definiens: means, with respect to any Person, assets, properties, claims and rights ( including goodwill ), wherever located ( including in the possession of ve ndors or other Third Parties or elsewhere ), of ever y kind, character and description, whether real, personal o r mixed, tangible, intangible or contingent, in eac h case whether or not recorded or reflected or required to be recorded or reflected on the books and records or financial statements of such Person, including the following : ( a ) all accounting and other books, records, led gers and files and all personnel records, in each c ase, whether printed, electronic, contained on storage m edia or written, or in any other form ; ( b ) all apparati, computers, network and telecom munications equipment, Internet - related information technology infrastructure and other electronic data processing and communication equipment, telephone and facsimile numbers, fixtures, machinery, furniture, office equipment, automobiles, motor vehicles and o ther transportation equipment, special and general tools, test devices, prototypes and models and other tan gible personal property, including all other equipment ; -3- ( c ) all inventories of materials, parts, active pharmaceutical ingredients, biological materials, i ncluding master and working seeds, challenge materials, cell lines and reagents, analytical and research materi als, raw materials, components, supplies, work - in - process an d finished goods and products ; ( d ) all interests in and rights to real property of whatever nature, including land, buildings, str uctures, improvements and fixtures, and all easements, right s - of - way and other rights and interests appurtenant thereto, whether as owner, mortgagee, lessor, sublessor, les see, sublessee or otherwise ; ( e ) all interests in any capital stock or other equity interests of any other Person, all bonds, no tes, debentures or other securities issued by any other Person, all loans, advances or other extensions of credit or capital contributions to any other Person and all o ther investments in securities of any other Person ; ( f ) all license agreements, leases of personal p roperty, open purchase orders for active pharmaceut ical ingredients, raw materials, supplies, parts or serv ices and unfilled orders for the manufacture and sa le of products ; ( g ) all deposits, letters of credit, banker ’s ac ceptances and performance and surety bonds ; ( h ) all Intellectual Property ; ( i ) all cost information, sales and pricing data, customer prospect lists, supplier records, custom er and supplier lists, customer and vendor data, correspon dence and lists, product data, Marketing Materials, quality records and reports, and other books, records, stud ies, surveys, reports, plans and documents ; ( j ) all prepaid expenses, trade accounts and oth er accounts and notes receivable ; ( k ) all Contracts and rights thereunder, all cla ims or rights against any Person arising from the o wnership or use of any Asset, all rights in connection with any bids or offers and all claims, choses in action and similar rights, whether accrued or contingent ; ( l ) all rights under insurance policies and all rights in the nature of insurance, indemnification, recovery or contribution ; ( m ) all licenses, franchises, permits, certifica tes, approvals and authorizations from Governmental Authorities ( ) ; ( n ) all cash or cash equivalents, certificates o f deposit, banker ’s acceptances and other investmen t securities of any form or maturity and all bank acc ounts, lock boxes and other deposit arrangements an d all brokerage accounts ; and -4- ( o ) all interest rate, currency, commodity or ot her swap, collar, cap or other hedging or similar agreements or arrangements