definiens: means any Patent Rights Controlled by anAcquiring Affiliate, which Patent Rights ( a ) were Controlled by such Acquiring Affiliateimmediately prior to the effective date of such Change of Control ; or ( b ) first becameControlled by such Acquiring Affiliate on or after the effective date of such Change ofControl ( but are not Controlled by Editas or any of its Affiliates ( excluding, forpurposes of this provision, any Acquiring Affiliate ) ) and solely claim Excluded Know - How ; provided, however, that, in all cases, Excluded Patents shall not include anyPatent Rights that are ( i ) any substitutions, divisionals, continuations, continuations - in - part, reissues, renewals, registrations, confirmations, re - examinations, extensions, supplementary protection certificates and the like of any Editas Background Patents, Editas Collaboration Patents or Joint Collaboration Patents that were Controlled byEditas ( or any of its Affiliates ) prior to such Change of Control, as well as any otherPatent Rights that claim priority to any of any such Editas Background Patents, EditasCollaboration Patents or Joint Collaboration Patents, or ( ii ) practiced by or on behalfof Editas or any of its Affiliates ( including any Acquiring Affiliate ) in the performance ofthe Research Program or any other obligations under this Agreement