definiens: as defined in Section 101 of such Code . The parties agree that [COMPANY] may fully exercise all of its rights and elections under the Bankruptcy code . The parties further agree that, in the event [COMPANY] elects to retain its rights as a licensee under such Code, [COMPANY] shall be entitled to complete access to the Cortex Technology and Patents licensed to it hereunder and all embodiments of such Cortex Technology and Patents, for the purposes of exploitation of the licenses granted under this Agreement . Such embodiments of the Cortex Technology and Patents shall be delivered to [COMPANY] not later than : ( a ) the commencement of bankruptcy proceedings against Cortex, upon written request, unless Cortex elects to perform its obligations under the Agreement, or ~I ~~ 22 ( b ) if not delivered under ( a ) above, upon the rejection of this Agreement by or on behalf of the Cortex, upon written request