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Home My WebLink About2021/02/17 - Regular Meeting Agenda Packet CITY OF RANCHO CUCAMONGA L. Dor ennis Michael REGULAR MEETING AGENDA Mayor Pro Tem February 17, 2021 Lynne B. Kennedy 10500 Civic Center Drive Councils of the City t, Rancho Cucamonga, CA 91730 r Wwo Ryan A. Hutchison Kristine D. Scott Sam Spagnolo FIRE PROTECTION DISTRICT BOARD—CITY COUNCIL HOUSING SUCCESSOR AGENCY-SUCCESSOR AGENCY— PUBLIC FINANCE AUTHORITY CLOSED SESSION TRI-COMMUNITIES ROOM 4:30 P.M. REGULAR MEETINGS COUNCIL CHAMBERS 7:00 P.M. The City Council meets regularly on the first and third Wednesday of the month at 7:00 p.m. in the Council Chambers located at 10500 Civic Center Drive. It Is the Intent to conclude the meeting by 10:00 p.m. unless extended by the concurrence of the City Council. Agendas, minutes, and recordings of meetings can be found at www.cityofrc.us or by contacting the City Clerk's Office at 909-774-2023. Live Broadcast available on Channel 3 (RCTV-3). In response to the Governor's Executive Orders, the San Bernardino County Department of Public Health requirements, and to ensure the health and safety of our residents by limiting contact that could spread the COVID-19 virus, there will be no members of the public in attendance at the City Council/Fire District Meetings. Members of the City Council/Fire District and staff may participate in this meeting via a teleconference. In place of in-,person attendance, members of the public are encouraged to watch from the safety of their homes in one of the following ways: Live Streaming on the City's website at https://www.cityofrc.us/your-government/city-council-agendas or Local Cable: RCTV3 Programming Members of the public wishing to speak during public communication may call at the start of the meeting by dialing (909)774-2751, if speaking on a Public Hearing item, please dial in when the Public Hearing is being heard at (909)774-2751 to be added to the queue for public comment. Calls will be answered in the order received. The City of Rancho Cucamonga thanks you in advance for taking all precautions to prevent spreading the COVID-19 virus. If you are an individual with a disability and need a reasonable modification or accommodation pursuant to the Americans with Disabilities Act ("ADA"), please contact the City Clerk's Office at (909) 774-2023, 24 hours prior to the meeting so that the City can make reasonable arrangements. CITY COUNCIL VISION STATEMENT Page 1 "Our Vision is to build on our success as a world class community, to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive." CLOSED SESSION - 4:30 P.M. TRI-COMMUNITIES ROOM ROLL CALL: Mayor Michael Mayor Pro Tern Kennedy Council Members Hutchison, Scott, and Spagnolo A. ANNOUNCEMENT OF CLOSED SESSION ITEM(S) B. PUBLIC COMMUNICATIONS ON CLOSED SESSION ITEM(S) C. CITY MANAGER ANNOUNCEMENTS D. CONDUCT OF CLOSED SESSION D1. CONFERENCE WITH LABOR NEGOTIATOR ROBERT NEIUBER, HUMAN RESOURCES DIRECTOR PER GOVERNMENT CODE SECTION 54954.2 REGARDING LABOR NEGOTIATIONS WITH THE RANCHO CUCAMONGA CITY EMPLOYEES ASSOCIATION (RCCEA), TEAMSTERS LOCAL 1932 EXECUTIVE MANAGEMENT GROUP AND FIRE SUPPORT SERVICES — CITY D2. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: HIMNEL USA, INC. d/b/a ST. MARY'S MONTESSORI SCHOOL AND GLOBAL PROPERTY HOLDINGS LLC VS. CITY OF RANCHO CUCAMONGA, SBSC CASE NO.: CIVDS 2014554. — CITY D3. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: AWI BUILDERS, INC V. RANCHO CUCAMONGA FIRE PROTECTION DISTRICT, SAN BERNARDINO COUNTY SUPERIOR COURT, CASE NO. CIVDS 1928697 D4. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: CITY OF RANCHO CUCAMONGA V. DR LANDMARK, INC.; POWER MEDIC TECHNOLOGIES, INC.; HOFER PROPERTIES, LLC; AND DOES 1 THROUGH 5 INCLUSIVE, SBSC CASE NO.: CIVDS 1904713 — CITY D5. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: PEPE'S INC. V. CITY OF RANCHO CUCAMONGA, UNITED STATES DISTRICT COURT, CENTRAL DISTRICT OF CALIFORNIA, CASE NO. 5:20CV02506JGBSP — CITY CITY COUNCIL VISION STATEMENT Page 2 "Our Vision is to build on our success as a world class community, to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive." D6. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 8810 ETIWANDA AVENUE, FURTHER IDENTIFIED AS SAN BERNARDINO COUNTY TAX ASSESSOR'S PARCEL NUMBER 0229 131 07; NEGOTIATING PARTIES, JOHN GILLISON, CITY MANAGER, REPRESENTING THE CITY OF RANCHO CUCAMONGA, AND WILLIAM A. JONES AND JOAN F. JONES, TRUSTEES OF THE JONES FAMILY TRUST OF 2010, AS TO AN UNDIVIDED 2/3 INTEREST; ROBERT BRUCE STANFORD, A WIDOWER (AN INDIVIDUAL) & WILLIAM R. RUSHING, AS SUCCESSOR TRUSTEE OF THE STRACK FAMILY TRUST, DATED MARCH 13, 2014, AS TO THE REMAINDER, OWNERS; REGARDING PRICE AND TERMS - CITY D7. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY GENERALLY LOCATED AT 8583 ETIWANDA AVENUE, RANCHO CUCAMONGA, CA AND FURTHER IDENTIFIED AS SAN BERNARDINO COUNTY TAX ASSESSOR'S PARCEL NUMBER 0229141 13. NEGOTIATING PARTIES, JOHN GILLISON, CITY MANAGER, REPRESENTING THE CITY OF RANCHO CUCAMONGA, AND PATTI FEIST, OVERLAND, PACIFIC AND CUTLER, ON BEHALF OF THE CITY OF RANCHO CUCAMONGA, REGARDING INSTRUCTIONS TO NEGOTIATORS CONCERNING PRICE. NEGOTIATING PARTIES MAY NEGOTIATE WITH THE PROPERTY OWNERS SET FORTH ABOVE. - CITY D8. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY GENERALLY LOCATED AT 12977-12993 ARROW ROUTE IN THE CITY OF RANCHO CUCAMONGA AND FURTHER IDENTIFIED AS SAN BERNARDINO COUNTY TAX ASSESSOR'S PARCEL NUMBERS 0229-141-04 & 12. NEGOTIATING PARTIES, JOHN GILLISON, CITY MANAGER, REPRESENTING THE CITY OF RANCHO CUCAMONGA, AND PATTI FEIST, OVERLAND, PACIFIC AND CUTLER, ON BEHALF OF THE CITY OF RANCHO CUCAMONGA, REGARDING INSTRUCTIONS TO NEGOTIATORS CONCERNING PRICE. NEGOTIATING PARTIES MAY NEGOTIATE WITH THE PROPERTY OWNERS SET FORTH ABOVE. - CITY D9. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTIES LOCATED AT: 7089 ETIWANDA AVE. (APN 0227- 12156); HAVEN AVE. (APN:020833147); HAVEN AVE. (APN:020833140); 8340 UTICA AVE. (APN:020835306); 9612 SAN BERNARDINO ROAD (APN:0208 1 31 83); 9547 SAN BERNARDINO ROAD (APN:020815107); 9561 SAN BERNARDINO ROAD (APN: 0208151- 17); NEGOTIATING PARTIES JOHN GILLISON, CITY MANAGER AND LORI SASSOON, DEPUTY CITY MANAGER REPRESENTING THE CITY OF RANCHO CUCAMONGA; AND VOLUNTEERS OF AMERICA OF LOS ANGELES (VOALA), REGARDING PRICE AND TERMS. -CITY/FIRE E. RECESS — Closed Session to Recess to the Regular City Council Meeting at 7:00 P.M. in the Council Chambers at City Hall, 10500 Civic Center Drive, Rancho Cucamonga, California. CITY COUNCIL VISION STATEMENT Page 3 "Our Vision is to build on our success as a world class community, to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive." REGULAR MEETING - 7:00 P.M. COUNCIL CHAMBERS PLEDGE OF ALLEGIANCE ROLL CALL: Mayor Michael Mayor Pro Tern Kennedy Council Members Hutchison, Scott, and Spagnolo A. AMENDMENTS TO THE AGENDA B. ANNOUNCEMENT / PRESENTATIONS B1. Recognition of the RC Cares Program Team. --- C. PUBLIC COMMUNICATIONS Members of the City Council also sit as the Fire Board, Housing Successor Agency, Successor Agency, and Public Finance Authority. This is the time and place for the general public to address the Fire Protection District, Housing Successor Agency, Successor Agency, Public Financing Authority Board, and City Council on any item listed or not listed on the agenda. State law prohibits the Fire Protection District, Housing Successor Agency, Successor Agency, Public Financing Authority Board, and City Council from addressing any issue not previously included on the Agenda. The Fire Protection District, Housing Successor Agency, Successor Agency, Public Financing Authority Board, and City Council may receive testimony and set the matter for a subsequent meeting. Comments are to be limited to five minutes per individual or less, as deemed necessary by the Mayor, depending upon the number of individuals desiring to speak. All communications are to be addressed directly to the Fire Board, Agencies, Successor Agency, Authority Board, or City Council not to the members of the audience. This is a professional business meeting and courtesy and decorum are expected. Please refrain from any debate between audience and speaker, making loud noises, or engaging in any activity which might be disruptive to the decorum of the meeting. The public communications period will not exceed one hour prior to the commencement of the business portion of the agenda. During this one hour period, all those who wish to speak on a topic contained in the business portion of the agenda will be given priority, and no further speaker cards for these business items (with the exception of public hearing items) will be accepted once the business portion of the agenda commences. Any other public communications which have not concluded during this one hour period may resume after the regular business portion of the agenda has been completed. CITY COUNCIL VISION STATEMENT Page 4 "Our Vision is to build on our success as a world class community, to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive." CONSENT CALENDARS: The following Consent Calendar items are expected to be routine and noncontroversial. They will be acted upon at one time without discussion. Any item may be removed by a Council Member for discussion. Members of the City Council also sit as the Fire Board, Housing Successor Agency, Successor Agency, and Public Finance Authority. Council is acting in all capacities with respect to its actions on the Consent Calendars. D. CONSENT CALENDAR - D1. Consideration of Meeting Minutes for the Regular Meetings of February 3, 2021. 8 D2. Consideration to Approve City and Fire District Bi-Weekly Payroll in the Total Amount of $1,665,379.80 and City and Fire District Weekly Check Registers(Excluding Checks Issued to 14 Southern California Gas Company) in the Total Amount of $4,760,812.63 Dated January 25, 2021 Through February 07, 2021 and City and Fire District Electronic Debit Registers for the Month of January in the Total Amount of$1,048,306.45. (CITY/FIRE) D3. Consideration to Approve City and Fire District Weekly Check Registers for Checks Issued to 26 Southern California Gas Company in the Total Amount of$28,271.67 Dated January 25, 2021 Through February 07, 2021. (CITY/FIRE) D4. Consideration to Receive and File Current Investment Schedules as of January 31, 2021 for the 28 City of Rancho Cucamonga and the Rancho Cucamonga Fire Protection District. (CITY/FIRE) D5. Consideration to Accept as Complete, File the Notice of Completion and Authorize Release of 59 Retention, and Bonds for the Crossing Surface Improvement at Arrow Route Railroad Crossing Project. (CITY) D6. Consideration to Accept as Complete, File a Notice of Completion, Authorize Release of 63 Retention and Bonds for the Southwest Cucamonga Class I Bicycle Trail, MRSC Contract No. MIL16052 Project. (CITY) D7. Consideration of a Purchase and Sale Agreement and Joint Escrow Instructions, and a Right of 67 Entry and Access Agreement, Between the City of Rancho Cucamonga and Lightning PM, LLC, in the Real Property Located at 12977 Arrow Route in the City of Rancho Cucamonga and Further Identified as APN 0229-141-04 in Connection with the Construction of the Etiwanda East Side Widening Project. (CITY) D8. Receive and File Commission/Committee/Board Attendance Report for 2020. (CITY) 117 E. CONSENT CALENDAR ORDINANCE(S) - SECOND READING/ADOPTION CITY COUNCIL VISION STATEMENT Page 5 "Our Vision is to build on our success as a world class community, to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive." F. ADMINISTRATIVE HEARING ITEM(S) F1. Consideration of a Resolution Adopting the Policies and Procedures Manual for the Transfer of 123 Development Rights (TDR) Program and Naming the City of Rancho Cucamonga as the TDR Authority, as Outlined in the Etiwanda Heights Neighborhood Conservation Plan. (RESOLUTION NO. 2021-009) (CITY) G. ADVERTISED PUBLIC HEARINGS ITEM(S) - CITY/FIRE DISTRICT G1. Consideration of First Reading of Ordinance Nos. 978 and 979, to be Read by Title Only and 128 Waive Further Reading, Amending the Municipal Code to Allow for the Deferral of Payment of Development Impact Fees and the Public Art In-Lieu Fee. (ORDINANCE NO'S. 978 & 979) (CITY) H. CITY MANAGER'S STAFF REPORT(S) H1. Verbal Report on January 2021 Windstorm Event. (CITY) "' H2. Consideration to Receive and File Midyear Financial Update for the Six-Month Period Ended 149 December 31, 2020. (CITY) H3. Summary of Public Safety Response to 2020 Holiday Lights Display and Consideration of a 150 Resolution Temporarily Closing Portions of Thoroughbred and Jennet Streets, West Sapphire Street and East of Turquoise Avenue, and a Portion of Turquoise Avenue Between Jennet and Thoroughbred Streets, to Pedestrian Traffic During the Area's 2021 Holiday Light Display. (RESOLUTION NO. 2021-010) (CITY) H4. Consideration to Authorize the City Manager to Execute Professional Services Agreement with 158 PROS Consulting Inc. in an Amount Not to Exceed $66,910 for Community Services Department Organizational and Financial Assessment and AMS Planning & Research for Victoria Gardens Cultural Center& City-wide Arts Programming Assessment in an Amount Not to Exceed $97,600. (CITY) I. COUNCIL BUSINESS 11. Consideration to Approve the Re-appointments of Two Members to the Public Art Committee. 214 (CITY) 12. COUNCIL ANNOUNCEMENTS (Comments to be limited to three minutes per Council Member.) 13. INTERAGENCY UPDATES --- (Update by the City Council to the community on the meetings that were attended.) CITY COUNCIL VISION STATEMENT Page 6 "Our Vision is to build on our success as a world class community, to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive." J. CITY ATTORNEY ITEMS: K. IDENTIFICATION OF ITEMS FOR NEXT MEETING L. ADJOURNMENT CERTIFICATION I, Linda A. Troyan, MMC, City Clerk Services Director of the City of Rancho Cucamonga, or my designee, hereby certify under penalty of perjury that a true, accurate copy of the foregoing agenda was posted on at least Seventy-Two (72) hours prior to the meeting per Government Code 54954.2 at 10500 Civic Center Drive, Rancho Cucamonga, California and on the City's website. LINDA A. TROYAN, MMC CITY CLERK SERVICES DIRECTOR If you need special assistance or accommodations to participate in this meeting, please contact the City Clerk's office at (909)477-2700. Notification of 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility. Listening devices are available for the hearing impaired. CITY COUNCIL VISION STATEMENT Page 7 "Our Vision is to build on our success as a world class community, to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive." February 3, 2021 CITY OF RANCHO CUCAMONGA FIRE PROTECTION DISTRICT, HOUSING SUCCESSOR AGENCY, SUCCESSOR AGENCY, PUBLIC FINANCE AUTHORITY AND CITY COUNCIL REGULAR MEETINGS MINUTES The City Council of the City of Rancho Cucamonga held a closed session on Wednesday, February 3, 2021, in the Tri-Communities Conference Room at the Civic Center, 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor Michael called the meeting to order at 5:00 p.m. Present were Council Members: Ryan Hutchison, Kristine Scott, Sam Spagnolo, Mayor Pro Tern Lynne Kennedy and Mayor L. Dennis Michael. Also present were: John Gillison, City Manager; James L. Markman, City Attorney; Lori Sassoon, Deputy City Manager/Administrative Services; Elisa Cox, Deputy City Manager/Cultural & Civic Services and Matt Burris, Deputy City Manager/Economic and Community Development. A. ANNOUNCEMENT OF CLOSED SESSION ITEM(S) B. PUBLIC COMMUNICATIONS ON CLOSED SESSION ITEM(S) No public communications were made. C. CITY MANAGER ANNOUNCEMENTS None. D. CONDUCT OF CLOSED SESSION D1. CONFERENCE WITH LABOR NEGOTIATOR ROBERT NEIUBER, HUMAN RESOURCES DIRECTOR PER GOVERNMENT CODE SECTION 54954.2 REGARDING LABOR NEGOTIATIONS WITH THE RANCHO CUCAMONGA CITY EMPLOYEES ASSOCIATION (RCCEA), TEAMSTERS LOCAL 1932 EXECUTIVE MANAGEMENT GROUP AND FIRE SUPPORT SERVICES— CITY D2. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: HIMNEL USA, INC. d/b/a ST. MARY'S MONTESSORI SCHOOL AND GLOBAL PROPERTY HOLDINGS LLC VS. CITY OF RANCHO CUCAMONGA, SBSC CASE NO.: CIVDS 2014554. — CITY D3. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION PURSUANT TO PARAGRAPH (1)OF SUBDIVISION (D)OF SECTION 54956.9; NAME OF CASE:AWI BUILDERS, INC V. RANCHO CUCAMONGA FIRE PROTECTION DISTRICT, SAN BERNARDINO COUNTY SUPERIOR COURT, CASE NO. CIVDS 1928697 D4. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: CITY OF RANCHO CUCAMONGA V. DR LANDMARK, INC.; POWER MEDIC TECHNOLOGIES, INC.; HOFER PROPERTIES, LLC; AND DOES 1 THROUGH 5 INCLUSIVE, SBSC CASE NO.: CIVDS 1904713 — CITY D5. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: PEPE'S INC. V. CITY OF RANCHO CUCAMONGA, UNITED STATES DISTRICT COURT, CENTRAL DISTRICT OF CALIFORNIA, CASE NO. 5:20CV02506JGBSP February 3, 2021 1 Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga I Page 1 of 6 Page 8 D6. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 8810 ETIWANDA AVENUE, FURTHER IDENTIFIED AS SAN BERNARDINO COUNTY TAX ASSESSOR'S PARCEL NUMBER 0229 131 07; NEGOTIATING PARTIES, JOHN GILLISON, CITY MANAGER, REPRESENTING THE CITY OF RANCHO CUCAMONGA, AND WILLIAM A. JONES AND JOAN F. JONES, TRUSTEES OF THE JONES FAMILY TRUST OF 2010, AS TO AN UNDIVIDED 2/3 INTEREST; ROBERT BRUCE STANFORD, A WIDOWER (AN INDIVIDUAL) & WILLIAM R. RUSHING, AS SUCCESSOR TRUSTEE OF THE STRACK FAMILY TRUST, DATED MARCH 13, 2014, AS TO THE REMAINDER, OWNERS; REGARDING PRICE AND TERMS - CITY D7. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY GENERALLY LOCATED AT 8583 ETIWANDA AVENUE, RANCHO CUCAMONGA, CA AND FURTHER IDENTIFIED AS SAN BERNARDINO COUNTY TAX ASSESSOR'S PARCEL NUMBER 0229-141-13. NEGOTIATING PARTIES, JOHN GILLISON, CITY MANAGER, REPRESENTING THE CITY OF RANCHO CUCAMONGA, AND PATTI FEIST, OVERLAND, PACIFIC AND CUTLER, ON BEHALF OF THE CITY OF RANCHO CUCAMONGA, REGARDING INSTRUCTIONS TO NEGOTIATORS CONCERNING PRICE. NEGOTIATING PARTIES MAY NEGOTIATE WITH THE PROPERTY OWNERS SET FORTH ABOVE. — CITY D8. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY: APN 0207-541-60-0000/2.25 ACRES; APN 0207- 252-93-0000/2.0 ACRES; NEGOTIATING PARTIES JOHN GILLISON, CITY MANAGER, ELISA COX, DEPUTY CITY MANAGER, FLAVIO NUNEZ, MANAGEMENT ANALYST II, REPRESENTING THE CITY OF RANCHO CUCAMONGA AND AEGIS ASSET BACKED SECURITIES LLC, BROKER; REGARDING THE PURCHASE, SALE, EXCHANGE, OR LEASE OF REAL PROPERTY BY OR FOR THE CITY. — CITY D9. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY GENERALLY LOCATED AT THE NORTH WEST CORNER OF CIVIC CENTER DRIVE AND HAVEN AVENUE IDENTIFIED AS PARCEL NUMBER 0208331400000; AND 0208331470000; NEGOTIATING PARTIES JOHN GILLISON, CITY MANAGER AND MATT BURRIS, DEPUTY CITY MANAGER REPRESENTING THE CITY OF RANCHO CUCAMONGA; AND CHRIS HYUN, LEFTBANK ART REGARDING PRICE AND TERMS. —CITY D10. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTIES LOCATED AT: 7089 ETIWANDA AVE. (APN 0227- 121-56); HAVEN AVE. (APN:0208-331-47); HAVEN AVE. (APN:0208-331-40); 8340 UTICA AVE. (APN:0208-353-06); 9612 SAN BERNARDINO ROAD (APN:0208-131-83); 9547 SAN BERNARDINO ROAD (APN:0208-151-07); 9561 SAN BERNARDINO ROAD(APN: 0208-151-17); NEGOTIATING PARTIES JOHN GILLISON, CITY MANAGER AND LORI SASSOON, DEPUTY CITY MANAGER REPRESENTING THE CITY OF RANCHO CUCAMONGA; AND VOLUNTEERS OF AMERICA OF LOS ANGELES (VOALA), REGARDING PRICE AND TERMS. —CITY/FIRE E. RECESS The closed session recessed at 6:45 p.m. February 3, 2021 1 Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga I Page 2 of 6 Page 9 REGULAR MEETING - 7:00 p.m. CALL TO ORDER - COUNCIL CHAMBERS The regular meetings of the Rancho Cucamonga Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and the City of Rancho Cucamonga City Council were held on February 3, 2021 in the Council Chambers at City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor Michael called the meeting to order at 7:00 p.m. Present were Council Members: Ryan Hutchison, Kristine Scott, Sam Spagnolo, Mayor Pro Tern Lynne Kennedy and Mayor L. Dennis Michael. Also present were: John Gillison, City Manager; James L. Markman, City Attorney and Linda Troyan, MMC, City Clerk Services Director. Mayor Pro Tern Kennedy led the Pledge of Allegiance. Responding to the spread of the Coronavirus (COVID-19)and social distancing requirements, City Manager Gillison announced that due to recent changes in the Governor's Executive Orders, the San Bernardino County Department of Public Health requirements, and to ensure the health and safety of Rancho Cucamonga residents by limiting contact that could spread the COVID-19 virus, there will be no members of the public in attendance at the City Council/Fire District Meetings and in place of in-person attendance, members of the public are encouraged to watch from the safety of their homes live from the City's website or on RCTV-3. He stated members of the public wishing to speak during public communication or on a public hearing item will need to dial in to (909)774-2751 to be added to the queue for comment. Additional information on the Coronavirus pandemic and City resources and updates can be found at www.cityofrc.us/coronavirus. A. AMENDMENTS TO THE AGENDA None. B. ANNOUNCEMENTS/PRESENTATIONS Mayor Michael announced that at the conclusion of the City Council Meeting, there would be a moment of silence and adjournment in memory of Luis Gonzales, longtime Northtown Board Member and resident of Rancho Cucamonga, who passed away on January 7, 2021. Mayor Michael noted Mr. Gonzales is survived by his loving wife RoseAnn Gonzales, their children, grandchildren, and great-grandchildren. He took pride in his community and its improvement, participating in many various committees such as serving on the Cucamonga School District, being appointed president during his 18 years of service, as well as the San Bernardino County Superintendent Advisory Committee, all for which the City of Rancho Cucamonga previously awarded Luis a proclamation in recognition of the impact he made over the years. The City and City Council convey their heartfelt condolences to the Gonzales family and will forwardthe rtificate of Sympathy to the family on behalf of the City. B1. Presentation of Silver Certification with the LEED (Leadership in Energy and Environmental Design) for Cities Program for Implementing Sustainable Strategies. Deborah Allen, Management Aide, provided a PowerPoint presentation and video featuring Mahesh Ramanujam, President and CEO of the US Green Building Council and Alfred Arguello of Bank of America who recognized the City of Rancho Cucamonga for recent initiatives in implementing sustainable strategies and for achieving Silver Certification with the LEED (Leadership in Energy and Environmental Design). February 3, 2021 1 Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga I Page 3 of 6 Page 10 C. PUBLIC COMMUNICATIONS Mayor Michael announced,due to COVID-19 and social distancing requirements,the Public Communications portion of the meeting will be conducted telephonically. City Clerk Services Director Linda Troyan announced the City Clerk's Office received one public comment correspondence from Jonathan Hawes concerning a matter in another city. A copy of the email was provided to the City Council. Via phone call, Janet Walton, offered a prayer. D. CONSENT CALENDAR D1. Consideration of Meeting Minutes for the Regular Meetings of January 20, 2021. D2. Consideration to Approve City and Fire District Bi-Weekly Payroll in the Total Amount of$1,948,981.83 and City and Fire District Weekly Check Registers (No Checks Issued to Southern California Gas Company) in the Total Amount of$4,363,552.26 Dated January 11, 2021 Through January 24, 2021. (CITY/FIRE) D3. Consideration to Adopt a Resolution Approving the Third Amended and Restated Consolidated Fire Agencies ("CONFIRE")Joint Powers Agreement. (RESOLUTION NO. FD 2021-002) (FIRE) D4. Consideration to Adopt a Resolution to Add Victorville Fire Department as Party to the Consolidated Fire Agencies ("CONFIRE") Joint Powers Agreement. (RESOLUTION NO. FD 2021-003) (FIRE) D5. Consideration of the Purchase of One (1) Rosenbauer Commander Custom Heavy Rescue Unit from Rosenbauer Minnesota LLC Utilizing a Piggyback Opportunity Through a Competitively Bid Contract from the Orange County Fire Authority, RFP JA2440, in the Amount of$947,449. (FIRE) D6. Consideration to Accept Grant Revenue in the Amount of $27,122 Awarded by the Department of Homeland Security for the 2019 Homeland Security Grant Program; and Authorization to Appropriate $27,122 for Approved Grant Expenses. (CITY/FIRE) D7. Consideration of a Resolution Accepting the AB 1600 Development Impact Fee Annual Report for the Fiscal Year Ended June 30, 2020, and Making Findings as Required by California Government Code Section 66001. (RESOLUTION NO. 2021-002) (CITY) D8. Consideration to Award a Contract to Elecnor Belco Electric, Inc., in the Amount of$209,074, plus a 10% Contingency for the Fiscal Year 2020/21 Traffic Signal Modifications Project. (CITY) D9. Consideration of Amendment No. 01 to the Agreement with Henkels & McCoy, Inc. (CO#19- 148) in the amount of $249,611, plus a 5% Contingency for the Comar Inc. Power Upgrade Project and Authorization of an Appropriation in the Amount of$262,091. (CITY) D10. Consideration of Amendment No. 02 to the Agreement with Pacific Utility Installation Inc. (CO#19-085) in the Amount of$60,975, plus a 5% Contingency for the Fire Station 3 - SCE Exit to RCMU Project and Authorization of an Appropriation in the Amount of$6,525. (CITY/FIRE) D11. Approval and Execution of a Purchase and Sale Agreement Between the City of Rancho Cucamonga and Core5 Industrial Partners, LLC for Property Commonly Known as APN0229-021-97-0000 Generally Located at the North East Corner of Arrow Route and Rochester Avenue. (CITY) February 3, 2021 1 Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga I Page 4 of 6 Page 11 D12. Consideration to Order the Annexation to Landscape Maintenance District No. 1 and Street Light Maintenance Districts Nos. 1 and 2 Related to Case No. DRC2016-00593, Located on the Southwest Corner of Haven Avenue and Church Street. (RESOLUTION NO. 2021- 003), (RESOLUTION NO. 2021-004), (RESOLUTION NO. 2021-005) (CITY) D13. Consideration to Order the Annexation to Landscape Maintenance District No. 1 and Street Light Maintenance Districts Nos. 1 and 2 Related to Case No. PMT2020-04723, Located at 5789 Cabrosa Place. (RESOLUTION NO. 2021-006), (RESOLUTION NO. 2021-007), (RESOLUTION NO. 2021-008) (CITY) D14. Consideration of Amendment No. 001 to the Professional Services Agreement with Accela, Inc. for Laserfiche Integration Services. (CITY) MOTION: Moved by Council Member Spagnolo, seconded by Council Member Scott, to approve Consent Calendar Items D1 through D14. Motion carried unanimously, 5-0. E. CONSENT CALENDAR ORDINANCE(S) - SECOND READING/ADOPTION None. F. ADMINISTRATIVE HEARING ITEM(S) None. G. ADVERTISED PUBLIC HEARING ITEM(S) - CITY/FIRE DISTRICT None. H. CITY MANAGERS STAFF REPORT(S) H1. Presentation of an Update to the City Council on the Construction of the Southwest Cucamonga Trail Project (Verbal Report). City Manager Gillison introduced Assistant Engineer Ian Tai, who presented a PowerPoint for Item H1. Assistant Engineer Tai shared that the Southwest Cucamonga Trail Project would provide a completely separated right-of-way designated for the exclusive use of bicycles and pedestrians with crossflows by motorists minimized.Assistant Engineer Tai listed the following project benefits to the community: A cleaner and healthier environment, increased accessibility to dedicated bike/pedestrian paths to promote a healthier lifestyle for residents wishing to go biking,jogging, or walking. Council Member Scott thanked staff for the presentation and shared her support for the Southwest Cucamonga Trail Project. I. COUNCIL BUSINESS 11. COUNCIL ANNOUNCEMENTS None. 12. INTER-AGENCY UPDATES Mayor Michael reported on a San Bernardino County Transportation Authority Board of Directors (SBCTA)meeting he participated in that morning. The SBCTA Board directed staff to begin negotiations with The Boring Company for the "Ontario Loop" project to connect Ontario International Airport to the Rancho Cucamonga Metrolink station. February 3, 2021 1 Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga I Page 5 of 6 Page 12 J. CITY ATTORNEY ITEMS None. K. IDENTIFICATION OF ITEMS FOR NEXT MEETING None. L. ADJOURNMENT Mayor Michael adjourned the City Council Meeting with a moment of silence in honor of Luis Gonzales, longtime Northtown Board Member, at 7:25 p.m. Respectfully submitted, Linda A. Troyan, MMC City Clerk Services Director Approved: February 3, 2021 1 Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga I Page 6 of 6 Page 13 NONgq I � DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Tamara L. Oatman, Finance Director Veronica Lopez, Accounts Payable Supervisor SUBJECT: Consideration to Approve City and Fire District Bi-Weekly Payroll in the Total Amount of $1,665,379.80 and City and Fire District Weekly Check Registers(Excluding Checks Issued to Southern California Gas Company) in the Total Amount of$4,760,812.63 Dated January 25, 2021 Through February 07, 2021 and City and Fire District Electronic Debit Registers for the Month of January in the Total Amount of$1,048,306.45. (CITY/FIRE) RECOMMENDATION: Staff recommends City Council approve payment of demands as presented. Bi-weekly payroll is $1,005,150.70 and $660,229.10 for the City and the Fire District, respectively. Weekly check register amounts are $4,004,567.74 and $756,244.89 for the City and the Fire District, respectively. Electronic Debit Register amounts are $476,304.60 and $572,001.85 for the City and the Fire District, respectively. BACKGROUND: N/A ANALYSIS: N/A FISCAL IMPACT: Adequate budgeted funds are available for the payment of demands per the attached listing. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: N/A ATTACHMENTS: Attachment 1 - Weekly Check Register Attachment 2 - Electronic Debit Register Page 14 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00011880 01/25/2021 ABC LOCKSMITHS INC 174.00 0.00 174.00 AP 00011881 01/25/2021 AIRGAS USA LLC 758.11 0.00 758.11 AP 00011882 01/25/2021 CARQUEST AUTO PARTS 923.57 0.00 923.57 AP 00011883 01/25/2021 CITRUS MOTORS ONTARIO INC 2,009.99 0.00 2,009.99 AP 00011884 01/25/2021 EMCOR SERVICES 2,274.00 0.00 2,274.00 AP 00011885 01/25/2021 HOSE MAN INC 199.10 0.00 199.10 AP 00011886 01/25/2021 KME FIRE APPARATUS 0.00 13.32 13.32 AP 00011887 01/25/2021 OFFICE DEPOT 2,913.50 0.00 2,913.50 AP 00011888 01/25/2021 SIEMENS MOBILITY INC 257,526.00 0.00 257,526.00 AP 00011889 01/25/2021 SITEONE LANDSCAPE SUPPLY LLC 9,695.88 0.00 9,695.88 AP 00011890 01/25/2021 SUNRISE FORD 3,070.55 0.00 3,070.55 AP 00011891 01/27/2021 AHUMADA,ALEXANDER R 0.00 619.50 619.50 AP 00011892 01/27/2021 ALMAND,LLOYD 0.00 619.50 619.50 AP 00011893 01/27/2021 BANTAU,VICTORIA 0.00 438.16 438.16 AP 00011894 01/27/2021 BAZAL,SUSAN 0.00 865.08 865.08 AP 00011895 01/27/2021 BELL,MICHAEL L 0.00 1,929.14 1,929.14 AP 00011897 01/27/2021 BROCK,ROBIN 0.00 1,274.32 1,274.32 AP 00011898 01/27/2021 CAMPBELL,GERALD 0.00 851.32 851.32 AP 00011899 01/27/2021 CAMPBELL,STEVEN 0.00 1,241.14 1,241.14 AP 00011900 01/27/2021 CARNES,KENNETH 0.00 505.96 505.96 AP 00011901 01/27/2021 CLABBY,RICHARD 0.00 1,196.68 1,196.68 AP 00011902 01/27/2021 CLOUGHESY,DONALD R 0.00 2,550.78 2,550.78 AP 00011903 01/27/2021 CORCORAN,ROBERT ANTHONY 0.00 893.07 893.07 AP 00011904 01/27/2021 COSTELLO,DENNIS M 0.00 2,550.78 2,550.78 AP 00011905 01/27/2021 COX,KARL 0.00 619.50 619.50 AP 00011906 01/27/2021 CRANE,RALPH 0.00 619.50 619.50 AP 00011907 01/27/2021 CROSSLAND,WILBUR 0.00 505.96 505.96 AP 00011908 01/27/2021 CURATALO,JAMES 0.00 1,274.32 1,274.32 AP 00011909 01/27/2021 DAGUE,JAMES 0.00 1,246.33 1,246.33 AP 00011910 01/27/2021 DE ANTONIO,SUSAN 0.00 893.07 893.07 AP 00011911 01/27/2021 DEANS,JACKIE 0.00 238.25 238.25 AP 00011912 01/27/2021 DOMINICK,SAMUEL A. 0.00 1,274.32 1,274.32 AP 00011913 01/27/2021 EAGLESON,MICHAEL 0.00 1,929.14 1,929.14 AP 00011914 01/27/2021 EGGERS,BOB 0.00 1,895.96 1,895.96 AP 00011915 01/27/2021 FEJERAN,TIM 0.00 1,598.58 1,598.58 AP 00011916 01/27/2021 FRITCHEY,JOHN D. 0.00 505.96 505.96 AP 00011917 01/27/2021 HEYDE,DONALD 0.00 619.50 619.50 AP 00011918 01/27/2021 INTERLICCHIA,ROSALYN 0.00 238.25 238.25 AP 00011919 01/27/2021 JERKINS,PATRICK 0.00 1,598.58 1,598.58 AP 00011920 01/27/2021 KILMER,STEPHEN 0.00 1,196.68 1,196.68 AP 00011921 01/27/2021 KIRKPATRICK,WILLIAM M 0.00 841.21 841.21 AP 00011922 01/27/2021 LANE,WILLIAM 0.00 619.50 619.50 AP 00011923 01/27/2021 LARKIN,DAVID W 0.00 1,598.58 1,598.58 AP 00011924 01/27/2021 LENZE,PAUL E 0.00 1,274.32 1,274.32 AP 00011925 01/27/2021 LONCAR,PHILIP 0.00 1,196.68 1,196.68 AP 00011926 01/27/2021 LONGO,JOE 0.00 181.48 181.48 AP 00011927 01/27/2021 LUTTRULL,DARRELL 0.00 505.96 505.96 User: VLOPEZ-VERONICA LOPEZ Page: 1 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page ifme: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00011928 01/27/2021 MACKALL,BEVERLY 0.00 181.48 181.48 AP 00011929 01/27/2021 MAYFIELD,RON 0.00 619.50 619.50 AP 00011930 01/27/2021 MCKEE,JOHN 0.00 619.50 619.50 AP 00011931 01/27/2021 MCNEIL,KENNETH 0.00 619.50 619.50 AP 00011932 01/27/2021 MICHAEL,L.DENNIS 0.00 1,274.32 1,274.32 AP 00011933 01/27/2021 MORGAN,BYRON 0.00 1,838.72 1,838.72 AP 00011934 01/27/2021 MYSKOW,DENNIS 0.00 1,196.68 1,196.68 AP 00011935 01/27/2021 NAUMAN,MICHAEL 0.00 505.96 505.96 AP 00011936 01/27/2021 NEE,RON 0.00 865.08 865.08 AP 00011937 01/27/2021 NELSON,MARY JANE 0.00 181.48 181.48 AP 00011938 01/27/2021 NOREEN,ERIC 0.00 2,550.78 2,550.78 AP 00011939 01/27/2021 O'BRIEN,TOM 0.00 1,379.46 1,379.46 AP 00011940 01/27/2021 PLOUNG,MICHAEL J 0.00 556.94 556.94 AP 00011941 01/27/2021 POST,MICHAEL R 0.00 1,377.34 1,377.34 AP 00011942 01/27/2021 PROULX,PATRICK 0.00 1,929.14 1,929.14 AP 00011943 01/27/2021 REDMOND,MIKE 0.00 619.50 619.50 AP 00011944 01/27/2021 ROBERTS,BRENT 0.00 893.07 893.07 AP 00011945 01/27/2021 ROBERTS,CHERYL L 0.00 2,550.78 2,550.78 AP 00011946 01/27/2021 ROEDER,JEFF 0.00 1,929.14 1,929.14 AP 00011947 01/27/2021 SALISBURY,THOMAS 0.00 619.50 619.50 AP 00011948 01/27/2021 SMITH,RONALD 0.00 505.96 505.96 AP 00011949 01/27/2021 SORENSEN,SCOTT D 0.00 1,873.16 1,873.16 AP 00011950 01/27/2021 SPAGNOLO,SAM 0.00 505.96 505.96 AP 00011951 01/27/2021 SPAIN,WILLIAM 0.00 851.32 851.32 AP 00011952 01/27/2021 SULLIVAN,JAMES 0.00 505.96 505.96 AP 00011953 01/27/2021 TAYLOR,STEVEN 0.00 2,027.69 2,027.69 AP 00011954 01/27/2021 TULEY,TERRY 0.00 1,929.14 1,929.14 AP 00011955 01/27/2021 VANDERKALLEN,FRANCIS 0.00 619.50 619.50 AP 00011956 01/27/2021 VARNEY,ANTHONY 0.00 1,274.32 1,274.32 AP 00011957 01/27/2021 WALTON,KEVIN 0.00 1,598.58 1,598.58 AP 00011958 01/27/2021 YOWELL,TIMOTHY A 0.00 619.50 619.50 AP 00011959 01/27/2021 CALIF GOVERNMENT VEBA/RANCHO CUCAMONGA 124,441.32 0.00 124,441.32 AP 00011960 01/27/2021 ELECNOR BELCO ELECTRIC INC 285,812.96 0.00 285,812.96 AP 00011961 01/27/2021 FEHR&PEERS 25,142.50 0.00 25,142.50 AP 00011962 01/27/2021 GEOGRAPHIES 530.00 0.00 530.00 AP 00011963 01/27/2021 RC CONSTRUCTION SERVICES INC 255,477.01 522,421.77 777,898.78 *** AP 00011964 01/27/2021 RCCEA 1,771.50 0.00 1,771.50 AP 00011965 01/27/2021 RCPFA 12,521.59 0.00 12,521.59 AP 00011966 01/28/2021 AIRGAS USA LLC 467.44 915.08 1,382.52 *** AP 00011967 01/28/2021 BIBLIOTHECA LLC 10,932.82 0.00 10,932.82 AP 00011968 01/28/2021 BRODART BOOKS CO 41.46 0.00 41.46 AP 00011969 01/28/2021 DUNN EDWARDS CORPORATION 145.47 0.00 145.47 AP 00011970 01/28/2021 HOSE MAN INC 727.29 0.00 727.29 AP 00011971 01/28/2021 KME FIRE APPARATUS 0.00 489.90 489.90 AP 00011972 01/28/2021 OC TANNER RECOGNITION COMPANY 9,209.03 0.00 9,209.03 AP 00011973 01/28/2021 OFFICE DEPOT 1,042.65 1,068.78 2,111.43 *** AP 00011974 01/28/2021 THOMPSON PLUMBING SUPPLY INC 139.60 0.00 139.60 User: VLOPEZ-VERONICA LOPEZ Page: 2 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page Nme: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00011975 02/03/2021 BERRY,DAVID 0.00 1,274.32 1,274.32 AP 00011976 02/03/2021 ELECNOR BELCO ELECTRIC INC 22,204.61 15,114.06 37,318.67 *** AP 00011977 02/03/2021 FEHR&PEERS 0.00 25,490.89 25,490.89 AP 00011978 02/03/2021 ILAND INTERNET SOLUTIONS 7,517.62 0.00 7,517.62 AP 00011979 02/03/2021 MICHAEL BAKER INTERNATIONAL INC 5,341.22 0.00 5,341.22 AP 00011980 02/03/2021 RICHARDS WATSON AND GERSHON 8,576.80 0.00 8,576.80 AP 00011981 02/03/2021 SARGENT TOWN PLANNING INC 32,720.00 0.00 32,720.00 AP 00011982 02/04/2021 BRODART BOOKS CO 5,850.55 0.00 5,850.55 AP 00011983 02/04/2021 CARQUEST AUTO PARTS 1,232.37 0.00 1,232.37 AP 00011984 02/04/2021 EWING IRRIGATION PRODUCTS 400.27 0.00 400.27 AP 00011985 02/04/2021 HOLLIDAY ROCK CO INC 562.46 0.00 562.46 AP 00011986 02/04/2021 HOSE MAN INC 0.00 202.24 202.24 AP 00011987 02/04/2021 KME FIRE APPARATUS 0.00 255.47 255.47 AP 00011988 02/04/2021 MCFADDEN DALE HARDWARE 29.31 0.00 29.31 AP 00011989 02/04/2021 MINUTEMAN PRESS 369.56 0.00 369.56 AP 00011990 02/04/2021 OFFICE DEPOT 385.41 0.00 385.41 AP 00011991 02/04/2021 SIEMENS MOBILITY INC 113,636.77 0.00 113,636.77 AP 00011992 02/04/2021 SITEONE LANDSCAPE SUPPLY LLC 1,495.66 0.00 1,495.66 AP 00011993 02/04/2021 SOUTHERN CALIFORNIA NEWS GROUP 6,756.97 0.00 6,756.97 AP 00011994 02/04/2021 SUNRISE FORD 260.43 0.00 260.43 AP 00415374 01/27/2021 AVANA RANCHO CUCAMONGA 4,941.00 0.00 4,941.00 AP 00415375 01/27/2021 CHI ZHANG 6,000.00 0.00 6,000.00 AP 00415376 01/27/2021 LMC 4,000.00 0.00 4,000.00 AP 00415377 01/27/2021 LMC 4,000.00 0.00 4,000.00 AP 00415378 01/27/2021 LMC 2,000.00 0.00 2,000.00 AP 00415379 01/27/2021 VERANO RANCHO CUCAMONGA TOWN SQUARE 6,000.00 0.00 6,000.00 AP 00415380 01/27/2021 VILLAGE ON THE GREEN 1,766.00 0.00 1,766.00 AP 00415381 01/27/2021 ZABANEH,RICARDO 4,000.00 0.00 4,000.00 AP 00415382 01/27/2021 RODRIGUEZ,VICTOR 0.00 619.50 619.50 AP 00415383 01/27/2021 TOWNSEND,JAMES 0.00 2,550.78 2,550.78 AP 00415384 01/27/2021 WALKER,KENNETH 0.00 238.25 238.25 AP 00415385 01/27/2021 ABLE BUILDING MAINTENANCE 105.00 0.00 105.00 AP 00415386 01/27/2021 ABM BUSINESS MACHINES INC 125.57 0.00 125.57 AP 00415387 01/27/2021 ADVANCED CHEMICAL TRANSPORT INC 1,122.50 0.00 1,122.50 AP 00415388 01/27/2021 AFLAC GROUP INSURANCE 24.58 0.00 24.58 AP 00415389 01/27/2021 ALL AMERICAN ASPHALT 102,362.88 0.00 102,362.88 AP 00415390 01/27/2021 ALLIANT INSURANCE SERVICES INC 189.00 0.00 189.00 AP 00415391 01/27/2021 ALTA VISTA MOBILE HOME PARK 397.59 0.00 397.59 AP 00415392 01/27/2021 ALTUM GROUP,THE 4,818.03 0.00 4,818.03 AP 00415393 01/27/2021 AMREP MANUFACTURING COMPANY LLC 971.08 0.00 971.08 AP 00415394 01/27/2021 AMTECH ELEVATOR SERVICES 3,289.90 0.00 3,289.90 AP 00415395 01/27/2021 ARBALLO,JACQUELYN 12.50 0.00 12.50 AP 00415396 01/27/2021 ASCENT ENVIRONMENTAL INC 10,214.50 0.00 10,214.50 AP 00415397 01/27/2021 ATLAS PLANNING SOLUTIONS 6,530.00 0.00 6,530.00 AP 00415398 01/27/2021 AUERBACH POLLOCK FRIEDLANDER 5,000.00 0.00 5,000.00 AP 00415399 01/27/2021 AUFBAU CORPORATION 14,873.00 0.00 14,873.00 AP 00415400 01/27/2021 AUTO&RV SPECIALISTS INC 89.50 0.00 89.50 User: VLOPEZ-VERONICA LOPEZ Page: 3 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page flme: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00415401 01/27/2021 BAKER&TAYLOR LLC 514.37 0.00 514.37 AP 00415402 01/27/2021 BNSF RAILWAY COMPANY 16,850.00 0.00 16,850.00 AP 00415403 01/27/2021 BRAUN BLAISING SMITH WYNNE 945.14 0.00 945.14 AP 00415404 01/27/2021 C V W D 845.84 0.00 845.84 AP 00415410 01/27/2021 C V W D 66,830.13 1,183.73 68,013.86 *** AP 00415411 01/27/2021 CA LLC-ALTA LAGUNA MHP 500.00 0.00 500.00 AP 00415412 01/27/2021 CAL PERS LONG-TERM CARE PROGRAM 164.48 0.00 164.48 AP 00415413 01/27/2021 CALIFORNIA PRESENTERS 200.00 0.00 200.00 AP 00415414 01/27/2021 CALIFORNIA,STATE OF 127.52 0.00 127.52 AP 00415415 01/27/2021 CALIFORNIA,STATE OF 314.11 0.00 314.11 AP 00415416 01/27/2021 CALIFORNIA,STATE OF 342.73 0.00 342.73 AP 00415417 01/27/2021 CALIFORNIA,STATE OF 32.26 0.00 32.26 AP 00415418 01/27/2021 CAPE 50.00 0.00 50.00 AP 00415419 01/27/2021 CARRIE REAL ESTATE 381.53 0.00 381.53 AP 00415420 01/27/2021 CASA VOLANTE MOBILE HOME PARK 600.00 0.00 600.00 AP 00415421 01/27/2021 CHAPARRAL HEIGHTS MOBILE HOME PARK 374.35 0.00 374.35 AP 00415422 01/27/2021 CINTAS CORPORATION #150 2,328.28 0.00 2,328.28 AP 00415423 01/27/2021 CIRCLEPOINT 6,317.50 0.00 6,317.50 AP 00415424 01/27/2021 CLIMATEC LLC 7,778.00 0.00 7,778.00 AP 00415425 01/27/2021 CMC STEEL CALIFORNIA 149,814.00 0.00 149,814.00 AP 00415426 01/27/2021 CONCEPT POWDER COATING 660.00 0.00 660.00 AP 00415427 01/27/2021 CONSOLIDATED ELECTRICAL DISTR INC 0.00 384.88 384.88 AP 00415428 01/27/2021 CREATIVE BRAIN LEARNING LLC 55.30 0.00 55.30 AP 00415429 01/27/2021 CROWN CASTLE 4,500.00 0.00 4,500.00 AP 00415430 01/27/2021 CURTIS J DAHLE ARCHITECT 12,236.00 0.00 12,236.00 AP 00415431 01/27/2021 DATA TICKET INC 5,733.46 0.00 5,733.46 AP 00415432 01/27/2021 DAY CREEK SENIOR HOUSING PARTNERS LP 15,000.00 0.00 15,000.00 AP 00415433 01/27/2021 DFM ASSOCIATES 117.97 0.00 117.97 AP 00415434 01/27/2021 ECORP CONSULTING INC 3,725.00 0.00 3,725.00 AP 00415435 01/27/2021 EDUCATIONAL THEATRE ASSOCIATION 100.00 0.00 100.00 AP 00415436 01/27/2021 EIGHTH AVENUE ENTERPRISE LLC 525.95 0.00 525.95 AP 00415437 01/27/2021 ELITE CUSTOMS CONSTRUCTION 375.00 0.00 375.00 AP 00415438 01/27/2021 EXPRESS BRAKE SUPPLY INC 297.00 0.00 297.00 AP 00415439 01/27/2021 FIRST AID 2000 84.48 0.00 84.48 AP 00415440 01/27/2021 FIRSTCARBON SOLUTIONS 4,110.25 0.00 4,110.25 AP 00415441 01/27/2021 FUEL SERV 1,804.17 0.00 1,804.17 AP 00415442 01/27/2021 GOLDEN SUN 378.35 0.00 378.35 AP 00415443 01/27/2021 GRAINGER 513.22 0.00 513.22 AP 00415444 01/27/2021 GRAYBAR ELECTRIC COMPANY INC 7,613.49 0.00 7,613.49 AP 00415445 01/27/2021 GROVES ON FOOTHILL,THE 200.00 0.00 200.00 AP 00415446 01/27/2021 HAULAWAY STORAGE CONTAINERS INC 119.84 0.00 119.84 AP 00415447 01/27/2021 HEALTH DIAGNOSTICS OF CALIFORNIA 0.00 400.00 400.00 AP 00415448 01/27/2021 HENRY SCHEIN INC 0.00 943.30 943.30 AP 00415449 01/27/2021 HOMETOWN AMERICA RAMONA VILLA 500.00 0.00 500.00 AP 00415450 01/27/2021 HONDA YAMAHA HUSQVARNA OF REDLANDS 623.63 0.00 623.63 AP 00415451 01/27/2021 HORIZON UNDERGROUND INC 1,500.00 0.00 1,500.00 AP 00415452 01/27/2021 HP COMMUNICATIONS INC 3,000.00 0.00 3,000.00 User: VLOPEZ-VERONICA LOPEZ Page: 4 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page flne: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00415453 01/27/2021 HR GREEN PACIFIC INC 1,888.50 0.00 1,888.50 AP 00415454 01/27/2021 INLAND DESERT SECURITY&COMMUNICATIONS INC 112.00 0.00 112.00 AP 00415455 01/27/2021 INTERSTATE ALL BATTERY CENTER 0.00 1,218.76 1,218.76 AP 00415456 01/27/2021 IRON MOUNTAIN OSDP 1,045.56 0.00 1,045.56 AP 00415457 01/27/2021 JAYAWARDANA,HIMAL 5,000.00 0.00 5,000.00 AP 00415458 01/27/2021 JOHNSON,KEN 0.00 430.07 430.07 AP 00415459 01/27/2021 K-K WOODWORKING 53.82 0.00 53.82 AP 00415460 01/27/2021 KVAC ENVIRONMENTAL SERVICES INC 0.00 438.75 438.75 AP 00415461 01/27/2021 LANCE SOLL AND LUNGHARD 11,614.00 0.00 11,614.00 AP 00415462 01/27/2021 LANDSCAPE WEST MANAGEMENT SERVICES INC 74,230.41 0.00 74,230.41 AP 00415463 01/27/2021 LAO,KEANE 37.20 0.00 37.20 AP 00415464 01/27/2021 LEVEL 3 COMMUNICATIONS LLC 5,482.10 0.00 5,482.10 AP 00415465 01/27/2021 LEXISNEXIS MATTHEW BENDER 160.07 0.00 160.07 AP 00415466 01/27/2021 LIFE-ASSIST INC 0.00 431.54 431.54 AP 00415467 01/27/2021 M2 IMAGE SOLUTIONS INC 5,966.59 0.00 5,966.59 AP 00415468 01/27/2021 MARIPOSA LANDSCAPES INC 171,282.32 0.00 171,282.32 AP 00415469 01/27/2021 MIDWEST TAPE 1,219.64 0.00 1,219.64 AP 00415470 01/27/2021 MIJAC ALARM COMPANY 240.00 0.00 240.00 AP 00415471 01/27/2021 MVC ENTERPRISES INC 279,394.99 0.00 279,394.99 AP 00415472 01/27/2021 NAPA AUTO PARTS 217.72 0.00 217.72 AP 00415473 01/27/2021 NEW COLOR PRINTING 24.78 0.00 24.78 AP 00415474 01/27/2021 NINYO&MOORE 15,510.75 0.00 15,510.75 AP 00415475 01/27/2021 NUTRIEN AG SOLUTIONS 5,784.14 0.00 5,784.14 AP 00415476 01/27/2021 OCCUPATIONAL HEALTH CTRS OF CA 1,499.50 456.82 1,956.32 *** AP 00415477 01/27/2021 ONTARIO WINNELSON CO 1,340.37 0.00 1,340.37 AP 00415478 01/27/2021 ONWARD ENGINEERING 10,850.00 0.00 10,850.00 AP 00415479 01/27/2021 ORKIN PEST CONTROL 408.00 190.96 598.96 *** AP 00415480 01/27/2021 PACIFIC WESTERN BANK 13,446.16 27,495.88 40,942.04 *** AP 00415481 01/27/2021 PANG,JIN 45.35 0.00 45.35 AP 00415482 01/27/2021 PASHA MANAGEMENT 19.68 0.00 19.68 AP 00415483 01/27/2021 PENG,CHUAN 1,585.60 0.00 1,585.60 AP 00415484 01/27/2021 PFM ASSET MANAGEMENT LLC 10,975.04 964.94 11,939.98 *** AP 00415485 01/27/2021 PINES MOBILE HOME PARK,THE 200.00 0.00 200.00 AP 00415486 01/27/2021 PINNACLE PETROLEUM INC 28,193.81 0.00 28,193.81 AP 00415487 01/27/2021 PIRTLE WELDING 150.00 0.00 150.00 AP 00415488 01/27/2021 PORAC 164.00 0.00 164.00 AP 00415489 01/27/2021 PRE-PAID LEGAL SERVICES INC 60.17 0.00 60.17 AP 00415490 01/27/2021 PRO SPRAY INC 390.87 0.00 390.87 AP 00415491 01/27/2021 RANCHO CUCAMONGA CHAMBER OF COMMERCE 6,666.68 0.00 6,666.68 AP 00415492 01/27/2021 RANCHO CUCAMONGA TOWN SQUARE 183,295.21 0.00 183,295.21 AP 00415493 01/27/2021 RED WING BUSINESS ADVANTAGE ACCOUNT 761.09 0.00 761.09 AP 00415494 01/27/2021 RGB RICE GENERAL BUILDING 22,010.82 0.00 22,010.82 AP 00415495 01/27/2021 SAFE-ENTRY TECHNICAL INC 0.00 33.94 33.94 AP 00415496 01/27/2021 SAN BERNARDINO COUNTY TRANSPORTATION 1,200.00 0.00 1,200.00 AP 00415497 01/27/2021 SBPEA 2,446.18 0.00 2,446.18 AP 00415498 01/27/2021 SHERIFFS COURT SERVICES 100.00 0.00 100.00 AP 00415499 01/27/2021 SHOETERIA INC 349.01 0.00 349.01 User: VLOPEZ-VERONICA LOPEZ Page: 5 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page Wme: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00415500 01/27/2021 SHRED PROS 171.00 0.00 171.00 AP 00415501 01/27/2021 SMITH PIPE AND SUPPLY INC 6,904.62 0.00 6,904.62 AP 00415502 01/27/2021 SMITTY'S DIESEL REPAIR 2,135.04 0.00 2,135.04 AP 00415503 01/27/2021 SO CAL SANDBAGS 3,717.38 0.00 3,717.38 AP 00415506 01/27/2021 SOCIAL VOCATIONAL SERVICES 2,132.00 0.00 2,132.00 AP 00415511 01/27/2021 SOUTHERN CALIFORNIA EDISON 9,240.59 2,259.37 11,499.96 *** AP 00415512 01/27/2021 STANDARD INSURANCE COMPANY 11,796.86 0.00 11,796.86 AP 00415513 01/27/2021 STERLING COFFEE SERVICE 662.93 0.00 662.93 AP 00415514 01/27/2021 STOR'EM SELF STORAGE 1,150.00 0.00 1,150.00 AP 00415515 01/27/2021 STOTZ EQUIPMENT 2,191.10 0.00 2,191.10 AP 00415516 01/27/2021 SYCAMORE VILLA MOBILE HOME PARK 400.00 0.00 400.00 AP 00415517 01/27/2021 SYSTEMS SOURCE INC 131.15 0.00 131.15 AP 00415518 01/27/2021 TAN,JING 116.49 0.00 116.49 AP 00415519 01/27/2021 THOMPSON BUILDING MATERIALS 674.19 0.00 674.19 AP 00415520 01/27/2021 TINT CITY WINDOW TINTING 50.00 0.00 50.00 AP 00415521 01/27/2021 TIREHUB LLC 744.80 0.00 744.80 AP 00415522 01/27/2021 TOMCO LLC 6,046.98 0.00 6,046.98 AP 00415523 01/27/2021 TORO TOWING 400.00 0.00 400.00 AP 00415524 01/27/2021 U S LEGAL SUPPORT INC 1,050.54 0.00 1,050.54 AP 00415525 01/27/2021 UNITED WAY 45.00 0.00 45.00 AP 00415526 01/27/2021 UPS 15.69 0.00 15.69 AP 00415527 01/27/2021 US POSTMASTER 1,530.00 0.00 1,530.00 AP 00415528 01/27/2021 UTILIQUEST 1,240.00 0.00 1,240.00 AP 00415529 01/27/2021 UTILITY CRANE&EQUIPMENT INC 8,227.24 0.00 8,227.24 AP 00415530 01/27/2021 VAN SCOYOC ASSOCIATES INC 4,000.00 0.00 4,000.00 AP 00415531 01/27/2021 VIRGIN PULSE INC 1,125.15 0.00 1,125.15 AP 00415532 01/27/2021 VISION COMMUNICATIONS CO 297.00 0.00 297.00 AP 00415533 01/27/2021 WALTERS WHOLESALE ELECTRIC CO 5,312.57 0.00 5,312.57 AP 00415534 01/27/2021 WAXIE SANITARY SUPPLY 2,642.51 2,560.03 5,202.54 *** AP 00415535 01/27/2021 WILBUR-ELLIS COMPANY 1,535.05 0.00 1,535.05 AP 00415536 01/27/2021 WILSON&BELL AUTO SERVICE 316.51 0.00 316.51 AP 00415537 02/03/2021 AAA ELECTRIC MOTOR SALES 401.84 0.00 401.84 AP 00415538 02/03/2021 AHN MD,BYUNG 0.00 450.00 450.00 AP 00415539 02/03/2021 ALLSTAR FIRE EQUIPMENT INC 0.00 18.50 18.50 AP 00415540 02/03/2021 ALPHAGRAPHICS 0.00 179.97 179.97 AP 00415541 02/03/2021 ASSI SECURITY 398.68 0.00 398.68 AP 00415542 02/03/2021 AUFBAU CORPORATION 43,966.25 19,226.25 63,192.50 *** AP 00415543 02/03/2021 BANK OF NEW YORK MELLON,THE 10,500.00 0.00 10,500.00 AP 00415544 02/03/2021 BERNAL,RICARDO 1,500.00 0.00 1,500.00 AP 00415545 02/03/2021 BERNELL HYDRAULICS INC 63.85 0.00 63.85 AP 00415546 02/03/2021 BOB'S MUFFLER SHOP 200.00 0.00 200.00 AP 00415547 02/03/2021 BRIGHTVIEW LANDSCAPE SERVICES INC 21,324.86 0.00 21,324.86 AP 00415548 02/03/2021 BROCE,MIGUEL 1,500.00 0.00 1,500.00 AP 00415549 02/03/2021 C V W D 154.34 0.00 154.34 AP 00415553 02/03/2021 C V W D 29,918.70 94.38 30,013.08 *** AP 00415554 02/03/2021 CALIX INC 5,463.07 0.00 5,463.07 AP 00415555 02/03/2021 CCS ORANGE COUNTY JANITORIAL INC 69,289.25 0.00 69,289.25 User: VLOPEZ-VERONICA LOPEZ Page: 6 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page Wine: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00415556 02/03/2021 CINTAS CORPORATION #150 922.91 407.64 1,330.55 *** AP 00415557 02/03/2021 CIVIC SOLUTIONS INC 12,180.00 0.00 12,180.00 AP 00415558 02/03/2021 COMMUNITY WORKS DESIGN GROUP 87,805.76 0.00 87,805.76 AP 00415559 02/03/2021 CONVERGEONE INC 378.00 0.00 378.00 AP 00415560 02/03/2021 CROWN CASTLE 1,500.00 0.00 1,500.00 AP 00415561 02/03/2021 CROWN CASTLE 1,500.00 0.00 1,500.00 AP 00415562 02/03/2021 CROWN CASTLE INTERNATIONAL 1,500.00 0.00 1,500.00 AP 00415563 02/03/2021 CUMMINS SALES&SERVICE 0.00 689.09 689.09 AP 00415564 02/03/2021 D&K CONCRETE COMPANY 633.03 0.00 633.03 AP 00415565 02/03/2021 DAISYECO INC 569.78 0.00 569.78 AP 00415566 02/03/2021 ECONOLITE CONTROL PRODUCTS INC 61,089.94 0.00 61,089.94 AP 00415567 02/03/2021 EMPIRE ECONOMICS INC 25,000.00 0.00 25,000.00 AP 00415568 02/03/2021 EPSTEIN,SHAWN 0.00 295.00 295.00 AP 00415569 02/03/2021 EXECUTIVE AUTO DETAIL 0.00 500.00 500.00 AP 00415570 02/03/2021 FIELDS,CAROL 13,000.00 0.00 13,000.00 AP 00415571 02/03/2021 FRONTIER COMM 2,000.66 427.63 2,428.29 *** AP 00415572 02/03/2021 FRONTIER COMM 3,476.40 0.00 3,476.40 AP 00415573 02/03/2021 FUEL SERV 0.00 261.25 261.25 AP 00415574 02/03/2021 GRAINGER 550.16 0.00 550.16 AP 00415575 02/03/2021 GRAYBAR ELECTRIC COMPANY INC 169.28 0.00 169.28 AP 00415576 02/03/2021 GREIKA,KYLIE 10.00 0.00 10.00 AP 00415577 02/03/2021 HDL COREN&CONE 4,200.00 0.00 4,200.00 AP 00415578 02/03/2021 HENRY SCHEIN INC 0.00 2,562.32 2,562.32 AP 00415579 02/03/2021 HI-WAY SAFETY INC 9,775.00 0.00 9,775.00 AP 00415580 02/03/2021 HOYT LUMBER CO,S M 0.00 21.31 21.31 AP 00415581 02/03/2021 HUMANITY CENTER4CHANGE 1,150.00 0.00 1,150.00 AP 00415582 02/03/2021 INDUSTRIAL HARDWARE&SERVICE CO 187.70 0.00 187.70 AP 00415583 02/03/2021 INTELESYS 77.29 0.00 77.29 AP 00415584 02/03/2021 INTERWEST CONSULTING GROUP INC 0.00 1,732.42 1,732.42 AP 00415585 02/03/2021 INYO NETWORKS 6,394.50 0.00 6,394.50 AP 00415586 02/03/2021 ITERIS INC 74,352.94 0.00 74,352.94 AP 00415587 02/03/2021 JANDI ENTERPRISES INC 1,000.00 0.00 1,000.00 AP 00415588 02/03/2021 KAISER FOUNDATION HEALTH PLAN INC 247,467.08 0.00 247,467.08 AP 00415589 02/03/2021 LANDSCAPE WEST MANAGEMENT SERVICES INC 65,970.28 0.00 65,970.28 AP 00415590 02/03/2021 LIEBERT CASSIDY WHITMORE 13,022.50 0.00 13,022.50 AP 00415591 02/03/2021 LIFE-ASSIST INC 0.00 3,918.90 3,918.90 AP 00415592 02/03/2021 LORENZO,GUSTAVO 663.00 0.00 663.00 AP 00415593 02/03/2021 MAIN STREET SIGNS 738.09 0.00 738.09 AP 00415594 02/03/2021 MARIPOSA LANDSCAPES INC 0.00 47.90 47.90 AP 00415595 02/03/2021 MCCLELLAND,LISA 500.00 0.00 500.00 AP 00415596 02/03/2021 MCCUISTION,MICHAEL 0.00 295.00 295.00 AP 00415597 02/03/2021 MCLEOD,CODY 1,000.00 0.00 1,000.00 AP 00415598 02/03/2021 MOUNTAIN VIEW SMALL ENG REPAIR 566.72 0.00 566.72 AP 00415599 02/03/2021 MOUNTAIN VIEW URGENT CARE GROUP INC 11,520.00 0.00 11,520.00 AP 00415600 02/03/2021 MUTUAL PROPANE 0.00 20.00 20.00 AP 00415601 02/03/2021 NAPA AUTO PARTS 15.97 532.74 548.71 *** AP 00415602 02/03/2021 NBS 0.00 847.50 847.50 User: VLOPEZ-VERONICA LOPEZ Page: 7 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page ilme: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Cu Fire Amount AP 00415603 02/03/2021 NEW URBAN REALTY ADVISORS INC 9,001.24 0.00 9,001.24 AP 00415604 02/03/2021 NEXTECH SYSTEMS INC 31,927.80 0.00 31,927.80 AP 00415605 02/03/2021 NINYO&MOORE 23,108.55 0.00 23,108.55 AP 00415606 02/03/2021 NV5INC 7,764.75 0.00 7,764.75 AP 00415607 02/03/2021 OCCUPATIONAL HEALTH CTRS OF CA 81.50 27,150.00 27,231.50 *** AP 00415608 02/03/2021 ONTRAC 37.32 0.00 37.32 AP 00415609 02/03/2021 ORKIN PEST CONTROL 52.00 0.00 52.00 AP 00415610 02/03/2021 PARS 3,500.00 0.00 3,500.00 AP 00415611 02/03/2021 PFM ASSET MANAGEMENT LLC 11,889.99 429.34 12,319.33 *** AP 00415612 02/03/2021 PLACEWORKS 5,973.38 0.00 5,973.38 AP 00415613 02/03/2021 RBM LOCK AND KEY SERVICE 18.59 0.00 18.59 AP 00415614 02/03/2021 RUBEN'S AUTO COLLISION CENTER 4,440.82 0.00 4,440.82 AP 00415615 02/03/2021 SAN BERNARDINO COUNTY 15,389.54 12,289.88 27,679.42 *** AP 00415616 02/03/2021 SAN BERNARDINO COUNTY 71.37 0.00 71.37 AP 00415617 02/03/2021 SAN BERNARDINO CTY AUDITOR CONTROLLER 52.00 0.00 52.00 AP 00415618 02/03/2021 SAN BERNARDINO CTY TAX COLLECTOR 300.00 0.00 300.00 AP 00415619 02/03/2021 SAN BERNARDINO CTY TAX COLLECTOR 540.98 0.00 540.98 AP 00415620 02/03/2021 SCOTT MCLEOD PLUMBING INC 603.00 0.00 603.00 AP 00415621 02/03/2021 SHERWIN WILLIAMS CO,THE 85.12 0.00 85.12 AP 00415622 02/03/2021 SHRED PROS 118.00 0.00 118.00 AP 00415623 02/03/2021 SMITH PIPE AND SUPPLY INC 175.49 0.00 175.49 AP 00415625 02/03/2021 SOUTH COAST AQMD 557.42 0.00 557.42 AP 00415631 02/03/2021 SOUTHERN CALIFORNIA EDISON 6,806.54 534.90 7,341.44 *** AP 00415632 02/03/2021 SOUTHERN CALIFORNIA EDISON 40.91 0.00 40.91 AP 00415633 02/03/2021 SOUTHERN CALIFORNIA EDISON 1,877.85 0.00 1,877.85 AP 00415634 02/03/2021 STERLING COFFEE SERVICE 880.09 0.00 880.09 AP 00415635 02/03/2021 STOTZ EQUIPMENT 3,527.36 0.00 3,527.36 AP 00415636 02/03/2021 STRATEGIC ECONOMICS INC 5,752.50 0.00 5,752.50 AP 00415637 02/03/2021 SYSTEMS SOURCE INC 131.15 0.00 131.15 AP 00415638 02/03/2021 T S R CONSTRUCTION&INSPECTION 91,665.50 0.00 91,665.50 AP 00415639 02/03/2021 U.S.BANK PARS ACCT#6746022500 1,101.84 0.00 1,101.84 AP 00415640 02/03/2021 U.S.BANK PARS ACCT#6746022500 14,385.19 0.00 14,385.19 AP 00415641 02/03/2021 U.S.BANK PARS ACCT#6745033700 6,605.00 0.00 6,605.00 AP 00415642 02/03/2021 UPS 60.86 0.00 60.86 AP 00415643 02/03/2021 URBAN3 6,699.00 0.00 6,699.00 AP 00415644 02/03/2021 UTILIQUEST 1,466.31 0.00 1,466.31 AP 00415645 02/03/2021 UTILITY CRANE&EQUIPMENT INC 290.00 0.00 290.00 AP 00415646 02/03/2021 UTILITY CRANE&EQUIPMENT INC 500.00 0.00 500.00 AP 00415647 02/03/2021 VELASQUEZ,ANTHONY 299.00 0.00 299.00 AP 00415648 02/03/2021 VULCAN MATERIALS COMPANY 233.66 0.00 233.66 AP 00415649 02/03/2021 WALTERS WHOLESALE ELECTRIC CO 280.23 0.00 280.23 AP 00415650 02/03/2021 WAXIE SANITARY SUPPLY 1,412.33 459.25 1,871.58 *** AP 00415651 02/03/2021 WEST COAST ARBORISTS INC 26,936.00 0.00 26,936.00 AP 00415652 02/03/2021 WESTLAND GROUP INC 4,977.75 0.00 4,977.75 AP 00415653 02/03/2021 WESTLAND GROUP INC 32,118.50 0.00 32,118.50 AP 00415654 02/03/2021 WHITE CAP CONSTRUCTION SUPPLY 23.45 0.00 23.45 AP 00415655 02/03/2021 WILLDAN FINANCIAL SERVICES 1,050.00 0.00 1,050.00 User: VLOPEZ-VERONICA LOPEZ Page: 8 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page Wme: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00415656 02/03/2021 WINZER CORPORATION 0.00 180.37 180.37 AP 00415657 02/03/2021 XEROX CORPORATION 281.09 0.00 281.09 AP 00415658 02/03/2021 XEROX FINANCIAL SERVICES 298.38 0.00 298.38 AP 00415659 02/04/2021 PATTON,NEARY 1,525.00 0.00 1,525.00 AP 00415660 02/04/2021 ALTA VISTA MOBILE HOME PARK 721.28 0.00 721.28 AP 00415661 02/04/2021 ARTE 2,000.00 0.00 2,000.00 AP 00415662 02/04/2021 AVANA RANCHO CUCAMONGA 1,571.72 0.00 1,571.72 AP 00415663 02/04/2021 BLASCO REAL ESTATE 1,850.00 0.00 1,850.00 AP 00415664 02/04/2021 CENTURY GARDEN REALTY 2,000.00 0.00 2,000.00 AP 00415665 02/04/2021 DON MIGUEL APARTMENTS 2,970.00 0.00 2,970.00 AP 00415666 02/04/2021 EDICO REALTY INC 1,450.00 0.00 1,450.00 AP 00415667 02/04/2021 EHU PROPERTIES LLC 1,475.00 0.00 1,475.00 AP 00415668 02/04/2021 EQUITY RESIDENTIAL MANAGEMENT LLC 2,000.00 0.00 2,000.00 AP 00415669 02/04/2021 ERVIN RIOS 1,800.00 0.00 1,800.00 AP 00415670 02/04/2021 FDC MANAGEMENT INC 1,425.00 0.00 1,425.00 AP 00415671 02/04/2021 FG RANCHO CUCAMONGA SENIOR APARTMENTS LP 1,718.00 0.00 1,718.00 AP 00415672 02/04/2021 FIR TERRACE 5,490.00 0.00 5,490.00 AP 00415673 02/04/2021 FRANK RAMOS 2,000.00 0.00 2,000.00 AP 00415674 02/04/2021 HEIDE,KIM 2,000.00 0.00 2,000.00 AP 00415675 02/04/2021 HUNT ENTERPRISES 1,430.00 0.00 1,430.00 AP 00415676 02/04/2021 JENNIFER CHEUNG TANG 2,000.00 0.00 2,000.00 AP 00415677 02/04/2021 JINS MATHEW 2,000.00 0.00 2,000.00 AP 00415678 02/04/2021 JOSEPH ARDEN 2,000.00 0.00 2,000.00 AP 00415679 02/04/2021 JOSEPH DEVIN MARTINEZ 2,000.00 0.00 2,000.00 AP 00415680 02/04/2021 KATHRYN CASEY 2,000.00 0.00 2,000.00 AP 00415681 02/04/2021 KNICKERBOCKER PROPERTIES INC XLVII 3,717.00 0.00 3,717.00 AP 00415682 02/04/2021 LAURA THOMPSON 2,000.00 0.00 2,000.00 AP 00415683 02/04/2021 LMC 21,685.00 0.00 21,685.00 AP 00415684 02/04/2021 LMC 9,547.00 0.00 9,547.00 AP 00415685 02/04/2021 LMC 6,000.00 0.00 6,000.00 AP 00415686 02/04/2021 LMC 3,663.00 0.00 3,663.00 AP 00415687 02/04/2021 LMC 5,391.00 0.00 5,391.00 AP 00415688 02/04/2021 LMC 1,702.00 0.00 1,702.00 AP 00415689 02/04/2021 LMC 7,837.00 0.00 7,837.00 AP 00415690 02/04/2021 LMC 7,848.00 0.00 7,848.00 AP 00415691 02/04/2021 LMC 1,625.00 0.00 1,625.00 AP 00415692 02/04/2021 PATTON,NEARY 1,525.00 0.00 1,525.00 AP 00415693 02/04/2021 R M PROPERTY MGMT&SERVICE COPR 1,500.00 0.00 1,500.00 AP 00415694 02/04/2021 RANCHO VILLAS APARTMENTS 7,975.00 0.00 7,975.00 AP 00415695 02/04/2021 RDM MANAGEMENT INC 1,019.81 0.00 1,019.81 AP 00415696 02/04/2021 RESERVE AT EMPIRE LAKES 3,677.59 0.00 3,677.59 AP 00415697 02/04/2021 SCOTT LANGLOIS 1,115.00 0.00 1,115.00 AP 00415698 02/04/2021 SIERRA HEIGHTS 7,394.00 0.00 7,394.00 AP 00415699 02/04/2021 SOLAMONTE 4,000.00 0.00 4,000.00 AP 00415700 02/04/2021 SONORA AT ALTA LOMA 1,987.00 0.00 1,987.00 AP 00415701 02/04/2021 SRGMF II DAY CREEK RANCHO LLC 1,915.00 0.00 1,915.00 AP 00415702 02/04/2021 SYCAMORE VILLA 3,111.31 0.00 3,111.31 User: VLOPEZ-VERONICA LOPEZ Page: 9 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page fine: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Excluding So Calif Gas Company. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00415703 02/04/2021 TAMMY LIAO 2,000.00 0.00 2,000.00 AP 00415704 02/04/2021 THE BEL AIRE 2,000.00 0.00 2,000.00 AP 00415705 02/04/2021 TREA CREEKSIDE ALTA LOMA 1,682.00 0.00 1,682.00 AP 00415706 02/04/2021 TREA CREEKSIDE ALTA LOMA 2,000.00 0.00 2,000.00 AP 00415707 02/04/2021 TREA CREEKSIDE ALTA LOMA 1,890.00 0.00 1,890.00 AP 00415708 02/04/2021 VERANO RANCHO CUCAMONGA TOWN SQUARE 16,664.00 0.00 16,664.00 AP 00415709 02/04/2021 VILLAGE ON THE GREEN 3,566.00 0.00 3,566.00 AP 00415710 02/04/2021 WOODS,VICTORIA 3,520.00 0.00 3,520.00 AP 00415711 02/04/2021 ZABANEH,RICARDO 2,000.00 0.00 2,000.00 Total City: $4,004,567.74 Total Fire: $756,244.89 Grand Total: , Note: k k k Check Number includes both City and Fire District expenditures User: VLOPEZ-VERONICA LOPEZ Page: 10 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page Wine: 07:49:17 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT Electronic Debit Resister January 1,2021 to January 31,2021 DATE DESCRIPTION CITY FIRE AMOUNT 1/4 Bank Fee 89.30 89.30 1/5 U.S.BANK-Purchasing Card Payment 16,175.33 4,980.94 21,156.27 1/5 U.S.BANK-Corporate Card Payment 48,805.33 21,872.77 70,678.10 1/5 U.S.BANK-Costco Card Payment 1,199.48 1,199.48 1/5 Workers Comp-City Account Transfer 5,278.84 5,278.84 1/5 Workers Comp-Fire Account Transfer 1,075.53 1,075.53 1/6 Workers Comp-City Account Transfer 150.00 150.00 117 Workers Comp-Fire Account Transfer 5,466.50 5,466.50 1/11 WIRE PAYMENT-RCMUCAISO 61,608.16 - 61,608.16 1/11 WIRE PAYMENT-RCMUCAISO 2,246.94 2,246.94 1/11 Workers Comp-City Account Transfer 12.00 12.00 1/11 Workers Comp-Fire Account Transfer 763.68 763.68 1/12 Workers Comp-Fire Account Transfer 2,175.43 2,175.43 1/13 Workers Comp-City Account Transfer 220.63 220.63 1/13 Workers Comp-Fire Account Transfer 153.83 153.83 1/14 CALIPERS-City-Retirement Account Deposit 52,933.53 52,933.53 1/14 CALIPERS-City-Retirement Account Deposit 109,756.71 109,756.71 1/14 STATE DISBURSEMENT UNIT-Child Support Payments 4,288.13 4,288.13 1/14 STATE DISBURSEMENT UNIT-Child Support Payments 1,732.50 1,732.50 1/14 Workers Comp-City Account Transfer 2,736.11 2,736.11 1/14 Workers Comp-Fire Account Transfer 1,015.86 1,015.86 1/15 CALIPERS-Fire-Retirement Account Deposit 3,285.04 3,285.04 1/15 CALIPERS-Fire-Retirement Account Deposit 3,286.27 3,286.27 1/15 CALIPERS-Fire-Retirement Account Deposit 4,806.71 4,806.71 1/15 CALIPERS-Fire-Retirement Account Deposit 10,783.72 10,783.72 1/15 CALIPERS-Fire-Retirement Account Deposit 25,082.28 25,082.28 1/15 CALIPERS-Fire-Retirement Account Deposit 116,577.02 116,577.02 1/15 Workers Comp-City Account Transfer 2,028.01 2,028.01 1/15 Workers Comp-Fire Account Transfer 2,187.68 2,187.68 1/19 Workers Comp-City Account Transfer 462.93 462.93 1/19 Workers Comp-Fire Account Transfer 313.49 313.49 1/21 Workers Comp-City Account Transfer 156.30 156.30 1/21 Workers Comp-Fire Account Transfer 1,740.00 1,740.00 1/25 Workers Comp-City Account Transfer 1,443.20 1,443.20 1/25 Workers Comp-Fire Account Transfer 4,759.09 4,759.09 1/26 Workers Comp-Fire Account Transfer 1,160.00 1,160.00 1/27 CALIPERS-Fire-Retirement Account Deposit 182,349.72 182,349.72 1/27 CALIPERS-Fire-Retirement Account Deposit 246.64 246.64 1/27 CALIPERS-Fire-Retirement Account Deposit 1,689.43 1,689.43 1/27 CALIPERS-City-Retirement Account Deposit 59,216.33 59,216.33 1/27 CALIPERS-City-Retirement Account Deposit 109,300.79 109,300.79 1/27 CALIPERS-Fire-Retirement Account Deposit 1,531.46 1,531.46 1/27 CALIPERS-Fire-Retirement Account Deposit 3,285.04 3,285.04 1/27 CALIPERS-Fire-Retirement Account Deposit 3,286.27 3,286.27 1/27 CALIPERS-Fire-Retirement Account Deposit 4,852.82 4,852.82 1/27 CALIPERS-Fire-Retirement Account Deposit 10,783.73 10,783.73 1/27 CALIPERS-Fire-Retirement Account Deposit 25,082.28 25,082.28 1/27 CALIPERS-Fire-Retirement Account Deposit 116,190.15 116,190.15 1/27 Workers Comp-Fire Account Transfer 575.63 575.63 1/28 STATE DISBURSEMENT UNIT-Child Support Payments 3,700.60 3,700.60 1/28 STATE DISBURSEMENT UNIT-Child Support Payments 1,732.50 1,732.50 1/28 Workers Comp-City Account Transfer 219.16 219.16 1/28 Workers Comp-Fire Account Transfer 1,453.38 1,453.38 1/29 Workers Comp-Fire Account Transfer 1.25 1.25 TOTAL CITY 476,304.60 TOTAL FIRE 572,001.85 GRAND TOTAL 1,048,306.45 > Page 25 ti NONRR � a CITY OF RANCHO CUCAMONGA m �l DATE: February 17, 2021 TO: Mayor and Members of the City Council Board of Directors President and Members of the Boards of Directors FROM: John R. Gillison, City Manager INITIATED BY: Tamara L. Oatman, Finance Director Veronica Lopez, Accounts Payable Supervisor SUBJECT: Consideration to Approve City and Fire District Weekly Check Registers for Checks Issued to Southern California Gas Company in the Total Amount of $28,271.67 Dated January 25, 2021 Through February 07, 2021. (CITY/FIRE) RECOMMENDATION: Staff recommends City Council approve payment of demands as presented. Weekly check register amounts are $24,478.32 and $3,793.35 for the City and the Fire District, respectively. BACKGROUND: N/A ANALYSIS: N/A FISCAL IMPACT: Adequate budgeted funds are available for the payment of demands per the attached listing. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: N/A ATTACHMENTS: Attachment 1 - Weekly Check Register Page 26 CITY OF RANCHO CUCAMONGA AND RANCHO CUCAMONGA FIRE PROTECTION DISTRICT So Calif Gas Company Only. Agenda Check Register 1/25/2021 through 2/7/2021 Check No. Check Date Vendor Name Ca Fire Amount AP 00415504 01/27/2021 SO CALIF GAS COMPANY 9,514.36 1,293.05 10,807.41 *** AP 00415505 01/27/2021 SO CALIF GAS COMPANY 1,258.95 0.00 1,258.95 AP 00415624 02/03/2021 SO CALIF GAS COMPANY 13,705.01 2,500.30 16,205.31 *** Total City: $241478.32 Total Fire: $3,793.35 Grand Total: Note: *** Check Number includes both City and Fire District expenditures User: VLOPEZ-VERONICA LOPEZ Page: 1 Current Date: 02/08/2021 Report:CK_AGENDA REG_PORTRAIT_CONSOLIDATED-CK:Agenda Check Register Portrait Layout Page Wine: 07:53:00 NONRR � a CITY OF RANCHO CUCAMONGA m �l DATE: February 17, 2021 TO: Mayor and Members of the City Council Board of Directors President and Members of the Boards of Directors FROM: John R. Gillison, City Manager INITIATED BY: Lori E. Sassoon, Deputy City Manager/Administrative Services Tamara L. Oatman, Finance Director SUBJECT: Consideration to Receive and File Current Investment Schedules as of January 31, 2021 for the City of Rancho Cucamonga and the Rancho Cucamonga Fire Protection District. (CITY/FIRE) RECOMMENDATION: Staff recommends that the City Council/Board of Directors of the Fire Protection District receive and file the attached current investment schedules for the City of Rancho Cucamonga (City) and the Rancho Cucamonga Fire Protection District (District) as of January 31, 2021. BACKGROUND: The attached investment schedules as of January 31, 2021 reflect cash and investments managed by the Finance Department/Revenue Management Division and are in conformity with the requirements of California Government Code Section 53601 and the City of Rancho Cucamonga's and the Rancho Cucamonga Fire Protection District's adopted Investment Policies as approved on November 18, 2020. ANALYSIS: The City's and District's Treasurers are each required to submit a quarterly investment report to the City Council and the Fire Board, respectively, in accordance with California Government Code Section 53646. The quarterly investment report is required to be submitted within 30 days following the end of the quarter covered by the report. However, the City and District Treasurers have each elected to provide this report on a monthly basis. FISCAL IMPACT: None. