definiens: means the actual cost of Manufacture\>y Atrix of a Product under a Manufacturing Process, which actual cost shall be comprised of the cost of goods produced as determined in accordance with GAAP, and shall include direct labor, direct material, including raw materials and packaging materials, and the allocable portion of the manufacturing overhead of Atrix directly attributable to the manufacture of a Product, determined by taking the total output of such Product during the period divided by the total output of all products manufactured by Atrix during the period, multiplied by the total amount of manufacturing overhead for the period . Atrix Manufacturing Cost shall exclude selling, general and administrative, research and development, and interest expenses and any and all debt service payments of Atrix . The Atrix Manufacturing Cost shall include, to the extent applicable, the cost to Atrix of having some portion or all of the Manufacturing Process performed by a Third Party ; but shall exclude any incremental increases in the Atrix Manufacturing Costs resulting from the use ofa toll manufacturer under Sections 6.01 or 6.04 of this Agreement . Sixty ( 60 ) days prior to the First Commercial Sale of a Product, Atrix shall provide Geneva a written estimate of the Atrix Manufacturing Cost for such Product for purposes of calculating ' Net Profits and Atrix Profit Share for the first calendar year in which the First Commercial Sale occurs . For each subsequent calendar year, the Atrix Manufacturing Cost used to calculate the Net Profits and _ _ _ -Atrix Profit Share for that calendar year shall equal the actual Atrix Manufacturing Cost for such,, ', Product for the preceding calendar year ( as determined in accordance with Section 7.02(c ) )