definiens: shall mean ( a ) any improvement, discovery or Know -How, patentable or otherwise, first conceived or re duced to practice or, with respect to inventions an d discoveries other than patentable inventions, other wise identified, discovered, made or developed, solely by individuals who are employees, agents or consultants of [COMPANY] or its Affiliates and Controlled by [COMPANY] at any time during the Term, in each case in the conduct of the Collaboration or otherwise under this Agreement, ( b ) any Patent Righ ts that claim such improvements, discoveries or Know - How, and ( c ) any [COMPANY] [ * * * ] Delivery Techno logy Improvement IP . [COMPANY] Collaboration IP excludes [COMPANY] ’s interest in Joint Collaborati on IP . Patent Rights constituting [COMPANY] Collaboration IP are either [COMPANY] Core Technology Patent Rights or [COMPANY] Product - Specific Patent Rights, as the case may be