Agenda packet — Rancho Cucamonga City Council, March 20, 2024 (part 1 of 3)

CITY COUNCIL VISION STATEMENT
“Our Vision is to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive by building on our foundation and success as a world class community.”

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Mayor
L. Dennis Michael

Mayor Pro Tem
Lynne B. Kennedy

Members of the City
Council:

Ryan A. Hutchison
Kristine D. Scott
Ashley Stickler

CITY OF RANCHO CUCAMONGA

REGULAR MEETING AGENDA
March 20, 2024
10500 Civic Center Drive
Rancho Cucamonga, CA 91730

FIRE PROTECTION DISTRICT BOARD – CITY COUNCIL
HOUSING SUCCESSOR AGENCY- SUCCESSOR AGENCY –

PUBLIC FINANCE AUTHORITY

CLOSED SESSION

REGULAR MEETINGS

TAPIA CONFERENCE ROOM

COUNCIL CHAMBERS
4:30 P.M.
7:00 P.M.

The City Council meets regularly on the first and third Wednesday of the month at 7:00 p.m. in the Council Chambers located at 10500 Civic Center Drive. It is the Intent to conclude the meeting by 10:00 p.m. unless extended by the concurrence of the City Council. Agendas, minutes, and recordings of meetings can be found at https://www.cityofrc.us/your-government/city-council-agendas or by contacting the City Clerk's Office at 909-774- 2023. Live Broadcast available on Channel 3 (RCTV-3). For City Council Rules of Decorum refer to Resolution No. 2023-086.

Any documents distributed to a majority of the City Council regarding any item on this agenda after distribution of the agenda packet will be made available in the City Clerk Services Department during normal business hours at City Hall located at 10500 Civic Center Drive, Rancho Cucamonga, CA 91730. In addition, such documents will be posted on the City’s website at https://www.cityofrc.us/your-government/city-council-agendas.

CLOSED SESSION – 4:30 P.M.

TAPIA CONFERENCE ROOM

ROLL CALL: Mayor Michael
Mayor Pro Tem Kennedy
Council Members Hutchison, Scott and Stickler

A. ANNOUNCEMENT OF CLOSED SESSION ITEM(S)

B. PUBLIC COMMUNICATIONS ON CLOSED SESSION ITEM(S)

C. CITY MANAGER ANNOUNCEMENTS

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D. CONDUCT OF CLOSED SESSION

D1. CONFERENCE WITH LABOR NEGOTIATORS ROBERT NEIUBER, SENIOR HUMAN RESOURCES DIRECTOR; MIKE MCCLIMAN, FIRE CHIEF; AND JULIE SOWLES, DEPUTY CITY MANAGER; PER GOVERNMENT CODE SECTION 54954.2 REGARDING LABOR NEGOTIATIONS WITH RANCHO CUCAMONGA MANAGEMENT ASSOCIATION; EXECUTIVE MANAGEMENT GROUP; AND TEAMSTERS LOCAL 1932. (CITY)

D2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 8408 ROCHESTER AVENUE, RANCHO CUCAMONGA, CA 91730 (RANCHO CUCAMONGA EPICENTER STADIUM); AGENCY NEGOTIATORS: JOHN GILLISON AND ELISA COX, REPRESENTING THE CITY OF RANCHO CUCAMONGA; NEGOTIATING PARTY: RANCHO BASEBALL LLC; REGARDING PRICE AND TERMS OF PAYMENT. (CITY)

D3. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 12467 BASE LINE ROAD IDENTIFIED AS PARCEL NUMBERS 1090-331-03- 0000, 1090-331-04-0000, 1089-581-04-0000; NEGOTIATING PARTIES JOHN GILLISON, CITY MANAGER

REPRESENTING THE CITY OF RANCHO CUCAMONGA, AND JOSEPH FILIPPI, JOSEPH FILIPPI WINERY AND VINEYARDS; REGARDING PRICE AND TERMS. – (CITY)

D4. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 8821 ETIWANDA AVENUE, FURTHER IDENTIFIED AS SAN BERNARDINO COUNTY TAX ASSESSOR'S PARCEL NUMBER 0229-162-15; NEGOTIATING PARTIES, JOHN GILLISON,

CITY MANAGER, AND JASON WELDAY, CITY ENGINEER, ON BEHALF OF THE CITY OF RANCHO CUCAMONGA, AND WILLIAM A. JONES AND JOAN F. JONES, TRUSTEES OF THE JONES FAMILY TRUST OF 2010, AS TO AN UNDIVIDED ONETHIRD (1/3) INTEREST, AND JAMES ROY GARNESS AND RHONDA ANN GARNESS, UNDIVIDED ONETHIRD (1/3) INTEREST, AND JAMES ROY GARNESS AND RHONDA ANN GARNESS, TRUSTEES OF THE GARNESS FAMILY TRUST DATED JUNE 28, 2012, AS TO AN UNDIVIDED ONETHIRD (1/3) INTEREST, AND JOHN S. CLEMONS AND PATRICIA R. CLEMONS, TRUSTEES OF THE CLEMONS REVOCABLE TRUST DATED DECEMBER 4, 2014, AS TO AN UNDIVIDED ONETHIRD (1/3) INTEREST, AS TENANTS IN COMMON, OWNER; REGARDING INSTRUCTIONS TO NEGOTIATORS CONCERNING PRICE. NEGOTIATING PARTIES MAY NEGOTIATE WITH THE PROPERTY OWNERS SET FORTH ABOVE. (CITY)

E. RECESS

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REGULAR MEETING – 7:00 P.M.

COUNCIL CHAMBERS

PLEDGE OF ALLEGIANCE

ROLL CALL: Mayor Michael
Mayor Pro Tem Kennedy
Council Members Hutchison, Scott and Stickler

A. AMENDMENTS TO THE AGENDA

B. ANNOUNCEMENTS / PRESENTATIONS

C. PUBLIC COMMUNICATIONS

This is the time and place for the general public to address the Fire Protection District, Housing Successor Agency, Successor Agency, Public Financing Authority Board, and City Council on any item listed or not listed on the agenda. State law prohibits us from addressing any issue not on the Agenda. Testimony may be received and referred to staff or scheduled for a future meeting.

Comments are to be limited to three (3) minutes per individual. All communications are to be addressed directly to the Fire Board, Agencies, Successor Agency, Authority Board, or City Council not to the members of the audience. This is a professional business meeting and courtesy and decorum are expected. Please refrain from any debate between audience and speaker, disorderly or boisterous conduct that disturbs, disrupts, or otherwise impedes the orderly conduct of the meeting. For more information, refer to the City Council Rules of Decorum and Order (Resolution No. 2023-086) located in the back of the Council Chambers.

The public communications period will not exceed one hour prior to the commencement of the business portion of the agenda. During this one hour period, all those who wish to speak on a topic contained in the business portion of the agenda will be given priority, and no further speaker cards for these business items (with the exception of public hearing items) will be accepted once the business portion of the agenda commences. Any other public communications which have not concluded during this one hour period may resume after the regular business portion of the agenda has been completed.

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CONSENT CALENDARS:

The following Consent Calendar items are expected to be routine and noncontroversial. They will be acted upon without discussion unless an item is removed by Council Member for discussion.

Members of the City Council also sit as the Fire Board, Housing Successor Agency, Successor Agency, and Public Finance Authority and may act on the consent calendar for those bodies as part of a single motion with the City Council consent calendar.

D. CONSENT CALENDAR

D1. Consideration of Meeting Minutes for Special Meetings of March 4, 2024 and March 6, 2024 and Regular Meetings of March 6, 2024.

D2. Consideration to Approve City and Fire District Bi-Weekly Payroll in the Total Amount of $2,090,796.36 and City and Fire District Weekly Check Registers (Excluding Checks Issued to Southern California Gas Company) in the Total Amount of $8,885,352.87 Dated February 26, 2024, through March 10, 2024. (CITY/FIRE)

D3. Consideration to Approve City and Fire District Weekly Check Registers for Checks Issued to Southern California Gas Company in the Total Amount of $37,052.69 Dated February 26, 2024, through March 10, 2024. (CITY/FIRE)

D4. Consideration to Receive and File Current Investment Schedules as of February 29, 2024, for the City of Rancho Cucamonga and the Rancho Cucamonga Fire Protection District. (CITY/FIRE)

D5. Consideration of the City Council to Reappoint and Update the Term of Committee Members to the Community Parks and Landscape Citizens' Oversight Committee. (CITY)

D6. Consideration of the Purchase of Two Type-3 Brush Fire Engines Utilizing Department of General Services State of California Statewide Contract 1-22-23-21B with Boise Mobile Equipment Fire Trucks, LLC in the Amount of $899,120. (FIRE)

D7. Consideration of a Professional Services Agreement with PumpMan SoCal for Routine Maintenance of Pumping Systems in an Amount Not to Exceed $50,000 Annually. (CITY/FIRE)

D8. Consideration to Approve a Master Services Agreement with Bluefin Payment Systems LLC for Gateway Encryption Services in the Amount of $9,100 Plus a 10% Contingency for the Lewis Family Playhouse and Randall Lewis Second Story and Beyond® Services. (CITY)

D9. Consideration to Approve a Contract with ECS Imaging Utilizing a Cooperative Contract through OMNIA Partners for Laserfiche, Document and Records Management Software Solution and for Priority Support Services in the Amount of $116,600. (CITY)

D10. Consideration of Approval to Exercise Option of Extending Contract No. 19-072 with SMG – Rancho Cucamonga Premier Food Services LLC Original Agreement by One (1) Year Until May 20, 2025. (CITY)

D11. Consideration of Approval and Execution of a Purchase and Sale Agreement Between the City of Rancho Cucamonga and San Bernardino County Transportation Authority (SBCTA) for Property Commonly Known as 7089 Etiwanda Avenue, APN 0227-121-56-0-000 and Authorize the Appropriation and Expenditure of Funds for the Purchase of Vacant Land in the Amount of $1,315,300.00 from Capital Reserve Fund 025. (CITY)

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D12. Consideration of Resolution No. 2024-017, a Resolution of the City Council of the City of Rancho Cucamonga, California, Rescinding Resolution of Necessity No. 2022-011, a Resolution of the City Council of the City of Rancho Cucamonga, California, Declaring Certain Real Property Interests Necessary for Public Purposes and Authorizing the Acquisition Thereof in Connection with the Etiwanda Grade Separation Project (Temporary Construction Easement Over a Portion of APN 0229-162-15). (RESOLUTION NO. 2024-017) (CITY)

D13. Consideration of Resolution No. 2024-015 and Resolution No. 2024-016, Authorizing Submittal of a Claim to the San Bernardino County Transportation Authority (SBCTA) for Transportation Development Act (TDA) Article 3 Funds for the Cucamonga Creek Channel Maintenance Project and Day Creek Channel Bike Trail Improvement Project. (RESOLUTION NO. 2024-015 AND RESOLUTION NO. 2024-016) (CITY)

E. CONSENT CALENDAR ORDINANCE(S) - SECOND READING/ADOPTION

F. ADMINISTRATIVE HEARING ITEM(S)

F1. Consideration of First Reading of Ordinance No. 1025, to be Read by Title Only and Waive Further Reading, Amending Chapter 3.08 (Purchasing System) of the Rancho Cucamonga Municipal Code to Include Design Approval Authority for Public Improvement Projects, and Making a Determination that the Ordinance is Exempt from the California Environmental Quality Act. (ORDINANCE NO. 1025) (CITY)

G. ADVERTISED PUBLIC HEARINGS ITEM(S) - CITY/FIRE DISTRICT

G1. Consideration of (1) Conduct a Public Hearing for the Annexation at the Resort at Empire Lakes Community Facilities District No. 2018-01, (2) Adopt the Resolution Calling an Election, (3) Conduct an Election of the Qualified Voters, (4) Adopt the Resolution Declaring the Election Results, and (5) First Reading of Ordinance No. 1024, to be Read by Title Only and Waive Further Reading to Levy a Special Tax. (RESOLUTION NO. 2024-013 AND 2024-014) (ORDINANCE NO. 1024) (CITY)

H. CITY MANAGER'S STAFF REPORT(S)

H1. Consideration to Receive and File the Second Quarter Financial Update for the Fiscal Year 2023/24 and Approve Various Appropriations and Related Actions. (CITY/FIRE)

H2. Consideration to Receive and File the General Plan Annual Progress Report and the Housing Element Annual Progress Report for 2023. (CITY)

I. COUNCIL BUSINESS

I1. COUNCIL ANNOUNCEMENTS

(Comments to be limited to three minutes per Council Member.)

I2. INTERAGENCY UPDATES

(Update by the City Council to the community on the meetings that were attended.)

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J. CITY ATTORNEY ITEMS

K. IDENTIFICATION OF ITEMS FOR NEXT MEETING

L. ADJOURNMENT

CERTIFICATION
I, Linda A. Troyan, MMC, City Clerk Services Director of the City of Rancho Cucamonga, or my designee, hereby certify under penalty of perjury that a true, accurate copy of the foregoing agenda was posted on at least seventy-two (72) hours prior to the meeting per Government Code 54954.2 at 10500 Civic Center Drive, Rancho Cucamonga, California and on the City's website.

LINDA A. TROYAN, MMC

CITY CLERK SERVICES DIRECTOR

If you need special assistance or accommodations to participate in this meeting, please contact the City Clerk's office at (909) 477-2700. Notification of 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility. Listening devices are available for the hearing impaired.

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March 4, 2024 | City Council Special Meeting Minutes
City of Rancho Cucamonga | Page 1 of 1
March 4, 2024

CITY OF RANCHO CUCAMONGA

CITY COUNCIL SPECIAL MEETING MINUTES

The City Council held a Special Meeting on Monday, March 4, 2024 in the Black Box Theater, Lewis Family Playhouse, 12505 Cultural Center Drive, Rancho Cucamonga, California. Mayor L. Dennis Michael called the meeting to order at 8:21 a.m.

CALL TO ORDER

Present were Council Members Ryan Hutchison, Kristine Scott, Ashley Stickler , Mayor Pro Tem Lynne Kennedy , and Mayor L. Dennis Michael.

Also present were John Gillison, City Manager; Elisa Cox, Assistant City Manager; Matt Burris, Deputy City Manager/Economic and Community Development, and Julie Sowles, Deputy City Manager/Civic and Cultural Services.

A. PUBLIC COMMUNICATIONS

No public communications.

B. ITEMS OF DISCUSSION

B1. Annual City Council Review and Development of New Goals, Team Building Workshop and Related Legislative Matters. (CITY/FIRE)

The meeting recessed at 12:10 p.m. for lunch; reconvened at 1:40 p.m. All Members were present.

C. ADJOURNMENT

Mayor Michael adjourned the meeting at 4:42 p.m.

Approved:

Linda Troyan, MMC
City Clerk Services Director

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March 6, 2024 | City Council Special Meeting Minutes
City of Rancho Cucamonga | Page 1 of 1
March 6, 2024

CITY OF RANCHO CUCAMONGA

CITY COUNCIL SPECIAL MEETING MINUTES
The City Council held a Special Meeting on Wednesday, March 6, 2024 in Council Chambers, 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor L. Dennis Michael called the meeting to order at 6:00 p.m.

CALL TO ORDER
Present were Council Members Ryan Hutchison, Kristine Scott, Ashley Stickler, Mayor Pro Tem Lynne Kennedy, and Mayor L. Dennis Michael.

Also present were John Gillison, City Manager; Elisa Cox, Assistant City Manager; Matt Burris, Deputy City Manager/Economic and Community Development; Julie Sowles, Deputy City Manager/Civic and Cultural Services; Nick Ghirelli, City Attorney and Linda A. Troyan, City Clerk Services Director.

Mayor Pro Tem Kennedy led the Pledge of Allegiance.

A. PUBLIC COMMUNICATIONS

None.

B. ITEMS OF DISCUSSION
B1. Recognition of Rancho Cucamonga Football, Soccer and Cheer Teams.

Mayor Michael and Members of the City Council presented Certificates of Recognition to the coaches and players and cheerleaders of Rancho Cucamonga Football, Soccer and Cheer teams. Mayor Michael and Members of the City Council congratulated and thanked the coaches, parents and volunteers for their commitment and support.

C. ADJOURNMENT
Mayor Michael adjourned the meeting at 6:18 p.m.

Approved:

Linda Troyan, MMC
City Clerk Services Director

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CITY OF RANCHO CUCAMONGA

FIRE PROTECTION DISTRICT, HOUSING SUCCESSOR AGENCY, SUCCESSOR AGENCY,

PUBLIC FINANCE AUTHORITY AND CITY COUNCIL REGULAR MEETINGS MINUTES

The City Council of the City of Rancho Cucamonga held a Closed Session on Wednesday, March 6, 2024, in the Tapia Conference Room at the Civic Center, 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor Michael called the meeting to order at 5:00 PM.

Present were Council Members: Ryan Hutchison, Kristine Sco tt, Ashley Stickler, Mayor Pro Tem Lynne Kennedy and Mayor L. Dennis Michael.

Also present were: John Gillison, City Manager; Elisa Cox, Assistant City Manager; Nicholas Ghirelli, City Attorney; Matt Burris, Deputy City Manager/Economic and Community De velopment and Julie Sowles, Deputy City Manager/Civic and Cultural Services.

A. ANNOUNCEMENT OF CLOSED SESSION ITEM(S)

B. PUBLIC COMMUNICATIONS ON CLOSED SESSION ITEM(S)

No public communications were made.

C. CITY MANAGER ANNOUNCEMENTS

None.

D. CONDUCT OF CLOSED SESSION

D1. CONFERENCE WITH LABOR NEGOTIATORS ROBERT NEIUBER, SENIOR HUMAN RESOURCES DIRECTOR; MIKE MCCLIMAN, FIRE CHIEF; AND JULIE SOWLES, DEPUTY CITY MANAGER; PER GOVERNMENT CODE SECTION 54954.2 REGARDING LABOR NEGOTIATIONS WITH RANCHO CUCAMONGA MANAGEMENT ASSOCIATION; EXECUTIVE MANAGEMENT GROUP; AND TEAMSTERS LOCAL 1932. (CITY)

D2. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION PURSUANT TO PARAGRAPH(1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: PEPE'S INC. V. CITY OF RANCHO CUCAMONGA, UNITED STATES DISTRICT COURT, CENTRAL DISTRICT OF CALIFORNIA, CASE NO. 5:20CV02506JGBSP (CITY)

D3. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY GENERALLY LOCATED AT THE SOUTHWEST

CORNER OF SAN BERNARDINO ROAD AND KLUSMAN AVENUE IDENTIFIED AS PARCEL NUMBER 0208 -151-05-0000, COMMONLY KNOWN AS ADDRESS 9575 SAN BERNARDINO ROAD, RANCHO CUCAMONGA, CA 91730; NEGOTIATING PARTIES

JOHN GILLISON, CITY MANAGE R REPRESENTING THE CITY OF RANCHO CUCAMONGA, AND BOBBY MENDEZ, REALTY MASTERS & ASSOCIATES; REGARDING PRICE AND TERMS. (CITY)

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D4. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 8408 ROCHESTER AVENUE, RANCHO CUCAMONGA, CA 91730 (RANCHO CUCAMONGA EPICENTER STADIUM); AGENCY NEGOTIATORS: JOHN GILLISON AND ELISA COX, REPRESENTING THE CITY OF RANCHO CUCAMONGA; NEGOTIATING PARTY: RANCHO BASEBALL LLC; REGARDING PRICE AND TERMS OF PAYMENT. (CITY)

D5. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY GENERALLY LOCATED AT THE RANCHO CUCAMONGA METROLINK STATION IDENTIFIED AS PARCEL NUMBERS 0209 -272- 11, 0209 -143-21, AND 0209 -272-22 AND CERTAIN ADJACENT RIGHT -OF-WAY INCLUDED WITHIN THE STATION FOOTPRINT; CITY NEGOTIATOR: JOHN GILLISON, CITY MANAGER, REPRESENTING THE CITY OF RANCHO CUCAMONGA; NEGOTIATING PARTIES: SARAH WATERSON, PRESIDENT, REPRESENTING DESERTXPRESS ENTERPRISES, LLC, DBA AS BRIG HTLINE WEST; UNDER NEGOTIATION: PRICE AND TERMS OF PAYMENT. (CITY)

E. RECESS

The closed session recessed at 5:42 p.m.

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REGULAR MEETING – 7:00 PM
CALL TO ORDER – COUNCIL CHAMBERS

The Regular meetings of the Rancho Cucamonga Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority, and the City of Rancho Cucamonga City Council were held on March 6, 2024, in the Council Chambers at City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor Michael called the meeting to order at 7:00 PM.

Present were Council Members: Ryan Hutchison, Kristine Scott, Ashley Stickler, Mayor Pro Tem Lynne Kennedy and Mayor L. Dennis Michael.

Also present were: John Gillison, City Manager; Nicholas Ghirelli, City Attorney; and Linda A. Troyan, MMC, City Clerk Services Director.

Council Member Scott led the Pledge of Allegiance.

A. AMENDMENTS TO THE AGENDA

None.

B. ANNOUNCEMENTS / PRESENTATIONS

None.

C. PUBLIC COMMUNICATIONS

Two (2) speakers: Antoinette Jensen and Peta Attwood spoke about alleged child abuse incidents occurring in the Etiwanda School District, mandated reporting laws under Penal Code §§ 11166, concerns of retaliation by the Etiwanda School District and lack of enforcement by the Rancho Cucamonga Police Department.

Rabbi Sholom Harlig, thanked the City Council, City Staff, Rancho Cucamonga Fire Protection District and Rancho Cucamonga Police Department for their service and support , spoke about antisemitism and requested that City resources be used for local issues not international affairs.

Youssef Abdelmonem, spoke in support of a Ceasefire Resolution and requested the City divest from companies who profit from Israel’s military attacks in Gaza.

Husam Sueiman, spoke about genocide, apartheid and ethnic cleansing in Israel, requested the City divest from companies who profit from Israel’s military attacks and provided documents about divestment supporting a Ceasefire Resolution.

Dr. Sharon Lyn Stein, spoke in opposition to a Ceasefir e Resolution, antisemitism and requested the City stay out of international issues.

Gabriel Kounaton, spoke in opposition to a Ceasefire Resolution and ongoing protests in the City.

Dr. Rachel Garcia, spoke about ongoing issues in Israel and requested th e City C ouncil legislate for local issues such as public safety and not interfere in foreign affairs.

Ricardo Sawyer, spoke in support of a Ceasefire Resolution, ongoing issues in Israel and requested the City divest from companies who profit from Israel’s military attacks.

Ryan West, spoke about open space and shared ideas for the Central Park Masterplan.

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Lev Rasin, spoke about the history of conflict in the Middle East and requested the City Council not interfere in foreign affairs and focus on local policies.

Dr. Khadeeja Abdullah requested the City divest from companies who profit from Israel’s military attacks.

Jacob Haiavy, spoke in opposition to a Ceasefire Resolution, antisemitism and requested the City stay out of international issues as a Ceasefire Resolution should be directed and agreed upon by the two parties involved in the conflict.

Mariam, spoke in opposition to a Ceasefire Resolution and shared concerns of antisemitism in local schools.

Phillip E. Walker, spoke about a short film movie premier for “The Sweetest Vacation” and thanked the City Council for their support.

Stephanie, spoke in support of a Ceasefire Resolution and requested the City divest from companies who profit from Israel’s military attacks.

Hind Museils, spoke about the poor quality of life and ongoing issues in the Middle East and requested the City Council maintain the City a safe place and support justice for humanity.

Dr. Nazli Janjua, spoke in support of a Ceasefire Resolution and the crisis of hospitals not being functional due to Israel’s military attacks in Gaza.

Rheyanah Williams, spoke in support of a Ceasefire Resolution and requested the City divest from companies who profit from Israel’s military attacks.

Noor Abdallah requested the City divest from companies who profit from Israel’s military attacks .

Noor Tabba, spoke in support of a Ceasefire Resolution and requested the City stand up for justice.

Mayor Michael announced the public communications one-hour period ended at 8:02 PM and that any other public communications which have not concluded during this one-hour period will resume after the regular business portion of the agenda has been completed.

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D. CONSENT CALENDAR

Council Member Scott announced that she will need to abstain on item D3, due to a potential conflict of interest as her employer is Southern California Gas Company.

D1. Consideration of Meeting Minutes for Regular Meetings of February 21, 2024.

D2. Consideration to Approve City and Fire District Bi -Weekly Payroll in the Total Amount of $2,120,381.63 and City and Fire District Weekly Check Registers (Excluding Checks Issued to Southern California Gas Company) in the Total Amount of $3,135,130.30 Dated February 12, 2024, through February 25, 2024. (CITY/FIRE)

D3. Consideration to Approve Fire District Weekly Check Registers for Checks Issued to Southern California Gas Company in the Total Amount of $326.79 Dated February 12, 2024, through February 25, 2024. (CITY/FIRE)

D4. Consideration to Adopt the 2024 Legislative Platform. (CITY)

D5. Consideration of Amendment No. 02 to the Professional Services Agreement With NV5, Inc. (CO19 -110) to Increase the Contract in the Amount of $150,000 for FY 2023/24 for Electrical Engineering Design and Support. (CITY)

D6. Consideration of a Secondary Professional Services Agreement with Westbound Communications Inc., to Establish a Separate Professional Services Agreement with Westbound Communications Inc. Exclusively for Economic Development Marketing and Communication Services. (CITY)

D7. Consideration to Approve Professional Services Agreements with Twenty -Six Selected Vendors for On-Call CEQA Environmental Consulting Services for Three Years with Option to Renew in One-Year Increments for a Total of Five Years. (CITY)

D8. Consideration of Amendment No. 1 to Contract CO #2022 -121 with Loghmani & Associates Design Group, Inc. for Additional Construction Services in an Amount Not to Exceed $47,740, Consideration of Professional Services Agreement CO #19 -140 with Aufbau Corporation for In -Field Construction Management Services in an Amount Not to Exceed $80,000, and an Appropriation in the Amou nt of $127,740 from the Library Capital Reserve Fund Balance. (CITY)

D9. Consideration to Order the Annexation to Landscape Maintenance District No. 1 Related to Case No. PMT2022 -02242, Located at 6046 Indigo Avenue. (RESOLUTION NO. 2024 - 005) (CITY)

D10. Consideration to Approve and Adopt Resolutions Certifying the Results of Elections and Adding Annexation Nos. 2024 -1, 2024-2, 2024-3, 2024-4, 2024-6, 2024-7, and 2024 -8 to Community Facilities District No. 2022 -01 (Street Lighting Services) of the City of Rancho Cucamonga. (RESOLUTION NOS. 2024-006 TO 2024-012) (CITY)

MOTION: Moved by Council Member Stickler, seconded by Mayor Pro Tem Kennedy, to approve Consent Calendar Agenda items D1 through D10, and with Council Member/Board Member Scott abstaining on item D3. Motion carried 5-0.

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E. CONSENT CALENDAR ORDINANCE(S) - SECOND READING/ADOPTION

None.

F. ADMINISTRATIVE HEARING ITEM(S)

None.

G. ADVERTISED PUBLIC HEARINGS ITEM(S) - CITY/FIRE DISTRICT

None.

H. CITY MANAGER'S STAFF REPORT(S)

None.

I. COUNCIL BUSINESS

I1. COUNCIL ANNOUNCEMENTS

None.

I2. INTERAGENCY UPDATES

None.

J. CITY ATTORNEY ITEMS

City Attorney Ghirelli reported that the City and Plaintiff agreed upon a settlement for a waiver of cost for item D2 on tonight’s Closed Session.

K. IDENTIFICATION OF ITEMS FOR NEXT MEETING

None.

C. PUBLIC COMMUNICATIONS – (CONTINUED)

Mayor Michael continued public communications at 8:05 PM.

Samia Alkam requested the City divest from companies who profit from Israel’s military attacks.

Dania Alkam requested the City divest from companies who profit from Israel’s military attacks and redirect funds to Rancho Cucamonga residents.

Isatu N’ Diaye, requested the City divest from foreign governments and redirect funds to local government.

Abed Millbes, requested the City divest from companies who profit from Israel’s military attacks .

Zayneb Khan requested the City divest from companies who profit from Israel’s military attacks.

Fatima Khan requested the City divest from Israeli investments.

Eugenia, spoke in opposition of the City divest ing from Israeli investments and highlighted Israel’s contributions in technology and inventions.

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Mayor Michael adjourned the Council Meeting at 8:20 p.m.

Approved:

Linda A. Troyan, MMC
City Clerk Services Director

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DATE:March 20, 2024
TO:Mayor and Members of the City Council
President and Members of the Board of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Noah Daniels, Finance Director
Veronica Lopez, Accounts Payable Supervisor
SUBJECT: Consideration to Approve City and Fire District Bi-Weekly Payroll in the Total Amount of $2,090,796.36 and City and Fire District Weekly Check Registers (Excluding Checks Issued to Southern California Gas Company) in the Total Amount of $8,885,352.87 Dated February 26, 2024, through March 10, 2024. (CITY/FIRE)
RECOMMENDATION:

Staff recommends City Council/Board of Directors of the Fire Protection District approve payment of demands as presented. Bi-weekly payroll is $1,263,795.55 and $827,000.81 for the City and the Fire District, respectively. Weekly check register amounts are $7,248,394.64 and $1,636,958.23 for the City and the Fire District, respectively.

