The Buyer shall have received the Tenant Estoppels required pursuant to Section 3.4 (except to the extent such requirement has been waived by the Buyer);

The Buyer shall have received the Ground Lessor Consents and Estoppels required pursuant to Section 3.6 (except to the extent such requirement has been waived by the Buyer).

any real property leasehold interests (without limiting the obligation of Borrower to obtain bailee waivers, estoppels, landlord lien waivers or collateral access letters in accordance with the terms of this Agreement);

In accordance with the further terms and conditions of this Section 6.3, Sellers shall use their respective commercially reasonable efforts to provide Conforming Estoppels from the Tenants. Notwithstanding the foregoing, at a minimum Sellers shall deliver to Buyer at or prior to Closing a Conforming Estoppel (as hereinafter defined) from: # all Tenants that are open and occupying more than 10,000 square feet of space, which as of the Original Effective Date are those Tenants listed on [Schedule 6.3] attached hereto and incorporated herein (each a “Major Tenant”); # intentionally omitted; and # such additional Tenants (other than the Major Tenants) under the Leases with an original term of more than twelve (12) months (such additional tenants, the “Non-Major Tenants”) so that the Conforming Estoppels obtained from the Non-Major Tenants and the Major Tenants collectively cover in the aggregate not less than ninety percent (90%) of the overall total open and occupied gross leasable area of each Property that are subject to Leases with an original term of more than twelve (12) months. The Conforming Estoppels required to be delivered pursuant to subparts (i), (ii) and (iii) in the preceding sentence and that are a condition to Closing as more particularly set forth herein are defined collectively as the “Required Estoppels”. For

the avoidance of doubt, there is no requirement or obligation for Sellers to obtain estoppels from the tenants or occupants under the Temporary Occupancy and Ancillary Agreements, including, without limitation, the Solar Leases.

any fee-owned real property and any leasehold interest in real property (it being understood that there shall be no requirement to obtain any leasehold mortgages, landlord waivers, estoppels, collateral access letters or similar third party agreements);

Association Disclosures. For any Property that is subject to an Association, Seller shall, at its cost, attempt on a best efforts basis, obtain an estoppel certificate from such association on or before Closing in form and substance reasonably acceptable to Buyer and Title Company (“HOA Estoppels”).

Any HOA Estoppels obtained by Seller have been delivered to Buyer and the same do not disclose any defaults, unpaid assessments or other amounts, leasing restrictions, bankruptcy or insolvency of the association, or otherwise contain any material terms, conditions, disclosures or omissions reasonably unacceptable to Buyer.

Consents and Approvals. The Borrower will deliver to the Administrative Agent such consents, approvals, assignments, amendments, supplements, estoppels, tenant subordination agreements, non-disturbance agreements or other instruments as may be reasonably necessary or advisable in order for the applicable Loan Party to grant the Lien of the Mortgage with respect thereto;

Estoppel Certificates. Seller shall use commercially reasonable efforts to obtain estoppel certificates (the “Third-Party Estoppels”) and deliver the same to Purchaser at least three (3) Business Days prior to the Closing Date from, the following: # tenant estoppels from Mid-American Physician Services and a sufficient number of other tenants at the MOB such that estoppel certificates shall have been received with respect to not less than ​ of the total net rentable square footage of the MOB covered by Tenant Leases in effect as of the Closing, each of which tenant estoppel shall be in substantially the same form as obtained by Seller upon Seller’s acquisition of the Assets, copies of which have been provided to Purchaser by Seller, and # a landlord estoppel from Ground Lessor in substantially the same form as obtained by Seller upon Seller’s acquisition of the Assets, a copy of which has been provided to Purchaser, which, in each case, do not disclose a default or breach by Seller under the applicable lease and which do not conflict with the representations and warranties of Seller set forth in this Agreement (collectively, the “Required Third-Party Estoppels”). Seller shall additionally use good faith efforts to obtain prior to Closing Third Party Estoppels from # the “Association” under the certain Private Agreement and Deed Restrictions recorded at Book 4878, Page 219, as amended by the certain First Amendment to Private Agreement and Deed Restrictions recorded at Book 4993, Page 376, both recorded in the Register of Deeds, Johnson County, Kansas, # each declarant under the 2005 Declaration and the 2007 Declaration, # all other tenants at the MOB, in substantially the same form as obtained by Seller upon Seller’s acquisition of the Assets, copies of which have been provided to Purchaser by Seller, and # any other third party reasonably required by Purchaser as a result of its due diligence regarding the Assets. Seller agrees that Purchaser’s draft tenant estoppel from Mid-America Surgery Institute, LLC may include language which grants a royalty and cost-free license to Purchaser (or its assignee) for the use of the name “Mid America Surgery Institute” in marketing materials, U.S. Securities and Exchange Commission filings, and other similar public notices and filings, but Seller does not warrant or agree that any such license will be approved by Mid-America Surgery Institute, LLC. In no event shall Seller be in default hereunder for its failure to obtain any or all of the Third-Party Estoppels (so long as Seller used commercially reasonable efforts to obtain such Third-Party Estoppels), but the delivery of the Required Third-Party Estoppels shall be a condition precedent to Purchaser’s obligation (which may be waived by Purchaser in writing specifically waiving such requirement) to acquire the Assets. If, after using commercially reasonable efforts, Seller cannot cause any applicable counterparty to execute a Required Third-Party Estoppel reasonably acceptable to Purchaser and acceptable to Purchaser’s lender at least three (3) Business Days prior to the Closing Date, Seller may, upon written notice to Purchaser, extend the Closing Date for up to thirty (30) days to allow Seller additional time to obtain such Required Third-Party Estoppel, as applicable. If Seller cannot cause such applicable counterparties to execute the Required Third-Party Estoppels at least three (3) Business Days prior to the Closing Date (as the same may have been extended pursuant to the previous sentence), Purchaser shall have the right to either # terminate this Agreement by delivering written notice to Seller of its election of the same, or # proceed to the Closing notwithstanding Seller’s failure to deliver the missing Required Third-Party Estoppels, in which event Seller shall provide an estoppel certificate for any Tenant Lease or Ground Lease for which Seller failed to obtain an executed Required Third-Party Estoppel. If Purchaser terminates this Agreement in accordance with the foregoing, the Deposit shall be promptly delivered to Purchaser, and, provided that Seller used good faith, commercially reasonable efforts to comply with the terms of this Section, thereafter neither Party shall have any further rights or obligations hereunder, except as specifically provided in this Agreement.