definiens: means : ( a ) the Patents listed on Exhibit C ; ( b ) all other Patents Controlled by [COMPANY] as of the Effective Da te or during the Term that ( i ) claim the composition of matter, or any method of manufacture or use, of any Proprietary Drug in the Field in the Territory or ( ii ) in the absence of a license or similar right, would be infringed ( assuming issuance thereof i n the case of any patent application ) by the manufacture, use, sale, offer for sale or import of any Proprietary Drug in the Field in the Territory ; and ( c ) [COMPANY] ’s joint ownership interest in Joint Patents . For clarity, the Licensed Patents exclude an y Patent Controlled by [COMPANY] as of the Effective Date or during the Term, the claims of which are limited to methods of using any Proprietary Drug or Muscarinic Modulator solely outside of the Field