definiens: means all Patents that ( a ) either Licensor Contro ls during the Term, and ( b ) claim the Compound, and/or the composition, manufac ture, or use of the Compound or any Licensed Produc t in the Field in the Licensed Territory, or are otherwi se necessary or reasonably needed for [COMPANY] to re search, Develop, manufacture, have manufactured, use, sell, offer for sale, import, export, Commercialize or o therwise Exploit the Compound and/or any Licensed Products i n the Field in the Licensed Territory, but excludin g Mirati ’s interest in any Joint Patents, and excluding all Pa tents to the extent of claims in such Patents that cover another proprietary compound of Mirati or its Affiliates an d do not cover the Compound . For purposes of clarit y, the Licensed Patents shall include as of the Effective Date the Patents set forth on Exhibit 1.59 attached hereto