Cost of Collection. If default is made in the payment of this Note, the Borrower shall pay the Holder hereof reasonable costs of collection, including reasonable attorneys” fees.

#[[Organization F:Organization]] agrees to collect and enforce payment of all Collateral until the [[Organization G:Organization]] shall direct [[Organization F:Organization]] to the contrary. Immediately upon notice to [[Organization F:Organization]] by the [[Organization G:Organization]] and at all times after that, [[Organization F:Organization]] agrees to fully and promptly cooperate and assist the [[Organization G:Organization]] in the collection and enforcement of all Collateral and to hold in trust for the [[Organization G:Organization]] all payments received in connection with Collateral and from the sale, lease or other disposition of any Collateral, all rights by way of suretyship or guaranty and all rights in the nature of a lien or security interest which [[Organization F:Organization]] now or later has regarding Collateral. Immediately upon and after such notice, [[Organization F:Organization]] agrees to # endorse to the [[Organization G:Organization]] and immediately deliver to the [[Organization G:Organization]] all payments received on Collateral or from the sale, lease or other disposition of any Collateral or arising from any other rights or interests of [[Organization F:Organization]] in the Collateral, in the form received by [[Organization F:Organization]] without commingling with any other funds, and # immediately deliver to the [[Organization G:Organization]] all property in [[Organization F:Organization]]’s possession or later coming into [[Organization F:Organization]]’s possession through enforcement of [[Organization F:Organization]]’s rights or interests in the Collateral. [[Organization F:Organization]] irrevocably authorizes the [[Organization G:Organization]] or any employee or agent of the [[Organization G:Organization]] to endorse the name of [[Organization F:Organization]] upon any checks or other items which are received in payment for any Collateral, and to do any and all things necessary in order to reduce these items to money. The [[Organization G:Organization]] shall have no duty as to the collection or protection of Collateral or the proceeds of it, nor as to the preservation of any related rights, beyond the use of reasonable care in the custody and preservation of Collateral in the possession of the [[Organization G:Organization]]. [[Organization F:Organization]] agrees to take all steps necessary to preserve rights against prior parties with respect to the Collateral. Nothing in this Section 4(a) shall be deemed a consent by the [[Organization G:Organization]] to any sale, lease or other disposition of any Collateral.

Billing and Collection. Manager shall administer or arrange for the administration of the billing and collection from Payors of all invoices for Wound Care Products rendered by Provider in accordance with the power and authority granted by Provider to Manager pursuant to this Agreement. Manager shall provide such billing and collection services as are determined by Manager to be reasonably necessary to attempt to collect in a timely manner all charges resulting from Provider’s provision of Wound Care Products, and to minimize the amount of outstanding receivables and bad debt. Manager agrees to maintain internal accounting records of all billings. On behalf of and for the account of Provider, Manager shall establish and maintain credit and billing and collection policies and procedures.

Billing and Collection. Manager shall administer or arrange for the administration of the billing and collection from Payors of all invoices for Cells or Storage rendered by Provider in accordance with the power and authority granted by Provider to Manager pursuant to this Agreement. Manager shall provide such billing and collection services as are determined by Manager to be reasonably necessary to attempt to collect in a timely manner all charges resulting from Provider’s provision of Cells and Storage, and to minimize the amount of outstanding receivables and bad debt. Manager agrees to maintain internal accounting records of all billings. On behalf of and for the account of Provider, Manager shall establish and maintain credit and billing and collection policies and procedures.

Upon the occurrence of an Event of Default, the Bank shall have the right at any time, acting if it so chooses in the name of any or all of the Grantors, to collect the Accounts, to sell, assign, compromise, discharge or extend the time for payment of any Account, to institute legal action for the collection of any Account, to apply all amounts in the any Deposit Account to payment of the Secured Obligations, and to do all acts and things necessary or incidental thereto and the Grantors hereby ratify all such acts. The Bank may at any time after the occurrence of such Event of Default and without notice to any Grantor, notify any Account Debtor or guarantor thereof that the Account owed by such Account Debtor has been assigned to the Bank and is to be paid directly to the Bank. At the Bank’s request the Grantors will so notify Account Debtors and shall indicate on all billings to Account Debtors that payments thereon are to be made to the Bank. In the event Account Debtors are so notified, no Grantor shall compromise, discharge, extend the time for payment or otherwise grant any indulgence or allowance with respect to any Account without the prior written consent of the Bank.

Licensee Data. Licensee, at no cost to Axsome, shall provide Axsome with any and all data obtained from any of the research activities that were conducted, pursuant to either of Sections 3.3.1 or 3.3.2, by, on behalf of or under the direction of Licensee or its Affiliates (“Licensee Data”). Licensee shall grant Axsome a right and license to use (including the right to provide access to and to license or sublicense to Third Parties, including Axsome’s Upstream Licensors) such Licensee Data in support of the Development for use or Commercialization of Licensed Products and to otherwise support the Commercialization of products containing the Licensed Compound for use outside the Territory. Licensee acknowledges that Axsome and its Upstream Licensors shall retain all right, but have no obligation, to conduct clinical trials, both outside and within the Territory, of any products containing any Licensed Compound for purposes of seeking Regulatory Approval of and Commercializing such products solely outside of the Territory, including seeking approval of additional indications for such products. Upon Licensee’s request, and solely to the extent necessary for Licensee to obtain Regulatory Approval of Licensed Products for use in such additional indications, Axsome shall provide Licensee access to and a right to use any data arising out of the aforementioned clinical trials conducted by or on behalf of Axsome.

