definiens: means ( a ) the patents and patent applications listed in Appendix 1, ( b ) all divisionals, continuations, continuations - in - part ( excluding claims in continuations - in - part that necessarily rely on new matter invented by [COMPANY] after the Effective Date)thereof or any other patent application claiming priority directly or indirectly to ( i ) any of the patents or patent applications in subsection ( a ), or(ii ) any patent or patent application from which the patents or patent applications in ( a ) claim direct or indirect priority, ( c ) all patents issuing onany of the foregoing in ( a ) and ( b ), ( d ) all foreign counterparts of any of the foregoing in ( a ) through ( c ), including any patent applications filedunder the Patent Cooperation Treaty ( ), and ( e ) all registrations, reissues, re - examinations, supplemental protectioncertificates, or extensions of any of the foregoing in ( a ) through ( d ) . [COMPANY] Patent Rights shall also include any claims in any patents or patentapplications existing as of the Effective Date that are Controlled by [COMPANY] and cover the composition of matter of any intermediate or startingmaterial reasonably necessary in or reasonably useful for the manufacture of any Licensed Compound as manufactured by [COMPANY] as of theEffective Date . [COMPANY] Patent Rights do not include any claims covering the composition of matter of any compound other than ( i ) a LicensedCompound or ( ii ) an intermediate or starting material reasonably necessary in or reasonably useful for the manufacture of any LicensedCompound as manufactured by [COMPANY] as of the Effective Date