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<br />D-1 <br />APPENDIX D <br /> <br />FORM OF SUCCESSOR AGENCY CONTINUING DISCLOSURE CERTIFICATE <br /> <br /> <br />SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY <br />OF THE CITY OF SAN LEANDRO <br /> <br />$_____________* <br />ALAMEDA COUNTY - CITY OF SAN LEANDRO <br />REDEVELOPMENT PROJECT <br />TAX ALLOCATION REFUNDING BONDS, SERIES 2018A <br />$_____________* <br />ALAMEDA COUNTY - CITY OF SAN LEANDRO <br />REDEVELOPMENT PROJECT <br />TAX ALLOCATION REFUNDING BONDS, SERIES <br />2018B (FEDERALLY TAXABLE) <br /> <br />This CONTINUING DISCLOSURE CERTIFICATE (this “Disclosure Certificate”) is <br />executed and delivered by the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY <br />OF THE CITY OF SAN LEANDRO (the “Successor Agency”) in connection with the execution <br />and delivery of the bonds captioned above (the “Bonds”). The Bonds are being issued <br />pursuant to an Indenture of Trust, dated as of _______ 1, 2018 (the “Indenture”), by and <br />between the Successor Agency and U.S. Bank National Association, as trustee. <br /> <br />The Successor Agency covenants and agrees as follows: <br /> <br />Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being <br />executed and delivered by the Successor Agency for the benefit of the holders and beneficial <br />owners of the Bonds and in order to assist the Participating Underwriter in complying with <br />S.E.C. Rule 15c2-12(b)(5). <br /> <br />Section 2. Definitions. In addition to the definitions set forth above and in the Indenture, <br />which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined <br />in this Section 2, the following capitalized terms shall have the following meanings: <br /> <br />“Annual Report” means any Annual Report provided by the Successor Agency pursuant <br />to, and as described in, Sections 3 and 4 of this Disclosure Certificate. <br /> <br />“Annual Report Date” means the date that is nine months after the end of the Successor <br />Agency’s fiscal year (currently March 31 based on the Successor Agency’s fiscal year end of <br />June 30). <br /> <br />“Dissemination Agent” means the Successor Agency, or any successor Dissemination <br />Agent designated in writing by the Successor Agency and which has filed with the Successor <br />Agency a written acceptance of such designation. <br /> <br />“Listed Events” means any of the events listed in Section 5(a) of this Disclosure <br />Certificate. <br /> <br />“MSRB” means the Municipal Securities Rulemaking Board, which has been designated <br />by the Securities and Exchange Commission as the sole repository of disclosure information for <br />purposes of the Rule, or any other repository of disclosure information that may be designated <br />by the Securities and Exchange Commission as such for purposes of the Rule in the future. <br /> <br />174