Counterparty Existing IPR

Counterparty Existing IPR. The patents, copyrights, trade secrets, know-how and mask works based on inventions (whether patentable or not) developed on or prior to the Effective Date which are (a) owned or licensed by Counterparty* and which Counterparty* has the right to license or sublicense, (b) related to Counterparty* Component, and (c) reasonably necessary to develop, manufacture, use and sell the Combined Product.