definiens: will mean all rights, privileges and priorities provided under U.S., state and foreign law relating to intellectual property, including all ( x ) ( 1 ) proprietary inventions, discoveries, processes, formulae, designs, methods, techniques, procedures, concepts, developments, technology, new and useful improvements thereof and proprietary know - how relating thereto, whether or not patented or eligible for patent protection ; ( 2 ) copyrights and copyrightable works, including computer applications, programs, software, databases and related items ; ( 3 ) trademarks, service marks, trade names, and trade dress, the goodwill of any business symbolized thereby, and all common - law rights relating thereto ; ( 4 ) trade secrets and other confidential information ; ( y ) all registrations, applications, and recordings for, and amendments, modifications and improvements to any of the foregoing and ( z ) licenses or other similar agreements granting to the Company or any of the Company Subsidiaries the rights to use any of the foregoing