definiens: . 1.27 shall mean a conjugate which, ( i ) is Direc.ted to Telomerase ; ( Ii ) comprises a heterologous protein conjugated with a Telomerase Antigen, which conjugate is not specifically covered by a Valid Patent Claim at the time such conjugate is Invented ; and ( iii ) provides benefit as a vaccine component due to its capacity to induce an immun~ response cross - reactive against Telomerase which response is · to that induced by the corresponding wild - type as assessed ; ( y ) _ ; or ( z ) any nucl~~Qacid sequence which encodes the 1.28 shall mean all information and Materials, other than [COMPANY] Patent Rights, including but not limited to discoveries, improvements, processes, methods, protocols, formulas, data, inventions mow - how and trade secrets, patentable or otherwise, which during the · term of 3 SV\468556.1 . " . ' ; 1.29 this Agreement ( i ) are Controlled by [COMPANY] or its Affiliates, ( ii ) are not generally known and ( iii ) relate to Telomerase Antigen or are otherwise mutually agreed by the Parties to be necessary or useful to Merck in the Field, including without limitation, in connection with the Research Program and the research, development, manufacture, marketing, use or sale of a Non - DC Product in the Territory ; excluding, however, any Program Patent Rights and Program Know­How