definiens: means all files, documents, instruments, papers, books and records ( scientific or financial ) of Seller or an Affiliate of Seller to the extent relating to the Purchased Assets, Products or Business ( other than Marketing Materials ), including any pricing lists, customer lists ( to the extent owned by Seller or its Affiliates ), vendor lists, financial data, regulatory information or files ( including adverse event reports and annual regulatory reports ), litigation, adverse claims or demands, investigation information or files, trademark registration certificates, trademark renewal certificates, and other documentation relating to the Intellectual Property, the Products or the Regulatory Approvals, but excluding any such items ( i ) to the extent that any applicable Law prohibits their transfer, ( ii ) to the extent that any transfer thereof would cause Seller or any of its Affiliates to violate confidentiality provisions thereunder, ( iii ) received from third - parties in connection with their acquisition of the Purchased Assets, the Products or Business, or ( iv ) specifically prepared by Seller for the negotiation of this Agreement