Common use of Bankruptcy Code Clause in Contracts

Bankruptcy Code. The parties agree that Licensee, as a license of such rights under this Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee of its preexisting obligations under this Agreement. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex under the U.S. Bankruptcy Code, Licensee shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, shall be promptly delivered to Licensee (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by Licensee, unless Immunex elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, upon the rejection of this Agreement by or on behalf of Immunex upon written request therefor by Licensee, provided, however, that upon Immunex's (or its successor's) written notification to Licensee that it is again willing and able to perform all of its obligations under this Agreement. Licensee shall promptly return all such tangible materials to Immunex, but only to the extent that Licensee does not require continued access to such materials to enable Licensee to perform its obligations under this Agreement.

Bankruptcy Code. The parties agree that LicenseeSB, as a license licensee of such rights under this AgreementAGREEMENT, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee SB of its preexisting obligations under this AgreementAGREEMENT. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex ADOLOR under the U.S. Bankruptcy Code, Licensee SB shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, shall be promptly delivered to Licensee SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by LicenseeSB, unless Immunex ADOLOR elects to continue to perform all of its obligations under this AgreementAGREEMENT, or (b) if not delivered under (a) above, upon the rejection of this Agreement AGREEMENT by or on behalf of Immunex ADOLOR upon written request therefor by LicenseeSB, provided, however, that upon ImmunexADOLOR's (or its successor's) written notification to Licensee SB that it is again willing and able to perform all of its obligations under this Agreement. Licensee AGREEMENT, SB shall promptly return all such tangible materials to ImmunexADOLOR, but only to the extent that Licensee SB does not require continued access to such materials to enable Licensee SB to perform its obligations under this AgreementAGREEMENT.

Bankruptcy Code. All rights and licenses granted under or pursuant to this Agreement by Presage are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, if applicable, licenses of right to A request for confidential treatment has been made with respect to portions of the following document that are marked with [*CONFIDENTIAL*]. The parties redacted portions have been filed separately with the SEC. “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code. The Parties agree that LicenseeMEI, as a license licensee of such rights under this Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee of its preexisting obligations under this Agreement. The parties Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex under the U.S. Presage Bankruptcy CodeEvent, Licensee MEI shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its MEI’s possession, shall be promptly delivered to Licensee it (ai) upon following any such commencement of a bankruptcy proceeding upon MEI’s written request therefor by Licenseetherefor, unless Immunex Presage elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (a) abovei), upon following the rejection of this Agreement by or on behalf of Immunex Presage upon written request therefor by LicenseeMEI. Notwithstanding the foregoing, provided, however, that upon Immunex's (or its successor'sin no event shall this Section 10.5(b) written notification be construed to Licensee grant to MEI access to intellectual property that it is again willing and able would not otherwise have had access to had Presage elected to continue to perform all of its obligations under this Agreement. Licensee shall promptly return all such tangible materials to Immunex, but only to the extent that Licensee does not require continued access to such materials to enable Licensee to perform its obligations under this Agreement.

Bankruptcy Code. The parties Parties agree that LicenseeSB, as a license licensee of such rights under this Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee SB of its preexisting obligations under this Agreement. The parties Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex under Coulxxx xxxer the U.S. Bankruptcy Code, Licensee SB shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, shall be promptly delivered to Licensee SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by LicenseeSB, unless Immunex elects Coulxxx xxxcts to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, upon the rejection of this Agreement by or on behalf of Immunex upon Coulxxx xxxn written request therefor by LicenseeSB, provided, however, that upon Immunex's Coulxxx'x (or xx its successor's) written notification to Licensee SB that it is again willing and able to perform all of its obligations under this Agreement. Licensee , SB shall promptly return all such tangible materials to ImmunexCoulxxx, but xxt only to the extent that Licensee SB does not require continued access to such materials to enable Licensee SB to perform its obligations under this Agreement.

Bankruptcy Code. The parties agree that LicenseeSB, as a license licensee of such rights under this AgreementAGREEMENT, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee SB of its preexisting obligations under this AgreementAGREEMENT. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex IMMUNOGEN under the U.S. Bankruptcy Code, Licensee SB shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, shall be promptly delivered to Licensee SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by LicenseeSB, unless Immunex IMMUNOGEN elects to continue to perform all of its obligations under this AgreementAGREEMENT, or (b) if not delivered under (a) above, upon the rejection of this Agreement AGREEMENT by or on behalf of Immunex IMMUNOGEN upon written request therefor by LicenseeSB, provided, however, that upon ImmunexIMMUNOGEN's (or its successor's) written notification to Licensee SB that it is again willing and able to perform all of its obligations under this Agreement. Licensee AGREEMENT, SB shall promptly return all such tangible materials to ImmunexIMMUNOGEN, but only to the extent that Licensee SB does not require continued access to such materials to enable Licensee SB to perform its obligations under this AgreementAGREEMENT.

