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WHEREAS, an oversight board for the Successor Agency was established pursuant to AB 26 (the "Oversight Board "); WHEREAS, the Oversight Board approved the ROPS on April 6, 2012; WHEREAS, the State Department of Finance reviewed the ROPS, but by letter dated April 11, 2012, indicated that it objected to the Note; WHEREAS, Health and Safety Code Section 34178(a) provides that, with specified exceptions, commencing upon February 1, 2012, agreements, contracts and arrangements between a redevelopment agency and the city that formed the redevelopment agency are invalid; provided however, a successor agency that wishes to reenter into agreements with the city that formed the agency may do so upon obtaining approval of the oversight board; WHEREAS, the improvements undertaken by the Agency in the Joint City /County Project Area using the advance of City funds have resulted in significant revitalization of the Joint City/County Project Area, and have been of benefit to all taxing entities that share in the property tax revenue generated by property located within the Joint City /County Project Areas because such improvements have removed impediments to development, eliminate adverse conditions in the project area and catalyzed private development, thus resulting in an increase in assessed valuation and property tax revenue that accrues to the taxing entities; WHEREAS, the City and the Successor Agency desire to ratify the Successor Agency's obligation to repay the Note, and desire to enter into an Amended and Restated Promissory Note stating modified terms for repayment ("Restated Note "); WHEREAS, the execution of the Amended and Restated Promissory Note was also approved by the City Council by resolution adopted on May 7, 2012; and WHEREAS, the Restated Note will be presented to the Oversight Board for consideration. NOW THEREFORE, BE IT HEREBY RESOLVED by the City Council of the City of San Leandro, acting in its capacity as Successor Agency to the Redevelopment Agency of the City of San Leandro, that it hereby: 1. Subject to approval of the Oversight Board, authorizes the Executive Director to execute and deliver the Amended and Restated Promissory Note substantially in the form attached hereto. 2. Authorizes the Executive Director or designee to execute such other documents and to take such other actions as necessary to carry out the intent of this Resolution, including without limitation, listing the Restated Note on an updated ROPS for the Successor Agency. RESOLUTION NO. 2012 -002 SA 2