definiens: means ( a ) Patent Applications that disclose any Ocu lar Invention(i.e ., wherein one or more [COMPANY] Inventions are the subje ct of the Patent Application ) and any Patents issui ng therefrom and reissues thereof, ( b ) any Patents or Patent Applications that claim priority, whether di rectly or through other Patents or Patent Applications, to an y of the foregoing Patents and Patent Applications, and ( c ) the non - U.S. counterparts of any of the foregoing Paten ts and Patent Applications . Notwithstanding the for egoing, any Patent or Patent Application that includes one or more claims that cover ( i.e., read on ) any Incep t Invention are not included in this definition and such Patent or Patent Application shall be instead included in the definition of f or the purposes of this Agreement, regardless of wh ether such Patent or Patent Application claims priority to an [COMPANY] Patent, and [COMPANY] shall promptly assign suc h Patent or Patent Application to [COMPANY] unless the Parties agr ee in writing to alternative ownership terms