definiens: means the FTE Costs and Out - of - Pocket Expenses in curred by Merrimack in performing additional development related work requ ested by [COMPANY], in writing, that is not reflected in the Responsibility Matrix as being a Merrimack responsi bility ( i.e., those reflected as a Merrimack respon sibility with an ), including but not limited to any FTE Costs and Out - of - Pocket Expenses relating to the De legated Activities . Prior to undertaking any such additiona l activities for which such FTE Costs and Out - of - Po cket Expenses will exceed [ * * ] U.S. Dollars ( $ [ * * ] ), Mer rimack shall provide [COMPANY] with a non - binding est imate of the FTE Costs and Out - of - Pocket Expenses it anticip ates will be incurred in performing such activities