definiens: means any and all new discoveries, concepts, ideas, Proprietary Material, developments, specifications, methods, drawings, designs, flow charts, diagrams, models, formulae, procedures, processes, schematics, specifications, algorithms, apparatus, inventions, ideas, know - how, materials, techniques, methodologies, modifications, improvements, works of authorship and data ( whether or not protectable under patent, copyright, trade secrecy or similar laws and whether or not patentable or reduced to practice ), know - how, materials, methods, models, procedures, processes, schematics, specifications, techniques, tools, and any other forms oftechnology that are conceived, created, discovered, developed, generated, made or reduced to practice or tangiblemedium of expression in the course and as a result of the performance of the Research Program, whether solely byone or more employees or consultants of Company, solely by one or more employees or consultants of LLS, or jointlyby one or more employees or consultants of Company and one or more employees or consultants of LLS, in eachcase relating to the Research Program and/or the Product, together with all related Intellectual Property Rights