definiens: means all of the intellectual property rights owned or licensed to Selle r or in which Seller has any right or interest, and, in either case, us ed primarily in connection with the Business, excluding any Excluded Assets but including, without limitation, all of Seller 's ( a ) common law, state, provincial, federal, international and statutory rights in any trademarks, trademark 12 registrations and applications, service ma rks, trade names, copyrights, copyright registrations, copyright subject matter, patents, patent applications, utility models, industrial d esign registrations and applications, integrated circuit topograph y applications and registrations, design rights, inventions, Trade Secrets, technical and confidential information ( including, witho ut limitation, designs, plans, specifications, formulas, processes, methods, shop rights, know - how, show - how, and other business or technical confidential information in each case whether or not su ch rights are patentable, copyrightable, or registerable ) primarily related to the Business ; ( b ) computer software and hardware programs an d systems, source code, object code, know - how, show - how, processes, formula, specifications and designs, data bases, and documentation rel ating to the foregoing or used primarily in the Business ; and ( c ) ot her proprietary information owned, controlled, created, under developm ent or used by or on behalf of Seller primarily in connection with the conduct of the Business in which Seller has any interest whatsoever, whether or not registered, including rights or obligations under any license agreement or other agreement with any other person