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 for the p rior 24 months, average manufacturers price reports for the prior 2 4 months, nFAMP reports for the prior 24 months, Me dicaid and Medicare calculations and reports for the prior 24 months with respect to the Products or the Tran sferred Employees ( the ), in each case, to the extent exclusively related to the Products i n the Territory or the Transferred Employees ; ( ii ) Sales and Marketing Materials in the Territory ; and ( iii ) copies of all Books and Records relating primarily to the Product s in the Territory or the Transferred Employees whi ch may be redacted to the extent not related to such Products or the Transferred Employees ; provided, that shall exclude ( x ) Tax Returns ( including a ny work product related to such Tax Returns ) and ( y ) any Books and Records to the extent required under appl icable Law regarding privacy