definiens: Technology " means any proprietary development, idea, design, concept, technique, process, invention, Proprietary Material, discovery, or improvement, whether or not patentable or copyrightable . means Technology that is either ( i ) assigned solely to [COMPANY], ( ii ) assigned jointly to ArQuie and a party other than [COMPANY], or ( iii ) licensed to or otherwise controlled by [COMPANY], in each case to the extent that ArQuie has the ability to license or sublicense such rights as required under this Agreement without payment to or the consent of a third party . means Technology that is either ( i ) assigned solely to [COMPANY], ( ii ) assignedjointly to [COMPANY] and a party other than [COMPANY], or ( iii ) licensed to or otherwise controlled by [COMPANY], in each case to the extent that [COMPANY] has the ability to license or sublicense such rights as required under this Agreement without payment to or the consent of a third party . means Technology that is developed or discovered jointly by one or more employees or consultants of [COMPANY] and one or more employees or consultants of [COMPANY] in connection with this Agreement