definiens: ( including any variations such as and ) means, with respect to any item ofKnow - how, Regulatory Documentation, material, patent, or other Intellectual Property Right, the possession ofthe right, whether directly or indirectly, and whether by ownership, license or otherwise ( other than by operationof the license grants under this Agreement ), to grant a license, sublicense or other right ( including the right toreference Regulatory Documentation ) to or under such Know - how, Regulatory Documentation, material, patent, or other Intellectual Property Right as provided for herein without violating the terms of any then - existingagreement with any Third Party ; provided, that Intellectual Property Rights of an acquirer of a Party or itsAffiliates in existence prior to the acquisition date, or developed after the acquisition date solely by suchacquirer without use of or reference to such Party ’s preexisting Know - how, Regulatory Documentation, material, patent, or other Intellectual Property Right and without contribution from employees of a Party or itsAffiliates other than the acquirer, shall not be deemed to be by such Party or Affiliate