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: The monthly investment schedule supports the City Council's core value of providing and nurturing a high quality of life for all by demonstrating the active, prudent fiscal management of the City's investment portfolio to ensure that financial resources are available to support the various services the City provides to all Rancho Cucamonga stakeholders. ATTACHMENTS: Attachment 1 — Investment Schedule (City) Attachment 2 — Investment Schedule (Fire) Page 28 City of Rancho Cucamonga Portfolio Summary RANCHO January 31, 2021 CUCAMONGA Cash Dividends Closing Portfolio Holdings and Income Market Value PFM Managed Account $ 448,913.13 $ 255,930,087.91 PFM Cash Balance - 2,384,940.66 State Pool - 48,601,430.03 Passbook/Checking Accounts - 5,523,349.77 Total $ 448,913.13 $ 312,439,808.37 I certify that this report accurately reflects all City pooled investments and is in conformity with the investment policy adopted November 18, 2020. A copy of the investment policy is available in the Finance Department. The Investment Program herein shown provides sufficient cash flow liquidity to meet the next six months' estimated expenditures. The attached Summary of Cash and Investments with Fiscal Agents is provided under the City's official Investment Policy. The provisions of the individual bond documents govern the management of these funds. ]�ia gton, Treasurer Date PW04CHMENT 1 0 PfM Managed Account Summary Statement For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Transaction Summary-Managed Account Cash Transactions Summary- Managed Account Opening Market Value $235,547,654.72 Maturities/Calls 0.00 Maturities/Calls 0.00 Sale Proceeds 15,660,098.03 Principal Dispositions (15,570,852.81) Coupon/Interest/Dividend Income 272,626.06 Principal Acquisitions 34,501,652.44 Principal Payments 0.00 Unsettled Trades 1,684,005.85 Security Purchases (34,606,372.00) Change in Current Value (232,372.29) Net Cash Contribution 20,000,000.00 Reconciling Transactions 0.00 Closing Market Value $255,930,087.91 Earnings Reconciliation(Cash Basis)- Managed Account Cash Balance Interest/Dividends/Coupons Received 361,871.28 Closing Cash Balance $2,384,940.66 Less Purchased Interest Related to Interest/Coupons (104,719.56) Plus Net Realized Gains/Losses 191,761.41 Total Cash Basis Earninas $448,913.13 Earnings Reconciliation(Accrual Basis) Total Ending Amortized Value of Securities 254,751,746.61 Ending Accrued Interest 878,099.60 Plus Proceeds from Sales 15,660,098.03 Plus Proceeds of Maturities/Calls/Principal Payments 0.00 Plus Coupons/Dividends Received 272,626.06 Less Cost of New Purchases (36,290,483.16) Less Beginning Amortized Value of Securities (234,181,048.44) Less Beginning Accrued Interest (856,158.85) Total Accrual Basis Earnings $234,879.85 PFM Asset Management LLC Account 73340000 Page 1 Page 30 0 PfM Portfolio Summary and Statistics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 _ Account Summary Sector Allocation Description Par Value Market Value Percent U.S.Treasury Bond/ Note 158,690,000.00 163,555,994.21 63.91 —ABS o 0.37/o Supra-National Agency Bond/ Note 5,910,000.00 5,992,701.69 2.34 Cert of Deposit- Municipal Bond/ Note 1,475,000.00 1,496,316.50 0.58 FDIC Federal Agency Bond/ Note 55,485,000.00 56,048,914.59 21.90 0.68% Corporate Note 25,225,000.00 26,143,693.86 10.22 Corporate Note 10.22/o Certificate of Deposit- FDIC Insured 1,715,000.00 1,736,222.16 0.68 Fed Agy Bond/ Asset-Backed Security 955,000.00 956,244.90 0.37 Note Managed Account Sub-Total 249,455,000.00 255,930,087.91 100.00% 21.90% Accrued Interest 878,099.60 Total Portfolio 249,455,000.00 256,808,187.51 Muni Bond/Note 0.58% Supra-National Unsettled Trades 1,685,000.00 1,682,511.26 Agency Bond/Note US TSY Bond/Note 2.34% 63.91% Maturity Distribution Characteristics 30.29% Yield to Maturity at Cost 0.52% 25.97% Yield to Maturity at Market 0.23% 20.28% 20.06% Weighted Average Days to Maturity 989 3.21% 0.19% 0.00% 0-6 Months 6-12 Months 1-2 Years 2-3 Years 3-4 Years 4-5 Years Over 5 Years PFM Asset Management LLC Account 73340000 Page 2 Page 31 0 pfm Managed Account Issuer Summary For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Issuer Summary Credit Quality(S&P Ratings) Market Value Issuer of Holdings Percent A APPLE INC 10,787,929.70 4.21 NR 0.66% CARMAX AUTO OWNER TRUST 120,065.10 0.05 0.68% AA CHIPPEWA VALLEY BANK 245,448.35 0.10 AAA 1.22% 4.59% ENERBANK USA 245,945.70 0.10 AA- FANNIE MAE 33,912,987.99 13.24 2.25% FEDERAL FARM CREDIT BANKS 10,253,107.30 4.01 FIRST SOURCE BANK 245,493.19 0.10 FREDDIE MAC 11,882,819.30 4.63 GM FINANCIAL SECURITIZED TERM 375,661.54 0.15 HYUNDAI AUTO LEASE SECURITIZATION TRUST 280,507.01 0.11 INTL BANK OF RECONSTRUCTION AND DEV 5,992,701.69 2.34 MEDALLION BANK UTAH 245,987.60 0.10 MERCEDES-BENZ AUTO LEASE TRUST 180,011.25 0.07 7AA+ MICROSOFT CORP 4,798,756.40 1.88 90.60% MORGAN STANLEY 253,075.94 0.10 NOVARTIS AG 3,130,215.00 1.22 SAN MATEO-FOSTER CITY SCHOOL DISTRICT 1,496,316.50 0.58 THE BANK OF NEW YORK MELLON CORPORATION 1,682,511.26 0.66 THIRD FEDERAL SAV&LOAN 246,939.42 0.10 UNITED STATES TREASURY 163,555,994.21 63.90 US BANCORP 2,633,122.50 1.03 WAL-MART STORES INC 3,111,159.00 1.22 WELLS FARGO&COMPANY 253,331.96 0.10 Total $255,930,087.91 100.00010 PFM Asset Management LLC Account 73340000 Page 3 Page 32 0 PfM Managed Account Detail of Securities Held For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Dated Date/Coupon/Maturity CUSIP Par Rating Rating Date Date Cost at Cost Interest Cost Value U.S.Treasury Bond / Note US TREASURY NOTES 9128286H8 8,475,000.00 AA+ Aaa 09/24/20 09/28/20 8,752,092.77 0.14 77,287.55 8,686,588.66 8,689,523.44 DTD 03/15/2019 2.375%03/15/2022 US TREASURY NOTES 912828X47 8,000,000.00 AA+ Aaa 09/24/20 09/28/20 8,221,250.00 0.13 38,535.91 8,173,102.33 8,176,249.60 DTD 05/01/2017 1.875%04/30/2022 US TREASURY NOTES 912828XD7 3,000,000.00 AA+ Aaa 11/12/20 11/13/20 3,079,218.75 0.16 9,735.58 3,067,982.05 3,070,781.40 DTD 06/01/2015 1.875%05/31/2022 US TREASURY NOTES 912828ZX1 8,000.000.00 AA+ Aaa 09/24/20 09/28/20 7,998.437.50 0.14 883.98 7,998,745.12 8,002.500.00 DTD 06/30/2020 0.125%06/30/2022 US TREASURY NOTES 912828XO8 2,935,000.00 AA+ Aaa 09/28/20 09/28/20 3,035,775.98 0.13 162.15 3,016,852.32 3,018,005.32 DTD 07/31/2015 2.000%07/31/2022 US TREASURY NOTES 912828YKO 8,000,000.00 AA+ Aaa 09/24/20 09/28/20 8,202,500.00 0.14 32,939.56 8,168,343.37 8,171,249.60 DTD 10/15/2019 1.375%10/15/2022 US TREASURY NOTES 912828TY6 5,750.000.00 AA+ Aaa 10/30/20 11/05/20 5,921.152.34 0.15 20.132.94 5,900,799.09 5,904.531.25 DTD 11/15/2012 1.625%11/15/2022 US TREASURY NOTES 912828M80 8,400,000.00 AA+ Aaa 01/06/21 01/08/21 8,695,312.50 0.14 29,076.92 8,685,055.63 8,688,750.00 DTD 11/30/2015 2.000%11/30/2022 US TREASURY NOTES 912828N30 5,000,000.00 AA+ Aaa 11/23/20 11/24/20 5,205,078.13 0.17 9,392.27 5,186,629.12 5,191,406.00 DTD 12/31/2015 2.125%12/31/2022 US TREASURY NOTES 9128283U2 2,400,000.00 AA+ Aaa 11/17/20 11/20/20 2,515,031.25 0.19 157.46 2,504,560.82 2,507,625.12 DTD 01/31/2018 2.375%01/31/2023 US TREASURY NOTES 9128284A5 1,810,000.00 AA+ Aaa 11/16/20 11/18/20 1,910.257.03 0.19 20,212.50 1,901,219.44 1,903.893.75 DTD 02/28/2018 2.625%02/28/2023 US TREASURY NOTES 912828P79 7,000,000.00 AA+ Aaa 01/25/21 01/26/21 7,200,156.25 0.13 44,668.51 7,198,582.28 7,197,968.40 DTD 02/29/2016 1.500%02/28/2023 US TREASURY NOTES 912828ZD5 5,000,000.00 AA+ Aaa 10/30/20 11/05/20 5,039,648.44 0.16 9,599.45 5,035,591.39 5,039,844.00 DTD 03/15/2020 0.500%03/15/2023 US TREASURY NOTES 9128284L1 5,000.000.00 AA+ Aaa 10/06/20 10/07/20 5,329.882.81 0.17 35,324.59 5,288,603.36 5,292.969.00 DTD 04/30/2018 2.750%04/30/2023 PFM Asset Management LLC Account 73340000 Page 4 Page 33 0 PfM Managed Account Detail of Securities Held For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Dated Date/Coupon/Maturity CUSIP Par Rating Rating Date Date Cost at Cost Interest Cost Value U.S.Treasury Bond / Note US TREASURY NOTES 912828R69 3,500,000.00 AA+ Aaa 10/30/20 11/05/20 3,630,429.69 0.17 9,843.75 3,618,180.16 3,620,859.20 DTD 05/31/2016 1.625%05/31/2023 US TREASURY NOTES 912828ZU7 8,000,000.00 AA+ Aaa 09/24/20 09/28/20 8,022,500.00 0.15 2,637.36 8,019,636.36 8,020,000.00 DTD 06/15/2020 0.250%06/15/2023 US TREASURY NOTES 91282CAF8 5,000,000.00 AA+ Aaa 10/06/20 10/07/20 4,991,796.88 0.18 2,887.23 4,992,717.96 4,996,875.00 DTD 08/15/2020 0.125%08/15/2023 US TREASURY NOTES 91282CAK7 5,000,000.00 AA+ Aaa 11/23/20 11/24/20 4,988,476.56 0.21 2,399.86 4,989,252.28 4,995,312.50 DTD 09/15/2020 0.125%09/15/2023 US TREASURY NOTES 9128286GO 8,000,000.00 AA+ Aaa 09/24/20 09/28/20 8,600,312.50 0.18 80,828.73 8,539,752.55 8,535,000.00 DTD 02/28/2019 2.375%02/29/2024 US TREASURY NOTES 912828X70 5,000,000.00 AA+ Aaa 10/30/20 11/05/20 5,307,031.25 0.23 25,690.61 5,285,790.09 5,289,062.50 DTD 05/01/2017 2.000%04/30/2024 US TREASURY NOTES 912828Y87 5,670,000.00 AA+ Aaa 10/06/20 10/07/20 5,995,139.06 0.24 274.10 5,967,830.18 5,969,446.88 DTD 07/31/2019 1.750%07/31/2024 US TREASURY NOTES 912828YE4 6,000,000.00 AA+ Aaa 01/25/21 01/26/21 6,216,328.13 0.24 31,906.08 6,215,339.58 6,213,750.00 DTD 08/31/2019 1.250%08/31/2024 US TREASURY NOTES 9128282Y5 6,000,000.00 AA+ Aaa 09/24/20 09/28/20 6,457,968.75 0.21 43.434.07 6,418,526.47 6,406,875.00 DTD 10/02/2017 2.125%09/30/2024 US TREASURY NOTES 912828YM6 2,500,000.00 AA+ Aaa 11/16/20 11/18/20 2,616,796.88 0.31 9,633.98 2,610,726.36 2,614,843.75 DTD 10/31/2019 1.500%10/31/2024 US TREASURY NOTES 912828YV6 5,000,000.00 AA+ Aaa 11/23/20 11/24/20 5,239,843.75 0.30 12,980.77 5,228,562.76 5,232,031.00 DTD 11/30/2019 1.500%11/30/2024 US TREASURY NOTES 9128283Z1 6,000,000.00 AA+ Aaa 09/24/20 09/28/20 6,663,750.00 0.23 70,193.37 6,611,933.09 6,595,312.80 DTD 02/28/2018 2.750%02/28/2025 US TREASURY NOTES 912828ZFO 2,750,000.00 AA+ Aaa 11/17/20 11/20/20 2,769,335.94 0.34 4,709.94 2,768,449.30 2,770,625.00 DTD 03/31/2020 0.500%03/31/2025 US TREASURY NOTES 91282CAB7 4,500,000.00 AA+ Aaa 01/25/21 01/26/21 4,478,730.47 0.36 31.08 4,478,807.95 4,476,797.10 DTD 07/31/2020 0.250%07/31/2025 PFM Asset Management LLC Account 73340000 Page 5 Page 34 0 PfM Managed Account Detail of Securities Held For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Dated Date/Coupon/Maturity CUSIP Par Rating Rating Date Date Cost at Cost Interest Cost Value U.S.Treasury Bond / Note US TREASURY NOTES 91282CAB7 7,000,000.00 AA+ Aaa 01/06/21 01/08/21 6,956,250.00 0.39 48.34 6,956,880.63 6,963,906.60 DTD 07/31/2020 0.250%07/31/2025 Security Type Sub-Total 158,690,000.00 164,040,483.61 0.19 625,608.64 163,515,040.70 163,555,994.21 Supra-National Agency Bond / Note INTL BANK OF RECONSTRUCTION AND DEV 459058FY4 4,500,000.00 AAA Aaa 07/26/17 07/26/17 4,510,530.00 1.95 1,250.00 4,502,298.04 4,581,490.50 NOTE DTD 01/26/2017 2.000%01/26/2022 INTL BK RECON&DEVELOP CORPORATE 459058JM6 1,410,000.00 AAA Aaa 11/17/20 11/24/20 1,406,968.50 0.32 656.04 1,407,159.53 1,411,211.19 NOTES DTD 11/24/2020 0.250%11/24/2023 Security Type Sub-Total 5,910,000.00 5,917,498.50 1.56 1,906.04 5,909,457.57 5,992,701.69 Municipal Bond/ Note SAN MATEO-FOSTER SCH DIST,CA TXBL GO 799055004 475,000.00 AA+ Aaa 05/19/20 05/19/20 476,197.00 0.85 2,522.25 475,493.52 477,156.50 BO DTD 05/19/2020 1.062%08/01/2021 SAN MATEO-FOSTER SCH DIST,CA TXBL GO 799055OR2 500,000.00 AA+ Aaa 05/19/20 05/19/20 502,300.00 0.95 2,905.00 501,561.94 506,900.00 BO DTD 05/19/2020 1.162%08/01/2022 SAN MATEO-FOSTER SCH DIST,CA TXBL GO 7990550SO 500,000.00 AA+ Aaa 05/19/20 05/19/20 503,385.00 1.05 3,165.00 502,637.93 512,260.00 BO DTD 05/19/2020 1.266%08/01/2023 Security Type Sub-Total 1,475,000.00 1,481,882.00 0.95 8,592.25 1,479,693.39 1,496,316.50 Federal Agency Bond / Note FEDERAL FARM CREDIT BANK NOTES 3133E3ZU6 1,595,000.00 AA+ Aaa 09/20/18 09/20/18 1,590,773.25 2.94 16,541.48 1,594,109.14 1,622,976.30 DTD 09/20/2018 2.850%09/20/2021 PFM Asset Management LLC Account 73340000 Page 6 Page 35 0 PfM Managed Account Detail of Securities Held For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Dated Date/Coupon/Maturity CUSIP Par Rating Rating Date Date Cost at Cost Interest Cost Value Federal Agency Bond / Note FEDERAL FARM CREDIT BANK NOTES 3133EG5D3 1,500,000.00 AA+ Aaa 01/27/17 01/27/17 1,500,000.00 2.03 338.33 1,500,000.00 1,528,740.00 DTD 01/27/2017 2.030%01/27/2022 FEDERAL FARM CREDIT BANK NOTES 3133EHHH9 4,000.000.00 AA+ Aaa 05/02/17 05/02/17 3,992.000.00 1.96 18.986.67 3,998,006.57 4,091.152.00 DTD 05/02/2017 1.920%05/02/2022 FREDDIE MAC NOTES 3134GBVA7 3,000,000.00 AA+ Aaa 06/29/17 06/29/17 3,000,000.00 1.93 5,133.33 3,000,000.00 3,076,782.00 DTD 06/29/2017 1.925%06/29/2022 FANNIE MAE NOTES 3135GO5G4 4,800,000.00 AA+ Aaa 09/24/20 09/28/20 4,801,344.00 0.24 700.00 4,801,177.16 4,810,747.20 DTD 07/10/2020 0.250%07/10/2023 FREDDIE MAC NOTES 3137EAEW5 4,800,000.00 AA+ Aaa 09/24/20 09/28/20 4,802,928.00 0.23 4,900.00 4,802,584.81 4,810,209.60 DTD 09/04/2020 0.250%09/08/2023 FREDDIE MAC NOTES 3137EAEZ8 1,700,000.00 AA+ Aaa 11/03/20 11/05/20 1,698.470.00 0.28 1,015.28 1,698,592.85 1,702,900.20 DTD 11/05/2020 0.250%11/06/2023 FANNIE MAE NOTES 3135G06H1 4,400,000.00 AA+ Aaa 11/23/20 11/25/20 4,394,984.00 0.29 2,016.67 4,395,294.93 4,407,664.80 DTD 11/25/2020 0.250%11/27/2023 FANNIE MAE NOTES 3135GOX24 5,000,000.00 AA+ Aaa 09/24/20 09/28/20 5,268,350.00 0.36 5,416.67 5,246,703.33 5,252,435.00 DTD 01/10/2020 1.625%01/07/2025 FANNIE MAE NOTES 3135GO4Z3 4,000.000.00 AA+ Aaa 07/21/20 07/21/20 4,009.400.00 0.45 2,444.44 4,008,377.12 4,017.000.00 DTD 06/19/2020 0.500%06/17/2025 FANNIE MAE NOTES 3135GO4Z3 5,000,000.00 AA+ Aaa 09/24/20 09/28/20 5,017,800.00 0.42 3,055.56 5,016,498.32 5,021,250.00 DTD 06/19/2020 0.500%06/17/2025 FEDERAL FARM CREDIT BANK NOTES 3133ELR71 3,000,000.00 AA+ Aaa 07/21/20 07/21/20 3,007,110.00 0.45 1,208.33 3,006,342.73 3,010,239.00 DTD 07/02/2020 0.500%07/02/2025 FANNIE MAE NOTES 3136G4ZJ5 2,500,000.00 AA+ Aaa 07/21/20 07/21/20 2,499,000.00 0.63 434.03 2,499,106.79 2,509,390.00 DTD 07/21/2020 0.625%07/21/2025 FANNIE MAE NOTES 3135GO5X7 2,000,000.00 AA+ Aaa 10/30/20 11/05/20 1,988,500.00 0.50 3,208.33 1,989,076.97 1,993,952.00 DTD 08/27/2020 0.375%08/25/2025 FREDDIE MAC NOTES 3137EAEX3 2,300,000.00 AA+ Aaa 09/23/20 09/25/20 2,293,077.00 0.44 3,018.75 2,293,566.62 2,292,927.50 DTD 09/25/2020 0.375%09/23/2025 PFM Asset Management LLC Account 73340000 Page 7 Page 36 0 PfM Managed Account Detail of Securities Held For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Dated Date/Coupon/Maturity CUSIP Par Rating Rating Date Date Cost at Cost Interest Cost Value Federal Agency Bond / Note FANNIE MAE NOTES 3135G06G3 1,390,000.00 AA+ Aaa 11/12/20 11/13/20 1,387,720.40 0.53 1,525.14 1,387,820.60 1,392,489.49 DTD 11/12/2020 0.500%11/07/2025 FANNIE MAE NOTES 3135G06G3 4,500,000.00 AA+ Aaa 12/02/20 12/04/20 4,494,465.00 0.53 4,937.50 4,494,646.53 4,508,059.50 DTD 11/12/2020 0.500%11/07/2025 Security Type Sub-Total 55,485,000.00 55,745,921.65 0.71 74,880.51 55,731,904.47 56,048,914.59 Corporate MICROSOFT CORP(CALLABLE)NOTE 594918BW3 4,700,000.00 AAA Aaa 02/14/17 02/14/17 4,700,000.00 2.40 54,833.33 4,700,000.00 4,798,756.40 DTD 02/06/2017 2.400%02/06/2022 WAL-MART STORES INC CORP(CALLABLE) 931142DU4 3,000,000.00 AA Aa2 06/21/18 06/21/18 2,913,840.00 3.04 9,008.33 2,964,126.30 3,111,159.00 NOTE DTD 10/20/2017 2.350%12/15/2022 APPLE INC GLOBAL NOTES 037833AK6 4,000,000.00 AA+ Aal 05/06/19 05/06/19 3,951,120.00 2.73 23,466.67 3,972,475.67 4,187,368.00 DTD 05/03/2013 2.400%05/03/2023 APPLE INC CORPORATE NOTES 037833DV9 3,340,000.00 AA+ Aal 05/11/20 05/11/20 3,350,988.60 0.64 5,566.67 3,348,319.22 3,376,923.70 DTD 05/11/2020 0.750%05/11/2023 APPLE INC(CALLABLE)BONDS 037833CG3 3,000,000.00 AA+ Aal 02/11/19 02/11/19 3,019,140.00 2.86 43,000.00 3,011,308.02 3,223,638.00 DTD 02/09/2017 3.000%02/09/2024 US BANK NA CINCINNATI(CALLABLE) 90331HPL1 2,500,000.00 AA- Al 10/30/20 11/05/20 2,640,450.00 0.69 1,423.61 2,632,413.85 2,633,122.50 CORPORA DTD 01/21/2020 2.050%01/21/2025 NOVARTIS CAPITAL CORP 66989HAP3 3,000,000.00 AA- Al 09/24/20 09/28/20 3,144,750.00 0.63 24,354.17 3,133,125.72 3,130,215.00 DTD 02/14/2020 1.750%02/14/2025 BANK OF NY MELLON CORP 06406RAOO 1,685,000.00 A Al 01/28/21 02/01/21 1,684,005.85 0.76 105.31 1,684,005.85 1,682,511.26 (CALLABLE)CORPOR DTD 01/28/2021 0.750%01/28/2026 Security Type Sub-Total 25,225,000.00 25,404,294.45 1.87 161,758.09 25,445,774.63 26,143,693.86 Certificate of Deposit- FDIC Insured PFM Asset Management LLC Account 73340000 Page 8 Page 37 0 PfM Managed Account Detail of Securities Held For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Dated Date/Coupon/Maturity CUSIP Par Rating Rating Date Date Cost at Cost Interest Cost Value Certificate of Deposit- FDIC Insured FIRST SOURCE BANK 33646CIL9 245,000.00 NR NR 02/28/18 02/28/18 245,000.00 2.40 2,529.21 245,000.00 245,493.19 DTD 02/28/2018 2.400%03/01/2021 THIRD FED SAV&LN CLEVLND 884130BZO 245,000.00 NR NR 02/28/18 02/28/18 245.000.00 2.50 2,634.59 245,000.00 246,939.42 DTD 02/28/2018 2.500%05/28/2021 WELLS FARGO BANK NA 949763S64 245,000.00 NR NR 01/29/20 01/29/20 245,000.00 1.90 38.26 245,000.00 253,331.96 DTD 01/29/2020 1.900%01/30/2023 MORGAN STANLEY PVT BANK 6176OA607 245,000.00 NR NR 01/30/20 01/30/20 245,000.00 1.85 24.84 245,000.00 253,075.94 DTD 01/30/2020 1.850%01/30/2023 ENERBANK USA 29278TOD5 245,000.00 NR NR 07/24/20 07/24/20 245,000.00 0.45 24.16 245,000.00 245,945.70 DTD 07/24/2020 0.450%07/24/2024 CHIPPEWA VALLEY BANK 169894AT9 245,000.00 NR NR 07/29/20 07/29/20 245,000.00 0.50 10.07 245,000.00 245,448.35 DTD 07/29/2020 0.500%07/29/2025 MEDALLION BANK UTAH 58404DHO7 245,000.00 NR NR 07/30/20 07/30/20 245,000.00 0.55 7.38 245,000.00 245,987.60 DTD 07/30/2020 0.550%07/30/2025 Security Type Sub-Total 1,715,000.00 1,715,000.00 1.45 5,268.51 1,715,000.00 1,736,222.16 Asset-Backed Security MBALT 2021-A A3 58770GAC4 180,000.00 AAA Aaa 01/20/21 01/27/21 179,981.80 0.25 5.00 179,981.88 180,011.25 DTD 01/27/2021 0.250%01/16/2024 HALST 2021-A A4 44891TAD8 280,000.00 AAA Aaa 01/12/21 01/20/21 279,976.70 0.42 35.93 279,976.90 280,507.01 DTD 01/20/2021 0.420%12/16/2024 GMCAR 2021-1 A3 36261LAC5 375,000.00 AAA Aaa 01/12/21 01/20/21 374,940.30 0.35 40.10 374,940.71 375,661.54 DTD 01/20/2021 0.350%10/16/2025 CARMX 2021-1 A3 14316NAC3 120,000.00 AAA NR 01/20/21 01/27/21 119.976.29 0.34 4.53 119,976.36 120,065.10 DTD 01/27/2021 0.340%12/15/2025 Security Type Sub-Total 955,000.00 954,875.09 0.35 85.56 954,875.85 956,244.90 Managed Account Sub-Total 249,455,000.00 255,259,955.30 0.52 878,099.60 254,751,746.61 255,930,087.91 PFM Asset Management LLC Account 73340000 Page 9 Page 38 0 pfm Managed Account Detail of Securities Held For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Securities Sub-Total $249,455,000.00 $255,259,955.30 0.52% $878,099.60 $254,751,746.61 $255,930,087.91 Accrued Interest $878,099.60 Total Investments $256,808,187.51 Bolded items are forward settling trades. PFM Asset Management LLC Account 73340000 Page 10 Page 39 0 Pfm Managed Account Fair Market Value &Analytics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost Duration at Mkt U.S.Treasury Bond I Note US TREASURY NOTES 9128286H8 8,475,000.00 BMO 102.53 8,689,523.44 (62,569.33) 2,934.78 1.11 0.11 DTD 03/15/2019 2.375%03/15/2022 US TREASURY NOTES 912828X47 8,000,000.00 NOMURA 102.20 8,176,249.60 (45,000.40) 3,147.27 1.24 0.10 DTD 05/01/2017 1.875%04/30/2022 US TREASURY NOTES 912828XD7 3,000,000.00 CITIGRP 102.36 3,070,781.40 (8,437.35) 2,799.35 1.32 0.10 DTD 06/01/2015 1.875%05/31/2022 US TREASURY NOTES 912828ZX1 8,000,000.00 WELLS_F 100.03 8,002,500.00 4,062.50 3,754.88 1.42 0.10 DTD 06/30/2020 0.125%06/30/2022 US TREASURY NOTES 912828XO8 2,935,000.00 BONY 102.83 3,018,005.32 (17,770.66) 1,153.00 1.48 0.11 DTD 07/31/2015 2.000%07/31/2022 US TREASURY NOTES 912828YKO 8,000,000.00 CITIGRP 102.14 8,171,249.60 (31,250.40) 2,906.23 1.69 0.12 DTD 10/15/2019 1.375%10/15/2022 US TREASURY NOTES 912828TY6 5,750,000.00 CITIGRP 102.69 5,904,531.25 (16,621.09) 3,732.16 1.77 0.12 DTD 11/15/2012 1.625%11/15/2022 US TREASURY NOTES 912828M80 8,400,000.00 CITIGRP 103.44 8,688,750.00 (6,562.50) 3,694.37 1.81 0.12 DTD 11/30/2015 2.000%11/30/2022 US TREASURY NOTES 912828N30 5,000,000.00 NOMURA 103.83 5,191,406.00 (13,672.13) 4,776.88 1.89 0.12 DTD 12/31/2015 2.125%12/31/2022 US TREASURY NOTES 9128283U2 2,400,000.00 CITIGRP 104.48 2,507,625.12 (7,406.13) 3,064.30 1.95 0.13 DTD 01/31/2018 2.375%01/31/2023 US TREASURY NOTES 9128284A5 1,810,000.00 CITIGRP 105.19 1,903,893.75 (6,363.28) 2,674.31 2.02 0.12 DTD 02/28/2018 2.625%02/28/2023 US TREASURY NOTES 912828P79 7,000,000.00 BNP_PAR 102.83 7,197,968.40 (2,187.85) (613.88) 2.05 0.14 DTD 02/29/2016 1.500%02/28/2023 US TREASURY NOTES 912828ZD5 5,000,000.00 WELLS_F 100.80 5,039,844.00 195.56 4,252.61 2.11 0.12 DTD 03/15/2020 0.500%03/15/2023 US TREASURY NOTES 9128284L1 5,000,000.00 CITIGRP 105.86 5,292,969.00 (36,913.81) 4,365.64 2.19 0.14 DTD 04/30/2018 2.750%04/30/2023 US TREASURY NOTES 912828R69 3,500,000.00 NOMURA 103.45 3,620,859.20 (9,570.49) 2,679.04 2.30 0.14 DTD 05/31/2016 1.625%05/31/2023 US TREASURY NOTES 912828ZU7 8,000,000.00 WELLS_F 100.25 8,020,000.00 (2,500.00) 363.64 2.37 0.14 DTD 06/15/2020 0.250%06/15/2023 US TREASURY NOTES 91282CAF8 5,000,000.00 HSBC 99.94 4,996,875.00 5,078.12 4,157.04 2.54 0.15 DTD 08/15/2020 0.125%08/15/2023 PFM Asset Management LLC Account 73340000 Page 11 Page 40 0 Pfm Managed Account Fair Market Value &Analytics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost Duration at Mkt U.S.Treasury Bond I Note US TREASURY NOTES 91282CAK7 5,000,000.00 NOMURA 99.91 4,995,312.50 6,835.94 6,060.22 2.62 0.16 DTD 09/15/2020 0.125%09/15/2023 US TREASURY NOTES 9128286GO 8,000,000.00 RBS 106.69 8,535,000.00 (65,312.50) (4,752.55) 2.97 0.19 DTD 02/28/2019 2.375%02/29/2024 US TREASURY NOTES 912828X70 5,000,000.00 MORGAN_ 105.78 5,289,062.50 (17,968.75) 3,272.41 3.15 0.21 DTD 05/01/2017 2.000%04/30/2024 US TREASURY NOTES 912828Y87 5,670,000.00 WELLS_F 105.28 5,969,446.88 (25,692.18) 1,616.70 3.39 0.23 DTD 07/31/2019 1.750%07/31/2024 US TREASURY NOTES 912828YE4 6,000,000.00 BNP_PAR 103.56 6,213,750.00 (2,578.13) (1,589.58) 3.50 0.25 DTD 08/31/2019 1.250%08/31/2024 US TREASURY NOTES 9128282Y5 6,000,000.00 CITIGRP 106.78 6,406,875.00 (51,093.75) (11,651.47) 3.53 0.26 DTD 10/02/2017 2.125%09/30/2024 US TREASURY NOTES 912828YM6 2,500,000.00 CITIGRP 104.59 2,614,843.75 (1,953.13) 4,117.39 3.65 0.27 DTD 10/31/2019 1.500%10/31/2024 US TREASURY NOTES 912828YV6 5,000,000.00 NOMURA 104.64 5,232,031.00 (7,812.75) 3,468.24 3.74 0.28 DTD 11/30/2019 1.500%11/30/2024 US TREASURY NOTES 9128283Z1 6,000,000.00 MERRILL 109.92 6,595,312.80 (68,437.20) (16,620.29) 3.86 0.30 DTD 02/28/2018 2.750%02/28/2025 US TREASURY NOTES 912828ZFO 2,750,000.00 MORGAN_ 100.75 2,770,625.00 1,289.06 2,175.70 4.12 0.32 DTD 03/31/2020 0.500%03/31/2025 US TREASURY NOTES 91282CAB7 4,500,000.00 BNP_PAR 99.48 4,476,797.10 (1,933.37) (2,010.85) 4.48 0.37 DTD 07/31/2020 0.250%07/31/2025 US TREASURY NOTES 91282CAB7 7,000,000.00 JPM_CHA 99.48 6,963,906.60 7,656.60 7,025.97 4.48 0.37 DTD 07/31/2020 0.250%07/31/2025 Security Type Sub-Total 158,690,000.00 163,555,994.21 (484,489.40) 40,953.51 2.52 0.18 Supra-National Agency Bond I Note INTL BANK OF RECONSTRUCTION AND 459058FY4 4,500,000.00 NEW ACC 101.81 4,581,490.50 70,960.50 79,192.46 0.99 0.17 DEV NOTE DTD 01/26/2017 2.000%01/26/2022 INTL BK RECON&DEVELOP CORPORATE 4590581M6 1,410,000.00 TD 100.09 1,411,211.19 4,242.69 4,051.66 2.81 0.22 NOTES DTD 11/24/2020 0.250%11/24/2023 PFM Asset Management LLC Account 73340000 Page 12 Page 41 0 Pfm Managed Account Fair Market Value &Analytics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost Duration at Mkt Security Type Sub-Total 5,910,000.00 5,992,701.69 75,203.19 83,244.12 1.42 0.18 Municipal Bond I Note SAN MATEO-FOSTER SCH DIST,CA TXBL 799055004 475,000.00 NEW ACC 100.45 477,156.50 959.50 1,662.98 0.50 0.16 GO BO DTD 05/19/2020 1.062%08/01/2021 SAN MATEO-FOSTER SCH DIST,CA TXBL 799055OR2 500,000.00 NEW ACC 101.38 506,900.00 4,600.00 5,338.06 1.49 0.24 GO BO DTD 05/19/2020 1.162%08/01/2022 SAN MATEO-FOSTER SCH DIST,CA TXBL 7990550SO 500,000.00 NEW ACC 102.45 512,260.00 8,875.00 9,622.07 2.46 0.28 GO BO DTD 05/19/2020 1.266%08/01/2023 Security Type Sub-Total 1,475,000.00 1,496,316.50 14,434.50 16,623.11 1.51 0.23 Federal Agency Bond I Note FEDERAL FARM CREDIT BANK NOTES 3133E3ZU6 1.595,000.00 NEW ACC 101.75 1,622,976.30 32,203.05 28,867.16 0.63 0.10 DTD 09/20/2018 2.850%09/20/2021 FEDERAL FARM CREDIT BANK NOTES 3133EG5D3 1.500,000.00 NEW ACC 101.92 1,528,740.00 28,740.00 28,740.00 0.99 0.10 DTD 01/27/2017 2.030%01/27/2022 FEDERAL FARM CREDIT BANK NOTES 3133EHHH9 4.000,000.00 NEW ACC 102.28 4,091,152.00 99,152.00 93,145.43 1.24 0.10 DTD 05/02/2017 1.920%05/02/2022 FREDDIE MAC NOTES 3134GBVA7 3,000,000.00 NEW ACC 102.56 3,076,782.00 76,782.00 76,782.00 1.40 0.11 DTD 06/29/2017 1.925%06/29/2022 FANNIE MAE NOTES 3135GO5G4 4.800,000.00 MORGAN_ 100.22 4,810,747.20 9,403.20 9,570.04 2.44 0.16 DTD 07/10/2020 0.250%07/10/2023 FREDDIE MAC NOTES 3137EAEW5 4,800,000.00 KEYBANC 100.21 4,810,209.60 7,281.60 7,624.79 2.60 0.17 DTD 09/04/2020 0.250%09/08/2023 FREDDIE MAC NOTES 3137EAEZ8 1.700,000.00 CITIGRP 100.17 1,702,900.20 4,430.20 4,307.35 2.76 0.19 DTD 11/05/2020 0.250%11/06/2023 FANNIE MAE NOTES 3135G06H1 4.400,000.00 NOMURA 100.17 4,407,664.80 12,680.80 12,369.87 2.82 0.19 DTD 11/25/2020 0.250%11/27/2023 FANNIE MAE NOTES 3135GOX24 5.000,000.00 RBS 105.05 5,252,435.00 (15,915.00) 5,731.67 3.83 0.33 DTD 01/10/2020 1.625%01/07/2025 PFM Asset Management LLC Account 73340000 Page 13 Page 42 0 Pfm Managed Account Fair Market Value &Analytics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost Duration at Mkt Federal Agency Bond I Note FANNIE MAE NOTES 3135G04Z3 4,000,000.00 NEW ACC 100.43 4,017,000.00 7,600.00 8,622.88 4.34 0.40 DTD 06/19/2020 0.500%06/17/2025 FANNIE MAE NOTES 3135G04Z3 5,000,000.00 HSBC 100.43 5,021,250.00 3,450.00 4,751.68 4.34 0.40 DTD 06/19/2020 0.500%06/17/2025 FEDERAL FARM CREDIT BANK NOTES 3133ELR71 3,000,000.00 NEW ACC 100.34 3,010,239.00 3,129.00 3,896.27 4.38 0.42 DTD 07/02/2020 0.500%07/02/2025 FANNIE MAE NOTES 3136G4ZJ5 2,500,000.00 NEW ACC 100.38 2,509,390.00 10,390.00 10,283.21 4.42 0.54 DTD 07/21/2020 0.625%07/21/2025 FANNIE MAE NOTES 3135G05X7 2,000,000.00 NOMURA 99.70 1,993,952.00 5,452.00 4,875.03 4.53 0.44 DTD 08/27/2020 0.375%08/25/2025 FREDDIE MAC NOTES 3137EAEX3 2,300,000.00 CITIGRP 99.69 2,292,927.50 (149.50) (639.12) 4.61 0.44 DTD 09/25/2020 0.375%09/23/2025 FANNIE MAE NOTES 3135G06G3 1,390,000.00 BMO 100.18 1,392,489.49 4,769.09 4,668.89 4.72 0.46 DTD 11/12/2020 0.500%11/07/2025 FANNIE MAE NOTES 3135G06G3 4,500,000.00 JEFFERI 100.18 4,508,059.50 13,594.50 13,412.97 4.72 0.46 DTD 11/12/2020 0.500%11/07/2025 Security Type Sub-Total 55,485,000.00 56,048,914.59 302,992.94 317,010.12 3.29 0.29 Corporate MICROSOFT CORP(CALLABLE)NOTE 594918BW3 4,700,000.00 NEW ACC 01/06/22 102.10 4,798,756.40 98,756.40 98,756.40 0.92 0.33 DTD 02/06/2017 2.400%02/06/2022 WAL-MART STORES INC CORP(CALLABLE) 931142DU4 3,000,000.00 NEW ACC 11/15/22 103.71 3,111,159.00 197,319.00 147,032.70 1.76 0.37 NOTE DTD 10/20/2017 2.350%12/15/2022 APPLE INC GLOBAL NOTES 037833AK6 4,000,000.00 NEW ACC 104.68 4,187,368.00 236,248.00 214,892.33 2.20 0.32 DTD 05/03/2013 2.400%05/03/2023 APPLE INC CORPORATE NOTES 037833DV9 3,340,000.00 NEW ACC 101.11 3,376,923.70 25,935.10 28,604.48 2.27 0.26 DTD 05/11/2020 0.750%05/11/2023 APPLE INC(CALLABLE)BONDS 037833CG3 3,000,000.00 NEW ACC 12/09/23 107.45 3,223,638.00 204,498.00 212,329.98 2.73 0.51 DTD 02/09/2017 3.000%02/09/2024 US BANK NA CINCINNATI(CALLABLE) 90331HPL1 2,500,000.00 US_BANC 105.32 2,633,122.50 (7,327.50) 708.65 3.84 0.69 CORPORA DTD 01/21/2020 2.050%01/21/2025 PFM Asset Management LLC Account 73340000 Page 14 Page 43 0 Pfm Managed Account Fair Market Value &Analytics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost Duration at Mkt Corporate NOVARTIS CAPITAL CORP 66989HAP3 3,000,000.00 US_BANC 01/14/25 104.34 3,130,215.00 (14,535.00) (2,910.72) 3.82 0.66 DTD 02/14/2020 1.750%02/14/2025 BANK OF NY MELLON CORP 06406RAOO 1.685.000.00 MITSU 12/28/25 99.85 1,682,511.26 (1,494.59) (1,494.59) 4.83 0.78 (CALLABLE)CORPOR DTD 01/28/2021 0.750% 01/28/2026 Security Type Sub-Total 25,225,000.00 26,143,693.86 739,399.41 697,919.23 2.52 0.45 DepositCertificate of FIRST SOURCE BANK 33646CIL9 245,000.00 NEW ACC 100.20 245,493.19 493.19 493.19 0.08 -0.15 DTD 02/28/2018 2.400%03/01/2021 THIRD FED SAV&LN CLEVLND 884130BZO 245,000.00 NEW ACC 100.79 246,939.42 1,939.42 1,939.42 0.32 0.04 DTD 02/28/2018 2.500%05/28/2021 WELLS FARGO BANK NA 949763S64 245,000.00 NEW ACC 103.40 253,331.96 8,331.96 8,331.96 1.97 0.19 DTD 01/29/2020 1.900%01/30/2023 MORGAN STANLEY PVT BANK 6176OA607 245,000.00 NEW ACC 103.30 253,075.94 8,075.94 8,075.94 1.96 0.20 DTD 01/30/2020 1.850%01/30/2023 ENERBANK USA 29278TOD5 245,000.00 NEW ACC 100.39 245,945.70 945.70 945.70 3.46 0.34 DTD 07/24/2020 0.450%07/24/2024 CHIPPEWA VALLEY BANK 169894AT9 245,000.00 NEW ACC 100.18 245,448.35 448.35 448.35 4.45 0.46 DTD 07/29/2020 0.500%07/29/2025 MEDALLION BANK UTAH 58404DHO7 245,000.00 NEW ACC 100.40 245,987.60 987.60 987.60 4.45 0.46 DTD 07/30/2020 0.550%07/30/2025 Security Type Sub-Total 1,715,000.00 1,736,222.16 21,222.16 21,222.16 2.38 0.22 Asset-Backed Security MBALT 2021-A A3 58770GAC4 180,000.00 MITSU 100.01 180,011.25 29.45 29.37 1.72 0.25 DTD 01/27/2021 0.250%01/16/2024 HALST 2021-A A4 44891TAD8 280,000.00 SOCGEN 100.18 280,507.01 530.31 530.11 2.28 0.37 DTD 01/20/2021 0.420%12/16/2024 GMCAR 2021-1 A3 36261LAC5 375,000.00 DEUTSCH 100.18 375,661.54 721.24 720.83 2.35 0.31 DTD 01/20/2021 0.350%10/16/2025 PFM Asset Management LLC Account 73340000 Page 15 Page 44 0 PfM Managed Account Fair Market Value &Analytics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost Duration at Mkt Asset-Backed Security CARMX 2021-1 A3 14316NAC3 120,000.00 MITSU 100.05 120,065.10 88.81 88.74 2.55 0.33 DTD 01/27/2021 0.340%12/15/2025 Security Type Sub-Total 955,000.00 956,244.90 1,369.81 1,369.05 2.23 0.32 Managed Account Sub-Total 249,455,000.00 255,930,087.91 670,132.61 1,178,341.30 2.65 0.23 Securities Sub-Total $249,455,000.00 $255,930,087.91 $670,132.61 $1,178,341.30 2.65 0.23% Accrued Interest $878,099.60 Total Investments $256,808,187.51 Bolded items are forward settling trades. PFM Asset Management LLC Account 73340000 Page 16 Page 45 0 Pfm Managed Account Security Transactions & Interest For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Transaction Type Principal Accrued Realized GIL Realized GIL Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method 01/06/21 01/08/21 US TREASURY NOTES 91282CAB7 7,000,000.00 (6,956,250.00) (7,656.25) (6,963,906.25) DTD 07/31/2020 0.250%07/31/2025 01/06/21 01/08/21 US TREASURY NOTES 912828M80 8,400,000.00 (8,695,312.50) (18,000.00) (8,713,312.50) DTD 11/30/2015 2.000%11/30/2022 01/12/21 01/20/21 HALST 2021-A A4 44891TAD8 280,000.00 (279,976.70) 0.00 (279,976.70) DTD 01/20/2021 0.420%12/16/2024 01/12/21 01/20/21 GMCAR 2021-1 A3 36261LAC5 375,000.00 (374,940.30) 0.00 (374,940.30) DTD 01/20/2021 0.350%10/16/2025 01/20/21 01/27/21 MBALT 2021-A A3 58770GAC4 180,000.00 (179,981.80) 0.00 (179,981.80) DTD 01/27/2021 0.250%01/16/2024 01/20/21 01/27/21 CARMX 2021-1 A3 14316NAC3 120,000.00 (119,976.29) 0.00 (119,976.29) DTD 01/27/2021 0.340%12/15/2025 01/25/21 01/26/21 US TREASURY NOTES 912828YE4 6,000,000.00 (6,216,328.13) (30,662.98) (6,246,991.11) DTD 08/31/2019 1.250%08/31/2024 01/25/21 01/26/21 US TREASURY NOTES 91282CAB7 4,500,000.00 (4,478,730.47) (5,472.15) (4,484,202.62) DTD 07/31/2020 0.250%07/31/2025 01/25/21 01/26/21 US TREASURY NOTES 912828P79 7,000,000.00 (7,200,156.25) (42,928.18) (7,243,084.43) DTD 02/29/2016 1.500%02/28/2023 01/28/21 02/01/21 BANK OF NY MELLON CORP 06406RAOO 1,685,000.00 (1,684,005.85) (105.31) (1,684,111.16) (CALLABLE)CORPOR DTD 01/28/2021 0.750% 01/28/2026 Transaction Type Sub-Total 35,540,000.00 (36,185,658.29) (104,824.87) (36,290,483.16) 01/02/21 01/02/21 FEDERAL FARM CREDIT BANK NOTES 3133ELR71 3,000,000.00 0.00 7,500.00 7,500.00 DTD 07/02/2020 0.500%07/02/2025 01/05/21 01/05/21 MONEY MARKET FUND MONEY0002 0.00 0.00 8.69 8.69 01/07/21 01/07/21 FANNIE MAE NOTES 3135GOX24 5,000,000.00 0.00 40,625.00 40,625.00 DTD 01/10/2020 1.625%01/07/2025 01/10/21 01/10/21 FANNIE MAE NOTES 3135GO5G4 4,800,000.00 0.00 6,000.00 6,000.00 DTD 07/10/2020 0.250%07/10/2023 01/21/21 01/21/21 FANNIE MAE NOTES 3136G4ZJ5 2,500,000.00 0.00 7,812.50 7,812.50 DTD 07/21/2020 0.625%07/21/2025 PFM Asset Management LLC Account 73340000 Page 17 Page 46 0 Pfm Managed Account Security Transactions & Interest For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Transaction Type Principal Accrued Realized GIL Realized GIL Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method 01/21/21 01/21/21 US BANK NA CINCINNATI(CALLABLE) 90331HPL1 2,500,000.00 0.00 25,625.00 25,625.00 CORPORA DTD 01/21/2020 2.050%01/21/2025 01/24/21 01/24/21 ENERBANK USA 29278TOD5 245,000.00 0.00 93.64 93.64 DTD 07/24/2020 0.450%07/24/2024 01/26/21 01/26/21 INTL BANK OF RECONSTRUCTION AND 459058FY4 4,500,000.00 0.00 45,000.00 45,000.00 DEV NOTE DTD 01/26/2017 2.000%01/26/2022 01/27/21 01/27/21 FEDERAL FARM CREDIT BANK NOTES 3133EG5D3 1,500,000.00 0.00 15,225.00 15,225.00 DTD 01/27/2017 2.030%01/27/2022 01/29/21 01/29/21 CHIPPEWA VALLEY BANK 169894AT9 245,000.00 0.00 104.04 104.04 DTD 07/29/2020 0.500%07/29/2025 01/29/21 01/29/21 WELLS FARGO BANK NA 949763S64 245,000.00 0.00 395.36 395.36 DTD 01/29/2020 1.900%01/30/2023 01/30/21 01/30/21 MEDALLION BANK UTAH 58404DHO7 245,000.00 0.00 114.45 114.45 DTD 07/30/2020 0.550%07/30/2025 01/30/21 01/30/21 MORGAN STANLEY PVT BANK 6176OA607 245,000.00 0.00 2,284.88 2,284.88 DTD 01/30/2020 1.850%01/30/2023 01/31/21 01/31/21 US TREASURY NOTES 9128283U2 2,400,000.00 0.00 28,500.00 28,500.00 DTD 01/31/2018 2.375%01/31/2023 01/31/21 01/31/21 US TREASURY NOTES 912828Y87 5,670,000.00 0.00 49,612.50 49,612.50 DTD 07/31/2019 1.750%07/31/2024 01/31/21 01/31/21 US TREASURY NOTES 912828XO8 2,935,000.00 0.00 29,350.00 29,350.00 DTD 07/31/2015 2.000%07/31/2022 01/31/21 01/31/21 US TREASURY NOTES 91282CAB7 11,500,000.00 0.00 14,375.00 14,375.00 DTD 07/31/2020 0.250%07/31/2025 Transaction Type Sub-Total 47,530,000.00 0.00 272,626.06 272,626.06 01/06/21 01/08/21 US TREASURY NOTES 912828WY2 3,500,000.00 3,542,382.81 34,453.13 3,576,835.94 56,627.81 44,670.98 FIFO DTD 07/31/2014 2.250%07/31/2021 01/06/21 01/08/21 INTL BK RECON&DEVELOP NOTE 459058DT7 4,500,000.00 4,544,595.00 3,937.50 4,548,532.50 112,680.00 54,978.74 FIFO DTD 06/25/2014 2.250%06/24/2021 PFM Asset Management LLC Account 73340000 Page 18 Page 47 0 PfM Managed Account Security Transactions & Interest For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA - 73340000 Transaction Type Principal Accrued Realized GIL Realized GIL Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method 01/06/21 01/08/21 FEDERAL FARM CREDIT BANK(CALLED, 3133ELLK8 3,000,000.00 3,003,780.00 22,971.67 3,026,751.67 4,530.00 3,836.72 FIFO OMD 02 DTD 02/04/2020 1.790%02/04/2021 01/06/21 01/08/21 FEDERAL HOME LOAN BANK NOTES 3130AJ5A3 3,500,000.00 3,506,580.00 23,514.17 3,530,094.17 6,580.00 6,580.00 FIFO DTD 02/19/2020 1.740%08/19/2024 01/12/21 01/20/21 APPLE INC CORPORATE NOTES 037833DV9 660,000.00 667,392.00 948.75 668,340.75 5,220.60 5,724.29 FIFO DTD 05/11/2020 0.750%05/11/2023 01/20/21 01/27/21 MICROSOFT CORP(CALLABLE)NOTE 594918BW3 300,000.00 306,123.00 3,420.00 309,543.00 6,123.00 6,123.00 FIFO DTD 02/06/2017 2.400%02/06/2022 Transaction Type Sub-Total 15,460,000.00 15,570,852.81 89,245.22 15,660,098.03 191,761.41 121,913.73 Managed Account Sub-Total (20,614,805.48) 257,046.41 (20,357,759.07) 191,761.41 121,913.73 Total Security Transactions ($20,614,805.48) $257,046.41 ($20,357,759.07) $191,761.41 $121,913.73 Bolded items are forward settling trades. PFM Asset Management LLC Account 73340000 Page 19 Page 48 City of Rancho Cucamonga Summary of Cash and Investments with Fiscal Agents For the Month Ended January 31,2021 Trustee and/or Purchase Maturity Cost Bond Issue/Description Paving Agent Account Name Trust Account# Fund Investment Date Date* Yield Value Assessment District No 93-1 Wells Fargo Improvement Fund 16913302 101 Money Market Fund 8/4/1997 N/A 0.01% $ 301,265.26 Masi Plaza Reserve Fund 16913301 841 Money Market Fund 8/4/1997 N/A 0.01% 242,500.00 Redemp.Fund 16913300 841 Money Market Fund 8/4/1997 N/A 0.01% 24.23 $ 543,789.49 CFD 2003-01 Improvement Area 1(2013) Wells Fargo Reserve Fund 46571801 865 Money Market Fund 9/1/2013 N/A 0.01% $ 1,417,065.01 Agency Project 46571807 614 Money Market Fund 9/1/2013 N/A 0.01% 77,806.88 Cultural Center Fund 46571808 615 Money Market Fund 9/1/2013 N/A 0.01% 191,832.12 Bond Fund 46571800 864 Money Market Fund 9/1/2013 N/A 0.01% 1,930.21 Developer Project 46571806 614 Money Market Fund 9/1/2013 N/A 0.01% 98,086.43 Special Tax 46571805 864 Money Market Fund 9/1/2013 N/A 0.01% 0.03 $ 1,786,720.68 CFD 2003-01 Improvement Area 2(2013) Wells Fargo Bond Fund 46659800 866 Money Market Fund 12/1/2013 N/A 0.01% $ 180.85 Reserve Fund 46659801 867 Money Market Fund 12/1/2013 N/A 0.01% 132,479.79 Special Tax Fund 46659805 866 Money Market Fund 12/1/2013 N/A 0.01% 0.00 $ 132,660.64 CFD No 2004-01 Rancho Etiwanda Series Wells Fargo Admin Expense Fund 48436802 Money Market Fund N/A 0.01% $ - Bond Fund 48436800 820 Money Market Fund N/A 0.01% 1,623.24 Reserve Fund 48436801 821 Money Market Fund N/A 0.01% 1,187,420.47 Special Tax Fund 48436807 820 Money Market Fund N/A 0.03 Project Fund 48436809 617 Money Market Fund N/A 44,978.12 $ 1,234,021.86 2014 Rancho Summit Wells Fargo Cost of Issuance Fund 48709906 Money Market Fund N/A $ - Bond Fund 48709900 858 Money Market Fund N/A 356.53 Reserve Fund 48709901 859 Money Market Fund N/A 260,766.45 Sepcial Tax Fund 48709907 858 Money Market Fund N/A 0.00 Rebate Fund 48709908 Money Market Fund N/A - Redemption Fund 48709903 Money Market Fund N/A Prepayment Fund 48709904 Money Market Fund N/A - $ 261,122.98 2019 Lease Revenue Bonds Wells Fargo Bond Fund 82631600 711 Money Market Fund 2/28/2019 N/A $ 218.86 Interest 82631601 711 Money Market Fund 2/28/2019 N/A 0.42 Principal 82631602 711 Money Market Fund 2/28/2019 N/A 0.08 Acquisition and Construciton-Series A 82631605 711 Money Market Fund 2/28/2019 N/A 8,116,970.74 Acquisition and Construciton-Series B 82631606 711 Money Market Fund 2/28/2019 N/A 2,294,092.91 Cost of Issuance 82631607 711 Money Market Fund 2/28/2019 N/A $ 10,411,283.01 Page 1     Page 49 City of Rancho Cucamonga Summary of Cash and Investments with Fiscal Agents For the Month Ended January 31,2021 Trustee and/or Purchase Maturity Cost Bond Issue/Description Paving Agent Account Name Trust Account# Fund Investment Date Date' Yield Value Escrow Acct-Day Creek Villas Sr.Affordable Housing Chase Bank City of Rancho Cucamonga 389918209 396 Money Market Fund 4/24/2019 N/A $ 3,523,263.73 $ 3,523,263.73 CFD No.2000-01 South Etiwanda Union Bank Rancho Cucamonga 2015 CFD2000-1 AGY 6712140200 7/30/2015 N/A $ Special Tax Fund 6712140201 Money Market Fund 7/30/2015 N/A - Bond Fund 6712140202 852 Money Market Fund 7/30/2015 N/A 0.06 Prepayment Fund 6712140203 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140204 853 Money Market Fund 7/30/2015 N/A 0.00% 22,752.40 $ 22,752.46 CFD No.2000-02 Rancho Cucamonga Corporate Park Union Bank Rancho Cucamonga 2015 CFD2000-2 AGY 6712140300 Money Market Fund 7/30/2015 N/A $ - Special Tax Fund 6712140301 Money Market Fund 7/30/2015 N/A $ - Bond Fund 6712140302 856 Money Market Fund 7/30/2015 N/A $ 0.74 Prepayment Fund 6712140303 Money Market Fund 7/30/2015 N/A $ - Reserve Fund 6712140304 857 Money Market Fund 7/30/2015 N/A 0.00% 208,919.79 $ 208,920.53 CFD No.2001-01 IA 1&2,Series A Union Bank Rancho Cucamonga 2015 CFD2001-1 AGY 6712140400 Money Market Fund 7/30/2015 N/A $ - Special Tax Fund 6712140401 Money Market Fund 7/30/2015 N/A - Bond Fund 6712140402 860 Money Market Fund 7/30/2015 N/A 0.81 Prepayment Fund 6712140403 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140404 861 Money Market Fund 7/30/2015 N/A 0.00% 303,566.75 $ 303,567.56 CFD No.2001-01 IA3,Series B Union Bank Rancho Cucamonga 2015 CFD2001-1 AGY 6712140500 Money Market Fund 7/30/2015 N/A $ - Special Tax Fund 6712140501 Money Market Fund 7/30/2015 N/A - Bond Fund 6712140502 862 Money Market Fund 7/30/2015 N/A 0.06 Prepayment Fund 6712140503 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140504 863 Money Market Fund 7/30/2015 N/A 0.00% 29,473.60 $ 29,473.66 CFD No.2006-01 Vintner's Grove Union Bank Rancho Cucamonga 2015 CFD2006-1 AGY 6712140600 Money Market Fund 7/30/2015 N/A $ - Special Tax Fund 6712140601 Money Market Fund 7/30/2015 N/A - Bond Fund 6712140602 869 Money Market Fund 7/30/2015 N/A 0.31 Prepayment Fund 6712140603 Money Market Fund 7/30/2015 N/A - Reserve Fund 6712140604 870 Money Market Fund 7/30/2015 N/A 0.00% 130,771.39 $ 130,771.70 CFD No.2006-02 Amador on Rt.66 Union Bank Rancho Cucamonga 2015 CFD2006-2 AGY 6712140700 Money Market Fund 7/30/2015 N/A $ - Special Tax Fund 6712140701 Money Market Fund 7/30/2015 N/A - Bond Fund 6712140702 871 Money Market Fund 7/30/2015 N/A 0.20 Prepayment Fund 6712140703 Money Market Fund 7/30/2015 N/A - Page 2     Page 50 City of Rancho Cucamonga Summary of Cash and Investments with Fiscal Agents For the Month Ended January 31,2021 Trustee and/or Purchase Maturity Cost Bond Issue/Description Paving Agent Account Name Trust Account# Fund Investment Date Date* Yield Value Reserve Fund 6712140704 872 Money Market Fund 7/30/2015 N/A 0.00% 79,472.59 $ 79,472.79 18,667,821.09 TOTAL CASH AND INVESTMENTS WITH FISCAL AGENTS $ 18,667,821.09 *Note: These investments are money market accounts which have no stated maturity date as they may be liquidated upon demand. Page 3     Page 51 Rancho Cucamonga Fire Protection District Portfolio Summary RANCHO January 31, 2021 CUCAMONGA Cash Dividends Closing Portfolio Holdings and Income Market Value PFM Managed Account $ 10,708.09 $ 8,535,378.80 State Pool - 59,847,966.67 Passbook/Checking Accounts - 256,233.31 Total $ 10,708.09 $ 68,639,578.78 I certify that this report accurately reflects all District pooled investments and is in conformity with the investment policy adopted November 18, 2020. A copy of the investment policy is available in the Finance Department. The Investment Program herein shown provides sufficient cash flow liquidity to meet the next six months' estimated expenditures. � aL2Id 20 Z-! Lori E. Sassoon, Treasurer Date ATTACHMENT 2 Page 52 0 PfM Managed Account Summary Statement For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA, FIRE PROT DIST - 73340100 Transaction Summary-Managed Account Cash Transactions Summary- Managed Account Opening Market Value $8,543,234.01 Maturities/Calls 0.00 Maturities/Calls 0.00 Sale Proceeds 0.00 Principal Dispositions 0.00 Coupon/Interest/Dividend Income 10,708.09 Principal Acquisitions 0.00 Principal Payments 0.00 Unsettled Trades 0.00 Security Purchases 0.00 Change in Current Value (7,855.21) Net Cash Contribution (10,593.64) Reconciling Transactions 0.00 Closing Market Value $8,535,378.80 Earnings Reconciliation(Cash Basis)- Managed Account Cash Balance Interest/Dividends/Coupons Received 10,708.09 Closing Cash Balance $114.45 Less Purchased Interest Related to Interest/Coupons 0.00 Plus Net Realized Gains/Losses 0.00 Total Cash Basis Earninas $10,708.09 Earnings Reconciliation(Accrual Basis) Total Ending Amortized Value of Securities 8,489,497.44 Ending Accrued Interest 39,810.99 Plus Proceeds from Sales 0.00 Plus Proceeds of Maturities/Calls/Principal Payments 0.00 Plus Coupons/Dividends Received 10,708.09 Less Cost of New Purchases 0.00 Less Beginning Amortized Value of Securities (8,489,056.52) Less Beginning Accrued Interest (39,219.32) Total Accrual Basis Earnings $11,740.68 PFM Asset Management LLC Account 73340100 Page 1 Page 53 0 PfM Portfolio Summary and Statistics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA, FIRE PROT DIST - 73340100 Account Summary Sector Allocation Description Par Value Market Value Percent Federal Agency Bond/ Note 8,000,000.00 8,043,445.50 94.24 Cert of Deposit- FDIC Certificate of Deposit- FDIC Insured 490,000.00 491,933.30 5.76 5.76% Managed Account Sub-Total 8,490,000.00 8,535,378.80 100.00% Accrued Interest 39,810.99 Total Portfolio 8,490,000.00 8,575,189.79 Unsettled Trades 0.00 0.00 Fed Agy Bond/ Note 94.24% Maturity Distribution Characteristics 64.67% Yield to Maturity at Cost 1.61% Yield to Maturity at Market 0.50% Weighted Average Days to Maturity 426 20.47% 11.98% 0.00% F7 0.00% 1 2.88% 0.00% 0-6 Months 6-12 Months 1-2 Years 2-3 Years 3-4 Years 4-5 Years Over 5 Years PFM Asset Management LLC Account 73340100 Page 2 Page 54 0 pfm Managed Account Issuer Summary For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA, FIRE PROT DIST - 73340100 Issuer Summary Credit Quality(S&P Ratings) Market Value Issuer of Holdings Percent ENERBANK USA 245,945.70 2.88 NR FANNIE MAE 1,509,706.50 17.69 5.76% FEDERAL FARM CREDIT BANKS 3,023,064.00 35.42 FEDERAL HOME LOAN BANKS 1,501,227.00 17.59 FREDDIE MAC 2,009,448.00 23.54 MEDALLION BANK UTAH 245,987.60 2.88 / Total $8,535,378.80 100.000/0 1 AA+ 94.24% PFM Asset Management LLC Account 73340100 Page 3 Page 55 0 PfM Managed Account Detail of Securities Held For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA, FIRE PROT DIST - 73340100 Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Dated Date/Coupon/Maturity CUSIP Par Rating Rating Date Date Cost at Cost Interest Cost Value Federal Agency Bond / Note FEDERAL FARM CREDIT BANK(CALLED, 3133ELLK8 2,000,000.00 AA+ Aaa 02/13/20 02/13/20 1,999,500.00 1.82 17,601.67 1,999,995.80 2,000,276.00 OMD 02 DTD 02/04/2020 1.790%02/04/2021 FREDDIE MAC NOTES 3134G9PV3 2,000,000.00 AA+ Aaa 05/27/16 05/27/16 2,000,000.00 1.55 5,511.11 2,000,000.00 2,009,448.00 DTD 05/27/2016 1.550%05/27/2021 FANNIE MAE NOTES 3136G3H65 1,500,000.00 AA+ Aaa 07/28/16 07/28/16 1,500,000.00 1.40 175.00 1,500,000.00 1,509,706.50 DTD 07/28/2016 1.400%07/28/2021 FEDERAL FARM CREDIT BANK NOTES 3133EHHH9 1,000,000.00 AA+ Aaa 05/02/17 05/02/17 998,000.00 1.96 4,746.67 999,501.64 1,022,788.00 DTD 05/02/2017 1.920%05/02/2022 FEDERAL HOME LOAN BANK NOTES 3130AJ5A3 1,500,000.00 AA+ Aaa 02/19/20 02/19/20 1,500,000.00 1.74 11,745.00 1,500,000.00 1,501,227.00 DTD 02/19/2020 1.740%08/19/2024 Security Type Sub-Total 8,000,000.00 7,997,500.00 1.68 39,779.45 7,999,497.44 8,043,445.50 DepositCertificate of ENERBANK USA 29278TOD5 245,000.00 NR NR 07/24/20 07/24/20 245,000.00 0.45 24.16 245,000.00 245,945.70 DTD 07/24/2020 0.450%07/24/2024 MEDALLION BANK UTAH 58404DHO7 245,000.00 NR NR 07/30/20 07/30/20 245,000.00 0.55 7.38 245,000.00 245,987.60 DTD 07/30/2020 0.550%07/30/2025 Security Type Sub-Total 490,000.00 490,000.00 0.50 31.54 490,000.00 491,933.30 Managed Account Sub-Total 8,490,000.00 8,487,500.00 1.61 39,810.99 8,489,497.44 8,535,378.80 Securities Sub-Total $8,490,000.00 $8,487,500.00 1.61% $39,810.99 $8,489,497.44 $8,535,378.80 Accrued Interest $39,810.99 Total Investments $8,575,189.79 PFM Asset Management LLC Account 73340100 Page 4 Page 56 0 PfM Managed Account Fair Market Value &Analytics For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA, FIRE PROT DIST - 73340100 Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost Duration at Mkt Federal Agency Bond I Note FEDERAL FARM CREDIT BANK(CALLED, 3133ELLK8 2,000,000.00 NEW ACC 100.01 2,000,276.00 776.00 280.20 0.01 0.54 OMD 02 DTD 02/04/2020 1.790%02/04/2021 FREDDIE MAC NOTES 3134G9PV3 2,000,000.00 NEW ACC 100.47 2,009,448.00 9,448.00 9,448.00 0.33 0.10 DTD 05/27/2016 1.550%05/27/2021 FANNIE MAE NOTES 3136G3H65 1,500,000.00 NEW ACC 100.65 1,509,706.50 9,706.50 9,706.50 0.50 0.09 DTD 07/28/2016 1.400%07/28/2021 FEDERAL FARM CREDIT BANK NOTES 3133EHHH9 1,000,000.00 NEW ACC 102.28 1,022,788.00 24,788.00 23,286.36 1.24 0.10 DTD 05/02/2017 1.920%05/02/2022 FEDERAL HOME LOAN BANK NOTES 3130AJ5A3 1,500,000.00 NEW ACC 100.08 1,501,227.00 1,227.00 1,227.00 3.44 1.72 DTD 02/19/2020 1.740%08/19/2024 Security Type Sub-Total 8,000,000.00 8,043,445.50 45,945.50 43,948.06 0.98 0.51 DepositCertificate of ENERBANK USA 29278TOD5 245,000.00 NEW ACC 100.39 245,945.70 945.70 945.70 3.46 0.34 DTD 07/24/2020 0.450%07/24/2024 MEDALLION BANK UTAH 58404DHO7 245,000.00 NEW ACC 100.40 245,987.60 987.60 987.60 4.45 0.46 DTD 07/30/2020 0.550%07/30/2025 Security Type Sub-Total 490,000.00 491,933.30 1,933.30 1,933.30 3.95 0.40 Managed Account Sub-Total 8,490,000.00 8,535,378.80 47,878.80 45,881.36 1.15 0.50 Securities Sub-Total $8,490,000.00 $8,535,378.80 $47,878.80 $45,881.36 1.15 0.50% Accrued Interest $39,810.99 Total Investments $8,575,189.79 PFM Asset Management LLC Account 73340100 Page 5 Page 57 0 Pfm Managed Account Security Transactions & Interest For the Month Ending January 31, 2021 CITY OF RANCHO CUCAMONGA, FIRE PROT DIST - 73340100 Transaction Type Principal Accrued Realized GIL Realized GIL Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method 01/24/21 01/24/21 ENERBANK USA 29278TOD5 245,000.00 0.00 93.64 93.64 DTD 07/24/2020 0.450%07/24/2024 01/28/21 01/28/21 FANNIE MAE NOTES 3136G3H65 1,500,000.00 0.00 10,500.00 10,500.00 DTD 07/28/2016 1.400%07/28/2021 01/30/21 01/30/21 MEDALLION BANK UTAH 58404DHO7 245,000.00 0.00 114.45 114.45 DTD 07/30/2020 0.550%07/30/2025 Transaction Type Sub-Total 1,990,000.00 0.00 10,708.09 10,708.09 Managed Account Sub-Total 0.00 10,708.09 10,708.09 Total Security Transactions $0.00 $10,708.09 $10,708.09 PFM Asset Management LLC Account 73340100 Page 6 Page 58 6AAA I CITY OF RANCHO CUCAMONGA $l DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Jason C. Welday, Director of Engineering Services/City Engineer Romeo M. David, Associate Engineer SUBJECT: Consideration to Accept as Complete, File the Notice of Completion and Authorize Release of Retention, and Bonds for the Crossing Surface Improvement at Arrow Route Railroad Crossing Project. (CITY) RECOMMENDATION: Staff recommends that the City Council: 1. Accept the Crossing Surface Improvement at Arrow Route Railroad Crossing, Contract No. 2020-094 (Project), as complete; 2. Approve the final contract amount of$84,678; 3. Authorize the release of the Faithful Performance Bond 35 days after recordation of Notice of Completion and accept a Maintenance Guarantee Bond; 4. Authorize the release of the Labor and Materials Bond in the amount of $81,355, six months after the recordation of said notice if no claims have been received; 5. Authorize the City Engineer to file a Notice of Completion and release of the project retention, 35 days after recordation of Notice of Completion; and 6. Authorize the City Engineer to approve the release of the Maintenance Bond one year following the filing of the Notice of Completion if the improvements remain free from defects in material and workmanship. BACKGROUND: On August 19, 2020, the City Council awarded a construction contract to TSR Construction and Inspection, Inc., in the amount of $81,355 plus 10% contingency in the amount of $8,136 to address unforeseen construction related incidentals. A copy of the August 19, 2020, City Council Staff Report is on file with the City Clerk. A vicinity map is included as Attachment 1. The scope of work for the contractor consisted of construction of new curb and gutter, sidewalks, driveways, grading, cold milling of existing asphalt paving, pavement overlay, raising all the existing utilities to new overlay asphalt surface and re-striping. BNSF performed all necessary track work to accommodate the new concrete crossing surface within the right-of-way. Page 59 ANALYSIS: The subject project has been completed in accordance with the approved plans and specifications and to the satisfaction of the City Engineer. The net increase in the total cost of the project is a result of three (3) Change Orders, including the final balancing statement, which is summarized below: Change Order No.1: Remove and replace existing sidewalk, driveway approach, and adjust vault to comply with ADA. The change in contract cost due to this change order is an increase of$9,400; Change Order No.2: Per BNSF request, the Contractor sawcut 4 feet on each side of the existing rubber panels and removed the existing asphalt to its full depth to be able to pull out the existing rubber panels with their equipment, and replace with new asphalt from the subgrade to the new surface with approximately 8-inches thick of new base asphalt. The change in contract cost due to this change order is an increase of$13,380; and Change Order No.3: The balancing statement for the project. The balancing statement conforms the final contract quantities to the actual quantities placed or constructed during the contract. Notable changes in quantities, including elimination of the railroad flagging operations and minor reductions in final quantities for asphalt and concrete resulted in a decrease in the contract quantities in the amount of$19,457. At the end of the one-year maintenance period, if the improvements remain free from defects in materials and workmanship, the City Clerk will release the Maintenance Bond upon approval by the City Engineer. FISCAL IMPACT: A total of $106,400 was budgeted in Fiscal Year 2020/21 from Measure I (Fund 177), Gas Tax R&T7360 (Fund 174) and Street Maintenance (Fund 001) which is identified under Capital Improvement Project Account No.'s and Street Maintenance Account No. and in the amount listed below. Account No. Funding Source Description Amount 11773035650/1819177-0 Measure I (Fund Contract Services $ 38,200 177) 11743035650/1819174-0 Gas Tax R&T7360 Contract Services $ 38,200 (Fund 174) 1001318-5300 Street Contract Services $ 30,000 Maintenance Fund (Fund 001) Total Project Funding = $106,400 The final project cost is $101,528 as shown below: Expenditure Amount Final Construction Contract $ 84,678 Payment of Agreed Upon Cost per Agreement with BNSF $ 16,850 Total Project Cost $101,528 Page 2 Page 60 A total of $4,872, is remaining in the budget for this project and will be returned to the Gas tax RT7360 (Fund 174), fund balance to be used for future capital improvement projects. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: This item addresses the City Council's Vision by ensuring the construction of high-quality public improvements that build upon our success as a world class community. ATTACHMENTS: Attachment 1 - Vicinity Map Page 3 Page 61 CROSSING SURFACE IMPROVEMENT AT ARROW ROUTE RAILROAD CROSSING PROJECT VICINITY MAP NOT TO SCALE ........ ........... .. i a Project Site N ATTACHMENT 1 Page 62 CITY OF RANCHO CUCAMONGA DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Jason C. Welday, Director of Engineering Services/City Engineer Sandra Salazar, Associate Engineer SUBJECT: Consideration to Accept as Complete, File a Notice of Completion, Authorize Release of Retention and Bonds for the Southwest Cucamonga Class I Bicycle Trail, MRSC Contract No. MIL16052 Project. (CITY) RECOMMENDATION: Staff recommends that the City Council: 1. Accept the Southwest Cucamonga Class I Bicycle Trail, MSRC Contract No. ML16052 (Project), as complete; 2. Approve the final contract amount of$556,029; 3. Authorize the release of the Faithful Performance Bond 35 days after recordation of Notice of Completion and accept a Maintenance Guarantee Bond; 4. Authorize the release of the Labor and Materials Bond in the amount of $547,200, six months after the recordation of said notice if no claims have been received; 5. Authorize the City Engineer to file a Notice of Completion and release of the project retention, 35 days after recordation of Notice of Completion; and 6. Authorize the City Engineer to approve the release of the Maintenance Bond one year following the filing of the Notice of Completion if the improvements remain free from defects in material and workmanship. BACKGROUND: On June 17, 2020, the City Council awarded a construction contract to MVC Enterprises, Inc., in the amount of$547,200 plus a 10% contingency in the amount of$54,720 to address unforeseen construction related incidentals. A copy of the June 17, 2020, City Council Staff Report is on file with the City Clerk. A vicinity map is included as Attachment 1. The scope of work consisted of clearing and grubbing, weed killing, crack seal existing asphalt pavement, slurry seal, new asphalt pavement, installation of bollards/gates, mow curb, signage, and striping. Page 63 ANALYSIS: The subject project has been completed in accordance with the approved plans and specifications and to the satisfaction of the City Engineer. The net increase in the total cost of the project is a result of four (4) Change Orders, including the final balancing statement, which is summarized below: Change Order No.1: Trim existing overgrown bushes, install an accessible curb ramp and install additional signage at the various trail entrances and exits. The change in contract cost due to this change order is an increase of$15,185. Change Order No.2: Sawcut, remove and replace additional asphalt concrete pavement. The change in contract cost due to this change order is an increase of$10,410. Change Order No.3: Installation of thermoplastic 12 inch stop bars. The change in contract cost due to this change order is an increase of$1,810. Change Order NoA: The balancing statement for the project. The balancing statement conforms the final contract quantities to the actual quantities placed or constructed during the contract. The notable changes in quantities includes minor reductions in final quantities for slurry seal and new asphalt resulted in a decrease in the contract quantities in the amount of$18,576. At the end of the one-year maintenance period, if the improvements remain free from defects in materials and workmanship, the City Clerk will release the Maintenance Bond upon approval by the City Engineer. FISCAL IMPACT: A total of $676,066 was budgeted from AB 2766 (Fund 105), which is identified under Capital Improvement Project Account No. and in the amount listed below. Account No. Funding Source Description Amount 11052085650/1953105-0 AB 2766 Air Quality Cucamonga/Deer Crk Cls 1 $676,066 Imp. (Fund 105) Total Project Funding = $676,066 The final project cost is $653,172 as shown below: Expenditure Amount Final Construction Contract $556,029 Construction Inspection Services $64,920 Construction Materials Testing $29,663 Bicycle and Pedestrian Counts $2,560 Total Project Cost = 1 $653,172 Additional construction inspection services in the amount of $20,440 were required to complete the project. Further, the MSRC grant requires the City to perform bicycle and pedestrian counts following the completion of the project. These are anticipated to cost approximately$2,560. These additional costs result in an anticipated deficit of $23,000 which must be funded in order to fully fund the project. Page 2 Page 64 After project completion, the final project budget will have a remainder of $45,891. A portion of these remaining funds, in the amount of$23,000, will be re-encumbered to pay for the additional construction inspection services and required bicycle and pedestrian counts. A total of $22,891 will then remain in the budget and be returned to AB 2766 Air Quality Improvement (Fund 105), fund balance to be used for future capital improvement projects. The AB 2766 Discretionary Fund contract with the SCAQMD allows for funding reimbursement to the City for fifty percent of the project cost up to a maximum of $305,576 once the project is completed. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: This item addresses the City Council's Core Values by ensuring Continuous Improvement through the construction of high-quality public improvements that build upon our success as a world class community. ATTACHMENTS: Attachment 1 - Vicinity Map Page 3 Page 65 ATTACHMENT 1 SOUTHWEST CUCAMONGA CLASS I BIKE TRAIL PROJECT VICINITY MAP NOT TO SCALE rn `b a y n —1 p A 71 = Try-on St m A - r -_ Salt BErnardlna Rd A = TBYI'd Ylsid ^y n a 3 Tawn Center L N t.0 Blvd a GG n d A 3 < s Rancho Cucamonga W N J N C_ > Ar,r.-n Rte q y W N � E U Ferarl 81VC: rth monga Sth St E Olive St m 7Lh st 7th St Er _t c m C Y Z Ll E Sth Sc ih e { df w m Z < A E-0th 5 y a p Cucan19nga-GudSLi Regionai Park Project N Page 66 6AAA I CITY OF RANCHO CUCAMONGA $l DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Jason C. Welday, Director of Engineering Services/City Engineer Curt Billings, Associate Engineer SUBJECT: Consideration of a Purchase and Sale Agreement and Joint Escrow Instructions, and a Right of Entry and Access Agreement, Between the City of Rancho Cucamonga and Lightning PM, LLC, in the Real Property Located at 12977 Arrow Route in the City of Rancho Cucamonga and Further Identified as APN 0229-141-04 in Connection with the Construction of the Etiwanda East Side Widening Project. (CITY) RECOMMENDATION: Staff recommends that the City Council Approve the attached Purchase and Sale Agreement, and Right of Entry and Access Agreement, for the purchase of the real property located at 12977 Arrow Route, and further identified as APN 0229-141-04 ("Subject Property"), in connection with the construction of the Etiwanda Grade Separation Project ("Project"), and authorize the City Manager, or Designee, to approve and execute documents related to the purchase of the Subject Property. BACKGROUND: The purpose of the Project is to widen the East side of Etiwanda Avenue. The proposed Etiwanda East Side Widening Project commences 500 feet north of Whittram Avenue and ends 320 feet south of Arrow Route. The Project will add a second lane of northbound traffic and a northbound bicycle lane to the east side of Etiwanda Avenue. The existing concrete curb and gutter located 22 feet east of the centerline of Etiwanda Avenue will be removed and replaced with a new concrete curb and gutter located 36 feet east of the centerline. Street lighting and a concrete sidewalk will also be added to the east side of Etiwanda Avenue as part of the construction in the manner proposed. Also, utility poles will be relocated, and existing driveways will be regraded. Furthermore, the project will provide for improved response times in the area for first responders, such as police officer, firefighters, paramedics, and emergency medical technicians. The Project is anticipated to begin construction in early 2022 and will take three months to complete. It is planned to be finished before the adjacent Etiwanda Avenue Grade Separation project to the south is scheduled to begin construction in the summer of 2022, and will improve traffic flow during the grade separation project construction. ANALYSIS: The Subject Property is located at 12977 Arrow Route in the City of Rancho Cucamonga and is further identified as San Bernardino County Tax Assessor's Parcel Number 0229-141-04. The Page 67 larger Subject Property consists of one tax parcel with a total land area of approximately 230,033 square feet. The larger Subject Property consists of raw, vacant, industrial land, improved with a concrete driveway apron along Etiwanda Avenue, a gravel driveway, and various types of walls and fencing around the perimeter of the property. The City seeks to acquire a 300 square foot permanent easement area over a portion of the property for the Project. The easement being acquired is located along the western boundary of the subject larger parcel adjacent to Etiwanda Avenue. It is rectangular in shape, with a length of 15 feet and a width of 20 feet. Although underlying title will remain with the fee owner of the property, a permanent street easement will be acquired for road widening purposes. Existing site improvements situated within the proposed permanent easement acquisition area include a concrete driveway apron that is not ADA compliant, 150 square feet of gravel driveway and 10 linear feet of chain link fencing with 3 strands of barbed wire. The concrete driveway apron will be replaced with an ADA compliant concrete driveway apron 14 feet east of its current location to accommodate the roadway widening with two north bound vehicle lanes, a bike lane, and sidewalk. The City Council set just compensation, and an offer to purchase the property was sent to the owners of the land in October 2020. The parties have been negotiating in good faith and have now reached an agreement for the sum of $10,477, a price previously approved by the City Council. This sum represents payment for the permanent street easement over a portion in the real property and reimbursement for appraisal costs pursuant to California Code of Civil Procedure Section 1263.025. FISCAL IMPACT: Sufficient funds are budgeted for the Etiwanda East Side Widening Project and this property acquisition from the Transportation Fund, Account No. 11243035650/2002124-0. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: This item addresses the City Council's vision for the City by ensuring the construction of high- quality public improvements that promote a world class community for all. ATTACHMENTS: Attachment 1 - Vicinity Map Attachment 2 - Purchase and Sale Agreement and Joint Escrow Instructions Attachment 3 - Form of Right of Entry and Access Agreement Page 2 Page 68 VICINITY MAP ETIWANDA AVE. EAST SIDE WIDENING PROJECT from 500' north Whittram Avenue to 320' south of Arrow Route PROJECT LOCATION > Q> a' > r a -a > a "illo a=i Q . '- 2 Q 2 2 Q 1 Q �0 Almond Rd �'' " > - i Hillside Rd m ..- Wilson Wilson Av _L.. - O } r Banyan St U 710 Freeway 19th St Zs-;9-Dne ghland Av Base Line Rd Rd Foothill BI Arrow Rt ;ow Rt 8th St 10 Freewa > ] CHa mi Q 6th St CUCAMONGA L ° 4th St 0 > > ? 5 r ? c = 0 Freeway E d Y_ ATTACHMENT 1 Page 69 PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS This Purchase and Sale Agreement and Escrow Instructions (this "Agreement") is made and entered into as of January _, 2021 (the "Effective Date"), by and between the CITY OF RANCHO CUCAMONGA,A MUNICIPAL CORPORATION ("CITY") (the `Buyer"), and LIGHTNING PM, LLC. ("LIGHTNING") ("Seller"), with respect to the following facts: RECITALS A. Seller is the owner of and desires to sell to Buyer: (a) A 300 square foot permanent easement over a portion of the real property located at 12977 Arrow Route in the City of Rancho Cucamonga, County of San Bernardino, State of California, and further identified as portions of San Bernardino County Tax Assessor's Parcel Number 0229-141-04, and more particularly described on Exhibit A, and depicted on Exhibit B, attached hereto and made a part hereof, together with all of the interest of Seller in any and all rights and appurtenances pertaining to such property, including any right, title and interest of Seller in and to adjacent streets, alleys or rights-of-way (collectively, the "Land"); and (b) the structures, fixtures and other improvements on the Land (collectively, the "Improvements"); and (c) The Land and the Improvements are hereinafter sometimes referred to collectively herein as the "Subject Property Interests." B. Buyer desires to purchase the Subject Property Interests from Seller. C. By this Agreement, Seller is agreeing to sell the Subject Property Interests to Buyer upon and subject to the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the terms and conditions of this Agreement and for other valuable consideration, the receipt of which is hereby acknowledged, the Buyer and Seller agree as follows: 1. Purchase and Sale. Subject to and in accordance with the terms and conditions hereinafter set forth, on the Close of Escrow (as defined in Section 2), Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, the Subject Property Interests. 2. -Opening and Closing of Escrow. Within five (5) days after the Effective Date, an escrow (the "Escrow") shall be opened with Commonwealth Land Title Company (the "Escrow Holder"), 888 South Figueroa Street, Suite 2100, Los Angeles, CA 90017, Attention: Crystal Leyvas, VP National Accounts Escrow Officer, Telephone: (213) 330-3059; Email: cleyvas@cltic.com ( "Opening of Escrow"). Upon the Opening of Escrow, the parties hereto shall deposit a fully executed original of this Agreement with Escrow Holder and this Agreement shall serve as the instructions to Escrow Holder for consummation of the transactions contemplated hereby. Seller and Buyer agree to execute such additional and supplementary 11231-0260\2488066v1.doc ATTA GWMNT 2 escrow instructions as may be appropriate to enable Escrow Holder to comply with the terms of this Agreement; provided, however, that in the event of any conflict between the terms and provisions of this Agreement and the terms and provisions of any supplementary escrow instructions, the terms and provisions of this Agreement shall control. The "Close of Escrow" or"Closing" shall be the date that a permanent easement deed for the Property in favor of Buyer is recorded in the Official Records of the San Bernardino County Recorder's Office. The Close of Escrow shall occur within fifteen (15) days after the expiration of the Due Diligence Period (as hereinafter defined), but not later than March 31, 2021 (the "Closing Date"). Notwithstanding the foregoing, Seller at its option may extend the Close of Escrow for two (2) periods of thirty (30) days each; provided that Seller shall provide Buyer with written notice of such an extension of the Close of Escrow at least thirty (30) days prior to the then currently scheduled Close of Escrow. 3. Purchase Price; Deposit;Escrow Account. (a) The purchase price for the Property to be paid by Buyer is the sum of Five Thousand Four Hundred Forty-Seven Dollars ($5,447.00). In addition, Buyer will pay to Seller, the sum of Five Thousand Dollars ($5,000.00) as reimbursement for appraisal costs pursuant to California Code of Civil Procedure Section 1263.025. Thus, the total amount to be paid to Seller is the sum of Ten Thousand Four Hundred Forty-Seven Dollars ($10,447.00) (the "Purchase Price") (b) Within five (5) business days after the Effective Date, Buyer shall deliver to Escrow Holder an earnest money deposit in the amount of One Thousand Dollars ($1,000.00) (the "Deposit") in the form of a cashier's check, or other form acceptable to the Escrow Holder. The Deposit shall be placed in an interest-bearing bank account (the "Escrow Account") and all interest accruing thereon shall increase and become a part of the Deposit. On the Close of Escrow, the Deposit shall be applied toward the cash payment of the Purchase Price. The remaining balance of the cash payment of the Purchase Price shall be payable by Buyer in the form of a cashier's check, or other form acceptable to Seller and the Escrow Holder and placed in the Escrow Account no later than one (1) business day prior to the Close of Escrow. In the event that Buyer terminates this Agreement by written notice to Seller on or prior to the expiration of the Due Diligence Period (as defined in Section 9) in accordance with the terms and provisions hereof, the Deposit shall be refunded to Buyer, less one-half (%2) of any and all cancellation fees charged by the Escrow Holder and/or Title Company. Upon the expiration of the Due Diligence Period, if this Agreement has not been terminated or deemed terminated as provided herein, the Deposit shall become non-refundable and shall be applied toward the Purchase Price at the Close of Escrow or released to and retained by Seller if the Close of Escrow does not occur as the result of(i) a default by Buyer or (ii) Buyer's termination of this Agreement (except in the event of a default by Seller or the failure of a condition precedent to Buyer's obligations under this Agreement as provided in Section 12). 