definiens: means any Know - How, Manufacturing Technology, Data, Books and Records, Product Registration Data, Commercial Information, Medical Information ( and any intellectual property rights in the foregoing ) in each case thatdoes not constitute Transferred IP but that is related to the commercialization and/or manufacture of the Product and / orthe Drug Substance in the Territory and in each case that is in existence and owned by [COMPANY] and/or its Affiliates orwhich [COMPANY] and/or its Affiliates have a right to license as of the Closing Date ( it being understood that for theavoidance of doubt, shall include any patent application filed by [COMPANY] and/or its Affiliates after theClosing Date and any patent issued to [COMPANY] and/or its Affiliates as a result of any such application to the extent thatany such patent applications or patents specifically claim ( a ) the Product and/or the Drug Substance, ( b ) a compositioncomprising the Product and/or the Drug Substance wherein darifenacin hydrobromide is the sole active agent referred to, generically or specifically, in the claims directed to said composition, ( c ) a method of making the Product and/or theDrug Substance, or ( d ) a method of treating or preventing a disease or disorder by administering the Product and/or theDrug Substance, wherein darifenacin hydrobromide is the sole active agent referred to, 5generically or specifically, in the claims directed to said method ; and wherein the dates of invention for the foregoingdarifenacin hydrobromide related claimed inventions are prior to the Closing Date