definiens: means, with respect to XOMA or Alex ion, all United States and foreign patents owned in whole or in part or licensed to XOMA or [COMPANY], re spectively, as to which a sublicense can be granted, at any time during the Term of this Agreement, which would be infringed by the use, development, manufacture, sale, import or export of a Product or which would be inf ringed by activities to be performed by the Parties in connection with the Development of a Product, inclu ding all United States and foreign patents and pate nt applications ( including all reissues, extensions, s ubstitutions, confirmations, registrations, revalid ations, additions, continuations, continuations - in - part, an d divisions thereof ) . Patent Rights shall not inclu de the bacterial cell expression patent rights owned or Co ntrolled by XOMA Ireland Limited licensed to Alexio n pursuant to the Non - Exclusive XOMA Ireland License, including the Patent Rights ( as defined in the Non -Exclusive XOMA Ireland License )