Visitation Rights. At any reasonable time and from time to time during normal business hours, permit the Agent or any of the Lenders or any agents or representatives thereof (other than financial advisors or similar persons), to examine and make abstracts from the records and books of account of, and visit the properties of, the Borrower and any of its Subsidiaries, and to discuss the affairs, finances and accounts of the Borrower and any of its Subsidiaries with any of their officers or directors and with their independent certified public accountants (in the presence of the officers of the Borrower or such Subsidiary); provided that # except as provided in [Section 8.04] hereof, any inspection by any Lender or the Agent or any such representative shall be at such Lender’s or the Agent’s own expense, as applicable, # the Lenders shall coordinate the timing of their inspections and provide reasonable notice thereof and # unless an Event of Default shall have occurred and be continuing, such inspections, visitations and/or examinations shall be limited to once during any calendar year for each Lender.

SECTION # Visitation Rights 5965

Section # Visitation 16

SECTION # Visitation. 21

Section # Visitation and Inspection; Lender Meetings.

Section # Visitation. [[Organization A:Organization]] shall permit the representatives of each holder of a Note that is an Institutional Investor:

Voting Rights. Each Lender shall retain the sole right to approve, without the consent of any Participant, any amendment, modification or waiver of any provision of the Loan Documents other than any amendment, modification or waiver with respect to any Loan, Revolving Loan Commitment or Term Loan Commitment in which such Participant has an interest which would require consent of all of the Lenders pursuant to the terms of Section 9.3.

Voting Rights. The Participant will not have the right to vote with respect to the Units prior to payment of Common Stock in satisfaction of the Units.

Servicing Rights. [[Organization C:Organization]] acknowledges that it has sold the Purchased Assets to [[Organization B:Organization]] on a servicing released basis and it has no rights to service the Purchased Assets. Without limiting the generality of the foregoing and in the event that [[Organization C:Organization]] is deemed to retain any residual Servicing Rights, and for the avoidance of doubt, [[Organization C:Organization]] grants, assigns and pledges to [[Organization B:Organization]] a security interest in the Servicing Rights and proceeds related thereto and in all instances, whether now owned or hereafter acquired, now existing or hereafter created. The foregoing provision is intended to constitute a security agreement or other arrangement or other credit enhancement related to this Agreement and Transactions hereunder as defined under Sections 101(47)(v) and 741(7)(xi) of the Bankruptcy Code.

Retained Rights. Axsome retains all rights under the Licensed Intellectual Property, any and all other Patent Rights and Know-How owned or Controlled by Axsome or its Affiliates for use thereof either # outside the Territory for any and all purposes or # in the Territory but outside of the Field, and no such rights (either (a) or (b)) are granted under this Agreement to Licensee. Axsome further retains all rights under the Licensed Trademarks (or any Trademark identical or similar to any Licensed Trademark) for use outside of the Territory