definiens: , or means ( a ) with respect to any item of or right under Merck Patents, Coley Patent Rights, Coley Know - How or any Information disclosed or provided by Merck or Coley to the other Party under this Agreement, the possession of ( whether by ownership or license, other than pursuant to this Agreement ) such item or right, and the ability of a Party to grant access to, or a license or sublicense of, such item or right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or subHcense, and ( b ) with respect to CpG 7909 and/or Coley Technology, the possession by Coley of the right to supply such CpG 7909 and/or Coley Technology to Merck as provided herein and without violating the terms of any agreement or arrangement with any Third Party existing at the time such Party would be required hereunder to provide such CpG 7909 and/or Coley Technology . For avoidance of doubt, intellectual property rights that are Controlled by a Coley Affiliate shall be deemed to be Controlled by Coley