definiens: means ( a ) all copyrights in the Territory ( including copyrights in any content, packageinserts, marketing or promotional material, labeling information or other text provided to consumers ), whether registeredor unregistered ; ( b ) any registrations, and applications therefor ; ( c ) all rights and priorities to copyrights in the Territoryafforded under any international treaty or convention ; ( d ) all copyright extensions and renewals in the Territory ; ( e ) anyrights similar to the foregoing in the Territory, including moral rights ; ( f ) all proceeds of the foregoing, including licenses, royalties, income and payments ; and ( g ) the right to sue for past, present and future infringements of any of theforegoing and all proceeds of such suits, provided that any such proceeds of suit shall be proportionately divided amongEPI and the Acquiror based on the duration of infringing activity prior to and following the Closing if EPI agrees prior tothe commencement of such suit to bear its pro rata share of the costs of prosecuting the claim relating to such activitycalculated on the same basis