definiens: means all of the assets of the Se llers other than the Assigned Assets, including, wi thout limitation ( and, in each case, only to the extent n ot otherwise set forth on Schedule 1.1(a ) ): ( a ) all Contracts ( including Retained Customer Contract s ), Personal Property and Licenses ; ( b ) the ownership interests held by any Seller in any other Person, including the owner ship interest held by [COMPANY] Pharma in [COMPANY] Tech a nd [COMPANY] Consulting, Inc. ; ( c ) all uniform resource locators, website addresses, d omain names, website content and fixations thereof ; ( d ) the right of the Sellers to any income, royalties, fees or other payments of any type or nature relating the Intellectual Property that is i ncluded in the Assigned Assets, which income, royalties, fees or other payments arose eit her ( x ) prior to the Closing Date or ( y ) with respect to the Retained Customer Contracts, following the Closing Date ; 2 ( e ) the minute books, stock record books, corporate fra nchise and Tax Returns of the Sellers and their Subsidiaries ; ( f ) all warranty rights, guaranty rights, causes of actions, judgments, Orders, claims or other similar rights, in the case of each of the fo regoing, solely to the extent arising with respect to, from or relating to the Excluded A ssets ; ( g ) all insurance benefits, including rights and proceeds, solely to the extent arising with respect to, from or relating to the Excluded Assets and the continued workmen ’s compensation insurance of the Sellers, if any ; ( h ) the rights, claims or causes of action of the Sellers against other Persons relating to th e Business which relate to the discharge by the Selle rs of the Excluded Liabilities ; ( i ) any other tangible and intangible assets of every k ind and description that are owned by, leased by or licensed to the Sellers on the Closing Date ; ( j ) all refunds of any Tax that is an Excluded Liabilit y ; ( k ) all employee benefit plans of the Sellers, and the assets and contracts relating thereto ; and ( l ) all attorney - client communications solely regarding this Agreement, the Related Documents and the transactions contemplated hereby on or prior to the Closing Date