definiens: means, with respect to any Collaboration Aptamer or Combination Product, or any intermediate orcomponent thereof, manufactured by or on behalf of a Party, such Party ’s fully - burdened costs ( includi ng the costs associatedwith product testing and release activities ) of pro ducing and packaging such Collaboration Aptamer or Combination Productin bulk or finished form, determined in accordance with GAAP, including the sum of the following compo nents : ( a ) directcosts, including manufacturing, Personnel Costs and materials directly used in production and packagin g, and the cost ofexcess capacity reserved for production and packagi ng, thereof ; ( b ) overhead costs attributable to the cost of goods under theforegoing clause ( a ), including quality assurance a nd manufacturing Personnel Costs, depreciation, ret urn on capital assets andother operating and administrative costs of the man ufacturing and quality departments and occupancy co sts which areallocable to company departments based on space occ upied or headcount, or other activity - based method ; and ( c ) any otherreasonable and customary out - of - pocket costs borne by such Party for the testing, transport, customs c learance, duty, insuranceand / or storage of such Collaboration Aptamers and C ombination Products