definiens: as defined under Section 101 of the U.S. Bankruptcy Code . The parties agree that the parties, as licensees of such rights under this Agreement, will retain and may funy exercise all of their rights and elections under the U.S. Bankruptcy Code . The parties further agree that, in the event of the commencement of a bankruptcy proceeding - by or against either party under the U.S. Bankruptcy Code, the party hereto which is not a party to such proceeding 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 same, if not already in their possession, will be promptly delivered to them ( i ) upon any such commencement of a bankruptcy proceeding upon their written request therefor, unless the party subject to such proceeding 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 the party subject to such proceeding upon written request therefor by the non - subject party