 140,631 $214,917 0.25273188%
Pico Rivera 60,858 $100,000 0.11759532%
Pomona 153,042 $233,883 0.27503603%
Rancho Palos Verdes 40,727 $100,000 0.11759532%
Redondo Beach 68,091 $104,059 0.12236823%
Rolling Hills 1,677 $100,000 0.11759532%
Rolling Hills Estates 8,545 $100,000 0.11759532%
Rosemead 50,501 $100,000 0.11759532%
San Dimas 34,209 $100,000 0.11759532%
San Fernando 23,692 $100,000 0.11759532%
San Gabriel 38,953 $100,000 0.11759532%
San Marino 12,330 $100,000 0.11759532%
Santa Clarita 232,377 $355,126 0.41761116%
Santa Fe Springs 18,680 $100,000 0.11759532%
Santa Monica 93,212 $142,449 0.16751387%
Sierra Madre 10,870 $100,000 0.11759532%
Signal Hill 11,421 $100,000 0.11759532%
South El Monte 19,535 $100,000 0.11759532%
South Gate 92,955 $142,057 0.16705201%
South Pasadena 26,287 $100,000 0.11759532%
92 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
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ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Temple City 36,322 $100,000 0.11759532%
Torrance 143,261 $218,936 0.25745832%
Vernon 207 $100,000 0.11759532%
Walnut 28,214 $100,000 0.11759532%
West Covina 109,428 $167,231 0.19665610%
West Hollywood 35,284 $100,000 0.11759532%
Westlake Village 7,918 $100,000 0.11759532%
Whittier 87,850 $134,255 0.15787768%
Balance of County 1,004,490 $1,535,092 1.80519689%
Madera 162,599 $319,847 0.37612473%
Chowchilla 18,742 $100,000 0.11759532%
Madera 66,443 $101,540 0.11940656%
Balance of County 77,414 $118,306 0.13912285%
Marin 254,550 $1,201,496 1.41290296%
Belvedere 2,058 $100,000 0.11759532%
Corte Madera 9,966 $100,000 0.11759532%
Fairfax 7,407 $100,000 0.11759532%
Larkspur 12,731 $100,000 0.11759532%
Mill Valley 13,688 $100,000 0.11759532%
Novato 51,690 $100,000 0.11759532%
Ross 2,309 $100,000 0.11759532%
San Anselmo 12,551 $100,000 0.11759532%
San Rafael 59,885 $100,000 0.11759532%
Sausalito 6,941 $100,000 0.11759532%
Tiburon 8,910 $100,000 0.11759532%
Balance of County 66,414 $101,496 0.11935444%
Mariposa 16,917 $100,000 0.11759532%
Mendocino 89,827 $500,000 0.58797660%
Fort Bragg 7,187 $100,000 0.11759532%
Point Arena 452 $100,000 0.11759532%
Ukiah 16,325 $100,000 0.11759532%
Willits 4,838 $100,000 0.11759532%
Balance of County 61,025 $100,000 0.11759532%
Merced 293,080 $784,477 0.92250834%
Atwater 31,862 $100,000 0.11759532%
Dos Palos 5,712 $100,000 0.11759532%
Gustine 6,021 $100,000 0.11759532%
Livingston 14,441 $100,000 0.11759532%
Los Banos 48,896 $100,000 0.11759532%
Merced 98,039 $149,826 0.17618861%
Balance of County 88,109 $134,651 0.15834313%
Modoc 8,491 $200,000 0.23519064%
Alturas 2,657 $100,000 0.11759532%
Balance of County 5,834 $100,000 0.11759532%
Mono 12,684 $200,000 0.23519064%
Mammoth Lakes 7,040 $100,000 0.11759532%
Balance of County 5,644 $100,000 0.11759532%
Monterey 438,831 $1,506,114 1.77111905%
Carmel-by-the-Sea 3,049 $100,000 0.11759532%
Del Rey Oaks 1,546 $100,000 0.11759532%
Gonzales 8,434 $100,000 0.11759532%
93 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
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ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Greenfield 20,785 $100,000 0.11759532%
King City 14,344 $100,000 0.11759532%
Marina 23,086 $100,000 0.11759532%
Monterey 27,273 $100,000 0.11759532%
Pacific Grove 14,871 $100,000 0.11759532%
Salinas 160,645 $245,503 0.28869959%
Sand City 373 $100,000 0.11759532%
Seaside 32,019 $100,000 0.11759532%
Soledad 27,310 $100,000 0.11759532%
Balance of County 105,096 $160,611 0.18887094%
Napa 136,124 $618,799 0.72767813%
American Canyon 22,396 $100,000 0.11759532%
Calistoga 5,160 $100,000 0.11759532%
Napa 77,736 $118,799 0.13970153%
St Helena 5,349 $100,000 0.11759532%
Yountville 2,638 $100,000 0.11759532%
Balance of County 22,845 $100,000 0.11759532%
Nevada 100,354 $401,973 0.47270111%
Grass Valley 13,364 $100,000 0.11759532%
Nevada City 3,336 $100,000 0.11759532%
Truckee 16,928 $100,000 0.11759532%
Balance of County 66,726 $101,973 0.11991515%
Orange 3,175,427 $5,637,270 6.62916550%
Aliso Viejo 50,213 $100,000 0.11759532%
Anaheim 341,773 $522,308 0.61420975%
Brea 47,900 $100,000 0.11759532%
Buena Park 82,667 $126,334 0.14856316%
Costa Mesa 110,321 $168,596 0.19826093%
Cypress 49,499 $100,000 0.11759532%
Dana Point 32,730 $100,000 0.11759532%
Fountain Valley 56,560 $100,000 0.11759532%
Fullerton 141,469 $216,197 0.25423787%
Garden Grove 171,492 $262,079 0.30819304%
Huntington Beach 193,134 $295,153 0.34708648%
Irvine 318,629 $486,939 0.57261703%
Laguna Beach 22,763 $100,000 0.11759532%
Laguna Hills 30,309 $100,000 0.11759532%
Laguna Niguel 65,257 $100,000 0.11759532%
Laguna Woods 17,183 $100,000 0.11759532%
La Habra 61,202 $100,000 0.11759532%
Lake Forest 87,639 $133,933 0.15749848%
La Palma 15,110 $100,000 0.11759532%
Los Alamitos 12,006 $100,000 0.11759532%
Mission Viejo 91,740 $140,200 0.16486850%
Newport Beach 82,654 $126,314 0.14853980%
Orange 139,724 $213,531 0.25110188%
Placentia 53,982 $100,000 0.11759532%
Rancho Santa Margarita 46,341 $100,000 0.11759532%
San Clemente 62,865 $100,000 0.11759532%
San Juan Capistrano 35,329 $100,000 0.11759532%
Santa Ana 315,325 $481,889 0.56667932%
Seal Beach 24,400 $100,000 0.11759532%
Stanton 40,552 $100,000 0.11759532%
Tustin 79,326 $121,228 0.14255896%
Villa Park 5,738 $100,000 0.11759532%
Westminster 90,295 $137,992 0.16227165%
94 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
Front-line Law Enforcement Allocation for 2025-26

ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Yorba Linda 66,267 $101,271 0.11909027%
Balance of County 133,033 $203,305 0.23907730%
Placer 421,446 $927,171 1.09030949%
Auburn 13,286 $100,000 0.11759532%
Colfax 1,996 $100,000 0.11759532%
Lincoln 54,520 $100,000 0.11759532%
Loomis 6,689 $100,000 0.11759532%
Rocklin 73,172 $111,824 0.13149943%
Roseville 158,494 $242,215 0.28483397%
Balance of County 113,289 $173,132 0.20359481%
Plumas 18,885 $200,000 0.23519064%
Portola 2,098 $100,000 0.11759532%
Balance of County 16,787 $100,000 0.11759532%
Riverside 2,495,640 $4,599,559 5.40886644%
Banning 31,949 $100,000 0.11759532%
Beaumont 59,708 $100,000 0.11759532%
Blythe 15,400 $100,000 0.11759532%
Calimesa 10,994 $100,000 0.11759532%
Canyon Lake 11,004 $100,000 0.11759532%
Cathedral City 51,651 $100,000 0.11759532%
Coachella 44,384 $100,000 0.11759532%
Corona 159,157 $243,229 0.28602547%
Desert Hot Springs 33,262 $100,000 0.11759532%
Eastvale 69,799 $106,669 0.12543772%
Hemet 91,934 $140,496 0.16521715%
Indian Wells 4,862 $100,000 0.11759532%
Indio 92,539 $141,421 0.16630441%
Jurupa Valley 105,928 $161,882 0.19036615%
Lake Elsinore 73,783 $112,757 0.13259748%
La Quinta 38,796 $100,000 0.11759532%
Menifee 115,316 $176,229 0.20723759%
Moreno Valley 210,823 $322,186 0.37887587%
Murrieta 111,789 $170,839 0.20089912%
Norco 25,221 $100,000 0.11759532%
Palm Desert 51,980 $100,000 0.11759532%
Palm Springs 44,476 $100,000 0.11759532%
Perris 81,240 $124,153 0.14599866%
Rancho Mirage 17,120 $100,000 0.11759532%
Riverside 320,337 $489,549 0.57568652%
San Jacinto 54,990 $100,000 0.11759532%
Temecula 112,220 $171,498 0.20167368%
Wildomar 37,077 $100,000 0.11759532%
Balance of County 417,901 $638,649 0.75102150%
Sacramento 1,604,745 $2,611,378 3.07085881%
Citrus Heights 86,280 $131,856 0.15505619%
Elk Grove 182,842 $279,425 0.32859044%
Folsom 92,577 $141,479 0.16637270%
Galt 26,092 $100,000 0.11759532%
Isleton 764 $100,000 0.11759532%
Rancho Cordova 85,451 $130,589 0.15356637%
Sacramento 527,979 $806,874 0.94884573%
Balance of County 602,760 $921,156 1.08323674%
San Benito 66,822 $300,000 0.35278596%
Hollister 43,492 $100,000 0.11759532%
95 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
Front-line Law Enforcement Allocation for 2025-26

ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
San Juan Bautista 2,078 $100,000 0.11759532%
Balance of County 21,252 $100,000 0.11759532%
San Bernardino 2,207,424 $4,025,057 4.73327831%
Adelanto 37,150 $100,000 0.11759532%
Apple Valley 75,262 $115,018 0.13525543%
Barstow 24,811 $100,000 0.11759532%
Big Bear Lake 4,953 $100,000 0.11759532%
Chino 95,206 $145,497 0.17109735%
Chino Hills 77,314 $118,154 0.13894314%
Colton 53,278 $100,000 0.11759532%
Fontana 219,172 $334,945 0.39388009%
Grand Terrace 12,803 $100,000 0.11759532%
Hesperia 101,792 $155,562 0.18293323%
Highland 57,088 $100,000 0.11759532%
Loma Linda 25,322 $100,000 0.11759532%
Montclair 37,526 $100,000 0.11759532%
Needles 4,791 $100,000 0.11759532%
Ontario 184,404 $281,812 0.33139755%
Rancho Cucamonga 175,992 $268,956 0.31628011%
Redlands 73,488 $112,307 0.13206733%
Rialto 105,565 $161,328 0.18971379%
San Bernardino 222,727 $340,378 0.40026888%
Twentynine Palms 24,257 $100,000 0.11759532%
Upland 79,140 $120,944 0.14222469%
Victorville 141,013 $215,500 0.25341838%
Yucaipa 54,838 $100,000 0.11759532%
Yucca Valley 22,027 $100,000 0.11759532%
Balance of County 297,505 $454,656 0.53465450%
San Diego 3,330,139 $5,499,547 6.46720959%
Carlsbad 116,368 $177,837 0.20912817%
Chula Vista 281,401 $430,046 0.50571356%
Coronado 22,610 $100,000 0.11759532%
Del Mar 3,950 $100,000 0.11759532%
El Cajon 104,932 $160,360 0.18857621%
Encinitas 61,956 $100,000 0.11759532%
Escondido 150,425 $229,884 0.27033295%
Imperial Beach 26,369 $100,000 0.11759532%
La Mesa 60,908 $100,000 0.11759532%
Lemon Grove 28,163 $100,000 0.11759532%
National City 58,965 $100,000 0.11759532%
Oceanside 174,340 $266,432 0.31331126%
Poway 50,379 $100,000 0.11759532%
San Diego 1,408,937 $2,153,181 2.53203983%
San Marcos 97,123 $148,426 0.17454244%
Santee 59,568 $100,000 0.11759532%
Solana Beach 12,986 $100,000 0.11759532%
Vista 101,599 $155,267 0.18258639%
Balance of County 509,160 $778,114 0.91502558%
San Francisco 842,027 $1,286,812 1.51323012%
San Joaquin 805,856 $1,493,419 1.75619027%
Escalon 7,232 $100,000 0.11759532%
Lathrop 38,596 $100,000 0.11759532%
Lodi 67,093 $102,534 0.12057469%
Manteca 93,733 $143,246 0.16845018%
Mountain House 28,795 $100,000 0.11759532%
96 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
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ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Ripon 15,753 $100,000 0.11759532%
Stockton 320,877 $490,374 0.57665697%
Tracy 98,215 $150,095 0.17650491%
Balance of County 135,562 $207,170 0.24362224%
San Luis Obispo 279,337 $883,508 1.03896455%
Arroyo Grande 17,910 $100,000 0.11759532%
Atascadero 30,134 $100,000 0.11759532%
El Paso de Robles 31,061 $100,000 0.11759532%
Grover Beach 12,411 $100,000 0.11759532%
Morro Bay 10,404 $100,000 0.11759532%
Pismo Beach 7,804 $100,000 0.11759532%
San Luis Obispo 49,534 $100,000 0.11759532%
Balance of County 120,079 $183,508 0.21579731%
San Mateo 748,337 $2,340,960 2.75285972%
Atherton 7,007 $100,000 0.11759532%
Belmont 28,206 $100,000 0.11759532%
Brisbane 4,676 $100,000 0.11759532%
Burlingame 31,552 $100,000 0.11759532%
Colma 1,411 $100,000 0.11759532%
Daly City 102,155 $156,116 0.18358559%
East Palo Alto 29,133 $100,000 0.11759532%
Foster City 32,658 $100,000 0.11759532%
Half Moon Bay 11,303 $100,000 0.11759532%
Hillsborough 11,254 $100,000 0.11759532%
Menlo Park 33,311 $100,000 0.11759532%
Millbrae 23,164 $100,000 0.11759532%
Pacifica 37,217 $100,000 0.11759532%
Portola Valley 4,285 $100,000 0.11759532%
Redwood City 82,073 $125,426 0.14749567%
San Bruno 42,631 $100,000 0.11759532%
San Carlos 29,535 $100,000 0.11759532%
San Mateo 104,315 $159,417 0.18746738%
South San Francisco 65,397 $100,000 0.11759532%
Woodside 5,206 $100,000 0.11759532%
Balance of County 61,848 $100,000 0.11759532%
Broadmoor Police Protection District 0 $100,000 0.11759532% Santa Barbara 447,132 $1,117,350 1.31395178%
Buellton 5,091 $100,000 0.11759532%
Carpinteria 12,735 $100,000 0.11759532%
Goleta 32,747 $100,000 0.11759532%
Guadalupe 8,851 $100,000 0.11759532%
Lompoc 43,424 $100,000 0.11759532%
Santa Barbara 86,451 $132,117 0.15536349%
Santa Maria 112,208 $171,480 0.20165211%
Solvang 5,755 $100,000 0.11759532%
Balance of County 139,870 $213,754 0.25136426%
Santa Clara 1,922,259 $3,348,184 3.93730807%
Campbell 43,281 $100,000 0.11759532%
Cupertino 59,831 $100,000 0.11759532%
Gilroy 62,205 $100,000 0.11759532%
Los Altos 31,720 $100,000 0.11759532%
Los Altos Hills 8,548 $100,000 0.11759532%
Los Gatos 33,355 $100,000 0.11759532%
Milpitas 81,915 $125,185 0.14721172%
Monte Sereno 3,637 $100,000 0.11759532%
97 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
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ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Morgan Hill 46,599 $100,000 0.11759532%
Mountain View 86,513 $132,212 0.15547492%
Palo Alto 68,794 $105,133 0.12363161%
San Jose 979,415 $1,496,772 1.76013391%
Santa Clara 134,587 $205,680 0.24187004%
Saratoga 31,110 $100,000 0.11759532%
Sunnyvale 159,673 $244,017 0.28695278%
Balance of County 91,076 $139,185 0.16367521%
Santa Cruz 263,710 $595,821 0.70065805%
Capitola 9,670 $100,000 0.11759532%
Santa Cruz 62,972 $100,000 0.11759532%
Scotts Valley 11,831 $100,000 0.11759532%
Watsonville 51,101 $100,000 0.11759532%
Balance of County 128,136 $195,821 0.23027677%
Shasta 180,201 $443,143 0.52111547%
Anderson 10,967 $100,000 0.11759532%
Redding 93,534 $142,942 0.16809255%
Shasta Lake 10,133 $100,000 0.11759532%
Balance of County 65,567 $100,202 0.11783228%
Sierra 3,170 $200,000 0.23519064%
Loyalton 730 $100,000 0.11759532%
Balance of County 2,440 $100,000 0.11759532%
Siskiyou 43,311 $1,100,000 1.29354852%
Dorris 830 $100,000 0.11759532%
Dunsmuir 1,628 $100,000 0.11759532%
Etna 662 $100,000 0.11759532%
Fort Jones 663 $100,000 0.11759532%
Montague 1,195 $100,000 0.11759532%
Mount Shasta 3,179 $100,000 0.11759532%
Tulelake 851 $100,000 0.11759532%
Weed 2,716 $100,000 0.11759532%
Yreka 7,879 $100,000 0.11759532%
Balance of County 23,708 $100,000 0.11759532%
Lake Shastina Community Services Dis 0 $100,000 0.11759532% Solano 449,839 $1,028,933 1.20997690%
Benicia 26,195 $100,000 0.11759532%
Dixon 20,174 $100,000 0.11759532%
Fairfield 120,720 $184,488 0.21694927%
Rio Vista 10,338 $100,000 0.11759532%
Suisun City 29,036 $100,000 0.11759532%
Vacaville 103,181 $157,684 0.18542944%
Vallejo 122,207 $186,760 0.21962159%
Balance of County 17,988 $100,000 0.11759532%
Sonoma 482,848 $1,272,610 1.49652972%
Cloverdale 8,678 $100,000 0.11759532%
Cotati 7,290 $100,000 0.11759532%
Healdsburg 10,972 $100,000 0.11759532%
Petaluma 59,094 $100,000 0.11759532%
Rohnert Park 44,062 $100,000 0.11759532%
Santa Rosa 178,452 $272,716 0.32070105%
Sebastopol 7,367 $100,000 0.11759532%
Sonoma 10,507 $100,000 0.11759532%
Windsor 25,625 $100,000 0.11759532%
98 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
Front-line Law Enforcement Allocation for 2025-26

ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Balance of County 130,801 $199,894 0.23506611%
Stanislaus 555,765 $1,313,945 1.54513817%
Ceres 49,305 $100,000 0.11759532%
Hughson 7,977 $100,000 0.11759532%
Modesto 219,765 $335,852 0.39494579%
Newman 12,389 $100,000 0.11759532%
Oakdale 23,231 $100,000 0.11759532%
Patterson 25,868 $100,000 0.11759532%
Riverbank 26,090 $100,000 0.11759532%
Turlock 72,219 $110,367 0.12978677%
Waterford 9,169 $100,000 0.11759532%
Balance of County 109,752 $167,726 0.19723837%
Sutter 100,257 $307,668 0.36180368%
Live Oak 9,658 $100,000 0.11759532%
Yuba City 70,453 $107,668 0.12661304%
Balance of County 20,146 $100,000 0.11759532%
Tehama 64,827 $400,000 0.47038128%
Corning 8,268 $100,000 0.11759532%
Red Bluff 14,466 $100,000 0.11759532%
Tehama 428 $100,000 0.11759532%
Balance of County 41,665 $100,000 0.11759532%
Trinity 15,884 $100,000 0.11759532%
Tulare 487,209 $1,144,366 1.34572142%
Dinuba 26,025 $100,000 0.11759532%
Exeter 10,233 $100,000 0.11759532%
Farmersville 10,392 $100,000 0.11759532%
Lindsay 12,725 $100,000 0.11759532%
Porterville 63,622 $100,000 0.11759532%
Tulare 73,002 $111,564 0.13119392%
Visalia 146,978 $224,616 0.26413825%
Woodlake 8,005 $100,000 0.11759532%
Balance of County 136,227 $208,186 0.24481733%
Tuolumne 54,357 $200,000 0.23519064%
Sonora 5,116 $100,000 0.11759532%
Balance of County 49,241 $100,000 0.11759532%
Ventura 829,005 $1,595,987 1.87680656%
Camarillo 68,927 $105,336 0.12387063%
Fillmore 17,035 $100,000 0.11759532%
Moorpark 34,754 $100,000 0.11759532%
Ojai 7,559 $100,000 0.11759532%
Oxnard 198,733 $303,710 0.35714860%
Port Hueneme 20,838 $100,000 0.11759532%
San Buenaventura 108,985 $166,554 0.19585997%
Santa Paula 31,658 $100,000 0.11759532%
Simi Valley 124,815 $190,746 0.22430850%
Thousand Oaks 122,468 $187,159 0.22009065%
Balance of County 93,233 $142,482 0.16755161%
Yolo 225,433 $500,000 0.58797660%
Davis 65,423 $100,000 0.11759532%
West Sacramento 55,403 $100,000 0.11759532%
Winters 8,021 $100,000 0.11759532%
99 2025-26 Enhancing Law Enforcement Activities Subaccount Citizens' Option for Public Safety
Front-line Law Enforcement Allocation for 2025-26

ATTACHMENT II
City/County
City/County
Population Estimates
1/1/2025
Projected Allocations by
City/County
Percent of Allocation by
City/County
Woodland 61,623 $100,000 0.11759532%
Balance of County 34,963 $100,000 0.11759532%
Yuba 85,023 $304,369 0.35792368%
Marysville 12,717 $100,000 0.11759532%
Wheatland 4,012 $100,000 0.11759532%
Balance of County 68,294 $104,369 0.12273304%
CALIFORNIA TOTAL 39,529,101 $85,037,400 100.00000000%
CALIFORNIA CITY TOTAL 33,188,202 $73,399,455 86.31432129% 100
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: 10
SUBJECT:

AN ORDINANCE APPROVING A DEVELOPMENT AGREEMENT (FILE NO. PDA25- 003) BETWEEN THE CITY OF ONTARIO AND GDC INVESTMENTS 13, L.P.

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council consider and adopt an Ordinance approving a Development Agreement (File No. PDA25-003) between the City of Ontario and GDC Investments 13 L.P.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

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

There is not a direct ﬁscal impact associated with this action. The Development Agreement will provide funding from the formation of a Community Facilities District (CFD) for City services and facilities required to support the Esperanza 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:

On November 4, 2025, the City Council held a public hearing to introduce and waive further reading of an Ordinance Approving the Development Agreement (File No. PDA25-003).

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. GDC Investments 13, L.P. (collectively the "Applicant" or "Owner"), has requested that the City enter into negotiations to create a Development Agreement (Agreement).

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The Agreement proposes to include 10.02 acres of land within Planning Area 11 of the Esperanza Speciﬁc Plan; as shown on the attached Exhibit A. The Agreement grants the Applicant a vested right to develop Tentative Tract Map 20730, for condominium purposes (see attached Exhibits B and C), provided that the Owner complies with the terms and conditions of the Speciﬁc Plan and related EIR.

The Tentative Tract Map is located south of Chatham Street, west of Clifton Street, east of Amherst Avenue, and north of Eucalyptus Avenue and proposes to subdivide 10.02 acres into 28 numbered lots for a total of 161 condominium units and 15 lettered lots, for residential uses, private drives, landscape edges, and common open space purposes.

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.

In considering the Agreement at their meeting on September 23, 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. PC25-046 with a 5 to 1 vote, recommending City Council approval of the Agreement.

ENVIRONMENTAL REVIEW:

The environmental impacts of the Project were reviewed in conjunction with The Ontario Plan 2050 Supplemental Environmental Impact Report (SCH No. 2021070364; certiﬁed by the City Council on August 16, 2022). An Addendum has been prepared in conjunction with the subject application for the proposed Development Agreement (File No. PDA25-003) and the associated Speciﬁc Plan Amendment (File No. PSPA24-004), the Tentative Tract Map (File No.

PMTT24-008), and the Development Plan (File No. PDEV24-017) to determine possible environmental impacts. The Project will introduce no new signiﬁcant environmental impacts beyond those previously analyzed in the Certiﬁed EIR, and all mitigation measures previously adopted by the Environmental Impact Report, are a condition of project approval and are incorporated in the Addendum.
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EXHIBIT A:

ESPERANZA SPECIFIC PLAN

103
EXHIBIT B:

TENTATIVE TRACT MAP NO. 20730 FOR CONDOMINIUM PURPOSES

104
EXHIBIT C:

Conceptual Site Plan

105
ORDINANCE NO. ________

AN ORDINANCE OF THE C ITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, RECOMMEN DING CITY COUNCIL AP PROVE FILE NO.

PDA25-003, A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF
ONTARIO AND GDC INVESTMENTS 13, LP TO ESTABLISH THE TERMS AND CONDITIONS ASSOCIATED WITH TENTATIVE TRACT MAP 20730 (FILE NO. PMTT24 -008) LOCATED SOUTH OF CHA THAM STREET,

WEST OF CLIFTON STRE ET, EAST OF AMHERST AVENUE, AND
NORTH OF EUCALYPTUS AVENUE, WITHIN PLANN ING AREA 11
(RD-7/ROW TOWNHO MES) OF THE ESPERANZ A SPECIFIC PLAN
(APN: 1073-101-05).

WHEREAS, GDC Investments 13, LP ("Applicant") has filed an Application for the approval of a Development Agreement, File No. PDA25-003, as described in the title of this Ordinance (hereinafter referred to as "Application" or "Project"); and

WHEREAS, the Application applies to 10.02 acres of land located south of Chatham Street, west of Clifton Street, east of Amherst Avenue, and north of Eucalyptus Avenue, within Planning Area 11 (RD-7 / Row Townhomes) of the Esperanza Specific Plan; and

WHEREAS, the Applicant submitted Tentative Tract Map No. 20730 (File No.

PMTT24-008), subdividing 10.02 acres of land acres into 28 numbered lots for a total of 161 condominium units and 15 lettered lots, for residential uses, private drives, landscape edges, and common open space purposes; and

WHEREAS, the environmental impacts of this Project were previously reviewed in conjunction with File No. PSPA24 -004, a Specific Plan Amendment to the Esperanza Specific Plan along with the associated Tentative Tract Map (File No. PMTT24 -008) and Development Plan (File No. PDEV24 -017); and The Ontario Plan 2050 Supplemental Environmental Impact Report (SCH No. 2021070364; certified by the City Council on August 16, 2022). 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 situati ons 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) requ ires 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
106

WHEREAS, the Project is located within t he 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 Inte rnational 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 September 23, 2025 , the Planning Commission of the City of Ontario conducted a hearing to consider the Project, and concluded said hearing on that date; and

WHEREAS, on October 21, 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:

SECTION 1. As the recommending authority 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 infor mation contained in the previous Certified EIR and supporting documentation, the City Council finds as follows:

(1) The administrative record has been completed in compliance with CEQA, the State CEQA Guidelines, and the City of Ontario Local CEQA Guidelines; and

(2) The environmental impacts of the Project were reviewed in conjunction with an Addendum to The Ontario Plan 2050 Supplemental Environmental Impact Report (State Clearinghouse No. 2021070364), certified by the Ontario City Council on August 16, 2022, in conjunction with File No. PGPA20-002; and

(3) The EIR Addendum and administrative record have been completed in compliance with CEQA, the State CEQA Guidelines, and the City of Ontario Local CEQA Guidelines; and

(4) The City's "Guidelines for the Implementatio n 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. This Application introduces no new significant environmental impacts; and

107

(5) All previously adopted mitigation measures shall be a condition of project approval, as they are applicable to the Project, and are incorporated herein by this reference; and

(6) The EIR Addendum contains a complete and accurate reporting of the environmental impacts associated with the Project, and reflects the independent judgment of the City Council; and

(7) There is no substantial evidence in the administrative record supporting a fair argument that the Project may result in significant environmental impacts.

