definiens: as definedunder Section 101 of the U.S. Bankruptcy Code . The Parties agree that each Party, as licensee of certain rights under this Agreement, shallretain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code . The Parties further agree that, in the event ofthe commencement of a bankruptcy proceeding by or against a Party ( such Party, the ) under the U.S. Bankruptcy Code,(a ) the other Party shall be entitled to a complete duplicate of ( or complete access to, as appropriate ) any intellectual property licensed tosuch other Party and all embodiments of such intellectual property, which, if not already in such other Party ’s possession, shall be promptlydelivered to it ( x ) upon any such commencement of a bankruptcy proceeding upon such other Party ’s written request therefore, unless theBankrupt Party elects to continue to perform all of its obligations under this Agreement or ( y ) if not delivered under clause ( x ), following therejection of this Agreement by the Bankrupt Party upon written request therefore by the other Party and ( b ) the Bankrupt Party shall notunreasonably interfere with the other Party ’s rights to intellectual property and all embodiments of intellectual property, and shall assist andnot unreasonably interfere with the other Party in obtaining intellectual property and all embodiments of intellectual property from anotherentity . The of intellectual property includes all tangible, intangible, electronic or other embodiments of rights and licenseshereunder, including all compounds and products embodying intellectual property, Products, filings with Regulatory Authorities and relatedrights and [COMPANY] Know - How in the case that [COMPANY] is the Bankrupt Party and [COMPANY] Know - How in the case [COMPANY] is the BankruptParty