definiens: mean the following Liabilities ofUT or any of its Affiliates arising on or after the Closing:(i)all Liabilities for infringement or misappropriation, to the extent arisingout of any Product that was sold or used in clinical trials on or after the Closing;(ii)all Liabilities arising by reason of any violation or alleged violation ofany Law on or after the Closing by UT or its Affiliates to the extent arising out of UT ’s and itsAffiliates ’ conduct of the Product Operations on or after the Closing;(iii)any product liability, liability for adverse reactions, liability for recalls, liability for product and packaging complaints for any Product sold or used in clinical trials on orafter the Closing, whether direct or as a result of successor liability, all other Liabilities to theextent that they arise out of UT ’s or any of its Affiliates conduct of the Product Operations on orafter the Closing ( including claims related to or arising from product expirations, death, personalinjury or other product liabilities, in each case to the extent relating to events or transactionsoccurring on or after the Closing);***Confidential Treatment Requested-71- ( iv)all liabilities related to the preparation, filing, prosecution, enforcement and maintenance of the Category 1 Product IP throughout the universe on or afterthe Closing ; and(v)any Liabilities arising out of the ownership or operation of the ProductAssets that accrue after the Closing