BACKGROUND:

N/A
ANALYSIS:

N/A
FISCAL IMPACT:

Adequate budgeted funds are available for the payment of demands per the attached listing.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

N/A
ATTACHMENTS:

Attachment 1 - Weekly Check Register

Page 16 ends

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00017235
02/28/2024
360 DEEP CLEANING LLC

0.00 7,292.00 7,292.00
AP
00017236
02/28/2024

ABSOLUTE SECURITY INTERNATIONAL INC
31,624.28 0.00 31,624.28
AP
00017237
02/28/2024

AIR EXCHANGE INC
1,247.49 0.00 1,247.49
AP
00017238
02/28/2024

ALLSTAR FIRE EQUIPMENT INC

0.00 2,285.80 2,285.80
AP
00017239
02/28/2024

ASSI SECURITY
1,050.00 0.00 1,050.00
AP
00017240
02/28/2024

BAUER COMPRESSORS INC

0.00 3,333.72 3,333.72
AP
00017241
02/28/2024

BEST BEST & KRIEGER LLP
1,530.00 0.00 1,530.00
AP
00017242
02/28/2024

BRIGHTVIEW LANDSCAPE SERVICES INC
80,339.29 0.00 80,339.29
AP
00017243
02/28/2024

BSN SPORTS LLC
1,284.37 0.00 1,284.37
AP
00017244
02/28/2024

CONFIRE JPA

0.00 3,554.99 3,554.99
AP
00017245
02/28/2024

CONSOLIDATED ELECTRICAL DISTR INC
1,418.23 0.00 1,418.23
***
AP
00017246
02/28/2024

DATA TICKET INC
5,821.06 255.00 6,076.06
AP
00017247
02/28/2024

DELTA DENTAL INSURANCE COMPANY
2,586.00 0.00 2,586.00
AP
00017248
02/28/2024

DLR GROUP INC
85,337.50 0.00 85,337.50
AP
00017249
02/28/2024

FEHR & PEERS
2,507.50 0.00 2,507.50
AP
00017250
02/28/2024

GENERATOR SERVICES CO INC
3,038.04 0.00 3,038.04
AP
00017251
02/28/2024

HAAKER EQUIPMENT COMPANY
2,139.67 0.00 2,139.67
AP
00017252
02/28/2024

KEITH, JORRY

60.00 0.00 60.00
***
AP
00017253
02/28/2024

MARIPOSA LANDSCAPES INC
291,547.72 5,658.60 297,206.32
AP
00017254
02/28/2024

MARY MCGRATH ARCHITECTS

0.00 3,000.00 3,000.00
***
AP
00017255
02/28/2024

MERRIMAC PETROLEUM INC
37,752.19 27.90 37,780.09
AP
00017256
02/28/2024

MOFFATT & NICHOL
15,050.69 0.00 15,050.69
***
AP
00017257
02/28/2024

MVATION WORLDWIDE INC
39,343.32 298.98 39,642.30
***
AP
00017258
02/28/2024

NAPA AUTO PARTS
1,606.81 1,751.23 3,358.04
AP
00017259
02/28/2024

NATIONAL UTILITY LOCATORS LLC
1,500.00 0.00 1,500.00
AP
00017260
02/28/2024

NINYO & MOORE
1,265.00 0.00 1,265.00
AP
00017261
02/28/2024

PRIVATE BRAND MFG
2,130.93 0.00 2,130.93
AP
00017262
02/28/2024

PROCURE AMERICA LLC
21,374.79 0.00 21,374.79
AP
00017263
02/28/2024

TINKER GLASS CONTRACTORS INC
1,237.00 0.00 1,237.00
AP
00017264
02/28/2024

YUNEX LLC
109,931.16 0.00 109,931.16
AP
00017265
03/06/2024

ABC LOCKSMITHS INC
571.94 0.00 571.94
AP
00017266
03/06/2024

AIR EXCHANGE INC

0.00 2,330.67 2,330.67
AP
00017267
03/06/2024

ALL CITY MANAGEMENT SERVICES INC
35,349.36 0.00 35,349.36
***
AP
00017268
03/06/2024

AMG & ASSOCIATES INC
237.50 1,349,460.59 1,349,698.09
***
AP
00017269
03/06/2024

BERNELL HYDRAULICS INC
430.88 232.02 662.90
AP
00017270
03/06/2024

BRIGHTVIEW LANDSCAPE SERVICES INC
546.05 0.00 546.05
AP
00017271
03/06/2024

BUREAU VERITAS NORTH AMERICA INC
4,590.00 0.00 4,590.00
AP
00017272
03/06/2024

CALAMP WIRELESS NETWORKS CORP
642.61 0.00 642.61
AP
00017273
03/06/2024

CALIF GOVERNMENT VEBA / RANCHO CUCAMONGA
28,528.10 0.00 28,528.10
AP
00017274
03/06/2024

CHAFFEY JOINT UNION HIGH SCHOOL DISTRICT
2,744.52 0.00 2,744.52
AP
00017275
03/06/2024

CIVIC SOLUTIONS INC
17,022.00 0.00 17,022.00
AP
00017276
03/06/2024

CONSOLIDATED ELECTRICAL DISTR INC
757.99 0.00 757.99
AP
00017277
03/06/2024

CRAFCO INC
1,389.33 0.00 1,389.33
AP
00017278
03/06/2024

DELTA DENTAL OF CALIFORNIA
45,213.14 0.00 45,213.14
AP
00017279
03/06/2024

DIAMOND ENVIRONMENTAL SERVICES
1,753.20 0.00 1,753.20
***
AP
00017280
03/06/2024

DUNN-EDWARDS CORPORATION
446.42 11.77 458.19
AP
00017281
03/06/2024

ELECNOR BELCO ELECTRIC INC
9,991.99 0.00 9,991.99
08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
Page:
1 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Page 17 ends

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00017282
03/06/2024

FEHR & PEERS
955.00 0.00 955.00
AP
00017283
03/06/2024

HAMPTON LIVING
471.60 0.00 471.60
AP
00017284
03/06/2024

KVL TIRES INC
4,173.17 0.00 4,173.17
AP
00017285
03/06/2024

LIFE-ASSIST INC

0.00 806.51 806.51
AP
00017286
03/06/2024

MARIPOSA LANDSCAPES INC
2,999.22 0.00 2,999.22
AP
00017287
03/06/2024

MERRIMAC PETROLEUM INC
2,732.78 0.00 2,732.78
AP
00017288
03/06/2024

NAPA AUTO PARTS

0.00 530.51 530.51
AP
00017289
03/06/2024

NINYO & MOORE
3,752.50 0.00 3,752.50
AP
00017290
03/06/2024

OTT, SHARON
1,992.00 0.00 1,992.00
AP
00017291
03/06/2024

PROCURE AMERICA LLC
24,264.92 0.00 24,264.92
AP
00017292
03/06/2024
RCCEA
1,411.50 0.00 1,411.50
AP
00017293
03/06/2024
RCPFA
14,136.16 0.00 14,136.16
AP
00017294
03/06/2024

RICHARDS WATSON & GERSHON
2,503.40 0.00 2,503.40
AP
00017295
03/06/2024

SAN BERNARDINO COUNTY SHERIFF'S DEPT
4,132,008.00 0.00 4,132,008.00
AP
00017296
03/06/2024

US DEPARTMENT OF ENERGY
8,663.17 0.00 8,663.17
AP
00017297
03/06/2024

YUNEX LLC
330,171.74 0.00 330,171.74
AP
00443501
02/28/2024

ADOBE ANIMAL HOSPITAL
800.00 0.00 800.00
AP
00443502
02/28/2024

ADVANCED CHEMICAL TRANSPORT INC
1,833.50 0.00 1,833.50
AP
00443503
02/28/2024

AIRGAS USA LLC
2,313.04 0.00 2,313.04
AP
00443504
02/28/2024

ALL STAR ELITE SPORTS
1,667.57 0.00 1,667.57
AP
00443505
02/28/2024

ALTA LAGUNA MOBILE HOME PARK - CA LLC
400.00 0.00 400.00
AP
00443506
02/28/2024

ALTA VISTA MOBILE HOME PARK
292.58 0.00 292.58
AP
00443507
02/28/2024

AMTECH ELEVATOR SERVICES
153.00 0.00 153.00
AP
00443508
02/28/2024

AUFBAU CORPORATION
3,478.15 0.00 3,478.15
AP
00443509
02/28/2024

AUTO & RV SPECIALISTS INC
227.43 0.00 227.43
AP
00443510
02/28/2024

BACKFLOW PARTS USA
1,899.42 0.00 1,899.42
AP
00443511
02/28/2024

BAY ALARM COMPANY
108.00 0.00 108.00
AP
00443512
02/28/2024

BEACON ATHLETICS LLC
443.94 0.00 443.94
AP
00443513
02/28/2024

BEST OUTDOOR POWER INLAND LLC

77.48 0.00 77.48
AP
00443514
02/28/2024

BEST WESTERN HERITAGE INN
30,109.73 0.00 30,109.73
AP
00443515
02/28/2024

BILLS, TRAVIS

0.00 1,163.38 1,163.38
AP
00443516
02/28/2024

BONNER, TANIYA

87.00 0.00 87.00
AP
00443517
02/28/2024

BRAUN BLAISING & WYNNE PC
343.74 0.00 343.74
AP
00443518
02/28/2024

BRODART CO
2,400.00 0.00 2,400.00
AP
00443519
02/28/2024

BURBOTT, NANCY

5.00 0.00 5.00
***
AP
00443524
02/28/2024

C V W D
30,704.55 979.61 31,684.16
AP
00443525
02/28/2024

CALIF UNDERGROUND FAC SAFE EXCAVATION BOARD

48.82 0.00 48.82
AP
00443526
02/28/2024

CALIFORNIA LIBRARY ASSOCIATION
1,250.00 0.00 1,250.00
AP
00443527
02/28/2024

CALIFORNIA STATE CONTROLLER
4,400.00 0.00 4,400.00
AP
00443528
02/28/2024

CARROT-TOP INDUSTRIES INC
1,276.58 0.00 1,276.58
AP
00443529
02/28/2024

CASA VOLANTE ESTATES
600.00 0.00 600.00
AP
00443530
02/28/2024
CFED

0.00 714.00 714.00
AP
00443531
02/28/2024

CHAMPION FIRE SYSTEMS INC

0.00 100.00 100.00
AP
00443532
02/28/2024

CHAPARRAL HEIGHTS MOBILE HOME PARK
300.00 0.00 300.00
***
AP
00443533
02/28/2024

CINTAS CORPORATION
1,251.15 819.99 2,071.14
***
AP
00443534
02/28/2024

CITRUS MOTORS ONTARIO INC
1,380.91 234.27 1,615.18
AP
00443535
02/28/2024

COMEAU, CHAD

0.00 113.90 113.90
08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
Page:
2 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Page 18 ends

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00443536
02/28/2024

COMPRESSED AIR SPECIALTIES

0.00 5,694.09 5,694.09
AP
00443537
02/28/2024

CORODATA MEDIA STORAGE INC

78.44 0.00 78.44
AP
00443538
02/28/2024

COUNSELING TEAM INTERNATIONAL, THE

0.00 2,375.00 2,375.00
AP
00443539
02/28/2024

DAISYECO INC
471.97 0.00 471.97
AP
00443540
02/28/2024

DANIELS TIRE SERVICE

0.00 7,330.20 7,330.20
AP
00443541
02/28/2024

DAPEER ROSENBLIT & LITVAK LLP
5,105.80 0.00 5,105.80
AP
00443542
02/28/2024

DAWSON PRODUCTIONS LLC
23,437.50 0.00 23,437.50
AP
00443543
02/28/2024

DEPARTMENT OF INDUSTRIAL RELATIONS
225.00 0.00 225.00
AP
00443544
02/28/2024

DEPARTMENT OF JUSTICE

0.00 294.00 294.00
AP
00443545
02/28/2024

DICUS SHERIFF-CORONER, SHANNON D
388.80 0.00 388.80
AP
00443546
02/28/2024

DIRECT LIGHTING MANUFACTURING
4,097.19 0.00 4,097.19
AP
00443547
02/28/2024

EMPLOYMENT DEVELOPMENT DEPT
8,916.00 0.00 8,916.00
AP
00443548
02/28/2024

ENKO SYSTEMS INC
820.00 0.00 820.00
AP
00443549
02/28/2024

EVANS, KEIMARI

24.09 0.00 24.09
AP
00443550
02/28/2024

EWING IRRIGATION PRODUCTS INC
599.67 0.00 599.67
AP
00443551
02/28/2024

EXECUTIVE DETAIL SERVICES

0.00 240.00 240.00
AP
00443552
02/28/2024

EXPRESS BRAKE SUPPLY INC
954.10 0.00 954.10
AP
00443553
02/28/2024

FACTORY MOTOR PARTS

0.00 3,533.87 3,533.87
AP
00443554
02/28/2024

FEDERAL EXPRESS CORP
130.22 0.00 130.22
AP
00443555
02/28/2024

FEDERAL SIGNAL CORPORATION

0.00 2,287.89 2,287.89
AP
00443556
02/28/2024

FIRE APPARATUS SOLUTIONS

0.00 1,470.75 1,470.75
AP
00443557
02/28/2024

FLEETPRIDE

0.00 103.68 103.68
AP
00443558
02/28/2024

FRANKLIN TRUCK PARTS INC

0.00 229.53 229.53
***
AP
00443559
02/28/2024

FRONTIER COMM
1,333.27 672.23 2,005.50
AP
00443560
02/28/2024

FRONTIER COMM
3,907.01 0.00 3,907.01
AP
00443561
02/28/2024

G/M BUSINESS INTERIORS

0.00 161.57 161.57
AP
00443562
02/28/2024

GABEL, SHERYL

20.25 0.00 20.25
AP
00443563
02/28/2024

GLASS, JONATHAN

87.00 0.00 87.00
AP
00443564
02/28/2024

GOLDEN OAKS VET HOSPITAL
1,800.00 0.00 1,800.00
***
AP
00443565
02/28/2024

GRAINGER
2,985.14 1,212.97 4,198.11
AP
00443566
02/28/2024

GRAPHICS FACTORY PRINTING INC
290.93 0.00 290.93
AP
00443567
02/28/2024

GRAYBAR ELECTRIC COMPANY INC
3,677.99 0.00 3,677.99
AP
00443568
02/28/2024

GROVES ON FOOTHILL, THE
200.00 0.00 200.00
AP
00443569
02/28/2024

HARGIN, DEBORAH

16.21 0.00 16.21
***
AP
00443570
02/28/2024

HCI ENVIRONMENTAL & ENGINEERING SVC
1,571.96 2,655.00 4,226.96
AP
00443571
02/28/2024

HI-LINE ELECTRIC COMPANY
833.47 0.00 833.47
AP
00443572
02/28/2024

HILL'S PET NUTRITION SALES INC
514.54 0.00 514.54
AP
00443573
02/28/2024

HOLLIDAY ROCK CO INC
680.98 0.00 680.98
AP
00443574
02/28/2024

HOMETOWN AMERICA - RAMONA VILLA MHP
300.00 0.00 300.00
AP
00443575
02/28/2024

IMAGETREND LLC

0.00 1,698.00 1,698.00
AP
00443576
02/28/2024

INLAND BOBCAT
71,714.28 0.00 71,714.28
AP
00443577
02/28/2024

INLAND VALLEY REPERTORY THEATRE
27,000.00 0.00 27,000.00
AP
00443578
02/28/2024

INTERVET INC
808.13 0.00 808.13
AP
00443579
02/28/2024

INYO NETWORKS INC
11,119.50 0.00 11,119.50
AP
00443580
02/28/2024

JTB SUPPLY COMPANY
40,673.19 0.00 40,673.19
AP
00443581
02/28/2024

KAISER FOUNDATION HEALTH PLAN INC
276,497.65 0.00 276,497.65
AP
00443582
02/28/2024

LN CURTIS & SONS

0.00 2,333.46 2,333.46
08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
Page:
3 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

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Page 19 ends

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00443583
02/28/2024

LWDESIGNS LLC
545.00 0.00 545.00
AP
00443584
02/28/2024

MESA ENERGY SYSTEMS INC
19,421.00 0.00 19,421.00
AP
00443585
02/28/2024

MONTGOMERY HARDWARE CO
647.53 0.00 647.53
AP
00443586
02/28/2024

NAUMANN HOBBS MATERIAL HANDLING

98.86 0.00 98.86
AP
00443587
02/28/2024

NESMITH, NIKKEY

46.24 0.00 46.24
AP
00443588
02/28/2024

NUNEZ, CLAUDIA
107.20 0.00 107.20
AP
00443589
02/28/2024

OCCUPATIONAL HEALTH CENTERS OF CA
3,112.00 0.00 3,112.00
***
AP
00443590
02/28/2024

ODP BUSINESS SOLUTIONS LLC
1,887.66 253.14 2,140.80
AP
00443591
02/28/2024

PACIFIC MH CONSTRUCTION INC
2,846.20 0.00 2,846.20
AP
00443592
02/28/2024

PARMER, MICHAEL

29.55 0.00 29.55
AP
00443593
02/28/2024
PARS
3,500.00 0.00 3,500.00
AP
00443594
02/28/2024

PAYMENTUS CORPORATION
1,037.50 0.00 1,037.50
AP
00443595
02/28/2024

PAZMINO, EDGAR P
400.00 0.00 400.00
AP
00443596
02/28/2024

PEOPLES CLUB OF NIGERIA
893.25 0.00 893.25
AP
00443597
02/28/2024

PIP PRINTING
115.29 0.00 115.29
AP
00443598
02/28/2024

PROPS & MEASURES STRATEGIC COMMUNICATIONS
5,500.00 0.00 5,500.00
AP
00443599
02/28/2024

QUADIENT FINANCE USA INC

76.80 0.00 76.80
AP
00443600
02/28/2024

RAUL'S AUTO TRIM INC
450.00 0.00 450.00
AP
00443601
02/28/2024

RBM LOCK & KEY SERVICE

22.76 0.00 22.76
AP
00443602
02/28/2024

SAN BERNARDINO COUNTY REGISTRAR OF VOTERS
437.31 0.00 437.31
AP
00443603
02/28/2024

SAN BERNARDINO COUNTY FIRE CHIEF ASSOC

0.00 162.00 162.00
AP
00443604
02/28/2024

SANDONA, BRIAN
250.00 0.00 250.00
AP
00443605
02/28/2024

SCHWETZ, NICOLAS

38.86 0.00 38.86
AP
00443606
02/28/2024
SCL

0.00 1,278.79 1,278.79
AP
00443607
02/28/2024

SERNA, JOSE
500.00 0.00 500.00
AP
00443608
02/28/2024

SHEAKLEY PENSION ADMINISTRATION

0.00 189.30 189.30
AP
00443609
02/28/2024

SHEAKLEY PENSION ADMINISTRATION
408.55 0.00 408.55
AP
00443610
02/28/2024

SITEONE LANDSCAPE SUPPLY LLC

38.62 0.00 38.62
AP
00443611
02/28/2024

SO CAL SANDBAGS INC
4,893.75 0.00 4,893.75
AP
00443613
02/28/2024

SOCIAL VOCATIONAL SERVICES
4,394.25 0.00 4,394.25
AP
00443614
02/28/2024

SOUTH COAST AQMD

0.00 665.26 665.26
***
AP
00443621
02/28/2024

SOUTHERN CALIFORNIA EDISON
20,447.79 1,265.49 21,713.28
AP
00443622
02/28/2024

STABILIZER SOLUTIONS INC
911.43 0.00 911.43
AP
00443623
02/28/2024

STANDARD INSURANCE COMPANY
2,675.85 0.00 2,675.85
***
AP
00443624
02/28/2024

STANLEY PEST CONTROL
2,080.00 560.00 2,640.00
AP
00443625
02/28/2024

STOTZ EQUIPMENT
2,995.11 0.00 2,995.11
AP
00443626
02/28/2024

SUN BADGE CO

0.00 8,721.67 8,721.67
AP
00443627
02/28/2024

SWANK MOTION PICTURES INC
2,300.00 0.00 2,300.00
AP
00443628
02/28/2024

SYCAMORE VILLA MOBILE HOME PARK
300.00 0.00 300.00
AP
00443629
02/28/2024

THOMPSON PLUMBING SUPPLY INC
304.23 0.00 304.23
AP
00443630
02/28/2024

THOMSON REUTERS - WEST
387.00 0.00 387.00
***
AP
00443631
02/28/2024

TIREHUB LLC
3,326.32 972.18 4,298.50
AP
00443632
02/28/2024

TITAN SOLAR POWER CA INC

86.41 0.00 86.41
AP
00443633
02/28/2024

TOMCO CNG INC
7,520.03 0.00 7,520.03
AP
00443634
02/28/2024

TORRES CREDIT SERVICE INC

40.64 0.00 40.64
AP
00443635
02/28/2024

TRANSWEST TRUCK CENTER LLC

28.44 0.00 28.44
AP
00443636
02/28/2024

TRANSWEST TRUCK CENTER LLC
102,224.33 0.00 102,224.33
08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
Page:
4 Time:

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Report:

Page 20 ends

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
***
AP
00443637
02/28/2024

TRIDEN GROUP CORP
2,025.00 2,025.00 4,050.00
AP
00443638
02/28/2024

TRUEPOINT SOLUTIONS
2,805.00 0.00 2,805.00
AP
00443639
02/28/2024

TRYFYTT
194.60 0.00 194.60
AP
00443640
02/28/2024

UNDERGROUND SERVICE ALERT/SC
202.50 0.00 202.50
AP
00443641
02/28/2024

UNITED SITE SERVICES OF CA INC
245.80 0.00 245.80
AP
00443642
02/28/2024

UNIVERSAL FLEET SUPPLY

0.00 335.09 335.09
AP
00443643
02/28/2024
UPS

12.92 0.00 12.92
AP
00443644
02/28/2024

VALLES, GABRIEL

78.78 0.00 78.78
AP
00443645
02/28/2024

VALLEY POWER SYSTEMS INC

0.00 305.64 305.64
AP
00443646
02/28/2024

VAN SCOYOC ASSOCIATES INC
4,000.00 0.00 4,000.00
AP
00443647
02/28/2024

VELOCITY TRUCK CENTERS
4,589.27 0.00 4,589.27
AP
00443648
02/28/2024

VERITIV OPERATING COMPANY
202.80 0.00 202.80
AP
00443649
02/28/2024

VOLTAIRE ENGINEERING INC
54,000.23 0.00 54,000.23
AP
00443650
02/28/2024

VULCAN MATERIALS COMPANY
605.78 0.00 605.78
***
AP
00443651
02/28/2024

WALTERS WHOLESALE ELECTRIC CO
696.41 552.13 1,248.54
AP
00443652
02/28/2024

WAXIE SANITARY SUPPLY
4,282.51 0.00 4,282.51
AP
00443653
02/28/2024

WEST COAST ARBORISTS INC
35,721.65 0.00 35,721.65
AP
00443654
02/28/2024

WESTERN STATES ARTS FEDERATION

50.00 0.00 50.00
AP
00443655
02/28/2024

WESTRUX INTERNATIONAL INC
6,204.75 0.00 6,204.75
AP
00443656
02/28/2024

WILSON & BELL AUTO SERVICE
3,296.31 0.00 3,296.31
AP
00443657
02/28/2024

XIBITZ INC
154,586.46 0.00 154,586.46
AP
00443658
02/28/2024

YANG, RUOXI

87.91 0.00 87.91
AP
00443659
02/28/2024

ZOOBEAN INC
3,981.40 0.00 3,981.40
AP
00443660
02/29/2024

GAMBOA, MINERVA
8,940.24 0.00 8,940.24
AP
00443661
03/06/2024

ACE SIGN DESIGN
263.00 0.00 263.00
AP
00443662
03/06/2024

AIRGAS USA LLC
4,591.08 0.00 4,591.08
AP
00443663
03/06/2024

ALPHAGRAPHICS
258.83 0.00 258.83
AP
00443664
03/06/2024

ALVAREZ, MARIA ELENA
648.00 0.00 648.00
AP
00443665
03/06/2024

ANG, GILBERT
2,500.00 0.00 2,500.00
AP
00443666
03/06/2024

AQUABIO ENVIRONMENTAL TECHNOLOGIES INC
1,742.94 0.00 1,742.94
AP
00443667
03/06/2024
AT&T
1,500.00 0.00 1,500.00
AP
00443668
03/06/2024
AT&T
500.00 0.00 500.00
AP
00443669
03/06/2024

AUFBAU CORPORATION
9,755.00 0.00 9,755.00
AP
00443670
03/06/2024

AUTO & RV SPECIALISTS INC

81.27 0.00 81.27
AP
00443671
03/06/2024

BALDE, SADOU
222.30 0.00 222.30
AP
00443672
03/06/2024

BARKSHIRE LASER LEVELING INC
2,100.00 0.00 2,100.00
AP
00443673
03/06/2024

BAST, KAROLYN
567.00 0.00 567.00
AP
00443674
03/06/2024

BAYONA, JACQUELINE
108.41 0.00 108.41
AP
00443675
03/06/2024

BEACON ATHLETICS LLC
3,379.06 0.00 3,379.06
AP
00443676
03/06/2024

BERRYMAN, CHASE

48.00 0.00 48.00
AP
00443677
03/06/2024

BEST OUTDOOR POWER INLAND LLC

90.47 0.00 90.47
AP
00443678
03/06/2024

BOOT BARN INC
2,494.45 0.00 2,494.45
AP
00443679
03/06/2024

BOUCHARD, SHANE
2,319.00 0.00 2,319.00
AP
00443680
03/06/2024

BOURLAND, CAROL JEAN
360.00 0.00 360.00
AP
00443681
03/06/2024

BOYD, PRESTON

72.00 0.00 72.00
AP
00443682
03/06/2024

BPR CONSULTING GROUP LLC
711.75 0.00 711.75
AP
00443683
03/06/2024

BULLOCK, GRACE
150.00 0.00 150.00
08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
Page:
5 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

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Page 21 ends

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
***
AP
00443684
03/06/2024

C V W D
141.50 330.10 471.60
***
AP
00443687
03/06/2024

C V W D
15,002.55 342.58 15,345.13
AP
00443688
03/06/2024

CAHILL, COLIN

29.25 0.00 29.25
AP
00443689
03/06/2024

CALHOUN, CHRISTINA
225.00 0.00 225.00
AP
00443690
03/06/2024

CALIFORNIA, STATE OF
100.00 0.00 100.00
AP
00443691
03/06/2024

CALIX INC
7,975.00 0.00 7,975.00
AP
00443692
03/06/2024
CalPERS LONG-TERM CARE PROGRAM
221.35 0.00 221.35
AP
00443693
03/06/2024

CAMBRIDGE SEVEN ASSOCIATES INC
19,664.48 0.00 19,664.48
AP
00443694
03/06/2024

CARTY, DIANE
720.00 0.00 720.00
AP
00443695
03/06/2024

CD EQUITIES
516.50 0.00 516.50
AP
00443696
03/06/2024

CHAMPION FIRE SYSTEMS INC
548.16 0.00 548.16
***
AP
00443697
03/06/2024

CHARTER COMMUNICATIONS
4,398.11 6,187.74 10,585.85
AP
00443698
03/06/2024

CHARTER COMMUNICATIONS
1,000.00 0.00 1,000.00
AP
00443699
03/06/2024

CHO, SEONG HOO
1,181.00 0.00 1,181.00
***
AP
00443700
03/06/2024

CINTAS CORPORATION
2,043.83 418.11 2,461.94
***
AP
00443701
03/06/2024

CITIZENS BUSINESS BANK

12.50 71,024.24 71,036.74
AP
00443702
03/06/2024

CITRUS MOTORS ONTARIO INC
548.88 0.00 548.88
AP
00443703
03/06/2024

CLARK, KAREN
1,008.00 0.00 1,008.00
AP
00443704
03/06/2024

CLIMATEC LLC
2,922.00 0.00 2,922.00
AP
00443705
03/06/2024

COAST FITNESS REPAIR SHOP
600.00 0.00 600.00
AP
00443706
03/06/2024

CORREA, LUDGE

94.55 0.00 94.55
AP
00443707
03/06/2024

D & K CONCRETE COMPANY
2,809.26 0.00 2,809.26
AP
00443708
03/06/2024

DANCE TERRIFIC
207.90 0.00 207.90
AP
00443709
03/06/2024

DEMCO INC
131.63 0.00 131.63
AP
00443710
03/06/2024

DEPARTMENT OF HOUSING & COMMUNITY DVMT
16,710.00 0.00 16,710.00
AP
00443711
03/06/2024

DEPARTMENT OF INDUSTRIAL RELATIONS
225.00 0.00 225.00
AP
00443712
03/06/2024

DEPENDABLE COMPANY INC

60.00 0.00 60.00
AP
00443713
03/06/2024

DICUS SHERIFF-CORONER, SHANNON D
940.80 0.00 940.80
AP
00443714
03/06/2024

DOLLARHIDE, GINGER
469.20 0.00 469.20
***
AP
00443715
03/06/2024
DUDEK
10,592.40 1,043.75 11,636.15
AP
00443716
03/06/2024

EBERHARD EQUIPMENT
58,077.25 0.00 58,077.25
AP
00443717
03/06/2024

ELSALANTY, MOHAMMED

3.36 0.00 3.36
AP
00443718
03/06/2024

EMERGENCY MEDICAL PRODUCTS

0.00 6,602.51 6,602.51
AP
00443719
03/06/2024

ENVIRONMENT PLANNING DVMT SOLUTIONS

0.00 6,134.50 6,134.50
AP
00443720
03/06/2024

EXPRESS BRAKE SUPPLY INC
1,487.95 0.00 1,487.95
AP
00443721
03/06/2024
FERGUSON ENTERPRISES LLC #1350

92.58 0.00 92.58
AP
00443722
03/06/2024

FIALLOS, WILSON
2,220.00 0.00 2,220.00
AP
00443723
03/06/2024

FLEETPRIDE

0.00 3,086.14 3,086.14
AP
00443724
03/06/2024

FLETCHER, RICHARD
1,579.32 0.00 1,579.32
AP
00443725
03/06/2024

FREEMAN, DAVID
200.00 0.00 200.00
AP
00443726
03/06/2024

FROST, THERESA
1,500.00 0.00 1,500.00
***
AP
00443727
03/06/2024

FUEL SERV
750.00 1,214.90 1,964.90
***
AP
00443728
03/06/2024

G/M BUSINESS INTERIORS
1,658.70 9,744.92 11,403.62
AP
00443729
03/06/2024

GIORDANO, MARIANNA

63.00 0.00 63.00
***
AP
00443730
03/06/2024

GRAINGER
-0.77 73.25 72.48
AP
00443731
03/06/2024

GRAPHICS FACTORY PRINTING INC
156.24 0.00 156.24
AP
00443732
03/06/2024

GRAYBAR ELECTRIC COMPANY INC
667.64 0.00 667.64
08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
Page:
6 Time:

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Page 22 ends

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00443733
03/06/2024

GREEN COMFORT
437.50 0.00 437.50
AP
00443734
03/06/2024

HAINES, HUNTER

89.88 0.00 89.88
AP
00443735
03/06/2024

HAPPYORNOT AMERICAS INC
142.22 0.00 142.22
AP
00443736
03/06/2024

HI-TEK ELECTRIC INC
162.64 0.00 162.64
AP
00443737
03/06/2024

HI-WAY SAFETY INC
68,938.45 0.00 68,938.45
AP
00443738
03/06/2024

HOLLIDAY ROCK CO INC
2,766.88 0.00 2,766.88
AP
00443739
03/06/2024

HOSE-MAN INC

0.00 296.80 296.80
AP
00443740
03/06/2024

HSU, JESSICA
155.41 0.00 155.41
AP
00443741
03/06/2024

HUNT-GRACIA, JENNIFER
641.25 0.00 641.25
AP
00443742
03/06/2024

INLAND VALLEY DANCE ACADEMY
456.00 0.00 456.00
AP
00443743
03/06/2024

ITERIS INC
3,439.13 0.00 3,439.13
AP
00443744
03/06/2024

K-K WOODWORKING
107.69 0.00 107.69
AP
00443745
03/06/2024

KINETIC LIGHTING INC
2,800.00 0.00 2,800.00
AP
00443746
03/06/2024

LEMONDROP SOLAR

67.86 0.00 67.86
AP
00443747
03/06/2024

LI, HONGMEI
189.00 0.00 189.00
AP
00443748
03/06/2024

LITTLE, MARC
1,143.00 0.00 1,143.00
AP
00443749
03/06/2024

LOS ANGELES SOLAR PROS

67.86 0.00 67.86
AP
00443750
03/06/2024

LWDESIGNS LLC
400.00 0.00 400.00
AP
00443751
03/06/2024

MAGELLAN ADVISORS LLC
3,562.50 0.00 3,562.50
AP
00443752
03/06/2024

MAGGIO, ROBERT
241.64 0.00 241.64
AP
00443753
03/06/2024
MCI

35.46 0.00 35.46
AP
00443754
03/06/2024

MERENDA, HANK
211.68 0.00 211.68
AP
00443755
03/06/2024

MESA ENERGY SYSTEMS INC
24,010.00 0.00 24,010.00
AP
00443756
03/06/2024

MORALES, ROBERT

66.00 0.00 66.00
AP
00443757
03/06/2024

MOTIVE ENERGY LLC
3,550.97 0.00 3,550.97
AP
00443758
03/06/2024

MUSIC TREE
1,287.00 0.00 1,287.00
AP
00443759
03/06/2024

NATIONAL CNG & FLEET SERVICE
503.92 0.00 503.92
AP
00443760
03/06/2024

NAUMANN HOBBS MATERIAL HANDLING
2,653.55 0.00 2,653.55
AP
00443761
03/06/2024

NEWMAN, PHIL

18.00 0.00 18.00
AP
00443762
03/06/2024

NUNEZ, FLAVIO

37.42 0.00 37.42
***
AP
00443763
03/06/2024

ODP BUSINESS SOLUTIONS LLC
3,881.73 187.91 4,069.64
AP
00443764
03/06/2024

ONTARIO ICE SKATING CENTER
1,232.00 0.00 1,232.00
AP
00443765
03/06/2024

PACIFIC UTILITY INSTALLATION INC
20,641.28 0.00 20,641.28
AP
00443766
03/06/2024

PALMS TO PINES PARASPORTS

90.00 0.00 90.00
AP
00443767
03/06/2024

PARKHOUSE TIRE INC
187.20 0.00 187.20
AP
00443768
03/06/2024

PELL SOLAR INC

62.00 0.00 62.00
AP
00443769
03/06/2024

PIONEER MANUFACTURING COMPANY
4,466.71 0.00 4,466.71
AP
00443770
03/06/2024

PRE-PAID LEGAL SERVICES INC
210.88 0.00 210.88
AP
00443771
03/06/2024

PRO-WEST & ASSOCIATES INC
2,342.54 0.00 2,342.54
AP
00443772
03/06/2024

PUMPMAN LLC
1,020.00 0.00 1,020.00
AP
00443773
03/06/2024

RAUL'S AUTO TRIM INC

0.00 3,410.00 3,410.00
AP
00443774
03/06/2024

RBM LOCK & KEY SERVICE

55.73 0.00 55.73
AP
00443775
03/06/2024

REMBERT, RUTH

8.60 0.00 8.60
AP
00443776
03/06/2024

RUBEN'S AUTO COLLISION CENTER INC
469.48 0.00 469.48
AP
00443777
03/06/2024

SAMPLE, NANCY L
216.00 0.00 216.00
AP
00443778
03/06/2024

SAN BERNARDINO COUNTY

19.00 0.00 19.00
AP
00443779
03/06/2024

SAN BERNARDINO COUNTY

19.00 0.00 19.00
08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
Page:
7 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Page 23 ends