4. Delivery of Documents on the Close of Escrow. (a) On the Close of Escrow, Seller covenants and agrees to cause to be delivered to Buyer a duly executed and acknowledged permanent easement deed in the form attached as Exhibit C hereto (the "Easement Deed") conveying to Buyer an easement over a 2 11 231-0260\2488066vl.doc Page 71 portion of the Property subject only to the Permitted Title Exceptions (as defined in Section 5) approved by Buyer, as provided below. (b) At the Close of Escrow, Buyer shall receive the Title Policy(as defined in Section 5) issued by Commonwealth Land Title Insurance Company (the "Title Company"), 4100 Newport Place, Suite 120, Newport Beach, CA 92660, Attention: Chris Mazier, Title Officer, Phone: (949) 724-3170: Email unit l0@cltic.com, insuring in Buyer easements over portions of the Property, free and clear of all liens and encumbrances other than the Permitted Title Exceptions (as defined in Section 5). 5. Title and Title Insurance. (a) Within five (5) days after the Effective Date, Seller shall deliver to Buyer a preliminary title report for the Property from Title Company together with copies of all instruments noted as exceptions therein (the "Preliminary Title Report"), and the most recent ALTA survey of the Property, if any, in Seller's possession or under Seller's control. Buyer shall also have the option of ordering, at its cost, an ALTA survey for the Property pursuant to the terms set forth in Section 14 (the "Survey"). (b) Buyer shall have until the expiration of the Due Diligence Period to disapprove any exceptions to title shown on the Preliminary Title Report or reflected on the Survey (collectively, "Disapproved Exceptions") and to provide Seller with notice of disapproval in writing describing the defect with reasonable particularity (the "Disapproval Notice"). Any exceptions to title not disapproved by Buyer within such period shall be deemed approved. Within five (5) business days of Seller's receipt of a Disapproval Notice, Seller shall have the right, but not the obligation, to notify Buyer in writing that Seller intends to remove the Disapproved Exceptions. If Seller notifies Buyer of an intention to eliminate the Disapproved Exceptions, Seller shall do so concurrently with or prior to the Close of Escrow; provided, however, if such Disapproved Exception is not susceptible of removal and cure prior to the Close of Escrow despite Seller's commercially reasonable efforts, the scheduled date for the Close of Escrow shall be automatically extended by a reasonable additional time to effect such a cure, but in no event shall the extension exceed thirty (30) days after the Closing Date. If Seller does not elect to remove any of the Disapproved Exceptions, Buyer, by notifying in writing Seller within three (3) business days after the expiration of Seller's election period, may elect to terminate this Agreement or to take the Property subject to the Disapproved Exceptions. In any event, Seller covenants to pay in full all loans secured by mortgages and deeds of trust encumbering the Property and to remove any mechanics liens and any other monetary liens encumbering the Property (other than current real property taxes and assessments which are not due and payable) prior to or concurrently with the Close of Escrow; provided, however, Seller shall have the right to bond over mechanic's liens so long as such bond is reasonably acceptable in form and substance to the Buyer and is sufficient to allow the Title Company to insure over such liens in the Title Policy (defined below). The Title Policy shall include such endorsements as Buyer shall reasonably request and which Title Company agrees to issue on or before the expiration of the Due Diligence Period. Any title policy endorsements are to be paid for by Buyer. Whether or not Buyer shall have furnished to Seller any notice of Disapproved Exceptions pursuant to the foregoing provisions of this Agreement, Buyer may, at or prior to the Close of Escrow, notify Seller in writing of any objections to title first raised by the Title Company between (a) the last 3 11 231-0260\2488066v l.doc Page 72 date on which Buyer is entitled to make such an objection as set forth above and (b) the date on which the transaction contemplated herein is scheduled to close. With respect to any Disapproved Exceptions set forth in such notice, Seller shall have the same option to cure (or in the case of a monetary lien, the obligation to obtain the removal or bonding thereof as provided above) and Buyer shall have the same option to accept title subject to such matters or to terminate this Agreement as those which apply to any notice of Disapproved Exceptions made by Buyer before the expiration of the Due Diligence Period. If Seller elects to attempt to cure any such matters, the scheduled date for the Close of Escrow shall be automatically extended by a reasonable additional time to effect such a cure, but in no event shall the extension exceed thirty (30) days after the scheduled date for the Close of Escrow set forth in Section 2. (c) Buyer's obligation to consummate the purchase contemplated by this Agreement is conditioned upon the irrevocable commitment by the Title Company, issued on or before the expiration of the Due Diligence Period, and reconfirmed not later than one (1) business day prior to the Closing Date, to issue a CLTA Standard Coverage Owner's Policy of Title Insurance in the amount of the Purchase Price, issued by Title Company (the "Title Policy"). The Title Policy shall insure Buyer's fee interest in the Property subject only to the following permitted conditions of title (the"Permitted Title Exceptions"): (i) General and special real property taxes and assessments for the then current tax fiscal year which are a lien not then due and payable; (ii) The applicable zoning, building and development regulations of any municipality, county, state or federal jurisdiction affecting the Property; (iii) Such other exceptions listed in the Preliminary Title Report that have been approved, or been deemed approved, by Buyer as provided in Section 5(b); and (iv) Any exceptions directly or indirectly caused by Buyer or Buyer's agents, employees or contractors. At Buyer's election and cost, Buyer may cause the Title Company to provide Buyer with an ALTA Extended Coverage Owner's Policy. Notwithstanding the foregoing, Buyer's receipt of an ALTA policy shall only be a condition to closing provided that Buyer pays the cost of the ALTA policy in excess of the cost of a CLTA policy and Buyer obtains an ALTA survey acceptable to the Title Company prior to the expiration of the Due Diligence Period. Seller shall not encumber the Property during the period from the Effective Date to the Close of Escrow or the date of the termination of this Agreement. From and after the Effective Date and prior to the end of the Due Diligence Period (as hereinafter defined), Seller shall not amend or terminate any Lease or enter into any new lease with respect to the Property without having given Buyer prior written notice of such action. After the end of the Due Diligence Period and prior to the Close of Escrow, Seller shall not amend or terminate any Lease or enter into any new lease with respect to the Property without Buyer's consent, which consent may be granted or withheld in the sole and absolute discretion of Buyer. 4 11231-0260\2488066v 1.doc Page 73 6. Deposit of Documents and Funds in Escrow. (a) Seller and Buyer, as applicable, hereby covenant and agree to deliver to Escrow Holder at least one (1) business day prior to the Close of Escrow the below listed instruments, documents, and funds, the delivery of each of which shall be a condition of the Close of Escrow. (b) Seller shall deliver: (i) The Easement Deed duly executed and acknowledged by Seller; (ii) A Withholding Exemption Certificate Form 593-C as contemplated by California Revenue and Taxation Code §18662 (the "Withholding Affidavit") duly executed by Seller; (iii) A Certification of Non-Foreign Status in accordance with Internal Revenue Code Section 1445 duly executed by Seller; (iv) Such proof of Seller's authority and authorization to enter into this transaction as the Title Company may reasonably require in order to issue the Title Policy; and (c) Buyer shall deliver: (i) The balance of Purchase Price together with such funds as are required to pay for costs and expenses payable by Buyer hereunder; (ii) One original Proposed Acquisition Letter in the form attached hereto as Exhibit G, executed by Buyer, dated no later than the date of this Agreement (the "Letter"). The Letter shall not be released to Seller unless and until the successful Close of Escrow under this Agreement; and (iii) Such proof of Buyer's authority and authorization to enter into this transaction as the Title Company may reasonably require in order to issue the Title Policy. Each of the Buyer and Seller may waive any condition of the Close of Escrow to be performed by the other and set forth in this Section 6. 7. Authorization to Record Documents and Disburse Funds. Escrow Holder is hereby authorized to record the documents and disburse the funds and distribute the documents called for hereunder upon the Close of Escrow, provided each of the following conditions has then been fulfilled: (a) The Title Company is irrevocably committed to issue in favor of Buyer the Title Policy, with a liability in the amount of the Purchase Price, as set forth in Section 5(c). (b) Escrow Holder shall have received Buyer's authorization to close and Buyer's notice of approval or satisfaction or waiver of all of the contingencies/conditions to Buyer's obligations hereunder, as provided for in Section 12; 5 1 1231-0260\2488066vl.doe Page 74 (c) Escrow Holder shall have received Seller's authorization to close and Seller's notice of approval or satisfaction or waiver of all of the contingencies/conditions to Seller's obligations hereunder, as provided for in Section 13; and (d) Seller and Buyer shall have deposited in Escrow the documents and funds required pursuant to Section 6. Unless otherwise instructed in writing, Escrow Holder is authorized to record at the Close of Escrow any instrument delivered through this Escrow if necessary or proper for the issuance of the Title Policy. 8. Escrow Charges and Proration. (a) Seller shall pay (i) none of the fees and charges of Escrow Holder. If the Escrow shall fail to close due to Seller's default or a failure of a condition precedent to Buyer's obligations under this Agreement as provided in Section 12, Seller shall pay all Escrow cancellation charges. (b) Buyer shall pay (i) all of the fees and charges of Escrow Holder, (ii) the cost of the premium for the CLTA Standard Coverage portion of the Title Policy, (iii) the cost of all endorsements to the Title Policy, (iv) all costs and charges for the recordation of the Easement Deed, and (v) Buyer's share of the charges prorated under this Agreement. If the Escrow shall fail to close due to Buyer's default or a failure of a condition precedent to Seller's obligations under this Agreement as provided in Section 13, Buyer shall pay all Escrow cancellation charges. 9. Due Diligence Period; Access. During the period commencing on the Effective Date and ending at 5:00 p.m. on the date which is forty-five (45) days thereafter (the "Due Diligence Period"), Buyer may inspect the Property as necessary to approve all zoning and land use matters relating to the Property and to approve the physical condition of the Property subject to the limitations set forth below. (a) Within five (5) days after the Effective Date, Seller shall provide to Buyer, any and all of the following documents to the extent in Seller's possession or under Seller's control: environmental materials (as described in Section 10(a)(i) and iv ) soils and geological testing or reports, structural engineering reports, plans and specifications, utility contracts, service contracts, brokerage agreements, and property tax bills for each of the two (2) prior fiscal years. It is understood by the parties hereto that Seller does not make any representation or warranty, express or implied, as to the accuracy or completeness of any information contained in Seller's files or in the documents produced by Seller, including without limitation, any environmental audit or report prepared by unaffiliated third party consultant. To the extent permitted by law, Buyer shall keep all information provided by the Seller confidential and shall not disclose it to any third parties except its accountants, legal counsel, and other consultants employed in connection with its acquisition of the Property. In the event this Agreement is terminated, Buyer shall promptly return to Seller all such documentation and other information obtained from or otherwise provided by Seller. Buyer shall provide Seller with copies of all reports, test results, surveys and other written materials obtained by Buyer in connection with its 6 11231-0260\2488066vl.doc Page 75 investigation of the Property promptly following Buyer's receipt thereof. Buyer may terminate this Agreement in Buyer's sole and absolute discretion for any reason, or for no reason whatsoever, by giving written notice to the Seller on any day prior to and including the final day of the Due Diligence Period, in which event, this Agreement shall become null and void and, except as expressly set forth in this Agreement, neither party shall have any further rights, duties and obligations hereunder, and Buyer shall be entitled to the immediate refund of the Deposit. (b) Subject to Buyer's compliance with the terms of this Section 9, Buyer and its agents, attorneys, accountants, and other representatives shall have the right, at Buyer's sole cost and expense, to enter upon the Property during the Due Diligence Period to make inspections and other examinations of the Property and the improvements thereon. Buyer's physical inspection of the Property shall be conducted during normal business hours at times mutually acceptable to Buyer and Seller. Buyer shall give Seller at least 24 hours prior notice of any entry onto the Property and Seller shall have the right to be present during any such entry or inspections. No invasive testing or boring shall be done without the prior notification of Seller and Seller's written permission of the same, which permission may be withheld in Seller's sole and absolute discretion. Buyer shall promptly repair any damage to the Property caused by its inspections and investigations. To evidence Buyer's right of entry to the Property, the parties shall execute and deliver that certain Right of Entry Agreement attached hereto as Exhibit F within three (3) days following the Effective Date. 10. Warranties Representations and Covenants of Seller. Seller hereby represents, warrants and covenants to Buyer the following, it being expressly understood and agreed that all such representations and warranties are true and correct in all material respects as of the Effective Date. If the Seller acquires additional knowledge regarding the matters which are the subject of the warranties or representations contained in this Section 10 which would cause any of such warranties or representations to be incorrect in any material respect prior to the Close of Escrow, Seller shall give prompt written notice thereof to Buyer. Within seven (7) business days following receipt of such notice, Buyer may elect to cancel this Agreement and receive a refund of the Deposit. As of the Close of Escrow, the warranties and representations contained in this Section 10 shall be true and correct in all material respects, subject to any matters disclosed in writing by Seller to Buyer as provided herein. (a) Hazardous Substances. (i) To Seller's actual knowledge, except as otherwise described in Exhibit D, Seller has received no written notice, warning, notice of violation, administrative complaint, judicial complaint, or other formal or informal notice alleging that conditions on the Property are or have been in violation of any Environmental Law (as defined in Exhibit E), or informing Seller that the Property is subject to investigation or inquiry regarding Hazardous Substances (as defined in Exhibit E) on the Property or the potential violation of any Environmental Law. (ii) To Seller's actual knowledge, except as otherwise described in Exhibit D, there is no monitoring program required by the Environmental Protection Agency or any similar state agency concerning the Property. 7 11 231-0260\2488066v l.doc Page 76 (iii) To Seller's actual knowledge, except as otherwise described in Exhibit D, no toxic or hazardous chemicals, waste, or substances of any kind have ever been spilled, disposed of, or stored on, under, or at the Property, whether by accident, burying, drainage, or storage in containers, tanks, or holding areas, or by any other means. (iv) To Seller's actual knowledge, Seller has produced a list of all information, records, reports and studies maintained by Seller or under Seller's control in connection with the Property concerning Hazardous Substances and all existing orders and directives from or agreements with any governmental agency pertaining to the environmental condition of the Property and any requests for information, documents, access or investigation pertaining thereto and such list is contained in Exhibit D attached hereto. To the extent that certain documents contain confidential information, Buyer shall sign a confidentiality agreement as a condition to Buyer's review of such confidential documents. (v) To Seller's actual knowledge, Seller has received no written request, directive, administrative order or judicial order to impose any type of land use restriction or institutional control relating to Hazardous Substances on the Property. (b) Seller has full right and power to execute, deliver and perform its obligations under this Agreement, and when executed and delivered, Seller and all parties having an interest in the Property shall be lawfully bound by the terms of this Agreement. Seller is the sole owner of the Property, to Seller's actual knowledge, the Property is free and clear of all liens, claims, encumbrances, easements, or rights of way of any nature, other than those that may appear on the Preliminary Title report, and free and clear of encroachments on the Property from adjacent properties, encroachments by improvements or vegetation on the Property onto adjacent property, other than those that may appear on any Survey provided by Seller to Buyer or which Buyer otherwise obtains as described in Section 5(a). Seller shall not further transfer or encumber the Property or allow the Property to be further encumbered prior to the Close of Escrow. (c) To Seller's actual knowledge there is no pending or threatened litigation, which does or may adversely affect the Property. (d) To Seller's actual knowledge, there are no written or oral commitments to or agreements with any governmental authority or agency materially and adversely affecting the Property, or any part thereof or any interest therein, which will survive the Close of Escrow other than those that may appear on the Preliminary Title Report. Seller has entered into no understanding or agreement with any taxing or assessing authority respecting the imposition or deferment of any taxes or assessments respecting the Property. (e) Neither this Agreement nor anything provided to be done hereunder including the transfer of title to the Property to Buyer, violates or shall violate, any contract, instrument, partnership agreement, trust agreement, or any other agreement to which Seller is a party, and which affects the Property or any part thereof, and the sale of the Property herein contemplated does not require the consent of any party not a signatory hereto. 8 1 1 23 1-0260\2488066v l.doc Page 77 (0 Seller is not a "foreign person" within the meaning of Section 1445(0(3) of the Internal Revenue Code. (g) There are no (i) assignable contracts and agreements (collectively, the "Operating Agreements") relating to or affecting the Property to which the Seller is a party or is obligated and pertaining to the upkeep, repair, maintenance, operation, or remediation of the Property which will survive the Close of Escrow, (ii) assignable existing warranties and guaranties (expressed or implied) issued to Seller in connection with the Improvements (collectively, the "Intangibles"); (iii) personal property items owned by Seller (collectively, the "Personal Property") on the Property; or (iv) other contracts or agreements, such as maintenance, service, or utility contracts relating to or affecting the Property to which Seller is a party or is obligated which will survive the Close of Escrow. (h) Seller agrees to indemnify Buyer and agrees to defend and hold Buyer harmless from all actual, reasonable out-of-pocket loss, costs, liability, expense, damage, or other injury, including without limitation, attorneys' fees and expenses, and all other costs and expenses incurred by reason of, or in any manner resulting from the breach of any warranties and representations in this Section 10. The provisions of this Section 10 shall survive the Close of Escrow or the termination of this Agreement for a period of two (2) years. As used anywhere in this Agreement, the terms "actual knowledge" and "to Seller's actual knowledge" refers to the actual knowledge of Lightning PM, LLC without the obligation to undertake any investigation or inquiry. 11. Warranties Representations and Covenants of Buyer. Buyer hereby represents, warrants and covenants to Seller the following, it being expressly understood and agreed that all such representations and warranties are true and correct in all material respects as of the Effective Date. If Buyer acquires additional knowledge regarding the matters which are the subject of the representations or warranties contained in this Section I 1 which would cause any of such representations or warranties to be incorrect in any material respect prior to the Close of Escrow, Buyer shall give prompt written notice thereof to Seller. Within seven (7) business days of receipt of such notice, Seller may elect to cancel this Agreement and Buyer shall be entitled to receive a refund of the Deposit. As of the Close of Escrow, the representations and warranties contained in this Section 11 shall be true and correct in all material respects, subject to any matters disclosed in writing by Buyer to Seller as herein provided. (a) Buyer has the full right, power and authority to enter into this Agreement and has taken all action necessary to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement has been duly and validly authorized by Buyer, and no other action by Buyer is requisite to the valid and binding execution, delivery, and performance of this Agreement by Buyer. (b) There is no pending litigation or, to the best of Buyer's knowledge, threatened litigation, which does or will materially adversely affect Buyer's ability to consummate this transaction. 9 11231-0260\2488066v 1.doc Page 78 (c) This Agreement and all documents executed by Buyer which are to be delivered to Seller at or prior to the Closing are, or at the time of Closing will be, duly authorized, executed, and delivered by Buyer, are or at the time of Closing, will be legal, valid and binding obligations of Buyer, enforceable in accordance with their terms, and do not and at the time of Closing will not violate any provisions of any agreement or judicial order to which Buyer is a party or to which Buyer is subject. (d) Buyer agrees to indemnify Seller and agrees to defend and hold Seller harmless from all actual, reasonable out-of-pocket loss, costs, liability, expense, damage, or other injury, including without limitation, attorneys' fees and expenses, and all other costs and expenses incurred by reason of, or in any manner resulting from the breach of any warranties and representations in this Section 11. The provisions of this Section 11 shall survive the Close of Escrow or the termination of this Agreement for a period of two (2) years. 12. Buyer's Conditions. For the benefit of the Buyer, the Close of Escrow and Buyer's obligation to consummate the purchase of Property shall be contingent upon and subject to written notice to Escrow Holder by Buyer of the occurrence of all of the following conditions precedent (or Buyer's written waiver thereof, it being agreed that Buyer can waive any or all such contingencies) on or before the Close of Escrow: (a) Buyer's obtaining a satisfactory commitment issued by Title Company to issue the Title Policy in favor of Buyer with a liability amount equal to the Purchase Price showing Buyer's easement interest in the Property subject only to the Permitted Title Exceptions, and being otherwise in accordance with the provisions of Section 5 of this Agreement, and expressly insuring against the claims of any persons in possession, other than Seller, of all or any part of the Property and the claims of any mechanics or materialmen. (b) Buyer's verifying that there are no mechanics' and/or materialmen's liens, or lis pendens actions affecting the Property, and that all taxes, sewer, water, and utility bills have been paid. (c) That as of the Close of Escrow the representations and warranties of Seller contained in this Agreement are either all true and correct in all material respects or, to the extent that is not the case, have been waived by Buyer. (d) Seller's delivery of all documents required to be delivered by Seller pursuant to Section 6 hereof. (e) Buyer's approval, prior to the expiration of the Due Diligence Period, of the physical condition of the Property, including without limitation, any and all inspections, tests, survey(s), if any, and other studies to be conducted by Buyer, in Buyer's sole discretion. (0 If Buyer has elected to obtain the same, Buyer's obtaining and approving the Survey provided for herein prior to the expiration of the Due Diligence Period. If all the foregoing conditions precedent have not been either met to Buyer's sole satisfaction or expressly waived in writing by Buyer on or before the respective dates set forth therein, or if no date is set forth therein on or prior to the Close of Escrow, then this Agreement 10 1 1 231-0260\2488066v 1.doc Page 79 shall, at the option of Buyer, become null and void, in which event, except as expressly set forth in this Agreement, neither party shall have any further rights, duties and obligations hereunder, and Buyer shall be entitled to the immediate refund of the Deposit. 13. Seller's Conditions. For the benefit of Seller, the Close of Escrow and Seller's obligation to consummate the sale of the permanent easement interest in the Property, shall be contingent upon and subject to written notice to the Escrow Holder by Seller of the occurrence of all of the following conditions precedent (or Seller's written waiver thereof, it being agreed that Seller can waive any or all such contingencies) on or before the Close of Escrow: (a) Deposit by Buyer of the Purchase Price and all other sums to be deposited by Buyer in Escrow in accordance with the requirements hereof. (b) Buyer's delivery of all documents required to be delivered by Buyer pursuant to Section 6 hereof and performance of all other material covenants and agreements to be performed by Buyer under this Agreement. (c) That as of the Close of Escrow the representations and warranties of Buyer contained in this Agreement are all either true and correct in all material respects or, to the extent that is not the case, have been waived by Seller. 14. Surve . Buyer, at Buyer's sole cost and expense, may obtain an ALTA survey acceptable to the Title Company prior to the expiration of the Due Diligence Period. 15. Destruction/Condemnation. In the event that prior to the Close of Escrow, the Property, or any portion thereof, is damaged by fire, earthquake, or other casualty, or is subject to a taking by a public authority other than Buyer, then Buyer shall have the right, exercisable by giving notice to Seller within fifteen (15) days after receiving written notice of such damage or taking, either (a) to terminate this Agreement, in which case neither party shall have any further rights or obligations hereunder, except that (i) Buyer and Seller shall each be responsible for one half('/2) of any cancellation fees charged by the Escrow Holder and/or the Title Company and (ii) the Deposit and any other funds deposited into Escrow by Buyer, including interest thereon, shall be refunded to Buyer, or (b) to accept the Property in its then condition and proceed with the Closing, and to receive an assignment of all of Seller's rights to any proceeds of insurance or condemnation awards payable by reason of such damage or taking. If Buyer elects to proceed under the preceding clause (b), there shall be no adjustment to the Purchase Price and Seller shall not compromise, settle or adjust any claims to such proceeds of insurance or condemnation awards. Seller agrees to give Buyer prompt notice of any damage to or taking of the Property promptly after Seller receives notice of the same. Buyer's Initials: Seller's Initials: S 16. Disposition of Deposit. IF THE TRANSACTION HEREIN PROVIDED SHALL NOT BE CLOSED BY REASON OF SELLER'S DEFAULT UNDER THIS AGREEMENT OR THE FAILURE OF SATISFACTION OF THE CONDITIONS DESCRIBED IN SECTION 12 HEREOF, AND BUYER SHALL NOT HAVE DEFAULTED UNDER THIS AGREEMENT, THEN THE DEPOSIT SHALL BE RETURNED TO BUYER, AND NEITHER PARTY SHALL HAVE ANY FURTHER OBLIGATION OR LIABILITY TO THE OTHER; 11 1 1231-0260\2488066v l.doc Page 80 PROVIDED, HOWEVER, IF THE TRANSACTIONS HEREUNDER SHALL FAIL TO CLOSE BY REASON OF SELLER'S DEFAULT, AND BUYER SHALL HAVE FULLY PERFORMED ITS OBLIGATIONS HEREUNDER AND SHALL BE READY, WILLING AND ABLE TO CLOSE, THEN BUYER SHALL BE ENTITLED TO SPECIFICALLY ENFORCE THIS AGREEMENT (BUT NO OTHER ACTION, FOR DAMAGES OR OTHERWISE, SHALL BE PERMITTED). IF BUYER FAILS TO COMPLETE THE PURCHASE OF THE EASEMENT INTEREST IN THE PROPERTY AS HEREIN PROVIDED BY REASON OF ANY DEFAULT OF BUYER, IT IS AGREED THAT THE DEPOSIT SHALL BE NON-REFUNDABLE AND SELLER SHALL BE ENTITLED TO SUCH DEPOSIT, WHICH AMOUNT SHALL BE ACCEPTED BY SELLER AS LIQUIDATED DAMAGES AND NOT AS A PENALTY AND AS SELLER'S SOLE AND EXCLUSIVE REMEDY. IT IS AGREED THAT SAID AMOUNT CONSTITUTES A REASONABLE ESTIMATE OF THE DAMAGES TO SELLER PURSUANT TO CALIFORNIA CIVIL CODE SECTION 1671 ET SEQ. BUYER AND SELLER AGREE THAT IT WOULD BE IMPRACTICAL OR IMPOSSIBLE TO PRESENTLY PREDICT WHAT MONETARY DAMAGES SELLER WOULD SUFFER UPON BUYER'S FAILURE TO COMPLETE ITS PURCHASE OF THE EASEMENT INTEREST IN THE PROPERTY. BUYER DESIRES TO LIMIT THE MONETARY DAMAGES FOR WHICH IT MIGHT BE LIABLE HEREUNDER AND BUYER AND SELLER DESIRE TO AVOID THE COSTS AND DELAYS THEY WOULD INCUR IF A LAWSUIT WERE COMMENCED TO RECOVER DAMAGES OR OTHERWISE ENFORCE SELLER'S RIGHTS. IF FURTHER INSTRUCTIONS ARE REQUIRED BY ESCROW HOLDER TO EFFECTUATE THE TERMS OF THIS PARAGRAPH, BUYER AND SELLER AGREE TO EXECUTE THE SAME. THE PARTIES ACKNOWLEDGE THIS PROVISION BY PLACING THEIR INITIALS BELOW: BUYER SELLER 17. Relocation Assistance. In consideration of its receipt of the Purchase Price, Seller agrees that Buyer shall have no obligation to provide assistance to Seller in connection therewith under any federal or state relocation laws or regulations, including, without limitation, the California Relocation Assistance and Real Property Acquisition statutes and guidelines. In connection therewith, and to the fullest extent permitted by law, Seller further agrees that, effective on the Closing, Buyer shall be, and hereby is, fully and forever released from any and all claims and liabilities, whether direct or indirect, known or unknown, foreseen or unforeseen, that have arisen, or that may arise, in connection with the Relocation. By such release, Seller expressly waives the provisions of California Civil Code Section 1542 that provide: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." 12 11 231-0260\2488066v Ldoc Page 81 and all similar provisions or rules of law. Seller understands that, by waiving these provisions, Seller waives the right to make claims against Buyer for matters pertaining to the Relocation that are presently unknown or unanticipated. Buyer has given Seller material consideration (i.e., the Purchase Price) in exchange for Seller's agreement in this Section 18. Seller and Buyer have each initialed this Section 18 to indicate their acceptance of each and every provision hereof. The provisions of this Section 18 shall survive the Closing and shall not be merged into the Easement Deed or the other documents delivered at the Closing. BUYER SELLER The provisions of this Section 18 shall survive the Close of Escrow and the recording of the Easement Deed. 18. Notices. All notices and demands shall be given in writing by certified mail, postage prepaid, and return receipt requested, or by personal delivery (by recognized courier service or otherwise). Notices shall be considered given upon the earlier of(a) personal delivery or (b) two (2) business days following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested. A copy of all notices shall be sent to Escrow Holder. Notices shall be addressed as provided below for the respective party; provided that if any party gives notice in writing of a change of name or address, notices to such party shall thereafter be given as demanded in that notice: Buyer: City of Rancho Cucamonga Engineering Department 10500 Civic Center Drive Rancho Cucamonga, California 91730 Attn: Jason Welday Phone: (909) 477-2700 email: Jason.Welday@cityofrc.us Copy to: Richards, Watson& Gershon 350 South Grand Avenue, 37th Floor Los Angeles, California 90071 Attn.: Regina N. Danner, Esq. Phone: (213) 626-8484 Fax: (213) 626-0078 email: rdanner@rwglaw.com Seller: Lightning PM, LLC Eduardo & Sandra Soya 14767 Owen Street Fontana, California 92335-8001 Phone: (%�I)7/1/- U email: 13 11231-0260\2488066v Ldoc Page 82 Escrow Holder: Commonwealth Land Title Company 888 South Figueroa Street, Suite 2100 Los Angeles, California 90017 Attention: Crystal Leyvas, VP National Accounts Escrow Officer Telephone: (213) 330-3059 email: cleyvas@cltic.com 19. Broker's Commissions. Neither Party is represented by a real estate agent or broker in this transaction. The Parties represent that they have not incurred liability for brokerage commission or finder's fee arising from or relating to the transactions contemplated by this Agreement other than as disclosed in this Section 19. Buyer is not responsible for payment of any brokerage commission in this action. This Section 19 is intended to be solely for the benefit of the parties hereto and is not intended to benefit, nor may it be relied upon by, any person or entity not a party to this Agreement. This Section 19 shall survive the Close of Escrow and the delivery of the Easement Deed. 20. Time is of the Essence. The parties hereto agree that time is of the essence with respect to each term, condition and covenant hereof. 21. Successors and Assigns. The provisions of this Agreement are expressly binding upon, and shall inure to the benefit of, the parties hereto and their successors in interest and assigns. 22. Entire Agreement. This Agreement, together with all exhibits hereto, integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the parties or their predecessors in interest with respect to all or any part of the subject matter hereof. 23. Severability. Invalidation of any of the terms, conditions, covenants, or other provisions contained herein by judgment or court order shall in no way affect any of the other terms, conditions, covenants, or provisions hereof, and the same shall remain in full force and effect. 24. Amendments. Any amendments to this Agreement shall be effective only when duly executed by Seller and Buyer and deposited with Escrow Holder. 25. Attorneys' Fees. In the event that suit is brought for the enforcement of this Agreement or as the result of any alleged breach thereof, the prevailing party or parties in such suit shall be entitled to recover their reasonable attorneys' fees, costs, and expenses from the losing party or parties, and any judgment or decree rendered in such proceedings shall include an award thereof. 26. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of Seller and Buyer and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 14 11 23 1-0260\2488066v l.doc Page 83 27. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. 28. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. For purposes of this Agreement, facsimile signatures shall be deemed to be original signatures, and shall be followed by the immediate overnight delivery of original signature pages. 29. Assignment of Agreement. Neither Buyer nor Seller may assign or transfer their respective rights or obligations under this Agreement without first obtaining the prior written consent of the other, which consent may be granted or withheld in the sole and absolute discretion of the applicable party. 30. 1031 Exchange. Seller may elect to seek to structure its sale of the fee simple interest in the Property as a tax-deferred exchange pursuant to Sections 1031 or 1033 of the Internal Revenue Code of 1986, as amended, and the treasury regulations promulgated thereunder ("Exchange"), subject to the limitations set forth herein. Each party shall reasonably cooperate with the other, at no material cost to such cooperating party, in connection with the same, including, but not limited to, executing and delivering a consent of an assignment to a qualified exchange intermediary of rights (but not obligations) under this Agreement; provided that (i) Buyer shall not be required to incur any additional liabilities or financial obligations as a consequence of such cooperation, (ii) Seller shall not be relieved of its obligations, representations or warranties under this Agreement, (iii) any attempt to structure the sale of the fee simple interest in the Property as an Exchange shall not be a condition to, and shall not delay or extend, the Closing, and (iv) Buyer shall not be required to acquire title to any other property. Buyer agrees that performance by the intermediary designated by Seller will be treated as performance by Seller. Subject to the delivery to Seller of the Letter at the Close of Escrow, any risk that such an Exchange might not qualify as a tax-deferred transaction shall be borne solely by the Seller, and Seller acknowledges that Buyer has not provided, and will not provide, any tax, accounting, legal or other advice regarding the efficacy of any attempt to structure the transaction as an Exchange. Seller agrees to save, protect, defend, indemnify and hold Buyer harmless from any and all losses, costs, claims, liabilities, penalties, and expenses, including, without limitation, reasonable attorneys' fees, fees of accountants and other experts, and costs of any judicial or administrative proceeding or alternative dispute resolution to which Buyer may be exposed, due to any attempt to structure the transaction as an Exchange. 31. Interpretation. Whenever used herein, the term "including" shall be deemed to be followed by the words "without limitation." Words used in the singular number shall include the plural, and vice-versa, and any gender shall be deemed to include each other gender. 32. Captions. The captions and headings of the Articles and Sections of this Agreement are for convenience of reference only, and shall not be deemed to define or limit the provisions hereof. 33. Exhibits. The exhibits and schedules attached hereto are hereby incorporated by reference herein. 15 11231-0260\2488066vl.doc Page 84 34. Effect of Waiver. A waiver by either party hereto shall not affect either party's right to enforce the provisions contained herein, nor shall any extension or waiver be held to be an extension of time or waiver of any prior or subsequent breach of the same or any other obligation under this Agreement. 35. Confidentiality. Buyer acknowledges that, during the course of its due diligence, the information it will receive with respect to the Property and Seller is confidential in nature. Buyer agrees (unless otherwise required by law) not to disclose such information to any third party and to keep such information confidential, except for disclosures which may be made to Buyer's attorneys, accountants, and other consultants employed for the purpose of facilitating the transactions contemplated hereby, provided that Buyer makes all such parties aware of the confidentiality requirements set forth herein, and causes such parties to abide by this Section. 36. No Memorandum. The parties agree that neither this Agreement nor a memorandum hereof shall be recorded, as the parties intend to maintain the confidentiality of the transactions contemplated hereby. [Remainder of this page intentionally left blank] 16 11231-0260\2488066vl.doc Page 85 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the date first above written. "Seller" LIGH G P , LLC By. _ - 0 oya , resident "Buyer" CITY OF RANCHO CUCAMONGA, A MUNICIPAL CORPORATION By: Name: John Gillison Title: City Manager ATTEST: Janice C. Reynolds, City Clerk APPROVED AS TO FORM: Richards, Watson & Gershon, A Professional Corporation By: Regina N. Danner, Deputy City Attorney 17 11231-0260\2488066vLdoc Page 86 EXHIBIT "A" LEGAL DESCRIPTION RIGHT-OF-WAY DEDICATION THE EASTERLY 20' OF THE WESTERLY 50' OF LOTS 427 AND 428 OF TRACT NO. 2102, IN THE CITY OF RANCHO CUCAMONGA, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 31, PAGES I I THROUGH 15, INCLUSIVE OF MAPS, RECORDS OF SAID COUNTY. EXCEPT THAT PORTION OF SAID LOTS 427 AND 428 LYING EASTERLY OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT A POINT ON THE NORTH LINE OF SAID LOT 428, WHICH IS 70.00 FEET EAST OF THE NORTHWEST CORNER THEREOF; THENCE SOUTH 18' 26' 00" WEST 347.82 FEET TO A POINT ON THE SOUTH LINE OF SAID LOT 427, WHICH IS 40.00 FEET WEST OF THE SOUTHERLY CORNER THEREOF. ALSO EXCEPT THE NORTHERLY 315.00 FEET OF THE WESTERLY 345.56 FEET OF SAID LOT 427. NOTE: THE AREA AND DISTANCES OF THE ABOVE DESCRIBED PROPERTY ARE COMPUTED TO THE CENTER OF THE ADJOINING STREET. AS SHOWN ON EXHIBIT B ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. RIGHT-OF WAY DEDICATION: 300 SF MORE OR LESS REFERENCE: APN 229-141-12 OD 0F CAL�4�� Exhibit A Page 87 i ARROW RTE. (PERRIS AVE.) I i I L0 T 4 25 I ' I � I I6 0' 400' i 70' I _ I345.56' ui I Q I o I Q I FONTANA zo m`I ARROW co v Z M ROUTE TRACT co I Q I 3 o NO. 2102 LOT 425 MB 31 —15 30 APN 229-141-12 I I in I � I 1 345.56'I 20' 635.85' 40' I I 150' 50' 1 LOT 4300 LEGEND: ��--- PROPOSED R W DEDICA 1ON< 300 SF MORE OR LES ° �a * "m Tw r CITY OF RANCHO CUCAMONGA EXHIBIT "B" RIGHT-OFWAY DEDICATION (�J LIGHTNING P.M., LLC APN 229-141-12 SCALE 1"-120' Exhibit B Page 88 EXHIBIT C Recording Requested By: Commonwealth Land Title Insurance Company When Recorded Mail To: City of Rancho Cucamonga Attn: City Clerk 10500 Civic Center Drive Rancho Cucamonga, California 91730 A PORTION OF APN: 0229-141-04 SPACE ABOVE FOR RECORDER'S USE ONLY The undersigned Grantee declares that this Easement is exempt from Recording Fees pursuant to California Government Code Section 27383 and exempt from Documentary Transfer Tax pursuant to Revenue and Taxation Code Section 11922. EASEMENT THIS EASEMENT is made on _, 2021, by and between LIGHTNING PM, LLC, ("Grantor"), and the CITY OF RANCHO CUCAMONGA ("Grantee") with regard to the following facts: A. Grantor is the owner of certain real property located at 12977 Arrow Route in the City of Rancho Cucamonga, County of San Bernardino, State of California, and further described as San Bernardino County Tax Assessor Parcel Number 0229- 141-04 (the "Property"). B. The Grantor agrees to grant to the Grantee a permanent non-exclusive easement over, along, upon, and through a portion of the Property(the"Easement Area") for public street purposes only. The Easement Area is more particularly described on Exhibit "A" attached hereto, and is depicted on the map attached hereto as Exhibit `B". AGREEMENT NOW, THEREFORE, for valuable consideration, receipt of which is hereby acknowledged, it is agreed as follows: 1. Grantor hereby grants to Grantee a permanent, non-exclusive easement located over and across the Easement Area for purposes of public streets, Exhibit C Page 89 highways and related purposes, and all uses necessary and convenient thereto, (the "Easement") all on the terms and conditions set forth herein. 2. There will be no surface improvements erected on the Easement Area by Grantee. Grantee agrees that,to the extent any damage to, or mess or debris on, the Property is caused by Grantee or Grantee's Invitees' use of the Easement Area, Grantee shall promptly repair and restore the Property to substantially the condition it was in prior to such damage. 3. Grantee agrees that, except to the extent caused by Grantor's willful misconduct or grossly negligent acts or omissions, Grantee shall indemnify and hold Grantor, and its employees, agents, officers, directors, subsidiaries, parents, affiliates, successors and assigns ("Indemnified Parties") harmless from and against any and all claims, demands, losses, damages or liability of any kind or nature which Grantor or the Indemnified Parties may sustain or incur or which may be imposed on any of them arising out of or relating to Grantee's activities on the Property, including Grantee's and/or Grantee's Permitees' use and maintenance of the Easement,the Easement Area, including, without limitation, for injury to or death of persons or damage to property. As used herein, "Grantee's Permitees" means all customers, employees, agents, contractors, subcontractors, vendors, guests and other invitees of Grantee. 4. Grantee agrees that at all times, Grantee shall maintain public liability insurance,third party property damage insurance and property or casualty insurance with respect to the Easement Area as may be required by Grantor from time to time and, in any event, as customarily carried or maintained under similar circumstances, in each case in such amounts, with such deductibles, from such issuers, covering such risks and otherwise on such terms and conditions as approved by Grantor in Grantor's sole discretion. Each such policy of insurance shall (a) name Grantor and, if required by Grantor, any lender of Grantor, as an additional insured thereunder(as applicable) as its interest may appear from time to time and (b) provide that the insurer will provide at least Page 90 thirty(30) days' prior written notice to Grantor of any modification or cancellation of such policy. 5. The Easement is not exclusive. Without limiting the generality of the foregoing, Grantor and Grantor's Permitees (as defined below) may also use the Easement Area for ingress and egress to and from the Property, grant the same in gross to any public utility, for public purposes; provided, however,that Grantor shall not unreasonably interfere with Grantee's use of the Easement Area. Grantee hereby consents to any such conveyance or grant by Grantor, and agrees to execute, acknowledge and deliver to and in favor of any public utility, any instrument reasonably necessary to implement the intentions expressed or implied herein. Grantee's use of the Easement Area shall not unreasonably interfere with Grantor's use of the Easement Area or the Property. As used herein, "Grantor's Permitees" means all customers, employees, agents, contractors, subcontractors, vendors, guests and other invitees of Grantor. 6. Any use of the Easement Area by Grantee or Grantee's Permitees beyond that specified herein shall constitute an overburdening of the Easement Area not authorized by this Easement. In addition, Grantee agrees that its use of the Easement Area shall not unreasonably interfere with Grantor or Grantor's Invitees use or enjoyment of the Property or access thereto. 7. In the event of a breach of any covenant or obligation by Grantee hereunder that is not cured within ten (10) days of Grantee's receipt of written notice specifying such breach, then Grantor may pursue any rights against Grantee available at law or in equity, including, without limitation, injunctive relief, specific performance, and monetary damages. The waiver or failure to enforce any breach or violation of any covenant contained herein shall not be deemed to be a waiver or abandonment of such covenant, or any waiver of the right to enforce any subsequent breach or violation of such covenant. Page 91 8. Unless otherwise specifically provided herein, all notices, demands and other communications given hereunder shall be in writing and shall be deemed to have been duly delivered upon personal delivery, or as of the second business day after mailing by United States mail, postage pre-paid,to the respective address of the recipient set forth below, or to such other address or person as any party may designate to the other for such purpose in the manner hereinabove set forth: If to Grantor: City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, California 91730 Attn: Jason Welday Phone: (909) 477-2700 email: Jason.Welday@cityofrc.us Copy to: Richards, Watson& Gershon 350 South Grand Avenue, 37th Floor Los Angeles, California 90071 Attn.: Regina N. Danner, Esq. Phone: (213) 626-8484 Fax: (213) 626-0078 email: rdanner@rwglaw.com If to Grantee: Lightning PM, LLC Eduardo and Sandra Soya 14767 Owen Street Fontana, California 92335-8001 Phone: 9(�7� Email s A- ae_ 9. In the event of any controversy, claim or dispute relating to this instrument or the breach hereof, the prevailing party shall be entitled to recover from the losing party its reasonable costs, expenses and attorneys' fees actually incurred in connection with such dispute or claim. 10. This instrument shall be governed by and construed in accordance with the laws of the State of California. Page 92 11. This instrument constitutes the entire agreement between Grantor and Grantee respecting its subject matter and replaces and supersedes any prior agreements. Any agreement, understanding or representation respecting the subject matter of this instrument not expressly set forth in this instrument or a later writing signed by both parties, is null and void. Neither this instrument nor the Easement shall be modified or amended except in a writing signed by the parties or their successors in interest. 12. All provisions of this instrument (including, without limitation, the benefits and burdens hereof) shall run with the land and are binding upon, and shall inure to the benefit of, all parties having or acquiring any right,title or interest in or to any portion of, or interest or estate in, the Property or the Easement Area, as applicable. 13. Nothing contained in this instrument shall be deemed to be a gift or dedication of any portion of the Property or the Easement Area to or for the general public or for any public use or purpose whatsoever, it being the intention of the parties that the Easement granted in this instrument, as it may be amended or restated, shall be strictly limited to and for the purposes herein expressed with respect to private property solely for the benefit of the parties and their respective successors and assigns. 14. Should any provision of this instrument be held, in a final and unappealable decision by a court of competent jurisdiction, to be either invalid, void or unenforceable, the remaining provisions of this instrument shall remain in full force and effect, unimpaired by the holding. 15. The relationship between Grantor and Grantee is that of grantor and grantee of the Easement only, and neither Grantor nor Grantee is, nor shall it hold itself out to be,the agent, employee,joint venturer or partner of the other. 16. The rights, powers, and obligations hereunder conferred upon each party shall not at any time be transferred or assigned except through a transfer of such party's interest in the real property burdened or benefited hereby. Grantor shall not have any liability for any matters occurring before or after Grantor's period of ownership of the Page 93 Property and shall be released of any claims hereunder by Grantee and its successor or assigns to the extent arising or accruing from and after the date on which Grantor transfers its interest in the Property. 17. This instrument shall bind and inure to the benefit of the respective heirs, personal representatives, successors and assigns of the parties hereto. This instrument may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties hereto have executed this Easement on the day and year first above written. GRANTOR: LIGHTNING PM, LLC By: N I e: uardo Soy Its: President Page 94 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document STATE OF CALIFORNIA ) ss COUNTY OF f� ) On�,2021 b6oresme, ,Notary Public,personally appeared OIL ,who proved to me on the basis of satisfactory evi ence to be the pers (s)whose name(s)is/are subscribed to the within instrument and acknowledged to me that helsh0they executed the same in his/herhheir authorized capacity(ics),and that by his/her/their signature(s)on the instrument the person(s),or the entity upon behalf of which the person(s)acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. A p;Z"h CASOLARI MotaryPublic-California San Bernardino County Commission s2O1 9479 B.tt121 + µyCMM FxP SIGNATURE OF NOTARY PUBLIC     Page 95 GRANTEE: CITY OF RANCHO CUCAMONGA, a Municipal corporation By: L. Dennis Michael Mayor -14- 11410-0053-1892865.1 Page 96 STATE OF CALIFORNIA ) ss COUNTY OF SAN BERNARDINO ) On , 2021 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. SIGNATURE OF NOTARY PUBLIC -15- 11410-0053-1892865.1 Page 97 CERTIFICATE OF ACCEPTANCE This is to certify that the Easement dated _, 2021, from LIGHTNING PM, LLC to the CITY OF RANCHO CUCAMONGA, is hereby accepted by the undersigned agent on behalf of the CITY OF RANCHO CUCAMONGA pursuant to authority conferred by Resolution of the Board of Directors and Grantee hereby consents to recordation thereof by its duly authorized agent. Dated this day of 12021. GRANTEE: CITY OF RANCHO CUCAMONGA By: L. Dennis Michael, Mayor -16- 11410-0053-1892865.1 Page 98 EXHIBIT "A" LEGAL DESCRIPTION RIGHT-OF-WAY DEDICATION THE EASTERLY 20' OF THE WESTERLY 50' OF LOTS 427 AND 428 OF TRACT NO. 2102, IN THE CITY OF RANCHO CUCAMONGA, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 31, PAGES 11 THROUGH 15, INCLUSIVE OF MAPS, RECORDS OF SAID COUNTY. EXCEPT THAT PORTION OF SAID LOTS 427 AND 428 LYING EASTERLY OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT A POINT ON THE NORTH LINE OF SAID LOT 428, WHICH IS 70.00 FEET EAST OF THE NORTHWEST CORNER THEREOF; THENCE SOUTH 18' 26' 00" WEST 347.82 FEET TO A POINT ON THE SOUTH LINE OF SAID LOT 427, WHICH IS 40.00 FEET WEST OF THE SOUTHERLY CORNER THEREOF. ALSO EXCEPT THE NORTHERLY 315.00 FEET OF THE WESTERLY 345.56 FEET OF SAID LOT 427. NOTE: THE AREA AND DISTANCES OF THE ABOVE DESCRIBED PROPERTY ARE COMPUTED TO THE CENTER OF THE ADJOINING STREET. AS SHOWN ON EXHIBIT B ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. RIGHT-OF WAY DEDICATION: 300 SF MORE OR LESS REFERENCE: APN 229-141-12 � os 9 OF CAS-�44 Exhibit A Page 99 i ARROW RTE. (PERRIS AVE.) ! I i LOT 426 LOT 425 I � i I I � i I �6 0' 400' i 70' I _ I345.56' Ld I Q I o IQ I FONTANA zo cv p ;o ARROW 'w T ro ROUTE TRACT co �' I Q I 3 I LO07 a 277 NO. 2102 LOT 420 MB 31 -15 I W I 30' APN 229-141-12 I in I � I345.56' f — 20' 635.85' 40' I I 150' 50' LOT 4300 LEGEND: �� C lON< 4' R W DED � PROPOSED / T 300 SF MORE OR LESS � � AD F� CITY OF RANCHO CUCAMONGA EXHIBIT "B" RIGHT-OFWAY DEDICATION N LIGHTNING P.M., LLC APN 229-141-12 SCALE 1"=120' Exhibit B Page 100 EXHIBIT D DESCRIPTION OF ENVIRONMENTAL MATTERS (To be provided by Seller) 1 II231-0260\2488066v1.doe Page 101 EXHIBIT E CERTAIN DEFINITIONS Environmental Laws means all federal, state, local, or municipal laws, rules, orders, regulations, statutes, ordinances, codes, decrees, or requirements of any government authority regulating, relating to, or imposing liability or standards of conduct concerning any Hazardous Substance (as later defined), or pertaining to occupational health or industrial hygiene (and only to the extent that the occupational health or industrial hygiene laws, ordinances, or regulations relate to Hazardous Substances on, under, or about the Property), occupational or environmental conditions on, under, or about the Property, as now or may at any later time be in effect, including without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA) [42 USCS §§ 9601 et seq.]; the Resource Conservation and Recovery Act of 1976 (RCRA) [42 USCS §§ 6901 et seq.]; the Clean Water Act, also known as the Federal Water Pollution Control Act (FWPCA) [33 USCS §§ 1251 et seq.]; the Toxic Substances Control Act (TSCA) [15 USCS §§ 2601 et seq.]; the Hazardous Materials Transportation Act (HMTA) [49 USCS §§ 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 USCS §§ 136 et seq.]; the Superfund Amendments and Reauthorization Act [42 USCS §§ 6901 et seq.];the Clean Air Act [42 USCS §§ 7401 et seq.]; the Safe Drinking Water Act [42 USCS §§ 300f et seq.]; the Solid Waste Disposal Act [42 USCS §§ 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 USCS §§ 1201 et seq.]; the Emergency Planning and Community Right to Know Act [42 USCS §§ 11001 et seq.];the Occupational Safety and Health Act [29 USCS §§ 655 and 657]; the California Underground Storage of Hazardous Substances Act [H & S C §§ 25280 et seq.]; the California Hazardous Substances Account Act [H & S C §§ 25300 et seq.]; the California Hazardous Waste Control Act [H & S C §§ 25100 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [H & S C §§ 24249.5 et seq.]; the Porter-Cologne Water Quality Act [Wat C §§ 13000 et seq.] together with any amendments of or regulations promulgated under the statutes cited above and any other federal, state, or local law, statute, ordinance, or regulation now in effect or later enacted that pertains to occupational health or industrial hygiene, and only to the extent that the occupational health or industrial hygiene laws, ordinances, or regulations relate to Hazardous Substances on, under, or about the Property, or the regulation or protection of the environment, including ambient air, soil, soil vapor, groundwater, surface water, or land use. Hazardous Substances includes without limitation: (a) Those substances included within the definitions of hazardous substance, hazardous waste, hazardous material, toxic substance, solid waste, or pollutant or contaminant in CERCLA, RCRA, TSCA, HMTA, or under any other Environmental Law; (b) Those substances listed in the United States Department of Transportation (DOT) Table [49 CFR 172.101], or by the Environmental Protection Agency (EPA), or any successor agency, as hazardous substances [40 CFR Part 3021; (c) Other substances, materials, and wastes that are or become regulated or classified as hazardous or toxic under federal, state, or local laws or regulations; and 1 11231-0260\2488066v 1.doc Page 102 (d) Any material, waste, or substance that is (i) a petroleum or refined petroleum product, (ii) asbestos, (iii) polychlorinated biphenyl, (iv) designated as a hazardous substance pursuant to 33 USCS § 1321 or listed pursuant to 33 USCS § 1317, (v) a flammable explosive, or (vi) a radioactive material. 2 11231-0260\2488066v1.doc Page103 FORM OF RIGHT OF ENTRY AND ACCESS AGREEMENT RIGHT OF ENTRY AND ACCESS AGREEMENT THIS RIGHT OF ENTRY AND ACCESS AGREEMENT (herein called this "Agreement") is made and entered into as of , 2021 (the "Effective Date"), by LIGHTNING PM, LLC herein called "Grantor"), and the CITY OF RANCHO CUCAMONGA, a municipal corporation (herein called "Grantee"). WITNESSETH: WHEREAS, Grantor is the owner of the fee simple interest in the real property located at 12977 Arrow Route, in the City of Rancho Cucamonga, over which Grantee seeks to acquire a permanent easement over a portion of the real property, more particularly described on Exhibit A, attached hereto and incorporated herein by reference (herein called the "Property"); WHEREAS, Grantor and Grantee contemplate entering into a Purchase and Sale Agreement and Escrow Instructions related to the Property(the "Purchase Agreement"); WHEREAS, Grantee has requested the right of entry upon and access to the Property for the purpose of undertaking tests, inspections and other due diligence activities (herein called the "Due Diligence Activities") in connection with the proposed acquisition by Grantee of the Property under the Purchase Agreement; WHEREAS, Grantor has agreed to grant to Grantee, and Grantee has agreed to accept from Grantor, a non-exclusive, revocable license to enter upon the Property to perform the Due Diligence Activities in accordance with the terms and provisions of this Agreement; WHEREAS, Grantor and Grantee desire to execute and enter into this Agreement for the purpose of setting forth their agreement with respect to the Due Diligence Activities and Grantee's entry upon the Property. NOW, THEREFORE, for and in consideration of the foregoing premises, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor and Grantee do hereby covenant and agree as follows: 1. Access by Grantee. (a) Subject to Grantee's compliance with the terms and provisions of this Agreement, until the earlier to occur of(i) the Close of Escrow, (may be inconsistent with the 45 days in the agreement) or (ii) the earlier termination of this Agreement, Grantee and Grantee's agents, employees, contractors, representatives and other designees (herein collectively called "Grantee's Designees") shall have the right to enter upon the Property for the purpose of conducting the Due Diligence Activities. 1 1 1 23 1-0260\2488066v 1.doc Page 104 (b) Grantee expressly agrees as follows: (i) any activities by or on behalf of Grantee, including, without limitation, the entry by Grantee or Grantee's Designees onto the Property in connection with the Due Diligence Activities shall not damage the Property in any manner whatsoever or disturb or interfere with the rights or possession of any tenant on the Property, (ii) in the event the Property is altered or disturbed in any manner in connection with the Due Diligence Activities, Grantee shall immediately return the Property to the condition existing prior to the Due Diligence Activities, and (iii) Grantee, to the maximum extent allowed by law, shall indemnify, defend and hold Grantor harmless from and against any and all claims, liabilities, damages, losses, costs and expenses of any kind or nature whatsoever (including, without limitation, attorneys' fees and expenses and court costs) suffered, incurred or sustained by Grantor as a result of, by reason of, or in connection with the Due Diligence Activities or the entry by Grantee or Grantee's Designees onto the Property. Notwithstanding any provision of this Agreement to the contrary, Grantee shall not have the right to undertake any invasive activities or tests upon the Property, or any environmental testing on the Property beyond the scope of a standard "Phase I" investigation, without the prior written consent of Grantor of a workplan for such "Phase II" or invasive testing, which may be granted, denied or conditioned in Seller's sole and absolute discretion. If Grantor does not respond or reject any workplan within five (5) business days of Grantee's delivery of the written workplan proposal to Grantor pursuant to the notice provisions of this Agreement, then Grantor shall be deemed to have not approved the submitted workplan and Grantee may proceed with such testing. If Grantor rejects such proposed workplan in whole or in part, then this Agreement shall become null and void at the sole option of Grantee. If Grantee terminates this Agreement under the foregoing provision, then neither party shall have any further rights, duties and obligations. 2. Lien Waivers. Upon receipt of a written request from Grantor, Grantee will provide Grantor with lien waivers following completion of the Due Diligence Activities from each and every contractor, materialman, engineer, architect and surveyor who might have lien rights, in form and substance reasonably satisfactory to Grantor and its counsel. To the extent permitted by applicable law, Grantee hereby indemnifies Grantor from and against any claims or demands for payment, or any liens or lien claims made against Grantor or the Property as a result of the Due Diligence Activities. 3. Insurance. Prior to entry onto the Property, Grantee shall, and shall cause all of Grantee's Designees performing the Due Diligence Activities to, procure or maintain a policy of commercial general liability insurance issued by an insurer reasonably satisfactory to Grantor covering each of the Due Diligence Activities with a single limit of liability (per occurrence and aggregate) of not less than $1,000,000.00, and to deliver to Grantor a certificate of insurance and copy of additional insured endorsement naming Seller as named additional insured, evidencing that such insurance is in force and effect, and evidencing that Grantor has been named as an additional insured thereunder with respect to the Due Diligence Activities. Such insurance shall be maintained in force throughout the term of this Agreement. 4. Successors. To the extent any rights or obligations under this Agreement remain in effect, this Agreement shall be binding upon and enforceable against, and shall inure to the benefit of, the parties hereto and their respective heirs, legal representatives, successors and permitted assigns. 2 11231-0260\2488066v1.doc Page105 5. Limitations. Grantor does not hereby convey to Grantee any right, title or interest in or to the Property, but merely grants the specific rights and privileges hereinabove set forth. 6. Notices. Whenever any notice, demand, or request is required or permitted under this Agreement, such notice, demand, or request shall be in writing and shall be delivered by hand, be sent by registered or certified mail, postage prepaid, return receipt requested, or shall be sent by nationally recognized commercial courier for next business day delivery, to the addresses set forth below the respective executions of the parties hereof, or to such other addresses as are specified by written notice given in accordance herewith, or shall be transmitted by facsimile to the number for each party set forth below their respective executions hereof, or to such other numbers as are specified by written notice given in accordance herewith. All notices, demands, or requests delivered by hand shall be deemed given upon the date so delivered; those given by mailing as hereinabove provided shall be deemed given on the date of deposit in the United States Mail; those given by commercial courier as hereinabove provided shall be deemed given on the date of deposit with the commercial courier; and those given by facsimile shall be deemed given on the date of facsimile transmittal. Nonetheless, the time period, if any, in which a response to any notice, demand, or request must be given and shall commence to run from the date of receipt of the notice, demand, or request by the addressee thereof. Any notice, demand, or request not received because of changed address or facsimile number of which no notice was given as hereinabove provided or because of refusal to accept delivery shall be deemed received by the party to whom addressed on the date of hand delivery, on the date of facsimile transmittal, on the first calendar day after deposit with commercial courier, or on the third calendar day following deposit in the United States Mail, as the case may be. 7. Assignment. This Agreement may not be assigned by Grantee. 