definiens: means a claim within the Patent Rights ( [COMPANY] ) or the Patent Rights ( Third Party ) ( includingany re - issued and unexpired patents ) which, but for the licence and other rights granted pursuant toClauses 4.1 and 4.3 hereof, would be infringed by the manufacture, use, sale, offer for sale, exportation orimportation of Product by Licensee or its Sublicensees and which also ( a ) has not been cancelled, withdrawn, abandoned or rejected by any administrative agency or other body of competent jurisdiction, and ( b ) has not been revoked, held invalid or declared unpatentable or unenforceable in a decision of acourt or other governmental agency of competent jurisdiction that is unappealable or unappealed within thetime allowed for appeal, and ( c ) which has not been admitted to be invalid or unenforceable through re - issue or disclaimer or otherwise