definiens: as defined under Section 101 of the U.S. Bankruptcy Code or analogous provisions of ApplicableLaw outside the United States . The Parties agree that each Party, as licensee of such rights under this Agreement, will retain andmay fully exercise all of its rights and elections under the U.S. Bankruptcy Code or any other provisions of Applicable Law outsidethe United States that provide similar protection for ‘ intellectual property . ’ The Parties further agree that, in the event of thecommencement of a bankruptcy proceeding by or against a Party under the U.S. Bankruptcy Code or analogous provisions ofApplicable Law outside the United States, the Party that is not subject to such proceeding will be entitled to a complete duplicateof ( or complete access to, as appropriate ) such intellectual property and all embodiments of such intellectual property, which, ifnot already in the non - subject Party ’s possession, will be promptly delivered to it upon the non - subject Party ’s written requesttherefor . Any agreements supplemental hereto will be deemed to be this Agreement for purposesof Section 365(n ) of the U.S. Bankruptcy Code