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00443780
03/06/2024

SAN BERNARDINO COUNTY

19.00 0.00 19.00
AP
00443781
03/06/2024

SAN BERNARDINO COUNTY

19.00 0.00 19.00
AP
00443782
03/06/2024

SAN BERNARDINO COUNTY

19.00 0.00 19.00
AP
00443783
03/06/2024

SAN BERNARDINO COUNTY

19.00 0.00 19.00
AP
00443784
03/06/2024

SAN BERNARDINO COUNTY

19.00 0.00 19.00
AP
00443785
03/06/2024

SAN BERNARDINO COUNTY
15,216.72 0.00 15,216.72
AP
00443786
03/06/2024

SAN BERNARDINO COUNTY CLERK

0.00 50.00 50.00
AP
00443787
03/06/2024

SAN BERNARDINO COUNTY

0.00 60.00 60.00
AP
00443788
03/06/2024

SAN BERNARDINO COUNTY TRANSPORTATION
146,847.50 0.00 146,847.50
AP
00443789
03/06/2024

SAN BERNARDINO COUNTY SHERIFFS DEPT
1,065.82 0.00 1,065.82
AP
00443790
03/06/2024

SAN BERNARDINO COUNTY FLOOD CONTROL DISTRICT
1,150.00 0.00 1,150.00
AP
00443791
03/06/2024
SBPEA
2,541.71 0.00 2,541.71
AP
00443792
03/06/2024

SCHAFER, KAREN
500.00 0.00 500.00
AP
00443793
03/06/2024

SCOTT MCLEOD PLUMBING INC
7,224.27 0.00 7,224.27
AP
00443794
03/06/2024

SIGURDSON, JADE MICHAEL ANNE
480.00 0.00 480.00
AP
00443795
03/06/2024

SITEONE LANDSCAPE SUPPLY LLC
381.28 0.00 381.28
AP
00443796
03/06/2024

SOCA ARTS
2,318.40 0.00 2,318.40
AP
00443798
03/06/2024

SOUND IMAGE INC
19,999.99 0.00 19,999.99
***
AP
00443800
03/06/2024

SOUTHERN CALIFORNIA EDISON
13,381.30 134.04 13,515.34
AP
00443801
03/06/2024

SOUTHERN CALIFORNIA EDISON
735.60 0.00 735.60
***
AP
00443802
03/06/2024

STANLEY PEST CONTROL

70.00 250.00 320.00
AP
00443803
03/06/2024

STREET TREE SEMINAR INC
1,375.00 0.00 1,375.00
AP
00443804
03/06/2024

SUNPOWER CORPORATION
135.72 0.00 135.72
AP
00443805
03/06/2024

THOMAS, SHEILA
1,004.00 0.00 1,004.00
AP
00443806
03/06/2024

THOMPSON PLUMBING SUPPLY INC

0.00 1,111.70 1,111.70
AP
00443807
03/06/2024

TIEU, LAN

27.35 0.00 27.35
AP
00443808
03/06/2024

TORO TOWING
100.00 0.00 100.00
AP
00443813
03/06/2024

UNITED RENTALS NORTH AMERICA INC
2,243.99 0.00 2,243.99
AP
00443814
03/06/2024

UNITED SITE SERVICES OF CA INC
610.58 0.00 610.58
***
AP
00443815
03/06/2024
UPS
395.68 21.00 416.68
AP
00443816
03/06/2024

VELOCITY TRUCK CENTERS

0.00 1,666.74 1,666.74
AP
00443817
03/06/2024

VELOCITY TRUCK CENTERS
509.11 0.00 509.11
AP
00443818
03/06/2024

VERIZON WIRELESS - LA

0.00 4,754.81 4,754.81
AP
00443819
03/06/2024

VULCAN MATERIALS COMPANY
281.71 0.00 281.71
AP
00443820
03/06/2024

WANG, JIAYI
1,181.00 0.00 1,181.00
AP
00443821
03/06/2024

WAXIE SANITARY SUPPLY
2,025.12 0.00 2,025.12
AP
00443822
03/06/2024

WESTBOUND COMMUNICATIONS INC
52,041.89 0.00 52,041.89
AP
00443823
03/06/2024

WESTRUX INTERNATIONAL INC
350.77 0.00 350.77
AP
00443824
03/06/2024

WILEY, JEFF
1,200.00 0.00 1,200.00
AP
00443825
03/06/2024

WILLDAN GROUP
5,000.00 0.00 5,000.00
AP
00443826
03/06/2024

WILSON & BELL AUTO SERVICE
9,411.44 0.00 9,411.44
***
AP
00443827
03/06/2024

WISECOM TECHNOLOGIES INC
84,079.13 84,079.12 168,158.25
AP
00443828
03/06/2024

WT CONSTRUCTION SERVICES INC
17,938.87 0.00 17,938.87
AP
00443829
03/06/2024

YBARRA, RYAN
526.00 0.00 526.00
AP
00443830
03/07/2024

INTERNATIONAL LINE BUILDERS INC
16,580.18 0.00 16,580.18
AP
00443831
03/07/2024

TORTI GALLAS & PARTNERS INC
4,607.43 0.00 4,607.43
AP
00443832
03/07/2024

TRYFYTT
681.00 0.00 681.00
08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
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Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00443833
03/07/2024

TUKUA, SHAWN

0.00 200.00 200.00
AP
00443834
03/07/2024

TYUS, IDA
518.16 0.00 518.16
$7,248,394.64
$8,885,352.87
$1,636,958.23
Note:

Grand Total:

Total Fire:

Total City:
*** Check Number includes both City and Fire District expenditures 08:30:14
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
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DATE:March 20, 2024
TO:Mayor and Members of the City Council
President and Members of the Board of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Noah Daniels, Finance Director
Veronica Lopez, Accounts Payable Supervisor
SUBJECT: Consideration to Approve City and Fire District Weekly Check Registers for Checks Issued to Southern California Gas Company in the Total Amount of $37,052.69 Dated February 26, 2024, through March 10, 2024. (CITY/FIRE)
RECOMMENDATION:

Staff recommends City Council/Board of Directors of the Fire Protection District approve payment of demands as presented. Weekly check register amounts are $32,223.87 and $4,828.82 for the City and the Fire District, respectively.

BACKGROUND:

N/A
ANALYSIS:

N/A
FISCAL IMPACT:

Adequate budgeted funds are available for the payment of demands per the attached listing.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

N/A
ATTACHMENTS:

Attachment 1 - Weekly Check Register

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Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
So Calif Gas Company Only.

AND

CITY OF RANCHO CUCAMONGA
2/26/2024 through 3/10/2024
Check No.

Check Date
Vendor Name
City Fire Amount
***
AP
00443612
02/28/2024

SOCAL GAS
30,563.06 4,828.82 35,391.88
AP
00443797
03/06/2024

SOCAL GAS
1,660.81 0.00 1,660.81
$32,223.87
$37,052.69
$4,828.82
Note:

Grand Total:

Total Fire:

Total City:
*** Check Number includes both City and Fire District expenditures 08:36:11
03/11/2024
Current Date:

VLOPEZ - Veronica Lopez
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DATE:March 20, 2024
TO:Mayor and Members of the City Council
President and Members of the Board of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Elisa Cox, Assistant City Manager/Administrative Services Director Noah Daniels, Finance Director
Hiram Zavala, Management Analyst II

SUBJECT: Consideration to Receive and File Current Investment Schedules as of February 29, 2024, for the City of Rancho Cucamonga and the Rancho Cucamonga Fire Protection District. (CITY/FIRE)
RECOMMENDATION:

Staff recommends that the City Council/Board of Directors of the Fire Protection District receive and file the attached current investment schedules for the City of Rancho Cucamonga (City) and the Rancho Cucamonga Fire Protection District (District) as of February 29, 2024.

BACKGROUND:

The attached investment schedules as of February 29, 2024, reflect cash and investments managed by the Finance Department/Revenue Management Division and are in conformity with the requirements of California Government Code Section 53601 and the City of Rancho Cucamonga’s and the Rancho Cucamonga Fire Protection District’s adopted Investment Policies as approved on June 22, 2023.

ANALYSIS:

The City’s and District’s Treasurers are each required to submit a quarterly investment report to the City Council and the Fire Board, respectively, in accordance with California Government Code Section 53646. The quarterly investment report is required to be submitted within 30 days following the end of the quarter covered by the report. However, the City and District Treasurers have each elected to provide this report on a monthly basis.

FISCAL IMPACT:

None.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

The monthly investment schedule supports the City Council’s core value of providing and nurturing a high quality of life for all by demonstrating the active, prudent fiscal management of the City’s investment portfolio to ensure that financial resources are available to support the various services the city provides to all Rancho Cucamonga stakeholders.

ATTACHMENTS:

Attachment 1 - Investment Schedule (City)
Attachment 2 - Investment Schedule (Fire)

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Trustee and/or Purchase Maturity Cost
Bond Issue/Description Paying Agent Account Name Trust Account #Fund Investment Date Date* Yield Value CFD 2003-01 Improvement Area 1 (2013) Wells Fargo Reserve Fund 46571801 865 Money Market Fund 9/1/2013 N/A 0.01% 1,417,000.00 $ Agency Project 46571807 864 Money Market Fund 9/1/2013 N/A 0.01% 82,812.92 $ Cultural Center Fund 46571808 864 Money Market Fund 9/1/2013 N/A 0.01% 204,174.48 $ Bond Fund 46571800 864 Money Market Fund 9/1/2013 N/A 0.01% 259,840.63 $ Developer Project 46571806 864 Money Market Fund 9/1/2013 N/A 0.01% 104,397.24 $ Special Tax 46571805 864 Money Market Fund 9/1/2013 N/A 0.01% 35,663.78 $ 2,103,889.05$
CFD 2003-01 Improvement Area 2 (2013) Wells Fargo Bond Fund 46659800 866 Money Market Fund 12/1/2013 N/A 0.01% 41,246.70 $ Reserve Fund 46659801 867 Money Market Fund 12/1/2013 N/A 0.01% 132,473.70 $ Special Tax Fund 46659805 866 Money Market Fund 12/1/2013 N/A 0.01% 3,340.22 $ 177,060.62$
CFD No 2004-01 Rancho Etiwanda Series Wells Fargo Admin Expense Fund 48436802 Money Market Fund N/A 0.01% - $ Bond Fund 48436800 820 Money Market Fund N/A 0.01% 489,930.00 Reserve Fund 48436801 821 Money Market Fund N/A 0.01% 1,186,303.00 Special Tax Fund 48436807 820 Money Market Fund N/A 29,947.55 Project Fund 48436809 820 Money Market Fund N/A 47,872.00 1,754,052.55$
2014 Rancho Summit Wells Fargo Cost of Issuance Fund 48709906 Money Market Fund N/A - $ Bond Fund 48709900 858 Money Market Fund N/A 93,892.50
Reserve Fund 48709901 859 Money Market Fund N/A 259,477.00 Sepcial Tax Fund 48709907 858 Money Market Fund N/A 6,545.82 Rebate Fund 48709908 Money Market Fund N/A -
Redemption Fund 48709903 Money Market Fund N/A -
Prepayment Fund 48709904 Money Market Fund N/A -
359,915.32$
CFD No. 2000-01 South Etiwanda Union Bank Rancho Cucamonga 2015 CFD2000-1 AGY 6712140200 7/30/2015 N/A - $ Special Tax Fund 6712140201 852 Money Market Fund 7/30/2015 N/A 1.63 Bond Fund 6712140202 852 Money Market Fund 7/30/2015 N/A 1,510.03 Prepayment Fund 6712140203 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140204 853 Money Market Fund 7/30/2015 N/A 0.00% 23,931.54 25,443.20$
CFD No. 2000-02 Rancho Cucamonga Corporate Park Union Bank Rancho Cucamonga 2015 CFD2000-2 AGY 6712140300 Money Market Fund 7/30/2015 N/A -$ Special Tax Fund 6712140301 856 Money Market Fund 7/30/2015 N/A 5.82 $ Bond Fund 6712140302 856 Money Market Fund 7/30/2015 N/A 15,359.48 $ Prepayment Fund 6712140303 Money Market Fund 7/30/2015 N/A - $ Reserve Fund 6712140304 857 Money Market Fund 7/30/2015 N/A 0.00% 219,749.35 235,114.65$
CFD No. 2001-01 IA 1&2, Series A Union Bank Rancho Cucamonga 2015 CFD2001-1 AGY 6712140400 Money Market Fund 7/30/2015 N/A - $ Special Tax Fund 6712140401 860 Money Market Fund 7/30/2015 N/A 21.78 Bond Fund 6712140402 860 Money Market Fund 7/30/2015 N/A 73,541.16 City of Rancho Cucamonga
Summary of Cash and Investments with Fiscal Agents
For the Month Ended
2/29/2024
I:\FINANCE\SALINA\Fiscal Agent Stmts\FY 2023-24\_Fiscal Agent Statements Workbook 23-24.xlsx Summary Report Page 1

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Trustee and/or Purchase Maturity Cost
Bond Issue/Description Paying Agent Account Name Trust Account #Fund Investment Date Date* Yield Value City of Rancho Cucamonga
Summary of Cash and Investments with Fiscal Agents
For the Month Ended
2/29/2024
Prepayment Fund 6712140403 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140404 861 Money Market Fund 7/30/2015 N/A 0.00% 319,302.69 392,865.63$
CFD No. 2001-01 IA3, Series B Union Bank Rancho Cucamonga 2015 CFD2001-1 AGY 6712140500 Money Market Fund 7/30/2015 N/A - $ Special Tax Fund 6712140501 862 Money Market Fund 7/30/2015 N/A 2.11 Bond Fund 6712140502 862 Money Market Fund 7/30/2015 N/A 7,118.03 Prepayment Fund 6712140503 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140504 863 Money Market Fund 7/30/2015 N/A 0.00% 31,000.80 38,120.94$
CFD No. 2006-01 Vintner's Grove Union Bank Rancho Cucamonga 2015 CFD2006-1 AGY 6712140600 Money Market Fund 7/30/2015 N/A - $ Special Tax Fund 6712140601 869 Money Market Fund 7/30/2015 N/A 15.06 Bond Fund 6712140602 869 Money Market Fund 7/30/2015 N/A 52,803.51 Prepayment Fund 6712140603 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140604 870 Money Market Fund 7/30/2015 N/A 0.00% 136,039.68 188,858.25$
CFD No. 2006-02 Amador on Rt. 66 Union Bank Rancho Cucamonga 2015 CFD2006-2 AGY 6712140700 Money Market Fund 7/30/2015 N/A - $ Special Tax Fund 6712140701 871 Money Market Fund 7/30/2015 N/A 8.93 Bond Fund 6712140702 871 Money Market Fund 7/30/2015 N/A 31,282.28 Prepayment Fund 6712140703 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140704 872 Money Market Fund 7/30/2015 N/A 0.00% 82,347.20 113,638.41$
TOTAL CASH AND INVESTMENTS WITH FISCAL AGENTS 5,388,958.62$ * Note: These investments are money market accounts which have no stated maturity date as they may be liquidated upon demand.

I:\FINANCE\SALINA\Fiscal Agent Stmts\FY 2023-24\_Fiscal Agent Statements Workbook 23-24.xlsx Summary Report Page 2

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DATE:March 20, 2024
TO:Mayor and Members of the City Council
FROM:John R. Gillison, City Manager
INITIATED BY: Noah Daniels, Finance Director
Kelly Guerra, Special Districts Analyst
SUBJECT: Consideration of the City Council to Reappoint and Update the Term of Committee Members to the Community Parks and Landscape Citizens' Oversight Committee. (CITY)
RECOMMENDATION:

Staff recommends that the City Council approve and reappoint Velma Gilbert to the Community Parks and Landscape Citizens' Oversight Committee and approve the update of Denise Garzaro's term date to align with two other committee member terms.

BACKGROUND:

On August 7, 2019, the City Council adopted Resolution 19-075, establishing the Community Parks and Landscape Citizens' Oversight Committee (the "Committee"). The purpose of the Committee is to review the annual financial audits of certain districts to provide oversight of the revenues and to communicate with property owners regarding how their community parks and landscaping are maintained and funded.

Per the Resolution, a City Council Subcommittee recommends that committee members be appointed to the City Council. Appointed committee members serve four-year terms. One Committee Member's term is expiring on April 1, 2024, and another Committee Member's is updating the term date to align with other Committee Member's terms expiring on April 6, 2026.

ANALYSIS:

On February 26, 2024, the City Clerk's advertised a Notice of Upcoming Vacancies for the Committee, open until March 7, 2024. The City Clerk only received an application from existing Committee Member Velma Gilbert. As stated, no other applications responded to the solicitation by the close of the application period.

Since there were no new applicants and the existing Committee Member has expressed her desire to continue serving, it is recommended that the City Council reappoint the applicant to the Committee. The City Council Subcommittee did not formally interview the applicant as she is an existing member, is already aware of her roles and responsibilities on the Committee, and has served the community's best interest.

On August 1, 2022, Committee Member Denise Garzaro was reappointed. At that time, her term was extended to August 2026; however, in the same year, two other Committee Members' terms expire in April 2026, and it would be ideal to align all three Committee Members to the same date.

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City staff has reached out to Committee Member Denise Garzaro, and she is agreeable to the change in her term date.

In summary, with the recommendations above, the Committee Members will serve the Committee for the following terms:
•Velma Gilbert, April 1, 2024, to August 31, 2027
•Denise Garzaro, August 1, 2022, to April 6, 2026
FISCAL IMPACT:

There is no fiscal impact.

COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

This item supports the City Council's value of working cooperatively with all stakeholders by appointing citizens of the City who wish to serve and improve their community on the Committee.

ATTACHMENTS:

None

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DATE:March 20, 2024
TO:President and Members of the Board of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Mike McCliman, Fire Chief
Ty Harris, Deputy Fire Chief
Darci Vogel, Fire Business Manager
Ruth Cain, Procurement Manager
SUBJECT: Consideration of the Purchase of Two Type-3 Brush Fire Engines Utilizing Department of General Services State of California Statewide Contract 1- 22-23-21B with Boise Mobile Equipment Fire Trucks, LLC in the Amount of $899,120. (FIRE)
RECOMMENDATION:

Staff recommends the Fire Board authorize the purchase of two (2) Type-3 Brush Engines utilizing Department of General Services (“DGS”) State of California Statewide Contract 1-22-23-21B awarded to Boise Mobile Equipment (“BME”) Fire Trucks, LLC in the amount of $899,120.

BACKGROUND:

As part of the annual budget preparation process, the Fire District reviews the current vehicle and apparatus inventory list and identifies those units’ needing replacement. This evaluation considers the mileage, current age and actual years of operation compared to expected years, mechanical condition, and repair history.

Per the 2016 edition of the National Fire Protection Association Standard for Automotive Fire Apparatus (NFPA) 1901 “Standard for Automotive Apparatus” guidelines, to maximize firefighting capabilities and minimize risk of injuries, it is important that fire apparatus be equipped with the latest safety features and operating capabilities. In the last 10 to 15 years much progress has been made in upgrading functional capabilities and improving the safety features of fire apparatus.

NFPA 1901 recommends apparatus more than 15 years old be placed in reserve status and removed within 25 years. A fire apparatus is an emergency vehicle that must be relied on to transport firefighters safely to and from an incident and to operate reliably and properly to support the mission of the Fire District. A piece of fire apparatus that breaks down at any time during an emergency operation not only compromises the success of the operation but might jeopardize the safety of the firefighters.

Beginning in FY 2021-22, the Fire District began implementation of a 10-year apparatus replacement plan. The replacement plan identified the need to purchase a Type-1 Fire Engine every fiscal year over the next 10 years due to the aging fleet. Subsequently, the Fire District purchased a Type-1 Engine in both FY 2021-22 and 2022-23 and budgeted to purchase another in current FY 2023-24.

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The 10-year apparatus replacement plan also identified the need to replace the Fire District’s two Type-3 Brush Engines (102-08 & 91-06) which are 16 and 18 years old. These units have a number of maintenance issues and are 2-wheel drive which limits their ability to respond to areas with rough terrain. To delay the need to purchase new Type-3 Brush Engines, the Fire District entered into agreements with the California Office of Emergency Services (OES) in 2015 for a Type-3 4x4 Brush Engine and again in 2022 for a Type-6 4x4 Brush Engine. This has been very successful in extending the life of the Fire District’s wildland fleet; however, replacement can no longer be delayed due to the age, increase in maintenance issues (cost and ability to get parts), and downtime of the Fire District’s current Type-3 Brush Engines.

ANALYSIS:

The Fire District has made significant progress in the replacement of Type-1 Engines. Medic Engine 171 was placed into service at the Amethyst Fire Station in April of 2022. Medic Engine 178, the Fire District’s first Type-1 Electric Engine, will be placed into service in March 2024.

Lastly, the Fire District has two additional Type-1 Fire Engines in the build process with a projected delivery in early 2025.

The Fire District anticipated replacing the Type-3 Brush Engines in FY 2024-25. However, due to the progress in the replacement of Type-1 Engines, as well as the increasing number of maintenance issues impacting use of the current Type-3 Brush Engines, staff recommends reallocating the current FY 2023-24 funding from the replacement of one (1) Type-1 Engine to the replacement of two (2) Type-3 Brush Engines. Due to this reallocation of funds, replacement of the one (1) Type-1 Engine will now be included in the Fire District’s FY 2024-25 budget requests.

Staff recommends utilizing DGS State of California Statewide Contract 1-22-23-21B awarded to BME Fire Trucks, LLC for the recommended purchase of the two (2) Type-3 Brush Engines. Per the City of Rancho Cucamonga’s Municipal Code (RCMC), Section 3.08.070, the City may award contracts when the purchase is beneficial to the interest of the City and is from a supplier who has been awarded a specific item or items in a contract resulting from a formal competitive bid process by another governmental agency within the State of California or by the federal government within the last year.

DGS State of California Statewide Contract 1-22-23-21B is a competitively bid and awarded contract for the procurement of wildland engines. Procurement has reviewed the DGS bid documents and contract and is satisfied that the solicitation process and terms meet the Fire District and City's requirements. The Fire District’s Apparatus Committee thoroughly reviewed the RFP specifications and determined that they were consistent with the Fire District’s requirements for a Type-3 Brush Engine.

Staff recommends that the Fire Board authorize the purchase of two (2) Type-3 Brush Engines in the amount of $899,120 from BME Fire Trucks, LLC utilizing the DGS State of California Statewide Contract 1-22-23-21B.

FISCAL IMPACT:

The purchase of one (1) Type-1 Engine was approved in the FY 2023-24 budget. A total of $1,000,000 is allocated in the Fire Protection Capital Fund under account 3288501-5604 (Capital Outlay-Vehicles). Staff recommends reallocating this funding to purchase two (2) Type-3 Brush Engines for a total purchase price of $899,120. This will result in a savings of $100,880 for the current fiscal year.

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COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

This item brings together portions of the Council’s vision and core value by providing a sustainable City and promoting a safe and healthy community for all. This is accomplished by ensuring our first responders have the resources necessary to respond effectively during emergency situations.

ATTACHMENTS:

None.

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DATE:March 20, 2024
TO:Mayor and Members of the City Council
President and Members of the Board of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Micah Martin, Public Works Services Director Mike McCliman, Fire Chief
Ruth Cain, Procurement Manager
Andrea Bauer, Management Analyst II
SUBJECT: Consideration of a Professional Services Agreement with PumpMan SoCal for Routine Maintenance of Pumping Systems in an Amount Not to Exceed $50,000 Annually. (CITY/FIRE)
RECOMMENDATION:

Staff recommends the City Council and Fire Board of the Rancho Cucamonga Fire Protection District award and authorize the execution of a Professional Services Agreement (PSA) with PumpMan SoCal to provide routine maintenance of pumping systems effective through June 30, 2025, with an option to renew in one (1) year increments up to a total of six (6) additional years, in an amount not to exceed $50,000 annually and $350,000 over the duration of the seven-year contract.

BACKGROUND:

The Public Works Services Department (PWSD), the Rancho Cucamonga Fire Protection District (RCFPD), and the Procurement Division routinely issue requests for proposals to ensure vendor services remain competitive. Public Works staff drafted a detailed scope of work to solicit bids for routine maintenance and repair services for irrigation booster pumps, sump pumps, and other various pumps for City and Fire District facilities and landscapes. Previously, a contract was obtained through an open market bid process with a not to exceed limit of $20,000 for as-needed services. Typically, these services were utilized in an on-call capacity however, due to increasing costs and a need for continual routine maintenance, PWSD solicited bids through a Request for Proposals (RFP) process to increase the spending limit and provide the appropriate level of service. This will assist the PWSD in reducing costly repairs and extend the useful life of our equipment through a routine, preventative maintenance program.

PWSD provided the scope of work to the Procurement Division to prepare a formal Request for Proposal (RFP). The Procurement Division prepared and posted RFP #23/24-002 to the City’s automated procurement system. One hundred fifty-five (155) vendors were notified of the solicitation, twenty-four (24) prospective vendors downloaded or viewed the bid package, and only one (1) vendor response was received and was considered non-responsive by the City’s Procurement Division. After vendor outreach was conducted, RFP #23/24-004 was reposted and one hundred fifty-four (154) vendors were notified of the solicitation, twenty (20) prospective vendors downloaded or viewed the bid package, and three (3) responses were received.

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ANALYSIS:

An Evaluation Committee consisting of City staff conducted a thorough analysis of the RFP responses and scored and ranked the responsive proposals in accordance with the criteria specified in the RFP. The outcome of the evaluation process determined PumpMan SoCal to be the most responsive vendor providing the best value while meeting the scope of services and specifications required. Therefore, staff recommends the City Council and Board of Directors award a contract to PumpMan SoCal through June 30, 2025 and an option to renew in one (1) year increments in an amount not to exceed $50,000 annually and $350,000 over the duration of the seven-year contract. The annual cost for a contract with PumpMan SoCal includes biannual preventative scheduled maintenance to various City and Fire District pumps.

If approved, a copy of the executed contract will be on file in the City Clerk’s Office.

FISCAL IMPACT:

This contract price is within the proposed amended budget contract services line items in various Landscape Maintenance District accounts for irrigation booster pump repairs and various General Fund accounts for facility sump pump maintenance.

Funding Source

ACCOUNT FUND AMOUNT
1001312-5304 General Fund - Facilities $18,730
1001318-5300 General Fund - Streets $5,000
1700312-5304 General Fund - Sports Complex $2,500
3281529-5304 Fire Fund - Fire Facilities $2,500
1131303-5300 LMD 2 Victoria $500
1133320-5300 LMD 3 - MetroLink (Parks) $1,650
1133320-5304 LMD 3 - MetroLink (Facilities) $2,000
1134303-5300 LMD 4 Terra Vista $3,850
1137303-5300 LMD 7 North Etiwanda $2,750
1140303-5300 LMD 10 Rancho Etiwanda $1,650
1848321-5300 Red Hill Lake Maintenance $1,650
15% Contingency $6,420
Total: $49,200
The contract spending limit includes a 15% contingency in the amount of $6,420 to cover unforeseen repairs.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

This item addresses City Council’s core values of promoting and enhancing a safe and healthy community for all by ensuring City and Fire District facilities and landscapes are properly maintained.

ATTACHMENTS:

None.

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DATE: March 20, 2024
TO: Mayor and Members of the City Council
FROM: John R. Gillison, City Manager
INITIATED BY: Wess Garcia, Library Director
Jennifer Gracia, Community Services Director
Noah Daniels, Finance Director
Margo Mullen, Head of Museum Services
Cristina Gorka, Management Analyst
SUBJECT: Consideration to Approve a Master Services Agreement with Bluefin Payment Systems LLC for Gateway Encryption Services in the Amount of $9,100 Plus a 10% Contingency for the Lewis Family Playhouse and Randall Lewis Second Story and Beyond® Services. (CITY) RECOMMENDATION:

Staff recommends the City Council:

1. Approve the Master Services Agreement for Bluefin Payment Systems LLC for gateway encryption services for a three (3) year contract with the option to renew on a one (1) year basis in an amount not to exceed $10,010 ($9,100 + 10% contingency) annually.

2. Authorize an appropriation in the amount of $5,010 from the Second Story and Beyond ® Fund Balance and $5,000 from the General Fund Balance to fund the above contract.

BACKGROUND:

In September 2023, AudienceView Ticketing Corporation was approved to be the ticketing vendor for the Lewis Family Playhouse and the Randall Lewis Second Story and Beyond ® (RLSSAB).

City staff are working with AudienceView to set up a ticketing service for the discovery space and theater. In October 2023, the City was notified that a gateway encryption service will be required to communicate with the AudienceView software and provide validated point to point encryption (P2PE) to process credit card transactions. Credit cards processed through AudienceView require a compatible payment gateway and credit card processing system.

ANALYSIS:

The Master Services Agreement with Bluefin Payment Systems LLC will ensure the authorization of credit card payments by processing the transactions from AudienceView to Bluefin Payment Systems LLC (payment gateway), through financial institutions, and to Elavon, the current City credit card processor. Bluefin hosts a variety of ways to complete transactions including tap-to- pay support which offers visitors additional payment options.

