definiens: ), licenses ofrights to as defined under Section 101(35A ) of the Bankruptcy Code . The Parties agree that [COMPANY], as a licensee ofsuch rights under this Agreement, will retain and may fully exercise all of its rights and elections under the Bankruptcy Code . The partiesfurther agree that that upon commencement of a bankruptcy proceeding by or against [COMPANY] under the Bankruptcy Code, [COMPANY] will beentitled to a complete duplicate of, or complete access to ( as [COMPANY] deems appropriate ), all such intellectual property and all embodimentsof such intellectual property . Such intellectual property and all embodiments of such intellectual property will be promptly delivered to Alector(a ) upon any such commencement of a bankruptcy proceeding and upon written request by [COMPANY], unless [COMPANY] elects to continue toperform all of its obligations under this Agreement, or ( b ) if not delivered under ( a ) above, upon the rejection of this Agreement by or onbehalf of [COMPANY] and upon written request by the [COMPANY] . [COMPANY] ( in any capacity, including debtor - in - possession ) and its successors andassigns ( including any trustee ) agrees not to interfere with the exercise by [COMPANY] or its Affiliates of its rights and licenses to suchintellectual property and such embodiments of intellectual property in accordance with this Agreement, and agrees to assist [COMPANY] and itsAffiliates in obtaining such intellectual property and such embodiments of intellectual property in the possession or control of Third Parties asreasonably necessary or desirable for [COMPANY] to exercise such rights and licenses in accordance with this Agreement . The foregoingprovisions are without prejudice to any rights [COMPANY] may have arising under the Bankruptcy Code or other applicable law . Notwithstandingthe foregoing in this Section 9.7, nothing in this Section 9.7 shall be read to entitle [COMPANY] to obtain disclosure of or access to AdimabPlatform / Core Technology ( including [COMPANY] Platform / Core Technology Improvements ), whether or not as an orotherwise, at any time, and [COMPANY] shall not under any circumstances notwithstanding anything express or implied in this Agreement beentitled to disclosure of [COMPANY] Platform / Core Technology ( including [COMPANY] Platform / Core Technology Improvements )