definiens: ), licenses of rights to as defined under Section 101 of the Code . The Parties agree that [COMPANY], as licensee of such rights under this Agreement, will retain and may tully exercise all of its rights and elections under the Code . The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Genelabs under the Code, [COMPANY] will be entitled to a complete duplicate of ( or complete access to, as appropriate ) any such intellectual property and all embodiments of such intellectual property, and the same, ifnot already in its possession, will be promptly delivered to it ( i ) upon any such commencement of a bankruptcy proceeding upon its written request therefor, unless Genelabs elects to continue to perform all of its obligations under this Agreement, or ( ii ) if not delivered under ( i ) above, following the rejection of this Agreement by or on behalf of Genelabs upon written request therefor by [COMPANY]