Common use of General REIT Provisions Clause in Contracts

General REIT Provisions. Tenant understands that, in order for Landlord or one or more of its’ Affiliate, or any successor Affiliate that is a real estate investment trust (a “REIT Affiliate“) to qualify as a real estate investment trust, certain requirements (the “REIT Requirements“) must be satisfied, including the provisions of Section 856 of the Internal Revenue Code of 1986, as amended. Accordingly, Tenant agrees, and agrees to cause its Affiliates, permitted subtenants, if any, and any other parties subject to its control by ownership or contract, to reasonably cooperate with Landlord to ensure that the REIT Requirements are satisfied, including providing Landlord or any REIT Affiliate with information about the ownership of Tenant and its Affiliates. Tenant agrees, and agrees to cause its Affiliates, upon request by Landlord or any REIT Affiliate, to take all action reasonably necessary to ensure compliance with the REIT Requirements. In illustration of the foregoing, Tenant recognizes and acknowledges that avoiding (a) the loss of REIT status, (b) the receipt of any income derived under any provision of this Lease that does not constitute “rents from real property” (in the case of real estate investment trusts), and (c) the imposition of income, penalty or similar taxes (each a “REIT Adverse Event”) is of material concern to Landlord and any REIT Affiliate. In the event that this Lease or any document contemplated hereby could, in the opinion of counsel to Landlord, result in or cause an Adverse Event, Tenant agrees to cooperate with Landlord in negotiating an amendment or modification thereof and shall at the request of Landlord execute and deliver such documents reasonably required to effect such amendment or modification. Any amendment or modification shall be structured so that the economic results to Landlord and Tenant shall be substantially similar to those set forth in this Lease without regard to such amendment or modification and shall not materially and adversely increase Tenant’s non-monetary obligations or materially diminish Tenant’s rights under this Lease. Without limiting any of Landlord’s other rights pursuant to this provision, Landlord may waive the receipt of any amount payable to Landlord hereunder and such waiver shall constitute an amendment or modification of this Lease with respect to such payment.

General REIT Provisions. Tenant understands that, in order for Landlord or one or more of its’ Affiliate, or any successor Affiliate that is a real estate investment trust (a “REIT Affiliate“) to qualify as a real estate investment trust, certain requirements (the “REIT Requirements“) must be satisfied, including the provisions of Section 856 of the Internal Revenue Code of 1986, as amended. Accordingly, Tenant agrees, and agrees to cause its Affiliates, permitted subtenants, if any, and any other parties subject to its control by ownership or contract, to reasonably cooperate with Landlord to ensure that the REIT Requirements are satisfied, including providing Landlord or any REIT Affiliate with information about the ownership of Tenant and its Affiliates. Tenant agrees, and agrees to cause its Affiliates, upon request by Landlord or any REIT Affiliate, to take all action reasonably necessary to ensure compliance with the REIT Requirements. In illustration of the foregoing, Tenant recognizes and acknowledges that avoiding (a) the loss of REIT status, (b) the receipt of any income derived under any provision of this Lease that does not constitute “rents from real property” (in the case of real estate investment trusts), and (c) the imposition of income, penalty or similar taxes (each a “REIT Adverse Event”) is of material concern to Landlord and any REIT Affiliate. In the event that this Lease or any document contemplated hereby could, in the opinion of counsel to Landlord, result in or cause an Adverse Event, Tenant agrees to cooperate with Landlord in negotiating an amendment or modification thereof and shall at the request of Landlord execute and deliver such documents reasonably required to effect such amendment or modification. Any amendment or modification shall be structured so that the economic results to Landlord and Tenant shall be substantially similar to those set forth in this Lease without regard to such amendment or modification and shall not materially and adversely increase Tenant’s non-monetary obligations or materially diminish Tenant’s rights under this Lease. Without limiting any of Landlord’s other rights pursuant to this provision, Landlord may waive the receipt of any amount A request for confidential treatment has been made with respect to portions of this document that are marked ‘[*****]’. The redacted portions have been filed separately with the SEC. 91 Master Lease (OHI - Diversicare) Derwent – 9.25.18 payable to Landlord hereunder and such waiver shall constitute an amendment or modification of this Lease with respect to such payment.. A request for confidential treatment has been made with respect to portions of this document that are marked ‘[*****]’. The redacted portions have been filed separately with the SEC. 92 Master Lease (OHI - Diversicare) Derwent – 9.25.18 Signature Page to MASTER LEASE (OHI – Diversicare)

