definiens: ), licenses of rights to as defined under Section 10 1 ( 35A ) of the Code . The Parties agree that aSK, as a licensee of such rights under this Agreement, shall retain and may fully exercise all of its rights and elections under the Code, and that upon commencement of a bankruptcy proceeding by [COMPANY] under the Code, or against [COMPANY] if such proceeding is not dismissed within sixty ( 60 ) . days of its initial filing, aSK shall be entitled to a complete duplicate of or complete access to ( as aSK deems appropriate ), any such intellectual property and all embodiments of such intellectual property . Such intellectual property and all embodiments thereof shall be promptly delivered to aSK ( i ) upon any such commencement of a bankruptcy proceeding upon written request therefore by aSK, unless [COMPANY] elects to continue to perform 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 [COMPANY] upon written request therefore by - aSK