definiens: means, with respect to any Progressed Compound in any Program, the completion of a Phase I Clinical Trial of such Progressed Compound ( a ) by or on behalf of [COMPANY], either before [COMPANY] 's exercise of its Program Option for such Program or in the conduct of [COMPANY] Post - Exercise Activities permitted hereunder after [COMPANY] 's exercise of its Program Option for such Program, or ( b ) otherwise by or on behalf of [COMPANY], whereby [COMPANY] makes a reasonable, good faith determination ( in the case of clause ( a » or [COMPANY] makes a determination ( in the case of clause ( b ) ) that ( i ) another Clinical Study of such Progressed Compound will be conducted and ( ii ) such Clinical Study will be a Phase 2 Clinical Trial ; provided that, although not a prerequisite, the Initiation of a Phase 2 Clinical Trial of such Progressed Compound shall be conclusive evidence that Successful Completion of Phase I Clinical Trials has occurred