definiens: means those expenses incurred by either Party ( as detailed below ) for thepurpose of, and directly and specifically attributable to, the commercialization of Products in North America, and shallconsist of the following expenses incurred : ( a ) by [COMPANY], or for its account : ( 1 ) [COMPANY] Detailing Expenses, ( 2 ) anyfees per - Detail paid to [COMPANY] pursuant to the Co - Promotion Agreement ; ( 3 ) Manufacturing Expenses,(4 ) Marketing Expenses, ( 5 ) Phase IV Trial Expenses, ( 6 ) reasonable out of pocket Third Party expenses arising fromthe selection, prosecution and enforcement of any Product - specific trademarks ; and ( b ) by either Party, or for suchParty ’s account : ( 1 ) Internal Expenses and reasonable out of pocket Third Party expenses incurred for the training ofeach Party ’s respective sales force, ( 2 ) reasonable out of pocket Third Party expenses arising from any infringementaction initiated in accordance with Section 9.5 ; ( 3 ) any Product Liabilities that arise after Regulatory Approval, including reasonable out of pocket Third Party expenses related to such Product Liabilities ; and ( 4 ) Third PartyObligations, arising under Section 8.9 . For purposes of clarity, no general corporate overhead or fixed charges that arenot directly and specifically attributable to the commercialization of Products shall constitute CommercializationExpenses ( except as otherwise provided under the definition of Manufacturing Expenses )