definiens: shall mean all patents and patent applications, including any continuations, continuations - in - part, divisionals, reissues, reexamination certificates, and/or SPCs, owned or controlled by VITAE or its AFFILIATES as of the EFFECTIVE DATE, or to which VITAE or its AFFILIATES otherwise has, as of the EFFECTIVE DATE, the right to grant rights or licenses, that COVER ( i ) the manufacture, use, import, export, development of, marketing, distribution, offer for sale, sale or other disposition of a LICENSED PRODUCT, or ( ii ) any processes or intermediates necessary for the manufacture, use, import, export, research, development, marketing, distribution, offer for sale, sale or other disposition of a LICENSED PRODUCT . For clarity, the LICENSED PATENTS include, without limitation, the ALLERGAN PATENTS, the LIGAND PATENTS and the VITAE RETINOID PATENTS