definiens: asdefined under Section 101 of the U.S. Bankruptcy Code . The Parties agree that the Parties, aslicensees of such rights under this Agreement, shall retain and may fully exercise all of their rightsand elections under the U.S. Bankruptcy Code or any analogous provisions in any other country orjurisdiction . The Parties further agree that, in the event of the commencement of a bankruptcyproceeding by or against any Party under the U.S. Bankruptcy Code or any analogous provisions inany other country or jurisdiction, the Party hereto that is 28 not a Party to such proceeding shall be entitled to a complete duplicate of ( or complete access to, asappropriate ) any such intellectual property and all embodiments of such intellectual property, which, ifnot already in the non - subject Party ’s possession, shall be promptly delivered to it ( i ) upon any suchcommencement of a bankruptcy proceeding upon the non - subject Party ’s written request therefor, unless the Party subject to such proceeding elects to continue to perform all of its obligations underthis Agreement, or ( ii ) if not delivered under clause ( i ) above, following the rejection of this Agreementby or on behalf of the Party subject to such proceeding upon written request therefor by the non - subject Party