definiens: as defined under Section 101 of the U.S. Bankruptcy Code . The Partiesagree that [COMPANY] as licensee of such rights under this Agreement, will retain and may fully exercise all of its rightsand elections under the U.S. Bankruptcy Code including, without limitation, [COMPANY] ’s right to retain all licensesgranted herein, subject to payments when due to Eyegate of all applicable License Fees and Milestone Payments andRoyalties . The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or againstEyegate under the U.S. Bankruptcy Code, [COMPANY] will be entitled to a complete duplicate of ( or complete access to, as appropriate ) the Product IP and all embodiments of such Product IP, and same, if not already in its possession, will be promptly delivered to [COMPANY] ( a ) upon any such commencement of a bankruptcy proceeding upon its writtenrequest therefor, unless Eyegate elects to continue to perform all of its obligations under this Agreement, or ( b ) if notdelivered under ( a ) above, following the rejection of this Agreement by or on behalf of Eyegate upon written requesttherefor by [COMPANY]