definiens: means all Know - how ( excluding any Patent ) Control led by Zai or any of its Affiliates as of the Effective Date or a t any time during the Term that is : ( a ) related to a Licensed Compound, Product or Combination Regimen ( including MGA012 as a component of a Combination Regimen ) and ( b ) incorporated or used by Zai or its Affiliat es in connection with the Development, Manufacture or Commercialization of the Licensed Compounds or Prod ucts ( including as part of a Combination Regimen ) i n the Territory ; and ( c ) necessary or reasonably useful f or [COMPANY] to exercise the rights licensed to o r retained by it under this Agreement or perform its obligations under this Agreement . The term Zai Licensed Know - ho w shall also be deemed to include Zai ’s interest in any Kno w - how jointly owned pursuant to Section 13.1(c )