8. Governing Law. This Agreement shall be construed, enforced and interpreted in accordance with the laws of the State of California. 9. Termination. This Agreement can be terminated by Grantor at any time and for any reason, or no reason, upon written notice from Grantor to Grantee. 10. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original, and all of such counterparts together shall constitute one and the same instrument. 11. No Recording of Agreement or Memorandum of Agreement. In no event shall this Agreement or any memorandum hereof be recorded in the Official Records of San Bernardino County, California, and any such recordation or attempted recordation shall constitute a breach of this Agreement by the party responsible for such recordation or attempted recordation. 3 11231-0260\2488066vl.doc Page 106 IN WITNESS WHEREOF, Grantor and Grantee have caused this Agreement to be executed and sealed, on the day and year first written above. GRANTOR: LIGHTNING PM, LLC By: -- Ef SO A, resident Address for notices: Lightning PM, LLC Eduardo & Sandra Soya 14767 Owen Street Fontana, California 92335-8001 Phone: ( -1j 4 11231-0260\2488066v1.doc Page 107 GRANTEE: CITY OF RANCHO CUCAMONGA, a municipal corporation By: Name: John Gillison Title: City Manager Attest: Janice C. Reynolds, City Clerk Address for notices: City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, California 91730 Attn: Jason Welday Phone: (909) 477-2700 email: Jason.Welday@cityofrc.us Copy to: Richards, Watson & Gershon 350 South Grand Avenue, 37th Floor Los Angeles, California 90071 Attn.: Regina N. Danner, Esq. Phone: (213) 626-8484 Fax: (213) 626-0078 email: rdanner@rwglaw.com 5 11 23 1-0260\248 8066v 1.doc Page 108 EXHIBIT "A" LEGAL DESCRIPTION RIGHT-OF-WAY DEDICATION THE EASTERLY 20' OF THE WESTERLY 50' OF LOTS 427 AND 428 OF TRACT NO. 2102, IN THE CITY OF RANCHO CUCAMONGA, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 31, PAGES 11 THROUGH 15, INCLUSIVE OF MAPS, RECORDS OF SAID COUNTY. EXCEPT THAT PORTION OF SAID LOTS 427 AND 428 LYING EASTERLY OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT A POINT ON THE NORTH LINE OF SAID LOT 428, WHICH IS 70.00 FEET EAST OF THE NORTHWEST CORNER THEREOF; THENCE SOUTH 18' 26' 00" WEST 347.82 FEET TO A POINT ON THE SOUTH LINE OF SAID LOT 427, WHICH IS 40.00 FEET WEST OF THE SOUTHERLY CORNER THEREOF. ALSO EXCEPT THE NORTHERLY 315.00 FEET OF THE WESTERLY 345.56 FEET OF SAID LOT 427. NOTE: THE AREA AND DISTANCES OF THE ABOVE DESCRIBED PROPERTY ARE COMPUTED TO THE CENTER OF THE ADJOINING STREET. AS SHOWN ON EXHIBIT B ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. RIGHT-OF WAY DEDICATION: 300 SF MORE OR LESS REFERENCE: APN 229-141-12 S of cap-��°4 Exhibit A Page 109 ARROW RTE. (PERRIS AVE.) I I I LOT 426 LOo T 425 I I I I ' (::)j I I I 60' 400' 70' I _ I 345.56' i I < I o I FONTANA w`v p Clv I L, ARROW co Z Q I �, ROUTE TRACT I NO. 2102 LOT 426. 3 I "' MB 31 -15 I W I 30' APN 229-141-12 I Lo I � IT� 345.56' f 20' 635.85' 40' I I50' 50' LOOT 4300 LEGEND: PROPOSED R W DEDICATION 300 SF MORE OR LESS S 4`F CITY OF RANCHO CUCAMONGA EXHIBIT "B" RIGHT-OFWAY DEDICATION (�J LIGHTNING P.M., LLC APN 229-141-12 SCALE 1"=120' Exhibit B Page 110 EXHIBIT G PROPOSED ACQUISITION LETTER [CITY LETTERHEAD] 2021 Eduardo & Sandra Soya Lightning PM, LLC 14767 Owen Street Fontana, California 92335-8001 Re: Purchase of a Permanent Easement over A Portion of the Real Property Located in Rancho Cucamonga, California Dear Mr. &Mrs. Soya: As you know, the City of Rancho Cucamonga, a municipal corporation ("City") intends to acquire a permanent easement over a portion of the property referenced above from you through a negotiated purchase and pursuant to that certain Purchase and Sale Agreement dated as of , 2021 by and between the City and Lightning PM, LLC (the "Agreement"). The City intends to acquire the property for the purpose of grade separation purposes and all uses necessary and convenient thereto pursuant to California Constitution, Article 1, Section 19, California Government Code Sections 37350, 37350.5, 37351, 37361, 40401 and 40404, California Code of Civil Procedure Section 1230.010, et seq. (Eminent Domain Law), including, but not limited to Sections 1240.010, 1240.020, 1240.110, 1240.120, 1240.510, 1240.610, 1240.650, 1245.650, Public Utilities Code Section 132410, and other provisions of law. California law requires a public entity to make all reasonable efforts to acquire expeditiously, by negotiated purchase, real property that is needed for a public project. If the public entity is unable to acquire the property through negotiated purchase, it can acquire the property by such public entity's right of eminent domain. The purpose of this letter is to confirm that the City had made you aware that had the City been unable to acquire the property through negotiated purchase, staff would have recommended to the City Council that the City adopt a resolution of necessity and commence proceedings to acquire the property by the City's right of eminent domain, and that the Agreement contains the terms and conditions for the purchase and sale of the property in lieu of the City's efforts at acquisition through eminent domain. Sincerely, CITY OF RANCHO CUCAMONGA, A MUNICIPAL CORPORATION By: John Gillison, City Manager -1- Page 111 11231-0260\2488066v l.doc FORM OF RIGHT OF ENTRY AND ACCESS AGREEMENT RIGHT OF ENTRY AND ACCESS AGREEMENT THIS RIGHT OF ENTRY AND ACCESS AGREEMENT (herein called this "Agreement") is made and entered into as of , 2021 (the "Effective Date"), by LIGHTNING PM, LLC herein called "Grantor"), and the CITY OF RANCHO CUCAMONGA, a municipal corporation(herein called"Grantee"). WITNESSETH: WHEREAS, Grantor is the owner of the fee simple interest in the real property located at 12977 Arrow Route, in the City of Rancho Cucamonga, over which Grantee seeks to acquire a permanent easement over a portion of the real property, more particularly described on Exhibit A attached hereto and incorporated herein by reference (herein called the "Property"); WHEREAS, Grantor and Grantee contemplate entering into a Purchase and Sale Agreement and Escrow Instructions related to the Property(the"Purchase Agreement"); WHEREAS, Grantee has requested the right of entry upon and access to the Property for the purpose of undertaking tests, inspections and other due diligence activities (herein called the "Due Diligence Activities") in connection with the proposed acquisition by Grantee of the Property under the Purchase Agreement; WHEREAS, Grantor has agreed to grant to Grantee, and Grantee has agreed to accept from Grantor, a non-exclusive, revocable license to enter upon the Property to perform the Due Diligence Activities in accordance with the terms and provisions of this Agreement; WHEREAS, Grantor and Grantee desire to execute and enter into this Agreement fbr the purpose of setting forth their agreement with respect to the Due Diligence Activities and Grantee's entry upon the Property. NOW, THEREFORE, fbr and in consideration of the foregoing premises, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor and Grantee do hereby covenant and agree as fo llows: 1. Access by Grantee. (a) Subject to Grantee's compliance with the terms and provisions of this Agreement, until the earlier to occur of(i) the Close of Escrow, (may be inconsistent with the 45 days in the agreement) or (ii) the earlier termination of this Agreement, Grantee and Grantee's agents, employees, contractors, representatives and other designees (herein collectively called "Grantee's Designees") shall have the right to enter upon the Property fbr the purpose of conducting the Due Diligence Activities. 1 11231-0260\2488066v1.doc ATTPV9-M F2NT 3 (b) Grantee expressly agrees as follows: (i) any activities by or on behalf of Grantee, including, without limitation, the entry by Grantee or Grantee's Designees onto the Property in connection with the Due Diligence Activities shall not damage the Property in any manner whatsoever or disturb or interfere with the rights or possession of any tenant on the Property, (ii) in the event the Property is altered or disturbed in any manner in connection with the Due Diligence Activities, Grantee shall immediately return the Property to the condition existing prior to the Due Diligence Activities, and (iii) Grantee, to the maximum extent allowed by law, shall indemnify, defend and hold Grantor harmless from and against any and all claims, liabilities, damages, losses, costs and expenses of any kind or nature whatsoever (including, without limitation, attorneys' fees and expenses and court costs) suffered, incurred or sustained by Grantor as a result of, by reason of, or in connection with the Due Diligence Activities or the entry by Grantee or Grantee's Designees onto the Property. Notwithstanding any provision of this Agreement to the contrary, Grantee shall not have the right to undertake any invasive activities or tests upon the Property, or any environmental testing on the Property beyond the scope of a standard "Phase I" investigation, without the prior written consent of Grantor of a workplan for such "Phase II" or invasive testing, which may be granted, denied or conditioned in Seller's sole and absolute discretion. If Grantor does not respond or reject any workplan within five (5) business days of Grantee's delivery of the written workplan proposal to Grantor pursuant to the notice provisions of this Agreement, then Grantor shall be deemed to have not approved the submitted workplan and Grantee may proceed with such testing. If Grantor rejects such proposed workplan in whole or in part, then this Agreement shall become null and void at the sole option of Grantee. If Grantee terminates this Agreement under the foregoing provision, then neither party shall have any further rights, duties and obligations. 2. Lien Waivers. Upon receipt of a written request from Grantor, Grantee will provide Grantor with lien waivers following completion of the Due Diligence Activities from each and every contractor, materialman, engineer, architect and surveyor who might have lien rights, in form and substance reasonably satisfactory to Grantor and its counsel. To the extent permitted by applicable law, Grantee hereby indemnifies Grantor from and against any claims or demands for payment, or any liens or lien claims made against Grantor or the Property as a result of the Due Diligence Activities. 3. Insurance. Prior to entry onto the Property, Grantee shall, and shall cause all of Grantee's Designees performing the Due Diligence Activities to, procure or maintain a policy of commercial general liability insurance issued by an insurer reasonably satisfactory to Grantor covering each of the Due Diligence Activities with a single limit of liability (per occurrence and aggregate)of not less than $1,000,000.00, and to deliver to Grantor a certificate of insurance and copy of additional insured endorsement naming Seller as named additional insured, evidencing that such insurance is in force and effect, and evidencing that Grantor has been named as an additional insured thereunder with respect to the Due Diligence Activities. Such insurance shall be maintained in force throughout the term of this Agreement. 4. Successors. To the extent any rights or obligations under this Agreement remain in effect, this Agreement shall be binding upon and enforceable against, and shall inure to the benefit of, the parties hereto and their respective heirs, legal representatives, successors and permitted assigns. 2 11231-0260\2488066v l.doc Page 113 5. Limitations. Grantor does not hereby convey to Grantee any right, title or interest in or to the Property, but merely grants the specific rights and privileges hereinabove set forth. 6. Notices. Whenever any notice, demand, or request is required or permitted under this Agreement, such notice, demand, or request shall be in writing and shall be delivered by hand, be sent by registered or certified mail, postage prepaid, return receipt requested, or shall be sent by nationally recognized commercial courier for next business day delivery, to the addresses set forth below the respective executions of the parties hereof, or to such other addresses as are specified by written notice given in accordance herewith, or shall be transmitted by facsimile to the number for each party set forth below their respective executions hereof, or to such other numbers as are specified by written notice given in accordance herewith. All notices, demands, or requests delivered by hand shall be deemed given upon the date so delivered; those given by mailing as hereinabove provided shall be deemed given on the date of deposit in the United States Mail; those given by commercial courier as hereinabove provided shall be deemed given on the date of deposit with the commercial courier; and those given by facsimile shall be deemed given on the date of facsimile transmittal. Nonetheless, the time period, if any, in which a response to any notice, demand, or request must be given and shall commence to run from the date of receipt of the notice, demand, or request by the addressee thereof. Any notice, demand, or request not received because of changed address or facsimile number of which no notice was given as hereinabove provided or because of refusal to accept delivery shall be deemed received by the party to whom addressed on the date of hand delivery, on the date of facsimile transmittal, on the first calendar day after deposit with commercial courier, or on the third calendar day following deposit in the United States Mail, as the case may be. 7. Assignment. This Agreement may not be assigned by Grantee. 8. Governing Law. This Agreement shall be construed, enforced and interpreted in accordance with the laws of the State of California. 9. Termination. This Agreement can be terminated by Grantor at any time and for any reason, or no reason, upon written notice from Grantor to Grantee. 10. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original, and all of such counterparts together shall constitute one and the same instrument. 11. No Recording of Agreement or Memorandum of Agreement. In no event shall this Agreement or any memorandum hereof be recorded in the Official Records of San Bernardino County, California, and any such recordation or attempted recordation shall constitute a breach of this Agreement by the party responsible for such recordation or attempted recordation. 3 1 1231-0260\2488066vl.doc Page 114 IN WITNESS WHEREOF, Grantor and Grantee have caused this Agreement to be executed and sealed, on the day and year first written above. GRANTOR: LIGHTNING PM, LLC By: 4, _ EDUARD A, President Address for notices: Lightning PM, LLC Eduardo & Sandra Soya 14767 Owen Street Fontana, California 92335-8001 Phone: %vq 4 11231-0260\2488066v1.doc Page 115 GRANTEE: CITY OF RANCHO CUCAMONGA, a municipal corporation By: Name: John Gillison Title: City Manager Attest: Janice C. Reynolds, City Clerk Address for notices: City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, California 91730 Attn: Jason Welday Phone: (909) 477-2700 email: Jason.Welday@cityofrc.us Copy to: Richards, Watson& Gershon 350 South Grand Avenue, 37th Floor Los Angeles, California 90071 Attn.: Regina N. Danner, Esq. Phone: (213) 626-8484 Fax: (213) 626-0078 email: rdanner@rwglaw.com 5 11231-0260\2488066v1.doc Page 116 CITY OF RANCHO CUCAMONGA $l DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Linda A. Troyan, MMC, City Clerk Services Director SUBJECT: Receive and File Commission/Committee/Board Attendance Report for 2020. (CITY) RECOMMENDATION: Staff recommends that the City Council receive and file the Commission/Committee/Board Attendance Report for 2020. BACKGROUND: At the December 15, 2017 City Council Meeting, the City Council adopted Resolution No. 17-120 establishing a meeting attendance policy for City Council appointed Boards, Commissions, and Committees. Attached is a copy of Resolution No. 17-120. ANALYSIS: In accordance with Resolution No. 17-120, a yearly attendance report is to be provided to the City Council each year. The yearly attendance report for 2020 is attached. FISCAL IMPACT: Not applicable. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: Not applicable. ATTACHMENTS: Attachment 1 - Resolution No. 17-120 Attachment 2 - Attendance Report Page 117 ATTACHMENT 1 RESOLUTION NO. 17-120 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CUCAMONGA, CALIFORNIA, ESTABLISHING A MEETING ATTENDANCE POLICY FOR CITY COUNCIL APPOINTED BOARDS, COMMISSIONS, COMMITTEES AND FOUNDATIONS WHEREAS, the City Council from time to time establishes Advisory Committees to the City Council to review certain community issues, solicit community input, and provide advisory recommendations to the City Council; and WHEREAS, the City of Rancho Cucamonga has an exceptional pool of talented residents that are willing to contribute their time and efforts on committees to help make their city a place to live, work and enjoy; and WHEREAS, the City Council appoints members to the following: the Community and Arts Foundation, Design Review Committee, Library Board of Trustees, Library Foundation Board, Planned Community Citizens Oversight Committee, Parks and Recreation Commission, Planning/Historic Preservation Commission, West Side Citizens Oversight Committee, and the Public Art Committee. WHEREAS, the City Council anticipates that members appointed to the City's Boards, Commissions, Committees and Foundations will make every reasonable effort to attend all meetings of their respective Boards, Commissions, Committees and Foundations, to be prepared to discuss matters on their respective agendas. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RANCHO CUCAMONGA, HEREBY RESOLVES, City Boards, Committees, Commissions and Foundations appointed by the City Council adhere to the following meeting attendance policy: Attendance Requirements 1. A Board, Commission, Committee or Foundation member shall be required to attend 66% percent of regularly scheduled meetings during a calendar year. For persons not serving for an entire calendar year, the 66% attendance requirement shall apply to meetings held during the portion of the year during which the person served. 2. A member of a Board, Commission, Committee or Foundation absent from 33% or more of the regularly scheduled meetings of such body, in a calendar year, may be terminated by the City Council. 3. Absence rates will be calculated based on a one-year period, beginning on January 1 st of each year and ending on December 31 st of the following year. 4. If a member arrives more than 30 minutes after the start of a meeting, they will be counted as absent for purposes of attendance at the meeting 5. A Member who cannot attend a Regularly Scheduled Meeting is required to inform the Board, Commission, Committee or Foundation staff liaison 48 hours prior to the meeting, except in emergency situations. RESOLUTION NO. 17-120 - Page 1 of 3 6. When an absence by a member occurs after the posting of the agenda, which results in lack of a quorum and therefore, cancellation of the meeting, the attendance of Boards, Commissions, Committees and Foundations for the noticed meeting will be recorded on the attendance report, noting who could or could not have made the meeting. Leaves of Absence for Members. 1. Any member who feels that unique circumstances (family or medical reasons) may lead to numerous absences, can request a leave of absence. 2. The member must submit to the City Clerk a request for a leave of absence. 3. Members may request a leave of absence from the position for up to 6 months in a 12-month period. Attendance Reports Required Annually. 1. Department Director or staff liaisons to appointed Boards, Commissions, Committees and Foundations shall monitor attendance requirements for non-compliance and send a letter to any member who is in danger of violation of the attendance requirement, asking them to be mindful of said requirement. 2. In December of each year, the secretary for each Board, Commission, Committee or Foundation shall prepare a written report of attendance, noting the number of meetings attended, regular and special meetings, meetings missed, and a delineation of 33% percent or more absences of members for the calendar year. The report shall be delivered to the City Clerk no later than December 30th of each year. The City Clerk shall forward the report to the Mayor and City Councilmembers in January. 3. Prior to the annual attendance report being submitted for City Council review, the Department Director or liaison shall provide the report to each Board, Commission, Committee and Foundation for review and comment. 4. All applicants for Boards, Commissions, Committees and Foundations shall be notified prior to City Council appointment regarding time requirements for serving and this policy regarding removal. PASSED, APPROVED, AND ADOPTED this 2011 day of December 2017. RESOLUTION NO. 17-120 - Page 2 of 3 PASSED APPROVED AND ADOPTED this 20th day of December 2017. r Den s Michael, ayor ATTEST: Linda A. oyan, City Clerk Services Director STATE OF CALIFORNIA ) COUNTY OF SAN BERNARDINO ) ss CITY OF RANCHO CUCAMONGA ) I, LINDA A. TROYAN, City Clerk Services Director of the City of Rancho Cucamonga, do hereby certify that the foregoing Resolution was duly passed, approved, and adopted by the City Council of the City of Rancho Cucamonga, at a Regular Meeting of said Council held on the 2011 day of December 2017. AYES: Alexander, Kennedy, Michael, Spagnolo, Williams NOES: None ABSENT: None ABSTAINED: None Executed this 21s'day of December 2017 at Rancho Cucamonga, California. a . Troyan, City Clerk Services Director RESOLUTION NO. 17-120- PAGE 3 OF 3 ATTACHMENT 2 CITY OF RANCHO CUCAMONGA COMMISSION/COMMITTEE/BOARD ATTENDANCE REPORT (Appointed by R.C. City Council) 4Pa�a° January 2020—December 2020 LEGEND U e V � °7° Color r a 75-100 Green 50-74 Yellow "'dci� Amw 0-49 LIBRARY BOARD OF TRUSTEES Meeting Attendance- 01/2020- 12/31/20 The Library Board of Trustees is an administrative board with oversight of the Archibald Library and Paul A. Biane Library as defined in the California State Education Code. Name Term I #Mtgs Attend Absent % Comment Christine DeVries 08/2014- 9 8 1 89 06/2023 Janet Temkin 10/2010- 9 8 1 89 6/2023 Luella Hairston 10/2007- 9 9 0 100 6/2021 Mary Hannah 10/2017- 9 9 0 100 6/2021 Kristen Murrieta- 12/2018- 9 8 1 89 Morales 6/2021 COMMUNITY PARKS AND LANDSCAPE COMMITTEE Meeting Attendance- 01/2020 - 12/31/20 The purpose of the Committee is to provide oversight of the revenues received from properties located within certain districts through the review of annual financial audits for any district that is mandated to have oversight from the Committee, and to communicate with property owners regarding how their community parks and landscaping are maintained and funded. The Committee shall have oversight of LMDs 1, 2,4-R, 6-R, and 7, SLID 2, and PD-85. Name Term #Mtgs Attend Absent % Comment David DeMauro 3/2016-6/2022 2 2 0 100 Jaime Garcia 1/2015- 1/2023 2 1 1 50 Denise Garzaro 6/2018-6/2022 2 2 0 100 Velma Gilbert 3/2016-4/2024 2 2 0 100 Otis Greer 2/2018-2/2022 2 1 1 50 812019 81202� 2 2 0 4,00 Resigned in 2020 TheFesa BreRRan 3/2016_4/202 2 4 4- 00 Resigned in 2020 April McAllaster 8/2019-8/2023 2 2 0 100 Lisa Morgan-Perales 8/2019-8/2023 2 1 1 50 Absence- Personal Reason Dave Terry 8/2019-8/2023 2 2 0 100 Page 121 CITY OF RANCHO CUCAMONGA COMMISSION/COMMITTEE/BOARD ATTENDANCE REPORT (Appointed by R.C. City Council) 4Pa�a° January 2020—December 2020 LEGEND U e V � °7° Color r a 75-100 Green 50-74 Yellow "'dci� Amw 0-49 PLANNING/HISTORIC PRESERVATION Meeting Attendance—01/2020 - 12/31/20 COMMISSION The Planning Commission's role is to review and make decisions on various land use applications such as, but not limited to, Conditional Use Permits, Development/Design Reviews, Entertainment Permits, Subdivisions (tentative tract and tentative parcel maps), and Variances.The Commission also makes recommendations to the City Council regarding amendments to the General Plan, Development District/Zoning, and the Development Code. They will also review and make recommendations on new ordinances, land use determinations, and other matters of public interest. Name Term #Mtgs Attend Absent % Comment Tony Guglielmo 12/2017-12/2021 19 19 0 100 Francisco Oaxaca 12/2009-12/2021 19 18 1 95 9/9/20 Absent-Personal Reason Bryan Dopp 11/2018-12/2023 19 19 0 100 Tony Morales 11/2019-12/2021 19 19 0 100 Diane Williams 11/2019-12/2023 19 18 1 95 2/12/20 Absent- Personal Reason PUBLIC ART COMMITTEE Meeting Attendance—01/2020 - 12/31/20 The duties of the Public Art Committee are to advise the City Council regarding the selection, purchase, placement, and maintenance of art installed by the City or on City property, and expenditures from the City of Rancho Cucamonga Public Art Trust Fund. Name Term #Mtgs Attend Absent % Comment LiRda Bryan 1 212017_nn ionon 4- 4- 0 a-W es+gaed Bryan Dopp 02/2019-02/2021 7 7 0 100 Jayme Leslie 12/2019-12/2021 7 7 0 100 John L. Machado 12/2017-12/2021 7 6 1 86 Absence-Personal Reason Leslie Matamoros 12/2017-12/2021 7 7 0 100 Paula Pachon 07/2020-02/2021 3 3 0 100 Appointed 07/2020 Page122 CITY OF RANCHO CUCAMONGA qw--001 $ 6AAA I DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Anne McIntosh, AICP, Planning Director David F. Eoff IV, Senior Planner Vincent Acuna, Associate Planner SUBJECT: Consideration of a Resolution Adopting the Policies and Procedures Manual for the Transfer of Development Rights (TDR) Program and Naming the City of Rancho Cucamonga as the TDR Authority, as Outlined in the Etiwanda Heights Neighborhood Conservation Plan. (RESOLUTION NO. 2021-009) (CITY) RECOMMENDATION: Staff recommends that the City Council adopt Resolution No. 2021-009 approving the policies and procedures manual for the Transfer of Development Rights (TDR) program and naming the City of Rancho Cucamonga as the TDR Authoerity, as outlined in the Etiwanda Heights Neighborhood Conservation Plan. BACKGROUND: In 2019, the City Council adopted the Etiwanda Heights Neighborhood & Conservation Plan (EHNCP). The EHNCP is divided into two areas: Rural/Conservation Area and the Neighborhood Area. This was done by design to align with the City's long-time vision for extensive conservation of the alluvial fans, foothills, and drainage areas that border the City to north, while enabling and supporting high quality, complete, walkable neighborhoods with a range of housing opportunities within the foothill area. One significant component of the EHNCP that is designed to regulate and preserve the conservation area is the Transfer of Development Rights (TDR) program. This program is intended to encourage the preservation of land within the Rural/Conservation Area by allowing the transfer of the value of the development rights to the Neighborhood Area. Section 7.4 of the Specific plan includes detailed information on the purpose and background of the TDR program as well as step-by-step procedures for determining the density transfer and completing the TDR process. The TDR program was adopted as part of the overall EHNCP approval, making it open to participation. The program is administered and monitored by the TDR Authority, which manages and facilitates the TDR transfer process between the Rural/Conservation Area and the Neighborhood Area, determines the density transfer value, and more. To formally establish the TDR Authority, the City Council must adopt a resolution naming the City as the TDR Authority. Additionally, The City Council must formally adopt a Policies and Procedures manual, that will provide a step-by-step process for administering the TDR program. Page123 ANALYSIS: In Section 1.5 of the EHNCP, Guiding Principles, one objective for conservation of the Rural/Conservation Area was that new development must make preservation of natural landscapes feasible and fiscally self-sustaining. The Specific Plan has been developed with this in mind to enable enough development of new residential units and sales tax-generating retail and restaurants in the Neighborhood Area, and through the process of transferring development rights. The process of transferring development rights outlined in Section 7.4 allows a privately-owned property in the Rural/Conservation Area to voluntarily sever the right of residential development associated with land ownership from the land itself and other property rights, and convert it into a marketable commodity, allowing the transfer of the value of the residential development rights to the Neighborhood Area, in exchange for financial or other negotiated compensation. The value of the residential development rights subject to transfer would be determined by appraisal based upon the maximum density allowed on the property based on the regulating zone, slopes, and other environmental constraints. The TDR program requires that the owners of Rural/Conservation Area privately-owned property, also known as the"Sending Property", be fully compensated for the residential development rights being severed and all cost of participation in the TDR program. These costs are the responsibility of the builder who is proposing to increase the number of units within the Neighborhood Area, also known as the "Receiving Property". A multiplier will be used to balance the difference in values between the sending property and the value to the proposed receiving property based on the residential product type the receiving property wishes to add. Although the TDR program is designed to transfer additional units from the Rural/Conservation Area to the Neighborhood Area, the Specific Plan's total yield would not be allowed to exceed the maximum number of 3,000 residential units. This max of 3,000 units includes the potential number of units that could be transferred from the Rural/Conservation Area of the EHNCP. The receiving site is required to demonstrate the additional transfer units can be incorporated into the Neighborhood Area while still meeting the development standards and regulations of the EHNCP. The process requires various steps and the exchange of various documents. The TDR Authority's responsibility is to manage this process from start to finish and provide relevant information throughout each step with the help of a Policies and Procedures Manual. This manual will provide details on each step, information on all of the relevant documents that require approval, recording, escrow verification, among others, and will provide transparency on the process for the sending property and receiving property. Furthermore, establishing the City as the TDR Authority will ensure the process is managed efficiently and adequate tracking is maintained. FISCAL IMPACT: At the time of adoption of the EHNCP, the Fiscal Impact after full buildout was determined not to create any new tax burdens on existing residents. The TDR program, as part of the EHNCP, was included in this analysis. The recommendation to name the City as the TDR Authority will not alter the fiscal impact of the EHNCP, however, the City's role as the TDR Authority will require staff time for monitoring and administering the program and assisting participants throughout the process. All financial transactions through the TDR program are private transactions between the Rural/Conservation Area property owner and the potential Builder/Receiving Site in the Neighborhood Area. An application fee for participation in the TDR program will be required to cover the administrative costs for City/TDR Authority staff time. Page 2 Page124 COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: The TDR program as part of the Etiwanda Heights Neighborhood Conservation Plan does not achieve a specific City Council 2021 goal, however it does meet the City Council core value of promoting and enhancing a safe and healthy community for all. The EHNCP and TDR program will help ensure conservation of open space while providing opportunity for high quality residential neighborhoods that include a range of housing options focused on walkability, and healthy lifestyles. ATTACHMENTS: Attachment 1 — Resolution No. 2021-009 Page 3 Page 125 ATTACHMENT - 1 RESOLUTION NO. 2021-009 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CUCAMONGA, CALIFORNIA, ADOPTING THE POLICIES AND PROCEDURES MANUAL FOR THE TRANSFER OF DEVELOPMENT RIGHTS (TDR) PROGRAM AND NAMING THE CITY OF RANCHO CUCAMONGA AS THE TDR AUTHORITY, AS OUTLINED IN THE ETIWANDA HEIGHTS NEIGHBORHOOD CONSERVATION PLAN A. Recitals. WHEREAS, On October 2, 2019, the City Council certified the Environmental Impact Report and adopted the Etiwanda Heights Neighborhood Conservation Plan (EHNCP), which allows for the conservation and preservation of open space within the Rural/Conservation Area of the plan and development opportunity for high quality neighborhoods within the Neighborhood Area of the plan, and WHEREAS, The EHNCP includes Section 7.4, which provides a program known as the Transfer of Development Rights (TDR), which allows the transfer of the value of the development rights from the Rural/Conservation Area to the Neighborhood Area, and WHEREAS, The TDR program is designed to help regulate and preserve the conservation area by incentivizing property owners within the Rural/Conservation Area to sever the development rights and transfer them to potential builders within the Neighborhood Area, and WHEREAS, The TDR Program is managed and monitored by the TDR Authority, and WHEREAS, The TDR program process and requirements are outlined in the TDR Policies and Procedures Manual, which is also managed and maintained by the TDR Authority, and WHEREAS, The City Council desires to formally name the City of Rancho Cucamonga as the TDR Authority, and WHEREAS, On February 17, 2021, the City Council of the City of Rancho Cucamonga reviewed the information provided at a regular scheduled City Council Meeting. WHEREAS, All legal prerequisites prior to the adoption of this Resolution have occurred. B. Resolution. NOW, THEREFORE, it is hereby found, determined, and resolved by the City Council of the City of Rancho Cucamonga as follows: Resolution No. 2021-009 - Page 1 of 2 Page 126 1. This City Council hereby specifically finds that all of the facts set forth in the Recitals, Part A, of this Resolution are true and correct. 2. Based upon the substantial evidence presented to the City Council during the above- referenced meeting on February 17, 2021, including written and oral staff reports, the City Council hereby specifically finds as follows: a. The City of Rancho Cucamonga shall formally be named the TDR Authority, responsible for managing and monitoring the TDR program with the use of the established Policies and Procedures manual, as outlined in the adopted Etiwanda Heights Neighborhood Conservation Plan. 3. Pursuant to the California Environment Quality Act (CEQA), an Environmental Impact Report was certified by the City Council on October 2, 2019 (SCH No. 2017091027) for the Etiwanda Heights Neighborhood & Conservation Plan, which included the TDR Program. Formally naming the City as the TDR Authority will not cause or create any additional significant impacts that were not analyzed in the certified EIR. Therefore, no further environmental review is required. 4. In order to effectuate and administer the TDR Program, the City Manager shall have the authority on behalf of the City and the TDR Authority to: (i) negotiate and make non-substantial changes to the forms of the TDR Program Documents for particular TDR transactions; (ii) issue all consents and approvals under, and execute, TDR Program Documents on behalf of the TDR Authority (City); and (iii) enter into non-substantial amendments of executed TDR Program Documents. 5. Based upon the findings and conclusions set forth in paragraphs 1, 2, 3, and 4 above, this City Council hereby approves this Resolution, naming the City of Rancho Cucamonga as the TDR Authority and establishing the Policies and Procedures Manual for the TDR program. 6. The City Clerk shall certify to the adoption of this Resolution. PASSED, APPROVED, AND ADOPTED THIS 17TH DAY OF FEBRUARY 2021 Resolution No. 2021-009 - Page 2 of 2 Page 127 2/17/2021 ITEM F1 -ADDITIONAL MATERIAL - REVISED RESOLUTION NO. 2021-009 CITY OF RANCHO CUCAMONGA DATE: February 17, 2021 MEMORANDUM TO: Mayor and Members of the City Council (Planning Department) FROM: John R. Gillison, City Manager BY: Anne McIntosh, AICP, Planning Director David F. Eoff IV, Senior Planner Vincent Acuna, Associate Planner SUBJECT: Revisions to Resolution No. 2021-009 for Consideration of Adoption of the Policies and Procedures Manual for the Transfer of Development Rights (TDR) Program and Naming the City as the TDR Authority At the February 17, 2021 City Council meeting, the City Council will consider the adoption of Resolution No. 2021-009 approving the Policies and Procedures Manual for the Transfer of Development Rights (TDR) Program and naming the City of Rancho Cucamonga as the TDR Authority. The item is listed on the agenda as F1 under Administrative Hearings. Resolution No. 2021-009 has been modified with the following changes, as recommended by the City Attorney's Office: • Section 13.2. Clarity on the City Council's approval of the Policies and Procedures Manual and the role of City Staff to administer the TDR Program. • Section 13.3. A list of all the transactional documents that are part of the Policy and Procedures Manual and stating the requirement for them to be used for participation/completion of the TDR program. • Section B.4. Revised statement establishing the City as the TDR Authority under the Etiwanda Heights Neighborhood Conservation Plan (EHNCP), Policies and Procedures and Manual, and the TDR Program documents. • Section 13.5. Clarity on the City's responsibility to manage and monitor the TDR program, and the City Manager's authority to administer and effectuate the TDR Program. • Section 13.6. Clarity on the City Manager's authority to modify the Policies and Procedures Manual and any of the transactional documents as long as they are consistent with the EHNCP, and issue all consents/approval and execute all documents on behalf of the TDR Authority. The updated Resolution No. 2021-009 is attached along with the Policies and Procedures Manual and the associated TDR (transactional) documents. Page 1 of 1 ATTACHMENT - 1 RESOLUTION NO. 2021-009 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CUCAMONGA, CALIFORNIA, ADOPTING THE POLICIES AND PROCEDURES MANUAL FOR THE TRANSFER OF DEVELOPMENT RIGHTS (TDR) PROGRAM AND NAMING THE CITY OF RANCHO CUCAMONGA AS THE TDR AUTHORITY, AS OUTLINED IN THE ETIWANDA HEIGHTS NEIGHBORHOOD CONSERVATION PLAN A. Recitals. WHEREAS, On October 2, 2019, the City Council certified the Environmental Impact Report and adopted the Etiwanda Heights Neighborhood Conservation Plan (EHNCP), which allows for the conservation and preservation of open space within the Rural/Conservation Area of the plan and development opportunity for high quality neighborhoods within the Neighborhood Area of the plan, and WHEREAS, The EHNCP includes Section 7.4, which provides a program known as the Transfer of Development Rights (TDR), which allows the transfer of the value of the development rights from the Rural/Conservation Area to the Neighborhood Area, and WHEREAS, The TDR program is designed to help regulate and preserve the conservation area by incentivizing property owners within the Rural/Conservation Area to sever the development rights and transfer them to potential builders within the Neighborhood Area, and WHEREAS, The TDR Program is managed and monitored by the TDR Authority, and WHEREAS, The TDR program process and requirements are outlined in the TDR Policies and Procedures Manual, which is also managed and maintained by the TDR Authority, and WHEREAS, The City Council desires to formally name the City of Rancho Cucamonga as the TDR Authority, and WHEREAS, On February 17, 2021, the City Council of the City of Rancho Cucamonga reviewed the information provided at a regular scheduled City Council Meeting. WHEREAS, All legal prerequisites prior to the adoption of this Resolution have occurred. B. Resolution. NOW, THEREFORE, the Rancho Cucamonga City Council does hereby find, determine, conclude, and resolve as follows: Resolution No. 2021-009 - Page 1 of 2 1. This City Council hereby specifically finds that all of the facts set forth in the Recitals, Part A, of this Resolution are true and correct. 2. The City Council adopts the TDR Policies and Procedures Manual attached hereto as Exhibit A. City Staff shall administer the TDR Program substantially in accordance with the EHNCP and the TDR Policies and Procedures Manual. In the event of any conflict between the EHNCP and the TDR Policies and Procedures Manual, the terms of the Specific Plan shall prevail. 3. Included as part of the TDR Policies and Procedures Manual and identified in Exhibit A are the following forms of transaction documents ("TDR Program Documents") to be used for the TDR Program: (i) Policies and Procedures Manual; (ii) TDR Application Form; (iii) Application Checklist; (iv) TDR Qualification Report; (v) TDR Certification; (vi) TDR Receiver Site Willingness to Pay Offer; (vii) Letter of Intent to Issue TDR Credits Certificate (viii) Use Restriction Template; (ix) Purchase and Sale Agreement Template; (x) City Escrow Instructions; (xi) TDR Credits Certificate; and (xii) Qualified Appraisers List. 4. The City is designated and established as the "TDR Authority" under the EHNCP, Policies and Procedures Manual, and the TDR Program Documents. 5. As the TDR Authority, the City is responsible for administering, managing and monitoring the TDR Program in accordance with the ENHCP and the Policies and Procedures Manual. To that end, the City Manager shall have the authority to administer and effectuate the TDR Program and do all things necessary or convenient to administer and effectuate the TDR Program. 6. In order to effectuate and administer the TDR Program, the City Manager shall have the authority on behalf of the City and the TDR Authority to: (i) Modify the TDR Policies and Procedures Manual, provided such modifications are consistent with the EHNCP; (ii) negotiate and make non-substantial changes to the forms of the TDR Program Documents for particular TDR transactions; (iii) issue all consents and approvals under, and execute, TDR Program Documents on behalf of the TDR Authority (City), and (iii) enter into non-substantial amendments of executed TDR Program Documents. 7. The City Clerk shall certify to the adoption of this Resolution. PASSED, APPROVED, AND ADOPTED THIS 17TH DAY OF FEBRUARY 2021 Resolution No. 2021-009 - Page 2 of 2 ETIWANDA HEIGHTS NEIGHBORHOOD & CONSERVATION PLAN CONSERVATION INCENTIVE TRANSFER OF DEVELOPMENT RIGHTS PROGRAM Policies and Procedures Manual Table of Contents 1. OVERVIEW A. Introduction B. Purpose and Intent of the TDR Program 2. DEFINITIONS 3. TDR AUTHORITY A. Purpose B. TDR Authority Expenditure and Purchase Authorization C. Administration of TDR Authority D. Purchase and Sale of TDR Credits (TDRCs) by the TDR Authority 4. SENDING AND RECEIVING SITES A. Designation of Sending Sites and Receiving Sites B. Sending Site Application: calculation, valuation, certification, notification, conversion, and use of development rights 1) Application 2) Calculation of Development Rights 3) Valuation of Valuation Rights 4) Sending Site Property Owner Approval and Submittal of Appraisal for TDR Authority Review 5) TDR Certification and Notification 6) Willingness to Pay Offer 7) TDR Transfer Ratio Determination 8) Purchase Process C. Receiving Site— Use of TDRCs—Standards, Applications and Procedures 1) Standards for Transferring Development Rights to a Receiving Site 2) Applicability 3) Use 4) Limitations 5) Application Process and Procedures for Using TDRs i. Application ii. Using TDR Credits iii. Additional Sheet Map iv. Release of Ownership of TDRC Certification EXHIBITS A. Form of TDR Application: Request for Transfer of Development Rights (TDR) Certification B. Form of TDR Application: Transfer of Development Rights (TDR) Checklist C. Form of TDR Qualification Report D. Form of Transfer of Development Rights (TDR) Certification E. Form of TDR Receiver Site—Willingness to Pay Offer Application F. Form of Intent to Issue a Transfer of Development Right Credit(s) Certificate G. Form of Use Restriction Agreement H. Form of Development Rights Purchase and Sale Agreement I. Form of City/TDR Authority Escrow Instructions J. Form of Transfer of Development Rights Credit(s) Certificate Chapter One: Overview A. Introduction The Etiwanda Heights Neighborhood & Conservation Plan ("EHNCP") was adopted by the City Council on October 2, 2019. Section 7.4 of the EHNCP sets forth the conceptual framework for the Conservation Incentive TDR Program (TDR Program). The TDR Program provides for the transfer of residential development rights from privately-owned properties in the Rural/Conservation Area (RCA) to the Neighborhood Area when residential development rights are voluntarily extinguished from privately-owned RCA property. This manual provides additional details on how the TDR Program will be implemented. B. Purpose and Intent of the TDR Program The provisions of this Policies and Procedures Manual implements the TDR Program established by the EHNCP by providing the policies and procedures for the transfer of development rights value from properties in the EHNCP's RCA to receiving properties within the EHNCP's Neighborhood Area. Consistent with applicable EHNCP's goals, policies and programs, the objectives of the TDR Program are to: a. Provide an effective and predictable incentive process for property owners to protect and preserve open space, environmentally sensitive areas, and rural and resource lands. b. Allow opportunities for increased density in specific designated parts of the EHNCP that are best suited to accommodate urban densities with the least impacts to the environment and public services. c. Promote development consistent with the City's vision and goals and the General Plan as set forth in the EHNCP. d. Allow the transfer of development rights: i. Between private and public parties through the sale of development rights from a qualified Sending Site property owner to a qualified Receiving Site property owner; and ii. Between the City acting as the TDR Authority and a Sending Site property owner, by purchasing TDRs from qualified Sending Sites and holding them for sale at a later date for an applicant for use on a qualified Receiving Site. Chapter Two: Definitions Following are specific definitions for key words, terms and phrases used in the TDR Program: Appraised Development Rights Value. The market value of the development rights proposed to be severed from the Sending Site as determined by an appraisal. The market value of the severed Development Rights is determined by applying the "before and after" appraisal methodology. Baseline Density. The maximum number of dwelling units allowed on the Receiving Site under the EHNCP without the use of Transfer of Development Credits. Before and After Appraisal Method. The market value of the property is determined first by a highest and best use analysis of the unencumbered property, and then again with the property encumbered by the use restriction. The fair market value of the development rights being severed is equal to the difference between the fair market value of the property before the granting of the use restriction and the fair market value of the encumbered property after the granting of the use restriction. Building Types. Building Forms and lot patterns allowed within the EHNCP Plan Area. These types vary in lot sizes, building size, configuration, and placement. See EHNCP Chapter 5.4 Certified TDR Application Costs. Costs incurred by a Sending Site applicant which have been documented and verified by the TDR Authority. These costs include the TDR Application Fee, Title Report Cost, and Appraisal Fee. Conservation Management Endowment Contribution. The dollar amount required to be contributed to a non-wasting endowment fund which will pay for the on-going costs to monitor, maintain, and manage the deed restricted property wherein the development rights were severed. Development Credit. The right to construct one additional residential dwelling unit of the type specifically noted on the Transfer of Development Rights Credit(s) Certificate above the baseline residential density established in Table 5.3 of the EHNCP. Development Right. One of the rights associated with land ownership that entitles a landowner to develop his property in compliance with the General Plan and zoning regulations. For purposes of this Program, the development rights subject to the TDR Program are limited the rights to build residential units on the property. TDR. The acronym for Transfer of Development Rights. TDR Authority. The City in its capacity as the administrator of the TDR Program described herein. The City established the name "TDR Authority" in a resolution. TDR Certification. A document issued by the TDR Authority to the Sending Site property owner acknowledging that the Sending Site is certified for development rights acquisition under the TDR Program. The certification depicts the development rights proposed to be severed and its Appraised Development Rights Value, Certified TDR Application Costs, and required Conservation Management Endowment Contribution, the total of which is the dollar amount in which the TDR Authority shall use to establish the number of Transfer of Development Credits for a specific TDR Receiving Site. TDR Qualification Report. A document issued by the Planning Director or his/her designee which states the number of residential units which could be developed on the Sending Site based on evaluation of publicly available site constraint information and zoning requirements (Site Information Sheet). The development rights stated in this document shall be the basis of the development rights appraisal. TDR Sending Value. The aggregate total of: 1) the Appraised Development Rights Value as stated in the approved appraisal; 2) the applicant's Certified Application Costs; and 3) the Conservation Management Endowment Contribution. The TDR Sending Value is documented in the TDR Certification. TDR Transfer Ratio Determination ("TDR Value Equalization/Balancing"). An action of the TDR Authority, converting the Development Rights from a Certified Sending Site into a specific number and type of TDR Development Credits which has a value approximately equal to the TDR Sending Value. Transfer of Development Rights Credit(s) Certificate. A document issued by the TDR Authority which grants one or more Development Credits of specified type(s) which can be used for specific additional dwelling unit(s) in excess of the base residential density established in Table 5.3 of the EHNCP. The TDR Credit(s) Certificate is recorded on the title of the Receiving Site at the close of escrow. Receiving Site. A privately or publicly-owned property in the Neighborhood Area of the EHNCP where it has been determined that existing and planned urban services and infrastructure can accommodate additional development with the purchase of Transfer of Development Rights Credits. TDR Receiving sites and the amounts and types of TDR Dwellings allowed are identified and designated in the EHNCP on Table 5.3. Sending Site. A privately or publicly-owned property in the Rural Conservation Area of the EHNCP where it has been designated as a Sending Site where, at the landowner's discretion, the underlying development rights of which may be severed, and sold upon review and approval of the TDR Authority. Use Restriction Agreement. A voluntary, legal deed restriction recorded on the title to the property that severs in perpetuity the right to develop dwelling unit(s) on said property as described, in order to protect resources from the impacts of residential development. The restriction may include all or part of a parcel. The property itself may remain in private ownership. Chapter Three:TDR Authority A. Purpose The purpose of establishing the "TDR Authority" is to facilitate the purchase and sale of development rights. The role and actions of the TDR Authority shall include the following: a. TDR Authority shall facilitate the sale of development rights between private parties and may act as a market maker, if needed. b. The TDR Authority may acquire development rights from any designated Sending Site. c. Development rights purchased from the TDR Authority may only be used on Receiving Sites in the City. TDR development rights purchased by the TDR Authority through the outright purchase of a Sending Site, or through the purchase of only the development rights from a Sending Site, may be retained by the TDR Authority indefinitely. d. Development rights may be sold to an applicant for a land use development project at designated Receiver Sites within the City for the immediate use of TDR Credits in conjunction with a development project. B. TDR Authority Expenditure and Purchase Authorization The TDR Authority may accept donations of development rights from qualified TDR Sending Sites. a. The TDR Authority may use funds from the sale of TDR Authority-owned TDRCs to facilitate development rights transfers. These expenditures may include, but are not limited to: establishing and maintaining Internet web pages; marketing certified TDR sending sites; procuring title reports, appraisals, and land residual studies; and reimbursing the costs incurred by City departments for administering the TDR Authority fund and executing development rights purchases and sales. b. All proceeds from the sale of TDR Credits owned by the TDR Authority shall be available to facilitate development rights transfers and for acquisition of additional development rights, or returned to the fund from which the original TDR purchase was made. C. Administration of TDR Authority a. The City Manager is authorized to administer the TDR Authority, including but not limited to: 1. Manage the TDR Authority fund; 2. Authorize and monitor expenditures; 3. Administer development rights purchases and sales, and issue Letters of Intent to Issue TDRC Certificates; 4. Conduct Developer Willingness To Pay studies and negotiations; 5. Make TDR Transfer Ratio Determinations; 6. Execute and accept Use Restriction Agreements and Conservation Easements; 7. Issue TDR Development Credit(s) Certificates; and 8. Providing periodic summary reports of the TDR Authority's activities to the City Council. b. The TDR Authority and the Planning Department shall keep records of the dates, amounts and locations of: 1. TDR Qualification Reports issued. 2. Sending Sites issued a TDR Certification; 3. TDR Transfer Ratio Determinations; 4. TDR Development Credit(s) Certificates issued; and 5. TDR Development Credit(s) Certificates used. D. Purchase and Sale of TDR Credits (TDRCs) by the TDR Authority a. Sale of TDRCs by the TDR Authority. The TDR Authority shall evaluate the purchase offer to ensure consistency with the following criteria: 1. Development Rights Credits sold by the TDR Authority shall be disposed of in a manner that serves an identifiable public purpose, provides a public benefit, or ensures that adequate monetary or in-kind consideration is received in exchange thereof. Development Rights Credits shall not be disposed of by the TDR Authority in any manner that affects a gift of public funds or public property as set forth in the California Constitution, Article XVI, § 6. 2. The TDRs shall be purchased for use on designated Receiving Site(s). b. Purchase of TDRCs through the TDR Authority. All offers to purchase Development Rights Credits from the TDR Authority shall be in writing, and shall include: the number and type of Development Rights Credits to be purchased; proposed purchase price; and the required date or dates for completion of the sale. The sale shall be completed within one year of the date the TDR Authority received the purchase offer, or the offer to sell the TDR Credits may be withdrawn at the sole discretion of the TDR Authority. Payment for purchase of Development Rights Credits from the TDR Authority shall be in full at the time the Development Rights Credits are transferred, unless otherwise authorized by the TDR Authority. c. Sales of TDR Credits. All sales of TDR Credits owned by the TDR Authority shall be approved by the City Council. Chapter Four: Sending and Receiving Sites A. Designation of Sending Sites and Receiving Sites Sending Sites and Receiving Sites are established based on their ability to meet the purpose and intent of the EHNCP, and are designated and identified in the EHNCP. a. Designation — Sending Sites. The privately- and publicly-owned properties in the Rural Conservation Area of the EHNCP have been designated as Sending Sites where the underlying residential development rights to which, at the landowner's discretion, may be severed and sold upon review and approval of the TDR Authority. b. Designation — Receiving Sites. The privately- or publicly-owned property in the Neighborhood Area of the EHNCP has been designated as Receiving Sites. Existing and planned urban services and infrastructure in the Neighborhood Area can accommodate additional TDR Dwellings beyond the Baseline Density. TDR Receiving Sites and the amounts and types of TDR Dwellings allowed are identified and designated in the EHNCP in Table 5.3. B. Sending Site Application: calculation, valuation, certification, notification, conversion, and use of development rights a. Qualifying a Sending Site for the Transfer of Development Rights Program. 1. Application. In order to sell Transfer Development Rights, the Rural Conservation Area property owner must submit the following: i. TDR Application: Request For Transfer of Development Rights (TDR) Certification to the TDR Authority. This application requests certification of the property as a TDR Sending Site, and that the City conduct a site evaluation and issue a TDR Qualification Report. (See Attached: Exhibit A — Form of TDR Application; and Exhibit B— Form of TDR Application Checklist) ii. A legal description of the Sending Site; iii. A preliminary title report no older than six months concerning the property. The title report shall include the Assessors map or maps of the Sending Site; iv. A drawing showing any area already subject to a conservation easement or other similar encumbrance. v. Payment of the application fee as set forth in City's Fee Schedule. vi. Site Survey. For parcels which are not vacant or intend to retain one or more development rights associated with the parcel, a Site Survey shall be required. Said Site Survey shall depict the following: existing dwelling units; nonresidential structures; roads, driveways and floodways; the delineation of any sensitive habitat areas and their buffers; and the potential developable site area. No Site Survey is required for parcels intending to transfer the development rights of the entire parcel. The Responsibility for preparing a completed application rests exclusively with the applicant. 2. Calculation of Development Rights i. The Planning Director or his/her designee shall review the application, the Preliminary Title Report (PTR), publicly available site constraint information, and zoning information (Site Information Sheet) and calculate the number of residential units which could be developed on the Sending Site. A TDR Qualification Report containing this information shall be prepared and issued to the applicant within 30 days of the date of submittal of a completed Sending Site certification application. (See Attached: Exhibit C — Form of TDR Qualification Report) 3. Valuation of Development Rights i. Upon receipt of the TDR Qualification Report, the applicant shall have the Development Rights proposed to be severed from the property appraised. The applicant shall select an appraiser from the TDR Authority's list of qualified development rights appraisers. The applicant shall provide the appraiser the TDR Qualification Report containing the Site Information Sheet and the Preliminary Title Report (PTR), and a copy of the Form of Use Restriction Agreement for use in preparing the appraisal. ii. Appraisal. The value of the development rights proposed to be severed shall be determined by having the property appraised using the "Before and After" methodology. The appraisal shall be in the format of a self-contained report as defined by the Uniform Standards of the Professional Appraisal Practices as published by the Appraisers Standards Board of the Appraisal Foundation. The appraisal shall be valid for one year. Evidence shall be submitted with the appraisal to demonstrate that proper procedures and standards were followed for a self-contained report and that under those standards the appraisal is valid. The appraisal shall provide an opinion of the unencumbered value of the property, and the value of the property which would remain upon removal of the severed development rights. The appraisal shall specifically note the value of the severed development rights which is equal to the difference between the fair market value of the property before the granting of the Use Restriction Agreement, and the fair market value of the encumbered property after the granting of the Use Restriction Agreement. 4. Sending Site Property Owner Approval and Submittal of Appraisal for TDR Authority Review i. Upon approval of the appraisal the Rural Conservation Area Sending Site, the property owner shall submit the appraisal to the TDR Authority. If the property owner rejects the appraisal, the property owner may select another appraiser from the TDR Authority Qualified Appraiser List. The second appraiser shall conduct a review appraisal. Upon receipt and approval of the review appraisal by the Sending Site applicant, the review appraisal (with original appraisal) shall be submitted to the TDR authority. ii. Approval and submittal of the appraisal by the Sending Site Property Owner shall establish the acceptance by the Sending Site Property Owner of the appraised development rights value plus Application Costs as the listed selling price. The TDR Authority at its sole discretion reserves the right to increase the sales price and resultant "multiplier" above the TDR Sending Value to incentivize the transfer of density from priority areas, or if market situations warrant. iii. The appraisal(s) shall be subject to an independent review and approval by the TDR Authority. S. TDR Certification and Notification i. Upon receipt of the Development Rights Appraisal from the Sending Site owner, the TDR Authority shall request a qualified conservation management entity (Conservation Area Land Manager) to provide an estimate of the Conservation Management Endowment Contribution required to fund the applicable on-going costs to monitor, maintain, and manage the deed-restricted property on which the development rights are proposed to be severed. The level of activity required and corresponding endowment contribution shall be commensurate with the type and level of restriction, and shall be determined on a case by case basis. ii. At the time of submittal of the Development Rights Appraisal, the Sending Site applicant shall provide the TDR Authority documentation of the Application costs (TDR Application Fee Receipt, Title Report Cost, and Appraisal Fee) for certification. iii. Upon receipt of the Development Rights Appraisal, application costs, and endowment estimate, the TDR Authority shall prepare and issue a Transfer Of Development Rights (TDR) Certification for the Sending Site. The TDR Certification shall state the total TDR Sending Value ("Listing Price") in which the purchase of the Sending Site development rights shall be based. (See Attached Exhibit D — Form of Transfer Of Development Rights (TDR) Certification) • The TDR Sending Value is the total sum of: 1) the appraised development rights value as stated in the approved appraisal; 2) the applicant's Certified Application Costs; and 3) the Conservation Management Endowment Contribution set forth in Section 5 i. above. • The Transfer Of Development Rights (TDR) Certification shall have no expiration date; however, the Sending Site property owner may, at their initiative and at their costs, request that the Certification be updated. The submittal of an updated Development Rights Appraisal shall be required and the Conservation Management Endowment Contribution estimate updated. iv. Upon the issuance of the Transfer Of Development Rights (TDR) Certification to the Sending Site applicant the TDR Authority shall issue a notice that a property owner has certified a property for development rights acquisition under the TDR Program. This notice shall serve as an announcement that the certified sending site's development rights are available for purchase, and act as a solicitation to the Master Developer and prospective builders of the Neighborhood Area for offers to purchase the Sending Site's Development Rights. 6. Willingness To Pay Offer i. TDR Receiver Site - Willingness to Pay Offer. Offers of Intent to purchase from Receiving Site owners and developers shall be submitted to the TDR Authority by filing a TDR Receiver Site Willingness to Pay/Offer Application. The TDR Receiver Site offer shall state what the Builder/Developer is willing to pay for one additional unit, noting the particular type of product to which the additional development credit would apply. (See Attached Exhibit E — Form of TDR Receiver Site-Willingness To Pay/Offer Application) 7. TDR Transfer Ratio Determination: Conversion of Sending Site Development Rights into Transfer of Development Credits ("TDR Value Equalization/Balancing") Development right values of Rural Conservation Area properties vary greatly due to the individual circumstances of the Sending Sites. Further, the value of additional development rights to receiving Neighborhood Area properties vary greatly based on the specific details of the project (number of units, product type, etc.). Therefore, the TDR Authority shall conduct a TDR Value Equalization / Balancing process to convert the development rights of the Rural Conservation Area Sending Site into TDR Credits which can be used by the Neighborhood Area receiving property. i. The TDR Authority shall review the "Developers Willingness To Pay" purchase offers and shall issue a determination of how many Transfer of Development Rights Credits (TDRC) will be allocated to the Neighborhood Area receiving property ("Receiver Site"). The TDR Authority shall equalize the values between the TDR Sending Value ("Listing Price") stated on the TDR Certification document issued to the RCA property owner and the value of an additional unit(s) to the Neighborhood Area builder/developer. This equalization process shall take into account the appraised development rights, reimbursement of the application fee, Preliminary Title Report, appraisal cost, processing fees and required long-term management endowment. ii. The TDR Authority, at its sole discretion, reserves the right to increase the sales price and resultant "multiplier" above the TDR Sending Value ("Listing Price") to incentivize the transfer of density from priority areas, or if market situations wa rra nt. iii. The TDR Authority reserves the right to accept, reject or negotiate the amount paid for each Development Credit. Planning Commission and City Council review and approval is not required. iv. The TDR Transfer Ratio determination shall be based on the negotiated and agreed upon purchase price and Developer's Willingness to Pay for TDR Development Credits for specific Building Types for use on a Receiver Site. v. Only full Development Credits shall be issued by the TDR Authority. An equalization payment maybe required to the TDR Authority for the granting of additional partial Development Credits to the Receiver Site to allocate a full Development Credit. Alternatively, the number of Development Credits may be limited to the next lower whole number. In such case, the TDR Authority shall make an equalization payment to the Sending Site owner for the value of the residual partial Development Credit not being acquired by the Receiving Site Property Owner (buyer). vi. The total number of Transfer of Development Rights Credits ("TDRCs") resulting from the purchase of the Sending Site development rights may be transferred to one or more designated Receiving Sites, provided that: 1) the TDR Authority has made separate TDR Transfer Ratio Determinations for each of the Receiving Sites; and 2) that the development rights shall only be transferred as whole TDRCs in one transaction. The individual uses of a development right credit may not be divided; however, the development rights purchased from one Sending Site may be distributed to more than one Receiving Site. vii. The TDR Transfer Ratio Determination shall be documented in the Intent to Issue a Transfer of Development Right Credit(s) Certificate. The Letter of Intent is a conditional agreement by the TDR Authority to issue a numbered TDRC Certificate to the Receiving Site landowner in exchange for a Use Restriction Agreement granted to the City/TDR Authority by the Sending Site landowner. Said Certificate shall be recorded upon the close of escrow under a Development Rights Purchase and Sale Agreement between the City (i.e., City in its capacity as the TDR Authority), the Receiving Site landowner, and the Sending Site landowner. (See Attached Exhibit F — Form of Intent to Issue a Transfer of Development Right Credit(s) Certificate). viii.The Letter of Intent has no value, but serves as the basis for terms set forth in the Development Rights Purchase and Sale Agreement and for the issuance of the TDRC Certificate (to be delivered by the TDR Authority to escrow and recorded against the Receiving Site upon the Close of Escrow). The Letter of Intent cannot be transferred or used as development rights. 