definiens: means a claim of ( a ) an issued and unexpired patent within the [COMPANY] IP, or ( b ) apatent application within the [COMPANY] IP that has been pending approval for no more than [ * * * ], which claim ( in eachcase, as applicable ) has not been revoked or held unenforceable, unpatentable or invalid by a decision of a court orother governmental agency of competent jurisdiction, which is not appealable or has not been appealed within the timeallowed for appeal, and which has not been cancelled, withdrawn from consideration, determined to be unallowable, abandoned, disclaimed, denied or admitted to be invalid or unenforceable through reissue, re - examination ordisclaimer ; provided, however, that if the holding of such court or agency is later reversed by a court or agency withoverriding authority, the claim shall be reinstated as a Valid Claim with respect to Net Sales made after the date ofsuch reversal ; provided, further, however, on a country - by - country basis, a claim of a non - provisional patentapplication pending for more than [ * * * ], counted from the first to occur of ( i ) the date of national filing of such patentapplication or, if such patent application is a continuation, continuation - in - part or divisional patent application ( each, a ), the date of national filing of the parent patent application of a Continuation or ( ii ) if such patentapplication entered the national phase pursuant to a PCT application, the filing date of such PCT application, shall notbe considered to be a Valid Claim unless and until a patent with 9 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH . ACOMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THESECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIALTREATMENT PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934,AS AMENDED