definiens: shall mean any and all Patents Controlled by the Licensor or itsAffiliates, including the Patents licensed to the Licensor under the Background Agreements, as of theEffective Date or at any time during the term of this Agreement that:(a)are listed in EXHIBIT 1 ; or(b)but for the license granted under this Agreement, would be infringed by theDevelopment, Manufacture, registration or Commercialization of the Product in the Field in the LicenseeTerritory, in each case ( a ) and ( b ), including all additions, divisions, continuations, continuations - in - part, substitutions, re - issues, re - examinations, registrations, patent term extensions, supplemental protectioncertificates, inventors ’ certificates, substitutions, extensions and renewals of any the Patents listed onEXHIBIT 1 and of the Patents that satisfy the requirements of subsection ( b ) above