Common use of BANKRUPTCY ETC. OF 22ND CENTURY Clause in Contracts

BANKRUPTCY ETC. OF 22ND CENTURY. To the greatest extent permissible under applicable law, none of the licenses and rights granted to BAT under this Agreement shall terminate, expire, be limited or restricted, or adversely modified or affected in the event that 22nd Century or any 22nd Century Affiliate, or any licensor thereof, ceases or fails to conduct business operations, takes steps to dissolve or cease to exist, files or is or becomes subject to a petition in bankruptcy (or similar reorganization proceeding), admits its inability to pay its debts as they become due, makes a general assignment for the benefit of its creditors, or becomes subject to the appointment of a receiver. This Agreement and the rights and licenses to BAT are subject to 11 U.S.C. § 365(n) and the right of BAT to elect retention of this Agreement and the licenses and rights to BAT hereunder if BAT so decides in its sole discretion. In the event of any bankruptcy or other such event as described above in this Section 14.01, to the greatest extent permissible under applicable law, 22nd Century will assert the continuation of any licenses granted to 22nd Century or any 22nd Affiliate and sublicensed to BAT under this Agreement. 22nd Century will further promptly engage in such acts as reasonably requested by BAT to 22nd Century to ensure BAT’s continued rights under the licenses granted by 22nd Century under this Agreement and/or BAT’s continued rights arising or flowing from any licenses granted to 22nd Century or 22nd Century and sublicensed to BAT under this Agreement under substantially the same terms as those in effect immediately prior to the bankruptcy or other such event as described above in this Section 14.01.

BANKRUPTCY ETC. OF 22ND CENTURY. To the greatest extent permissible under applicable law, none of the licenses and rights granted to BAT under this Agreement shall terminate, expire, be limited or restricted, or adversely modified or affected in the event that 22nd Century or any 22nd Century Affiliate, or any licensor thereof, ceases or fails to conduct business operations, takes steps to dissolve or cease to exist, files or is or becomes subject to a petition in bankruptcy (or similar reorganization proceeding), admits its inability to pay its debts as they become due, makes a general assignment for the benefit of its creditors, or becomes subject to the appointment of a receiver. This Agreement and the rights and licenses to BAT are subject to 11 U.S.C. § 365(n) and the right of BAT to elect retention of this Agreement and the licenses and rights to BAT hereunder if BAT so decides in its sole discretion. In the event of any bankruptcy or other such event as described above in this Section 14.0115.01, to the greatest extent permissible under applicable law, 22nd Century will assert the continuation of any licenses granted to 22nd Century or any 22nd Affiliate and sublicensed to BAT under this Agreement. 22nd Century will further promptly engage in such acts as reasonably requested by BAT to 22nd Century to ensure BAT’s continued rights under the licenses granted by 22nd Century under this Agreement and/or BAT’s continued rights arising or flowing from any licenses granted to 22nd Century or 22nd Century and sublicensed to BAT under this Agreement under substantially the same terms as those in effect immediately prior to the bankruptcy or other such event as described above in this Section 14.0115.01.