A compound represented by: or a pharmaceutically acceptable salt and/or a stereoisomer thereof, wherein: X is NR 1 or CR 2 R 2; Y is NR 1 or CR 2 R 2, wherein one of X or Y is NR 1; R 1 is selected from the group consisting of H, C 1 -C 6 alkyl, phenyl, -C -C 1 -C 6 alkyl, and -C -O-C 1 -C 6 alkyl; q is 0 and r is 2; or q is 1 and r is 1; R 7 is independently selected from the group consisting of H, -C 1 -C 6 alkyl, -S w -C 1- C 3 alkyl, and halogen; R 9 is independently selected from the group consisting of H, -C 1 -C 6 alkyl, -S w -C 1- C 3 alkyl, and halogen, or one R 7 and one R 9 taken together with the adjacent carbons to which they are attached form a 3-membered carbocyclic ring which can be optionally substituted by one or two substituents independently selected from the group consisting of halogen, hydroxyl, -C 1 -C 3 alkyl, -C 1 -C 3 alkoxy, -C NR a R b, and -NR a R b; R 2 is independently selected for each occurrence from the group consisting of H, C 1 -C 6 alkyl, -S w -C 1 -C 3 alkyl, -NR a R b and halogen; R 5 is independently selected for each occurrence from the group consisting of H, C 1 -C 6 alkyl, -S w -C 1- C 3 alkyl, -NR a R b and halogen; R 6 represents one or two optional substitutions each on one or more available ring carbons, and is independently selected for each occurrence from the group consisting of C 1 -C 6 alkyl, -S w -C 1- C 3 alkyl, -NR a R b and halogen; w is 0, 1, or 2; R 3 is selected from the group consisting of H, phenyl, C 1 -C 6 alkyl, -C R 31 and - C OR 32; R 31 and R 32 are each independently selected from the group consisting of H, C 1 -C 6 alkyl, -C 3 -C 6 cycloalkyl, and phenyl; and R a and R b are each independently for each occurrence selected from the group consisting of H, phenyl, and C 1 -C 3 alkyl, or R a and R b taken together with the nitrogen to which they are attached form a 4-6 membered heterocyclic ring; wherein any aforementioned C 1 -C 6 alkyl, independently for each occurrence, is optionally substituted by one, two or three substituents each independently selected from -C NR a R b, -NR a R b, hydroxyl, S w -C 1 -C 3 alkyl, SH, phenyl and halogen, and any aforementioned phenyl, independently for each occurrence, is optionally substituted by one, two or three substituents each independently selected from -C -C 1 -C 3 alkyl, hydroxyl, -C - C 1 -C 3 alkyl, methyl, CF 3 and halogen. X is NR 1 or CR 2 R 2; Y is NR 1 or CR 2 R 2, wherein one of X or Y is NR 1; R 1 is selected from the group consisting of H, C 1 -C 6 alkyl, phenyl, -C -C 1 -C 6 alkyl, and -C -O-C 1 -C 6 alkyl; q is 0 and r is 2; or q is 1 and r is 1; R 7 is independently selected from the group consisting of H, -C 1 -C 6 alkyl, -S w -C 1- C 3 alkyl, and halogen; R 9 is independently selected from the group consisting of H, -C 1 -C 6 alkyl, -S w -C 1- C 3 alkyl, and halogen, or one R 7 and one R 9 taken together with the adjacent carbons to which they are attached form a 3-membered carbocyclic ring which can be optionally substituted by one or two substituents independently selected from the group consisting of halogen, hydroxyl, -C 1 -C 3 alkyl, -C 1 -C 3 alkoxy, -C NR a R b, and -NR a R b; R 2 is independently selected for each occurrence from the group consisting of H, C 1 -C 6 alkyl, -S w -C 1 -C 3 alkyl, -NR a R b and halogen; R 5 is independently selected for each occurrence from the group consisting of H, C 1 -C 6 alkyl, -S w -C 1- C 3 alkyl, -NR a R b and halogen; R 6 represents one or two optional substitutions each on one or more available ring carbons, and is independently selected for each occurrence from the group consisting of C 1 -C 6 alkyl, -S w -C 1- C 3 alkyl, -NR a R b and halogen; w is 0, 1, or 2; R 3 is selected from the group consisting of H, phenyl, C 1 -C 6 alkyl, -C R 31 and - C OR 32; R 31 and R 32 are each independently selected from the group consisting of H, C 1 -C 6 alkyl, -C 3 -C 6 cycloalkyl, and phenyl; and R a and R b are each independently for each occurrence selected from the group consisting of H, phenyl, and C 1 -C 3 alkyl, or R a and R b taken together with the nitrogen to which they are attached form a 4-6 membered heterocyclic ring;