definiens: shall mean any small molecule that : ( a ) ( i ) with respect to any and all Collaboration Targets ( including any Non - Qualifying Target ), is identified, discovered, researched or developed by [COMPANY] during the Full Re search Program Term and that, but for the use of confidential and proprietary NGM Know - How or other confidential and proprietary information provided by NGM hereunder relating to such Collabor ation Target would not have been so identified, discovered, researched or developed, or ( ii ) with r espect to an Optioned Target, is identified, discovered, researched or developed by [COMPANY] during the Term and that, but for the use of confidential and proprietary NGM Know - How or other confidential and proprietary information provided by NGM hereunder relating to such Optioned Target, would n ot have been so identified, discovered, researched or developed ; and ( b ) Modulates such Collaboration Target ( whether a Non - Qualifying Target or an Optioned Target ) in a manner that satisfies the app licable Physiologically Relevant Threshold . For clarity, e xclude any small molecule that Modulates a target that either : ( i ) is the same target as a Col laboration Target, but that is identified, discover ed, researched or developed by [COMPANY] or any Third Party partner of [COMPANY] independently from the Collaboration and that is not identified, discovere d, researched or developed but for the use of confidential and proprietary NGM Know - How or other confidential and proprietary information provided by NGM or relating to the applicable Colla boration Target ; or ( ii ) is an Excluded Target . For clarity, Small Molecule Collaboration Compounds do not include any NP201 Compounds . In addition, a small molecule that Modulates the same target as the Collaboration Target that is Modulated by a Collaboration Compound for which the POC Data Packa ge is delivered will not automatically be considered a Small Molecule Collaboration Compound unless it meets the criteria described in clauses ( a ) and ( b ) above