definiens: ( including any variations such as and ) means, with respect to any item ofKnow - how, Regulatory Documentation, material, Patent, or other Intellectual Property Right, the possessionof the right, whether directly or indirectly, and whether by ownership, license or otherwise ( other than byoperation of the license granted under this Agreement ), to grant a license, sublicense or other right ( includingthe right to reference Regulatory Documentation ) to or under such Know - how, Regulatory Documentation, material, Patent, or other Intellectual Property Right as provided for herein without violating the terms of anythen - existing agreement with any Third Party ; provided, that Intellectual Property Rights of an acquirer of aParty or its Affiliates in existence prior to the acquisition date, or developed after the acquisition date solelyby such acquirer without use of or reference to such Party ’s preexisting Know - how, RegulatoryDocumentation, material, Patent, or other Intellectual Property Right and without contribution from employeesof a Party or its Affiliates other than the acquirer, shall not be deemed to be by such Party orAffiliate