definiens: means any and all Know -How that is not Platform Know -How and that is developed or invented after the Effective Date ( a ) solely by or on behalf of Denali or its Affiliates or agents in performing activities under each Fcab Discovery Plan ( including Know -How relating to any Denali Fcab or Joint Fcab but excluding any Licensor Program Know -How or Licensor Program Patents ) or ( b ) by or on behalf of Denali or its Affiliates or Licensor ( inc luding any of Licensor ’s Approved Subcontractors, and under the Gamma Support Services Agreement or otherwise ) or its Affiliates or jointly by Denali or its Affiliates and Licensor or its Affiliates in performing activities under each mAb2 Development Plan ( including any mAb2 as a composition of matter ) . Denali Program Know -How specifically excludes Denali Background Know -How, Licensor Program Know -How and Joint Program Know -How