definiens: as defined under Section 101(35A ) of the Bankruptc y Code . The Parties agree that Taro, as a licensee of such righ ts under this Settlement Agreement, shall retain an d may fully exercise all of its rights and elections under the Bankruptcy Code, and that upon commencement of a ba nkruptcy proceeding by or against Plaintiffs under the Bankr uptcy Code, Taro shall be entitled to a complete du plicate of, or complete access to ( as Taro deems appropriate ), any such intellectual property and all embodiments of such intellectual property . Such intellectual property a nd all embodiments thereof shall be promptly delive red to Taro ( a ) upon any such commencement of a bankruptcy proc eeding upon written request therefor by Taro, unles s Plaintiffs elect to continue to perform all of its obligations under this Settlement Agreement by or o n behalf of Plaintiffs upon written request therefor by Taro or ( b ) if not delivered under ( a ) above, upon the rej ection of this Settlement Agreement by or on behalf of Plaintiffs upon written request therefor by Taro . The foregoin g provisions are without prejudice to any rights Taro may have a rising under the Bankruptcy Code or other applicabl e law