definiens: means all Know - How that is ( a ) Controlled by PDL or its Affiliates at any time duringthe Term and ( b ) reasonably necessary or useful for [COMPANY] Idec to ( i ) perform its obligations under this Agreement ; or(ii ) develop or commercialize a Collaboration Product or a Royalty Product in the Field ; provided that PDL Know - How shallnot include methods of manufacturing, production and test methods, procedures and batch records, manufacturing and testingsummary data, process and assay validation information, designing, developing or preparing Antibodies including methods ofhumanizing Antibodies, methods of reducing the immunogenicity of Antibodies, methods of modifying effector function, andmethods of increasing the affinity or half - lives of Antibodies unless necessary for [COMPANY] Idec to perform its Development orCommercialization obligations or to exercise its rights hereunder