definiens: shall mean the sum of ( i ) the aggregate cost incurred by [COMPANY] of employee compensation ( including without limitation salaries, bonuses and other forms of compensation ), employee benefits and overhead with respect to all employees providing direct labor support for the Services, all as determined by [COMPANY] in its reasonable discretion and in accordance with its accounting methods and practices, ( ii ) the aggregate cost incurred by [COMPANY] for any independent contractors providing labor for the performan ce of the Services and ( iii ) any unreimbursed out - of - pocket expenses that [COMPANY], -- _ _ _ _ -, has incurred in connectio n with the perfonnance of the Services . Once the Fully - Loaded Confidential I Cost equals $ 4,000,000, [COMPANY] Development shall have no further liability or obligation to provide any further Services to Accentia, even if the Services identified above have not been performed or completed in whole or in part . For clarity, the cost for clinical trial 3 services performed under the MSA for the Qualitative Study shaH be paid to PPO Development in cash and are not included in PPO 's obligation to provide Services as stated in this Section 1.1 . [COMPANY] DeveiopmenL shaH provide Services in compliance with this Schedule 2, [COMPANY] Development 's Standard Operating Procedure s ( ), and all applicable laws, rules, and regulations . SOPs are subject to revision by [COMPANY] Development in which case [COMPANY] Development shall notify Accentia of such revision