definiens: or means, on a Candidate Product - by - Candidate Product, Product - by - Product, Existing Lea d Molecule - by - Existing Lead Molecule, Created Lead Molecule - by - Created Lead Molecule, or Target - b y - Target basis as applicable, any and all Intellectual Property that is : ( 1 ) ( i ) owned or Con trolled by ZEALAND or any of its Affiliates as of t he Effective Date or at any time during the Term and / o r ( ii ) conceived, reduced to practice or otherwise discovered ( a ) solely by or on behalf of ZEALAND or its Affiliates or subcontractors, or ( b ) jointly b y, on the one hand, by or on behalf of ZEALAND or its Affiliates or subcontractors and, on the other hand, by or on behalf of [COMPANY] or its Affiliates or subcontractors in each case under clause ( ii ) in the course of conducting the Discovery / Development Acti vities, Manufacturing, or otherwise arising out of ZEALAND ’s performance of its obligations under this Agreement and ( 2 ) necessary or useful to Develop, have Developed, Manufacture, have Manufact ured, use, have used, offer for sale, have offered for sale, sell, have sold, export, have exported, i mport, have imported, Commercialize, have Commercialized or otherwise exploit Candidate Produ cts, Existing Lead Molecules, Created Lead Molecules, or Products