Staff have reviewed options for gateway payment services that are compatible with ticketing and card processing systems and are recommending City Council approve the single source and Master Services Agreement for Bluefin Payment Systems LLC. This vendor processes, defends, and devalues sensitive information that’s exchanged thereby protecting the City and visitors from

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data breaches. As the first North American company to market with a PCI-validated P2PE solution as a service, they have led the industry in encryption and tokenization defense for over a decade. 35,000 companies are using Bluefin Payment Systems LLC in 60 different countries, and they are a leader with a proven track record in data security.

Contracting with Bluefin Payment Systems LLC will provide hardware and gateway payment solutions for three years with an option to renew annually.

Copies of all supporting documents are on file with the City Clerk and Procurement Offices.

FISCAL IMPACT:

Anticipated costs are estimated to be as follows:

Expenditure Category Amount
Master Services Agreement Contract $9,100
Master Services Agreement Contract Contingency (10%) $910 Estimated Costs $10,010
Adequate funds are available in the adopted Fiscal Year 2023/24 Budget from the General Fund (001) and Second Story and Beyond ® Fund (710). Funding is identified under the Capital Improvement Project Account as follows:

Account No. Funding Source Description Amount
1001407-5530/5005407-00005530 General Fund (001) Banking Fees $5,000 1710610-5300 SSAB (710) SSAB $5,010
COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

Providing superior services to residents enhances the overall quality of life in Rancho Cucamonga and will support the City Council Core Values to build and preserve the City’s family-oriented atmosphere and intentionally embrace and anticipate the future.

ATTACHMENTS:

Attachment 1 – City of RC Master Services Agreement PayConex Attachment 2 – Single Source Justification Memo

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Attachment 1 - Master Services Agreement with Bluefin Payment Systems, LLC

To be provided by March 20, 2024.

ATTACHMENT 1

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RECOMMENDATION:

To accept a single source procurement for secure payment gateway provider Bluefin Payment Systems LLC (Bluefin) to serve as the credit card processing service for the Lewis Family Playhouse (LFP) and Randall Lewis Second Story and Beyond® (SSAB).

BACKGROUND:

Through a competitive bid, on September 6, 2023, the City of Rancho Cucamonga awarded and approved the use of AudienceView Ticketing Corporation for the Lewis Family Playhouse and Randall Lewis Second Story and Beyond®. Bluefin serves as the main secure payment gateway partner for AudienceView and is required as part of the AudienceView platform integration.

ANALYSIS:

Bluefin is one of only two compatible secure payment gateway providers that can process credit card transactions and successfully communicate between the AudienceView ticketing platform and the City of Rancho Cucamonga’s internal merchant services and payment platform, Elavon.

The alternative provider, PayPal is significantly more expensive per transaction while providing less value in the form of security and encryption.

FISCAL IMPACT:

The cost of services provided by Bluefin will be based on the number of credit card transactions generated by the Lewis Family Playhouse and Randall Lewis Second Story and Beyond ®.

Based on general estimates of a combined 51,000 credit card transactions annually, we anticipate $7,700 in cost per 12-month period. Adequate funds are available in the adopted Fiscal Year 2023-2024 Budget from the General Fund (001) and the Library Capital Fund (329) for any costs incurred in this current fiscal year.

COUNCIL GOAL(S) ADDRESSED:

ATTACHMENTS:

Attachment 1 – City of Rancho Cucamonga MSA PayConex [Confidential]

Page 1 of 1 ends

DATE: January 2, 2024
TO: Ruth Cain, Purchasing Manager
FROM: Jason Castellanos, Technology Services Supervisor, Library INITIATED BY: Wess Garcia, Library Director
SUBJECT: Single Source Justification for secure payment gateway provider Bluefin Payment Systems LLC to serve as the credit card processing service for the Lewis Family Playhouse and Randall Lewis Second Story and Beyond®.

MEMORANDUM
Library Services
ATTACHMENT 2

Page 115 ends

Page 1 of 1 ends

REVISION:

Attached is a revised Staff Report for item D8 on the Consent Calendar highlighting a change in the recommendation to reflect City Council approval is subject to non -monetary changes approved by the City’s Risk Manager and City Manager.

RECOMMENDATION:

Staff recommends the City Council:

2. Authorize an appropriation in the amount of $5,010 from the Second Story and Beyond ® Fund Balance and $5,000 from the General Fund Balance to fund the above contract.

ATTACHMENTS:

Attachment 1 – Revised Staff Report
Attachment 2 – City of RC Master Services Agreement PayConex Attachment 3 - Single Source Justification Memo
DATE: March 20, 2024
TO: John R. Gillison, City Manager
FROM: Wess Garcia, Library Director
BY: Wess Garcia, Library Director
Jennifer Gracia, Community Services Director
Noah Daniels, Finance Director
Margo Mullen, Head of Museum Services
Cristina Gorka, Management Analyst
SUBJECT: Consideration to Approve a Master Services Agreement with Bluefin Payment Systems LLC for Gateway Encryption Services in the Amount of $9,100 Plus a 10% Contingency for the Lewis Family Playhouse and Randall Lewis Second Story and Beyond® Services. (CITY)

MEMORANDUM
Public Works Services Department
Revised Staff Report Memo: 3/20/2024 Item D8 Consent Calendar

Page 116 ends

DATE: March 20, 2024
TO: Mayor and Members of the City Council
FROM: John R. Gillison, City Manager
INITIATED BY: Wess Garcia, Library Director
Jennifer Gracia, Community Services Director
Noah Daniels, Finance Director
Margo Mullen, Head of Museum Services
Cristina Gorka, Management Analyst
SUBJECT: Consideration to Approve a Master Services Agreement with Blue fin Payment Systems LLC for Gateway Encryption Services in the Amount of $9,100 Plus a 10% Contingency for the Lewis Family Playhouse and Randall Lewis Second Story and Beyond® Services. (CITY) RECOMMENDATION:

Staff recommends the City Council:

2. A
uthorize an appropriation in the amount of $5 ,010 from the Second Story and Beyond® Fund B
alance and $5,000 from the General Fund Balance to fund the above contract.

BA
CKGROUND:

In September 2023, AudienceView Ticketing Corporation was approved to be the ticketing vendor for the Lewis Family Playhouse and the Randall Lewis Second Story and Beyond ® (RLSSAB).

A
NALYSIS:

The Master Services Agreement with Bluefin Payment Systems LLC will ensure the authorization of credit card payments by processing the transactions from AudienceView to Bluefin Payment Systems LLC (payment gateway), through financial institutions, and to Elavon, the current City credit card processor. Bluefin hosts a variety of ways to complete transactions including tap -to- pay support which offers visitors additional payment options.

S
taff have reviewed options for gateway payment services that are compatible with ticketing and card processing systems and are recommending City Council approve the single source and Master Services Agreement for Bluefin Payment Systems LLC. This vendor processes, defends, ATTACHMENT 1

REVISED STAFF REPORT

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Page 2 ends

and devalues sensitive information that’s exchanged thereby protecting the City and visitors from data breaches. As the first North American company to market with a PCI-validated P2PE solution as a service, they have led the industry in encryption and tokenization defense for over a decade. 35,000 companies are using Bluefin Payment Systems LLC in 60 different countries, and they are a leader with a proven track record in data security.

C
ontracting with Bluefin Payment Systems LLC will provide hardware and gateway payment solutions for three years with an option to renew annually.

C
opies of all supporting documents are on file with the City Clerk and Procurement Offices.

F
ISCAL IMPACT:

Anticipated costs are estimated to be as follows:

Expenditure Category Amount
Master Services Agreement Contract $9,100
Master Services Agreement Contract Contingency (10%) $910 Estimated Costs $10,010
A
dequate funds are available in the adopted Fiscal Year 2023/24 Budget from the General Fund (001) and Second Story and Beyond ® Fund ( 710). Funding is identified under the Capital Improvement Project Account as follows:

Account No. Funding Source Description Amount
1001407-5530/5005407-00005530 General Fund (001) Banking Fees $5,000 1710610-5300 SSAB (710) SSAB $5,01 0
CO
UNCIL MISSION / VISION / VALUE(S) ADDRESSED:

Providing superior services to residents enhances the overall quality of life in Rancho Cucamonga and will support the City Council Core Values to build and preserve the City’s family -oriented atmosphere and intentionally embrace and anticipate the future.

AT
TACHMENTS:

Attachment 1 – City of RC Master Services Agreement PayConex Attachment 2 – Single Source Justification Memo
ATTACHMENT 1

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Bluefin Master Services Agreement
v.9.12.2023
Bluefin Payment Systems LLC
Master Services Agreement

MASTER ORDER FORM
Bluefin Payment Systems LLC (“Bluefin”)
8200 Roberts Drive, Suite 400
Atlanta, Georgia 30350
Contact: Terry Ford
Telephone: 773-415-0279
Email: [email protected]
City of Rancho Cucamonga (“Client”)
12505 Cultural Center Drive
Rancho Cucamonga, CA 91739
Contact: Wess Garcia
Email: [email protected]
Contact: Margo Mullen
Telephone: 909-477-2720 x 3920
Email: [email protected]
Contact: Cristina Gorka
Telephone: 909-477-2752 x 3707
Email: [email protected]
This Master Services Agreement is entered into by and between Bluefin and Client (each a “Party” and collectively the “Parties”), which contains the Master Terms and Conditions and the Service Specific Addendum (s), each of which is attached hereto, and any other appendices, addenda, schedules or other attachments hereto or thereto (the “Agreement ”) pursuant to which Client engages Bluefin to provide certain products or services specified below and as may be added from time to time (collectively, the “Services” or “Bluefin Services”), to Client and in certain instances for further use by Client’s customers.

The Fee Schedule(s) attached hereto sets forth the Fees and other charges Client shall pay Bluefin for the Services selected herein , and to be provided by Bluefin. If applicable, the Fee Schedule (s) also sets forth the Equipment with respect to which Bluefin will submit an order to the designated KIF (the “Equipment Supplier”) on behalf of Client and the Equipment Costs and fees specified by the Equipment Supplier to be paid by Client to the Equipment Supplier.

The
Shipping Schedule attached hereto sets forth the locations specified by Client to which the Equipment is to be shipped by the Equipment Supplier.

The
Billing Contact Schedule attached hereto sets forth the Billing Contact(s) responsible for remitting payment and resolving billing or payment related issues.

The
Service Specific Addendum(s) for the Services attached hereto sets forth a description of such Services to be provided by Bluefin under this Agreement and the additional terms related to such Services.

Service Selection
PayConex™ Gateway Service
DecryptX
QuickSwipe
PayConex™ Plus (World Net)
ShieldConex®
Fraud Management Services
3D Secure
ACH Verification
CardSync™ Account Updater
P2PE Manager® in ServiceNow®
Sign
ature page follows
ATTACHMENT 2

CONFIDENTIAL

Page 119 ends

Bluefin Master Services Agreement CONFIDENTIAL v.9.12.2023
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives as of the date of the last signature below (the “Effective Date”).

Bluefin Payment Systems LLC City of Rancho Cucamonga

By: __________________________ By: ____________________________

Name: John M. Perry Name: L. Dennis Michael

Title: President and CEO Title: Mayor, City of Rancho Cucamonga

Date: __________________________ Date: ____________________________

By: ____________________________

Name: Wess Garcia

Title: Library Director

Date: ____________________________

Page 120 ends

Bluefin Master Services Agreement Fee Schedule

CONFIDENTIAL

SCHEDULE A

FEE SCHEDULE

Client shall pay Bluefin in accordance with the following Fee Schedule:

1. PayConex™ Service Fees:

PayConex™
Gateway Set-
Up Fee
per Gateway
PayConex™
Gateway
Service Fee per
Month
PayConex™
Gateway Service
Fee per
Transaction
PayConex™
Tokenization
Fee per
Transaction
Device
Monitor/Management
Fee per Device, per
Month
PayConex™
P2PE Transaction
Fee
per Transaction
$0.00 $0.00 $0.05 $0.05 $15.00 $0.05

• PayConex™ Services may include any services for PayConex™ Gateway Service (Enhanced) or PayConex ™ Plus (World Net).
• The monthly Device Monitor/Management Fee shall commence with the month in which such P2PE Device is delivered to Client from the KIF. The monthly Device Monitor/Management Fee shall be charged on every deployed and/or activated and activating Device. A Fee of $1.00 will apply to Devices considered in a stored state.

2. Equipment:

• Equipment to be Ordered; Equipment Price Estimate; Key Injection Fees: On behalf of and as a convenience to Client, Bluefin will submit an order to the Equipment Supplier for the Equipment listed herein and as may be subsequently requested by Client.
o Client understands and agrees that the Per Unit Price Estimate and other Fees herein are an estimate and is subject to change at the time of actual order placement with the Equipment Supplier. o In addition, Client shall pay the Equipment Supplier a Key Injection Fee per Injection per Device (as defined in the Master Terms) set by the Equipment Supplier.
o Client shall pay the Equipment Supplier all shipping charges, and Other Charges (as defined in the Master Terms) for shipping the Equipment to each Shipping Location. o All amounts due for purchase of the Equipment, the Key Injection Services, Other Charges and shipping charges shall be paid by Client directly to the Equipment Supplier upon Client’s order placement with the Equipment Supplier, and Bluefin shall have no obligation or liability with respect to any such amounts, Key Injection Services, Equipment or related services.

3. Minimum Subscription Fee: PayConex™
• If in any given month during the Term of the Agreement, the total transaction- based Fees payable to Bluef in under this Fee Schedule are below the minimum amount of $ 25.00, Client will pay Bluefin the subscription fee of $ 25.00 for such month, in addition to any other non-transaction based Fees specified in the Fee Schedule.

Equipment
Supplier
Equipment/Additional
Component Description
Price Per
Unit Estimate
Key Injection Fee Per
Device
Quantity
ID Tech SREDKey 2 $251.00 $35.00 TBD
PAX Technology A80 $318.00 $35.00 6
PAX technology A920 $428.00 $35.00 TBD

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Bluefin Master Services Agreement Shipping Schedule

CONFIDENTIAL

SCHEDULE B

SHIPPING SCHEDULE

The Equipment will be shipped to the following Shipping Location(s):

Address Qty Special Instructions Chain of Custody Contact Person (name, phone #, email address, location address – if
different)
City of Rancho Cucamonga
City Hall
Attn. Margo Mullen 10500
Civic Center Dr. Rancho
Cucamonga, CA 91730

No deliveries accepted
Friday through Sunday
Contact: Margo Mullen
Telephone: 909-477-2720 x 3920
Email: [email protected]

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Bluefin Master Services Agreement Billing Schedule

CONFIDENTIAL

SCHEDULE C

BILLING CONTACT INFORMATION

Contact Name Address Phone Number Email
Margo Mullen Paul A. Biane Library
12505 Cultural Center Dr.

Rancho Cucamonga, CA 91739
909-477-2720 x 3920
[email protected]
Jennifer Palacios Paul A. Biane Library
12505 Cultural Center Dr.

Rancho Cucamonga, CA 91739
909-477-2720 x 3940 [email protected]
Cristina Gorka Lewis Family Playhouse
at Victoria Gardens Cultural
Center
12505 Cultural Center Dr.

Rancho Cucamonga, CA 91739
909-477-2752 x 3707 [email protected]
Salina Bernardino City of Rancho Cucamonga City
Hall
10500 Civic Center Dr, Rancho
Cucamonga, CA 91730
909-477-2700 x 2439 [email protected]
Emilio Chairez City of Rancho Cucamonga City
Hall
10500 Civic Center Dr, Rancho
Cucamonga, CA 91730
909-477-2700 x 2450 [email protected]

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MASTER TERMS & CONDITIONS CONFIDENTIAL
1 Master Terms and Conditions for Bluefin Services

1. Definitions. For the purposes of this Agreement, the following terms shall have the meanings indicated below:

1.1. “Agreement” means the Agreement as defined in
the Master Order Form.

1.2. “Bluefin” means Bluefin Payment Systems LLC.

1.3. “Client” means the undersigned Party on the Master Order Form.

1.3.1 Client Data” means any and all information and
data (i) submitted to Bluefin by Client, or any employee, agent, or customer of Client, for processing using the
Services; and/or (ii) otherwise made accessible to Bluefin pursuant to this Agreement.

1.4. “Confidential Information ” means the
Documentation, information about the Services and other technical information and know -how, and any other non - public information or materials that, if disclosed in written or digital form, is labeled “confidential” or an equivalent designation or, if disclosed orally, is identified as
confidential at the time of disclosure or should be
reasonably understood by the recipient from the nature of the information or the circumstances of the disclosure to be “Confidential Information.” The terms of the Master Services Agreement, including but not limited to any fees, warranties, limitations, term, duration or cancellation provisions, is Confidential Information of both P arties, which either Party may disclose to its Representatives, and as otherwise provided herein. For the avoidance of doubt, all Client Data is Confidential Information.

1.5. “Control” means the possession, directly or
indirectly, of the power to direct or cause the direction of, the entity in respect of which the determination is being made, or the ownership of more than 50% of its voting or equity securities, by contract, voting trust or otherwise.

1.6. “Data Protection Legislation” means European
Directives 95/46/EC and 2002/58/EC (as amended by
Directive 2009/136/EC) and any legislation and/or
regulation implementing or made pursuant to them, or
which amends, replaces, re- enacts or consolidates any of them (including the General Data Protection Regulation
“GDPR” (Regulation (EU) 2016/279)), and all other
applicable laws relating to processing of personal data and privacy that may exist in any relevant jurisdiction. Terms such as “data controller”, “data processor”, “data subject”, “personal data”, “processing”, and “appropriate technical and organizational measures” shall be interpreted in
accordance with applicable Data Protection Legislation.

Data Protection Legislation also includes the California Consumer Privacy Act of 2018, California Civil Code Sec. 1798.100, et seq., and California Civil Code Sec. 1798.80, et seq.

1.7. “Documentation” means customer manuals, in any
form or medium, provided by Bluefin for use with the
Services.

1.8. “Effective Date” means the Effective Date specified on the Master Order Form or Supplemental Order Form.

1.9. “Equipment” means any PCI -validated device,
hardware or equipment that is manufactured and/or
distributed by a third party and is purchased by Client for use by Client in connection with the utilization of the Services.

1.10. “Equipment Costs” means the per unit purchase
price for the Equipment, and any additional components , and the Other Charges applicable to the Equipment, as
specified on the Fee Schedule or Supplemental Fee
Schedule.

1.11. “Equipment Supplier ” means the third party
manufacturer or distributor of the Equipment specified on the Fee Schedule.

1.12. “Fee Schedule” means the fee schedule attached to the Master Order Form or Supplemental Order Form.

1.13. “Fees” means fees, costs and other charges for the Services specified on the Fee Schedule and any
Supplemental Fee Schedule.

1.14. “KIF” means a PCI -approved key injection
facility.

1.15. “Key Injection Services ” means the injection of the Bluefin encryption key by the Equipment Supplier and the performance by the Equipment Supplier of related
services, including storage, handling fees , inspection, application loads, configuration file loads, key injections, and insertion fees for additional components or materials (as applicable).

1.16. “Master Terms” means these Master Terms and
Conditions for the Services.

1.17. “Master Order Form ” means the Master Order
Form by and between Bluefin and Client effective as of
the date of the last signature.

1.18. “Order Form” means the Master Order Form and
any Supplemental Order Form entered into by the Parties after the Effective Date.

1.19. “Other Charges” means sales, use and/or excise taxes and any other charges or fees imposed by the
Equipment Supplier or otherwise relating to the
Equipment or the purchase and sale thereof, if applicable.

1.20. “Party” means Bluefin or Client individually and “Parties” means Bluefin and Client collectively.

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MASTER TERMS & CONDITIONS CONFIDENTIAL 2 1.21. “PCI” means the Payment Card Industry Security Standards Council.

1.22. “PCI Standard” means the current PCI Data
Security Standard, as in effect from time to time.

1.23. “Representatives” means directors, officers,
managers, employees, partners, affiliated entities
(meaning an entity Controlling, Controlled by, or under common Control with such entity), subcontractors, agents, consultants, attorneys, bankers, advisors, and other
authorized representatives.

1.24. “Service(s)” means the services to be performed by Bluefin hereunder as designated on an Order Form.

1.25. “Service Specific Addendum” means an
addendum or supplemental addendum to this Agreement
setting forth a description of the Services, any servi ce level objectives with respect to such Services, and any additional terms and conditions applicable to the
provision by Bluefin of the Services described therein.

1.26. “Supplemental Fee Schedule” means a fee
schedule attached to a Supplemental Order Form.

1.27. “Supplemental Order Form” means an order
form for additional Services ordered by Client , or
additional Equipment to be ordered from the Equipment
Supplier, in each case if and to the extent accepted and agreed to by Bluefin, after the date of the Master Order Form.

1.28. “Supplemental Service Specific Addendum”
means a Service Specific Addendum describing and
applicable to the Services specified in a Supplemental
Order Form.

1.29. “Term” shall mean the Initial Term and each
Renewal Term as defined in Section 5.1.

2. General. The Master Terms, together with all
addenda, schedules and exhibits attached hereto, set forth the general terms under which the Services are provided by Bluefin. Additional terms and conditions specific to a particular Service may apply as set forth in the Service Specific Addendum applicable to such Service.

3. G
rant of Rights .

3.1. Right of Use. Subject to the terms and conditions of the Agreement, Bluefin grants Client a nonexclusive,
nontransferable right during the Term of this Agreement to access and use the Services.

3.2. D
ocumentation. Bluefin shall deliver
Documentation to Client and Client shall have the right to make a reasonable number of copies of the
Documentation solely for its internal use in connection with the Services.

4. F
ees .

4.1. Fees for Services . Client agrees to pay Bluefin the Fees and other charges specified in the Fee Schedule. All amounts shall be paid in U.S. dollars. Bluefin may adjust Fees for Services during the Term upon thirty (30) days prior written notice to Client due to changes in charges or costs in connection with its providers, other third parties, regulatory, or operational changes.

4.2. P
ayment Terms Recurring Fees . Bluefin shall
invoice Client for all recurring Fees on a monthly basis, in arrears, upon delivery of the Equipment to the Client from the Equipment Supplier , except as may otherwise be
provided on the applicable Fee Schedule.

Contemporaneously with the issuance of each monthly
invoice for recurring F ees, Client hereby authorizes
Bluefin to debit via ACH debit such amounts from
Client’s separately identified bank account on the date of each invoice.

4.3. P
ayment Terms Non -Recurring Fees. To the extent
applicable, any Non-Recurring Fees (excluding any
Equipment related Fees to be paid to Equipment Supplier directly) shall be due and payable in full on the Effective Date of the applicable Order Form, except as may
otherwise be provided on the applicable Fee Schedule (the “Payment Date”). Payment pursuant to this Section 4.3
shall be made on the due date thereof by ACH debit from the Client’s separately identified bank account.

4.4. C hange of Account; Late Payment . Client may
change Client’s account upon not less than thirty (30)
days’ prior w ritten notice to Bluefin. In the event that there are, at any time, insufficient funds in Client’s
account to pay all amounts then due, Client shall promptly pay any shortfall directly to Bluefin by ACH debit, or as otherwise specified by Bluefin. In the event that Bluefin is unable to collect any amounts owed when due, whether because of insufficient funds in Client’s account or
otherwise, Client shall be deemed to be in material breach of the terms of the Agreement. In addition, any amounts which cannot be so collected by Bluefin will accrue a
finance charge of one and one -half percent (1.5%) per
month or, if lower, the maximum rate allowed by law.

Client shall be liable for the amount of any costs and
expenses (including reasonable attorneys’ fees) inc urred by Bluefin in enforcing Client’s obligations under this Agreement. In addition to those rights set forth in Section

4.4, Bluefin may elect to suspend the performance of
Services or terminate the Agreement if any Fees remain unpaid for thirty (30) da ys after the due date thereof.

Bluefin’s right to suspend or terminate Services or to
collect a finance charge is in addition to any other rights or remedies of Bluefin.

4.5. T
axes . To the extent applicable, Client agrees to pay
when due (or, if necessary, rei mburse Bluefin for) all sales, use, property, excise, and other similar taxes
resulting from this Agreement, excluding taxes on the net income of Bluefin.

Page 125 ends

MASTER TERMS & CONDITIONS CONFIDENTIAL 3 5. Term and Termination.

5.1. Term. The Agreement shall commence upon the
Effective Date and, unless terminated in accordance with this section, shall continue in effect for an initial term of three (3) years from the Effective Date (the “Initial
Term”), and shall automatically renew for up to two (2), successive one-year periods thereafter (each a “Renewal Term”) unless written notice of nonrenewal is given by a Party to the other Party at least sixty (60) days prior to the expiration of the then-current Term. The Initial Term and any Renewal Term are sometimes collectively referred to as the “Term.”

5.2. T
erm ination for Breach . Subject to the provisions
of the Service Specific Addendum, either Party may
terminate the Agreement in the event of a material breach of the Agreement by the other Party that is not
substantially cured or curable within thirty (30) days following written notice from the non -breaching Party.

Parties agree that in the event of a breach or default of this Agreement by Client at any time during the Term,
damages to Bluefin will be difficult and impracticable to ascertain. In consideration of such event prescribed
herein, Client agrees to pay Bluefin (i) the average Fees paid or payable over a three (3) months period preceding the breach or the default date, multiplied by the number of the remaining months in the Term; and (ii) any incurred costs and expenses by Bluefin, any expenses associated
with enforcement of this Agreement, any applicable fees associated with the transition and data transfer, any third party service fees, and operational expenses related to the Agreement. Notwithstanding anything to the contrary
herein, liquidated damages are not intended to be a penalty and are solely intended to compensate for damages in
addition to other available remedies under applicable law and this Agreement.

5.3. T
ermination for Bankruptcy. Either Party may
terminate the Agreement if the other Party becomes
subject to a proceeding under any federal, state or
provincial bankruptcy or insolvency laws which is not
dismissed or stayed within sixty (60) days.

5.4. T
ermination for Non -Appropriation. Client is a
municipal corporation subject to the California
Constitutional Debt Limit. In the event Client’s governing body fails to appropriate funds sufficient to pay fees owed hereunder for Services during Client’s next fiscal year, Client may terminate this agreement, without penalty, by providing Bluefin not less than thirty (30) days’ prior, written notice of termination.

5.5. E
ffect of Termination or Expiration; Survival of
Provisions. Except as expressly stated in the Agreement, upon termination or expiration, each Party shall
immediately surrender all rights, licenses, and privileges granted under the Agreement, and Bluefin shall terminate all Services provided hereunder. Client shall pay Bluefin for the Services performed through the e ffective date of such termination or expiration. The provisions of Sections

4.4, 5.4, 6, 7 and 10 through 16 (inclusive) of the Master Terms, shall survive termination or expiration of the
Agreement.

6. Restrictions on Use of Services. Except as expressly permitted in this Agreement, Client shall not, and shall not permit others to: (a) use, modify, copy, or otherwise
reproduce any Service in whole or in part; (b) reverse
engineer, decompile, disassemble, or otherwise attempt to derive the form or structure of any such Service; or (c) distribute, sublicense, assign, share, timeshare, sell, rent, lease, grant a security interest in, use for service bureau purposes, or otherwise transfer any Service (or any part thereof) or Client’s right to use any Service.

7. P
roprietary Rights . All intellectual property rights
not expressly granted to Client herein are reserved by
Bluefin. Bluefin and its licensors shall have sole and exclusive ownership of all right, title, and interest in and to the Services and Documentati on, including all
associated intellectual property rights. Client shall not use any trademarks, trade names or service marks of Bluefin (the “Marks”) without Bluefin’s prior written approval.

To the extent any such approval is granted, upon
termination o f this Agreement, any and all goodwill
associated with such use shall inure to the benefit of
Bluefin. Client will not attempt to register the Marks or any confusingly similar mark. Client agrees not to contest any of Bluefin’s Marks or take any action t o impair
Bluefin’s right, title or interest in the same or any of the goodwill associated therewith. Bluefin shall not use any seal, logos, trademarks, trade names or service marks of Client without Client’s prior written approval.

8. C
ompliance with Laws.

8.1. Each Party agrees to comply with all applicable
federal, state and local laws, the rules of Visa, MasterCard and all other applicable card associations and debit
networks, and all applicable privacy and security
requirements under the PCI Standard as now or hereafter in effect from time to time during the Term, in connection with the provision of, or use of, the Services, as the case may be. Client shall comply with all applicable federal laws, rules and regulations governing and/or restricting the export of encryption products and technology. Bluefin acknowledges that it is responsible for the security of Client’s cardholder data, in accordance with applicable PCI Standard requirements, to the extent that Bluefin
possesses, stores, processes or tra nsmits Client’s
cardholder data or sensitive authentication data. If
requested by Client, Bluefin shall provide attestation of compliance for all PCI regulated services provided by
Bluefin to Client. Client acknowledges that additional PCI required compli ance activities applicable to Client, and any self or third party assessments of compliance
applicable to Client, are the responsibility of the Client.

Page 126 ends

MASTER TERMS & CONDITIONS CONFIDENTIAL 4 8.2. Each Party agrees to comply with all applicable Data Protection Legislation, and other data privacy laws,
whether local or international. If a Party is unable or unwilling to comply with Section 8 to the extent
applicable, notice must be immediately provided to the
other Party. Failure to comply with Section 8 constitutes breach of this Agreement.

8.3. In addition to any other rights or remedies, Bluefin may suspend the performance of Services upon (i) actual or suspected fraud activity in Client's account, (ii) actual or suspected security breach in Client's account, or (iii) Client's acts or omissions that may pose a risk to Bluefin's systems, business or Services.

9. Certain Business Practices. Each Party agrees that it will (i) avoid deceptive, misleading or unethical practices that are or might be detrimental to the other Party, (ii) make no false, disparaging, or misleading representations with regard to the other Party or the other Party’s products or services, (iii) not publish, post, or employ, or cooperate in the publication or employment of, any misleading or
deceptive advertising material with regard to the other Party or services provided in any platform , and ( iv)
promote proper use of the Services.

10. I
ndemnification.

10.1. Subject to Sec tion 12, e ach Party (an
“Indemnifying Party”), at its expense, shall defend any Covered Third Party Claim, as hereinafter defined,
brought against the other Party and/or its employees,
officers and directors (an “Indemnified Party ”), and the Indemnifying P arty shall pay any damages finally
awarded against the Indemnified Party (including court
costs and reasonable attorneys’ fees) in connection
therewith; provided that (i) the Indemnified Party notifies the Indemnifying Party promptly in writing of the clai m; (ii) the Indemnifying Party has sole control of the defense and all related settlement negotiations, provided no
compromise or settlement (including consent decree) of
any Covered Third Party Claim admitting liability of or imposing duties of performance or payment upon the
Indemnified Party may be effected without the prior
written consent of the Indemnified Party, and (iii) the Indemnified Party provides the Indemnifying Party with
all commercially reasonable assistance, information and authority to perform the above at the Indemnifying Party’s expense. The foregoing indemnity shall not apply to the extent that the basis for such Covered Third Party Claim is attributable to (i) the conduct of the Indemnified Party or the conduct of its agents (or the w illful misconduct or failure of the Indemnified Party or its agents to act), or (ii) any breach by the Indemnified Party of this Agreement.

For purposes of this Section 10, when the “Indemnified
Party” is the Client, Indemnified Party shall collectively mean Client, its elected officials, officers, employees, agents and volunteers.