SECTION 2. 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 invo lvement 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 wi th 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

(b) Significant effects previously exam ined 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. Pursuant to the requirements of California Government Code Chapter 3, Article 10.6, commencing with Section 65580, as the recommending authority 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, 108

the project is consistent with the Housing Element of the Policy Plan (General Plan) component of The Ontario Plan. The project site is not one of the properties in the Housing Element Sites contained in Tables B-1 and B-2 (Housing Element Sites Inventory) of the Housing Element Technical Report.

SECTION 4. 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 activit y. As the recommending authority 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, is will be consistent with the policies and criteria set forth within the ONT ALUCP; and

(2) On August 2, 2022, the City Council of the City of Ontario approved and adopted a Development Code Amendment to establish the Chino Airport ("CNO") Overlay Zoning District ("OZD") and Reference I, Chino Airport Land Use Compatibility Plan ("CNO ALUCP"). The CNO OZD and CNO ALUCP established the Airport Influence Area for Chino Airport, solel y within the City of Ontario, and limits future land uses and development within the Airport Influence Area, as they relate to safety, airspace protection, and overflight impacts of current and future airport activity. The CNO ALUCP is consistent with policies and criteria set forth within the Caltrans 2011 California Airport Land Use Planning Handbook. The proposed Project is located within the Airport Influence Area of Chino Airport and was evaluated and found to be consistent with the California Airport Land Use Planning Handbook and the CNO ALUCP. As the recommending authority for the Project, the City Council has reviewed and considered the facts and information contained in the Application and supporting documentation against the CNO ALUCP compatibilit y factors, including Safety, Airspace Protection, Overflight. As a result, the City Council therefore, finds and determines that the Project is consistent with the policies and criteria set forth within the California Airport Land Use Planning Handbook and the Chino ALUCP.

SECTION 5. 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:

109

(1) The Development Agreement applies to approximately 10.02 acres of land located south of Chatham Street, west of Clifton Avenue, east of Amherst Avenue, and north of Eucalyptus Avenue, within Planning Area 11 of the Esperanza Specific Plan; and

(2) The Development Agreement establishes parameters for the development of land within the Esperanza 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 Esperanza Specific Plan; and

(3) The Development Agreement grants the Applicant a vested right to develop Tentative Tract Map 20730 (File No. PMTT24-008) as long as the Applicant complies with the terms and conditions of the Esperanza Specific Plan and EIR. Tentative Tract Map 20730 located south of Chatham Street, west of Clifton Avenue, east of Amherst Avenue, and north of Eucalyptus Avenue and proposes to subdivide 10.02 acres into 28 numbered lots for a total of 161 condominium units and 15 lettered lots, for residential uses, private drives, landscape edges, and common open space purposes; and

(4) The Development Agreement has been prepared in conformance with the goals and policies of The Ontario Plan Policy Plan (General Plan); and

(5) The Development Agreement does not conflict with the Land Use Policies of The Ontario Plan Policy Plan (General Pla n) and will provide for development, within the district, in a manner consistent with the Policy Plan and with related development; and

(6) This Development Agreement will promote the goals and objectives of the Land Use Element of the Policy Plan; and

(7) This Development Agreement will not be materially injurious or detrimental to the adjacent properties and will not have a significant impact on the environment or the surrounding propertie s for which a Subsequent Environmental Impact Report (SCH# 2004011009) was adopted by the City Council on November 21, 2023; and

(8) 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.

SECTION 6. Based upon the findings and conclusions set forth in Sections 1 through 5, above, the City Council hereby APPROVES the Development Agreement (File No. PDA24-004), attached hereto as "Attachment A," and incorporated herein by this reference.

SECTION 7. 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 110

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 d esignee) 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 o therwise 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 t he 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. 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. 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. If any section, sentence, clause or phrase of thi s 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. This Ordinance shall become effective 30 days following its adoption.

SECTION 12. 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 15 days following 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.

111

PASSED, APPROVED, AND ADOPTED this 18th day of November 2025.

_____________________________________
PAUL S. LEON, MAYOR

ATTEST:

_________________________________

SHEILA MAUTZ, CITY CLERK

APPROVED AS TO FORM:

_______________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY

112

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. 3318 was duly introduced at a regular meeting of the City Council of the City of O ntario held November 4, 2025 and adopted at the regular meeting held November 18, 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. 3318 duly passed and adopted by the Ontario City Council at their regular meeting held November 18, 2025 and that Summaries of the Ordinance were published on November 11, 2025 and _____________, in the Inland Valley Daily Bulletin newspaper.

__________________________________

SHEILA MAUTZ, CITY CLERK

(SEAL)

113

ATTACHMENT A:

FILE NO. PDA25-003

DEVELOPMENT AGREEMENT

By and Between

City of Ontario
a California municipal corporation

and

GDC Investments 13, LP

(Development Agreement to follow this page)

114

45774.0021C\7810652.1

RECORDING REQUESTED BY AND
WHEN RECORDED MAIL 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. PDA25-003

DEVELOPMENT AGREEMENT

By and Between

City of Ontario
a California municipal corporation

and

GDC Investments 13, L.P.

_________________________, 2025

San Bernardino County, California
115

-2-

DEVELOPMENT AGREEMENT PDA25-003
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 GDC Investments 13, L.P., a Delaware limited partnership (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 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 t o 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 that Esperanza Specific Plan (State Clearinghouse No. 2021070364 (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 Esperanza Specific Plan; and WHEREAS, all actions taken and approvals given by CITY have been duly taken or approved in accordance with all applicable legal require ments 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
WHEREAS, this Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, ensure progressive installation of necessary 116

-3-

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 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, the property developer/owners are made aware of the South Archibald Trichloroethylene (TCE) Plume Disclosure Letter (Exhibit “ G”). 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 inf ormation 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 mut ual 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 th is 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.

1.1.3 “Construction Agreement” means that certain Agreement for the Financ ing 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 amendments thereto and “Construction Agreement Amendment” means that 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 21st day of August 2012.

1.1.4 “Development” means the improvement of the Property for the purposes of completing the structures, improvements and facilities comprising the Project 117

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including, but not limited to: grading; the construction of public infrastruct ure 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 develop ment 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;
(d) conditional use permits (including model home use permits ), public use permits and plot plans;
(e) zoning;
(f) grading and building permits.

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 construct ion 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 cov er the estimated actual costs to CITY of processing applications for Development Approvals or for monitoring 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 118

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Map Act, Division 2 (commencing with Section 66410) of Title 7 of the Government Code; or planning se rvices 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 Governm ent 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 superceded, 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 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 Effective Date. 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 the Effective Date.

1.1.12 “General Plan” means the General 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 Tract Map conditions for Tract No . 20730 as further described in Exhibit “F” (the “Infrastructure Improvements Exhibit”).

1.1.14 “Land Use Regulations” means all ordinances, resolutions, codes, rules, regulations and offic ial 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:
(a) the conduct of businesses, professions, and occupations; (b) taxes and assessments;
(c) the control and abatement of nuisances;
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(d) the granting of encroachment permits and the conveyan ce 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 “Model Units” means a maximum of 2 buildings comprising a total of 12 model units, private common recreation facilities and sales facilities constructed by OWNER prior to the construction of any Production units and not offered for sale and occupancy for a period of time after the issuance of permits for Production Units.

1.1.19 “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.

1.1.20 “Production Unit(s)” means all units constructed for sale and occupancy by OWNER and excludes the specified number of Model Units constructed by OWNER for promotion of sales.

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

1.1.22 “Property” means the real property described on Exhibit “A” and shown on Exhibit “B” to this Agreement.

1.1.23 “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.

1.1.24 “Specific Plan” means that certain specifi c plan adopted by the City Council, and entitled, “Esperanza Specific Plan.”

1.1.25 "Storm Water Treatment Capacity Availability” means a designated portion of the total Storm Water Treatment Capacity Availability made available through the completion of construction of a Phase of regional storm water treatment facilities by the NMC Builders LLC as described in the Construction Agreement Amendment. The amount, in acres, of Storm Water Treatment Capacity Availability required for the issuance of a grading p ermit shall be based upon the factors and assumptions listed in the Construction Agreement Amendment.
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1.1.26 “Subsequent Development Approvals” means all Development Approvals required subsequent to the Effective Date in connection with development of the Property.

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

1.1.28 “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 issuance of each building permit shall be based upon water demand factors and assumptions listed in the Construction Agreement and Construction Agreement Amendment as “Water Availability Equivalents by Land Use” for each land use category.

