definiens: means [COMPANY] and its Affiliates, successors, and assigns ) covenants for thebenefit of [COMPANY] and any licensee or sublicensee of any of the Security from Xomathat, in or after exercising its rights and remedies under this SecurityAgreement, [COMPANY] shall not sue for infringement or misappropriation any personor other entity ( a ) that has licensed or sublicensed rights in any ofthe Security, including any of the Patents and Technical Information, from Xomapursuant to a license ( or sublicense ) ( an ) that is notinconsistent with or contrary to the provisions of Section 5(d ) of this SecurityAgreement so long as ( i ) [COMPANY] or [COMPANY], as [COMPANY] 's successor in interest, has noright to terminate such Existing License with such Licensee pursuant to theterms and conditions of such Existing License or otherwise, including, withoutlimitation, any rightful repudiation ( by words or action ) or termination by Xomaof its obligations, covenants or agreements with such Licensee under an ExistingLicense, and ( ii ) [COMPANY] has not rejected its agreement with such Licensee underan Existing License pursuant to Section 365 of the Bankruptcy Code, 11 U.S.C ss