definiens: means a person, corporation, partnership, or other entity that controls, is controlled by or is undercommon control with a Party . For the purposes of this Section 1.1, the word ( including, with correlative meaning, the terms or ) means the actual power, either directly or indirectly throughone or more intermediaries, to direct the management and policies of such entity, whether by the ownership of at least fiftypercent ( 50 % ) of the voting stock of such entity, or by contract or otherwise.1.2 means those expenses incurred during the term of this Agreement whichare specifically attributable to the actual or contemplated Commercialization of a specific Licensed Product(s ), and shallconsist of : ( a ) Costs of Goods ; ( b ) Marketing, Sales and Distribution Costs ; ( c ) out of pocket costs to identify potentialpartners and to negotiate Partnering Agreements ; ( d ) all patent prosecution, maintenance and litigation expenses incurredunder Article 9 of this Agreement ; ( e ) Post Launch Research and Development Expenses ; ( f ) Allocated AdministrativeExpenses ; ( g ) the costs of engaging Third Parties to assist with Commercialization ; and ( h ) Currency Gains or Losses