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” — Depiction of Required Infrastructure Improvements Exhibit Exhibit “G” - Form of Plume 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.

2.2 Ownership of Property . OWNER represents and covenants that it is the owner of the fee simple title to the Propert y 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 cur rent fee owner of the Property agreeing to the terms of this Agreement and the recordation thereof.

2.3 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 t erm is modified or extended pursuant to the provisions of this Agreement. The term of this 121

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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) In non -mixed use and residential use only projects, the OWNER shall have obtained, as applicable, building permits for at least seventy percent (70%) of the actual number of residential units permitted under this Agreement; and (c) OWNER is not then in uncured default of this Agreement.

2.4 Assignment.

2.4.1 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 Agree ment; 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 and be made in strict compliance with the following:
(a) No sale, tra nsfer 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. OWNER may wish to provide the attached Disclosure Letter (Exhibit G) as part of the Real Estate Transfer Disclosure requirements under California Civil Code Section 1102 et seq. (b) Concurrent with any such sale, t ransfer or assignment, or within fifteen (15) business days thereafter, OWNER shall notify CITY’s City Manager, in writing, of such 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 so ld, transferred or assigned; and (2) the payment of the applicable processing charge to cover the CITY’s review and consideration of such sale, transfer or assignment. (c) Any sale, transfer or assignment not made in strict compliance with the foregoing c onditions 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 bi nding 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 122

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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.

2.4.2 Release of Transferring Owner . Notwithstanding any sale, transfer or assignment, a transferring OWNER shal l 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 agreement 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 to secure performance of its obligations hereunder.

2.4.3 Effect of Assignment and Rele ase 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.
(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.

2.4.4 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.

2.4.5 Termination of Agreement with R espect 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 lot 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. 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:
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(a) The lot has been finally subdivided and individually (and not in “bulk”) sold or leased (for a period longer than one year) t o a member of the public or other ultimate user; and,
(b) A certificate of occupancy has been issued for a building on the lot, 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.

2.5 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 c harge. 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 any person having a leg al 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 Agreeme nt 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, CI TY 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 Amendment t o Reflect Consistency With Future Amendments to the Construction Agreement . To the extent any future amendment to the Construction Agreement provides for modifications to rights or obligations that differ from or alter the same or similar rights or obligations contained in this Development Agreement, OWNER reserves the right to request an amendment to the Development Agreement to reflect any or all of such modifications.
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2.5.2 Minor Modification. Upon the written application of OWNER, minor modifications and changes to the Devel opment 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 a mendments 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. T he parties agree that any such modifications or amendments shall not constitute an amendment to this Agreement nor require an amendment to this Agreement.

2.6 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 obliga tion 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 paid pursuant to Section 4.2 of this Agreement by OWNER to CITY for residential units on which construction has not yet begun shall be refunded to OWNER by CITY.

2.7 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. 125

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(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:

Dave Waters, Vice President
GDC Investments 13, L.P.
12770 El Camino Real, Suite 220
San Diego, CA 92130

with a copy to:

Ruben Duran, City Attorney
Best Best & Krieger, LLP
2855 E Guasti Road
Ontario, CA 91761

with a copy to:

Dennis Moser, President
Moser Ventures Inc.
45478 Blackfoot Way
Indian Wells, CA 92210
(c) Either party may, by notice given at any tim e, 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, OWNER shall have a vested right to develop the Property in accordance with, and to the extent of, the Developmen t 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.

3.2 Effect of Agreement on Land Use Regulations . Except as ot herwise provided under the terms of this Agreement including the Reservations of Authority, 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 exer cise 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 126

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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 decisio ns 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 Ca 1. 3 d 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’ in tent 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.

3.4 Requirement for Public Infrastructure Improvements. Development of the Property is contingent in part on the phasing of area -wide infrastructure improvements over which the OWNER has control. The issuance of building permits by CITY for Model Units and P roduction Units is, in general, contingent on OWNER’s completion of needed infrastructure improvements and the availability of improvements and services to serve the Property.

3.4.1 Attached hereto as Exhibit s “E” and “F” are a description and depiction, respectively, of the improvements needed for development of the Property. In the event of any discrepancy between Exhibit E and Exhibit F, Exhibit F shall control.

3.4.2 Subject to the prior submittal by OWNER and approval by CITY of a plan to provide su fficient public infrastructure for the construction of a maximum number of 2 buildings comprising a total of (12) Model Units, private common recreation facilities and sales facilities. CITY may issue a maximum of (5) building permits for Model Units , private common recreation facilities and sales facilities. The plan to be submitted by OWNER for CITY approval shall describe the utilities and other infrastructure necessary to provide sufficient fire protection and other public health and safety r equirements for the Model Units and other facilities.

3.5 Changes and Amendments. The parties acknowledge that refinement and further development of the Project will require Subsequent Development Approvals and may demonstrate that changes are appropriate and mut ually desirable in the Existing Development Approvals. In the event OWNER finds that a change in the Existing Development Approvals is necessary or appropriate, OWNER shall apply for a Subsequent Development Approval to effectuate such change and CITY sha ll process and act on such application in accordance with the Existing Land Use Regulations, except as otherwise provided by this Agreement including the Reservations of Authority.

If approved, any such change in the Existing Development Approvals shall b e 127

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incorporated herein as an addendum to Exhibit “C ”, and may be further changed from time to time as provided in this Section. Unless otherwise required by law, as determined in CITY’s reasonable discretion, a change to the Existing Development Approvals shall be deemed “minor” and not require an amendment to this Agreement provided such change does not:
(a) Alter the permitted uses of the Property as a whole; or, (b) Increase the density or intensity of use of the Property as a whole; or,
(c) Increase the maximum height and size of permitted buildings; or, (d) Delete a requirement for the reservation or dedication of land for public purposes within the Property as a whole; or,
(e) Constitute a project requiring a subsequent or supplemental environmental impact report pursuant to Section 21166 of the Public Resources Code.

3.6 Reservations of Authority.

3.6.1 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 r ules, 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, fin dings, records and any other matter of procedure;

(c) Regulations, policies and rules governing engineering and construction standards and specifications applicable to public and private improvemen ts, 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 Property in accordance with, and to the extent of, the standards and spec ifications that are expressly identified in the Specific Plan;

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(d) Regulations that may conflict with this Agreement and the Development Plan but that are reasonably necessary to protect the residents of the project and/or of the immediate community fro m 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;

(f) Regulations that may conflict but to which the OWNER consents.

3.6.2 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, nor shall this Agreement prevent C ITY 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.

3.6.3 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 modifi ed 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 pr ovisions 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 d oes 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 dec laratory relief (or other similar non-monetary relief).

3.6.4 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 inte nded 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.

3.7 Public Wor ks; Utilities . If OWNER is required by this Agreement t o construct any public works facilities which will be dedicated to CITY or any other public agency upon completion, and if required by applicable laws to do so, OWNER shall perform such work in the sa me 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 129

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Project to all utilities necessary to pr ovide adequate water, recycled water, sewer, gas, electric, and other utility service to the Project. As a further condition of development approval, OWNER shall 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.
(INSERT Specific Infrastructure Development Requirements)

3.7.1 OWNER agrees that development of the Property shall require the construction of water and recycled water improvements as described in Exhibit E and depicted in Exhi bit F. OWNER agrees that no building permits shall be issued by CITY for Production Units prior to completion of the water and recycled water improvements as described in Exhibit E and depicted in Exhibit F. OWNER also 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.

3.7.2 OWNER agrees that development of the Property shall require the construction of sewer improvements, as described in the attached Exhibit E and depicted in Exhibit F. OWNER agrees that no building permits shall be issued by CITY for Production Units prior to completion of the sewer improvements, as described in Exhibit E and depicted in Exhibit F.

3.7.3OWNER agrees that development of the Property shall require the extension of fiber optic communications improvements as described in the attached Exhibit E and depicted in Exhibit F. OWNER agrees that no building permits shall be issued by CITY for Production Units pri or to completion of the fiber optic communication improvements, as described in Exhibit E and depicted in Exhibit F.

3.8 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 3.8 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.

3.8.1 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 C onstruction Agreement, Sections 3.8.1 and 3.8.2 shall control the acquisition of the necessary property interest(s) (“Non -Construction Agreement Offsite Property”). 130

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If the OWNER is unable to acquire such Non -Construction Agreement Offsite Property, and fo llowing 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 an d 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 th e Non -Construction Agreement Offsite Property, subject to the conditions set forth in this Section 3.8. The CITY and OWNER acknowledge that the timelines set forth in this Section 3.8.1 represent the maximum time periods which CITY and OWNER reasonably be lieve will be necessary to complete the acquisition of any Non-Construction Agreement Offsite Property. CITY agrees to use reasonable 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.

3.8.2 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 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 Proper ty.

At any time within that fifteen (15) day period, OW NER 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 se ek an order of immediate possession with respect to the Non-Construction Agreement Offsite Property.

3.9 Regulation by Other Public Agencies . It is acknowledged by the parties that other public age ncies 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 requi red 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. 131

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3.10 Tentative Tract Maps; Extension. With respect to applications by OWNER for tentative subdivision 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 pro visions 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 t entative 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.; Th e 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 m ore fully for the satisfaction of the public needs resulting from the Project.

