definiens: means, to the extent in the p ossession or control of Seller : ( i ) copies of all b ooks and records, files and documents, including, but no t limited to, general ledger and related source doc uments, copies of all customer and supplier lists, account lists, sales history, marketing studies ( if any ), consulta nt reports, studies, surveys, analyses, strategies, plans, forms, design s, diagrams, drawings, specifications, technical da ta, production and quality control records and formulation, corres pondence with regulatory agencies ( other than corre spondence solely relating to Liabilities that are not Assumed Liabilities ), government pricing reports, average manufacturers price reports, nFAMP reports, Medicaid and Medicare calculations and reports with respect to the Produ cts or the Transferred Employees ( the ), in each case, to the extent exclusively related to th e Products or the Transferred Employees ; ( ii ) Sales and Market ing Materials ; and ( iii ) copies of all Books and Re cords relating primarily to the Products or the Transferred Employ ees which may be redacted to the extent not related to the Products or the Transferred Employees ; provided, th at shall exclude ( x ) Tax Retu rns ( including any work product related to such Tax Ret urns ) and ( y ) any Books and Records to the extent r equired under applicable Law regarding privacy