Bankruptcy; Insolvency. Any Bankruptcy Event shall occur with respect to Borrower.

CytomX Bankruptcy or Insolvency. Regeneron will have the right to terminate this Agreement if, at any time, CytomX: # files in any court or agency pursuant to any statute or regulation of any state or country, a petition in bankruptcy or insolvency or for reorganization or for an arrangement or for the appointment of a receiver or trustee of CytomX or of its assets, in each case that is not dismissed within ​ days after the filing thereof; # is served with an involuntary petition against it, filed in any insolvency proceeding, and such petition will not be dismissed within ​ days after the filing thereof; # passes a resolution for its winding up or proposes to be or is a party to any dissolution or liquidation; or # makes or will make an assignment of substantially all of its assets for the benefit of its creditors.

Voluntary Bankruptcy or Insolvency Proceedings. Borrower or any of its Subsidiaries shall # apply for or consent to the appointment of a receiver, trustee, liquidator or custodian of itself or of all or a substantial part of its property, # be unable, or admit in writing its inability, to pay its obligations generally as they come due or otherwise become insolvent, # make a general assignment for the benefit of its or any of its creditors, # be dissolved or liquidated in full or in part or be subject to a distressed sale, # commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or consent to any such relief or to the appointment of or taking possession of its property by any official in an involuntary case or other proceeding commenced against it, or # take any action for the purpose of affecting any of the foregoing; or

Involuntary Bankruptcy or Insolvency Proceedings. Proceedings for the appointment of a receiver, trustee, liquidator or custodian of ​, or of all or a substantial part of the property thereof, or an involuntary case or other proceedings seeking liquidation, reorganization or other relief with respect to ​, or the debts thereof under any bankruptcy, insolvency or other similar law now or hereafter in effect shall be commenced and an order for relief entered or such proceeding shall not be dismissed or discharged within forty-five (45) days of commencement;

Bankruptcy, Insolvency or Reorganization Proceedings. If an Event of Default specified under [[Section 9.1(g) or (h)])]])] shall occur, the ​ shall be under no further obligations to make Term Loans hereunder and the unpaid principal amount of the Term Loans then outstanding and all interest accrued thereon, any unpaid fees and all other Indebtedness of the Borrower to the ​ hereunder and thereunder automatically shall be immediately due and payable, without presentment, demand, protest or notice of any kind, all of which are hereby expressly waived; and

it seeks the protection of the Bankruptcy and Insolvency Act or any other similar law;

any bankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or the like of any Loan Party;

file a petition in bankruptcy or a petition to take advantage of any insolvency act,

For the purposes hereof, “Insolvency Statutes” means the Bankruptcy and Insolvency Act (Canada), the Companies’ Creditors Arrangement Act (Canada), the Assignments and Preferences Act (Ontario) and the Fraudulent Conveyances Act (Ontario).

Insolvency Proceedings, Etc. Any Loan Party or any Restricted Subsidiary institutes or consents to the institution of any proceeding under any Debtor Relief Law, or makes an assignment for the benefit of creditors; or applies for or consents to the appointment of any receiver, trustee, custodian, conservator, liquidator, rehabilitator, administrator, administrative receiver or similar officer for it or for all or any material part of its property; or any receiver, trustee, custodian, conservator, liquidator, rehabilitator, administrator, administrative receiver or similar officer is appointed without the application or consent of such Person and the appointment continues undischarged or unstayed for sixty (60) calendar days; or any proceeding under any Debtor Relief Law relating to any such Person or to all or any material part of its property is instituted without the consent of such Person and continues undismissed or unstayed for sixty (60) calendar days, or an order for relief is entered in any such proceeding; or

Termination for Insolvency. If, at any time during the Term # a case is commenced by or against either Party under Title 11, United States Code, as amended, or analogous provisions of Applicable Law outside the United States (the “Bankruptcy Code”) and, in the event of an involuntary case under the Bankruptcy Code, such case is not dismissed within ​ days after the commencement thereof, # either Party files for or is subject to the institution of bankruptcy, liquidation or receivership proceedings (other than a case under the Bankruptcy Code), # either Party assigns all or a substantial portion of its assets for the benefit of creditors, # a receiver or custodian is appointed for either Party’s business, or # a substantial portion of either Party’s business is subject to attachment or similar process; then, in any such case ((i), [(ii), (iii), (iv) or (v)])])])]), the other Party may terminate this Agreement upon written notice to the extent permitted under Applicable Law.

the effects of bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or other similar laws affecting creditors’ rights generally;

This Agreement shall survive the insolvency of any Covered Entity, any Beneficiary or any other Person and the commencement of any case or proceeding by or against any Covered Entity or any other Person under any bankruptcy, insolvency, reorganization or other similar Law. No automatic stay under any bankruptcy, insolvency, reorganization or other similar Law with respect to any Covered Entity or any other Person shall postpone the obligations of the Parent Support Provider under this Agreement.

Events of Default Other Than Bankruptcy, Insolvency or Reorganization Proceedings. If an Event of Default specified under [Section 9.1] (other than [[Section 9.1(g) or (h)])]])]) shall occur and be continuing, the ​ and the Administrative Agent shall be under no further obligation to make Term Loans and the Administrative Agent may, and upon the request of the Requisite ​, shall by written notice to the Borrower, declare the unpaid principal amount of the Term Loans then outstanding and all interest accrued thereon, any unpaid fees and all other Indebtedness of the Borrower to the ​ hereunder and thereunder to be forthwith due and payable, and the same shall thereupon become and be immediately due and payable to the Administrative Agent for the benefit of each Lender without presentment, demand, protest or any other notice of any kind, all of which are hereby expressly waived; and

“Bankruptcy Action” means a judicial or non-judicial proceeding under any federal or state bankruptcy, reorganization or insolvency law, including without limitation any case commenced under Title 11 of the United States Code.