definiens: means all right, title and intere st in and to all of OTI ’s assets, properties and ri ghts related to, held or used for the conduct of the Bus iness, including the following : ( a ) the Assigned Books and Records ; ( b ) the Assigned Contracts ; ( c ) the Assigned Intellectual Property ; ( d ) the Assigned Regulatory Materials and Authoriza tions ; ( e ) the Inventory ; -1- ( f ) the Tangible Personal Property ; ( g ) with respect to the Business ; and ( h ) all rights, claims, credits, causes of action o r rights of set - off and other similar rights agains t third Persons to the extent relating to or arising from t he Business or the Assumed Liabilities, including u nliquidated rights under manufacturers ’ and vendors ’ warranties ; together in the case of each of ( a ), ( c ), ( d ) and ( f ) any and all Copyrights of OTI associated therewi th or embodied therein, and in the case of each of ( a ), ( b ), ( c ), ( d ), ( e ) and ( f ) any and all Know - How asso ciated therewith or embodied therein