8. Purchase Process The following steps are required to formalize the purchase of the Sending Site's development rights: i. Within 30 days from the date of the Letter of Intent to Issue a Transfer of Development Right Credit(s) Certificate, the Sending Site landowner shall review and submit the Form of Use Restriction Agreement to the TDR Authority. (See Attached Exhibit G — Form of Use Restriction Agreement). ii. Upon the submittal of the Use Restriction Agreement to the City by the Sending Site landowner, the City shall have thirty (30) days to conduct a review of the Use Restriction Agreement and perform a site inspection of the Sending Site. If, based upon the review, the City determines that conditions on the Sending Site are materially different than those documented in the information provided in the application for TDR Transfer of Development Rights (TDR) Certification, then the City may reject the Use Restriction Agreement and terminate the Development Rights Purchase and Sale Agreement and the TDR letter of intent. iii. Upon the City's approval of the Use Restriction Agreement, the parties (i.e., City in its capacity as the TDR Authority, the Receiving Site landowner and the Sending Site landowner) shall execute the Development Rights Purchase and Sale Agreement. (See Attached Exhibit H — Form of Development Rights Purchase and Sale Agreement). iv. Within five (5) business days of execution of the Development Rights Purchase and Sale Agreement by all parties, Escrow shall be opened at the Title Company of the City/TDR Authority's choosing. The Purchase and Sale Agreement shall serve as the escrow instructions, supplemented by the City/TDR Authority Escrow Instructions. (See Attached Exhibit I - Form of City/TDR Authority Escrow Instructions). v. As a condition of the Close of Escrow, an updated title report for the Sending Site shall be submitted to the City, dated no earlier than five (5) business days prior to Close of Escrow. vi. In connection with the transaction, the City shall submit to the escrow holder: 1) the Transfer of Development Rights Credit(s) Certificate ("TDRC Certificate") executed and acknowledged by the City (See Attached Exhibit J - Form of Transfer of Development Rights Credit(s) Certificate); and 2) the Use Restriction Agreement executed and acknowledged by the City. vii. The Close of Escrow shall be the date on, or by which, the following have occurred: 1) the TDRC Certificate is recorded against the Receiving Site; 2) the Use Restriction Agreement is recorded again the Sending Site; and 3) all funds have been paid as required in the Purchase and Sale Agreement, including payment to the TDR Authority of the Conservation Management Endowment Contribution. viii.Upon recordation of the TDRC Certificate on the Receiving Site, the Development Credits shall benefit, and be appurtenant to, the Receiving Site and shall inure to the benefit of the owner of the Receiving Site and its successors-in-interest. C. Receiving Site— Use of TDRCs—Standards,Applications and Procedures 1. Standards for Transferring Development Rights to a Receiving Site. Transferred Development Rights credits can be accommodated on a Receiving Site based on the following design and development criteria: 2. Applicability. Receiving Sites may use the purchased TDRCs to exceed the allowable residential development density for a new development or modification to existing development provided that all development and design standards required by the EHNCP are met. 3. Use. Each Development Credit is worth one additional dwelling unit of the type specifically noted in the TDRC Certificate and can be used to exceed the base residential density established in Table 5.3 of the EHNCP. 4. Limitations. Use of TDRCs is limited to the specific Building Type noted on the TDRC Certificate. Deviations shall only be allowed upon issuance of an Amended Transfer of Development Rights Credit(s) Certificate by the TDR Authority. Request to modify a Development Credit to a higher valued Development Credit shall require payment to the TDR Authority of the difference in value and issuance of an Amended Transfer of Development Rights Credit(s) Certificate. TDRCs may be transferred between builders/developers within the same EHNCP Planning Area with approval of the TDR Authority. Use of transferred TDRCs within the same Planning Area must be used for the same specific Building Type noted on the TDRC Certificate. Deviations shall only be allowed upon issuance of an Amended Transfer of Development Rights Credit(s) Certificate by the TDR Authority. Unused TDRCs may be sold to the TDR Authority, or subject to revaluation and recertification by the TDR Authority for use on an another Receiving Site in a different Planning Area. 5. Application Process and Procedures for Using TDRs i. Application. A project subdivision application proposing to use TDRCs on a designated Receiving Site shall include a copy of the TDRC Certificate. A recent title report for the property shall be included in the application. ii. Using TDR Credits. The Precise Neighborhood Plans prepared and submitted as required in the EHNCP shall show any TDR dwelling units proposed. Subsequent tentative subdivision maps which implement the approved Precise Neighborhood Plan shall show the location and type of TDRC proposed for use and shall be clearly noted on the tentative map. iii. Additional Map Sheet. The final subdivision or final parcel map shall include a clear and legible note placed on an additional map sheet. The note shall state that the approval of the land division included the use of TRDCs, the specific credits used and their TDRC Certificate Record Number. iv. Release of Ownership of TDRC Certificate. As a condition of recordation of the final subdivision or final parcel map, the applicant shall release their ownership of the TDRC Certificate to the City. The Planning Director shall notify the TDR Authority of said release and specify the TDRC Certificate Record Number that was used. After release, the credits shall no longer be valid and available for use. EXHIBIT A Form of TDR Application: Request for Transfer of Development Rights (TDR) Certification EXHIBIT B Form of TDR Application: Transfer Of Development Rights (TDR) Checklist Exhibit C Form of TDR Qualification Report Exhibit D Form of Transfer Of Development Rights (TDR) Certification Exhibit E Form of TDR Receiver Site - Willingness To Pay Offer Application Exhibit F Form of Intent to Issue a Transfer of Development Right Credit(s) Certificate) Exhibit G Form of Use Restriction Agreement Exhibit H Form of Development Rights Purchase and Sale Agreement Exhibit I Form of City/TDR Authority Escrow Instructions Exhibit J Form of Transfer of Development Rights Credit(s) Certificate CITY OF RANCHO CUCAMONGA TDR APPLICATION: REQUEST FOR TRANSFER OF DEVELOPMENT RIGHTS (TDR) CERTIFICATION The validity of the TDR Certification issued by the City shall be contingent upon the truthfulness and accuracy of the information included in this application. I. APPLICANT INFORMATION SENDING LAND OWNER (MUST BE COMPLETED): Name Address City State Zip Code Phone Fax Email NAME OF AGENT (IF APPLICABLE): Name Address City State Zip Code Phone Fax Email II. STATEMENT OF INTENT I wish to sever... ❑ TDRs from the entire property, OR ❑ Portion of the property. I want to retain... _(Number) dwelling unit(s) with the property for existing or future development III. SENDING PROPERTY INFORMATION (attach additional listing as needed) ASSESSOR PARCEL NUMBER(S)—ALL PARCELS MUST BE CONTIGUOUS: 1. 6. 2. 7. 3. 8. 4. 9. 5. 10. TDR APPLICATION: REQUEST FOR TRANSFER OF DEVELOPMENT RIGHTS (TDR) CERTIFICATION Page 2 of 3 FOLLOWING INFORMATION REQUIRED FOR EACH ASSESSOR PARCEL NUMBER LISTED ABOVE (Attach additional Sheets as needed) Assessor's Parcel No: Total Acreage of Property: Total Acreage for which you wish to sever Development Rights: YES NO Are there any existing dwelling units located on the property or for which a valid building permit is in effect? If YES,how many? Are there any other buildings on the property? If YES,how many? If YES,what uses? Describe how the property is currently being used(e.g. agriculture,home site,etc): Are there any existing easements,deed restrictions or any other restrictions that prohibit development of this property?Provide affidavit signed by the property owner. Also include in the affidavit there are no Mortgages or Liens on property,or Mortgagees consent to the recording of a restriction of easement which will severe all or some of the property's development rights. If so,please describe briefly: IV. NOTICES AND DISCLAIMER Any determination of TDR eligibility by the City in response to this application is only valid as of the date of notification of issuance of the TDR Qualification Report and is contingent upon verification of no change in land use or development permit issuance prior to TDR Certificate issuance. V. PROPERTY OWNER CERTIFICATION hereby certify that the information furnished on this application and the attachments are true and correct, that I am the legal owner of the property described above,that I have marketable title to the property, and that I have legal right to sever the development rights from the property. I agree that notice to any mortgagee who may have an interest in the property is the sole responsibility of the owner. TDR APPLICATION: REQUEST FOR TRANSFER OF DEVELOPMENT RIGHTS(TDR) CERTIFICATION Page 3 of 3 IMPORTANT NOTICE: THE SEVERANCE OF DEVELOPMENT RIGHTS FROM THE SUBJECT PROPERTY AND PLACEMENT OF THE PROPERTY UNDER A USE RESTRICTION AGREEMENT IS IN PERPETUITY AND IS IRREVERSIBLE. Signature of Owner Date Signature of Co-Owner Date VI. LETTER OF AUTHORIZATION FOR TDR APPLICATION (Required if owner is represented by an agent) TO WHOM IT MAY CONCERN: I hereby authorize to serve as my Agent in (Name of Agent—typed or printed) an application for the severance of Development Rights from property identified in the Application. Date: (Name of Owner(s)of Record) I hereby certify that I have the authority to make the foregoing application, and that the application is true, correct and complete to the best of my knowledge. AGENT: Signature:: Print Name: Date: OWNER: Signature:: Print Name: FOR CITY USE ONLY Request# Date Received: By: TDR Application Fee Paid Date: By: Completed TDR Application Date: By: TDR Qualification Report Issuance Date: By: Appraisal Date Received: By: Appraisal Date Approved: By: Application Costs Documentation Received: By: Application Costs Certified: By: Conservation Management Endowment Estimate Received: By: TDR CERTIFICATION # Issuance Date: Notice Date: TDR Transfer Ratio Determination# Date Use Restriction Agreement: Recording Date Recording No. TDR Credit(s) Certificate# Recording Date Recording No. CITY OF RANCHO CUCAMONGA TRANSFER OF DEVELOPMENT RIGHTS (TDR) CHECKLIST The Etiwanda Heights Neighborhood & Conservation Plan TDR Program allows for the transfer of residential development rights from privately-owned properties in the Rural/Conservation Area to the Neighborhood Area when development rights are voluntarily extinguished from privately-owned Rural/ Conservation Area property in exchange for financial or other negotiated compensation to the Rural/Conservation Area property owner. The TDR program seeks to preserve landowners' asset value by moving the right to build residential dwelling unit(s) from the Rural/Conservation Area where development is not desirable (e.g., for environmental reasons) to a location with the Neighborhood Area where development will take place under the Etiwanda Heights Neighborhood & Conservation Plan. SECTION 1 : Filing Requirements ❑ 1. A TDR Application through our Online Permit Center at https://www.citvofrc.us/onlinepermitcenter. ❑ 2. Filing Fees(see Section 2). ❑ 3. Application package (see Section 3) submitted electronically (see Section 4) to be reviewed by staff for completeness and accuracy. Please follow the instructions for PDF Formatting Requirements for EDR Submission (see attached PDF guidelines). ❑ 4. Signed Property Owner Declaration Form (attached). Please upload the signed Property Owner Declaration Form to our Online Permit Center. SECTION 2: Filing Fees ❑ ENTER FEE HERE.........................................................................................................................................See current fee list. ❑ ENTER FEE HERE.........................................................................................................................................See current fee list. ❑ ENTER FEE HERE.........................................................................................................................................See current fee list. SECTION 3: Application Package The items listed below are considered a minimum. Additional information may be necessary for clarification during the review process. ❑ A. Preliminary Title Report: A Preliminary Title Report(current date or within the past six months)for all lots/parcels where a TDR is requested. ❑ B. Deed: A copy of the Deed for each lot or parcel as recorded in the public records of the Clerk Recorder of County of San Bernardino, State of California,for all Assessor Parcel Number(s)where Development Rights are being transferred from. ❑ C. Legal Description: A legal description of the acreage from which the Development Rights are being transferred from. Updated 12/2020 CITY OF RANCHO CUCAMONGA ❑ D. Existing Easements/Restrictions Exhibit: A drawing showing any area already subject to a conservation easement or other similar encumbrance (as applicable). ❑ E. Site Survey: For parcels which are not vacant or intend to retain one or more development right associated with the parcel, a site survey shall be required showing: existing dwelling units, nonresidential structures, roads, driveways and floodways; and delineating any sensitive habitat areas and their buffers and the potential developable site area. No Site Survey is required for parcels intending to transfer the development rights of the entire parcel. SECTION 4: Transfer of Development Rights (TDR) Process 1. The Rural Conservation Area private property owner which is interested in selling their development rights or the entire property contacts the Planning Department for a pre-application meeting with staff. 2. The Rural Conservation Area private property owner which is interested in selling their development rights or the entire property files a TDR Application - Request For Transfer of Development Rights (TDR) Certification with the City / TDR Authority, including payment of application processing fees. 3. The City reviews the application and provides the property owner the publicly available site constraint and zoning information (Site Information Sheet). This information will note the number of residential units which could be developed on the Rural/Conservation Area parcel(s) under the zoning of the property and the particular development constraints which are known for the property. 4. The Rural Conservation Area private property owner then selects an appraiser from the TDR Authorities list of qualified development rights appraisers. The property owner provides the appraiser the Site Information Sheet, example Use Restriction Agreement, and the Preliminary Title Report for use in preparing the appraisal. 5. The appraiser conducts a "Before and After" appraisal of the property and provides the property owner an opinion of the full value of the property before the placement of the Use Restriction, and the residual value which would remain upon removal of the development rights. Specifically noting the value of the severed development rights which is equal to the difference between the fair market value of the property before the granting of the Use Restriction, and the fair market value of the encumbered property after the granting of the Use Restriction. 6. The property owner approves the appraisal and submits it to the TDR Authority. If the property owner rejects the appraisal, the property owner may select another appraiser from the TDR Authority Qualified Appraiser List. The second appraiser shall conduct a review appraisal. 7. Upon receipt and approval of by the Rural Conservation Area private property owner of the review appraisal, it shall be submitted to the TDR authority along with documentation of the Application Costs (TDR Application Fee Receipt, Title Report Cost and Appraisal Fee). Notice: Approval and submittal of the appraisal by Sending Property Owner shall establish the acceptance by the Sending Property Owner of the appraised development rights value plus Application Costs as the listed selling price. The TDR Authority, at its sole discretion, reserves the right to increase the sales price and resultant "multiplier' above the TDR Sending Value to incentivize the transfer of density from priority areas, or if market situations warrant.. 8. The Conservation Area Land Manager will determine and provide the TDR Authority an estimate of the Conservation Management Endowment Contribution required to fund the applicable on-going costs to monitor, maintain, and manage the deed-restricted property on which the development rights are proposed to be severed. The level of activity required and corresponding endowment contribution shall be commensurate with the type and level of restriction, and shall be determined on a case by case basis. Updated 12/2020 CITY OF RANCHO CUCAMONGA 1 ,%7,9, - 9. Upon receipt and certification of the appraisal, conservation endowment estimate and the application costs the TDR Authority shall prepare and issue a TDR Certification for the sending site property. This Certification shall state the Total TDR Value of the Sending Site (sales price, reimbursements, and endowment). 10. Upon issuance of the TDR Certification, the TDR Authority will notify the Master Developer and any builders within the Neighborhood Area that a property owner has received a TDR Certification for development rights acquisition under the TDR Program. Developers/Builders shall submit offers of what they are willing to pay for one addition unit, specifically noting the particular type of product which the additional development credit would apply. See:TDR Receiver Site—Willingness To Pay Offer Application Form. 11. The TDR Authority will review the "Developers Willingness To Pay" Offers and the City Manager or designee shall issue a determination of how many development credits the Receiving Site property will be allocated to equalize the values between the appraised development rights value of the Rural Conservation Area Sending Site property and the value of an additional unit(s)to the builder/developer taking into account reimbursement of the applicant fee, Preliminary Title Report, appraisal cost, processing fees and required endowment contribution. The TDR Authority reserves the right to accept, reject or negotiate the amount paid for each Development Credit. Planning Commission and City Council review and approval is not required. This TDR Transfer Ratio Determination is documented in the Intent to Issue a Transfer of Development Right Credit(s) Certificate which shall be incorporated in the Purchase and Sale Agreement between the Sending Site Property Owner (seller) and the Receiving Site Property Owner(buyer). 12. Payment of any fees due to the City(TDR Authority), including required endowment contribution shall be made in escrow prior to closing. 13. The TDR authority shall place the Transfer of Development Credit(s) Certificate in escrow. Upon the recording of the Use Restriction on the title of the Sending Site, and payment of all required funds the Developer/Builder will receive the TDRC Certificate which can be applied to the Receiving Site for the particular product type which Development Credits have been issued. 14. Execution of the development rights transfer through the following instruments to the satisfaction of the City: a. Use Restriction recorded against the Rural/Conservation Area parcel that extinguishes the development rights but does not preclude future use of the Rural/Conservation Area parcel for habitat mitigation, or fee title transfer of the Rural/Conservation Area parcel to the City(TDR Authority)or Land Manager; b. If only a portion of the Rural/Conservation Area parcel's density is proposed to be severed, a lot line adjustment or legal description shall be recorded delineating the portion of the Rural/Conservation Area parcel that has severed the development rights; and c. The City's index and official records of development rights transfers subject to this Plan, shall be updated to list the development rights transfer(APN, number of development credits, date, etc.), including instruments documenting the transfer(e.g., deed restriction, lot line adjustment, etc.). The City shall be party to all required legal instruments. Legal instruments not specifically identified may be used in- lieu of those identified if the City Attorney determines that the other legal instrument is appropriate and achieves the same intended outcome. Updated 12/2020 CITY OF RANCHO CUCAMONGA PROPERTY OWNER DECLARATION FORM PROJECT INFORMATION Name of Proposed Project: Staff Use Only FILE NO.: Location of Project: Assessor's Parcel Number: RELATED FILES: Applicant Name: Phone Number: Email: Address: Type of Review Requested ❑ Certificate of Appropriateness ❑ Landmark Alteration Permit ❑ Similar Use Determination ❑ Certificate of Economic Hardship ❑ Large Family Daycare Permit ❑ Site Development Review ❑ Community Plan Amendment ❑ Mills Act ❑ Specific Plan Amendment ❑ Conditional Use Permit ❑ Minor Design Review ❑ Temporary Use Permit ❑ Design Review ❑ Minor Exception ❑Tentative Subdivision Map ❑ Development Agreement ❑ Plan Check/Zoning Clearance ❑ Tree Removal Permit ❑ Development Code Amendment ❑ Planned Community ❑ Uniform Sign Program ❑ Entertainment Permit ❑ Pre-Zoning ❑ Vacation of Easement ❑ General Plan Amendment ❑ Public Convenience or Necessity ❑ Variance ❑ Hillside Design Review ❑ Reasonable Accommodation ❑Zoning Map Amendment ❑ Home Occupation Permit ❑ Sign Permit ❑ Other: OWNER DECLARATION I declare that, ❑ I am the owner, ❑ I legally represent the owner, of real property involved in this application and do hereby consent to the filing of the above information. Date: Signature: Print Name and Title: Phone Number: Email: Address: Updated 12/2020 CITY . RANCHO ! . L TRANSFER OF DEVELOPMENT RIGHTS QUALIFICATION REPORT [DATE] [NAME] [STREET ADDRESS] [CITY, STATE ZIP] RE: Transfer of Development Rights (TDR) Qualification Report Dear [APPLICANT NAME]: The City of Rancho Cucamonga Planning Department on the behalf of the City of Rancho Cucamonga TDR Authority has completed a review of Transfer of Development Rights Application requesting the certification of the subject property as a TDR Sending Site. Based on the information submitted pursuant to Chapter 7.4 of the Etiwanda Heights Neighborhood and Conservation Plan (EHNCP), the Planning Department has determined that the proposed sending site meets the requirements of the EHNCP and confirms that there are development rights on the sending site that are eligible for transfer as delineated on the attached sending site map and legal description. The sending site is gross acres with a land use designation(s), and zoning designation(s). Pursuant to Chapter 7.4 of the EHNCP, the Planning Department has conducted a site evaluation using the applicant's submittal information, publicly available site constraint information, and zoning. The number of residential units which could be developed on the subject sending site for TDR severance purposes has been calculated to be This Qualification Report including attachments shall be provided to the appraiser selected from the TDR Authority's List of Qualified Appraisers for the appraisal of the development rights proposed to be severed from the subject property. Upon completion of the appraisal, please submit the original signed appraisal and documentation of the Application Costs (Receipts: TDR Application Fee, Title Report Fee, Appraisal Fee), so the next steps can be taken towards issuance of a TDR Certificate. Sincerely, Anne McIntosh 1 Planning Director Attachments: a) Transfer of Development Rights Application b) Copy of Deed c) Legal Description and Plat d) Preliminary Title Report e) Site Plan Showing Existing Conserved Area (If Applicable) f) Site Survey(If Applicable) g) Site Information Sheet (Publicly Available Site Constraints and Zoning Information) h) Form of Use Restriction Agreement 2 CITY . • . • . a TRANSFER OF DEVELOPMENT RIGHTS (TDR) CERTIFICATION Whereas,the City of Rancho Cucamonga serves as the Transfer of Development Rights (TDR) Authority pursuant to the TDR Program established by the Etiwanda Heights Neighborhood and Conservation Plan (EHNCP). Whereas, the City Council of the City of Rancho Cucamonga has authorized the City Manager to complete and execute the TDR Certification for qualifying TDR Applications. Whereas, [APPLICANT NAME] filed a TDR Application for the property described in Exhibit A (Legal Description) and referred to herein as the TDR Sending Site Whereas, the Planning Department found the TDR Application to be complete on the [DAY] of the [MONTH], [YEAR]. Whereas, the City of Rancho Cucamonga Planning Department has completed a review of TDR Application ; and Whereas, on [DATEJ the Planning Department issued a TDR Qualification Report certifying that the property as a TDR Sending Site, and stating the number of residential units available to be severed; and Whereas, an appraisal of the development rights proposed to be severed from the TDR Sending Site has been conducted on DATE by [NAME OF APPRAISER] deemed by the TDR authority to be qualified to conduct the development rights appraisal; and Whereas,the TDR Authority has independently reviewed the appraisal(s); and Whereas, the applicant has provided documentation of the Application Costs (TDR Application Fee,Title Report Fee,Appraisal Fee); and Whereas, the TDR Authority has reviewed the Application Costs documentation and has certified these costs; and Whereas, The TDR Authority has requested and received an estimate of the Conservation Management Endowment Contribution from a qualified conservation management entity; and Whereas, the TDR Authority has reviewed and approved the Conservation Management Endowment Contribution estimate required to fund the applicable on-going cost to monitor, maintain and manage, the TDR Sending Site when the development rights are severed. The level of activity required and corresponding endowment contribution is commensurate with the type and level of restriction proposed and NOW, THEREFORE, BE IT RESOLVED that the TDR Authority of the City of Rancho Cucamonga, California finds that the TDR Sending Value for the subject property to be the total of the following: $ Appraised development rights value as stated in the approved appraisal $ Certified Application Costs $ SUBTOTAL $ Conservation Management Endowment Contribution $ TOTAL TDR SENDING VALUE NOTICE shall be made that the TDR Sending Site is certified for development rights acquisition under the TDR program. ISSUED, by the TDR Authority on the day of Two Thousand and Twenty ; John Gillison City Manager Attachment—Exhibit A(Legal Description and Plat) 2 Exhibit A Legal Description and Plat 3 CITY OF RANCHO CUCAMONGA TDR RECIEVER SITE—WILLINGNESS TO PAY OFFER I. APPLICANT INFORMATION RECEIVING LAND OWNER (MUST BE COMPLETED): Name Address City State Zip Code Phone Fax Email NAME OF AGENT(IF APPLICABLE): Name Address City State Zip Code Phone Fax Email II. STATEMENT OF INTENT I wish to make an offer to purchase Transfer of Development Rights Credits for use on a certified receiving property. III. RECEIVING PROPERTY INFORMATION (attach additional listing as needed) ASSESSOR PARCEL NUMBER(S)—ALL PARCELS MUST BE CONTIGUOUS: 1. 6. 2. 7. 3. 8. 4. 9. 5. 10. Total Acreage of Property: TDR RECIEVER—WILLINGNESS TO PAY Page 2 of 3 FOLLOWING INFORMATION REQUIRED FOR EACH ASSESSOR PARCEL NUMBER LISTED ABOVE (Attach additional Sheets as needed) YES NO Are there any existing residential dwelling units located on the property or for which a valid building permit is in effect? If YES, how many? If Yes,will they be retained? IV. WILLINGNESS TO PAY OFFER: The Offered Price per Credit shall be based on the assumption that land costs, backbone infrastructure and mass grading costs have already been allocated to the Baseline — units allowed without any additional TDR units. In short, the "Willingness To Pay" (WTP) for a TDR Credit is simply the added cost you are willing to incur for additional density. Fill in the table below with the type proposed to be built with TDR Development Credits the number of credits (i.e. units) and the dollar amount you are offering to pay per dwelling unit(credit). Type E14NCP Section Reference Number Of Credits Offered Price Per Credit Estate (5.4.3) XL (5.4.4) L (5.4.5) M (5.4.6) S (5.4.7-8) Attached A 5.4.9 Attached B (5.4.10 Attached C (5.4.11 Attached Flex (5.4.12) V. NOTICES AND DISCLAIMER The TDR Authority will review your and other competing offers for the purchase of Development Credits available from TDR Sending Site(s)which have been certified for development rights acquisition under the TDR Program.The TDR Authority reserves the right to accept, reject or negotiate the amount paid for each Development Credit. TDR RECIEVER—WILLINGNESS TO PAY Page 3 of 3 VI. PROPERTY OWNER CERTIFICATION I hereby certify that the information furnished on this application and the attachments are true and correct, that I am the legal owner of the property described above,that I have marketable title to the property,and that I have legal right to purchase development rights credits for use on the property. Signature of Owner Date Signature of Co-Owner Date VI. LETTER OF AUTHORIZATION FOR TDR CREDITS APPLICATION (Required if owner is represented by an agent) TO WHOM IT MAY CONCERN: I hereby authorize to serve as my Agent in (Name of Agent—typed or printed) For this application to make an offer to purchase TDR Credits for the property identified in the Application. Date: (Name of Owner(s)of Record) I hereby certify that I have the authority to make the foregoing application, and that the application is true, correct and complete to the best of my knowledge. AGENT: Signature:: Print Name: Date: OWNER: Signature:: Print Name: FOR CITY USE ONLY Request# Date— Initial Offer Received: By: Revised Offer- Date Received (If Applicable) By: TDR Transfer Ratio Determination # Date Letter Of Intent to Issue: Date TDR Credit(s) Certificate Issued Recording Date Recording No. Transfer of Development Rights (TDR) Program: Letter of Intent to Issue TDRC Certificate [DATE] [NAME] [STREET ADDRESS] [CITY, STATE ZIP] RE: Letter of Intent to Issue Transfer of Development Right Credit(s) (TDRC) Certificate Dear [APPLICANT NAME]: Whereas, the City of Rancho Cucamonga serves as the Transfer of Development Rights (TDR) Authority pursuant to the TDR Program established by the Etiwanda Heights Neighborhood and Conservation Plan (EHNCP). Whereas, [APPLICANT NAME] filed a TDR Application for the property described in Exhibit A (Legal Description) and referred to herein as the TDR Sending Site. Whereas, on rDATEJ the Planning Department issued a TDR Qualification Report certifying that the property as a TDR Sending Site, and stating the number of residential units available to be severed; and Whereas, on rDATEJ the TDR Authority issued a TDR Transfer Of Development Rights (TDR) Certification described in Exhibit B. Establishing the TDR Sending Value for the subject property. Whereas, on rDATE1 the TDR Authority provided notice that the TDR Sending Site was certified for development rights acquisition under the TDR program and solicited Willingness to Pay/Offers to purchase the development rights. Whereas, on rDATEJ TDR Authority reviewed Developer's Willingness To Pay/Offer Applications and issued a determination of how many of what type of Development Credits would be allocated to equalize the Total Sending Value of the sending site with the selected offer for Development Credits on a receiver site. Whereas, this determination was made based on offers to purchase Development Credits, and subsequent negotiations with the Sending and Receiving Parties as to the purchase price. Whereas, the development rights from the Sending Site have been converted into Development Credits and shall be available for transfer to the Receiving Site pursuant to the TDR Program established by the Etiwanda Heights Neighborhood and Conservation Plan (EHNCP). The Development Credits for used on the Receiving Site is described below: -Type EHNCP Section Reference Number Of Credits Estate (5.4.3 XL 5.4.4 L 5.4.5 M 5.4.6 S 5.4.7-8 Attached A 5.4.9 Attached B 5.4.10 Attached C 5.4.11 Attached Flex 5.4.12 Receiving Site Parcel Number(s): XXX-XXX-XXX Receiving Site Legal Description: Attached as Exhibit C Receiving Site Owner: Whereas, the negotiated Purchase Price for these Development Credits has be determine to be: dollars ($ ). Which consists of. (i) $ the negotiated Development Rights Value (Equal to or greater than the "Appraised Development Rights Value" as stated on Transfer Of Development Rights (TDR) Certification); (ii) $ Sending Site landowner's TDR transfer application costs (TDR application fee, title report cost, and appraisal fee) as stated on Transfer Of Development Rights (TDR) Certification; (iii) $ the "Conservation Management Endowment Contribution" as stated on Transfer Of Development Rights (TDR) Certification. Whereas, an additional payment to the TDR Authority of$ shall be made by the Receiving Parry at time of sale for additional partial development credits awarded so to create whole Development Credits. [Whereas, City shall pay to Sending Party the Equalization Payment required to be paid by City at the time of sale for partial development credits which exceed whole Development Credits not purchased by the Receiving Party.] Whereas, each Development Credit is worth one additional dwelling unit of the type specifically noted above to be used to exceed the base residential density established on Table 5.3 of the EHNCP. Whereas, this Letter of Intent is a conditional agreement by the TDR Authority to issue a numbered TDRC Certificate to the Receiving Site landowner in exchange for a Use Restriction Agreement granted to the City by the Sending Site landowner and recorded upon the close of escrow under a Development Rights Purchase Agreement among the TDR Authority(i.e., City in its capacity as the TDR Authority), the Receiving Site landowner and the Sending Site landowner. This Letter of Intent has no value, but serves as the basis for terms set forth in such Development Rights Purchase Agreement and for the issuance of the TDRC Certificate (to be delivered by TDR Authority to escrow and recorded against the Receiving Site upon the Close of Escrow), and cannot be transferred or used as development rights. Whereas, this Letter of Intent is valid until the deadline for the Close of Escrow in the Development Rights Purchase Agreement,=as it may be extended by an amendment of the Development Rights Purchase Agreement among the parties thereto. Whereas, the Sending Site landowner shall review and submit the form of Use Restriction Agreement to the City within thirty (30) days from the date of this letter. Whereas, under the Development Rights Purchase Agreement, the City has thirty (30) days from the date the Use Restriction Agreement is submitted to City by the Sending Site landowner to conduct a review of the Use Restriction Agreement and perform a site inspection of the Sending Site. If, based on the review, the City determines that conditions on the Sending Site are materially different than those documented in the information provided in the application for TDR Transfer Of Development Rights (TDR) Certification, then the City may reject the Use Restriction Agreement and terminate the Development Rights Purchase Agreement and this TDR letter of intent. If you have any questions regarding this letter, please contact at the TDR Authority, at ( ) - Sincerely, John Gillison City Manager Attachments: Exhibit A (Sending Site -Legal Description) Exhibit B (TDR Transfer of Development Rights (TDR) Certification) Exhibit C (Receiving Site - Legal Description) DRAFT RECORDING REQUESTED BY, AND WHEN RECORDED, RETURN TO: City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, CA 91730 Attn: TDR Authority With a copy to: Assessor's Tax Parcel Numbers(APNs): Space above this line for recorder's use—NO RECORDING FEE: PUBLIC ENTITY IS GRANTEE/PARTY USE RESTRICTION AGREEMENT (REQUIRED FOR TRANSFER OF DEVELOPMENT RIGHTS) THIS USE RESTRICTION AGREEMENT (the "Restriction Agreement") is dated 20_ (the "Effective Date") and is entered into by and between , a ("Grantor") and the CITY OF RANCHO CUCAMONGA, a California municipal corporation("Grantee"). RECITALS A. Grantor owns the land described on Exhibit "A" (the "Protected Property") which is subject to the Specific Plan known as the Etiwanda Heights Neighborhood and Conservation Plan(the "Specific Plan"). B. The Specific Plan and City of Rancho Cucamonga Resolution authorizes the transfer of residential development rights ("TDR") from "sending sites" with natural resource and open space values, such as the Protected Property, to "receiving sites" where development is encouraged, provided that, among other things, the owner of the receiving site execute and record restrictions such as this Restriction Agreement on the receiving site. 11231-0001\2481767v2.doc C. Development rights are transferred from sending sites through the recording of a Transfer of Development Rights Credit(s) Certificate ("TDRC Certificate") on the receiving site upon the close of escrow under a Development Rights Purchase and Sale Agreement among the City, the owner of the sending site, and the owner of the receiving site. D. The City issued an "Intent to Issue Transferable Development Rights Credits Certificate" dated substantially concurrently herewith which is an exhibit to that certain Development Rights Purchase and Sale Agreement ("PSA") among City, Grantor and (the "Buyer") for the sale of the transferable development rights from the Protected Property to the Buyer for the receiving property owned by Buyer and described in such Intent document. E. The PSA requires as a condition to the closing of the sale of development rights there under that Grantor execute this Restriction Agreement, cause it to be acknowledged, and deliver it to the escrow under the PSA for recording against the Protected Property at the close of escrow, in order to place restrictions on future use and development of the Protected Property, which shall run with the land and bind the Protected Property unless and until terminated or modified of record by the City in its sole and absolute discretion. [F. As of the date of these Restrictions, the following dwelling units are in existence on the Protected Property, as described in the TDR Application submitted by Grantor: (collectively, the "Pre-Existing Residences").] NOW THEREFORE, in consideration of the foregoing recitals and the mutual covenants, terms,conditions,and restrictions herein,Grantor and Grantee hereby agree as follows: AGREEMENT 1. Grant/Imposition of Restrictions on Protected Property. Grantor hereby agrees with Grantee that the Protected Property shall be subject to the restrictions on use and development hereinafter set forth, all of which shall encumber and bind the Protected Property and successors- in-interest to the Protected Property unless and until terminated or modified by Grantor (or the then-owner) and Grantee in writing which is recorded in the Official Records of San Bernardino County, California and describes this Restriction document by its title, date, parties, recording date and recording number. 2. Restrictions. (i) The Protected Property shall not be subdivided, whether by Parcel Map or Tract Map or any other means. (ii) No boundary of the Protected Property shall be altered or adjusted. (iii) No building or new dwelling unit shall be constructed or created on the Protected Property except for accessory dwelling units/apartments ancillary Page 2 1123 1-000 1\2481767v2.doc and adjacent to Pre-Existing Residences and that are permitted by and comply with the applicable provisions of the Rancho Cucamonga Municipal Code ("RCMC"); 2. Taxes. Grantor shall pay before delinquency all taxes, assessments, fees, and charges of whatever description levied on or assessed against the Property by any governmental authority (collectively "taxes"), including any taxes imposed upon, or incurred as result of, this document, and shall furnish Grantee with satisfactory evidence of payment upon request. 3. No Waiver by Grantee. Any forbearance, delay or failure by Grantee to exercise any rights or remedies in the event of any breach of any term hereof shall not be deemed or construed to be a waiver by Grantee of such term or of any subsequent breach of the same or any other term hereof. 4. Grantee Rights. (i) Grantee shall have the right to enter the Protected Property for the purpose of inspecting it for violations hereof upon advance written notice is given to the Grantor. (ii) Grantee may use any available legal or equitable remedy to ensure compliance herewith, including but not limited to seeking injunctive relief and/or specific performance, requiring the Grantor and others to cease and desist all activity in violation hereof and to require Grantor to return the Protected Property to its condition prior to any such activity. Except in the case of injunctive relief (which shall not require prior written notice), Grantee shall give the Grantor written notice of any violation and Grantor shall have thirty (30) days in which to cure the default and restore the Protected Property before Grantee may commence any legal action (other than an action for injunctive relief). (iii) If Grantor fails to cure the default or violation and/or restore, Grantee may do so, and Grantor shall reimburse Grantee for the costs thereof within ten (10) business days after written demand with evidence of the costs. (iv)Additionally, Grantor shall reimburse Grantee for any costs incurred by Grantee in enforcing the terms hereof including, but not limited to, costs of suit and attorneys fees, within ten(10)business days after written demand with evidence of the costs. 5. No Third Party Beneficiaries or Access By General Public. This Restriction Agreement does not create any right of entry or access in favor of the general public in, on, over or to any portion of the Protected Property. There are no third party beneficiaries of this Restriction Agreement. 6. Existing Deeds of Trust and Other Liens; Grantor Representation. Grantor represents and warrants to Grantee that, except for the holders of deeds of trust and other liens who have executed and caused to be acknowledged a Subordination attached hereto and recorded concurrently herewith, no deeds of trust or other liens (except for liens for property taxes and Page 3 1123 1-000 1\2481767v2.doc assessments not yet due) encumber the Protected Property. 7. Indemnification. Grantor agrees, to hold harmless, indemnify, and defend the Grantee from and against all liabilities, penalties, costs, losses, damages, claims, or judgments in any way connected to the Protected Property, including injury to or the death of any person, or damage to any property, resulting from any act, omission, condition, or other matter related to or occurring on or about the Protected Property (except to the extent the same is due to the active negligence or willful misconduct of Grantee). 8. Transfer of the Protected Property. Grantor agrees to incorporate the terms of this Restriction Agreement in any deed or other legal instrument by which Grantor divests itself of any interest in all or a portion of the Property, including, without limitation, a leasehold interest. Grantor further agrees to give written notice to Grantee of the intent to transfer of any interest at least fifteen(15) days prior to the date of such transfer. 9. Assignment by Grantee. Grantee shall have the right, at any time and in its sole discretion, to assign and transfer its interest in and to this Restriction Agreement upon prior written notice to Grantor. Grantee shall use good faith efforts to record evidence of the assignment in the Official Records of the County of San Bernardino, California. 10. Future Change in Circumstances; Grantor Waivers. Grantor hereby waives any and all current or future applicable laws that would permit Grantor to modify or terminate this Restriction Agreement without the express written consent of the Grantee (including, without limitation, any such rights based on the occurrence of any future events or changes in circumstance, economic hardship on the part of Grantor, or an unanticipated increase in value of the Protected Property if unencumbered by this Restriction Agreement). 11. Interpretation/Construction. This Restriction Agreement shall be construed for the benefit of Grantee to accomplish its objectives. 12. Force Majeure Changes in Protected Property. Nothing in this Use Restriction Agreement shall be construed to entitle Grantee to bring any action against Grantor for any injury to or change in the Property resulting from causes beyond Grantor's control, including, without limitation, fire, flood, storm, and earth movement, or from any reasonable action taken by Grantor under emergency conditions (but in accordance with applicable law) to prevent, abate, or mitigate significant injury to the Property resulting from such causes. 13. Notices. Any notice, demand, request, consent, approval, or communication that either party desires or is required to give to the other shall be in writing and be sent by first class certified mail, postage prepaid, return receipt requested, addressed as follows: To Grantor: Page 4 1123 1-000 1\2481767v2.doc To Grantee: City Of Rancho Cucamonga City Manager 10500 Civic Center Drive Rancho Cucamonga, CA 91730 With a required copy to: City Of Rancho Cucamonga City Clerk 10500 Civic Center Drive Rancho Cucamonga, CA 91730 or to such other address as either party shall designate by written notice to the other under this Section. Notice shall be deemed effective five (5) business days after deposit into the United States mail. 14. General Provisions: (a) Governing. This Restriction Agreement shall be governed by the laws of the State of California. Venue for any dispute involving this Restriction Agreement shall be the Superior Court in and for the County of San Bernardino, State of California. (b) Severability. If any provision of this Restriction Agreement is determined to be unenforceable, that shall not affect the application of the provision to other persons or circumstances, or the enforceability of any other provision. (c) Entire Agreement. This instrument sets forth the entire agreement of the parties with respect to the subject matter hereof, and supersedes all prior discussions, negotiations,understandings, or agreements. (d) Runs with Land; Binding on Successors-in-Interest. The covenants, terms, conditions, and restrictions of this Restriction Agreement shall be binding upon, and insure to the benefit of, the parties hereto and their respective personal representatives, heirs, successors, and assigns, and all successors to any portion of or interest in the Protected Property, and shall continue as a servitude running in perpetuity with the Protected Property unless and until terminated in a recorded writing by the then-owner of the Protected Property and Grantee. Page 5 1123 1-000 1\2481767v2.doc (e) Termination of Rights and Obligations._ Grantor's obligations under this Restriction Agreement shall terminate upon transfer of its entire interest in the Protected Property, except that liability for acts or omissions occurring prior to transfer and liability arising prior to transfer shall survive transfer. (f) Authority of Signatories. The individual(s) executing this Restriction Agreement on behalf of Grantor warrant and represent that they are duly authorized to execute and deliver this Restriction Agreement. (g) Time of Essence. Time is of the essence of every provision herein in which time is a factor. Grantor: a By: Print Name: Title: Grantee: City of Rancho Cucamonga By: --------------- City Manager Attest: By: City Clerk Approved as to form: By: City Attorney Page 6 1123 1-000 1\2481767v2.doc EXHIBIT "A" LEGAL DESCRIPTION OF PROTECTED PROPERTY Page 7 1123 1-0001\2481767v2.doc A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness, accuracy,or validity of that document. State of California ) County of ) On , before me, , (insert name and title of the officer) Notary Public,personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 11231-0001\2481767v2.doc A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness, accuracy,or validity of that document. State of California ) County of ) On ,before me, , (insert name and title of the officer) Notary Public,personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 11231-0001\2481767v2.doc SUBORDINATION OF [DEED OF TRUST] The undersigned(collectively, "[Beneficiary]") represents to ("Owner") that Beneficiary is/are the sole owner(s) and holder(s) of that certain [deed of trust] dated executed by , in favor of[Beneficiary], which was recorded on as Document No. in the Official Records of San Bernardino County, California(the"[Deed of Trust]"). Beneficiary hereby subordinates said [Deed of Trust] to the Use Restriction Agreement dated , 20_executed by the City of Rancho Cucamonga and Owner to which this Subordination is attached, which is being recorded(together with this Subordination) in the Official Records of San Bernardino County, California. [BENEFICIARY]: By: Print Name: Title: 1123 1-000 1\2481767v2.doc A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness, accuracy,or validity of that document. State of California ) County of ) On , before me, , (insert name and title of the officer) Notary Public,personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 1123 1-0001\2481767v2.doc DRAFT DEVELOPMENT RIGHTS PURCHASE AND SALE AGREEMENT THIS DEVELOPMENT RIGHTS PURCHASE AND SALE AGREEMENT (the "Agreement") is dated 20_and is entered into by and among , a ( "Transferor"), a , ("Transferee"), and the CITY OF RANCHO CUCAMONGA, a California municipal corporation ("City"), in its capacity as the "TDR Authority" established under Resolution Number of the City (the "Resolution"). Transferor, Transferee and City are sometimes collectively referred to herein as the "Parties" and individually as a "Party". RECITALS A. Transferor is the legal owner of certain transferable development rights ("TDRs") described in that certain "Intent to Issue Transfer of Development Rights Credit(s) Certificate" (the "Intent Certificate") executed by the City, a copy of which is attached hereto as Exhibit A. B. The TDRs relate to real property owned by Transferor and described in the Intent Certificate (the "Sending Site"). The Resolution establishes the guidelines for the development rights transfer program that is more generally described in the specific plan applicable to such Sending Site. C. Transferee intends to develop certain real property owned by Transferee located in City of Rancho Cucamonga which is also described in the Intent Certificate (the "Receiving Site"). Transferee desires to acquire the TDRs for the Receiving Site. D. Pursuant to the Intent Certificate, the Transferor is qualified to sell the TDRs to Transferee for use as development credits ("Development Credits") in connection with the development of the Receiving Site. E. However, an additional document, entitled "Transfer of Development Rights Credit(s) Certificate", in the form attached hereto as Exhibit B (the "TDRC Certificate") must be finalized, executed by City and Transferee, and recorded against the Receiving Site in order to actually transfer the TDRs (in the form of the Development Credits described in the TDRC Certificate). (The TDRC Certificate will also provide record notice of the Development Credits provided to/for the Receiving Site and will "run with the land" as to the Receiving Site.) E. Use restrictions for the Sending Site in the form of the Use Restriction Agreement attached hereto as Exhibit C ("Restriction Agreement") must be executed by Transferor and City and recorded against the Sending Site as a condition to the recording of the TDRC Certificate and transfer of the Development Credits. NOW, THEREFORE, in consideration of the foregoing recitals, and for other consideration, the sufficiency of which is hereby acknowledged, the Parties hereby agree as follows: 1123 1-0001\2481769v2.doc 1. Purchase and Sale of TDRs/Development Credits. Transferor shall sell the TDRs (in the form of Development Credits) to Transferee and Transferee shall purchase the TDRs (in the form of Development Credits)from the Transferor, for use in connection with the development of the Receiving Site, upon and subject to the terms and conditions hereinafter set forth. 2. Purchase Price; Additional Payments. The sums to be paid by Transferee shall be ($ ), which consists of: (i) the "Appraised Development Rights Value" as stated in the Intent Certificate; (ii) Transferor's TDR transfer application costs (TDR application fee, title report cost, and appraisal fee); and (iii) the "Conservation Management Endowment Contribution" as established by the TDR Authority and stated in the Intent Certificate; [EITHER:] [and (iv) the Equalization Payment described in the TDRC Certificate to be paid by Transferee to the City]. Transferee shall also pay fifty percent (50%) of the escrow fees and costs for the escrow established pursuant to Section 3 below, and Transferor shall pay the other fifty percent (50%). [OR:][City shall pay to Transferor the Equalization Payment required to be paid by City pursuant to the terms of the TDRC Certificate.] [IF NO EQUALIZATION PAYMENT, THEN DELETE ALL BRACKETED LANGUAGE] 3. Escrow. Escrow shall be opened with , at , CA , ("Escrow Holder"), within five (5) business days after the execution of this Agreement by Transferee and Transferor depositing an executed copy or executed counterparts of this Agreement with Escrow Holder. This Agreement shall be the escrow instructions of the parties to Escrow Holder, but each party shall execute such other further instructions as Escrow Holder requires in order to clarify the duties and responsibilities of Escrow Holder. It shall be conditions to the Close of Escrow, including the recording of any documents by Escrow Holder and the delivery of any documents or funds by Escrow Holder, that: (i) Transferor shall have provided to City by email to an updated title report for the Sending Site, dated no earlier than five (5) business days prior to the Close of Escrow (and containing hyperlinks to all title exception documents), and (ii) if such updated title report shows any deeds of trust or other liens (other than liens for property taxes and assessments not yet payable) which the beneficiaries/holders thereof have not subordinated in writing to the Restriction Agreement by the completed, executed and acknowledged form of subordination attached to the form of the Restriction Agreement and delivered to Escrow Holder, that such beneficiaries/holders do so such that the Restriction Agreement when recorded is not subordinate to any such deeds of trust or liens. 4. Deposits into Escrow. At least one (1) business day prior to Closing: (i) Transferee shall deposit into Escrow the sums described in Section 2 that are to be paid by Transferee, together with an executed and acknowledged counterpart of the TDRC Certificate in the form required by City; and (ii) Transferor shall deposit into Escrow executed and acknowledged counterparts of both the TDRC Certificate and of the Restriction Agreement, and fifty percent (50%) of the escrow fees and costs. The parties acknowledge and agree that it is a condition to the Close of Escrow that the City deposit counterparts of the TDRC Certificate and Restriction Agreement, signed by City and acknowledged, into Escrow for recording at the Close of Escrow [together with any Equalization Payment to be paid by City to 1123 1-0001\2481769v2.doc Transferee][DELETE IF N/A], and that the City may deliver such counterparts and funds with reasonable escrow instructions. 5. Closing. The "Close of Escrow" or "Closing" shall occur on or before , 20_. For the purposes of this Agreement, "Close of Escrow" shall be the date on or by which: (i) the TDRC Certificate is recorded against the recorded against the Receiving Site and the Restriction Agreement is recorded against the Sending Site (in the Official Records of the San Bernardino County Recorder's Office); (ii) the sums described in Section 2(i) and 2(ii) shall have been paid by Escrow Holder to Transferor; [(iii) the Equalization Payment to be made by Transferee to City shall have been paid by Escrow Holder to City] [OR] [the Equalization Payment to be made by City to Transferor shall have been paid by Escrow Holder to Transferor] [OR DELETE ALL BRACKETED LANGUAGE]; and [(iv)] the Conservation Management Endowment Contribution shall have been paid by Escrow Holder to the City as directed in the City's written escrow instructions Escrow Holder. Escrow Holder is hereby instructed to record such documents and deliver such funds as indicated in the preceding paragraph only upon receipt of ALL such documents and funds and then only if such recording and delivery can be completed by the Closing deadline set forth above. 6. Representations of Transferor. Transferor represents and warrants to Transferee that it is the legal owner of the Intent Certificate, has not previously assigned or encumbered any rights under the Intent Certificate or the TDRs, is duly organized and in good standing under the laws of the State of California, and has duly authorized and executed this Agreement. 7. Representations of Transferee. Transferee represents and warrants to Transferor that Transferee is duly organized and in good standing under the laws of the State of California and has duly authorized and executed this Agreement. 8. Miscellaneous. 8.1 Successors and Assigns. This Agreement may not be assigned. 8.2 Waivers; Severability. The provisions of this Agreement may not be waived except by a writing signed by the Party against whom such waiver is asserted, and no waiver of breach shall constitute a subsequent waiver of any subsequent breach. If any provision of the Agreement is determined by a court of competent jurisdiction to be invalid, the remaining provisions shall remain enforceable. 8.3 Notices. All notices or other communications provided for in this Agreement shall be deemed to have been duly given if delivered by certified mail return receipt requested, or by reputable overnight messenger service to the address of the receiving Party set for in this Agreement (or such different address as either Party shall have specified in writing to the other by a notice given pursuant to this Section). Notices sent by mail shall be effective three (3) days after mailing; notices sent by overnight messenger shall be effective on the next business day after delivery to the messenger service for next business day delivery. To Transferor: 1123 1-0001\2481769v2.doc Attn: To Transferee: Attn: To City: City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, CA 91730 Attn: TDR Authority 8.4 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California and the City of Rancho Cucamonga Municipal Code. 8.5 Indemnities. Except for claims based on the gross negligence or willful misconduct of City and claims based on material breach by City of this Agreement that is not cured by City within thirty (30) days after written notice from Transferor or Transferee: (i) Transferee shall defend, indemnify and hold City harmless from and against any and all claims by Transferor against City arising in connection with this Agreement or the transaction described herein, and (ii) Transferor shall defend, indemnify and hold City harmless from and against any and all claims by Transferee against City arising in connection with this Agreement or the transaction described herein. 8.6 Time of the Essence. Time is of the essence of every provision herein in which time is a factor. 8.7 Entire Agreement. This Agreement constitutes the entire agreement of the Parties as to the subject matter herein, and supersedes all oral and contemporaneous written communications and agreements. IN WITNESS WHEREOF, the undersigned have caused this Agreement to be duly executed as of the day and year first above written. "Transferor": "Transferee": By: By: Print Name: Print Name: Title: Title: 1123 1-0001\2481769v2.doc City„: CITY OF RANCHO CUCAMONGA By: Print Name: City Manager Attest: By: City Clerk Approved as to form: By: City Attorney 1123 1-000 1\2481769v2.doc EXHIBIT A INTENT CERTIFICATE (Attached.) 1123 1-000 1\2481769v2.doc EXHIBIT B FORM OF TDRC CERTIFICATE (Attached.) 1123 1-0001\2481769v2.doc EXHIBIT C FORM OF RESTRICTION AGREEMENT (INCLUDING FORM OF SUBORDINATION) (Attached.) 1123 1-000 1\2481769v2.doc 1123 1-0001\2481769v2.doc DRAFT [CITY LETTERHEAD] CITY ESCROW INSTRUCTIONS 202 VIA OVERNIGHT MESSENGER W/ENCLOSURES (AND VIA EMAIL, W/O ENCL., TO Title Company Rancho Cucamonga, CA Attn: , Escrow Officer Re: Your Escrow No. ; Sale of Transferable Development Rights by ("Seller") to ("Buyer") with consent of the City of Rancho Cucamonga Ladies and Gentlemen: This letter constitutes the escrow instructions of the City of Rancho Cucamonga("City") in connection with the sale of transferable development rights by the above-reference Seller to the above-referenced Buyer pursuant to that certain Development Rights Purchase and Sale Agreement dated 202_, between the Buyer and the Seller("Purchase Agreement"), a copy of which we understand has previously been delivered to you. 1. DOCUMENTS AND FUNDS. In connection with this transaction, enclosed are: (i) a counterpart of a"Transfer of Development Rights Credit(s) Certificate" executed by the City and acknowledged("Credits Certificate"); and(ii) a counterpart of a Use Restriction Agreement executed by the City and acknowledged("Restriction Agreement"). It is our understanding that the Buyer will be delivering to you funds in the amount of $ (or more), including: (i) $ as the purchase price ("Purchase Price") payable to the Seller(being the sum of an"Appraised Development Rights Value" and "Transferor TDR Transfer Application Costs"); (ii) a sum equal to 50% of your escrow fee (payable by Buyer to you under the Purchase Agreement); and(iii) $ payable to the City(the "Endowment"), [EITHER:] [and(iv) a sum equal to $ ,being an "Equalization Payment"payable by Buyer to the City("Buyer Equalization Payment")], all which should be shown on the estimated settlement statement to be prepared by you for approval by Buyer and Seller(the "Funds"). [OR:] [It is our understanding that City will be delivering to you funds in the amount of $ ("City Equalization Payment") for payment to Seller.] 11231-0001\2479368v1.doc Title Company Page 2 It is our understanding that the Seller will be delivering to you a counterpart of the Restriction, executed by the Seller and acknowledged. It is our understanding that the Buyer will be delivering to you a counterpart of the Credits Certificate, executed by the Buyer and acknowledged. 2. CLOSING INSTRUCTIONS. Provided that all of the conditions set forth in Section 3 below have been satisfied, you shall: (i) record the Restriction (with any executed/acknowledged Subordination Agreements that may be attached) in the Official Records of San Bernardino County, California(the "Official Records"); (ii) deliver the Purchase Price [EITHER:][and the City Equalization Payment] as directed in writing by the Seller; (iii) deliver the Endowment [OR:][and Buyer Equalization Payment] to the City by to ; (iv) record the Credits Certificate in the Official Records; (v) apply remaining funds to the costs described in Section 4.3 below; and(vi) return any remaining Funds to the Buyer. 3. CONDITIONS PRECEDENT TO CLOSING. You are authorized to record the Credits Certificate and the Restriction in the Official Records, and deliver documents and funds, when and only when: 3.1 You have the funds and the documents described in Section 1 above in your possession; 3.2 You have telephoned and received oral advice from at the City (phone number: )that all other conditions to closing the transaction have been fulfilled to the satisfaction of City. 4. OTHER MATTERS. 4.1 You shall notify of the City at when you have closed this transaction. 4.2 Within ten(10) days after the recording/closing, you shall deliver a copy of the recorded Notice to: City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, CA 91730 Attn: 4.3 Seller has agreed in the Purchase Agreement to pay half of your escrow fees. The Buyer has agreed to pay the other half. All fees, costs and expenses which may be incurred in closing this transaction are to be paid as set forth in the estimated closing statements prepared by 11231-0001\2479368v1.doc Title Company Page 3 you and initialed or signed by Buyer and Seller,but in no event is the City to bear any costs, expenses or charges. 4.4 If you are not able to comply with the instructions set forth in this letter(because of a conflict with the closing instructions of the Seller or otherwise), or the closing does occur by Noon on , 202_, you are not authorized to proceed with the closing without further authorization from at 4.5 The instructions set forth in these escrow instructions may be changed or revoked at any time by oral instructions from the undersigned, to be followed by written confirmation. 