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T)M1C-, <br />WHEREAS, the Successor Agency by its resolution adopted onPCftK(,Q10 17 <br />(the "Successor Agency Resolution") approved the issuance of the Refunding Bonds pursuant to <br />Section 34177.5(a)(1); <br />WHEREAS, in the Successor Agency Resolution, the Successor Agency approved the <br />issuance of the Refunding Bonds and authorized the execution and delivery of the Indenture of <br />Trust, by and between the Successor Agency and U.S. Bank National Association, as trustee, <br />providing for the issuance of the Refunding Bonds (the "Indenture"); <br />WHEREAS, in the Successor Agency Resolution, the Successor Agency also requested <br />that this Oversight Board direct the Successor Agency to undertake the refunding proceedings <br />and approve the issuance of the Refunding Bonds pursuant to the Successor Agency Resolution <br />and the Indenture and that this Oversight Board make certain determinations described below on <br />which the Successor Agency will rely in undertaking the refunding proceedings and the issuance <br />of the Refunding Bonds; and <br />WHEREAS, the Successor Agency has determined to sell the Refunding Bonds to <br />Raymond James & Associates, Inc. (the "Original Purchaser") pursuant to the terms of a bond <br />purchase agreement to be entered into by the Successor Agency and the Original Purchaser; <br />WHEREAS, this Oversight Board has completed its review of the refunding proceedings <br />and the Debt Service Savings Analysis and wishes at this time to give its approval to the <br />foregoing; <br />NOW THEREFORE, THE OVERSIGHT BOARD FOR THE SUCCESSOR <br />AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN LEANDRO <br />DOES HEREBY RESOLVE AS FOLLOWS: <br />Section 1. Recitals. The Recitals set forth above are true and correct and are <br />incorporated into this Resolution by this reference. <br />Section 2. Ratification and Adoption of Successor Agency Resolution. The <br />Successor Agency Resolution is hereby ratified and approved as set forth in the recitals above. <br />Section 3. Determination of Savings. This Oversight Board has determined that <br />there are significant potential savings available to the Successor Agency and to applicable taxing <br />entities in compliance with the Savings Parameters by the issuance by the Successor Agency of <br />the Refunding Bonds to refund and defease the Prior Bonds, all as evidenced by the Debt Service <br />Savings Analysis on file with the Secretary of the Oversight Board, which Debt Service Savings <br />Analysis is hereby approved. <br />Section 4. Direction and Approval of Issuance of the Bonds. As authorized by <br />Section 34177.5(f), the Oversight Board hereby directs the Successor Agency to undertake the <br />refunding proceedings and as authorized by Section 34177.5(f) and Section 34180, this <br />Oversight Board hereby directs and approves the issuance by the Successor Agency of the <br />Refunding Bonds pursuant to Section 34177.5(a)(1) and under other applicable provisions of the <br />Law and the Refunding Law and as provided in the Successor Agency Resolution and the <br />Indenture in the aggregate principal amount of not to exceed $23,000,000, provided that the <br />2 <br />