Rancho Cucamonga City Council
October 2, 2024

Resolution No. 2024-XXX

APPENDIX “I”

DESIGNATED POSITIONS
Disclosure
Designated Position Categories
Animal Care and Services Director 2, 3, 4, 5 Animal Center Manager 2, 3, 4, 5
Assistant City Manager 2, 3, 4, 5
Assistant Engineer 2, 5, 6,7
Assistant Planner 2, 5, 6, 7
Assistant to the City Manager 2, 3, 4, 5 Associate Engineer 2, 5, 6, 7
Associate Planner 2, 5, 6, 7
Building and Safety Services Director 2, 5, 6, 7 Building and Safety Manager 2, 5, 6, 7
Building Inspection Supervisor 2, 5, 6, 7 Chief Information Security Officer (CISO) 2, 5, 13, 14 City Attorney* 1
City Clerk Services Director 2, 3, 4, 5
City Council Member* 1
City Engineer 2, 5, 6, 7
City Manager* 1
City Planner/Planning Manager 2, 5, 6, 7
City Treasurer * 1
CIO/Director of Department of Innovation and Technology 2, 5, 13, 14 Community Affairs Manager 2, 3, 4, 5, 8, 9
Community Affairs Officer 2, 3, 4, 5, 8, 9
Community Affairs Senior Coordinator 2, 3, 4, 5, 8, 9 Community Improvement Manager 2, 3, 4, 5, 6, 7
Community Improvement Supervisor 2, 5, 6, 7
Community Parks and Landscape Citizens’ Oversight Committee Member 2, 3 , 4 , 5 Cultural Center Manager 2, 5, 8, 9
Community Services Director 2, 5, 8, 9
Community Services Manager 2, 5, 8, 9
Community Services Superintendent 2, 5, 8, 9 Consultant 10
Consultant: Special Counsel 10
Deputy City Engineer 2, 5, 6, 7
Deputy City Manager/Administrative Services 2, 3, 4, 5 Deputy City Manager/Civic & Cultural Services 2, 3, 4, 5 Deputy City Manager/Economic & Community Development Services 2, 3, 4, 5 Deputy Director of Animal Care and Services 2, 3, 4, 5 Deputy Director of Building and Safety 2, 5, 6, 7
Deputy Director of City Clerk Services 2, 3, 4, 5
Deputy Director of Community Services 2, 5, 8, 9
Deputy Director of Engineering Services 2, 5, 6, 7 Deputy Director of Engineering Services/Assistant City Engineer 2, 5, 6, 7 Deputy Director of Engineering Services/Utility Manager Utilities and Environmental 2, 5, 6, 7 Deputy Director of Finance 2, 5, 11, 12
Deputy Director of Human Resources 2, 5, 13, 14
Deputy Director of Innovation and Technology 2, 5, 13, 14 Deputy Director of Library Services 2, 5, 15, 16
Deputy Director of Planning 2, 5, 6, 7 Deputy Director of Public Works Services 2, 5, 17, 18

Resolution No. 2024-XXX

APPENDIX “I” CONTINUED

DESIGNATED POSITIONS
Disclosure
Designated Position Categories
Director of Planning and Economic Development 2, 5, 6, 7 Economic Development Director 2, 3, 4, 5
Economic Development Manager 2, 3, 4, 5
Engineering Services Director/City Engineer 2, 5, 6, 7 Environmental Programs Coordinator 2, 5, 6, 7
Environmental Programs Manager 2, 5, 6, 7
Facilities Superintendent 2, 5, 17, 18 Finance Director 2, 5, 11, 12
Finance Manager 2, 5, 11, 12
Fund Development Coordinator 2, 5, 8, 9, 15, 16 GIS Supervisor 2, 5, 13, 14
Historic Preservation Commissioner 2, 5, 6, 7 Human Resources Director 2, 5, 13, 14 Information Technology Operations Supervisor 2, 5, 13, 14 Innovation and Technology Director 2, 5, 13, 14
Library Board of Trustees Member 2, 5, 15, 16 Library Director 2, 5, 15, 16
Library Services Manager 2, 5, 15, 16
Management Analyst I (Building and Safety) 2, 5, 6, 7 Management Analyst II (Revenue Management) 2, 3, 4, 5 Management Analyst III 2, 3, 4, 5
Mayor* 1
Park and Recreation Commissioner 2, 5, 8, 9 Parks/Landscape Maintenance Superintendent 2, 5, 17, 18 Planning Commissioner 1
Planning Director 2, 5, 6, 7
Planning Manager 2, 5, 6, 7
Principal Accountant 2, 5, 11, 12 Principal Civil Engineer 2, 5, 6, 7 Principal Civil Engineer/Assistant City Engineer 2, 5, 6, 7 Principal Librarian 2, 5, 15, 16
Principal Management Analyst 2, 3, 4, 5
Principal Planner 2, 5, 6, 7
Procurement and Contracts Analyst 2, 5, 13, 14
Procurement Manager 2, 5, 13, 14
Public Art Committee Member 2, 3, 4, 5
Public Works Services Director 2, 5, 17, 18 Revenue Manager 2, 5, 11, 12
Risk Management Coordinator 2, 5, 13, 14 Senior Civil Engineer 2, 5, 6, 7
Senior Human Resources Business Partner 2, 5, 13, 14 Senior Information Technology Analyst Services Analyst 2, 5, 13, 14 Senior Information Technology Analyst 2, 5, 13, 14 Senior Landscape Park Planner – Community Services Department (Planning Dept) 2, 5, 6, 7 8, 9 Senior Planner 2, 5, 6, 7
Senior Risk Management Analyst 2, 5, 13, 14
Street/Storm Drain Maintenance Superintendent 2, 5, 17, 18 Traffic Engineer 2, 5, 6, 7
Utility Operations Project Manager 2, 5, 6, 7
*California Government Code 87200 Code Filers

Resolution No. 2024-XXX

APPENDIX “II”

DISCLOSURE CATEGORIES

1. Disclosure is required on FPPC Form 700 pursuant to Government Code Section 87200. No additional disclosure is required by this Conflict of Interest Code.

2. Reportable interest in Real Property in the jurisdiction. (FPPC Form 700, Schedule B).

3. Reportable Income, Loans and Business Positions (income other than gifts and travel payments). (FPPC Form 700, Schedule C).

4. Reportable Investments. (FPPC Form 700, Schedule A-1 and A2).

5. Reportable Income – Gifts – Travel Payments. (FPPC Form 700, Schedule D and E).

6. Reportable income, loans and business positions from persons and business entities having an interest in real property in the jurisdiction or that provide, plan to provide, or have provided within two years prior to the time a statement is required under this conflict of interest code, services within the jurisdiction subject to the inspection, review or approval of the Planning, Building & Safety, and Engineering Departments. (FPPC Form 700, Schedule C).

7. Reportable investments in any business entities having an interest in real property in the jurisdiction or that provide, plan to provide, or have provided within two years prior to the time a statement is required under this conflict of interest code, services within the jurisdiction subject to the inspection, approval or review of the Planning, Building & Safety, and Engineering Departments. (FPPC From 700, Schedules A-1 and A-2).

8. Reportable income, loans and business positions from persons and business entities from which the City purchases, plans to purchase, or has purchased within two years prior to the time a statement is required under this conflict of interest code, supplies, materials, or services subject to the direction, supervision or control of the Community Services Department. (FPPC Form 700, Schedule C).

9. Reportable investments in business entities from which the City purchases, plans to purchase, or has purchased within two years prior to the time a statement is required under this conflict of interest code, supplies, materials, or services subject to the direction, supervision or control of the Community Services Department (FPPC Form 700, Schedules A-1 and A-2).

Resolution No. 2024-XXX

10. Designated Consultants1 Disclosure Requirements

Consultants who make (not just
recommend) governmental
decisions, such as whether to
approve a rate, rule, or regulation,
whether to issue, deny, suspend, or
revoke any permit, license,
application, certificate or similar
authorization, adopt or grant City
approval to a plan, design, report,
study, or adopt or grant City
approval of policies, standards, or
guidelines for the City or any
subdivision thereof.

All reportable interests in real
property in the jurisdiction;
reportable income and business
positions; reportable investments;
and reportable gifts , unless the
City Manager determines in
writing that a particular consultant
is hired to perform a range of
duties that is limited in scope and
thus is not required to fully comply
with the disclosure requirements
described in the section.
2 Consultants who serve in a
staff capacity with the City, and
in that capacity participate in
making a governmental decision
by providing information, an
opinion, or a recommendation for
the purpose of affecting the
decision without significant
intervening substantive review.

Disclosure required at the same
level as a comparable designated
position in the same or similar
City Department identified
elsewhere in this Code.

Consultants who perform the
same or substantially all the
same duties for the City that
would otherwise be performed by
an individual holding a designated
position in the City’s Conflict of
Interest Code.

Disclosure required at the same
level as the comparable
designated position identified
elsewhere in this Code.

Not all outside contractors meet the consultant definition in FPPC Regulation 18700.3, as described above. Form 805, Agency Report of Consultants, will be used by the Department Director to determine disclosure requirements.

1 When the consultant is a corporation or partnership, only individuals who fit into one of the three categories of “Designated Consultants” must file disclosure statements. 2 If the City Manager determines in writing that a particular consultant is not required to fully comply with the requisite disclosure requirements, then such written determination shall include a description of the consultant's duties and, based upon that description, a statement of the extent of disclosure requirements. The City Manager’s determination is a public record and shall be retained for public inspection in the same manner and location as this Conflict of Interest Code.

Resolution No. 2024-XXX

11. Reportable income, loans and business positions from any financial institution in which the City deposits funds, plans to deposit funds, or has deposited funds within two years prior to the time any statement is required under this conflict of interest code. (FPPC Form 700, Schedule C)

12. Reportable investments in any financial institution in which the City deposits funds, plans to deposit funds, or has deposited funds within two years prior to the time any statement is required under this conflict of interest code (FPPC Form 700, Schedules A-1 and A-2)

13. Reportable income, loans and business positions from persons and business entities from which the City purchases, plans to purchase, or has purchased within two years prior to the time a statement is required under this conflict of interest code, supplies, materials, or services subject to the direction, supervision or control of the Administrative Services Group of departments. (FPPC Form 700, Schedule C)

14. Reportable investments in business entities from which the City purchases, plans to purchase, or has purchased within two years prior to the time a statement is required under this conflict of interest code, supplies, materials, or services subject to the direction, supervision or control of the Administrative Services Group of departments. (FPPC Form 700, Schedules A-1 and A-2)

15. R
eportable income, loans and business positions from persons and business entities from which the Library purchases, plans to purchase, or has purchased within two years prior to the time a statement is required under this conflict of interest code, supplies, materials, or services subject to the direction, supervision or control of the Library. (FPPC Form 700, Schedule C)

16. Reportable investments in business entities from which the Library purchases, plans to purchase, or has purchases within two years prior to the time a statement is required under this conflict of interest code, supplies, materials, or services subject to the direction, supervision or control of the Library. (FPPC Form 700, Schedules A-1 and A-2)

17. Reportable income, loans and business positions from persons and business entities having an interest in real property in the jurisdiction or that provide, plan to provide, or have provided within two years prior to the time a statement is required under this conflict of interest code, services within the jurisdiction subject to the inspection, review or approval of the Public Works Services Department . (FPPC Form 700, Schedule C)

18. Reportable investments in any business entities having an interest in real property in the jurisdiction or that provide, plan to provide, or have provided within two years prior to the time a statement is required under this conflict of interest code, services within the jurisdiction subject to the inspection, approval or review of the Public Works Services Department. (FPPC Form 700, Schedules A-1 and A-2)

DATE:October 2, 2024
TO:President and Members of the Board of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Julie A. Sowles, Deputy City Manager of Civic and Cultural Services Linda A. Troyan, MMC, City Clerk Services Director
Patricia Bravo-Valdez, MMC, Deputy Director of City Clerk Services SUBJECT: Public Hearing for Consideration of a Resolution Adopting By Reference the Standard Conflict of Interest Provisions of California Code of Regulations Title 2, Section 18730 and Approving an Amended Appendix I, to Account for the Addition of Two Positions Listed Under "Designated Positions". (RESOLUTION NO. FD 2024-024) (FIRE)
RECOMMENDATION:

Staff recommends that the Rancho Cucamonga Fire Protection District adopt a Resolution approving an amended Conflict of Interest Code, Appendix I, to account for the addition of two positions as listed under “designated positions”.

BACKGROUND:

Under the Political Reform Act, all public agencies are required to adopt a Conflict of Interest Code that identifies all officials and employees within the agency who make governmental decisions or participate in making decisions based on the positions they hold. The individuals in the designed positions must disclose their financial interests in investments, interests in real property, sources of income and business positions that may affect in their decision-making on a form called Statement of Economic Interests (Form 700).

To ensure the code remains current and accurate, agencies are required to review their Conflict of Interest Code in even-numbered years. The Fire Protection District Board previously adopted Regulation 18730 (referred to as the model or standard code by the Fair Political Practices Commission) by reference and, as such, the terms of the code (Exhibit A to the Resolution) is up to date.

At the June 19, 2024 board meeting, staff was directed to proceed with the biennial review of the Conflict of Interest Code.

ANALYSIS:

It is essential and legally required that an agency’s Conflict of Interest Code reflect the current structure of the agency and properly identifies all officials and employees who should be filing a Statement of Economic Interests, Form 700.

The District has reviewed its Conflict of Interest Code and it has determined that it is necessary to amend the Code, to include the positions of Management II and Management Analyst III, (Appendix I) “Designated Positions”. Appendix II includes disclosure requirements for designated consultants.

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Public notification was achieved by posting of the agenda and public hearing notice, publication of the hearing notice in the newspaper and notification to the proposed designated position.

FISCAL IMPACT:

None.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

The Conflict of Interest Code update helps advance and ensure adherence to State reporting requirements by Fire District employees therefore anticipating and planning for the future.

ATTACHMENTS:

Attachment 1 - Fire District Resolution No. FD 2024-024 Exhibit “A” – Terms of the Code
Appendix “I” – List of Designated Positions
Appendix “II” – Detailed Disclosure Categories

RESOLUTION NO. FD 2024-XXX

A RESOLUTION OF THE BOARD OF DIRECTO RS OF T HE

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT, RANCHO

CUCAMONGA, CALIFORNIA, ADOPTING BY REFERENCE THE

STANDAR D CONFLICT OF INTEREST PROVISIONS OF
CALIFORNIA CODE OF REGULATIO NS TITLE 2, SECTION 18730

AND APPROVING AN AMENDED APPENDIX I, TO ACCOUNT FOR

THE ADDITION OF TWO POSITIONS LISTED UNDER
“DESIGNATED POSITIONS”
WHEREAS, pursuant to the requirements of the California Political Reform Act (the “Act”), Section 81000 of the California Government Code, governmental agencies must adopt Conflict of Interest Codes applicable to every o fficer, employee, member or consultant o f the agency whose position entails the making or participating in the making of decisions that may foreseeably have a material financial effect on any financial interest, and which code requires such designated employees to disclose and disqualify themselves from making, participating in, or attempting to influence such decisions; and
WHEREAS, the Fire Protection District has previously adopted the terms o f California Code of Regulations Title 2, Section 18730, the Conflict of Interest Code terms promulgated by the Fair Political Practices Commission (“FPPC”) by Fire District Resolution No. FD 2020-018; and
WHEREAS, the Fire Protection District of the City o f Rancho Cucamonga, as the Code Reviewing body under the Act, adopts, affirms and incorporates by reference the standard Conflict of Interest Code set forth in Cali fornia Code o f Regulations Title 2, Se ction 18730 and any amendments to it duly adopted by the FPPC; and
WHEREAS, the standard Con flict of Interest Code set forth in Cali fornia Code of Regulations Title 2, Section 18730 and any amendments to it duly adopted by the FPPC, along with Appendix “I”, and Appendix “II” setting forth amended disclosure categories, does constitute the Conflict of Interest Code for the Fire Protection District; and WHEREAS, subsequent changed circumstances have made it advisable and necessary pursuant to Section 87306 and 87307 of the Act to amend and update the Fire Protection District’s Conflict of Interest Code; and
WHEREAS, notice of the time and place of a public meeting on, and consideration by the City Council of, the proposed amended Con flict of Interest Code was provided to each designated position;
WHEREAS, a public meeting was held upon the proposed amended Conflict of Interest Code at a regular meeting of the Fire Protection District on October 2, 2024, at which all present were given an opportunity to be heard on the proposed amended Conflict of Interest Code; NOW, THEREFORE, BE IT RESOLVED by t he Fire Protection District of t he City of Rancho Cucamonga, California, as follows:

Resolution No. FD 2024-XXX - Page 1 of 6 ATTACHMENT 1

Resolution No. FD 2024-XXX - Page 2 of 6

1. The standard Conflict of Interest Code set forth in California Code of Regulations Title 2, Section 18730 and any amendments to it duly adopted by the FPPC is hereby incorporated by reference.

2. The list of designated positions subject to the requirements of the Conflict of Interest Code are set forth in Appendix I and the disclosure categories are set forth in Appendix II.

3. The standard Conflict of Interest Code set forth in California Code of Regulations Title 2, Section 18730 and any amendments to it duly adopted by the FPPC and the Appendices I and II constitute the Conflict of Interest Code for the Fire Protection District.

4. The Fire Protection District does hereby adopt the at tached Conflict of Interest Code (Exhibit A) and Appendix I and II.

PASSED, APPROVED, AND ADOPTED by the Fire Protection District of the City of Rancho Cucamonga at its regular meeting held on the 2
nd day of October 2024.

___________________________________
L. Dennis Michael, President

ATTEST:

______________________________________
Janice C. Reynolds, Secretary

I, JANICE C. REYNOLDS, SECRETARY of the Rancho Cucamonga Fire Protection District, do hereby certify that the foregoing Resolution was duly passed, approved, and adopted by the Board of Directors of the Rancho Cucamonga Fire Protection District, at a Regular Meeting of said Board held on the 2
nd day of October 2024.

Executed this 3rd day of October 2024, at Rancho Cucamonga, California.

___________________________________
Janice C. Reynolds, Secretary

Resolution No. FD 2024-XXX - Page 3 of 6

EXHIBIT “A”

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT

CONFLICT OF INTEREST CODE

The Political Reform Act (Government Code Section 81000, et seq.) requires state and local government agencies to adopt and promulgate conflict of interest codes. The Fair Political Prac tices Commission has adopted a R egulation ( California Code of Regulations , Title 2, Section 18730) that contains the terms of a standard conflict of interest code, which can be incorporated by reference in an agency’s code. After public notice and hearing, the standard code may be amended by the Fair Political Practices Commission to conform to amendments in the Political Reform Act. Therefore, the terms of California Code of Regulations, Title 2, Section 18730 and any amendments to it duly adopted by the Fair Political Practices Commission are hereby incorporated by reference. This regulation and the attached Appendices, designating positions and establishing disclosure categori es, shall constitute the Conflict of Interest C ode of the Rancho Cucamonga Fire Protection District.

Individuals holding designated positions shall file their statements of economic interests with the Secretary of the Rancho Cucamonga Fire Protection District, which will make the statements available for public inspection and reproduction (Gov. Code Sec. 81008).

All statements will be retained by the Secretary.

Resolution No. FD 2024-XXX - Page 4 of 6

APPENDIX “I”

DESIGNATED POSITIONS

Disclosure
Designated Position Categories

Board of Directors ......................................................................... 1, 2, 3, 4

Battalion Chief ................................................................................ 1, 2, 3, 4

Business Manager………………………………………………………1, 2, 3, 4

Deputy Chief ................................................................................... 1, 2, 3, 4

Fire Chief ........................................................................................ 1, 2, 3, 4

Fire Marshal .................................................................................... 1, 2, 3, 4

Management Analyst II………………………………………………...1, 2, 3, 4

Management Analyst III………………………………………………..1, 2, 3, 4

Consultants ..................................................................................... 5

*Note - The Board of Directors may file a copy of the Disclosure Statement required of them as Members of the City Council, signed and verified as if it were an original, in lieu of filing a statement hereunder. (2 California Code of Regulations, Section 18730).

Resolution No. FD 2024-XXX - Page 5 of 6

APPENDIX “II”

DISCLOSURE CATEGORIES

1. Reportable interests in real property in the jurisdiction. (Form 700, Schedule B)

2. Reportable investments in business and entities that provide, plan to provide or have provided within two years from the time a statement is required under this conflict of interest code, services, supplies, materials or equipment of the type utilized by the Rancho Cucamonga Fire Protection District. (Form 700, Schedules A-1 and A-2)

3. Reportable income from persons or business entities, and reportable business positions in business entities, that provide, plan to provide or have provided within two years from the time a statement is required under this conflict of interest code, serv ices, supplies, materials or equipment of the type utilized by the Rancho Cucamonga Fire Protection District. (Form 700, Schedules C)

4. Reportable gifts and travel gifts. (Form 700, Schedules D and E)

Resolution No. FD 2024-XXX - Page 6 of 6

5. Designated Consultants1 Disclosure Requirements

Consultants who make (not just
recommend) governmental
decisions, such as whether to
approve a rate, rule, or regulation,
whether to issue, deny, suspend, or
revoke any permit, license,
application, certificate or similar
authorization, adopt or grant City
approval to a plan, design, report,
study, or adopt or grant City
approval of policies, standards, or
guidelines for the City or any
subdivision thereof.

All reportable interests in real
property in the jurisdiction;
reportable income and business
positions; reportable investments;
and reportable gifts, unless the
City Manager determines in
writing that a particular consultant
is hired to perform a range of
duties that is limited in scope and
thus is not required to fully comply
with the disclosure requirements
described in the section.2

Consultants who serve in a
staff capacity with the City, and
in that capacity participate in
making a governmental decision
by providing information, an
opinion, or a recommendation for
the purpose of affecting the
decision without significant
intervening substantive review.

Disclosure required at the same
level as a comparable designated
position in the same or similar
City Department identified
elsewhere in this Code.

Consultants who perform the
same or substantially all the
same duties for the City that
would otherwise be performed by
an individual holding a designated
position in the City’s Conflict of
Interest Code.

Disclosure required at the same
level as the comparab le
designated position identified
elsewhere in this Code.

Not all outside contractors meet the consultant definition in FPPC Regulation 18700.3, as described above . Form 805, Agency Report of Consultants, will be used by the Department Director to determine disclosure requirements.

1 When the consultant is a corporation or partnership, only individuals who fit into one of the three categories of “Designated Consultants” must file disclosure statements. 2 If the City Manager determines in writing that a particular consultant is not re quired to fully comply with the requisite disclosure requirements, then such written determination shall include a description of the consultant's duties and, based upon that description, a statement of the extent of disclosure requirements. The City Manager’s determination is a public record and shall be retained for public inspection in the same manner and location as this Conflict of Interest Code.

DATE:October 2, 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: Mike McCliman, Fire Chief
Mike Smith, Police Chief
Augie Barreda, Deputy Chief
Julius McChristian, Lieutenant
Darci Vogel, Fire Business Manager
SUBJECT: Consideration to Approve the Addition of One Fire Safety Position for Implementation of the Community Outreach and Support Team (COAST). (CITY/FIRE)
RECOMMENDATION:

Staff recommends the City Council / Fire Board approve the addition of one fire safety position to the Fire District’s total allocated positions for current Fiscal Year 2023-24 in order to implement the Community Outreach and Support Team (COAST).

BACKGROUND:

Community Outreach and Support Team (COAST) is a multi-disciplinary mobile mental health crisis response team. The team consists of a social worker from the Department of Behavioral Health, a law enforcement officer, and a fire safety employee with a service dog trained in crisis response. The purpose of the team is to engage with those experiencing a mental health crisis in order to provide alternative services including the ability to follow-up with individuals for continuum of care, provide a better treatment option for those in crisis, provide community outreach and education, and prevent further crises through follow-up. COAST can respond in lieu of, or relieve, police and fire resources to keep those units available for emergency response.

COAST can also direct placement of clients directly to appropriate mental health facilities based upon the specific needs of the client, thus reducing visits to hospital emergency departments and assisting in ensuring there are more available beds for patients needing immediate medical care.

The Fire District and Rancho Cucamonga Police Department have been in the process of developing and implementing a COAST program in the City. The team will be comprised of a Fire District firefighter with a service dog, a San Bernardino County Sheriff's deputy, and a San Bernardino County Social Worker. Currently, there are four COAST programs in San Bernardino County. They are located in Fontana, Ontario, San Bernardino City, and a San Bernardino County Sheriff Regional Team.

On July 17, 2024, the City Council / Fire Board accepted the donation of a 2021 Ford Transit Cargo Van from Arrowhead Credit Union’s (ACU) ArrowHeart Foundation. The van will be used

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for various programs such as public education, fire prevention, and community outreach. It will be essential in providing on-the-street assistance and connecting individuals to vital services and resources, thus enhancing the Fire District’s operational capabilities. The van was valued at $39,705 and had approximately 56,568 miles.

On August 21, 2024, the City Council / Fire Board approved Contract Number FD 2024-007 with Working Dogs for Warriors (WDFW) for a therapy dog and associated expenses, including comprehensive training, veterinary care and insurance, and ongoing training and support services. A WDFW therapy dog will accompany COAST team members during high-stress incidents in order to provide emotional support, help reduce stress levels, and assist in de- escalating critical situations. The therapy dog will also contribute to community outreach by engaging with the public during educational events and offering additional care for our first responders by aiding in peer support activities. The annual cost of the contract is $12,000, however the first year has been covered by the WDFW Care Team K9 Program for Suicide Prevention Grant.

ANALYSIS:

In order for the Fire District to finish implementation of the COAST program, it is necessary to add one (1) safety position to the Fire District’s total allocated positions. The specifics of the position include the following:
•Office assignment working 40 hours per week. The typical schedule will be Monday to Thursday, however this will be adjusted as needed for community events and meetings. •Full-time support dog handler
•Fire District vehicle provided with support dog transportation capabilities. •Minimum 2-year commitment
•Will receive Crisis Intervention Training
•Will attend required COAST Team meetings and trainings. •COAST Team members will be housed at the Public Safety Facility.

The estimated timeline for implementation of the COAST program is 1st quarter of 2025. For the Fire District, implementation will result in the addition of one (1) safety position to the Fire District’s total allocated positions. The position will be filled using existing staffing and backfilled using current eligibility lists. For the Police Department, existing staffing will be used to fill the team’s law enforcement position.

The recommended staffing initiatives described above will result in the following benefits and potential negative impacts:

Benefits to Community Potential Challenges

1. COAST will provide an enhanced level of
service to our most vulnerable population
by collaborating at the scene of the call
and providing the client with a plan that will
best suit their individual needs.

