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Attachment 2 EXHIBIT C1 CLERK'S CERTIFICATE CERTIFICATE OF THE CITY CLERK OF CITY OF PLEASANTON, CALIFORNIA Dated: Pricing Date The undersigned City Clerk of the City of Pleasanton (the "Seller a local agency of the State of California within the meaning of Section 6585(0 of the California Government Code, does hereby certify that the foregoing is a full, true and correct copy of Resolution No. duly adopted at a regular meeting of the City Council of said Seller duly and legally held at the regular meeting place thereof on the day of 2009, of which meeting all of the members of said City Council had due notice and at which a quorum was present and acting throughout, and that at said meeting said resolution was adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: 1 do hereby further certify that I have carefully compared the same with the original minutes of said meeting on file and of record in my office and that said resolution is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes and that said resolution has not been amended, modified or rescinded since the date of its adoption and the same is now in full force and effect. I do hereby further certify that an agenda of said meeting was posted at least 72 hours before said meeting at a location in the City of Pleasanton, California freely accessible to members of the public, and a brief general description of said resolution appeared on said agenda. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Purchase and Sale Agreement, dated as of November 1, 2009, between the Seller and the California Statewide Communities Development Authority. WITNESS by my hand as of the Pricing Date. By: City Clerk of the City of Pleasanton, California C1 -I