definiens: or collectively as the . WITNESSETH WHEREAS, BIAL Controls ( as defined below ) the BIAL Patents and BIAL Know - How ( each as defined below ), which relate to the compound BIA 9 - 1067 ( as defined below ) and its use in the treatment of hum an diseases and conditions, including Parkinson ’s dise ase ; and WHEREAS, NBIX wishes to acquire licenses under the BIAL Patents, BIAL Know - How and Trademarks ( as defined below ) for the purpose of using, develo ping, marketing, distributing, importing, commercia lizing, offering for sale and selling the Licensed Products ( as defined below ) under the Trademark within the Field and Territory ( each as defined below ) ; and WHEREAS, BIAL is willing to grant such licenses to NBIX under the terms and conditions of this Agreement ; and WHEREAS, BIAL is willing to manufacture and supply Licensed Products to NBIX for using, developing, marketing, distributing, importing, com mercializing, offering for sale and selling the Lic ensed Products under the Trademark within the Field and T erritory under the terms and conditions of this Agr eement and a Supply Agreement ( as defined below ) to be ent ered into between the Parties ; and NOW, THEREFORE, in reliance on the foregoing recita ls and in consideration of the mutual covenants and promises set forth herein, the Parties agree as follows : 1 / 118 ARTICLE 1 DEFINITIONS As used in this Agreement, the following terms have the following meanings : 1.1