definiens: shall mean Patent Rights that during the term of this Agreement are Controlled by Company or any of its Affiliates ( including withou t limitation Company ’s rights in Joint Patent Rights ), which : ( i ) claim or cover the Program Target, a Product Candidate and/or Licensed Product, or a method of use or process of manufacture thereof, including without limitation any improvements ; or ( ii ) claim or cover Company Information and Inventions and, in the case of this clause ( ii ), are necessary or useful to research, develop, manufacture, market, use or sell any Product Candidate or Licensed Product in the Territory in the Field ; excluding, howeve r, from Company Patent Rights any such Patent Rights that ( A ) are Company Platform Patent Rights or ( B ) claim or cover any information, materials or other Know -How related to any active ingredient that ( a ) is included in a Licensed Product that is a Combin ation Product and ( b ) is not a Product Candidate