definiens: means the following assets of Seller and its Affiliates, as the same exist onthe Closing Date that relate solely and exclusively to the Products ( and, for the avoidance of doubt, excluding theExcluded Assets ): ( i)the Product ANDAs ; ( ii)any correspondence with the FDA in Seller ’s possession or control with respect to the Product ANDAs ; ( iii)annual and periodic reports relating to the Product ANDAs which have been filed by or on behalf ofSeller or its Affiliates with the FDA, and adverse event reports pertaining to the Products, in each caseas are in Seller ’s or its Affiliates ’ possession or control ; ( iv)the quantity and delivery terms in all outstanding customer purchase orders for the Products ; ( v)the Product Scientific and Regulatory Material ; ( vi)the Assigned Patents ; ( vii)the Assigned Contracts ; ( viii)the trademark set forth on Schedule 2.2(a)(viii ) including the goodwill associated therewith ; and ( ix)any other assets belonging to Seller that are required to be transferred pursuant to the Order