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SECURITY: The Bonds are special obligations of the Agency, payable solely from and secured by a first lien on and pledge of the Tax Revenues pledged therefor in the Indenture, and from amounts held in the funds and accounts established under the Indenture. The Bonds are not obligations of the City of San Leandro. The Agency has no direct power of taxation and cannot control the rate of taxation imposed by taxing agencies upon property in the Project Area. Bidders should be aware of certain factors affecting the availability and amount of the Tax Revenues in amounts and at times sufficient to pay the Bonds, and the bidders are referred to the Indenture and the Official Statement for further details. RESERVE ACCOUNT: A Reserve Account for the Bonds will be established and maintained in the amount of the Reserve Requirement being, as of the date of any calculation, the lesser of (a) maximum annual debt service, or (b) one hundred and twenty five percent (125%) of average annual debt service on the Bonds. TAX STATUS: The interest on the Bonds is subject to all applicable federal income taxation. The interest on the Bonds is exempt from California personal income taxes LEGAL OPINION: The legal opinion of Jones Hall, A Professional Law Corporation, San Francisco, California, Bond Counsel, approving the validity of the Bonds will be furnished to the successful bidder without cost. Further Information: A copy of the preliminary Official Statement describing the Bonds, and any other information concerning the proposed financing, will be furnished upon request to the Agency's Financial Advisor, E. Wagner & Associates, Inc., 5424 Sunol Boulevard, #10-257, Pleasanton, California 94566, telephone (925) 416-1200; email: ewagner@e-wagner.net. TERMS OF SALE FORM OF BID; MAXIMUM DISCOUNT: All bids must be for not less than all of the Bonds hereby offered for sale and for not less than [ninety nine percent (99%)] of the aggregate par value thereof. Bidders may submit only one bid. All bids must comply with the requirement for a good faith deposit. See "GOOD FAITH DEPOSIT" herein. ELECTRONIC BIDS. Electronic bids must conform with the procedures established by PARITY. Solely as an accommodation to bidders, electronic bids will be received exclusively through PARITY in accordance with this Official Notice of Sale until 9:00 a.m. California time, but no bid will be received after the time specified for receiving bids. To the extent any instructions or directions set forth in PARITY conflict with this Official Notice of Sale, the terms of this Official Notice of Sale shall control. For further information about PARITY, potential bidders may contact the Agency's Financial Advisor, E. Wagner & Associates, Inc., 5424 Sunol Boulevard, #10-257, Pleasanton, California 94566, telephone (925) 416-1200; email: ewagner@e-wagner.net, or Dalcomp/i-Deal LLC at 1359 Broadway, 2"d Floor, New York, NY 10018; Telephone: (212) 849-5021. INTEREST RATE: Bidders must specify the rate or rates of interest which shall be payable with respect to the Bonds. The maximum rate bid may not exceed twelve percent (12%) per annum. Interest with respect to the Bonds is payable semiannually on each March 1 and September 1, commencing September 1, 2010. Bidders will be permitted to bid different rates of interest but (a) each interest rate specified in any bid must be in a multiple of one- twentieth (1/20) or one-eighth (1/8) of one percent; (b) interest with respect to each Bond shall be computed from r, 2010 (the expected closing date) to its stated maturity date at 3