definiens: as defined under Section 101 of the U.S. Bankruptcy Code . The Parties agree that each Party that is a licensee of such rights under this Agreement shall retain and may fully exercise its rights and elections under the U.S. Bankruptcy Code . The Parties further agree that, in the event af the commencement of a bankruptcy proceeding by or against either Party under the U.S. Bankruptcy Code, the Party hereto which is nat a Party to such proceeding shall 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 possessian, shall be, within ten ( 10 ) days of the cammencement of such proceeding, delivered to them ( i ) upon any such commencement of a bankruptcy proceeding upon their written request therefore, unless the Party subject to such proceed i ng ( or a trustee on behal fa f the su bj ect P arty ) el ects to continue to perf ann all of its obligations under this Agreement or ( ii ) if not delivered under ( i ) above, upon the rejection of this Agreement by or on behalf of the Party subject to such proceeding upan written request therefor by the non - subject Party