definiens: shall mean, with respect to any Know - How, Patent Right or other intellectual property right, possession by a Party, directly or through an Affiliate controlled by such Party, of the ability to grant the right to access or use, or to grant a license or a sublicense to, such Know - How, Patent Right or intellectual property right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party under which such rights to access or use are obtained . Any Patent Right, Know - How or other intellectual property right that is licensed or acquired by a Party following the Effective Date and that would otherwise be considered to be under the Control of a Party shall not be deemed to be under the Control of such Party if the application of such definition in the context of any licenses or sublicenses granted to the other Party under this Agreement would require the granting Party to make any additional payments or royalties to a Third Party in connection with such license or sublicense grants, unless the other Party agrees to pay the additional payments or royalties to the Third Party