Data Privacy. By entering into this Agreement, the Grantee: # authorizes the Company or any of the NextEra Entities (as defined in section 9(e) hereof), and any agent of the Company or any of the NextEra Entities administering the Plan or providing Plan recordkeeping services, to disclose to the Company or any of the NextEra Entities such information and data as the Company or any such NextEra Entities shall reasonably request in order to facilitate the administration of this Agreement; and # authorizes the Company or any of the NextEra Entities to store and transmit such information in electronic form, provided such information is appropriately safeguarded in accordance with Company policy.

Data Privacy. In order to administer the Plan, the Company may process personal data about Grantee. Such data includes, but is not limited to, the information provided in this Notice and any changes thereto, other appropriate personal and financial data about Grantee such as home address and business addresses and other contact information, and any other information that might be deemed appropriate by the Company to facilitate the administration of the Plan. Grantee hereby gives explicit consent to the Company to process any such personal data. Grantee also gives explicit consent to the Company to transfer any such personal data outside the country in which Grantee works or is employed, including, if Grantee is not a U.S. resident, to the United States, to transferees that shall include the Company and other persons who are designated by the Company to administer the Plan.

Data Ownership. ​ shall solely own any and all Preclinical Research Data generated under the Agreement. Ownership of any other data arising from the performance of activities and each Party’s responsibilities under the Agreement shall be deemed Know-How and treated as set forth in this [Section 8.1].

Consumption Data. Tenant acknowledges that Landlord is subject to the requirements of California’s Nonresidential Building Energy Use Disclosure Program, as more particularly specified in California Public Resources Code Sections 25402.10 et seq. and regulations adopted pursuant thereto. All disclosures, whether made pursuant to the foregoing statute and regulations or other Applicable Laws now existing or hereafter adopted, are collectively referred to herein as “Required Energy Disclosures”. Tenant acknowledges that future Required Energy Disclosures made during the Term of this Lease (and for at least one year thereafter) will be based, in part, on Tenant’s energy usage within the Building, records of which are required to be maintained, and transmitted to the ENERGY STAR® Portfolio Manager system, by electric and gas utilities companies. Tenant hereby authorizes (and agrees that Landlord shall have the authority to authorize) any electric or gas utility company providing service to the Building to disclose, from time to time, so much of the data collected and maintained by it regarding Tenant’s energy consumption data as may be necessary to cause the Building to participate in the ENERGY STAR® Portfolio Manager system and similar programs. Tenant further authorizes Landlord to disclose information concerning energy use by Tenant, either individually or in combination with the energy use of other tenants, as applicable, in connection with any Required Energy Disclosures (including data relating to carbon dioxide emissions associated with the operation of the Building), whenever Landlord determines, in good faith, that such disclosure is reasonably necessary to comply with Applicable Laws. Tenant shall, within ten (10) days after request by Landlord, provide consumption data in a form reasonably required by Landlord for # any utility billed directly to Tenant or any subtenant or licensee of Tenant; and # any submetered or separately metered utility supplied to the Premises, which Landlord is not responsible for reading. Further, if Tenant utilizes separate service providers from those of Landlord, Tenant hereby consents to Landlord obtaining the consumption data directly from such service providers and, within ten (10) days after written request, Tenant shall execute and deliver to \Landlord and the service providers such written releases as the service providers may request evidencing Tenant’s consent to deliver the consumption data to Landlord. If Tenant fails to deliver any release or to provide any information requested hereunder within said ten (10) day period, then Landlord may charge Tenant the sum of One Hundred Dollars ($100) per day for each day after expiration of said ten (10) day period until such release or consumption data is delivered to Landlord, in addition to any other rights or remedies afforded to Landlord for a default pursuant to Paragraph 27 of this Lease. Landlord shall not be required to notify Tenant of the making of Required Energy Disclosures; provided, however, that to the extent disclosure to Tenant is required by Applicable Laws, such disclosure may be satisfied by making Required Energy Disclosures available for review by Tenant in the Building management office. Tenant hereby releases Landlord from any Losses arising out of, resulting from, or otherwise relating to the making of any Required Energy Disclosures 15.6 Interruption of Utilities. There shall be no abatement of rent and Landlord shall not be liable in any respect whatsoever, for the inadequacy, stoppage, interruption or discontinuance of any utility or service due to riot, strike, labor dispute, breakdown, accident, repair, in cooperation with governmental request or directions, or any other cause whatsoever, unless caused by the negligence or willful misconduct of Landlord or its employees, agents or contractors. Any interruption or discontinuance of service shall not, except as otherwise provided by Applicable Laws, be deemed an eviction or disturbance of Tenant’s use and possession of the Premises, or any part thereof, nor shall it render Landlord liable to Tenant for any injury, loss or damage by abatement of rent or otherwise, nor shall it relieve Tenant from performance of Tenant’s obligations under this Lease. Notwithstanding the foregoing, if Tenant is prevented from using, and does not use, the Premises or any material portion thereof as a consequence of a cessation of utilities # not caused by Tenant or any Tenant Party and either within the reasonable control of Landlord to correct or covered by rental interruption insurance then carried by Landlord or # caused by the negligence or willful misconduct of Landlord or Landlord’s employees, agents or contractors (each, a “Utility Cessation Event”), then Tenant shall give Landlord notice of such Utility Cessation Event, and if such Utility Cessation Event continues for more than five (5) consecutive Business Days after Landlord’s receipt of such notice (“Utility Cessation Abatement Period”), then the Base Rent and Tenant’s Percentage Share of Operating Expenses shall be abated after expiration of the Utility Cessation Abatement Period and continuing for such time that Tenant continues to be so prevented from using, and does not use, the Premises or any material portion thereof, in the proportion that the rentable square footage of the Premises that Tenant is prevented from using, and does not use, bears to the total rentable square footage of the Premises.