Common use of Termination Upon Insolvency Clause in Contracts

Termination Upon Insolvency. Either Party may terminate this Agreement upon notice to the other should the other Party become insolvent or file or consent to the filing of a petition under any bankruptcy or insolvency law or have any such petition filed against it which has not been stayed within [***] of such filing. During the Term of this Agreement, all rights and licenses granted under or pursuant to this Agreement by KHK or DICERNA are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code. The Parties agree that, during the Term of this Agreement, the Parties, as licensees of such rights under this Agreement, will retain and may fully exercise all of their rights and elections under the U.S. Bankruptcy Code. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding-by or against either Party under the U.S. Bankruptcy Code, the Party hereto that is not a party to such proceeding will 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 their possession, will be promptly delivered to them (a) upon any such commencement of a bankruptcy proceeding upon their written request therefor, unless the Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the Party subject to such proceeding upon written request therefor by the non-subject Party.

Termination Upon Insolvency. Either Party may terminate this Agreement upon notice to the other should the other Party become insolvent or file or consent to the filing of a petition under any bankruptcy or insolvency law or have any such petition filed against it which has not been stayed within [***] sixty (60) days of such filing. During the Term term of this Agreement, all rights and licenses granted under or pursuant to this Agreement by KHK Isis or DICERNA Lilly are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code. The Parties agree that, during the Term term of this Agreement, the Parties, as licensees of such rights under this Agreement, will retain and may fully exercise all of their rights and elections under the U.S. Bankruptcy Code. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding-by or against either Party under the U.S. Bankruptcy Code, the Party hereto that is not a party to such proceeding will 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 their possession, will be promptly delivered to them (ai) upon any such commencement of a bankruptcy proceeding upon their written request therefor, unless the Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the Party subject to such proceeding upon written request therefor by the non-subject Party.

Termination Upon Insolvency. Either Party may terminate this Agreement upon notice to the other should if, at any time, (a) the other Party become insolvent shall file in any court or file agency pursuant to any statute or consent to the filing regulation of any state, country or jurisdiction, a petition under any in bankruptcy or insolvency law or have for reorganization or for an arrangement or for the appointment of a receiver or trustee of that Party or of its assets, (b) such other Party proposes a written agreement of composition or extension of its debts, (c) such other Party shall be served with an involuntary petition against it, filed in any insolvency proceeding, and such petition filed against it which has shall not been stayed be dismissed within [***] after the filing thereof, (d) such other Party shall propose or be a party to any dissolution or liquidation, or (e) such other Party shall make an assignment for the benefit of such filingits creditors. During the Term of this Agreement, all All rights and licenses granted under or pursuant to this Agreement by KHK or DICERNA are, and will otherwise shall be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code, licenses of right rights to “intellectual property” as defined under Section 101 101(56) of the U.S. United States Bankruptcy Code. The Parties agree that, during the Term of this Agreement, the Parties, as licensees of such rights under this Agreement, will retain and may fully exercise all of their rights and elections under the U.S. Bankruptcy Code. The Parties further agree that, that in the event of the [***] Confidential treatment has been requested with respect to the omitted portions. commencement of a bankruptcy proceeding-proceeding by or against either one Party hereunder under the U.S. United States Bankruptcy Code, the other Party hereto that is not a party to such proceeding will shall be entitled to a complete duplicate of (or complete access to, as appropriate) to any such intellectual property property, and all embodiments of such intellectual property, and same, if not already pertaining to the rights granted in their possession, will be promptly delivered to them (a) upon any such commencement the licenses hereunder of the Party by or against whom a bankruptcy proceeding upon their written request thereforhas been commenced, unless subject, however, to payment of the Party subject to such proceeding elects to continue to perform all of its obligations under this Agreementfees, or (b) if not delivered under (a) above, following the rejection of milestone payments and royalties set forth in this Agreement by or on behalf through the effective date of the Party subject to such proceeding upon written request therefor by the non-subject Partyany termination hereunder.

Termination Upon Insolvency. Either Party may terminate this Agreement upon notice to the other should the other Party become insolvent or file or consent to the filing of a petition under any bankruptcy or insolvency law or have any such petition filed against it which has not been stayed within [***] sixty (60) days of such filing. During the Term term of this Agreement, all rights and licenses granted under or pursuant to this Agreement by KHK Isis or DICERNA Lilly are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of right to “"intellectual property” " as defined under Section 101 of the U.S. Bankruptcy Code. The Parties agree that, during the Term term of this Agreement, the Parties, as licensees of such rights under this Agreement, will retain and may fully exercise all of their rights and elections under the U.S. Bankruptcy Code. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding-by or against either Party under the U.S. Bankruptcy Code, the Party hereto that is not a party to such proceeding will 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 their possession, will be promptly delivered to them (ai) upon any such commencement of a bankruptcy proceeding upon their written request therefor, unless the Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the Party subject to such proceeding upon written request therefor by the non-subject Party.

Termination Upon Insolvency. Either Party may terminate this Agreement upon notice to the other should the other Party become insolvent or file or consent to the filing of a petition under any bankruptcy or insolvency law or have any such petition filed against it which has not been stayed within [***] sixty (60) days of such filing. During the Term term of this Agreement, all rights and options or licenses granted under or pursuant to this Agreement by KHK Isis or DICERNA Lilly are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code. The Parties agree that, during the Term term of this Agreement, the Parties, as licensees of such rights under this Agreement, will retain and may fully exercise all of their rights and elections under the U.S. Bankruptcy Code. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding-by or against either Party under the U.S. Bankruptcy Code, the Party hereto that is not a party to such proceeding will 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 their possession, will be promptly delivered to them (ai) upon any such commencement of a bankruptcy proceeding upon their written request therefor, unless the Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, ; or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the Party subject to such proceeding upon written request therefor by the non-subject Party.