definiens: means all contributions to the JointVenture by [COMPANY], including the [COMPANY] Shares, [COMPANY] JV Entities, [COMPANY] JVEntities ' Assets, [COMPANY] JV Business, [COMPANY] Contributed IntercompanyIndebtedness, [COMPANY] Intercompany Indebtedness, [COMPANY] Berlin Debt, BiometContributed Berlin Debt, [COMPANY] Third Party Debt and [COMPANY] Contributed ThirdParty Debt, including post - Closing adjustments to cash, receivables andindebtedness of the [COMPANY] JV Entities and the post - Closing real estateadjustment provided in Section 7.5, and also including any post - Closingtransfers and assignments provided for in Section 7.9 and any conversion of JVEntities into entities that [COMPANY] may elect to disregard as separate entitiesfor U.S