definiens: as defined under Section 101 of the U.S. Bankruptcy Code . The Parties agree that Compan y, as licensor of such rights under this Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. Ban kruptcy Code . The Parties further agree that, in the event of an Insolvency Event with respect to Licensor, Company shall be entitled to a complete duplicate o f ( or complete access to, as appropriate ) any such intellectual property and all embodiments of such i ntellectual property, which, if not already in Comp any ’s possession, shall be promptly delivered to it ( i ) f ollowing any such commencement of a bankruptcy proceeding upon Company ’s written request therefor, unless Licensor elects to continue to perform all of its obligations under this Agreement or ( ii ) if not delivered under clause ( a ), following the rejectio n of this Agreement by Licensor upon written request therefor by Company