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 s uch 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 exis ting Development Impact Fees. Addition ally, 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 su ch 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 residential or other unit, e xcept 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. Deferrals of the payment of Development Impact Fees may be granted pursuant to a separate agreement approved by City pursuant to City policy. Any existing Development Impact Fee (DIF) credits held by the Owner or any affiliated entity shall be applied toward the payment of DIFs as required under Subsection 4.2.1
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4.2.3 Parkland and Quimby Act Fees . Pursuant to the General Plan (Ontario Plan) Goal PR1, Policy PR1 -5 (achievement of a park standard of 5 acres of parkland per 1,000 residents) OWNER shall provide improved parks, developed in accordance with the City’s park standards in an amount equal to two (2) acres per 1,000 of projected population without credit, reimbursement, offset or consideration from City. Such are as shall either be dedicated to the City or transferred to a homeowners ’ association. If approved by the City Manager, OWNER may satisfy thi s requirement through the development of non -public recreation facilities such as private recreational clubhouses or pool facilities.

Credit for such private recreational facilities areas shall be limited to a maximum of 50% of the foregoing park developm ent requirement. If OWNER’s Project does not provide dedicated and developed park acreage equal to two (2) acres per 1,000 projected population, OWNER shall pay a fee in -lieu equal to the per acre estimated costs of acquisition and development of parkland in the City’s Development Impact Fee for the calculated park acreage deficiency. Such in-lieu fee shall be due and payable prior to the issuance of the first building permit for Production Units issued to OWNER . Any park dedication and/or improvements in excess of such two (2) acres per thousand standard, provided such park has been developed in accordance with the City’s park standards and is open to the public generally, shall entitle OWNER to a credit toward its obligations under the Quimby Act (Gov. Code, § 64477) and the City’s implementing ordinance and/or resolution (collectively “ Quimby Act Obligations ”), and to the extent OWNER’s Quimby Act Obligations are satisfied, OWNER shall be entitled to have the City acquire such developed and publicly available parks as Non-Program Interests in accordance with Section 4.3.3 below. (Other provisions will be added that are Project-specific, if applicable).

4.3 Responsibility for Construction of Public Improvements.

4.3.1 Timely Construction of Public Infrastructure. The phasing of the areawide infrastructure construction within Ontario Ranch will 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 o n the attached Exhibit “F” and any and all tentative tract map conditions. Unless otherwise specified in the Subd ivision Agreement/Tract Map conditions, all other required Improvements for each Tract Map, shall be completed and operational prior to, and as a condition precedent to, OWNER requesting and CITY’s granting of the first building permit for Production Units for each such Tract Map.

All Infrastructure and Improvements shall be completed as required by the Subdivision Agreement/Tract Map conditions for Tract No. 20730.

4.3.2 Construction of DIF Program Infrastructure (Construction Agreement) . To the extent OWNER is required to construct and completes construction of public improvements that are included in CITY’s Development Impact Fee Program an d the Construction Agreement between CITY and NMC Builders LLC, CITY agrees that CITY shall issue DIF Credit in accordance with the provisions of the Construction Agreement and any amendments thereto. Use of DIF Credit issued 133

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to OWNER as a member of NMC B uilders LLC to offset OWNER’s DIF payment obligations shall also be subject to the provisions of the Construction A greement and any amendments thereto.

4.3.3 Construction of DIF Program Infrastructure (Non -Construction Agreement). To the extent OWNER is required to construct and completes construction of public improvements that are included in CITY’s Development Impact Fee Program and such public improvements are not included the Construction Agreement between CITY and NMC Builders LLC, CITY agrees that CITY shall issue DIF Credit in accordance with the provisions of a separate Fee Credit Agreement between CITY and O WNER. Limitation 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. 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 Affordable Housing Requirement.

4.4.1 Affordable Housing- Number of Units . OWNER shall provide a minimum number of affordable housing units, equivalent to 10% of the OWNER’s tot al approved residential units within the Project, that are affordable to very low, low- and moderate -income households. Such requirement for affordable housing shall be met through one, or a combination of one or more, of the options provided in the following Sections 4. 4.2.1 through 4. 4.2.5. For the purposes of this Section, any term not defined in this Agreement shall be as defined by California Community Redevelopment Law (California Health and Safety Code Section 33000 et seq.).

4.4.2 Affordability Sp read. Of the total number of residential dwelling units specified in Section 4.4.1, to be constructed or rehabilitated pursuant to Sections

4.4.2.1 or 4.4.2.2 respectively, thirty percent (30%) shall be available to very low income, thirty percent (30%) shall be available to low income and forty percent (40%) shall be available to moderate income households. “ Households” shall be as defined by California Health and Safety Code Section 50053.

4.4.2.1 New Construction. If OWNER elects to fully or partially satisfy the affordable housing requirement by the construction of new residential units, it shall construct and restrict the affordability o f residential dwelling units within its Project or, at OWNER’s option and with the approval of the City, within another project elsewhere within the City. The affordable units constructed shall be intermingled with other units as part of the Project, and shall be built to the same construction, design and aesthetic standards, as well as number of rooms, as other units constructed as part of that OWNER’s Project. In addition, the percentage ratio of affordable units offered for sale versus those offered fo r rent shall equal the percentage ratio of other units offered for sale versus for rent within OWNER’s Project. 134

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Such construction shall be completed no later than the date that is five (5) years following the issuance of the first building permit for OWNE R’s Project; provided however that to the extent OWNER has not constructed the required percentage of units, based on the number of building permits for non -restricted units, OWNER shall, prior to the issuance of such building permits, provide security (in the form and substance approved by the City Manager and City Attorney) to City in order to ensure the faithful completion of such required percentage of construction of affordable units.

If OWNER elects the option of constructing new affordable units, a detailed Affordable Housing Agreement specifying terms for the allowable monthly housing costs or rents (as applica ble) and maintenance and occupancy standards shall be prepared, executed and recorded against such units as a condition to the issuance of a building permit. The Affordable Housing Agreement shall hold a recorded priority position senior to any other non - statutory lien or encumbrance affecting the unit.

4.4.2.2 Rehabilitation. If OWNER elects to fully or partially satisfy the affordable housing requirement by the substantial rehabilitation of existing residential units in the City, it shall substantially rehabilitate and restrict the affordability of, the number of residential units specified in Section 4.4.1, provided that such units shall be provided elsewhere within the City. The rehabilitation work shall be substantial and of high quality and shall also address any deferred property maintenance issues on the property. “Substantial rehabilitation ” shall mean rehabilitated multi -family rente d dwelling units with three or more units and the value of the rehabilitation constitutes 25 percent of the after rehabilitation value of the dwelling, inclusive of land value pursuant to Health and Safety Code Section 33413(b)(2)(A)(iii-iv) as such sectio n exists as of the Effective Date of this Agreement. If OWNER chooses the option of rehabilitation of existing housing units within the City, a detailed Affordable Housing Agreement specifying the terms for the allowable month housing costs or rents (as applicable) and maintenance and occupancy standards shall be prepared, executed and recorded against such units as a condition to the issuance of a building permit. Such rehabilitation shall be completed no later than the date that is five (5) years followi ng the issuance of the first building permit for OWNER’s Project; provided however that to the extent OWNER has not rehabilitated the required percentage of units, based on the number of building permits, OWNER shall, prior to the issuance of such building permits, provide security (in the form and substance approved by the City Manager and City Attorney) to the City i n order to ensure the faithful completion of such required percentage of rehabilitation.

4.4.2.3 In-Lieu Fee . If OWNER has not fully complie d with the requirements of Section 4. 4.1 by providing the minimum number of affordable units through the construction of new affordable units or by the substantial rehabilitation of existing units, shall pay an “ Affordability In - Lieu Fee”. If OWNER has no t provided any affordable residential units by 135

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construction or rehabilitation, the Affordability In -Lieu fee shall be equal to Three Dollars Forty-Six Cents ($3. 46) per square foot of residential development within OWNER’s Project or, if pre -paid as set fo rth below, Three Dollars and Four Cents ($3.04) per square foot of residential development within OWNER’s Project. If OWNER has partially complied with the requirements of Section 4.4.1 by construction or rehabilitation of less than the minimum number of units, then the Affordability In -lieu Fee shall be recalculated and reduced in consideration of the number and typ e of affordable units provided. The Affordability In -Lieu Fee shall be paid by OWNER to City no later than prior to the issuance of each buil ding permit within OWNER’s Project based on the square footage of the residential unit for which such building permit is sought; provided however that OWNER may, at OWNER’s election, pre -pay such Affordability In -Lieu Fee by paying such Affordability In -Lieu Fee within thirty (30) days following the earliest discretionary approval by the City for OWNER’s Project, inclu ding, but not limited to, any general plan amendment, specific plan adoption, development agreement, tentative map approval, variance, condit ional use permit, or resolution of intention to form any public financing mechanism.

The Three Dollars Forty -Six Cents ($3.46) and Three Dollars and Four Cents ($3.04) per square foot amounts shall automatically be increased annually, commencing on July 1, 2025, and automatically each July 1 thereafter. Such adjustment shall be based on the percentage increase (but no decrease) in the Consumer Price Index (Riverside - San Bernardino - Ontario, CA), (December 2017=100) over the preceding year. The pre - paid Affordability In -Lieu Fee shall be calculated based on the maximum floor area ratio (FAR) permitted within the General Plan and any applicable FAR contained within the applicable specific plan, whichever is greater, and the Maximum Development Density. F or purposes of this Agreement, “Maximum Development Density ” shall be determined by multiplying the OWNER’s Project ’s density for residential development potential as set forth in the General Plan or the applicable Specific Plan, whichever is less, by the net acreage of land within OWNER’s Project. All “Affordability In - Lieu Fees” collected by the City shall be used to promote the construction of affordable housing within the City.

