definiens: shall mean any non - AFFILIATE sub licensee of the rights granted COMPANY under Section 2.1 . For clarity, a sublicensee shall include, without limitation ( i ) any right granted, license given or agreement entered into by COMPANY to or with ano ther person or entity, under or with respect to or permitting any use of the PATENT RIGHTS or otherwis e granting rights to such person or entity under th e rights granted COMPANY under Section 2.1, ( ii ) any option or other right granted by COMPANY to any oth er person or entity to negotiate for or receive any of the rights described under clause ( i ), or ( iii ) an y standstill or similar obligation undertaken by COMPANY toward ano ther person or entity not to grant any of the right s described in clause ( i ) or ( ii ) to any third party, in each case regardless of whether such grant of r ights, license given or agreement entered into is referred to or i s described as a sublicense . For the avoidance of d oubt, a sublicense shall not include any implied license th at may be granted as part of a sale of a LICENSED PRODUCT to a third party for which COMPANY is payin g royalties to M.I.T. under Section 4.1(c )