2. COAST staffing model allows for the team
to respond in lieu of Fire District apparatus
for mental health related calls and other
miscellaneous calls which COAST would
be most appropriate.

1. Ensuring access to patient files by all
team members.

2. Ensuring that the leadership across all
three participating agencies remain
committed to the collaboration needed to
ensure success of the COAST program.

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3. COAST can respond in lieu of police and
fire resources, thus keeping those units
available for emergency calls.

4. COAST can coordinate placement of
clients directly to appropriate behavioral
and mental health facilities without a need
to go through the Emergency Department.

This will improve client outcomes and
reduce recidivism, thus leading to less Fire
District and law enforcement responses.

5. COAST will assist in avoiding unnecessary
emergency department admittance by
providing the clients with direct admittance
to an appropriate mental health receiving
facility.

FISCAL IMPACT:

Below are the financial impacts associated with the implementation of the COAST program.

Please note that these costs won’t be fully realized during current Fiscal Year 2024-25 since program implementation is occurring partially through the fiscal year. These costs only address the Fire District’s component of the team and do not include costs for the other team members (law enforcement and social worker).

The estimated annual cost of the recommended staffing changes are as follows:

Staffing Expense Description Annual
Revenue
Annual
Expense
Fire Safety
Position
Fund one (1) Fire Engineer position
(40-hour safety employee) $0 $262,830
Net Fiscal Impact: $262,830
Additional program expenses, such as support dog supplies and vehicle related expenses, are estimated at $10,000 annually, however this will be examined further and finetuned during the preparation of the budget for Fiscal Year 2025-26.

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 implementing the staffing initiatives needed to support and implement the City’s first Community Outreach and Support Team.

ATTACHMENTS:

None.

DATE:October 2, 2024
TO:President and Members of the Board of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Mike McCliman, Fire Chief
Darci Vogel, Fire Business Manager
SUBJECT: Consideration of an Agreement for Ground Ambulance Services with Consolidated Fire Agencies (CONFIRE). (FIRE)
RECOMMENDATION:

Staff recommends that the Fire Board not approve the Agreement between the Consolidated Fire Agencies (CONFIRE) and the Rancho Cucamonga Fire District for the provision of ground ambulance transport services. The Agreement will be brought back for consideration at a later date once pending legal issues are resolved.

BACKGROUND:

On December 5, 2023, the San Bernardino County Board of Supervisors awarded Contract No. 23-1282 for ground ambulance medical transportation services to CONFIRE and its private subcontractor-partner Priority Ambulance, for an initial term beginning October 1, 2024, through September 30, 2029, with an option to extend the contract for a second five-year term. Services required as part of the contact include Advanced Life Support, Basic Life Support, ground ambulance services, and Interfacility and Critical Care Transport services to 11 Exclusive Operating Areas within the County.

As a result of the County awarding the ambulance contract to CONFIRE, several member and contract agencies (Ontario, Chino Valley, Rancho Cucamonga, and San Bernardino County Fire Protection District (SBCFPD)) are required to support the system by implementing at least one ambulance within their jurisdictions. Per the RFP and the contractual agreement with Priority Ambulance, the ambulances shall be staffed on a 24/7/365.

On December 20, 2023, the Fire Board authorized an amendment to the Fiscal Year 23-24 Budget to provide for the hiring of six firefighters, one EMS Captain, and one Data Analyst to support and implement the requirements of the County of San Bernardino contract for ground ambulance medical transportation services.

On January 17, 2024, the Fire Board authorized the purchase of two (2) Type-1 Ambulances utilizing Sourcewell Cooperative Agreement No. 11092, awarded to Wheeled Coach.

ANALYSIS:

The Fire District committed to provide the following ambulance transport services: one (1) fully equipped and staffed emergency ground ambulances, one (1) fully equipped emergency ground ambulance for surge events, and one (1) fully-equipped reserve emergency ground ambulance.

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In order to provide these transport services, the Fire District must enter into an Agreement with CONFIRE.

As outlined in the Agreement, the term will commence on the effective date and continue through September 30, 2029, with the possibility of extending the Agreement for an additional five years.

CONFIRE will compensate the Fire District with a unit hour rate of $167.72 for each primary ambulance and $152.80 for staffing the reserve ambulance. Payments will be made to the Fire District on a quarterly basis, based on invoices prepared from Computer Aided Dispatch (CAD) data that reflect the in-service hours for the Fire District.

On February 27, 2024, American Medical Response (AMR) filed a lawsuit challenging the San Bernardino County Board of Supervisors’ decision to award the ambulance transportation contract to CONFIRE. On July 9, 2024, AMR then filed an injunction requesting a stay of the execution of the ambulance transportation contract pending the outcome of the lawsuit. On September 12, 2024, a judge granted the requested injunction, subsequently delaying the scheduled implementation of the ambulance contract on October 1, 2024.

Due to the pending legal issues impeding implementation of the ambulance contract, staff does not recommend that the Fire Board approve the Agreement with CONFIRE at this time. Instead, staff recommends that this Agreement be brought back to the Fire Board for consideration and approval at a later date once the current legal issues have been resolved.

FISCAL IMPACT:

The revenue resulting from the Agreement’s unit hour utilization rate will offset associated staffing and equipment expenses. Sufficient funding is available in the Fire District’s FY 2024-25 Budget for this Agreement.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

This item combines portions of the Council's vision and core values 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 and tools necessary to support and implement the requirements of the County of San Bernardino contract for ground ambulance medical transportation services, thus enhancing the level of service provided to the community.

ATTACHMENTS:

Attachment 1 – CONFIRE Public Based Ambulance Agreement

FIRST ADDENDUM TO

AGREEMENT

BY AND BETWEEN

CONSOLIDATED FIRE AGENCIES
AND

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Priority Ambulance Apparatus and Equipment
Consolidated Fire Agencies (“CONFIRE”) and the Rancho Cucamonga Fire Protection District (“RCF”) are parties to an agreement for RCFs provision of Transportation Services in accordance with the terms and conditions of Contract Number 23-1282 with San Bernardino County (hereinafter referred to as “Agreement”). The Parties enter into this First Addendum to the Agreement to set forth the obligations of RCF in the event that RCF utilizes or operates Priority Ambulance California, LLC (hereafter “Priority” or Priority Ambulance”) apparatus or equipment (hereinafter referred to “First Addendum”).

RECITALS
WHEREAS, CONFIRE and RCF are parties to the Agreement that sets forth RCF’s obligations to provide Transportation Services; and
WHEREAS, in the delivery of the requisite Transportation Services RCF may operate and/or utilize apparatus that is owned by Priority, CONFIRE’s partner for the delivery of services identified in Contract Number 23-1282 with San Bernardino County; and WHEREAS, the Parties desire to enter into this First Addendum to memorialize RCF’s responsibilities when using and/or operating Priority Ambulance apparatus or equipment; and WHEREAS, while not a signatory to this Frist Addendum, Priority is a third-party beneficiary; and
WHEREAS, this First Addendum supplements the Agreement and does not further modify any term or condition of the Agreement.

TERMS
In the event that RCF utilizes and/or operates Priority Ambulance apparatus or equipment, RCF agrees to the following terms and conditions:

1. PAYMENT
Unit Hour Cost for RCF personnel using a Priority apparatus and/or equipment will be reimbursed at a rate of One Hundred Fifty-Two Dollars and Eighty Cents ($152.80).

ATTACHMENT 1

2. INDEMNIFICATION
RCF agrees to indemnify, defend (with counsel reasonably approved by Priority) and hold harmless Priority and its authorized officers, employees, agents and volunteers from any and all claims, actions, losses, damages, and/or liability arising out of the performance of the services set forth in this First Addendum by RCF, and/or its officers, employees, agents, contractors or volunteers, including the acts, errors, or omissions of RCF and for any costs or expenses incurred by Priority on account of any claim except where such indemnification is prohibited by law. This indemnification provision shall apply regardless of the existence or degree of fault of indemnitees. RCF’s indemnification obligation shall not apply to Priority’s negligence or “willful” misconduct within the meaning of Civil Code Section 2782.

IN WITNESS WHEREOF, RCF and CONFIRE have caused this Agreement to be executed by their authorized agents.

CONSOLIDATED FIRE AGENCIES –

CONFIRE

RANCHO CUCAMONGA

FIRE PROTECTION DISTRICT
Date: , 2024 Date: , 2024
By: By:

Print Name: Nathan Cooke Print Name: ____________
Its: Interim Executive Director Its: ___________________

AGREEMENT

BY AND BETWEEN

CONSOLIDATED FIRE AGENCIES
AND

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
This Agreement is made and entered into by and between the Consolidated Fire Agencies, a Joint Powers Authority, duly authorized and existing under Government Code, § 6500 et seq. (hereinafter referred to as “CONFIRE”) and the Rancho Cucamonga Fire Protection District (hereinafter referred to as “RCF”).

CONFIRE and RCF may be referred to individually as Party, or collectively Parties.

RECITALS
WHEREAS, CONFIRE submitted a Proposal in response to RFP # ICEMA23-ICEMA-4811, Advanced Life Support and Basic Life Support Ground Ambulance Services, Interfacility and Critical Care Transport Services for Exclusive Operating Areas in San Bernardino (“Proposal”); and, WHEREAS, CONFIRE’s Proposal included a provision for certain Member and Contract Agencies to provide Advanced Life Support (“ALS”) and Basic Life Support (“BLS”) Ground Ambulance Services (collectively referred to as “Transport Services”; and, WHEREAS, RCF, a Member Agency of CONFIRE, committed to provide the following Transport Services:
one (1) fully-equipped and staffed emergency ground ambulances, one (1) fully-equipped emergency ground ambulance for surge events, and one (1) fully-equipped reserve emergency ground ambulance; and,
WHEREAS, RCF’s commitment to provide Transport Services was included in CONFIRE’s Proposal; and, WHEREAS, CONFIRE was selected as the successful bidder for RFP# ICEMA23-ICEMA-4811 and entered into Contract Number 23-1282 with the San Bernardino County, a copy of which is attached hereto as Attachment 1, and incorporated herein by this reference; and, WHEREAS, it is the intent of the parties hereto that in accordance with Contract Number 23-1282, RCF will provide the services herein described, subject to the terms and conditions contained herein and within Contract Number 23-1282.

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

1. Incorporation of Recitals. The recitals above are true and correct and are hereby incorporated into this Agreement by this reference.

2. SCOPE OF WORK:

A. RCF shall provide Services that include one (1) fully equipped and staffed emergency ground ambulances, one (1) fully-equipped emergency ground ambulance for surge events, and one (1) fully-equipped reserve emergency ground ambulance. i. Such Services shall be provided in accordance with the terms and conditions of Contract Number 12-1282.
ii. RCF represents and warrants to CONFIRE that it has the necessary infrastructure, resources, personnel, training, and licenses to provide the Services under this Agreement in accordance with all terms of this Agreement.

B. Upon request and availability of personnel and resources, RCF may provide additional emergency ground ambulances in case of emergency or mutual aid requests.

3. PAYMENT:

CONFIRE shall compensate RCF for the Services provided as set forth below:

A.

B.

C.

D.

Unit Hour Cost at a rate of One Hundred Sixty-Seven Dollars and Seventy-Two Cents ($167.72). The Unit Hour Cost is reflective of the cost of providing the Service.

Unit Hour Cost for RCF personnel labor without use of RCF ambulance and equipment will be reimbursed at a rate of One Hundred Fifty-Two Dollars and Eighty Cents ($152.80).

Payment shall be made to RCF on quarterly based upon invoices that are prepared from CAD data, reflective of the in-service hours for RCF.

CONFIRE will review the reimbursement rates annually on or before March 1 of each year.

4. TERM OF AGREEMENT:

A.

B.

Effective Date: This Agreement shall become effective on October 1, 2024, the date specified for services in Contract Number 23-1282.

Term: This Agreement shall remain in full force and effect from the Effective Date until September 30, 2029, unless terminated in accordance with the provisions herein. This Agreement may be extended by an additional five (5) year term upon the extension of Contract Number 23-1282.

5. 6.

MODIFICATIONS TO AGREEMENT: A review of the Agreement terms may be initiated at any time by either Party upon written notice to the other. The parties agree to negotiate in good faith and deal fairly with respect to performance under this Agreement and any proposed modifications. This Agreement may be modified only in writing and with the approval of both RCF and CONFIRE through each entity’s governing body.

EMPLOYEE STATUS/WORKERS’ COMPENSATION: It is expressly understood that in the performance of the Services herein provided for, RCF shall be, and is, an independent contractor and is not an agent or employee of CONFIRE. RCF has and shall retain the right to exercise full control and supervision of the Services and full control over the employment, direction, assignment, compensation, and discharge of all persons employed by RCF and assisting in the performance of Services hereunder. RCF shall be solely responsible for all matters relating to the payment of its employees, including compliance with social security, workers’ compensation, withholding, and all regulations governing such matters.

7. INDEMNIFICATION:

RCF agrees to indemnify, defend (with counsel reasonably approved by CONFIRE) and hold harmless CONFIRE and its authorized officers, employees, agents and volunteers from any and all claims, actions, losses, damages, and/or liability arising out of the performance of this Agreement by RCF, and/or its officers, employees, agents, contractors or volunteers, including the acts, errors, or omissions of RCF and for any costs or expenses incurred by CONFIRE on account of any claim except where such indemnification is prohibited by law. This indemnification provision shall apply regardless of the existence or degree of fault of indemnitees. RCF’s indemnification obligation shall not apply to CONFIRE’s negligence or “willful” misconduct within the meaning of Civil Code Section 2782.

8. INSURANCE REQUIREMENTS FOR PROFESSIONAL SERVICES
RCF shall procure and maintain for the duration of the contract insurance against claims for injuries to

persons or damages to property which may arise from or in connection with the performance of the work hereunder by the RCF, its agents, representatives, or employees.

A. Minimum Scope and Limit of Insurance
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $3,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. 3.

4. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if RCF has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $3,000,000 per accident for bodily injury and property damage.

Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

Professional Liability (Errors and Omissions) Insurance appropriates to the RCF’s profession, with limit no less than $3,000,000 per occurrence or claim, $3,000,000 aggregate. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. If coverage is canceled or non-renewed, and not replaced with another claims- made policy form with a Retroactive Date prior to the contract effective date, the RCF must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the CONFIRE for review.

If RCF maintains broader coverage and/or higher limits than the minimums shown above, then CONFIRE requires and shall be entitled to the broader coverage and/or higher limits maintained by RCF. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CONFIRE.

B. Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

1. 2.

The CONFIRE, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of RCF including materials, parts, or equipment furnished in connection with such work or operations.

General liability coverage can be provided in the form of an endorsement to RCF’s insurance at least as broad as one of the following ISO ongoing operations Forms: CG 20 10 or CG 20 26 or CG 20 33 (not allowed from subcontractors), or CG 20 38; and one of the following ISO completed operations Forms: CG 20 37, CG 20 39 (not allowed from subcontractors), or CG 20 40.

C. Primary Coverage
For any claims related to this contract, RCF’s insurance coverage shall be primary insurance

coverage at least as broad as ISO CG 20 01 04 13 as respects the CONFIRE, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the CONFIRE, its officers, officials, employees, or volunteers shall be excess of RCF’s insurance and shall not contribute with it.

D.

E.

Notice of Cancellation
RCF shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self- insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, RCF shall forthwith obtain and submit proof of substitute insurance.

Waiver of Subrogation
RCF hereby grants to CONFIRE a waiver of any right to subrogation which any insurer of said RCF may acquire against the CONFIRE by virtue of the payment of any loss under such insurance. RCF agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the CONFIRE has received a waiver of subrogation endorsement from the insurer. However, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the CONFIRE for all work performed by the Contractor, its employees, agents and subcontractors.

F. Self-Insured Retentions
Self-insured retentions must be declared to and approved by the CONFIRE. The CONFIRE may require RCF to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or CONFIRE.

G.

H.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the CONFIRE.

Verification of Coverage
RCF shall furnish the CONFIRE with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to CONFIRE before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive RCF’s obligation to provide them.

The CONFIRE reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

I. Subcontractors
RCF shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that CONFIRE is an additional insured on insurance required from subcontractors.

J. Special Risks or Circumstances
CONFIRE reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

9. RCF RECORDS:

RCF shall maintain all records and books pertaining to the delivery of Services under this Contract and demonstrate accountability for Agreement performance as set forth in Contract Number 23- 1282.

All records shall be complete and current and comply with all Agreement requirements. Such records include but are not limited to patient care reports. Failure to maintain acceptable records shall be considered grounds for withholding of payments for invoices submitted and/or termination of the Agreement.

All records relating to RCF’s personnel, consultants, subcontractors, Services/Scope of Work, and expenses pertaining to this Agreement shall be kept in a generally acceptable accounting format.

Records should include primary source documents. Fiscal records shall be kept in accordance with Generally Accepted Accounting Principles and must account for all funds, tangible assets, revenue, and expenditures. Fiscal records must comply with the appropriate Office of Management and Budget (OMB) Circulars, which state the administrative requirements, cost principles, and other standards for accountancy.

CONFIRE, State and Federal government shall have absolute right to review and audit all records, books, papers, documents, corporate minutes, and other pertinent items as requested, and shall have absolute right to monitor the performance of RCF in the delivery of Services provided under this Contract. RCF shall cooperate fully in any auditing or monitoring conducted. RCF shall cooperate with CONFIRE in implementing, monitoring, and evaluating this Contract and comply with any and all reporting requirements established by CONFIRE. RCF shall not disclose any protected health information or any other record or information protected by state and/or federal law to CONFIRE, State, and Federal government under this section of the Agreement.

All records pertaining to Services delivered and all fiscal, statistical, and management books and records shall be available for examination and audit by CONFIRE representatives for a period of three years after final payment under this Contract or until all pending CONFIRE, State, and Federal audits are completed, whichever is later.

10. 11.

WAIVER: No waiver of a breach of any provision of this Agreement will constitute a waiver of any other breach or of such provision. Failure of either Party to enforce at any time, or from time to time, any provision of this agreement will not be construed as a waiver thereof. The remedies herein reserved will be cumulative and additional to any other remedies in law or equity.

PARTIAL INVALIDITY: Should any part, term, portion, or provision of this Agreement be finally decided to be in conflict with any law of the United States or the State of California or otherwise be unenforceable or ineffectual, the validity of the remaining parts, terms, portions, or provisions will be deemed severable and will not be affected thereby, provided such remaining portions or provisions can be construed in substance to constitute the agreement which the parties intended to enter into in the first instance.

12. NOTICES: All notices required or permitted to be given pursuant to this Agreement may be personally served on the other party by the party giving such notice or may be served by certified mail, return receipt requested, to the following addresses:

Rancho Cucamonga
Fire Protection District
Attn: Mike McCliman
10500 Civic Center Dr
Rancho Cucamonga, CA 91730
Consolidated Fire Agencies
Joint Powers Authority
Attn: Nathan Cooke
1743 Miro Way
Rialto, CA 92376

13. 14.

APPLICABLE LAW: At all times during the term of this Agreement, CONFIRE and RCF shall comply with all applicable laws, ordinances, rules, and regulations of the United States of America, the State of California, including all agencies and subdivisions thereof, and the Inland Counties Emergency Medical Agency.

VENUE: The venue of any action or claim brought by any party to the Agreement will be the Superior Court of San Bernardino County. Each party hereby waives any law or rule of the court that would allow them to request or demand a change of venue. If any action or claim concerning the Agreement is brought by any third party and filed in another venue, the parties hereto agree to use their best efforts to obtain a change of venue to San Bernardino County.

15. ATTORNEYS’ FEES AND COSTS: If any legal action is instituted to enforce any party’s rights hereunder, each party shall bear its own costs and attorney fees, regardless of who the prevailing party is. This paragraph shall not apply to those costs and attorney fees directly arising from a third- party legal action against a party hereto and payable under Indemnification and Insurance Requirements.

16. 17.

CONTRACT ASSIGNABILITY: Without the prior written consent of CONFIRE, RCF may not assign or subcontract its obligations under this Agreement either in whole or in part.

CONFIDENTIALITY:

Pursuant to the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) and the Health Information Technology for Economic and Clinical Health (“HITECH”) Act, regulations have been promulgated governing the privacy of individually identifiable health information. RCF acknowledges that it is a covered entity and subject to the requirements of HIPAA and HITECH, and their implementing regulations. RCF agrees to comply fully with the terms of HIPAA and HITECH and the regulations promulgated thereunder and to ensure any subcontractors utilized to fulfill Services pursuant to this Contract comply with said provisions. RCF further agrees to comply with the requirements of all other applicable federal and state laws/regulations that pertain to the protection of healthinformation.

18. RELEASE OF INFORMATION: No news releases, advertisements, public announcements, or photographs arising out of the Agreement or RCF’s relationship with CONFIRE may be made or used without prior written approval of CONFIRE.

19. 20.

TIME OF THE ESSENCE: Time is of the essence in the performance of this Agreement and of each of its provisions.

CORRECTION OF PERFORMANCE DEFICIENCIES:

A. Failure by RCF to comply with any of the provisions, covenants, requirements, or conditions of this Contract shall be a material breach of this Agreement.

B. In the event of a non-cured breach, CONFIRE may, at its sole discretion and in addition to any other remedies available at law, in equity, or otherwise specified in this Agreement:

A.

B.

Afford RCF thereafter a time period within which to cure the breach, which period shall be established at the sole discretion of CONFIRE; and/or Terminate this Agreement immediately and be relieved of the payment of any consideration to RCF. In the event of such termination, CONFIRE may proceed with the work in any manner deemed proper by CONFIRE. The cost to CONFIRE shall be deducted from any sum due to RCF under this Agreement, and the balance, if any, shall be paid by RCF upon demand.

21. LEGALITY AND SEVERABILITY: The parties’ actions under the Contract shall comply with all

applicable laws, rules, regulations, court orders, and governmental agency orders. The provisions of this Contract are specifically made severable. If a provision of the Contract is terminated or held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall remain in full effect.

22. EMPLOYMENT DISCRIMINATION: During the term of the Contract, RCF shall not discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, sexual orientation, age, or military and veteran status. RCF shall comply with Executive Orders 11246, 11375, 11625, 12138, 12432, 12250, 13672, Title VI and Title VII of the Civil Rights Act of 1964, the California Fair Employment and Housing Act, and other applicable Federal, State, and County laws and regulations and policies relating to equal employment and contracting opportunities, including laws and regulations hereafter enacted.

23. 24.

DEBARMENT AND SUSPENSION: RCF certifies that neither it nor its principals or employees are presently disbarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (See the following United States General Services Administration’s System for Award Management website:
https://www.sam.gov). RCF further certifies that if it or any of its subcontractors are business entities that must be registered with the California Secretary of State, they are registered and in good standing with the Secretary of State.

ENTIRE AGREEMENT: This Agreement, including all Exhibits and other attachments, which are attached hereto and incorporated by reference, and other documents incorporated herein, represents the final, complete, and exclusive agreement between the parties hereto. Any prior agreement, promises, negotiations, or representations relating to the subject matter of this Agreement not expressly set forth herein are of no force or effect. This Agreement is executed without reliance upon any promise, warranty, or representation by any party or any representative of any party other than those expressly contained herein. Each party has carefully read this Agreement and signs the same of its own free will. This Agreement may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute one and the same Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Each Party providing an electronic signature agrees to promptly execute and deliver to the other party an original signed Agreement upon request.

25. 26.

MISCELLANEOUS: RCF shall ensure all personnel providing Services under this Agreementhave all required licenses and certifications required by the State of California and the Inland Counties Emergency Medical Agency, and as specifically set forth in Contract Number 23-1282.

DISPUTES: In the event of a dispute, the parties shall use their best efforts to settle the dispute through negotiation with each other in good faith.

IN WITNESS WHEREOF, RCF, and CONFIRE have caused this Agreement to be executed by their authorized agents.

CONSOLIDATED FIRE AGENCIES –

CONFIRE

RANCHO CUCAMONGA

FIRE PROTECTION DISTRICT
Date: , 2024 Date: , 2024
By: By:

Print Name: Nathan Cooke Print Name: ____________
Its: Interim Executive Director Its: ___________________

Attachment 1
to
Agreement for Transport Services

ATTACHMENT 1
ATTACHMENT 1

DATE: October 2, 2024
TO: Mayor and Members of the City Council
FROM: John R. Gillison, City Manager
INITIATED BY: Elisa C. Cox, Assistant City Manager
Hope Velarde, Management Analyst II
SUBJECT: Consideration of Resolution No. 2024-096, a Resolution in Support of Proposition 36, the Homelessness, Drug Addiction, and Theft Reduction Act. (RESOLUTION NO. 2024-096) (CITY)
RECOMMENDATION:

Staff recommends the City Council consider and adopt Resolution No. 2024-096, supporting California Proposition 36, the Homelessness, Drug Addiction, and Theft Reduction Act.

BACKGROUND:

A felony is the most serious type of crime. People can be sentenced to county jail or state prison for felonies, depending on the crime and their criminal history. In some cases, people can be supervised in the community by a county probation officer instead of serving some or all of their sentence in jail or prison. The length of sentence mostly depends on the crime.

A misdemeanor is a less serious crime. Examples include assault and drug possession. People can be sentenced to county jail, county community supervision, and/or a fine for misdemeanors.

Sentences can be up to one year in jail.

In 2014, Proposition 47 changed some theft and drug crimes from felonies to misdemeanors. For example, shoplifting (stealing items worth $950 or less from a store) and drug possession generally became misdemeanors. While Proposition 47 has resulted in measurable and positive impacts to California’s criminal justice system, the cumulative effects of Proposition 47, along with other criminal justice reforms that occurred at a similar time (Proposition 57 and Assembly Bill 109), have also had significant adverse effects resulting in public safety challenges. Most notably, municipalities across California are reporting increases in property and violent crime that law enforcement believe to be related to the legislative changes that have been enacted over the past several years.

In 2017, a new coalition of California cities began advocating for the State to engage in further discussions to identify solutions for addressing the unintended consequences of changes made to California’s criminal justice system. The coalition, Taking Back our Community Coalition was led by the Cities of Arcadia, Glendora, and Monrovia, with Monrovia acting as the lead administrative agency.

The objectives of the Taking Back Our Community Coalition include:

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•To raise public awareness of why crime is increasing in our state. •To provide a consistent message surrounding the facts and impacts of AB 109, Proposition 47, and Proposition 57.
•To advocate for State legislative changes to improve law enforcement’s ability to respond to crime.

On November 17, 2017, the City Council approved the City of Rancho Cucamonga to formally join the Taking Back Our Community Coalition to support public safety-related legislative advocacy efforts. The city has consistently advocated for enhancing public safety while preserving the quality of life for residents and Proposition 36 is the most viable, effective, and timely option for addressing the unintended consequences of Proposition 47.

