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APPENDIX B <br />RULE 15c2-12 CERTIFICATE <br />The undersigned hereby certifies and represents to (the <br />`Underwrite>?~ that he is a duly appointed and acting officer of the Redevelopment Agency <br />of the City of San Leandro, California (the"Agenc~~, and as such is to execute and deliver <br />this Certificate and further hereby certify and reconfirm on behalf of the Agency to the <br />Underwriter as follows: <br />(1) This Certificate is delivered to enable the Underwriter to comply with <br />Securities and Exchange Commission Rule 1 Sc2- 12 under the Securities <br />Exchange Act of 1934 (the`PZuI~~ in connection with the offering and sale of <br />the Agency's Taxable Tax Allocation Housing Bonds Series 2010 (the <br />`Bonds. <br />(2) In connection with the offering and sale of the Bonds, there has been <br />prepared a Preliminary Official Statement, setting forth information <br />concerning the Bonds and the issuer of the Bonds (the `P'reliminary Official <br />Statemenf~. <br />(3) As used herein, `P'ermitted Omission' shall mean the offering price(s), <br />interest rate(s), selling compensation, aggregate principal amount, principal <br />amount per maturity, delivery dates, ratings and other terms of the Bonds <br />depending on such matters and the identity of the underwriter(s), all with <br />respect to the Bonds. <br />(4) The Preliminary Official Statement is, except for the Permitted Omissions, <br />deemed final within the meaning of the Rule and has been, and the <br />information therein is accurate and complete except for the Permitted <br />Omissions. <br />(5) If, at any time prior to the execution of the final contract of purchase, any <br />event occurs as a result of which the Preliminary Official Statement might <br />include an untrue statement of a material fact or omit to state any material <br />fact necessary to make the statements therein, in light of the circumstances <br />under which they were made, not misleading, the Agency shall promptly <br />notify the underwriter thereof. <br />IN WITNESS WHEREOF, we have hereunto set our hands as of the <br />day of , 2010. <br />REDEVELOPMENT AGENCY OF <br />THE CITY OF SAN LEANDRO <br />By: <br />Executive Director <br />B-1 <br />