definiens: shall mean a claim of an issued and unex pired patent included within the Patents, which has not been revoke d or held unenforceable or invalid by a decision of a court or other governmental agency of competent jurisdiction, unappealable or unappealed with the time allowed f or appeal, and which has not been disclaimed, denied or admitted to be invalid or unenforceable through reissue or disclaimer or otherwise . 1.21 shall mean the Licensed Claims and Scynexi s Know - how, collectively . 1.22 shall mean that certain Termination and Li cense Agreement between [COMPANY] and Merck dated May 24, 2013 w hereby [COMPANY] was granted a license to certain technology owned or controlled by Merck regardi ng the Compound . 1.23 shall mean Merck Sharp & Dohme Corp. [ * ] = Certain confidential information contained in this document, ma rked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, a s amended . Prepared by R.R. Donnelley Financial -- EX-10.10 https://www.sec.gov/Archives/edgar/data/1178253/000 1193125141047 ..