definiens: mean ( i ) all adverse event reports and other data, information and materials relating to adverseexperiences solely and specifically with respect to the Product in the United States and ( ii ) all material correspondencebetween Seller or any of Seller ’s Affiliates, on the one hand, and any Governmental Entity, on the other hand, relating solelyand specifically to the Product in the United States, including any safety reports or updates, complaint files and productquality reviews, but in each instance only to the extent : ( x ) in existence as of the Closing Date ; ( y ) in the possession or controlof Seller or any of Seller ’s Affiliates ; and ( z ) not necessary or appropriate to be retained by Seller in order for Seller to(A ) manufacture the Product under the terms of the Supply Agreement or the Schering Supply Agreement or ( B ) performobligations following the Closing where performance is expected to be transitioned to Buyer pursuant to the ServicesAgreement