ANALYSIS:

Proposition 36 makes several key changes related to punishments for theft and drug crimes and include the following:
•Turns some misdemeanors into felonies. For example, theft of items worth $950 or less is generally a misdemeanor. Proposition 36 makes this crime a felony if the person has two or more past convictions for certain theft crimes, such as shoplifting, burglary, or carjacking. The sentence would be up to three years in county jail or state prison. These changes undo some of the punishment reductions in Proposition 47. •Lengthens some felony sentences. For example, Proposition 36 allows felony sentences for theft or damage of property to be lengthened by up to three years if three or more people committed the crime together.
•Requires some felonies be served in prison. For example, sentences for selling certain drugs, such as fentanyl, heroin, cocaine, or methamphetamine, can be lengthened based on the amount sold. Currently, these sentences are served in county jail or state prison depending on the person’s criminal history. Proposition 36 generally requires these sentences be served in prison.

Proposition 36 also allows people who possess illegal drugs to be charged with a “treatment- mandates felony,” instead of a misdemeanor, in some cases. Specifically, this applies to people who (1) possess certain drugs, such as fentanyl, heroin, cocaine, or methamphetamine, and (2) have two or more past convictions for some drug crimes, such as possessing or selling drugs.

These people would generally get treatment, such as mental health or drug treatment. Those who finish treatment would have their charges dismissed. Those who do not finish treatment could serve up to three years in state prison. This change undoes some of the punishment reductions in Proposition 47.

Lastly, Proposition 36 requires courts to warn people that they could be charged with murder if they sell or provide illegal drugs that kill someone. This warning would be given to people convicted of selling or providing certain drugs, such as fentanyl, heroin, cocaine, and methamphetamine. This could make it more likely for them to be convicted of murder if they later sell or provide illegal drugs to someone who dies.

FISCAL IMPACT:

There is no direct fiscal impact associated with the adoption of the resolution in support of Proposition 36, however if successful, Proposition 36 would likely increase state and local criminal justice costs, likely ranging from several tens of millions of dollars to the low hundreds of millions of dollars each year due to increased prison population and an increase in court/court-related workload for prosecutors, public defenders, and probation/behavioral health professionals.

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COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

This item aligns with City Council’s values of providing and nurturing a high quality of life for all, promoting and enhancing a safe and healthy community for all, and the relentless pursuit of improvement by protecting our community and holding individuals accountable.

ATTACHMENTS:

Attachment 1 – Resolution No. 2024-096

Resolution No. XXX - Page 1 of 1
RESOLUTION NO. 2024-XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

RANCHO CUCAMONGA, CALIFORNIA, SUPPORTING
CALIFORNIA PROPOSITION 36, THE HOMELESSNESS, DRUG

ADDICTION, AND THEFT REDUCTION ACT
WHEREAS, while Prop 47 achieved notable success in making California’s criminal justice system more equitable, Prop 47 has also led to unintended consequences over the past decade.

WHEREAS, Prop 47 has contributed to increases in repeat and often organized retail theft, the shuttering of local businesses, and difficulty convincing people to seek drug and mental health treatment.

WHEREAS, these unintended consequences can only be corrected by the voters at the ballot box with modest amendments to Prop 47.

WHEREAS, Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act is a bi- partisan measure that provides common sense, targeted reforms to Prop 47 that, with the recently adopted legislative Retail Theft Package, provide more tools to increase safety in our communities.

WHEREAS, spikes in retail theft, violent smash-and-grab robberies, fentanyl deaths and illicit drug use, as well as strained social services, are creating challenges beyond the capacity of local governments.

WHEREAS, Cities are partnering with the state to advance solutions that help reduce crime and provide more support to residents struggling with substance abuse, while avoiding a return to the days of mass incarceration.

WHEREAS, Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act will define fentanyl as a hard drug, hold individuals convicted of trafficking fentanyl accountable, and grant judges greater discretion in sentencing drug traffickers.

WHEREAS, Breaking the cycle of repeat offenders means addressing the many root causes of retail theft.

WHEREAS, Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act allows critical behavioral health services, drug treatment, and job training within our justice system for people who are homeless and suffering from mental illness or struggling with substance abuse.

WHEREAS, it’s time for meaningful and tailored reforms to our justice system to ensure the safety of our communities.

NOW, THEREFORE, BE IT RESOLVED THE CITY COUNCIL OF THE CITY OF RANCHO CUCAMONGA, CALIFORNIA formally supports Proposition 36, the Homelessness, Drug Addiction, and Theft Reduction act and the benefit that it provides for our community’s safety.

PASSED, APPROVED AND ADOPTED this 2nd day of October 2024.

ATTACHMENT 1

DATE: October 2, 2024
TO: President and Members of the Board of Directors of the Successor Agency to the Rancho Cucamonga Redevelopment Agency
FROM: John R. Gillison, City Manager
INITIATED BY: Tori Roberts, Interim Finance Director
Rick Flinchum, Finance Manager
SUBJECT: Consideration of Resolution No. SA 2024-001 of the Successor Agency to the Rancho Cucamonga Redevelopment Agency, Approving the Issuance of Refunding Bonds in Order to Refund Certain of its Outstanding Bonds, Approving the Execution and Delivery of a Seventh Supplemental Indenture Relating Thereto, Requesting Oversight Board Approval of the Issuance of the Refunding Bonds, Requesting Certain Determinations by the Oversight Board, and Providing for Other Matters Properly Relating Thereto. (RESOLUTION NO. SA 2024-001) (CITY/SUCCESSOR AGENCY)
RECOMMENDATION:

Staff recommends the Board of Directors:

1. Adopt Resolution No. SA 2024-001 of the Successor Agency to the Rancho Cucamonga Redevelopment Agency Approving the Issuance of Refunding Bonds in Order to Refund Certain of its Outstanding Bonds, Approving the Execution and Delivery of a Seventh Supplemental Indenture Relating Thereto, Requesting Oversight Board Approval of the Issuance of the Refunding Bonds, Requesting Certain Determinations by the Oversight Board, and Providing for Other Matters Properly Relating Thereto; and

2. Approve and authorize the Debt Service Savings Analysis to be presented to the Countywide Oversight Board (the “Oversight Board”) and be submitted to the Department of Finance as required by Redevelopment Agency Dissolution Act; and

3. Request Oversight Board approval of the issuance of the refunding bonds.

BACKGROUND:

The Successor Agency to the Rancho Cucamonga Redevelopment Agency (the “Successor Agency”) previously issued its $174,050,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2014 (the “Prior Bonds”) for the purpose of refinancing certain outstanding bonds of the Rancho Cucamonga Redevelopment Agency (the “Former Agency”). The Successor Agency proposed to issue its Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2025 (the “Refunding Bonds”).

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California Health and Safety Code (“HSC”) Section 34177.5(a)(1), authorizes successor agencies the ability to refund outstanding bonds. The issuance of refunding bonds under the HSC section 34177.5, which was added to the Redevelopment Agency Dissolution Act (“RDA Dissolution Act”) by AB 1484, authorizes the Successor Agency to issue bonds for the purpose of refunding outstanding tax allocation bonds of the Redevelopment Agency or the Successor Agency to provide debt service savings provided that (A) the total interest cost to maturity on the refunding bonds plus the principal amount of the refunding bonds does not exceed the total remaining interest cost to maturity on the bonds to be refunded plus the remaining principal of the bonds to be refunded, and (B) the principal amount of the refunding bonds does not exceed the amount required to defease the refunded bonds, to establish customary debt service reserves, and to pay related costs of issuance.

In order to issue bonds to finance and refinance the activities of the Former Agency, the Former Agency and the Successor Agency entered into a Trust Indenture, dated as of March 1,1990, between the Former Agency and Bank of America National Trust and Savings Association, as succeeded by the Trustee (the “Indenture”), as amended and supplemented by that First Supplemental Indenture, dated as of January 1, 1994, between the Former Agency and Bank of America, as succeeded by the Trustee (the “First Supplemental Indenture”); a Second Supplemental Indenture between the Former Agency and U.S. Bank Trust National Association, as succeeded by the Trustee (the “Second Supplement”), dated as of August 1, 1999; a Third Supplemental Indenture between the Former Agency and Trustee, formerly known as Wells Fargo Bank National Association (the “Third Supplement”), dated as of August 1, 2001; a Fourth Supplemental Indenture between the Former Agency and Trustee, formerly known as Wells Fargo Bank National Association (the “Fourth Supplement”), dated as of March 1, 2004, for the purpose of financing and refinancing redevelopment activities; a Fifth Supplemental Indenture between the Successor Agency and the Trustee, formerly known as Wells Fargo Bank National Association (the “Fifth Supplement”), dated July 1, 2014; and a Sixth Supplemental Indenture between the Successor Agency and the Trustee, formerly known as Wells Fargo Bank National Association (the “Sixth Supplement”) dated October 1, 2016 (collectively with the Indenture, First Supplement, Second Supplement, Third Supplement, Fourth Supplement, Fifth Supplement, Sixth Supplement, the “Original Indenture”).

In order to refund the Prior Bonds, the Successor Agency must approve the issuance of the Refunding Bonds pursuant to the Original Indenture and approve the form of and authorize the execution and delivery of a Seventh Supplemental Indenture, by and between the Successor Agency and Computershare Trust Company, National Association, as Trustee (the “Seventh Supplemental Indenture”) and the Irrevocable Refunding Instructions (the “Irrevocable Refunding Instructions”), which have been presented at this meeting.

The Continuing Disclosure Certificate must be executed and delivered by the Successor Agency for the benefit of the holders and beneficial owners of the Refunding Bonds and in order to assist the underwriter in complying with Securities and Exchange Commission (“S.E.C.”) Rule 15c2- 12(b)(5).

Under the HSC, the Successor Agency must authorize the issuance of the Refunding Bonds and prepare a debt service savings analysis (the “Debt Service Savings Analysis”) which must be approved by the San Bernardino Countywide Oversight Board. If approved, the California Department of Finance will commence a review period of the Refunding Bonds of up to sixty-five days. The DOF review period is expected to end earlier, but no later than on December 23, 2024, and the refunding is expected to close in January of 2025.

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ANALYSIS:

In order to determine compliance with the Savings Parameters for purposes of the issuance by the Refunding Bonds, the Successor Agency has caused its municipal advisor, Fieldman, Rolapp & Associates, Inc. (the “Municipal Advisor”), to prepare an analysis of the potential savings that will accrue to the Successor Agency. This analysis includes an evaluation of the savings for all applicable effected taxing entities resulting from the use of the proceeds of the Refunding Bonds to repay all or a portion of the Prior Bonds and, thereby, to refund all or a portion of the Prior Bonds (the “Debt Service Savings Analysis”).

The Debt Service Savings Analysis has determined that the proposed refunding of the Prior Bonds through the issuance of the Refunding Bonds satisfies the applicable HSC sections. (A) The total interest cost to maturity on the proposed Refunding Bonds plus the principal amount of the Refunding Bonds does not exceed the total remaining interest cost to maturity on the Prior Bonds to be refunded plus the remaining principal of the Prior Bonds to be refunded. (B) The $90,705,000.00 in principal amount of the Refunding Bonds does not exceed the amount required to defease the Prior Bonds, to establish customary debt service reserves, and to pay related costs of issuance.

The net effect of the proposed refunding bonds based on current bond market conditions and the proposed bond defeasance is expected to reduce current total bond debt service from $119,557,250.00 to $110,161,912.50, a reduction of $9,395,337.50. This amount is expected to be available as increased residual to impacted tax entities.

The approval of the attached resolution will authorize the issuance of the Refunding Bonds, execution of the Seventh Supplemental Indenture, Irrevocable Refunding Instructions, and Continuing Disclosure Certificate and allow for the debt service savings described. Following approval by the CWOB, the staff will return to the City Council for approval of a Preliminary Official Statement and Bond Purchase Agreement.

FISCAL IMPACT:

Pursuant to the Dissolution Act, the City has elected to serve as the Successor Agency, however the Dissolution Act expressly clarifies that the City and the Successor Agency are legally separate public entities. Based on current market conditions, the proposed refunding is estimated to result in total debt service savings of $9,395,337.50. These savings are allocated proportionally to the applicable taxing entities, which include the City and the City Fire District, among others. Of the estimated total gross annual savings, 5.04% will be allocated to the City, 12.31% will be allocated to the City’s Fire Protection District, and the remaining 82.65% will be passed on to the other taxing entities. The table below shows the aggregate projected annual savings as well as the combined annual savings from the City’s and the City’s Fire Protection District’s shares of the aggregate projected annual savings.

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COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

The adoption of this resolution 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 financial resources in order to support the various services the City provides to all Rancho Cucamonga stakeholders.

ATTACHMENTS:

Attachment 1 – Resolution No. SA 2024-001 of the Successor Agency to the Rancho Cucamonga Redevelopment Agency
Attachment 2 – Seventh Supplemental Indenture
Attachment 3 – Irrevocable Refunding Instructions
Attachment 4 – Continuing Disclosure Certificate
Attachment 5 – Debt Service Savings Analysis

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Resolution No. SA 2024-001 - Page 1 of 9
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RESOLUTION NO. SA 2024-001

A RESOLUTION OF THE SUCCESSOR AGENCY TO THE

RANCHO CUCAMONGA REDEVELOPMENT AGENCY

APPROVING THE ISSUANCE OF REFUNDING BONDS IN

ORDER TO REFUND CERTAIN OF ITS OUTSTANDING BONDS,

APPROVING THE EXECUTION AND DELIVERY OF A SEVENTH

SUPPLEMENTAL INDENTURE RELATING THERETO,

REQUESTING OVERSIGHT BOARD APPROVAL OF THE

ISSUANCE OF THE REFUNDING BONDS, REQUESTING

CERTAIN DETERMINATIONS BY THE OVERSIGHT BOARD,

AND PROVIDING FOR OTHER MATTERS PROPERLY

RELATING THERETO
WHEREAS, the Rancho Cucamonga Redevelopment Agency (the “Former Agency”) was a public body, corporate and politic, duly established and authorized to transact business and exercise powers under and pursuant to the provisions of the Community Redevelopment Law of the State of California, constituting Part 1 of Division 24 of the Health and Safety Code of the State (the “Redevelopment Law”); and WHEREAS, a plan for the redevelopment project known and designated as the “Rancho Project Area Rancho Cucamonga Redevelopment Agency Plan” (the “Redevelopment Plan”) for that certain project area described in the Redevelopment Plan (the “Project Area”) was adopted and approved by Resolution No. RA 81-14 on December 23, 1981, as amended pursuant to Ordinance No. 316A on August 13, 1987, Ordinance No. 537 on November 16, 1994, Ordinance No. 657 on June 20, 2001, and Ordinance No. 674 on January 16, 2002, and all requirements of law for and precedent to the adoption and approval of the Redevelopment Plan have been duly complied with; and
WHEREAS, to finance and refinance redevelopment activities through the issuance of bonds the Former Agency and subsequently the Successor Agency entered into a Trust Indenture, dated as of March 1,1990, between the Former Agency and Computershare Trust Company, N.A. (the “Trustee”), as successor to Bank of America National Trust and Savings Association, as trustee (the “Indenture”), as amended and supplemented by that First Supplemental Indenture, dated as of February 1, 1994, between the former Agency and Trustee, as successor to Bank of America National Trust and Savings Association, as trustee (the “First Supplemental Indenture”), a Second Supplemental Indenture between the Former Agency and Trustee, as successor to U.S. Bank Trust National Association, as trustee (the “Second Supplement”), dated as of August 1, 1999, the Third Supplemental Indenture between the Former Agency and Trustee, as successor to Wells Fargo Bank National Association, as trustee (the “Third Supplement”), dated as of August 1, 2001, the Fourth Supplemental Indenture between the Former Agency and Trustee, as successor to Wells Fargo Bank National Association, as trustee (the “Fourth Supplement”), dated as of March 1, 2004 for the purpose of financing and refinancing redevelopment activities with respect to the Redevelopment Project, the Fifth Supplemental Indenture between the Successor Agency and the Trustee, as successor to Wells Fargo Bank, N.A. as trustee (the “Fifth Supplement”), dated July 1, 2014, and a Sixth Supplemental Indenture between the Successor Agency and the Trustee, as successor to Wells Fargo Bank N.A., as trustee (the “Sixth Supplement”) dated October 1, 2016 (collectively with the Indenture, First Supplement, Second Supplement, Third Supplement, Fourth Supplement, Fifth Supplement, the “Original Indenture”); and
ATTACHMENT 1

Resolution No. 2024-XXX - Page 2 of 8
WHEREAS, by implementation of California Assembly Bill X1 26, which amended provisions of the California Redevelopment Law, (found at Health and Safety Code Section 33000, et.seq.) and the California Supreme Court’s decision in California Redevelopment Association v.

Matosantos, the Former Agency was dissolved on February 1, 2012 in accordance with California Assembly Bill X1 26 approved by the Governor of the State of California on June 28, 2011 ("AB 26"), and on February 1, 2012, the Successor Agency, in accordance with and pursuant to AB 26, assumed the duties and obligations set forth in AB 26 for the Former Agency, including, without limitation, the obligations of the Former Agency under the Indenture, the First Supplement, the Second Supplement, the Third Supplement and the Fourth Supplement and related documents to which the Former Agency was a party; and
WHEREAS, Section 34177.5(a)(1) of the Dissolution Act authorizes the Successor Agency to undertake proceedings for the refunding of outstanding bonds and other obligations of the Former Agency, subject to the conditions precedent contained in said Section 34177.5; and WHEREAS, Section 34177.5 authorizes the Successor Agency to issue refunding bonds pursuant to Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code (the “Refunding Law”) for the purpose of achieving debt service savings within the parameters set forth in Section 34177.5(a)(1) (the “Savings Parameters”); and
WHEREAS, the Successor Agency issued its $174,050,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2014 (the “Prior Bonds”) for the purpose of refinancing the certain outstanding bonds of the Former Agency pursuant to the Indenture and the Fifth Supplement; and
WHEREAS, to determine compliance with the Savings Parameters for purposes of the issuance by the Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2025 (the “Refunding Bonds”), the Successor Agency has caused its municipal advisor, Fieldman, Rolapp & Associates, Inc. (the “Municipal Advisor”), to prepare an analysis of the potential savings that will accrue to the Successor Agency and to applicable taxing entities as a result of the use of the proceeds of the Refunding Bonds to repay all or a portion of the Prior Bonds and, thereby, to refund all or a portion of the Prior Bonds (the “Debt Service Savings Analysis”); and WHEREAS, Section 5852.1 of the Government Code of the State of California (“Section 5852.1”) provides that the Successor Agency obtain from an underwriter, financial advisor or private lender and disclose, in a meeting open to the public, prior to authorization of the issuance of the Refunding Bonds, good faith estimates of: (a) the true interest cost of the Refunding Bonds, (b) the finance charge of the Refunding Bonds, meaning the sum of all fees and charges paid to third parties, (c) the amount of proceeds of the Refunding Bonds received less the finance charge described above and any reserves or capitalized interest paid or funded with proceeds of the Bonds and (d) the sum total of all debt service payments on the Refunding Bonds calculated to the final maturity of the Refunding Bonds plus the fees and charges paid to third parties not paid with the proceeds of the Refunding Bonds; and WHEREAS, in accordance with Section 5852.1, the Successor Agency has obtained such good faith estimates from the Municipal Advisor and such estimates are disclosed in Exhibit A attached hereto; and

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Resolution No. SA 2024-001 - Page 3 of 9
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WHEREAS, in order to refund the Prior Bonds, the Successor Agency wishes at this time to approve the issuance of the Refunding Bonds pursuant to the Original Indenture and to approve the form of and authorize the execution and delivery of the Seventh Supplemental Indenture, expected to be dated as of the first day of the month such bonds are issued, by and between the Successor Agency and Computershare Trust Company, N.A., as trustee, providing for the issuance of the Refunding Bonds (the “Seventh Supplemental Indenture”) and the Irrevocable Refunding Instructions (the “Irrevocable Refunding Instructions”); and WHEREAS, in order to provide for the authentication and delivery of the Refunding Bonds, to establish and declare the terms and conditions upon which the Refunding Bonds are to be issued and secured and to secure the payment of the principal thereof and interest and redemption premium (if any) thereon, the Successor Agency and the Trustee have duly authorized the execution and delivery of this Seventh Supplemental Indenture; and WHEREAS, pursuant to Section 34179, an oversight board (the “Oversight Board”) has been established for the Successor Agency; and
WHEREAS, the Successor Agency requests that the Oversight Board approve the issuance of the Refunding Bonds pursuant to this Resolution, the Original Indenture and the Seventh Supplemental Indenture; and
WHEREAS, the Successor Agency further requests that the Oversight Board make certain determinations described below on which the Successor Agency will rely in undertaking the refunding proceedings and the issuance of the Refunding Bonds; and WHEREAS, the Successor Agency has determined to sell the Refunding Bonds on a negotiated basis to Stifel, Nicolaus & Company, Incorporated (the “Underwriter”); and WHEREAS, following approval by the Oversight Board of the issuance of the Refunding Bonds by the Successor Agency and upon submission of the Oversight Board Resolution to the California Department of Finance for its approval of the issuance of the Refunding Bonds, the Successor Agency will, with the assistance of its Disclosure Counsel and the Municipal Advisor, cause to be prepared a form of Official Statement describing the Refunding Bonds and containing material information relating to the Successor Agency and the Refunding Bonds, the preliminary form of which will be submitted to the Successor Agency for approval for distribution by the Underwriter to persons and institutions interested in purchasing the Refunding Bonds.

NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the City Council of the City of Rancho Cucamonga, acting in its capacity as the legislative body of the Successor Agency to the Rancho Cucamonga Redevelopment Agency, as follows:

Section 1.Determination of Savings. The Successor Agency has determined that there are significant potential savings available to the Successor Agency and to applicable taxing entities in compliance with the Savings Parameters by the issuance by the Successor Agency of the Refunding Bonds to provide funds to refund and defease all or a portion of the outstanding Prior Bonds, all as evidenced by the Debt Service Savings Analysis on file with the of the Successor Agency, which Debt Service Savings Analysis is hereby approved.

Section 2.Approval of Issuance of the Bonds. The Successor Agency hereby authorizes and approves the issuance of the Refunding Bonds under Health and Safety

Resolution No. 2024-XXX - Page 4 of 8
Code Section 34177.5, the Refunding Law, the Original Indenture and the Seventh Supplemental Indenture in the aggregate principal amount of not to exceed $96,000,000, provided that the Refunding Bonds are in compliance with the Savings Parameters at the time of sale and delivery.

Section 3. Approval of Seventh Supplemental Indenture. The Successor Agency hereby approves the Seventh Supplemental Indenture prescribing the terms and provisions of the Refunding Bonds and the application of the proceeds of the Refunding Bonds.

Each of the Mayor, as the Chair and presiding officer of the Successor Agency, or the City Manager of the City of Rancho Cucamonga, as the chief administrative officer of the Successor Agency (each, an “Authorized Officer”), is hereby authorized and directed to execute and deliver, and the Secretary of the Successor Agency, is hereby authorized and directed to attest to, the Seventh Supplemental Indenture for and in the name and on behalf of the Successor Agency, in substantially the form on file with the Secretary of the Successor Agency, with such changes therein, deletions therefrom and additions thereto as the Authorized Officer executing the same shall approve, such approval to be conclusively evidenced by the execution and delivery of the Seventh Supplemental Indenture. The Successor Agency hereby authorizes the delivery and performance of the Seventh Supplemental Indenture.

Section 4.Approval of Irrevocable Refunding Instructions. The form of the Irrevocable Refunding Instructions on file with the Secretary is hereby approved and the Authorized Officers are, each acting alone hereby authorized and directed, for and in the name and on behalf of the Successor Agency, to execute and deliver the Irrevocable Refunding Instructions. The Successor Agency hereby authorizes the delivery and performance of its obligations under the Irrevocable Refunding Instructions by the Authorized Officers.

Section 5.Oversight Board Approval of the Issuance of the Bonds. The Successor Agency hereby requests the Oversight Board as authorized by Section 34177.5(f) and Section 34180 to approve the issuance of the Refunding Bonds pursuant to Section 34177.5(a)(1) and this Resolution and the Seventh Supplemental Indenture.

Section 6.Determinations by the Oversight Board. The Successor Agency requests that the Oversight Board make the following determinations upon which the Successor Agency will rely in undertaking the refunding proceedings and the issuance of the Refunding Bonds:
(a) The Successor Agency is authorized, as provided in Section 34177.5(f), to recover its costs related to the issuance of the Refunding Bonds from the proceeds of the Refunding Bonds, including the cost of reimbursing the City for administrative staff time spent with respect to the authorization, issuance, sale and delivery of the Refunding Bonds;
(b) The application of proceeds of the Refunding Bonds by the Successor Agency to the refunding and defeasance of all or a portion of the Prior Bonds, as well as the payment by the Successor Agency of costs of issuance of the Refunding Bonds, as provided in Section 34177.5(a), shall be implemented by the Successor Agency promptly upon sale and delivery of the Refunding Bonds notwithstanding Section 34177.3 or any provision of law to the contrary without the approval of the Oversight Board, the California Department of Finance, the San Bernardino County Auditor-Controller or any other person or entity other than the Successor Agency;

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(c) The Successor Agency shall be entitled to receive its full Administrative Cost Allowance under Section 34181(a)(3) without any deductions with respect to continuing costs related to the Refunding Bonds, such as trustee’s fees, auditing and fiscal consultant fees and continuing disclosure and rating agency costs (collectively, “Continuing Costs of Issuance”), and such Continuing Costs of Issuance shall be payable from property tax revenues pursuant to Section 34183. In addition and as provided by Section 34177.5(f), if the Successor Agency is unable to complete the issuance of the Refunding Bonds for any reason, the Successor Agency shall, nevertheless, be entitled to recover its costs incurred with respect to the refunding proceedings from such property tax revenues pursuant to Section 34183 without reduction in its Administrative Cost Allowance.

Section 7.Filing of Debt Service Savings Analysis and Resolution. The Secretary of the Successor Agency is hereby authorized and directed to file the Debt Service Savings Analysis, together with a certified copy of this Resolution, with the Oversight Board, and, as provided in Section 34180(j) with the San Bernardino County Administrative Officer, the San Bernardino County Auditor-Controller and the California Department of Finance.

