definiens: or, collectively, as the RECITALSWHEREAS, AVEO and KHK ( as defined herein ) have previously entered into the KHK Agreement ( as definedherein ) under which they have collaborated in the development, manufacture and commercialization of productsincorporating the proprietary compound known as tivozanib for the treatment of cancer, with AVEO holding the rightsto develop and commercialize such products outside of Asia;WHEREAS, [COMPANY] is engaged in the discovery, development and commercialization of pharmaceuticalproducts for the treatment of wet age - related macular degeneration ( ) and other diseases of the eye;WHEREAS, tivozanib is a vascular endothelial growth factor ( ) receptor inhibitor, and VEGF receptorinhibitors are believed to have therapeutic utility in patients with AMD;WHEREAS, [COMPANY] is interested in exploring whether a product incorporating tivozanib, alone or incombination with other therapeutic agents, may have therapeutic utility in patients with AMD, and AVEO is willing topermit [COMPANY] to conduct such exploration subject to the terms and conditions of this Agreement ; andWHEREAS, [COMPANY] is interested in obtaining an exclusive option to obtain from AVEO the exclusive rightand license to develop and commercialize products incorporating tivozanib in the Field ( as defined herein ) outside ofAsia, and AVEO is willing to grant such option, rights and licenses to [COMPANY], while retaining all rights outside ofthe Field, all as more particularly set forth below