definiens: means ( a ) the trademarks identified in Appendix A attachex xx this Agreement ; ( b ) any other trademark or service mark that is own ed by SCOLR Pharma as of the Effective Date and tha t relates directly or indirectly to any Patent Right, any CDT Know - How or any Product ; ( c ) any other Pro prietary Right that is owned by SCOLR Pharma as of the Effec tive Date ( other than the Patent Rights and the CDT Know - How ) and that relates directly or indirectly t o any Patent Rights, any CDT Know - How, or any Produ ct, ( d ) any Proprietary Right that is developed or acqu ired by SCOLR Pharma on or after the Effective Date ( other than any such right that becomes part of the Patent Rights, CDT Know - How, or the CDT Improvements ) and that relates directly or indirectly to any Patent R ight, any CDT Know - How, any CDT Improvement or any Product ; and ( e ) all goodwill of SCOLR Pharma assoc iated with the foregoing