definiens: means any Target as to which, as of the date of the applicable Holding OptionRequest, ( a ) [COMPANY] or any Affiliate of [COMPANY] is [ * * * ], ( b ) [COMPANY] has [ * * * ], or is [ * * * ], an [ * * * ] or [ * * * ] toa [ * * * ] under any [ * * * ] or [ * * * ] by [ * * * ] that are necessary or useful for the development, manufacture, use or sale ofany compound or product that is [ * * * ] to [ * * * ], and the [ * * * ] of such [ * * * ] or [ * * * ] from [ * * * ] the [ * * * ] to [ * * * ] and [ * * * ] ascontemplated by an [ * * * ], were it to be [ * * * ] ( a [ * * * ] ), ( c ) [COMPANY] has [ * * * ] with a [ * * * ] that is in effect as of [ * * * ], that [ * * * ] [COMPANY] from [ * * * ] on the terms and conditions of this Agreement, or ( d ) [ * * * ] has retained any [ * * * ] underthe terms of the [ * * * ]