definiens: means all Patent Rights and Know - How that are ( a ) Controlled by Miragen or its Affiliates ( subject to Section 15.2 ) as of the Effective Date or during the Term and ( b ) reasonably necessary or useful for the developm ent, manufacture, use, importation and/or sale of Licensed Oligos and/or Licensed Products in the Fie ld . Miragen Therapeutic IP shall include Miragen ’s rights to Joint IP that satisfies but, notwi thstanding the foregoing, shall exclude ( i ) all Pat ent Rights and Know - How that satisfy and and arose from Unsponsored Work performed by Miragen unless and until [COMPANY] reimburses Miragen for suc h work in accordance with Section 5.4(c ) and ( ii ) a ll Patent Rights and Know - How licensed to Miragen or i ts Affiliate pursuant to a license agreement entere d into after the Effective Date that is not an Additi onal Third Party Therapeutic License . ” 6