definiens: means any and all Know - How that is Confidential Information Controlled by [COMPANY] or itsAffiliate and that, in either case, is discovered, identified, conceived, reduced to practice or otherwise made, as necessary toestablish authorship, inventorship or ownership under applicable United States law as such law exists as of the Effective Dateirrespective of where such discovering, identifying, conception, reduction to practice or other making occurs, solely by one ormore employees of or consultants to [COMPANY] or any of its Affiliates or Sub - distributors ( to the extent such Sub - distributors arerequired to assign or license such Know - How to [COMPANY] ) in the course of or as a result of or related to the Commercializationactivities under this Agreement to the extent such Know - How does not relate predominantly to the Commercialization of aProduct and is predominantly applicable to the marketing, promoting, detailing, offering for sale, selling, distributing, orconducting other similar activities related to the commercial sale of pharmaceutical products generally