definiens: means the parties to this Agreement and means any one of them ; means inventions, technology, know - how and Confidential Information belongingto Prana prior to 7 May 1999 or acquired or created by Prana independently of this Agreement and which is relevantor necessary to the performance of the Research and which is identified in the Schedule ; means any product, article, thing or service that utilises or incorporates any of the Technology or whichis produced using or by reference to any of the Technology . ; means the manager of the Research identified in the Schedule ; means all know - how, discoveries, inventions, improvements and innovations, whether or notpatentable, which is / are created by either or both of the Parties during the course of and as a result of carrying outthe Research ; means fees, costs and expenses ( including patent attorney and legal fees and expenses andassociated GST ) incurred in the obtaining of grants of patents or other forms of registered Intellectual PropertyRights protection and maintaining the same in any territory and includes all expenses incurred in making anyamendments required to complete specifications and dealing with any opposition to any application for suchregistrations ; means a body corporate which is a related body corporate within the meaning of theCorporations Law of Australia 5 means a person identified in the Schedule appointed to the Management Committee as arepresentative of a Party on the Management Committee ; means the research undertaken from 7 May 1999 or to be undertaken by the Parties under thisAgreement and which is identified in the Schedule or which is agreed from time to time by the Parties and identifiedin a further schedule(s ) to this Agreement ; means the plan for the conduct of the Research to be determined by the Management Committeein accordance with clause 8.1 ; means projects forming part of the Research as identified in the Research Plan