Section 8. Sale of Refunding Bonds. The Successor Agency hereby approves the sale of the Refunding Bonds by the Successor Agency to the Underwriter pursuant to the terms of a bond purchase agreement (the “Purchase Contract”) to be entered into with the Underwriter. Following approval by the Oversight Board of the issuance of the Refunding Bonds by the Successor Agency and upon submission of the Oversight Board Resolution to the California Department of Finance, the Successor Agency will, with the assistance of Best Best & Krieger LLP, its Bond Counsel, and the Municipal Advisor, work with the Underwriter to prepare a form of the Purchase Contract, the preliminary form of which will be submitted to the Successor Agency for approval. The Underwriter’s discount (not including issue discount) may not exceed

0.75% of the principal amount of the Refunding Bonds.

Section 9.Issuance of Refunding Bonds in Whole or in Part. It is the intent of the Successor Agency to sell and deliver the Refunding Bonds in whole, provided that there is compliance with the Savings Parameters. However, the Successor Agency will initially authorize the sale and delivery of the Refunding Bonds in whole or, if such Savings Parameters cannot be met with respect to the whole, then in part; provided that the Refunding Bonds so sold and delivered in part are in compliance with the Savings Parameters. The sale and delivery of the Refunding Bonds in part will in each instance provide sufficient funds only for the refunding of that portion of the Refunding Bonds that meet the Savings Parameters. In the event the Refunding Bonds are initially sold in part, the Successor Agency intends to sell and deliver additional parts of the Refunding Bonds pursuant to an additional supplement to the Indenture without the prior approval of the Oversight Board provided that in each such instance the Refunding Bonds so sold and delivered in part are in compliance with the Savings Parameters.

Section 10.Municipal Bond Insurance and Surety Bonds. The Authorized Officers, each acting alone, are hereby authorized and directed to take all actions necessary to obtain a municipal bond insurance policy for the Refunding Bonds and reserve account surety bonds for the Refunding Bonds from a municipal bond insurance company if it is determined, upon consultation with the Municipal Advisor to the Successor Agency and the Underwriter, that such municipal bond insurance policy and/or surety bonds will reduce the true interest cost or increase cash flow savings with respect to the Refunding Bonds.

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Section 11.Approval of Official Statement. Following approval by the Oversight Board of the issuance of the Refunding Bonds by the Successor Agency and upon submission of the Oversight Board Resolution to the California Department of Finance for its approval of the issuance of the Refunding Bonds and the Successor Agency will, with the assistance of their Disclosure Counsel and the Municipal Advisor, cause to be prepared a form of Official Statement describing the Refunding Bonds and containing material information relating to the Successor Agency and the Refunding Bonds, the preliminary form of which will be submitted to the Successor Agency for approval for distribution by the underwriter of the Refunding Bonds to persons and institutions interested in purchasing the Refunding Bonds.

Section 12.Official Actions. The Authorized Officers and any and all other officers of the Successor Agency are hereby authorized and directed, for and in the name and on behalf of the Successor Agency, to do any and all things and take any and all actions, which they, or any of them, may deem necessary or advisable in obtaining the requested approvals by the Oversight Board and the California Department of Finance and in the issuance, sale and delivery of the Refunding Bonds. Whenever in this Resolution any officer of the Successor Agency is directed to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer is absent or unavailable.

Section 13.Effective Date. This Resolution shall take effect immediately upon its adoption.

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PASSED, APPROVED, AND ADOPTED this 2nd day of October, 2024.

AYES:

NOES:

ABSENT:

ABSTAINED:
_________________________________
L. Dennis Michael, Mayor
ATTEST:
___________________________________
Janice C. Reynolds, City Clerk
I, JANICE C. REYNOLDS, CITY CLERK of the City of Rancho Cucamonga, California, do hereby certify that the foregoing was duly passed, approved and adopted by the Successor Agency to the Rancho Cucamonga Redevelopment Agency, at a regular meeting of said Successor Agency held on the 2nd day of October, 2024.

Executed this 2nd day of October, 2024, at Rancho Cucamonga, California. ____________________________
Janice C. Reynolds, Secretary

Resolution No. 2024-XXX - Page 8 of 8

EXHIBIT A

GOOD FAITH ESTIMATES
The good faith estimates set forth herein are provided with respect to the Refunding Bonds in accordance with California Government Code Section 5852.1. Such good faith estimates have been provided to the Successor Agency by the Municipal Advisor in consultation with the Underwriter.

Principal Amount. The Municipal Advisor has informed the Successor Agency that, based on the financing plan and current market conditions, it’s good faith estimate of the aggregate principal amount of the Refunding Bonds to be sold is $90,705,000 (the “Estimated Principal Amount”), which excludes approximately $8,724,300 of net premium estimated to be generated based on current market conditions. Net premium is generated when, on a net aggregate basis for a single issuance of bonds, the price paid for such bonds is higher than the face value of the bonds.

True Interest Cost of the Refunding Bonds. The Municipal Advisor has informed the Successor Agency that, assuming that the Estimated Principal Amount of the Refunding Bonds is sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the true interest cost of the Refunding Bonds, which means the rate necessary to discount the amounts payable on the respective principal and interest payment dates to the purchase price received for the Refunding Bonds, is 2.70%.

Finance Charge of the Refunding Bonds. The Municipal Advisor has informed the Successor Agency that, assuming that the Estimated Principal Amount of the Refunding Bonds is sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the finance charge for the Refunding Bonds, which means the sum of all fees and charges paid to third parties (or costs associated with the Refunding Bonds), is $1,163,203.

Amount of Proceeds to be Received. The Municipal Advisor has informed the Successor Agency that, assuming that the Estimated Principal Amount of the Refunding Bonds is sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the amount of proceeds expected to be received by the Successor Agency, on behalf of the City, for the sale of the Refunding Bonds, less the finance charge of the Refunding Bonds, as estimated above, and any reserves or capitalized interest paid or funded with proceeds of the Refunding Bonds, is $98,266,097.

Total Payment Amount. The Municipal Advisor has informed the Successor Agency that, assuming that the Estimated Principal Amount of the Refunding Bonds is sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the total payment amount, which means the sum total of all payments the Successor Agency will make to pay debt service on the Refunding Bonds, plus the finance charge for the Refunding Bonds, as described above, not paid with the proceeds of the Refunding Bonds, calculated to the final maturity of the Refunding Bonds, is $110,185,913 (excluding any offsets from reserves or capitalized interest).

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Resolution No. SA 2024-001 - Page 9 of 9
5 0
6 1
The foregoing estimates constitute good faith estimates only. The actual principal amount of the Refunding Bonds issued and sold, the true interest cost thereof, the finance charges thereof, the amount of proceeds received therefrom and total payment amount with respect thereto may differ from such good faith estimates due to (a) the actual date of the sale of the Refunding Bonds being different than the date assumed for purposes of such estimates, (b) the actual principal amount of Refunding Bonds sold being different from the Estimated Principal Amount, (c) the actual amortization of the Refunding Bonds being different than the amortization assumed for purposes of such estimates, (d) the actual market interest rates at the time of sale of the Refunding Bonds being different than those estimated for purposes of such estimates, (e) other market conditions, or (f) alterations in the financing plan or finance charges, or a combination of such factors. The actual date of sale of the Refunding Bonds and the actual principal amount of Refunding Bonds sold will be determined by the Successor Agency, on behalf of the City, based on the timing of the need for proceeds of the Refunding Bonds and other factors. The actual interest rates borne by the Refunding Bonds will depend on market interest rates at the time of sale thereof. The actual amortization of the Refunding Bonds will also depend, in part, on market interest rates at the time of sale thereof. Market interest rates are affected by economic and other factors beyond the control of the Successor Agency.

09960.00000\42614389.3

SEVENTH SUPPLEMENTAL INDENTURE
by and between the

SUCCESSOR AGENCY TO THE

RANCHO CUCAMONGA REDEVELOPMENT AGENCY
and

COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION
as Trustee
Dated as of [January 1, 2025]
Relating to
$__________
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2025
ATTACHMENT 2

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TABLE OF CONTENTS
Page
-i-

ARTICLE I

STATUTORY AUTHORITY AND DEFINITIONS
Section 1.01. Authority for Seventh Supplemental Indenture................................................4 Section 1.02. Seventh Supplemental Indenture Constitutes Contract ....................................4 Section 1.03. Definitions ........................................................................................................5

ARTICLE II
THE SERIES 2025 BONDS
Section 2.01. Authorization ..................................................................................................13 Section 2.02. Nature of Series 2025 Bonds ..........................................................................14 Section 2.03. Terms of Series 2025 Bonds...........................................................................14 Section 2.04. Form of Series 2025 Bonds ............................................................................15 Section 2.05. Temporary Series 2025 Bonds........................................................................15 Section 2.06. Interest ............................................................................................................15 Section 2.07. Payment of Series 2025 Bonds.......................................................................16 Section 2.08. Execution of Series 2025 Bonds.....................................................................16 Section 2.09. Transfer of Series 2025 Bonds .......................................................................17 Section 2.10. Exchange of Series 2025 Bonds .....................................................................17 Section 2.11. Series 2025 Bond Register..............................................................................17 Section 2.12. Series 2025 Bonds Mutilated, Lost, Destroyed, or Stolen..............................17 Section 2.13. Redemption of Series 2025 Bonds. ................................................................18

ARTICLE III
ISSUANCE OF SERIES 2025 BONDS; DISPOSITION OF PROCEEDS
Section 3.01. Issuance and Delivery of Series 2025 Bonds .................................................18 Section 3.02. Disposition of Series 2025 Bond Proceeds.....................................................19 Section 3.03. Validity of the Series 2025 Bonds..................................................................20 Section 3.04. Costs of Issuance Fund ...................................................................................20 Section 3.05. Refunding Fund ..............................................................................................20

ARTICLE IV
TAX REVENUES; SPECIAL FUND AND ACCOUNTS
Section 4.01. Receipt, Deposit and Application of Tax Revenues.......................................20 Section 4.02. Funds to be Set Aside in Accounts.................................................................20

ARTICLE V
DISCHARGE OF SEVENTH SUPPLEMENTAL INDENTURE; ADDITIONAL COVENANTS; MISCELLANEOUS
Section 5.01. Punctual Payment ...........................................................................................21 Section 5.02. Continuing Disclosure ....................................................................................21

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TABLE OF CONTENTS
(continued)
Page
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Section 5.03. Limitation on Additional Indebtedness ..........................................................21 Section 5.04. Extension of Payment of Series 2025 Bonds..................................................21 Section 5.05. Payment of Claims..........................................................................................21 Section 5.06. Books and Accounts; Financial Statements....................................................22 Section 5.07. Protection of Security and Rights of Owners .................................................22 Section 5.08. Payments of Taxes and Other Charges...........................................................22 Section 5.09. Maintenance of Tax Revenues........................................................................22 Section 5.10. Compliance with the Law; Recognized Obligation Payment Schedules........23 Section 5.11. Notice of Insufficiency ...................................................................................23 Section 5.12. Tax Covenants Relating to the Series 2025 Bonds.........................................23 Section 5.13. Further Assurances .........................................................................................24 Section 5.14. Unclaimed Moneys.........................................................................................24 Section 5.15. Bank Owned Obligations................................................................................25

ARTICLE VI

BOOK-ENTRY SYSTEM
Section 6.01. Book-Entry System; Limited Obligation of Successor Agency .....................25 Section 6.02. Representation Letter......................................................................................26 Section 6.03. Transfers Outside Book-Entry System ...........................................................26 Section 6.04. Payments to the Nominee ...............................................................................26 Section 6.05. Initial Depository and Nominee......................................................................26

ARTICLE VII
[MUNICIPAL BOND INSURANCE; SURETY POLICY]

ARTICLE VIII
DISCHARGE OF INDENTURE; MISCELLANEOUS
Section 8.01. Discharge of Seventh Supplemental Indenture...............................................27 Section 8.02. Governing Law ...............................................................................................27 Section 8.03. Article and Section Headings and References................................................27 Section 8.04. Execution of Counterparts ..............................................................................27 Section 8.05. Notices and Demands .....................................................................................27 Section 8.06. Ratification of Original Indenture ..................................................................28 Section 8.07. Amendment.....................................................................................................28 Section 8.08. Termination.....................................................................................................28 EXHIBIT A – FORM OF SERIES 2025 BOND.......................................................................A-1

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1 INDENTURE OF TRUST
THIS SEVENTH SUPPLEMENTAL INDENTURE is made and entered into as of [January 1, 2025], by and between the SUCCESSOR AGENCY TO THE RANCHO CUCAMONGA REDEVELOPMENT AGENCY, a public entity created and existing under, and by virtue of the laws of the State of California (the “Successor Agency”) as Successor to the Rancho Cucamonga Redevelopment Agency (the “Former Agency”), and COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America and authorized to accept and execute trusts of the character herein set out with its principal corporate trust office located in St. Paul, Minnesota, as trustee (the “Trustee”).

WHEREAS, the Rancho Cucamonga Redevelopment Agency (the “Former Agency”) was a public body, corporate and politic, duly established and authorized to transact business and exercise powers under and pursuant to the provisions of the Community Redevelopment Law of the State of California, constituting Part 1 of Division 24 of the Health and Safety Code of the State (the “Redevelopment Law”);
WHEREAS, a plan for the redevelopment project known and designated as the “Rancho Project Area Rancho Cucamonga Redevelopment Agency Plan” (the “Redevelopment Plan”) for that certain project area described in the Redevelopment Plan (the “Project Area”) was adopted and approved by Resolution No. RA 81-14 on December 23, 1981, as amended pursuant to Ordinance No. 316A on August 13, 1987, Ordinance No. 537 on November 16, 1994, Ordinance No. 657 on June 20, 2001, and Ordinance No. 674 on January 16, 2002, and all requirements of law for and precedent to the adoption and approval of the Redevelopment Plan have been duly complied with; and
WHEREAS, for the purpose of financing and refinancing activities of the Former Agency through the issuance of bonds, the Former Agency previously entered into that certain Trust Indenture, dated as of March 1, 1990, between the former Agency and Trustee, as successor to Bank of America National Trust and Savings Association, as amended and supplemented by the First Supplemental Indenture between the Former Agency and the Trustee, as successor to Bank of America National Trust and Savings Association, as trustee (the “First Supplemental Indenture”), dated as of February 1, 1994; the Second Supplemental Indenture between the Former Agency and the Trustee, as successor to U.S. Bank Trust National Association, as trustee (the “Second Supplemental Indenture”), dated as of August 1, 1999; the Third Supplemental Indenture between the Former Agency and the Trustee, as successor to Wells Fargo Bank National Association, as trustee (the “Third Supplemental Indenture”), dated as of August 1, 2001; the Fourth Supplemental Indenture between the Former Agency and Trustee, as successor to Wells Fargo Bank National Association, as trustee (the “Fourth Supplemental Indenture”), dated as of March 1, 2004; the Fifth Supplemental Indenture between the Successor Agency and the Trustee, as successor to Wells Fargo Bank, N.A., as trustee (the “Fifth Supplemental Indenture”), dated July 1, 2014; and the Sixth Supplemental Indenture between the Successor Agency and the Trustee, as successor to Wells Fargo Bank, N.A., as trustee (the “Sixth Supplemental Indenture”) dated October 1, 2016 (collectively, the “Original Indenture”), and

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2 WHEREAS, by implementation of California Assembly Bill X1 26, which amended provisions of the California Redevelopment Law, (found at Health and Safety Code Section 33000, et.seq.) and the California Supreme Court’s decision in California Redevelopment Association v.

Matosantos, the Former Agency was dissolved on February 1, 2012 in accordance with California Assembly Bill X1 26 approved by the Governor of the State of California on June 28, 2011 ("AB 26"), and on February 1, 2012, the Successor Agency, in accordance with and pursuant to AB 26, assumed the duties and obligations set forth in AB 26 for the Former Agency, including, without limitation, the obligations of the Former Agency under the Indenture, the First Supplement, the Second Supplement, the Third Supplement and the Fourth Supplement and related documents to which the Former Agency was a party; and
WHEREAS, Section 34177.5(a)(1) of the Dissolution Act authorizes the Successor Agency to undertake proceedings for the refunding of outstanding bonds and other obligations of the Former Agency, subject to the conditions precedent contained in said Section 34177.5; and WHEREAS, said Section 34177.5 also authorizes the Successor Agency to issue bonds pursuant to Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code (the “Refunding Law”) for the purpose of achieving debt service savings within the parameters set forth in said Section 34177.5; and WHEREAS, the Successor Agency issued its $174,050,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2014 (the “Prior Bonds”) for the purpose of refinancing the certain outstanding bonds of the Former Agency pursuant to the Indenture and a Fifth Supplement; and WHEREAS, the Successor Agency issued its $56,860,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2016 for the purpose of refinancing the Former Agency’s $73,305,000 Rancho Redevelopment Project Housing Set-Aside Tax Allocation Bonds 2007 Series A Bonds pursuant to the Indenture and the Sixth Supplement; and WHEREAS, the Successor Agency has determined that it will achieve debt service savings within such parameters by the issuance pursuant to the Redevelopment Law, the Dissolution Act, and the Refunding Law of its $__________ aggregate principal amount of Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2025 (the “Series 2025 Bonds”) in order to refund, on a current basis, the outstanding Prior Bonds; and
WHEREAS, in order to provide for the authentication and delivery of the Series 2025 Bonds, to establish and declare the terms and conditions upon which the Series 2025 Bonds are to be issued and secured and to secure the payment of the principal thereof and interest and redemption premium (if any) thereon, the Successor Agency and the Trustee have duly authorized the execution and delivery of this Seventh Supplemental Indenture; and WHEREAS, all acts and proceedings required by law necessary to make the Series 2025 Bonds when executed by the Successor Agency, and authenticated and delivered by the Trustee, the valid, binding and legal special obligations of the Successor Agency, and to constitute this

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3 Seventh Supplemental Indenture a legal, valid and binding agreement for the uses and purposes herein set forth in accordance with its terms, have been done or taken; and WHEREAS, all conditions set forth in Section 3.05 of the Original Indenture for the issuance of parity bonds have been satisfied; and
WHEREAS, pursuant to the Resolution, the Successor Agency has determined to issue the Series 2025 Bonds and to enter into this Seventh Supplemental Indenture to secure the Series 2025 Bonds by a pledge and assignment of the Tax Revenues and certain proceeds of the Series 2025 Bonds; and
WHEREAS, all things necessary to cause the Series 2025 Bonds, when authenticated by the Trustee and issued as in this Seventh Supplemental Indenture provided, to be valid, binding and legal special obligations of the Successor Agency enforceable in accordance with their terms, and to constitute this Seventh Supplemental Indenture a valid assignment and pledge of the Tax Revenues pledged to the payment of principal of and interest and any redemption premium on the Series 2025 Bonds, and all things necessary to cause the creation, execution and delivery of this Seventh Supplemental Indenture and the creation, execution and issuance of the Series 2025 Bonds, subject to the terms hereof, have in all respects been duly authorized.

NOW, THEREFORE, THIS SEVENTH SUPPLEMENTAL INDENTURE
WITNESSETH:

GRANTING CLAUSES
The Successor Agency, in consideration of the premises and the acceptance by the Trustee of the trusts hereby created and of the purchase and acceptance of the Series 2025 Bonds by the Owners thereof, and for other good and valuable consideration, the receipt of which is hereby acknowledged, in order to secure the payment of the principal of and interest and any redemption premium on the Series 2025 Bonds and any Parity Bonds (as defined herein) according to their tenor and effect and to secure the performance and observance by the Successor Agency of all of the covenants expressed or implied herein and in the Series 2025 Bonds and any Parity Bonds, does hereby assign and pledge unto, and grant a security interest in the following (the “Trust Estate”) to Computershare Trust Company, N.A., as Trustee, and its successors in trust and assigns forever, for the securing of the performance of the obligations of the Successor Agency hereinafter set forth:

GRANTING CLAUSE FIRST
All right, title and interest of the Successor Agency in and to the Tax Revenues including but without limiting the generality of the foregoing, the present and continuing right to make claim for, collect, receive and receipt for any Tax Revenues payable to or receivable by the Successor Agency under the Constitution of this State, the Redevelopment Law, the Dissolution Act and any other applicable laws of this State or otherwise, to bring actions and proceedings thereunder for the enforcement thereof, and to do any and all things which the Successor Agency is or may become entitled to do thereunder, subject to the terms hereof.

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4 GRANTING CLAUSE SECOND
All moneys and securities and all other rights of every name and nature from time to time herein or hereafter by delivery or by writing of any kind pledge, assigned or transferred as and for additional security hereunder to the Trustee by the Successor Agency or by anyone in its behalf, or with its written consent, and to hold and apply the same, subject to the terms hereof; TO HAVE AND TO HOLD all and singular the Trust Estate, whether now owned or hereafter acquired, unto the Trustee and its respective successors in trust and assigns forever for the benefit of the Owners and such pledge shall constitute a lien on and security interest in such Trust Estate; IN TRUST NEVERTHELESS, upon the terms and trusts herein set forth for the equal and proportionate benefit, security and protection of all present and future Owners of the Series 2025 Bonds and any Parity Bonds issued under and secured by the Indenture without privilege, priority or distinction as to the lien or otherwise of any of the Series 2025 Bonds over any of the other Series 2025 Bonds or any Parity Bonds;
PROVIDED, HOWEVER, that if the Successor Agency, its successors or assigns shall well and truly pay, or cause to be paid, the principal of and interest and any redemption premium on the Series 2025 Bonds and any Parity Bonds due or to become due thereon, at the times and in the manner provided in the Series 2025 Bonds and the Parity Bonds according to the true intent and meaning thereof, and shall well and truly keep, perform and observe all the covenants and conditions pursuant to the terms of the Indenture to be kept, performed and observed by it, and shall pay or cause to be paid to the Trustee all sums of money due or to become due in accordance with the terms and provisions hereof, then upon such final payments or deposits as herein provided, the Indenture and the rights thereby granted shall cease, terminate and be void; otherwise the Indenture shall remain in full force and effect.

THIS SEVENTH SUPPLEMENTAL INDENTURE FURTHER WITNESSETH, and it is expressly declared, that all Series 2025 Bonds issued and secured hereunder are to be issued, authenticated and delivered, and all said property, rights and interests, including, without limitation, the Tax Revenues hereby assigned and pledged, are to be dealt with and disposed of, under, upon and subject to the terms, conditions, stipulations, covenants, agreements, trusts, uses and purposes hereinafter expressed, and the Successor Agency has agreed and covenanted, and does hereby agree and covenant, with the Trustee and with the respective Owners, from time to time, of the Series 2025 Bonds, or any part thereof, as follows:

ARTICLE I

STATUTORY AUTHORITY AND DEFINITIONS
Section 1.01. Authority for Seventh Supplemental Indenture. This Seventh Supplemental Indenture is entered into pursuant to the provisions of the Redevelopment Law, the Dissolution Act and the Refunding Law, the Original Indenture and the Resolution.

Section 1.02. Seventh Supplemental Indenture Constitutes Contract. In consideration of the purchase and acceptance of any and all of the Series 2025 Bonds issued hereunder by those who shall hold the same from time to time, this shall be deemed to be and shall

09960.00000\42614389.3
5 constitute a contract among the Successor Agency, the Trustee and the Owners of the Series 2025 Bonds and any Parity Bonds. The pledge made in the Indenture and the provisions, covenants and agreements herein set forth to be performed by or on behalf of the Successor Agency shall be for the equal benefit, protection and security of the Owners of any and all of the Series 2025 Bonds, and any Parity Bonds. All of the Series 2025 Bonds and any Parity Bonds, without regard to the time or times of their issuance or maturity, shall be of equal rank without preference, priority or distinction of any such bonds over any other thereof, except as expressly provided in or permitted by the.

Section 1.03. Definitions. Except as provided by this Seventh Supplemental Indenture, all terms which are defined in Section 1.01 of the Original Indenture shall have the same meanings, respectively, in this Seventh Supplemental Indenture. All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Original Indenture, or as provided in any supplemental indenture. The following modifications and additional terms shall, for all purposes of this Seventh Supplemental Indenture, have the following meanings:
[Bond Insurer
“Bond Insurer” means _____________, or any successor thereto or assignee thereof, as the issuer of the Series 2025 Bonds Insurance Policy and the Series 2025 Bonds Surety Bond (as such term is defined in the Successor Agency Bonds Indenture).] Business Day
“Business Day” means any day other than a Saturday, a Sunday or a day on which banking institutions in Los Angeles, California, San Francisco, California or St. Paul, Minnesota are authorized or obligated by law to be closed.

Closing Date
“Closing Date” means, with respect to the Series 2025 Bonds, the date on which the Series 2025 Bonds are delivered by the Successor Agency to the Original Purchaser.

Continuing Disclosure Certificate
“Continuing Disclosure Certificate” means that certain Continuing Disclosure Certificate, if any, executed by the Successor Agency, as originally executed and as it may be amended from time to time in accordance with the terms thereof.

Costs of Issuance
“Costs of Issuance” means items of expense payable or reimbursable directly or indirectly by the Successor Agency and related to the authorization, sale and issuance of the Series 2025 Bonds, which items of expense shall include, but not be limited to, printing costs, costs of reproducing and binding documents, closing costs, filing and recording fees, initial fees, expenses and charges of the Trustee including its first annual administration fee, expenses incurred by the Successor Agency in connection with the issuance of the Series 2025 Bonds, fees, expenses and charges of the Trustee for paying and redeeming the outstanding Prior Bonds pursuant to Section

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6 2.13 of the Fifth Supplemental Indenture and the Refunding Instructions, underwriter’s discount, original issue discount, legal fees and charges, including bond counsel and financial consultants fees, costs of cash flow verification, premiums for any municipal bond insurance policy that may be purchased and for any reserve account Surety Bond the Successor Agency may purchase, rating agency fees, charges for execution, transportation and safekeeping of the Series 2025 Bonds and other costs, charges and fees in connection with the original issuance of the Series 2025 Bonds or any other expense directed by the Successor Agency to be paid from moneys in the Costs of Issuance Fund.

Costs of Issuance Fund
“Costs of Issuance Fund” means the fund by that name established by Section 3.04.

Depository
“Depository” means The Depository Trust Company, New York, New York, and its successors and assigns as securities depository for the Series 2025 Bonds, or any other securities depository acting as Depository under Article VI hereof.

Dissolution Act
“Dissolution Act” means the provisions of Assembly Bill X1 26, signed by the Governor June 28, 2011, and filed with the Secretary of State June 29, 2011, consisting of Part 1.8 (commencing with Section 34161) and Part 1.85 (commencing with Section 34170) of Division 24 of the California Health and Safety Code, as amended by Assembly Bill 1484, signed by the Governor on June 27, 2012, and filed with the Secretary of State on June 27, 2012, and as amended by Senate Bill 107, signed by the Governor on September 22, 2015, and filed with the Secretary of State on September 22, 2015.

DOF
“DOF” means the California Department of Finance.

