definiens: or shall mean any relevant activities directed to marketing, promoting, importing, distributing, offering for sale, having sold and/or selling a pharmaceutical product ; 1.12 means any non - public information that is : ( i ) disclosed to the other Party ( whetherdirectly or indirectly ) pursuant to or in the course of this Agreement howsoever disclosed that contains orrelates to its Background Technology or its plans to Commercialise the Drug Product ; or ( ii ) is generatedpursuant to this Agreement by a Party including, without limitation, the respective Collaboration Technology ofeach Party ; 1.13 or shall mean any Third Party service provider contracted by either Partyto perform certain aspects of the Collaboration Programme ; 1.14 or shall mean with respect to relevant Background Technology and CollaborationTechnology possession of the right, whether directly or indirectly, and whether by ownership, licence orotherwise, to assign or grant a licence, sublicense or other rights under this Agreement without violating theterms of any agreement or other arrangement with any Third Party ; 1.15 shall have the meaning set out in Clause 7.11 ; 1.16 shall mean a development plan outlining the non - clinical and clinical development plansand CMC plans for the Drug Product to meet the criteria of the TPP, which Development Plan is attached asSchedule 1 hereto, as amended from time to time in accordance with the terms of this Agreement ; 1.17 shall mean any Background Technology of DNDi that is necessary oruseful for the performance of the Collaboration Programme ; 1.18 shall mean : ( i ) [ * ] ; and ; ( ii ) [ * ] ; and ( iii ) all other Collaboration Technologythat is developed or conceived by DNDi ( or its employees, Sublicensees or agents, including CSPs ) in theperformance of the Collaboration Programme ; 1.19 shall have the meaning set out in Clause 11.1 ; 1.20 means all those countries and regions listed as being in DNDi ’s Territory as described inSchedule 2 ; 1.21 shall have the meaning set out in the recitals ; 1.22 shall mean any competent authority in any country of the Territory withauthority over the Drug Product and/or a Clinical Trial including, without limitation, the FDA and the EMA ; 1.23 shall mean the date set forth at the head of this Agreement ; 1.24 shall mean the European Medicines Agency ; 1.25 shall have the meaning set out in Clause 7.19 ; 1.26 shall mean any Background Technology of Entasis relating to the APIthat is necessary or useful for the performance of the Collaboration Programme ; provided, however, that ifany Third Party becomes an Affiliate of Entasis after the Effective Date, Entasis Background Technologyshall exclude any IP controlled by such Third Party before such Third Party became Entasis ’s Affiliate ; 3 | Page [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filedseparately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, asamended