definiens: means : all inventions, discoveries, know - how, methodologies, technology, tangible materials ( includingnucleic acids, peptides, vectors, proteins, and the like ) that : ( a ) pertain to at least one IL-21 Embodiment ; ( b ) were invented, discovered, developed or otherwise generated by or for ZGI ; and ( c ) are owned and controlled by ZGI as of January I, 2003 . For the avoidance of doubt, lJpdated IL-21 Related Know - How shall not include : ( i ) know - how which at the time of disclosure is in the public domain ; ( ii ) know - how which, prior to the disclosure from ZGI to NN, was in NN 's possession ; and ( iii ) know - how developed independently by NN without any use of any confidential ZGI know - how or confidential ZGI patent rights whatsoever