4.4.2.4 Affordability Covenants. Prior to the issuance of the first buildin g permit for any affordable unit, the C ITY and OWNER shall enter into an Affordable Housing Agreement Affordability shall be assured for a period of forty-five (45) years for for -sale units and fifty-five (55) years for rentals.

For rental units, base ren ts shall be established by the C ITY and rental adjustments required by the C ITY shall be performed on an annual basis.

In addition, the Affordable Housing Agreement shall impose maximum occupancy limits of two (2) occupants per bedroom plus one (1) additional occupant per dwelling unit, and a requirement for the owner or tenant to properly maintain each dwelling unit.

4.4.2.5 Transfer of Affordable Project. No transfer of title to any affordable 136

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housing project shall occur without the prior written consent of the CITY. In the event OWNER transfers title to any affordable housing project required to be constructed pursuant to this Agreement to a non -profit entity, or other entity, that receives an exemption from ad valorem real property taxes, the CITY shall be required to assure payment of an annual in lieu fee to the CITY on July 1 of each year equal to one-tenth of one percent (0.1%) of the assessed value of such project. The C ITY may permit OWNER to satisfy this obligation by recorded covenants again st the property and enforceable against said entity by the C ITY. Any such covenants shall be approved by the Planning Director and the City Attorney.

4.5 Schools Obligations.

4.5.1 Written Evidence of Compliance with Schools Obligations.

OWNER shall, either through joint or individual agreements between OWNER and the applicable school district(s), shall s atisfy its new school obligations. The new school obligations for the Mountain View School District in the Ontario Ranch area have been proj ected to include the acquisition or dedication of school sites for, and construction of, up to eight (8) schools. Of these eight (8) schools, six (6) are to be elementary (K -5) grade schools and two (2) are to be middle grade schools. The new school obli gations for the Chaffey Joint Union High School District in the Ontario Ranch area have been projected to include the dedication of a school site for, and construction of, an additional high school.

The new school obligations for the applicable school dist rict shall be met by a combination of the following: (1) designating and dedicating school site(s) within the Property as set forth in the General Plan, and/or (2) paying school impact fees, (3) entering into a joint mitigation agreement or individual miti gation agreements, or (4) any combination of the foregoing. Written evidence of approval by the applicable school district that OWNER has met their school obligations may be required by the City as the condition to the issuance by the City of any entitlements for OWNER’s Project. In the event OWNER is unable to provide such written evidence from the applicable school district(s), the City shall have the right to decline to honor any DIF Credit, Certificates of MDD Availability, Certificates of Storm Water Treatment Capacity Availability, or any combination thereof, presented by such OWNER , without liability to the Cit y. To the extent that a joint mitigation agreement is approved by the applicable school district(s), and OWNER is a participant in good stan ding in such mitigation agreement, OWNER shall be deemed to have mitigated its new school obligations under this Section 4.4.1.

4.6 Net MDD/Water Availability Equivalents.

4.6.1 Assigned Net MDD/Water Availability Equivalents. The City has agreed with NM C Builders LLC 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 LLC. NMC Builders has assigned to OWNER its allocable share of the Net MDD issued by City. The 137

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provisions of the Construction Agreement Amendment requires that the City shall not approval a final tract map or 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 LLC, except to the bearer of an Assignment of Net MDD Water Availability.

4.6.2 Use of Assigned Net MDD Water Availability. OWNER shall provide evidence of sufficient Net MDD Water Availability Equival ents (or portions thereof) prior to and as a condition precedent to, the City’s approval of any and all tract maps for the Property. The amount of Net MDD Water Availability Equivalents required for City’s approval of a tract map shall be based upon water demand factors and assumptions listed in Exhibit C -2R of the Construction Agreement Amendment as “Water Demand Eq uivalents by Land Use” for each land use category.

4.6.3 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 an OWNER’s Project, including those relating to design and construction of master -planned potable water and recycled water transmission and distributi on system for the respective pressure zone and other public infrastructure requirements.

4.6.4 Effectiveness of Agr eement. Notwithstanding anything 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, are conditioned upon OWNER’s admission to NMC Builders as a “Member” (if not already a Member) thereof pursuant to the terms and conditions of the operating agreement of NMC Bui lders within thirty (30) days following the Effective Date of this Agreement. OWNER’S failure to maintain membersh ip in NMC Builders LLC is and shall be a Default under this Agreement

4.7 Storm Water Capacity Availability.

4.7.1 Requirement for Storm Water Treatment Capacity Availability . OWNER shall provide evidence of sufficient Storm Water Treatment Capacity Availability as reserved in a Certificate of Storm Water Treatment Capacity Availability the same manner and subject to the same limitations as p rovided for the assignment of Certificates of Net MDD Availability in Section 4.7 of this Agreement.

4.7.2 Use of Storm Water Treatment Capacity Availability . The amount of Storm Water Treatment Capacity Availability required for the issuance of a grading permit to OWNER shall be based upon the Net Residential Acreage of the area to be graded regardless of the corresponding use.

4.7.3 Requirement for other Storm Water Improvements . The Certificate of Storm Water Treatment Capacity Availability is eviden ce only of available storm water treatment capacity and does not satisfy any other conditions applicable to 138

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a parti cular development project, including those relating to on -site water treatment, water quality, connection to the storm water collection system, or other public infrastructure requirements.

4.8 Maintenance of Open Space . OWNER shall provide for the ongoing maintenance of all park, common areas and open space areas within the Project as more particularly set forth in the Specific Plan, through a homeowners’ association as approved by the CITY. Covenants, conditions and restrictions establishing any homeowners’ association shall be approved by the Planning Director and City Attorney.

4.9 Compliance with Public Benefits Requirements.

4.10.1 Failure to Provide Public Benefits. In the event OWNER fails or refuses to comply with any condition referenced in Section 4.1 through 4. 10, or challenges (whether administratively or through legal proceedings) the imposition of such conditions, OWNER shal l be deemed in default of this Agreement pursuant to Section 8.4 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, certific ates of occupancy, or discretionary approvals, without liability.

5. FINANCING OF PUBLIC IMPROVEMENTS.

5.1 Financing Mechanism(s) . In accordance with the Memorandum of Agreement between the CITY and NMC Builders , CITY will cooperate with OWNER in the for mation of a CFD, or CFDs, to include all of the Project, to provide a financing mechanism to reimburse the OWNER fo r funds paid to NMC Builders LLC for OWNER’s share of the costs of public infrastructure pursuant to the Construction Agreement and to acquir e other public facilities constructed by OWNER subject to the provisions of the Memorandum of Agreement between CITY and NMC Builders LLC .

Notwithstanding such reimbursements and acquisitions, OWNER shall remain entitled to DIF Credits as provided for in Article 3 of the Construction Agreement and/or as provided for in a separate Fee Credit Agreement between CITY and OWNER. OWNER agrees that, prior to the recordation of any Tract Map for the Property, the Property shall be included in a CFD to finance Ci ty services through annual special taxes that will initially be $1,426.38 per Single Family Detached Dwelling Unit, $1,236.46 per Multiple - Family Dwelling Unit , $1,036.38 per Gated Apartment Community Dwelling Unit, and $.26 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 the CITY . CITY shall be the sole and exclusive lead agency in the formation of any CFD, assessment di strict 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 to be owned or operated by other public agencies, includi ng, without 139

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limitation those facilities owned or operated by a school district. In addition to the rights of the CITY pursuant to section 5. 2 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 dis trict(s) as required by such school district(s).

Written evidence by such school district(s) may be required by th e CITY as the condition to the formation of any CFD, assessment district or other public financing mechanism within the Property, or any step s 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 o f 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 fin ancing 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 or to issue and sell bonds.

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 i ntent 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:

(1) Recommendation of the Planning staff;

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(2) Affirmative vote of at least four (4) members of the Planning Commission; or

(3) Affirmative vote of at least thre e (3) members of the City Council.

6.1.3 Notice of Special Review . The City Manager shall begin the special review proceeding by giving no tice that the CITY intends to undertake a special review of this 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 Commis sion 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 Commis sion 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 T ermination. 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

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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 s ubstantial evidence in the administrative record, that the OWNER has not complied in good faith with the terms and conditions of the agreemen t, the City Council may terminate or modify this Agreement and impose those conditions to the action it takes as it considers necessary to protect the 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 conc lusion of a Periodic or Special Review, OWNER is found to be in compliance with this Agreement, CITY shall, upon written request by OWNER, is sue 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 nec essary 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 con cealed from or otherwise not known to the Planning Director or City Council.

7. [RESERVED]

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 no t 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
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(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 gen erally 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 aga inst CITY as provided in Section 8.1 above.
(b) Due to the size, nature and scope of the project, it may not be pra ctical or possible to restore the Property to its natural condition once implementation of this Agreement has begun. After such implementatio n, 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 Agr eement 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 nondamaged 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 Ame ndment 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 t hat such default cannot be cured within such 60 day period but can be cured within a longer time, has failed to commence the actions 143

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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 no tice to CITY of default setting f orth 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 effectiv e 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.

