definiens: means a person who is not a Party or an Affiliate o f a Party ; means ( a ) tiotropium alone ; and/or ( b ) tiotropium i n combination with one or more other active pharmaceutical ingredients except the Excluded APIs ; means any Intellectual Property : a ) covering a Device and any formulation of drugs for a Device and owned or controlled by [COMPANY] or its Affiliates as of th e Effective Date ( which for the avoidance of doubt shall exclude the Formul ations and [COMPANY] Technology ) ; b ) any improvements or developments thereto de veloped independently of this Agreement ; c ) any improvements or developments thereto cr eated or developed by or on behalf of [COMPANY] during the course of this Agre ement ; and d ) created or developed by or on behalf of eit her [COMPANY] during th e course of this Agreement relating to a Device, including w ithout limitation any improvements thereto, and relating to the developme nt, Manufacture and connectivity ( for example, but without limitati on, mHealth ) thereof ; means any and all payments actually received by Vec tura in cleared funds from a Sub - Licensee relating to the sale and/or com mercialisation of the Product, but excluding any payments received for de velopment or manufacturing services