definiens: means all proprietary Information ( excluding any Patents ) and any proprietaryMaterial Controlled by [COMPANY], including proprietary Information and proprietary Material Controlled jointly withExelixis, as of the Effective Date or at any time during the term of this Agreement that is : ( a ) related to an ExcludedCompound or Collaboration Compound ( or a composition containing that Excluded Compound or CollaborationCompound, or the manufacturing or use of that Excluded Compound or Collaboration Compound ) ; [ * ] for [COMPANY] toexercise the rights licensed to it under this Agreement or to perform its obligations under this Agreement, but only tothe extent such Information is created, or such Material is synthesized or first produced, by or on behalf of Genentech(solely or jointly with [COMPANY] ) pursuant to performing [COMPANY] ’s obligations or exercising [COMPANY] ’s rights underthe Agreement ( including performing [COMPANY] Research )