definiens: as defined under Section 101 of the United StatesBankruptcy Code or other similar foreign laws . The parties agree that the parties shall retain and may fully exercise all of their rights andelections under the United States Bankruptcy Code ( or any comparable provision of the laws applicable to bankruptcies or insolvencies ), andother similar foreign laws . The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a partyunder the United States Bankruptcy Code, the non - debtor party shall be entitled to a complete duplicate of ( or complete access to, asappropriate ) any such intellectual property and all embodiments of such intellectual property and the same, which, if not already in thenon - debtor party ’s possession, shall be promptly delivered to it ( a ) upon any such commencement of a bankruptcy proceeding upon thenon - debtor party ’s written request therefor, unless the debtor party continues to perform all of its obligations under this Agreement or ( b ) if notdelivered under clause ( a ) above, following the rejection of this Agreement by or on behalf of the debtor party upon written request therefor bythe non - debtor party