definiens: means any Patents and Know - How that are Controlle d by [COMPANY] or any of its Affiliates as of the date of termination of this Ag reement ( in whole or in part, - 13 - and including, for clarity, Patents filed or issued at any later date covering or claiming applicable inventions conceived on or prior to such date ) that are necess ary for Precision to continue the Development, Manu facture, use or Exploitation of Licensed Products in the for m existing as of the date of termination of this Ag reement ( and including any Regulatory Authority - required mo difications made thereto after such date ), excludin g any Patent or Know - How that covers or claims, or in the case of Know - How, relates specifically to, ( i ) any Active Component of any Licensed Product that is not a Gil ead ARC Nuclease or ( ii ) any use of a [COMPANY] ARC Nuclease in combination with any such other Active Component of such Licensed Product