definiens: or means, with respect to any intellectual property ofa Party, that the Party or its Affiliates ( i ) owns, has an interest in, or other than pursuant to thisAgreement, has a license to such intellectual property ; and ( ii ) has the ability to grant access, alicense or a sublicense to such intellectual property to the other Party as provided in thisAgreement without violating an agreement with or other rights of any Third Party, provided that, in the event a Future Acquirer becomes [COMPANY] ’s Affiliate or succeeds the position of [COMPANY] asa Party, any intellectual property right controlled by such Future Acquirer shall be excluded fromintellectual property Controlled by [COMPANY] for purposes of this Agreement to the extent that, andonly to the extent that, such intellectual property right ( a ) is not actually used by [COMPANY] or itsAffiliates or Licensees to develop, manufacture or commercialize the [COMPANY] Compound orProducts after the Future Acquirer qualified as such ; ( b ) comes under the control of such FutureAcquirer without any reference or access, by such Future Acquirer, to ( A ) [COMPANY] Technology, Joint Technology, [COMPANY] Technology, Licensee Know - How, or Licensee Patent Rights ; ( B)Albireo ’s Confidential Information or [COMPANY] ’s Confidential Information or any otherinformation under this Agreement related to the [COMPANY] Compound or Products, or related toAjinomoto or its Affiliates or Sublicensees ; or ( C ) any information which such Future Acquirerobtains by being qualified as such ; and ( c ) is not any intellectual property which would havebeen granted to [COMPANY] but for any occurrence of Change of Control