definiens: of a Party means ( i ) the documented costs and expenses reasonably incurred by such Party or its Affiliates inperforming such Party ’s or its Affiliate ’s responsibilities under a License or Sublicense with respect to Products ; ( ii ) documentedcosts and expenses reasonably incurred by such Party or its Affiliates in performing any other research, development, andmanufacture of Products ( including prior to the date of the License or Sublicense ) ; and ( iii ) a reasonable amount for the costs andexpenses that a Party expects to incur, but has not yet incurred, in the performance of its responsibilities under any agreementwith a Sublicensee or Licensee ; to the extent that ( i ), ( ii ) and ( iii ) do not include a premium in excess of Hana ’s costs, whethersuch costs are measured ( a ) as a market FTE rate, ( b ) as a project cost, ( c ) as a pass - through cost, or ( d ) as costs incurred inDevelopment