4.6 Your application or delivery of any Funds, or delivery or recording of any documents, shall constitute your acceptance of the instructions set forth in this letter and your irrevocable agreement to comply therewith; however, we request that you sign and return to the undersigned(via e-mail/PDF to ) a copy of this letter indicating your acceptance of and agreement to comply therewith. Very truly yours, CITY OF RANCHO CUCAMONGA By: Print Name: Title: cc: 11231-0001\2479368v1.doc Title Company Page 4 ACKNOWLEDGMENT AND AGREEMENT The undersigned requests that the person executing this Acknowledgment and Agreement on behalf of Title Company is duly authorized to do so, and certifies and agrees that Title Company will act in strict accordance with the instructions set forth in the attached letter. TITLE COMPANY By: Escrow Officer Dated: 202_ 11231-0001\2479368v1.doc Recording Requested By, and When Recorded Mail To: (Name and address of owner receiving credits.) with a copy to: City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, CA 91730 Attn: TDR Authority APN(s) of Property Receiving Credits: (Space above for Recorder's use.) (This document is exempt from the payment of a recording fee pursuant to Government Code Section 27383.) TRANSFER OF DEVELOPMENT RIGHTS CREDIT(S) CERTIFICATE Record Number: Credits Issued To: Name: Address: RECITALS WHEREAS, the City of Rancho Cucamonga serves as the TDR Authority for the transferable development rights program ("TDR Program") established by the Etiwanda Heights Neighborhood and Conservation Plan ("EHNCP"). 11231-0001\2483478v 1.d oc WHEREAS, the City Council of the City of Rancho Cucamonga has authorized the City Manager to complete and execute this Transfer Of Development Rights Credit(s) Certificate ("TDRC Certificate") in connection with the effectuation of the TDR Program. WHEREAS, development rights from the following property ("Sending Site")have been converted into "Development Credits": Sending Site TDR Certification Number: Sending Site Parcel Number(s): Sending Site Legal Description: Attached hereto as Exhibit 1 Owner of Sending Site: NOW, THEREFORE, subject to and upon the recording of this TDRC Certificate on the property described in Exhibit 2 attached hereto (the "Receiving Site"), such Development Credits shall be deemed transferred from the Sending Site to the Receiving Site pursuant to the TDR Program. The Development Credit(s)being transferred to the Receiving Site by the recording of this TDRC Certificate are as follows: Type EHNCP Section Reference Number Of Credits Estate 5.4.3 XL 5.4.4 L 5.4.5 M 5.4.6 S 5.4.7-8 Attached A 5.4.9 Attached B 5.4.10 Attached C 5.4.11 Attached Flex 5.4.12 Upon the recording of this TDRC Certificate on the Receiving Site, such Development Credits shall be benefit and be appurtenant to the Receiving Site and shall inure to the benefit of the owner of the Receiving Site and its successors-in-interest. Each Development Credit is worth one additional dwelling unit of the type specifically noted above to be used to exceed the base residential density established on Table 5.3 of the EHNCP. Use of these Development Credits shall be limited to the specific type noted above, deviations shall only be allowed upon issuance of an Amended Transfer Of Development Rights Credit(s) Certificate by the TDR Authority. Request to modify a Development Credit to a higher valued Development Credit shall require payment to the TDR Authority of the difference in value and issuance of an Amended Transfer Of Development Rights Credit(s) Certificate. 11231-0001\2483478v 1.d oc The official record of Transfer of Development Credits is maintained by the TDR Authority. If there is any discrepancy between the number of rights and types identified on this certificate and the official record, the official record shall control. IN WITNESS WHEREOF, the City as TDR Authority and the Owner of the Receiving Site have executed this TDRC Certificate. CITY: CITY OF RANCHO CUCAMONGA, a municipal corporation By: City Manager ATTEST: City Clerk OWNER OF RECEIVING SITE: a By: Print Name: Title: [SIGNATURES OF PARTIES MUST BE ACKNOWLEDGED] 11231-0001\2483478v 1.d oc EXHIBIT 1 DESCRIPTION OF SENDING SITE (Attached.) 11231-0001\2483478v 1.d oc EXHIBIT 2 DESCRIPTION OF RECEIVING SITE 11231-0001\2483478v 1.d oc A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF LOS ANGELES On before me, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity, and that by his/her/their signature(s) on the instrument the person(s), or the entity(ies) upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Place Notary Seal Above Signature of Notary Public 11231-0001\2483478v 1.d oc A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF LOS ANGELES On before me, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity, and that by his/her/their signature(s) on the instrument the person(s), or the entity(ies) upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Place Notary Seal Above Signature of Notary Public 11231-0001\2483478v 1.d oc A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF LOS ANGELES On before me, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity, and that by his/her/their signature(s) on the instrument the person(s), or the entity(ies) upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Place Notary Seal Above Signature of Notary Public 11231-0001\2483478v 1.d oc CITY OF RANCHO CUCAMONGA 10500 Civic Center Drive I Rancho Cucamonga,CA 91730 1 909.477.2700 1 www.CilyofRC.us ■ TDR QUALIFIED APPRAISERS LIST The City of Rancho Cucamonga provides this list as a service to the public. No recommendation of any firms listed below is implied. The Dore Group 1010 University Ave, San Diego, CA 92103 (619) 933-5040 https://thedoregroup.com Mission Property Advisors, Inc. 231 E Alessandro Blvd #616, Riverside, CA 92508 (951) 656-1100 https://missionpropertyadvisors.com Riggs and Riggs 4195 Valley Fair St # 207, Simi Valley, CA 93063 (805) 578-2400 http://www.riggsandriggsinc.com Transfer of Development Rights (TDR) Program I , I � • I / I / . ., . Ak 1 •,�IT County / Surplus Wilson Avenue 1 Wilson Avenue �'3 ♦ ♦ +� Property v Banyan Ave a • " 1.,. 1 \ i a 210 FreewayW CITY OF RANCHO CUCAMONGA r r Why did the City conduct this process? The County sought to initiate development of this land in 2008 • County-owned land is no longer needed for flood control purposes _ The County intends to liquidate this surplus land and - has development rights - Land is in County and subject to County's zoning - County issued a Developer RFP in 2008, with the -U MIT n - intention of changing the zoning to enable the proposed development We want to have a say in how the land is developed We do not want to suffer the impacts of development without ability to mitigate F ` _�,:- - z : • Want any development to meet the City's high standards Decades in the Making : Etiwanda North Specific Plan ( 1992) - I UC: Utility Corridor L: Low Res=2-4 DUA OS:Open Space VL:Very Low Res.=<2 DUA i ; h FC: Flood Control VLE:Very Low Estate Res.= 1 DUA FZ: Fault Zone HR:Hillside Res=<2 DU/bld.ac RC: Resource Conservation HRE: Hillside Estate Res=<1 DU/bld.ac IN: Institutional NC: Neighborhood Commercial AIM Rio -� .r.�•;� a=fix Y- �..• � �'.;,;,_. .r..� :c.. i� 1°1r` i :•r _. Fiscally Financial) neutral (or y ositive feasible p ) Communit - (And finish based y Wilson Ave. New connection) City Council Objectives Proposal CITY OF RANCHO CUCAMONGA r r Community Priorities Balancing Neighborhood : Conservation # I Priority: Plant and Animal Habitat #2 Priority: Minimize Wildfire Risk #3 Priority: Range of Housing #4 Priority: Semi-Rural Character #5 Priority: Minimize Traffic Impacts #6 Priority: Pathways for walking/biking/horses #7 Priority: Gathering Spaces and Parks #8 Priority: Beautiful, well maintained neighborhoods CITY OF RANCHO CUCAMONGA r r A Plan For Conservation and Neighborhoods y r 1 �5 ti .r 1'korthEtiwandaYrese�ve i115id,'it INC CITY OF RANCHO CUCAMONGA � � � i]nrali Sl �'dIIS'dn Guiding Principles Based on Community Input and Council Direction 1 . Local Control : Requires generating reasonable land value for County surplus property Open Space Conservation : Require funding which can be generate through mitigation fees and TDR 3. Active Healthy Living : Focus on outdoor lifestyle 4. Fiscal Responsibility: Annexation must be fiscally positive 5. Public Safety: Minimize neighborhood/wildland interface to reduce fire hazard and habitat impacts 6. Unique Sense of Place: Focus on views of and controlled access to conserved open space Etiwanda Heights Neighborhood and Conservation Plan CITY OF RANCHO CUCAMONGA 00- Status • Plan Adopted by City Council — October 2019 ■ Specific Plan Cost Recovery Fee Adopted — Winter 2020 ■ Annexation approved by LAFCO — November 2020 ■ Tentative Tract Map Approved by Planning Commission — January 2021 • Transfer of Development Rights Resolution — For consideration tonight Figure 1.4 Conservation vs. Neighborhood Area -. ._.._._-.._..-I j I L - � I Rural/Conservation Area 3,603 acres 0 ---------- I I I I ------------ I I Hillside Rd Neighborhood Area 790 acres Wilson Ave © I Wilson Ave Alilsan Ave 4 I; II chaffey I: m -_F. � College s Lo50sos I I U - / high School BanyanSl ---I —•. I I o BanyanSl Banyan St --�� 1. CITY OF RANCHO CUCAMONGA yL.. I. I 1.Application 2.Calculation of Development Rights 3.Valuation of Development Rights 4.Sending Site Property Owner Approval and Submittal of Appraisal for TDR Authority Review 5.TDR Certification and Notification 6.Willingness to Pay Offer 7.TDR Transfer Ratio Determination TDR Policies and Procedures NEW- 8. Purchase and Sale CITY OF RANCHO CUCAMONGA r r TDR Program Documents ex=Ex.Arox.�x os �� f4: TRANSFER OF DEVELOPMENT RIGHTS ,weisaxww.wrmmawwu+v,man ""'OR'0`01141"'tlO"'"0jO"""""" ^•^^•'^-^"'�'^'"^ Dwrx[xr Ricxn rgorxnx ^`°"^"' (TDR)CHECKLIST POLICIESAND APPLICATION APPLICATION QUALIFICATION SENDING WILLINGNESS PROCEDURES MANUAL FORM CHECKLIST REPORT CERTIFICATION TO PAY r RE INTENTTO ISSUE USE RESTRICTION PURCHASEAND CITY ESCROW TDR QUALIFIED APPRAISERS CERTIFICATE AGREEMENT SALE AGREEMENT INSTRUCTIONS CERTIFICATE LIST Step 1 : Application 1.Application 2.Calculation of Development 3.Valuation Df Development Rights POLICIESAND APPLICATION APPLICATION QUALIFICATION SENDING WILLINGNESS 4.Sending Site property Owner Approval and So bmitial PROCEDURES FORM CHECKLIST REPORT CERTIFICATION TO PAY of Appraisal for 1 Authority MANUAL 5.TDR Certification and Notification kL6.Willingness to Pay Offer a=— 7.TDR Transfer Ratio Determination I INTENT TO USE PURCHASE AND CITY ESCROW TDR QUALIFIED ISSUE RESTRICTION SALE AGREEMENT INSTRUCTIONS CERTIFICATE APPRAISERS S.Purchase and Sale CERTIFICATE AGREEMENT LIST CITY OF ♦ • CUCAMONGA Step 2 : Calculation of Dev. Rights 111�, 71-7 Calculation of Development Rlghts � -_ �,,� p � �� " 3.Valuation of Development Rights � - ��4� �� i�� peA 0 Approval and Submittal 4 Sending Site Pro caner ' Site Constraints Map/Site Information Sheet "IDS ^� ofRppraisalforTDR uhorityReview 5.TDR Certification and Notification 6.W illingness to Pay Offer 7.TDR Transfer Ratio Determination S.Purchase and Sale �r �r CITY OF RANCHO CUCAMONGA r r Step 2 : Calculation of Dev. Rights (cont'd ) Documents#of units eligible for TDR. 1.Application Becomes basis for appraisal. 4.Sending Site property Owner Approval and Submittal 5.TDR Certification and Notification IN I - POLICIESAND APPLICATION APPLICATION QUALIFICATION SENDING WILLINGNESS PROCEDURES FORM CHECKLIST REPORT CERTIFICATION TO PAY MANUAL 6.Willingness to Pay Offer 7.TDR Transfer Ratio Determination S.Purchase and Sale INTENTTO USE PURCHASE AND CITY ESCROW TDR QUALIFIED ISSUE RESTRICTION SALE AGREEMENT INSTRUCTIONS CERTIFICATE APPRAISERS CERTIFICATE AGREEMENT LIST CITY OF RANCHO ♦ • CUCAMONGA Step 3 : Valuation of Dev. Rights 1.Application v� 2 Calculation of Development 3.Valuation Df Development Rights POLICIESAND APPLICATION APPLICATION QUALIFICATION SENDING WILLINGNESS 4.Send ing Site PROCEDURES FORM CHECKLIST REPORT CERTIFICATION TO PAY property, Authority MANUAL 5.TDR Certification and Notification 6.Willingness to Pay Offer LEERa=— 7.TDRTransfer Ratio Determination INTENTTO USE PURCHASE AND CITY ESCROW TDR QUALIFIED ISSUE RESTRICTION SALE AGREEMENT INSTRUCTIONS CERTIFICATE APPRAISERS S.Purchase and Sale CERTIFICATE AGREEMENT LIST CITY OF ♦ • CUCAMONGA Step 4 : TDR Authority Review of Appraisal 1.Application v� Development POLICIESAND APPLICATION APPLICATION QUALIFICATION SENDING WILLINGNESS 4.Sending Site property Owner Approval and Submittal PROCEDURES FORM CHECKLIST REPORT CERTIFICATION TO PAY of Appraisal for' 1 Authority MANUAL 5.TDR Certification and Notification kL6.Willingness to Pay Offer 7.TDR Transfer Ratio Determination INTENT TO USE PURCHASE AND CITY ESCROW TDR QUALIFIED ISSUE RESTRICTION SALE AGREEMENT INSTRUCTIONS CERTIFICATE APPRAISERS S.Purchase and Sale CERTIFICATE AGREEMENT LIST CITY OF ♦ • CUCAMONGA Step 5 : TDR Certification and Notification 1.Application "TDRs ready to be purchased" $value Development2.Calculation of Development 4.Sending Site property Owner Approval and Submittal Z- ofAppraisal for TDR Authority Review NEW 5.TOR Certification and Notification POLICIES AND APPLICATION APPLICATION QUALIFICATION SENDING WILLINGNESS PROCEDURES FORM CHECKLIST REPORT CERTIFICATION TO PAY 6.Willingness to Pay Offer MANUAL 7.TDR Transfer Ratio Determination S.Purchase and Sale INTENTTO USE PURCHASE AND CITY ESCROW TDR QUALIFIED ISSUE RESTRICTION SALE AGREEMENT INSTRUCTIONS CERTIFICATE APPRAISERS CERTIFICATE AGREEMENT LIST CITY OF RANCHO ♦ • CUCAMONGA Step 6 : Willingness to Pay Offer 1.Application "How much I am willing to pay per unit" $value 2.Calculation of Development Rights 3.Valuation Df Development Rights 4.Sending Site property Owner Approval and Submittal Z- of Appraisal for TDR Authority Review ------ 5.TOR Certification and Notification POLICIES AND APPLICATION APPLICATION QUALIFICATION SENDING WILLINGNESS PROCEDURES FORM CHECKLIST REPORT CERTIFICATION TO PAY 6.Willingness to P ay Offer MANUAL 7.TDR Transfer Ratio Determination __�_._,_ �-ice�.�'T-• �__.___�__..__. I --' =..._... ___..: .._... S.Purchase and Sale INTENTTO USE PURCHASE AND CITY ESCROW TDR QUALIFIED ISSUE RESTRICTION SALE AGREEMENT INSTRUCTIONS CERTIFICATE APPRAISERS CERTIFICATE AGREEMENT LIST CITY OF ♦ • CUCAMONGA Step 7 : TDR Transfer Ratio Determination SENDING SI'IV=- 1.Application hk Number of Units Eligible Appraised Value for 2 Units Appraisal and Total Sending 2.Calculation of Development Rights For TDR on Sending Site (1 unit @$200,000) Application Costs Value 3.Valuation Df Development Rights © APPRAISAL / / 111 11 111 / / 1114.Sending Site property Owner Approval and So bmitial of Appraisal for TDR Authority Review A 5.TOR Certification and Notification C D r N D 6.Willingness to' O Z Ratio Determination S.Purchase and Sale WILLINGNESS TO PAY PRICE/UNIT NO. OF UNITS TOTAL f $50,000 10 $500,000 * Price per unit includes appraisal and application costs. Number of Buildable Units for Receiving Site ad Step 7 : TDR Transfer Ratio Determination SENDING SI'IV=- 1.Application hk Number of Units Eligible Appraised Value for 2 Units Appraisal and Total Sending 2.Calculation of Development Rights For TDR on Sending Site (1 unit @$200,000) Application Costs 3.Valuation Df Development Rights © APPRAISAL / / 111 11 111 1 1 111 4.Sending Site property Owner Approval and So bmitial L of Appraisal for TDR Authority Review 5.TOR Certification and Notification C D r N D 6.Willingness to' O Z Ratio Determination S.Purchase and Sale WILLINGNESS TO PAY 1 PRICE/UNIT NO.Cc:UNITS TyTAL $50,000 10 $500,000 * Price per unit includes appraisal and application costs. Number of Buildable Units for Receiving Site ad Step 8 : Purchase and Sale Application1. v� 2.Calculation of Development 3.Valuation Df Development POLICIESAND APPLICATION APPLICATION QUALIFICATION SENDING WILLINGNESS 4.Sending Site property Owner Approval and Submittal PROCEDURES FORM CHECKLIST REPORT CERTIFICATION TO PAY of Appraisal for TDRAuthority MANUAL 5.TDR Certification and Notification 6.Willingness to Pay Offer HE 7.TDR Transfer Ratio Determination I INTENT TO USE PURCHASE AND CITY ESCROW TDR QUALIFIED Now- ISSUE RESTRICTION SALE AGREEMENT INSTRUCTIONS CERTIFICATE APPRAISERS 3.Purchase and Sale CERTIFICATE AGREEMENT LIST Emit Recorded on Recorded on Sending Site Receiving Site Modifications to Resolution 2021 -009 • Provides more clarity on the City Council's approval of the Policies and Procedures Manual and the role of City Staff to administer TDR program. • Transactional documents attached for record • Clarifies City responsibility to manage TDR program, and City Manager's authority administer and effectuate the program. • Clarifies City Manager's authority to modify Policies and Procedures Manual and transactional documents as long as they are consistent with Specific Plan. Recommendation • TDR Program previously adopted by the City Council as part of the EHNCP. • To assist in the implementation of the TDR Program: • City Council must be formally name the City as the TDR Authority. • Policies and Procedures Manual and TDR Program Documents must be adopted. CITY OF RANCHO CUCAMONGA 00- CITY OF RANCHO CUCAMONGA DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Jennifer Nakamura, Management Analyst II Jason C. Welday, Director of Engineering Services/City Engineer SUBJECT: Consideration of First Reading of Ordinance Nos. (978) and (979), to be Read by Title Only and Waive Further Reading, Amending the Municipal Code to Allow for the Deferral of Payment of Development Impact Fees and the Public Art In-Lieu Fee. (CITY) RECOMMENDATION: Staff recommends that the City Council conduct first reading of Ordinance No. 978 to be read by title only to allow for the deferral of payment of Development Impact Fees. Planning Commission and staff recommend that the City Council conduct first reading of Ordinance No. 979 to be read by title only to allow for the deferral of payment of the Public Art In- Lieu Fee. BACKGROUND: As part of a new development, the City imposes development impact fees to mitigate the impacts of development on services such as parks, community centers, library, animal center and police. These fees are paid prior to building permit issuance. In 2017, the City adopted a public art ordinance which requires certain developments to include or provide for public art. Projects subject to the public art ordinance have three options to satisfy the public art requirement: 1) Provide art on the project site, 2) Donate art to the City or 3) Pay an in-lieu fee based on the minimum art value required for the project. The code requires options 1 and 2 to be satisfied prior to final inspection of the project site. If option 3 is chosen, the in-lieu fee is required to be paid prior to building permit issuance. ANALYSIS: The Building Industry Association (BIA) asked the City to consider providing an option for developers to defer payment of impact and in-lieu fees prior to final inspection and certificate of occupancy. They explained that paying the in-lieu fee at building permit issuance increases overall costs for the project, as they are often required to finance these fees and pay interest while the building is under construction. The municipal code currently does not provide flexibility to accommodate such a request. Staff reviewed the BIA request and determined that providing additional flexibility did not negatively impact our ability to collect or utilize the fees collected. The proposed change will allow Page 128 a project applicant to request payment deferral of the development impact fees and public art in- lieu fee from being required at building permit issuance prior to final inspection. Staff has developed system checks to ensure that if payment is deferred, the developer will be prevented from requesting final inspection and certificate of occupancy until the deferred fees are paid in full. Impact and in-lieu fees will be assessed based on the most current fee schedule at the time the fees are due to be paid. Should a fee increase between the time building permits are pulled and the fees are to be paid prior to final inspection, they will pay the current fee. In addition to providing a fee deferral option, staff is also correcting typographic errors in the affected chapters. FISCAL IMPACT: This proposed change does not impact the amount of the in-lieu fee collected, just the timing of when the fee is due. Collecting the fee later may reduce any interest gained on the monies over time, but that is expected to be minimal. Conversely, collecting the fee later may require the developer to pay a higher fee, but that is also expected to be negligible. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: The proposed amendment embraces the City Council's core values of working together cooperatively and respectfully with each other, staff and all stakeholders and continuous improvement. By listening to the concerns of the development community and being responsive to their concerns provides a better working relationship for future initiatives and goals. ATTACHMENTS: Attachment 1 — Planning Commission Resolution 21-07 Attachment 2 — Ordinance No. 978 Attachment 3— Ordinance No. 979 Page 2 Page 129 RESOLUTION NO. 21-07 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF RANCHO CUCAMONGA., CALIFORNIA, RECOMMENDING APPROVAL OF MUNICIPAL CODE AMENDMENT DRC2021-00003, PROVIDING PAYMENT DEFERRAL OPTIONS FOR THE PUBLIC ART IN-LIEU FEE AND MAKING FINDINGS IN SUPPORT THEREOF A. Recitals. 1. The City of Rancho Cucamonga has prepared Municipal Code Amendment DRC2021- 00003, as described in the title of this Resolution. Hereinafter in this Resolution, the subject Municipal Code Amendment is referred to as "the application". 2. On January 27, 2021 the Planning Commission of the City of Rancho Cucamonga conducted a noticed public hearing on the application and concluded said hearing on that date. 3. All legal prerequisites prior to the adoption of this Resolution have occurred. B. Resolution. NOW, THEREFORE, it is hereby found, determined, and resolved by the Planning Commission of the City of Rancho Cucamonga as follows: 1. This Commission hereby specifically finds that all of the facts set forth in the Recitals, Part A, of this Resolution are true and correct. 2. Based upon the substantial evidence presented to the Planning Commission during the above-referenced public hearing on January 27, 2021, including written and oral staff reports, together with public testimony, this Commission hereby specifically finds:as follows: a. General Plan Land Use Policy LU-14 identifies policies to support public art an as important amenity in the City. This amendment continues to advance the goal of providing public art through the provision of an in-lieu fee to be paid prior to project completion. 3. The Planning Department Staff has determined that the project is exempt from the requirements of the California Environmental Quality Act (CEQA) and the City's CEQA Guidelines. The project qualifies under the general rule that CEQA.applies only to projects,which have the potential for causing significant effect on the environment. Pursuant to State CEQA Guidelines Section 15061(B)(3), where it can be seen with certainty that there is no possibility that the activity in question may have significant effect on the environment, the activity is not subject to CEQA. The proposed Development Code Amendment does not propose any.physical change to the environment itself. The amendment provides an option to delay the timing of payment of a specific fee (public art in-lieu). Development applications subject to the public art ordinance development subject to these provisions will be reviewed for CEQA compliance under a separate entitlement. During the entitlement process, the applicant may be required to submit environmental studies that analyzes the impact(s) (if any) to, for example, air quality, biological resources, cultural resources, noise levels, and transportation/traffic caused by the site-specific project. On a case-by-case review of each project, the appropriate environmental document will Exhibit 1 Page 130 PLANNING COMMISSION RESOLUTION NO.21-07 MUNICIPAL CODE AMENDMENT ❑RC2021-00003- CITY OF RANCHO CUCAMONGA January 27, 2021 Page 2 be prepared to address project-specific impacts. Therefore, the amendment will not have a significant effect on the environment. 4. Based upon the findings and conclusions set forth in paragraphs 1, 2, and 3 above, this Commission hereby recommends that the City Council approve Municipal Code Amendment DRC2018-00605 as indicated in Attachment A incorporated herein by this reference. 5. The Secretary to this Commission shall certify to the adoption of this Resolution.. APPROVED AND ADOPTED THIS 27TH DAY OF JANUARY 2021. PLANNING COMMISSION OF THE CITY OF RANCHO CUCAMONGA BY: Tony Guglielmo, Chairman ATTEST: Anne McIntosh, AICP, Secret 1, Anne McIntosh, AICP, Secretary of the Planning Commission for the City of Rancho Cucamonga, do hereby certify that the foregoing Resolution was duly and regularly introduced, passed, and adopted by the Planning Commission of the City of Rancho Cucamonga, at a regular meeting of the Planning Commission held on the 27th day of January 2021, by the following vote- to-wit: AYES: COMMISSIONERS: GUGLIELMO, OAXACA, DOPP, MORALES, WILLIAMS NOES: COMMISSIONERS: ABSENT: COMMISSIONERS: ABSTAIN: COMMISSIONERS: Page 131 ORDINANCE NO. 978 AN ORDINANCE OF THE CITY OF RANCHO CUCAMONGA, AMENDING CHAPTERS 3.52, 3.56, 3.60, 3.64,AND 3.68 OF THE RANCHO CUCAMONGA MUNICIPAL CODE REGARDING PAYMENT REQUIREMENTS FOR DEVELOPMENT IMPACT FEES, AND MAKING FINDINGS IN SUPPORT THEREOF The City Council of the City of Rancho Cucamonga does ordain as follows: SECTION 1. The City of Rancho Cucamonga, has prepared a Municipal Code Amendment, as described in the title of this Ordinance. Hereinafter in this Ordinance, the subject Municipal Code Amendment is referred to as "the amendment". A. The City of Rancho Cucamonga, California (the "City") is a municipal corporation, duly organized under the constitution and laws of the State of California. B. On the 17th day of February 2021, the City Council of the City of Rancho Cucamonga conducted a noticed public hearing on the amendment and concluded said hearing on that date. C. All legal prerequisites to the adoption of this Ordinance have occurred. SECTION 2. Chapter 3.52 of the Municipal Code is hereby amended to read as follows: Chapter 3.52 COMMUNITY AND RECREATION CENTER IMPACT FEE 3.52.010 Purpose. The city council finds that the purpose of the Community and Recreation Center Impact Fee hereby enacted is to prevent new residential development from reducing the quality and availability of public services provided to residents of the city by requiring new residential development to contribute to the cost of expanding the availability of community and recreation center assets in the city. The city finds: A. There are a number of existing community and recreation centers within the city, as well as the Victoria Gardens Cultural Center. B. Fees apply only to residential development. C. There is a need for fees to serve future development in the city without placing a burden on existing resources. D. Community and recreation centers serve the entire population. E. Revenue from the impact fees will be used to expand the availability of community and recreation center assets in the city; through the acquisition or improvement of real property; or the acquisition, construction, or expansion of buildings, furnishings, equipment, or any of these. Ordinance 978 — Page 1 of 14 Page132 F. New residential development and the expansion of existing development within the city impose a burden on the existing community and recreation facilities by adding additional population. G. The fees are based on the relationship between the city's existing population and the replacement cost of the existing community center, recreation center, and cultural center facilities. H. Population is used as the demand variable when calculating these fees because the need for community and recreation centers is normally defined in terms of population per unit for that type. I. The level of service standard used to calculate impact fees is the existing ratio of facility replacement cost to population. J. The cost per capita will be applied to future population to compute impact fees per unit. K. Since assisted living facilities are allowed in some residential zoning districts with a conditional use permit; and residents of those facilities do make use of the community and recreation center facilities, impact fees will apply to new development of these types of facilities. L. Impact fees for other specialized development types should be calculated in the same way if the need arises. M. The fee established by this chapter is in addition to any other fees or charges or taxes that are required by law as a condition of development. N. The period of greater than ten days prior to adoption of this chapter, data has been available to the public, and to developers and their representative, indicating the cost or estimated cost of the infrastructure to be funded, the revenue sources anticipated and means of spending these costs. 3.52.020 Definitions. For the purposes of this chapter, the following words shall have the meanings set forth below: City/service area shall mean the entire city. Dwelling unit shall include each single-family dwelling, each unit of an apartment, duplex dwelling group or multiple dwelling structure or condominium or planned residential development as a separate habitat for one or more persons or each mobilehome space designed to contain a mobilehome trailer on a semi-permanent or permanent basis. Facilities mean those park and recreation facilities, land, improvements, or infrastructure located in the city. Person includes every person, firm or corporation constructing a dwelling unit directly or through the services of any employee, agent or independent contractor. Residential development means all dwelling units constructed for the first time on open land or when existing structures are remodeled, and added to or otherwise altered to increase the number of dwelling units. Ordinance 978 — Page 2 of 14 Page 133 Study means the current development impact fee study on file in the City's Engineering Services Department that supports the fee resolution adopted pursuant to section 3.52.050. 3.52.030 Establishment and administration of Community and Recreation Center Impact Fees. The city council finds that there is a reasonable relationship between the use of the fees and the need for facilities of development projects on which they are imposed. A. The finance director shall establish a special interest-bearing fund titled "Community and Recreation Center Impact Fees." All fees collected pursuant to this chapter shall be deposited in this fund and shall be expended on the availability of community and recreation center assets in the city. B. A fee is imposed in the amounts set forth in this chapter and shall be applicable to every dwelling unit as defined in section 3.52.020 constructed in the city after the effective date of the ordinance codified in this chapter and shall be known as the "Community and Recreation Center Impact Fee." 3.52.040 Payment. The fee imposed by this chapter shall be due and payable no sooner than issuance of building permits and no later than issuance of a certificate of occupancy for the dwelling unit(s)subject to the fee. No certificate of occupancy or temporary certificate of occupancy may be issued until the fee has been paid in full. The amount of the fee shall be calculated at the time the fee is paid, based upon the rate then in effect. 3.52.050 Fees. The fees imposed by this chapter shall be set by resolution of the city council. 3.52.060 Fee exemptions. In the event that a development project is found to have no impact on facilities for which impact fees are charged, such project must be exempted from the fees. 3.52.070 Use of fees. The city council finds that there is established a community and recreation center fund where all sums collected pursuant to this chapter shall be deposited and shall be used to expand on the availability of community and recreation center assets in the city to serve new development. Those public facilities and other assets are identified in the study. 3.52.080 Severability. If any provision of this chapter or the application thereof to any person or circumstances is held invalid, such invalidity shall affect the other provisions of this chapter which can be given effect without the invalid provisions or its application, and to this end, the provisions of this chapter are severable. Ordinance 978 — Page 3 of 14 Page134 SECTION 3. Chapter 3.56 of the Municipal Code is hereby amended to read as follows: Chapter 3.56 LIBRARY IMPACT FEE 3.56.010 Purpose. The city council finds that the purpose of the Library Impact Fee hereby enacted is to prevent new residential development from reducing the quality and availability of public services provided to residents of the city by requiring new residential development to contribute to the cost of expanding the availability of library and cultural center assets in the city. The city finds: A. There are two libraries currently in the city: Archibald and Paul A. Biane Library. B. Paul A. Biane Library is part of the Victoria Gardens Cultural Center. C. Paul A. Biane Library includes space for future expansion. D. The city will assess the need for any future development of a new library. E. Fees apply only to residential development. F. The need for fees to serve future development in the city without placing a burden on existing resources. G. The libraries serve the entire population. H. Revenue from the impact fees will be used to expand the availability of library and cultural center assets in the city through the acquisition or improvement of real property; or the acquisition, construction, or expansion of buildings, furnishings, equipment, or any of these. I. New residential development and the expansion of existing development within the city impose a burden on the existing libraries by adding additional population. J. The fees are based on the relationship between the city's existing population and the replacement cost of existing libraries, cultural center facilities, and material. K. Population is used as the demand variable when calculating these fees because the need for libraries is normally defined in the terms of population per unit for that type. L. The level of service standard used to calculate impact fees is the existing ratio of facility and material replacement cost to population. M. The cost per capita will be applied to future population to compute impact fees per unit. N. Since assisted living facilities are allowed in some residential zoning districts with a conditional use permit; and residents of those facilities do make use of the library facilities, impact fees will apply to new development of these types of facilities. O. Impact fees for other specialized development types should be calculated in the same way if the need arises. P. The fee established by this chapter is in addition to any other fees or charges or taxes that are required by law as a condition of development. Ordinance 978 — Page 4 of 14 Page135 Q. The period of greater than ten days prior to adoption of this chapter, data has been available to the public, and to developers and their representative, indicating the cost or estimated cost of the infrastructure to be funded, the revenue sources anticipated and means of spending these costs. 3.56.020 Definitions. For the purposes of this chapter, the following words shall have the meanings set forth below: City/service area shall mean the entire city. Dwelling unit shall include each single-family dwelling, each unit of an apartment, duplex dwelling group or multiple dwelling structure or condominium or planned residential development as a separate habitat for one or more persons or each mobilehome space designed to contain a mobilehome trailer on a semi-permanent or permanent basis. Facilities mean those libraries or cultural center facilities, land, improvements, or infrastructure located in the city. Person includes every person, firm or corporation constructing a dwelling unit directly or through the services of any employee, agent or independent contractor. Residential development shall include all dwelling units constructed for the first time on open land or when existing structures are remodeled, and added to or otherwise altered to increase the number of dwelling units. Study means the current development impact fee study on file in the City's Engineering Services Department that supports the fee resolution adopted pursuant to section 3.56.050. 3.56.030 Establishment and administration of Library Impact Fees. The city council finds that there is a reasonable relationship between the use of the fees and the need for facilities of development projects on which they are imposed. A. The finance director shall establish a special interest-bearing fund titled "Library Impact Fees." All fees collected pursuant to this chapter shall be deposited in this fund and shall be expended on the availability of library facilities and material assets in the city. B. A fee is imposed in the amounts set forth in this chapter and shall be applicable to every dwelling unit as defined in section 3.56.020 constructed in the city after the effective date of the ordinance codified in this chapter and shall be known as the "Library Impact Fee." 3.56.040 Payment. The fee imposed by this chapter shall be due and payable no sooner than issuance of building permits and no later than issuance of a certificate of occupancy for the dwelling unit(s)subject to the fee. No certificate of occupancy or temporary certificate of occupancy may be issued until the development fee has been paid in full. The amount of the fee shall be calculated at the time the fee is paid, based upon the rate then in effect. Ordinance 978 — Page 5 of 14 Page 136 3.56.050 Fees. The fees to be paid by this chapter shall be set by resolution of the city council. 3.56.060 Fee exemptions. In the event that a development project is found to have no impact on facilities for which impact fees are charged, such project must be exempted from the fees. 3.56.070 Use of fees. The city council finds that there is established a library fund where all sums collected pursuant to this chapter shall be deposited and shall be used to expand on the availability of library and cultural center assets in the city to serve new development. Those public facilities and other assets are identified in the study. 3.56.080 Severability. If any provision of this chapter or the application thereof to any person or circumstances is held invalid, such invalidity shall affect the other provisions of this chapter which can be given effect without the invalid provisions or its application, and to this end, the provisions of this chapter are severable. SECTION 4. Chapter 3.60 of the Municipal Code is hereby amended to read as follows: Chapter 3.60 ANIMAL CENTER IMPACT FEE 3.60.010 Purpose. The city council finds that the purpose of the Animal Center Impact Fee hereby enacted is to prevent new residential development from reducing the quality and availability of public services provided to residents of the city by requiring new residential development to contribute to the cost of expanding the availability of animal center assets in the city. The city finds: A. There is only one animal center that serves the entire population. B. The current animal center is at maximum capacity, and that there will be need for expansion or construction of a new animal center as the population continues to grow. C. These fees apply only to residential development. D. The need for fees is to serve future development in the city without placing a burden on existing resources. E. Revenue from the impact fees may be used to expand the availability of animal center assets in the city through the acquisition or improvement of real property; or the acquisition, construction, or expansion of buildings, furnishings, equipment, or any of these. Ordinance 978 — Page 6 of 14 Page 137 F. New residential development and the expansion of existing development, within the city impose a burden on the existing animal center by adding additional population. G. Population is used as the demand variable when calculating these fees because the need for animal center services is normally defined in the terms of population per unit for that type. H. The level of service standard used to calculate impact fees is the existing ratio of facility and material replacement cost to population. I. The cost per capita will be applied to future population to compute impact fees per unit. J. Impact fees for other specialized development types should be calculated in the same way if the need arises. K. The fee established by this chapter is in addition to any other fees or charges or taxes that are required by law as a condition of development. L. The period of greater than ten days prior to adoption of this chapter, data has been available to the public, and to developers and their representative, indicating the cost or estimated cost of the infrastructure to be funded, the revenue sources anticipated and means of spending these costs. 3.60.020 Definitions. For the purposes of this chapter, the following words shall have the meanings set forth below: City/service area shall mean the entire city. Dwelling unit shall include each single-family dwelling, each unit of an apartment, duplex dwelling group or multiple dwelling structure or condominium or planned residential development as a separate habitat for one or more persons or each mobilehome space designed to contain a mobilehome trailer on a semi-permanent or permanent basis. Equipment/material shall include all necessary materials that are required for the proper operation of the facility for which this fee is imposed. Facilities mean those animal center facilities, land, improvements, or infrastructure located in the city. Person includes every person, firm or corporation constructing a dwelling unit directly or through the services of any employee, agent or independent contractor. Residential development shall include all dwelling units constructed for the first time on open land or when existing structures are remodeled, and added to or otherwise altered to increase the number of dwelling units. Study means the current development impact fee study on file in the City's Engineering Services Department that supports the fee resolution adopted pursuant to section 3.60.050. Ordinance 978 — Page 7 of 14 Page 138 3.60.030 Establishment and administration of Animal Center Impact Fees. The city council finds that there is a reasonable relationship between the use of the fees and the need for facilities of development projects on which they are imposed. A. The finance director shall establish a special interest-bearing fund titled "Animal Center Impact Fees."All fees collected pursuant to this chapter shall be deposited in this fund and shall be expended on the availability of animal center facilities and material assets in the city. B. A fee is imposed in the amounts set forth in this chapter and shall be applicable to every dwelling unit as defined in section 3.60.020 constructed in the city after the effective date of the ordinance codified in this chapter and shall be known as the "Animal Center Impact Fee." 3.60.040 Payment. The fee imposed by this chapter shall be due and payable no sooner than issuance of building permits and no later than issuance of a certificate of occupancy for the dwelling unit(s)subject to the fee. No certificate of occupancy or temporary certificate of occupancy may be issued until the development fee has been paid in full. The amount of the fee shall be calculated at the time the fee is paid, based upon the rate then in effect. 3.60.050 Fees. The fees to be paid by this chapter shall be set by resolution of the city council. 3.60.060 Fee exemptions. In the event that a development project is found to have no impact on facilities for which impact fees are charged, such project must be exempted from the fees. 3.60.070 Use of fees. The city council finds that there is established an animal center fund where all sums collected pursuant to this chapter shall be deposited and shall be used to expand on the availability of the animal center assets in the city to serve new development. Those public facilities and other assets are identified in the study. 3.60.080 Severability. If any provision of this chapter or the application thereof to any person or circumstances is held invalid, such invalidity shall affect the other provisions of this chapter which can be given effect without the invalid provisions or its application, and to this end, the provisions of this chapter are severable. SECTION 5. Chapter 3.64 of the Municipal Code is hereby amended to read as follows: Chapter 3.64 POLICE IMPACT FEE Ordinance 978 — Page 8 of 14 Page 139 3.64.010 Purpose. The city council finds that the purpose of the Police Impact Fee hereby enacted is to prevent new residential and commercial/industrial development from reducing the quality and availability of public services provided to residents of the city by requiring new residential and business development to contribute to the cost of expanding the availability of police assets in the city. The city finds: A. Police services, facilities and equipment are needed to serve future development in the city. B. Police services serve the entire residential and business population. C. The need to expand the existing fleet of police vehicles and equipment will be necessary as the population continues to grow. D. The city will assess the need to expand police facilities into the northeastern portion of the city as indicated in the current city general plan. E. These fees apply to all residential and business development. F. Revenue from the impact fees may be used to expand the availability of police assets in the city through the acquisition or improvement of real property; or the acquisition, construction or expansion of buildings, furnishings, equipment or any of these. G. New residential and business development within the city imposes a burden on the existing police facility by adding additional population. H. The demand variable that determine the fees is based on the relationship between the city's existing population and the calls for service and the replacement cost for police facilities and equipment. I. Police impact fees paid by new development are based on the same level of service currently provided to the existing residential and businesses in the city. J. Since assisted living facilities are allowed in some residential zoning districts with a conditional use permit; and residents of those facilities do make use of police services, impact fees will apply to new development of these types of facilities. K. The cost per capita will be applied to future population to compute impact fees per unit. L. Impact fees for other specialized development types should be calculated in the same way, if the need arises. M. The fee established by this chapter is in addition to any other fees or charges or taxes that are required by law as a condition of development. N. The period of greater than ten days prior to adoption of this chapter, data has been available to the public, and to developers and their representative, indicating the cost or estimated cost of the infrastructure to be funded, the revenue sources anticipated and means of spending these costs. Ordinance 978 — Page 9 of 14 Page 140 3.64.020 Definitions. For the purposes of this chapter, the following words shall have the meanings set forth below: Businesses include all commercial/industrial, hotel/motel, and office units. City/service area means the entire city. Dwelling unit includes each single-family dwelling, each unit of an apartment, duplex dwelling group or multiple dwelling structure or condominium or planned residential development as a separate habitat for one or more persons or each mobilehome space designed to contain a mobilehome trailer on a semi-permanent or permanent basis. Equipment/material includes all necessary materials that are required for the proper operation of the facility for which this fee is imposed as defined in the study. Facilities mean those police facilities, land, improvements, or infrastructure located in the city. Person includes every person, firm or corporation constructing a dwelling unit directly or through the services of any employee, agent or independent contractor. Residential development includes all buildings or dwelling units constructed for the first time on open land or when existing structures are remodeled and added to or otherwise altered to increase the number of dwelling units. Study means the current development impact fee study on file in the City's Engineering Services Department that supports the fee resolution adopted pursuant to section 3.64.050. 3.64.030 Establishment and administration of Police Impact Fees. The city council finds that there is a reasonable relationship between the use of the fees and the need for facilities of development projects on which they are imposed. A. The finance director shall establish a special interest-bearing fund titled "Police Impact Fees." All fees collected pursuant to this chapter shall be deposited in this fund and shall be expended on the availability of police facilities and material assets in the city. B. A fee is imposed in the amounts set forth in this chapter and shall be applicable to every dwelling unit as defined in section 3.64.020 constructed in the city after the effective date of the ordinance codified in this chapter and shall be known as the "Police Impact Fee." 3.64.040 Payment. The fee imposed by this chapter shall be due and payable no sooner than issuance of building permits and no later than issuance of a certificate of occupancy for the dwelling unit(s)subject to the fee. No certificate of occupancy or temporary certificate of occupancy may be issued until the development fee has been paid in full. The amount of the fee shall be calculated at the time the fee is paid, based upon the rate then in effect. Ordinance 978— Page 10 of 14 Page 141 3.64.050 Fees. The fees imposed by this chapter shall be set by resolution of the city council. 3.64.060 Fee exemptions. In the event that a development project is found to have no impact on facilities for which impact fees are charged, such project must be exempted from the fees. 3.64.070 Use of fees. The city council finds that there is established a police fund where all sums collected pursuant to this chapter shall be deposited and shall be used to expand on the availability of police facility assets in the city to serve new development. Those public facilities and other assets are identified in the study. 3.64.080 Severability. If any provision of this chapter or the application thereof to any person or circumstances is held invalid, such invalidity shall affect the other provisions of this chapter which can be given effect without the invalid provisions or its application, and to this end, the provisions of this chapter are severable. SECTION 6. Chapter 3.68 of the Municipal Code is hereby amended to read as follows: Chapter 3.68 PARK IN-LIEU/PARK IMPACT FEES 3.68.010 Purpose. The city council finds that the purpose of the Park In-Lieu/Park Impact Fees hereby enacted is to prevent new residential development from reducing the quality and availability of public services provided to residents of the city by requiring new residential and commercial development to contribute to the cost of expanding the availability of park and recreation assets in the city. The city finds: A. The need for two types of development fees for parks: Fees for park land acquisition and fees for park improvement. B. Fees for park land acquisition are subdivided: Fees in-lieu of park land dedication for subdivisions, and impact fees for park land acquisition not involving subdivisions. C. The need for fees to serve future development in the city without placing a burden on existing resources. D. The general plan has been adopted containing specific policies and standards for parks and recreation facilities. E. Dedicated land and/or in-lieu fees are to be used only for the purpose of developing new or rehabilitating existing neighborhood or community parks or recreational facilities to serve the subdivision paying the fees. Ordinance 978— Page 11 of 14 Page142 F. Park impact fees apply only to land acquisition in residential subdivisions. G. The demand factor for each type of residential development is the average population per unit for that type because the need for parks in a community is almost always based on population. H. The total acreage of city-owned park land will be used to determine the existing level of service for purposes of calculating impact fees for park land acquisition. I. Improved park acreage will be used to determine the existing level of service for the calculation of impact fees for park improvements. J. Impact fees for other specialized development types should be calculated in the same way, if the need arises. K. The period of greater than ten days prior to adoption of this chapter, data has been available to the public, and to developers and their representative, indicating the cost or estimated cost of the infrastructure to be funded, the revenue sources anticipated and means of spending these costs. 3.68.020 Definitions. For the purposes of this chapter, the following words shall have the meanings set forth below: City/service area means the entire city. Dwelling unit includes each single-family dwelling, each unit of an apartment, duplex dwelling group or multiple dwelling structure or condominium or planned residential development as a separate habitat for one or more persons or each mobilehome space designed to contain a mobilehome trailer on a semi-permanent or permanent basis. Facilities mean those park and recreation facilities, land, improvements, or infrastructure located in the city. Person includes every person, firm or corporation constructing a dwelling unit directly or through the services of any employee, agent or independent contractor. Residential development includes all dwelling units constructed for the first time on open land or when existing structures are remodeled, and added to or otherwise altered to increase the number of dwelling units. Study means the current development impact fee study on file in the City's Engineering Services Department that supports the fee resolution adopted pursuant to section 3.68.050. 3.68.030 Establishment and administration of Park In-Lieu/Park Impact Fees. The city council finds that there is a reasonable relationship between the use of the fees and the need for facilities of development projects on which they are imposed. A. The finance director shall establish a special interest-bearing fund titled "Park In-Lieu/Park Impact Fees." All fees collected pursuant to this chapter shall be deposited in this fund and shall be expended on the availability of park and recreation assets in the city. Ordinance 978— Page 12 of 14 Page 143 B. A fee is imposed in the amounts set forth in this chapter and shall be applicable to every dwelling unit as defined in section 3.68.020 constructed in the city after the effective date of the ordinance codified in this chapter and shall be known as the Park In-Lieu/Park Impact Fee. 3.68.040 Payment. The fee imposed by this chapter shall be due and payable no sooner than issuance of building permits and no later than issuance of a certificate of occupancy for the dwelling unit(s)subject to the fee. No certificate of occupancy or temporary certificate of occupancy may be issued until the development fee has been paid in full. The amount of the fee shall be calculated at the time the fee is paid, based upon the rate then in effect. 3.68.050 Fees. The fees imposed by this chapter shall be set by resolution of the city council. 3.68.060 Fee exemptions. In the event that a development project is found to have no impact on facilities for which impact fees are charged, such project must be exempted from the fees. 3.68.070 Use of fees. The city council finds that there is established a Park In-Lieu/Park Fund where all sums collected pursuant to this chapter shall be deposited and shall be used to expand on the availability of park and recreation assets in the city to serve new development. Those public facilities and other assets are identified in the study. 3.68.080 Severability. If any provision of this chapter or the application thereof to any person or circumstances is held invalid, such invalidity shall affect the other provisions of this chapter which can be given effect without the invalid provisions or its application, and to this end, the provisions of this chapter are severable. SECTION 7. The City Council declares that, should any section, subsection, subdivision, sentence, clause, phrase, or portion of this Ordinance for any reason is held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance, and each section, subsection, subdivision, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, phrases, or portions thereof be declared invalid or unconstitutional. SECTION 8. Neither the adoption of this Ordinance nor the repeal of any other Ordinance of this City shall in any manner affect the prosecution for violations of ordinances, which violations were committed prior to the effective date hereof, nor be construed as a waiver of any penalty or the penal provisions applicable to any violation thereof. Ordinance 978— Page 13 of 14 Page144 SECTION 9. The City Clerk shall certify to the adoption of this Ordinance and shall cause it to be published in the manner required by law. PASSED, APPROVED, AND ADOPTED this 17th day of February, 2021, by the following vote to wit: AYES: ( ) NOES: ( ) ABSENT: ( ) ABSTAIN: ( ) L. Dennis Michael, Mayor ATTEST: Janice C. Reynolds, City Clerk APPROVED AS TO FORM: James L. Markman, City Attorney Ordinance 978 — Page 14 of 14 Page145 ORDINANCE NO. 979 AN ORDINANCE OF THE CITY OF RANCHO CUCAMONGA, AMENDING SECTION 17.124.020 OF THE RANCHO CUCAMONGA MUNICIPAL CODE REGARDING PAYMENT REQUIREMENTS FOR THE PUBLIC ART IN-LIEU FEE, AND MAKING FINDINGS IN SUPPORT THEREOF The City Council of the City of Rancho Cucamonga does ordain as follows: SECTION 1. The City of Rancho Cucamonga, has prepared Municipal Code Amendment DRC2021-00003, as described in the title of this Ordinance. Hereinafter in this Ordinance, the subject Municipal Code Amendment is referred to as "the amendment". A. The City of Rancho Cucamonga, California (the "City") is a municipal corporation, duly organized under the constitution and laws of the State of California. B. On the 27th day of January, 2021, the Planning Commission of the City of Rancho Cucamonga conducted a noticed public hearing with respect to the amendment and, following the conclusion thereof, issued Resolution No. 21-07, recommending that the City Council of the City of Rancho Cucamonga adopt said amendment. C. On the 17th day of February 2021, the City Council of the City of Rancho Cucamonga conducted a noticed public hearing on the amendment and concluded said hearing on that date. D. All legal prerequisites to the adoption of this Ordinance have occurred. SECTION 2. Based upon the substantial evidence presented to this Council during the above-referenced public hearing, this Council hereby finds and concludes that the amendment's proposed changes to Title 17 (Development Code) of the Rancho Cucamonga Municipal Code are consistent with the General Plan goals, policies and implementation programs. General Plan Land Use Policy LU-14 identifies policies to support public art an as important amenity in the City. This amendment continues to advance the goal of providing public art through by maintaining an in-lieu fee to be paid prior to project completion. SECTION 3. Planning Department Staff has determined that the project is exempt from the requirements of the California Environmental Quality Act (CEQA) and the City's CEQA Guidelines. The project qualifies under the general rule that CEQA applies only to projects, which have the potential for causing significant effect on the environment. Pursuant to State CEQA Guidelines Section 15061(13)(3), where it can be seen with certainty that there is no possibility that the activity in question may have significant effect on the environment, the activity is not subject to CEQA. The proposed Development Code Amendment does not propose any physical change to the environment itself. The amendment provides an option to delay the timing of payment of a specific fee (public art in-lieu). SECTION 4. Section 17.124.020.D of Chapter 17.124 (Design Provisions for Public Art) is hereby amended to read as follows: Ordinance 979 — Page 1 of 3 Page 146 D. In lieu of providing the art required by the preceding subsection C, the applicant may do either of the following: 1. Donate to the city art work that meets or exceeds the minimum value of the art work; subject to the provisions of section 17.124.030 of this chapter. 2. Prior to the issuance of a building permit, pay on a per unit basis, an in-lieu fee into the city's public art trust fund, equal to the minimum value of the art work that would otherwise be included in the development project. If approved in writing by an authorized City representative, the applicant may defer payment of the in-lieu fee to no later than issuance of a certificate of occupancy for the development project. SECTION 5. The City Council declares that, should any section, subsection, subdivision, sentence, clause, phrase, or portion of this Ordinance for any reason is held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance, and each section, subsection, subdivision, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, phrases, or portions thereof be declared invalid or unconstitutional. SECTION 6. Neither the adoption of this Ordinance nor the repeal of any other Ordinance of this City shall in any manner affect the prosecution for violations of ordinances, which violations were committed prior to the effective date hereof, nor be construed as a waiver of any penalty or the penal provisions applicable to any violation thereof. SECTION 7. The City Clerk shall certify to the adoption of this Ordinance and shall cause it to be published in the manner required by law. PASSED, APPROVED, AND ADOPTED this 17th day of February, 2021, by the following vote to wit: AYES: ( ) NOES: ( ) ABSENT: ( ) ABSTAIN: ( ) L. Dennis Michael, Mayor ATTEST: Janice C. Reynolds, City Clerk Ordinance 979 — Page 2 of 3 Page 147 APPROVED AS TO FORM: James L. Markman, City Attorney Ordinance 979 — Page 3 of 3 Page 148 DIF and Public Art Fee Deferral city council February 17 , 2021 RANCHO CUCAMONGA All-AmericaCfty 1 I I nl EIIVIII ♦ � � 20 %* 20 Background • DIF Fees and Public Art In - Lieu fees paid at building permit issuance • BIA Request to consider fee deferral program • Code currently does not provide payment flexibility RANCHO CUCAMONGA All-AmericaCfty 1 I I nl E110 ♦ 20 %* 20 Proposed Change • Provide an option to allow payment of DIF and Public Art in - lieu fee to be deferred to prior to final inspection • System checks are in place to ensure compliance RANCHO • Minor typographical and clarifying edits to IDIF CUCAMONGA � chapters All-AmericaCfty 1 I I nl E110 ♦ 20 %* 20 Recommendation • Staff recommends adoption of Ordinance No . 978 • Planning Commission recommends adoption of Ordinance No . 979 RANCHO CUCAMONGA All-AmericaCfty 1 I I nl I I � � � � ♦ � � 20 %* 20 ITEM Hl . 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I , - � 'ays ��-ram '• . - L r �w . .ti r RANCHO . •r-1.. r1.` I1 I�ritvo. 