definiens: shall mean : ( x ) each Ass et owned or held, or purported to be owned or held, by the S eller at any time from the Original Agreement Date through the Closing Date ( other than Excluded Assets ) and ( y ) each of the following Assets : ( a ) the Seller ’s rights under the Contracts identified on Schedule 1.1(a ) ( the ) ; ( b ) the inventory of active pharmaceutical ingredients identified on Schedule 1.1(b ) ( the ) ; ( c ) the Governmental Authorizations identified on Sched ule 1.1(c ) ( the ) ; ( d ) the equipment identified on Schedule 1.1(d ) ( the ) ; ( e ) all claims the Seller has or has the right to acqui re or enforce ( including claims for past infringement of the Transferred IP ) against any oth er Person ( regardless of whether or not such claims have been asserted by the Seller ), and any rights of indemnit y, warranty rights, rights of contribution, rights to refunds, rights of reimbursement and other rights of recover y held or purported to be held by the Seller or tha t the Seller has the right to acquire or enforce ( regardless of whether such rights are currently exercisable ) ; ( f ) the Intellectual Property identified on Schedule 1 . 1(f ) and all other Aeroquin - Related IP that is owned or held or purported to be owned or h eld by the Seller or any Seller Predecessor ( includ ing any licenses or sublicenses of Aeroquin - Related IP to t he Seller or any Seller Predecessor ), other than th e Licensed Aeroquin IP, but including the Aeroquin IP Licenses, and all related goodwill ( the ) ; ( g ) ( i ) all Aeroquin Information owned or held or purp orted to be owned or held by the Seller or that the Seller has the right to receive from an y Seller Predecessor and ( ii ) copies of all other A eroquin Information included in or relating to the Licensed Aeroquin IP ; ( h ) all books, records, manuals, documents, corresponde nce ( including correspondence with Regulatory Authorities ), files, email, data in any form, applications, reports and other materials tha t are owned or held or purported to be owned or held by the Seller, including all of the foregoing that are listed on Schedule 1.1(h ) ; ( i ) all of the Reversionary Asset Rights that it holds as of the Closing Date ( in all cases subject to the terms and conditions of the Reversio nary Letter Agreement ) ; and ( j ) any and all other Assets that the Seller owns, hold s, has the right or ability to acquire, or purports to own, hold or have the right or ability to acquire, wherever situated and of whatever kind and nature, tangible or intangible, and that relate to or may b e useful or required in connection with or for the development, production, approval, testing or commercialization of Aeroquin