definiens: means, with respect to Profit -Share Products and each Contract Quarter, all FTE Costs and Out -of - Pocket Costs incurred by [COMPANY] or it s Related Parties that are specifically identifiable and allocable to the Commercialization of such Profit -Share Products in the Field in the Territory, and Manufacture of such Profit -Share Products for Commercialization, during the applicable Contract Qua rter, including such FTE Costs and Out -of - Pocket Costs which are : ( a ) Manufacturing Costs ; ( b ) Commercialization Costs ; and ( c ) Third Party Technology Costs, in each case determined from the books and records of [COMPANY] or its Related Parties maintained in accordance with Accounting Standards and in each case of ( a ) -(c ) as are specifically identifiable and allocable to the Commercialization of such Profit -Share Products in the Field in the Territory during the applicable Contract Quarter . For clarity, no milestone payment made to KHK or its Affiliates pursuant to Section 8.3 will be an Allowable Expense . For purposes of clarity, it is understood that there will be no double -counting of expenses within the definition of Allowable Expenses