definiens: means the following Liabilities relating tothe Products and the Transferred Assets, in each case other than the RetainedLiabilities:(a ) all Liabilities arising solely out of or relating to LegalProceedings commenced on or after the Closing, irrespective of the legal theoryasserted, arising from the development, Commercialization, Manufacture or use of theProducts or the use of the Transferred Assets, in each case, ( i ) other than byDepomed or its Affiliates pursuant to this Agreement and ( ii ) solely to the extentrelating to the period of time on or after the Closing;(b ) all Liabilities arising out of or relating to products liability claimsto the extent relating to the Products Manufactured and Commercialized on or afterthe Closing, including claims alleging defects in the Products and claims involvingthe death of or injury to any individual relating to the Products;(c ) all Liabilities to Third Party customers, Third Party suppliers orother Third Parties, solely to the extent relating to the Products or the TransferredAssets and ordered in the ordinary course of business ( or at the express request ofCollegium ) on or after the Closing;(d ) all other Liabilities arising out of or relating to the Products or theTransferred Assets, to the extent relating to the period of time on or after the Closing, other than Liabilities arising out [COMPANY] ’s activities pursuant to Section 3.2 orSection 4.9;(e ) all Taxes apportioned to Collegium pursuant to Section 2.9 ; and(f ) all Liabilities arising out of or relating to the return of the Productssold by Collegium on or after the Closing