10.2. For the purposes hereof, a “ Covered Third Party Claim” means, (a) with respect to either Party as the
Indemnifying Party, any action, claim , suit or proceeding brought against an Indemnified Party by a third party (a “Claim”) which arises out of any breach by the
Indemnifying Party of this Agreement ( other than
Bluefin’s failure to comply with a Service Specific
Addendum, or any delay in the delivery of any Service or other service quality issue), (b) with respect to Bluefin as the Indemnifying Party, any Claim which alleges that any Service infringes any copyrights, patents or intellectual property rights of any third party. Notwithstanding
anything contained herein, in no event shall Bluefin have any liability under this Section 1 0 or otherwise for any claim by Client or any third party that relates to or arises out of the Equipment or the use thereof, or any defective Equipment, and no such claim shall be deemed to be a
Covered Third Party Claim hereunder.

10.3. Upon notice of a Covered Third Party Claim under Section 10.2(b) or if, in Bluefin’s opinion, a claim of intellectual property infringement is likely, Bluefin may, at its sole option: (a) modify or replace the Services so that such Services are functionally equivalent and non -
infringing, (b) obtain a license for the Client to continue using the Services, or (c) terminate this Agreement upon thirty (30) days’ prior written notice to Client and, in such event, issue a refund to Client of any pre -paid, unearned Fees.

10.4. THIS SECTION 10 SETS FORTH BLUEFIN’S

SOLE LIABILITY WITH RESPECT TO COVERED
THIRD PARTY CLAIMS UNDER SECTION 10.2(b).

11. Limited Warranties and Disclaimers.

BLUEFIN HEREBY DISCLAIMS ANY AND ALL

WARRANTIES, EXPRESS OR IMPLIED, WITH

RESPECT TO THE SERVICES RENDERED

HEREUNDER, INCLUDING WITHOUT

LIMITATION, ANY IMPLIED WARRANTY OF

MERCHANTABILITY OR FITNESS FOR A

PARTICULAR PURPOSE AND WARRANTIES

ARISING BY STATUT E OR OTHERWISE IN LAW

OR FROM A COURSE OF DEALING OR USE OF
TRADE, AS TO ANY MATTER. WITHOUT

LIMITING THE GENERALITY OF THE FOREGOING,
THE SERVICES ARE PROVIDED “AS IS”, AS

AVAILABLE AND WITH ALL FAULTS AND

BLUEFIN DOES NOT WARRANT THAT THE
SERVICES WILL MEET ALL OF CLIENT’S

REQUIREMENTS OR THAT THE PROVISION OF

THE SERVICES WILL BE UNINTERRUPTED,
ERROR-FREE OR FREE FROM DEFECTS. CLIENT

ACKNOWLEDGES BLUEFIN SERVICES ARE RISK

MANAGEMENT TOOLS AND NOT INTENDED FOR
COMPLETE PREVENTION SOLUTION. THIS

DISCLAIMER OF WARRANTY CONSTITUTES AN
ESSENTIAL PART OF THIS AGREEMENT.

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MASTER TERMS & CONDITIONS CONFIDENTIAL 5 NOTWITHSTANDING ANYTHING CONTAINED IN

THE AGREEMENT, BLUEFIN EXPRESSLY

DISCLAIMS ANY AND ALL WARRANTIES,

EXPRESS OR IMPLIED, WITH RESPECT TO THE

EQUIPMENT, INCLUDING WITHOUT LIMITATION,

ANY IMPL IED WARRANTY OF

MERCHANTABILITY OR FITNESS FOR A

PARTICULAR PURPOSE, AND ANY WARRANTIES

ARISING BY STATUTE OR OTHERWISE IN LAW

OR FROM A COURSE OF DEALING OR USE OF
TRADE, AS TO THE EQUIPMENT. CLIENT

EXPRESSLY ACKNOWLEDGES AND AGREES

THAT BLUEFIN HAS NO LIABILITY

WHATSOEVER FOR ANY DEFECTIVE

EQUIPMENT OR ANY FAILURE OF THE

EQUIPMENT TO PERFORM IN ACCORDANCE
WITH THE MANUFACTURER’S

SPECIFICATIONS OR OTHERWISE, OR FOR
ANY NON- PCI P2PE CERTIFIED OR

COMPLIANT EQUIPMENT CLIENT CHOOSES

TO UTILIZE WITH THE BLUEFIN SERVICES,

AND HEREBY WAIVES ANY CLAIM THAT ANY

EXCLUSIONS OR LIMITATIONS OF ANY

WARRANTY DEPRIVE IT OF AN ADEQUATE

REMEDY OR CAUSE THE AGREEMENT TO FAIL
OF ITS ESSENTIAL PURPOSE.

12. Limitation of Liability; Exclusion of Damages .

Subject to any additional limitation on remedies set forth in the Service Specific Addendum, Client’s sole remedy
and Bluefin’s sole obligation with respect to any claims, whether in contract, tort (including negligence and
product liability) or otherwise, arising out of, connected with, or resulting from the Agreement and/or the
performance of the Services shall be governed by the
Agreement, and in all cases Client’s aggregate remedy
shall be limited to direct money damages in an amount not exceeding the Service Fees actually paid to Bluefin by
Client during the six (6) month period immediately
preceding the event giving rise to such damages . In the case of indemnification obligations, a Party’s aggregate remedy shall be limited to direct money damages in an
amount not exceeding five (5) times the Service Fees
actually paid to Bluefin by Client during the twelve (12) month period immediately preceding the event giving rise to such damages . BLUEFIN SHALL NOT BE LIABLE

UNDER ANY CIRCUMSTANCES OR UNDER ANY

LEGAL THEORY, WHETHER IN TORT,

CONTRACT, OR OTHERWISE, WITH RESPECT TO

THE EQUIPMENT, OR ANY OTHER ISSUE ARISING

UNDER THE AGREEMENT, FOR (I) ANY INDIRECT,

INCIDENTAL, SPECIAL, CONSEQUENTIAL,

PUNITIVE OR EXEMPLARY DAMAGES,

INCLUDING, BUT NOT LIMITED TO, DAMAGES

FOR LOSS OF PROFITS, GOODWILL, USE, DATA

OR OTHER INTANGIBLE LOSSES (EVEN IF

BLUEFIN HAS BEEN ADVISED OF THE

POSSIBILITY OF SUCH DAMAGES), (II) THE COST

OF PROCUREMENT OF SUBSTITUTE EQUIPMENT

OR ANY COSTS OF SHIPPING TO OR FROM THE

EQUIPMENT SUPPLIER FOR REPAIR OR

REPLACEMENT OF ANY EQUIPMENT, OR (III)
ANY MATTERS BEYOND BLUEFIN’S
REASONABLE CONTROL.

CLIENT SHALL NOT BE LIABLE TO BLUEFIN

UNDER ANY CIRCUMSTANCES OR UNDER ANY

LEGAL THEORY, WHETHER IN TORT,

CONTRACT, OR OTHERWISE, WITH RESPECT TO

ANY ISSUE ARISING UNDER THE AGREEMENT,

FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL,

CONSEQUENTIAL, PUNITIVE OR EXEMPLARY

DAMAGES, INCLUDING, BUT NOT LIMITED TO,

DAMAGES FOR LOSS OF PROFITS, GOODWILL,

USE, DATA OR OTHER INTANGIBLE LOSSES
(EVEN CLIENT HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.

Any action by either Party must be brought within one (1) year after the cause of action arose. Client acknowledges and agrees that the foregoing limitations are commercially reasonable and represent the agreed upon allocation of
risk between the Parties.

13. No Liability to Third Parties . Without limiting Bluefin’s indemnification obligations under Section 10, in no event will Bluefin be directly liable for any claim by any third party in connection with the Services, the
Equipment or otherwise relating to the subject matter of this Agreement.

14. C
onf identiality. Each of the Parties acknowledges
that by reason of its relationship to the other Party under or in anticipation of the Agreement it has had and/or may have access to Confidential Information of the other Party.

Each Party agrees to use commercially reasonable efforts to maintain in confidence, and to use only as expressly permitted in this Agreement, all Confidential Information received from the other, both orally and in writing,
whether before or after the Effective Date, provided that the Parties’ respective obligations of non-disclosure under this Agreement shall not apply to Confidential
Information which the receiving Party can demonstrate:
(i) is or becomes a matter of public knowledge through no fault of the receiving Party; (ii) was rightfully in the receiving Party’s possession prior to disclosure by the disclosing Party; (iii) subsequent to disclosure, is
rightfully obtained by the receiving Party from a third party in lawful possession of such Confidential
Information; or (iv) is or was independently developed by the receiving Party without reference to Confidential
Information. In the event that a receiving Party is
requested or required (by deposition, interrogatory,
subpoena, court order, civil investigative demand or
similar p rocess, oral questions, any formal or informal investigation, or otherwise) by any government or
governmental agency, court or authority, including

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MASTER TERMS & CONDITIONS CONFIDENTIAL 6 requirements of the California Public Records Act, to disclose any Confidential Information of the disclosing Party, the receiving Party shall provide the disclosing Party with prompt written notice of such request or
requirement so that the disclosing Party may seek a
protective order or other appropriate remedy. If such
protective order or other remedy is not obtained, or if disclosing Party waives in writing compliance with the
terms hereof, the receiving Party shall furnish only that portion of the information which is legally required to be furnished and shall exercise reasonable efforts to obtain confidential treatment of such information.

As a condition to the receipt of Confidential
Information from the disclosing Party, the receiving Party shall only disclose the disclosing Party’s Confidential Information, in whole or in part, to R epresentatives on a need to know basis (i) in order to provide or make use of the Services or (ii) in connection with the enforcement of the Agreement provided that with respect to such
enforcement receiving Party may seeks a protective order with respect to Confidential Information. In the event of merger, sale, acquisition, or financing negotiations, the terms of the Master Services Agreement, including but not limited to any fees, warranties, limitations, term, duration or cancellation provisions, or the terms or provisions of other agreements or arrangements between the Parties
may be disclosed by a Party to the counter party and such counter party’s Representatives in such negotiations for the sole purposes of such negotiations , provided such
counter party and its Representatives to whom such
information is disclosed have executed a reasonable non - disclosure agreement restricting the use of such
information to the merger, sale, acquisition or financing negotiations. For the avoidance of doubt, as between
Bluefin and Client, the provisions of this Section 14 shall govern over any conflicting or inconsistent provisions of any non- disclosure agreement entered into between
Bluefin and Client.

The receiving Party shall be responsible for the
compliance of its Representatives with the restrictions on disclosure, and use of Confidential Information set forth herein. The receiving Party shall take all commercially reasonable steps to protect the confidentiality of the
Confidential Information received hereunder and exercise at least the same degree of care in safeguarding the
Confidential Information as it would with its own
confidential information. Upon learning of any
unauthorized disclosure or use, the receiving Party shall promptly notify the disclosing Party of the same and
cooperate and assist the disclosing Party in preventing or remedying the same. Upon termination of this
Agreement, each Party shall immediately cease using and return all property in its possession belonging to the other Party and promptly return or destroy all tangible
embodiments of Confidential Information.

Notwithstanding the foregoing, the receiving Party shall not be obligated to destroy electronically stored
Confidential Information to the extent that it is contained in an archived computer system backup in the ordinary
course and/or in accordance with disaster recovery
procedures, so long as such data or records, to the extent not permanently deleted or overwritten in the ordinary
course of business, are not accessible in the ordinary
course of business or used except as required for backup or data recovery purposes. Nothing in this paragraph shall affect Client’s obligation to retain public records to the extent required by law.

14.1 Cyber Liability Insurance. Unless otherwise
approved in writing by Client’s risk manager, Bluefin shall, at its own expense, procure and maintain in full force and effect during the term of this Agreement, cyber liability insurance ($2,000,000 per occurrence).

Bluefin shall provide Client with a certificates of insurance evidencing all of the above coverage, and shall provide Client, upon Client’s request , with certificates of insurance evidencing renewal or substitution of such insurance thirty (30) calendar days prior to the effective date of such renewal or substitution.

15. Relationship of Parties.

15.1. Non-Solicitation of Staff . During the Term, and for a period of one (1) year after the termination or
expiration of the Agreement, neither Party shall, without the prior written consent of the other Party, directly or indirectly through any subsidiaries or affiliates, recruit, solicit or hire for employment or as an independent
contractor, any employee of the other Party, or induce or attempt to induce any employee of the other Party to
terminate his or her employment with or otherwise cease his or her relationship with such other Party. Nothing in this Section 15.1 shall prohibit the Parties from engaging in general forms of solicitation or advertising for
employment that are not specifically targeted at such
employee(s) of the other Party.

15.2. P
ublicity . Client agrees to participate in a press
release announcing the relationship covered by this
Agreement and/or a case study if requested by Bluefin and will occasionally be available to serve as a customer
reference for Bluefin; provided that Client has the right to approve both the press release and the case study, which approval shall not be unreasonably withheld or delayed.

Bluefin may identify Client on Bluefin’s website and in its marketing materials, subject to Client’s prior consent
which shall not be unreasonably withheld or delayed.

15.3. I
ndependent Contractors . Bluefin and Client are
independent contractors, and nothing in the Agreement
shall be construed to imply a joint venture, partnership, or agency relationship between the Parties.

15.4. N
o Exclusivity . This Agreement is not exclusive.

Nothing in this Agreement shall be construed to restrict or

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MASTER TERMS & CONDITIONS CONFIDENTIAL 7 limit Bluefin’s provision of any Service (or any similar product or service) to any other party, or Client’s use of any similar service provided by any third party.

16. Miscellaneous.

16.1. Assignment. Client may not sublicense, assign (by operation of law or otherwise) or otherwise transfer this Agreement or any license, right, duty or obligation under this Agreement without Bluefin’s prior written consent, which shall not be unreasonably withheld. Subject to the foregoing limitations, this Agreement will mutually
benefit and be binding upon the Parties, their successors, and assigns. There are no third party beneficiaries to this Agreement.

16.2. I
njunctive and Equitable Relie f. Each Party agrees
that money damages may be an inadequate remedy in the
event of a breach or threatened breach by such Party of the provisions set forth in Sections 14, 15.1, 15.2 and 16.1 hereof. In the event of a breach or threatened breach by a Party of any such provisions, the other Party may, either with or without pursuing any other remedies afforded by law, immediately seek an injunction from any proper court of law or equity prohibiting such breach or threatened
breach. Except as otherwise set forth herein, all rights and remedies afforded either Party by law shall be cumulative and not exclusive.

16.3. N
otice . Any notice or invoice required to be
provided pursuant to the Agreement shall be in writing
and shall be deemed given (a) if by hand delivery, upon receipt thereof, (b) if sent by a recognized overnight
delivery service, one (1) business day after delivery to such service, or (c) if mailed, three (3) business days after deposit in the U.S. mails, postage prepaid, registered or certified mail, return receipt requested, or (d) if e-mailed, upon delivery without an error or failure to deliver
message. All notices shall be addressed to the Parties at their respective addresses indicated on the Master Order Form, and invoices to Client shall be emailed to the email address provided in Schedule C – Billing Contact
Information. Each Party shall promptly notify the other Party of any address change by notice in accordance with this Section 16.3.

16.4. W
aiver and Modification; Severability . Except as
otherwise provided in Section 12, a failure or delay by either Party to enforce any right under this Agreement
shall not at any time constitute a waiver of such right or any other right and shall not modify the rights or
obligations of either Party under this Agreement. If any provision or portion of the Agreement is held to be
unenforceable or invalid, the remaining provisions and
portions shall nevertheless be given full force and effect, and the Parties agree to negotiate, in good faith, a
substitute valid provision which most nearly gives effect to the Parties’ intent at the time they entered into this Agreement. Ex cept as expressly provided herein, no
amendment or modification of this Agreement shall be
effective unless made in writing and signed by Bluefin and Client.

16.5. Force Majeure. Neither Party shall be deemed in default of this Agreement to the extent that pe rformance of its obligations or attempts to cure any breach are
delayed or prevented by reason of any act of God, fire, natural disaster, accident, act of government, shortages of materials or supplies, or any other cause beyond the
control of such Party (“ Force Majeure”), provided that no Force Majeure event shall affect or extend any
obligation for payment hereunder as to services actually provided to Client.

16.6. G
overning Law and Venue. The Agreement shall
be governed by and construed under the laws of the State of California without regard to any principles of conflicts of laws. Application of the U.N. Convention of Contracts for the International Sale of Goods is expressly excluded.

Venue for any legal action arising out of this Agreement shall be any federal or state court in the County of San Bernardino, California.

16.7. E
ntire Agreement . The Agreement, including the
Order Form, the Fee Schedule, the Master Terms , any
Service Specific Addenda, and any other schedules,
addenda, appendices and exhibits hereto and thereto,
constitutes the entire agreement of the Parties, and
supersedes all prior agreements and communications,
whether oral or in writing, b etween the Parties with
respect to the subject matter of the Agreement.

16.8. E
ffectiveness . The Agreement shall not be
effective unless and until executed by both Parties.

16.9. C ounterparts . The Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall be deemed to be one and the same instrument.

[Remainder of page intentionally left blank]

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Bluefin Master Services Agreement Addendum CONFIDENTIAL 1 SERVICE SPECIFIC ADDENDUM
PayConex™ Gateway (Enhanced) Services
This Service Specific Addendum for PayConex™ Services (the “PayConex™ Addendum”) is an addendum to that certain Master Services Agreement between Bluefin and Client. Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement. Bluefin and Client may be referred to herein individually as a “Party” and collectively as the “Parties.”

1. Service Description : Validated Point to Point Encryption (“ P2PE”) through Bluefin’s PayConex™ Gateway Services (Enhanced) (the “PayConex Service”) may include one or more of the following features:
• Credit/debit card track data decryption and response service; • Credit/debit card PAN (Primary Account Number) decryption and response service; • Access to a web-based tool for real-time chain of custody and transaction monitoring of each Client P2PE device through the Bluefin P2PE Manager® web application;
• P2PE Instruction Manual, the contents of which describe the requirements for ongoing compliance activities by Client to assist Client in claiming in its attestations the proper execution of duties and claim coverages in conjunction with Bluefin’s PCI listed P2PE solution, and provide guidance to be followed by the Client for PCI SAQ P2PE Sections 9.9,

9.9.1, 9.9.2, 9.9.3, and 9.10 of the PCI SAQ P2PE; and
• Guidance and support with the P2PE Manager® reports necessary to attest compliance on the PCI SAQ P2PE Sections 9.9 (a) and 9.9.1 (a)-(c).

2. Service Specific Terms: The following terms apply to the provision of the PayConex Service:

2.1 Technical Integration for PayConex Service.

Bluefin shall provide Client with access to the application programming interfaces (APIs) as necessary to integrate the PayConex Service into Client’s software application, together with Bluefin’s standard Documentation respecting integration.

Client shall be solely responsible for effecting such integration, at Client’s expense, provided that Bluefin will furnish Client with a reasonable amount of technical support regarding the API and the P ayConex Service. Following integration, Client and/or its customers will be a ble to remotely access Bluefin through the Client software application and use the P ayConex Service. The PayConex Service may not be accessed or used independent of the API and the Client software application, or browser. Client will be responsible for all costs and expenses of all communications connections, including hardware and telecommunications costs and expenses.

2.2 Service Availability Objectives.

(a) PayConex Processing Availability. Bluefin’s P ayConex processing availability shall be in operation without material defects 99.9% of the time during each month (the “PayConex Processing Objective”).

(b) Calculation of PayConex Processing Availability. Bluefin’s PayConex Processing Objective for each month
shall be calculated as follows:

Monthly PayConex Processing Availability Time (%) =
(1 – (Sum of minutes of PayConex processing non-availability per month / Total number of minutes per month)) x 100

PayConex processing time measurements will not include periods of non -availability resulting in a n Excluded Event as defined in Section 2.7 below.

2.3. Service Call Reply. Bluefin provides network support services 24/7 via live service agents and Customer Support for terminal or account related services 7 a.m. to 6 p.m. Central Time, Monday through Friday . Bluefin will use commercially reasonable efforts to reply to service calls from Client within the reply times set forth herein (“Service Response Objective”).

If a Client calls during the above Customer Support hours, any and all issues (Urgent and Non- Urgent) will be responded to and moved toward resolution. If a Client calls outside of those Customer Support hours, Bluefin will respond as set forth below:

(a) Urgent Issue (ability to process is affected, Client is unable to process) – Bluefin will reply to Client within 2 hours. Bluefin will use commercially reasonable efforts to promptly assign resources and initiate procedures to correct the issue on an expedited basis during Customer Support hours until resolution.

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Bluefin Master Services Agreement Addendum CONFIDENTIAL 2 (b) Non-Urgent Issue (no ability to process is affected) – Bluefin will reply to Client by the end of the next business day. Bluefin will use commercially reasonable efforts to assign its specialists to correct the error during Customer Support hours and communicate the status of corrective efforts to Client on a weekly basis until resolution.

2.4. SLA Objectives. The PayConex Processing Objective and the Service Response Objective shall be collectively known as the “SLA Objectives.”

2.5. Failure to Meet PayConex Processing Objective
. In the event that Bluefin fails to meet the P ayConex Processing Objective as to any given month, and failure issues are not caused by a force majeure event, or fall under Excluded Events in Section 2.7 below, Bluefin shall issue to Client a credit against Bluefin Fees in an amount equal to two percent (2%) of the aggregate Bluefin PayConex S ervice Fees (not including Key Injection Fees, Equipment Costs, Shipping Charges, or Other Charges) incurred by Client during such month. N otwithstanding anything to the contrary in Section 5.2 or Section 12 of the Master Terms , this Section 2.5 sets for the sole and exclusive remedy of Client related to any failure by Bluefin to meet the PayConex Processing Objective.

2.6. Measurement Disputes . Should any dispute arise regarding Bluefin’s measurement of performance hereunder, the Parties shall utilize the following procedures to attempt to resolve the dispute prior to taking any other action with respec t to such dispute:

(a) First Level. The Parties shall use their commercially reasonable best efforts to settle any dispute between the Parties through their respective contract administrators within ten (10) business days. Representatives of each Party shall conduct a meeting (in person or by telephone) to either (i) resolve the matter and set forth such resolution in writing, or (ii) define the dispute in writing including a description of the position of each Party.

(b) Second Level. If the representatives of each Party are unable to reach an agreement pursuant to the above section, then within ten (10) business days after such meeting, a Vice President or other authorized executive of each Party shall meet (in person or by telephone) to attempt to reach a resolution of the matter in light of the description of the dispute submitted by the Parties and further discussion among and between the Parties and their respective representatives. If the Parties agree in writing that there has been substantial progress toward resolution of the dispute, this level may be extended for an additional ten (10) calendar day period which shall commence at the conclusion of the first ten (10) day period. There shall be no further extensions at this level.

2.7. Excluded Events. PayConex processing time measurements shall not include periods of non- availability resulting in
whole or in part from one or more of the following (each an “Excluded Event”):

(a) Any act or omission on the part of the Client, its customers, contractors or vendors, or any other entity over which the Client exercises control or has the right to exercise control;

(b) The Client’s or any customer’s software applications, equipment, connectivity, or facilities;

(c) Bluefin’s scheduled maintenance, provided that such scheduled maintenance is undertaken on a Tuesday or Thursday between the hours of 6:00 a.m. and 7:00 a.m. Central Time, or at such other time as may be designated by Bluefin;

(d) Outages of any third parties who are not agents of Bluefin, including but not limited to telecommunications and/or internet service providers, banks and processors; or

(e) Force majeure events beyond the reasonable control of Bluefin including, but not limited to, natural disasters, government regulation, and national emergency.

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Bluefin Master Services Agreement Addendum CONFIDENTIAL

DATA PROCESSING ADDENDUM
This Data Processing Addendum (the “Privacy Addendum”) is an addendum to and is governed by that certain Master Services Agreement by and between Bluefin and Client (the “Agreement”). T o the extent applicable to the Services provided by Bluefin to Client under the A greement, t his Privacy Addendum stipulates privacy, confidentiality, and security requirements for purposes of compliance with applicable privacy, security, and data protection laws and with Bluefin’s policies. In the event of a conflict between the terms of this Privacy Addendum and the Agreement, the terms of this Privacy Addendum will prevail.

1. General Processing Obligations and Descriptions.

1.1. Roles of the Parties . In connection with the Permitted Processing, Bluefin is the Data Processor, and Client is the Data Controller. Bluefin will Process Personal Data only as necessary to achieve the Purposes and as otherwise permitted by this Privacy Addendum, or as instructed in writing from time to time by Client (collectively, the "Permitted Processing ").

Bluefin shall, in addition to other notification obligations provided in this Privacy Addendum, notify the Client, without undue delay, if it holds that an instruction violates applicable data protection laws (“Challenged Instruction”) and to provi de evidence of such ap plicable laws. Upon providing such notification, Bluefin is not obliged to follow the Challenged Instruction unless the Client confirms the Challenged Instruction. Bluefin may also Process the Personal Data if required to comply with applicable law, provided that, if permitted under such law, Bluefin provides Client with advance written notice of such Processing. The Parties agree that this Privacy Addendum, including specifically the terms of this section, constitut e the documented instructions of the Data Controller described in Article 28 of the GDPR or the UK GDPR or any other Data Protection Law, including, California Consumer Privacy Act of 2018 (“ CCPA”), Colorado Privacy Act, Colo. Rev. Stat. § 6-1-1301 et seq. (“ CPA”), Personal Data Privacy and Onlin e Monitoring Act (“ CTDPA”), Utah Consumer Privacy Act (“UCPA”), Virginia Consumer Data Protection Act (“ VCDPA”), as applicable. Bluefin shall immediately inform Client if, in Bluefin’s opinion, any aspect of the Permitted Processing violates the GDPR, the UK GDPR, CCPA, CPA, CTDPA, UCPA, VCDPA, or any other Data Protection Law. If under Data Protection laws an Affiliate of Client is considered the Data Controller (either alone or jointly with the Client) with respect to certain Personal Data, Client represe nts and warrants to Bluefin that Client is authorized: (a) to give the instructions to Bluefin and otherwise act on behalf of such Affiliate in relation to such Personal Data as described in this Privacy Addendum and (b) to bind the Affiliate to this Privacy Addendum.

1.2. Subject Matter. Bluefin and Client enter into this Privacy Addendum to establish their respective rights and obligations with regard to Processing of Personal Data in connection with the Bluefin Services provided under the Agreement. While the Parties acknowledge that the precise Data Protection Laws that apply to the Permitted Processing will depend on the nature and location of such Processing, the Parties agree that, unless otherwise stated herein, this Privacy Addendum applies to the Permitted Processing irrespective of whether the GDPR, the UK GDPR, or any other Data Protection Law, including CCPA CPA, CTDPA, UCPA, and VCDPA, applies.

1.3. Purpose of Processing . Bluefin is conducting the Permitted Processing to provide Bluefin Services to Client and to otherwise perform its obligations under the Agreement (including this Privacy Addendum) (the " Purposes").

1.4. Nature of Processing. Bluefin shall, through Bluefin Services, receive, store, and perform other Processing activities on the Personal Data as required to fulfill the Purposes. Such Processing shall take place in EEA countries , and the United States and other non-EEA countries, subject to the Parties' compliance with Ex-EEA Data Transfers.

1.5. Sub-processors. Client acknowledges and expressly agrees that Bluefin may engage third- party Sub -processors in connection with the provision of Bluefin Services. Bluefin shall ensure that all such Sub -processors are subject to terms consistent with those set forth in this Privacy Addendum. A list of Sub-processors engaged by Bluefin in connection with the provision of Bluefin Services can be found at the end of this Privacy Addendum and may be updated via email notification or via a webpage link to be provided to Client. If such webpage ceases to be maintained, Bluefin shall make available to Client from time to time at its reasonable request a current list of Sub -processors for the respective Bluefin Services.

1.6. Personal Data and Data Subjects . Bluefin is Processing Personal Data of Client’s custom ers, merchants, or users.

This Personal Data includes Personal Data within the categories of identifiers prescribed by appliable Data Protection Law.

1.7. Duration of Processing. Bluefin will Process the Personal Data for so long as it is providing the Bluefin Services to Client. Bluefin may retain copies of Personal Data only until Bluefin no longer needs it to fulfill the purpose under the Agreement and for so long as required to comply with applicable law , provided that Bluefin may retain cardholder data for and automatically purge it after eighteen (18) months of last use. At Client’s written request and at an additional charge , Bluefin may transfer cardholder data then in Bluefin’s possession, custody, or control to another PCI/DSS compliant payment services provider selected by Client.

1.8. Compliance with Data Protection Laws. Each Party shall Process Personal Data in accordance with the requirements of applicable Data Protection Laws. Client shall have sole responsibility for the accuracy, quality, and legality of Personal Data and the means by which Client acquired Personal Data, including specifically providing sufficient information to enable transparent Process ing and, if applicable, obtaining free and informed consent to the Processing contemplated under the Agreement and this Privacy Addendum.

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Bluefin Master Services Agreement Addendum CONFIDENTIAL

2. Bluefin Assistance to Client.

2.1. Data Subject Rights. Bluefin shall, to the extent legally permitted, promptly assist Data Subject with a request to exercise the Data Subject's right of access, right to rectification, restriction of Processing, erasure, data portability, object to the Processing, or its rig ht not to be subject to an automated individual decision making (each such request being a " Data Subject Request"). Taking into account the nature of the Processing, Bluefin shall assist Client by appropriate technical and organizational measures, insofar as this is possible, for the fulfilment of Client’s obligation to respond to a Data Subject Request under Data Protection Laws. In addition, to the extent Client, in its use of Bluefin Services, does not have the ability to address a Data Subject Request, Bluefin shall upon Client’s request provide commercially reasonable efforts to assist Client in responding to such Data Subject Request, to the extent Bluefin is legally permitted to do so and the response to such Data Subject Request is required under Data Protection Laws. Unless prohibited under applicable law, Client shall be responsible for any costs arising from Bluefin’s provision of such assistance.

2.2. Data Protection Impact Assessments and Prior Consultations. Taking into account the nature of the Processing and information available to Bluefin, Bluefin shall assist Client with Client’s conduct of a data protection impact assessment and, if necessary, any prior consultations with Governmental Authorities arising out of any such assessment.

2.3. Audits and Inspections, Records . Bluefin shall, at Client’s reasonable request and sole cost and expense, make available all information reasonably necessary to demonstrate Bluefin’s compliance with applicable Data Protection Laws and otherwise contribute to audits and inspections carried out by or on behalf of Client (including any such inspection by a Governmental Authority following a Security Incident ), if Client’s right to such information, audit s and inspections are mandated by applicable Data Protection Laws. To the fullest extent possible, Client shall: (i) give Bluefin reasonable prior notice of any such audit; (ii) undertake such audit no more than once per calendar year, except for regulatory government compliance cause shown; and (iii) conduct or cause to be conducted such audit in a manner designed to minimize disruption of Bluefin’s normal business operations and that complies with the terms and conditions of all data confidentiality, ownership, privacy, security and restricted use provisions of the Agreeme nt. Without limiting the foregoing, Bluefin shall maintain appropriate records of Processing activities under this Privacy Addendum, including, to the extent applicable, the information required to be maintained in such records under Article 30 of the GDPR or the UK GDPR or other applicable Data Protection Law, including CCPA, CPA, CTDPA, UCPA, and VCDPA, as applicable.

3. Security Requirements.

3.1. Bluefin Security Measures. Bluefin shall maintain appropriate technical and organizational measures for protection of the security, confidentiality, and integrity of Personal Data. Bluefin regularly monitors compliance with these measures.

