definiens: as defined in Section 101 ( 56 ) of the Bankruptcy Code . In the event of the commencement of a case by or against either party under any Chapter of the Bankruptcy Code, this Agreement shall be deemed an executory contract and all rights and obligations hereunder shall be detennined in accordance with Section 365(n ) thereof Unless a party rejects this Agreement and the other party decides not to retain its rights hereunder, the other party shall be entitled to a complete duplicate of ( or complete access to, as appropriate ) all intellectual property and all embodiments of such intellectual property held by the party and the party shall not interfere with the rights of the other party, which are expressly granted hereunder, to such intellectual property and all embodiments of such intellectual property from another entity . Further, this Agreement shall be deemed, upon presentation to another entity, to be the same as an express instruction by the party to such other entity to provide such intellectual property and all embodiments of such intellectual property directly to the other party . Without limiting the foregoing provisions in this Section, the other party shall be entitled to all post - bankruptcy - petition improvements, updates, or developments of intellectual property created hereunder . If such intellectual property is not fully developed as of the commencement of any bankruptcy case, the other party ' shall have the right to complete development of the property