First Supplemental Indenture
“First Supplemental Indenture” means the First Supplemental Indenture dated as of January 1, 1994, entered into by and between the Former Agency and Trustee, as successor to Bank of America National Trust and Savings Association, as trustee.

Fifth Supplemental Indenture
“Fifth Supplemental Indenture” means the Fifth Supplemental Indenture, dated as of July 1, 2014, entered into by and between the Successor Agency and Trustee, as successor to Wells Fargo Bank, N.A., as trustee.

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7 Former Agency
“Former Agency” means the Rancho Cucamonga Redevelopment Agency, a public body corporate and politic duly organized and formerly existing under the Law and dissolved in accordance with the Dissolution Act.

Fourth Supplemental Indenture
“Fourth Supplemental Indenture” means the Fourth Supplemental Indenture, dated as of March 1, 2004, by and between the Former Agency and Trustee, as successor to Wells Fargo Bank, National Association, as trustee.

Housing Obligations
“Housing Obligations” means, collectively, the Former Agency’s (i) 1997 Loan Agreement (ii) 2007B Bonds, and (ii) the Housing Pledge Agreement.

Housing Pledge Agreement
“Housing Pledge Agreement” means that Subordination Agreement (1994 Pledge Agreement, as Amended) dated as of November 8, 2007, between the Former Agency and National Community Renaissance of California.

Indenture
“Indenture” means collectively the Original Indenture and the Seventh Supplemental Indenture.

Independent Accountant
“Independent Accountant” means any accountant or firm of such accountants duly licensed or registered or entitled to practice and practicing as such under the laws of the State, appointed by or acceptable to the Successor Agency, and who, or each of whom: (a) is in fact independent and not under domination of the Successor Agency; (b) does not have any substantial interest, direct or indirect, with the Successor Agency; and (c) is not connected with the Successor Agency as an officer or employee of the Successor Agency, but who may be regularly retained to make reports to the Successor Agency.

Independent Fiscal Consultant
“Independent Fiscal Consultant” means any consultant or firm of such consultants appointed by or acceptable to the Successor Agency and who, or each of whom: (a) is judged by the Successor Agency to have experience in matters relating to the financing of redevelopment projects; (b) is in fact independent and not under domination of the Successor Agency; and (c) is not connected with the Successor Agency as an officer or employee of the Successor Agency, but who may be regularly retained to make reports to the Successor Agency.

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8 Information Services
“Information Services” means “EMMA” or the “Electronic Municipal Market Access” system of the Municipal Securities Rulemaking Board; or, in accordance with then-current guidelines of the Securities and Exchange Commission, such other services providing information with respect to called bonds as the Successor Agency may designate in a Written Certificate of the Successor Agency delivered to the Trustee.

Insurance Policy
“Insurance Policy” means the municipal bond insurance policy no. ___________ issued by the Bond Insurer guaranteeing the scheduled payment of principal of and interest on the Series 2025 Bonds when due.

Interest Payment Date
“Interest Payment Date” means March 1 and September 1 of each year, provided that the first Interest Payment Date with respect to the Series 2025 Bonds shall be March 1, 2025.

Low and Moderate Income Housing Fund
“Low and Moderate Income Housing Fund” means the fund of the Successor Agency by that name established pursuant to Section 33334.3 of the Redevelopment Law.

Maximum Annual Debt Service
“Maximum Annual Debt Service means, as of any date of calculation, the largest amount of Annual Debt Service for the current or any future Bond Year on the Series 2025 Bonds.

Moody’s
“Moody’s” means Moody’s Investors Service and its successors and assigns. 1997 Loan Agreement
“1997 Loan Agreement” means, collectively, that certain Loan Agreement dated as of December 15, 1997 by and among the Agency, Northtown Housing Development Corporation (“Northtown”) and Pacific Life Insurance Company and that certain Guaranty Reimbursement Agreement dated as of December 15, 1997 by and among the Agency, Northtown and MBIA Insurance Corporation, as successor in interest to Capital Markets Assurance Corporation.

Nominee
“Nominee” means the nominee of the Depository, which may be the Cede & Co., as determined from time to time pursuant to Article VI hereof.

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9 Office
“Office” means, with respect to the Trustee, the corporate trust office of the Trustee at 1505 Energy Park Drive, St. Paul, Minnesota, 55108, or at such other or additional offices as may be specified by the Trustee in writing to the Successor Agency, provided that for the purposes of maintenance of the Registration Books and presentation of Bonds for transfer, exchange or payment such term shall mean the office of the Trustee at which it conducts its corporate agency business.

Original Indenture
“Original Indenture” means the Trust Indenture dated as of March 1, 1990, entered into by and between the Former Agency and Bank of America National Trust and Savings Association, as trustee, as supplemented by the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture the Fifth Supplemental Indenture, and the Sixth Supplemental Indenture.

Original Purchaser
“Original Purchaser” means Stifel, Nicolaus & Company, Incorporated as original purchaser of the Series 2025 Bonds.

Oversight Board
“Oversight Board” means the oversight board duly constituted from time to time pursuant to Section 34179 of the Dissolution Act.

Parity Bonds
“Parity Bonds” means the 2016 Bonds and any bonds, notes, loans, advances or other indebtedness issued or incurred by the Agency on a parity with the Series 2025 Bonds in accordance with Sections 3.05, as amended and restated herein, and 3.06 of the Original Indenture.

Participants
“Participants” means those broker dealers, banks and other financial institutions from time to time for which the Depository holds Series 2025 Bonds as securities depository.

Pass-Through Agreements
“Pass-Through Agreements” mean certain contractual and statutory obligations secured by a pledge or lien on Tax Revenues superior to the lien securing the Series 2025 Bonds and any Parity Bonds, as set forth in the agreements listed below:
(a) Agreement for Cooperation between Inland Empire Utilities Agency (formerly the Chino Basin Municipal Water District, Redevelopment Agency of the City of Rancho Cucamonga and the City of Rancho Cucamonga, dated March 24, 1982;

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10 (b) Agreement Regarding the Rancho Redevelopment Project dated February 21, 1982, between the City of Rancho Cucamonga, the Rancho Cucamonga Redevelopment Agency, and the County of San Bernardino acting on behalf of itself, the County Free Library, and the San Bernardino County Flood Control District; (c) Agreement for Cooperation among the Cucamonga Valley Water District (formerly Cucamonga County Water District), the Redevelopment Agency of the City of Rancho Cucamonga and the City of Rancho Cucamonga entered into on April 7, 1982; and (d) Agreement for Cooperation among the Rancho Cucamonga Fire Protection District (formerly the Foothill Fire Protection District), the Redevelopment Agency of the City of Rancho Cucamonga and the City of Rancho Cucamonga entered into on April 22, 1982.
(e) [Settlement Agreements among the Agency and the Chaffey Joint Union High School District, the Central School District, the Cucamonga Elementary School District and the Etiwanda School District, each dated in 2001, and the Alta Loma School District dated August 6, 1987].

Prior Bonds
“Prior Bonds” means the $174,050,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2014
Record Date
“Record Date” means Record Date as defined in the Original Indenture as “with respect to any Interest Payment Date, the close of business the fifteenth (15th) calendar day of the month preceding such Interest Payment Date, whether or not such day is a Business Day.” Recognized Obligation Payment Schedule or ROPS
“Recognized Obligation Payment Schedule” or “ROPS” means a Recognized Obligation Payment Schedule, each prepared and approved from time to time pursuant to subdivision (l) of Section 34177 of the California Health and Safety Code.

Redevelopment Law
“Redevelopment Law” means the Community Redevelopment Law of the State, constituting Part 1 of Division 24 of the Health and Safety Code of the State, and the acts amendatory thereof and supplemental thereto.

Redevelopment Obligation Retirement Fund
“Redevelopment Obligation Retirement Fund” means the fund by that name established pursuant to California Health and Safety Code Section 34170.5(b) and administered by the Successor Agency.

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11 Redevelopment Plan
“Redevelopment Plan” means the “Rancho Redevelopment Project of the Rancho Cucamonga Redevelopment Agency Plan” approved and adopted by the City by Ordinance No. 145, and includes any amendment thereof made pursuant to the Redevelopment Law.

Redevelopment Property Tax Trust Fund
“Redevelopment Property Tax Trust Fund” or “RPTTF” means the fund by that name established pursuant to Health & Safety Code Sections 34170.5(a) and 34172(c) and administered by the County auditor-controller.

Redevelopment Project
“Redevelopment Project” means the undertaking of the Successor Agency to redevelop the Project Area in accordance with the Redevelopment Plan.

Refunding Fund
“Refunding Fund” means the Series 2025 Refunding Fund established and held by the Trustee pursuant to Section 3.05.

Refunding Instructions
“Refunding Instructions” means the Refunding Instructions, dated as of __________, 2025, of the Successor Agency to the Trustee to defease and redeem the Prior Bonds.

Refunding Law
“Refunding Law” means Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State, and the acts amendatory thereof and supplemented thereto.

Representation Letter
“Representation Letter” means a representation letter from the Agency and the Trustee to the Depository, as described in Section 6.02.

Reserve Requirement
“Reserve Requirement” means, with respect to the Series 2025 Bonds as of the Closing Date, the least of (i) ten percent (10%) of the original issue price of the Series 2025 Bonds, (ii) Maximum Annual Debt Service with respect to the Series 2025Bonds, or (iii) 125% of average Annual Debt Service on the Series 2025 Bonds; provided further that the Successor Agency may meet all or a portion of the Reserve Requirement by depositing a Surety Bond or insurance policy meeting the requirements of Section 3.02(a) hereof.

On any date of calculation, the Reserve Requirement may be reduced to meet the lesser of the three tests stated above.

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12 Resolution
“Resolution” means Resolution No. ___ adopted [October 2], 2024 by Successor Agency authorizing the issuance of the Series 2025 Bonds.

S&P
“S&P” means Standard & Poor’s Ratings Services, a service of Standard & Poor’s Finance Services LLC, a part of McGraw Hill Financial, and its successors and assigns.

Second Supplemental Indenture
“Second Supplemental Indenture” means the Second Supplemental Indenture, dated as of August 1, 1999, entered into by and between the Former Agency and Trustee, as successor to U.S.

Bank Trust National Association, as trustee.

Sixth Supplemental Indenture
“Sixth Supplemental Indenture” means the Sixth Supplemental Indenture, dated as of October 1, 2016, entered into by and between the Successor Agency and Trustee, as successor to Wells Fargo Bank, N.A., as trustee.
[Series 2025 Insured Bonds
“Series 2025 Insured Bonds” means the Series 2025 Bonds maturing September 1, 20__ through and including September 1, 20__.]
Seventh Supplemental Indenture
“Seventh Supplemental Indenture” means this Seventh Supplemental Indenture.

Successor Agency or Agency
“Successor Agency” or “Agency” shall mean the City of Rancho Cucamonga as Successor Agency to the Rancho Cucamonga Redevelopment Agency.
[Surety Bond
“Surety Bond” means the municipal bond debt service reserve insurance policy issued as Policy Number ______ deposited into the Series 2025 Bonds Reserve Subaccount related to the Series 2025 Bonds, issued by the Bond Insurer.]
Tax Revenues
“Tax Revenues” means all moneys deposited from time to time in the Redevelopment Property Tax Trust Fund as provided in Section 34183(a)(2) of the Dissolution Act, excluding (i) all other amounts which prior to the adoption of the Dissolution Act were required to be deposited into the Former Agency’s Low and Moderate Income Housing Fund pursuant to Sections 33334.2, 33334.3 and 33334.6 of the Redevelopment Law, to the extent required to pay debt service on the

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13 Housing Obligations, and (ii) amounts which are required to be paid to any other public agency under Pass-Through Agreements, or pursuant to Section 33607.7 of the Redevelopment Law, except and to the extent that any amounts so payable are payable on a basis subordinate to the payment of the Bonds, any additional Parity Debt, as applicable. If and to the extent that the provision of Section 34172 or Section 34183(a)(2) are invalidated by a final judicial decision, then Tax Revenues means all taxes annually allocated to the Agency with respect to the Project Area following the Closing Date, pursuant to Article 6 of Chapter 6 (commencing with Section 33670) of the Law and Section 16 of Article XVI of the Constitution of the State, or pursuant to other applicable State laws, and as provided in the Redevelopment Plan, including all payments, subventions and reimbursements (if any) to the Agency specifically attributable to ad valorem taxes lost by reason of tax exemptions and tax rate limitations and including that portion of such taxes otherwise required by Section 33334.2 of the Law to be deposited in the Low and Moderate Income Housing Fund of the Agency established pursuant to Section 33334.3 of the Law, but only to the extent necessary to repay that portion of the proceeds, if any, of any Parity Bonds (including applicable reserves and financing costs) used to increase or improve the supply of low and moderate income housing within or of benefit to the Project Area; but excluding all other amounts of such taxes required to be deposited into the Low and Moderate Income Housing Fund and excluding amounts payable to entities other than the Agency under and pursuant to pass through agreements or similar tax sharing agreements entered into pursuant to Section 33401 of the Law existing on the Closing Date.

Third Supplemental Indenture
“Third Supplemental Indenture” means the Third Supplemental Indenture dated as of August 1, 2001 entered into by and between the Agency and Trustee, as the successor to Wells Fargo Bank, National Association, as trustee.
2007B Bonds
“2007B Bonds” mean the $82,315,000 Housing Set Aside Tax Allocation Bonds Taxable 2007 Series B issued pursuant to the 2007 Indenture.
2007 Indenture
“2007 Indenture” means the Trust Indenture dated as of December 1, 2007, by and between the Former Agency and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee.
2016 Bonds
“2016 Bonds” mean the $56,860,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2016.

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14 ARTICLE II
THE SERIES 2025 BONDS
Section 2.01. Authorization. Under and pursuant to the Redevelopment Law, Dissolution Act, the Refunding Law, the Resolution, the Indenture, the Series 2025 Bonds in the principal amount of $__________ shall be issued by the Agency for the purpose of providing funds to pay costs of the Redevelopment Project, and for other purposes related thereto as hereinafter provided.

This Seventh Supplemental Indenture constitutes a continuing agreement with the Owners of all of the Series 2025 Bonds to secure the full and final payment of principal and premiums, if any, and the interest on all Series 2025 Bonds, subject to the covenants, agreements, provisions and conditions herein contained. The Series 2025 Bonds shall be designated the “Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Tax Allocation Refunding Bonds, Series 2025.”
Section 2.02. Nature of Series 2025 Bonds. The Series 2025 Bonds, together with any Parity Bonds, shall be special obligations of the Successor Agency secured by an irrevocable and first pledge of, and payable as to principal, interest and premium, if any, from, Tax Revenues, certain investment income earned on funds on deposit in the Series 2025 Bonds Reserve Subaccount of the Reserve Account (with respect to the Series 2025 Bonds only), and other funds as provided in Sections 5.02, 5.03 and 5.04 of the Original Indenture, as amended. The Series 2025 Bonds, the interest thereon, and any premiums payable upon the redemption of any thereof, are not a debt of the City, the State or any of its political subdivisions and neither the City, the State nor any of its political subdivisions is liable on them, nor in any event shall the Series 2025 Bonds or interest be payable out of any funds or properties other than those of the Successor Agency as in this Seventh Supplemental Indenture and the Original Indenture set forth. The Series 2025 Bonds do not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. Neither the members of the Successor Agency nor any persons executing the Series 2025 Bonds are liable personally on the Series 2025 Bonds by reason of their issuance.

The Series 2025 Bonds shall be and are equally secured, together with any Parity Bonds, by an irrevocable and first pledge of Tax Revenues and other moneys as hereinafter provided, without priority for number, date of sale, date of execution, or date of delivery, except as expressly provided herein.

The validity of the Series 2025 Bonds is not and shall not be dependent upon the completion of the Redevelopment Project or upon the performance by anyone of his or her obligation relative to the Redevelopment Project.

Nothing in this Seventh Supplemental Indenture or the Original Indenture shall preclude the redemption and payment of the Series 2025 Bonds prior to maturity (subject to the provisions of Section 2.13 of this Seventh Supplemental Indenture), or the payment thereof at maturity, from the proceeds of refunding bonds issued pursuant to law. Nothing in this Seventh Supplemental Indenture or the Original Indenture shall prevent the Successor Agency from making advances of its own moneys howsoever derived to any of the uses and purposes mentioned in this Seventh Supplemental Indenture or the Original Indenture.

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15 Section 2.03. Terms of Series 2025 Bonds.
(a) The Series 2025 Bonds shall be issued as fully registered bonds without coupons in the denomination of $5,000 or any integral multiple thereof, but in an amount not to exceed the aggregate principal amount of Series 2025 Bonds maturing in the year of maturity of the Series 2025 Bond for which the denomination is specified. Series 2025 Bonds shall be numbered by the Trustee in such manner as it shall in its discretion determine. (b) Date of Series 2025 Bonds. The Series 2025 Bonds shall be dated as of the date of delivery thereof to the original purchasers.
(c) CUSIP Identification Numbers. “CUSIP” identification numbers shall be imprinted on the Series 2025 Bonds, but such numbers shall not constitute a part of the contract evidenced by the Series 2025 Bonds and any error or omission with respect thereto shall not constitute cause for refusal of any purchaser to accept delivery of and pay for the Series 2025 Bonds. In addition, failure on the part of the Agency to use such CUSIP numbers in any notice to Owners of the Series 2025 Bonds shall not constitute an event of default or any violation of the Agency’s contract with such Owners.
(d) Maturity. The Series 2025 Bonds shall bear interest and shall mature and become payable on September 1 of each year, as follows:

Maturity Date
(September 1)
Principal
Amount
Interest
Rate
2025
2026
2027
2028
2029
2030
2031
2032
Section 2.04. Form of Series 2025 Bonds. The Series 2025 Bonds shall be substantially in the form attached hereto and by this reference incorporated herein, as Exhibit A. Such form is hereby approved and adopted as the form of such Series 2025 Bonds, and of the redemption, exchange, registration and assignment provisions pertaining thereto, with necessary or appropriate variations, omissions and insertions as permitted or required by this Seventh Supplemental Indenture.

Section 2.05. Temporary Series 2025 Bonds. Any Series 2025 Bonds issued pursuant to this Seventh Supplemental Indenture may be initially issued in temporary form (the “Temporary Series 2025 Bonds”) exchangeable for definitive Series 2025 Bonds when the same arc ready for delivery. The Temporary Series 2025 Bonds may be printed, lithographed or typewritten, shall be of such denominations as may be determined by the Successor Agency and may contain such reference to any of the provisions of this Seventh Supplemental Indenture and the Original Indenture as may be appropriate. Every Temporary Series 2025 Bond shall be executed upon the

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16 same conditions and in substantially the same form and manner as the definitive Series 2025 Bonds. If the Successor Agency issues Temporary Series 2025 Bonds, it will execute and furnish definitive Series 2025 Bonds without delay, and, thereupon, the Temporary Series 2025 Bonds shall be surrendered for cancellation at the principal corporate trust office of the Trustee in St.

Paul, Minnesota, and the Trustee shall deliver in exchange for such Temporary Series 2025 Bonds an equal aggregate principal amount of definitive Series 2025 Bonds of authorized denominations of the same maturity or maturities. Until so exchanged, the Temporary Series 2025 Bonds shall be entitled to the same benefits under this Seventh Supplemental Indenture as definitive Series 2025 Bonds of this same issue delivered hereunder.

Section 2.06. Interest. The Series 2025 Bonds shall bear interest calculated on the basis of a 360 day year comprised of twelve 30 day months at the rates set forth in Section 2.03(d) payable semiannually on March 1 and September 1 of each year, commencing on March 1, 2025.

Each Series 2025 Bond shall bear interest until the principal sum thereof has been paid; provided, however, that if at the maturity date of any Series 2025 Bond, or if the same has been duly called for redemption, then at the date fixed for redemption, provided moneys are available for the payment or redemption thereof in full accordance with the terms of this Seventh Supplemental Indenture, said Series 2025 Bond shall then cease to bear interest.

Each Series 2025 Bond shall bear interest from the Interest Payment Date next preceding the date of authentication thereof unless: (i) it is authenticated as of an Interest Payment Date, in which event it shall bear interest from such Interest Payment Date, or (ii) it is authenticated on or before February 15, 2025 in which event it shall bear interest from its dated date or (iii) it is authenticated after a Record Date and on or before the following Interest Payment Date, in which event it shall bear interest from such Interest Payment Date; provided, however, that if at the time of authentication of a Series 2025 Bond, interest is in default thereon, such Series 2025 Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for a payment thereon.

Section 2.07. Payment of Series 2025 Bonds. The Series 2025 Bonds shall be payable in lawful money of the United States of America at the principal corporate trust office of the Trustee in St. Paul, Minnesota. Subject to Section 2.13 hereof, interest on the Series 2025 Bonds shall be paid by check mailed by first class mail to the persons whose names appear on the bond registration books of the Trustee as the Owners of such Series 2025 Bonds at the close of business on the Record Date at such persons’ addresses as they appear on such registration books kept by the Trustee or by wire transfer to owners of $1,000,000 or more in aggregate principal amount of Series 2025 Bonds at such wire transfer address as such owner shall specify in a written notice requesting payment by wire transfer delivered to the Trustee not later than the Record Date.

Any interest not paid when due or duly provided for shall forthwith cease to be payable to the registered Owner as of the Record Date immediately preceding the applicable Interest Payment Date and shall be paid to the person in whose name the Series 2025 Bond is registered as of the close of business on a special record date for the payment of such defaulted interest to be fixed by the
The Trustee shall give notice of such special record date to the Owner not less than 10 days prior thereto.

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17 Section 2.08. Execution of Series 2025 Bonds. The Series 2025 Bonds shall be executed on behalf of the Successor Agency by the facsimile signatures of its Chairman and its Secretary who are in office on the date of this Seventh Supplemental Indenture or at any time thereafter. If any officer whose signature appears on any Series 2025 Bond ceases to be such officer before delivery of the Series 2025 Bonds to the purchaser, such signature shall nevertheless be as effective as if the officer had remained in office until the delivery of the Series 2025 Bonds to the purchaser.

Any Series 2025 Bond may be signed and attested on behalf of the Successor Agency by such persons as at the actual date of the execution of such Series 2025 Bond shall be the proper officers of the Successor Agency although at the nominal date of such Series 2025 Bond any such person shall not have been such officer of the Successor Agency.

Only such Series 2025 Bonds as shall bear thereon a certificate of authentication in the form hereinbefore recited, manually executed and dated by the Trustee, shall be valid or obligatory for any purpose or entitled to the benefits of the Indenture, and such certificate of the Trustee shall be conclusive evidence that the Series 2025 Bonds so registered have been duly authenticated, registered and delivered hereunder and are entitled to the benefits of the Indenture.

Section 2.09. Transfer of Series 2025 Bonds. Any Series 2025 Bond may, in accordance with its terms, be transferred, upon the books required to be kept pursuant to the provisions of Section 2.11, by the person in whose name it is registered in person or by his duly authorized attorney upon surrender of such Series 2025 Bond for cancellation accompanied by delivery of a written instrument of transfer in a form acceptable to the Trustee duly executed.

Whenever any Series 2025 Bond or Series 2025 Bonds shall be surrendered for transfer the Successor Agency shall execute and the Trustee shall deliver a new Series 2025 Bond or Series 2025 Bonds for like aggregate principal amount of authorized denominations, interest rate and maturity date.

No transfers of Series 2025 Bonds shall be required to be made (i) during the period fifteen days prior to the date established by the Trustee for selection of Series 2025 Bonds for redemption or (ii) with respect to a Series 2025 Bond after such Series 2025 Bond has been selected for redemption.

The Successor Agency shall also provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Internal Revenue Code Section 6045. The Trustee may rely on the information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

Section 2.10. Exchange of Series 2025 Bonds. Series 2025 Bonds may be exchanged at the principal corporate trust office of the Trustee in St. Paul, Minnesota, for a like aggregate principal amount of Series 2025 Bonds of authorized denominations and of the same maturity. The Successor Agency may charge a reasonable sum for each new Series 2025 Bond issued upon any exchange (except in the case of any exchange of temporary Series 2025 Bonds for definitive Series 2025 Bonds and except in the case of the first exchange of any definitive Series 2025 Bond in the form in which it is originally issued) and the Trustee shall require the payment by the Bond owner

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18 requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange.

No exchanges of Series 2025 Bonds shall be required to be made (i) during the period fifteen days prior to the date established by the Trustee for selection of Series 2025 Bonds for redemption or (ii) with respect to a Series 2025 Bond after such Series 2025 Bond has been selected for redemption.

Section 2.11. Series 2025 Bond Register. The Trustee will keep or cause to be kept, at its principal corporate trust office in St. Paul, Minnesota, sufficient books for the registration and transfer of the Series 2025 Bonds, which shall at all times be open to inspection by the Successor Agency during normal business hours upon reasonable notice; and upon presentation for such purpose the Trustee shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be registered or transferred, on said books Series 2025 Bonds as hereinbefore provided.

Section 2.12. Series 2025 Bonds Mutilated, Lost, Destroyed, or Stolen. If any Series 2025 Bond shall become mutilated the Successor Agency, at the expense of the Owner of said Series 2025 Bond shall execute, and the Trustee shall thereupon deliver a new Series 2025 Bond of like tenor and maturity in exchange and substitution for the Series 2025 Bond so mutilated but only upon surrender to the Trustee of the Series 2025 Bond so mutilated. Every mutilated Series 2025 Bond so surrendered to the Trustee shall be canceled by it. If any Series 2025 Bond shall be lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the Successor Agency and the Trustee and, if such evidence be satisfactory to both and indemnity satisfactory to them shall be given, the Successor Agency, at the expense of the Owner shall execute, and the Trustee shall thereupon deliver a new Series 2025 Bond of like tenor and maturity in lieu of and in substitution for the Series 2025 Bond so lost, destroyed or stolen. The Successor Agency may require payment of a sum not exceeding the actual cost of preparing each new Series 2025 Bond issued under this Section and of the expenses which may be incurred by the Successor Agency and the Trustee in the premises. Any Series 2025 Bond issued under the provisions of this Section in lieu of any Series 2025 Bond alleged to be lost, destroyed or stolen shall constitute an original additional contractual obligation on the part of the Successor Agency whether or not the Series 2025 Bond so alleged to be lost, destroyed or stolen be at any time enforceable by anyone, and shall be equally and proportionately entitled to the benefits of the Indenture with all other Series 2025 Bonds issued pursuant to this Seventh Supplemental Indenture.