Bluefin will not materially decrease the overall security of Bluefin Services during the T erm of the Agreement.

3.2. Destructive Elements. Bluefin shall take commercially reasonable measures designed to prevent the introduction into Bluefin Services of any software code that has or will have the effect of disabling, harming, or otherwise impeding in any manner the operation of Bluefin Services (e.g., via a virus, Trojan horse, worm, or backdoor) (collectively, " Destructive Elements") including by running a reputable, commercially available anti -virus-checking software program on Bluefin Services.

3.3. Confidentiality. As between the Parties, Personal Data shall be considered the confidential information of Client in accordance with the Agreement. Notwithstanding the foregoing, nothing set forth herein or in the Agreement shall prevent Bluefin from using data regarding Client’s and its users ’ use of Bluefin Services in an aggregate and anonymized manner, including to compile statistical and performance information related to the use, provision and operation of Bluefin Services.

Without limiting the foregoing or anything else in this Privacy Addendum or the Agreement, Bluefin shall ensure that access to Personal Data is limited to the Authorized Personnel and that such Authorized Personnel are subject to binding obligations of confidentiality (whether contractual, statutory, or otherwise) consistent with those set forth in the Agreement.

3.4. Client Security Measures . The security requirements do not limit Client’s responsibility for implementing and maintaining appr opriate technical and organizational measures to protect the Personal Data and otherwise using Bluefin Services consistent with the Agreement and in a secure manner.

3.5. Disaster Recovery. Bluefin shall maintain, or cause to be maintained, disaster avoidance procedures designed to ensure that interruption to the Services during any disaster is minimized and/or that Bluefin Services may be restored promptly after such event; in each case, throughout the T erm of the Agreement, and at all times in connection with its actual or required provision of Bluefin Services.

4. Personal Data Breach Procedures.

4.1. Notification. Bluefin maintains security incident management policies and procedures and shall notify Client without undue delay after becoming aware of any Security Incident. Bluefin will provide with such notification written details of the Security Incident, including (in each case to the extent known) the nature of the Security Incident, the categories and approximate number of Data Subjects concerned and the categories and approximate number of Personal Data records concerned, the name and contact details of the contact point where Client can obtain more information, the likely consequences of the Security Incident, and the measures taken or proposed to be taken to mitigate the effects of the Security Incident.

4.2. Mitigation. Bluefin shall (a) make reasonable efforts to identify the cause of such Security Incident; (b) take those steps

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as Bluefin deems necessary and reasonable in order to remediate the cause o f such a Security Incident to the extent the remediation is within Bluefin’s reasonable control and shall provide Clients with timely updates in connection with the Security Incident; and (c) without limiting the notification requirements, provide timely information and cooperation as Client may require to fulfill Client’s data breach reporting obligations under the Data Protection Laws or to comply with or respond to any inquiries by a Governmental Authority or any lawsuit arising from the Security Incident, including without limitation, collecting and preserving evidence pertaining to the Security Incident and the investigation conducted by Bluefin. To the extent permitted under applicable law or order, Bluefin may withhold information that it deems confidential or over which it intends to assert attorney-client or similar privilege or protection.

4.3. Disclosure. Unless otherwise required by applicable law, Bluefin shall not disclose to third parties any information about a Security Incident involving Personal Data without prior written and express permission from Client for such disclosure; provided, however, nothing herein should be construed to prevent Bluefin from publicly acknowledging or disclosing the occurrence of a Security Incident, provided Bluefin does not identify Client in the applicable communication to third parties. If Bluefin is required to disclose pursuant to applicable law, Bluefin will, unless legally prohibited from doing so, notify Client prior to such disclosure.

5. Certain Cross-Border Data Transfers.

5.1. Location of Processing. Client acknowledges that Bluefin may Process Personal Data outside of the European Economic Area (the " EEA"), the United Kingdom, and Switzerland (collectively, the " EU+ Territories") and may engage Sub-processors that Process Personal Data outside the EU+ Territories. Client expressly agrees to such Processing and to the transfer of Personal Data from within the EU+ Territories to jurisdictions outside of the EU+ Territories, including to countries not recognized by the European Commission or other applicable Government Authority as providing an adequate level of protection for Personal Data (as described in Article 45 of the GDPR, the UK GDPR, or the FADP, as applicable).

Each such transfer shall be subject to the Standard Contractual Clauses.

5.2. Standard Contractual Clauses.
(i) The Standard Contractual Clauses apply only to Personal Data that is transferred from the EEA, the United Kingdom (subject to the UK Addendum), Switzerland (subject to Section 5.2(iv) below), or any other jurisdiction that recognizes the Standard Contractual Clauses as a lawful transfer mechanism, either directly or via onward transfer, to any country or recipient: (a) not recognized by the European Commission or other applicable Government Authority as providing an adequate level of protection for Personal Data (as described in Article 45 of the GDPR, the UK GDPR, or the FADP, as applicable) and (b) not covered by a suitable framework recognized by the relevant authorities or co urts as providing an adequate level of protection for Personal Data. The Standard Contractual Clauses (including, if applicable, the UK Addendum and/or the modifications pursuant to Section 5.2(iv) below) are hereby incorporated by reference with respect t o each applicable transfer.
(ii) To the extent the Parties rely on the Standard Contractual Clauses (with or without the UK Addendum and/or the modifications pursuant to Section 5.2(iv) below), by executing this Addendum, the Parties are deemed to be signing the Standard Contractual Clauses, including Annex I.A thereto and, if applicable, the UK Addendum and/or the modifications pursuant to Section 5.2(iv) below. The Standard Contractual Clauses are deemed completed as follows:
• Client is the data exporter, Bluefin is the data importer, and their respective contact information is set forth in Exhibit A (Sections 1 and 2, respectively) to this Privacy Addendum. • Module Two (Transfer Controller to Processor) applies to transfers occurring pursuant to this Addendum. • Clause 7 (Optional Docking Clause) does not apply.
• Clause 8.9 (Documentation and Compliance): the Parties agree that audits and requests for audits pursuant to Clause 8.9 shall be done in accordance with Section 2.3 of this Addendum. • Clause 9(a) (Use of Sub -processors): the Parties elect Option 2 (General Written Authorization) with a 10-day notice period. The data exporter consents to the data importer's engagement of Sub- processor(s) in accordance with Section 1.5 of this Addendum.
• Clause 11(a) (Redress): the optional section does not apply. • Clause 17 (Governing Law): the Parties elect Option 1 and agree that the Standard Contractual Clauses shall be governed by the laws of Ireland.
• Clause 18(b) (Choice of Forum and Jurisdiction): the Parties agree that any dispute arising from the Standard Contractual Clauses shall be resolved by the courts of Ireland. • Exhibit A (Section 3) to this Addendum will apply to Annex 1. • Exhibit A (Section 4) to this Addendum will apply to Annex 2. (iii) Ex-UK Transfers. In addition to the Standard Contractual Clauses, as completed pursuant to Section 5.3(ii), Personal Data transfers from the United Kingdom to a country or recipient described in Section 5.3(i) shall be governed by the UK Addendum, completed as follows:
• For the purposes of Table 1 of the UK Addendum, the parties' details and contact information are set forth in Sections 1 and 2 of Exhibit A to this Addendum, and the start date shall be deemed the same

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date as the Standard Contractual Clauses.
• For the purposes of Table 2 of the UK Addendum, the version of the Standard Contractual Clauses to which the UK Addendum applies is Module Two (Transfer Controller to Processor), and Section 5.3(ii) describes the selection of applicable optional provisions. • For the purposes of Table 3 of the UK Addendum, the list of parties and description of the transfer are as set out Sections 1 through 3 of Exhibit A of this Addendum, Bluefin’s technical and organizational measures are set forth in Section 4 of Exhibit A, and the list of Bluefin’s sub-processors shall be provided pursuant to Section 1.5 of this Addendum.
• For the purposes of Table 4 of the UK Addendum, neither party will be entitled to terminate the UK Addendum in accordance with clause 19 of Part 2: Mandatory Clauses thereof. (iv) Ex-Switzerland Transfers. In addition to the Standard Contractual Clauses, as completed pursuant to Section

5.3(ii), Personal Data transfers from Switzerland to a country or recipient described in Section 5.3(i) shall be governed by the Standard Contractual Clauses, modified as follows:
• The parties adopt the GDPR standard for all data transfers. • For competent supervisory authority under Clause 13, the parties choose the supervisory authority identified in Section 3 of Appendix A insofar as the data transfer is governed by the GDPR and the Federal Data Protection and Information Commissioner insofar as the data transfer is governed by the FADP.
• The term “member state” in the Standard Contractual Clauses shall not be interpreted in such a way as to exclude data subjects in Switzerland from the possibility of suing for their rights in their place of habitual residence (Switzerland) in accordance with Clause 18 c. • The Standard Contractual Clauses also protect the data of legal entities to the extent set forth in the FADP until the entry of the force of the revised FADP on 1 January 2023.

5.3. Conflict. In the event of any conflict or inconsistency between this Privacy Addendum and the Standard Contractual Clauses, the Standard Contractual Clauses shall prevail.

6. Liability. Each Party's and all of its Affiliates' liability, taken together in the aggregate, arising out of or related to this Privacy Addendum, whether in contract, tort or under any other theory of liability, is subject to the "Limitation of Liability" section of the Agreement, and any reference in such section to the liability of a Party means the aggregate liability of that Party and all of its Affiliates under the Agreement and this Privacy Addendum taken together.

7. Definitions. Capitalized terms used but not defined in this Privacy Addendum have the meanings given in the Agreement. Additionally, the following definitions apply to this Addendum:

7.1. "Authorized Personnel" means Bluefin’s employees, subcontractors, or independent cont ractors who have a need to know or otherwise access Personal Data to enable Bluefin to perform its obligations under the Agreement.

7.2. "Data Controller" means the natural or legal person, public authority, agency, or any other body which alone or jointly with others determines the purposes and means of the Processing of Personal Data.

7.3. "Data Processor" means a natural or legal person, public authority, agency or any other body which Processes Personal Data on behalf of the Data Controller.

7.4. "Data Protection Laws" means, as in effect from time to time, the laws and regulations, including laws and regulations of the United States, European Union, the European Economic Area and their member states, Switzerland, and the United Kingdom, applicable to the Processing of Personal Data under the Agreement. With respect to Processing within its respective scope, Data Protection Laws include specifically Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (the " GDPR"); with respect to the United Kingdom, the GDPR as it forms part of the law of England and Wales, Scotland, and Northern Ireland by virtue of Section 3 of the European Union (Withdrawal) Act 2018 (the " UK GDPR"), the United Kingdom Data Protection Act 2018; with respect to Switzerland, the Federal Act on Data Protection of 19 June 1992, as revised effective 1 January 2023 (the “ FADP”), and with respect to United States, California Consumer Privacy Act of 2018 (the “ CCPA”), Colorado Privacy Act, Colo. Rev. Stat. § 6 -1-1301 et seq. (“ CPA”), Personal Data Privacy and Online Monitoring Act (“ CTDPA”), Utah Consumer Privacy Act (“UCPA”), and Virginia Consumer Data Protection Act (“ VCDPA”). In the event of contradictions between the legal acts, the provisions of the GDPR take precedence.

7.5. "Data Subject" means the identified or identifiable natural person to whom Personal Data relates.

7.6. "Governmental Authority" means any federal, state, local or foreign government or political subdivision thereof, or any agency or instrumentality of such government or political subdivision, or any quasi-governmental authority (to the extent that the rules, regulations or orders of such organization or authority have the force of law), or any arbitrator, court or tribunal of competent jurisdiction, in each case, to the extent such Governmental Authority has jurisdiction and authority over the applicable person, entity or subject matter.

7.7. "Process" or "Processing" means any operation or set of operations performed upon Personal Data, whether or not by automatic means, such as collection, compilation, use, disclosure, duplication, organization, storage, alteration, transmission,

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combination, redaction, erasure, or destruction.

7.8. "Security Incident " means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored, or otherwise Processed.

7.9. "Standard Contractual Clauses" means the standard contractual clauses as set forth in the Annex to the Commission Implementing Decision (EU) 2021/914 of 4 June 2021 on standard contractual clauses for the transfer of personal data to third countries pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (available at: https://eur- lex.europa.eu/legal-content/EN/TXT/?uri=CELEX%3A32021D0914&qid=1623192961660), completed as described in this Addendum. Upon effectiveness (as determined by the European Commission) of any amendments or replacements, the 2021 Standard Contractual Clauses shall be deemed to include such amendments and/or replacements to the extent applicable to the activities described in this Privacy Addendum.

7.10. "Sub-processor" means any further Data Processor engaged by Bluefin in its capacity as Data Processor under this Addendum.

7.11. "UK Addendum" means the International Data Transfer Addendum to the EU Commission Standard Contractual Clauses, template version B1.0, issued by the UK's Information Commissioner's Office and laid before Parliament under Section 119A(1) of the Data Protection Act 2018 on 2 February 2022, and entering into force on 21 March 2022.

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Exhibit A to Data Processing Addendum
Processing Information

1. Client
City of Rancho Cucamonga
Address: 12505 Cultural Center Drive, Rancho Cucamonga, CA 91739

Tel.: 909-477-2700 x 2439

e-mail: [email protected]

Role: Senior Accountant, Finance

Tel.: 909-477-2700 x 2450

e-mail: Emilio.Chairez @cityofrc.us

Role: Account Clerk, Finance

2. Bluefin

Bluefin Payment Systems LLC

Address: 8200 Roberts Drive, Suite 400, Atlanta, Georgia 30350

Tel.: 800-675-6573

e-mail: [email protected]

If applicable, Representative in the EU:

Role:

3. Details of Processing: Financial transactions during the Term of the Agreement

4. Data Importer's Technical and Organizational Measures

CERTIFICATIONS

Bluefin has the following certifications:

PCI/DSS (Level-1 Service Provider)
PCI/P2PE Solution Provider
SOC2, Type II
HIPPA

SECURITY CONTROLS

Bluefin maintains the following information security controls:

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SECURITY AREAS ID BLUEFIN SECURITY MEASURES FOR PERSONAL DATA PROTECTION

1. NETWORK AND

SYSTEMS

SECURITY

1.1 Firewall and router configurations are in place to restrict the traffic, inbound and outbound, from “untrusted” networks (including wireless) and systems. Deny all other traffic except for protocols necessary for the personal data environment (PDE).

1.2 Web application firewalls are in place in front of web servers belonging to PDE, to verify and validate the traffic which is directed to the server. Any unauthorized service or traffic is blocked and logged to a central sys -logging system for alerting and appropriate management (analysis and remediation).

1.3 Security hardening configurations (through templates) are applied for Bluefin assets (e.g. databases, applications, operating systems) that process personal data so as to allow only the services strictly necessary for the activities in scope.

1.4 Personal data is protected against the risk of intrusion (e.g. IPS, IDS) and malware by implementing endpoint protection technology which is updated with new signatures as available.

1.5 Periodic software updates (e.g. patching of client and server operating systems and basic applications) are performed following best practices, on a monthly basis, and critical and high security patches are installed promptly.

1.6 Monthly internal and external Vulnerability assessment (VA) scans and yearly internal and external penetration test (PT) are performed on the systems used to fulfil the Data Sharing Agreement. The discovered vulnerabilities and the finding are managed appropriately (analysis, standard classification of vulnerabilities, and remediation, including mitigation actions according to criticality, timely perform ed).

Remediation of scan results are audited by 3rd party assessors.

2. DATA SECURITY

2.1 Personal data retention time is limited to the extent necessary for each service provided in compliance with legal and/or regulatory obligations in force.

2.2 For the erasure of data no longer necessary for the service provided and for the decommissioning of assets, irreversible and secure clean -up procedures are in place, to remove all personal data and/or overwrite in a secure and non-reversible way before disposal or re -use. Where secure erasure is not feasible, the media is destroyed or rendered unusable, following best practices and standards and a certification of destruction is obtained.

2.3 Paper documents that contain personal data are physically destroyed (shredded) or disposed of via a managed document destruction service. .

2.4 Production data (real data) is processed and maintained only within the production environments. QA, Development, Test, UAT 3 environments are never utilized to process (real) personal data.

2.5 Personal data is encrypted or obfuscated (masked) when stored on portable digital media, backup media, log files.

2.6 The number of personal data repositories (e.g. databases, files, copies, archives) is minimized, avoiding unnecessary duplication.

2.7 Transmission of personal data over open, public or untrusted networks is protected by strong cryptography and the use of secure protocols. Where channel encryption (e.g., TLS 1.2 or higher) is not feasible, files and attachments containing personal are protected by encryption whenever they are transmitted over open, public or untrusted networks.

2.8 Security tools are used to monitor and control the flow of personal data through endpoints and towards external networks.

2.9 Database / data storage encryption is in place based upon classification of the data in scope. Either encryption or pseudo randomization is utilized to protect personal data to the appropriate granularity (e.g., at database / file or table level).

2.10 Personal data is not copied to removable media, except to those media expressly authorized by the Data Exporter for specific tasks (linked to the measure 2.5).

2.11 Personal data in storage (at rest) is protected by encryption when stored by Cloud Providers and/or other Third Parties Data Processors. Any use of cloud services is evaluated and approved by the Controller before adoption.

2.12 Media (removable and non-removable) containing personal data is protected against unauthorized access, through adequate physical and logical security measures.

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SECURITY AREAS ID BLUEFIN SECURITY MEASURES FOR PERSONAL DATA PROTECTION

2.13 Employees are educated and trained on the correct rules of conduct for the protection of personal data contained in paper documents (example: when leaving the workstation to make sure that nobody can access confidential information, protect the original documents and the photocopies from theft or unauthorized use, keep the documentation in locked drawers and closets at the end of the working session).

2.14 Paper based documents containing special categories of personal data or data related to criminal convictions are stored within physical archives whose access is properly controlled (e.g., badges, surveillance, previous authorization, etc.)

2.15 Access to physical archives containing paper -based documents is granted and permitted only to authorized persons.

3. DATA
AVAILABILITY 3.1
Proper procedures are in place in order to guarantee the availability of personal data (as a right of the data subject) in a timely manner. Daily encrypted Back -ups of data are made to ensure availability of personal data. Recovery Point Objective and Recovery Time Objective are suitable for the related business requirements.

4. IDENTITY AND
ACCESS

MANAGEMENT

4.1 Access authorization to production environments containing personal data, is granted according to the "need to know" and “least privilege” principles.

4.2 Policies and procedures are implemented to ensure the proper identification of users and administrators accessing system components managing personal data. Each user is assigned a username before allowing access to the authentication systems and personal data. Each username identifies only one person.

4.3 Individual remote administrative access to systems managing personal data is protected by authentication system requiring password changes at least every 90 days.

Additionally, password manager tools (tool ad hoc) maybe used to ensure credential security (linked to the measure 4.6).

4.4 Passwords for systems and devices managing personal data are complex (at least eight characters, uppercase, lowercase letters, numbers and special characters enforced) and not easily attributable to the user, and they are changed at least every three months.

4.5 System resources and access right are uniquely assigned to each user account.

4.6 Remote access (from external networks) to the environment processing personal data is protected by means of multi-factor authentication.

4.7 All access to databases containing personal data is protected / controlled in order to guarantee the principles of "need to know", "least privilege" and traceability.

4.8 Users’ access rights to personal data is reviewed / re-validated at regular intervals and in no case longer than annual review – as per the regular Identity and Access Management process.

5. LOGGING AND

MONITORING

5.1 Access to production environments containing personal data, and access to personal data in general is monitored and logged via a non- reputable logging mechanism uniquely identifying the individual user accessing personal data. Furthermore, monitoring is carried out in order to prevent and detect threats to the security of personal data.

5.2 Each access to personal data (consultation, modification, deletion, insertion) is logged by recording the minimum information required to reconstruct the access modalities and allow monitoring on the system, recording at least:
- User identification
- Type of event
- Date and Time
- Success or failure indication
- Source of event
- Identity of affected data (identifier of the interested person), system component, or resource.

6. ORGANISATION

AND HUMAN

SECURITY

6.1 Procedures are in place to guarantee the continuous availability of personal data: back- up personnel exist to ensure the continuity of the service to the data subject willing to access their own personal data.

6.2 A formal security awareness program is implemented, to make all personnel aware of policy and procedures related to personal data security. For example, periodic tests or

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SECURITY AREAS ID BLUEFIN SECURITY MEASURES FOR PERSONAL DATA PROTECTION simulations may be performed, to assess whether employees click on a link from suspicious e -mail or provide personal / sensitive information without following appropriate security procedures to verify the reliability of the source. Follow -on targeted training is provided to those employees failing any test.

6.3 Clear contractual agreements are signed-off with any sub-suppliers of services to state their responsibility for the security of personal data they process / store / transmit on behalf of Bluefin. These agreements reflect at least the instructions and measures indicated in this document.

6.4 Employee responsibilities and duties on the confidentiality of personal data are clearly stated; further, these continue after the termination or change of employment.

7. DATA

PROTECTION BY
DESIGN

7.1 Processes and tools for the Secure Software Development Lifecycle (SDLC) are integrated with appropriate security check / controls and requirements, in order to ensure that new software / applications are designed and developed utilizing the concepts of embedded security.

7.2 Change Management processes are integrated with appropriate security check / controls and requirements, to ensure the continuous protection of software / applications in place, upon relevant changes. Exceptions detected by the checks / controls are classified, and appropriately managed based on criticality (with remediation and mitigation actions according to criticality, performed in a timely manner).

8. PERSONAL DATA
BREACH

NOTIFICATION

8.1 Processes and tools for Incident Management are in place to enable the detection and classification of personal data breaches so that they are correctly communicated to the Controller within the terms established.

8.2 A specific register of personal data breaches is created and maintained.

Sub-processors (IF APPLICABLE)

Subprocessor Country Service

[SIGNATURES ON THE NEXT PAGE]

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IN WITNESS WHEREOF, the Parties have executed to this Privacy Addendum to the Agreement as of the last date written below.

Bluefin Payment Systems LLC City of Rancho Cucamonga

By: By:

Name: John M. Perry Name: L. Dennis Michael

Title: President and CEO T itle: Mayor, City of Rancho Cucamonga

Date: __________________________ Date: ____________________________

By: ____________________________

Name: Wess Garcia

Title: Library Director

Date: ____________________________

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RECOMMENDATION:

BACKGROUND:

ANALYSIS:

The alternative provider, PayPal is significantly more expensive per transaction while providing less value in the form of security and encryption.

FISCAL IMPACT:

The cost of services provided by Bluefin will be based on the number of credit card transactions generated by the Lewis Family Playhouse and Randall Lewis Second Story and Beyond®. Based on general estimates of a combined ,000 credit card transactions annually, we anticipate $7,700 in cost per 12-month period. Adequate funds are available in the adopted Fiscal Year 2023-2024 Budget from the General Fund (001) and the Library Capital Fund (329) for any costs incurred in this current fiscal year.

COUNCIL GOAL(S) ADDRESSED:

Providing superior services to residents enhances the overall quality of life in Rancho Cucamonga and will support the City Council Core Values to build and preserve the City’s family -oriented atmosphere and intentionally embrace and anticipate the future.

ATTACHMENTS:

Attachment 1 – City of RC Master Services Agreement PayConex

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MEMORANDUM
Library Services
ATTACHMENT 3

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DATE: March 20, 2024
TO: Mayor and Members of the City Council
FROM: John R. Gillison, City Manager
INITIATED BY: Shelly Munson, Director of Innovation and Technology Lilyan Villarreal, Deputy Director of Innovation & Technology SUBJECT: Consideration to Approve a Contract with ECS Imaging Utilizing a Cooperative Contract through OMNIA Partners for Laserfiche, Document and Records Management Software Solution and for Priority Support Services in the Amount of $116,600. (CITY)
RECOMMENDATION:

Staff recommends the City Council approve the use of the OMNIA Partners, Region 14 ESC-TX #01-158 Cooperative Agreement for the procurement of Laserfiche, document and records management software, along with Priority Support Services, not to exceed $116,600 in total value through the expiration of the agreement on November 30, 2025.

BACKGROUND:

The City uses Laserfiche software solution to maintain the City’s documents such as contracts, agreements, approved plans, and other essential documentation. The software facilitates the process of storing and indexing various documentation along with simplifying the retrieval of needed information. Laserfiche enables the City to effectively and efficiently maintain organization of all of its paperwork. The City Clerk Services Department uses Laserfiche to gather the essential documentation in one central repository. Across the City, departments use it to look for necessary information and documentation retrieval. Additionally, the City makes use of its ability to create forms to gather needed input from various stakeholders such as City staff or the public. The software has the ability to build in workflows, which automatically moves documents along to the necessary staff members.

ANALYSIS:

In 2019, the Department of Innovation & Technology posted a request for bid to purchase the Laserfiche software license. The contract recently fulfilled its five year term. In order to renew the license, the City will need to sign a new agreement. To ensure a smooth transition and continuity of services, it is recommended to contract with a Laserfiche premier partner. A premier partner is a vendor that has been vetted by Laserfiche and is an authorized reseller of the license.

Additionally, it is recommended to use the OMNIA Partners cooperative agreement. OMNIA Partners provides public sector participants access to purchasing contracts with leading national suppliers, delivering volume discounts, and streamlined procurement process for technology products and services. The contract was awarded based on pricing, ability to service the contract, references, technology, and value-added products and services. It is recommended to award the contract to ECS Imaging, Inc., as they are a Laserfiche premier partner, who was listed as an approved reseller in the OMNIA Partners cooperative agreement.

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Page 2 ends

2 2
6 6
DoIT reviewed the Master Agreement with the City’s Procurement Division and has determined that the terms and process of the contract meet the City’s procurement standards.

FISCAL IMPACT:

The Laserfiche contract was included in the FY23/24 Adopted Budget and therefore no additional funds will be required. Staff will request funds through the City’s annual budget process to cover the cost of post-annual renewals with an expected increase of 5% year-over-year.

COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

This item addresses the City Council’s Core Value of intentionally embracing and anticipating our future.

ATTACHMENTS:

Attachment 1 – ECS Imaging, Inc. Quote 02022024

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Quote
Avante
Quotation For Quote Info Q4 2022 V.2
Name: Date: 1/13/2023
Company: Quote Number: 11323
Phone: Valid Through 3/30/2023
E-mail: Terms: net 20
Account Manager: Debbi Bodewin
Phone: x1109
E-mail: [email protected]
Description of Product and Services
Software
Annual Maintenance and Licensing
SKU Unit Price Quantity Line Total
MSE30B 1,000.00$ 1 1,000.00$
MNF16B 120.00$ 31 3,720.00$
MPPMB 7,000.00$ 1 7,000.00$
MSA30B 200.00$ 1 200.00$
MPARB 70.00$ 35 2,450.00$
MPFRMB 1,600.00$ 1 1,600.00$
MFRM16B 10.00$ 31 310.00$
MACLA 3,000.00$ 2 6,000.00$
$ (2,500.00) Annual Maintenance Subtotal 19,780.00$ Hardware
SKU Unit Price Quantity Line Total
Hardware Subtotal -$
Professional Services
SKU Rate Quantity Line Total
Professional Services Subtotal -$
Special Terms
Subtotal 19,780.00$
Tax Rate 0.000% Tax -$
Software is only available via download and is not subject to CA sales tax Shipping -$ Discount
Total 19,780.00$
Billing Terms:

Annual Priority Support Contract Includes
SKU Unit Price Quantity Line Total
ECSGOLD 175.00$ 40 7,000.00$ *ECS GOLD Priority Support Description
Laserfiche Forms Portal Add-on LSAP
Laserfiche Forms Professional LSAP
Laserfiche Keyed Integrator's License - Accela (25 connections) Laserfiche Avante Additional Repository for MS SQL LSAP Laserfiche Avante Forms Participant User + Read Only LSAP Laserfiche Named Full User w/Web Access, Snapshot, & Email LSAP Laserfiche Midsized Public Portal (50 retrieval user licenses) LSAP Laserfiche Avante Server for MS SQL with Workflow LSAP
Description
Hardware Return Policy:

Unopened boxed hardware may be exchanged for a full cash or credit refund within 7 days - a 15% restocking fee may apply. Defective hardware will be exchanged for a replacement per the terms and conditions specified on the product warranty card.

Description
Annual Maintenance Discount
Description
○ Maximum 4 Hour Response Time - Upgraded from 24 hours with traditional LSAP support ○ Live Hours of support are 7:30am - 5:00pm PST M-F
○ Unlimited Phone and E-mail Support
○ On-site time is calculated to the nearest half hour and minimum onsite calculation is between 2-8 hours depending on the location
○ On-site time can be used for remedial training, installing updates, and consulting, in addition to support
○ ECS may allow planned after hours support in rare circumstances. In these circumstances Priority Support will be billed at double the hourly rate. ○ Two free admissions to the ECS Annual Customer Conference along with Free Admission to Quarterly User Groups
○ Monthly E-Newsletter
○ On-site/remote support hours included as quoted. On-site within next business day as needed. Additional hours of support purchased at a discounted hourly rate. Customers not under this plan can purchase on-site hours at $250/hour with a 1 hour minimum for remote support, and an 8 hour minimum onsite charge in addition to travel expenses.

Software Only (Download Only)
Gold Support listed below. Currently is a separate agreement *Hardware, Software, Maintenance, Gold Hours & Projects billed 100% at project start. *Services billed 50% up front minimally w/ remaining Services as incurred." *Standard Processing fee added to credit card payments." 877-790-1600
5905 Brockton Ave. Ste. C
Riverside, CA 92506
www.ECSImaging.com
Existing Avante system expires 3-30-23. Additionally ECS will provide Empower passes, online Laserfiche Certification courses, and ongoing monthly training events at no cost.

Avante includes Workflow and Forms Essentials
Kramer Sanders
City of Rancho Cucamonga

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DATE: March 20, 2024
TO: Mayor and Members of the City Council
FROM: John R. Gillison, City Manager
INITIATED BY: Jennifer Hunt Gracia, Community Services Director SUBJECT: Consideration of Approval to Exercise Option of Extending Contract No. 19-072 with SMG – Rancho Cucamonga Premier Food Services LLC Original Agreement by One (1) Year Until May 20, 2025. (CITY) RECOMMENDATION:

Staff recommends City Council approve an extension of the May 20, 2019 Agreement for Professional Services for Catering and Concession Services Contract 19-072 with SMG – Rancho Cucamonga Premier Food Services LLC, extending the five (5) year term, entered into on May 20, 2019, for one (1) year through May 20, 2025.

BACKGROUND:

On May 20, 2019, the City Council authorized a five (5) year agreement, Contract 19-072, with Premier Food Services LLC (SMG) to provide exclusive catering services at Victoria Gardens Cultural Center with the option to mutually add two 1-year terms.

On September 15, 2021, the City Council authorized a one (1) year agreement, Amendment No. 1, to Contract 19-072, with SMG Rancho Cucamonga Premier Food Services LLC (SMG) to provide comprehensive management and operations of the Celebration Hall, Imagination Courtyard, Black Box Theatre and Main Street Lobby spaces at a cost of $20,000 per month or 25% of all gross receipts per month from room rentals, catering, etc.

On September 14, 2022, City Council authorized a three (3) month extension, Amendment No. 2, to the aforementioned leased agreement, which expired on December 31, 2022.

On January 18, 2023, City Council authorized a one (1) month extension, Amendment No. 3, to the aforementioned lease agreement, which expired on January 31, 2023.

