definiens: means : ( a ) [COMPANY] Selected Patents that are reasonably n ecessary or useful ( or, with respect to patent applications, would be reasonably necessary or useful if such Patent applications were to issue as patents ) for the Exploitation of any Licensed Compound or Li censed Product ; and ( b ) without limitation to clause ( a ), any other Pha seBio Patent that claims any invention or discovery that either : ( i ) was actually used, pract iced or incorporated by Licensee or any of its Affi liates or its or their Sublicensees in the course or as a result of the Development, Manufacture or Exploitation of any Licensed Compound or Licensed Product prior to termination o f this Agreement ; or ( ii ) both ( A ) was actually use d, practiced or incorporated by a Third Party contract or on behalf of Licensee or any of its Affiliates o r its or their Sublicensees in the course or as a result of the De velopment, Manufacture or other Exploitation of any Licensed Compound or Licensed Product prior to termination o f this Agreement and ( B ) is Controlled by Licensee or any of its Affiliates or its or their Sublicensees