definiens: means : ( a ) : ( i ) the NDAs and INDs, as applicable, for the Pro ducts, ( ii ) any NDAs resulting from Regulatory Approval of a Development Product in the Development Field under the Agreement, and ( iii ) a ny Regulatory Approvals for the Products in the Develo pment Field or the On - Market Field ( as the case may be ) outside the United States, in each case together wi th all material documentation as reasonably determi ned by Ucyclyd and to the extent not already transferred t o Hyperion pursuant to Section 5.4.2 ( Development and Regulatory Program ) ; ( b ) all Inventory ; ( c ) the Developed Technology ( including all of Ucyclyd ’ s and its Affiliates ’ rights and interests in and t o the Developed Patents ) ; ( d ) the Product Technology ( including all of Ucyclyd ’s and its Affiliates ’ rights and interests in and to the Product Patents ) ; ( e ) the Assigned Agreements ; and ( f ) any and all other assets identified in the Xxxx of Sale