definiens: means ( 1 ) licenses granted by Isis or [COMPANY] ( as the case may be ) before or after theSecond Restatement Date to any Third Party under the [COMPANY] Exclusive Target Patents ( where [COMPANY] is thegranting Party ) or the Isis Exclusive Target Patents ( where Isis is the granting Party ) to ( a ) use oligonucleotides(or supply oligonucleotides to end users ) solely to conduct pre - clinical research, or ( b ) enable such Third Partyto manufacture or formulate oligonucleotides, where ( i ) such Third Party is primarily engaged in providingcontract manufacturing or services and is not primarily engaged in drug discovery, development orcommercialization of therapeutics ; and ( ii ) the granting Party does not assist such Third Party to identify, discover or make an [COMPANY] Exclusive Target Product ( where Isis is the granting Party ) or an Isis ExclusiveTarget Product ( where [COMPANY] is the granting Party ) ; and ( 2 ) material transfer, collaboration, sponsoredresearch or similar agreements with academic collaborators or non - profit institutions solely to conductnoncommercial Research