definiens: : shall mean the first use by [COMPANY] or an Affiliate of [COMPANY] of Database Information or a proprietary cDNA Clone obtained from [COMPANY] hereunder, in each case which at the time of such use is either included in the [COMPANY] Know - How or the [COMPANY] Patent Rights, and provided that such first use by [COMPANY] meets any or all of the following criteria : ( a ) [COMPANY] uses such cDNA Clone from the LifeSeq ® Database Product(s ) which contains DNA Sequence Information that partially or completely codes for a Gene Product in a screening assay to identify small molecules and/ or antibodies which are antagonists, agonists, inverse agonists, and/or modulators of Gene Product(s);or ( b ) [COMPANY] uses such cDNA Clone from the LifeSeq ® Database Product(s ) which contains DNA Sequence Information that partially or completely codes for a Gene Product to synthesize or have synthesized a peptide or polypeptide or protein or oligonucleotide and test the efficacy of such Gene Product(s ) in an animal disease model system ; or ( c ) such Database Information or such cDNA Clone which contains the Database Information is disclosed or otherwise transferred to a third party including but not limited to consultants and collaborators of [COMPANY] ; or ( d ) such Database Information is specifically disclosed in a [COMPANY] patent or patent application provided, however that if [COMPANY] and/ or an Affiliate of [COMPANY] has independently discovered, developed and/ or acquired from an unaffiliated third party ( in each case without use of [COMPANY] Technology and as documented by [COMPANY] ', and/ or [COMPANY] ' Affiliates, tangible records generated at the time of such discovery, development or acquisition ) Known Gene sequence information and/or other information with respect to a specific Gene Product contained in the LifeSeq ® Database Products which is Known to [COMPANY], then [COMPANY] ' and [COMPANY] Affiliates ' use or disclosure of such independently discovered, developed or acquired information shall not constitute