definiens: means any know - how, materials, trade secrets and intellectual property ( including patent rights)Controlled by Ambit as of the Effective Date and thereafter during the term of this Agreement ( including Ambit ConfidentialInformation ) and useful for the performance of the Services by Ambit in accordance with this Agreement, provided however, that with respect to such know - how, materials, trade secrets and intellectual property ( including patent rights ) in - licensed byAmbit from a Third Party after the Effective Date ( the ), Ambit shall only be deemed to Control ( andAmbit Technology shall only include ) such In - Licensed Technology to the extent that Ambit can sublicense or extend rightsto such In - Licensed Technology to [COMPANY] without incurring any payment obligation to said Third Party, unless and only to theextent that [COMPANY] agrees in writing to fully reimburse Ambit for any such payment obligation to such Third Party incurred byAmbit based on such sublicense or extension of rights to [COMPANY] . For clarification, the Ambit Technology includes the AmbitKinase Assay . For clarification, the Ambit Technology shall exclude the Results