Section 2.13. Redemption of Series 2025 Bonds.
(a) Optional Redemption. The Series 2025 Bonds are not subject to optional redemption prior to their stated maturities.
(b) Open Market Purchase of Series 2025 Bonds. The Successor Agency may at any time buy Series 2025 Bonds, of any series at public or private sale at a price which, inclusive of brokerage fees, will not exceed the par amount of the Series 2025 Bonds so purchased, plus any applicable premium and any Series 2025 Bonds so purchased shall be tendered to the Trustee for cancellation; provided that, the prior written consent of the Bond Insurer shall be required if any Series 2025 Bond purchased is not cancelled upon purchase.

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19 (c) [Payments to Insurer. The Series 2025 Bonds may not be optionally redeemed in full pursuant to Section 2.13(a) unless all amounts owed to the Insurer shall have been paid.]

ARTICLE III
ISSUANCE OF SERIES 2025 BONDS; DISPOSITION OF PROCEEDS
Section 3.01. Issuance and Delivery of Series 2025 Bonds. At any time after the execution of this Seventh Supplemental Indenture the Successor Agency may issue and deliver Series 2025 Bonds in the aggregate principal amount of $__________. The Chairman and Vice Chairman of the Successor Agency, the Secretary of the Successor Agency, the Executive Director of the Successor Agency, the counsel to the Successor Agency and other proper officers of the Successor Agency are hereby authorized and directed to deliver any and all documents and instruments, to authorize the payment of Costs of Issuance and to do and cause to be done any and all acts and things necessary or convenient for delivery of the Series 2025 Bonds to the purchaser thereof.

Section 3.02. Disposition of Series 2025 Bond Proceeds. On the Closing Date, the Original Purchaser shall purchase the Series 2025 Bonds for a purchase price of $_____________ (being the initial aggregate principal amount of the Series 2025 Bonds ($__________), [plus/less the net original issue premium/discount] in the amount of $________. [At the request of the Successor Agency, on the Closing Date, the Underwriter will wire to the Insurer an amount equal to $_________ representing the sum of the premium (i) for the Insurance Policy in the amount of $__________ and (ii) for the Surety Bond in the amount of $_________]. The remaining net proceeds of the Series 2025 Bonds shall be deposited as set forth below. (a) In a subaccount for the Series 2025 Bonds within the Reserve Account (the “Series 2025 Bonds Reserve Subaccount”), established in the Special Fund pursuant to Section 5.03(c) of the Original Indenture, the Successor Agency shall deposit the Surety Bonds with a face value equal to the Series 2025 Bonds Reserve Requirement and the Trustee shall credit the Surety Bond to the Series 2025 Bonds Reserve Subaccount. The Successor Agency shall maintain an amount equal to the Reserve Requirement with respect to the Series 2025 Bonds in the Series 2025 Bonds Reserve Requirement; provided, however, at any time, moneys on deposit in the Series 2025 Bonds Reserve Subaccount representing the Reserve Requirement, or any portion thereof, for the Series 2025 Bonds may be substituted by the Successor Agency with a letter of credit, surety bond, bond insurance policy or other form of guaranty from a financial institution, the long term, unsecured obligations of which are rated at the time of issuance of such instrument by S&P or Moody’s is “A” (without regard to modifier) or higher, in an amount equal to the Reserve Requirement, or in an amount, which together with cash on deposit for such purpose, equals the Reserve Requirement, upon presentation to the Trustee of such letter of credit, surety bond, bond insurance policy or other form of guaranty from a financial institution, together with evidence, that such letter of credit, surety bond, bond insurance policy or other form of guaranty from a financial institution satisfies the rating requirement set forth above.

Upon such substitution, the Trustee shall transfer amounts on deposit in the Series 2025 Bonds Reserve Subaccount representing the applicable portion of cash representing the Reserve Requirement for the Series 2025 Bonds to the Successor Agency to be applied for

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20 redevelopment purposes. Amounts on deposit in the Series 2025 Bonds Reserve Subaccount or any letter of credit, Surety Bond, bond insurance policy or other guarantee acquired by the Successor Agency to satisfy the Reserve Requirement for the Series 2025 Bonds shall only be used in connection with the Series 2025 Bonds and shall not be used as security for any other series of Bonds issued under the Original Indenture. All amounts in the Reserve Account established for Parity Bonds or any letter of credit, Surety Bond, bond insurance policy or other guarantee to satisfy the Reserve Requirement for Parity Bonds shall only be used in connection with Parity Bonds and shall not be used as security for the Series 2025 Bonds.
[The Reserve Requirement with respect to the Series 2025 Bonds shall be satisfied by the delivery of the Surety Bond to the Trustee. The Trustee shall credit the Surety Bond to the Series 2025 Bonds Subaccount. Under the terms and conditions of the Surety Bond, the Trustee shall deliver to the Bond Insurer a demand for payment under the Surety Bond in the required form at least five Business Days before the date on which funds are required for the purposes set forth in Section 5.03(c). The Trustee shall comply with all of the terms and provisions of the Surety Bond for the purpose of assuring that funds are available thereunder when required for the purposes of the Reserve Account, within the limits of the coverage amount provided by the Surety Bond. All amounts drawn by the Trustee under the Surety Bond will be deposited into the Reserve Account and applied for the purposes thereof.]
(b) $________________ into the Costs of Issuance Fund established in Section

3.04 hereof;
(c) $____________in the Refunding Fund established in Section 3.05 hereof; Section 3.03. Validity of the Series 2025 Bonds. The validity of the authorization and issuance of the Series 2025 Bonds shall not be dependent upon the completion of the Redevelopment Project or upon the performance by any person of his obligation with respect to the Redevelopment Project.

Section 3.04. Costs of Issuance Fund. There is hereby established a separate fund to be known as the “Costs of Issuance Fund,” which shall be held by the Trustee in trust. The moneys in the Costs of Issuance Fund shall be used and withdrawn by the Trustee from time to time to pay the Costs of Issuance upon submission of a Written Request of the Successor Agency stating the person to whom payment is to be made, the amount to be paid, the purpose for which the obligation was incurred and that such payment is a proper charge against said fund. On or before _________ 1, 2025, or upon the earlier Written Request of the Successor Agency stating that all known Costs of Issuance have been paid, all amounts, if any, remaining in the Costs of Issuance Fund shall be withdrawn therefrom by the Trustee and transferred to the Interest Account of the Bond Fund to be used to pay interest on the Series 2025 Bonds on __________ 1, 2025.

Section 3.05. Refunding Fund. There is hereby created the Series 2025 Refunding Fund (the “Refunding Fund”), which is held by the Trustee in trust for the benefit of the Successor Agency. The moneys in the Refunding Fund shall be maintained separate and apart from other moneys of the Successor Agency.

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21 The Trustee shall establish and maintain a Refunding Fund as set forth in the Refunding Instructions. The Trustee shall deposit and apply all moneys in the Refunding Fund under and pursuant to the Refunding Instructions. Upon making such transfers in accordance with the Refunding Instructions, the Refunding Fund shall be closed.

ARTICLE IV
TAX REVENUES; SPECIAL FUND AND ACCOUNTS
Section 4.01. Receipt, Deposit and Application of Tax Revenues. Except as hereinafter set forth, all Tax Revenues shall be received, deposited and applied as set forth in Article V of the Original Indenture.

Section 4.02. Funds to be Set Aside in Accounts. Moneys in the Special Fund shall be transferred and set aside by the Trustee in the respective accounts, in the manner and subject to the terms set forth in Section 5.02, Section 5.03 and Section 5.04 of the Original Indenture.

ARTICLE V
DISCHARGE OF SEVENTH SUPPLEMENTAL INDENTURE;
ADDITIONAL COVENANTS; MISCELLANEOUS
Section 5.01. Punctual Payment. The Successor Agency shall punctually pay or cause to be paid the principal, premium (if any) and interest to become due in respect of all the Series 2025 Bonds and Parity Bonds in strict conformity with the terms of the Series 2025 Bonds and of the Indenture. The Successor Agency shall faithfully observe and perform all of the conditions, covenants and requirements of this Supplemental Indenture. Nothing herein contained shall prevent the Successor Agency from making advances of its own moneys howsoever derived to any of the uses or purposes referred to herein.

Section 5.02. Continuing Disclosure. The Successor Agency hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Certificate, if any, executed and delivered by the Successor Agency. Notwithstanding any other provision hereof, failure of the Successor Agency to comply with such Continuing Disclosure Certificate shall not constitute an Event of Default hereunder; provided, however, that any Participating Underwriter (as such term is defined in such Continuing Disclosure Certificate) or any Owner or beneficial owner of the Series 2025 Bonds may take such actions as may be necessary and appropriate, including seeking specific performance by court order, to cause the Successor Agency to comply with its obligations under this Section 5.02.

Section 5.03. Limitation on Additional Indebtedness. The Successor Agency hereby covenants that so long as any of the Series 2025 Bonds remain Outstanding, the Successor Agency shall not issue any bonds, notes or other obligations payable from the RPTTF or which are otherwise secured on a basis which is senior to the pledge and lien which secures the Series 2025 Bonds. The Successor Agency hereby covenants that it shall not issue any bonds, notes or other obligations, enter into any agreement or otherwise incur any indebtedness, which is in any case

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22 payable from all or any part of the Tax Revenues, excepting only the Series 2025 Bonds and Parity Bonds, any debt obligations subordinate to the Series 2025 Bonds.

Section 5.04. Extension of Payment of Series 2025 Bonds. The Successor Agency shall not directly or indirectly extend or assent to the extension of the maturity of any of the Series 2025 Bonds or the time of payment of any claims for interest by the purchase of such Series 2025 Bonds or by any other arrangement, and in case the maturity of any of the Series 2025 Bonds or the time of payment of any such claims for interest shall be extended, such Series 2025 Bonds or claims for interest shall not be entitled, in case of any default hereunder, to the benefits of this Indenture, except subject to the prior payment in full of the principal of all of the Outstanding Bonds and of all claims for interest thereon which shall not have been so extended. Nothing in this Section shall be deemed to limit the right of the Successor Agency to issue bonds for the purpose of refunding any Outstanding Bonds, and such issuance shall not be deemed to constitute an extension of maturity of the Series 2025 Bonds.

Section 5.05. Payment of Claims. The Successor Agency shall pay and discharge, or cause to be paid and discharged, any and all lawful claims for labor, materials or supplies which, if unpaid, might become a lien or charge upon the properties owned by the Successor Agency or upon the Tax Revenues or any part thereof, or upon any funds held by the Trustee pursuant hereto, or which might impair the security of the Series 2025 Bonds or any Parity Bonds. Nothing herein contained shall require the Successor Agency to make any such payment so long as the Successor Agency in good faith shall contest the validity of said claims.

Section 5.06. Books and Accounts; Financial Statements. The Successor Agency shall keep, or cause to be kept, proper books of record and accounts, separate from all other records and accounts of the Successor Agency and the County, in which complete and correct entries shall be made of all transactions relating to the Redevelopment Project, the Tax Revenues, the Special Fund and the Redevelopment Obligation Retirement Fund. Such books of record and accounts shall at all times during business hours be subject to the inspection of the Owners of not less than ten percent (10%) in aggregate principal amount of the Series 2025 Bonds then Outstanding, or their representatives authorized in writing.

The Successor Agency will cause to be prepared and delivered to the Trustee and the Insurer annually, within nine (9) months after the close of each Fiscal Year so long as any of the Series 2025 Bonds are Outstanding, complete audited financial statements with respect to such Fiscal Year including the balances in all funds and accounts relating to the Redevelopment Project, as of the end of such Fiscal Year. Such audited financial statements may be included in a combined statement with the City’s comprehensive audited financial report. The Trustee shall not be responsible for reviewing such financial statements. The Successor Agency shall furnish a copy of such statements to any Owner upon reasonable request and at the expense of such Owner.

Section 5.07. Protection of Security and Rights of Owners. The Successor Agency will preserve and protect the security of the Series 2025 Bonds and the rights of the Owners. From and after the date of issuance of any Series 2025 Bonds, such Series 2025 Bonds shall be incontestable by the Successor Agency.

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23 Section 5.08. Payments of Taxes and Other Charges. The Successor Agency will pay and discharge, or cause to be paid and discharged, all taxes, service charges, assessments and other governmental charges which may hereafter be lawfully imposed upon the Successor Agency or the properties then owned by the Successor Agency in the Project Area, when the same shall become due. Nothing herein contained shall require the Successor Agency to make any such payment so long as the Successor Agency in good faith shall contest the validity of said taxes, assessments or charges. The Successor Agency will duly observe and conform with all valid requirements of any governmental authority relative to the Redevelopment Project or any part thereof.

Section 5.09. Maintenance of Tax Revenues. The Successor Agency shall comply with all requirements of the Redevelopment Law and the Dissolution Act to insure the allocation and payment to it of the Tax Revenues, including without limitation the timely filing of any necessary statements or ROPS with appropriate officials of the County and appropriate officials of the State of California. The Successor Agency shall not enter into any agreement with the County or any other governmental unit which would have the effect of reducing the amount of Tax Revenues available to the Successor Agency for payment of the Series 2025 Bonds. The Successor Agency shall not undertake proceedings for amendment of the Redevelopment Plan if such amendment shall result in payments to one or more taxing entities pursuant to Sections 33607.5 and 33607.7 of the Redevelopment Law or Section 34183(a)(1) of the Dissolution Act unless the Successor Agency shall first obtain a written opinion of an Independent Redevelopment Consultant that such payments will not adversely impair the Successor Agency’s ability to pay the Series 2025 Bonds and all Parity Bonds. Nothing herein is intended or shall be construed in any way to prohibit or impose any limitations on the entering into by the Successor Agency of any such agreement, amendment or supplement which by its term is subordinate to the payment of the Series 2025 Bonds and all Parity Bonds.

Section 5.10. Compliance with the Law; Recognized Obligation Payment Schedules.

The Successor Agency shall comply with all of the requirements of the Redevelopment Law and the Dissolution Act. Without limiting the generality of the foregoing, the Successor Agency covenants and agrees to file all required statements and hold all public hearings required under the Dissolution Act to assure compliance by the Successor Agency with its covenants hereunder.

Further, it will take all actions required under the Dissolution Act to include scheduled debt service on the Series 2025 Bonds, Parity Bonds and Housing Obligations, as well as any amount required under the Indenture to replenish the reserve account established thereunder or required under this Supplemental Indenture to replenish the Reserve Accounts of the Special Fund (including amounts, if necessary, due to the Bond Insurer pursuant to the Insurance Policy, the Surety Bond and Article VII hereof), in Recognized Obligation Payment Schedules for each six-month period so as to enable the San Bernardino County Auditor-Controller to distribute from the Redevelopment Property Tax Trust Fund to the Successor Agency’s Redevelopment Obligation Retirement Fund on each January 2 and June 1 amounts required for the Successor Agency to pay principal of, and interest on, the Series 2025 Bonds, Parity Bonds and Housing Obligations coming due in the respective six-month period, or such other period as may be determined by the State legislature. These actions will include, without limitation, placing on the periodic Recognized Obligation Payment Schedule for approval by the Oversight Board and State Department of Finance, to the extent necessary, the amounts to be held by the Successor Agency as a reserve until the next six-month period, as contemplated by paragraph (1)(A) of subdivision (d) of Section

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24 34171 of the Dissolution Act, that are necessary to comply with this Indenture and to provide for the payment of principal and interest under this Indenture when the next property tax allocation is projected to be insufficient to pay all obligations due under this Indenture and the Housing Obligations for the next payment due thereunder and hereunder in the following six-month period, or such other period as may be determined by the State legislature.

Section 5.11. Notice of Insufficiency. The Successor Agency covenants that it will, on or before May 1 and December 1 of each year, file a Notice of Insufficiency with the County Auditor-Controller if the amount of Tax Revenues available to the Successor Agency from the Redevelopment Property Tax Trust Fund on the upcoming July 1 or January 2, as applicable, is insufficient to pay debt service on the Series 2025 Bonds, to pay debt service on any Parity Bonds, to deposit into the Reserve Account an amount required in order to maintain in the Reserve Account the amount of the Reserve Requirement [and to pay amounts due and owing to the Bond Insurer pursuant to the Insurance Policy, the Surety Bond and Article VII hereof.

Section 5.12. Tax Covenants Relating to the Series 2025 Bonds. (a) Private Activity Bond Limitation. The Successor Agency shall assure that the proceeds of the Series 2025 Bonds are not so used as to cause Series 2025 Bonds to satisfy the private business tests of Section 141(b) of the Tax Code or the private loan financing test of Section 141(c) of the Tax Code.
(b) Federal Guarantee Prohibition. The Successor Agency shall not take any action or permit or suffer any action to be taken if the result of the same would be to cause any of the Series 2025 Bonds to be “federally guaranteed” within the meaning of Section 149(b) of the Tax Code. (c) No Arbitrage. The Successor Agency shall not take, or permit or suffer to be taken by the Trustee or otherwise, any action with respect to the proceeds of the Series 2025 Bonds which, if such action had been reasonably expected to have been taken, or had been deliberately and intentionally taken, on the Closing Date would have caused the Series 2025 Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Tax Code. (d) Maintenance of Tax-Exemption. The Successor Agency shall take all actions necessary to assure the exclusion of interest on the Series 2025 Bonds from the gross income of the Owners of the Series 2025 Bonds to the same extent as such interest is permitted to be excluded from gross income under the Tax Code as in effect on the Closing Date. This covenant shall remain in full force and effect following defeasance of Bonds pursuant to Section 10.03 of the Original Indenture.
(e) Rebate Requirement. The Successor Agency shall take any and all actions necessary to assure compliance with section 148(f) of the Tax Code, relating to the rebate of excess investment earnings, if any, to the federal government, to the extent that such section is applicable to the Series 2025 Bonds.

The Trustee shall have no duty to monitor the compliance by the Successor Agency with any of the covenants contained in this Section 5.12.

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25 Section 5.13. Further Assurances. The Successor Agency will adopt, make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Indenture, and for the better assuring and confirming unto the Owners the rights and benefits provided in this Indenture.

Section 5.14. Unclaimed Moneys. Anything in the Original Indenture to the contrary notwithstanding, any money held by the Trustee in trust for the payment and discharge of any of the Series 2025 Bonds or interest thereon which remain unclaimed for two years after the date when such Series 2025 Bonds or interest thereon have become due and payable, if such money was held by the Trustee at such date, or for two years after the date of deposit of such money if deposited with the Trustee after the date when such Series 2025 Bonds or interest thereon become due and payable, shall be repaid by the Trustee to the Successor Agency, as its absolute property and free from trust, and the Trustee shall thereupon be released and discharged with respect thereto and the Owners shall look only to the Successor Agency for the payment of such Series 2025 Bonds; provided, however, that before being required to make any such payment to the Successor Agency, the Trustee shall, at the written request of the Successor Agency and at the expense of the Agency, cause to be mailed to the registered Owners of such Series 2025 Bonds at their addresses as they appear on the registration books of the Trustee a notice that said money remains unclaimed and that, after a date named in said notice, which date shall not be less than 30 days after the date of the mailing of such notice, the balance of such money then unclaimed will be returned to the Successor Agency. Any money held by the Trustee in trust for the payment and discharge of any Series 2025 Bonds shall not bear interest or be otherwise invested from and after such maturity or redemption date.

Section 5.15. Bank Owned Obligations. If the holder of any Bonds is a commercial bank, savings bank, savings and loan association or other financial institution which is authorized by law to accept and hold deposits of money or issue certificates of deposit, and which purchases the Bonds directly from the Agency, such holder must agree to waive any common law or statutory right of setoff with respect to any deposits of the Successor Agency maintained with or held by such holder.

ARTICLE VI

BOOK-ENTRY SYSTEM
Section 6.01. Book-Entry System; Limited Obligation of Successor Agency. The Series 2025 Bonds shall be initially delivered in the form of a separate single fully registered Bond (which may be typewritten) for each of the maturities of the Series 2025 Bonds. Upon initial delivery, the ownership of each such Bond shall be registered in the registration books kept by the Trustee in the name of the Nominee as nominee of the Depository. Except as provided in Section

6.03, all of the Outstanding Series 2025 Bonds shall be registered in the registration books kept by the Trustee in the name of the Nominee.

With respect to Series 2025 Bonds registered in the registration books kept by the Trustee in the name of the Nominee, the Successor Agency and the Trustee shall have no responsibility or obligation to any Participant or to any person on behalf of which such a Participant holds an interest

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26 in the Series 2025 Bonds. Without limiting the immediately preceding sentence, the Successor Agency and the Trustee shall have no responsibility or obligation with respect to (i) the accuracy of the records of the Depository, the Nominee, or any Participant with respect to any ownership interest in the Series 2025 Bonds, (ii) the delivery to any Participant or any other person, other than an Owner as shown in the registration books kept by the Trustee, of any notice with respect to the Series 2025 Bonds, including any notice of redemption, (iii) the selection by the Depository and its Participants of the beneficial interests in the Series 2025 Bonds to be redeemed in the event the Series 2025 Bonds are redeemed in part, or (iv) the payment to any Participant or any other person, other than an Owner as shown in the registration books kept by the Trustee, of any amount with respect to principal of, premium, if any, or interest due with respect to the Series 2025 Bonds.

The Successor Agency and the Trustee may treat and consider the person in whose name each Bond is registered in the registration books kept by the Trustee as the holder and absolute owner of such Bond for the purpose of payment of principal, premium, if any, and interest with respect to such Bond, for the purpose of giving notices of redemption and other matters with respect to such Bond, for the purpose of registering transfers with respect to such Bond, and for all other purposes whatsoever. The Trustee shall pay all principal of, premium, if any, and interest due with respect to the Series 2025 Bonds only to or upon the order of the respective Owners, as shown in the registration books kept by the Trustee, or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to satisfy and discharge fully the Successor Agency’s obligations with respect to payment of the principal, premium, if any, and interest due with respect to the Series 2025 Bonds to the extent of the sum or sums so paid. No person other than an Owner, as shown in the registration books kept by the Trustee, shall receive a Bond evidencing the obligation of the Successor Agency to make payments of principal, premium, if any, and interest pursuant to this Seventh Supplemental Indenture. Upon delivery by the Depository to the Trustee and the Successor Agency of written notice to the effect that the Depository has determined to substitute a new nominee in place of the Nominee, and subject to the provisions herein with respect to Record Dates, the word Nominee in this Seventh Supplemental Indenture shall refer to such new nominee of the Depository.

Section 6.02. Representation Letter. In order to qualify the Series 2025 Bonds for the Depository’s book entry system, the Successor Agency shall execute and deliver to such Depository a Representation Letter. The execution and delivery of a Representation Letter shall not in any way impose upon the Successor Agency or the Trustee any obligation whatsoever with respect to persons having interests in the Series 2025 Bonds other than the Owners, as shown on the registration books kept by the Trustee. The Trustee agrees to take all action necessary to continuously comply with all representations made by it in its Representation Letter to the extent that such action is not inconsistent with this Seventh Supplemental Indenture. In addition to the execution and delivery of a Representation Letter, the Chairman, the Secretary and all other officers of the Successor Agency are hereby authorized to take any other actions, not inconsistent with this Seventh Supplemental Indenture, to qualify the Series 2025 Bonds for the Depository’s book entry program.

Section 6.03. Transfers Outside Book-Entry System. In the event (a) the Depository determines not to continue to act as securities depository for the Series 2025 Bonds, or (b) the Successor Agency determines that the Depository shall no longer so act, then the Successor Agency will discontinue the book entry system with the Depository. If the Successor Agency fails to identify another qualified securities depository to replace the Depository, then the Series 2025

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27 Bonds so designated shall no longer be restricted to being registered in the registration books kept by the Trustee in the name of the Nominee, but shall be registered in whatever name or names persons transferring or exchanging Series 2025 Bonds shall designate, in accordance with the provisions of Section 2.11 hereof. In connection with any proposed transfer outside the book- entry only system, the Successor Agency or the Depository shall provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Internal Revenue Code Section 6045. The Trustee may rely on the information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

Section 6.04. Payments to the Nominee. Notwithstanding any other provisions of this Seventh Supplemental Indenture to the contrary, so long as any Series 2025 Bond is registered in the name of the Nominee, all payments with respect to principal, premium, if any, and interest due with respect to such Series 2025 Bond and all notices with respect to such Series 2025 Bond shall be made and given, respectively, as provided in the Representation Letter or as otherwise instructed by the Depository.

Section 6.05. Initial Depository and Nominee. The initial Depository under this Article shall be The Depository Trust Company, New York, New York. The initial Nominee shall be Cede & Co., as Nominee of The Depository Trust Company, New York, New York.

ARTICLE VII
[MUNICIPAL BOND INSURANCE; SURETY POLICY]
[RESERVED]

ARTICLE VIII
DISCHARGE OF INDENTURE;

MISCELLANEOUS
Section 8.01. Discharge of Seventh Supplemental Indenture. This Seventh Supplemental Indenture may be discharged in whole or in part pursuant to Section 10.03 of the Original Indenture. In the event payment of a portion of the Series 2025 Bonds is provided for pursuant to Section 10.03 of the Original Indenture which results from an advance refunding of a portion of the Series 2025 Bonds, such portion of the Series 2025 Bonds shall be redeemed pro rata among maturities and by lot within a maturity at the earliest date upon which such portion of the Series 2025 Bonds can be redeemed. The Trustee shall promptly notify the Successor Agency in writing of the Series 2025 Bonds or portions thereof so selected for redemption.

Section 8.02. Governing Law and Waivers of Jury Trial. This Seventh Supplemental Indenture shall be construed in accordance with and governed by the Constitution and laws of the State of California. THE PARTIES HEREBY IRREVOCABLY WAIVES, TO THE FULLEST

EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY

JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS

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28 SEVENTH SUPPLEMENTAL INDENTURE, THE SERIES 2025 BONDS OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY.

Section 8.03. Article and Section Headings and References. The headings or titles of the several Articles and Sections hereof, and any table of contents appended to copies hereof, shall be solely for convenience of reference and shall not affect the meaning, construction or effect of this Seventh Supplemental Indenture. All references herein to “Articles,” “Sections” and other subsections are to the corresponding Articles, Sections or subsections of this Seventh Supplemental Indenture; the words “herein,” “hereof,” “hereby,” “hereunder” and other words of similar import refer to this Seventh Supplemental Indenture as a whole and not to any particular Article, Section or subsection hereof; and words of the masculine gender shall mean and include words of the feminine and neuter genders.

