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EXHIBIT A <br />REDEVELOPMENT AGENCY OF THE CITY OF SAN LEANDRO <br />ALAMEDA COUNTY -CITY OF SAN LEANDRO REDEVELOPMENT PROJECT <br />TAX ALLOCATION BONDS, SERIES 2008 <br />UNDERWRITER'S CERTIFICATE <br />The undersigned, on behalf of , as underwriter (the "Underwriter") of <br />the above-captioned bonds (the "Bonds"), hereby confirms our advice that: <br />(i) Based upon reasonable expectations and actual facts which existed on <br />,being the date upon which the Redevelopment Agency of the City of <br />San Leandro (the "Agency") sold the Bonds to the Underwriter (the "Sale Date"), the Underwriter <br />reasonably expected to sell a substantial amount of each maturity of the Bonds (being at least <br />ten percent (10%) of each maturity) to the general public (for purposes of this Certificate, <br />"general public" excludes bond houses, brokers or similar persons or organizations acting in the <br />capacity of underwriters or wholesalers) in a bona fide public offering at the prices, or in the <br />case of obligations sold on a yield basis, at the respective yields (together the "Initial Offering <br />Prices") set forth in Schedule 1 attached hereto and by this reference incorporated herein (these <br />prices are also shown of the cover of the Official Statement). <br />(ii) The aggregate of the Initial Offering Prices is $ <br />(iii) As of the date hereof, 100% of the Bonds of each maturity were actually offered <br />to the general public in a bona fide public offering for the Initial Offering Prices. <br />(iv) As of the Sale Date, the Underwriter, taking into account market conditions, had <br />no reason to believe any of the Bonds would be initially sold to the general public at prices <br />greater than the Initial Offering Prices. <br />(v) As of the Sale Date, other than the and <br />maturities of the Bonds, at least 10 percent (10%) of each maturity of the Bonds <br />was initially sold to the general public for the respective Initial Offering Prices. <br />(vi) In our opinion, the Initial Offering Prices do not exceed the fair market value of <br />said maturities of the Bonds to the general public as of the Sale Date. <br />Dated: <br />as Underwriter <br />By: <br />2 Approximate. <br />A-1 <br />