A compound of Formula I: or the pharmaceutically acceptable salt thereof, wherein: X is -N-; Y is -N -, and R 1 is selected from the group consisting of: R 2 is selected from the group consisting of: and R 3 is selected from the group consisting of: hydrogen, alkyl, haloalkyl, aryl-alkyl-, and heteroaryl-alkyl-, wherein said aryl and heteroaryl groups are unsubstituted or substituted by one to three R 12 groups; R 4 is selected from the group consisting of: hydrogen, alkyl, haloalkyl, carboxyl, alkoxycarbonyl, alkylsulfonyl-, aryl-alkyl-, heterocyclyl-alkyl-, heteroaryl-alkyl-, heterocyclyl-aryl-alkyl-, aryl-heteroaryl-alkyl-, aryl-aryl-alkyl-, and heteroaryl-aryl-alkyl-, wherein said aryl, heterocyclyl and heteroaryl groups are unsubstituted or substituted by one to three R 13 groups, or alternatively two R 13 can optionally be taken together with the carbon atoms to which they are attached to form a five- or six-membered cycloalkyl, cycloalkenyl, heterocyclyl, heterocyclenyl, aryl or heteroaryl; each R 5 is independently selected from the group consisting of: hydrogen, alkyl, haloalkyl, hydroxyalkyl-, halo, hydroxy, carboxyl, alkoxycarbonyl, and aryl, wherein said aryl is unsubstituted or substituted by one to three substituents each independently selected from halo, alkyl, haloalkyl or phenyl; R 9 and R 10 independently are selected from the group consisting of: hydrogen, and alkyl; each R 12 is independently selected from the group consisting of: alkyl, haloalkyl, and halo; each R 13 is independently selected from the group consisting of: alkyl, halo, haloalkyl, hydroxy, alkoxy, cyano, NO 2, alkoxycarbonyl-, acyl, aryl, heterocyclyl, and -NR 9 R 10; k is 1, 2, 3 or 4; and mis 1; or the compound or or the pharmaceutically acceptable salt thereof. X is -N-; Y is -N -, and R 1 is selected from the group consisting of: R 2 is selected from the group consisting of: and and R 3 is selected from the group consisting of: hydrogen, alkyl, haloalkyl, aryl-alkyl-, and heteroaryl-alkyl-, wherein said aryl and heteroaryl groups are unsubstituted or substituted by one to three R 12 groups; wherein said aryl and heteroaryl groups are unsubstituted or substituted by one to three R 12 groups; R 4 is selected from the group consisting of: hydrogen, alkyl, haloalkyl, carboxyl, alkoxycarbonyl, alkylsulfonyl-, aryl-alkyl-, heterocyclyl-alkyl-, heteroaryl-alkyl-, heterocyclyl-aryl-alkyl-, aryl-heteroaryl-alkyl-, aryl-aryl-alkyl-, and heteroaryl-aryl-alkyl-, wherein said aryl, heterocyclyl and heteroaryl groups are unsubstituted or substituted by one to three R 13 groups, or alternatively two R 13 can optionally be taken together with the carbon atoms to which they are attached to form a five- or six-membered cycloalkyl, cycloalkenyl, heterocyclyl, heterocyclenyl, aryl or heteroaryl; wherein said aryl, heterocyclyl and heteroaryl groups are unsubstituted or substituted by one to three R 13 groups, or alternatively two R 13 can optionally be taken together with the carbon atoms to which they are attached to form a five- or six-membered cycloalkyl, cycloalkenyl, heterocyclyl, heterocyclenyl, aryl or heteroaryl; each R 5 is independently selected from the group consisting of: hydrogen, alkyl, haloalkyl, hydroxyalkyl-, halo, hydroxy, carboxyl, alkoxycarbonyl, and aryl, wherein said aryl is unsubstituted or substituted by one to three substituents each independently selected from halo, alkyl, haloalkyl or phenyl; wherein said aryl is unsubstituted or substituted by one to three substituents each independently selected from halo, alkyl, haloalkyl or phenyl; R 9 and R 10 independently are selected from the group consisting of: hydrogen, and alkyl; each R 12 is independently selected from the group consisting of: alkyl, haloalkyl, and halo; each R 13 is independently selected from the group consisting of: alkyl, halo, haloalkyl, hydroxy, alkoxy, cyano, NO 2, alkoxycarbonyl-, acyl, aryl, heterocyclyl, and -NR 9 R 10; k is 1, 2, 3 or 4; and mis 1;