definiens: means, with respect to any intellectual property right, regulatory documentation, clinical data, trademarkor trade name, the possession of the ability or right, whether by ownership, license or otherwise, to grant a license orsublicense as provided for herein without violating the terms of any agreement or other arrangement with any ThirdParty existing on the Effective Date or, with respect to any intellectual property rights, regulatory documentation, clinical data, trademark or trade name acquired from a Third Party following the Effective Date, any agreements ineffect at the time such rights are acquired or licensed . For Know - How or Patents to which a Party obtains controlpursuant to a written agreement executed between such Party or any Affiliate thereof and a Third Party after theEffective Date, shall only be deemed to exist pursuant to the first sentence of this definition if the grant of alicense or sublicense thereunder, or exercise of rights by the other Party or an Affiliate thereof under such a license orsublicense, in accordance with this Agreement does not result in such Party or any Affiliate thereof owing payment toa Third Party, unless the other Party agrees to pay the resulting amounts due to the applicable Third Party as acondition of receiving such grant of rights