definiens: means any improvement of or to any invention claimed in the Assigned Patent Rights, ( a ) that is conceived and reduced to practice or otherwise developed, in the period from the Effective Date until and including the Trigger Date, by ( i ) [COMPANY], ( ii ) A vidia, or ( iii ) any Licensee of either Party, provided that neither Party shall be obliged to incur additional contractual payment obligations or to engage in undue additional negotiation with such Licensee to obtain such rights necessary to perform its obligations under Sections 2.1(a ) or 3.1 ( a ), and ( b ) the practice of which falls within the scope ofa claim ofa patent application or patent within the Assigned Patent Rights in any country or multinational jurisdiction, which claim is entitled to filing priority based on a patent application or patent within the Assigned Patent Rights that was filed on or before the Trigger Date ; provided, a Subject Improvement shall ( x ) include any claims of Patent Rights claiming the applicable improvement and any related Know - How for practicing such Subject Improvement and ( y ) exclude the Assigned Patent Rights