definiens: means, with respect to ( i ) the Gorilla IL-12 Prod ucts in the HPV Field, or ( ii ) the Gorilla IL-12 Products in the Field, bu t outside of the HPV Field the following costs incu rred by or on behalf of [COMPANY] or its Affiliates that are direc tly allocable to the Commercialization of such prod uct, in all cases determined in accordance with GAAP consistent ly and strictly applied : ( a ) Manufacturing Costs ; ( b ) Sales and Marketing Costs ; ( c ) Distribution Costs ; ( d ) Th ird Party Payments ; ( e ) trademark and patent prosec ution costs ; ( f ) costs of patient assistance and indigent / expand ed access programs with respect to such Gorilla IL- 12 Product ( g ) import duties and similar charges for Gorilla I L-12 Products sold, to the extent not recovered as a Manufacturing Cost ; ( h ) amounts written off by reas on of uncollectible debts, to the extent consistent with [COMPANY] ’s business practices for its other product s ; ( i ) costs of developing Information and data spe cifically intended for national accounts, managed care organi zations and group purchasing organizations with res pect to a Gorilla IL-12 Product ; ( j ) costs of conducting advi sory board meetings or other consultant programs, o ther than internal FTE costs, the purpose of which is to obta in advice and feedback related to Commercialization of a Gorilla IL-12 Product and ( k ) all Regulatory Costs . To the extent that any of the foregoing expenses apply to both the Gorilla IL-12 Product and other Licensed Products, such costs shall be reasonably allocated . Notwithst anding the foregoing, Commercialization Costs shall exclude ( i ) any Gorilla Development Costs ; and ( ii ) income ta x liabilities and corporate overhead costs of [COMPANY]