Rights Upon Insolvency. All rights and licenses granted under or pursuant to this Agreement or the Supply Agreement by Genetronics to Ethicon are for all purposes of Section 365(n) of Title 11, U.S. Code (the "Bankruptcy Code"), licenses of rights to "intellectual property" as defined in the Bankruptcy Code. The parties agree that Ethicon, as a licensee of such rights under this Agreement or the Supply Agreement, shall retain and may fully exercise all of its rights and elections under the Bankruptcy Code. If a case is commenced by or against Genetronics under the Bankruptcy Code, then, unless and until this Agreement is rejected as provided in the Bankruptcy Code, Genetronics (in any capacity, including debtor-in-possession) and its successors and assigns (including, without limitation, a Bankruptcy Code trustee) shall either perform or caused to be performed all of the obligations provided in this Agreement to be performed by Genetronics or provide or cause to be provided to Ethicon all such intellectual property (including all embodiments thereof) held by Genetronics and such successors and assigns. If this Agreement is rejected as provided in the Bankruptcy Code and Ethicon elects to retain its rights hereunder as provided in the Bankruptcy Code, then Genetronics (in any capacity, including debtor-in-possession) and its successors and assigns (including, without limitation, a Bankruptcy Code trustee) shall provide or cause to be provided to Ethicon all such intellectual property (including all embodiments thereof) held by Genetronics and such successors and assigns immediately upon Ethicon's written request therefor. All rights, powers and remedies of Ethicon provided under this Article are in addition to and not in substitution for any and all other rights, powers and remedies now or hereafter existing at law or in equity (including, without limitation, the Bankruptcy Code) in the event of any such commencement of a bankruptcy proceeding by or against Genetronics. Ethicon, in addition to the rights, powers and remedies expressly provided herein, shall be entitled to exercise all other such rights
Rights Upon Insolvency. All rights and licenses granted under or pursuant to this Agreement by Licensors to Ulthera are for all purposes of Article 365(n) of Title 11, U.S. Code (the “Bankruptcy Code”), licenses of rights to “intellectual property” as defined in the Bankruptcy Code. The Parties agree that Ulthera, as a licensee of such rights under this Agreement, shall retain and may fully exercise all of its rights and elections under the Bankruptcy Code. If this Agreement is rejected as provided in the Bankruptcy Code and Ulthera elects to retain its rights hereunder as provided in Bankruptcy Code, Section 365(n) then Licensors (in any capacity, including debtor-in-possession) and their respective successors and assigns (including, without limitation, any trustee in bankruptcy) shall provide or cause to be provided to Ulthera access to all such intellectual property (and any embodiments of intellectual property) in the Field held by or in the control of Licensors and such successors and assigns immediately upon Ulthera’s written request therefore. The Parties agree that “embodiments” of intellectual property hereunder include, without limitation, data, software and other works of authorship, processes, techniques, procedures, compositions, devices, methods, formulas, protocols and information, including, without limitation, all electrical, mechanical, chemical, biochemical, toxicological and scientific research information. All rights, powers and remedies of Ulthera provided under this Section 8.9 are in addition to and not in substitution for any and all other rights, powers and remedies now or hereafter existing at law or in equity (including, without limitation, the Bankruptcy Code) in the event of any such commencement of a bankruptcy proceeding by or against Licensors. Ulthera, in addition to the rights, powers and remedies expressly provided herein, shall be entitled to exercise all other such rights and powers and resort to all other such remedies as may now or hereafter exist at law or in equity (including the Bankruptcy Code) in such event.
Rights Upon Insolvency. In the event of any insolvency or bankruptcy proceedings, and any receivership, liquidation, reorganization, dissolution or other similar proceedings in connection therewith, relative to any Borrower or to its creditors, as such, or its property, and in the event of any proceedings for voluntary liquidation, dissolution or other winding up of the Borrower, whether or not involving insolvency or bankruptcy, and in the event of any execution sale, then the Lender shall be entitled to receive payment in full of all of the Obligations before the Standby Creditor shall be entitled to receive any payment on account of principal, interest, compensation, expense, fee or premium due under the Subordinated Note and to that end the Lender shall be entitled to receive for application in payment thereof any payment or distribution of any kind or character, whether in cash or property or securities or by way of set-off, which may be payable or deliverable in any such proceedings in respect of the Subordinated Note.
Rights Upon Insolvency. All rights and licenses granted under or pursuant to this Agreement or the License Agreement by Genetronics to Ethicon are for all purposes of Section 365(n) of Title 11, U.S. Code (the "Bankruptcy Code"), licenses of rights to "intellectual property" as defined in the Bankruptcy Code. The parties agree that Ethicon, as a licensee of such rights under this Agreement or the License Agreement, shall retain and may fully exercise all of its rights and elections under the Bankruptcy Code. If a case is commenced by or against Genetronics under the Bankruptcy Code, then, unless and until this Agreement is rejected as provided in the Bankruptcy Code, Genetronics (in any capacity, including debtor-in-possession) and its successors and
Rights Upon Insolvency. In the event of (1) any insolvency, bankruptcy, receivership, liquidation, reorganization, arrangement, assignment for the benefit of creditors, or other similar proceeding relative to the Borrower, its creditors or its Collateral, or (2) any proceeding for the voluntary or involuntary liquidation, dissolution or other winding up of the Borrower whether or not involving insolvency or bankruptcy proceedings, then and in any such event: (a) the principal amount of, and all interest on, and all other amounts in respect of, the Senior Debt (including interest thereon accruing after the commencement of any such proceeding, whether or not such interest shall be allowed in such proceeding), along with any Original Issue Discount, shall be paid in full before any payment or distribution of any character, whether in cash, securities or other property, shall be made in respect of the Subordinated Debt; and (b) any payment or distribution of any character, whether in cash, securities or other property, which would otherwise (but for the terms hereof) be payable or deliverable in respect of Subordinated Debt (including any payment or distribution in respect of the Subordinated Debt by reason of any other indebtedness of the Borrower being subordinated to the Subordinated Debt), shall be paid or delivered directly to the Lender, or its representatives, until the principal amount of, and all interest and premium on, and all other amounts in respect of, the Senior Debt shall have been paid in full and the Creditor or any other holder of the Subordinated Debt irrevocably authorizes, empowers and directs all receivers, trustees, liquidators, conservators and others having authority in the premises to effect all such payments and deliveries.