4.ti .1 V-�Ya IN-11 ri + i--'-'•' - � •S4Vi L - •1'r1f9� i f ,-4x 'ib •` 'tip 1*h�+�� CUCAMONGA North Victoria Windrows Loop All-America City 2 0 St 0 Total Costs Due to the Wind Events Wind Event October 2020 Wind Event January 2021 • Actuals to Date - $ 633 ) 540 • Actuals to Date - $ 139 ) 235 RANCHO NCAMONGA All-Amerin ISl) Lak 2 0 2 0 RAr NCAI All-Am 2 0 T 2 0 CITY OF RANCHO CUCAMONGA $l 01 DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Tamara L. Oatman, Finance Director SUBJECT: Consideration to Receive and File Midyear Financial Update for the Six- Month Period Ended December 31, 2020. (CITY) Staff report will be made available and provided prior to the City Council meeting. Page 149 UPDATED STAFF REPORT: ITEM H2 01 CITY OF RANCHO CUCAMONGA DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Tamara L. Oatman, Finance Director SUBJECT: Consideration to Receive and File Midyear Financial Update for the Six- Month Period Ended December 31, 2020. (CITY) Staff recommends that the City Council continue the item to the March 3, 2021 City Council Meeting. CITY OF RANCHO CUCAMONGA DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Fabian Villenas, Principal Management Analyst SUBJECT: Summary of Public Safety Response to 2020 Holiday Lights Display and Consideration of a Resolution Temporarily Closing Portions of Thoroughbred and Jennet Streets, West Sapphire Street and East of Turquoise Avenue, and a Portion of Turquoise Avenue Between Jennet and Thoroughbred Streets, to Pedestrian Traffic During the Area's 2021 Holiday Light Display. (RESOLUTION NO. 2021-010) (CITY) RECOMMENDATION: Staff recommends that the City Council adopt Resolution No. 2021-010, temporarily closing portions of Thoroughbred and Jennet Streets, west of Sapphire Street and east of Turquoise Avenue, and a portion of Turquoise Avenue between Jennet and Thoroughbred Streets, to pedestrian traffic during the area's Holiday Light Display for the 2021 holiday season. BACKGROUND: For more than 20 years, the residents of Thoroughbred and Jennet Streets have created a visual display of lights during the weeks leading up to Christmas. With the advent of social media, the light displays now attract visitors from all over Southern California. Over the last 10 years, the Holiday Lights Display, and the overwhelming crowds it attracts, created substantial public safety concerns as well as significant impacts on the quality of life for area residents who are not part of the Holiday Lights Display. Although the City provides police and traffic support to manage the crowds and minimize impacts on adjacent neighborhoods, the City has always made it clear that it is not an official City- sponsored event. The large crowds create significant public safety and community concerns. Multiple departments are impacted; the Police, Engineering Services, and Public Works Services Departments along with the City Manager's Office collaborate each year to provide a high level of specialty services to mitigate these impacts and elevate the safety of the residents and visitors, which is quite costly. Plans are reviewed internally and with the community each year in an effort to adapt to the ever-growing event. The Holiday Lights Display, and the overwhelming crowds it attracts, has created substantial public safety concerns as well as significant impacts on the quality of life for area residents who are not part of the Holiday Lights Display. Key findings from past years include: • Thoroughbred and Jennet Streets and Turquoise Avenue are narrow, two-lane residential streets with no sidewalks and are not intended to handle substantial amounts of vehicular or pedestrian traffic. Page 150 • Traffic counts demonstrate a startling number of pedestrians and vehicles which creates a dangerous situation for pedestrians and motorists. • Pedestrians, including children, are routinely observed traversing back and forth across the street in between vehicles. At the same time, drivers are distracted by the holiday displays. • Residents in the surrounding neighborhoods experience significant inconveniences from the large volume of visitors such as illegal parking, blocking driveways, litter and human excrement in their yards, vandalism, trespassing, noise and the extreme delays in ingress and egress into their residential neighborhoods. In response to these critical public safety concerns, and with RCPD's recommendation, the City in 2017 transitioned the Holiday Light Display into a Drive-Thru Only experience by limiting pedestrian traffic during certain peak times due to unsafe conditions that have been observed in the past. ANALYSIS: For the fourth year in a row, RCPD successfully implemented the Drive-Thru Only Ordinance. Due to COVID-19 state health orders, the Drive-Thru Only Ordinance, which restricts pedestrian access, was implemented for the entire 2020 holiday season, from December 4th to December 24th. Consistent with previous years, the Drive-Thru Only Ordinance was originally going to be put in place the weekend of December 4-6 and from December 11-24, 2020. However, with COVID-19 rates reaching alarming rates going in the holiday season and more restricted statewide health orders announced, the City took the action to extend the Drive-Thru Only period in order to minimize large crowds and close contact amongst different households. As a result, RCPD and City staff received positive comments regarding the Drive-Thru Only Ordinance and how it has improved conditions in the areas surrounding Thoroughbred and Jennet Streets. In comparing vehicular traffic between the 2020 and 2019 holiday season, traffic on Sapphire Street leading up to Thoroughbred Street increased by 7.2 percent. This is a reversal of a downward trend that was previously being experienced since the transition to Drive-Thru Only. Most of this traffic increase occurred at the beginning of the holiday season. Conversely, the vehicular traffic in the area surrounding the Holiday Light Display (on Hillside Avenue and on Carnelian Street) continued its downtrend with a 7.5 percent reduction in vehicular traffic. This can be attributed to the public becoming better versed in the permitted routes to the Holiday Light Display and the consistent messaging that the City's Community Affairs Network (CAN) and RCPD's Public Affairs staff have put out through social media and other platforms. Over the last several years, RCPD has also collected data regarding from where (by zip code) visitors were coming to the Holiday Lights. For the 2020 holiday season, 87 percent of visitors came from a zip code outside of the City of Rancho Cucamonga, reversing a downward trend. This is a substantial increase from the prior year. In 2019, 67 percent of visitors reported coming from a zip code outside of Rancho Cucamonga. During the months leading up to the holiday season, RCPD and the City's CAN Team executed an aggressive communications strategy to educate the public for the upcoming holiday season. Efforts include information mailings, video announcements and social media posts. Electronic message board signage was strategically placed in the area announcing the pedestrian restrictions. The City's Holiday Lights webpage received 33,400 views during the month of December 2020. Unique to this year, the City released a"virtual"tour of the Holiday Light Display, which had an impressive 275,946 views. Page 151 RCPD also worked with DoIT (the City's Department of Innovation and Technology) to again deploy the online event registration portal, allowing residents within the affected area to register their parties/get-togethers so that their guests can be allowed through the deputy-staffed check- in areas. During the 2020 holiday season, residents within the affected area registered 140 parties/get-togethers during the Drive-Thru Only period. This is a decline from the previous years, most likely due to the COVID-19 pandemic and state health orders. With Drive-Thru Only proving to be an effective strategy in reducing the unsafe conditions and the negative impacts on the surrounding area residents, it is recommended that it again be implemented for the 2021 holiday season. Consistent with previous years, it would be implemented for a two-week period prior to Christmas, December 10 to December 24, 2021, as well as the prior weekend of December 3-5, 2021. It is recommended that the City Council adopt the attached Resolution establishing Drive-Thru Only on the dates identified above for the 2021 holiday season. FISCAL IMPACT: RCPD incurred a total of$156,121 in personnel costs in order to staff the Holiday Light Display. COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: The City's response to the Holiday Light Display is consistent with the City Council's goal of promoting a safe community. ATTACHMENTS: Attachment 1 — Resolution No. 2021-010 Page 152 RESOLUTION NO. 2021-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CUCAMONGA TEMPORARILY CLOSING PORTIONS OF THOROUGHBRED AND JENNET STREETS, WEST OF SAPPHIRE STREET AND EAST OF TURQUOISE AVENUE, AND A PORTION OF TURQUOISE AVENUE BETWEEN JENNET AND THOROUGHBRED STREETS, TO PEDESTRIAN TRAFFIC DURING THE AREA'S HOLIDAY LIGHT DISPLAY AND MAKING FINDINGS IN SUPPORT THEREOF A. Recitals 1. The elaborate display of holiday lights and decorations by residents of Thoroughbred and Jennet Streets, west of Sapphire Street and east of Turquoise Avenue, and Turquoise Avenue between Thoroughbred and Jennet Streets, during the month of December (the "Holiday Light Display") is an example of the community's holiday spirit, hard work, and creativity, which has grown over the last thirty years into one of the largest holiday light displays in Southern California, drawing viewers from across the region. 2. In recent years, however, the popularity of the Holiday Light Display has led to a surge in vehicular and pedestrian traffic, particularly on and around portions of Thoroughbred and Jennet Streets and Turquoise Avenue, resulting in a variety of negative impacts that threaten the health, safety, and welfare of members of the public. 3. At the regularly scheduled City Council meeting on February 17, 2021, the City Council received evidence concerning the negative impacts and dangerous conditions created by the Holiday Light Display prior to the adoption of this Resolution. 4. All legal prerequisites to the adoption of this Resolution have occurred. B. Resolution NOW THEREFORE, the Rancho Cucamonga City Council does hereby find, determine, conclude, and resolve as follows: 1. Based on evidence presented to the City Council at the above-referenced meeting on February 17, 2021, the City Council finds as follows: a. All facts set forth in Part A, Recitals, of this Resolution are true and correct. b. Thoroughbred and Jennet Streets and Turquoise Avenue are narrow, two-lane, residential streets with no sidewalks, which are not intended to handle substantial amounts of vehicular or pedestrian traffic. C. An estimated 5,000 to 9,000 vehicles travel through these streets each day during the busiest periods of the Holiday Light Display, in addition to pedestrians who park in neighboring communities and walk into the area. 1 Page153 d. Traffic during the Holiday Light Display has increased to where the average wait time to enter can reach approximately two hours, followed by an additional hour and a half to travel through the streets. On busy evenings, traffic can back up to the 210 Freeway, approximately one mile away. e. Large trucks, hot rods, and tour buses, which are normally uncommon on Thoroughbred and Jennet Streets and Turquoise Avenue, have been increasingly common in the area during the Holiday Lights Display, which creates additional dangers for pedestrians because they tend to take up larger portions of the road and require additional skill and attention to safely maneuver. f. The exceedingly high number of vehicles and presence of larger- than normal vehicles in the area results in noise and air pollution to pedestrians and surrounding residents. g. Traffic and safety problems are exacerbated by the large volume of pedestrians in the street, causing vehicles to slow, stop, or idle to avoid collisions. At any one time, as many as 5,000 pedestrians are in the roadway. h. Due to the absence of sidewalks on Thoroughbred and Jennet Streets and Turquoise Avenue, pedestrians mainly travel in the roadway, which creates a danger both to pedestrians and those traveling in vehicles. i. Pedestrians have been routinely observed traversing back and forth across the street to view the holiday displays. At the same time, drivers are distracted by the holiday displays. With drivers and pedestrians both distracted the potential for an accident involving a pedestrian substantially increases. j. The Holiday Light Display attracts many families with young children to the area. In some instances, children have been observed wandering unsupervised. Children are therefore at increased risk of being hit by a vehicle while walking in the street. k. Pedestrians frequently visit the Holiday Light Display expecting to find public restrooms. As no public restrooms are located nearby, pedestrians have been identified using nearby horse trails and dark residential areas to urinate, defecate, and discard hazardous waste. I. The Chief of Police and Fire Chief have determined that, due to increased vehicle and pedestrian traffic during the Holiday Light Display and limited street capacity, emergency personnel might not be able to safely and timely respond to potential emergencies in the surrounding community. M. The negative impacts and dangerous conditions created by the Holiday Light Display would be mitigated if the affected portions of Thoroughbred and Jennet Streets and Turquoise Avenue were temporarily closed to pedestrian traffic during the Holiday Light Display. In the absence of pedestrians, vehicular traffic flow would improve and emergency vehicles would have improved access because they could pass 2 Page 154 on either side of the one-way vehicular traffic. Furthermore, potential accidents involving vehicles and pedestrians would be reduced. n. Vehicle Code Section 21101(e) authorizes the City, to act by resolution, to temporarily close a portion of any street for celebrations, parades, local special events, and other purposes when, in the opinion of the City Council, the closing is necessary for the safety and protection of persons who are to use that portion of the street during the temporary closing. o. The Holiday Light Display, although not City sponsored, constitutes a local special event for the purposes of Vehicle Code Section 21101(e). 2. Based on the facts set forth in the preceding Section 1 of this Resolution and all available information, the City Council hereby finds that the temporary closure of portions of Thoroughbred and Jennet Streets and Turquoise Avenue to pedestrian traffic, except for residents of the homes within the affected area and their guests, during the Holiday Light Display is necessary for the safety and protection of persons who are to use the streets during the Holiday Light Display. 3. Based on the finding made in the preceding Section 2 of this Resolution and pursuant to California Vehicle Code Section 21101(e), the City Council hereby closes those portions of Thoroughbred and Jennet Streets west of Sapphire Street and east of Turquoise Avenue and Turquoise Avenue between Jennet and Thoroughbred Streets (as identified on Exhibit A, attached hereto and incorporated herein by this reference) to all pedestrian traffic except for residents of the homes on the affected streets and their guests from 5:00 p.m. to 11:00 p.m. from December 3 to December 5, 2021 and from December 10 to December 24, 2021. 4. The Chief of Police, in consultation with the City Engineer or designee, shall erect or cause to be erected and maintained sufficient temporary signs, barriers, and other temporary traffic control devices, to preclude pedestrians from traversing those portions of Thoroughbred and Jennet Streets as shown on Exhibit A, except to residents, during the closure period. 5. This resolution is exempt from the California Environmental Quality Act ("CEQA") pursuant to CEQA Guidelines Section 15301(c), existing facilities. Thoroughbred and Jennet streets and Turquoise Avenue are existing streets and the proposed temporary closure of those streets during the Holiday Light Display constitutes a minor change in their operation. The temporary street closure will only affect a portion of Thoroughbred and Jennet streets between Sapphire Street and Turquoise Avenue and Turquoise Avenue between Jennet and Thoroughbred streets during a select number of days and for a limited period of time between 5:00 p.m. and 11:00 p.m. Residents of the affected portions of the streets will continue to have access to their homes at all times and the streets will continue to be accessible by car. Due to the significant vehicular and pedestrian traffic impacts during the Holiday Light Display, the temporary closure is anticipated to reduce an existing significant traffic and safety impact in a portion of the City. 3 Page155 6. The City Clerk shall certify to the adoption of this Resolution PASSED, APPROVED, AND ADOPTED this day of 2021. AYES: NOES: ABSENT: ABSTAINED: L. Dennis Michael Mayor ATTEST: Janice C. Reynolds City Clerk I, Janice C. Reynolds, City Clerk, do hereby certify that the foregoing Resolution was duly passed, approved, and adopted by the City Council of the City of Rancho Cucamonga, at a Regular Meeting of said Council held on February 17, 2021. Executed this day February 17, 2021 at Rancho Cucamonga, California. Janice C. Reynolds City Clerk 4 Page 156 k i - 1 a �Xo-4 ti 5 Page 157 Response to 2020 Holiday Lights Display & Recommendations for 2021 Holiday Season tea' CITY OF RANCHO CUCAMONGA Background • In March 2020, City Council took action : • Established Drive-Thru Only on December 4-6 and 11-24 from 5 p. m. to 11 p. m . Pedestrians were allowed to walk the loop from November 29- December 4 and December 7-10. • In November 2020, a collective decision between the city and the police department was made due to the Covid-19 Pandemic. We established Drive-Thru Only beginning on December 4t" through December 24t" from 5p.m. to 11p. m. Pedestrians were not allowed to walk inside loop. Findings that led to Drive Thru Only : • Thoroughbred and Jennet are narrow streets with no sidewalks • Traffic counts confirm a significant public safety concern • Pedestrians were intermingled with vehicles + driver are distracted by light display • Neighborhood Impacts : trash, vandalism, illegal parking, trespassing, traffic, etc. In Preparation of Drive -Thru Transition : • Deployment Plan developed by RCPD • Aggressive communications strategy • Mechanism to allow access for residents' guests through a phone application . Request Guest Registry Portal CITY OF RANCHO CUCAMONGA • Online guest registry portal launched RC Event Registration for the periods of Drive-Thru only Portions of Thoroughbred and Jennet Streets • 140 events re istered throu hout and Turquoise Avenue will be drive-thru only g g from December bth through December 8th the month of December and December 13ththrough December24th between 5-11 PM. If you live within the affected area and are having guests, please • Effective tool in assisting deputies to register your event in order to ensure your determine appropriate pedestrian guests can access your home as a pedestrian. access into the loop Event Registration Area • No complaints reported CITY OF RANCHO CUCAMONGA I r �� Communit Outreach Efforts y 30,400 Unique Website Visitors (32% _ increase) Social Media through Facebook, COMMUNITY UPDATE Twitter, Instagram Views: 26,591 Thoroughbred Virtual Tour Views: Due to COVID-19, the 275,946 Thoroughbred Holiday Lights event will be DRIVE-THRU ONLY. �� December 4 - December 24, 2020 tg 4RM HO 5 P.M. to 11 P.M. OUCAMONGA NO PEDESTRIANS 410 CITY OF RANCHO CUCAMONGA 1 r' Drive -Thru R I esu is Volume & Trend • Traffic counts showed a decrease 900.0 843 25.0% during Drive-Thru Only 21.1% 800.0 20.0% • 2.8% decrease in overall traffic 696 729 15.0% 700.0 from 2019 (Nov 25 — Dec 31) 631 613 100% 600.0 • 7.7% increase on Sapphire Street 5.0% 500.0 bD • 7.4% decrease in volumes for -2.8% 0.0% Carnelian Ave and Hillside St 4000 -5.0% 300.0 • Visitor queuing was more effective v -10.0% than 2019 = a) 200.0 13.6% 13.4% -15.0% 100.0 -20.0% • An average loop time of 45 minutes 0.0 -25.0% 2016 2017 2018 2019 2020 • An average time of 1 hours and 10 Year minutes from Sapphire and Banyan to the exit of the loop Drive -Thru Only Results Due to the pandemic: • Pedestrian access limited in 2020. • Weekday visitors most likely increased, leading to increased, consistent queuing on 19t" Stand changes in signage installed in response. Drive-Thru Only Results 0 Zip codes collected from random sample visitors from December 18th _19th Palmdale ..... • 655 Visitors surveyed • 87% were from outside Rancho Cucamonga (20% � increase from last year) Yl • As far as San Diego ` County. = f —V Ziprodes Number of Visitors V Ll lu fm HEM n r,Lo1 u o Lf�and Ma-9—M.EPA,NK Ell I CITY OF ♦ • CUCAMONGA Drive -Thru Only Results Medical Emergency: • On December 23rd at the corner of Turquoise and Thoroughbred (inside the loop), a citizen in a motor vehicle suffered a medical emergency. The loop had to be shut down for approximately 20 minutes. • Due to one-way traffic pattern, restricted parking, and no pedestrian traffic, emergency personnel were able to access the location with ease. Recommendations for 2021 For the 2021 holiday season : • It is recommended that the City Council approve Resolution to implement Drive-Thru Only December 3-5 and 10-241 2021. CITY OF RANCHO CUCAMONGA DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Jennifer Hunt Gracia, Community Services Director Katie Distelrath, Community Services Deputy Director SUBJECT: Consideration to Authorize the City Manager to Execute Professional Services Agreement with PROS Consulting Inc. in an Amount Not to Exceed $66,910 for Community Services Department Organizational and Financial Assessment and AMS Planning & Research for Victoria Gardens Cultural Center & City-wide Arts Programming Assessment in an Amount Not to Exceed $97,600. (CITY) RECOMMENDATION: Staff recommends that City Council authorize the City Manager to execute the Professional Services Agreement with PROS Consulting Inc. for Community Services Department Organizational and Financial Assessment in an amount not to exceed$66,910 and AMS Planning&Research for Victoria Gardens Cultural Center & City-Wide Arts Programming Assessment in an amount not to exceed $97,600. BACKGROUND: The Community Services Department (CSD) provides residents opportunities to play, celebrate, connect, explore, and be entertained through quality programs, safe parks, and well-maintained facilities. The Department strives to provide the residents opportunities for healthy lifestyles, personal growth, and a sense of community to enhance the quality of life in Rancho Cucamonga. A major provider of services to the community is the Victoria Gardens Cultural Center which has been the hub for performing arts in Rancho Cucamonga since August of 2006. Over the past 14 years, the Cultural Center has garnered a regional reputation for hosting quality and affordable entertainment ranging from headliners, renowned comedians, professional theatre for young audiences, community productions and Broadway style shows, providing over a million school- aged children, residents, and visitors with professional and community theatre performances. In response to the pandemic and to comply with State orders, CSD suspended most all programs and services and temporarily closed several City facilities including Lions East Community Center, Lions West Community Center, the RC Family Resource Center, the RC Sports Center, and the Victoria Gardens Cultural Center. Therefore, revenues were significantly impacted. The Department has historically operated with a fee-based model that supports all programming and services. Without revenue generation services are limited and required the layoff of 230 part-time staff, 9 full-time staff layoffs/reassignments and 5 full-time vacant positions. The department transitioned into providing support and leadership to community problem solving, virtual classes, weekly meals for seniors, distant learning for youth, recreation activity boxes, drive-in concert and creating Page 158 community connections through social media engagement. While the County COVID-19 tiers reduce restrictions and begin to allow gatherings and opportunities to resume programs and services, the Department was greatly impacted by the loss of revenue and is not in a position to open all services until 2022 at the earliest. Financial sustainability and assurances that revenue projections will be met is critical to operate in a post pandemic era. To assess the programs and services offered, the Department must commit to performance management and develop a measurement system to better predict future costs and ensure cost recovery. In preparation for 2022, the Department will evaluate all operational, financial, and business planning to ensure a sustainable service delivery that meets the current needs of the community. While live performance is placed on hold at the Victoria Gardens Cultural Center, City staff will use this time to evaluate how to meet the needs of the community while operating the facility effectively and efficiently. ANALYSIS: The Community Services Department's goal is to develop a financially stable Department that will provide programs and services that meet the needs of the community today and in the future. Recognizing the Council's commitment to continuously improve programs and services in Rancho Cucamonga, the Department will work with PRO Consulting Inc. in developing a sustainable financial plan. By surveying residents, hosting focus group discussions, evaluating past service delivery model and benchmarking the City fee schedule with relevant peer agencies, PRO Consulting Inc. will define criteria of core services and develop an appropriate pricing policy and cost recovery model for each service that is financially sustainable. Performance measures for all programs and services, with a progressive treatment to fees and pricing, will enable a full spectrum of sustainable service offerings to the community. In developing long-range action plans along with a sustainable financial plan, the Organizational and Financial Assessment provided by PROS Consulting Inc., will focus on costs, pricing policy, user fee analysis, cost of service, and performance measures will provide outcomes that leadership can utilize to determine service capacity and maintain, strengthen or fundamentally change services to better serve the needs of residents. The assessment will be completed in six months. Along with the assessment of the Community Services Department, the assessment of the Victoria Gardens Cultural Center by AMS Planning & Research will develop a sustainable five to ten-year Cultural Arts Master Plan that will guide the venue's future to meet the community need while being financially sustainable. Staff will work with AMS to engage the public and examine various data to determine short and long-term impacts of COVID-19, programming models based on market research and public opinion, identify and recommend operational structure best suited for the venue, and evaluate the potential need and public desire to further expand the City's arts presence in the community. The assessment by AMS and development of a master plan will take approximately nine months to complete. FISCAL IMPACT: The fee for the Organizational and Financial Assessment is an amount not to exceed $66,910 and will be paid from account number 1001401-5300 (Community Services Administration Contract Services). The Victoria Gardens Cultural Center assessment, including extensive community outreach, is an amount not to exceed $97,600 and will be paid from account number 1001407-5300 (Victoria Gardens Cultural Center Contract Services). Page 2 Page 159 COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: An assessment of the Community Services Department and the Victoria Gardens Cultural Center reinforces the City Council's value of continuous improvement and commitment to intentionally embrace and anticipate the future while creating a community that provides life-lasting benefits to all who come to Rancho Cucamonga to live, work and play. ATTACHMENTS: Attachment 1 — Pros Consulting Inc. Professional Services Agreement Attachment 2 —AMS Professional Services Agreement Page 3 Page 160 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT is made and entered into this 28th day of January, 2021,by and between the City of Rancho Cucamonga, a municipal corporation ("City") and PROS Consulting, Inc., a Recreation Consulting Firm ("Contractor"). RECITALS A. City has heretofore issued its request for proposals to perform the following services: CSD Organizational and Financial Assessment("the Project"). B. Contractor has submitted a proposal to perform the services described in Recital"A", above, necessary to complete the Project. C. City desires to engage Contractor to complete the Project in the manner set forth and more fully described herein. D. Contractor represents that it is fully qualified and licensed under the laws of the State of California to perform the services contemplated by this Agreement in a good and professional manner. AGREEMENT NOW, THEREFORE, in consideration of performance by the parties of the mutual promises, covenants, and conditions herein contained, the parties hereto agree as follows: 1. Contractor's Services. 1.1 Scope and Level of Services. Subject to the terms and conditions set forth in this Agreement, City hereby engages Contractor to perform all services described in Recitals "A" and `B" above, including, but not limited to conducting an organizational and financial assessment, all as more fully set forth in the Contractor's proposal, dated N/A and entitled "Scope of Work", attached hereto as Exhibit "A", and incorporated by reference herein. The nature, scope, and level of the services required to be performed by Contractor are set forth in the Scope of Work and are referred to herein as "the Services." In the event of any inconsistencies between the Scope of Work and this Agreement, the terms and provisions of this Agreement shall control. 1.2 Revisions to Scope of Work. Upon request of the City the Contractor will promptly meet with City staff to discuss any revisions to the Project desired by the City. Contractor agrees that the Scope of Work may be amended based upon said meetings, and, by amendment to this Agreement, the parties may agree on a revision or revisions to Contractor's compensation based thereon. A revision pursuant to this Section that does not increase the total cost payable to Contractor by more than ten Vendor Initials PSA without professional liability insurance(contractor) Pagel Last Revised:05/22/14 ATT"UNWNT 1 percent (10%) of the total compensation specified in Section 3, may be approved in writing by City's Manager without amendment. 1.3 Time for Performance. Contractor shall perform all services under this Agreement in a timely, regular basis consistent with industry standards for professional skill and care, and in accordance with any schedule of performance set forth in the Scope of Work, or as set forth in a "Schedule of Performance", if such Schedule is attached hereto as Exhibit"N/A". 1.4 Standard of Care. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake the services to be provided. In light of such status and experience, Contractor hereby covenants that it shall follow the customary professional standards in performing the Services. 1.5 Familiarity with Services. By executing this Agreement, Contractor represents that, to the extent required by the standard of practice, Contractor (a) has investigated and considered the scope of services to be performed, (b) has carefully considered how the services should be performed, and (c) understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. Contractor represents that Contractor, to the extent required by the standard of practice, has investigated any areas of work, as applicable, and is reasonably acquainted with the conditions therein. Should Contractor discover any latent or unknown conditions, which will materially affect the performance of services, Contractor shall immediately inform City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the City Representative. 2. Term of Agreement. The term of this Agreement shall be 1 (one) year(s) and shall become effective as of the date of the mutual execution by way of both parties signature (the "Effective Date"). No work shall be conducted; service or goods will not be provided until this Agreement has been executed and requirements have been fulfilled. Parties to this Agreement shall have the option to renew in one (1) year increments to a total of 1 years, unless sooner terminated as provided in Section 14 herein. Options to renew are contingent upon the City Manager's approval, subject to pricing review, and in accordance to all Terms and Conditions stated herein unless otherwise provided in writing by the City. 3. Compensation. 3.1 Compensation. City shall compensate Contractor as set forth in Exhibit A, provided, however, that full, total and complete amount payable to Contractor shall not exceed $66,910 (Sixty-six thousand, nine hundred ten dollars), including all out of pocket expenses, unless additional compensation is approved by the City Manager or City Council. City shall not withhold any federal, state or other taxes, or other deductions. However, City shall withhold not more than ten percent (10%) of any Vendor Initials PSA without professional liability insurance(contractor) Page 2 Last Revised:05122114 Page162 invoice amount pending receipt of any deliverables reflected in such invoice. Under no circumstance shall Contractor be entitled to compensation for services not yet satisfactorily performed. The parties further agree that compensation may be adjusted in accordance with Section 1.2 to reflect subsequent changes to the Scope of Services. City shall compensate Contractor for any authorized extra services as set forth in Exhibit A. 4. Method of Payment. 4.1 Invoices. Contractor shall submit to City monthly invoices for the Services performed pursuant to this Agreement. The invoices shall describe in detail the Services rendered during the period and shall separately describe any authorized extra services. Any invoice claiming compensation for extra services shall include appropriate documentation of prior authorization of such services. All invoices shall be remitted to the City of Rancho Cucamonga, California. 4.2 City shall review such invoices and notify Contractor in writing within ten (10)business days of any disputed amounts. 4.3 City shall pay all undisputed portions of the invoice within thirty (30) calendar days after receipt of the invoice up to the not-to-exceed amounts set forth in Section 3. 4.4 All records, invoices, time cards, cost control sheets and other records maintained by Contractor relating to services hereunder shall be available for review and audit by the City. 5. Representatives. 5.1 City Representative. For the purposes of this Agreement, the contract administrator and City representative shall be Jennifer Hunt Gracia, or such other person as designated in writing by the City ("City Representative"). It shall be Contractor's responsibility to assure that the City Representative is kept informed of the progress of the performance of the services, and Contractor shall refer any decisions that must be made by City to the City Representative. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the City Representative. 5.2 Contractor Representative. For the purposes of this Agreement, Leon Younger is hereby designated as the principal and representative of Contractor authorized to act in its behalf with respect to the services specified herein and make all decisions in connection therewith ("Contractor's Representative"). It is expressly understood that the experience, knowledge, capability and reputation of the Contractor's Representative were a substantial inducement for City to enter into this Agreement. Therefore, the Contractor's Representative shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. Contractor may not change the Responsible Principal without the prior written approval of City. Vendor Initials PSA without professional liability insurance(contractor) Page 3 Last Revised:05122114 Page 163 6. Contractor's Personnel. 6.1 All Services shall be performed by Contractor or under Contractor's direct supervision, and all personnel shall possess the qualifications, permits, and licenses required by State and local law to perform such Services, including, without limitation, a City business license as required by the City's Municipal Code. 6.2 Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the standard of care set forth in Section 1.4. 6.3 Contractor shall be responsible for payment of all employees' and subcontractors' wages and benefits, and shall comply with all requirements pertaining to employer's liability, workers' compensation, unemployment insurance, and Social Security. By its execution of this Agreement, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 6.4 Contractor shall indemnify, defend and hold harmless City and its elected officials, officers and employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from Contractor's violations of personnel practices and/or any violation of the California Labor Code. City shall have the right to offset against the amount of any fees due to Contractor under this Agreement any amount due to City from Contractor as a result of Contractor's failure to promptly pay to City any reimbursement or indemnification arising under this Section 6. 6.5 Consultant shall provide the City notice if any of its employees or its subcontractors and/or subcontractors' employees that are proposed to provide Services on any Projects are retirees from or current members of the California Public Employees' Retirement System (CalPERS). It is City Practice to decline the services of employees of Contractors who are CalPERS retirees or current members of CalPERS on any Project. In addition, Consultant's employees or subcontractors' employees providing Services on any Project shall work no more than 960 total hours in a fiscal year (July 1-June 30) combined for the City and other CalPERS agencies. 6.6 In the event that Consultant or any employee, agent, or subcontractor of Consultant or the subcontractor's employee, providing services under this Contract, is determined by a court of competent jurisdiction or staff of CalPERS, an Administrative Law Judge or the CalPERS Board of Administration to be eligible for enrollment as a member in CalPERS as an employee of the City, or by any other state or federal agency to be an employee of the City under any circumstances, Consultant shall indemnify, defend, and hold harmless the City for the payment of any employee and/or employer contributions demanded by CalPERS, payment of any penalties and interest on such contributions, as well as payment of any damages, wages, assessments, awards, Vendor Initials PSA without professional liability insurance(contractor) Page 4 Last Revised:05122114 Page164 judgments or charges incurred in relation thereto, whether awarded by a court, Administrative law Judge or Ca1PERS any other state or federal agency, and payment of reasonable attorneys' fees incurred by the City in relation thereto. 6.7 Consultant agrees to follow the provisions of the Affordable Care Act and shall indemnify, defend, and hold harmless the City for the payment of any Affordable Care Act penalties, fines, damages, assessments, awards, judgments or charges that the City may incur as a result of Consultant or any employee, agent, subcontractor of Consultant or subcontractor's employee providing services under this Contract and payment of reasonable attorneys' fees incurred by the City in relation thereto. 6.8 Consultant agrees to follow the provisions of the California Paid Sick Leave Law (AB 1522) and shall indemnify, defend, and hold harmless the City for the payment of any related penalties, fines, damages, assessments, awards,judgments or charges that the City may incur as a result of Consultant or any employee, agent, or subcontractor of Consultant or subcontractor's employee providing services under this Contract and payment of reasonable attorneys' fees incurred by the City in relation thereto. 6.9 Consultant agrees to follow all applicable provisions of federal, state and local law, statute and regulation in performance of this Contract as it relates to employment of employees or otherwise, including but not limited to, the Federal Fair Labor Standards Act and proper withholding of taxes, and shall indemnify, defend and hold harmless the City for the payment of penalties, fines, damages, assessments, awards, judgments or charges that the City may incur as a result of Consultant, or any employee, agent, or subcontractor of Consultant, or subcontractor's employee, performing services under this Contract and payment of reasonable attorneys' fees in relation thereto. 7. Ownership of Work Product. 7.1 Ownership. All documents, ideas, concepts, electronic files, drawings, photographs and any and all other writings, including drafts thereof, prepared, created or provided by Contractor in the course of performing the Services, including any and all intellectual and proprietary rights arising from the creation of the same (collectively, "Work Product"), are considered to be "works made for hire" for the benefit of the City. Upon payment being made, and provided Contractor is not in breach of this Agreement, all Work Product shall be and remain the property of City without restriction or limitation upon its use or dissemination by City. Basic survey notes, sketches, charts, computations and similar data prepared or obtained by Contractor under this Agreement shall, upon request, be made available to City. None of the Work Product shall be the subject of any common law or statutory copyright or copyright application by Contractor. In the event of the return of any of the Work Product to Contractor or its representative, Contractor shall be responsible for its safe return to City. Under no circumstances shall Contractor fail to deliver any draft or final designs, plans, drawings, reports or specifications to City upon written demand by City for their delivery, notwithstanding any disputes between Contractor and City concerning payment, Vendor Initials PSA without professional liability insurance(contractor) Page 5 Last Revised:05122114 Page 165 performance of the contract, or otherwise. This covenant shall survive the termination of this Agreement. City's reuse of the Work Product for any purpose other than the Project, shall be at City's sole risk. 7.2. Assignment of Intellectual Property Interests: Upon execution of this Agreement and to the extent not otherwise conveyed to City by Section 7.1, above, the Contractor shall be deemed to grant and assign to City , and shall require all of its subcontractors to assign to City , all ownership rights, and all common law and statutory copyrights, trademarks, and other intellectual and proprietary property rights relating to the Work Product and the Project itself, and Contractor shall disclaim and retain no rights whatsoever as to any of the Work Product, to the maximum extent permitted by law. City shall be entitled to utilize the Work Product for any and all purposes, including but not limited to constructing, using, maintaining, altering, adding to, restoring, rebuilding and publicizing the Project or any aspect of the Project. 7.3 Title to Intellectual Property. Contractor warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Services and the production of the Work Product and/or materials produced under this Agreement, and that City has full legal title to and the right to reproduce any of the Work Product. Contractor shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City's use is violating federal, state or local laws, or any contractual provisions, relating to trade names, licenses, franchises, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Contractor shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, software, equipment, devices or processes used or incorporated in the Services and materials produced under this Agreement. In the event City's use of any of the Work Product is held to constitute an infringement and any use thereof is enjoined, Contractor, at its expense, shall: (a) secure for City the right to continue using the Work Product by suspension of any injunction or by procuring a license or licenses for City; or (b) modify the Work Product so that it becomes non- infringing. This covenant shall survive the termination of this Agreement. 8. Status as Independent Contractor. Contractor is, and shall at all times remain as to City, a wholly independent contractor. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act as an agent of City. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor's employees, except as set forth in this Agreement. Contractor shall not, at any time, or in any manner, represent that it or any of its officers, agents or employees are in any manner employees of City. Contractor shall pay all required taxes on amounts paid to Contractor under this Agreement, and to defend, indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Vendor Initials PSA without professional liability insurance(contractor) Page 6 Last Revised:05122114 Page166 Contractor shall fully comply with the workers' compensation law regarding Contractor and Contractor's employees 9. Confidentiality. Contractor may have access to financial, accounting, statistical, and personnel data of individuals and City employees. Contractor covenants that all data, documents, discussion, or other information developed or received by Contractor or provided for performance of this Agreement are confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. All City data shall be returned to City upon the termination of this Agreement. Contractor's covenant under this Section shall survive the termination of this Agreement. This provision shall not apply to information in whatever form that is in the public domain, nor shall it restrict the Contractor from giving notices required by law or complying with an order to provide information or data when such an order is issued by a court, administrative agency or other legitimate authority, or if disclosure is otherwise permitted by law and reasonably necessary for the Contractor to defend itself from any legal action or claim. 10. Conflict of Interest. 10.1 Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Services, or which would conflict in any manner with the performance of the Services. Contractor further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Contractor shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor "financially interested" (as provided in California Government Code §§1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 10.2 Contractor further represents that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Contractor, to solicit or obtain this Agreement. Contractor has not paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, gift,percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Contractor hereunder the full amount or value of any such fee, commission,percentage or gift. 10.3 Contractor has no knowledge that any officer or employee of City has any interest, whether contractual, noncontractual, financial, proprietary, or otherwise, in this transaction or in the business of Contractor, and that if any such interest comes to the knowledge of Contractor at any time during the term of this Agreement, Contractor shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in subsection 10.1. Vendor Initials PSA without professional liability insurance(contractor) Page 7 Last Revised:05122114 Page167 11. Indemnification. 11.1 To the maximum extent permitted by law, the Contractor shall defend, indemnify and hold the City, and its elected officials, officers, employees, servants, volunteers, and agents serving as independent contractors in the role of City officials, (collectively, "Indemnitees"),free and harmless with respect to any and all damages, liabilities, losses, reasonable defense costs or expenses (collectively, "Claims"), including but not limited to Claims relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to the acts, omissions, activities or operations of Contractor or any of its officers, employees, subcontractors, Contractors, or agents in the performance of this Agreement. Contractor shall defend Indemnitees in any action or actions filed in connection with any such Claims with counsel of City's choice, and shall pay all costs and expenses, including actual attorney's fees and experts' costs incurred in connection with such defense. The indemnification obligation herein shall not in any way be limited by the insurance obligations contained in this Agreement provided, however, that the Contractor shall have no obligation to indemnify for Claims arising out of the sole negligence or willful misconduct of any of the Indemnitees. 11.2 Nonwaiver of Rights. Indemnitees do not, and shall not, waive any rights that they may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. 11.3 Waiver of Right of Subrogation. Except as otherwise expressly provided in this Agreement, Contractor, on behalf of itself and all parties claiming under or through it, hereby waives all rights of subrogation against the Indemnitees, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to activities or operations performed by or on behalf of the Contractor. 11.4 Survival. The provisions of this Section 11 shall survive the termination of the Agreement and are in addition to any other rights or remedies which Indemnitees may have under the law. Payment is not required as a condition precedent to an Indemnitee's right to recover under this indemnity provision, and an entry of judgment against Contractor shall be conclusive in favor of the Indemnitee's right to recover under this indemnity provision. 12. Insurance. 12.1 Liability Insurance. Contractor shall procure and maintain in full force and effect for the duration of this Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the services hereunder by Contractor, and/or its agents, representatives, employees or subcontractors. 12.2 Minimum Scope of Insurance. Unless otherwise approved by City, coverage shall be at least as broad as: Vendor Initials PSA without professional liability insurance(contractor) Page 8 Last Revised:05122114 Page168 (1) Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). (2) Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code I (any auto). (3) Worker's Compensation insurance as required by the State of California, and Employer's Liability Insurance. 12.3 Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) Commercial General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage. Commercial General Liability Insurance or other form with a general aggregate limit shall apply separately to this Agreement or the general limit shall be twice the required occurrence limit. (2) Automobile Liability: $2,000,000 per accident for bodily injury and property damage. (3) Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury or disease and Workers' Compensation Insurance in the amount required by law. (4) The Insurance obligations under this Agreement shall be the greater of(i) the Insurance coverages and limits carried by the Contractor; or (ii) the minimum Insurance coverages and limits shown in this Agreement. Any insurance proceeds in excess of the specified limits and coverage required which are applicable to a given loss, shall be available to the City. No representation is made that the minimum Insurance requirements of this Agreement are sufficient to cover the obligations of the Contractor under this agreement. 12.4 Deductibles and Self-Insured Retentions. Any deductibles or self- insured retentions must be declared to and approved by the City and shall not reduce the limits of coverage. City reserves the right to obtain a full certified copy of any required insurance policy and endorsements. 12.5 Other Insurance Provisions. (1) The commercial general liability and automobile liability policies are to contain the following provisions on a separate additionally insured endorsement naming the City, its officers, officials, employees, designated volunteers and Vendor Initials PSA without professional liability insurance(contractor) Page 9 Last Revised:05122114 Page169 agents serving as independent contractors in the role of City officials, as additional insureds as respects: liability arising out of activities performed by or on behalf of Contractor; products and completed operations of Contractor; premises owned, occupied or used by Contractor; and/or automobiles owned, leased, hired or borrowed by Contractor. The coverage shall contain no limitations on the scope of protection afforded to Ci . , its officers, officials, employees, designated volunteers or agents serving as independent contractors in the role of City officials which are not also limitations applicable to the named insured. (2) For any claims related to this Agreement, Contractor's insurance coverage shall be primary insurance as respects City, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of City officials. Any insurance or self-insurance maintained by City, its officers, officials, employees, designated volunteers or agents serving as independent contractors in the role of City officials shall be in excess of Contractor's insurance and shall not contribute with it. (3) Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (4) Contractor 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, Contractor shall forthwith obtain and submit proof of substitute insurance. Should Contractor fail to immediately procure other insurance, as specified, to substitute for any canceled policy, the City may procure such insurance at Contractor's sole cost and expense. (5) Each insurance policy required by this clause shall expressly waive the insurer's right of subrogation against City, its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials. (6) Each policy shall be issued by an insurance company approved in writing by City, which is admitted and licensed to do business in the State of California and which is rated Vendor Initials PSA without professional liability insurance(contractor) Page 10 Last Revised:05122114 Page170 A:VII or better according to the most recent A.M. Best Co. Rating Guide. (7) Each policy shall specify that any failure to comply with reporting or other provisions of the required policy, including breaches of warranty, shall not affect the coverage required to be provided. (8) Each policy shall specify that any and all costs of adjusting and/or defending any claim against any insured, including court costs and attorneys' fees, shall be paid in addition to and shall not deplete any policy limits. (9) Contractor shall provide any and all other insurance, endorsements, or exclusions as required by the City in any request for proposals applicable to this Agreement. 12.6 Evidence of coverage.Prior to commencing performance under this Agreement, the Contractor shall furnish the City with certificates and original endorsements, or copies of each required policy, effecting and evidencing the insurance coverage required by this Agreement including (1) Additional Insured Endorsement(s), (2) Worker's Compensation waiver of subrogation endorsement, and (3) General liability declarations or endorsement page listing all policy endorsements. The endorsements shall be signed by a person authorized by the insurer(s) to bind coverage on its behalf. All endorsements or policies shall be received and approved by the City before Contractor commences performance. If performance of this Agreement shall extend beyond one year, Contractor shall provide City with the required policies or endorsements evidencing renewal of the required policies of insurance prior to the expiration of any required policies of insurance. 12.7 Contractor agrees to include in all contracts with all subcontractors performing work pursuant to this Agreement, the same requirements and provisions of this Agreement including the indemnity and insurance requirements to the extent they apply to the scope of any such subcontractor's work. Contractor shall require its subcontractors to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City pursuant to this Agreement, and to require each of its subcontractors to include these same provisions in its contract with any sub- subcontractor. 13. Cooperation. In the event any claim or action is brought against City relating to Contractor's performance or services rendered under this Agreement, Contractor shall render any reasonable assistance and cooperation that City might require. City shall compensate Contractor for any litigation support services in an amount to be agreed upon by the parties. 14. Termination. City shall have the right to terminate this Agreement at any time for any or no reason on not less than ten (10) days prior written notice to Contractor. In the event City exercises its right to terminate this Agreement, City shall Vendor Initials PSA without professional liability insurance(contractor) Page 11 Last Revised:05122114 Page 171 pay Contractor for any services satisfactorily rendered prior to the effective date of the termination, provided Contractor is not then in breach of this Agreement. Contractor shall have no other claim against City by reason of such termination, including any claim for compensation. City may terminate for cause following a default remaining uncured more than five (5)business days after service of a notice to cure on the breaching party. Contractor may terminate this Agreement for cause upon giving the City D ten (10) business days prior written notice for any of the following: (1) uncured breach by the City of any material term of this Agreement, including but not limited to Payment Terms; (2) material changes in the conditions under which this Agreement was entered into, coupled with the failure of the parties to reach accord on the fees and charges for any Additional Services required because of such changes. 15. Notices. Any notices, bills, invoices, or reports authorized or required by this Agreement shall be in writing and shall be deemed received on (a) the day of delivery if delivered by hand or overnight courier service during Contractor's and City's regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses set forth in this Section, or to such other addresses as the parties may, from time to time, designate in writing pursuant to the provisions of this Section. All notices shall be addressed as follows: If to City: Jennifer Hunt Gracia City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, CA 91730 If to Contractor: Leon Younger, President PROS Consulting, Inc. 35 Whittington Drive, Ste 300 Brownsburg, IN 46112 16. Non-Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Contractor shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation. Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation. 17. Assignment and Subcontracting. Contractor shall not assign or transfer any interest in this Agreement or subcontract the performance of any of Contractor's Vendor Initials PSA without professional liability insurance(contractor) Page 12 Last Revised:05122114 Page172 obligations hereunder without City's prior written consent. Except as provided herein, any attempt by Contractor to so assign, transfer, or subcontract any rights, duties, or obligations arising hereunder shall be null, void and of no effect. 18. Compliance with Laws. Contractor shall comply with all applicable federal, state and local laws, ordinances, codes and regulations in force at the time Contractor performs the Services. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and compliance with other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. The applicable prevailing wage rate determinations can be found at http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services, available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the Project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 19. Non-Waiver of Terms, Rights and Remedies. Waiver by either parry of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by City of any payment to Contractor constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Contractor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. 20. Attorney's Fees. In the event that either party to this Agreement shall commence any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing parry in such action or proceeding shall be entitled to recover its costs of suit, including reasonable attorney's fees and costs of experts. 21. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. 22. Applicable Law and Venue. The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the State of California. Venue for any action relating to this Agreement shall be in the San Bernardino County Superior Court. Vendor Initials PSA without professional liability insurance(contractor) Page 13 Last Revised:05122114 Page173 23. Construction. In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Agreement shall not be resolved by any rules of interpretation providing for interpretation against the parry who causes the uncertainty to exist or against the parry who drafted the Agreement or who drafted that portion of the Agreement. 24. Entire Agreement. This Agreement consists of this document, and any other documents, attachments and/or exhibits referenced herein and attached hereto, each of which is incorporated herein by such reference, and the same represents the entire and integrated agreement between Contractor and City. This Agreement supersedes all prior oral or written negotiations, representations or agreements. This Agreement may not be amended, nor any provision or breach hereof waived, except in a writing signed by the parties which expressly refers to this Agreement. IN WITNESS WHEREOF, the parties, through their respective authorized representatives, have executed this Agreement as of the date first written above. Contractor Name: PROS Consulting, Inc. City of Rancho Cucamonga By: By: Name Date Name Date Title Title By: Name Date Title (two signatures required if corporation) Vendor Initials PSA without professional liability insurance(contractor) Page 14 Last Revised:O5122114 Page 174 EXHIBIT A SCOPE OF SERVICES Vendor Initials PSA without professional liability insurance(contractor) Page 15 Last Revised:05122114 Page175 RANCHO Community Services Department Organizational and Financial Assessment "CAMONGA oEPAa,MEN. City of Rancho Cucamonga (cope of.fervices Project Understanding The City of Rancho Cucamonga Community Services Department ("Department") desires an Organizational and financial Assessment through a systematic process to collect and evaluate information regarding Department's internal capacity, as well as financial policies. The assessment will focus on leadership structure, functionality and effectiveness as it relates to management and their responsibilities in the organization, as well as costs, pricing policy, user fee analysis, cost of service, and performance measures. PROS Consulting's goal is to support your endeavors in building a functional and strategic organizational structure for the future with sound financial policies. In summary, we propose a proven approach that can aid the Department and will: • Engage the leadership and appropriate staff to complete a planned review and assessment of current organizational structure, as well as methods and processes as they relate to agency leadership and development. • Assess the internal structure and systems of the organization including divisions and their respective business and functional units. • Analyze existing agency plans and tools and how effectively they are utilized to promote continuous staff development. • Provide outcomes that will enable leadership to determine capacities that need to be maintained, strengthened or fundamentally changed. • Identify costs of operations and organizational sustainability recommendations through a logical resource allocation model and pricing strategies and methods. • Provide a progressive treatment to fees and pricing, which enable a full spectrum of sustainable service offerings to the Community Services Department's customers. • Develop a dynamic and realistic action plan that can ensure long-term success and financial sustainability for the Community Services Department. Following is a detailed approach to develop the Organizational and financial Assessment services related to implementing specific action items. Project Approach Task I — Project Kick-off/Coordination & Situational Analysis A. Kick-off Meeting & Project Management — A kick-off meeting should be attended by Department leadership staff members and the Consulting Team members to confirm project goals, objectives, and expectations that will help guide actions and decisions of the Consulting Team. B. Data Collection — The Consulting Team will utilize the available documents Department master plan, strategic plan, 10-year capital needs/infrastructure improvement plan, annual reports, performance audit, priorities for the future, and comprehensive. Additional data requests may include budget reports, program efforts, capital expenditure focus, policies and procedures, organizational structure and other relevant information. C. SWOT Analysis — The Consulting Team members will perform a review with Department staff to evaluate operational and financial opportunities and constraints. PROS will work with the staff to develop a SWOT analysis highlighting existing Strengths, Weaknesses, Opportunities and Threats faced by the Department. Task 2 — Operational Analysis A. Review of Organization Structure and Service Classification Analysis — PROS will evaluate governance of the Department's core functions in the overall structure with recommendations on how to operate in the most effective functional and efficient manner. The Consulting Team will conduct a work session with key management staff on what they consider to be core essential services, important services, and value-added services based on observations, individual interviews, focus group interviews and operating practices. pros;;- I consutt1Cig Page 176 RANCHO Community Services Department Organizational and Financial Assessment "CAMONGA oEPAa,MEN. City of Rancho Cucamonga Icope of.fervicer The outcomes of these work sessions will be: • All services and functions of the agency are classified as (a) Core, (b) important, or (c) Value Added based on definitions and criteria agreed upon with the Project Team. • Appropriate performance measures for each classification of service will be determined and applied to all functions and services. • The Consultant Team will compile the results of the work session into a summary of services and functions by classification. Additionally, broad performance standards for each service and function that align with their classification will be developed. An example of how these performance standards as cost recovery expectations can be applied is illustrated in the table below. Service Cost-Recovery Expectations Category Description Core Services the agency must provide to meet its mission, and statutory and/or regulatory Largely supported by taxes obligations; maintains valuable assets and infrastructure investments; essential to protect visitor with little or no cost- safety; preserves the integrity of natural and cultural resources; reasonably expected and recovery supported (or demanded) by visitors Important Services the agency should provide or are important to effectively serve visitors; may expand Supported by a balance of or enhance provision of core services; broadly supported and utilized by visitors, although taxes & earned revenues support may be conditional upon the perceived benefit, quality, and pricing of the services Services the agency may provide when they are fiscally sustainable through visitor support; Heavily or fully supported Value Added add value above and beyond what is required or expected of the agency's core functions; by earned revenues are easy opportunities to integrate alternative providers and operators into providing services at one or more sites B. Online Needs Assessment Survey — The Consulting Team will create an online survey administered through the City's preferred survey platform. This survey, which is not statistically-valid, will be promoted through the City's website and promotional mediums to maximize outreach and response rates. These surveys would provide quantitative data and guidance in regards to the recommendations for park amenities, specific programs, facility components, usage, and pricing strategies. Task 3 — Cost Analysis A. Cost of Service Model — The Consulting Team will assess the cost of service and revenue recovery for the Department. These will be completed in a manner that is consistent with laws, statutes, rules and regulations governing the collection of fees and rates charged by the Department. PROS will develop the model detail based on available information. Staff input is required to acquire or estimate information that is not currently available (i.e., allocated budgetary costs to individual facility amenities, program areas, essential services, etc.). As part of this task, the consulting Team will complete up to three (3) meetings with appropriate community services staff to ensure the data is correct. The City may select the components they would like evaluated for the cost of service. The cost-of-service model will be developed and delivered to the Department when the project is completed. As part of the project approach, staff training will be conducted with key Department staff during the model development processes. This is to ensure that the key users are equipped to use the models without assistance from the Consulting Team. The number of programs analyzed will be dependent on the completeness of the accounting and program/facilities activity information available for the project consultants. pros;;- Z consUt tiog Page 177 OWN RANCHO Community Services Department Organizational and Financial Assessment CUCAmoNGA D—RTNE„, City of Rancho Cucamonga Icope of Iervicer Task 4 — Cost Recovery and Fee Analysis Recommendations A. Benchmark Analysis (OPTIONAL) — A benchmark analysis will compare the Community Services Department to five (5) other relevant peer agencies, which will also include "best practice" agencies. The Consultant Team will work with the Department to identify the 15 key metrics to be surveyed and analyzed, as well as the benchmarked communities. This will ensure the City's fee schedule is in compliance with applicable state and local law when comparing to other jurisdictions. Metrics benchmarked could include resident/non-resident pricing, cancellation, refund, discount, fee waivers and scholarship policies. B. Pricing Policy — The Consulting Team will use the information developed previously to develop the Pricing Policy and Pricing Strategies. The Consulting Team will work with the staff on developing the Pricing Policy based on the values of the community and of the City Council and staff. The policy will be developed based on cost recovery goals determined by the Department staff and the City Council. The Consulting Team will develop a pricing strategy for each program, facility and service provided by the Department to support the cost recovery goal. The pricing strategy will incorporate 20 pricing alternatives that could include: • Prime-time/Non-prime time • Season/ Off Season Rates • Group Rates • Age Segment Rates • Volume Rates • Partnership Rates • Concession Rates • Reservation and Permit Rates • Public/Public Rates • Public/Not-for-Private Rates • Public/ Private Rates • Resident/Non-resident Rates • School Rates • High Value/Low Volume Rates • Low Value/High Volume Rates Pricing strategies, communication techniques will be provided for each service involved in the pricing policy. A Scholarship funding and policy will be included. P'arks Learn to Swim (all levels) Recreation Goal �unent L�rt PL=7v2ry 6(1?b IN 12�4 24�4 36�4 4S' PartidpantFee perunit $ 29,23 SG S 5.22 S M.64 5 16.22 5 22.14 5 23.B Total Revenw_ 5 SAS 90 $ 76 $ 53 5 S_ 5 Total Expense 5 235 $ Z13 $ 217 $ 222 $ 226 $ 231 $ 235 Net Income ;5:11; {S213} ($191) 5_=k 5__3 .5_23 ;5?