definiens: as defined under Section 101 of the U.S. BankruptcyCode or comparable provision of applicable bankruptcy or insolvency laws . The Parties agree that a Party that is a licensee of such rightsunder this Agreement will retain and may fully exercise all of its rights and elections under the provisions of applicable bankruptcy orinsolvency laws . The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to thisAgreement under the provisions of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of ( orcomplete access to, as appropriate ) any such intellectual property and all embodiments of such intellectual property, and same, if not alreadyin its possession, will be promptly delivered to it ( a ) upon any such commencement of a bankruptcy or insolvency proceeding upon its writtenrequest therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or ( b ) if not deliveredpursuant to clause ( a ) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor bythe other Party