definiens: as defined under Section 101(35A ) o f the Bankruptcy Code . The Parties agree that [COMPANY], as a licensee of such rights under this Settlement Ag reement, shall retain and may fully exercise all of Confidential Settlement Agreement Page 26 of 32 EXECUTION VERSION its rights and elections under the Bankruptcy Code, and that upon commencement of a bankruptcy proceed ing by or against Plaintiffs under the Bankruptcy Code, Pe rrigo shall be entitled to a complete duplicate of, or complete access to ( as [COMPANY] deems appropriate ), any such intellectual property and all embodiments of such i ntellectual property . Such intellectual property and all embodi ments thereof shall be promptly delivered to Perrig o ( i ) upon any such commencement of a bankruptcy proceeding up on written request therefor by [COMPANY], unless Plai ntiffs elect to continue to perform all of its obligations under this Settlement Agreement by or on behalf of Plaintiffs upon written request therefor by [COMPANY] or ( ii ) if not delivered under ( i ) above, upon the rejection of this Settlement Agreement by or on behalf of Plaintiffs upon written request therefor by [COMPANY] . The foreg oing provisions are without prejudice to any rights Perr igo may have arising under the Bankruptcy Code or o ther applicable law