definiens: means all of th e following assets, rights and properties of the Comp any and its Affiliates : ( a ) all regulatory filings, marketing authorizations, n ew drug applications, master files, permits, licenses, registrations, regulatory cleara nces, approvals, concessions, qualifications, regis trations, certifications and similar items ( ) that are exclusively related to the Pro duct or are reasonably necessary to conduct the Product Line Op erations as currently conducted, including those re lated to market, pricing or reimbursement approval ( the ), including but not limited to the Transferred Regulatory Authorization s set forth on Schedule 1.1(a ) ; ( b ) all regulatory, scientific and technical documents that the personnel of the Company responsible for regulatory compliance and the manag ement of the Company ’s product operations maintain in the ordinary course of business with respect to applica tions for the 1 Transferred Regulatory Authorizations and any renew als thereof and the manufacture, distribution and s ale of Products, including the list of the components of t he Products and the specifications therefor and qua ntities thereof ; ( c ) all domain names that are exclusively related to th e Product or are reasonably necessary to conduct the Product Line Operations as currently conducted, ( the ), including but not limited to the Transferred Domain Names set forth on Schedule 1.1(c ) ; ( d ) all trademarks, logos, brands, trade names and othe r source identifiers owned by or used under license by the Company that are exclusiv ely related to the Product or are reasonably necess ary to conduct the Product Line Operations as currently co nducted, and all applications and registrations of the foregoing ( the ), including but not limited to the Transferred Trademarks set forth on Schedule 1.1(d ) ; ( e ) all issued and pending patents and patent applicati ons owned by, or subject to obtaining any Required Consents, used under license by, the Company or any of its Affiliates that are exclusively related to the Product or are reasonabl y necessary to conduct the Product Line Operations as currently conducted, and including any provisional, continuation, divisional, continuation in part app lication, substitution, reissue, renewal, reexamination, supp lemental protection certificate, extension, registr ation and confirmation of any such patents and patent applica tions ( collectively, the ), in cluding but not limited to the Transferred Patents set forth on Schedule 1.1(e ), and all patent files, corresponde nce, opinions, studies, search results and documentation related t o any of the foregoing ; ( f ) correspondence and reports submitted to or received from the FDA ( including minutes and official contact reports relating to an y communications with the FDA ) and relevant support ing documents with respect thereto, in each case that a re exclusively related to the Product or are reason ably necessary to conduct the Product Line Operations as currently conducted, including the product label, all medical letters, regulatory drug lists and complaint files, dossiers, reports, data and other written material s filed as a part of any applications for approvals or registrations relating to the Product ; ( g ) any and all information, books, records, documents, ideas, inventions, copyrights, data, files, correspondence, plans, operating recor ds, instructions, processes, formulas, formulation information, manufacturing technology, validations, package spec ifications, chemical specifications, chemical and f inished goods analytical test methods, manufacturing recor ds, sampling records, standard operating procedures, batch records, laboratory notebooks, stability data, prod uct specifications, information with respect to exp ert opinion, drawings, formulae, reports and information ( whethe r or not patented or patentable ), technology, techn iques, trade secrets, concepts, ideas, inventions, specifi cations, surveys, designs, engineering and other ma nuals, flow diagrams, chemical, pharmacological, toxicological, pharmaceutical, physical, analytical, safety, qual ity assurance, and quality control data, technical info rmation, other confidential or proprietary informat ion, systems or procedures, clinical, non - clinical, safety and A dverse Event report data and databases, and manufac turing know - how, in each case to the extent exclusively re lated to the Product or reasonably necessary 2 to conduct the Product Line Operations as currently conducted ( collectively, the ) ; ( h ) all marketing and sales assets, including, without limitation, all customer lists, cost and pricing information, sales training materials a nd prescriber lists, as well as the websites and co ntent at the Transferred Domain Names, in each case, that are ex clusively related to the Product or the Product Lin e Operations or are reasonably necessary to conduct t he Product Line Operations as currently conducted ; ( i ) all rights under the contracts set forth on Schedul e 1.1(i ) ( the ) ; ( j ) all Finished Product other than Channel Finished Pr oduct ; ( k ) the following tangible assets : ( i ) $ 844,000 for gla ssware, ( ii ) $ 100,000 for the equipment listed on Schedule 1.1(k ), ( iii ) $ 184,000 of ketorolac tromethamine ( the ), and ( iv ) to the extent such API is usable and salable in Buyer ’s re asonable discretion, an additional $ 168,155 of API ( the, and collectively, with Initial AP I the glassware and equipment, the ) ; ( l ) all other assets, rights and properties that are ex clusively related to the Product or the Product Line Operations ; and ( m ) all goodwill associated with the Transferred Assets