discoveries, results, -7- Source: UPJOHN INC, 10-12G, 1/21/2020 creations, improvements, know-how, techniques and data (including biological, chemical, pharmacological, toxicological, pharmaceutical, physical and analytical, safety, quality control, manufacturing and preclinical and clinical data), technology, algorithms, procedures, plans, processes, practices, methods, trade secrets, instructions, formulae, formulations, compositions, specifications, and marketing, pricing, distribution, cost and sales information, tools, materials, apparatus, creations, improvements, works of authorship in any media, confidential, proprietary or nonpublic information, and other similar materials, and all recordings, graphs, drawings, reports, analyses and other writings, and other tangible embodiments of the foregoing in any form whether or not listed herein, in each case, other than Software; (e) Software; and (f) applications, registrations and common law rights for the foregoing. 1.70 "JAC Chair" shall have the meaning set forth in Section 9.2(b). 1.71 "JAC Meeting" shall have the meaning set forth in Section 9.3(a). 1.72 "JAC Member" shall have the meaning set forth in Section 9.2(a). 1.73 "Joint Advisory Committee" or "JAC" shall have the meaning set forth in Section 9.1. 1.74 "Late Payment Date" shall have the meaning set forth in Section 3.5. 1.75 "Latent Defects" shall have the meaning set forth in Section 4.8(a). 1.76 "Laws" means any U.S. and non-U.S. federal, national, international, multinational, supranational, state, provincial, local or similar law (including common law and privacy and data protection laws), statute, ordinance, regulation, rule, code, order, treaty (including any tax treaty on income or capital), binding judicial or administrative interpretation or other requirement or rule of law or legal process, in each case, enacted, promulgated, issued, entered or otherwise put into effect by a Governmental Authority or any rule or requirement of any securities exchange. 1.77 "Losses" means any and all damages, losses, deficiencies, Liabilities, Taxes, obligations, penalties, judgments, settlements, claims, payments, fines, charges, interest, costs and expenses, whether