definiens: means ( i ) prior to the Closing Date, the Company and each of its Affiliates, licensees and sublicensees with respect torights to develop or commercialize the Product ( but not a distributor of the Product acting solely in the capacity of a distributor and nototherwise a licensee or sublicensee with respect to development or commercialization rights as to the Product ), and ( ii ) on and following theClosing Date, Parent, any Assignee and each of their 7respective Affiliates, licensees and sublicensees with respect to rights to develop or commercialize the Product, and any direct or indirecttransferee, successor or assignee ( including through any change of control ) of the rights to sell the Product of any of the foregoing ( but not adistributor of the Product acting solely in the capacity of a distributor and not otherwise an Assignee, licensee or sublicensee with respect todevelopment or commercialization rights as to the Product or transferee, successor or assignee of the rights to sell the Product )