Common use of Bankruptcy Code Clause in Contracts

Bankruptcy Code. The parties agree that SB, as a 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 SB 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 ADOLOR under the U.S. Bankruptcy Code, 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 SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by SB, unless ADOLOR 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 ADOLOR upon written request therefor by SB, provided, however, that upon ADOLOR's (or its successor's) written notification to SB that it is again willing and able to perform all of its obligations under this AGREEMENT, SB shall promptly return all such tangible materials to ADOLOR, but only to the extent that SB does not require continued access to such materials to enable SB to perform its obligations under this AGREEMENT.

Bankruptcy Code. The parties agree that SBLicensee, as a licensee license 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 SB 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 ADOLOR Immunex under the U.S. Bankruptcy Code, SB 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 SB Licensee (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by SBLicensee, unless ADOLOR Immunex 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 ADOLOR Immunex upon written request therefor by SBLicensee, provided, however, that upon ADOLORImmunex's (or its successor's) written notification to SB Licensee that it is again willing and able to perform all of its obligations under this AGREEMENT, SB Agreement. Licensee shall promptly return all such tangible materials to ADOLORImmunex, but only to the extent that SB Licensee does not require continued access to such materials to enable SB Licensee to perform its obligations under this AGREEMENTAgreement.

Bankruptcy Code. The parties agree that SB, as a 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 SB 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 ADOLOR AVANIR under the U.S. Bankruptcy Code, 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 SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by SB, unless ADOLOR AVANIR 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 ADOLOR AVANIR upon written request therefor by SB, provided, however, that upon ADOLORAVANIR's (or its successor's) written notification to SB that it is again willing and able to perform all of its obligations under this AGREEMENT, SB shall promptly return all such tangible materials to ADOLORAVANIR, but only to the extent that SB does not require continued access to such materials to enable SB to perform its obligations under this AGREEMENT.

Bankruptcy Code. The parties agree that SBGSK, as a 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 SB GSK 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 ADOLOR PACIFIC under the U.S. Bankruptcy Code, SB GSK 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 SB GSK (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by SBGSK, unless ADOLOR PACIFIC 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 ADOLOR PACIFIC upon written request therefor by SBGSK, provided, however, that upon ADOLORPACIFIC's (or its successor's) written notification to SB GSK that it is again willing and able to perform all of its obligations under this AGREEMENT, SB GSK shall promptly return all such tangible materials to ADOLORPACIFIC, but only to the extent that SB GSK does not require continued access to such materials to enable SB GSK to perform its obligations under this AGREEMENT.

Bankruptcy Code. The parties agree that SBBB, as a 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 SB BB of its preexisting pre-existing obligations under this AGREEMENTAgreement. The parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against ADOLOR ImmunoGen under the U.S. Bankruptcy Code, SB 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 SB BB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by SBBB, unless ADOLOR 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 ADOLOR ImmunoGen upon written request therefor by SBBB, provided, however, that upon ADOLORImmunoGen's (or its successor's) written notification to SB BB that it is again willing and able to perform all of its obligations under this AGREEMENTAgreement, SB BB shall promptly return all such tangible materials to ADOLORImmunoGen, but only to the extent that SB BB does not require continued access to such materials to enable SB BB to perform its obligations under this AGREEMENTAgreement.

Bankruptcy Code. The parties agree that SB, as a 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 SB 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 ADOLOR IMMUNOGEN under the U.S. Bankruptcy Code, 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 SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by SB, unless ADOLOR 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 ADOLOR IMMUNOGEN upon written request therefor by SB, provided, however, that upon ADOLORIMMUNOGEN's (or its successor's) written notification to SB that it is again willing and able to perform all of its obligations under this AGREEMENT, SB shall promptly return all such tangible materials to ADOLORIMMUNOGEN, but only to the extent that SB does not require continued access to such materials to enable SB to perform its obligations under this AGREEMENT.

Bankruptcy Code. The parties agree that SB, as a 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 SB 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 ADOLOR MPI under the U.S. Bankruptcy Code, 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 SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by SB, unless ADOLOR MPI 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 ADOLOR MPI upon written request therefor by SB, provided, however, that upon ADOLORMPI's (or its successor's) written notification to SB that it is again willing and able to perform all of its obligations under this AGREEMENT, SB shall promptly return all such tangible materials to ADOLORMPI, but only to the extent that SB does not require continued access to such materials to enable SB to perform its obligations under this AGREEMENT.

Bankruptcy Code. The parties Parties agree that SB, as a licensee 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 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 ADOLOR Kayla under the U.S. Bankruptcy Code, SB 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 SB it (a) upon any such commencement of a bankruptcy proceeding upon Codiak’s written request therefor by SBtherefor, unless ADOLOR 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 Agreement by or on behalf of ADOLOR Kayla upon written request therefor by SB, provided, however, that upon ADOLOR's (or its successor's) written notification to SB that it is again willing and able to perform all of its obligations under this AGREEMENT, SB shall promptly return all such tangible materials to ADOLOR, but only to the extent that SB does not require continued access to such materials to enable SB to perform its obligations under this AGREEMENTCodiak.

Bankruptcy Code. The parties Parties agree that SB, as a 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 SB of its preexisting obligations under this AGREEMENTAgreement. The parties Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against ADOLOR under Coulxxx xxxer the U.S. Bankruptcy Code, 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 SB (a) upon any such commencement of a bankruptcy proceeding upon written request therefor by SB, unless ADOLOR elects Coulxxx xxxcts 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 ADOLOR upon Coulxxx xxxn written request therefor by SB, provided, however, that upon ADOLOR's Coulxxx'x (or xx its successor's) written notification to SB that it is again willing and able to perform all of its obligations under this AGREEMENTAgreement, SB shall promptly return all such tangible materials to ADOLORCoulxxx, but xxt only to the extent that SB does not require continued access to such materials to enable SB to perform its obligations under this AGREEMENTAgreement.

Bankruptcy Code. The parties agree that SB, as a 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 SB the 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 ADOLOR the licensor under the U.S. Bankruptcy Code, SB 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 SB the licensee (ai) upon any such commencement of a bankruptcy proceeding upon written request therefor by SBthe licensee, unless ADOLOR the licensor elects to continue to perform all of its obligations under this AGREEMENT, or (bii) if not delivered under (ai) above, upon the rejection of this AGREEMENT by or on behalf of ADOLOR the licensor upon written request therefor by SBthe licensee, provided, however, that upon ADOLORthe licensor's (or its successor's) written notification to SB the licensee that it is again willing and able to perform all of its obligations under this AGREEMENT, SB the licensee shall promptly return all such tangible materials to ADOLORthe licensor, but only to the extent that SB the licensee does not require continued access to such materials to enable SB the licensee to perform its obligations under this AGREEMENT.