definiens: means all of Seller ’s right, title and interest in, to and under the following properties and assets ( tangible or intangible ), other than the Excluded Assets : ( i ) the Contracts set forth on Schedule 2.2(a)(i ) ( collectively, the ), including all rights thereunder ; ( ii ) all Regulatory Authorizations, including as set forth on Schedule 3.10(a ) ; ( iii ) all Seller Intellectual Property, including the registrations and applications set forth on Schedul e 2.2(a)(iii ) ; ( iv ) all Books and Records, including those set forth on Schedule 2.2(a)(iv ) ; ( v ) all Compound Inventory, including as set forth on Schedule 2.2(a ) ( v ), to be delivered to Buyer as set forth on such Schedule ; ( vi ) all Permits, including as set forth on Schedule 2.2(a)(vi ) ; and ( vii ) all claims, counterclaims, credits, causes of action, choses in action, rights of recovery, and rights of indemnification or setoff against Third Parties and other claims arising out of or relating to the Purchased Assets or the Assumed Liabilities and all other intangible property rights that relate to the Purchased Assets or the Assumed Liabilities