Section 8.04. Execution of Counterparts and Electronic Signatures. This Seventh Supplemental Indenture may be executed in any number of counterparts, each of which shall for all purposes be deemed to be an original and all of which shall together constitute but one and the same instrument. This Seventh Supplemental Indenture shall be valid, binding, and enforceable against a party only when executed and delivered by an authorized individual on behalf of the party by means of (i) any electronic signature permitted by the federal Electronic Signatures in Global and National Commerce Act, state enactments of the Uniform Electronic Transactions Act, and/or any other relevant electronic signatures law, including relevant provisions of the Uniform Commercial Code (collectively, “Signature Law”); (ii) an original manual signature; or (iii) a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Each party hereto shall be entitled to conclusively rely upon, and shall have no liability with respect to, any faxed, scanned, or photocopied manual signature, or other electronic signature, of any party and shall have no duty to investigate, confirm or otherwise verify the validity or authenticity thereof. For avoidance of doubt, original manual signatures shall be used for execution or indorsement of writings when required under the Uniform Commercial Code or other Signature Law due to the character or intended character of the writings.

Section 8.05. Notices and Demands. Any notice or demand which by any provision of this Seventh Supplemental Indenture is required or permitted to be given or served by the Trustee to or on the Successor Agency may be given or served by being deposited postage prepaid in a post office letter box addressed (until another address is filed by the Successor Agency with the Trustee) as follows: Successor Agency to the Rancho Cucamonga Redevelopment Agency 10500 Civic Center Drive, Rancho Cucamonga, California 91730, Attention: Executive Director; or to the Trustee at: Computershare Trust Company, N.A., 1505 Energy Park Drive, St. Paul, Minnesota, 55108 Attention: Corporate Trust. [Any notice required to be given to the Bond Insurer shall be addressed to ____________].

Section 8.06. Ratification of Original Indenture. Except as specifically provided in this Seventh Supplemental Indenture, all of the provisions of the Original Indenture remain in full force and effect and are hereby ratified and confirmed.

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29 Section 8.07. Amendment. So long as the Insurance Policy remains in effect, this Seventh Supplemental Indenture shall not be amended without the prior written consent of the Insurer.

Section 8.08. Termination. This Seventh Supplemental Indenture shall not terminate until such time that all amounts owed by the Agency to the Insurer relating to the Series 2025 Bonds are paid.

Section 8.09. PATRIOT ACT. The parties hereto acknowledge that in accordance with the customer identification program requirements under the USA PATRIOT Act and its implementing regulations, the Trustee in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Trustee. The parties hereby agree that they shall provide the Trustee with such information as it may request including, but not limited to, each party’s name, physical address, tax identification number and other information that will help the Trustee identify and verify each party’s identity such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information.

Section 8.10. Force Majeure. In no event shall the Trustee be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation any (i) provision of any present or future law or regulation or act of any governmental authority, (ii) act of God, (iii) natural disaster, (iv) war, (v) terrorism, (vi) civil unrest, (vii) utility failure, (viii) labor dispute, (ix) disease, (x) epidemic or pandemic, (xi) quarantine, (xii) national emergency, (xiii) computer hardware or software failure, (xiv) communications system failure, (xv) malware or ransomware attack or (xvi) unavailability of the Federal Reserve Bank wire or telex system or other applicable wire or funds transfer system, or (xvii) unavailability of any securities clearing system. (Signature page follows.)

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S-1
IN WITNESS WHEREOF, the Successor Agency has caused this Seventh Supplemental Indenture to be executed in its name and attested and the Trustee, in token of its acceptance of the trusts created hereunder has caused this Seventh Supplemental Indenture to be executed in its name and attested all as of the day and year above written.

SUCCESSOR AGENCY TO THE

RANCHO CUCAMONGA

REDEVELOPMENT AGENCY
By:

John R. Gillison, City Manager
ATTEST:

Assistant City Clerk

COMPUTERSHARE TRUST COMPANY
NATIONAL ASSOCIATION, as Trustee
By:

Authorized Officer
-Signature Page-
Seventh Supplemental Indenture

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A-1

EXHIBIT A
Form of Series 2025 Bond

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO

THE SUCCESSOR AGENCY OR ITS AGENT FOR REGISTRATION OF TRANSFER,

EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUIRED BY AN

AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED

REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR

VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

No. $____________

UNITED STATES OF AMERICA

STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO

SUCCESSOR AGENCY TO THE

RANCHO CUCAMONGA REDEVELOPMENT AGENCY

RANCHO REDEVELOPMENT PROJECT
TAX ALLOCATION REFUNDING BONDS, SERIES 2025

INTEREST RATE MATURITY DATE DATED DATE CUSIP
____% ___________, 2025
REGISTERED OWNER: CEDE & CO.

PRINCIPAL AMOUNT: ___________________________________________DOLLARS The SUCCESSOR AGENCY TO THE RANCHO CUCAMONGA REDEVELOPMENT AGENCY (hereinafter sometimes called the “Successor Agency”), as successor to the Rancho Cucamonga Redevelopment Agency (the “Former Agency”), a public body corporate and politic, duly organized and existing under the laws of the State of California, for value received, hereby promises to pay (but solely out of the funds hereinafter mentioned) to the registered owner stated above or registered assigns on the maturity date stated above (subject to the right of prior redemption hereinafter mentioned), upon presentation and surrender of this Bond, the principal amount set forth above with interest thereon (payable solely from said funds) from the Interest Payment Date (as hereinafter defined) next preceding the date of authentication of this Bond (unless (i) it is dated as of an Interest Payment Date, in which event it shall bear interest from such Interest Payment Date, or (ii) it is dated on or before February 15, 2025, in which event it shall bear interest from the Dated Date set forth above or (iii) it is dated between the close of business on the fifteenth day of the month preceding any Interest Payment Date and such Interest Payment

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A-2
Date, in which event it shall bear interest from such Interest Payment Date; provided, however, that if at the time of authentication of a Bond, interest is in default thereon, such Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment thereon), at the interest rate per annum set forth above, interest payable semiannually on the first day of March and the first day of September of each and every year (the “Interest Payment Dates”) commencing March 1, 2025 until this Bond is paid; provided, however, that if the same is duly called for redemption, then at the date fixed for redemption, provided moneys are available for payment or redemption thereof, as provided in the Indenture (as hereinafter defined), this Bond shall then cease to bear interest. Principal is payable in lawful money of the United States of America at the principal corporate trust office of Computershare Trust Company, National Association, as trustee (the “Trustee”), in St. Paul, Minnesota or at such other office as the Trustee may designate. Interest hereon is payable by check or draft mailed by first class mail to the person whose name appears on the bond registration books of the Trustee as the registered owner hereof as of the close of business on the fifteenth day of February and August for interest payable on the succeeding March 1 and September 1, respectively, at such person’s address at it appears on such registration books or by wire transfer to owners of $1,000,000 or more in aggregate principal amount of Bonds at such wire transfer address as such owner shall specify in a written notice requesting payment by wire transfer delivered to the Trustee not less than 15 days prior to such Interest Payment Date. Interest shall be calculated on the basis of a 360- day year comprised of twelve 30-day months.

This Bond and the interest and any premium hereon are not a debt of the City of Rancho Cucamonga, the State of California or any of its political subdivisions and neither said city, said state nor any of its political subdivisions is liable thereon, nor in any event shall this Bond or said interest or premium be payable out of any moneys or properties other than the moneys of the Agency hereinafter mentioned. This Bond does not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. Neither the members of the Successor Agency nor any persons executing this Bond are liable personally on this Bond by reason of its issuance.

This Bond is one of a duly authorized issue of Bonds of the Successor Agency designated “Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Tax Allocation Refunding Bonds, Series 2025” (the “Bonds”) limited in aggregate principal amount to $__________, in various multiples of $5,000, all of like tenor (except for Bond numbers and maturity dates and differences, if any, in interest rate) and all of which have been issued pursuant to and in conformity with the Constitution and laws of the State of California and particularly the provisions of Part 1 of Division 24 of the Health and Safety Code of the State of California (the “Law”) for the purpose of paying costs of the Successor Agency’s Rancho Redevelopment Project and are authorized by and issued pursuant to a Resolution adopted by the Agency on ______. 2025 and a Seventh Supplemental Indenture (the “Supplemental Indenture”) dated as of [January 1, 2025] entered into by and between the Successor Agency and the Trustee which supplements a Trust Indenture dated as of March 1, 1990 as amended and supplemented by the First Supplement Indenture, Second Supplement Indenture, Third Supplement Indenture, Fourth Supplement Indenture, Fifth Supplement Indenture, Sixth Supplement Indenture and the Supplemental Indenture being referred to herein as the “Indenture”), authorizing the issuance of the Bonds. All of the Bonds and all Parity Bonds in accordance with the terms of the Indenture (copies of which are on file at the office of the Successor Agency), and all indentures supplemental

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A-3
thereto, reference to which is hereby made for a specific description of the security therein provided for the Bonds, for the nature, extent and manner of enforcement of such security, for the covenants and agreements made for the benefit of the registered owners (the “Owners”) of the Bonds and the Parity Bonds, and for a statement of the rights of the Owners. By the acceptance of this Bond the Owner hereof assents to all of the terms, conditions and provisions of the Indenture.

In the manner provided in the Indenture, the Indenture and the rights and obligations of the Successor Agency and of the Owners of the Bonds, may (with certain exceptions as stated in the Indenture) be modified or amended with the consent of the Successor Agency and the Owners of at least a majority of aggregate principal amount of outstanding Bonds and Parity Bonds, exclusive of Bonds and Parity Bonds, if any, owned by the Successor Agency or the City of Rancho Cucamonga.

Additional Parity Bonds may be issued by the Successor Agency, but only subject to the terms of the Indenture. The principal of this Bond, the interest hereon and any premium payable upon redemption hereof, are secured by an irrevocable and first pledge of, and are payable solely from, Tax Revenues (as such term is defined in the Indenture) and other moneys, all as more particularly set forth in the Indenture, which pledge is on a parity basis with the Successor Agency’s obligation to repay the Parity Bonds.

The Bonds are not subject to optional redemption, in whole or in part prior to their stated maturities.

If an event of default, as defined in the Indenture, shall occur, the principal of all Bonds may be declared due and payable upon the conditions, in the manner and with the effect provided in the Indenture, but such declaration and its consequences may be rescinded and annulled as further provided in the Indenture.

The Bonds are issuable as fully registered Bonds without coupons in denominations of $5,000 and any integral multiple thereof subject to the limitations and conditions and upon payment of the charges, if any, as provided in the Indenture, Bonds may be exchanged for a like aggregate principal amount of Bonds of other authorized denominations and of the same maturity and interest rate.

This Bond is transferable by the registered owner hereof, in person or by his attorney duly authorized in writing, at the above mentioned corporate trust office of the Trustee, but only in the manner and subject to the limitations provided in the Indenture, and upon surrender and cancellation of this Bond. Upon registration of such transfer a new fully registered Bond or Bonds, of authorized denomination or denominations, for the same aggregate principal amount and of the same maturity will be issued to the transferee in exchange herefor. The Trustee shall not be required to register the transfer or exchange of any Bond selected for redemption or of any Bond during fifteen (15) days preceding any date established by the Trustee for the selection of Bonds for redemption.

The Successor Agency and the Trustee may treat the registered owner hereof as the absolute owner hereof for all purposes, and the Successor Agency and the Trustee shall not be affected by any notice to the contrary.

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A-4
This Bond shall not be entitled to any benefit under the Indenture, or become valid or obligatory for any purpose, until the certificate of authentication hereon endorsed shall have been signed by the Trustee.

It is hereby recited, certified and declared that any and all acts, conditions and things required to exist, to happen and to be performed precedent to and in the issuance of this Bond exist, have happened and have been performed in due time, form and manner as required by the Constitution and statutes of the State of California.

IN WITNESS WHEREOF, City of Rancho Cucamonga as Successor Agency to the Rancho Cucamonga Redevelopment Agency has caused this Bond to be signed on its behalf by the Mayor by his facsimile signature and by its Assistant City Clerk by her facsimile signature of said Successor Agency to be impressed, imprinted or reproduced hereon, all as of the Dated Date set forth above.

By:_______________________________________
Mayor of the City of Rancho Cucamonga as
Successor Agency to the Rancho Cucamonga
Redevelopment Agency
ATTEST:

By:

Assistant City Clerk of the City of
Rancho Cucamonga as Successor
Agency to the Rancho Cucamonga
Redevelopment Agency

09960.00000\42614389.3
A-5
[FORM OF CERTIFICATE OF AUTHENTICATION]
This is one of the Bonds described in the within mentioned Supplemental Indenture.

Dated: __________________

COMPUTERSHARE TRUST COMPANY,

NATIONAL ASSOCIATION
By:_______________________________________
Authorized Signatory

09960.00000\42614389.3
A-6
[STATEMENT OF INSURANCE]
[RESERVED]

09960.00000\42614389.3
A-7
[FORM OF ASSIGNMENT]
For value received the undersigned do(es) hereby sell, assign and transfer unto_________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ (Name, Address and Tax Identification or Social Security Number of Assignee) the within Bond and do(es) hereby irrevocably constitute and appoint ______________________ _________________________________________ attorney, to transfer the same on the books of the Trustee, with full power of substitution in the premises.

Dated: _______________________
Signature Guaranteed:

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

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

09960.00000\42614596.3

IRREVOCABLE REFUNDING INSTRUCTIONS
These IRREVOCABLE REFUNDING INSTRUCTIONS (these “Instructions”), dated as of ________,2025, are given by the SUCCESSOR AGENCY TO THE RANCHO CUCAMONGA REDEVELOPMENT AGENCY, a public entity existing under the laws of the State of California (the “Successor Agency”), as successor agency of the RANCHO CUCAMONGA REDEVELOPMENT AGENCY (the “Former Agency”), to COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, acting as trustee (the “Trustee”) for the hereinafter defined Bonds; W l T N E S S E T H :

WHEREAS, for the purpose of financing and refinancing activities of the Former Agency through the issuance of bonds the Former Agency previously entered into a Trust Indenture, dated as of March 1,1990, between the Former Agency and the Trustee, as successor to Bank of America National Trust and Savings Association, as trustee (the “Indenture”), as amended and supplemented by the First Supplemental Indenture, between the Former Agency and the Trustee, as successor to Bank of America National Trust and Savings Association, as trustee (the “First Supplement”), dated as of February 1, 1994, the Second Supplemental Indenture between the Former Agency and the Trustee, as successor to U.S. Bank Trust National Association, as trustee (the “Second Supplement”), dated as of August 1, 1999; the Third Supplemental Indenture between the Former Agency and Trustee, as successor to Wells Fargo Bank National Association, as trustee (the “Third Supplement”), dated as of August 1, 2001; the Fourth Supplemental Indenture between the Former Agency and the Trustee, as successor to Wells Fargo Bank National Association, as trustee (the “Fourth Supplement”), dated as of March 1, 2004, the Fifth Supplemental Indenture between the Successor Agency and the Trustee, as successor to Wells Fargo Bank, N.A., as trustee (the “Fifth Supplement”), dated July 1, 2014, and the Sixth Supplemental Indenture between the Successor Agency and the Trustee, as successor to Wells Fargo Bank, N.A., as trustee (the “Sixth Supplement”) dated October 1, 2016, and
WHEREAS, by implementation of California Assembly Bill X1 26, which amended provisions of the California Redevelopment Law, (found at Health and Safety Code Section 33000, et.seq.) and the California Supreme Court’s decision in California Redevelopment Association v. Matosantos, the Former Agency was dissolved on February 1, 2012 in accordance with California Assembly Bill X1 26 approved by the Governor of the State of California on June 28, 2011 ("AB 26"), and on February 1, 2012, the Successor Agency, in accordance with and pursuant to AB 26, assumed the duties and obligations set forth in AB 26 for the Former Agency, including, without limitation, the obligations of the Former Agency under the Indenture, the First Supplement, the Second Supplement, the Third Supplement and the Fourth Supplement and related documents to which the Former Agency was a party; and
WHEREAS, the Successor Agency issued its $174,050,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area ATTACHMENT 3

09960.00000\42614596.3
2 Tax Allocation Refunding Bonds, Series 2014 (the “Prior Bonds”) for the purpose of refinancing the certain outstanding bonds of the Former Agency pursuant to the Indenture and a Fifth Supplement;
WHEREAS, the Successor Agency issued its $56,860,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2016 for the purpose of refinancing the Former Agency’s $73,305,000 Rancho Redevelopment Project Housing Set-Aside Tax Allocation Bonds 2007 Series A Bonds pursuant to the Indenture and the Sixth Supplement; WHEREAS, the Successor Agency has determined that it is in the best financial interests of the Successor Agency to refund, at this time, the Prior Bonds; and WHEREAS, in order to provide funds for such purpose, the Successor Agency is issuing Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2025 (the "Series 2025 Bonds") and applying a portion of the proceeds thereof, together with certain other moneys, to defease and redeem all of the outstanding Prior Bonds; and WHEREAS, the Series 2025 Bonds are being issued pursuant to a Seventh Supplemental Indenture (the “Seventh Supplement”), dated as of [January 1, 2025], between the Successor Agency and the Trustee; and
WHEREAS, the Successor Agency wishes to give these Instructions to the Trustee for the purpose of providing the terms and conditions relating to the deposit and application of moneys to provide for the payment and redemption of the outstanding Prior Bonds;
NOW, THEREFORE, the Successor Agency hereby irrevocably instructs the Trustee as follows:

Section 1. Establishment of the Prior Bonds Refunding Fund. The Trustee shall establish a special fund known as the “Refunding Fund” (the “Refunding Fund”) which shall be held separate and apart from all other funds and accounts held by it. All amounts on deposit in the Refunding Fund are hereby irrevocably pledged as a special trust fund for the redemption of all of the outstanding Prior Bonds on ________, 2025.

Neither the Trustee nor any other person shall have a lien upon or right of set off against the amounts at any time on deposit in the Refunding Fund, and such amounts shall be applied only as provided herein.

Section 2. Deposit into the Prior Bonds Escrow Fund; Investment of Amounts. Concurrently with delivery of the Series 2025 Bonds, the Trustee shall receive the amount of $________ in immediately available funds to be derived from a portion of the proceeds of sale of the Series 2025 Bonds and shall deposit $_________ to the Refunding Fund. Additionally, the Trustee shall also transfer the $______ from the funds and accounts established for the Prior Bonds under the Fifth Supplement to the Refunding Fund.

09960.00000\42614596.3
3 The Successor Agency hereby directs the Trustee to hold all moneys in the investments set forth in the schedule of fees or as otherwise instructed in writing by the Successor Agency.

The Successor Agency signifies that by making the deposit described herein, it is discharging the Prior Bonds pursuant to Section 10.03 of the Indenture.

Section 3. Proceedings for Redemption of Prior Bonds.
(a) The Successor Agency hereby irrevocably elects, and directs the Trustee, to redeem, on ________, 2025, from amounts on deposit in the Refunding Fund, the outstanding Prior Bonds pursuant to the provisions of Section 2.13(a) of the Fifth Supplement. The Trustee acknowledges, that by accepting these instructions, it will give a notice of such redemption in accordance with Section 2.13(e) of the Fifth Supplement in order to allow for the redemption of the Prior Bonds on ________, 2025.

Section 4. Application of Funds to Redeem Prior Bonds. The Trustee shall apply the amounts on deposit in the Refunding Fund to redeem the outstanding Prior Bonds on __________, 2025 at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, all in accordance with Section 2.13(a) of the Fifth Supplement.

Section 5. Transfer of Remaining Funds. On __________ 1, 2025, following the payment and redemption described above and payment of any amounts then owed to the Trustee, the Trustee shall withdraw any amounts remaining on deposit in the Refunding Fund and transfer such amounts to the Trustee for deposit into the Interest Account established under the Indenture to be used solely for the purpose of paying interest on the Series 2025 Bonds. The Trustee shall be entitled to compensation for its services as stated in the schedule of fees provided to the Successor Agency.

Section 6. Amendment. These Instructions shall be irrevocable by the Successor Agency. These Instructions may be amended or supplemented by agreement of the Successor Agency and the Trustee, but only if the Successor Agency shall file with the Trustee (a) an opinion of nationally recognized bond counsel engaged by the Successor Agency stating that such amendment or supplement will not, of itself, adversely affect the exclusion from gross income of interest on the Prior Bonds or the Series 2025 Bonds under federal income tax law, and (b) a certification of an independent accountant or independent financial adviser engaged by the Successor Agency stating that such amendment or supplement will not affect the sufficiency of funds invested and held hereunder to make the payments required by Section 4.

Section 7. Application of Certain Terms of the Indenture. All of the terms of the Indenture, as Supplemented, relating to the payment of principal of and interest and repayment premium, if any, on the Prior Bonds and the redemption thereof, and any of the rights, privileges, protections, indemnities, immunities and limitations from liability afforded the Trustee, are incorporated in these Instructions as if set forth in full herein.

09960.00000\42614596.3
4 Section 8. Counterparts. These Instructions may be signed in several counterparts, each of which will constitute an original, but all of which will constitute one and the same instrument. These Instructions shall be valid, binding, and enforceable against a party only when executed and delivered by an authorized individual on behalf of the party by means of (i) any electronic signature permitted by the federal Electronic Signatures in Global and National Commerce Act, state enactments of the Uniform Electronic Transactions Act, and/or any other relevant electronic signatures law, including relevant provisions of the Uniform Commercial Code (collectively, “Signature Law”); (ii) an original manual signature; or (iii) a faxed, scanned, or photocopied manual signature.

Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Each party hereto shall be entitled to conclusively rely upon, and shall have no liability with respect to, any faxed, scanned, or photocopied manual signature, or other electronic signature, of any party and shall have no duty to investigate, confirm or otherwise verify the validity or authenticity thereof. For avoidance of doubt, original manual signatures shall be used for execution or indorsement of writings when required under the Uniform Commercial Code or other Signature Law due to the character or intended character of the writings.

Section 9. Governing Law and Waiver of Jury Trial. These Instructions shall be construed in accordance with and governed by the laws of the State of California. THE

PARTIES HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED

BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL

PROCEEDING ARISING OUT OF OR RELATING TO THESE INSTRUCTIONS, THE SERIES 2025 BONDS OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY.

Section 10.Termination. These Instructions shall terminate on the application of all of the funds in the Redemption Fund, including any interest and investment earnings thereon, pursuant to Sections 4 and 5 hereof, except that Section 7 hereof shall survive termination
[Signature page follows]

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SUCCESSOR AGENCY TO THE RANCHO

CUCAMONGA REDEVELOPMENT
AGENCY
By:

John R. Gillison, City Manager
ACCEPTED:

COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION,
as Trustee
By:

Authorized Officer
-Signature Page-
Irrevocable Refunding Instructions

09960.00000\42614528.3
S-1

CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the “Disclosure Certificate”) is executed and delivered by the Successor Agency to the Rancho Cucamonga Redevelopment Agency (the “Agency”) as successor to the Rancho Cucamonga Redevelopment Agency (the “Former Agency”), in connection with the issuance of $__________ aggregate principal amount of Successor Agency of the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2025 (the “Bonds”). The Bonds are being issued pursuant to a Trust Indenture, dated as of March 1,1990 (the “Original Indenture”), between the former Agency and Computershare Trust Company, N.A. (the “Trustee”), as successor to Bank of America National Trust and Savings Association (“Bank of America”) as trustee, as amended and supplemented by the First Supplemental Indenture, between the Former Agency and Trustee, as successor to Bank of America, as trustee (the “First Supplemental Indenture”) dated as of February 1, 1994, the Second Supplemental Indenture between the Former Agency and Trustee, as successor to U.S. Bank Trust National Association, as trustee (the “Second Supplement”), dated as of August 1, 1999, the Third Supplemental Indenture between the Former Agency and Trustee, as successor to Wells Fargo Bank National Association, as trustee (the “Third Supplement”), dated as of August 1, 2001, the Fourth Supplemental Indenture between the Former Agency and Trustee, as successor to Wells Fargo Bank National Association, as trustee (the “Fourth Supplement”), dated as of March 1, 2004, the Fifth Supplemental Indenture between the Agency and the Trustee, as successor to Wells Fargo Bank, N.A., as trustee (the “Fifth Supplement”), dated July 1, 2014, and a Sixth Supplemental Indenture between the Agency and the Trustee, as successor to Wells Fargo Bank, N.A., as trustee (the “Sixth Supplement”) dated October 1, 2016, and a Seventh Supplemental Indenture, dated as of [January 1, 2025] between the Agency and the Trustee, (collectively, the “Indenture”). The Agency covenants and agrees as follows:

SECTION 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Agency for the benefit of the Holders and Beneficial Owners of the Bonds and in order to assist the Participating Underwriter in complying with Securities and Exchange Commission (“S.E.C.”) Rule 15c2- 12(b)(5).

SECTION 2. Definitions. In addition to the definitions set forth in the Indenture, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings:
“Annual Report Date” shall mean the date in each year not later than April 1 following the end of the Agency’s fiscal year, the end of which, as of the date of this Disclosure Certificate, is June 30. “Dissemination Agent” shall mean, initially, Computershare Trust Company, N.A., acting in its capacity as dissemination agent hereunder, or any successor dissemination agent that is so designated in writing by the Agency and which has filed with the then current dissemination agent a written acceptance of such designation. “Listed Events” shall mean any of the events listed in Section 5(a) of this Disclosure Certificate. “MSRB” shall mean the Municipal Securities Rulemaking Board. “Official Statement” shall mean the Official Statement relating to the Bonds. “Initial Purchaser” shall mean Stifel, Nicolaus and Company, Inc.; the initial purchaser of the Bonds required to comply with the Rule in connection with the offering of the Bonds. “Rule” shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time.

SECTION 3. Provision of Annual Reports.
(a) The Agency shall, or shall cause the Dissemination Agent to, not later than nine months after the end of the Agency’s fiscal year (which shall be April 1 of each year, so long as the Issuer’s fiscal year ends on June 30), commencing with the report for the 2024-2025 fiscal year (which shall be April 1, 2025), provide to the ATTACHMENT 4

09960.00000\42614528.3
S-2
MSRB an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate.

The Annual Report may cross-reference other information as provided in Section 4 of this Disclosure Certificate; provided, that the audited financial statements of the Agency may be submitted separately from the balance of the Annual Report and later than the date required above for the filing of the Annual Report if they are not available by that date. If the Agency’s fiscal year changes, it shall provide written notice of such change in the same manner as for a Listed Event under Section 5(c). The Annual Report shall be submitted on a standard form in use by industry participants or other appropriate form and shall identify the Bonds by name and CUSIP number. (b) Not later than fifteen (15) Business Days prior to said date, the Agency shall provide the Annual Report to an authorized officer of the Dissemination Agent (if other than the Agency). If the Agency is unable to provide to the MSRB an Annual Report by the date required in subsection (a), the Agency shall send or cause to be sent to the MSRB a notice in substantially the form attached as Exhibit A or such other form as prescribed or acceptable to the MSRB.
(c) The Dissemination Agent upon its receipt of such Annual Report shall (if the Dissemination Agent is other than the Agency), file a report with the Agency certifying that the Annual Report has been provided pursuant to this Disclosure Certificate, stating the date it was provided to the MSRB.