Bankruptcy Code. The parties agree that Licensee, as a license of such rights under this Agreement, Amgen shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee of its preexisting obligations under this Agreement. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex Immunomedics under the U.S. Bankruptcy Code, Licensee Amgen shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its Amgen's possession, shall be promptly delivered to Licensee Amgen (a) upon any such commencement of a bankruptcy proceeding proceeding, upon Amgen's written request therefor by Licenseetherefore, unless Immunex Immunomedics (or a trustee on behalf of Immunomedics) elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under (a) above, upon the rejection of this Agreement by or on behalf of Immunex Immunomedics, upon written request therefor therefore by LicenseeAmgen. In the event Amgen elects to terminate this Agreement pursuant to this Section 21.2.3, providedall rights and obligations hereunder shall terminate, provided however, that upon Immunex's (or its successor's) written notification Amgen shall retain all ---------------- licenses to Licensee that it is again willing Licensed Patent Rights, Licensed Trademark Rights and able to perform all of its obligations under this Agreement. Licensee shall promptly return all such tangible materials to ImmunexLicensed Know- How granted herein, but only subject to the extent that Licensee does not require continued access payments when due to such materials to enable Licensee to perform its obligations under this AgreementImmunomedics of all fees, milestone payments and Royalties on Product(s).

Bankruptcy Code. The parties Parties agree that Licensee, as a license of such rights under this Agreement, Codiak shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee of its preexisting obligations under this Agreement. The parties Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex Kayla under the U.S. Bankruptcy Code, Licensee Codiak shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property licensed to Codiak and all embodiments of [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED such intellectual property, and samewhich, if not already in its Codiak’s possession, shall be promptly delivered to Licensee it (a) upon any such commencement of a bankruptcy proceeding upon Codiak’s written request therefor by Licenseetherefor, unless Immunex Kayla elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above), upon following the rejection of this Agreement by or on behalf of Immunex Kayla upon written request therefor by Licensee, provided, however, that upon Immunex's (or its successor's) written notification to Licensee that it is again willing and able to perform all of its obligations under this Agreement. Licensee shall promptly return all such tangible materials to Immunex, but only to the extent that Licensee does not require continued access to such materials to enable Licensee to perform its obligations under this AgreementCodiak.

Bankruptcy Code. The parties agree that Licensee, as a license the licensee of such rights under this Agreement, AGREEMENT shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee the licensee of its preexisting obligations under this AgreementAGREEMENT. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex the licensor under the U.S. Bankruptcy Code, Licensee the licensee shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, shall be promptly delivered to Licensee the licensee (ai) upon any such commencement of a bankruptcy proceeding upon written request therefor by Licenseethe licensee, unless Immunex the licensor elects to continue to perform all of its obligations under this AgreementAGREEMENT, or (bii) if not delivered under (ai) above, upon the rejection of this Agreement AGREEMENT by or on behalf of Immunex the licensor upon written request therefor by Licenseethe licensee, provided, however, that upon Immunexthe licensor's (or its successor's) written notification to Licensee the licensee that it is again willing and able to perform all of its obligations under this Agreement. Licensee AGREEMENT, the licensee shall promptly return all such tangible materials to Immunexthe licensor, but only to the extent that Licensee the licensee does not require continued access to such materials to enable Licensee the licensee to perform its obligations under this AgreementAGREEMENT.

Bankruptcy Code. The parties agree that LicenseeBB, as a license licensee of such rights under this Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee BB of its preexisting pre-existing obligations under this Agreement. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex ImmunoGen under the U.S. Bankruptcy Code, Licensee BB shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, shall be promptly delivered to Licensee BB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by LicenseeBB, unless Immunex ImmunoGen elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, upon the rejection of this Agreement by or on behalf of Immunex ImmunoGen upon written request therefor by LicenseeBB, provided, however, that upon ImmunexImmunoGen's (or its successor's) written notification to Licensee BB that it is again willing and able to perform all of its obligations under this Agreement. Licensee , BB shall promptly return all such tangible materials to ImmunexImmunoGen, but only to the extent that Licensee BB does not require continued access to such materials to enable Licensee BB to perform its obligations under this Agreement.

Bankruptcy Code. The parties agree that LicenseeSB, as a license licensee of such rights under this AgreementAGREEMENT, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee SB of its preexisting obligations under this AgreementAGREEMENT. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex AVANIR under the U.S. Bankruptcy Code, Licensee SB shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, shall be promptly delivered to Licensee SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by LicenseeSB, unless Immunex AVANIR elects to continue to perform all of its obligations under this AgreementAGREEMENT, or (b) if not delivered under (a) above, upon the rejection of this Agreement AGREEMENT by or on behalf of Immunex AVANIR upon written request therefor by LicenseeSB, provided, however, that upon ImmunexAVANIR's (or its successor's) written notification to Licensee SB that it is again willing and able to perform all of its obligations under this Agreement. Licensee AGREEMENT, SB shall promptly return all such tangible materials to ImmunexAVANIR, but only to the extent that Licensee SB does not require continued access to such materials to enable Licensee SB to perform its obligations under this AgreementAGREEMENT.

Bankruptcy Code. The parties agree that LicenseeSB, as a license licensee of such rights under this AgreementAGREEMENT, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, subject to performance by Licensee SB of its preexisting obligations under this AgreementAGREEMENT. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against Immunex MPI under the U.S. Bankruptcy Code, Licensee SB shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, shall be promptly delivered to Licensee SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by LicenseeSB, unless Immunex MPI elects to continue to perform all of its obligations under this AgreementAGREEMENT, or (b) if not delivered under (a) above, upon the rejection of this Agreement AGREEMENT by or on behalf of Immunex MPI upon written request therefor by LicenseeSB, provided, however, that upon ImmunexMPI's (or its successor's) written notification to Licensee SB that it is again willing and able to perform all of its obligations under this Agreement. Licensee AGREEMENT, SB shall promptly return all such tangible materials to ImmunexMPI, but only to the extent that Licensee SB does not require continued access to such materials to enable Licensee SB to perform its obligations under this AgreementAGREEMENT.