definiens: shall mean any product developed or owned by the Company requiring pro - market regulatory approval, provided that any product deve loped or owned by the Company that references, prac tices or incorporates, or ( if such intellectual property was not owned or controlled by the Company ), would in fringe, only Post - IPO IP shall not be deemed a hereunder . Further, notwithstanding anything to the contrary herein, for the avoidance of doubt . Compan y Products shall not include any products that are discovered, developed, manufactured and/or commerci alized by or on behalf of, or are covered by intell ectual property ( whether or not patentable ) of, any person or entity that is an acquiror or merger partner of Company, becomes an Affiliate of the Company by reason of an y transaction in connection with the sale of all or substantially all of the stock and/or assets of the Company ( such transaction, an ), or an assignee of this Agreement in connection with any of the afo rementioned transactions, provided that(he discover y, development, manufacture and/or commercialization o f such product arc performed without use of Pre - Acquisition IP