SECTION 4. Content of Annual Reports. The Agency’s Annual Report shall contain or include by reference the following:
(a) Audited financial statements of the Agency for the preceding fiscal year either as a separate audit of the Agency or as a combined statement with the City’s comprehensive audited financial report, prepared in accordance with generally accepted accounting principles and the laws of the state of California, including all statements and information prescribed for inclusion therein by the Governmental Accounting Standards Board. If the audited financial statements are not available by the time the Annual Report is required to be filed pursuant to Section 3(a), the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the final Official Statement, and the audited financial statements shall be provided to the MSRB in the same manner as the Annual Report when they become available.

To the extent not included in the audited financial statement of the Agency, the Annual Report shall also include the following:
(b) Principal amount of Bonds outstanding.
(c) Agency outstanding debt, including without limitation any Parity Bonds and subordinate debt. (d) Information regarding total assessed valuation of taxable properties within the Project Area, as set forth in Table 3 of the Official Statement of the Agency, dated ___________, 2025 (the “Official Statement”), if and to the extent provided to the Agency by the County of San Bernardino (the “County”). (e) Information regarding total secured tax charges and delinquencies on taxable properties within the Project Area, including without limitation the identities of any delinquent taxpayers that account for more than 10% of the total tax levy within the Project Area, if and to the extent provided to the Agency by the County. (f) Information regarding the top ten (10) tax payers within the Project Area, as set forth in Table [1] of the Official Statement, if and to the extent provided to the Agency by the County. (g) Information regarding assessment appeals by large taxpayers and the estimated loss on appeal as shown in Tables [4 and 5] in the Official Statement.
(h) Debt service coverage on the Bonds for the most recently completed fiscal year in substantially the form of Table [10] of the Official Statement; no projected coverage needs to be presented.

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(i) Information on the total amount of tax increment allocated to the Successor Agency in such fiscal year and the annual maximum amount of tax increment which may be received by the Successor Agency in such fiscal year.

Any or all of the items listed above may be set forth in one or a set of documents or may be included by specific reference to other documents, including official statements of debt issues of the Agency or related public entities, which have been available to the public on the MSRB’s website. The Agency shall clearly identify each such other document so included by reference.

SECTION 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section 5, the Agency shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds:
(i) principal and interest payment delinquencies;
(ii) non-payment related defaults, if material;
(iii) unscheduled draws on any reserve fund for the Bonds reflecting financial difficulties; (iv) unscheduled draws on any credit enhancements securing the Bonds reflecting financial difficulties;
(v) substitution of any credit or liquidity providers, or their failure to perform; (vi) adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB), or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds;
(vii) modifications to the rights of owners of the Bonds, if material; (viii) Bond calls, if material, and tender offers for the Bonds; (ix) defeasances;
(x) any release, substitution, or sale of property securing repayment of the Bonds, if material; (xi) rating changes;
(xii) any bankruptcy, insolvency, receivership, or similar event of the Agency. This Listed Event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the Agency in a proceeding under the Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Agency, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Agency; (xiii) the consummation of a merger, consolidation, or acquisition involving the Agency or the sale of all or substantially all of the assets of the Agency, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (xiv) appointment of a successor or additional trustee or the change of name of a trustee, if material;

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(xv) the incurrence of a financial obligation of the Agency, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the Agency, any of which affect security holders, if material; and
(xvi) default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a financial obligation of the Agency, any of which reflect financial difficulties. (b) Upon and after the occurrence of a Listed Event listed under subsection (a)(ii), (a)(vii), (a)(viii), (a)(x), (a)(xiii), (a)(xiv), (a)(xv) or (a)(xvi) above, the Agency shall as soon as possible determine if such event would be material under applicable federal securities laws. If the Agency determines that knowledge of the occurrence of such Listed Event would be material under applicable federal securities laws, the Agency shall promptly notify the Dissemination Agent in writing. Such written notice shall instruct the Dissemination Agent to report the occurrence pursuant to subsection (d) below. (c) Upon and after the occurrence of any Listed Event (other than a Listed Event listed under subsection (a)(ii), (a)(vii), (a)(viii), (a)(x), (a)(xiii), (a)(xiv), (a)(xv) or (a)(xvi) above), the Agency shall promptly notify the Dissemination Agent in writing. Such notice shall instruct the Dissemination Agent to report the occurrence pursuant to subsection (d) below.
(d) If the Dissemination Agent has been instructed by the Agency to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with MSRB not later than ten (10) Business Days after the occurrence of such Listed Event. Such notice must be submitted in an electronic format as prescribed by MSRB, accompanied by such identifying information as prescribed by MSRB. Notwithstanding the foregoing, notice of a Listed Event described in subsection (a)(viii) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to owners of affected Bonds pursuant to the Indenture. The Agency hereby agrees that the undertaking set forth in this Disclosure Certificate is the sole responsibility of the Agency and that neither the Trustee nor the Dissemination Agent shall be responsible or liable for determining whether the Agency’s written instructions to the Dissemination Agent under this Section 5 comply with the requirements of the Rule.
(e) The Agency shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material, in a timely manner not later than ten business days after the occurrence of the event:

1. Unless described in paragraph 5(a)(vi), other material notices or determinations by the Internal Revenue Service with respect to the tax status of the Bonds or other material events affecting the tax status of the Bonds;

2. Modifications to rights of Bondholders;

3. Optional, unscheduled or contingent Bond calls;

4. Release, substitution, or sale of property securing repayment of the Bonds;

5. Non-payment related defaults;

6. The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms; or

7. Appointment of a successor or additional trustee or the change of name of a trustee. (e) Upon and after the occurrence of a Listed Event listed under subsection (a)(ii), (a)(vii), (a)(viii), (a)(x), (a)(xiii), (a)(xiv), (a)(xv) or (a)(xvi) above, the Agency shall as soon as possible determine if such

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event would be material under applicable federal securities laws. If the Agency determines that knowledge of the occurrence of such Listed Event would be material under applicable federal securities laws, the Agency shall promptly notify the Dissemination Agent in writing. Such notice shall instruct the Dissemination Agent to report the occurrence pursuant to subsection (d) below.
(f) Upon and after the occurrence of any Listed Event (other than a Listed Event listed under subsection (a)(ii), (a)(vii), (a)(viii), (a)(x), (a)(xiii), (a)(xiv), (a)(xv) or (a)(xvi) above), the Agency shall promptly notify the Dissemination Agent in writing. Such notice shall instruct the Dissemination Agent to report the occurrence pursuant to section 6 (d) above.
(g) If the Dissemination Agent has been instructed by the Agency to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with MSRB not later than ten (10) Business Days after the occurrence of such Listed Event. Such notice must be submitted in an electronic format as prescribed by MSRB, accompanied by such identifying information as prescribed by MSRB. Notwithstanding the foregoing, notice of a Listed Event described in subsection (a)(viii) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to owners of affected Bonds pursuant to the Indenture. The Agency hereby agrees that the undertaking set forth in this Disclosure Certificate is the sole responsibility of the Agency and that neither the Trustee nor the Dissemination Agent shall be responsible or liable for determining whether the Agency’s instructions to the Dissemination Agent under this Section 5 comply with the requirements of the Rule.

SECTION 6. Format for Filings with MSRB. Any report or filing with the MSRB pursuant to this Disclosure Certificate must be submitted in electronic format, accompanied by such identifying information as is prescribed by the MSRB.

SECTION 7. Termination of Reporting Obligation. The Agency’s and the Dissemination Agent’s obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. If such termination occurs prior to the final maturity of the Bonds, the Agency shall give notice of such termination in the same manner as for a Listed Event under Section 5(c).

SECTION 8. Dissemination Agent. The Authority hereby appoints Computershare Trust Company, N.A., as the initial Dissemination Agent hereunder to assist them in carrying out their obligations under this Disclosure Certificate. The Authority may discharge any Dissemination Agent by providing prior written notice to the Dissemination Agent, with or without appointing a successor dissemination agent. The Dissemination Agent may at any time resign by providing prior written notice of such resignation to the Authority. The Dissemination Agent shall not be responsible in any manner for the content of any report or notice prepared by the Authority pursuant to this Disclosure Certificate. The Dissemination Agent shall have no duty to prepare any information or report, nor shall the Dissemination Agent be responsible for filing any information or report not provided to it by the Authority in a timely manner and in a form suitable for filing. The Dissemination Agent shall receive compensation for its services provided under this Disclosure Certificate. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the Authority shall indemnify and hold the Dissemination Agent, its officers, directors, employees, affiliates and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in connection with the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorney’s fees and expenses) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent’s gross negligence or willful misconduct. The obligations of the Authority under this section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds. The Dissemination Agent shall not be deemed to be acting in any fiduciary capacity for the Authority, any holder of an Bond or any other party.

SECTION 9. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Certificate, the Agency may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied:
(a) If the amendment or waiver relates to the provisions of Sections 3(a), 4, 5(a) or 5(b), it may only be made in connection with a change in circumstances that arises from a change in legal

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requirements, change in law, or change in the identity, nature or status of an obligated person with respect to the Bonds, or the type of business conducted;
(b) The undertaking, as amended or taking into account such waiver, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and
(c) The amendment or waiver does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the Holders or Beneficial Owners of the Bonds.

In the event of any amendment or waiver of a provision of this Disclosure Certificate, the Agency shall describe such amendment in the next Annual Report, and shall include, as applicable, a narrative explanation of the reason for the amendment or waiver and its impact on the type (or in the case of a change of accounting principles, on the presentation) of financial information or operating data being presented by the Agency. In addition, if the amendment relates to the accounting principles to be followed in preparing financial statements, (i) notice of such change shall be given in a filing with the MSRB, and (ii) the Annual Report for the year in which the change is made should present a comparison (in narrative form and also, if feasible, in quantitative form) between the financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles.

SECTION 10. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Agency from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice required to be filed pursuant to this Disclosure Certificate, in addition to that which is required by this Disclosure Certificate. If the Agency chooses to include any information in any Annual Report or notice in addition to that which is specifically required by this Disclosure Certificate, the Agency shall have no obligation under this Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event or any other event required to be reported.

SECTION 11. Default. In the event of a failure of the Agency to comply with any provision of this Disclosure Certificate any Holder or Beneficial Owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Agency to comply with its obligations under this Disclosure Certificate; provided, that any such action may be instituted only in Superior Court of the State of California in and for the County of San Bernardino or in U.S. District Court in or nearest to the County. The sole remedy under this Disclosure Certificate in the event of any failure of the Agency to comply with this Disclosure Certificate shall be an action to compel performance.

SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Agency, the Dissemination Agent, the Participating Underwriter and Holders and Beneficial Owners from time to time of the Bonds, and shall create no rights in any other person or entity. (Balance of this page intentionally left blank.)

09960.00000\42614528.3
S-1
Date: _________, 2025.

SUCCESSOR AGENCY TO THE RANCHO CUCAMONGA

REDEVELOPMENT AGENCY
By
John R. Gillison, City Manager
-Signature Page-
Continuing Disclosure Certificate

09960.00000\42614528.3
A-1

CONTINUING DISCLOSURE EXHIBIT A

FORM OF NOTICE TO THE MUNICIPAL SECURITIES RULEMAKING BOARD

OF FAILURE TO FILE ANNUAL REPORT
Name of Agency: SUCCESSOR AGENCY TO THE RANCHO CUCAMONGA

REDEVELOPMENT AGENCY
Name of Bond Issue: SUCCESSOR AGENCY TO THE RANCHO CUCAMONGA

REDEVELOPMENT AGENCY RANCHO REDEVELOPMENT

PROJECT AREA TAX ALLOCATION REFUNDING BONDS, SERIES
2025
Date of Issuance: __________________, 2025
NOTICE IS HEREBY GIVEN that the Agency has not provided an Annual Report with respect to the above- named Bonds as required by Section 4 of the Continuing Disclosure Certificate of the Agency, dated the Date of Issuance. [The Agency anticipates that the Annual Report will be filed by _____________.] Dated:_______________

SUCCESSOR AGENCY TO THE RANCHO CUCAMONGA

REDEVELOPMENT AGENCY
By [to be signed only if filed]

Debt Service Savings Analysis
Series 2025
'AA-' underlying (1)(2)
Refunding Bond Amount $90,705,000
Par Refunded $96,590,000
Final Maturity 9/1/2032
Average Coupon of Refunded Bonds 5.00%
Average Coupon of Refunding Bonds 5.00%
True Interest Cost (effective rate) 2.70%
Net Present Value Savings ($) $8,383,365
Net Present Value Savings (%) 8.68%
Nominal Savings ($) $9,395,338
Average Annual Savings ($)(3) $1,174,417
Taxing Entities Share of Average Annual Savings:

CITY OF RANCHO CUCAMONGA $59,222
RANCHO CUCAMONGA FIRE DISTRICT $144,568
EDUCATION REVENUE AUGMENTATION FUND $260,308
CHAFFEY JOINT UNION HIGH SCHOOL DISTRICT $181,359
COUNTY GENERAL FUND $171,907
CUCAMONGA ELEMENTARY SCHOOL DISTRICT $106,042
ETIWANDA ELEMENTARY SCHOOL DISTRICT $66,991
CHAFFEY COMMUNITY COLLEGE $49,711
INLAND EMPIRE UTILITIES AGENCY - GTL IMP C $33,841
FLOOD CONTROL ZONE 1 $30,254
CENTRAL ELEMENTARY SCHOOL DISTRICT $25,408
INLAND EMPIRE UTILITIES AGENCY - GTL MID-VALLEY $17,825 CHINO BASIN WATER CONSERVATION DISTRICT $5,943
ALTA LOMA ELEMENTARY SCHOOL DISTRICT $5,916
SUPT. OF SCHOOLS - GENERAL TAX LEVY $5,899
SUPT. OF SCHOOLS - PHYSICALLY HANDICAPPED $2,320
INLAND EMPIRE JT RESOURCE CONSERVATION DISTRICT $2,268
FLOOD CONTROL ADMIN 1 & 2 $2,146
SUPT. OF SCHOOLS - MENTAL RETARDATION $1,863
SUPT. OF SCHOOLS - DEVELOPMENT CENTER $608
INLAND EMPIRE UTILITIES AGENCY - GENERAL TAX LEVY $18
Total $1,174,417
Notes
(1) Preliminary Cash Flows as of 09/06/2024. Closing Date of 01/07/2025. (2) Refunding assumes Surety at 3.00%.
(3) Average annual savings calculated by taking the total nominal savings and divided by the remaining term on the Refunded Bonds.

Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2025
ATTACHMENT 5

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 1

SOURCES AND USES OF FUNDS
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Dated Date 01/07/2025
Delivery Date 01/07/2025
Sources:

Bond Proceeds:

Par Amount 90,705,000.00
Premium 8,724,299.50
99,429,299.50
Uses:

Refunding Escrow Deposits:

SLGS Purchases 98,266,097.00
Delivery Date Expenses:

Cost of Issuance 410,000.00
Underwriter's Discount 453,525.00
Surety Expense (3%) 298,287.90
1,161,812.90
Other Uses of Funds:

Contingency 1,389.60
99,429,299.50
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 2

SUMMARY OF REFUNDING RESULTS
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Dated Date 01/07/2025
Delivery Date 01/07/2025
Arbitrage yield 2.580558%
Escrow yield 5.053334%
Value of Negative Arbitrage -592,073.89
Bond Par Amount 90,705,000.00
True Interest Cost 2.698557%
Net Interest Cost 2.874592%
All-In TIC 2.884447%
Average Coupon 5.000000%
Average Life 4.290
Par amount of refunded bonds 96,590,000.00
Average coupon of refunded bonds 5.000000%
Average life of refunded bonds 4.406
PV of prior debt to 01/07/2025 @ 2.580558% 107,811,274.72 Net PV Savings 8,383,364.82
Percentage savings of refunded bonds 8.679330%
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 3

BOND SUMMARY STATISTICS
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Dated Date 01/07/2025
Delivery Date 01/07/2025
First Coupon 03/01/2025
Last Maturity 09/01/2032
Arbitrage Yield 2.580558%
True Interest Cost (TIC) 2.698557%
Net Interest Cost (NIC) 2.874592%
All-In TIC 2.884447%
Average Coupon 5.000000%
Average Life (years) 4.290
Duration of Issue (years) 3.922
Par Amount 90,705,000.00
Bond Proceeds 99,429,299.50
Total Interest 19,456,912.50
Net Interest 11,186,138.00
Total Debt Service 110,161,912.50
Maximum Annual Debt Service 14,942,912.50
Average Annual Debt Service 14,400,250.00
Average
Par Average Average Maturity PV of 1 bp
Bond Component Value Price Coupon Life Date change
Serial Bond 90,705,000.00 109.618 5.000% 4.290 04/22/2029 38,648.85 90,705,000.00 4.290 38,648.85
All-In Arbitrage
TIC TIC Yield
Par Value 90,705,000.00 90,705,000.00 90,705,000.00
+ Accrued Interest
+ Premium (Discount) 8,724,299.50 8,724,299.50 8,724,299.50 - Underwriter's Discount -453,525.00 -453,525.00
- Cost of Issuance Expense -410,000.00
- Other Amounts -298,287.90
Target Value 98,975,774.50 98,267,486.60 99,429,299.50
Target Date 01/07/2025 01/07/2025 01/07/2025
Yield 2.698557% 2.884447% 2.580558%
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 4

BOND PRICING
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Maturity Premium
Bond Component Date Amount Rate Yield Price (-Discount) Serial Bond:
09/01/2025 11,995,000 5.000% 2.490% 101.605 192,519.75
09/01/2026 9,665,000 5.000% 2.440% 104.112 397,424.80
09/01/2027 10,150,000 5.000% 2.490% 106.395 649,092.50
09/01/2028 10,660,000 5.000% 2.510% 108.629 919,851.40
09/01/2029 11,190,000 5.000% 2.490% 110.953 1,225,640.70 09/01/2030 11,750,000 5.000% 2.540% 112.868 1,511,990.00 09/01/2031 12,340,000 5.000% 2.620% 114.435 1,781,279.00 09/01/2032 12,955,000 5.000% 2.700% 115.797 2,046,501.35 90,705,000 8,724,299.50
Dated Date 01/07/2025
Delivery Date 01/07/2025
First Coupon 03/01/2025
Par Amount 90,705,000.00
Premium 8,724,299.50
Production 99,429,299.50 109.618323%
Underwriter's Discount -453,525.00 -0.500000%
Purchase Price 98,975,774.50 109.118323%
Accrued Interest
Net Proceeds 98,975,774.50
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 5

BOND DEBT SERVICE
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Dated Date 01/07/2025
Delivery Date 01/07/2025
Period
Ending Principal Interest Debt Service
09/01/2025 11,995,000 2,947,912.50 14,942,912.50
09/01/2026 9,665,000 3,935,500.00 13,600,500.00
09/01/2027 10,150,000 3,452,250.00 13,602,250.00
09/01/2028 10,660,000 2,944,750.00 13,604,750.00
09/01/2029 11,190,000 2,411,750.00 13,601,750.00
09/01/2030 11,750,000 1,852,250.00 13,602,250.00
09/01/2031 12,340,000 1,264,750.00 13,604,750.00
09/01/2032 12,955,000 647,750.00 13,602,750.00
90,705,000 19,456,912.50 110,161,912.50
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 6

BOND DEBT SERVICE
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Dated Date 01/07/2025
Delivery Date 01/07/2025
Period Annual
Ending Principal Interest Debt Service Debt Service
03/01/2025 680,287.50 680,287.50
09/01/2025 11,995,000 2,267,625.00 14,262,625.00 14,942,912.50 03/01/2026 1,967,750.00 1,967,750.00
09/01/2026 9,665,000 1,967,750.00 11,632,750.00 13,600,500.00 03/01/2027 1,726,125.00 1,726,125.00
09/01/2027 10,150,000 1,726,125.00 11,876,125.00 13,602,250.00 03/01/2028 1,472,375.00 1,472,375.00
09/01/2028 10,660,000 1,472,375.00 12,132,375.00 13,604,750.00 03/01/2029 1,205,875.00 1,205,875.00
09/01/2029 11,190,000 1,205,875.00 12,395,875.00 13,601,750.00 03/01/2030 926,125.00 926,125.00
09/01/2030 11,750,000 926,125.00 12,676,125.00 13,602,250.00 03/01/2031 632,375.00 632,375.00
09/01/2031 12,340,000 632,375.00 12,972,375.00 13,604,750.00 03/01/2032 323,875.00 323,875.00
09/01/2032 12,955,000 323,875.00 13,278,875.00 13,602,750.00 90,705,000 19,456,912.50 110,161,912.50 110,161,912.50
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 7

SAVINGS
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Present Value
Prior Refunding to 01/07/2025
Date Debt Service Debt Service Savings @ 2.5805576%
09/01/2025 14,944,500.00 14,942,912.50 1,587.50 23,570.77 09/01/2026 14,943,750.00 13,600,500.00 1,343,250.00 1,290,007.67 09/01/2027 14,942,750.00 13,602,250.00 1,340,500.00 1,254,494.49 09/01/2028 14,945,250.00 13,604,750.00 1,340,500.00 1,222,443.73 09/01/2029 14,944,750.00 13,601,750.00 1,343,000.00 1,193,416.46 09/01/2030 14,945,000.00 13,602,250.00 1,342,750.00 1,162,680.96 09/01/2031 14,944,500.00 13,604,750.00 1,339,750.00 1,130,402.95 09/01/2032 14,946,750.00 13,602,750.00 1,344,000.00 1,104,958.18 119,557,250.00 110,161,912.50 9,395,337.50 8,381,975.22 Savings Summary
Dated Date 01/07/2025
Delivery Date 01/07/2025
PV of savings from cash flow 8,381,975.22
Plus: Refunding funds on hand 1,389.60
Net PV Savings 8,383,364.82
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 8

SUMMARY OF BONDS REFUNDED
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Maturity Interest Par Call Call
Bond Date Rate Amount Date Price
2014 Tax Allocation Refunding Bonds, 2014TAB, SERIAL:
09/01/2025 5.000% 10,115,000 04/07/2025 100.000
09/01/2026 5.000% 10,620,000 04/07/2025 100.000
09/01/2027 5.000% 11,150,000 04/07/2025 100.000
09/01/2028 5.000% 11,710,000 04/07/2025 100.000
09/01/2029 5.000% 12,295,000 04/07/2025 100.000
09/01/2030 5.000% 12,910,000 04/07/2025 100.000
09/01/2031 5.000% 13,555,000 04/07/2025 100.000
09/01/2032 5.000% 14,235,000 04/07/2025 100.000
96,590,000
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 9

ESCROW REQUIREMENTS
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Period Principal
Ending Interest Redeemed Total
03/01/2025 2,414,750.00 2,414,750.00
04/07/2025 482,950.00 96,590,000 97,072,950.00
2,897,700.00 96,590,000 99,487,700.00
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 10

ESCROW DESCRIPTIONS
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Type of Type of Maturity First Int Par Max
Security SLGS Date Pmt Date Amount Rate Rate
Jan 7, 2025:

SLGS Certificate 03/01/2025 03/01/2025 2,396,378 5.280% 5.280% SLGS Certificate 04/07/2025 04/07/2025 95,869,719 5.090% 5.090% 98,266,097
SLGS Summary
SLGS Rates File 06SEP24
Total Certificates of Indebtedness 98,266,097.00
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 11

FORMULA VERIFICATION
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Component Formula Value
SURETY 3% * 10% of Reasonable Par Amount 298,287.90
SURETY 3% * maximum annual Debt Service 448,287.38
SURETY 3% * 125% of average annual adjusted Debt Service 540,009.38 SURETY Surety Expense (3%) 298,287.90
FORM Total Prior Debt Service through 3/1/2025 2,414,750.00 FORM - total Debt Service through 3/1/2025 -680,287.50
FORM Other Formula 1,734,462.50
Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.

Prepared by Stifel, Nicolaus & Company, Inc. (MG) Page 12

UNDERWRITER DISCLOSURE
Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area
Tax Allocation Refunding Bonds, Series 2024
**************************************************************************************************** Assumes AA- Interest Rate Scale
Market Conditions as of September 6, 2024
**************************************************************************************************** Stifel, Nicolaus & Company, Incorporated ('Stifel') has been engaged or appointed to serve as an underwriter or placement agent with respect to a particular issuance of municipal securities to which the attached material relates and Stifel is providing all information and advice contained in the attached material in its capacity as underwriter or placement agent for that particular issuance. As outlined in the SEC's Municipal Advisor Rule, Stifel has not acted, and will not act, as your municipal advisor with respect to the issuance of the municipal securities that is the subject to the engagement.

Stifel is providing information and is declaring to the proposed municipal issuer and any obligated person that it has done so within the regulatory framework of MSRB Rule G-23 as an underwriter (by definition also including the role of placement agent) and not as a financial advisor, as defined therein, with respect to the referenced proposed issuance of municipal securities. The primary role of Stifel, as an underwriter, is to purchase securities for resale to investors in an arm's- length commercial transaction. Serving in the role of underwriter, Stifel has financial and other interests that differ from those of the issuer. The issuer should consult with its' own financial and/or municipal, legal, accounting, tax and other advisors, as applicable, to the extent it deems appropriate.

These materials have been prepared by Stifel for the client or potential client to whom such materials are directly addressed and delivered for discussion purposes only. All terms and conditions are subject to further discussion and negotiation. Stifel does not express any view as to whether financing options presented in these materials are achievable or will be available at the time of any contemplated transaction. These materials do not constitute an offer or solicitation to sell or purchase any securities and are not a commitment by Stifel to provide or arrange any financing for any transaction or to purchase any security in connection therewith and may not relied upon as an indication that such an offer will be provided in the future. Where indicated, this presentation may contain information derived from sources other than Stifel. While we believe such information to be accurate and complete, Stifel does not guarantee the accuracy of this information. This material is based on information currently available to Stifel or its sources and is subject to change without notice. Stifel does not provide accounting, tax or legal advice; however, you should be aware that any proposed indicative transaction could have accounting, tax, legal or other implications that should be discussed with your advisors and /or counsel as you deem appropriate.

Notes:

1. Preliminary, subject to change

2. The use of 'AA-' rating is consistent with the rating of the outstanding bonds

3. The City's actual results may differ, and Stifel makes no commitment to underwrite as these levels.

4. Costs of issuance and underwriter's discount are estimates for discussion purposes.

5. Analysis was performed with no changes to the term or the structure of the debt service from the currently outstanding issue.

6. The escrow has been funded with SLGS but in no way is Stifel recommending this or any other investment strategy.