definiens: means the aggregate amount of the following costs incurred after the Effective Date : ( a ) the aggregate amount of all costs and expenses incurred by [COMPANY] or its Affiliates for the pre - clinical or clinical Develop ment of Products [ * * * ], including all costs identif ied in Exhibit D as, in each case, [ * * * ], ( ) ; ( b ) the aggregate amount of all costs and expenses incurred by [COMPANY] or its Affiliates in connection with the manufacture or Co mmercialization of Products [ * * * ] ; 1 [ * * * ] = C ERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS D OCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24 B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED