definiens: ), licenses of rights to as defined under Section 101 ( 35A ) ofthe Bankruptcy Code, and any comparable law in the Territory . The Parties hereto agree that so longas the Purchaser, as a licensee of such rights under this Agreement, makes all payments to theSupplier required under this Agreement . The Purchaser shall retain and may fully exercise all of itsrights and elections under the Bankruptcy Code . The Parties further agree that, in the event that anyproceeding shall be instituted by or against the Supplier seeking to adjudicate it as bankrupt orinsolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganizationor relief of debtors, or seeking an entry of an order for relief or the appointment of a receiver, trustee orother similar official for it or any substantial part of its property or it shall take an action to authorize anyof the foregoing actions, the Purchaser, as a licensee of such rights under this Agreement, shall retainand may fully exercise all of its rights and elections under the Bankruptcy Code . The Parties furtheragree that, in the event of the commencement of a bankruptcy proceeding by or against the Supplierunder the Bankruptcy Code, the Purchaser shall be entitled to a complete duplicate of ( or completeaccess to, as appropriate ) any such intellectual property and all embodiment of such intellectualproperty, and the same, if not already in its possession, shall be promptly delivered to the Purchaser ( i)upon any such commencement of a bankruptcy proceeding upon written request therefor by thePurchaser, unless the Supplier elects to continue to perform all of its obligations under this Agreement, or ( ii ) if not delivered under ( i ) above, upon the rejection of this Agreement by or on behalf of Supplier, upon written request therefor by the Purchaser . In addition, the Parties agree that in such event theintellectual property delivered to the Purchaser shall include all Technology owned by the Suppliernecessary or useful to give the Purchaser the capability of manufacturing the Product and suchTechnology shall be delivered to the Purchaser in such a way as to communicate it to the Purchaserpromptly, effectively and economically