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WHEREAS, in connection with the refinancing, the Authority, as lessor, and the City, as <br /> lessee, will enter into a Lease Agreement dated as of January 1, 2013 (the "2013 Lease <br /> Agreement"), pursuant to which the City will make lease payments, a portion of which relate to <br /> the refunding of the 2001 Certificates (the "2001 Refunding Lease Payments "), to the Authority; <br /> and <br /> WHEREAS, in order to entice the City to enter into the 2013 Lease Agreement and to <br /> obligate itself to make the 2001 Refunding Lease Payments, the Successor Agency desires to <br /> enter into an Amended and Restated Reimbursement Agreement (the "2013 Reimbursement <br /> Agreement"); and <br /> WHEREAS, the City Council wishes at this time to approve all proceedings to which it <br /> is a party relating to the issuance and sale of the Refunding Bonds and the refinancing of the <br /> Prior Certificates; <br /> NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of San <br /> Leandro as follows: <br /> SECTION 1. Issuance of Refunding Bonds. The City Council hereby approves the <br /> issuance of the Refunding Bonds by the Authority under the Bond Law in the maximum <br /> principal amount of $14,500,000, for the purpose of providing funds to refinance the Prior <br /> Certificates. <br /> SECTION 2. Approval of Related Financing Agreements. The City Council hereby <br /> approves each of the following agreements required for the issuance and sale of the Refunding <br /> Bonds and the refinancing of the Prior Certificates, in substantially the respective forms on file <br /> with the City Clerk together with any changes therein or additions thereto deemed advisable by <br /> the Mayor, City Manager, Assistant City Manager or the Finance Director (each, an "Authorized <br /> Officer "), whose execution thereof shall be conclusive evidence of the approval of any such <br /> changes or additions. An Authorized Officer is hereby authorized and directed for and on behalf <br /> of the City to execute, and the City Clerk is hereby authorized and directed to attest, the final <br /> form of each such agreement, as follows: <br /> • Site Lease, between the City as lessor and the Authority as lessee, under <br /> which the City leases the Leased Property to the Authority in consideration of <br /> the payment of an amount which will be applied by the City to refinance the <br /> Prior Certificates. <br /> • Lease Agreement, between the Authority as lessor and the City as lessee, <br /> under which the Authority leases the Leased Property back to the City and the <br /> City agrees to pay semiannual lease payments which are sufficient to provide <br /> revenues with which to pay principal of and interest on the Refunding Bonds <br /> when due; and <br /> • Refunding Instructions, one each for the 2001 Certificates and the 2003 <br /> Certificates, from the City and the Authority to U.S. Bank National <br /> RESOLUTION NO. 2012 -121 2 <br />