On January 24, 2023, City Council authorized a five (5) month extension, Amendment No. 4, to the aforementioned lease agreement, which will expire on May 20, 2024. The Amendment includes a reduced payment rate, after which SMG will no longer provide comprehensive management and operations, and the original contract scope resumes.

ANALYSIS:

Staff is recommending City Council approve the extension of the term of Contract 19-072 for one (1) additional year with SMG for catering and concession services at the Victoria Gardens Cultural Center based on their consistency and reliability to meet the needs for food and beverage service while maintaining a high quality of service to the residents.

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Copies of all supporting documents are on file with the City Clerk’s Office.

FISCAL IMPACT:

The approval of this contract extension is expected to provide revenue to the City, which will be reinvested in community recreation and cultural programming.

COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

This project supports the City Council’s Core Value of providing and nurturing a high quality of life for all by making the City’s facilities available for events and generating new revenue to the City for enhanced community programming.

ATTACHMENTS:

None.

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DATE: March 20, 2024
TO: Mayor and Members of the City Council
FROM: John R. Gillison, City Manager
INITIATED BY: Matt Marquez, Planning and Economic Development Director Flavio Nunez, Management Analyst II
SUBJECT: Consideration of Approval and Execution of a Purchase and Sale Agreement Between the City of Rancho Cucamonga and San
Bernardino County Transportation Authority (SBCTA) for Property Commonly Known as 7089 Etiwanda Avenue, APN 0227-121-56-0-000 and Authorize the Appropriation and Expenditure of Funds for the Purchase of Vacant Land in the Amount of $1,315,300.00 from Capital Reserve Fund 025. (CITY)
RECOMMENDATION:

Staff recommends the City Council approve the Purchase and Sale Agreement and authorize an appropriation from Capital Reserve Fund (025) in the amount of $1,315,300.00 for the acquisition of vacant land located at 7089 Etiwanda Avenue (Subject Property), related due diligence and closing costs and authorize the City Manager to execute documents related to the purchase of the property.

BACKGROUND:

In 2001, the City entered into a Lease Agreement with San Bernardino County Transportation Authority (SBCTA) for the Subject Property for the purpose of establishing a trailhead along the Pacific Electric Trail and eventual rehabilitation and restoration of the historic Etiwanda Depot structure. In 2010, .54 acres of the Subject Property were acquired by the City which included the Etiwanda Depot structure from SBCTA. In addition, the Lease Agreement was amended to extend the lease term, add a right of first refusal to allow the City to purchase the balance of the Subject Property and make other agreed upon modifications to the lease.

ANALYSIS:

In August 2023, SBCTA determined the Subject Property to be surplus and agreed to sell the property to the City. Both the City and SBCTA have agreed to a purchase price for the fair market value of $1,300,000.00 based on an appraisal report dated April 21, 2023. Acquisition of the Subject Property will allow the City to properly plan for the rehabilitation, and adaptive reuse of the Etiwanda Depot structure and surrounding property. As a national historic landmark, the City is all but prohibited from undertaking development that does not preserve the cultural resources on the site.

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2 2
7 2
FISCAL IMPACT:

Funds for the purchase of the property will be appropriated from the Capital Reserve Fund (025) in the amount of $1,315,300.00 into account 1025001-5600 for the purchase price, title and escrow fees, and environmental assessment of the site. A summary of the cost associated with the acquisition of the property are outlined below.

DESCRIPTION COST
Purchase Price $ 1,300,000.00
Title Insurance (ALTA Policy) $ 3,800.00
Estimated Closing Cost $ 5,000.00
Environmental Investigation $ 6,500.00
Total $ 1,315,300.00
COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

Acquisition of the Subject Property achieves the City Council’s goal to enhance the City’s premier community status. As the City matures there is less developable land that allows the City to expand services and protect cultural resources. The acquisition of the property will enhance Rancho Cucamonga’s position as a premier community in the region and allow for historic resources to be preserved. In fact, RC-4.5 of the City’s General Plan encourages the feasible rehabilitation and adaptive reuse of older buildings.

ATTACHMENTS:

Attachment 1 – Location Map
Attachment 2 – Purchase and Sale Agreement

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Location Map
Subject Property
Etiwanda
Depot Property
Attachment 1

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AGREEMENT FOR PURCHASE AND SALE AND

JOINT ESCROW INSTRUCTIONS
This AGREEMENT FOR PURCHASE AND SALE AND JOINT ESCROW
INSTRUCTIONS (“Agreement”) is dated as of _________________, 2024, and is entered into by and between SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY (or “SBCTA”), a public agency existing under the laws of the State of California (“Seller”), and CITY OF RANCHO CUCAMONGA (“Buyer”). Buyer and Seller are sometimes individually referred to herein as “Party” and collectively as the “Parties”.

RECITALS
A. Pursuant to Resolution No. 24-004, adopted by SBCTA on September 6, 2023, the real property identified and described in Section 1 below is excess to SBCTA’s needs and has been declared to be Exempt Surplus Land.

B. Disposition of such real property at fair market value has been authorized, subject to the terms and conditions set forth in this Agreement.

In consideration of $10 paid by Buyer to Seller, the mutual covenants contained herein, and other valuable consideration, the adequacy of which is hereby acknowledged, the Parties agree as follows:

AGREEMENT

1. Sale of Property. Seller shall sell to Buyer, and Buyer shall purchase from Seller, at the price and upon the terms and conditions hereinafter set forth, a fee interest in the la nd described in Exhibit A of the Quitclaim Deed attached hereto as Exhibit 1 and any improvements on such land free of all rights of way and easements in favor of SBCTA (hereinafter collectively referred to as the “SBCTA Parcel” or the “Property”).

2. Purchase P
rice. The purchase price for the SBCTA Parcel shall be One Million Three Hundred Thousand Dollars ($1,300,000) (“Purchase Price”). Buyer shall deposit the Purchase Price, by cashier’s or certified check or by wire transfer, into the Escrow (defined in Section 3.1 below) for the purchase at least one (1) business day prior to the estimated closing date. (The deadline for the closing, or “Closing Deadline”, is described in Section 3.2 below.)

3. Escrow. N
o later than five (5) business days after the execution of this Agreement, Buyer and Seller shall deliver a copy of this executed Agreement to, and open an escrow (“Escrow”) with, Commonwealth Land Title Company, 601 South Figueroa Street, Suite 4000, Los Angeles, CA 90017, Attn: Crystal Levas (213/330-3059) (“Escrow Holder”). Escrow Holder shall notify Buyer and Seller, in writing, of the escrow number for the Escrow.

The deposit with Escrow Holder of a copy of a fully executed original (or copies of ex
ecuted counterpart originals) of this Agreement shall constitute authorization and instruction to Escrow Holder to act in accordance with the terms of this Agreement. The parties may submit additional escrow/closing instructions consistent with this Agreement to Escrow to facilitate the Attachment 2

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closing, and the parties acknowledge that Escrow Holder may also require that its own standard form escrow instructions, consistent with this Agreement, be executed by the parties.

3.1 Closing Date. Subject to the satisfaction of the conditions to closing, the Escrow shall close on or before the date that is ninety (90) days after the date of this A greement (“Closing Deadline”).

3.2 D eposits by Buyer. Buyer shall deposit with Escrow Holder the following items no later than one (1) business day prior to the estimated closing date:

3.2.1 The Purchase Price, plus any additional funds as are required to pay costs and fees allocated to Buyer on the estimated settlement statement that is to be prepared by Escrow Holder and delivered to Buyer and Seller for their approval, prior to the close of Escrow.

3.2.2 A Certificate of Acceptance for the Quitclaim Deed, duly executed and acknowledged, for recording with the Quitclaim Deed.

3.2.3 All other funds and documents as may be reasonably required by Escrow Holder or the Title Company to close the Escrow in accordance with this Agreement.

3.3 Deposit of Documents by Seller. Seller shall deposit with Escrow Holder the following items no later than one (1) business day prior to the estimated closing date:

3.3.1 The Quitclaim Deed, duly executed by Seller and acknowledged.

3.3.2 If required by the title company, a completed California Franchise Tax Board Form 593- W showing no California state tax withholding is required, and a Federal “Foreign Investment in Real Property Tax Act” affidavit certifying that the Seller is not a “foreign person” as defined in the Internal Revenue Code, such that no federal tax withholding is required.

3.3.3 If required by the title company, a duly executed resolution authorizing the execution of this Agreement and the sale of the Property.

3.3.4 All other documents as may reasonably be required by Escrow Holder to close the Escrow in accordance with this Agreement.

3.4 All real property taxes and assessments or bonds against the Property which are liens and unpaid as of the Closing Date shall be paid by Seller, except that any assessments payable in installments shall be prorated. Buyer is exempt from property taxes, so will not take title subject to any property taxes, or title exception for property taxes.

4. Escrow Holder’s Obligations.

4.1 The performance of the acts set forth in this Section shall constitute the “Closing” or the “Close of Escrow” as such term is used in this Agreement. The Escrow Holder shall conduct the Closing on the Closing Date by recording and distributing the following described documents and funds in the following manner:

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4.1.1 Obtain from Seller documentation to place title in the condition necessary to enable conveyance pursuant to this Agreement;

4.1.2 Record any instrument delivered through the Escrow, including any required quitclaim and grant deeds if such action is necessary to place record title in condition to comply with the terms of the Agreement.

4.1.3 Record the Quitclaim Deed, with the Certificate of Acceptance.

4.1.4 Deliver to Seller in immediately available funds the sum of the Purchase Price and such other funds, if any, due Seller by reason of pro -rations, less Seller’s closing costs and pro-rations, if any.

4.1.5 Pay and charge Seller for any amounts necessary to place the title in the condition necessary to enable conveyance pursuant to this Agreement.

4.1.6 Each party shall pay 50% of any escrow charges and costs incurred in this transaction.

4.1.7 Pay and charge Seller for the CLTA Owner’s Policy of Title Insurance in favor of Buyer (the liability amount of which shall equal the Purchase Price); pay and charge to Buyer the cost of extended coverage if elected by Buyer (and based on a survey obtained by Buyer at its cost) and any endorsements to the Title Policy requested by the Buyer (except for endorsements which Buyer and Seller agree are necessary to insure over a title matter objected to by Buyer, the cost of which shall be paid by Seller).

4.1.8 Seller shall pay all city and county transfer taxes (but there should be none as this is an exempt conveyance to a California public entity).

4.1.9 As soon as possible before the estimated closing date, prepare a preliminary settlement statement for the Escrow showing all costs and fees associated with this transaction, and the allocation thereof, as well as the Purchase Price and any pro- rations. If this Agreement is terminated a s a result of default by either Buyer or the Seller, then the defaulting party shall pay all cancellation fees imposed by the Escrow Holder. If this Agreement is terminated as a result of a failure condition as described in Section 5, through no fault of either party, then each party shall pay 50% of any cancellation fees imposed by the Escrow Holder.

4.1.10 Any amendments of, or supplements to, any Escrow instructions must be in writing and executed by the party providing the same to Escrow Holder (it being understood that Buyer and Seller may deliver supplemental unilateral escrow instructions consistent with this Agreement).

5. Conditions to Closing. The following conditions are conditions precedent to the Parties’ obligation to consummate the Closing on the Property:

5.1 B uyer’s Conditions to Closing. The Buyer’s obligations to consummate the transactions contemplated by this Agreement are subject to the satisfaction of the following

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conditions which are for Buyer’s sole benefit on or prior to the dates/times designated below for the satisfaction of such conditions, or the date for Closing in the absence of a specified date/time:

5.1.1 Approval of Title Documents . Buyer has received a preliminary report dated January 8, 2024 issued by Commonwealth Land Title Company under Order Number 0227-121-56/09186831. Buyer shall have sixty (60) days after the date of this Agreement to review title, and obtain and review an ALTA survey, and notify Seller and Escrow Holder in writing of Buyer’s disapproval of any exceptions referenced in such preliminary report or survey (“Title Documents”). Failure of Buyer to dis approve any such exceptions within the aforementioned time limit shall be deemed to be an approval of such exceptions set forth in the Title Documents; however, all monetary liens, including deeds of trust, judgement liens, liens for property taxes, and liens for delinquent assessments shall be deemed disapproved and shall be removed by the close of escrow. Seller shall not further encumber the Property. In the event Buyer disapproves any exceptions set forth in the Title Documents, Seller shall have until the Closing Date to eliminate any disapproved exceptions, and if such exceptions are not eliminated, then Buyer may terminate this Agreement. If Buyer terminates this Agreement pursuant to this Section

5.1.1, then the escrow shall be cancelled, any sums deposited by Buyer shall be returned to Buyer, and each party shall pay half of any escrow/title cancellation fees.

5.1.2 I
ssuance of Title Insurance. Seller shall convey title to the Property to Buyer by a Quitclaim Deed in the form of Exhibit 1 attached hereto. At the Close of Escrow, Commonwealth Land Title Company (the “Title Company”), shall issue through Escrow an Owner’s Policy of Title Insurance (“Title Policy”) with CLT A coverage (or if Buyer obtains an ALTA survey at its cost and delivers it to the Title Company, then extended coverage title insurance) with liability in the full amount of the Purchase Price, insuring fee simple title to the Property vested in Buyer subject only to the following exceptions (the “Permitted Exceptions”):
(a) the standard printed exceptions set forth in the Title Policy; (b) prorated assessments, if any; (c) any exceptions which have been approved in writing by Buyer.

5.1.3 At or prior to the Closing, Seller shall have performed all of Seller’s obligations herein that are to be performed prior to the Closing.

5.1.4 Seller’s representations and warranties shall be true and correct as of the date of this Agreement and also as of the date of the Closing.

5.1.5 The physical condition of the Property shall be substantially the same at the Closing as on the date of execution of this Agreement, reasonable wear and tear excepted, and Buyer shall have approved of the physical condition of the Property within sixty (60) days after the date of this Agreement, and Seller gives Buyer the right for Buyer and its consultants to enter the Property to so inspect, and Buyer shall indemnify, defend and hold Seller harmless from claims, liabilities, losses, damages, costs and exp enses arising from such entries and inspections (excluding those that relate to matters discovered on inspection). If any such matters are not acceptable to Buyer, Buyer may terminate this Agreement by written notice to Seller within the 60 day period.

5.2 Seller Conditions to Closing. The Seller’s obligations to consummate the transactions contemplated by this Agreement are subject to the satisfaction of the following

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conditions which are for Seller’s sole benefit on or prior to the dates designated below for the satisfaction of such conditions, or the date for Closing in the absence of a specified date:

5.2.1 At or prior to the Closing, Buyer shall have performed all of Buyer’s obligations herein that are to be performed prior to the Closing.

5.3 Failure of Condition. If any condition stated in this Agreement has not been eliminated or satisfied within the time limits and pursuant to the provisions of this Agreement through no fault of either Party (in the case of a default, the provisions of Section 9 shall govern), then the Parties, as their sole and exclusive remedy, shall have the right to either waive the condition in question, and proceed with the Closing, or in the alternative, terminate this Agreement. In the event of such termination as the result of the failure of a condition to Closing, all documents and funds shall be returned to the party providing them, and neither party shall have any further rights or obligations under this Agreement, except that Escrow and title cancellation fees shall be paid in accordance with this Agreement.

6. C
ondition of Property.

6.1 Subject to Buyer’s inspection rights under Section 5.1.5 above, Buyer has investigated the Property’s zoning and other building matters affecting the Property, and its condition, including but not limited to its suitability for Buyer’s intended use, and has determined that it is suitable for Buyer intended use. Seller shall promptly deliver to Buyer any environmental reports or studies in Buyer’s possession that relate to the presence (or absence) of hazardous materials in, on, under or near the Property.

6.2 Buyer hereby acknowledges that, except as otherwise stated in this Agreement, Buyer is purchasing the Property in its existing “AS -IS” condition, without representation or warranty (express or implied) and subject to all matters of record (but not deeds of trust, judgment liens or other liens, and not any title exceptions disapproved by Buyer or created by Seller after the date hereof) and all defects and conditions, whether patent or latent, based solely on Buyer’s own inspection, analysis and evaluation and not in reliance on any information provided by or on behalf of Seller.

7. Representations and Warranties.

7.1 The Parties represent and warrant to each other that as of the date hereof the following are true and correct (provided that representations and warranties of the Buyer are limited to the actual knowledge of the City Manager of Buyer, and representations and warranties of the Seller are limited to the actual knowledge of the Executive Director of Seller and Ryan Aschenbrenner, Right of Way Manager for Seller):

7.1.1 No Party has received nor is it aware of any notification from the Department of Building and Safety, Health Department, or other such City, County or State authority having jurisdiction, requiring any work to be done on or affecting the Property.

7.1.2 No Party has received notice of any litigation, arbitrations, claims, violations from any agency, proceedings, or other actions, pending or threatened that arise out of the ownership or operation of the Property.

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7.1.3 Each Party has the power, right, and authority to enter this Agreement and the instruments referenced herein, and to take all actions necessary to consummate the transaction contemplated by this Agreement.

7.1.4 The execution and delivery of this Agreement and the documents referenced herein, the incurrence of the obligation, the consummation of the transaction and the compliance with this Agreement and the documents referenced herein do not conflict with or result in the material breach of any term or condition of or constitute a default under any bond, note, or other evidence of indebtedness or any agreement, indenture, mortgage, deed of trust, loan, corporate documents or agreements, lease or other agreement or instrument to which any Party is a part or affecting the Property.

7.1.5 The person(s) executing this Agreement and the instruments referenced herein have the power, right, and actual authority to bind each respective Party to the terms and conditions of this Agreement.

7.1.6 No attachments, executions proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other similar proceedings are pending or threatened against any Party or involving the Property.

7.1.7 No Party has entered any other agreement for the sale or transfer of the Property, and there are no rights of first refusal or option to purchase the Property, beyond those held by the Buyer.

7.1.8 Other than as set forth in the Title Documents, there are no other leases, subleases, occupancies or tenancies pertainin g to the Property and no Party has any knowledge of any oral agreements with anyone with respect to the occupancy of the Property.

7.1.9 There are no existing service or maintenance agreements (oral or written) which will affect the Property subsequent to Closing.

7.1.10 Each Party has provided to the others all environmental assessment reports in each Party’s possession or otherwise reasonably available, including any reports that are in draft form as of the date of this Agreement and any raw data or other information that has not been complied in a report. Any such reports which were prepared by third party consultants have been delivered as an accommodation and without any representation or warranty as to the sufficiency or accuracy, completeness, and/or validity of such reports, all of which are relied on at each Party’s own risk. No Party has any current actual knowledge of any hazardous materials affecting the Property.

8. Release by Buyer.

8.1 For valuable consideration, and except for any failure by Seller to disclose to Buyer any material fact known to Seller about the Property and not known to Buyer, Buyer hereby forever releases and fully discharges the Seller, and each of their predecessors and successors, and all of their officers, employees, agents, contractors, assignees, and representatives, from, any and all claims, demands, damages, causes of action, costs, and expenses (including without limitation, experts’ and attorneys’ fees), that the Buyer now, or in the future may have, of

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whatsoever kind of nature, whether known or unknown, suspected or unsuspected, present or potential, foreseen or unforeseen, fixed or contingent, arising from or in any way connected with the condition of the Property sold hereunder or the construction of the Project by Seller (collectively, “Claim”), including without limitation, any Claim suffered by reason of the theories of impairment of access, inverse condemnation, eminent domain, property damages, loss of income, loss of business goodwill, relocation assistance pursuant to Federal and/or State law and implementing regulations or otherwise.

8.2 It is Buyer’s intention in executing this Agreement that it shall be effective as a bar to each and every Claim (excluding Claims based on any failure by Seller to disclose to Buyer any material fact known to Seller about the Property and not known to Buyer), and in furtherance of this intention Buyer waives and relinquishes all rights and benefits under Section 1542 of the California civil code, which provides:
“A general release does not exten d to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
______ / ______
Buyer’s Initials

The foregoing acknowledgment and release shall survive the Closing as well as the recording of the Quitclaim Deed.

9. Default and Remedies.

9.1 Seller’s Default. If the close of escrow shall fail to occur because of Seller’s uncured default under this Agreement, Buyer's may pursue an action for specific performance, or terminate this Agreement and sue for damages, and exercise any other remedy available to Buyer at law or in equity.

9.2 B
uyer’s Default . If the close of escrow shall fail to occur because of Buyer's uncured default under this Agreement, Seller shall have all rights and remedies available at law or in equity.

10. M
iscellaneous Provisions.

10.1 Advice of Counsel. Each of the Parties acknowledge that in connection with the negotiation and execution of this Agreement, they have each been represented by independent counsel of their own choosing and the Parties executed this Agreement after review by such independent counsel, or, if they were not so represented, said non -representation is and was the voluntary, intelligent and informed decision and election of any of the Parties not so represented; and, prior to executing this Agreement, each of the Parties has had an adequate opportunity to conduct an independent investigation of all the facts and circumstances with respect to the matters that are the subject of this Agreement.

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10.2 Assignment. Neither this Agreement nor any interest herein shall be assignable by Buyer without Seller’s prior written consent.

10.3 E ntire Agreement. This Agreement constitutes the entire agreement between Buyer and Seller regarding the Property, and supersedes all prior discussions, negotiations and agreements between Buyer and Seller, whether oral or written. Neither Buyer nor Seller shall be bound by any understanding, agreement, promise, representation or stipulation concerning the Property, express or implied, not specified herein.

10.4 T
ime of the Essence. Time is of the essence with respect to all of the terms, conditions and obligations set forth herein.

10.5 N otices . Any notice required or permitted to be given under this Agreement shall be in writing and shall be addressed as set forth below, and shall be deemed to have been delivered when one (1) business day after deposit with a reputable overnight courier marked for "next day" delivery, or on the date shown on the return receipt after deposit in U. S. Mail, certified or registered, postage prepaid return receipt requested after it has been returned.

To Buyer: City of Rancho Cucamonga
10500 Civic Center Drive
Rancho Cucamonga, CA 91730
Attn: Flavio Nunez
To Seller: SAN BERNARDINO COUNTY TRANSPORTATION

AUTHORITY
1170 West Third Street
San Bernardino, CA 92410
Attn: Ryan Aschenbrenner

10.6 FIRPTA. The Foreign Investment in Real Property Tax Act (FIRPTA), IRC 1445, requires that every purchaser of U.S. real property must, unless an exemption applies, deduct and withhold from escrow proceeds ten percent (10%) of the gross sales price due to the property seller. The primary exemptions which might be applicable are: (a) the seller provides the buyer with an affidavit under penalty of perjury that the seller is not a “foreign person” as defined in FIRPTA, or (b) the seller provides the buyer with a “qualifying statement,” as defined in FIRPTA, issued by the Internal Revenue Service. Seller and Buyer agree to execute and deliver as appropriate, any instrument, affidavit, statement, or a FIRPTA Certificate and to perform any acts reasonably necessary to carry out the provisions of FIRPTA and regulations promulgated there under as may be required by Escrow Holder.

10.7 B
rokers . Seller and Buyer each warrant that they have had no dealings with any person, firm, broker or finder in connection with the negotiation of this Agreement and/or the consummation of the transactions contemplated herein and no broker or other person, firm or entity are entitled to any commission or finder’s fee in connection with these transactions as the result of any dealings or acts of such Party. Buyer and Seller do each hereby agree to indemnify, defend, protect and hold the other harmless from and against any and all claims, liabilities, losses, damages,

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costs, or expenses based on or resulting from its (i.e., the indemnifying party’s) communications with any broker, finder or other similar person or entity.

10.8 Governing Law. The validity, interpretation, enforceability, and performance of this Agreement shall be governed by and construed in accordance with the laws of the State of California.

10.9 R
equired Actions. The P arties hereto agree to and shall execute all reasonable instruments and documents and take all reasonable actions necessary to consummate the transaction contemplated by this Agreement.

10.10 C
ovenants . Seller covenants and agrees that after the date of the execution of this Agreement and through the Closing Date: (a) Seller shall comply with all laws, rules, regulations and ordinances relating in any way to the Property; and (b) Seller shall not subject the Property or permit it to be subjected to any liens, encumbrances, covenants, conditions, restrictions, easements, rights of way or similar matters, except as otherwise set forth in the title report to be delivered to Buyer.

10.11 S
everability . If any term, covenant or condition of this Agreement shall be held by a court of competent jurisdiction to be invalid or unenforceable, then the remainder of this Agreement shall not be affected and each remaining term, covenant and condition shall be valid and enforceable to the fullest extent permitted by law unless any of the stated purposes of this Agreement would be defeated.

10.12 Wai
vers . No waiver of any breach of any term, covenant or condition of this Agreement shall be deemed a waiver of any preceding or succeeding breach of that same of any other term, covenant or condition.

10.13 S
uccessors and Assigns. This Agreement shall be binding on and inure to the benefit of the successors and assigns of the Parties.

10.14 H eadings . Headings at the beginning of each Section are solely for the convenience of the Parties and are not a part of this Agreement. Whenever the context requires, the singular shall include the plural and the masculine shall include the feminine, and vice versa.

10.15 S
urvival . To the extent not required to be performed before the Closing Date or other cancellation of this Agreement, the representations and warranties of Seller contained in Section 7 shall survive the Closing Date for a period of 180 days or other cancellation of this Agreement.

10.16 N
o Third Party Beneficiaries . Nothing in this Agreement is intended to confer on any person or entity who is not a party to this Agreement any rights or remedies.

10.17 A mendment . Any amendments to this Agreement are effective only if made in writing and executed by Buyer and Seller.

10.18 A ttorneys’ Fees. If any Party brings an action or proceeding involving the Property whether founded in tort, contract or equity, or to declare rights hereunder the Prevailing

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-10-
11231-0001\2923647v2.doc

Party, as defined herein, in any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorneys’ fees and expenses. “Prevailing Party” shall include, without limitation, a party who substantially obtains or defeats the relief sought, as the case may be, whether by compromise, settlement, judgment, or the abandonment by the other party of its claim or defense.

10.19 Days of Week. A "business day," as used herein, shall mean any day other than a Saturday, Sunday or holiday, as defined in Section 6700 of the California Government Code.

If any date for performance herein falls on a day other than a business day, the time for such performance shall be extended to 5:00 p.m. on the next business day.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement.

Seller:

SAN BERNARDINO COUNTY

TRANSPORTATION AUTHORITY
By:

Raymond W. Wolfe, Phd
Executive Director
Buyer:

CITY OF RANCHO CUCAMONGA
By:

L. Dennis Michael, Mayor
ATTEST:

Janice Reynolds, City Clerk
APPROVED AS TO FORM:

Julianna K. Tillquist,
General Counsel
APPROVED AS TO FORM:

Nicholas Ghirelli, City Attorney

Page 161 ends

Exhibit 1 - Page -1-
11231-0001\2923647v2.doc
EXHIBIT 1 TO

PURCHASE AND SALE AGREEMENT

AND JOINT ESCROW INSTRUCTIONS

FORM OF QUITCLAIM DEED (WITH LEGAL DESCRIPTION)
(Attached.)

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Exhibit 1 - Page-2-
11231-0001\2923647v2.doc

RECORDING REQUESTED BY,
AND WHEN RECORDED MAIL TO:

City of Rancho Cucamonga
10500 Civic Center Drive
Rancho Cucamonga, CA 91730

APN: 0227-121-56

SPACE ABOVE THIS LINE FOR RECORDER’S USE
Documentary Transfer Tax: $0; exempt conveyance to a California public entity (a municipal corporation/city)

QUITCLAIM DEED
FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby acknowledged, the SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY, a county transportation authority pursuant to Public Utility Code §§ 130800 et seq. (“GRANTOR”), does hereby quitclaims to the CITY OF RANCHO CUCAMONGA, a Ca lifornia municipal corporation (“GRANTEE”), all of its right, title and interest in, under and to that certain real property described more particularly in Exhibit A attached hereto and any and all improvements thereon.

IN WITNESS WHEREOF, GRANTOR has caused this Quitclaim Deed to be executed by its authorized representative as of the date specified below.

GRANTOR:

SAN BERNARDINO COUNTY

TRANSPORTATION AUTHORITY,
a county transportation authority pursuant to
Public Utility Code §§ 130800 et seq.

By:

Raymond Wolfe, PhD, Executive Director
Date: , 2024

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_A-1-
11231-0001\2923647v2.doc
Exhibit A to Quitclaim Deed
Legal Description of Property
That certain real property situated in the State of California, County of San Bernardino, City of Rancho Cucamonga, being a portion of the Baldwin Park Branch right of way conveyed to the San Bernardino County Transportation Authority by instrument 1991-0130996, recorded on April 19, 1991 in Official Records of said county, more particularly described as follows:

All of Parcel 2 of Parcel Map No. 19247, recorded in Book 238 of Parcel Maps at Pages 76-79 of the County of San Bernardino on June 24, 2011.

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_A-1-
11231-0001\2923647v2.doc
A Notar y 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.

State of California )
County of San Bernardino )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) 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(ies), 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 (Seal)

Page 165 ends

-A-2-
11231-0001\2923647v2.doc

CERTIFICATE OF ACCEPTANCE
(Govt. Code § 27281)
This is to certify that the real property located in the City of Rancho Cucamonga, County of San Bernardino, State of California conveyed to the City of Rancho Cucamonga by a Quitclaim Deed from the San Bernardino County Transportation Authority, is hereby accepted by the undersigned officer or agent on behalf of the City of Rancho Cucamonga in its capacity as such successor, pursuant to action of the City Council of the City of Rancho Cucamonga on _____________, 202__, and the grantee consents to the recordation thereof by its duly authorized officer.

CITY OF RANCHO CUCAMONGA
By:

Print Name:

Title:

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.

State of California )
County of San Bernardino )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed th e same in his/her/their authorized capacity(ies), 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 (Seal)

Page 166 ends

DATE: March 20, 2024
TO: Mayor and Members of the City Council
FROM: John R. Gillison, City Manager
INITIATED BY: Jason C. Welday, Director of Engineering Services/City Engineer Justin J. Pope, Associate Engineer
SUBJECT: Consideration of Resolution No. 2024-017, a Resolution of the City Council of the City of Rancho Cucamonga, California, Rescinding Resolution of Necessity No. 2022-011, a Resolution of the City Council of the City of Rancho Cucamonga, California, Declaring Certain Real Property Interests Necessary for Public Purposes and Authorizing the Acquisition Thereof in Connection with the Etiwanda Grade Separation Project (Temporary Construction Easement Over a Portion of APN 0229- 162-15). (RESOLUTION NO. 2024-017) (CITY)
RECOMMENDATION:

Staff recommends the City Council adopt Resolution No. 2024-017, which is a resolution of the City Council of the City of Rancho Cucamonga rescinding Resolution of Necessity No. 2022-011, a resolution of the City Council of the City of Rancho Cucamonga, California, declaring certain real property interests necessary for public purposes and authorizing the acquisition thereof in connection with the Etiwanda Grade Separation Project.

BACKGROUND:

The City Council has before it a proposed resolution to rescind Resolution of Necessity No. 2022- 011, which was adopted for the acquisition by eminent domain of certain real property interests in connection with the City’s Etiwanda Grade Separation Project (Project).

The Project requires the acquisition of additional right-of-way for grade separation and related purposes. The Project involves the widening and construction of Etiwanda Avenue as a four-lane grade separated roadway over the Southern California Regional Rail Authority (SCRRA)/Burlington Northern and Santa Fe Railroad (BNSF) San Gabriel subdivision, currently a two-lane at-grade crossing.

