definiens: shall mean all Infor mation and Inventions with respect to which [COMPANY] and/or [COMPANY], during the p eriod of time commencing on December 27, 1999, and ending on the last day of th e Term, possesses rights, whether directly or indirectly, whether by ownershi p, license, contract or otherwise, to assign or grant a license, sublicense or other right, and which Information and Inventions are necessary for ( a ) th e use of any mouse containing both a human immunoglobulin transgene and a human i mmunoglobulin transchromosome, but not any mouse containing a hum an immunoglobulin transgene but not a human immunoglobulin transchromosome or a ny mouse containing a human immunoglobulin transchromosome but not a human immu noglobulin transgene, ( b ) the Exploitation of any Antibody derived from a mouse d escribed in clause ( a ), or any Antibody Product containing such Antibody, and/ or ( c ) the performance of activities covered by the KM Patent Rights and are not generally known, but in each case only to the extent conceived, reduced to practice or otherwise developed by one or more employees or agents of Med arex, [COMPANY] Affiliates, [COMPANY] and/or [COMPANY] Affiliates, including, without l imitation : ( i ) biological, chemical pharmacological, toxicological, pharmaceut ical, physical and analytical, clinical, safety and quality control da ta and information necessary to reproduce, raise or use the KM - Mice or Antibodie s, cells or nucleic acids originally obtained, isolated, identified or derive d from one or more KM - Mice ; and ( ii ) assays and methodologies necessary for the use of KM - Mice ; provided, however, that excludes any Excluded K now - How and any Information and Inventions to the extent claimed by the KM Pate nt Rights