definiens: means all Softgel Technology, [COMPANY] Confidential Information, intellectual property, and developments ( including, all patents, patent applications, know -how, inventions, designs, concepts, improvements, technical information, manuals, instructions or specifications ), owned, licensed or used by [COMPANY] in developing, formulating, manufacturing, filling, processing or packaging of pharmaceuticals and the packaging equipment, processes or methods of packaging, or any improvements to any of the foregoing, including any container, pouch, vial, ampoule, blister pack or other form of container developed by [COMPANY] or any other intellectual property owned or controlled by [COMPANY] that is directly or indirectly necessary for [COMPANY] to manufacture or Client to use, market, distribute, sell and offer for sale the Product during the Term . During the Term, for as long as [COMPANY] is Client ’s exclusive manufacturer of the Product, [COMPANY] will grant a non -exclusive, non -assignable, non -transferable, r oyalty -free license to Client to use [COMPANY] Technology and Process Inventions relating to developing, formulating, manufacturing, filling, processing, packaging, analyzing or testing pharmaceutical products generally arising from the performance of the s ervices that are necessary for 12 PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT ; [ * * * ] DENOTES OMI SSIONS