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 (“Genera l 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 Agreem ent 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 age nts, 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 harm less CITY. CITY may in its discre tion 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 contra ctors 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, 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 144

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and independent contractors in any l egal 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, 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 fed eral, state or local law, ordinan ce or regulation relating to industrial hygiene or to environmental conditions on, under or about the Property, including, but not limited to, soil and groundwater conditions, and OWNER shall defend, at its expense, includi ng 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.

9.5 Reservation of Rights . With respect to Section s 9.2, 9.3 and 9.4 herein, CITY r eserves 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, sha ll survive the termination of this Agreement.

10. 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 im provement 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 agree s 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 o r 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 Pro perty, 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.
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(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 P roperty, 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 Agree ment 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 a ny covenant to be performed by OWNER is a 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 assi gnment by any Mortgagee in possession shall be subject to the provisions of Section 2.4 of this Agreement.

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 Agr eement 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 con ditions 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 admiss ible 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 rem ainder 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 Bene fits set forth in Section 4 of th is Agreement, including the payment of the fees set forth therein, are essential elements of this Agreement and CITY would not have entered into this 146

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Agreement but for such provisions, and therefore in the event such provis ions 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 inte rpreted in accordance with the la ws 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 headin gs and subheadings are inserted f or 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 me mber of the general public or otherwise as an ultimate user shall have any obligation under this Agr eement 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 a ny of the provisions of this Agre ement 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 w ith 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, war s, 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 sha ll occur, the term of this Agreement and the time for performance by either party of any of its obligations 147

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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.

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 in ure 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 . An y 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 unde rstood 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 al l 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 s uch required instruments and writ ings 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 b y this Agreement. The City Manager may delegate his powers and 148

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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.

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 bus iness 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 se rved, submits to the jurisdiction of the Court so obtained and waives any and all objections and protests thereto. OWNER for itself, assigns and successors hereby waives the provisions of the Hague Convention (Convention on the Service Abroad of Judicial and Extra Judicial Documents in Civil or Commercial Matters, 20 U.S.T. 361, T.I.A.S. No. 6638).

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 time ly 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 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 Prop erty, if any, shall comply with all applicable federal and state labor laws (including, without limitation, the requirement 149

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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 law s and regulations with respect to the payment of prevailing wages and complying therewith. OWNER shall bear all risks of payment or 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 a ssigns. 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 PURSU ANT 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 T HAT THE CREDITOR OR RELEASING PAR TY 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 h ave executed this Agreement on the day and year set forth below.
150

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[SIGNATURES CONTAINED ON FOLLOWING PAGE]
151

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SIGNATURE PAGE
TO DEVELOPMENT AGREEMENT PDA25-003

"OWNER"

GDC Investments 13,
a Limited Partnership____________

By: ________________________
Name: Dave Waters
Its:VicePresident____________________
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
152

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. 153

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. 154

EXHIBIT "A"

TO DEVELOPMENT AGREEMENT

Legal Description of Property

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF

ONTARIO, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

LOT 1 OF TRACT NO. 18380, IN THE CITY OF ONTARIO, COUNTY OF SAN BERNARDINO, AS PER MAP RECORDED IN BOOK 350, PAGES 64 THROUGH 69,

INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

APN: 1073-101-05-0-000

155

EXHIBIT "B"

TO DEVELOPMENT AGREEMENT

Map showing Property and its location

156

EXHIBIT "C"

TO DEVELOPMENT AGREEMENT

Existing Development Approvals

On December 18, 2006, the Planning Commission:

a) Issued Resolution No. PC06-170 recommending City Council adopt and certify the Esperanza Environmental Impact Report (SCH#2002061047).

b) Issued Resolution No. PC06-171 recommending City Council approval of the Esperanza Specific Plan (File No. PSP05-002).

On January 16, 2007, the City Council:

a) Adopted and certified the Esperanza Environmental Impact Report (SCH#2002061047) and issued Resolution No. 2007- 008.

On February 6, 2007, the City Council:

a) Approved the Esperanza Specific Plan (File No. PSP05-002) and adopted Ordinance No. 2852.

On August 27, 2019, the Planning Commission:

a) Issued Resolution No. PC19-064 for the approval of Tentative Tract Map 20157 (File No. PMTT18-002).

b) Issued Resolution No. PC19-068 recommending City Council approval of the Development Agreement (File No. PDA19-002).

157

EXHIBIT "D"

TO DEVELOPMENT AGREEMENT

Existing Land Use Regulations

These documents are listed for reference only:

1. Esperanza Specific Plan EIR (SCH#2002061047), Resolution No. 2007-008

2. Esperanza Specific Plan (File No. PSP0S-002), Ordinance No. 2852

3. 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

158

EXHBIT “E”

TO DEVELOPMENT AGREEMENT

Description of Required Infrastructure Improvements

OWNER shall design, construct, and complete all improvements including but not limited to Sewer (SW), Potable Water (PW), Recycled Water (RW), Storm Drain (SD), Fiber Optic (FO), and Street (ST) improvements necessary to serve the Property, prior to the request of any Production Units.

FIBER OPTICS (FO)

a) FO improvements on Chatham Street from South Amherst Avenue to Clifton Avenue.

POTABLE WATER (PW)
a) PW improvements on Clifton Avenue from Eucalyptus Avenue to Chatham Street.
b) PW improvements on Chatham Street from Clifton Avenue to Amherst Avenue. c) PW improvements on Amherst Avenue from Chatham Street to Eucalyptus Avenue.

RECYCLED WATER (RW)
a) RW improvements on Clifton Avenue from Eucalyptus Avenue to Chatham Street.
b) Abandonment of RW improvements on Amherst Avenue from Eucalyptus Avenue to Shelburne Street.

SEWER (SW)
a) SW improvements on Amherst Avenue from the Project’s point of connection to Eucalyptus Avenue.

159

EXHBIT “F”

TO DEVELOPMENT AGREEMENT

Required Infrastructure Improvements

(SEE ATTACHED EXHIBITS)

160

161

EXHIBIT “G”

TO DEVELOPMENT AGREEMENT

Form of Plume Disclosure Letter

162
Department: Fire Department
Prepared By: Kemi Makinde
Staff Member Presenting: Mike Gerken, Fire
Chief
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 11
SUBJECT:

PROFESSIONAL SERVICES AGREEMENT FOR EMERGENCY COMMUNICATION

NURSE SYSTEM (ECNS) SERVICES WITH CONSOLIDATED FIRE AGENCIES (CONFIRE)

AND CITY OF ONTARIO

CITY OF ONTARIO
Agenda Report
November 18, 2025
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize the City Manager, or his designee, to execute the Agreement between the Consolidated Fire Agencies (CONFIRE) and the City of Ontario for the provision of Emergency Communication Nurse System (ECNS) services through the Ontario Fire Department
with a projected not-to-exceed amount of $333,501.00
.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Maintain the Current High Level of Public Safety
Pursue City's Goals and Objectives by Working with Other Governmental Agencies Operate in a Businesslike Manner
FISCAL IMPACT:

The Emergency Communication Nurse System (ECNS) service is currently funded through regional resources, grants, and external funding managed by CONFIRE. Therefore, t here is
no immediate fiscal impact to the City.

In the event CONFIRE funding is reduced or eliminated for this service, participating agencies, including the City of Ontario will be charged on a pro-rated, per call, basis according to ECNS call volume. If this does occur, additional appropriations will be included in the General Fund at a future budget update to City Council as needed to account for the $333,501 over the course of the proposed contract period.

BACKGROUND & ANALYSIS:

The Emergency Communication Nurse System (ECNS) is a program designed to enhance 911 response eﬃciency and patient care by integrating registered nurse triage into the emergency communications dispatch process. Through this system, trained nurses assess non-emergency medical calls received from Ontario Fire Dispatch and connect callers with appropriate healthcare resources, thus improving emergency response eﬃciency and reducing preventable emergency deployments for non-emergent cases.

Consolidated Fire Agencies (
CONFIRE) currently operates the regional ECNS program in 163
collaboration with the San Bernardino County Fire Chiefs Association and San Bernardino County Emergency Medical Services (EMS). CONFIRE is the only agency authorized and equipped to provide ECNS services within the County’s 911 and Computer-Aided Dispatch (CAD) infrastructure.

Under the proposed Agreement, CONFIRE will provide ECNS services to the Ontario Fire Department for eligible 911 calls originating within the City of Ontario and/or City of Corona and services will be staﬀed by California-licensed registered nurses certiﬁed in the Priority Solutions Inc. (PSI) triage protocol. The ECNS program is currently funded through external resources and grants managed by CONFIRE. In the event CONFIRE funding is reduced or eliminated for this service, participating agencies, including the City of Ontario will be charged on a pro-rated, per call, basis according to ECNS call volume. If this does occur, staﬀ will request that City Council appropriate funding for a projected not-to-exceed amount of $333,501 over the course of the proposed three- year contract period. This projection is based on
known program costs and 2024 call volume where
ECNS service could be utilized, plus an additional 10% contingency for year-to-year variability in call volume.

Therefore, in an eﬀort to enhance 911 services to the community and improve emergency response eﬃciency, Staﬀ recommends the approval of this Agreement with CONFIRE for ECNS service delivery.
164

00116421.5
Contracting Agency Agreement between CONFIRE and City of Ontario

Page 1 of 18 ends

Ontario City CouncilNovember 18, 2025

Ontario City Council
November 18, 2025