definiens: means any Claim against one or more Indemnified Partiesarising out of or resulting from : ( a ) the development, testing, use, manufacture, promotion, sale or other disposition of anyPenn Patent Rights or Licensed Products by VGX, its Affiliates, sublicensees, assignees or vendors or third parties, including, but not limited to, ( x ) any product liability or other Claim of any kind related to use by a third party of a Licensed Product,(y ) any Claim by a third party that the practice of any of the Patent Rights or the design, composition, manufacture, use, saleor other disposition of any Licensed Product infringes or violates any patent, copyright, trade secret, trademark or otherintellectual property right of such third party, and ( z ) any Claim by a third party relating to clinical trials or studies forLicensed Products ; ( b ) any material breach of this Agreement by VGX or its Affiliates or sublicensees ; and ( c ) the enforcementof this Article 12 by any Indemnified Party