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200109053 <br />The undersigned hereby certifies that (i) a review of the activities of the Borrower during such <br />year and of the Borrower's performance under the Financing Agreement has been made under the <br />supervision of the undersigned; (ii) to the best of the knowledge of the undersigned, based on the review <br />described in clause (1) hereof, the Borrower is not in default under any of the terms and provisions of the <br />above documents [or describe the nature of any default in detail and set forth the measures being taken to <br />remedy such default]; and (iii) to the knowledge of the Borrower, no Determination of Taxability (as such <br />term is defined in the Regulatory Agreement) has occurred [or, if a Determination of Taxability has <br />occurred, set forth all material facts relating thereto]. <br />01- 351904.01 <br />PEDCOR INVESTMENTS — 1999 — XL, L.P. <br />LM <br />Authorized Borrower Representative <br />Date <br />C -2 <br />