definiens: means products that are made, made for, used, imported, offered for saleor sold by Company or its Affiliates or sublicensees and that would ( i ) in the absence of the License, infringe ( or, in the case ofpending patent applications, upon issuance, would infringe ) at least one unexpired claim of the Patent Rights or ( ii ) use a process ormachine covered by a claim of Patent Rights, whether the claim is issued or pending . The term means all of Penn’s, CU ’s and UFLA ’s patent rights represented by orissuing from : ( a ) the United States patents and patent applications listed in Exhibit A ; ( b ) any continuation, divisional and re - issueapplications of ( a ) ; and ( c ) any foreign counterparts and extensions of ( a ) or ( b ) . The term means a legal entity that iscontrolling, controlled by or under common control with Company and that has executed either this Agreement or a written joinderagreement agreeing to be bound by all of the terms and conditions of this Agreement . For purposes of this Section 1.2, the word means ( x ) the direct or indirect ownership of more than fifty percent ( 50 % ) of the outstanding voting securities of a legalentity, ( y ) the right to receive fifty percent ( 50 % ) or more of the profits or earnings of a legal entity, or ( z ) the right to determine thepolicy decisions of a legal entity . The term means research, development, manufacture and commercialization for thediagnosis, treatment, amelioration and prevention of human and animal diseases . The term means that, other than thelicense granted to Company hereunder, during the term of this Agreement, no more than one license granted by the Institutions to nomore than one third party licensee ( other than rights granted to non - commercial entities for educational and research purposespursuant to Section 1.3 ) under the Patent Rights will be in effect at any given time