_ Expense perParti-ipant perunit $47 S43 $A3 $dl $45 $46 $47 C. Revenue Enhancement Strategies — Revenue enhancement strategies will be developed based in part upon our review and analysis of the facilities the Department manages, understanding of current and potential legislative policies as well as the national experience brought by the Consultant Team. These strategies may include, but not be limited to: • Fees and charges pros;, 3 .' consulting Page 178 INC. RANCHO Community Services Department Organizational and Financial Assessment "CAMONGA oEPAa,MEN. City of Rancho Cucamonga trope of.fervicer • Programs and services • Endowments/grants/Non-profits • Sponsorships • Partnerships • Concession operations/opportunities • New or enhanced facility development options and cost estimates • Marketing of the system • Concession operations • Contracting options to avoid operation losses Task 5 - Report and Implementation A. Action Plan Development — Upon consensus of the Key Findings from the Operations/and financia/A.rsernnent, the Consulting Team will prepare an action plan for the organization focused on operations and financials. This will be reviewed with Department leadership staff in a half-day workshop. B. Draft and Final Report — The Consulting Team will prepare the draft report with strategies taking into account all analysis performed. Once the draft assessment is approved, the Consulting Team will prepare an executive summary and final summary report and present to the Department and City Council, along with an electronic copy of the final report and executive summary. Schedule The project timeline will be 3-6 months. Fees The following fee breakdown is a not-to-exceed cost. If in-person meetings are required, it will be an additional $1,000 per trip. Task 1-Project Management,Progress Reporting&Data Review A. Kick-off Meeting $ 4,500 B. Data Collection $ 1,700 C.SWOT Analysis $ 2,940 Subtotal Dollars $ 9,140 Task 2-Operational Analysis A. Review of Organization Structure and Service Classification Analysis $ 7,060 B.Online Needs Assessment Survey $ 4,970 Subtotal Dollars $ 12,030 Task 3-Cost Analysis A.Cost of Service Model $ 16,060 Subtotal Dollars $ 16,060 Task 4-Cost Recovery and Fee Analysis Recommendations A. Benchmark Analysis(OPTIONAL) $ - B. Pricing Policy $ 5,740 C. Revenue Enhancement Strategies $ 4,420 Subtotal Dollars $ 10,160 Task 5-Report and Implementation A.Action Plan Development $ 8,460 B. Draft and Final Report $ 6,980 Subtotal Dollars $ 15,440 TOTAL DOLLARS $ 62,830 Optional Tasks Benchmark Analysis $ 4,080 pros;,:= consUt t1 pg Page 179 4 EXHIBIT B SCHEDULE FOR PERFORMANCE Vendor Initials PSA without professional liability insurance(contractor) Page 16 Last Revised:05122114 Page180 Attachment A — Sample Waiver of Subrogation (Sample Only —Not all forms will look identical to this Sample) ^ WORKERS COMPENSATION . A N D EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 03 13 (00)-ni POLICY NUMBER. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or Indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: The City of Rancho Cucamonga, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of City or nfficialc DESIGNATED ORGANIZATION: Vendor Initials PSA without professional liability insurance(contractor) Page 17 Last Revised:05122114 Page 181 Attachment B — Sample Additional Insured for On-going Projects POLICY NUMBER' COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED — OWNERS, LESSEES OR CONTRACTORS — SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Persons) Or Or anization s : Locations Of Covered Operations The City of Rancho Cucamonga, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of City or officials. Information required to complete this Schedule,if not shown above,will be shown in the Declarations. A. Section 11 —Who Is An Insured is amended to 13. With respect to the insurance afforded to these include as an additional is the person(s) or additional insureds, the following additional exclu- organization(s) shown in the Schedule, but only sions apply: with respect to liability for"bodily injury", "property This Insurance does not apply to"bodily injury'or damage" or "personal and advertising injury' "property damage"occurring after: caused,in whole or in part,by: 1. All work, including materials, parts or equip 1. Your acts or omissions;or ment furnished in connection with such work. 2. The acts or omissions of those acting on your on the project(other than service.maintenance behalf; or repairs) to be performed by or on behalf of in the performance of your ongoing operations for the additional inaured(s) at the location of the the additional insured(s) at the location(s) desig- covered operations has been completed;or nated above 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor en- gaged in performing operations for a principal as a part of the same project, CG 20 10 07 04 (9�ISO Properties,Inc.,2004 Page 1 of 1 ❑ Vendor Initials PSA without professional liability insurance(contractor) Page 18 Last Revised:05122114 Page182 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT is made and entered into this 28th day of January, 2021,by and between the City of Rancho Cucamonga, a municipal corporation ("City") and AMS Planning &Research, a Consulting Firm ("Contractor"). RECITALS A. City has heretofore issued its request for proposals to perform the following services: VGCC & Citywide Arts Programming Assessment ("the Project"). B. Contractor has submitted a proposal to perform the services described in Recital"A", above, necessary to complete the Project. C. City desires to engage Contractor to complete the Project in the manner set forth and more fully described herein. D. Contractor represents that it is fully qualified and licensed under the laws of the State of California to perform the services contemplated by this Agreement in a good and professional manner. AGREEMENT NOW, THEREFORE, in consideration of performance by the parties of the mutual promises, covenants, and conditions herein contained, the parties hereto agree as follows: 1. Contractor's Services. 1.1 Scope and Level of Services. Subject to the terms and conditions set forth in this Agreement, City hereby engages Contractor to perform all services described in Recitals "A" and `B" above, including, but not limited to conducting a VGCC and citywide arts programming assessment, all as more fully set forth in the Contractor's proposal, dated 1/25/21 and entitled "Scope of Work", attached hereto as Exhibit "A", and incorporated by reference herein. The nature, scope, and level of the services required to be performed by Contractor are set forth in the Scope of Work and are referred to herein as "the Services." In the event of any inconsistencies between the Scope of Work and this Agreement, the terms and provisions of this Agreement shall control. 1.2 Revisions to Scope of Work. Upon request of the City the Contractor will promptly meet with City staff to discuss any revisions to the Project desired by the City. Contractor agrees that the Scope of Work may be amended based upon said meetings, and, by amendment to this Agreement, the parties may agree on a revision or revisions to Contractor's compensation based thereon. A revision pursuant to this Section that does not increase the total cost payable to Contractor by more than ten Vendor Initials PSA without professional liability insurance(contractor) Page I Last Revised:05/22/14 ATTACIiMf 2 percent (10%) of the total compensation specified in Section 3, may be approved in writing by City's Manager without amendment. 1.3 Time for Performance. Contractor shall perform all services under this Agreement in a timely, regular basis consistent with industry standards for professional skill and care, and in accordance with any schedule of performance set forth in the Scope of Work, or as set forth in a "Schedule of Performance", if such Schedule is attached hereto as Exhibit"N/A". 1.4 Standard of Care. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake the services to be provided. In light of such status and experience, Contractor hereby covenants that it shall follow the customary professional standards in performing the Services. 1.5 Familiarity with Services. By executing this Agreement, Contractor represents that, to the extent required by the standard of practice, Contractor (a) has investigated and considered the scope of services to be performed, (b) has carefully considered how the services should be performed, and (c) understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. Contractor represents that Contractor, to the extent required by the standard of practice, has investigated any areas of work, as applicable, and is reasonably acquainted with the conditions therein. Should Contractor discover any latent or unknown conditions, which will materially affect the performance of services, Contractor shall immediately inform City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the City Representative. 2. Term of Agreement. The term of this Agreement shall be 1 (one) year(s) and shall become effective as of the date of the mutual execution by way of both parties signature (the "Effective Date"). No work shall be conducted; service or goods will not be provided until this Agreement has been executed and requirements have been fulfilled. Parties to this Agreement shall have the option to renew in one (1) year increments to a total of 1 years, unless sooner terminated as provided in Section 14 herein. Options to renew are contingent upon the City Manager's approval, subject to pricing review, and in accordance to all Terms and Conditions stated herein unless otherwise provided in writing by the City. 3. Compensation. 3.1 Compensation. City shall compensate Contractor as set forth in Exhibit A, provided, however, that full, total and complete amount payable to Contractor shall not exceed $97,600 (Ninety-seven thousand, six hundred dollars), including all out of pocket expenses, unless additional compensation is approved by the City Manager or City Council. City shall not withhold any federal, state or other taxes, or other deductions. However, City shall withhold not more than ten percent (10%) of any Vendor Initials PSA without professional liability insurance(contractor) Page 2 Last Revised:05122114 Page184 invoice amount pending receipt of any deliverables reflected in such invoice. Under no circumstance shall Contractor be entitled to compensation for services not yet satisfactorily performed. The parties further agree that compensation may be adjusted in accordance with Section 1.2 to reflect subsequent changes to the Scope of Services. City shall compensate Contractor for any authorized extra services as set forth in Exhibit A. 4. Method of Payment. 4.1 Invoices. Contractor shall submit to City monthly invoices for the Services performed pursuant to this Agreement. The invoices shall describe in detail the Services rendered during the period and shall separately describe any authorized extra services. Any invoice claiming compensation for extra services shall include appropriate documentation of prior authorization of such services. All invoices shall be remitted to the City of Rancho Cucamonga, California. 4.2 City shall review such invoices and notify Contractor in writing within ten (10)business days of any disputed amounts. 4.3 City shall pay all undisputed portions of the invoice within thirty (30) calendar days after receipt of the invoice up to the not-to-exceed amounts set forth in Section 3. 4.4 All records, invoices, time cards, cost control sheets and other records maintained by Contractor relating to services hereunder shall be available for review and audit by the City. 5. Representatives. 5.1 City Representative. For the purposes of this Agreement, the contract administrator and City representative shall be Gary Ablard, or such other person as designated in writing by the City ("City Representative"). It shall be Contractor's responsibility to assure that the City Representative is kept informed of the progress of the performance of the services, and Contractor shall refer any decisions that must be made by City to the City Representative. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the City Representative. 5.2 Contractor Representative. For the purposes of this Agreement, Bill Blake is hereby designated as the principal and representative of Contractor authorized to act in its behalf with respect to the services specified herein and make all decisions in connection therewith ("Contractor's Representative"). It is expressly understood that the experience, knowledge, capability and reputation of the Contractor's Representative were a substantial inducement for City to enter into this Agreement. Therefore, the Contractor's Representative shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. Contractor may not change the Responsible Principal without the prior written approval of City. Vendor Initials PSA without professional liability insurance(contractor) Page 3 Last Revised:05122114 Page 185 6. Contractor's Personnel. 6.1 All Services shall be performed by Contractor or under Contractor's direct supervision, and all personnel shall possess the qualifications, permits, and licenses required by State and local law to perform such Services, including, without limitation, a City business license as required by the City's Municipal Code. 6.2 Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the standard of care set forth in Section 1.4. 6.3 Contractor shall be responsible for payment of all employees' and subcontractors' wages and benefits, and shall comply with all requirements pertaining to employer's liability, workers' compensation, unemployment insurance, and Social Security. By its execution of this Agreement, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 6.4 Contractor shall indemnify, defend and hold harmless City and its elected officials, officers and employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from Contractor's violations of personnel practices and/or any violation of the California Labor Code. City shall have the right to offset against the amount of any fees due to Contractor under this Agreement any amount due to City from Contractor as a result of Contractor's failure to promptly pay to City any reimbursement or indemnification arising under this Section 6. 6.5 Consultant shall provide the City notice if any of its employees or its subcontractors and/or subcontractors' employees that are proposed to provide Services on any Projects are retirees from or current members of the California Public Employees' Retirement System (CalPERS). It is City Practice to decline the services of employees of Contractors who are CalPERS retirees or current members of CalPERS on any Project. In addition, Consultant's employees or subcontractors' employees providing Services on any Project shall work no more than 960 total hours in a fiscal year (July 1-June 30) combined for the City and other CalPERS agencies. 6.6 In the event that Consultant or any employee, agent, or subcontractor of Consultant or the subcontractor's employee, providing services under this Contract, is determined by a court of competent jurisdiction or staff of CalPERS, an Administrative Law Judge or the CalPERS Board of Administration to be eligible for enrollment as a member in CalPERS as an employee of the City, or by any other state or federal agency to be an employee of the City under any circumstances, Consultant shall indemnify, defend, and hold harmless the City for the payment of any employee and/or employer contributions demanded by CalPERS, payment of any penalties and interest on such contributions, as well as payment of any damages, wages, assessments, awards, Vendor Initials PSA without professional liability insurance(contractor) Page 4 Last Revised:05122114 Page186 judgments or charges incurred in relation thereto, whether awarded by a court, Administrative law Judge or Ca1PERS any other state or federal agency, and payment of reasonable attorneys' fees incurred by the City in relation thereto. 6.7 Consultant agrees to follow the provisions of the Affordable Care Act and shall indemnify, defend, and hold harmless the City for the payment of any Affordable Care Act penalties, fines, damages, assessments, awards, judgments or charges that the City may incur as a result of Consultant or any employee, agent, subcontractor of Consultant or subcontractor's employee providing services under this Contract and payment of reasonable attorneys' fees incurred by the City in relation thereto. 6.8 Consultant agrees to follow the provisions of the California Paid Sick Leave Law (AB 1522) and shall indemnify, defend, and hold harmless the City for the payment of any related penalties, fines, damages, assessments, awards,judgments or charges that the City may incur as a result of Consultant or any employee, agent, or subcontractor of Consultant or subcontractor's employee providing services under this Contract and payment of reasonable attorneys' fees incurred by the City in relation thereto. 6.9 Consultant agrees to follow all applicable provisions of federal, state and local law, statute and regulation in performance of this Contract as it relates to employment of employees or otherwise, including but not limited to, the Federal Fair Labor Standards Act and proper withholding of taxes, and shall indemnify, defend and hold harmless the City for the payment of penalties, fines, damages, assessments, awards, judgments or charges that the City may incur as a result of Consultant, or any employee, agent, or subcontractor of Consultant, or subcontractor's employee, performing services under this Contract and payment of reasonable attorneys' fees in relation thereto. 7. Ownership of Work Product. 7.1 Ownership. All documents, ideas, concepts, electronic files, drawings, photographs and any and all other writings, including drafts thereof, prepared, created or provided by Contractor in the course of performing the Services, including any and all intellectual and proprietary rights arising from the creation of the same (collectively, "Work Product"), are considered to be "works made for hire" for the benefit of the City. Upon payment being made, and provided Contractor is not in breach of this Agreement, all Work Product shall be and remain the property of City without restriction or limitation upon its use or dissemination by City. Basic survey notes, sketches, charts, computations and similar data prepared or obtained by Contractor under this Agreement shall, upon request, be made available to City. None of the Work Product shall be the subject of any common law or statutory copyright or copyright application by Contractor. In the event of the return of any of the Work Product to Contractor or its representative, Contractor shall be responsible for its safe return to City. Under no circumstances shall Contractor fail to deliver any draft or final designs, plans, drawings, reports or specifications to City upon written demand by City for their delivery, notwithstanding any disputes between Contractor and City concerning payment, Vendor Initials PSA without professional liability insurance(contractor) Page 5 Last Revised:05122114 Page187 performance of the contract, or otherwise. This covenant shall survive the termination of this Agreement. City's reuse of the Work Product for any purpose other than the Project, shall be at City's sole risk. 7.2. Assignment of Intellectual Property Interests: Upon execution of this Agreement and to the extent not otherwise conveyed to City by Section 7.1, above, the Contractor shall be deemed to grant and assign to City , and shall require all of its subcontractors to assign to City , all ownership rights, and all common law and statutory copyrights, trademarks, and other intellectual and proprietary property rights relating to the Work Product and the Project itself, and Contractor shall disclaim and retain no rights whatsoever as to any of the Work Product, to the maximum extent permitted by law. City shall be entitled to utilize the Work Product for any and all purposes, including but not limited to constructing, using, maintaining, altering, adding to, restoring, rebuilding and publicizing the Project or any aspect of the Project. 7.3 Title to Intellectual Property. Contractor warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Services and the production of the Work Product and/or materials produced under this Agreement, and that City has full legal title to and the right to reproduce any of the Work Product. Contractor shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City's use is violating federal, state or local laws, or any contractual provisions, relating to trade names, licenses, franchises, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Contractor shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, software, equipment, devices or processes used or incorporated in the Services and materials produced under this Agreement. In the event City's use of any of the Work Product is held to constitute an infringement and any use thereof is enjoined, Contractor, at its expense, shall: (a) secure for City the right to continue using the Work Product by suspension of any injunction or by procuring a license or licenses for City; or (b) modify the Work Product so that it becomes non- infringing. This covenant shall survive the termination of this Agreement. 8. Status as Independent Contractor. Contractor is, and shall at all times remain as to City, a wholly independent contractor. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act as an agent of City. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor's employees, except as set forth in this Agreement. Contractor shall not, at any time, or in any manner, represent that it or any of its officers, agents or employees are in any manner employees of City. Contractor shall pay all required taxes on amounts paid to Contractor under this Agreement, and to defend, indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Vendor Initials PSA without professional liability insurance(contractor) Page 6 Last Revised:05122114 Page188 Contractor shall fully comply with the workers' compensation law regarding Contractor and Contractor's employees 9. Confidentiality. Contractor may have access to financial, accounting, statistical, and personnel data of individuals and City employees. Contractor covenants that all data, documents, discussion, or other information developed or received by Contractor or provided for performance of this Agreement are confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. All City data shall be returned to City upon the termination of this Agreement. Contractor's covenant under this Section shall survive the termination of this Agreement. This provision shall not apply to information in whatever form that is in the public domain, nor shall it restrict the Contractor from giving notices required by law or complying with an order to provide information or data when such an order is issued by a court, administrative agency or other legitimate authority, or if disclosure is otherwise permitted by law and reasonably necessary for the Contractor to defend itself from any legal action or claim. 10. Conflict of Interest. 10.1 Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Services, or which would conflict in any manner with the performance of the Services. Contractor further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Contractor shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor "financially interested" (as provided in California Government Code §§1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 10.2 Contractor further represents that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Contractor, to solicit or obtain this Agreement. Contractor has not paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, gift,percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Contractor hereunder the full amount or value of any such fee, commission,percentage or gift. 10.3 Contractor has no knowledge that any officer or employee of City has any interest, whether contractual, noncontractual, financial, proprietary, or otherwise, in this transaction or in the business of Contractor, and that if any such interest comes to the knowledge of Contractor at any time during the term of this Agreement, Contractor shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in subsection 10.1. Vendor Initials PSA without professional liability insurance(contractor) Page 7 Last Revised:05122114 Page189 11. Indemnification. 11.1 To the maximum extent permitted by law, the Contractor shall defend, indemnify and hold the City, and its elected officials, officers, employees, servants, volunteers, and agents serving as independent contractors in the role of City officials, (collectively, "Indemnitees"),free and harmless with respect to any and all damages, liabilities, losses, reasonable defense costs or expenses (collectively, "Claims"), including but not limited to Claims relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to the acts, omissions, activities or operations of Contractor or any of its officers, employees, subcontractors, Contractors, or agents in the performance of this Agreement. Contractor shall defend Indemnitees in any action or actions filed in connection with any such Claims with counsel of City's choice, and shall pay all costs and expenses, including actual attorney's fees and experts' costs incurred in connection with such defense. The indemnification obligation herein shall not in any way be limited by the insurance obligations contained in this Agreement provided, however, that the Contractor shall have no obligation to indemnify for Claims arising out of the sole negligence or willful misconduct of any of the Indemnitees. 11.2 Nonwaiver of Rights. Indemnitees do not, and shall not, waive any rights that they may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. 11.3 Waiver of Right of Subrogation. Except as otherwise expressly provided in this Agreement, Contractor, on behalf of itself and all parties claiming under or through it, hereby waives all rights of subrogation against the Indemnitees, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to activities or operations performed by or on behalf of the Contractor. 11.4 Survival. The provisions of this Section II shall survive the termination of the Agreement and are in addition to any other rights or remedies which Indemnitees may have under the law. Payment is not required as a condition precedent to an Indemnitee's right to recover under this indemnity provision, and an entry of judgment against Contractor shall be conclusive in favor of the Indemnitee's right to recover under this indemnity provision. 12. Insurance. 12.1 Liability Insurance. Contractor shall procure and maintain in full force and effect for the duration of this Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the services hereunder by Contractor, and/or its agents, representatives, employees or subcontractors. 12.2 Minimum Scope of Insurance. Unless otherwise approved by City, coverage shall be at least as broad as: Vendor Initials PSA without professional liability insurance(contractor) Page 8 Last Revised:05122114 Page190 (1) Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). (2) Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code I (any auto). (3) Worker's Compensation insurance as required by the State of California, and Employer's Liability Insurance. 12.3 Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) Commercial General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage. Commercial General Liability Insurance or other form with a general aggregate limit shall apply separately to this Agreement or the general limit shall be twice the required occurrence limit. (2) Automobile Liability: $2,000,000 per accident for bodily injury and property damage. (3) Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury or disease and Workers' Compensation Insurance in the amount required by law. (4) The Insurance obligations under this Agreement shall be the greater of(i) the Insurance coverages and limits carried by the Contractor; or (ii) the minimum Insurance coverages and limits shown in this Agreement. Any insurance proceeds in excess of the specified limits and coverage required which are applicable to a given loss, shall be available to the City. No representation is made that the minimum Insurance requirements of this Agreement are sufficient to cover the obligations of the Contractor under this agreement. 12.4 Deductibles and Self-Insured Retentions. Any deductibles or self- insured retentions must be declared to and approved by the City and shall not reduce the limits of coverage. City reserves the right to obtain a full certified copy of any required insurance policy and endorsements. 12.5 Other Insurance Provisions. (1) The commercial general liability and automobile liability policies are to contain the following provisions on a separate additionally insured endorsement naming the City, its officers, officials, employees, designated volunteers and Vendor Initials PSA without professional liability insurance(contractor) Page 9 Last Revised:05122114 Page 191 agents serving as independent contractors in the role of City officials, as additional insureds as respects: liability arising out of activities performed by or on behalf of Contractor; products and completed operations of Contractor; premises owned, occupied or used by Contractor; and/or automobiles owned, leased, hired or borrowed by Contractor. The coverage shall contain no limitations on the scope of protection afforded to Ci . , its officers, officials, employees, designated volunteers or agents serving as independent contractors in the role of City officials which are not also limitations applicable to the named insured. (2) For any claims related to this Agreement, Contractor's insurance coverage shall be primary insurance as respects City, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of City officials. Any insurance or self-insurance maintained by City, its officers, officials, employees, designated volunteers or agents serving as independent contractors in the role of City officials shall be in excess of Contractor's insurance and shall not contribute with it. (3) Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (4) Contractor 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, Contractor shall forthwith obtain and submit proof of substitute insurance. Should Contractor fail to immediately procure other insurance, as specified, to substitute for any canceled policy, the City may procure such insurance at Contractor's sole cost and expense. (5) Each insurance policy required by this clause shall expressly waive the insurer's right of subrogation against City, its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials. (6) Each policy shall be issued by an insurance company approved in writing by City, which is admitted and licensed to do business in the State of California and which is rated Vendor Initials PSA without professional liability insurance(contractor) Page 10 Last Revised:05122114 Page 192 A:VII or better according to the most recent A.M. Best Co. Rating Guide. (7) Each policy shall specify that any failure to comply with reporting or other provisions of the required policy, including breaches of warranty, shall not affect the coverage required to be provided. (8) Each policy shall specify that any and all costs of adjusting and/or defending any claim against any insured, including court costs and attorneys' fees, shall be paid in addition to and shall not deplete any policy limits. (9) Contractor shall provide any and all other insurance, endorsements, or exclusions as required by the City in any request for proposals applicable to this Agreement. 12.6 Evidence of coverage.Prior to commencing performance under this Agreement, the Contractor shall furnish the City with certificates and original endorsements, or copies of each required policy, effecting and evidencing the insurance coverage required by this Agreement including (1) Additional Insured Endorsement(s), (2) Worker's Compensation waiver of subrogation endorsement, and (3) General liability declarations or endorsement page listing all policy endorsements. The endorsements shall be signed by a person authorized by the insurer(s) to bind coverage on its behalf. All endorsements or policies shall be received and approved by the City before Contractor commences performance. If performance of this Agreement shall extend beyond one year, Contractor shall provide City with the required policies or endorsements evidencing renewal of the required policies of insurance prior to the expiration of any required policies of insurance. 12.7 Contractor agrees to include in all contracts with all subcontractors performing work pursuant to this Agreement, the same requirements and provisions of this Agreement including the indemnity and insurance requirements to the extent they apply to the scope of any such subcontractor's work. Contractor shall require its subcontractors to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City pursuant to this Agreement, and to require each of its subcontractors to include these same provisions in its contract with any sub- subcontractor. 13. Cooperation. In the event any claim or action is brought against City relating to Contractor's performance or services rendered under this Agreement, Contractor shall render any reasonable assistance and cooperation that City might require. City shall compensate Contractor for any litigation support services in an amount to be agreed upon by the parties. 14. Termination. City shall have the right to terminate this Agreement at any time for any or no reason on not less than ten (10) days prior written notice to Contractor. In the event City exercises its right to terminate this Agreement, City shall Vendor Initials PSA without professional liability insurance(contractor) Page 11 Last Revised:05122114 Page193 pay Contractor for any services satisfactorily rendered prior to the effective date of the termination, provided Contractor is not then in breach of this Agreement. Contractor shall have no other claim against City by reason of such termination, including any claim for compensation. City may terminate for cause following a default remaining uncured more than five (5)business days after service of a notice to cure on the breaching party. Contractor may terminate this Agreement for cause upon giving the City D ten (10) business days prior written notice for any of the following: (1) uncured breach by the City of any material term of this Agreement, including but not limited to Payment Terms; (2) material changes in the conditions under which this Agreement was entered into, coupled with the failure of the parties to reach accord on the fees and charges for any Additional Services required because of such changes. 15. Notices. Any notices, bills, invoices, or reports authorized or required by this Agreement shall be in writing and shall be deemed received on (a) the day of delivery if delivered by hand or overnight courier service during Contractor's and City's regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses set forth in this Section, or to such other addresses as the parties may, from time to time, designate in writing pursuant to the provisions of this Section. All notices shall be addressed as follows: If to City: Jennifer Hunt Gracia City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, CA 91730 If to Contractor: Bill Blake, Director AMS Planning &Research 2617 K Street, Ste 225 Sacramento, CA 95816 16. Non-Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Contractor shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation. Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation. 17. Assignment and Subcontracting. Contractor shall not assign or transfer any interest in this Agreement or subcontract the performance of any of Contractor's Vendor Initials PSA without professional liability insurance(contractor) Page 12 Last Revised:05122114 Page194 obligations hereunder without City's prior written consent. Except as provided herein, any attempt by Contractor to so assign, transfer, or subcontract any rights, duties, or obligations arising hereunder shall be null, void and of no effect. 18. Compliance with Laws. Contractor shall comply with all applicable federal, state and local laws, ordinances, codes and regulations in force at the time Contractor performs the Services. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and compliance with other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. The applicable prevailing wage rate determinations can be found at http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services, available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the Project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 19. Non-Waiver of Terms, Rights and Remedies. Waiver by either parry of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by City of any payment to Contractor constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Contractor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. 20. Attorney's Fees. In the event that either party to this Agreement shall commence any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing parry in such action or proceeding shall be entitled to recover its costs of suit, including reasonable attorney's fees and costs of experts. 21. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. 22. Applicable Law and Venue. The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the State of California. Venue for any action relating to this Agreement shall be in the San Bernardino County Superior Court. Vendor Initials PSA without professional liability insurance(contractor) Page 13 Last Revised:05122114 Page195 23. Construction. In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Agreement shall not be resolved by any rules of interpretation providing for interpretation against the parry who causes the uncertainty to exist or against the parry who drafted the Agreement or who drafted that portion of the Agreement. 24. Entire Agreement. This Agreement consists of this document, and any other documents, attachments and/or exhibits referenced herein and attached hereto, each of which is incorporated herein by such reference, and the same represents the entire and integrated agreement between Contractor and City. This Agreement supersedes all prior oral or written negotiations, representations or agreements. This Agreement may not be amended, nor any provision or breach hereof waived, except in a writing signed by the parties which expressly refers to this Agreement. IN WITNESS WHEREOF, the parties, through their respective authorized representatives, have executed this Agreement as of the date first written above. Contractor Name: AMS Planning &Research City of Rancho Cucamonga By: By: Name Date Name Date Title Title By: Name Date Title (two signatures required if corporation) Vendor Initials PSA without professional liability insurance(contractor) Page 14 Last Revised:O5122114 Page196 EXHIBIT A SCOPE OF SERVICES Vendor Initials PSA without professional liability insurance(contractor) Page 15 Last Revised:05122114 Page197 10ley AMS P L A N N I N G 4IJ - - Victoria Gardens Cultural Center & City-wide Arts _ Programming Assessment Proposal 2020 City of Rancho Cucamonga Page 198 January 25,2021 Revision w/budget It// City of Rancho Cucamonga bA M S Katie Distelrath, Deputy Director of Community Services P L A N N I N G - Gary Ablard, Patron & Event Services Supervisor,Victoria Gardens Cultural & R E S E A R C H - Center (909) 774-3708 G a ry.A bla rd Pc i tyof rc.u s Dear Katie and Gary, We are pleased to submit the following revised "discussion draft" based on our recent Zoom meeting. In this version we would still focus on reimagining the operations and programming of the Victoria Gardens Cultural Center, but also seek broad public input regarding arts and cultural activity within the City.This would enable us to develop high level strategic recommendations regarding programs, or even facilities,at other locations in the City. As with the previous draft,once you have had a chance to look over this updated version,we would hope to discuss it further with your team to answer questions and make further refinements if necessary. Sincerely, AMS Planning &Research Corp. Bill Blake, Director Sacramento,California Connecticut:107 John Street,Suite IE,Southport,CT 06890 to 203.256.1616 ams-❑nline.com California:2617 K Street,Suite 225,Sacramento,CA 95816 1 `916.503.4402 Page 199 0/, Approach Our approach begins by understanding both supply and demand in the marketplace with respect to arts,culture and entertainment in Rancho Cucamonga and the Inland - - _ Empire.We assess demand from two perspectives:facility users and potential audiences.The current supply of venues and programs are inventoried and assessed to determine how demand is currently being satisfied and where potential gaps may be-present. _ We also approach the work knowing the community's vision and aspirations should be . considered as key inputs,as arts and cultural facilities and programs are not purely market-driven endeavors. These four inputs- user Market Deman demand,audience demand, supply, and community factors- provide the data for determining how best to reimagine the programming •• - ' ' and operations of the Victoria Gardens Cultural Center in - • •- . - both the near and long terms. It will also allow us to gather input on the ' community's vision and needs for arts and culture - - more broadly.Our goal would be to define a renewed purpose and mission for the Center that is clearly articulated and embraced by City leadership and the community;and deliver a solid business plan to back it up.We would also be in a position to develop broad, directional recommendations for arts and cultural programs and, possibly,facilities throughout the City. Page 200 2 M ,* Phase I: Situation Analysis 1. Kick-off Meeting A kick-off meeting would be held with a working group for the study to discuss and verify the work plan and timeline and discuss issues and - - - ideas that may affect the operations and success of the facility. In this session we would work interactively to develop a preliminary understanding of the mission and purpose of the VGCC and the - cultural programs offered by Community Services. 2. Leadership Interviews - - _ AMS would conduct up to 25 individual and small group interviews with key City leaders,creative sector leaders,arts stakeholders, major facility users, elected and volunteer community leaders,and others identified by the study team. Individuals unavailable for in-person interviews,due to scheduling,quarantine or other issues,would be interviewed by phone or video meeting. 0 An interview protocol would be developed with the focus of gaining insight into the creative community's priorities, needs,and opportunities. Particular attention would be paid to address the impacts of COVID-19 in these discussions, but also to push interviewees to think beyond the immediate crisis to envision a new, post-COVID future for Rancho Cucamonga and the surrounding region with respect to arts and culture. 3. Operational Review The AMS team would review existing background documentation, including previous studies and any other reports and planning documents to gain an understanding of the overarching issues and current status of the VGCC and Community Services'arts and cultural programs.AMS would develop a memo outlining the types of materials we would be seeking for review and analysis to guide this initial task. We would also assess recent operational history and performance of the Center to establish a baseline understanding and analysis of what has been working,and what has not.We would conduct assessments of the following operational aspects through a review of — documentation, budgets,audits, and financial reports, but also — through interviews with key staff members and other stakeholders. Page 201 3 i Governance Understand current and historical governance structures, roles and responsibilities of those involved,expectations and current engagement levels.This may include interviews with senior City staff and Council members. Programming _ Document both current and projected range,extent,and nature of programming _ and other activity.This information would provide a basis for assessing the impact - _ of'potential changes in the organization's activity and/or structure.This would `include programming at VGCC and throughout the City. Staffing Review staffing and organization by business unit and function to gain understanding of VGCC's and Community Services' management structure,culture, and evolution. Finances Summarize the composition,contribution,distribution,and A_ variation of the financial results of each key line of business to prepare to evaluate the impact of alternate scenarios on the organization's results. Facilities Gain an understanding of current utilization and operation of existing facilities and how use might be impacted by program evolution and new operating goals. 4. Supply, Demand,&Community Interest Venue and Programming Supply To gain understanding about local and regional factors that may impact operations, AMS would inventory regional arts,cultural,and entertainment assets,facilities,and programs.This inventory would provide a map of assets and summarize characteristics,activities,admission and facility rental pricing structures,ownership and operating constructs, and audience information (as available). Audience Demand and Opportunity Drawing on available market demographic and consumer data,AMS would develop an analysis of VGCC primary and secondary market areas to understand attributes that correlate with participation in arts and cultural activities.This assessment of market demand and opportunity would inform the kinds of programs recommended for VGCC and the level of marketing support required once operational. Page 202 4 i Community Focus Groups Up to six (6) community focus groups would also be conducted to obtain direct input from the community at-large.AMS would work with City staff to determine how best to recruit participants,or if"open house"events would be the preferred - _ approach. Community Survey So gather broad input from residents of the City we would conduct an on-line community survey,developed by AMS,that would be circulated to residents of `Rancho Cucamonga through the City's communication channels including social media,email,website, utility bills,etc.Our goal would be to reach 2,500 respondents. Patron File Analysis AMS would conduct a Market Definition and Penetration analysis Q of VGCC's ticket buyers,subscribers,donors,and class participants. This analysis would demonstrate where customers live (at a ZIP code level), provide a demographic and lifestyle snapshot,and an analysis of existing market penetration.The goal of the analysis would be to evaluate the market potential of expanding or changing VGCC's programming and audience. VGCC User Demand Evaluation-Survey AMS would develop a short survey to allow prospective VGCC users to update their statement of needs and forecasted use of the Center.This updated,quantitative assessment would provide critical data for determining the impacts of future changes to the operating and programming emphasis of VGCC and highlight new opportunities. It would also allow new prospective users to indicate their interest in, and need for,a performing arts facility. Touring Company and Promoter Needs Assessment We would contact major touring companies and promotors to assess restrictions and opportunities within the regional market, understand touring and routing,gain additional perspective on the capacity,configuration and amenities most preferred by artists and promoters,and assess interest in presenting activities at VGCC. S. Phase 1 Workshop To complete the initial research phase,AMS would facilitate a workshop with the planning team to evaluate opportunities, including analyzing potential partnerships,and develop a shared vision and definition of'success'for the operations and programming of the facility and opportunities for arts and cultural Page 203 5 i programming through the City. A subsequent workshop with other City leaders may also be held at this point in the process. M/ Phase 2: Business Planning " - 1. VGCC Use Projection Using the data collected from the Phase I background review, user survey, interviews - _ and other research,AMS would develop an Activity Profile (or programming plan)that would detail the number of rehearsal days, presenting days, dark days,and rental days for the VGCC. It would be based on the type and frequency of performances, events and other activities that meet the goals of the project and serve the expressed needs of the community. Potential partners, resident companies,and other activities would also be considered. In addition,AMS's previous completed projects, research,case studies and knowledge of trends in the field would be incorporated in the profile.We would delineate who would be responsible (i.e.taking the risk) on each program and use type and indicate which organizations would be resident companies and/or programming partners. 2. City-wide Activity Recommendations Base on community input received through focus groups and survey analysis,AMS would develop broad-based,directional activity typology recommendations for arts and cultural programming,facilities,and events throughout Rancho Cucamonga. These directional typology recommendations would align with community and stakeholder goals,aspirations,and vision,and give City staff the ability to further develop implementation plans on their own,determine the need for additional research,or seek outside planning assistance at a future time. A workshop with the project working group consisting of City staff would be convened at this point to review,discuss, and refine these City-wide activity recommendations.We would also use this workshop to determine which exemplars should be researched in the next task. 3. Exemplars&Scenarios With direction firmly established in Phase 1 and an Activity Profile developed that outlines the facility's programming approach,AMS would identify 3-4 peer venues and communities for comparative analysis. Exemplars would be selected with input from the working group and would analyze factors including facility type and configuration, programming and utilization,operating structure and finances, markets served, community partnerships, and other opportunities and lessons learned.These Page 204 6 i data would directly inform the development of a preferred operating and facility scenario and updated pro forma financial estimates later in the study. This task would conclude with a workshop with the study team to share learning from exemplar research and discuss implications on the project's direction and vision. 4. VGCC Management&Operating Structure Recommendations ~ - _ Based-on project goals,an understanding of the tolerance for risk in operations,the Phase 1 �inclings,the proposed Activity Profile,and best practices in the sector,AMS - would evaluate and make recommendations regarding potential partnerships and a - _ gdvprnance and management structure for the facility. _ At this point,AMS would define on-going operating roles and _ responsibilities for partner and/or resident companies,and other key r"�1 partners in the venture.This task would include delineation of • • • agreement terms between any partner organizations and AMS would work closely with the project working group to research approaches and best practices,and facilitate preliminary discussions. 5. VGCC Financial Projections Based on information obtained through past similar projects AMS has completed,our industry experience,the findings from Phase 1 and WIT the draft Activity Profile,AMS would prepare a pro forma operating model for the facility for a normal year of operations,typically the third year following a facility's opening.Once a 'base year' is established a full five years of operations would be modeled. A dynamic financial model would be prepared that would enable analysis of income and expenses using differing assumptions regarding capacity,attendance, utilization, management structure, building format, rental fees,and other variables. Deliverables:AMS would provide copies of all presentations, interim research reports,and financial forecasts to the working group.The project would conclude with the development of an executive summary report with all relevant materials appended. Page 205 7 Fees & Expenses AMS is estimates that professional fees to complete the scope of work described in this draft proposal would be $89,600, plus - - _ reimbursement for direct expenses.This would include the tasks of a 0 community survey and focus groups,as outlined. Phase 1:Situation Analysis Fee Kick-off&Project Mobilization $3,800 Leadership Interviews $5,400 Operational Review $8,000 Supply,Demand,&Community Interest VGCC Supply/Demand Assessment $12,200 Community Interest Research $13,100 Phase 1 Workshop $4,800 Phase 1 Total $47,300 Phase 2:Business Planning Fee VGCC Use Projection $4,200 City-wide Activity Recommendations $6,200 Exemplars&Scenarios $8,600 VGCC Management&Operating Structure Recommendations $5,400 VGCC Financial Projections $10,900 Deliverable:Summary Report&Supporting Materials $7,000 Phase 2 Total $42,300 Fee Total $89,600 Budget for Direct Expenses(described below) $8,000 Expenses: Reimbursable expenses, including travel and transportation, accommodations,and communications costs (e.g.couriers,and report printing and binding) incurred in the delivery of these services would be charged in addition to professional fees,at cost.With the unknowns surrounding COVID-19 and travelling conditions,we suggest allocating approximately$5,000 for these expenses.We also anticipate approximately$3,000 in expenses related to data deduplication,appended data,cleaning and preparation of your patron files for analysis. Site Visits: If permitted (dependent upon COVID conditions) and agreed upon,the proposed fee budget would allow for up to five (5) visits over the course of both phases (excluding direct expenses for air fare, etc.as noted above). Terms: Fees are billed monthly based on progress.The project may be terminated on 30 days' notice for the convenience of either party.A determination would be made at the conclusion of Phase 1 regarding continuation, modification,or termination of the work plan.Work may be suspended for up to 60 days without incurring a demobilization/mobilization penalty. Page 206 8 Timing:AMS proposes to complete the scope of work as outlined in this proposal over a proposed 34-week period.The schedule is dependent upon the timely scheduling of key meetings and presentations and receipt of background and other materials from the client,and other project participants. ~ Cifjr of Rancho Cucamonga Preliminary Project Schedule ` *workshops,webinars or meetings _ Monthl 1 1 2 1 3 1 4 1 S 1 6 1 7 1 8 1 9 L Phase 1:Situation Analysis Kick-off&Project Mobilization Leadership Interviews Operational Review Supply,Demand,&Community Interest VGCC Supply/Demand Assessment Community Interest Research Phase 1 Workshop Phase 2:Business Planning VGCC Use Projection MS City-wide Activity Recommendations Exemplars&Scenarios VGCC Management&Operating Structure Recommendations VGCC Financial Projections Deliverable:Summary Report&Supporting Materials Page 207 9 Our Team AMS is led and supported by a diverse and collaborative team that brings a wealth of experience in performing arts facility planning, management, programming,and development.The three individuals below would be guiding this study on behalf of AMS with contributions from others throughout the firm, as needed. Bill Blake, Director Project Role:Bill Blake would serve as Project Director working out ofAMS's Sacramento,CA office.In this capacity,Bill would be the main point of contact for project leadership,guiding the project ' process and providing oversight to achieve project goals and a objectives. Bill would be present at all site visits and key meetings. Bill is AMS's West Coast Director. He has returned to AMS after having been with the firm previously as a Project Manager from 2000-2005. Prior to rejoining AMS, Bill was the Managing Director of the B Street Theatre in Sacramento. He led B Street in the planning,fundraising,design and development of its new $25 million mixed-use performing arts complex that opened in February 2018. Bill has been involved in over 100 consulting and planning projects with clients ranging from federal agencies and municipal governments,to small and large not-for- profit organizations. He recently worked with Fresno State University to conduct a community-focused performing arts needs assessment to provide detail regarding the need for a new performing arts center on Fresno State's campus. In Boise, Bill worked with the Department of Arts& History to conduct a feasibility study for a performing arts facility to be built in conjunction with the construction of the City's new Main Library. Bill also assisted Canada Mortgage and Housing Corporation (CMHC;an agency of Canada's federal government)to re-imagine what success would look like for the arts sector at the world renowned cultural destination of Granville Island in Vancouver. Bill has a Master's Degree in Arts Administration from Goucher College in Baltimore and an undergraduate degree in Theatre Production from Principia College in Illinois. Page 208 10 Amy Ben-Kiki, Project Manager Amy F. Ben-Kiki, Project Manager based in Los Angeles, has been part of the AMS family for over a decade.With 20+years + - of experience in the arts and cultural sector,she is particularly focused on the role of arts in developing individuals and -�' communities. Amy has assisted over 60 organizations nationwide through a - multitude of planning and evaluative initiatives.Amy's keen urvderstanding of the care and risk required to successfully develop and operate _ - facilities has driven her work with key stakeholders in the planning and creation of new arts centers including: The Stages at Northstar in, Lake Tahoe,CA;the Perelman Center for the Performing Arts at the World Trade Center, New York, NY; New Spire Arts in Frederick, MD;and the Dr. Phillips Performing Arts Center in Orlando, FL. She currently serves as operating counsel for the development of the Little Opera House in Alameda,CA. Amy's commitment to advancing the sector and challenging its boundaries is evident in her strategic planning work with museums,cultural centers and higher education institutions,and in her management of several large-scale assessment projects, including an evaluation of the U.S. Department of State's Jazz Ambassador's Program and more recently, a cultural assessment in Hillsborough County, FL. Amy began her career in arts administration at The Bushnell Center for the Performing Arts in Hartford,CT where she coordinated mainstage activity and advanced the organization's educational programs.After receiving her Ed.M with a concentration in arts-in-education from Harvard University in 2001,Amy continued to focus on arts education at the New Jersey Performing Arts Center (NJPAC),where her work involved the coordination of NJPAC's artist-in-residence programs..As Program Associate at the Connecticut Office of the Arts (2007-2011),Amy assisted in the design and management of the state's arts in education projects and managed several grant programs. Amy recently served as Board President for The Little Theatre of Manchester, in Manchester,CT and as an advisor during the development and early implementation of Hartford Performs, an arts education collaborative serving the Hartford,CT Public Schools system. Page 209 11 Jonathan Spangler, Analyst Jonathan Spangler is responsible for industry and market A research,survey design,data analysis,and reporting findings to project members. He has an extensive performing arts background as a musician and actor,as well as administrative work with performing arts organizations throughout the United States and Europe. Prior to joining the team at AMS, he worked with Chamber Music of Pittsburgh on marketing strategies, including social media marketing plans and targeted marketing solutions. Most recently he completed a creative place- keeping feasibility study for The Mulberry Project in Wilkinsburg, PA which sought to restore and convert an abandoned church into a community arts center. Jonathan has served in fundraising and administrative roles at Pittsburgh Symphony, California Symphony,and the Andy Warhol Museum. He also worked as an Operations Manager and Defense Travel Accounting Manager for the United States Army Band in Europe. Jonathan holds a Master of Arts Management from Carnegie Mellon University,a Master of Music from The University of Southern Mississippi, and a Bachelor of Music Education from Columbus State University. Page 210 12 EXHIBIT B SCHEDULE FOR PERFORMANCE Vendor Initials PSA without professional liability insurance(contractor) Page 16 Last Revised:O5122114 Page 211 Attachment A — Sample Waiver of Subrogation (Sample Only —Not all forms will look identical to this Sample) ^ WORKERS COMPENSATION . A N D EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 03 13 (00)-ni POLICY NUMBER. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or Indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: The City of Rancho Cucamonga, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of City or official. DESIGNATED ORGANIZATION: Vendor Initials PSA without professional liability insurance(contractor) Page 17 Last Revised:05122114 Page 212 Attachment B — Sample Additional Insured for On-going Projects POLICY NUMBER' COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED — OWNERS, LESSEES OR CONTRACTORS — SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Persons) Or Or anization s : Locations Of Covered Operations The City of Rancho Cucamonga, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of City or officials. Information required to complete this Schedule,if not shown above,will be shown in the Declarations. A. Section 11 —Who Is An Insured is amended to 13. With respect to the insurance afforded to these include as an additional is the person(s) or additional insureds, the following additional exclu- organization(s) shown in the Schedule, but only sions apply: with respect to liability for"bodily injury", "property This Insurance does not apply to"bodily injury'or damage" or "personal and advertising injury' "property damage"occurring after: caused,in whole or in part,by: 1. All work, including materials, parts or equip 1. Your acts or omissions;or ment furnished in connection with such work. 2. The acts or omissions of those acting on your on the project(other than service.maintenance behalf; or repairs) to be performed by or on behalf of in the performance of your ongoing operations for the additional inaured(s) at the location of the the additional insured(s) at the location(s) desig- covered operations has been completed;or nated above 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor en- gaged in performing operations for a principal as a part of the same project, CG 20 10 07 04 (9�ISO Properties,Inc.,2004 Page 1 of 1 ❑ Vendor Initials PSA without professional liability insurance(contractor) Page 18 Last Revised:05122114 Page 213 �1 Community s Department , _ 41 Long Term Financial Sustainability Planning for Programs , Services , and the Arts RANCHO CUCAMONGA AII-AmerlcaM NATIONAL CIVIC LEAC UP- 0 CITY OF RANCHO CUCAMONGA 2 0 V 2 0 y WHY NOW? a, • Economic impact of COVID- 19 4\ Nok • Financial sustainabilityof services n. • Community needs might be different ,y • Changing demographics q: tAg• y` sue' /., I -` RANCHO UCAMO 1G All-AmericaCiq NATIONAL,(:IV](,'[FA AJF !74 Ll 0 Lai 1061 Kelm!Let il&L01 0 2 0 2 0 WHY AN ASSESSMENT? • Identify core services • Verify all costs of operations • Analyze User fees Develop a progressive treatment to fees and pricing Identify revenue enhancement - strategies "WA .4" • V - d AM Provide transparency in financial sustainability RANCHO Develop action plans for long term CUCAMONGA success and financial sustainability that All-America City meets the needs of the community vAno�ai.avic i fAaif: !IAI I L Lei 1 1 9 Lei o 20 # 20 HOW WILL THE ASSESSMENTS . Professional Service Agreement BE CONDUCTED ? PROS Consulting Inc. • Organizational and Financial Assessment AMS Planning & Research I h1WVictoria Gardens Cultural Center & � r IL vieprantiTISCity-Wide Arts Programming '2� - = Community engagement Surveys Focus groups RANCHO • Operational review cucAnnoNca • Data collection • Cost analysis All-America CiV • Benchmark analysis NA710NA1.t:l\']C I FA.;l1F Lei 1 1 20 # 20 OUTCOMES • Action Plan (5 years) � • Classification of services as : ............ • Core, Important and Value Added • Pricing policy and pricing strategies for: - r' � � "�='°' _.A.- • Classes � • Programs • Services • Theater Performances RANCHO • Revenue Enhancement Strategies cucAnnoNca • Performance measurement system All-America city vArKxwti.avic i fAaif: !IAI Eel I rol K410 LWJ Ll Lei 10 1 1 2 0 '' 2 0 i • Yq or fill � IMP RANCHO LCUCAMONGA 4 , g -Ns _ All-America NATONAL CITY OF RANCHO CUCAMONGA 2 0r2 0 CITY OF RANCHO CUCAMONGA $l DATE: February 17, 2021 TO: Mayor and Members of the City Council FROM: John R. Gillison, City Manager INITIATED BY: Erika Lewis-Huntley, Management Analyst III SUBJECT: Consideration to Approve the Re-appointments of Two Members to the Public Art Committee. (CITY) RECOMMENDATION: Staff recommends that the City Council approve the re-appointments of Planning Commissioner Bryan Dopp and Rancho Cucamonga Community and Arts Foundation Board Member Paula Pachon to the Public Art Committee. BACKGROUND: At its regular meeting on June 21, 2017, the City Council adopted Ordinance No. 912, amending the Rancho Cucamonga Municipal Code regarding creative placemaking through public art. Pertinent to implementation of the ordinance was the formation of the Public Art Committee which is composed of five (5) members appointed by the City Council as follows: (i) one member of the Planning Commission; (ii) one member of the Rancho Cucamonga Community and Arts Foundation; and (iii) three members of the public appointed based on relevant work experience, trade, industry, or expertise. Committee members serve a term of two (2) years. Duties include advising the City Council regarding the selection, purchase, placement, and maintenance of art installed by the City or on City property, and expenditures from the City of Rancho Cucamonga Public Art Trust Fund. ANALYSIS: The Public Art Committee terms of Commissioner Dopp and Board Member Pachon expire this month. The Rancho Cucamonga Community and Arts Foundation recommended Board Member Pachon for re-appointment at the Executive Board meeting on January 13, 2021. The Planning Commission recommended Commissioner Dopp for re-appointment at the Planning Commission meeting on February 10, 2021. If approved, their terms will be through February 2023. The following is a complete list of the five (5) Public Art Committee members: • Bryan Dopp, Planning Commissioner (Term 2/2021-2/2023) • Paula Pachon, RC Community and Arts Foundation Member (Term 2/2021-2/2023) • Jaymie Leslie, Member of the Public (Term 12/2019-12/2021) • John L. Machado Jr., Member of the Public (Term 12/2019-12/2021) • Leslie Matamoros, Member of the Public (Term 12/2019-12/2021) Page 214 FISCAL IMPACT: None COUNCIL MISSION /VISION / GOAL(S) ADDRESSED: This item addresses City Council's Core Values by providing and nurturing a high quality of life for all through placemaking and public art initiatives. In addition, public art enhances livability and is a means for promoting and enhancing a safe and healthy community for all. ATTACHMENTS: None Page 2 Page 215