definiens: means ( i ) the Licensed Technology and ( ii ) other Know - How that is, in each case of ( i ) and ( ii),(a ) Controlled by WuXi or any Affiliate of WuXi as of the Effective Date or at any time during the Term and ( b ) sharedby WuXi with Arcus as required by this Agreement or as specifically requested by Arcus in direct connection with anAntibody, as can be demonstrated by reasonable evidence . Notwithstanding the foregoing, Licensed Know - How shallnot include any materials or information that ( 1 ) exist in the public domain through no act or omission of Arcus, or itsAffiliates, sublicensees, or subcontractors, or ( 2 ) are in the possession of Arcus or otherwise known by Arcus beforedisclosure thereof to Arcus by or on behalf of WuXi, as can be demonstrated by reasonable written evidence