definiens: as defined in 1.21 below ) ; WHEREAS, with this Agreement LICENSEE and UNIVERSITY mutua lly desire to replace the Previous Agreement and to contemporaneously enter into a Com mon Interest Agreement, attached as Exhibit A to ( i ) optimize the patent protection strategy for both In vention and Related Invention, and ( ii ) better defi ne the rights, obligations, including royalty obligation, and inte nts of both parties ; WHEREAS, UNIVERSITY and LICENSEE mutually desire that Inve ntion and Related Invention be developed and utilized to the fullest possible extent so that their benefits can be enjoyed by the general publ ic ; 3 WHEREAS, LICENSEE understands that UNIVERSITY may publish or otherwise disseminate information concerning the Invention and Technology ( as defined below ) at any time and that LICENSEE is paying consideration thereunder for its early access to th e Invention and Technology, not continued secrecy t herein