definiens: means with respect to any Collaboration Compound or Product Manufactured by or onbehalf of a Party, such Party ’s costs of Manufacturing such Collaboration Compound or Product, which shall bethe sum of the following components : ( a ) direct costs, including manufacturing labor and materials directly used inManufacturing such Collaboration Compound or Product by such Party or its Affiliates and allocated supervisorycosts of the manufacturing department ; ( b ) direct labor and allocated supervisory costs of non - manufacturingdepartments ( such as quality and regulatory ) attributable to such Collaboration Compound or Product ; ( c ) anallocation of depreciation of facilities, machinery and equipment used in Manufacture of such CollaborationCompound or Product ; ( d ) toll process and other charges incurred by such Party or its Affiliates for outsourcing theManufacture of such Collaboration 10 Compound or Product and the cost of supervising and managing the Third Party manufacturers, and of receipt, incoming inspections, storage, packaging, handling quality control testing and release of the outsourced items,(e ) allocated general and administrative costs, including, without limitation, purchasing, human resources, payroll, legal, maintenance, information system and accounting, attributable to such Collaboration Compound or Product, and ( f ) any other reasonable and customary Out - of - Pocket Expenses borne by such Party or its Affiliates for thetesting, transport, customs clearance, duty, insurance and/or storage of such Collaboration Compound or Product