General REIT Provisions. Tenant understands that, in order for Landlord or one or more of its’ Landlord’s Affiliate, NHI, or any successor Affiliate that is a real estate investment trust for U.S. federal income tax purposes (a “REIT Affiliate“) ”), to qualify as a real estate investment trust, certain requirements under the Code (the “REIT Requirements“”) must be satisfied, including the provisions of Section 856 of the Internal Revenue Code of 1986, as amendedCode. Accordingly, Tenant agrees, and agrees to cause its Affiliates, permitted subtenants, if anyany (other than pursuant to a residency agreement), and any other parties subject to its control by ownership or contract, to reasonably cooperate with Landlord to ensure that the REIT Requirements are satisfied, including providing Landlord or any REIT Affiliate with information about the direct ownership of Tenant and its AffiliatesGuarantor. Tenant agrees, and agrees to cause its Affiliates, upon request by Landlord or any REIT Affiliate, which request shall be made concurrently with or 1845797.11-NYCSR07A - MSW prior to the granting of any required consent by Landlord to an action by Tenant hereunder, if applicable, to take all action reasonably necessary to ensure compliance with the REIT Requirements. In illustration Landlord shall fully reimburse Tenant and its Affiliates for any and all reasonable out-of-pocket costs, expenses or liabilities arising out of, connected with or in any manner related to such request by Landlord or such action; provided, however, if such request is made, or action taken, as a result of (i) an act of Tenant, Guarantor or an Affiliate of either (other than a Qualified Fund LP or its direct or indirect owners), (ii) a change in direct or indirect ownership of Tenant, Guarantor or an Affiliate of either (other than a Qualified Fund LP or its direct or indirect owners), (iii) any matter requiring the foregoingconsent of Landlord hereunder, Tenant recognizes and acknowledges that avoiding (aiv) the loss occurrence or continuance of REIT statusan Event of Default, or (bv) any matter under the receipt control of any income derived under any provision Tenant, Guarantor or an Affiliate of this Lease that does not constitute “rents from real property” either (in the case of real estate investment trustsother than a Qualified Fund LP or its direct or indirect owners), Landlord shall not be responsible to reimburse Tenant and (c) the imposition of incomeits Affiliates for any such out-of-pocket costs, penalty expenses or similar taxes (each a “REIT Adverse Event”) is of material concern to Landlord and any REIT Affiliate. In the event that this Lease or any document contemplated hereby could, in the opinion of counsel to Landlord, result in or cause an Adverse Event, Tenant agrees to cooperate with Landlord in negotiating an amendment or modification thereof and shall at the request of Landlord execute and deliver such documents reasonably required to effect such amendment or modification. Any amendment or modification shall be structured so that the economic results to Landlord liabilities and Tenant shall be substantially similar to those set forth fully reimburse Landlord for any and all reasonable attorneys’ fees incurred in this Lease without regard to connection with such amendment or modification and shall not materially and adversely increase Tenant’s non-monetary obligations or materially diminish Tenant’s rights under this Lease. Without limiting any of Landlord’s other rights pursuant to this provision, Landlord may waive the receipt of any amount payable to Landlord hereunder and such waiver shall constitute an amendment or modification of this Lease with respect to such paymentmatters.

General REIT Provisions. Tenant understands that, in order for Landlord or one or more of its’ Landlord’s Affiliate, NCT, or any successor Affiliate that is a real estate investment trust for U.S. federal income tax purposes (a “REIT Affiliate“) ”), to qualify as a real estate investment trust, certain requirements under the Code (the “REIT Requirements“”) must be satisfied, including the provisions of Section 856 of the Internal Revenue Code of 1986, as amendedCode. Accordingly, Tenant agrees, and agrees to cause its Affiliates, permitted subtenants, if anyany (other than pursuant to a residency agreement), and any other parties subject to its control by ownership or contract, to reasonably cooperate with Landlord to ensure that the REIT Requirements are satisfied, including providing Landlord or any REIT Affiliate with information about the direct ownership of Tenant and its AffiliatesGuarantor. Tenant agrees, and agrees to cause its Affiliates, upon request by Landlord or any REIT Affiliate, which request shall be made concurrently with or prior to the granting of any required consent by Landlord to an action by Tenant hereunder, if applicable, to take all action reasonably necessary to ensure compliance with the REIT Requirements. In illustration Landlord shall fully reimburse Tenant and its Affiliates for any and all reasonable out-of-pocket costs, expenses or liabilities arising out of, connected with or in any manner related to such request by Landlord or such action; provided, however, if such request is made, or action taken, as a result of (i) an act of Tenant, Guarantor or an Affiliate of either (other than a Qualified Fund LP or its direct or indirect owners), (ii) a change in direct or indirect ownership of Tenant, Guarantor or an Affiliate of either (other than a Qualified Fund LP or its direct or indirect owners), (iii) any matter requiring the foregoingconsent of Landlord hereunder, Tenant recognizes and acknowledges that avoiding (aiv) the loss occurrence or continuance of REIT statusan Event of Default, or (bv) any matter under the receipt control of any income derived under any provision Tenant, Guarantor or an Affiliate of this Lease that does not constitute “rents from real property” either (in the case of real estate investment trustsother than a Qualified Fund LP or its direct or indirect owners), Landlord shall not be responsible to reimburse Tenant and (c) the imposition of incomeits Affiliates for any such out-of-pocket costs, penalty expenses or similar taxes (each a “REIT Adverse Event”) is of material concern to Landlord and any REIT Affiliate. In the event that this Lease or any document contemplated hereby could, in the opinion of counsel to Landlord, result in or cause an Adverse Event, Tenant agrees to cooperate with Landlord in negotiating an amendment or modification thereof and shall at the request of Landlord execute and deliver such documents reasonably required to effect such amendment or modification. Any amendment or modification shall be structured so that the economic results to Landlord liabilities and Tenant shall be substantially similar to those set forth fully reimburse Landlord for any and all reasonable attorneys’ fees incurred in this Lease without regard to connection with such amendment or modification and shall not materially and adversely increase Tenant’s non-monetary obligations or materially diminish Tenant’s rights under this Lease. Without limiting any of Landlord’s other rights pursuant to this provision, Landlord may waive the receipt of any amount payable to Landlord hereunder and such waiver shall constitute an amendment or modification of this Lease with respect to such paymentmatters.