definiens: means, collectively, with respect to any person or entity, all of the following worldwide intangiblelegal rights of such person or entity, including those existing or acquired byownership, license or other legal operation, whether or not filed, perfected, registered or recorded and whether now or hereafter existing, filed, issued oracquired : ( i ) patents, patent applications, and patent rights, including any andall continuations, continuations - in - part, divisions, reissues, reexaminations orextensions thereof ; ( ii ) inventions ( whether patentable or not in any country),invention disclosures, industrial designs, improvements, trade secrets, proprietary information, know - how, INDs, technology and technical or clinicaldata ; ( iii ) rights associated with works of authorship ( including audiovisualworks ), including, without limitation, copyrights, copyright applications andcopyright registrations, moral rights, database rights, mask work rights, maskwork applications and mask work registrations ; ( iv ) rights in trade secrets, including, without limitation, rights in industrial property, customer, vendorand prospect lists and all associated information or databases and otherconfidential or proprietary information, and all rights relating to theprotection of the same, including, without limitation, rights undernondisclosure agreements ; ( v ) any other proprietary rights in technology, including software, all source and object code, algorithms, architecture, structure, display screens, layouts, inventions, development tools and alldocumentation and media constituting, describing or relating to the above, including, without limitation, manuals, memoranda, records, businessinformation, or trade marks, trade dress or names, anywhere in the world ; ( vi)any rights analogous thereto in the preceding clauses and any other proprietaryrights relating to intangible property, including, without limitation, brandnames, trademarks, service marks, domain names, trademark and service markregistrations and applications therefor, trade names, rights in trade dress andpackaging and all goodwill associated with the same ; ( vii ) all rights to sue ormake any claims for any past, present or future infringement, misappropriationor unauthorized use of any of the foregoing rights and the right to all income, royalties, damages and other payments that are now or may hereafter become dueor payable with respect to any of the foregoing rights, including, withoutlimitation, damages for past, present or future infringement, misappropriationor unauthorized use thereof ; and ( viii ) rights under license agreements for theforegoing