definiens: shall mean costs incurred by either Party as calculated in accordance with GAAP or IFRS, as applicable, and with respect to Joint Development only to the extent that such costs are incurred in accordance and consistent with a mutually agreed u pon Joint Development Plan and related budget under Article 11.0 . shall include, without limitation : ( a ) all out -of - pocket costs and expenses incurred including external consultants ; ( b ) the costs of internal personnel engaged in Develo pment efforts, which costs shall be determined by multiplying the time appropriately allocated for the Party ’s internal personnel to such Development ( in [ * * * * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b -2 of the Securities Exchange Act of 1934, as amended . Confidential treatment has been requested with respect to the omitted portions