definiens: ), licenses of rights to a s defined under the Paragraph 101(35A ) of the Bankruptcy Code . The Parties agree that the non - bankrupt Party wil l retain and may fully exercise all of its rights and electi ons under Applicable Law . The Parties further agree that, in the event of the commencement of bankruptcy proceeding by or against a bankrupt Party, the other Party wil l be entitled to a complete duplicate of ( or complete ac cess to, as appropriate ) any intellectual property which at that date is known to be useful or necessary for a Resea rch Program or the Exploitation of ADCs or Licensed Products throughout the Territory and all embodimen ts of such intellectual property ; and the same, if not already in the other Party ’s possession, will be promptly d elivered to the other Party ( a ) upon any such comme ncement of a bankruptcy proceeding, upon the other Party ’s written request therefor ( which request must identi fy the specific intellectual property ), unless the bankrup t Party ( or trustee on behalf of the bankrupt Party ) elects within [ * * * ] days to continue to perform all of its obliga tions under this Agreement or ( b ) if not delivered under ( a ) above, upon rejection of this Agreement by or o n behalf of the bankrupt Party, upon written reques t therefore by the other Party