definiens: means, from and after the Amendmen t Effective Date, [ * * ] Dollars ( US$ [ * * ] ) in the period from the Amendment Effective Date thr ough December 31, 2020, such amount to be adjusted as of January 1, 2021 and annually ther eafter by the percentage increase or decrease, if any, in the applicable CPI ( determined based on the location of the applicable personnel ) since the Amendment Effective Date or the latest adjustme nt date hereunder, whichever is later, through June 30 of the prior calendar year . The FTE Rate shall be inclusive of Out - of - Pocket Costs ( other than the per - Batch fees specifically s et forth in the second sentence of Section 3.11(a ) of the Amendment ) and other expenses for th e employees providing the services, including travel costs and allocated costs, such as, for example, allocated overhead costs . ” CONFIDENTIAL [COMPANY] - Confidential 3.4 Non - Exclusive Option Period . The definition of set forth in Section 1.79 of the Agreement is hereby deleted in its entirety and replaced with :