definiens: or means, with respect to any item of or right under anintellectual property right, the possession ( whether by ownership or license, other than pursuant to this Agreement ) of theability of a Party to grant access to, or a license or sublicense of, such items or right as provided for herein without violatingthe terms of any agreement or other arrangement with any Third Party existing at the time such Party would be requiredhereunder to grant the other Party such access or license or sublicense ; provided that any intellectual property right that islicensed or acquired by a Party after the Effective Date * * * and that would otherwise be considered to be under the Control ofsuch Party shall not be deemed to be under the Control of such Party if the application of such definition in the context of anylicenses or sublicenses granted to the other Party under this Agreement would require the granting Party to make anyadditional payments or royalties to a Third Party in connection with such license or sublicense grants, unless the other Partyagrees to pay the additional payments or royalties to the Third Party