definiens: means Licensee or a Sublicensee will be deemed to have made a ofthe Penn Patent Rights if Licensee or a Sublicensee : ( a ) institutes or voluntarily joins as a partyto, or causes its counsel to institute on Licensee ’s or such Sublicensee ’s behalf, anyinterference, opposition, re - examination, post - grant review or similar proceeding with respect toany Penn Patent Right with the U.S. Patent and Trademark Office or any foreign patent office;or ( b ) files or voluntarily joins as a party to any legal proceeding, or causes its counsel toinstitute or voluntarily join as a party to any legal proceeding on Licensee 's or suchSublicensee 's behalf, with a court or other Governmental Body ( including, without limitation, theU.S. Patent and Trademark Office or any foreign patent office ) having authority to determine thevalidity, enforceability or scope of the Penn Patent Rights, in which one or more claims in suchlegal proceeding challenges the validity or enforceability of any Penn Patent Right