Rights Upon Insolvency. The parties acknowledge that each party reposes trust and confidence in the other within the meaning of Sections 365(c) and (f) of the United States Bankruptcy Code (“Bankruptcy Code”) so that, in the event of the bankruptcy of (i) PHAGE, CARDIO will be excused from accepting performance of PHAGE’s obligations under this Agreement from anyone other than an assignee approved in writing by CARDIO; or (ii) CARDIO, PHAGE will be excused from accepting performance of CARDIO’s obligations under this Agreement from anyone other than an assignee approved in writing by PHAGE. The parties agree that each party is a “licensee of intellectual property” as that term is defined in §365(n) of the Bankruptcy Code and will continue to have all of the rights relating to technology licensed hereunder as provided in this Agreement, at its election, notwithstanding any bankruptcy by the other party, even if PHAGE or CARDIO attempts to reject this Agreement as an “executory contract” under the Bankruptcy Code.
Rights Upon Insolvency. All rights and licenses to Intellectual Property Rights granted under this Agreement by Transgenomic to Interpace are, for all purposes of Title 11, licenses of rights to intellectual property as defined in Title 11. If a case is commenced by or against Transgenomic under Title 11, then, unless and until this Agreement is rejected as provided in Title 11, Transgenomic (in any capacity, including debtor-in-possession) and its successors and assigns (including, without limitation, a Title 11 trustee) will perform all of the obligations provided in this Agreement to be performed by Transgenomic. All rights, powers and remedies of Interpace, as a licensee hereunder, provided herein are in addition to and not in substitution for any and all other rights, powers and remedies now or hereafter existing at law or in equity (including, without limitation, Title 11) in the event of the commencement of a Title 11 case by or against Transgenomic. Transgenomic specifically acknowledges that if this Agreement is rejected under Title 11, Interpace shall have the rights of a licensee under 11 U.S.C. § 365(n). Interpace, in addition to the rights, powers and remedies expressly provided herein, will be entitled to exercise all other such rights and powers and resort to all other such remedies as may now or hereafter exist at law or in equity (including Title 11) in such event.
Rights Upon Insolvency. Any license which may be granted under Section 4.2(b)(ii) of this Agreement by Integra to JJM shall be, for all purposes of Section 365(n) of Title 11 of the U.S. Code ("Title 11"), a license of rights to intellectual property as defined in Title 11. If a case is commenced by or against Integra under Title 11, then, unless and until this Agreement is rejected as provided in Title 11, Integra (in any capacity, including debtor-in-possession) and its successors and assigns (including, without limitation, a Title 11 trustee) shall perform all of the obligations provided in this Agreement to be performed by Integra.
Rights Upon Insolvency. All rights and licenses granted to Gen-Probe pursuant to this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of Title 11 of the United States Code (the "Bankruptcy Code"), licenses to rights of "intellectual property" as defined thereunder. Notwithstanding any provision contained herein to the contrary, if Corixa is under any proceeding under the Bankruptcy Code and the trustee in bankruptcy of Corixa, or Corixa as a debtor in possession, rightfully elects to reject this Agreement, Gen-Probe may, pursuant to Sections 365(n)(1) and (2) of the Bankruptcy Code, retain any and all of Gen-Probe's rights hereunder, to the maximum extent permitted by law, subject to Gen-Probe's making the payments specified herein.
Rights Upon Insolvency. All rights and licenses granted under or pursuant to this Agreement by one party (“Licensor”) to the other party (“Licensee”) are, for all purposes of Section 365(n) of Title 11 of the U.S. Code (“Title 11”), licenses of rights to intellectual property as defined in Title 11. Each party agrees during the term of this Agreement to create and maintain current copies or, if not amenable to copying, detailed descriptions or other appropriate embodiments, of all such Inventions. If a case is commenced by or against any party hereto under Title 11, then, unless and until this Agreement is rejected as provided in Title 11, such party (in any capacity, including debtor-in-possession) and its successors and assigns (including, without limitation, a Title 11 trustee) shall either perform all of the obligations provided in this Agreement to be performed by such party or provide to the other party all such intellectual property (including all embodiments thereof) held by such party and such successors and assigns, as the other party may elect in a written request, immediately upon such request. If a Title 11 case is commenced by or against a party, this Agreement is rejected as provided in Title 11 and the other party elects to retain its rights hereunder as provided in Title 11, then such party (in any capacity, including debtor-in-possession) and its successors and assigns (including, without limitation, a Title 11 trustee) shall provide to the other party all such intellectual property (including all embodiments thereof) held by such party and such successors and assigns immediately upon the other party’s written request therefor. All rights, powers and remedies of any party, as a Licensee hereunder, provided herein are in addition to and not in substitution for any and all other rights, powers and remedies now or hereafter existing at law or in equity (including, without limitation, Title 11) in the event of the commencement of a Title 11 case by or against the other party. Licensee, in addition to the rights, powers and remedies expressly provided herein, shall be entitled to exercise all other such rights and powers and resort to all other such remedies as may now or hereafter exist at law or in equity (including Title 11) in such event.
