definiens: means all patent rights represented by or issuing from : ( a ) the United States patents and patent applications listed in Exhibit A ; ( b ) any continuation, divisional, re - examinations and re - issue applications of ( a ) ; and ( c ) any foreign counterparts and extensions of ( a ) or ( b ) . The term means all fields . The term means an implantable biodegradable drug delivery system which is covered by one or more claims of the Patent Rights, The term means an active pharmaceutical ingredient for the prevention and/or treatment of human and veterinary conditions and diseases . The term means a legal entity that is controlling, controlled by or under common control with Company and that has executed either this Agreement or a Confidential written Joinder Agreement agreeing to be bound by all of the tenns and conditions of this Agreement . For purposes of this Section 1.2, the word " cQntrof ' means ( x ) the direct or indirect ownership of more than fifty percent ( 50 % ) of the outstanding voting securities of a legal entity, ( y ) the right to reeeive fifty percent ( 50 % ) or more of the profits or earnings of a legal entity . or ( z ) the right to determine the policy decisions of a legal entity . The term " Commercially Reasonable Effortsu means with respect to a party, the efforts and resources which would be used by that party relating to a certain activity or activities which are consistent with the general level of effort and resources in the phannaceutical industry for a company similar in size and scope