The City sought to acquire an approximate 5,011 square foot temporary construction easement with a term of 18 months (Subject Property Interests) over a portion of the real property located at 8821 Etiwanda Avenue, Rancho Cucamonga, and further identified as San Bernardino County Tax Assessor’s Parcel Number 0229-162-15 (Subject Property). The City sought the Subject Property Interests for the Project.

Pursuant to Government Code Section 7260 et seq., the City obtained a fair market value appraisal of the Subject Property Interests. The City set just compensation in accordance with the appraised fair market value and extended a written offer to the owner of the Subject Property

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Page 2 ends

2 2
5 5
on October 26, 2021. Unable to reach a negotiated settlement with the owner, the City provided written notice to the owner of the City Council’s intent to consider the adoption of a Resolution of Necessity for the acquisition of the Subject Property Interests by eminent domain.

On January 19, 2022, the City Council of the City of Rancho Cucamonga held a public hearing in accordance with Eminent Domain Law (California Code of Civil Procedure Section 1230.010 et seq.) and adopted Resolution No. 2022-011, a resolution of the City Council of the City of Rancho Cucamonga, California, declaring certain real property interests necessary for public purpose and authorizing the acquisition thereof in connection with the Etiwanda Grade Separation Project (Temporary Construction Easement Over a Portion of APN 0229-162-15). Resolution No. 2022- 011 found and determined that the public interest and necessity require the acquisition of the Subject Property Interests for the Project, and authorized the City’s legal counsel to commence and prosecute legal proceedings to acquire the Subject Property Interests by eminent domain.

After the adoption of Resolution No. 2022-011 but prior to the City’s initiation of an eminent domain proceeding, the City entered into an Agreement for Purchase and Sale and Escrow Instructions (Agreement) for the City’s purchase of the Subject Property Interests. After the Agreement was executed, the City determined that it required property interests on the Subject Property different from those identified in Resolution No. 2022-011 (Updated Property Interests). The City and owner of the Subject Property attempted to negotiate for the City’s acquisition of the Updated Property Interests; however, negotiations stalled and the Agreement lapsed.

ANALYSIS:

The City no longer seeks to acquire the Subject Property Interests identified in Resolution of Necessity No. 2022-011 because they are no longer required for the Project. This has rendered the acquisition of the Subject Property Interests by eminent domain unnecessary. Accordingly, it is necessary for the City to rescind Resolution No. 2022-011.

The City is authorized to rescind Resolution No. 2022-011 pursuant to Code of Civil Procedure Section 1245.260(c), and other provisions of law.

FISCAL IMPACT:

The Etiwanda Grade Separation Project, including right-of-way acquisition and legal fees, has been funded primarily through Senate Bill (SB) 1 Trade Corridor Enhancement Program (TCEP) grant funds. The City has determined that, because the Subject Property Interests are no longer necessary as identified in Resolution of Necessity No. 2022-011, rescinding this Resolution will allow the escrow deposit associated with the Agreement to be returned.

COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

The proposed Etiwanda Grade Separation Project will enhance the City’s position as the world class community in our region by improving safety, traffic flow, and access to the southeast industrial area of the City.

ATTACHMENTS:

Attachment 1 – Resolution No. 2024-017
Attachment 2 – Resolution No. 2022-011

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Resolution No. 2024-XXX – Page 1 of 3
ATTACHMENT 1
RESOLUTION NO. 2024-XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO

CUCAMONGA, CALIFORNIA, RESCINDING RESOLUTION OF
NECESSITY NO. 2022-011, A RESOLUTION OF THE CITY COUNCIL OF

THE CITY OF RANCHO CUCAMONGA, CALIFORNIA, DECLARING

CERTAIN REAL PROPERTY INTERESTS NECESSARY FOR PUBLIC

PURPOSES AND AUTHORIZING THE ACQUISITION THEREOF IN

CONNECTION WITH THE ETIWANDA GRADE SEPARATION PROJECT
(TEMPORARY CONSTRUCTION EASEMENT OVER A PORTION OF
APN 0229-162-15)
WHEREAS, the City of Rancho Cucamonga (“City”) is a municipal corporation in the County of San Bernardino, State of California; and

WHEREAS, the City sought to acquire an approximate 5,011 square foot temporary construction easement with a term of 18 months (“Subject Property Interests”) over a portion of the real property located at 8821 Etiwanda Avenue, Rancho Cucamonga, and further identified as San Bernardino County Tax Assessor’s Parcel Number 0229-162-15 (“Subject Property”). The City sought the Subject Property Interests for public use in connection with the Etiwanda Grade Separation Project (“Project”).

WHEREAS, the City is authorized to acquire the Subject Property Interests by eminent domain pursuant to Section 19 of Article 1 of the California Constitution, Government Code Sections 37350, 37350.5, 37351, 40401, and 40404, California Code of Civil Procedure Section 1230.010 et seq. (Eminent Domain Law), including but not limited to Sections 1240.010, 1240.020, 1240.110, 1240.120, 1240.150, 1240.510, 1240.610, 1240.650, and by other provisions of law.

WHEREAS, on January 19, 2022, the City Council of the City of Rancho Cucamonga held a public hearing in accordance with Eminent Domain Law (California Code of Civil Procedure Section 1230.010 et seq.) and adopted Resolution of Necessity No. 2022-011, A Resolution of the City Council of the City of Rancho Cucamonga, California, Declaring Certain Real Property Interests Necessary for Public Purpose and Authorizing the Acquisition Thereof in Connection with the Etiwanda Grade Separation Project (Temporary Construction Easement Over a Portion of APN 0229-162-15). Resolution No. 2022-011 found and determined that the public interest and necessity require the acquisition of the Subject Property Interests for the Project and authorized the City’s legal counsel to commence and prosecute legal proceedings to acquire the Subject Property Interests by eminent domain.

WHEREAS, subsequent to the adoption of Resolution No. 2022-011 but prior to the City’s initiation of an eminent domain proceeding, the City entered into an Agreement for Purchase and Sale and Escrow Instructions (“Agreement”) for the City’s purchase of the Subject Property Interests.

WHEREAS, after the Agreement was executed, the City determined that it required property interests on the Subject Property different from those identified in Resolution No. 2022-011 (“Updated Property Interests”). The City and owner of the Subject Property attempted to negotiate for the City’s acquisition of the Updated Property Interests; however, negotiations stalled and the Agreement lapsed.

WHEREAS, the City no longer seeks to acquire the Subject Property Interests identified in Resolution No. 2022-011 because they are no longer required for the Project. This has rendered the acquisition of the Subject Property Interests by eminent domain unnecessary. Accordingly, it is necessary for the City to rescind Resolution No. 2022-011.

WHEREAS, the City is authorized to rescind Resolution No. 2022-011 pursuant to Code of Civil

Page 169 ends

Resolution No. 2024-XXX – Page 2 of 3
4 4
3 2
Procedure Section 1245.260(c), and other provisions of law.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RANCHO CUCAMONGA, HEREBY RESOLVES, as follows:

SECTION 1. The Rancho Cucamonga City Council adopts Resolution No. 2024-XXX, A Resolution Rescinding Resolution of Necessity No. 2022-011, A Resolution of the City Council of the City of Rancho Cucamonga, California, Declaring Certain Real Property Interests Necessary for Public Purposes and Authorizing the Acquisition Thereof in Connection with the Etiwanda Grade Separation Project (A temporary construction easement on a portion of APN 0229-162-15).

SECTION 2. The City Clerk shall certify to the adoption of this Resolution.

Page 170 ends

Resolution No. 2024-XXX – Page 3 of 3
4 4
3 2
PASSED, APPROVED, and ADOPTED this 20th day of March, 2024. ________________________________________
L. Dennis Michael, Mayor
City of Rancho Cucamonga
ATTEST:
________________________________
Janice C. Reynolds, City Clerk
City of Rancho Cucamonga

STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO ) ss

CITY OF RANCHO CUCAMONGA )
I, Janice C. Reynolds, City Clerk of the City of Rancho Cucamonga, do hereby certify that the foregoing Resolution was duly passed, approved, and adopted by the City of Rancho Cucamonga, at a Regular Meeting of said Council held on the 20th day of March 2024.

AYES:________________________
NOES:________________________
ABSENT:________________________
ABSTAINED:________________________
Executed this 21st day of March, 2024, at Rancho Cucamonga, California. _______________________________________
Janice C. Reynolds, City Clerk
City of Rancho Cucamonga

APPROVED AS TO FORM:
________________________________
Nicholas R. Ghirelli, City Attorney
Richards, Watson & Gershon

Page 171 ends

RESOLUTION NO. 2022- 011

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO

CUCAMONGA, CALIFORNIA, DECLARING CERTAIN REAL PROPERTY

INTERESTS NECESSARY FOR PUBLIC PURPOSES AND AUTHORIZING THE

ACQUISITION THEREOF IN CONNECTION WITH THE ETIWANDA GRADE

SEPARATION PROJECT ( TEMPORARY CONSTRUCTION EASEMENT OVER A PORTION OF APN 0229- 162- 15)
WHEREAS, the City of Rancho Cucamonga (" City") is a municipal corporation in the County of San Bernardino, State of California; and
WHEREAS, the City seeks to construct the Etiwanda Grade Separation Project(" Project").

The Project requires the acquisition of additional right of way for grade separation. The Project involves the widening and construction of Etiwanda Avenue as a four- lane grade separated roadway over the Southern California Regional Rail Authority (" SCRRA")/ Burlington Northern and Santa Fe Railroad (" BNSF") San Gabriel subdivision, currently a two- lane at-grade crossing. The Project will construct an overhead crossing, utilizing walls and embankments to support the raised approaching roadway. It will span the railroad right- of- way and provide access to adjacent properties. The Project will widen Etiwanda Avenue to four traffic lanes including a painted median/ left turn lane with bike lanes and sidewalks on each side and a northbound right turn lane onto Whittram Avenue. When completed in 2024, the Project will reduce vehicle and truck delays, as well as queuing. It will improve mobility, safety, and level of service at the crossing, and it will provide for the safe transit of pedestrians, bicyclists, vehicles, trucks, and trains. Furthermore, the Project will provide for improved response times in the area for first responders such as police officers, firefighters, paramedics, and emergency medical technicians.

All work is consistent with the City's General Plan of Circulation. The Plans for the Project are on file with the Engineering Services Department and are incorporated herein by this reference; and WHEREAS, the environmental effects of the Project were studied and analyzed pursuant to the California Environmental Quality Act (" CEQA"), Public Resources Code Section 21000 et seq., and the CEQA Guidelines, 14 Cal. Code Regs. Section 15000 et seq. (" CEQA Guidelines").

City Staff determined that the Project was statutorily exempt pursuant to CEQA Article 18.

Statutory Exemptions, Section 15282. Other Statutory Exemptions, paragraph ( g) as a railroad grade separation project which eliminates and existing grade crossing or reconstructs an existing grade separation. The City Council approved the Notice of Exemption and authorized Staff to file the Notice of Exemption with the Office of Planning and Research and the County clerk as specified in Section 21080. 13( 2) of the Public Resources Code. Said Notice of Exemption was filed with the Office of Planning and Research and with the County of San Bernardino on or about June 11, 2018 in accordance with the statutory requirements; and WHEREAS, in connection with the proposed Resolution of Necessity, on January 19, 2022, City Staff reviewed the environmental documentation prepared in connection with the Project. Pursuant to the criteria of Section 15162 of the CEQA Guidelines and Section 21166 of the Public Resources Code, City Staff concluded that no substantial changes have occurred in the Project, no substantial changes have occurred in the circumstances under which the Project is undertaken, and that the City has obtained no new information of substantial importance that would require further environmental analysis. These environmental findings are the appropriate findings with respect to the proposed acquisition of the Subject Property Interests.

Resolution No. 2022- 011 - Page 1 of 10
ATTACHMENT 2

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NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rancho Cucamonga as follows:

SECTION 1. The Rancho Cucamonga City Council adopts Resolution No. 2022- 011, A Resolution of the City Council of the City of Rancho Cucamonga, California, Declaring Certain Real Property Interests Necessary for Public Purposes and Authorizing the Acquisition Thereof in Connection with the Etiwanda Grade Separation Project ( A temporary construction easement on a portion of APN 0229- 162- 15).

SECTION 2. The City seeks to acquire by eminent domain the real property interest described below in Section 3 of this Resolution for public use, namely grade separation and related purposes, and all uses necessary or convenient thereto in connection with the Etiwanda Grade Separation Project pursuant to the authority conferred on the City of Rancho Cucamonga to acquire real property by eminent domain by Section 19 of Article 1 of the California Constitution, Government Code Sections 37350, 37350. 5, 37351, 40401, and 40404, California Code of Civil Procedure Section 1230. 010 et seq. ( Eminent Domain Law), including but not limited to Sections 1240. 010, 1240. 020, 1240. 110, 1240. 120, 1240. 150, 1240. 510, 1240. 610, 1240. 650, and by other provisions of law.

SECTION 3. The City seeks to acquire an approximate 5,011 square foot temporary construction easement with a term of 18 months(" Subject Property Interest") over a portion of the real property located at 8821 Etiwanda Avenue, Rancho Cucamonga, and identified as San Bernardino County Tax Assessor' s Parcel Number 0229- 162- 15 (" Jones, Garness, & Clemons Parcel") in connection with the Project. The Subject Property Interest is described more particularly in Exhibit" A" and depicted on Exhibit" B", which are attached hereto and incorporated herein by this reference.

SECTION 4. The environmental effects of the acquisition of the Subject Property Interest were studied as an integral part of the environmental review for the Project. In connection with the proposed Resolution of Necessity, on January 19, 2022, City Staff reviewed the environmental documentation prepared in connection with the Project. Pursuant to the criteria of Section 15162 of the CEQA Guidelines and Section 21166 of the Public Resources Code, City staff concluded that no substantial changes have occurred in the Project, no substantial changes have occurred in the circumstances under which the Project is undertaken, and that the City has obtained no new information of substantial importance that would require further environmental analysis.

These environmental findings are the appropriate findings with respect to the proposed acquisition of the Subject Property Interest.

SECTION 5. The Project, as planned and designed, is in the public interest and necessity and is needed to improve vehicle and rail safety, traffic mobility, and surface transportation, as more fully explained below:

A. The Project requires the acquisition of additional right of way for grade separation. The Project involves the widening and construction of Etiwanda Avenue as a four- lane grade separated roadway over the SCRRA/ BNSF San Gabriel subdivision, currently a two- lane at- grade crossing. The Project will construct an overhead crossing, utilizing walls and embankments to support the raised approaching roadway. It will span the railroad right- of- way and provide access to adjacent properties. The Project will widen Etiwanda Avenue to four traffic lanes including a painted median/ left turn lane with bike lanes and sidewalks on each side and a northbound right turn lane onto Whittram Avenue. When completed in 2024, the Project will reduce vehicle and truck delays, as well as queuing. It will improve mobility, safety, and level of Resolution No. 2022- 011 - Page 2 of 10

Page 173 ends

service at the crossing, and it will provide for the safe transit of pedestrians, bicyclists, vehicles, trucks, and trains. Furthermore, the Project will provide for improved response times in the area for first responders such as police officers, firefighters, paramedics, and emergency medical technicians. All work is consistent with the City's General Plan of Circulation.

B. The Project will reduce vehicle and truck delays, improve safety and level of service at the crossing, and it will provide for the safe transit of pedestrians, bicyclists, vehicles, trucks, and trains. Additionally, the Project will provide for improved response times in the area for first responders such as police officers, firefighters, paramedics, and emergency medical technicians. Accordingly, the Project will benefit the residents and businesses of the City and the community as a whole.

C. The Project, as planned and designed, is consistent with the Circulation Element of the General Plan, which designated Etiwanda Avenue as a four- lane major arterial road. Anticipating the future growth of the SCRRA/ BNSF corridor, the City's General Plan identified this area to be grade separated. The City seeks to acquire the Subject Property Interest for public use, namely grade separation and related purposes, and all uses necessary or convenient thereto in connection with the Project. The City seeks to construct the Project to improve mobility, safety, and level of service at the crossing.

D. The Project was planned and located to minimize the impact on the adjacent properties. Because of its scope, the Project requires the acquisition of several permanent easements and temporary construction easements over portions of 10 larger parcels, as well as fee interests in two parcels owned by private property owners. The construction of the Project will require some business/ residential relocations. The City will coordinate the construction with the owner of the Subject Property Interest to minimize the impact of the Project on the parcel. Based on the timing of the Project, it is necessary that the City consider the acquisition by eminent domain of the required Subject Property Interest.

SECTION 6.

A. Pursuant to Government Code Section 7260 et seq., the City of Rancho Cucamonga obtained a fair market value appraisal of the Jones, Garness & Clemons Parcel, the approximate 5,011 square foot temporary construction easement the City seeks to acquire for a period of 18 months for public use, namely grade separation and related purposes, and all uses necessary or convenient thereto.

B. The City set just compensation in accordance with the appraised fair market value, and extended a written offer on October 26, 2021 to the trustees of the Jones Family Trust, the Garness Family Trust, and the Clemons Revocable Trust, the owners of record. The fair market value appraisal used a date of value of October 14, 2021.

C. The City's written offer included an informational pamphlet describing the eminent domain process and the record owner' s rights under the Eminent Domain Law. In accordance with Government Code Section 7267.2, the City's written offer contained a written statement of, and summary of the basis for, the amount it established as just compensation. The offer set forth the date of value utilized by the appraiser and explained the appraiser' s opinion of the highest and best use of the larger parcel. It explained the applicable zoning designation of the larger parcel. The City' s offer also summarized the principal transactions relied on by the appraiser to arrive at the appraiser' s opinion of value. In addition, the written offer explained the appraiser' s valuation analysis, including severance damages. It included the City's comparable Resolution No. 2022- 011 - Page 3 of 10

Page 174 ends

market data relied on by the appraiser. Further, the City offered, pursuant to Code of Civil Procedure Section 1263.025, to pay the record owners the reasonable costs, up to $5,000.00, for an independent appraisal of the approximate 5,011 square foot temporary construction easement area.

SECTION 7. The City provided written notice to the owners of record, pursuant to Code of Civil Procedure section 1245.235 of the City Council's intent to consider the adoption of a Resolution of Necessity for the acquisition of the Subject Property Interest by eminent domain.

SECTION 8. The public use for which the City seeks to acquire the Subject Property Interest, namely grade separation and related purposes, and all uses necessary or convenient thereto, will not unreasonably interfere with or impair the continuance of the public use to which any easement holders may have appropriated the area (Code of Civil Procedure Section 1240.510). Further, the Project may require the relocation of several utilities to the new right-of way area. The public use for which the City seeks to acquire the Subject Property Interest, namely grade separation and related purposes, and all uses necessary or convenient thereto, is a more necessary public use within the meaning of Code of Civil Procedure Section 1240.650 than the uses to which public utility easement holders have appropriated any utility easements located on or within the area of the Subject Property Interest that are affected by the Project. Accordingly, the City is authorized to acquire the Subject Property Interest pursuant to Code of Civil Procedure Sections 1240.510, 1240.610, and 1240.650.

SECTION 9. Based on the evidence presented at the hearing regarding the Project, including the Agenda Report and documents referenced therein and any oral and written testimony at the hearing, the City Council hereby finds and determines that:

A. The public interest and necessity require the Project; B. The Project is planned and located in the manner that will be most compatible with the greatest public good and the least private injury; C. The Subject Property Interest described more particularly in Exhibit "A" and depicted on Exhibit "B" hereto, is necessary for the Project; and D. The City has made the offer required by Government Code Section 7267.2 to the record owner of the Subject Property Interest the City seeks to acquire.

SECTION 10. The findings and declarations contained in this Resolution are based upon the record before the City Council, including the Agenda Report and all documents referenced therein, all of which are incorporated herein by this reference, and any testimony and/or comments submitted to the City by the record owner and or the owner's representative(s). These documents include, but are not limited to the City of Rancho Cucamonga's General Plan, the offer letter sent to the owner pursuant to Government Code Section 7267.2, the notice to the record owner pursuant to Code of Civil Procedure Section 1245.235 of the City's intent to consider the adoption of the Resolution of Necessity, Grade Separation Plans for the Project, and the Notice of Exemption for the Project.

SECTION 11. The City Council of the City of Rancho Cucamonga hereby authorizes and directs the City Attorney's Office to take all steps necessary to commence and prosecute legal proceedings in a court of competent jurisdiction to acquire an approximate 5,011 square foot Resolution No. 2022-011 - Page 4 of 10

Page 175 ends

temporary construction easement for a period of 18 months for the Project. The Subject Property Interest is described more particularly on Exhibit" A" and depicted on Exhibit" B" hereto.

SECTION 12. The City Council of the City of Rancho Cucamonga hereby authorizes the City Manager to execute all necessary documents in connection with the eminent domain proceeding.

SECTION 13. The City Clerk shall certify to the adoption of this Resolution.

PASSED, APPROVED, and ADOPTEDthis 19thday of January 2022. r
D nnis Michael, Mayor
ST:
niceC. Reynolds, CityClerkf

STATE OF CALIFORNIA
COUNTY OF SAN BERNARDINO ) ss

CITY OF RANCHO CUCAMONGA )
I, Janice C. Reynolds, City Clerk of the City of Rancho Cucamonga, do hereby certify that the foregoing Resolution was duly passed, approved, and adopted by the City Council of the City of Rancho Cucamonga, at a Regular Meeting of said Council held on the 19th day of January 2022.

AYES: Hutchison, Kennedy, Michael, Scott, Spagnolo
NOES: None
ABSENT: None
ABSTAINED: None
Executedthis 20thday of January, 2022, at RanchoCucamonga, California. 11/y
4 nice C. Reynolds, ity Clerk
APPROVED AS TO FORM:

Nicholas R. Ghirelli, City Attorney
Richards, Watson & Gershon
Resolution No. 2022- 011 - Page 5 of 10

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Resolution No. 2022- 011 - Page 6 of 10

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Exhibit A
Legal Description
Etiwanda Grade Separation Project
APN 229- 162- 15 / Jones- Strack
Temporary Construction Easement

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That portion of Parcel B, in the City of Rancho Cucamonga, County of San Bernardino, State of California, as described in the Certificate of Compliance No. 269 for Lot Line Adjustment, recorded February 18, 1988 as Document No. 88- 048704 of Official Records, records of said County, described as follows:

Beginning at the intersection of the north line of said Parcel B with the east line of Etiwanda Avenue, fifty( 50) foot half- width, as described in the Easement Deed recorded February 16, 1988 as Document No. 88- 046978 of Official Records of said County, as both are shown on Sheet 5 of Record of Survey 19-0109 filed in Book 168, Pages 53 through 63 of Record of Surveys, records of said County; Thence 15t,along the north line of said Parcel B, S89° 36' 54" E, a distance of 402. 05 feet; Thence 2"
d,
leaving said north line, S 00° 23' 06" W, a distance of 10.00 feet to a line parallel with, and lying

10. 00 feet south of, said north line of Parcel B;
Thence3`d,along said parallel line, N 89° 36'54" W, distance of 392.00 feet to a line parallelwith, and lying

10. 00 feet east of, said east line of Etiwanda Avenue; Thence4th,along last said parallel line, S00°07' 00"W, distanceof 99.06 feet; Thence5th, leaving last said parallel line, N 89°53'00" W, a distance of 10.00 feet to said east line of Etiwanda Avenue;
Thence6th,along said east line, N 00° 07' 00" E,a distance of 109.11feet to the Point of Beginning.

Containing 5,011 square feet, more or less.

Notes
The above legal description is based on the dimensions, information, and land references shown on Record of Survey 19- 0109 filed in Book 168, Pages 53 through 63 of Record of Surveys.

Bearings and distances are referenced to the California Coordinate System, Zone 5 grid, NAD83( 2011) CSRSEpoch 2017. 50. To obtain ground level distances, multiply grid distances by 1.000060364.

This descript n b n repa d by me, or under my direction, in conformance with the Professional Land Surveyors Act.

Justin P. Height, LS 6167 Date
rf IJJ TIN . HTIT

0. 616CN-
Job No. 0618- 00016
GUIDA
Jones- Strack TCE. docx Resolution No. 2022- 011 - Page 7 of 10 SURVEYING INC.

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Resolution No. 2022- 011 - Page 8 of 10

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WHITTRAM
AVENUE

NOTESPLAT
MAP
IS
BASED
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INFORMATION
AND
LAND

REFERENCES
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RECORD
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0109
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168,
PAGES
50'
53 THROUGH
63 OF
RECORD
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CDC
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BEARINGS
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104
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DISTANCES,
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DATE
Page
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2 Pages

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EAST
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OF

ETIWANDA
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PER

EASEMENT
DEED
DOC.

NO.
88-
046978
OR
NORTH
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SCALE:
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Page
2 of
2 Pages

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DATE: March 20, 2024
TO: Mayor and Members of the City Council
FROM: John R. Gillison, City Manager
INITIATED BY: Jason C. Welday, Director of Engineering Services/City Engineer Cesar Guevara, Associate Engineer
Justin J. Pope, Associate Engineer
Chi Wai Chan, Assistant Engineer
SUBJECT: Consideration of Resolution No. 2024-015 and Resolution No. 2024-016, Authorizing Submittal of a Claim to the San Bernardino County Transportation Authority (SBCTA) for Transportation Development Act (TDA) Article 3 Funds for the Cucamonga Creek Channel Maintenance Project and Day Creek Channel Bike Trail Improvement Project. (RESOLUTION NO. 2024-015 AND RESOLUTION NO. 2024-016)
(CITY)
RECOMMENDATION:

Staff recommends the City Council approve Resolution No. 2024-015 and Resolution No. 2024- 016 authorizing submittal of a claim to the San Bernardino County Transportation Authority (SBCTA) for Transportation Development Act (TDA) Article 3 funds for the Cucamonga Creek Channel Maintenance Project (Cucamonga Creek Trail Project) and the Day Creek Channel Bike Trail Improvement Project (Day Creek Trail Project).

BACKGROUND:

Every two (2) years, SBCTA releases a Call for Projects for their TDA Article 3 Program which provides that two (2) percent of the Local Transportation Funds (LTF) be made available to counties and cities for the construction or improvement of facilities that provide for the exclusive use of pedestrians and bicyclists. Each cycle, the City of Rancho Cucamonga applies for various projects that align with the goals of the grant program and has been awarded funding for various trail and bus stop enhancement projects since at least 2013.

The City was awarded $403,000 for the Day Creek Trail Project in 2019 and $84,415 for the Cucamonga Creek Trail Project in 2021.

ANALYSIS:

In 2023, staff submitted two (2) applications to request additional funding consideration for the Cucamonga Creek Trail Project and the Day Creek Trail Project to accommodate increased costs related to additional scope and construction cost increases. Both projects were selected for additional funding, which together total $185,250 of additional TDA Article 3 Funds. When combined with the previously awarded $487,415, this will result in a total of $672,665 in TDA Article 3 Funds being distributed to the City for these two projects on a reimbursement basis.

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2 2
5 6
The Cucamonga Creek Trail Project will allow the City to improve a 1.14 mile long stretch of the existing Class I bike trail on the west side of the channel from Foothill Boulevard to Red Hill Country Club Drive and on the east side from Red Hill Country Club Drive to Base Line Road.

The Cucamonga Creek Trail Project will extend the life of the existing Cucamonga Creek Trail that has direct connection to the Pacific Electric (P.E.) Trail at Red Hill Country Club Drive.

The Day Creek Trail Project will add approximately 1.4 miles of recreational multi-use trail on the west side of the Day Creek Channel beginning at Base Line Road, where the existing Day Creek Channel Trail currently terminates, and extending south to Jack Benny Drive. To improve connectivity, the Day Creek Trail Project will include a signalized crossing at Church Street, a lateral connection from the trail to the Rancho Cucamonga Sports Center, and will expand the area that has a direct connection to the P.E. Trail.

SBCTA Policy requires that the attached resolutions and claim forms be approved and submitted shortly after award of a TDA Article 3 grant. No reimbursements under the grant are being sought at this time, however staff will prepare and submit invoices to SBCTA as work progresses on the projects.

FISCAL IMPACT:

At this time there is no fiscal impact. It should be noted that there is a 35% match associated with each grant application which will be accounted for at the time of construction contract award for each project.

COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

These projects meet City Council’s core values by promoting and enhancing a safe and healthy community for all, and by providing for continuous improvement through the construction of high- quality public improvements.

ATTACHMENTS:

Attachment 1 - Resolution No. 2024-015 – Cucamonga Creek Channel Maintenance Project Attachment 2 - TDA Article 3 Award Claim Form – Cucamonga Creek Channel Maintenance Project
Attachment 3 - Resolution No. 2024-016 – Day Creek Channel Bike Trail Improvement Project Attachment 4 - TDA Article 3 Award Claim Form – Day Creek Channel Bike Trail Improvement Project

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Resolution No. 2024-XXX – Page 1 of 3
ATTACHMENT 1
RESOLUTION NO. 2024-XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO

CUCAMONGA, CALIFORNIA AUTHORIZING SUBMITTAL OF A

CLAIM TO THE SAN BERNARDINO COUNTY TRANSPORTATION

AUTHORITY (SBCTA) FOR TRANSPORTATION DEVELOPMENT
ACT (TDA) ARTICLE 3 FUNDS FOR THE CUCAMONGA CREEK

CHANNEL MAINTENANCE PROJECT
WHEREAS, the Mills-Alquist-Deddeh Act (SB 325) was enacted by the California Legislature to improve existing public transportation services and encourage regional transportation coordination.

Known as the Transportation Development Act (TDA) of 1971, this law provides funding to be allocated to transit and non-transit related purposes that comply with regional transportation plans; and
WHEREAS, TDA provides two funding sources, the Local Transportation Fund (LTF) and State Transit Assistance fund (STA); and
WHEREAS, LTF is derived from a ¼ cent of the general sales tax collected statewide and apportioned by population to areas within the county; and WHEREAS, STA is derived from the statewide sales tax on diesel fuel, plus an additional vehicle registration fee authorized under Senate Bill 1, referred to as the State of Good Repair, and both are apportioned by the State Controller’s Office 50% by population and 50% by transit operator revenues; and
WHEREAS, the San Bernardino County Transportation Authority (SBCTA) authorizes funding for a wide variety of transportation programs in San Bernardino County, including planning and program activities, pedestrian and bicycle facilities, community transit services, public transportation, and bus and rail projects to local transportation agencies through annual apportionment and allocation processes, and approves payments periodically throughout the year; and WHEREAS, SBCTA awarded the City of Rancho Cucamonga TDA Article 3 grant funds in the amount of $162,415, which includes the recent additional funding in the amount of $78,000, for development of the Cucamonga Creek Channel Maintenance Project within the City of Rancho Cucamonga jurisdiction through a competitive “Call for Projects”; and WHEREAS, TDA Article 3 grant funds are provided on a reimbursement basis; and WHEREAS, SBCTA requires the City of Rancho Cucamonga to submit a claim and request(s) for reimbursement; and
WHEREAS, submittal of the claim for TDA Article 3 funds must be first authorized by the City Council of the City of Rancho Cucamonga; and
WHEREAS, the Cucamonga Creek Channel Maintenance Project award is over $200,000, and is eligible for progress reimbursement, or under, and eligible for reimbursement at project completion; and

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Rancho Cucamonga City CouncilMarch 20, 2024

Rancho Cucamonga City Council
March 20, 2024