definiens: means ( a ) the Patents listed in Exhibit 1.73, ( b ) anyPatents that issue from the Patent Applications liste d in Exhibit 1.73, ( c ) any Patents and / orPatent Applications that claim priority to a Patent o r Patent Application listed in Exhibit 1.73, and(d ) any Patent and/or Patent Application Controlled b y [COMPANY] as of the Effective Date or duringthe Term that claims a product, method, apparatus, ma terial, manufacturing process or othertechnology necessary or useful to Develop, make, use, sel l, offer to sell, import or export aLicensed Compound or Licensed Product, except in each case ( a ) through ( d ) excluding anyPatents and/or Patent Applications licensed to [COMPANY] or its Affiliates under the UCSD LicenseAgreement and jointly owned by [COMPANY] . For the av oidance of doubt, to the extent included inthe foregoing and Controlled by [COMPANY], shall [ * ] . [COMPANY] PatentRights do not include [COMPANY] Know - How