definiens: shall mean ( a ) any Intellectual Property that is invented by or on behalf of either Party ( solely or jointly with t he other ) under this Agreement during the Term that constitutes or comprises an improvement, enhancement or other m odification to any Intellia Materials [ * * * ] includi ng any such Intellectual Property that comprises a composi tion of, or any method of using or making, Intellia Materials [ * * * ], ( b ) any Patent Rights to the extent within t he Intellectual Property in the foregoing clause ( a ), in each case of ( a ) and ( b ) other than Co - Funding Product Invent ions, [COMPANY] Materials Improvements, [ * * * ], Inte llia CRISPR - Cas IP or [ * * * ] and ( c ) any Intellectual Pro perty or Patents Rights that are covered by the def inition of Intellia Materials Improvement in the Collaboration Agreement