definiens: means ( i ) the Patents listed on Exhibit A, and ( ii ) any Know - How,(other than [COMPANY] Process Technology or Know - How directed to manufacturing of any product, ) made or generated solelyby employees, or Third Party agents or independent contractors of [COMPANY] or its Affiliates during the course of, infurtherance of, and as a direct result of such employees, agents or independent contractors performing an activity pursuant to theCollaboration and License Agreement, and ( iii ) any Patents and Know - How made or generated solely by employees, or ThirdParty agents or independent contractors of [COMPANY] or its Affiliates ( to the extent [COMPANY] has the ability to grant suchrights ) during the course of, in furtherance of, and as a direct result of such employees, agents or independent contractorsperforming Services or consulting services pursuant to Section 5.6 of this Agreement